Annual Report 2013 Operating Indicators

ANNUAL REPORT 2013 OPERATING INDICATORS

TRANSFORMER CAPACITY 743.6 GVA LENGTH OF POWER LINES 2,262 thousand kilometers ELECTRICITY DELIVERY ANNUAL 706 billion kWh

NUMBER OF SUBSTATIONS REPORT 2013 473 thousand units

NUMBER OF EMPLOYEES 221.6 thousand people

FINANCIAL INDICATORS

REVENUE RUB 759.8 bln

NET PROFIT (ADJUSTED*) RUB 74 bln

* Adjusted net proﬁt is calculated as net proﬁt not taking into account impairment of available-for-sale investments, impairment of promissory notes, provision for impairment receivables and deferred income tax liabilities referred to them. www.rosseti.ru/eng ANNUAL REPORT 2013 OPERATING INDICATORS

TRANSFORMER CAPACITY 743.6 GVA LENGTH OF POWER LINES 2,262 thousand kilometers ELECTRICITY DELIVERY ANNUAL 706 billion kWh

NUMBER OF SUBSTATIONS REPORT 2013 473 thousand units

NUMBER OF EMPLOYEES 221.6 thousand people

FINANCIAL INDICATORS

REVENUE RUB 759.8 bln

NET PROFIT (ADJUSTED*) RUB 74 bln

CONTENT

On-line version r13.rosseti.ru/en I. MAJOR INDICATORS 4 1.1. Company Overview 5 1.2. Russian Grids Mission 7 1.3. Message from the Chairman of the Russian Grids Board of Directors 8 1.4. Message from the General Director of the Russian Grids 10 2. RUSSIAN GRIDS IN ENERGY INDUSTRY 14 2.1. Russian Energy Industry 15 2.2. Electricity Tariffs 17 2.3. Our Achievements for the Industry and the Country. Corporate Highlights 21 2.4. Our strategic Goals 28 2.5. Internal Control System 29 2.6. Anti-Corruption Policy 31 2.7. Key Performance Indicators 33 3. OUR BUSINESS 34 3.1. Electricity Distribution 35 3.2. Network Connection 43 3.3. Customer Care 50 4. OUR CAPITAL INVESTMENT 52 4.1. Investment Program of Russian Grids 53 4.2. Our Major Projects 55 5. MANAGEMENT REPORT WITH FINANCIAL OVERVIEW 60 5.1. Management Report with Financial Overview 61 5.2. Procurement Activities 70 6. CORPORATE GOVERNANCE 72 6.1. Corporate Governance Role in Company’s Strategy Realization 73 6.2. Management Bodies 77 7. OUR SUSTAINED DEVELOPMENT 108 7.1. Personnel Policy 109 7.2. Occupational and Environmental Safety 116 8. SHAREHOLDERS’ INFORMATION 120 8.1. Shareholding Structure 121 8.2. Trading in Our Shares and Receipts 122 8.3. Dividend Policy 125 8.4. Bonds 126 8.5. Our Investor/Shareholder Relations Policy 128 9. APPENDICES 130 ROSSETI ANNUAL REPORT 2013

MAJOR 01004 INDICATORS MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

1.1. Company Overview

Russian Grids is an electric grid holding company whose subsidiaries are engaged in electricity transmission and distribution across most regions of Russia. Our Company is the world’s largest electric grid company in terms of the length of networks, capacity, and serviced territory.

OPERATING INDICATORS The formation of Russian Grids was completed in June 2013 as part of the restructuring of the Transformer Length of power lines, electric grid sector’s management. As ordered capacity, GVA thousand kilometers by the Russian President2, MRSK Holding was renamed Russian Grids, and the stake held by the Russian Federation in FGC UES was transferred 2,262 into the Company’s share capital. The goals of the 743.6 restructuring are to facilitate the implementation of uniform government policy in the electric grid sector, improve efficiency by consolidating electric grid assets, and achieve high financial stability in this significant segment of the Russian economy. Number of substations, Electricity delivery, The key characteristics of the transaction are as thousand units billion kWh follows: • On June 14, 2013, the Russian Federation 005 transferred a federally owned 79.64% stake in 473 706 FGC UES less 7 shares as payment for additionally issued shares in Russian Grids; the effective share exchange ratio was 9.84. • The share exchange resulted in the Russian Federation’s increasing its stake in Russian Number of employees, Grids to 85.31%, while Russian Grids acquired thousand people a controlling stake of 80.6% in FGC UES. • Third party-owned shares in FGC UES were also used as payment for additional shares in 221.6 Russian Grids.

1 Adjusted net profit is calculated as net profit not taking into account impairment of available-for-sale investments, impairment of promis sory notes, provision for impairment receivables and deferred income FINANCIAL INDICATORS tax liabilities referred to them. 2 Decree of the President of the Russian Federation No. 1567 of November 22, 2012, “On Joint Stock Company Russian Grids”.

Revenue, RUB bln Net profit (adjusted1), RUB bln Digital version of annual report is available – 759.8 74 http://www.rosseti.ru/eng/about/history/ ROSSETI ANNUAL REPORT 2013

Russian Grids Shareholding Structure, %

MINORITY SHAREHOLDERS

85.31 14.69

MINORITY SHAREHOLDERS RUSSIAN GRIDS MINORITY SHAREHOLDERS

19.4 80.6 > 50 < 50

FGC UES REGIONAL IDGCS

The Russian Grids Group includes three main kinds of subsidiaries and dependent companies (SDCs) by activity type. GRID COMPANIES WITH OPERATIONS IN THE RETAIL ELECTRICITY (CAPACITY) MARKETS 006 • Chechenenergo • Kubanenergo • NURENERGO • TDC • Yantarenergo • LENENERGO • MOESK • IDGC of Northern Caucasus • IDGC of North-West • IDGC of Siberia • IDGC of Urals • IDGC of Centre • IDGC of South • IDGC of Center and Volga Region • Tyumenenergo • IDGC of Volga THE RUSSIAN GRIDS GROUP INCLUDES THREE MAIN KINDS OF SUBSIDIARIES AND DEPENDENT COMPANIES (SDCs) BY ACTIVITY TYPE • FGC UES OTHER COMPANIES • Tyvaenergosbyt • Kabbalkenergo • Ingushenergo • Kalmenergosbyt • Sevkavkazenergo • Dagestan Energy Supply Company • Karachaevo-Cherkesskenergo • REC IDGC • VNIPIENERGOPROM • SKB VTI • ENIN • Urals Power • Engineering Company • SevZap NTC • VPEC • Power Grid Optical Networks • Engineering • VNIPIENERGOPROM Real Estate • Engineering Center UES Real Estate • North-West Power Engineering Center Real Estate • Volga Power Engineering Center Real Estate • South Center of Power Engineering Real Estate • Urals Power Engineering Company Real Estate • Siberian Energy Scientific and Technical Center Real Estate • NWEMC • Grozenergo • IT Energy Service • ZES

1 NURENERGO was simultaneously engaged in electricity distribution and energy retail operations in 2013.

http://www.rosseti.ru/eng/about/sites/ MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

1.2. Russian Grids Mission

The Strategy for Development of the Electric Grid Sector of the Russian Federation approved by Ordinance of the Government of the Russian Federation No. 511-r of April 3, 2013, provides for the formation of a single electric grid management company based on Russian Grids to coordinate the activities of Russian grid organizations in the areas of tariffs, technical policy, investment planning, transparent financial and economic operations, and anti-corruption policy. IN ORDER TO ACHIEVE THE GOALS, IT IS PLANNED THAT RUSSIAN GRIDS WILL PERFORM THE FOLLOWING PRINCIPAL FUNCTIONS: • strategic functions (planning, methodology, etc.); • coordinating functions (coordination of investment, technical, financial, and procurement policies; coordination of capital investment programs; etc.); • controlling functions (financial reporting, benchmarking, audit, setting of key performance indicators, monitoring of KPI attainment, etc.); • accomplishment of institutional goals faced by the entire industry; • participation in the consolidation of territorial grid organizations with the aim of ensuring the necessary reliability and quality of the power supply for customers. 007

Our basic values are our commitment to the goals and objectives of the Russian electric grid sector, continuity of experience, the upgrading of professional knowledge and skills, all-out determination and high concentration on job duties, goal-oriented work, and absolute compliance with operation safety rules for electrical installations. ROSSETI ANNUAL REPORT 2013

Sergey Shmatko Chairman of the Board of Directors

1.3. Message from the Chairman of the Russian Grids Board of Directors

Dear Shareholders! 008 In accordance with Decree of the Russian President No. 1567 of November 22, 2012, “On Joint Stock Company Russian Grids”, electricity transmission and distribution grids merged in 2013 to form a nationwide grid company based on Russian Grids. This was an important step toward shaping the future of the Russian electric power industry. Pursuant to the Decree, federally owned shares in FGC UES were transferred to the Company. In this connection, in order for the government to retain the ability to participate in control of FGC UES, the Federal Agency for State Property Management and Rus- sian Grids signed the Agreement for the Procedure for Controlling and Voting Shares in FGC UES. The united Company’s abilities were first put to the test by the XXII Olympic Winter Games. The uninterrupted operation of local electric grid facilities is noticeable evidence of our impressive work on improving the system reliability of the Sochi power district. We would have failed to meet these challenges but for unity, all-out commitment, and professionalism among the Russian Grids Group’s employees, who are our most valuable asset and ensure continuity of the national electric grid sector’s many years of traditions. Working toward the goals articulated by the Russian Government in the Strategy for Development of the Electric Grid Sector of the Russian Federation, the Company’s Board of Directors approved in 2013 the Uniform Technical Policy of the Russian Grids Group, MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

a fundamental document aimed at making wider use of modern, highly reliable equipment and materials and implementing sophisticated management systems for electricity transmission and distribution. I would like to emphasize the Company’s achievements in formulating and carrying out the consolidated capex program and improving the efficiency and transparency of its implementation. In this area of our activities, the Company’s Board of Directors ordered the organization of a public technological and price audit of major capital investment projects, which will help the Russian Grids Group to optimize its capital expenditures. The Company will be faced with the following challenges in 2014: – ensure proactive infrastructure development in the Siberian and Far Eastern regions and in the new constituent entities of the Russian Federation, the Republic of Crimea and the federal city of Sevastopol; – enhance electricity transit reliability for the Northwest Integrated Power System; – carry out scheduled measures to complete the formation of the united grid company. In addition, as operations of electric grid companies attract increased public attention, it is necessary to ensure the preparation and implementation of our ambitious plans to effectively cut operating costs without shifting them onto the customer. We are currently in the process of revising the Company’s strategic goals and objectives. Specifically, we will have a broader range of long-term targets in our operating, investing, and financing activities, energy conservation, and reliability assurance. Work will continue on improving power infrastructure affordability, simplifying network connection procedures for new customers, and providing small and medium-sized businesses with expanded access to the Russian Grids Group’s procurement. 009 I am confident that the work done by the Board of Directors, management, and employees of the Company last year will provide a solid foundation for accomplishing the plans to develop the electric grid sector and will enable the energy industry to achieve the goals set by the Russian President. The united Company’s abilities were first put to the test by the XXII Olympic Winter Games. Sincerely, The uninterrupted operation of local Chairman of the Board of Directors Sergey Shmatko electric grid facilities is noticeable evidence of our impressive work on improving the system reliability of the Sochi power district. ROSSETI ANNUAL REPORT 2013

Sincerely, Director General Oleg Budargin

1.4. Message from the General Director of the Russian Grids

Dear Shareholders, 010 After its first year of operation, Joint Stock Company Russian Grids is conclusive evidence of the importance and timeliness of the decision to consolidate the country’s electric grid assets. The Russian Grids Group’s activities in 2013 were fundamentally built on five pillars laying the foundations for the Company’s long-term strategy: reliability, confidence, efficiency, affordability, and outstripping growth. Strictly adhering to these principles allowed the Russian Grids team to achieve the first systemic results in the reporting period. The financing of capital investment totaled RUB 313,449 mln last year, while capital assets worth RUB 312,315 mln were put into operation (22,346 MVA of transformer capacity and 30,843 kilometers of power lines). Our customers received 706 bln kWh of electricity. Russian Grids was successful in notably improving its operating performance in 2013. The economic loss arising from process failures went down by 12%; we decreased electricity underde- livery to customers by 8% and reduced the average duration of power outages. The key indicators used to assess electric grid companies continue to include the level of electricity losses. In 2013, our distribution and transmission grids managed to bring them down by 7.78% and 4.28% respectively. Overall, loss management resulted in a saving of RUB 3.4 bln. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Approved in 2013, the Uniform Technical Policy of in the Distribution Grid Sector serves as a means of reaching the goals of improved reliability. The policy defines the main development areas of Russian Grids subsidiaries and dependent companies and sets out the model requirements applicable to the construction and modernization of Russian electric grid facilities. The Company was active in 2013 in developing approaches to the introduction of electric grid organizations’ regular benchmarking. In 2014, Russian Grids will approve the comparative analysis system for the operating efficiency of its distribution grid companies to identify problem areas and acquire best practices. 2013 will be remembered by the Company as a year of large-scale projects and achievements in the development and modernization of the electric grid sector. All of the Company’s entities took part in constructing Olympic Games facilities. Huge work was done on improving the system reliability of the Sochi power district and creating reserves for the region’s socioeconomic development. Total transformer capacity increased more than twofold (to 3,500 MVA). 68 various power facilities were built, including 220-kV and 110-kV substations. Over 450 kilometers of new power transmission lines came into operation. The principal result is the accident-free operation of the energy system during the XXII Olympic Winter Games and the XI Paralympic Winter Games. Russian energy workers were highly acclaimed by the IOC and the global power community. Last year, Russian Grids brought into operation the 500-kV line supplying power from the Zeya hydraulic power plant, thus solving the electricity shortage in the Khabarovsk Territory, the Jewish Autonomous Region, and the Amur Region. Successful tests were conducted on electricity transmission from Finland to Russia through a DC link at the 400-kV Vyborgskaya substation in the Lenin- The Russian Grids Group’s grad Region. The first delivery was 2,700 MWh. activities in 2013 were funda- Russian Grids put into operation the new 500-kV Kurgan – Ishim overhead power line, enhancing the operating reliability of the mentally built on five pillars laying the Kurgan energy system and making it possible to exchange 011 foundations for the Company’s long-term electricity between the Urals and Siberia. strategy: reliability, confidence, efficiency, The year 2013 saw the creation of the Russian Grids Group’s affordability, and outstripping growth. Strict- common data bank containing information on emergency reserves, mobile crews, backup power sources, and contrac- ly adhering to these principles allowed the tors that can be engaged to remedy emergency situations. Russian Grids team to achieve the first The usefulness and practicality of this database was con- systemic results in the reporting period. vincingly demonstrated by flood recovery operations in the Far East and by successful work in difficult weather conditions in the Northwestern, Central, and Southern Federal Districts. The unified Electric Grid Sector Headquarters proved to be effective and showed the best possible promptness of recovery operations. 2013 will be remembered as a year of a major breakthrough in enhancing the affordability of network connections. Russian Grids entities contributed to Russia’s higher position in the Doing Business ranking, reducing the time required to obtain an electricity connection last year. The previous year witnessed a larger number of operational main substation, while the number of signed network connection contracts grew by 15%. The Russian Grids Group accepted for performance 383,342 contracts for total capacity of 30,622 MW. The largest facilities obtained connections in the Leningrad, Astrakhan, and Omsk Regions and the Krasnodar Territory. They include pump stations in the Southern Federal District; facilities operated by TGK-1, SGC TGK-8, TGK-11, and Volga TGK; and a 180-MW CCGT of Dzhubga TPP, OGK-3. As part of implementing the network connection road map, the Company launched a customer relations website at ПОРТАЛ-ТП.рф in 2013. Only in the first quarter of 2014, it was visited by more than 60,000 potential customers. ROSSETI ANNUAL REPORT 2013

The Company’s plans include bringing down the time of considering network connection requests for 150 kW and below to 15 days, the number of visits to obtain services in all regions to three, and the time required to obtain an electricity connection to 40 days by 2018. In 2013, the Company took measures to substantially cut costs and keep a high level of financial stability amid restrictions on tariff growth rates. Proactive borrowing management enabled us to reduce borrowing costs. The weighted average interest rate of Russian Grids’s aggregate borrowing portfolio (exclusive of issued infrastructure-related bonds of FGC UES) was 8.28% p.a. on December 31, 2013, which is one of the lowest in the country. The Company’s measures to decrease borrowing costs allowed us to cut the interest rate by 0.44%, enabling the Russian Grids Group to save over RUB 3.2 bln in servicing its debts in the future. In the 2013 National Procurement Transparency Rating of Contracting Public Entities, Russian Grids received the “Guaranteed Transparency” award in November. Additionally, Russian Grids won the Grand Prix of the annual contest “Leader in Competitive Procurement 2013” and was recognized as “Company of the Year in Competitive Procurement”. The economic effect from procurement procedures last year was RUB 42 bln, which made it possible to increase capital investment necessary to secure a reliable electricity supply for customers. Today, no progressive advance would be possible without the implementation of advanced innovative technical solutions and the application of best scientific practices. The Company continued to work systematically in this area. In 2013, we created a centralized management system for the innovative development of Russian Grids and SDCs. The Company carries out a R&D program, which means more than 100 innovative projects and intellectual property products that come into wide use, including at the Skolkovo Innovation Center. It is also important that the Company in 2013 laid the foundations for its further innovative development: Russian Grids prepared the Schedule of Formulating and Implementing the R&D Program, defined the areas of innovative development, and formulated priority tasks and topics. Work is underway to prepare the concept of setting up 012 the centralized R&D Management Foundation. In September 2013, Russian Grids formed the Scientific and Technical Council, composed of leading Russian scientists and educationalists, together with representatives of the Russian Acad- emy of Sciences and the country’s leading higher education institutions and research establishments. For the first time in history, joint authors with the involvement of Russian Grids management developed and created prototype models of radically new equipment for electricity transmission. This work received an award from the Russian Govern- ment in December 2013. As part of implementing the Considerable attention is given to setting up the Federal Test- network connection road map, ing Center, which will make it possible not only to perform tests on electrical equipment as required under international the Company launched a customer and national standards, but also to enable Russian manufac- relations website at ПОРТАЛ-ТП.рф turers to enter foreign markets with no need for additional certification. The creation of such a testing center will give in 2013. Only in the first quarter of a new impetus to the development of domestic industrial 2014, it was visited by more than production. 60,000 potential customers. We took notable steps in building up international cooperation. Russian Grids entered into agreements to carry out joint projects with such companies and organizations as dena, Siemens AG, EDF-I, CESI S.p.A., Tesmec, Sim-Ross-Lamifil, Prysmian Group, and Mitsubishi Motors Corporation Russia. The working group on the synchronization of the Russian, Azerbaijani, and Iranian energy systems resumed its activities. Russia’s participation in the activities of the World Energy Council (WEC) reached a qualitatively new level. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Based on the solid groundwork laid last year, 2014 will be a significant step toward the electric grid sector’s goals in operating and investing activities, innovative development, energy conservation, and comprehensive security. Today, no progressive Ahead of us lays strenuous and important work to the benefit of advance would be possible the customer. Our team of qualified professionals, extensive without the implementation of operational experience, high innovative potential, and financial advanced innovative technical solu- stability guarantee Russian Grids’s sustainability, open up new opportunities for the Company, and bring about good pros- tions and the application of best pects for further growth. scientific practices. The Company

continued to work systematical- Sincerely, ly in this area. Director General Oleg Budargin

013 ROSSETI ANNUAL REPORT 2013

014 RUSSIAN GRIDS IN 02 ENERGY INDUSTRY MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

2.1. Russian Energy Industry

The electric power industry is Russia’s basic economic sector that supplies electricity to domestic businesses and households and exports electric power to CIS and non-CIS countries. Reliable operations of the industry are a prerequisite for Russia’s energy security and successful economic development. The contemporary electricity market in Russia is competitive: natural monopoly functions (electricity transportation and operational dispatching control) are, to a large extent, separated from potentially competitive functions (electricity generation and retailing, repair and service operations). Electricity market prices are driven by supply and demand, and competition among market participants reduces their costs. Natural monopolies are regulated by the government, which forms the infrastructural basis for the competitive electricity market. Currently, the Russian electric power industry consists essentially of three segments: electricity generation, electricity transmission and distribution, and electricity retailing. Generation in Russia comprises more than 700 power plants, each with capacity of over 5 MW. The overall installed capacity of Russian power plants exceeds 223 GW and is structured as follows by type of generation: thermal power plants are 68.4%, hydraulic power plants are 20.3%, and nuclear power plants are about 11.1%. Russian Grids operates in the electricity transmission and distribution segment. As the largest electric grid company in Russia, we are a combination of electricity transmission grid facilities and interregional and regional electricity distribution grid companies. The Russian electricity and capacity market is composed of two tiers: wholesale and retail. Buyers and sellers in the wholesale market are generation companies, electricity exporters and importers, suppliers of last resort, retail companies, and large consumers. Grid companies are also among buyers in the wholesale market because they purchase electricity and capacity as compensation for network losses. The electricity and capacity market is operationally present in the regions united into price and nonprice zones. The first price zone comprises the 015 European part of Russia and the Urals, and the second is Siberia. The nonprice zones (Arkhangelsk Region, Ka- liningrad Region, Komi Republic, and Far Eastern regions), where it has not been technically possible to organize

Role of Russian Grids in the Russian Electric Power Sector

Generation Transmission and distribution of electricity Sales companies

RUSSIAN GRIDS

Generation Transmission sector Distribution sector 8 sales companies companies

Functions of SC have been taken in 12 regions of Russia

FGS UES 15 IDGCs 101 sales companies, regesteredin the wholesale market

TGO ROSSETI ANNUAL REPORT 2013

competitive market relations yet, are subject to government regulation with respect to trading in electricity and capacity. Retail market participants are electricity consumers, suppliers of last resort, electricity retailers, energy suppliers, public utility providers, grid organizations (IDGCs) and other owners of electric grid facilities, and generators that do not supply power to the wholesale market. Government-regulated tariffs apply to all electricity deliveries to households and a wide range of social infrastructure facilities. Starting from January 1, 2011, all the other customer categories receive electricity at unregulated prices. The physical channel of electricity deliveries can be outlined as follows: retailers buy electricity in the wholesale market from generation companies and use the electricity transportation services of transmission and distribution grids to resell electricity in the retail market. The government acts as the electricity market regulator. In addition to the Ministry of Energy, through which the government exercises its authority to manage the industry, the Market Council applies market self-regulation mechanisms to organize trading in electricity and capacity in the wholesale market. Our Company controls the operations of territorial grid organizations and the activities of Federal Grid Company, secures the operating reliability of electricity transmission and distribution grids, and creates the essential conditions for encouraging investment to develop the Russian electric grid sector.

Electricity Delivery Channel

016 Wholesale and territorial generation FGC UES DISTRIBUTION GRIDS ULTIMATE CUSTOMERS companies, RusHidro, etc.

Power plants Transmission lines Distribution grids Households (220 kV and above) (0.4–110 kV) (retail customers) and substations and substations

Large industrial customers Industrial and (directly connected commercial to FGC UES grids) customers MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Federal Executive Authorities Basically Involved in Market Regulation

Federal Executive Authority Scope of Responsibility Ministry of Energy of the Russian Federation Formulation of government policy and legal regulations on energy, including electric power issues Federal Tariff Service of the Russian Federation Legal regulation in the government regulation of prices (tariffs) of goods and services, including setting electricity distribution tariffs Federal Antimonopoly Service of the Russian Antimonopoly regulation in the electric power industry Federation Federal Service for Environmental, Technological and Technical inspection and supervision in the electric power industry Nuclear Supervision of the Russian Federation

2.2. Electricity Tariffs

The tariff policy in the electric grid sector is aimed at introducing ompetitivec electricity tariffs that should be adequate to meet the need for developing the infrastructure to support Russia’s economic growth and should also ensure attractive return on invested capital. Measures to achieve this goal involve fulfilling the following objectives: • ensuring long-term and transparent tariff regulation: switching over to a new tariff model with due regard to decreased cross-subsidies; • giving consideration to customer-oriented reliability and service quality in regulating tariffs of electricity distribution services; • introducing agreements governing the conditions of regulated activities (regulatory agreements) for the purposes of implementing specific major projects; • improving the procedure for the public consideration of tariff requests received from grid organizations; • modifying the tariff calculation base of electricity distribution services and switching over to payments for 017 reserved maximum capacity; • improving the pool-based tariff design system and excluding one-customer grids’ expenses from the pool tariff; • improving the approaches to connection fee regulation. At present1, Russian Grids SDCs are subject to long-term tariff regulation methods: return on invested capital method (RAB) and long-term minimum regulated revenue indexation method. The methods specify that tariffs are effective for at least five years (but not less than three years if set for the first long-term regulation period).

Return on Invested Capital Method (RAB) vs. Long-Term Minimum Regulated Revenue Indexation Method

Return on Invested Capital Method (RAB) Long-Term Minimum Regulated Revenue Indexation Method An organization’s minimum regulated revenue is set for a long-term Tariffs are set by regulators and based on the following long-term regu- regulation period and based on the following parameters: lation parameters: • base level of operating expenses; • base level of controllable expenses as set by regulators; • efficiency index of operating expenses; • efficiency index of controllable expenses; • amount of invested capital; • asset-based elasticity of controllable expenses; • net working capital; • electricity network losses; • rate of return on invested capital; • reliability and quality level of sold goods/services. • payback period; • asset-based elasticity of controllable expenses as per guidelines; • standard of electricity network losses as approved by the Ministry of Energy of the Russian Federation; • reliability and quality level of sold goods/services.

1 http://www.rosseti.ru/eng/clients/rab/ ROSSETI ANNUAL REPORT 2013

To tackle the problem of the physical deterioration of grid organizations’ capital assets and create conditions for large-scale investment in the industry, the implementation of the return on invested capital method began in 2009. Carrying out the pilot projects to implement the return on invested capital method showed the efficiency of its application and made it possible to achieve a substantial growth in grid organizations’ capex programs. The tariffs of FGC UES’s electricity transmission services using the Unified National Electric Grid have been set in accordance with the return on invested capital method since 2010. In 2013, the structure of the employed long-term regulation methods remained the same as in 2012. About a third of Russian Grids SDCs were subject to the long-term minimum regulated revenue indexation method, while theДинамика return реализации on invested долгосрочного capital method тарифного (RAB) регулирования applied to the majority of Russian Grids SDCs (over two-thirds).

Evolution of the Implementation of Long-Term Tariff Regulation

88% 2009 12%

74% 2010 26%

3% 2011 85% 12%

68% 2012 32% 018

68% 2013 32%

Cost-plus pricing RAB regulation Long-term indexation

Inherent in the RAB-based method is the possibility of a phased payback plus interest on invested capital. There- fore, the benefits of the transition to RAB regulation are that returns are guaranteed, thus encouraging investment in grid infrastructure construction and modernization, and that investments can be made on a larger scale compared with the long-term minimum regulated revenue indexation method. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

RAB-Based Tariff Formula

STEP 1 Approved RAB × Approved rate of return = Return STEP 2 Approved RAB ÷ Payback period = Payback

Operating Uncontrollable Minimum regulated STEP 3 Return + Payback + expenses + expenses = revenue STEP 4 Minimum regulated revenue ÷ Requested capacity = Calculated tariff

By contrast, the long-term tariff indexation method is based on the calculation of minimum regulated revenue, composed of three main components: operating expenses, depreciation, and reinvested profit. As currently prescribed, reinvested profit may not be in excess of 12% of minimum regulated revenue.

Distribution Grid Companies by Tariff Regulation Method

Regulation Methods RAB Long-Term Indexation 45 branches 23 branches IDGC of Northern Kabardino-Balkarian Republic; IDGC of Northern Caucasus Republic of Dagestan; Republic of Ingushetia*; Caucasus Karachayevo-Cherkessian Republic; Republic Chechen Republic of North Ossetia – Alania; Stavropol Territory IDGC of Centre Belgorod Region; Voronezh Region; Kostroma IDGC of Centre Bryansk Region; Lipetsk Region; Tver Region Region; Kursk Region; Oryol Region; Smolensk Region; Tambov Region; Yaroslavl 019 Region IDGC of North-West Vologda Region; Republic of Karelia; IDGC of North-West Arkhangelsk Region; Murmansk Region; Novgorod Region; Pskov Region Komi Republic IDGC of South Astrakhan Region; Republic of Kalmykia; IDGC of South Volgograd Region Rostov Region IDGC of Siberia Altai Territory IDGC of Siberia Republic of Altai; Republic of Buryatia; Krasnoyarsk Territory; Kemerovo Region; Omsk Region; Republic of Tuva; Republic of Khakassia; Trans-Baikal Territory IDGC of Center and Volga Vladimir Region; Ivanovo Region; Kaluga Tyumenenergo Tyumen Region, Khanty-Mansijsk Autono- Region Region; Kirov Region; Republic of Marij El; mous District, Yamalo-Nenets Autonomous Nizhni Novgorod Region; Ryazan Region; Tula District Region; Udmurtian Republic IDGC of Volga Samara Region; Saratov Region; Ulyanovsk Yantarenergo Kaliningrad Region Region; Republic of Mordovia; Orenburg Region; Penza Region; Chuvashi Republic IDGC of Urals Perm Region; Sverdlovsk Region; Chelyabinsk TDC Tomsk Region Region MOESK Moscow; Moscow Region LENENERGO Saint Petersburg; Leningrad Region Kubanenergo Krasnodar Territory; Republic of Adygeya

* Before 01.05.2013 – JSC “Ingushenergogrid”.

Changes in the distribution of costs in the electricity distribution tariff in the period from 2008 to 2013 are characterized by the stable proportion of Russian Grids-managed territorial grid organizations’ own minimum regulated revenue and by an increase in costs incurred by other territorial grid organizations. ROSSETI ANNUAL REPORT 2013

Distribution of Costs in the Distribution Tariff, billion rubles

+7% 637 +2% 584 593 +16% 96 +12% +8% 86 502 93 +15% +20% 119 436 78 +3% +4% 116 +27% +9% 111 72 +21% 92 343 +8% +31% 141 71 +6% SDCs’ minimum +4% 133 67 128 regulated revenue +26% +38% 102 FGC UES 51 77 +32% Territorial grid +24% organizations 62 Losses

281 +33% +7% 230 +9% 251 +3% 258 +9% 216 162

2008 2009 2010 2011 2012 2013

The weighted average pool tariff of electricity distribution services was RUB 1.06 per MWm in 2013, or 10% higher than in 2012. Changes in the weighted average pool tariff are shown below. 020 Weighted Average Pool Tariff of Electricity Distribution Services, kopecks/kWh

106

97 96

2006 2007 2008 2009 2010 2011 2012 2013

Weighted average tariﬀ of electricity distribution services MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The tariff rate of electricity distribution services related to maintenance of UNEG electric grid facilities was RUB 135,000 per MWm in the reporting period, or 9% higher than in 2012. Changes in this indicator are shown below.

Tariff Rates of Electricity Distribution Services Related to Maintenance of UNEG Electric Grid Facilities, RUB/MWm

134,964 123,328 116,783

111,083

87,869

48,170 58,159

2008 2009 2010 01.01.2011– 01.04.2011– 01.07.2012– 01.07.2013– 31.03.2011 30.06.2012 30.06.2013 30.06.2014

Tariﬀ rates of electricity distributuin services related to maintenance of UNEG electric grid facilities, RUB/MWm 021 2.3. Our Achievements for the Industry and the Country. Corporate Highlights

The transmission and distribution sectors that form part of Russian Grids are the infrastructural base of the Russian economy. Our Company’s activities determine not only the operations of certain businesses and social infrastructure facilities but also the successful development of other Russian infrastructural monopolies. That is why Russian Grids’s achievements are of paramount significance to the realization of Russia’s economic potential and to improve quality of life. Our main strategic priorities include securing a reliable, efficient, and affordable power supply for customers. We achieved substantial progress in each of these areas in 2013. Reliability. Accident rates were considerably reduced in the electric grid sector in the reporting period. All electric grid companies of the Russian Grids Group reached their SAIDI targets. It is also worthy of note that 16 electric grid companies and their branches achieved substantial improvements on their plans. Efficiency. Russian Grids took a major step forward in innovative development, including the introduction of state-of-the-art information and telecommunications technology. Work continued in 2013 on the implementation of the Strategy for Development of Russian Grids and Its Subsid- iaries and Dependent Companies in Information Technology, Automation and Telecommunications Until 2016 (ITT Strategy) devised and approved by the Board of Directors and the ITT Strategies of 13 SDCs. The Company’s action plan approved by the Board of Directors for 2013 specified 20 actions. The implementation of the ITT Strategy by Russian Grids and SDCs in 2013 resulted in completing or proceeding with 18 projects, out of which nine were completed and the others were underway.

http://www.rosseti.ru/eng/about/Key-facts/Company-profile/ ROSSETI ANNUAL REPORT 2013

The principal results of implementing the ITT Strategy of the Company in 2013 are as follows: • the centralized automated receivables management system was introduced into the Company and SDCs; • the automated accident record system was introduced into the Company and 13 SDCs; • work was organized on formulating the target-oriented programs to develop automated process control systems for SDCs; • the centralized purchase of infrastructural services for corporate systems was organized for the Company and SDCs; • the centralized purchase of Microsoft software licenses and Premier Support services were organized for the Company and SDCs; • the centralized purchase of servers, storage area networks, and active networking equipment was organized for IDGC of Volga, IDGC of South, and IDGC of North-West; • the uniform catalog of ITT services was prepared and introduced into the Company and five SDCs; • measures were taken to support power supply process control systems in the Olympic Games region as part of preparations for the XXII Olympic Winter Games; • the Concept of Organizing Russian Grids’s Billing Metering was approved.

Russian Grids also continued successfully to carry out the Innovative Development Programs for distribution and transmission grids. The programs cover the period until 2020 and aim to: • reduce the overall physical deterioration of grids to 50% by 2020, provided that financing will be sufficient; • raise operating efficiency by 2020 to the efficiency level of distribution grid companies of developed countries; • create the reserve of transmission capacity of electric grids to be 3 years ahead of the development of the economy; • ensure that ROI in the distribution grid sector will be at a level comparable with that of Russian companies exposed to similar risks; • encourage investment in the large-scale rehabilitation of capital assets, which will result in improving the 022 reliability and quality of services and increasing the operating efficiency of grid companies; • start to apply innovative technologies that meet the highest international standards in electric power distribution at all stages of the production process.

In the reporting year, substantial results and significant practical effects were achieved in all of these areas, including as follows: 1. The Design and Test Field for Intellectual Power System with an Actively Adaptive Grid (IPS AAG) Solutions was set up, and the IPS AAG laboratory was created. 2. Work started on providing informational support for the lifecycle of electric grid facilities (the phases “Devel- opment” and “Production”). 3. A general information model was developed for the IPS AAG grid (CIM/RDF); regulatory documents were formulated for its operation and maintenance based on IEC 61968 and IEC 61970. 4. Substations of the Company’s electricity transmission grids completed tests of energy storage systems; the Federal Service for Environmental, Technological and Nuclear Supervision granted permission for the commercial operation of energy storage systems; work started on preparations for the industrial introduction of these solutions into the Company’s facilities. 5. The Regulations for the Uniform Technical Policy in the Electric Grids of Russian Grids were developed and approved. 6. The “Energy Breakthrough” All-Russia Contest of Innovative Projects was held, oriented toward teams of young professionals and young university professors and employees of research organizations. 7. The Innovative Development, Energy Conservation, and Energy Efficiency Enhancement Policy was formulated and will soon be approved by the Board of Directors of the Company. 8. The Scientific and Technical Council of Russian Grids was established for the coordination of innovation, technical, and operational policies and for the coordination of efforts to develop and organize the implementation of new equipment and technology into projects for new construction, rehabilitation, and technical upgrading aimed at improving the reliability and operating efficiency of electric grid facilities of Russian Grids and reducing related operating costs. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The financing of the programs in 2013 was RUB 26,616 mln for distribution companies and RUB 12,166 mln for transmission companies. Among the main achievements in information technology and telecommunications is the introduction of centralized automated accident record, process control, receivables management, procurement, and other systems.

An important part of the Innovative Development Program is the R&D Program In 2013, the reform of the electricity industry’s management structure and the establishment of Russian Grids changed the R&D management system in the electric grid sector. To improve R&D efficiency, cut R&D expenses, and avoid the overlapping of R&D activities conducted by different SDCs, Russian Grids decided to centralize the Company’s R&D management system. Since June 2013, the Rus- sian Grids Department for Technological Development and Innovation has been responsible for R&D activities. Under the R&D Program in 2013, Russian Grids organized the performance of 142 research and development assignments (90 under contracts with distribution companies and 52 under contracts with transmission companies). 85 assignments were completed in 2013 (57 under contracts with distribution companies and 28 under contracts with transmission companies). R&D in 2013 resulted in receiving 91 intellectual property items (patents and certificates) (55 in the case of transmission companies and 36 in the case of distribution companies). The key results of the R&D Program are as follows: • Creating infrastructure for electricity transportation in the area serviced by MOESK as part of implementing the Comprehensive Introduction Strategy for Smart Grids (ordering entity: MOESK). • Developing and implementing an adaptive high-sensitivity system for local and remote backup protection of transformers of tapping and intermediate substations (ordering entity: Kubanenergo). • Developing a signal transmitter for relay protection for power lines rated 6–110 kV (ordering entity: 023 LENENERGO). • Studying the operation modes of network equipment with different neutral grounding methods and drawing up guidelines on selecting neutral grounding modes for electricity networks rated 6–35 kV (ordering entity: LENENERGO). • Designing a prototype for a pole-mounted transformer substation rated 6–20/0.4 kV and drawing up related process documents (ordering entity: IDGC of Centre). • Designing, prototyping, and testing single-circuit and double-circuit lightweight tangent-suspension towers made of composite materials and equipped with insulating cross-arms for high-voltage lines (HVL) rated up to 110 kV (ordering entity: Tyumenenergo). • Designing broadband vibration dampers (ordering entity: Tyumenenergo). • Conducting comprehensive research and designing an icing control information system for limit current loads on wires of overhead power lines (OPL) (ordering entity: IDGC of Northern Caucasus). • Implementing a modern early icing detection system for overhead power lines rated 35–110 kV (Volgograden- ergo and Rostovenergo, branches of IDGC of South) (ordering entity: IDGC of South). • Preparing a concept of using Smart Grid elements and individual transformer substations (one transformer for one house) to build an innovative electricity network rated 0.4–6 (10) kV in a particular locality (ordering entity: IDGC of Center and Volga Region). • Modeling the impact of hazardous and adverse weather phenomena on electric grid facilities, including analyzing alternative weather forecasts and preparing proposals to improve the storm-warning response system (ordering entity: FGC UES). • Creating an industrial prototype of a thyristor-controlled shunt reactor (500 kV and 180 MVAr) and selecting a pilot site (ordering entity: FGC UES). • Designing and creating a single-tripping AC vacuum circuit breaker rated 110 kV (ordering entity: IDGC of Volga).

http://www.rosseti.ru/eng/investment/policy/rd/ ROSSETI ANNUAL REPORT 2013

• Setting up the Digital Substation test field. Prototyping and testing the Digital Substation software and hardware system (ordering entity: FGC UES). • Prototyping a high-temperature superconducting (HTSC) DC cable line rated 20 kV and 2,500 A with a length of up to 2,500 meters (ordering entity: FGC UES).

Russian Grids’s efforts in 2013 and the implementation of the relevant Program made it possible to substantially enhance the Russian economy’s energy efficiency and decrease GDP energy intensity. The figure below describes the reduction rates of GDP energy intensity in 2011–2013 against 2007:

Reduction Rates of GDP Energy Intensity, %

Plan 4.1 2011 2.1 7.1 2012 3.5 11.4 2013 4.7

Factor 2.1 2011 1.3 4.4 2012 3.2 7.9 2013 5.0

Other factors Measures implemented under the Program 024

Affordability of the power supply for customers. Largely due to the Company’s efforts to simplify network connection procedures, Russia climbed as high as 19 positions in the “Ease of Doing Business” global ranking in the World Bank’s Doing Business report. In 2013, Russia was ranked 92nd. The better position in the “Get- ting Electricity” ranking (71 up) was key to Russia’s achievement. Additionally, the improved affordability of the power supply for customers in 2013 was due to the use of online customer service, which enabled customers to resolve various issues of network connection and further support over the Internet. Cost reduction. In 2013, the Company carried out the instructions issued by the Russian Government to achieve an at least 10% annual reduction of per-unit purchase costs related to goods (work, services) within three years. A key goal for the Company’s management is to make systemic and target-oriented efforts to raise the efficiency of operating activities and optimize expenses. Implementation areas for the cost management program are prioritized according to the business processes generating most expenses and having the high potential for expense optimization. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The principal areas for carrying out the cost management program are as follows:

Key Business Processes Cost Reduction Areas Capex program planning and implementation Increased share of high-performance facilities Reduced per-unit capital expenditures Electricity transportation and billing metering Increased revenues Reduced above-standard losses Reduced energy resource consumption for production and business purposes Operation, maintenance, and organizational design Optimized personnel costs Improved workforce productivity Optimized maintenance and repair expenses Cash flow management Reduced borrowing costs Supporting processes Reduced information system maintenance costs Optimized non-production expenses Property management Reduced operating expenses associated with idle real property Below are the corporate highlights of 2013, which are the milestones of our achievements in the reporting period.

Corporate Highlights January 24. The Board of Directors approved the adjusted Investment Program for 2012–2017. The Investment Program essentially aims to improve reliability and reduce electricity losses. January 28. The Company announced the results of the exercise of the preemptive right to acquire its additional share issue (1-01-55835-003D) registered by the Federal Financial Markets Service of the Russian Federation on December 3, 2012. February 18. The Board of Directors decided to convene the Extraordinary General Meeting of Shareholders on 025 March 23, 2013, to amend the Articles of Association in connection with the change of the corporate name. March 04. Russian Grids completed the placement of the additional issue of 9,375,608,049 shares (1-01-55385-Е-003D) registered by the Federal Financial Markets Service of the Russian Federation on Decem- ber 3, 2012. March 23. Russian Grids held the Extraordinary General Meeting of Shareholders, resolving to amend the Arti- cles of Association in relation to the corporate name changed into Russian Grids. March 29. СThe Board of Directors of Russian Grids decided to convene the Extraordinary General Meeting of Shareholders on May 6, 2013, with the following agenda: 1. Determination of the quantity, par value, category (type) of the Company’s authorized shares and rights attaching thereto. 2. Approval of amendments and supplements to the Articles of Association of the Company. 3. Increase in the authorized capital of the Company by means of the placement of additional shares. 4. Approval of the Agreement for the Procedure for Controlling and Voting Shares in FGC UES, which is a related party transaction. 5. Early termination of the powers of the management organization, FGC UES. April 04. Interdistrict Inspectorate of the Federal Taxation Service of the Russian Federation for the City of Moscow No. 46 registered the amendments to the Articles of Association of the Company in connection with the Company’s corporate name changed into Russian Grids, and the Uniform State Register of Juridical Persons was amended accordingly. April 17. Russian Grids sold a 25% stake in SCPE.

http://www.rosseti.ru/eng/press/news/ ROSSETI ANNUAL REPORT 2013

April 24. Russian Grids published on its corporate website the Russian Grids Group’s IFRS financial results for 2012 and the management report for 2012. May 06. Russian Grids held the Extraordinary General Meeting of Shareholders. May 17. The Board of Directors of Russian Grids approved the Decision on the Additional Share Issue and the Securities Prospectus. May 22. The transaction to purchase shares placed by Kubanenergo through a public offering was completed as part of exercising the preemptive right to acquire them in the amount of RUB 7,937,024,952.20. June 07. The transaction to purchase shares placed by IDGC of Northern Caucasus through a public offering was completed as part of exercising the preemptive right to acquire them in the amount of RUB 2,544,000,001.50. June 14. The government-owned stake in FGC UES was transferred into Russian Grids’s custody account. June 14. The Board of Directors of Russian Grids decided to appoint Oleg Budargin as the Director General. June 14. The powers of FGC UES as Russian Grids’s sole executive body were terminated. June 15. Oleg Budargin was inaugurated as the Director General of Russian Grids. June 21. Russian Grids took an active part in St. Petersburg International Economic Forum and agreed on cooperation with several industrial and financial foreign companies. June 28. Russian Grids held the Annual General Meeting of Shareholders. June 28. The Board of Directors of Russian Grids decided to elect Sergey Shmatko as the Chairman of the Board of Directors of Russian Grids. July 03. The construction of the Pribrezhny cluster power facilities was completed earlier than scheduled. 026 July 04. Russian Grids started the construction of a charging station network for electric vehicles. July 10. Russian Grids completed the construction of the Valaam electric power infrastructure. July 29. The transaction to purchase shares placed by Kubanenergo through a public offering was completed as part of exercising the preemptive right to acquire them in the amount of RUB 8,557,574,083.08. July 29. The transaction to purchase shares placed by Chechenenergo through a private offering was completed in the amount of RUB 4,275,548,093. July 31. The Council of Customers of Russian Grids was formed, representing all of the Company’s customer groups. August 22. Russian Grids published on its corporate website the Russian Grids Group’s IFRS financial results for the six months ended June 30, 2013. August 31. The backbone grid infrastructure was built for the Winter Olympics in Sochi. September 10. ЗRussian Grids completed the placement of the additional issue of 103,831,550,845 shares (1-01-55385-Е) registered by the Federal Financial Markets Service of the Russian Federation on June 4, 2013. September 11. The Board of Directors of Russian Grids decided to set up the Technical Supervision Center, a branch of Russian Grids. September 19. Russian Grids formed the Scientific and Technical Council, a collegial body responsible for working on the promising development areas for the electric grid sector. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

October 01. The Notice of the Additional Securities Issue Results was sent to the Federal Financial Markets Service of the Russian Federation. October 04. Russian Grids purchased shares in Kubanenergo and TDC from Tyumenenergo. After the purchase of 30,926,801 ordinary shares in Kubanenergo, the percentage of voting shares held by Rus- sian Grids in Kubanenergo increased from 63.01% to 84.65%. After the purchase of 1,325,424,884 ordinary shares and 158,213,911 preference shares in TDC, the percentage of voting shares held by Russian Grids in TDC increased from 52.03% to 85.77%. October 10. An innovative electricity supply management system, which had no equivalents in Russia, was put into commercial operation in Sochi. October 24. The Uniform Technical Policy in the Distribution Grid Sector was approved. October 29. Russian Grids made a major contribution to Russia’s better position in the World Bank’s Doing Busi- ness ranking (Russia climbed as high as 67 positions in the “Getting Electricity” ranking). October 29–31. Russian Grids held the 2nd International Forum of Electricity Sector Innovations. November 12. The Board of Directors of Russian Grids elected new members of the Management Board. November 15. The terms of network connection were simplified: the number of network connection contracts increased by 17%. December 23. Russian Grids provided network connection for Perm-based new facilities of the Russian space industry. December 25. The Company launched the Uniform Network Connection Portal at ПОРТАЛ-ТП.рф. December 27. The pilot project was completed in Sochi for the installation of lights and beacons on top of power 027 line towers. December 27. The Board of Directors of Russian Grids approved a restated version of the Anti-Corruption Policy of Russian Grids.

Events After the Reporting Period February 07. Moody’s affirmed Russian Grids’s Ba1 corporate rating and revised the rating outlook from developing to stable. March 27. Standard & Poor’s assigned a BBB long-term credit rating to Russian Grids. April 28. MICEX Stock Exchange registered Russian Grids’s exchange-traded bonds and admitted them to trading. ROSSETI ANNUAL REPORT 2013

2.4. Our strategic Goals

The long-range development strategy of Russian Grids is determined by the provisions of the Strategy for De- velopment of the Electric Grid Sector of the Russian Federation and by priority given to securing the reliable and high-quality power supply for customers. In the area of ensuring the reliable and high-quality provision of services, the principal goals for Russian Grids are as follows: • Ensure that grid SDCs attain service reliability and quality indicators; • Implement the Action Plan (Road Map) “Enhancing the Affordability of the Power Infrastructure” under Ordi- nance of the Government of the Russian Federation No. 1144-r of June 30, 2012. In the area of improving operating efficiency, it is planned to reduce operating expenses by 15%, adjusted for inflation, compared with 2012 (in rubles per unit of maintained electrical equipment). In the area of optimizing investing activities, work continues on introducing the principles of efficiency, transparency, and equilibrium into the investing process. The target is to increase investing efficiency in the transmission and distribution grid sector by an average of 30% on 2012 (in rubles per physical unit (kilometer, MVA)). In the area of energy conservation and energy efficiency enhancement, it is planned to achieve an 11% overall reduction in electricity losses by 2017 compared with 2012. In the area of financing activities, the target is to ensure that both ussianR Grids and each of its SDCs have stable current, medium-term, and long-term liquidity and financial stability. Another priority is to keep overall security at the necessary level taking account of terrorism threats and economic damage risks. 028 To efficiently pursue its goals, Russian Grids operates an integrated business planning system. The key indicators of approved business plans are linked in the medium run to the Company’s objectives of ensuring the attainment of targets. Additionally, Russian Grids takes an active part in preparing proposals for the drafts of legal regulations in accordance with the Schedule for Issuing Legal Regulations to Implement the Strategy for Development of the Electric Grid Sector of the Russian Federation approved by Ordinance of the Government of the Russian Federa- tion No. 511-r of April 3, 2013. New requirements and challenges faced by the electric power industry necessitate updating Russian Grids’s strategic initiatives and development priorities aimed at accomplishing the goals set by the Russian Government. Specifically, measures to update Russian Grids’s strategic goals and objectives will include widening the range of long-term targets in operating, investing, and financing activities and in energy conservation and reliability assurance.

http://www.rosseti.ru/eng/about/Mission-and-Strategy MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

2.5. Internal Control System

The principal goals of the internal control system (ICS) of Russian Grids are as follows: • efficiency, cost effectiveness, and productivity of organizing the Company’s activities; • compliance with the legal requirements applicable to the Company’s activities and with the requirements set forth in the Company’s internal documents; • prevention of wrongful acts on the part of the Company’s employees and third parties in relation to the Compa- ny’s assets; • reliability, completeness, and timeliness of preparing all kinds of reports. The internal control system is governed by the following main documents: • Strategy for Developing and Improving the Internal Control System of Russian Grids and Subsidiaries and Dependent Companies of Russian Grids approved by the decision adopted by the Board of Directors of Russian Grids on February 10, 2014; • Internal Control Policy approved by the decision adopted by the Board of Directors of the Company on Decem- ber 29, 2011; • Risk Management Policy approved by the decision adopted by the Board of Directors of the Company on March 26, 2010. The Strategy defines the principal goals and development areas for the internal control and risk management system at all levels (in the Company and SDCs) and in all processes (areas of activities) of the Company. Key goals of improving the internal control system: • integrate the main elements and principles of the internal control system into the general management and decision making system of the electric grid sector; • implement a maximally efficient model of performing controlling functions that ensures a reasonable level of independence and objectivity; 029 • develop and introduce uniform standards of internal control, internal audit, and risk management. The internal control system participants are shown in the figure below.

Internal Control System Participants

Internal Audit Board of Directors Commission

ICS upper level: Level of ICS stratigic management (principles of ICS functioning) and ICS monitoring Audit Committee

Director General, Management Board

Level of methodological support and Internal Audit and efficiency monitorig for ICS functioning Control Department

Level of introducing and implementing risk management measures/controlling Managers of divisions and units Persons responsible for controlling procedures procedures and monitoring their effectiveness ROSSETI ANNUAL REPORT 2013

Russian Grids operates a risk management system aimed at ensuring the sustained and continued functioning and developing of the Company by means of the timely identification and assessment and efficient management of risks threatening the efficiency of the Company’s economic operations, its reputation, the health of its employees, the environment, and the property interests of its shareholders and investors.

Main Risk Groups (in Descending Order), Risk Overview, and Risk Mitigation Measures

Risk Overview Risk Mitigation Measures Industry-Specific Risks Tariff risks These risks are associated with restrictions on A balanced policy is pursued on improving the efficiency of investing the tariff growth rate of electricity distribution and operating activities, aimed at reducing costs and optimally planning services, the provision by the Company of the structure of the financing sources network connection services, the delayed performance by the Company of its network connection obligations, reduced connected capacity, insuffi- cient financing, and a violation of antimonopoly laws as related to electricity distribution and network connection services Risk of lost income re- This risk is associated with the cross-subsidy With a view to minimizing this risk, Russian Grids works to develop the sulting from interrupted mechanism at the expense of large industrial mechanisms agreed upon with federal executive authorities for receiv- electricity consumption customers in favor of other customer categories, ing compensation for lost income resulting from abolished cross-sub- including households. Several large industri- sidies, including by obtaining subsidies from the federal budget. al customers that are directly connected to Under Federal Law No. 308-FZ of November 6, 2013: networks of the Unified National (All-Russian) 1. Last mile agreements cease to be effective from January 1, 2014, Electric Grid (UNEG) pay for IDGCs’ electricity except for four regions where lease agreements for last mile facilities distribution services at the electricity distribution will remain in force until July 1, 2029, and 16 regions where lease tariffs if, under the last mile agreements between agreements for last mile facilities will continue to be effective until IDGCs and FGC UES, the electric grid facilities are July 1, 2017. leased to IDGCs 2. Last mile agreements cease to be effective from January 1, 2014, except for all regions, provided that agreements with customers are signed in advance. 3. For last mile customers in the regions listed in paragraph 1 above, additional differentiation will apply to electricity distribution tariffs 030 (VN-1 voltage tariffs), and such tariffs will be based on tariffs of FGC UES’s services and cross-subsidy rates. 4. For the reduction of cross-subsidies in the case of all customers in the regions where the last mile problem is not resolved as at Septem- ber 1, 2013; tariffs of distribution services (except for VN-1 voltage tariffs) may, starting from January 1, 2014, be increased by at most 7% from the December 31, 2013, level Risks associated with Due to the enactment of regulatory documents Measures are taken to cooperate with federal and regional govern- certain Russian Grids to simplify the procedure for depriving retail mental authorities, the mass media, infrastructural organizations of the SDCs’ taking on the companies of the supplier of last resort (SOLR) wholesale electricity market, law enforcement agencies, and organiza- supplier of last resort status, some of the Company’s SDCs incur the tions deprived of the supplier of last resort status in the performance status and functions risks associated with the necessity of assuming of the supplier of last resort functions and the settlement of debts. the powers and duties of suppliers of last resort Legislative initiatives are formulated to streamline the procedure for that are lost by retail companies changing the supplier of last resort Risks Associated with the Company’s Activities Operational and tech- External and internal factors may cause Measures are taken to make the power supply more reliable and nological risk of SDCs’ system-wide failures of the operability and per- prevent process failure risks, including: activities formance of electric grid equipment and power - rehabilitating electric grid facilities; outages suffered by customers of SDCs - carrying out the comprehensive program to modernize (renew) electric grid assets, - implementing the production asset administration system based on the actual condition index for equipment

Investment (project) risk This risk is associated with the decreasing effi- Capital investment programs are planned and monitored taking account of SDCs’ activities ciency and value of investments over the course of the following efficiency criteria: raising the reliability and affordability of SDCs’ implementing investment, innovative of the grid infrastructure, reducing the physical deterioration of electric development, and R&D programs grid facilities and modernizing them, and achieving a high utilization rate of commissioned facilities. Investment projects are linked to territorial and regional development plans MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Financial Risks Risks associated with These risks are primarily involved in a possible Measures are taken to make the Company less financially vulnerable to exchange rate changes rise in SDCs’ costs in the event of growth of the external shocks Russian ruble foreign exchange rates Risks associated with Increased interest rates may lead to a rise in loan interest rate SDCs’ costs changes Risks associated with These risks are involved in growing prices of inflation impact materials, raw materials, and services in a situation where the opportunities of SDCs to raise the prices of electricity distribution and transmission services are restricted by government regulation Country and Regional Risks Risks associated These risks are determined primarily by macro- Measures are taken to optimize the share of borrowings in their total with the political and economic factors existing globally, nationwide, capital, take out fixed interest rate loans, and enhance the efficiency of economic situation in the and at regional level operating and investment expenses country and the regions of SDCs’ operations Risks associated with There is a high probability of natural calamities, Measures are taken to prevent and promptly remedy emergency the geographical char- and there may be interruptions in transportation situations acteristics of the country due to remoteness and/or inaccessibility and and the regions of SDCs’ the like operations Risks Associated with the Company’s and SDCs’ Activities Risks associated with These risks are involved in legal proceedings that The Company was not a party at the end of 2013 to any legal proceed- pending legal proceed- may have a substantial effect on financial and ings that could have a material effect on its activities ings in which the issuer economic performance participates Risks associated with These risks are involved in the possible liability Currently, the Company is not liable for any third-party debts since the possible liability of for debts owed by such third parties as the the Company has not collateralized their obligations. Russian Grids the issuer for third-party Company’s SDCs can assume liability for the debts owed by its SDCs if the Company’s debts instructions cause losses or bankruptcy to such SDCs. However, the 031 Company uses its best efforts to prevent this situation Russian Grids’s performance is affected by a number of external factors and risks which are under the limited control of the Company. Although these are mostly macroeconomic factors impacting the Russian economy in its entirety, certain areas of the our activities can be especially sensitive to certain risk factors. In the event of one or more of the above-listed risks, Russian Grids will take all possible measures to minimize its negative effects.

2.6. Anti-Corruption Policy

Our Company is committed to unconditional compliance with the requirements of Russian laws and makes strenuous efforts in combating corruption in all of its divisions and at all levels of management. The Company adopted the Anti-Corruption Policy aimed at preventing, identifying, and eliminating or minimizing the causes and conditions that give rise to corruption. The principles underlying the Anti-Corruption Policy of Russian Grids are as follows: • Averting corruption in any forms and manifestations in carrying out day-to-day activities and strategic projects, including in interaction with shareholders, investors, counterparties, authorities, local governments, political parties, our employees, members of our management and control bodies, our workers, and other persons. • Minimizing the risk of business relationships with counterparties that may be involved in corrupt activities or tolerant toward corruption. The principle is implemented by checking whether the Company’s counterparties have their own anti-corruption procedures or policies and whether they are willing to incorporate anti-corruption clauses into contracts and assist in ethical business conduct and corruption prevention. • Performing the mission of a member of Russian Grids’s management bodies. The members of the Board of Directors, the Director General, and the members of the Management Board should form an ethical standard of an uncompromising attitude to any forms and manifestations of corruption at all levels, setting an example by their own behavior. ROSSETI ANNUAL REPORT 2013

• Giving priority to corruption prevention measures and the development of the Company’s moral principles of combating corruption. • Averting any privileges and immunities that limit liability or complicate the procedure for holding a certain group of employees liable for corruption. • Averting any restrictions on access to information about corruption and measures contained in the Anti-Cor- ruption Policy. • Monitoring, improving, and supervising the implementation of current corruption prevention procedures. The Anti-Corruption Policy of Russian Grids generally covers 12 areas.

Anti-Corruption Policy of Russian Grids

Item Area Covered by the Anti-Corruption Policy Description 1 Anti-corruption due diligence Anti-corruption due diligence is mandatory for the Company’s regulations and orders 2 Procurement The Company carries out measures to organize a transparent and competitive system of procurement procedures. In each case, the need for products and the market conditions are subject to thorough analysis. Equality, fairness, nondiscrimination, and no unjustified constraints on competition apply to participants in the procurement procedure. The result of the procurement procedure is the fair and reasonable selection of the most preferred proposals by comprehensively analyzing benefits and costs (primarily, the price and quality of products) 3 Anti-corruption monitoring The Company monitors the anti-corruption measures taken pursuant to the Anti-Corrup- tion Policy and the detected occurrence of corruption and associated corrective actions 4 Acceptance and investigation of whistleblower Allegations of corruption are received via an online whistleblower reporting channel and allegations by mail and face-to-face communication. Thus, we collect information about possible corruption and, if any noncompliance is confirmed, take measures to rectify (minimize) its causes and consequences 5 Conflict of interest management The Commission on Corporate Ethics Compliance and Conflict of Interest Resolution is formed. The Commission works to make it impossible for any employees or their family members to derive, whether personally or indirectly, any financial or personal benefit 032 from their official positions 6 Counterparty relations We work to raise counterparties’ awareness and have brought into use the practice of signing an anti-corruption clause incorporated into contracts. Bribing counterparties’ employees in any form is prohibited 7 Formation of the Company’s senior manage- We apply a systematic approach to the process of approving the appointment and ment dismissal of executives. This approach involves collecting and analyzing information on income, property, and property obligations of senior managers 8 Participation in charitable activities and Neither the Company nor its divisions finance any charity or sponsorship projects in order sponsorship to obtain or retain any business advantages. Charity and sponsorship information is published on the corporate website and in the media 9 Involvement in political activities The Company does not finance any political parties or public associations in order to obtain or retain any business advantages 10 Government relations The Company does not pay any expenses for government officials in order to obtain or retain any business advantages 11 Subsidiaries and dependent companies (SDCs) Russian Grids urges SDCs to adopt their own anti-corruption policies and makes reasonable efforts to ensure that all of its divisions comply with the fundamental principles and requirements of the Anti-Corruption Policy 12 Payments through intermediaries or in favor of No third party may be engaged or used to do any act inconsistent with the principles and third parties requirements of the Anti-Corruption Policy or the rules of applicable anti-corruption laws Reports on compliance by Russian Grids with the principles and requirements of the Anti-Corruption Policy and the rules of applicable anti-corruption laws are based on monitoring whose results are recorded twice a year. The members of the Board of Directors and the Internal Audit Commission, the members of the committees of the Board of Directors, the Director General, the members of the Management Board, and the employees of all divisions, regardless of their positions, are responsible for compliance with the principles and requirements of the Anti-Corruption Policy and liable for any act (omission to act) on the part of their subordinates who violate such principles and requirements. Any persons guilty of corruption in the Company are subject to criminal, administrative, and disciplinary liability in accordance with the Russian laws and to corporate punitive measures in accordance with Russian Grids regulations. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

2.7. Key Performance Indicators

Our Company is active in improving control over electricity distribution reliability and quality in accordance with international standards. To assess the efficiency of distribution grid companies, we introduce the use of the following indices: • System Average Interruption Duration Index (SAIDI). It is used to measure the average outage duration for each customer served; • System Average Interruption Frequency Index (SAIFI). It is used to measure the average number of interruptions that a customer would experience. For transmission grids managed by Federal Grid Company, Russian Grids is in process of introducing the Energy Not Supplied (ENS) index measuring undelivered energy due to outages. All Russian grid companies should collect information on electricity supply reliability and quality and calculate related indicators in accordance with international standards by 2017. In addition, we improve the procedure for calculating the service quality indicators, taking into account the introduction of the Uniform Customer Service Quality Standards as part of implementing the Road Map “En- hancing the Affordability of the Power Infrastructure”. The next step in the development of the Company’s KPI system should be the implementation of a comparative analysis methodology for grid organizations, applying the indicators necessary for effective tariff regulation, including with the use of econometric models. Currently, the documents governing the KPI system for the Director General of Russian Grids contain the following targets: • enhancement of power supply reliability and quality; • improvement of power supply safety; • a 10 percent reduction of investment and operating costs related to purchased goods (work, services); 033 • implementation of the capex program. ROSSETI ANNUAL REPORT 2013

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3.1. Electricity Distribution

The Russian Grids Group is in charge of electricity transmission and distribution in the regions of its operations and is responsible for a reliable and uninterrupted power supply for customers and compliance with international reliability and quality standards.

The operating results of Russian Grids SDCs in 2013 are shown in the table below.

Subsidiary/Dependent Company Name Delivery to Networks, Delivery from Net- Electricity Losses mln kWh works to Customers mln kWh % and Allied Territorial Grid Organizations, mln kWh IDGC of Centre 63,646.4 57,814.3 5,832.1 9.2 IDGC of Center and Volga Region 58,847.8 53,880.8 4,967.0 8.4 IDGC of Volga 57,989.1 54,260.7 3,728.4 6.4 IDGC of North-West 40,687.2 38,118.4 2,568.8 6.3 IDGC of Siberia 75,232.4 69,488.3 5,744.1 7.6 TDC 6,158.2 5,597.7 560.5 9.1 IDGC of Urals 74,589.3 68,903.0 5,686.3 7.6 IDGC of South 29,498.2 26,731.5 2,766.7 9.4 IDGC of Northern Caucasus 11,339.8 9,685.3 1,654.5 14.6 Chechenenergo * 694.0 321.9 372.1 53.6 Kubanenergo 20,841.9 18,049.0 2,792.9 13.4 MOESK 88,215.3 80,133.3 8,082.0 9.2 LENENERGO 33,944.6 30,513.1 3,431.5 10.1 035 Tyumenenergo 72,032.0 70,194.1 1,837.9 2.6 Yantarenergo 4,119.0 3,322.8 796.2 19.3 Total for SDCs/TGOs** 637,835.2 587,014.2 50,821.0 8.0 FGC UES*** 542,244.5 519,983.1 22,261.4 4.3 Total **** 779,041.5 705,959.1 73,082.4 9.4 * Chechenenergo started its operating activities on October 1, 2013; data are specified for the 4th quarter of 2013. ** Total for SDCs/TGOs do not include data of transmission and distribution subsidiary and dependent companies of Russian Grids’ SDCs. *** The calculation of FGC UES’s electricity losses is based on electricity delivery from networks. **** The calculation of Russian Grids’ result takes account of the electricity flow balance of 401,038.2 million kWh between electricity networks of FGC UES and electricity networks of distribution companies. The changes in electricity delivery from networks in 2012–2013 and the changes in revenues in the same periods.

Subsidiary/Dependent Company Name Electricity Delivery to customers and allied territorial grid organizations, mln kWh 2012 2013 Change *** mln kWh % IDGC of Centre 57,870.5 57,814.3 295.0 + 0.5 IDGC of Center and Volga Region 54,539.1 53,880.8 147.2 + 0.3 IDGC of Volga 57,462.2 54,260.7 - 445.3 - 0.8 IDGC of North-West 40,467.7 38,118.4 - 1,296.8 - 3.2 IDGC of Siberia 74,004.8 69,488.3 - 938.9 - 1.3 TDC 6,039.4 5,597.7 - 129.6 - 2.1 IDGC of Urals 70,080.9 68,903.0 - 1,282.5 - 1.8 IDGC of South 27,262.4 26,731.5 - 389.6 - 1.4 IDGC of Northern Caucasus 9,561.5 9,685.3 224.4 + 2.3 Chechenenergo * 445.3 321.9 - 123.4 - 27.7 ROSSETI ANNUAL REPORT 2013

Kubanenergo 18,092.6 18,049.0 - 43.6 - 0.2 MOESK 78,546.1 80,133.3 1,587.2 + 2.0 LENENERGO 30,934.6 30,513.1 - 92.2 - 0.3 Tyumenenergo 69,061.2 70,194.1 1,132.9 + 1.6 Yantarenergo 3,326.4 3,322.8 - 3.6 - 0.1 Total for SDCs/TGOs** 597,694.7 587,014.2 - 1,358.8 - 0.2 FGC UES *** 517,130.7 519,983.1 2,852.4 + 0.6 Total **** 707,381.5 705,959.1 - 1,422.4 - 0.2 * Chechenenergo started its operating activities on October 1, 2013; data are specified for the 4th quarter of 2013; data for 2012 are specified for NURENERGO, previously engaged in electricity distribution, for the comparable period of time. ** Total for SDCs/TGOs do not include data of transmission and distribution subsidiary and dependent companies of Russian Grids’ SDCs. *** The changes are calculated on a comparable basis, i.e. on the assumption that electricity delivery to customers in 2012 continued into 2013 (electricity delivered in 2012 to the customers that switched over to direct contracts with FGC UES, switched over to the use of electricity coming from their own generating facilities, or changed their external electricity supply by switching over to connection to electricity networks of FGC UES in 2013 totals 9,321.7 million kWh). **** The calculation of Russian Grids’ result takes account of the electricity delivery from FGC UES’ networks to distribution lines: 407,443.9 million kWh in 2012 (including data of NURENERGO for the 4th quarter of 2012), 401,038.2 million kWh in 2013. Electricity delivery from our networks in 2013 to customers and allied territorial grid organizations totaled 705,959.1 mln kWh, or 0.2% less than in 2012. The decrease in electricity distribution is due primarily to lower electricity consumption in the metallurgical industry where output was materially limited because of adverse market conditions, energy conservation and energy efficiency programs implemented by large industrial companies, and in-house power generation facilities built by such companies.

Changes in Revenues by SDC in 2012–2013

Subsidiary/Dependent Company Name Revenues from Electricity Distribution Services (RUB mln, exclusive of VAT) 2012 2013 Change (on a comparable basis)* under electricity internal turnover RUB mln % distribution allowed for in the 036 services contracts value of delivered electricity IDGC of Centre 67,486.8 61,396.2 13,785.3 7,694.7 11.4 IDGC of Center and Volga Region 58,375.4 61,225.4 5,188.3 8,038.3 13.8 IDGC of Volga 45,124.1 39,968.2 3,598.2 - 1,557.8 - 3.5 IDGC of North-West 29,276.4 29,649.5 1,919.4 2,292.5 7.8 IDGC of Siberia** 48,305.8 49,770.7 3,836.5 1,464.9 3.0 TDC 6,327.7 6,469.0 - 141.3 2.2 IDGC of Urals 49,691.3 55,257.7 - 5,566.4 11.2 IDGC of South 21,362.6 25,881.6 - 4,519.0 21.2 IDGC of Northern Caucasus 9,982.6 11,151.6 - 1,169.0 11.7 Chechenenergo *** - 402.0 - 402.0 - Kubanenergo 27,194.3 30,505.3 - 3,311.0 12.2 MOESK 100,280.2 110,980.5 - 10,700.3 10.7 LENENERGO 28,815.9 33,207.0 - 4,391.1 15.2 Tyumenenergo 45,259.8 50,637.6 - 5,377.8 11.9 Yantarenergo 3,207.4 3,408.0 - 200.6 6.3 Total 540,690.3 569,910.4 28,327.6 53,711.2 9.9 FGC UES 136,581.4 152,709.4 - 16,128.0 11.8 Total for Russian Grids 677,271.7 722,619.8 28,327.6 69,839.2 10.3 * For the accuracy of the comparison, in the case of the five Russian Grids SDCs that performed the supplier of last resort functions in 2013, the changes in revenues include internal turnover allowed for in the value of delivered electricity. ** IDGC of Siberia’s revenues shown in its records and accounts include internal turnover allowed for in the value of delivered electricity. *** Chechenenergo started its operating activities on October 1, 2013; data are specified for the 4th quarter of 2013. The organization of activities carried out by the management organization, Russian Grids, and its SDCs, including subsidiaries and dependent companies of Russian Grids SDCs, would not be possible without improving their efforts in energy conservation and energy efficiency enhancement. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The Company focuses its activities in the area of energy conservation and energy efficiency enhancement on: • organizing SDCs’ activities in the area of energy conservation and energy efficiency enhancement; • participating in improving the regulatory and legal framework; • creating and improving conditions for developing and implementing innovative technologies in the distribution grid sector; • ensuring the implementation of the energy conservation and energy efficiency enhancement programs of SDCs; • designing and implementing (developing) the vertically integrated corporate energy management system in accordance with ISO 50001:2011 (GOST R ISO 50001:2012). The following targets of energy conservation and energy efficiency enhancement were approved in accordance with the energy conservation programs of SDCs: • electricity (capacity) network losses related to transmission and distribution; • consumption of energy and natural resources for production and business purposes; • availability of modern electricity meters in the retail market in accordance with the Long-Term Development Program for Electricity Metering Systems.

Reducing Electricity Losses Russian Grids total actual electricity losses were 73,082.4 mln kWh, or 9.38% of electricity delivered to networks. Compared with 2012, electricity losses fell by 1,755.8 million kWh. Therefore, electricity losses in 2013 were 0.19% lower than in 2012. The reduction in electricity losses was largely due to the measures implemented under the long-term energy conservation and energy efficiency enhancement programs approved by the boards of directors of Russian Grids SDCs.

The actual electricity losses in 2012–2013 are shown in the table below.

Branch/IDGC Name Electricity Losses 2012 Actual 2013 Actual Change 037 mln kWh % %*** mln kWh % mln kWh %**** IDGC of Centre 6,097.9 9.5 9.6 5,832.1 9.2 - 265.8 - 0.4 IDGC of Center and Volga Region 5,143.8 8.6 8.7 4,967.0 8.4 - 176.8 - 0.3 IDGC of Volga 3,903.6 6.4 6.7 3,728.4 6.4 - 175.2 - 0.2 IDGC of North-West 2,771.7 6.4 6.6 2,568.8 6.3 - 202.9 - 0.3 IDGC of Siberia 6,563.3 8.2 8.5 5,744.1 7.6 - 819.2 - 0.9 TDC 590.1 8.9 9.3 560.5 9.1 - 29.6 - 0.2 IDGC of Urals 5,984.4 7.9 7.9 5,686.3 7.6 - 298.1 - 0.2 IDGC of South 2,914.2 9.7 9.7 2,766.7 9.4 - 147.5 - 0.3 IDGC of Northern Caucasus 1,570.3 14.1 14.2 1,654.5 14.6 + 84.2 + 0.4 Chechenenergo* 195.9 30.6 30.6 372.1 53.6 + 176.2 + 23.1 Kubanenergo 2,674.8 12.9 12.9 2,792.9 13.4 + 118.1 + 0.5 MOESK 8,369.5 9.6 9.6 8,082.0 9.2 - 287.5 - 0.5 LENENERGO 3,578.4 10.4 10.5 3,431.5 10.1 - 146.9 - 0.4 Tyumenenergo 1,808.8 2.6 2.6 1,837.9 2.6 + 29.1 0.0 Yantarenergo 726.1 17.9 17.9 796.2 19.3 + 70.1 + 1.4 TOTAL for SDCs/TGOs 52,892.8 8.1 8.3 50,821.0 8.0 - 2,071.8 - 0.3 FGC UES** 21,945.4 4.2 4.2 22,261.4 4.3 + 316.0 + 0.0 TOTAL***** 74,838.2 9.6 9.6 73,082.4 9.4 - 1,755.8 - 0.2 * Chechenenergo started its operating activities on October 1, 2013; data are specified for the 4th quarter of 2013; data for 2012 are specified for NURENERGO, previously engaged in electricity distribution, for the comparable period of time. ** The calculation of FGC UES’s electricity losses is based on electricity delivery from networks. *** Electricity losses in 2012 are calculated on a basis comparable with 2013, i.e. on the assumption that electricity delivery to customers in 2012 continued into 2013 (electricity delivered in 2012 to the customers that switched over to direct contracts with FGC UES, switched over to the use of electricity coming from their own generating facilities, or changed their external electricity supply by switching over to connection to electricity networks of FGC UES in 2013 totals 9,321.7 million kWh). **** The changes in relative electricity losses are on a comparable basis. ***** Total for SDCs do not include data of transmission and distribution subsidiary and dependent companies of Russian Grids’ SDCs. ROSSETI ANNUAL REPORT 2013

In 2013, the economic effect of electricity loss reduction measures was 2,861.8 mln kWh (RUB 6,928.852 mln). The table below shows the results of the principal measures taken to reduce electricity network losses in 2013.

Measures to Reduce Electricity Losses

Item Programs/Measures Effect (mln kWh) Effect (RUB mln) 1 Target-oriented measures to reduce electricity network losses (Federal Grid 98.7 108,9 Company) 2 Target-oriented measures (interregional distribution grid company/Regional Grid 1,643.1 4,390.4 Company), including: 2.1 Target-oriented measures to reduce electric losses 1,643.1 4,356.2 2.1.1 Organizational measures 1,619.1 4,304.9 2.1.2 Technical measures 24.0 51.3 2.2 Target-oriented measures to reduce energy resource consumption for production and 0.0 34.2 business purposes 2.2.1 Organizational measures 0.0 14.2 2.2.2 Technical measures 0.0 20 3 Non-target-oriented programs (measures directly or indirectly impacting on 1,120 2,429.6 targets and financed under other programs) 3.1 Development program for electricity metering systems 1,016 2,219.1 3.2 Technical upgrading and rehabilitation program 90.5 179.3 3.3 Repair program 8.8 18.4 3.4 R&D (innovation) implementation program 0.4 0.6 3.5 Long-term distribution grid development program 0.6 1.2 3.6 General business purposes 0.9 3.7 3.7 Other 2.8 7.2 038 TOTAL for SDCs/TGOs 2,763.1 6,820 TOTAL for Russian Grids 2,861.8 6,928.9

In 2013, energy resource consumption for production and business needs totaled RUB 5,681.4 mln (inclusive of VAT)

Energy Resources Used in 2013

Item Target Value/Indicator Unit Plan Actual Deviation, % . Consumption of resources for business needs, RUB mln (exclusive of VAT) 4,999 5,061 -0.8 including by resource type: 1 Electricity RUB mln (exclusive of VAT) 2,835.2 2,552.8 -1.2 mln kWh 1,039.9 993.2 10 2 Heat RUB mln (exclusive of VAT) 584.6 501.4 4.5 thousand Gcal 628,487.4 446,076 14.2 3 Other (gasoline, kerosene, diesel fuel, etc.) RUB mln (exclusive of VAT) 1,441.7 1,889.5 -31.1 tonnes of fuel equivalent 24,011.9 23,491.8 2.2 4 Hot water supply thousand cbm 189.6 144.3 23.9 RUB mln (exclusive of VAT) 8 6.1 23.6 5 Cold water supply thousand cbm 3,330.4 2,912.2 12.6 RUB mln (exclusive of VAT) 59.6 70.2 -17.9 6 Natural gas thousand cbm 11,973.5 9,705.6 18.9 RUB mln (exclusive of VAT) 69.8 41 41.3 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Energy Resources Used in 2013 for transmission lines Item Target Value/Indicator Unit Plan Actual Consumption of resources for business needs, including RUB mln (exclusive of VAT) 581.3 620.4 by resource type: 1 Electricity used in buildings RUB mln (exclusive of VAT) 104.9 110.1 mln kWh 33,877.5 35,700.1 2 Heat used in buildings RUB mln (exclusive of VAT) 48.2 52.1 thousand Gcal 46.9 50.6 3 Gasoline tonnes of fuel 247.5 252.2 RUB mln (exclusive of VAT) 9,685.5 9,114.3 4 Diesel fuel RUB mln (exclusive of VAT) 180.6 206 tonnes of fuel 7,001.9 7,080.1

Reduction of Energy Resource Consumption for Business Needs In 2013, the effect of measures to reduce energy resource consumption for business needs was RUB 144.2 mln.

Measures to Reduce Energy Resource Consumption for Production and Business Needs

Item Programs/Measures Unit Effect (in physical terms) Effect (RUB mln) 1 Electricity mln kWh 0.9 11.3 2 Heat Gcal 87,154.9 105.2 3 Hot water supply thousand cbm 29.1 1.8 4 Cold water supply thousand cbm 699.2 15.4 5 Natural gas thousand cbm 2,161.9 6.6 6 Others other (gasoline, kerosene, diesel fuel, etc.) tonnes of fuel equivalent 4.5 0.1 Total 140.5 039

Measures to Reduce Energy Resource Consumption for Production and Business Needs for transmission lines

Item Programs/Measures Unit Effect (in physical terms) Effect (RUB mln) 1 Electricity mln kWh 0.8 2,519 2 Heat Gcal 1.8 1,823 3 Gasoline tonnes of fuel equivalent 26.3 727 4 Diesel fuel tonnes of fuel equivalent 18.6 541 Total 3,787 Designing and Implementing the Energy Management System of Russian Grids in Accordance with ISO 50001:2011 (GOST R ISO 50001:2012) Under the Plan for Incrementally Designing and Implementing (Developing) the Vertically Integrated Corporate Energy Management System of Russian Grids and Subsidiaries and Dependent Companies of Russian Grids, methodological documents were prepared and the implementation of corporate energy management systems was started for IDGC of South, MOESK, and FGC UES in 2013. IDGC of Center and Volga Region’s energy management system is integrated into the existing corporate quality management system. The energy management system is implemented at all levels of management (IDGC’s Executive Arm – Branch’s Main Office – Production Unit – Electric Grid District). The ISO 50001:2011 certification audit took place in April 2012 within the Company’s Executive Arm. The certification body conducts supervisory audits on an annual basis. ROSSETI ANNUAL REPORT 2013

Financing of Energy Conservation Measures The energy conservation programs were financed under the capital investment and repair programs. In accordance with the capital investment programs of Russian grids SDCs, the amount spent in 2013 on measures aimed at and associated with energy conservation and energy efficiency enhancement was RUB 31,041.5 mln (exclusive of VAT). The amount directly spent on energy conservation and energy efficiency enhancement totaled RUB 5,600 mln (exclusive of VAT).

Improving the Management of Electric Grid Facilities One of our principal goals related to organizing SDCs’ operating activities is to advance and improve the system of operational process and situation control of electric grid facilities. To reach this goal, the Company works to organize and support the process of establishing SDCs’ Network Control Centers (NCCs) and Situation Analysis (Operational Situation) Centers.

The primary objective of creating NCCs is to form in each grid company a responsibility center assigned the role of having operational process control of electricity networks, and organize the efficient interaction with external counterparties in the area of operational dispatching control and operational process control. Currently, all grid organizations of Russian Grids have NCCs performing nonoperating functions (64 NCCs of regional distribution grid companies and 48 NCCs of electricity transmission grid entities (branches of FGC UES)). These functions generally include: • monitoring the operational situation at electric grid facilities; • centralizing the planning work to time repairs of electric grid facilities; • organizing the work with operational personnel. 040 Additionally, 57 NCCs of regional distribution grid companies and four NCCs of electricity transmission grid entities perform the following operating functions: • controlling the process operation mode of electric grid facilities; • dealing with accidents; • making preparations for repair work. Russian Grids and its SDCs set up Situation Analysis (Operational Situation) Centers to help companies’ management with managerial decision making by forecasting, analyzing, and managing the operational situation at electric grid facilities. The primary objectives of the centers include: • monitoring the situation at electric grid facilities and forecasting its change based on the analysis of incoming data; • using information analysis systems to simulate the implications of managerial decisions; • making an expert evaluation of decisions and optimizing them; • carrying out management in a crisis situation. The situation management functions in the electric grid sector come within the purview of the following divisions: • situation Analysis Center of Russian Grids; • department for Operational Process Control of FGC UES; • situation Analysis Center of LENENERGO; • eight Operational Situation Centers of interregional distribution grid companies (IDGC of Siberia, IDGC of Urals, IDGC of Volga, IDGC of Center and Volga Region, IDGC of Centre, IDGC of North-West, IDGC of South, and IDGC of Northern Caucasus); • five NCCs of directly controlled SDCs (MOESK, Tyumenenergo, TDC, Kubanenergo, and Yantarenergo). In addition, in order to improve the efficiency of monitoring the operational situation in the Sochi power district of the Kuban energy system during preparations for and the holding of the XXII Olympic Winter Games and the XI Paralympic Winter Games in Sochi in 2014, the structure of the Situation Analysis Center of Russian Grids MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

was supplemented with the situation management office of the Sochi power district. It is also noteworthy that, to increase the reliability and operating efficiency of electric grid facilities in the Chechen energy system, work started on creating a unified operational situation center for the electric grid sector of the Chechen Republic. The center will operate on a twenty-four seven basis.

Reducing Accident Rates Russian Grids developed and introduced into SDCs an up-to-date software system for recording process failures (accidents). The criterion for measuring how reliable electric grid companies’ services are is the duration of power outages. In 2013, all Russian Grids SDCs achieved their planned targets in this area. One of the principal parameters for calculating this indicator is the duration of process failures resulting in power outages.

The average duration of such process failures (in hours) at our SDCs in 2013 and 2012

7.2 IDGC of North-West 6.0 3.3 IDGC of South 4.6 4.5 IDGC of Nothern Caucasus 5.1 2.7 IDGC of Urals 2.8 4.2 Lenenrgo 5.0 5.0 Kubanenergo 3.9 2.6 IDGC of Siberia 1.8 2.3 IDGC of Center and Volga Region 3.6 1.4 TDC 2.1 4.1 Yantarenergo 4.0 0.8 041 MOESK 1.6 2.2 IDGC of Centre 2.8 2.4 IDGC of Volga 3.0 1.2 Tyumenenergo 3.8

2012 2013

The main causes of accidents in 2013 (as a percentage of the total number of accidents)

Worn-out (damaged) insulation 34.0 Damage caused by icing and wind loads, acts of nature 16.5 Unidentified cause 8.5 Physical damage, including damage caused by outsiders 7.8 Atmospheric (lightning) overoltage 6.5 Trees falling onto overhead line wires 5.8 Overrunning of rated specifications 5.0 Damaged customer equipment 4.4 Other defective operation 4.0 Other causes 3.1 Obstruction caused by birds/animals 2.7 Altered properties of materials 1.2 Malfunctioning, false activation of automatic protective relays 0.2 Manufacturing/installation defects 0.1 Fires 0.1 Ambient temperature effect 0.1

ROSSETI ANNUAL REPORT 2013

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3.2. Network Connection

What is Network Connection? Network connection is comprehensive services designed to make it technically feasible to supply electricity to customers. These services include the actual connection of power-receiving equipment of electricity consumers, power generation facilities, and electric grid facilities owned by grid organizations and other persons to networks of grid organizations. Network connection services are provided for applicants if: • Power-receiving equipment is put into operation for the first time; • The connected capacity of previously connected power-receiving equipment under rehabilitation is increased; • The electricity supply reliability categories, connection points, or production operation type of previously connected power-receiving equipment are changed without involving any revision of its connected capacity value, but the external electricity supply of such power-receiving equipment is implemented in a different manner.

Network Connection Procedure

Certiﬁcate of Network Compliance Connection with Technical Contract Completing Speciﬁcations Issuing Providing Entering into Network network connection network a voltage 043 Connection Contract procedures and connection supply obtaining permits documents

Regulatory and Legal Framework The fundamental documents that govern connection to electric grids of grid organizations are as follows: • Federal Law No. 35-FZ of March 26, 2003, “On the Electric Power Industry”; • Resolution of the Government of the Russian Federation No. 861 of December 27, 2004, “On the Approval of the Rules of Nondiscriminatory Access to Electricity Transmission Services and the Provision Thereof, the Rules of Nondiscriminatory Access to Operational Dispatching Control Services in the Electricity Industry and the Provision Thereof, the Rules of Nondiscriminatory Access to Services of the Administrator of Trading System of the Wholesale Market and the Provision Thereof, and the Rules of Network Connection of Power-Receiving Equipment of Electricity Consumers, Power Generation Facilities, and Electric Grid Facilities Owned by Grid Organizations and Other Persons to Networks”; • Resolution of the Government of the Russian Federation No. 1178 of December 29, 2011, “On Pricing in the Area of Regulated Prices (Tariffs) in the Electric Power Industry”; • Resolution of the Government of the Russian Federation No. 24 of January 21, 2004, “On the Approval of the Standards of Disclosure by Wholesale and Retail Electricity Market Entities”. The federal executive agency authorized to issue legal regulations and exercise control and supervision over compliance with competition laws and over operations of natural monopolies is the Federal Antimonopoly Service of the Russian Federation. The Federal Antimonopoly Service closely coordinates its activities with the Federal Tariff Service of the Russian Federation.

http://портал-тп.рф/en/home/ ROSSETI ANNUAL REPORT 2013

The network connection procedure is subject to strict requirements. The Federal Antimonopoly Service metes out penalties to grid organizations that fail to comply with legal requirements: fixed fines (Article 9.21 of the Code of Administrative Offences of the Russian Federation) or turnover-based fines (Article 14.31 of the Code of Admin- istrative Offences of the Russian Federation). The Federal Antimonopoly Service takes measures to economically stimulate the improved reliability and quality of services provided by grid companies by making annual adjustments to minimum regulated revenue (MRR) in calculating electricity distribution tariffs. Work continued in 2013 on improving the regulatory framework for network connection as part of the measures contained in the Road Map “Enhancing the Affordability of the Power Infrastructure” approved by Ordinance of the Government of the Russian Federation No. 1144-r of June 30, 2012 (hereinafter, the “Road Map”). The Road Map was formulated by the Agency for Strategic Initiatives with the active expert participation of Russian Grids. The legal regulations approved in the reporting period in order to carry out the measures specified in the Road Map are listed in the table below.

Legal Regulations Basic Provisions Resolution of the Government of the Russian • Introducing uniform customer service standards into grid organizations Federation No. 630 of July 26, 2013 • Developing a capacity information record and disclosure system Resolution of the Government of the Russian Abolishing the mandatory approval of internal and external electricity supply projects for customers’ Federation No. 640 of July 29, 2013 facilities rated 150 kW or below Resolution of the Government of the Russian Defining the procedure for interaction between allied grid organizations if it is necessary to create Federation No. 691 of August 12, 2013 technical conditions for network connection Resolution of the Government of the Russian • Bringing network connection deadlines forward if it is not necessary for a grid organization to build Federation No. 737 of August 26, 2013 any network infrastructure (if it is technically viable), in the case of customers with connected capacity in the range of 15 to 670 kW, to 120 days and, in the case of customers with connected capacity of over 670 kW, to 1 year • Developing mechanisms for accelerated temporary connection, including by using independent power supply systems, with grid organizations to be obligated to inform customers of the possibility of such temporary connection 044 Resolution of the Government of the Russian Amending the standards of disclosure by wholesale and retail electricity market entities with respect Federation No. 758 of August 31, 2013 to the obligation of all territorial grid organizations to disclose the relevant information Resolution of the Government of the Russian Laying down the network connection rules for certain customer categories in relation to jointly owned Federation No. 915 of October 12, 2013 real property items and defining the terms of the multiple exercise by one individual (corporate entity) of the right to network connection on preferential terms for customers’ facilities rated 15 kW or below Resolution of the Government of the Russian Improving the procedure for redistributing the maximum capacity Federation No. 917 of October 28, 2013 Resolution of the Government of the Russian Establishing the disconnection procedure for expired temporary network connections Federation No. 1047 of November 21, 2013 Resolution of the Government of the Russian • Introducing the receipt of network connection requests for customers’ facilities rated 150 kW or Federation No. 1131 of December 09, 2013 below and 10 kV or below over the Internet with the progress of processing such requests to be tracked on a real-time basis • Obligating grid organizations to disclose information concerning the main stages of receiving and processing customers’ requests (receiving requests, issuing technical specifications, entering into contracts, connecting facilities without disclosing the contents of such requests)

The World Bank’s Doing Business annual rankings are chosen as benchmarks to assess progress in implementing the initiative. The target of these efforts is to achieve the inclusion of Russia in the top 20 countries according to the rankings. The targets in the “Getting Electricity” ranking of Doing Business are shown in the table below.

Target Unit 2012 2015 2018 Position in the “Getting Electricity” ranking of Doing Business: – 183 60 20 • number of procedures pcs. 10 6 5 • time days 281 45 40 • cost (% of GDP per capita) percent 1,852 938 25 When implemented, the realization of the Road Map “Enhancing the Affordability of the Power Infrastructure” will make the network connection procedure easier, faster, more transparent, and less expensive. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Network Connection Achievements in 2013 Russia’s higher position in the Doing Business rankings According to the Doing Business 2014 report on measuring the 2913 results, the Russian Federation is ranked 92nd in the “Ease of Doing Business” global ranking and 117th in the “Getting Electricity” ranking. Compared with Doing Business 2013, Russia climbed as high as 19 positions in the global ranking. The better position in the “Getting Electricity” ranking (71 up) was key to this achievement. Launch of online customer service In 2013, Russian Grids launched the Uniform Network Connection Portal at ПОРТАЛ-ТП.РФ. The Russian Grids corporate website contains a link in the “Customers” section to the Uniform Network Connection Portal. The two-tier architecture of ПОРТАЛ-ТП.РФ provides uniform access to network connection content and makes it possible to go to Russian Grids SDCs’ websites.

Network Connection Tariffs The following legal regulations govern government regulation of network connection fees charged by grid companies: • Federal Law No. 35-FZ of March 26, 2003, “On the Electric Power Industry”; • Resolution of the Government of the Russian Federation No. 1178 of December 29, 2011, “On Pricing in the Area of Regulated Prices (Tariffs) in the Electric Power Industry”; • The Guidelines approved by the Federal Tariff Service’s Order No. 209-e/1 of September 11, 2012. The Federal Tariff Service sets fees for connection to the Unified National (All-Russian) Electric Grid: • individually for a specific applicant approaching the Federal Tariff Service if it is necessary to build electric grid facilities; • as a formula if the measures included in the S1 standardized tariff rate (cost of organizational measures that are not related to building electric grid facilities) are carried out. 045 For the purposes of calculating the network connection fee charged by territorial distribution grids, executive authorities of constituent entities of the Russian Federation in charge of government regulation of tariffs approve:

Structure of Fee Rates Charged by Russian Grids’ SDCs as of December 31, 2013

1 6

Fee Rate, RUB/kW + Standardized Fee Rate, RUB/kilometer Total Standardized Fee Rate, RUB/kilometer 68 Individual Tariﬀ, RUB/connection

Contracts by Type of Network Connection Fee Pricing, pcs.

491,725

60,485 rate 550 RUB per connection rate, RUB*kW 78,073 rate, RUB*kW individual tariﬀ Обесценение активов Затраты на персонал Амортизация Ставка платы руб. кВт 13,686 Передача электроэнергии 3,906 Компенсация потерь Покупная электроэнергия для перепродажи Обесценение дебиторской задолженности Прочие

8% 7% 31% 4%

Обесценение активов Затраты50% на персонал Амортизация Ставка платы руб. кВт Передача электроэнергии Компенсация потерь Покупная электроэнергия для перепродажи Обесценение дебиторской задолженности Прочие

8% 7% 31% 4%

50% ROSSETI ANNUAL REPORT 2013

1. For the period of regulation: • standardized tariff rates; • rates per maximum capacity unit (RUB/kW); • network connection fee formula. 2. At the request of a grid organization, the network connection fee charged by territorial electricity distribution grids for power-receiving equipment of individual customers with the maximum capacity of at least 8,900 kW and voltages of at least 35 kV, for power generation facilities, and for connections under individual projects. As provided for in the applicable laws, any person intending to obtain a network connection may independently select the type of network connection fee rate. The fee rate is selected by the applicant at the stage of entering into a network connection contract.

Payment under network connection contracts is made on a one-shot basis, and it can be agreed that payment is made for separate network connection operations. The connection fee for power-receiving equipment rated 15 kW or below (including any power-receiving equipment previously connected to a given connection point) is not in excess of RUB 550, provided that the distance between the requesting entity’s site boundary to electric grid facilities having the voltage class necessary for the requesting entity and operated by the grid organization receiving the request is not in excess of 300 meters in urban areas and urban-type settlements or 500 meters in rural areas. Applicants whose maximum capacity ranges between 15 and 150 kW qualify for payment in installments on an interest-free basis in the amount of 95% of the connection fee for a period of up to three years. Subparagraph 4 of paragraph 2 of Article 23.2 of Federal Law No. 35-FZ of March 26, 2003, “On the Electric Power Industry” specifies that, effective from January 1, 2011, the network connection fee may not include the 046 investment component for paying any expenses associated with the development of the existing infrastructure, including links between territorial grid organizations’ facilities and the Unified National (All-Russian) Electric Grid’s facilities, other than expenses related to the construction of electric grid facilities – from existing electric grid facilities to connected power-receiving equipment and/or electricity industry facilities. Coming into effect changes to subparagraph 4 of paragraph 2 of Article 23.2 of Federal Law No. 35-FZ of March 26, 2003, “On the Electric Power Industry” decrease average connection fee by 70% in 2013 compared with maximum fee in 2010.

Average connection fee rate1, RUB/kW

2009 8 2010 9,5 2011 7 2012 4,9 2013 2,9 2014 3,4 (forecast)

1 The average network connection fee rate (RUB/kW) is calculated by dividing network connection revenues for the period by connected capacity for the same period. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Monitoring of Network Connections In 2013, the Company received 478,301 network connection requests for total capacity of 54,634 MW. The number of receipts grew up by 15 % in 2013 compared with 2012. While the requested capacity increased by 10% in 2013 compared with 2012. The number of executed network connection contracts was 383,342 for total capacity 30,622 MW. The number of signed network connection contracts for the 12 months of 2013 increased by 15% compared with 2012 and the capacity covered by these contracts increased by 50%. The number of actually signed network connection certificates was 261,710, totaling 19,566 MW. The number of completed network connection contracts for the 12 months of 2013 grew by 24% against the 12 months of 2012. The rise in capacity (MW) reached 63%.

Russian Grids’ Changes in the Number of Submitted Network Connection Requests and Signed Network Connection Certificates for 2011–2013, pcs.

2011 2012 2013

332,647 415,780 478,301 272,853 334,108 383,342 168,670 210,590 261,710

Number of network connection requests Number of signed network connection contracts Number of signed network connection certiﬁcates

Russian Grids’ Changes in the Number of Submitted Network Connection Requests and Signed Network Connection Certificates for 2011–2013, MW

2011 2012 2013 047 59,506 49,476 54,634 12,647 20,383 30,622 11,730 11,980 19,566

Number of network connection requests Number of signed network connection contracts Number of signed network connection certiﬁcates

Monitoring of Network Connections in 20131.

Subsidiary/Dependent Company Name Number of Network Connection Signed Network Connection Number of Connections Requests Contracts (Signed Network Connection Certificates) requests MW* contracts MW connections MW IDGC of Centre 62,873 2,943 51,268 1,393 43,426 963 LENENERGO 28,444 2,828 18,066 855 7,378 371 MOESK 91,602 7,625 70,871 3,310 34,857 1,507 IDGC of Volga 19,094 1,687 17,530 622 14,665 447 Yantarenergo 7,393 631 4,674 174 2,004 72 IDGC of South 21,078 1,697 17,033 630 14,466 373 Kubanenergo 29,767 1,867 23,745 588 16,477 333 IDGC of Northern Caucasus 7,042 320 6,320 223 5,794 184 Tyumenenergo 6,530 902 6,399 703 5,622 403

1 Data excludes information on power generation facilities. ROSSETI ANNUAL REPORT 2013

IDGC of Siberia 42,886 2,661 33,653 1,022 25,612 622 TDC 3,541 80 3,459 70 3,469 47 IDGC of North-West 33,531 1,584 27,160 672 20,748 339 IDGC of Urals 44,096 2,093 36,731 1,027 25,263 617 IDGC of Center and Volga Region 65,600 3,096 55,600 1,453 34,880 764 Others** 13,794 1,148 10,138 466 6,703 155 Total for SDCs/TGOs 477,271 31,161 382,647 13,210 261,364 7,198 FGC UES 891 14,552 633 13,091 299 4,021 Total for Russian Grids 478,162 45,713 383,280 26,302 261,663 11,219 * Note: 1 MW = 1000 kW. ** Other companies include Yargorelektroset, Tsarskoye Selo Electric Grid Company, Kurortenergo, Dagenergoset, NURENERGO, Ingushenergoset, Tyvaenergo, and ENCE.

Monitoring of Network Connections in 2013 for Power Generation Facilities1:

Subsidiary/Dependent Company Name Number of Network Signed Network Connection Number of Connections Connection Requests Contracts (Signed Network Connection Certificates) requests MW contracts MW connections MW IDGC of Centre 9 394 2 6 2 56 LENENERGO 0 0 0 0 3 400 MOESK 8 1,217 6 1,144 2 23 IDGC of Volga 9 66 2 1 2 237 Yantarenergo 1 23 1 23 0 0 IDGC of South 13 132 5 42 1 235 Kubanenergo 3 114 3 114 1 180 048 IDGC of Northern Caucasus 10 361 4 190 1 1 Tyumenenergo 1 36 1 36 2 1,228 IDGC of Siberia 5 301 2 141 3 215 TDC 2 8 2 8 1 24 IDGC of North-West 12 71 4 10 1 1 IDGC of Urals 17 1,224 6 471 2 585 IDGC of Center and Volga Region 7 159 4 134 4 419 Others 2 101 1 100 0 0 Total for SDCs/TGOs 99 4,205 43 2,418 25 3,604 FGC UES 40 4,716 19 1,902 22 4,744 Total for Russian Grids 139 8,921 62 4,320 47 8,348

Russian Grids’ SDCs in 2013 completed work on network connection for several large power generation facilities constructed under Ordinance of the Government of the Russian Federation No. 1334-r of August 11, 2010, “On the Approval of the List of Generation Facilities Used for the Supply of Capacity Under Capacity Supply Contracts”: • LENENERGO – 450-MW CCGT, Pravoberezhnaya CHPP -5, TGK-1; • IDGC of South – 235-MW CCGT, Stream-gas plant CHPP -235, UGC-TGC-8; • Kubanenergo – 180-MW CCGT, Dzhubginskaya TPP, OGK - 3; • IDGC of Siberia – 90-MW CCGT, Omsk TPP-3, TGC-11; • IDGC of Volga – 3х80-MW CCGT, Novokuibyshev CHPP-1, Volga TGK; • IDGC of Urals – 420-MW Serov HPP, OGK-2; • IDGC of Urals – 165-MW CCGT Perm TPP-9, TGC 9.

1 The average network connection fee rate (rubles/kW) is calculated by dividing network connection revenues for the period by connected capacity for the same period. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Revenues from Network Connection Services After Article 23.2 FZ № 35 “On the Electric Power Industry”, has coming into effect on the 1st of January 2011, which specifies that the network connection fee may not include the investment component for paying any expenses associated with the development of the existing infrastructure, led to revenues from Network Connection Services decrease.

Revenues from Network Connection Services, RUB mln

2009 30,490 2010 42,026 2011 40,918 2012 38,681 2013 35,494

In 2013, with the planned target of RUB 37,018 mln, exclusive of VAT, the Russian Grids Group’s actual revenues from network connection services totaled RUB 35,494 mln, exclusive of VAT, or 96% of the plan. Revenues from Network Connection Services for 2013:

Subsidiary/Dependent Company Name Planned Revenues from Network Actual (Registered) Revenues from Connection Services Network Connection Services RUB mln, exclusive of VAT RUB mln, exclusive of VAT IDGC of Centre 1,173 923 LENENERGO 8,239 6,515 MOESK 12,792 13,231 IDGC of Volga 666 527 Yantarenergo 309 209 049 IDGC of South 1,153 1,424 Kubanenergo 3,540 3,336 IDGC of Northern Caucasus 1,146 1,190 Tyumenenergo 1,406 975 IDGC of Siberia 1,229 1,738 TDC 33 90 IDGC of North-West 936 955 IDGC of Urals 1,546 1,884 IDGC of Center and Volga Region 759 828 Others* 525 684 Total for SDCs/TGOs 35,451 34,508 FGC UES 1,567 986 Total for Russian Grids 37,018 35,494 * Other companies include Yargorelektroset, Tsarskoye Selo Electric Grid Company, Kurortenergo, Dagenergoset, NURENERGO, Ingushenergoset, Tyvaenergo, and ENCE. ROSSETI ANNUAL REPORT 2013

3.3. Customer Care

Ensuring that the customer’s interests are respected is high on our list of strategic development priorities: to assure service quality and enhance electricity supply reliability with the transition to world standards. An integral part of these efforts is to build up a reliable service quality measurement and control system based on international standards and raise the responsibility of grid organizations’ management for compliance with them. Building up the customer service system is based on the following guiding principles: • Service quality compliant with Russian laws. • Customers’ sufficient awareness of the company and services. • Territorial accessibility of services and convenient customer service conditions in the regions where Russian Grids SDCs operate. • Accessibility and promptness of remote and online customer service of the Russian Grids Group. • Transparent business processes of service performance and customer service. • High-quality and customer-oriented services. Transparency, allowing us to involve stakeholders in formulating proposals for improvement in Russian Grids SDCs’ activities, add weight to customers’ opinions in managerial decision making, and balance the interests of all customer groups, is effectuated through the formation of the councils of customers, collegial bodies under the management bodies of Russian Grids SDCs, aiming to discuss long-term development programs, network connection issues, capital investment programs, and associated service quality and reliability targets. As part of implementing the instructions issued by Russian President Vladimir Putin in 2013, Russian Grids and its SDCs formed the Councils of Customers. The composition of the Councils of Customers makes it possible to balance the interests of different customer groups in the regions where the Company and SDCs operate. The 050 Councils of Customers focus their activities on the following areas: • applying a customer-oriented approach to Russian Grids SDCs’ operations and raising customer confidence; • increasing Russian Grids’s transparency and social responsibility; • facilitating the long-term development of regional electricity sectors and carrying out activities associated with connection to SDCs’ networks; • improving the efficiency of customer relations in the course of grid organizations’ performing the supplier of last resort functions. The Company approved the Centralized Customer Service System Standard for its SDCs in 2011. The document aims to implement a customer-oriented approach, raise customer loyalty and confidence, and standardize and harmonize customer service quality requirements across the regions in which Russian Grids has operations. Specifically, the Standard applies stricter requirements to the time of processing customers’ requests. Our customer relations mechanisms are based on three customer service channels: face-to-face service (customer service centers), remote service (telephone and mail), and online service (which can be regarded as remote customer service). Face-to-face service is by means of face-to-face contact between customers and the Company’s employees. The face-to-face service channels of communication are customer service offices. Not involving face-to-face contact between customers and the Company’s employees, remote service is available through call centers, online inquiry forms, personal login pages, email, etc. The face-to-face customer service infrastructure provided territorial accessibility for all of Russian Grids SDCs’ customer groups in 2013. In its serviced areas, the Russian Grids Group opened 19 face-to-face service offices in 2013, including two high-standard customer service centers in Kaliningrad and Moscow. Therefore, Russian Grids operated 734 customer service offices in the reporting period. The Company is active in upgrading its customer service centers by fitting them with electronic queue management systems, payment terminals, self-service information kiosks, and other equipment. Visitors to customer MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

service centers can submit requests for services, including network connection requests, obtain reference information, make a complaint to SDCs, and become familiar with information about other local electric utilities. As at the end of 2013, employees of customer service centers received about 1.5 million face-to-face inquiries, or 24% more than in 2012. This growth is largely due to the improved territorial accessibility and quality of face- to-face customer service. In addition, as the supplier of last resort functions were transferred to Russian Grids subsidiaries in 11 Russian regions in 2013, face-to-face customer service was organized at 79 subscriber offices providing local residents with energy retail information. Remote customer service over the telephone primarily uses call center hotlines and numbers of the operational dispatching units of SDCs. The principal goals of a call center is to receive and handle customers’ incoming calls about all issues related to SDCs’ activities and provide a customer with necessary information. In order to miti- gate the consequences of process failures and promptly provide households with information on the duration of accident recovery work, particularly in the heat deficit period, SDCs created hotlines to deal with such inquiries. Corporate websites of SDCs and their branches are well equipped for online customer service. The main tools of online customer service are online inquiry forms and personal login pages.

051 ROSSETI ANNUAL REPORT 2013

OUR CAPITAL INVESTMENT 04052 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

4.1. Investment Program of Russian Grids

The 2013 consolidated investment program of Russian Grids takes account of SDCs’ current capex programs approved in accordance with Resolution of the Government of the Russian Federation No. 977 of December 1, 2009, including with respect to the facilities necessary for power supply for preparations for and holding of the 2014 Winter Olympics in Sochi. The capex programs of SDCs take into consideration the following principal criteria: • remedying the consequences of accidents at electric grid facilities; • improving the operating reliability of electric grid facilities to secure an interrupted power supply; • including the facilities intended for preventing (reducing) long-lasting power outages that affect socially important facilities and vital infrastructure; • including the facilities necessary to perform obligations under network connection contracts and under connection contracts for low-end houses (the program of the Federal Agency for Construction, Housing and Utilities) and including the facilities ensuring that generators deliver capacity under capacity supply agreements; • including the facilities initiated in the previous years; • including the facilities in an unsatisfactory technical condition, whose routine maintenance and repair are economically and technically infeasible. Furthermore, the capital investment program contains the facilities ensuring the implementation of the following programs: • energy conservation and energy efficiency enhancement; • creation of the systems of automated emergency and process control equipment; • creation of the telecontrol and communication systems; • installation of voltage regulators and reactive power compensators. 053 SDCs’ capital investment is the capital expenditures that include the following expenses: • new construction; • rehabilitation, expansion, and technical upgrading of production and non-production facilities; • acquisition of buildings, structures, equipment, land, and facilities intended for the use of natural resources; • acquisition and creation of intangible assets and other capital investment expenses; • equity investments in electric grid companies. In 2013, the amount of invested funds was RUB 313,449 mln (inclusive of VAT), while commissioned fixed assets totaled RUB 312,315 mln. Commissioned capacity in 2013 totaled 22,346 MVA and 30,843 kilometers. The key indicators of the Russian Grids consolidated investment program in 2013 are shown in the table below.

Key Indicators of the Russian Grids Consolidated Investment Program in 2013

Company Financing (RUB mln, Commissioned Fixed Commissioned Fixed Commissioned Fixed inclusive of VAT) Assets (RUB mln, Assets (MVA) Assets (kilometers) exclusive of VAT) IDGC of Siberia 7,981 3,824 522 1,486 TDC 530 589 82 221 Tyumenenergo 12,940 8,267 649 90 IDGC of Urals 10,088 9,078 644 1,854 IDGC of Volga 10,123 8,915 779 1,823 IDGC of South 3,787 5,190 299 972 Kubanenergo 14,825 5,189 257 357 IDGC of Northern Caucasus 3,511 2,399 277 621 Nurenergo 164 380 37 386 IDGC of Center and Volga Region 11,121 10,203 694 2,952 IDGC of North-West 6,634 6,212 357 2,366

http://www.rosseti.ru/eng/investment/activities/long/ ROSSETI ANNUAL REPORT 2013

LENENERGO 19,345 18,653 907 1,846 Yantarenergo 556 517 74 118 IDGC of Centre 17,622 15,951 1,362 5,689 MOESK 42,694 45,827 4,453 6,195 Tyvaenergo 95 84 7 42 ENCE 1,737 1,601 154 133 FGC UES 149,696 169,435 10,793 3,690 Total for Russian Grids 313,449 312,315 22,346 30,843

Changes in capital investment under the Russian Grids consolidated investment program for three years are described below:

Changes in Capital Investment for 2011–2013 (RUB mln, exclusive of VAT)

2011 332,805 2012 328,476 2013 313,449

The table below shows changes in commissioned capacity under the Russian Grids consolidated investment program for 2011–2013.

Company 2011 2012 2013 MVA kilometers MVA kilometers MVA kilometers IDGC of Siberia 349 1,548 633 1,487 522 1,486 054 TDC 5 43 115 793 82 221 Tyumenenergo 624 166 865 716 649 90 IDGC of Urals 424 1,169 621 1,242 644 1,854 IDGC of Volga 700 1,544 780 1,753 779 1,823 IDGC of South 408 1,185 203 1,316 299 972 Kubanenergo 258 240 666 241 257 357 IDGC of Northern Caucasus 316 845 241 1,469 277 621 Nurenergo 41 200 31 178 37 386 IDGC of Center and Volga Region 1,264 3,086 693 3,603 694 2,952 IDGC of North-West 540 1,485 469 1,836 357 2,366 LENENERGO 996 1,713 1,911 1,581 907 1,846 Yantarenergo 118 154 23 105 74 118 IDGC of Centre 1,490 4,630 1,518 8,026 1,362 5,689 MOESK 1,597 2,726 4,792 4,320 4,453 6,195 Tyvaenergo 9 61 5 34 7 42 ENCE 166 52 553 90 154 133 FGC UES 18,502 2,963 17,827 3,643 10,793 3,690 Total for Russian Grids 27,807 23,810 31,946 32,433 22,346 30,843 Due to restrictions on the tariff growth rate, the capex amount remains at RUB 313 bln. The principal financing sources for the 2013 investment program were tariff-based revenues (41.3%), borrowed funds (30.2%), additionally issued shares (3.7%), connection fees and other sources (24.7%). In 2013, the principal areas of capital investment were technical upgrading and rehabilitation (31.5%), new construction (30.8%) and network connection (24.2%). The areas and breakdown of capital investment under the Russian Grids consolidated investment program (in RUB mln, exclusive of VAT) are given in the table below. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Areas and Breakdown of Capital Investment Under the Russian Grids Consolidated Investment Program (RUB mln, exclusive of VAT)1

Areas of Capital Investment 2013 Network connection 75,739 24.2% Technical upgrading and rehabilitation 98,714 31.5% New construction 96,437 30.8% Other 42,560 13.6% Total 313,449 100.0% 4.2. Our Major Projects

The activities of Russian Grids are closely linked to events that have particular significance for the country, and the Company is involved in most major construction projects of national importance. The most significant project in 2013 was undoubtedly preparations for the Winter Olympic Games in Sochi. The large-scale program to construct electric grid facilities as part of preparations for the Olympics and with the aim of developing the entire Sochi region as a mountain climate resort really put Russian Grids to the test, and the Company passed the test with flying colors. The two other key construction projects in the reporting period were the comprehensive program to reduce commercial losses in IDGC of Northern Caucasus networks and the program to renew Saint Petersburg cable lines rated 6–110 kV. The former will considerably increase the efficiency of the North Caucasian electric grid sector, whereas the latter will secure a reliable and uninterrupted power supply for all of Saint Petersburg’s districts. Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort (Kubanenergo) Under the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain 055 Climate Resort, Russian Grids SDCs completed in 2013 the construction of 672 electric grid facilities supplying power to Olympic Games sites as described below, including 36 facilities in the area of FGC UES’s responsibility and 16 facilities in the area of Kubanenergo’s responsibility. The electric grid construction coming within the purview of Kubanenergo, a subsidiary of Russian Grids, under the Program consisted of the following facilities: •19 substation facilities rated 110/220 kV (new construction and rehabilitation) with total capacity of 2,055 MVA, including 14 substation facilities (13 newly constructed facilities and one rehabilitated facility) with total capacity of 1,715 MVA in the area of FGC UES’s responsibility and five substation facilities (one newly constructed facility and four rehabilitated facilities) with total capacity of 340 MVA in the area of Kubanenergo’s responsibility; • 31 line facilities rated 110/220 kV with a length of 517.6 kilometers, including 343.7 kilometers of overhead lines and 173.9 kilometers of cable lines. 22 line facilities with a length of 326.6 kilometers, including 187.7 kilometers of overhead lines and 138.9 kilometers of cable lines, in the area of FGC UES’s responsibility. Nine line facilities with a length of 191 kilometers, including 156 kilometers of overhead lines and 35 kilometers of cable lines, in the area of Kubanenergo’s responsibility; • 18 distribution network facilities and auxiliary facilities: FGC UES (seven facilities) and Kubanenergo (11 facilities).

1 As of 31.12.2013 the Company had no investments with expected return over 10% per annum. 2 Exclusive of 10-kV unit-type package transformer substations delivered and leased out to the Sochi 2014 Organizing Committee for subsequent operation as specified in the Paragraph “Temporary Electricity Supply for the Olympic Games Infrastructure of the Mountain and Coast Clusters for the Duration of the XXII Olympic Winter Games and the XI Paralympic Winter Games in Sochi in 2014” (permission from the Ministry of Construction, Housing and Utilities of the Russian Federation is not required for this paragraph). ROSSETI ANNUAL REPORT 2013

056 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Comprehensive Program of Measures to Reduce Above-standard Electricity Losses (IDGC of Northern Caucasus) With the aim of reducing commercial electricity losses in networks of IDGC of Northern Caucasus in the Republic of Dagestan, the Republic of Ingushetia, and the Chechen Republic, work started in 2011 on the implementation of the Comprehensive Program of Measures to Reduce Above-standard Electricity Losses. The Comprehensive Program specifies measures to organize, modernize, and automate metering procedures for all billing metering points (642,108 pcs.) and for the key main substations that require electricity metering, which will make it possible to decrease commercial losses to the standard level. Since the launch of the Comprehensive Program, expenses have totaled RUB 5,253.8 mln (inclusive of VAT), including: • RUB 4,949.3 mln from federal budget funds; • RUB 304.5 mln of the company’s own funds. In 2013, the utilization of investments under the Comprehensive Program reached RUB 430.6 mln (including RUB 44.8 mln of loan interest). Financing totaled RUB 273.1 mln (inclusive of VAT) (including RUB 44.8 mln of loan interest).

Republic 2013 Capital Investment, RUB mln, exclusive of VAT Financing, RUB mln, inclusive of VAT Republic of Dagestan 176.5 47.2 Republic of Ingushetia 64.8 62.0 Chechen Republic 189.4 163.9 Total 430.7 273.1 Note: Exclusive of loan interest. At the end of the reporting period, the number of installed electricity meters was 475,896. The table below 057 describes the electricity loss reduction targets reached under the Comprehensive Program in 2013.

Name 2013 Target, % Actual, % Exceeded Target, bp Republic of Dagestan 25.00 29.32 17.3 Republic of Ingushetia 28.50 33.82 18.7 Chechen Republic (exclusive of Chechkommunenergo 27.00 28.13 4.2 facilities) The level of losses was driven by a considerably higher-than-planned increase in electricity delivery to networks. When the Comprehensive Program is completed, it is expected that electricity network losses in the regions covered by the Comprehensive Program will go down to the standard level. The failure to achieve the planned targets of the Comprehensive Program is due to the following: • delays in automating installed electricity meters, the absence of an integrated system for transmitting data from electricity meters to the data processing center, and the absence of integration of the upper and lower levels of the system; • the imperfection of design estimates as related to the applied technical solutions and the actual number of subscribers; • the unsatisfactory technical condition of power lines; • the adverse conditions of project implementation (rough mountainous terrain that is difficult for motor vehicles and special equipment to reach); • opposition from customers in the course of carrying out the Comprehensive Program, a considerable number of cases where contractors’ personnel were prevented from having access to customers’ electrical installations, and vandalism; • sociopolitical tensions in the North Caucasian regions. ROSSETI ANNUAL REPORT 2013

The following measures were taken to ensure the completion of the Comprehensive Program: • decisions were formulated with respect to ensuring the operation of the software system with due consideration to upper- and lower-level integration into the integrated electricity metering system (IEMS); • working commissions composed of experts from the Company’s relevant divisions checked the completeness of work on facilities covered by the Comprehensive Program in all regional/municipal electricity networks; • staffing specifications were drafted with due regard to transferring the functions connected with the administration, updating, and subsequent analysis of the database to the Company’s executive arm for the purposes of continuing the operation of the IEMS; • Dagenergoset, Chechenenergo, and the Ingushetia branch of IDGC of Northern Caucasus are engaged in the classification of electricity consumers, which involves linking metering points to main substations; • IEMS facilities were accepted for test operation in all regional electricity networks in the Republic of Ingushetia and the Chechen Republic and in seven regional/municipal electricity networks in the Republic of Dagestan. Work continues on preparations for the acceptance of facilities completed under the Comprehensive Program; • the equipment installed in the course of carrying out the Comprehensive Program in the Chechen Republic and the Republic of Ingushetia was accepted for safekeeping. Given the large scale of the crisis-fighting measures taken by the Company, it is planned that work under the Comprehensive Program will be completed in the 2nd quarter of 2014 in the Chechen Republic, in the 3rd quarter of 2014 in the Republic of Ingushetia, and in the 1st quarter of 2015 in the Republic of Dagestan.

Program to Renew Cable Lines of 6–110 kV in Saint Petersburg (LENENERGO) The Program specifying the high priority measures to renew cable lines of 6–110 kV aims to enhance the operating reliability of the city’s cable network and secure an uninterrupted electricity supply for the city’s districts. The implementation period of the Program is from 2010 to 2014. 058 The results achieved under the project are given in the table below:

Implementation Period Total Implementation Costs (RUB mln) 2010 2011 2012 2013 2010–2014 6,445 168.9 1,152.3 1,008 2,217

Under the Program, 110-kV cable lines with a total length of 57,1 kilometers came into operation in Saint Petersburg’s districts in 2013. All of the facilities required to be completed in 2011–2013 under the Program as specified in the Agreements for the Allocation of Federal Budget Funds were put into operation in 2013.

Under the two remaining paragraphs of the Program that are scheduled for completion in 2014 and financed from federal budget funds, construction and installation are underway.

The project implementation increased the transmission capacity of power lines, securing a more reliable electricity supply for customers located in Saint Petersburg’s Petrogradsky, Central, Vyborgsky, Kalininsky, and Vasileostrovsky Districts, including Category 1 customers and socially important facilities, and created conditions for connecting additional loads. Equipment with exceeded operating life accounted for 0% on completion of the project, while this indicator before the project implementation was 100%. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

059 ROSSETI ANNUAL REPORT 2013

MANAGEMENT REPORT

060 WITH FINANCIAL 05 OVERVIEW MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

5.1. Management Report with Financial Overview

Principles of the Russian Grids Financial Strategy The approach applied by Russian Grids to SDCs’ financial management is based on improving the effectiveness of their financial operations. It is important for electric grid companies to maintain financial stability at the necessary level that makes it possible to raise sufficient finance for investment and ensure the strict performance of their obligations to creditors. Russian Grids’s policy on financial management is built on applying unified approaches and establishing uniform standards for the electric grid sector. The principal objectives of “finance and credit” activities are as follows: • debt position management and credit financing; • issue of public debt instruments and interaction with credit rating agencies. The current financial policy of debt financing is based on the following fundamental principles: • maintaining minimum credit costs, with preference given to borrowings with longer repayment periods in favorable market conditions; • organizing centralized cooperation with credit institutions in relation to providing loans for all companies of the Russian Grids Group; • creating a wide range of the most flexible instruments possible for raising finance; • diversifying the loan portfolio by expanding the range of financial instruments in use and the range of lenders with due consideration to maintaining minimum credit costs in the adequate current market conditions; • building up cooperation with development institutions in project financing; • monitoring the financial stability and solvency of Russian Grids SDCs on an ongoing basis; • organizing sound financial planning for electric grid companies to nablee debt position indicators to conform to 061 the established limits; • setting financial stability targets of Russian Grids SDCs and monitoring their attainment; • monitoring whether Russian Grids SDCs’ debt position conforms to the established limits; • developing and monitoring measures to improve SDCs’ financial condition; • monitoring the status of electric grid companies’ working capital. The implementation of these principles ensures that sufficient credit lines are provided at the lowest possible market rates in the current market, with the possibility of selecting the tranches with optimal repayment periods, with the companies’ financial stability and the desired loan portfolio quality to be maintained. The constant monitoring of Russian Grids SDCs’ financial performance makes it possible to ensure that timely measures are taken to provide financial recovery for electric grid companies if their financial stability deterio- rates and prevent any situations that may lead to the nonperformance of their obligations to creditors. With the aim of exerting preventive control of the debt position, target limits and ceiling limits are put on electric grid companies’ debt position. According to the results of the quarterly calculation of limits, Russian Grids SDCs are divided into three groups in descending order of creditworthiness (A, B, and C). Measures are planned and carried out to improve the financial stability and creditworthiness of the companies included in groups B and C. Efforts to monitor the status of electric grid companies’ working capital include improvements to control over changes in receivables and over the level of receivables mobilization in accordance with companies’ uniform financial condition targets.

http://www.rosseti.ru/eng/investors/reports/fin-inf/ ROSSETI ANNUAL REPORT 2013

The principles of Russian Grids SDCs’ debt position management are contained in the Debt Position Management Standard whereby each of the Company’s SDCs formulates the Regulations for Credit Policy to be approved by each company’s board of directors. As public companies, Russian Grids and its major SDCs take full advantage of the bond market as a source of borrowings. In addition to operating efficiency raised by using lower interest rates and to financial stability improved by extending the average maturity, public debt instruments ensure the sustained development of electric grid companies and diversify their resource base. The use of public debt instruments (bonds, exchange-traded bonds, and Eurobonds) expands the diversification of electric grid companies’ sources of borrowings and increases the debt portfolio maturity. With respect to the arrangement of public debt instrument issues and interaction with rating agencies, the following principles underlie the Russian Grids Group’s policy: • unsecured debt securities are mostly placed; • preparations for the use of the widest possible range of debt instruments are made in advance; • public debt instrument issues of electric grid companies are coordinated on centralized basis at Russian Grids’s level; • intragroup transparency is applied to decision making associated with the use of an instrument and its pricing; • leverage target indicators are maintained both at the Group’ level and at an individual company’s level; • financial risks arising from the use of an instrument are minimized; • in interactions with rating agencies, large investors and other major capital market participants, government authorities responsible for the financing of investment projects in the electric power industry from budgetary and extrabudgetary funds, information is disclosed on a one-stop basis to ensure its uniformity. A target of the Russian Grids Group’s activities is to annually provide sufficient liquidity for the Russian Grids Group to maintain the physical operability of electric grid facilities. 062 The Company continued in 2013 to pursue its centralized policy of control over external financing, which made it possible to maintain the value of consolidated debt on the terms offered by the market. Russian Grids SDCs operate a system of financial management and control by means of interaction through the boards of directors of subsidiaries and dependent companies as related to: • SDCs’ cash flow management based on cash flow benchmarks; • SDCs’ financial solvency management based on control procedures in accordance with the approved debt position management standards. In spite of permanently deteriorating financial market conditions in 2013, Russian Grids SDCs’ policies allowed them to keep the weighted average interest rate of the loan portfolio at a sufficiently low level amid increased lending rates in the market. The weighted average interest rate of Russian Grids SDCs was 8.28% per annum at the end of 2013. Summary of the Russian Grids Group’s IFRS Financial Results for 2013 The key factor contributing to changes in most financial indicators in 2013 compared with the previous reporting period was the restructuring of the Russian Grids Group, resulting in gaining control of FGC UES and consolidating the financial statements of the FGC UES Group as part of the ussianR Grids Group. Additionally, financial performance was substantially impacted by restrictions on tariff rowthg rates and by the supplier of last resort functions taken on and performed by Russian Grids SDCs in 12 Russian regions in 2013. It is worthy of special note that some IFRS were amended, specifically revised IAS 19 Employee Benefits, effective for 2013 and thereafter. The effects of the acquisition of the FGC UES Group by the Russian Grids Group and the implementation of amended IAS 19 Employee Benefits (reflected in the restatement of liabilities for post-employment benefits) on the Russian Grids Group’s key financial indicators are shown in the table below. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Indicators Russian Grids Group, Effects of FGC UES Effects of Implementa- Russian Grids Group, 2012 (Previously Stated) Acquisition tion of Revised IAS 19 2012 (Restated) Indicators of the Consolidated Statement of Financial Position Total assets: 972,736 1,019,766 - 1,992,502 Non-current assets 791,849 940,353 - 1,732,202 Current assets 180,887 79,413 - 260,300 Total equity: 494,686 733,272 (5,539) 1,222,419 Total liabilities: 478,050 286,494 5,539 770,083 Non-current liabilities 254,214 234,272 5,539 494,025 Current liabilities 223,836 52,222 - 276,058 Indicators of the Consolidated Statement of Profit or Loss Revenue 621,633 30,550 - 652,183 Operating expenses (574,197) 7,628 2,099 (564,470) Results from operating activities 49,688 39,290 2,099 91,077 Net finance costs (5,641) (24,581) (1,318) (31,540) Income tax (12,463) (3,134) (156) (15,753) Net loss/profit 31,654 11,576 625 43,855

Revenue Revenue in 2013 rose by 16% on the previous reporting period to RUB 760 bln. This rise was largely due to the supplier of last resort functions performed in the retail electricity market by some Russian Grids SDCs. As a result, electricity sales revenue demonstrated the largest growth (up 202% year-on-year), and its share in total revenue increased from 6% to 17%. Another significant change was decreased network connection revenue, which was mainly due to lower network connection prices. Specifically, as prescribed by law, the investment 063 component for paying expenses associated with infrastructure development was excluded from the net connection fee. The structure of revenue in 2013 and 2012 is shown in the table and diagrams below. Structure of Revenue in 2012 and 2013

Change Indicators 2013, RUB mln 2012, RUB mln RUB mln % Electricity distribution (transportation) 584,629 554,066 30,563 6 Electricity sales 127,063 42,057 85,006 202 Network connection 37,005 45,531 (8,526) (19) Other 11,082 10,529 553 5 Total 759,779 652,183 107,596 16

Indicators as Percentages of Total Revenue in 2012 and 2013, %

1 5 7 2

17 6 Electricity distribution (transportation) Electricity sales Network connection Other

77 85

2013 2012

Ставка платы руб. кВт

8% 7% 31% 4%

50% ROSSETI ANNUAL REPORT 2013

Operating Expenses Operating expenses less non-cash expense items (provisioning for impairment of property, plant and equipment and for impairment of accounts receivable) totaled RUB 655 bln in 2013, which represents a 19% increase on 2012. Operating expenses grew due primarily to a 202% rise in expenses associated with purchased electricity for resale (as a result of taking on the supplier of last resort functions), a 19% increase in accumulated depreciation (as a consequence of putting into operation new facilities covered by the capex program), and higher personnel costs resulting from the increased number of employees due to the supplier of last resort functions and from the commissioning of new facilities under the capex program.

Structure of Operating Expenses in 2012 and 2013

Change Indicators 2013, RUB mln 2012, RUB mln RUB mln % Provision for impairment of property, plant and 239,446 4,706 234,740 - equipment Personnel costs 148,268 132,010 16,258 12 Depreciation and amortization and impairment 115,942 97,795 18,147 19 Electricity distribution 124,197 105,222 18,975 18 Compensation for losses 92,795 87,620 5,175 6 Purchased electricity for resale 68,616 22,741 45,875 202 Allowance for impairment of trade and other 15,986 6,369 9,617 151 receivables Other 109,245 108,007 1,238 1 Total 914,495 564,470 350,025 62 Total, less impairment of property, plant and 655,157 550,294 104,863 19 equipment and less impairment of trade and 064 other receivables*

* Provision for impairment of prepaid expenses is included in Other expenses.

Indicators as Percentages of Total Operating Expenses in 2012 and 2013, %

12 1 19 23 Impairment of assets 2 26 Personnel costs 8 Depreciation and amortization 1 Electricity distribution 4 Compensation for losses 10 Purchased electricity for resale 17 Impairment of receivables 16 16 Other 14 13 19 2013 2012

Provisioning for impairment of property, plant and equipment was due to the lower long-term forecasts of electricity distribution tariffs compared with previous estimates pursuant to the government’s decision to freeze tariffs in 2014 and keep their growth rates down in the future to consumer inflation rates. These changes had the most considerable effect on the results of asset impairment tests for FGC UES. The increased allowance for impairment of receivables was largely due to provisioning for debts owed by energy retailers that lost the supplier Обесценение активов of last resort status. Затраты на персонал Амортизация Ставка платы руб. кВт Передача электроэнергии Компенсация потерь Покупная электроэнергия для перепродажи Обесценение дебиторской задолженности Прочие

8% 7% 31% 4%

50% MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

EBITDA Adjusted EBITDA rose to RUB 233 bln in 2013, or up by 10% on 2012. The rise in adjusted EBITDA was due to lower controllable operating expenses resulting from the implemented Operating Efficiency Management Program, slower growth rates of expenses associated with electricity purchased to compensate for losses as compared with revenue growth rates, and a 19% increase in depreciation and amortization in connection with the commissioning of new facilities under the capex program. Although higher in absolute terms, the adjusted EBITDA margin wend down by 1.7 bp to 30.7% due to higher revenue growth rates as compared with EBITDA growth rates after some SDCs took on the supplier of last resort functions.

EBITDA in 2012 and 2013

Change Indicators 2013, RUB mln 2012, RUB mln RUB mln % EBITDA (58,574) 168,849 (227,423) Adjustments for non-cash items (balance of 291,736 42,573 249,163 provisions) Adjusted EBITDA 233,162 211,422 21,740 10 Adjusted EBITDA margin, % 30.7% 32.4% - (1.7) bp

Net Profit Adjusted net profit in 2013 decreased by 5% totaling RUB 74 bn, due to accelerated growth of amortization as the result of new new capacities commissioning and the implementation of the investment programme. Adjusted net profit margin in 2013 fell by 2.2 bp amounted to 9.7%.

Net Profit in 2012 and 2013 Change 065 Indicators 2013, RUB mln 2012, RUB mln RUB mln % Net profit (loss) (159,389) 43,855 (203,244) - Adjustments for non-cash items (balance of 233,388 34,058 199,330 - provisions) Adjusted net profit 73,999 77,913 (3,914) (5) Adjusted net profit margin, % 9.7% 11.9% - (2.2) bp

Assets The book value of Russian Grids’s assets at December 31, 2013, stood at RUB 1,946 bln, or 2% lower than the Company’s asset value in 2012. Non-current assets decreased by 4% in 2013 to RUB 1,657 bln. Changes in non-current assets consisted in the lower value of fixed assets, non-current accounts receivable, and other investments and financial assets. In the period under review, property, plant and equipment lost RUB 44 bln, or 3%, due to: • recognition of RUB 239 bln of expenses associated with impairment of property, plant and equipment, 99% of which was FGC UES asset impairment expenses; • reflection of RUB 114 bln of expenses associated with depreciation and amortization; • commissioning of new capital assets totaling RUB 315 bln under the capex program. Non-current accounts receivable in the reporting year fell by 41% due primarily to the addition of provisioning for doubtful debts related to advance payments under MOESK network connection contracts. Total other investments and financial assets in 2013 decreased by RUB 33 bln (55% down). Changes in the stated value of other investments and financial assets were materially due to the revaluation of financial investments (shares in Inter RAO) at current market value. ROSSETI ANNUAL REPORT 2013

Deferred tax assets in 2013 doubled against 2012 and reached RUB 9 bln, which was substantially due to the recognition of expenses associated with impairment of property, plant and equipment, to provisioning for doubtful debts related to advance payments under MOESK network connection contracts, and to increased tax loss carry-forwards (in relation to FGC UES). Structure of Non-Current Assets

Change Indicators 2013, RUB mln 2012, RUB mln RUB mln % Non-current assets: Property, plant and equipment 1,595,862 1,639,737 (43,875) (3) Intangible assets 16,557 13,929 2,628 19 Investments in equity-accounted investees 1,202 1,188 14 1 Non-current accounts receivable 7,442 12,559 (5,117) (41) Other investments and financial assets 27,309 60,687 (33,378) (55) Deferred tax assets 9,012 4,102 4,910 120 Total non-current assets 1,657,384 1,732,202 (74,818) (4)

Indicators as Percentages of Total Non-Current Assets in 2012 and 2013, %

0.4 0.7 0.1 1.6 3.5 0.1 0.2 1.0 0.5 0.8 Property, plant and equipment Intangible assets Investments in equity-accounted investees 066 Non-current accounts receivable Other investments and ﬁnancial assets Deferred tax assets

96.3 94.7

2013 2012

The structure of the Company’s current assets in 2013 is characterized by the following changes: • In the reporting period, inventories grew by 15% and reached 8.29% of total current assets. The increase in inventories was due to higher costs of building materials and to a quantitative growth in inventories in consequence of certain SDCs’ switching over to using in-house resources for repair operations. • Short-term receivables were up by 22%, which is comparable with the increase in revenue for the period. In Обесценение активов addition, changes in accounts receivable were affected by a rise in current receivables for soldЗатраты electricity на персонал after Амортизация some SDCs took on the supplier of last resort functions. Ставка платы руб. кВт Передача электроэнергии Structure of Current Assets Компенсация потерь Покупная электроэнергия Changeдля перепродажи Indicators 2013, RUB mln 2012, RUB mln Обесценение дебиторской RUB mlnзадолженности % Current assets: Прочие Inventories 23,920 20,855 8%3,065 15 7% Other investments and financial assets 53,306 56,05631% (2,750) (5) Current tax assets 5,568 5,300 268 4% 5 Trade and other receivables 143,944 118,274 25,670 22 Cash and cash equivalents 61,917 59,815 2,102 4 Total current assets 288,655 260,300 28,355 11 50% MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Indicators as Percentages of Total Current Assets in 2012 and 2013, %

8.3 8.0 21.5 23.0 Inventories 18.5 21.5 Other investments and ﬁnancial assets Current tax assets Trade and other receivables 1.9 Cash and cash equivalents 2.0

49.9 45.4 2013 2012

Equity and Liabilities Structural changes in the Company’s equity were primarily due to the reorganization of the Group in 2013. The share of equity in total liabilities in the period under review decreased by 5 bp while, in absolute terms, equity capital was down by RUB 121 bln, chiefly resulting from retained earnings decreased by 51%. Обесценение активов In 2013, the Company completed the placement of two additional issues of ordinary shares inЗатраты Russian на персонал Grids Амортизация (the first on March 4, 2013, and the second on September 3, 2013), whichСтавка added платы RUB руб. кВт113 bln to theCompany’s Передача электроэнергии share capital, and the share premium of RUB 196 bln was recognized as part of the Company’sКомпенсация equity at потерь December 31, 2013. Shares in FGC UES were received as payment for the second share issue.Покупная As a consequenceэлектроэнергия для перепродажи of the completed placement of the Company’s shares, the reserve for issue of shares was reducedОбесценение by 100%.дебиторской 067 задолженности In 2013, the Company’s retained earnings went down by RUB 409 bln. The key factor contributingПрочие to the decrease in retained earnings was the recognition of expenses associated with impairment 8%of fixed assets in 2013, accompanied by the effects of FGC UES acquisition 7% 31% Structure of Equity in 2012 and 2013 4%

Change Indicators 2013, RUB mln 2012, RUB mln RUB mln %

Equity: 50% Share capital 163,154 49,947 113,207 227 Share premium 212,978 16,244 196,734 1,211 Treasury shares (2,819) (2,819) - - Reserve for issue of shares 0 19,751 (19,751) (100) Other reserves (6,265) (4,046) (2,219) 55 Retained earnings 398,711 807,577 (408,866) (51) Total equity attributable to equity holders of 765,759 886,654 (120,895) (14) the Company Non-controlling interest 295,932 335,765 (39,833) (12) Total equity 1,061,691 1,222,419 (160,728) (13)

The structure of liabilities remained almost unchanged in 2013, with loans and borrowings representing a substantial share in non-current liabilities (85.7%) and payables accounting for 77.8% of total current liabilities. ROSSETI ANNUAL REPORT 2013

Non-current liabilities in the reporting period rose by RUB 80 bln, or 16%, and reached RUB 574 bln at the end of 2013. Such changes were materially due to a 29% increase in loans and borrowings, specifically as a result of the issue of new long-term bond loans. The 47% decrease in deferred tax liabilities was due to lower deferred tax liabilities related to fixed assets in consequence of the recognized losses of their impairment in 2013.

Structure of Non-Current Liabilities

Change Indicators 2013, RUB mln 2012, RUB mln RUB mln % Loans and borrowings 492,229 381,868 110,361 29 Trade and other payables 14,487 15,061 (574) (4) Employee benefits 28,971 24,278 4,693 19 Deferred tax liabilities 38,715 72,818 (34,103) (47) Total non-current liabilities 574,402 494,025 80,377 16

Indicators as Percentages of Non-Current Liabilities in 2012 and 2013, %

6.7 5.0 14.7 2.5 4.9 Loans and borrowings Trade and other payables 3.0 Employee beneﬁts Deferred tax liabilities

068 77.3 85.7

2013 2012

The 12% rise in current liabilities was substantially due to trade and other payables increased by RUB 41 bln (21% up). The increase in accounts payable resulted from the larger scope of work under the 2013 Investment Program as compared with the 2012 Investment Program and from switching over from the work prepayment system to payment for completed work.

Structure of Current Liabilities

ChangeОбесценение активов Indicators 2013, RUB mln 2012, RUB mln Затраты на персонал RUB mlnАмортизация % Ставка платы руб. кВт Передача электроэнергии Loans and borrowings 57,808 59,906 (2,098) (4) Компенсация потерь Trade and other payables 241,266 200,042 41,224Покупная электроэнергия21 Provisions 10,397 14,566 (4,169)для перепродажи (29) Обесценение дебиторской Current tax liabilities 475 1,544 (1,069)задолженности (69) Прочие Total current liabilities 309,946 276,058 33,888 12 8% 7% 31% 4%

Indicators as Percentages of Current Liabilities in 2012 and 2013, %

3.4 0.2 5.3 0.6 18.7 21.7

Loans and borrowings Trade and other payables Provisions Current tax liabilities

72.5 77.8

2013 2012

Overall, non-current and current liabilities in the reporting year went up by 15% to RUB 884 bln. Cash Flows Minor changes in cash flows were connected with net cash flows from investing and financing activities. Net cash flows from operating activities decreased inconsiderably. The 15% decrease in cash outflows from investing activities resulted from deposit withdrawals. The 20% reduction in net cash flows from financing activities was due to loan repayments in 2013. These factors contributed to a net gain of RUB 2,102 mln in cash in 2013.Обесценение In the активов previous year, this indicator demonstrated a decrease of RUB 14,665 mln. Затраты на персонал Амортизация Ставка платы руб. кВт Cash Flows in 2012 and 2013 Передача электроэнергии Компенсация потерь ChangeПокупная электроэнергия Indicators 2013, RUB mln 2012, RUB mln для перепродажи RUB mln % Обесценение дебиторской 069 Net cash flows from operating activities 150,979 152,974 (1,995)задолженности (1) Прочие Net cash flows from investing activities (255,151) (300,180) 45,029 15 8% Net cash flows from financing activities 106,273 132,541 (26,268) (20) 7% 31% Key financial ratios 4%

Ratio 2013 2012 EBITDA, reducing to adjusted EBITDA 211,422 233,162 Net operating margin,% 0.14 (0.20) 50% EBITDA margin 0.32 0.31 Net income margin 0.07 (0.21) Joint-Stock margin 0.04 (0.14) Equity capital turnover (own capital) 0.55 0.67 Financial leverage 0.63 0.83 Net debt/EBITDA 1.81 2.09 Fixed-charge-coverage ratio 18.47 14.68 Current ration 0.94 0.93 Quick ratio 0.87 0.85 Net margin 0.07 (0.21) Total assets turnover 0.34 0.39 ROSSETI ANNUAL REPORT 2013

5.2. Procurement Activities

In procurement, Russian Grids adheres to the principles of transparency, equal opportunities, fairness, non discrimination with respect to procurement participants, and proper and cost-effective spending. Information on all planned and current procurement procedures is mandatorily posted on the official website of the Russian Federation for contracting, on the Russian Grids website, and on the Company’s electronic trading floor. We are systematically working to scale up the share of purchases made on electronic trading floors, increasing it from 78% in 2011 to 98% in 2013. At the same time, we are scaling down the proportion of sole source purchases, decreasing it from 11% to 4% of the volume of procurement for three years.

Procurement Procedure Breakdown by Purchasing Method, %

11 Public competitive bidding 4 Public requests for quotations Public requests for proposals Public competitive negotiations 16 48 Public auctions Private requests for quotations/proposals under framework contracts Sole source purchases 5 Sole source purchases upon aborting public 3 procedures

13 0

070 Russian Grids and its SDCs completed 49,8 thousand procurement procedures worth RUB 454.9 bln, inclusive of VAT, in 2013; while the economic effect from competitive procedures in 2013 was 8.6%, or RUB 42.6 bln.

Procurement Breakdown in 2013, %

23 30 New construction and expansion Обесценение активов of electric grid facilities Затраты на персонал Rehabilitation and technical upgrading Амортизация Ставка платы руб. кВт of electric grid facilities Передача электроэнергии 3 Power equipment repair, general repair, Компенсация потерь and maintenance operations IT purchases Покупная электроэнергия для перепродажи Other purchases 16 Обесценение дебиторской задолженности Прочие 28 8% 7% 31% 4% As instructed by the President and the Government of the Russian Federation, the Company approved the methods for a 10% annual reduction of per-unit purchase costs within three years (in 2010 prices). These methods enabled the Company to gain an additional economic effect from procurement in the amount of RUB 15.5 bln, 50% inclusive of VAT, or 10.2% of the planned purchase price.

Обесценение активов Затраты на персонал Амортизация Ставка платы руб. кВт Передача электроэнергии Компенсация потерь Покупная электроэнергия для перепродажи Обесценение дебиторской задолженности Прочие

8% 7% 31% 4%

Our efforts to improve the procurement system resulted in the following achievements in 2013: • In the National Procurement Transparency Rating of Contracting Public Entities, the Company received the highest award, “Guaranteed Transparency“. This rating is supported by the Federal Antimonopoly Service, the Ministry of Economic Development, the Accounts Chamber, and experts of Expert RA. • In the professional contest “Leader in Competitive Procurement,” Russian Grids was recognized as “Company of the Year in Competitive Procurement” and was awarded in the category “Procurement Transparency”. Russian Grids will further the cost-effectiveness of procurement by reaching the following objectives: • introducing into Russian Grids and its SDCs the inform standards and rules for procurement procedures based on a common electronic trading floor; • continuing to encourage the participation of small and medium-sized businesses in projects implemented by the Company and implementing innovative solutions aimed at the modernization of production; • entering into long-term agreements with immediate producers of electrical equipment to ensure that purchase costs are cut.

071 ROSSETI ANNUAL REPORT 2013

CORPORATE 06072 GOVERNANCE MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

6.1. Corporate Governance Role in Company’s Strategy Realization

Russian Grids pursues its policy on shareholder relations in accordance with the applicable laws of the Russian Federation, the Articles of Association, other internal documents of the Company, its obligations related to the trading of securities in global stock markets, and the world’s best practices. The principal goals and objectives of the Company’s corporate policy are as follows: • ensure the unconditional, timely, and absolute exercise of the legitimate rights and interests of all share holders of Russian Grids; • develop efficient interaction between Russian Grids and its SDCs to improve the reliability of the electric grid sector and increase the market value of the Company and its SDCs; • enhance the transparence and maximize the disclosure of information about Russian Grids activities, improve the corporate governance system; • constantly improve the mechanisms for relations between Russian Grids and shareholders and potential investors with due consideration to the Company’s obligations to third parties; • improve the existing forms and methods and develop new forms and methods for maintaining relations with shareholders to facilitate the exercise of their rights with due regard to the emergence of new shareholders, the emergence of new interests of shareholders, and the development of advanced means of communication for shareholder relations. Russian Grids guarantees that its shareholders will exercise all of their rights provided by Russian laws, the Ar- ticles of Association, and internal documents of the Company in relation to the placement and trading of shares and other securities of the Company and other obligations assumed by the Company in accordance with international best practices. 073 Given that the Company is corporately organized as a group, the top priority for the protection of the rights and legitimate interests of the Company’s shareholders is to successfully and efficiently conduct the core activities specified in the Articles of Association. In accordance with paragraph 3.2 of the Articles of Association of Russian Grids, the Company’s core activities include exercising of the rights of a shareholder (member) of the economic entities whose shares (equities) are owned by the Company. Therefore, the corporate administration of its subsidiaries and dependent companies (SDCs) is important to Russian Grids. As of December 31, 2013, Russian Grids was a shareholder of 42 open joint-stock companies and a member of one limited liability company and five not-for-profit organizations (nonprofit partnerships). Out of the 42 joint- stock companies, 41 joint-stock companies are subsidiaries or dependent companies of Russian Grids, with Russian Grids holding a stake of over 20% in each of them. Russian Grids employs corporate methods to influence the decisions made by SDCs’ management bodies in accordance with best practices and standards in corporate governance and considers it necessary to use corporate governance for attaining the success of the financial and economic activities of the Company and its SDCs and making them more attractive to investors. The key mechanisms and principles that underlie the corporate administration of SDCs are defined by the Articles of Association of the Company, the Procedure for Interaction of Russian Grids with the Economic Entities Whose Shares (Equities) Are Owned by Russian Grids (hereinafter, the “Interaction Procedure”), and other internal documents of Russian Grids. The corporate administration of SDCs is effected through the Company’s representatives in management bodies (Boards of Directors and General Meetings of Shareholders) and control bodies (Internal Audit Commissions) of SDCs. In accordance with the Articles of Association of Russian Grids and the Interaction Procedure, the Company’s management bodies define the position of its representatives on items put to a vote at General Meetings of Shareholders and Boards of Directors of SDCs. ROSSETI ANNUAL REPORT 2013

The Articles of Association of the Company and the Interaction Procedure list the most important agenda items of General Meetings of Shareholders and meetings of Boards of Directors of SDCs, which agenda items require decisions of the Company’s Board of Directors. Specifically, such key agenda items include: • Defining agendas of General Meetings of Shareholders (members) of SDCs; • Reorganizing or liquidating SDCs; • Determining the number of members of Boards of Directors of SDCs, nominating and electing such members, deciding on early termination of their powers, etc. Boards of directors or General Meetings of Shareholders of SDCs may decide on such issues only after the position of Russian Grids (or the Company’s representatives) is defined. The representatives’ participation in the work of Boards of Directors of SDCs is governed by the requirements of the applicable laws, the provisions of the articles of association and internal documents of SDCs, and the Com- pany’s Final Instructions. During the course of preparing the Final Instructions, divisions of the executive arm form the Company’s joint position on the issues addressed by Boards of Directors of SDCs. For the purposes of controlling financial and economic activities of SDCs and complying with corporate governance procedures, the Company’s representatives also take part in the work of Internal Audit Commissions of SDCs. The uniform corporate administration standards make it possible to create an integrated legal environment in the Company, achieve common strategic goals, and contribute to streamlining the work of management and control bodies of all of the Company’s entities and reducing general administration costs. Russian Grids, together with SDCs, continues to constantly improve the corporate governance system based on Russian and international standards and best practices in building corporate relations. 074

Corporate Administration Structure of Russian Grids

General Meeting of Shareholders

Internal Audit Commission

Board of Directors Audit Committee

Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee Director General (Chairman of the Management Board) Valuation Committee

Management Board Strategy Committee

Society, Customer, and Government Relations and Information Policy Committee

Nomination and Remuneration Committee MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

In accordance with the Action Plan to Improve the Quality and Level of Corporate Administration of Russian Grids approved by the Management Board, the Company carries out the following measures adequate to best practices in corporate governance: • the draft of the Company’s annual report in Russian and English is disclosed on its website before the Annual General Meeting of Shareholders; • information about the professional background of nominees for election is prepared and published to the Board of Directors and the Internal Audit Commission of the Company; • IFRS interim financial statements are prepared and published on the Company’s website; • information is disclosed on the professional background of the current members of the Board of Directors; • russian language information required to be disclosed under Russian laws is translated into English; • the social report is prepared and posted on the Company’s website; • the membership of the committees of the Russian Grids Board of Directors is properly balanced to ensure that different groups of shareholders take an active part in discussing the decisions made by the Board of Directors; • Russian Grids strives to ensure that the Action Plan of the Company’s Board of Directors provides for holding in-person meetings of the Board of Directors on a regular basis. Pursuant to Decree of the President of the Russian Federation No. 1567 of November 22, 2012, “On Joint Stock Company Russian Grids, “Russian Grids and the Federal Agency for State Property Management of the Russian Federation entered into the Agreement for the Procedure for Controlling and Voting Shares in FGC UES. In its legal character, this document is a shareholders’ agreement that can be made under Article 32.1 of the Federal Law “On Joint-Stock Companies” and regulates the interaction among FGC UES shareholders in exerci sing the rights attaching to their shares. Specifically, with the aimof retaining the government’s control over the activities of FGC UES as a strategically important entity, the Company is obligated to vote on the issues falling within the competence of the General Meeting of Shareholders of FGC UES and on certain issues falling within the competence of the Board of Directors of FGC UES on the instructions issued by the Federal Agency for State Property Management. 075 This shareholders’ agreement is the first example in Russia where the government is a party to a shareholders’ agreement for the management of a joint-stock company.

Principal Provisions of the Corporate Governance Code of Russian Grids As specified in the Corporate Governance Code of Russian Grids approved by the Board of Directors (Minutes of the Meeting No. 101 of November 30, 2012), the following principles underlie the Company’s corporate governance: • Accountability . The Code provides for accountability of the Board of Directors of Russian Grids to all shareholders in accordance with the applicable laws of the Russian Federation and serves as guidance for the Board of Directors in the strategy development and governance of and control over the activities of the executive bodies of the Company; • Justice . Russian Grids shall protect shareholder rights and ensure equal attitude to all shareholders. The Board of Directors shall provide all shareholders with efficient protection if their rights are infringed; • Transparency . Russian Grids shall disclose reliable information on all material facts related to the activities of the Company, including on its financial standing, performance, wnershipo and governance structure of the Company, in due time and ensure free access to such information for all interested parties; • Responsibility. Russian Grids shall recognize its responsibility to the Company’s shareholders.

Procedure for Electing Members of the Board of Directors of Russian Grids The Board of Directors of Russian Grids consists of 15 members. Members of the Board of Directors are elected by the General Meeting of Shareholders by cumulative vote for a term until the next Annual General Meeting of ROSSETI ANNUAL REPORT 2013

Shareholders. The General Meeting of Shareholders may decide on early termination of their powers only with regard to all members of the Board of Directors. In the event of cumulative voting, the number of votes held by each shareholder is multiplied by the number of persons who shall be elected to the Board of Directors of the Company and each shareholder may cast all votes so received for one nominee or distribute them to two or more nominees. The nominees receiving the greatest number of votes shall be deemed to be elected to the Board of Directors of the Company. If any Annual General Meeting of Shareholders is not held within the period specified in the Articles of Associa- tion, the powers of the Company’s Board of Directors shall terminate except for the powers to prepare, convene, and hold the Annual General Meeting of Shareholders. Only an individual may be a member of the Board of Directors. The members of the Company’s Management Board may not constitute more than one-fourth of the members of the Company’s Board of Directors. Persons elected to the Company’s Board of Directors may be reelected for any number of successive terms. The Company does not believe that any restrictions on reelecting members of the Board of Directors for several terms will be in the interests of the Company or its shareholders. Members of the Board of Directors who are thoroughly familiar with the Company’s activities have a significant role in ensuring that the Company is duly governed. Criteria for the Independence of Members of the Board of Directors of Russian Grids A specified in the Corporate Governance Code of Russian Grids, for objectivity of approved decisions and keeping the balance of interests of various groups of shareholders, the Company makes efforts to have at least three independent directors in the Board of Directors. In accordance with the Corporate Governance Code, independent directors are directors meeting the following 076 independence requirements: • at the time of election and during 3 years preceding election, they shall not be officers or employees of the Company; • they shall not be officers of any other economic entity in whom any officer of the Company is a member of the Nomination and Remuneration Committee of the Board of Directors; • they shall not be spouses, parents, children, brothers and sisters of officers of the Company or officers of the Company’s management organization; • they shall not be affiliated persons of the Company, except for a mberme of the Board of Directors of the Company; • they shall not be parties to the obligations with the Company, pursuant to the conditions of which they may purchase property (receive money) with the value exceeding 10 percent of the cumulative annual income of the said persons, except for remuneration for taking part in the activities of the Board of Direc- tors of the Company; • they shall not be representatives of the government and/or local authorities, i.e. persons who must vote in accordance with written directives (instructions, etc.) of authorized federal authorities, public authorities of constituents of the Russian Federation or local authorities. Currently, the Board of Directors of Russian Grids consists of 15 members, and 8 members are independent directors meeting the criteria established in the Corporate Governance Code of the Company. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

6.2. Management Bodies 6.2.1. Meeting of Shareholders A prerequisite for protecting the rights and legitimate interests of shareholders is to establish the procedure for preparing and holding the General Meeting of Shareholders, which is the highest management body of Russian Grids. This procedure is governed in the Company by the Regulations for the Preparation and Holding Procedure for the General Meeting of Shareholders approved by the General Meeting of Shareholders on June 22, 2011. As required under the laws of the Russian Federation and the Company’s internal documents, information on the General Meeting of Shareholders is published in the Izvestia newspaper and on the Russian Grids website. Additionally, information concerning the General Meeting of Shareholders is sent to shareholders by mail with voting ballots. The first half of 2013 saw two Extraordinary General Meetings of Shareholders (pursuant to Decree of the Presi- dent of the Russian Federation No. 1567 of November 22, 2012, “On Joint Stock Company Russian Grids”): • The Extraordinary General Meeting of Shareholders on March 23, 2013 (Minutes of March 26, 2013), amended the Articles of Association, whereby the Company was renamed Russian Grids; • The Extraordinary General Meeting of Shareholders on May 6, 2013 (Minutes of May 8, 2013), resolved to increase the authorized capital and approved the basic parameters of an additional issue of shares in Russian Grids. Specifically, payment for the additionally issued shares in Russian Grids could be made by transfer of shares in FGC UES. Another important decision made by the Extraordinary General Meeting of Shareholders on May 6, 2013, was the termination of the powers of the management organization, FGC UES, as of the date (June 14, 2013) when the stake held by the Russian Federation in FGC UES was transferred as payment for the additionally issued shares in Russian Grids. On June 15, 2013, Oleg Budargin was elected the Director General of Russian Grids (pursuant 077 to the decision adopted by the Board of Directors of Russian Grids on June 14, 2013). The Annual General Meeting of Shareholders on June 28, 2013 (Minutes of July 1, 2013), reviewed the Compa- ny’s performance results for 2012: • the annual report and annual accounting statements of Russian Grids were approved; • the decisions were adopted on Russian Grids’s profit distribution (including dividend payment) and on remune ration paid to members of the Board of Directors other than those who hold public office based on performance results in 2012; • new members were elected to the Board of Directors and the Internal Audit Commission of the Company; • the Auditor was approved to audit the Company’s annual accounting statements for 2013. In addition, the shareholders of Russian Grids resolved to pay dividends on the Company’s preference shares out of undistributed profits of prior years in the amount of 0.08 ruble per preference share. With respect to dividend payment from the Company’s net profit based on performance results in 2012, the General Meeting of Share- holders decided not to pay dividends on preference and ordinary shares. The General Meeting of Shareholders approved several related party transactions: • the acquisition of additional shares in Kubanenergo to finance measures to improve the operating reliability of energy facilities and finance the construction (rehabilitation) of energy facilities related to the XXII Olympic Win- ter Games and the XI Paralympic Winter Games in Sochi in 2014 and the development of Sochi as a mountain climate resort; • the acquisition of additional shares in Chechenenergo to carry out measures to consolidate electricity distribution grid facilities located in the Chechen Republic; • the acquisition of shares held by Tyumenenergo in Kubanenergo to consolidate shareholdings in the Group’s grid companies.

http://www.rosseti.ru/eng/investors/shareholder/ ROSSETI ANNUAL REPORT 2013

6.2.2. Board of Directors The Board of Directors of the Company is the collegial body in charge of the general management of the Compa- ny’s activities, development strategy definition, the work of executive bodies supervision, aiming to exercise and protect the rights and lawful interests of the Company’s shareholders. The Board of Directors acts in accordance with the laws of the Russian Federation, the Articles of Association of the Company, the Corporate Governance Code, and the Regulations for the Convening and Holding Procedure for Meetings of the Board of Directors of the Company. According to the Articles of Association the Board of Directors of the Company consists of 15 members elected by the General Meeting of Shareholders by the proposals of the shareholders owning in aggregate at least 2% of voting shares in the Company. On June 28, 2013, the Annual General Meeting of Shareholders of the Company elected the following members of the Board of Directors:

Sergey Shmatko Stanislav Ashirov Boris Ayuyev I Georgy Boos 078

Oleg Budargin Vyacheslav Kravchenko S Denis Morozov Andrey Murov

Vasily Nikonov Maria Ochirova N Seppo Remes A Elena Titova

INED

A Chairmen of Audit Committee

S Chairmen of Strategy Committee

N Chairmen of Nomination and Remuneration Committee I Chairmen Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee Ernesto Ferlenghi Pavel Shatsky Andrey Shishkin

http://www.rosseti.ru/eng/about/managment/Board-of-Directors/ MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

SERGEY SHMATKO Chairman of the Board of Directors Born in 1966

On June 1, 2013, pursuant to the Russian President’s decree, he was appointed as the Special Representative of the President of the Russian Federation on International Cooperation in the Electric Power Industry. In June 2012, pursuant to the Russian President’s decree, he was appointed as a member of the Presidential Commis- sion for Strategic Development of the Fuel and Energy Sector and Environmental Security of the Russian Federation. From June 2008 to May 2012, he was the Minister of Energy of the Russian Federation. From 2005 to 2008, he worked as the President of CJSC Atomstroyexport From February 2005 to June 2006, he was the Advisor to the Chairman of the Management Board of CJSC AB Gazprombank. From 2002 to 2005, he was the Chairman of the Conversion Public Foundation. In 1999, he was the Advisor to the Director General of the All-Russian Research Institute for Nuclear Power Plants Operation (VNIIAES) on economic strategy. From 1997 to 1999, he headed the Analytic Center for Economic Strategy of JSC Rosenergoatom. From 1995 to 1997, he worked as a researcher of the Institute for Investment Issues and headed the External Relations Division of the Russian Regional Development Bank. In 1994, he took up his post as Director of RFI GmbH, a company for advice on investment to Russia and an official representative of the Russian Foundation for Basic Research (RFBR) in the European Union. 079 In 1992, he started working as an auditor at BDO Binder, Frankfurt am Main. Education In 1992, he graduated from the Faculty of Economics of the Ural State University. He studied Economics in the University of Marburg, Germany. In 2004, he completed the Higher Academic Courses of the Military Academy of the General Staff of the Russian Armed Forces, majoring in Defense and Security Protection of the Russian Federation. Doctor of Science (Engineering). No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

STANISLAV ASHIROV Member of the Board of Directors Born in 1973

From 2008, he is the Director General of JSC Mezhregionenergosbyt, Moscow. From 2008, he is the Deputy Director General for Strategic development JSC Tyumen Power Sales Company (part-time). From December 2006 to 2008, he was the First Deputy Director General of JSC Mezhregionenergosbyt, Moscow. From 2004 to 2006, he was the Deputy Director General and the Director of the Electricity Sales Department of CJSC Interregional Agency for the Electric Power and Capacity Market, Moscow. ROSSETI ANNUAL REPORT 2013

From 2003 to 2004, he was the Advisor to the Director General of CJSC Interregional Agency for the Electric Power and Capacity Market, Moscow. Education In 1996, he graduated with honors from the Sergo Ordzhonikidze State Academy of Management, majoring in Management. Candidate of Science (Economics). No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

BORIS AYUYEV Member of the Board of Directors Born in 1957

From 2009, he is the Chairman of Russian National Committee of CIGRE. From 2004, he is the Chairman of the Management Board of JSC SO UPS. In 2004, he was elected as a member of the Management Board of JSC RAO UES of Russia (till 2008). In 2002, he was appointed as the Deputy Chairman of the Management Board of System Operator – Centralized Dispatching Administration (SO – CDA). From 1998, he was a member of JSC RAO UES of Russia project teams for the electric power industry reform. 080 From 1980, he was an engineer and, then, the Deputy Director General of the Urals Integrated Dispatching Administration. From 1979 to 1980, he was an engineer of the Automated Control Systems Department of the Nizhny Tagil electricity networks of Sverdlovenergo. Education In 1979, Boris Ayuyev graduated from the Ural Polytechnic Institute, majoring in Power Plants. Stake held in the authorized capital JSC Russian Grids (%): 0.005501 No transactions involving the acquisition or transfer of title to shares

GEORGY BOOS Member of the Board of Directors Born in 1963

From December 2010, he is the President of LLC BL Group Management Company. From September 2005 to September 2010, he was the Governor of the Kaliningrad Region. From December 2003 to September 2005, he was a Deputy of the State Duma of the Federal Assembly of the Russian Federation of the 4th Convocation and Deputy Chairman of the State Duma. Education In 1986, graduated from the Moscow Power Engineering Institute. Candidate of Science (Engineering). Honorary Professor in Information Technology (Economics) and President of the International Academy of Information Technology (MAIT); Honorary Professor and Full Member of the MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Academy of Security, Defense and Law Enforcement Issues; Honorary Academician of the International Academy of Social Science (MAON). No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

OLEG BUDARGIN Member of the Board of Directors Born in 1960

In June 2013, he was elected Director General of JSC Russian Grids. From 2009, he is the Chairman of the Management Board of JSC FGC UES. From 2000, he is the Norilsk mayor. From 2003, he is the Governor of Taymyr (Dolgan-Nenets) Autonomous Region. In 1995, he was appointed Deputy Director General of JSC MMC Norilsk Nickel. In 1984, he started his professional career as a foreman in the Construction and Erection Department of the shaft-sinking trust company of JSC MMC Norilsk Nickel. Then he became deputy head of the Production Depart- ment of the Construction and Erection Association Norilskstroy. He is a member of the Russian Presidential Commission for Strategic Development of the Fuel and Energy Sector and Environmental Security. Vice Chairman and senior adviser of World Energy Council (WEC) in charge of 081 regional development. Education He graduated from Norilsk Industrial Institute with highest honors, majoring in Industrial and civil construction. No JSC Russian Grids shares owned. Stake held in the authorized capital JSC FGC UES (%):0.00064. No transactions involving the acquisition or transfer of title to shares.

VYACHESLAV KRAVCHENKO Member of the Board of Directors Born in 1967

From September 2013, he is the Deputy Minister of Energy of the Russian Federation. From 2012, he is the Chairman of the Board of Market Council and the Chairman of the Management Board of JSC Trading System Administrator of Wholesale Electricity Market Transactions. From 2010 to 2012, he was the Director General of JSC United Energy Sales Company. From 2008 to 2011, he was the Chief Executive Officer of LLC RN-Energo. From 2004 to 2008, he was the Deputy Director and then the Director of the Department for Structural and Investment Policy in Industry and Energy of the Ministry of Industry and Energy of the Russian Federation. From 2001 to 2004, he was the Head of the Department for the Restructuring of Natural Monopolies of the Ministry of Economic Development of the Russian Federation. ROSSETI ANNUAL REPORT 2013

From 1998 to 2001, he headed the Controlling and Legal Divisions of the Federal Energy Commission of the Russian Federation. Education In 1995, graduated from Lomonosov Moscow State University, majoring in Law. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

DENIS MOROZOV Member of the Board of Directors Born in 1973

In March 2011, he was appointed as the Representative of the Russian Federation on the Board of Directors of the European Bank for Reconstruction and Development. In the end of 2009, he was appointed as the President and, then, CEO of JSC Uralkali. In 2007, he took up post as President and General Director of JSC MMC Norilsk Nickel. In 1999, he joined JSC MMC Norilsk Nickel. He headed the Corporates Division, the Corporate Capital and Share- holder and Investor Relations Division, and the Legal Division. He also served on the Board of Directors. From June 1998 to February 1999, he was the Director of the Commercial Banking Operations Department of International Company for Finance and Investments (MFK) 082 From 1994 to 1998, he was the Deputy Head of the Credit Department, Head of the Credit Department, Deputy Head of the Credit Directorate, and the Vice President of JSC Alfa-Bank From 1992 to 1994, he worked for JSC Ingosstrakh. Education In 1993, graduated from the Faculty of Economics of Lomonosov Moscow State University (MSU). In 1996, graduated from the MSU Faculty of Law. In 2000, graduated from the Swiss Banking School and the postgraduate school of the Moscow State Institute of International Relations (University) of the Ministry of Foreign Affairs of the Russian Federation (MGIMO). Candi- date of Science (Economics). He also graduated from Harvard Business School majoring in advanced training program of managers and Inter- national Relations and Government Management School of Colombian University with a Master of Government Management decree, economy policy management. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

ANDREY MUROV Member of the Board of Directors Born in 1970

At present he is the Chairman of the Management Board of JSC FGC UES. From 2012 to November 2013, he was the First Deputy Chairman of the Management Board of JSC FGC UES. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

From July 2012 to June 2013, he was the Operating Director JSC MRSK Holding (from 04.04.2014 – JSC Russian Grids). From January 2012 to July 2012, he was the Deputy Director General JSC MRSK Holding. From 2007 to 2012, he was the Director General of Pulkovo Airport. From 2005 to 2007, he was the Director of Pulkovo Airport Federal State Unitary Enterprise. From 2004 to 2005, he was the First Deputy Director General of Pulkovo Federal State Unitary Aviation Enterprise. From 2000 to 2004, he worked in telecommunications and construction. From 1996 to 2000, he was the Deputy Director General of JSC ICN October. From 1993 to 1996, he worked in the Saint Petersburg City Bar Association. Education In 1993, graduated from the Faculty of Law of the Saint Petersburg State University. In 1998, received professional retraining in Financial Management from the Interbranch Institute of Advanced Train- ing and, Retraining of Executive Personnel. In 2009, graduated from the Saint Petersburg State University of Civil Aviation. Doctor of Science (Economics). No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

VASILY NIKONOV Member of the Board of Directors 083 Born in 1972

From 2012, he is the Director of the Energy Department of JSC Rosneft. From 2010 to 2012, he was the Director of the Electric Power Industry Development Department of the Ministry of Energy of the Russian Federation. From 2008 to 2010, he was the Advisor to the President of JSC AVTOVAZ. From 2005 to 2008, he was the Director General of JSC Volga TGK. Education In 1994, graduated from the Kuibyshev Polytechnic Institute in 1994 and the Samara State Academy of Economics in 1997. Stake held in the authorized capital JSC Russian Grids (%): 0.007049. Stake held in the authorized capital JSC FGC UES (%): 0.0092. No transactions involving the acquisition or transfer of title to shares.

MARIA OCHIROVA Member of the Board of Directors Born in 1971

At present, she is the Director of the Corporate Department of JSC MMC Norilsk Nickel. In 2002, she joined JSC MMC Norilsk Nickel as the Head of the Division for Contracts and Corporate and Legal Affairs of the Corporate Department and, later, became the Deputy Head of the Corporate Department. ROSSETI ANNUAL REPORT 2013

Education In 1993, graduated from the Faculty of Phylosophy of Lomonosov Moscow State University (MSU), majoring in Phylosophy. In 1996, graduated from Lomonosov Moscow State University, majoring in Law. In 2006, graduated from Plekhanov Russian University of Economics, majoring in Finance and Credit. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

SEPPO REMES Member of the Board of Directors Born in 1955

From 2007, he is the Director General of LLC Kiuru. From 2006, he was the Chairman of the Board of Directors of EOS Russia. From 2005 to 2006, he was the Council of CJSC FIM Financial Services. Education In 1984, graduated from the University of Oulu, Finland. He received a PhD degree from the Turku School of Economics and Business Administration, Finland. 084 No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

ELENA TITOVA Member of the Board of Directors Born in 1967

At present, she is the Managing Director of LLC UBS bank in Russia. From November 2012, she is the President and Chairperson of the Board of the Russian Regional Development Bank. From April 2009, she was the President and Chairperson of the Executive Board of LLC Morgan Stanley Bank, Moscow. From May 2006, she was the Managing Director and First Deputy Chairperson of the Executive Board of LLC Morgan Stanley Bank, Moscow. Education Elena Titova graduated from the Faculty of Economics of Lomonosov Moscow State University and received an MBA degree from Kellogg Business School, USA. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

ERNESTO FERLENGHI Member of the Board of Directors Born in 1968

From 2005, he is the Head of the Eni Representative Office in the Russian Federation and the CIS. From, 2009 he is the Vice-President Eni S.p.A., Italy. From 2003 to 2004, he worked as the Area Director of Eni for Kazakhstan and the Area Manager of Agip Caspian Sea and Agip KCO in Astana, Kazakhstan. From 1998 to 2002, he worked in the Eni Representative Office in the Russian Federation. From 1995 to 1997, he was the Tacis Project Director in Baku, Azerbaijan. From 1994 to 1995, he worked as a consultant at the University of Rome Tor Vergata. From 1990 to 1992, he worked for ENEA (Tokomak Nuclear Fusion Project, Italy and UK). Education In 1994, graduated from the Faculty of Mathematics, Physics and Natural Science of the University of Rome Tor Vergata. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

PAVEL SHATSKY 085 Member of the Board of Directors Born in 1972

From 2008, he is the First Deputy Director General of LLC Gazprom Energoholding. From 2005 to 2008, he worked as the Director of the Department for Energy Sector Strategy and the Deputy Director for Energy, Mergers and Acquisitions of JSC SUEK. From 2000 to 2005, he was the Head of the Legal Support Division of the Energy Department, the Head of the Tariff Policy Department, and the Director of the Energy Department of JSC RUSAL. Education In 1997, graduated from the Russian State Distance-Learning University of Agriculture, Balashikha and the State University of Management, Moscow, in 2002. Stake held in the authorized capital JSC Russian Grids (%):0.000007. No transactions involving the acquisition or transfer of title to shares. No subsidiaries shares owned. ROSSETI ANNUAL REPORT 2013

ANDREY SHISHKIN Member of the Board of Directors Born in 1959

From June 2012, he is the Vice President of JSC Rosneft in charge of energy assets, industrial safety, and environmental affairs. From January 2010 to May 2012, he was the Deputy Minister of Energy of the Russian Federation. From 2008 to 2009, he was the First Vice President of CJSC Integrated Energy Systems. After the restructuring of JSC Tyumenenergo, he became the head of JSC Tyumen Power Sales Company and, then, JSC TGK-10. In 2005, he was appointed as the Director General of JSC Ural Energy Management Company. From 1991 to 2005, he held executive posts at various credit and financial institutions. Education In 1985, graduated from the Moscow Institute of Petrochemistry and Gas, majoring in Industrial Thermal Power Engineering, the Finance Academy under the Government of the Russian Federation in 2000, and the Moscow International Higher Business School MIRBIS (Institute) in 2002. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

The Board of Directors’ report 086 The Board of Directors of Russian Grids in 2013 dealt with variety of issues falling within its competence in relation to the Company’s activities. The Board of Directors of the Company held 38 meetings (8 in person and 30 in absentia) dealing with over 193 issues. The following most important issues were addressed by the Board of Directors in 2013: • review of the draft of the consolidated investment program for 2013–2018; • technical Policy of Russian Grids; • implementation of measures specified in the Road Map “Expanding Access of Small and Medium-Sized Busi- nesses to Purchases of Infrastructural Monopolies and Government-Linked Companies” approved by Ordinance of the Government of the Russian Federation; • functioning (operation) of power facilities, including an analysis of power supply risks affecting Olympic Games facilities within the responsibility of Russian Grids; • review of the Strategy for Development of Russian Grids. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Participation in the meetings of Board of Directors (elected 28.06.2013)

3 Ashirov Stanislav 13 3 Ayuyev Boris 13 2 Boos Georgy 7 3 Budargin Oleg 13 3 Kravchenko Vyacheslav 13 3 Morozov Denis 13 3 Murov Andrey 12 2 Nikonov Vasily 11 2 Ochirova Maria 10 3 Remes Seppo 13 2 Titova Elena 9 3 Ferlenghi Ernesto 13 2 Shatsky Pavel 7 2 Shishkin Andrey 11 3 Shmatko Sergey 13

In person Total

Changes in the Board of Directors (Board of Director’s titles are indicated as of the time of the member’s election) Before June 28, 2013, the Board of Directors of the Company was composed of the following members elected by the Annual General Meeting of Shareholders on June 30, 2012: 087 Georgy BOOS – Chairman President, JSC BL GROUP Management Company Nikolay SHVETS Director General, JSC MRSK Holding Andrey BOKAREV Chairman of the Board of Directors, JSC Managing Company Kuzbassrazrezugol President, JSC Transmashholding Sergey BORISOV President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business and Association of Entrepreneurial Organizations of Russia (OPORA) Nonprofit Partnership Pavel BORODIN Vice President, JSC VimpelCom Vladimir KOLMOGOROV Advisor to Director General, JSC MMC Norilsk Nickel Vyacheslav KRAVCHENKO Chairman of the Management Board, Market Council and Trading System Administrator of Wholesale Electricity Market Transactions Viktor KUDRYAVY Advisor to President, CJSC EUROCEMENT Group Georgy KUTOVOY Advisor to President on Energy, United Metallurgical Company Seppo REMES Director General, LLC Kiuru ROSSETI ANNUAL REPORT 2013

Sergey SEREBRYANNIKOV Rector, Moscow Power Engineering Institute (National Research University) Vladimir TATSIY First Vice President, JSC Gazprombank Denis FEDOROV Director General, LLC Gazprom Energoholding Igor KHVALIN Director General, CJSC Volga Engineering Group Thomas HENDEL Head of the Procurement Department, JSC Rosneft

Remuneration Remuneration depends on the quantity of the meeting the member of the Board of Directors took part in.

Participation in the meetings of the Board of Directors in the first half of 2013(elected 30.06.2012)

5 Boos Georgy 24 0 Bokarev Nikolay 0 5 Borisov Sergey 22 2 Borodin Pavel 12 5 Zingarevich Boris 19 5 Kravchenko Vyachslav 19 5 088 Kudryavy Viktor 24 5 Remes Seppo 22 5 Serebryannikov Sergey 23 5 Tatsiy Vladimir 22 4 Titova Elena 14 5 Fedorov Denis 21 5 Hendel Thomas 24 3 Shatsky Pavel 10 4 Shvets Nikolay 21

In person Total

№ Full name Remuneration, RUB 1 Georgy Boos 700,000 2 Sergey Borisov 504,000 3 Pavel Borodin 378,000 4 Boris Zingarevich 521,232 5 Vyacheslav Kravchenko 471,692 6 Viktor Kudryavy 700,000 7 Seppo Remes 625,691 8 Sergey Serebryannikov 633,231 9 Vladimir Tatsiy 581,000 10 Elena Titova 426,463 11 Denis Fedorov 581,540 12 Thomas Hendel 511,539 13 Pavel Shatsky 210,000 14 Nikolay Shvets 484,616 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Committees of the Board of Directors In order for the Board of Directors to perform its functions in the most effective way and with the aim of prelimi narily considering the most important issues falling within the competence of Board of Directors, the Board of Directors of the Company has the following 6 committees:

The principal objectives of the Committee Audit Committee Ensuring effective participation of the Board of Directors in exercising control of the financial and economic activities of the Company. The most important objective of the Audit Committee is to prepare and submit recommendations to the Board of Directors concerning control over: • the preparation process and procedures for financial (accounting) statements, including reviewing financial (accounting) statements; • the efficiency of the internal control and risk management systems; • the selection of the independent external auditor and the evaluation of its performance; • the activities of the Company’s internal control/audit function; • the Company’s compliance with Russian laws, industry standards, and its internal regulatory documents. Investment, Technical Policy, Reliabi • Analyzing proposals and formulating recommendations for the Company’s Board of Directors with respect lity, Energy Efficiency, and Innovation to the implementation of the investment and technical policies, reliability assurance, energy efficiency, and Committee innovative development of the Company. • Monitoring the implementation of the consolidated investment program of JSC MRSK Holding, the Annual Comprehensive Procurement Program of Russian Grids’ subsidiaries with respect to large investees, the Consolidated Energy Conservation and Energy Efficiency Enhancement Program of the Company, the Innovative Development Program, and the Regulations for the Uniform Technical Policy of the Company in the Distribution Grid Sector. • Analyzing proposals and formulating recommendations for the Company’s Board of Directors with respect to the preparation of and amendments to internal corporate documents in relation to the investment and technical activities, reliability assurance, energy efficiency, and innovative development of the Company. • Analyzing applicable regulatory documents and formulating recommendations for Russian Grids’ Board of Directors with respect to the implementation of the investment and technical policies, reliability assurance, energy efficiency, and innovative development of the Company. Valuation Committee Supervising activities related to the appraisal of assets for the Company and its subsidiaries. Strategy Committee • Reviewing proposals and formulating recommendations for the Board of Directors of the Company to pre- 089 pare, change, supplement, and implement efforts aimed at the Company’s development in the key areas. • Monitoring the implementation of efforts aimed at the Company’s development in the key areas approved by the Board of Directors. • Reviewing proposals and formulating recommendations for the Board of Directors of the Company to prepare development planning standards for JSC MRSK Holding subsidiaries and dependent companies. Society, Customer, and Government Formulation recommendations for the Board of Directors of the Company for: Relations and Information Policy • the improvement of the Company’s activities in relations with governmental and municipal authorities; Committee • the enhancement of the quality and reliability of customer service and the implementation of the Company’s uniform information policy; • maintaining relations with civil society (including public organizations); • improving customer service quality; • implementing the government’s policy on the satisfaction of households’ socially important needs and interests. Nomination and Remuneration Com- Preliminarily considering and formulating proposals to be submitted to the Board of Directors of the Company mittee in addressing the following issues: • defining selection criteria for nominees for members of the Management Board and the Director General the Company and preliminarily evaluating such nominees; • developing proposals to define material terms and conditions of employment contracts with members of the Board of Directors, members of the Management Board, and the Director General the Company; • developing principles and criteria of remuneration for members of the Board of Directors, members of the Management Board, the Director General the Company, the management company or the manager; • regularly evaluating the activities of the Director General (the management company or the manager) and members of the Management Board and preparing proposals to the Board of Directors as to whether they can be reappointed; • developing principles and criteria related to remuneration for the Chairman and members of the Internal Audit Committee of the Company; • formulating recommendations for the formation of the personnel reserve of the Company and its subsidiaries and dependent companies.

http://www.rosseti.ru/eng/about/managment/audit/ http://www.rosseti.ru/eng/about/managment/investment/ http://www.rosseti.ru/eng/about/managment/valuation/ http://www.rosseti.ru/eng/about/managment/strategy// http://www.rosseti.ru/eng/about/managment/society/ http://www.rosseti.ru/eng/about/managment/nomination/ ROSSETI ANNUAL REPORT 2013

The members, competence, and working procedure of the committees of the Company’s Board of Directors are appointed and defined by the Board of Directors and the committee regulations approved by the Board of Direc- tors in accordance with the applicable laws. Any decisions made by the committees are recommendatory.

Audit Committee’s report The members of the Audit Committee of the Board of Directors of the Company were elected two times in 2013. The members of Audit Committee of the Company, composed of 5 people, acting from October 21, 2013, to December 31, 2013, were appointed by the Board of Directors of the Company on October 21, 2013, are as follows: Seppo REMES Chairman of the Committee, Member of the Board of Directors, JSC Russian Grids, Director General, LLC Kiuru Stanislav ASHIROV Member of the Board of Directors, JSC Russian Grids, Director General, JSC Mezhregionenergosbyt Vasily NIKONOV Member of the Board of Directors, JSC Russian Grids, Director of the Energy Department, JSC Rosneft MARIA OCHIROVA Member of the Board of Directors, JSC Russian Grids, Director of the Corporate Department, JSC MMC Norilsk Nickel Elena TITOVA 090 Member of the Board of Directors, JSC Russian Grids Managing Director, LLC UBS Bank

The members of the Committee of the Company, acting from January 1, 2013, to October 21, 2013, were appointed by the Board of Directors of the Company on September 11, 2012, are as follows: Pavel Andreyevich BORODIN Chairman of the Committee, Member of the Board of Directors, JSC MRSK Holding Vice-President, JSC VimpelCom Sergey BORISOV Member of the Board of Directors, JSC MRSK Holding, President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business and Association of Entrepreneurial Organizations of Russia (OPORA) Nonprofit Partnership Seppo REMES Member of the Board of Directors, JSC MRSK Holding Director General, LLC Kiuru Denis FEDOROV Member of the Board of Directors, JSC MRSK Holding, Director General, LLC Gazprom Energoholding

The Committee consists only of independent nonexecutive directors, which meets the stock exchange requirements applicable to issuers whose shares are included on Quotation Lists A and B. In the reporting year, the Audit Committee held 10 meetings dealing with 23 issues. The most important of them are as follows: • draft of the financial statements of the Company in accordance with Russian Accounting Standards for 2012; MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

• review of the report on the implementation of measures aimed at compliance by the Company with the requirements of laws on insider information control in 2012; • review of the draft of the Strategy for Developing and Improving the Internal Control System of Russian Grids and Subsidiaries and Dependent Companies of JSC Russian Grids; • review of the report on the implementation of risk management in the subsidiaries of Russian Grids, performing as guaranteeing electricity suppliers; • results of compliance by subsidiaries and dependent companies of Russian Grids with the requirements of legal regulations approved by federal executive authorities pursuant to the Road Map «Enhancing the Afford- ability of the Power Infrastructure»; • review of the draft of the Strategy for Developing and Improving the Internal Control System of Russian Grids and Subsidiaries and Dependent Companies of Russian Grids. Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee’s report The goal of the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee is to assits to the Board of Directors of the Company to perform in realizing Investment and Technical Policy of the Company, reliability, energy efficiency and innovative development. The members of the Committee were elected two times in 2013. The members of Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Company, composed of 19 people, acting from October 21, 2013, to December 31, 2013, were appointed by the Board of Directors of the Company on October 21, 2013, are as follows: Boris AYUYEV Chairman of the Committee, Member of the Board of Directors, JSC Russian Grids Chairman of the Management Board, JSC SO UPS 091 Dan BELENKY Deputy Chairman of the Committee First Deputy Director General for Investment, JSC Russian Grids Stanislav ASHIROV Member of the Board of Directors, JSC Russian Grids Director General, JSC Mezhregionenergosbyt Valery BEZZUBTSEV Deputy Head, Federal Service for Environmental, Technological and Nuclear Supervision of the Russian Federation Roman BERDNIKOV Member of the Management Board and First Deputy Director General for Technical Policy, JSC Russian Grids Dmitry GOTLIB Advisor to the Director General, JSC Russian Grids Alexander DYBOV Advisor to the Chairman of the Board of Directors, JSC Russian Grids Anatoly DYAKOV President, Unified Energy Sector of Russia Corporation President, NP STC UPS Mikhail KOLESNIKOV Member of the Presidium Head of the Electric Power Committee, OPORA RUSSIA Irina KOROBKINA Deputy Head of the Division for Electric Utilities Development and Electric Utilities Marketing, JSC Gazprom ROSSETI ANNUAL REPORT 2013

Pavel KORSUNOV Deputy Director General for Innovative Development, JSC Russian Grids Viktor KUDRYAVY Advisor to President, CJSC EUROCEMENT Group Leonid MAZO Director General, JSC CEMC UES Andrey MUROV Chairman of the Management Board, JSC FGC UES Andrey NARYSHKIN Deputy Head of the Administrative Office of the Chairman of the Board of Directors, JSC FGC UES Dmitry PONOMAREV Government Relations Director, En+ Group Ernesto FERLENGHI Member of the Board of Directors, JSC Russian Grids Head of the Eni Representative Office in the Russian Federation and the CIS Tatiana FISENKO Director of the Budget Planning and Accounting Department, Ministry of Energy of the Russian Federation Andrey SHISHKIN Member of the Board of Directors, JSC Russian Grids Vice President, JSC Rosneft

092 The members of the Committee of the Company, acting from January 1, 2013, to October 21, 2013, were appointed by the Board of Directors of the Company on September 11, 2012, are as follows: Vladimir TATSIY Chairman of the Committee, Member of the Board of Directors, JSC MRSK Holding First Vice President, JSC Gazprombank Svetlana BALAEVA Head of the Investment Department, JSC MRSK Holding Roman Nikolaevich BERDNIKOV First Deputy Operating Director, JSC MRSK Holding Pavel BORODIN Vice President, JSC VimpelCom Sergey VASILYEV Director of the Electric Power Industry Development Department, Ministry of Energy of the Russian Federation Vladimir VOLODIN Chief Executive Officer, LLC HTS Pavel GOLUBEV Director for Technical Operation and Maintenance (Head of the Department for Technical Operation and Mainte- nance), JSC MRSK Holding Valery GONCHAROV Deputy Operating Director for Investment, JSC MRSK Holding Valery GULYAEV Deputy General Director for Procurement Logistics and Member of the Management Board, JSC OGK-2 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Aleksey DEMIDOV Deputy Operating Director for Economic Affairs and Finance, JSC MRSK Holding Yevgeny ZEMLYANOY Head of Electric Utilities Marketing of the Division for Electric Utilities Development and Electric Utilities Market- ing, JSC Gazprom Gayane KIZARYANTS Secretary of the Board of Directors, JSC MRSK Holding Deputy Director General for Development, LLC Molniya-EM Mikhail KOLESNIKOV Member of the Presidium, OPORA RUSSIA Irina KOROBKINA Deputy Head of the Division for Electric Utilities Development and Electric Utilities Marketing, JSC Gazprom Viktor Kudryavy Member of the Board of Directors, JSC MRSK Holding Advisor to President, CJSC EUROCEMENT Group Georgy KUTOVOY Advisor to President on Energy, CJSC United Metallurgical Company Yuri KUCHEROV Head of Department, JSC SO UPS Boris MEKHANOSHIN International Relations Director, JSC SO UPS Sergey PETROV 093 Managing Director, LLC Zet-1 Investment Group Mikhail PROKUDIN General Director, LLC Rudea Anatoly SVISTUNOV Project Manager of the Chief Research Supervisors Bureau, JSC Gazprompromgaz Nikita SKIBITSKY Prorector for Research, Moscow Power Engineering Institute (Technical University) Aleksey SUKHOV Deputy Chairman of the Management Board, JSC TSA Maria TIKHONOVA Igor KHVALIN Deputy Executive Director for Strategy, JSC MRSK Holding Nikolay SHULGINOV First Deputy Chairman of the Management Board, JSC SO UPS Sergey SHUMAKHER Deputy Director General for Technical Policy, JSC MRSK Holding

In the reporting year, the Committee held 14 meetings dealing with 29 issues. The most important of them are as follows: • implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries and dependent companies due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses; ROSSETI ANNUAL REPORT 2013

• draft of the Concept of the Information Policy on Clarifying the Mechanism of Last Mile Agreements and the Implications of Their Termination for Institutions of Civil Society; • review of a restated version of the Model Regulations for the Purchase of Goods, Work, and Services for subsidiaries and dependent companies of Russian Grids; • technical Policy of Russian Grids; • report on the implementation of the Innovative Development Program of Russian Grids in 2012; • review of the report on the monitoring of unit construction costs of investment projects as part of the benchmarking and comparative analysis of unit construction cost indicators of subsidiaries and dependent companies of Russian Grids and their branches for the 4th quarter of 2012; • review of the Model Standard for the Public Technological and Price Audit of Investment Projects of Subsidia-ries and Dependent Companies of Russian Grids. Valuation Committee’s report The goal of the Valuation Committee is to assist the Board of Directors of the Company in fulfilling its duties for developing the procedure and control of assessment of asset value and business for the Company, its subsidia-ries, as well as newly establishing companies and other business entities, participating in transactions of economic entities in accordance with the requirements of Federal Law of the Russian Federation No. 135-FZ of July 29, 1998, “On Valuation Activities in the Russian Federation” and Federal Valuation Standards. The members of the Valuation Committee of the Board of Directors of the Company were elected two times in 2013. The members of the Valuation Committee of the Company, composed of 12 people, acting from October 21, 2013, to December 31, 2013, were appointed by the Board of Directors of the Company on October 21, 2013, are as follows: 094 Dan BELENKY Chairman of the Committee, First Deputy Director General for Investment, JSC Russian Grids Arman AIRAPETYAN Director of the Property Accounting and Management Department, JSC Russian Grids Anna BALAEVA Head of the Department of the Devision for Organization of Federal Property Valuation and Audit, Federal Agency for State Property Management of the Russian Federation Vladimir VALYAGIN Head of Organization of Property Operations Department, LLC Gazprom Energoholding Yelena PETROVSKAYA Director General, Association of Russian Valuation Masters Self-Regulatory Organization (Nonprofit Partnership) Roman PUGACHYOV Head of the Finance Department, JSC Mezhregionenergosbyt Seppo REMES Member of the Board of Directors, JSC Russian Grids Director General, LLC Kiuru Aleksey SUKHOV Deputy Chairman of the Management Board, JSC TSA Svetlana Alekseyevna TABAKOVA President, Russian Society of Appraisers Elena TITOVA Member of the Board of Directors, JSC Russian Grids MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Marina FEDOTOVA Deputy Rector/R&D, Financial University under the Government of the Russian Federation President of SMAO Association of Appraisers (Non-profit Partnership) Viktor YAVORSKY Member of the Presidium, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business Chairman, LLC OSBI-CLASS Audit and Consulting Group

The members of the Valuation Committee of the Company, composed of 12 people, acting from January 1, 2013, to October 21, 2013, were appointed by the Board of Directors of the Company on September 11, 2012, are as follows: Igor KHVALIN Chairman of the Committee, Deputy Operating Director for Strategy, JSC MRSK Holding Alexander ALEKSEYEV Advisor to the Vice President, JSC VimpelCom Anna BALAEVA Department Deputy Head of the Division for Organization of Federal Property Valuation and Audit, Federal Agency for State Property Management of the Russian Federation Vladimir VALYAGIN Head of Organization of Property Operations Department, LLC Gazprom Energoholding Yekaterina VASILYEVA Managing Director of the Corporate Finance and Advice Department, LLC URALSIB Capital Valery GONCHAROV 095 Deputy Operating Director for Investment, JSC MRSK Holding Aleksey KUROCHKIN Deputy Operating Director for Corporate Governance, JSC MRSK Holding Yelena PETROVSKAYA Director General, Association of Russian Valuation Masters Self-Regulatory Organization (Nonprofit Partnership) Seppo REMES Member of the Board of Directors, JSC MRSK Holding Director General, LLC Kiuru Aleksey SUKHOV Deputy Chairman of the Management Board, JSC TSA Svetlana TABAKOVA President, Russian Society of Appraisers Marina FEDOTOVA Deputy Rector/R&D, Financial University under the Government of the Russian Federation President of SMAO Association of Appraisers (Non-profit Partnership)

In the reporting year, the Valuation Committee held 9 meetings dealing with 35 issues for asset acquisition and swap.

Strategy Committee’s report The Strategy Committee of the Board of Directors of the Company analyzes and prepares for the Board of Direc- tors recommendations and proposals concerning the Company’s strategic development and the formulation of development planning standards for subsidiaries and monitors the implementation of approved decisions. The members of Strategy Committee of the Board of Directors of the Company were elected two times in 2013. ROSSETI ANNUAL REPORT 2013

The members of Strategy Committee of the Company, composed of 15 people, acting from October 21, 2013, to December 31, 2013, were appointed by the Board of Directors of the Company on October 21, 2013, are as follows: Vyacheslav KRAVCHENKO Chairman of the Committee, Member of the Board of Directors, JSC Russian Grids Deputy Minister of Energy of the Russian Federation Stanislav ASHIROV Member of the Board of Directors, JSC Russian Grids Director General, JSC Mezhregionenergosbyt Roman BERDNIKOV Member of the Management Board and First Deputy Director General for Technical Policy, JSC Russian Grids Andrey DYOMIN Member of the Management Board and First Deputy Director General for Economic Affairs and Finance, JSC Russian Grids Alexander KALININ First Vice President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business Yevgeny MELNIK General Director, Russian Telecom Equipment Company Andrey MUROV Member of the Board of Directors, JSC Russian Grids, and First Deputy Chairman of the Management Board, JSC FGC UES 096 Vasily NIKONOV Member of the Board of Directors, JSC Russian Grids Director of the Energy Department, JSC Rosneft Seppo REMES Member of the Board of Directors, JSC Russian Grids Director General, LLC Kiuru Nikolay ROGALEV Rector, Moscow Power Engineering Institute (National Research University) Alexander ROGOV Deputy Division Head and Head of Electric Utilities Development of the Division for Electric Utilities Development and Electric Utilities Marketing, JSC Gazprom Pavel SNIKKARS Director of Department for Energy Development of Ministryof Energy Ernesto FERLENGHI Member of the Board of Directors, JSC Russian Grids Head of the Eni Representative Office in the Russian Federation and the CIS Pavel SHPILEVOY Adviser of Minister for Economic Development Nikolay SHULGINOV First Deputy Chairman of the Management Board, JSC SO UPS MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The members of Strategy Committee of the Company, composed of 15 people, acting from January 1, 2013, to October 21, 2013, were appointed by the Board of Directors of the Company on September 11, 2012, are as follows: Vyacheslav Kravchenko Chairman of the Committee, Member of the Board of Directors, JSC MRSK Holding Chairman of the Board, Nonprofit Partnership Council for Organizing Efficient System of Trading at Wholesale and Retail Electricity and Capacity Market (Market Council) Sergey Vasilyev Director of the Electric Power Industry Development Department, Ministry of Energy of the Russian Federation Aleksey DEMIDOV Deputy Operating Director for Economic Affairs and Finance, JSC MRSK Holding Boris ZINGAREVICH Member of the Board of Directors, JSC MRSK Holding Member of the Board of Directors, JSC Ilim Group Chairman of the Board of Directors, LLC Ilim Timber Alexander KALININ Vice President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business Viktor KUDRYAVY Member of the Board of Directors, JSC MRSK Holding Advisor to President, CJSC EUROCEMENT Group Seppo REMES Member of the Board of Directors, JSC MRSK Holding 097 Director General, LLC Kiuru Alexander ROGOV Head of the Division for Electric Utilities Development and Electric Utilities Marketing, JSC Gazprom Sergey SEREBRYANNIKOV Member of the Board of Directors, JSC MRSK Holding, Rector, Moscow Power Engineering Institute (Technical University) Vladimir TATSIY Member of the Board of Directors, JSC MRSK Holding First Vice President, JSC Gazprombank Elena TITOVA Member of the Board of Directors, JSC MRSK Holding President and Chairperson of the Executive Board, LLC Morgan Stanley Bank Maria TIKHONOVA Igor KHVALIN Deputy Operating Director for Strategy, JSC MRSK Holding Pavel SHPILEVOY Deputy Director of the Department for State Regulation of Tariffs, Infrastructural Reforms and Energy Efficiency, Ministry of Economic Development of the Russian Federation Nikolay SHULGINOV First Deputy Chairman of the Management Board, JSC SO UPS ROSSETI ANNUAL REPORT 2013

In the reporting year, the Committee held 21 meetings dealing with 80 issues. The following most important issues were addressed by the Committee in 2013: • Review of the Strategy for Development of Russian Grids; • Progress in implementing the Strategy for Disposing of Noncore Assets of MRSK Holding and Subsidiaries and Dependent Companies of MRSK Holding and proposals to change the disposal or use of noncore assets of MRSK Holding and subsidiaries and dependent companies of MRSK Holding; • Comprehensive road map (specifying the actions of all participants, including federal and regional executive authorities) regarding the Russian Grids management system and dealing with problems associated with, among other things, the abolishment of the last mile mechanism, the attraction of additional investments to the electric grid sector by means of using energy service contracts and concession agreements, and the regulation of territorial grid organizations’ activities; • Establishment of Technical Supervision Center, a branch of Russian Grids.

Nomination and Remuneration Committee’s report The members of the Nomination and Remuneration Committee were elected twice in 2013. The members of Nomination and Remuneration Committee of the Company, composed of 5 people, acting from October 21, 2013, to December 31, 2013, were appointed by the Board of Directors of the Company on October 21, 2013, are as follows: Maria OCHIROVA Chairperson of the Committee, Member of the Board of Directors, JSC Russian Grids Director of the Corporate Department, JSC MMC Norilsk Nickel Boris AYUYEV 098 Member of the Board of Directors, JSC Russian Grids Chairman of the Management Board, JSC SO UPS Vasily NIKONOV Member of the Board of Directors, JSC Russian Grids Director of the Energy Department, JSC Rosneft Elena TITOVA Member of the Board of Directors, JSC Russian Grids Pavel SHATSKY Member of the Board of Directors, JSC Russian Grids First Deputy Director General, LLC Gazprom Energoholding

The members of the Nomination and Remuneration Committee of the Company, composed of 4 people, acting from January 1, 2013, to October 21, 2013, were appointed by the Board of Directors of the Company on September 11, 2012, are as follows: Viktor KUDRYAVY Chairman of the Committee, Advisor to President, CJSC EUROCEMENT Group Sergey BORISOV President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business and Association of Entrepreneurial Organizations of Russia (OPORA) Nonprofit Partnership Elena TITOVA President and Chairperson of the Executive Board of LLC Morgan Stanley Bank Denis FEDOROV Director General, JSC Gazprom Energoholding MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The Committee consists only of independent nonexecutive directors, which meets the stock exchange requirements applicable to issuers whose shares are included on Quotation Lists A and B. In 2013, the Committee held 2 meetings, deciding on 2 issues: • proposals for the Extraordinary General Meeting of Shareholders concerning the issue «Early termination of the powers of the management organization, JSC FGC UES»; • system for personnel-related decision making with respect to senior management of Russian Grid’s subsidiaries and dependent companies.

Society, Customer, and Government Relations and Information Policy Committee’s report The members of the Society, Customer, and Government Relations and Information Policy Committee were elected twice in 2013. The members of the Society, Customer, and Government Relations and Information Policy Committee of the Company, composed of 14 people, acting from October 21, 2013, to December 31, 2013, were appointed by the Board of Directors of the Company on October 21, 2013, are as follows: Valentin MEZHEVICH Chairman of the Committee, Deputy Director General for Strategic Communications, JSC Russian Grids Dmitry BOBKOV Director of the Department for Information Policy and Public Relations, JSC Russian Grids Georgy BOOS Chairman of the Board of Directors, JSC MRSK Holding, President, JSC BL Group Management Company Irina ESIPOVA 099 Director General, Center for Communication Development in the Energy Sector Andrey ILYASHENKO Chairman of the Management Board, Regional Media Network (Nonprofit Partnership) Analyst, Voice of Russia Alexander KALININ Vice President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business Pyotr KIRYAN Editor-in-Chief, RBC Daily Dmitry KLOKOV Director of External Communications, JSC FGC UES Andrey REZNICHENKO Editor-in-Chief, RIA Science Seppo REMES Member of the Board of Directors, JSC Russian Grids Director General, LLC Kiuru

Nikolay ROGALEV Rector, Moscow Power Engineering Institute (National Research University) Valery SALYGIN Director, International Institute of Energy Policy and Diplomacy of the Moscow State Institute of International Relations (University) of the Ministry of Foreign Affairs of the Russian Federation ROSSETI ANNUAL REPORT 2013

Ernesto FERLENGHI Member of the Board of Directors, JSC Russian Grids Head of the Eni Representative Office in the Russian Federation and the CIS Alexander KHURUDZHI Chairman of the Management Board, Nonprofit Partnership of Territorial Grid Organizations

The members of the Society, Customer, and Government Relations and Information Policy of the Company, composed of 25 people, acting from January 1, 2013, to October 21, 2013, were appointed by the Board of Directors of the Company on September 11, 2012, are as follows: Georgy BOOS Chairman of the Committee, Chairman of the Board of Directors, JSC MRSK Holding, President, JSC BL GROUP Management Company Stanislav APETYAN Politrash.ru political blog owner and Editor in Chief and Public Chamber website columnist Roman BERDNIKOV First Deputy Operating Director, JSC MRSK Holding Anna BUKHALO Member of the Public Chamber of the Russian Federation Head of Young Innovative Russia All-Russian Public Organization Mikhail VASILYEV Chairman, Center of Assistance to the President’s Policy on Anti-corruption All-Russian Public Organization 100 Assistant Member of the Public Chamber of the Russian Federation Aleksey VENEDIKTOV Editor in Chief, Echo of Moscow radio station Vladimir VOLODIN Chief Executive Officer, JSC HTS Ildar GABDRAKHMANOV Chairman of the Committee on the Rules and Organization of Work, State Duma of the Federal Assembly of the Russian Federation Alexander GALUSHKA President, Business Russia All-Russia Public Organization Andrey GOLUSHKO Member of the Federation Council of the Federal Assembly of the Russian Federation Ivan GRACHYOV Chairman of the Committee on Energy, State Duma of the Federal Assembly of the Russian Federation; Aleksey DEMIDOV Deputy Operating Director for Economic Affairs and Finance, JSC MRSK Holding Sergey ISPOLATOV Special correspondent, RBC Daily Alexander KALININ Vice President, OPORA RUSSIA All-Russian Public Organization of Small and Medium Business MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Nadezhda KOSAREVA President, Institute for Urban Economics Oleg MATVEYCHEV Expert and Professor, Higher School of Economics Valery SALYGIN Director, International Institute of Energy Policy and Diplomacy of the Moscow State Institute of International Relations (University) of the Ministry of Foreign Affairs of the Russian Federation Valentin MEZHEVICH First Deputy Chairman of the Committee on Economic Policy, Federation Council of the Federal Assembly of the Russian Federation Oleg MIKHAILOV Director for Information Policy and Communications, JSC MRSK Holding Svetlana OBOLENTSEVA Advisor to the Chairman of the Board of Directors, JSC MRSK Holding Vladimir PEKHTIN Member of the Committee on Energy, State Duma of the Federal Assembly of the Russian Federation Seppo REMES Member of the Board of Directors, JSC MRSK Holding, Director General, LLC Kiuru Sergey SEREBRYANNIKOV Member of the Board of Directors, JSC MRSK Holding, Rector, Moscow Power Engineering Institute (Technical University) 101 Oleg TKACH Member of the Committee on Defense and Security, Federation Council of the Federal Assembly of the Russian Federation Vitaly SHIPOV Senior Vice President and External Relations Director, Avtotor Holding

In 2013, the Society, Customer, and Government Relations and Information Policy Committee held 5 meetings, deciding on 7 issues, the most important are the following: • implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries of the Company due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses; • review of the Strategy for Development of Russian Grids; • draft of the Concept of the Information Policy on Clarifying the Mechanism of Last Mile Agreements and the Implications of Their Termination for Institutions of Civil Society. ROSSETI ANNUAL REPORT 2013

6.2.3. Management Board

The Management Board of Russian Grids is a collegial executive body in charge of all of the Company’s day- to-day activities. The number of members of the Management Board is determined by and its members are appointed by the Board of Directors. The Management Board performs the functions specified in the Articles of Association of the Company and acts in accordance with the Regulations for the Management Board of the Com- pany approved by the Extraordinary General Meeting of Shareholders on December 30, 2008. At present the following Management Board is actual:

OLEG BUDARGIN Chairman of the Management Board, Director General of JSC Russian Grids Born in 1960

In June 2013, he was elected Director General of JSC Russian Grids. Member of the Russian Federation Committee of the development strategy of fuel and energy sector and ecolo gical compliance. From 2009, he is the Chairman of the Management Board of JSC FGC UES. From 2003, he is the Governor of Taymyr (Dolgan-Nenets) Autonomous Region. From 2000, he is the Norilsk mayor Norilsk. 102 In 1984, he started his professional career as a foreman in the Construction and Erection Department of the shaft-sinking trust company of Norilsk Nickel. Then he became Deputy Head of the Production Department of the Construction and Erection Association Norilskstroy. In 1995 he was appointed deputy general director of JSC MMC Norilsk Nickel. Education: higher education. No JSC Russian Grids shares owned. Stake held in the authorized capital JSC FGC UES (%):0.00064. No transactions involving the acquisition or transfer of title to shares.

DAN BELENKY Member of the Management Board, First Deputy Director General for Investments of JSC Russian Grids Born in 1972

In September 2013 In September 2013, he was appointed First Deputy Director General for Investments JSC Russian Grids. In June 2013, he headed JSC IC UES at the position of Director General. In March 2012, he was ranked Class III Active State Councillor of the Russian Federation. In December 2010, he was elected Deputy Minister of Energy of the Russian Federation.

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In May 2005, he was appointed to the position of Head of Division of CJSC Atomstroyexport, with career progressing to a lead specialist President of the Company. Education: higher education. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

ROMAN BERDNIKOV Member of the Management Board, First Deputy Director General for technical policy of JSC Russian Grids Born in 1973

On April 9, 2013, he was appointed as the First Deputy Director General for Technical Policy of Russian Grids. From October 2012 to April 2013, he was the First Deputy Chairman of the Management Board of JSC FGC UES. In October 2009, he was elected to the Management Board of JSC FGC UES. From February 2010, he was the Deputy Chairman of the Management Board of JSC FGC UES. In 2009, he became the Director for Development and Customer Relations of JSC FGC UES. In 2005, he was appointed as the Head of the Service Development and Grid Reliability Department, which was later transformed into the Customer and Market Relations Department. In 2003, he was promoted to the Deputy Head of the Strategic Planning Department. 103 In October 2002, he became a chief specialist of the Strategic Planning Department of JSC FGC UES. From 1999 to 2002, he worked for RAO UES of Russia, his career progressing from an employee of the Settle- ment and Dispatching Center of the Federal Wholesale Electricity and Capacity Market to a lead specialist of the Electricity Market Development Department. From 1998 to 1999, he worked in JSC SO CDU National Grid Russia as specialist of the Tariff and Technical-Eco- nomic Indicators Department. Education: higher education. No JSC Russian Grids shares owned. Stake held in the authorized capital JSC FGC UES (%):0.000000196. No transactions involving the acquisition or transfer of title to shares.

ANDREY DYOMIN Member of the Management Board, First Deputy Director General for economic affairs and finance of JSC Russian Grids Born in 1974

In 2013, he was appointed as the First Deputy Director General for Economic Affairs and Finance of JSC Russian Grids. From 2012 to 2013, he was the Advisor to the Chairman of the Management Board of JSC Federal Grid Company. From 2010 to 2012, he was the Advisor to the Director General of LLC Mezhregionsbyt on strategic development. ROSSETI ANNUAL REPORT 2013

From 2004 to 2010, he worked for JSC Federal Grid Company, his career progressing from the Head of the Department for Regional Grid Facilities Management to the Deputy Chairman of the Management Board and a member of the Management Board. From 1998 to 2002, he worked for JSC Poltavaoblenergo, his career progressing from the Head of the Payment Collection Control Department to the Chairman of the Management Board. From 1995 to 1998, he was employed as a technical engineer by Urania. Education: higher education. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

VALENTIN MEZHEVICH Member of the Management Board, First Deputy Director General for strategic communications of JSC Russian Grids Born in 1947

From October 2013, he was appointed Deputy Director General for Strategic Communications JSC Russian Grids. In 2001, he was elected to the position of a Representative to Federal Council of the Russian Federation by the decision of a regular session of Irkutsk Legislative Assembly. In September 2013, he completed his activity in Federal Council of the Russian Federation in the position of First Deputy Chairman of the Economy policy Committee. 104 From 2000, he was a Member of Legislative Assembly of Irkutsk region in the 45th election district. From 1997, he was the First Deputy Head of Administration of Irkutsk region. From 1991 to1997, he held a position of Deputy Director General for economic affairs of Industrial Group «Ir- kutskenergo» (renamed into Irkutsk JSC of Power and Electrification). From 1978 to 1991, he worked in Ust-Ilimsk TPS (Irkutsk region), with career progressing from Deputy Head of a shop work to Director of Ust-Ilimsk TPS. He started his professional career in 1970 as a mechanician in Irkutsk TPS № 11 Irkutskenergo, in the subsequent was appointed a Chief mechanician, a Shift Supervisor, Deputy Head and later Head of a shop work. Education: higher education. No JSC Russian Grids and its subsidiaries shares owned. No transactions involving the acquisition or transfer of title to shares.

Changes in the Management Board in 2013 The Board of Directors of Russian Grids decided on July 4, 2013, to terminate the powers of Igor Khvalin. Andrey Dyomin, First Deputy Director General for economic affairs and finance was elected in the Management Board of Russian Grids. The Board of Directors of Russian Grids decided on November 12, 2013, to terminate the powers of the following members of the Management Board of the Company: Alexey Demidov, and Andrey Murov. The following members of the Management Board are elected: • Dan Belenky, First Deputy Director General for investments Russian Grids; • Valentin Mezhevich, Deputy Director General for strategic communications Russian Grids. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Performance Report of the Management Board for 2013 The Company’s Articles of Association specify that the Management Board of Russian Grids is in charge of the Company’s day-to-day activities, develops and submits for consideration by the Board of Directors the priority areas of the Company’s activities and long-term implementation plans, and addresses other issues related to the Company’s operations. Performance reports of the Russian Grids Management Board are reviewed at meetings of the Company’s Board of Directors every quarter. In the reporting period, the Management Board of the Company decided on 116 issues documented by 41 meeting minutes, including 21 issues addressed at 8 in-person meetings and 95 issues with decisions documented by 33 minutes of absentee meetings. The most significant of them are as ollows:f • review of the Company Budget for 2013; • implementation of the 2012 action plan of the Company, approval of the 2013 action plan g to implement the Strategy of the Company and Subsidiaries and Dependent Companies on Information Technology, Automation and Telecommunications Until 2016, and approval of the 2013 Model Action Plan of Subsidiaries and Depen- dent Companies to Implement the Strategy of the Company and Subsidiaries and Dependent Companies on Information Technology, Automation and Telecommunications Until 2016; • results of regulatory and legal work for 2012; • review of the draft of the consolidated investment program for 2013–2018; • review of the 2013 borrowing plan of subsidiaries and dependent companies of Russian Grids; • progress in implementing the Strategy for Disposing of Noncore Assets and proposals to change the disposal or use of noncore assets; • review of the report of the sole executive body of Russian Grids on key risks of Russian Grids and its subsidia ries and dependent companies for 2012; • review of the internal auditor’s report on the efficiency of the internal control and risk management system of 105 Russian Grids and subsidiaries and dependent companies of Russian Grids for 2012; • procedure for managing energy retail companies controlled by Russian Grids and its subsidiaries and dependent companies; • review of scenarios of restrictions on growth in tariffs and capital investment programs for 2014–2017; • tariffs of electricity distribution services for 2014 and for the period until 2016; • concept of resolving the last mile problem; • review of the Strategy for Developing and Improving the Internal Control System of Russian Grids and Subsidiaries and Dependent Companies of Russian Grids; • model scenario conditions of formulating capital investment programs of subsidiaries and dependent companies of Russian Grids; • action Plan to Implement the Strategy for Development of Russian Grids; • approval of the list of Russian Grids policies necessary to Implement the Strategy for Development of Russian Grids and the general requirements applicable to their formulation; • formulation of the Anti-Corruption Policy of Russian Grids. The total amount of remuneration for members of the Management Board for 2013 is RUB 86,045 thousand. ROSSETI ANNUAL REPORT 2013

6.2.4. Sole Executive Body

The Director General of the Company was in charge of the Company’s day-to-day activities in accordance with the decisions adopted by the General Meeting of Shareholders and the Board of Directors of the Company acting within their competence. The Director General dealt with all issues related to the management of the Company’s day-today activities except the issues falling within the competence of the General Meeting of Shareholders, the Board of Directors, or the Management Board of the Company. Oleg Budargin was elected as the Director General by the in-person meeting of the Company’s Board of Directors on June 14, 2013. The powers of FGC UES as the Company’s sole executive body were terminated also on June 14, 2013. Oleg Budargin was inaugurated as the Director General of Russian Grids on June 15, 2013.

Biographical data: Year of birth: 1960. Education: higher, graduated from Norilsk Industrial Institute with highest honors, majoring in Industrial and civil construction. In June 2013, he was elected Director General of Russian Grids. From 2009, he is the Chairman of the Management Board of FGC UES. From 2003 – governor of Taymyr (Dolgan-Nenets) Autonomous Region. From 2000, he is the Norilsk mayor In 1984, he started his professional career as a foreman in the Construction and Erection Department of the shaft-sinking trust company of Norilsk Nickel. Then he became deputy head of the Production Department of 106 the Construction and Erection Association Norilskstroy. In 1995, he was appointed Deputy Director General of Norilsk Nickel. He is a member of the Russian Presidential Commission for Strategic Development of the Fuel and Energy Sector and Environmental Security. Vice chairman and senior adviser of World Energy Council (WEC) in charge of regional development. Has a number of governmental and industrial awards. The remuneration paid in 2013 to the management organization, FGC UES, under the agreement for the transfer of the powers of the issuer’s sole executive body (Agreement No. 1007 of July 10, 2012) is RUB 21,340 thousand.

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6.2.5. Internal Audit Commission

The Internal Audit Commission is elected by the General Meeting of Shareholders of Russian Grids to control the Company’s financial and economic activities. Members of the Internal Audit Commission of the Company elected by the Annual General Meeting of Sharehold- ers on June 28, 2013: Alan KHADZIEV Head of the Auditing Unit, Department for Corporate Governance, Price Conditions and Auditing in Fuel and Ener- gy Industry Branches, Ministry of Energy of the Russian Federation Anna DROKOVA Deputy Head of the Unit for Problem Assets of the Legal Enforceability and Judicial Protection Division, Federal Agency for State Property Management of the Russian Federation Karim SAMAKHUZHIN Chief Specialist (Expert), Lead Advisor, Unit for the Implementation of the Federal Targeted Investment Program, Department for Corporate Governance, Price Conditions and Auditing in Fuel and Energy Industry Branches, Ministry of Energy of the Russian Federation Vladimir KHVOROV Lead Expert, Unit for Electricity Industry Development, Department for Governmental Tariff Regulation, Infra- structural Reforms and Energy Efficiency, Ministry of Economic Development of the Russian Federation Nikolay SHULGINOV First Deputy Chairman of the Management Board, JSC SO UPS

The remuneration paid in 2013 to the members of the Internal Audit Commission, appointed by the AGM on June 107 30, 2012, is RUB 118,975.

№ Full Name Remuneration (RUB in thousands) 1 Anna Drokova N/A 2 Valeria Kuvaeva 119 3 Oleg Oreshkin N/A 4 Sergey Pakhomov N/A 5 Pavel Shpilevoy N/A Total 119

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OUR SUSTAINED 07108 DEVELOPMENT MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

7.1. Personnel Policy

With the aim of employing personnel sufficient to achieve the current and long-range goals of electric grid companies, including the goals contained in the Strategy for Development of the Electric Grid Sector of the Russian Federation and the Strategy for Development of Russian Grids, defining the key areas of electric grid companies’ activities, establishing priorities in human resource management, and developing the personnel potential, Russian Grids formulated the Personnel and Social Policy to successfully address social issues. The key objectives of the Personnel and Social Policy are as follows: • plan personnel requirements by ensuring the availability of reliable information about the current and forecasted quantitative and qualitative workforce requirements, provided that such information is necessary and sufficient for electric grid companies to accomplish their goals; • provide electric grid companies in a timely manner with required personnel having necessary qualifications; • ensure electric grid companies’ high personnel efficiency and their workforce productivity growth. As one of the industry’s largest employers, electric grid companies treat their employees as human resources rather than labor resources, focus on long-term partner relationships with employees, and adhere to the principles of their commitment to fulfill social and occupational safety obligations, investment in personnel development, and equal opportunities for career development. The staff on the payroll of Russian Grids SDCs engaged in the grid usinessb was 221,6 thousand people in 2013, or 32,6 thousand people more than in 2012 due to the acquisition of FGC UES by the Russian Grids Group and to the hiring of energy retail personnel after some Russian Grids SDCs erew granted the supplier of last resort status in 2013. The staff on the payroll of Russian Grids was 398 people. Detailed information on the number of employees of major grid SDCs is shown in the diagram below: 109

IDGC of Centre 31,1 FGC UES 25,1 IDGC of Center and Volga Region 23,5 IDGC of Siberia 22,2 thousand people IDGC of Volga 22,0 IDGC of North-West 15,2 MOESK 15,2 IDGC of Urals 14,8 IDGC of South 13,7 IDGC of Northem Caucasus 13,3 Kubanenergo 8,2 Tyumenenergo 7,7 LENENERGO 6,2 Yantarenergo 1,9 TDC 1,6

The quality of the workforce potential of electricity distribution grid companies are demonstrated by a high supply of labor (97% of the required number of employees in recent years) and low personnel turnover (SDCs’ average ratio between voluntary resignations and the staff on the payroll was 6% in 2013). An analysis of qualitative characteristics of personnel proves the effectiveness of measures taken under the uniform human resources policy. As shown by the personnel structure by educational level (in %) (see the diagram below); overall, the educational level of employees becomes higher in Russian Grids SDCs.

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110 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Russian Grids, % 2 2 1

38 35 29

59 63 69

2011 2012 2013 Russian Grids SDCs, % 3 3 3

28 27 25 35 36 38

34 34 34 2011 2012 2013

Secondary education Secondary professional education 111 Higher education Academic degree, two higher education degrees

As at the end of 2013, 99% of the management company’s employees had higher education, with 6% of them holding candidate of science or doctor of science degrees. Subsidiaries also continued to demonstrate a trend in having increasing numbers of employees with higher education. Such a high percentage of employees having secondary and secondary professional education is due to the fact that blue-collar jobs account for a large share in the electricity transmission and distribution sector’s occupations (51% as at the end of 2013). In order to maintain and develop qualifications, meet the industry’s personnel development requirements, ensure the outstripping improvement of competencies for using new equipment and techniques, and establish the personnel reserve, electricity grid companies work to provide continuous professional education, training, retraining, and advanced training for personnel. About 111 thousand employees took part in training events at all levels in 2013, accounting for over 50% of the staff on the payroll. In line with the demand for companies’ personnel training, Russian Grids selects the most effective, advanced, and high-quality training methods allowing the Company to keep up the scope and quality of its training projects in spite of cost optimization measures, such as: • distance learning; • cascade training; • reduced time of off-the-job training owing to self-training modules; • corporate workshops; • training in nonworking hours. ROSSETI ANNUAL REPORT 2013

Special attention is given to training for personnel responsible for securing the operating reliability of electric grid and substation equipment. Training is in accordance with the Personnel Development Rules for Electricity Industry Entities of the Russian Federation and the requirements set by the Federal Service for Environmental, Technological and Nuclear Supervision of the Russian Federation. Given the particularities of companies’ activities, it is noteworthy that workers constitute the majority of personnel that completed training programs.

Personnel structure by category, %

Executives Specialists, white-collar workers Workers 54

The principal supplier of training services for electric grid companies as related to the organization of training for technical personnel is the corporate network of regional training centers made up of 20 licensed nonprofit educational organizations established by IDGCs and the in-house training centers of companies (personnel training centers and licensed classes having laboratory facilities and electric-grid training grounds). For the purpose of thoroughly analyzing the activities of training centers, subsequently formulating the uniform personnel training concept that will ensure the harmonization of training programs and requirements 112 applicable to equipment for lecture rooms, laboratories, and training grounds, and preparingОбесценение recommenda активов - Затраты на персонал tions to build up the system of personnel training for electric grid companies, work startedАмортизация in 2013 on the Ставка платы руб. кВт certification of in-house training establishments. Передача электроэнергии Компенсация потерь In order to ensure uniform standards of activities in the relevant areas, corporate educationalПокупная projects электроэнергия are для перепродажи underway in innovative development, internal audit and control, asset management, etc. Обесценение дебиторской задолженности Given the importance of satisfying the electric grid sector’s long-range demand for highly Прочиеqualified young em-

ployees, all companies systematically work on cooperation with educational institutions.8% In 2013, they were engaged in implementing partnership programs with 129 higher education institutions, including7% 71 under 31% cooperation agreements. 4% The principal instruments for cooperation with the educational establishments selected as base institutions were as follows: • providing target-oriented training for employees of electric grid companies; • selecting the best students, working with them over the course of their studies, including providing50% scholar ship support, organizing externships, and subsequently providing them with employment at electric grid companies; • organizing the work of student labor brigades at electric grid facilities; • encouraging educational institutions to give due consideration to the particularities of electric grid companies’ activities in training young specialists by means of the development/refinement of educational institutions’ energy-related training programs (including engineer training programs and master’s degree programs), engaging company employees to participate in the training process, etc.; • organizing company employees’ dissertation-level research on issues vital for the electric grid sector’s development; • involving students and postgraduates in work and research on issues related to electric grid companies’ activities; • providing employment for graduates. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Extensive efforts to recruit young employees contribute to electric grid companies’ retaining and, in some instances, improving the age characteristics of personnel. More than half the employees of electricity distribution grid companies are of active working age (45 years old and below).

Russian Grids, % 7 3 4 2 2 2

20 16

66 75 80

2011 2012 2013 Russian Grids SDCs, % 7 8 7 7 7 7

35 35 34

50 51 52 113

2011 2012 2013 Under 25 25 to 45 45 to retirement age Employed retirees

The Group’s companies currently have the following types of personnel reserves: • managerial personnel reserves; • youth personnel reserves; • key personnel reserves (not in all companies). Managerial personnel reserves are established for senior and middle-level management positions in order to have employees with the requisite experience, managerial qualities, and leadership competencies when it is necessary to promptly fill any vacancies.

The principal criteria for including an employee in the managerial personnel reserves are as follows: • high professional qualifications; • operating efficiency; • potential necessary for professional development and career development; • pronounced leadership qualities; • motivation for career development; • mobility (readiness to move from one area to another). Training of a personnel reserve member for his/her target position starts with formulating an individual develop ment plan that takes account of the candidate’s professional and managerial experience and the development ROSSETI ANNUAL REPORT 2013

level of his/her competencies. The plan consists of various measures and includes the mastering of theoretical skills, participation in training programs and events, traineeships, and temporary duty in his/her target capacity.

The managerial personnel reserves of distribution grid companies comprise about 10 thousand employees and executives. In 2013, around 900 managerial personnel reserve members moved to a more senior role in SDCs and their branches, with half of them promoted to executive positions.

Given that personnel training is a process that is designed for long-term purposes, in order to retain and develop young specialists and involve them in dealing with issues vital for the electric grid sector, the Group’s companies continued in 2013 to carry out the large-scale project launched in 2011 with respect to youth personnel reserves. Measures were taken to update the composition of personnel reserves at branch level and at SDCs in general.

The creation of youth personnel reserves allowed: • singling out from among young employees those who are motivated and have the high potential for development; • creating possibilities for young employees’ acquiring professional and managerial competencies required by distribution grid sector companies; • creating possibilities for young employees’ faster career development.

Social Responsibility The Company has high standards of social responsibility to its employees. All Russian Grids SDCs are members of the All-Russia Trade Association of Employers in the Power Industry (RaEl Association), which, together with the All-Russian Electrounion, is a party to the social partnership at federal industry level. The provisions of Russian Grids SDCs’ collective bargaining agreements were based in 2013 on the Sectoral 114 Wage Rate Agreement in the Electric Power Industry of the Russian Federation for 2013–2015 (SWRA), which is the legal instrument that governs social and labor relations in electric utilities. The collective bargaining agreements set forth the employer’s obligations with respect to working hours and rest periods, salaries and wages, and additional benefits, guarantees, and compensation, as well as the obligations of primary labor union organizations. In 2013, electric grid companies fulfilled all of the obligations contained in the Sectoral Wage Rate Agreement and collective bargaining agreements. The terms and conditions of the collective bargaining agreements were independently examined by the RaEl Association for compliance with the obligations contained in the SWRA. Electric grid companies continued in 2013 to carry out the non-state pension coverage programs. Priority was given to the corporate plan (Support Program), as well as the Parity Plan and the Cofinancing Program combining pension accruals financed by both the Company and employees. With a view to raising social protection, the electric grid sector’s employees were provided in 2013 with voluntary health insurance and personal accident and sickness insurance in accordance with the approved insurance coverage programs of subsidiaries and dependent companies. Voluntary health insurance agreements enabled employees to receive additional medical care from the country’s leading diagnostic and treatment centers on top of what they were entitled to under the Program of Government Guarantees for Free Medical Services Provided for Russian Federation Citizens. Electric grid companies operate a system of moral incentives for employees for outstanding working achievements, implemented innovative projects, and many years of honorable work. In 2013, 49 employees of electric

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grid companies were granted governmental awards; official awards were presented to 826 employees; 1,602 employees received corporate awards from electric grid companies. Russian Grids SDCs give special attention to promoting sports and safeguarding the health of personnel. In 2013, Sochi hosted the winter corporate games among electric grid companies’ employees competing in 24 picked teams of Russian Grids and SDCs. Among the athletes were also three teams of energy department students at the Moscow Power Engineering Institute, the Ivanovo State Power Engineering University, and the North-Cauca- sus Federal University. Overall, more than 650 athletes from the electric grid sector participated in the competi- tions. Following the tradition of annual voluntary cleanup campaigns in the spring, over 1,000 employees of electric grid companies and their family members volunteered for cleanup activities in the Fili recreation park in April 2013. Pensioners are the most vulnerable to changes in the country’s socioeconomic policy; therefore, a priority of the Company’s social policy is to provide social support for its former employees, namely retirees. The electric grid sector’s veteran organization comprises almost 45 thousand people; more than 4 thousand of them participated in the Great Patriotic War. The electric grid sector’s Coordinating Council of Veterans works to consolidate the Company’s veteran movement. Electric grid companies continued in 2013 to carry out the non-state pension coverage programs. Priority was given to the corporate plan (Support Program), as well as the Parity Plan and the Cofinancing Program combining pension accruals financed by the government, the Company, and employees. Additionally, retirees receive benefit payments in connection with jubilees, bad financial condition, and medical treatment. On the occasion of public and professional holidays, cultural events are organized for retirees.

115 ROSSETI ANNUAL REPORT 2013

7.2. Occupational and Environmental Safety

Occupational Safety To reduce the risk of occupational injuries is a top priority of our policy toward our employees. The Company systematically collects and analyzes accident information and, based on this analysis, makes decisions to minimize injury risks. We keep on improving the occupational safety management system and enhancing our industrial safety methodologies and processes. In addition, we are active in communicating with various audiences in order to reduce injury risks that may affect outsiders at electric grid facilities. We work in cooperation with law enforcement agencies to protect power facilities from equipment theft and prevent unauthorized network connections – these offenses are a frequent cause of injury and death in outsiders. We also take preventive measures to reduce the risk of electrical injuries that may affect children and teenagers, anglers, and other people exposed to injuries at electric grid facilities. The year 2013 saw 57 occupational accidents at Russian Grids SDCs, involving 63 people (including 14 fatal accidents and 20 severe injures). Compared with 2012, the number of accidents decreased by 16 (22%), the number of injured persons went down by 15 (20%), and the number of deaths fell by 9 (39%).

Number of Accidents

12 IDGC of North-West 13 5 IDGC of Siberia 10 6 FGC UES 6 11 IDGC of Centre 6 5 116 IDGC of Urals 4 6 MOESK 4 0 Tyumenenergo 3 3 IDGC of South 3 5 IDGC of Northern Caucasus 3 6 IDGC of Center and Volga Rigion 3 3 Yantarenergo 2 1 IDGC of Volga 1 6 LENENERGO 0 3 Kubanenergo 0 1 TDC 0 73 Total for SDCs 58

2012 2013

Number of Fatal Accidents

1 IDGC of North-West 3 0 IDGC of Siberia 0 4 FGC UES 2 2 IDGC of Centre 1 3 IDGC of Urals 1 2 MOESK 0 0 Tyumenenergo 2 0 IDGC of South 2 4 IDGC of Northern Caucasus 1 3 IDGC of Center and Volga Rigion 1 1 Yantarenergo 0 2 IDGC of Volga 1 LENENERGO 0 1 0 Kubanenergo 0 1 TDC 0 24 Total for SDCs 14

2012 2013

The main cause of injuries in 2012 and 2013 was electric shocks and arcing faults affecting personnel operating electrical installations. Electrical injuries accounted for 45% and 42% of total accidents in 2012 and 2013 respectively. This is a major cause of fatal injuries. 117 Causes of General Injuries in 2013, %

14 Traﬃc accidents 25 Falling from a height Falling, collapse, and disintegration of objects and materials 12 Impacts of moving, disintegrating and turning objects and components Electric shocks 5 Impacts of high temperatures 16 2 Other

Causes of Fatal Injuries in 2013, %

7 Electric shocks 7 Impacts of high temperatures Falling from a height Falling, collapse, and disintegration of objects and materials 14 Обесценение активов Затраты на персонал Амортизация Ставка платы руб. кВт Передача электроэнергии Компенсация потерь 72 Покупная электроэнергия для перепродажи Обесценение дебиторской задолженности Прочие

8% 7% 31% 4%

50% Обесценение активов Затраты на персонал Амортизация Ставка платы руб. кВт Передача электроэнергии Компенсация потерь Покупная электроэнергия для перепродажи Обесценение дебиторской задолженности Прочие

8% 7% 31% 4%

50% ROSSETI ANNUAL REPORT 2013

The most frequent causes of accidents were as follows: • Failure to comply with technical regulations prescribing the switching-off and grounding of current-carrying parts of operating electrical installations, failure to use personal protective equipment while approaching ungrounded current-carrying parts; • Negligent handling of operating energized equipment. Increased occupational safety costs prove that efforts in this area are important to Russian Grids SDCs. The total occupational safety costs of SDCs were RUB 4,031.8 mln in 2013, or 9.14% more than in 2012. The Company is determined to continue its increasingly strenuous efforts in occupational and industrial safety to minimize injury risks affecting its employees and third parties.

Changes in Occupational Safety Expenses of Russian Grids SDCs in 2012 and 2013

38.4 TDC 33.1 30.0 Yantarenergo 33.1 58.7 IDGC of Northern Caucasus 76.9 97.6 LENENERGO 109.0 95.4 Kubanenergo 125.0 101.7 Tyumenenergo 150.7 147.3 IDGC of South 155.4 239.9 IDGC of Urals 279.9 280.5 IDGC of Center and Volga Rigion 315.1 289.2 IDGC of North-West 323.0 357.3 IDGC of Volga 340.9 383.3 MOESK 395.3 118 449.1 IDGC of Siberia 432.8 479.9 IDGC of Centre 472.1 645.8 FGC UES 789.6 3,649.1 Total for SDCs 4,031.8

Occupational safety expenses in 2012, RUB in thousand Occupational safety expenses in 2013, RUB in thousand

Environmental Safety Operations of distribution grid companies do not involve a material adverse environmental impact. Environ mental safety requirements applicable to electrical installations are established in the equipment design phase. Environmental measures include protection of soil from oil products as well as protection of people and animals from approaching or coming into contact with current-carrying parts of equipment. The Company gives much attention to air protection. Air emissions decreased from 1,566 tonnes in 2012 to 1,371 tonnes in 2013. This was achieved by controlling the harmful content of vehicle exhaust emissions, putting into operation dust-collecting units for woodworking machines, and some other measures. Additionally, the Company takes extensive measures to dispose of production waste in collaboration with specialist organizations. For instance, the Company generated 87,631 tonnes of waste in 2013, with 2,720 tonnes remaining at the end of the year. It is worthwhile to add that 5.08 hectares of land damaged in the reporting period were rehabilitated in full, with 1.69 hectares of damaged land remaining at the end of the year. In spite of an inflationary spiral, the Company managed in 2013 to slightly reduce payments for permissible and above-level emissions, effluents, and waste disposal. Payment for an adverse environmental impact decreased by RUB 4,764 thousand compared with 2012 to RUB 46,392 thousand. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Our measures to reduce an adverse environmental impact focus on the following: • new construction, rehabilitation, and technical upgrading of overhead lines rated 1,000 V and below use self-supporting insulated wires and 6–20 kV overhead lines with protected cables are built, which decreases the area of cut-over land and protects birds from an electric shock; • noise screens are installed in 110 kV substations to reduce noise in residential areas; • oil-filled and oil-poor circuit breakers are replaced with vacuum quipmente that does not contain oil products contaminating land; • static compensator battery cells are inventoried and disposed of to ensure their safe operation and decommis- sioning without causing harm to people; • oil-filled feeders are gradually replaced with solid- or polymer-insulated feeders to prevent oil product spills from contaminating land; • rehabilitation and re-equipment of oil-filled supply transformers rated 6–10/0.4 kV is accompanied by their gradual replacement with oil-filled sealed transformers and dry transformers, which minimizes oil product spills contaminating land; • construction and repair of cable lines use modern cables with insulation made of cross-linked polyethylene and heat shrink tubing, which reduces the use of lead; • new construction in large birds’ nesting areas does not use towers with pin insulators, and bird barriers and bird protection equipment are installed in large bird habitats, which minimizes an adverse impact on fauna.

119 ROSSETI ANNUAL REPORT 2013

SHAREHOLDERS’ 08120 INFORMATION MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

8.1. Shareholding Structure

The registered authorized capital of Russian Grids is RUB 163,154,002,694, and is divided into 163,154,002,694 shares with a par value of RUB 1, including 161,078,853,310 ordinary shares and 2,075,149,384 preference shares.

ORDINARY SHARES: Share issue registered upon incorporation: State registration number: 1-01-55385-Е. Registration date of the issue and securities issue report: July 29, 2008; Order of the Federal Financial Markets Service of the Russian Federation No. 08-1731/pz-i. Quantity of issued shares: 41,041,753,984. Additional share issues: State registration number: 1-01-55385-E-001D. Registration date of the issue: May 6, 2010; Order of the Federal Financial Markets Service of the Russian Feder- ation No. 10-1221/pz-i. Registration date of the securities issue report: February 3, 2011; Order of the Federal Financial Markets Service of the Russian Federation No. 11-194/pz-i. Placed shares: 1,922,313,097. Individual issue code 001D was canceled on May 19, 2011. State registration number: 1-01-55385-E-002D. Registration date of the issue: November 10, 2011; Order of the Federal Financial Markets Service of the Rus- sian Federation No. 11-3021/pz-i. 121 Registration date of the securities issue report: May 24, 2012; Order of the Federal Financial Markets Service of the Russian Federation No. 12-1301/pz-i. Placed shares: 4,907,627,335. Individual issue code 002D was canceled on September 13, 2012. State registration number: 1-01-55385-E-003D. Registration date of the issue: December 3, 2012; Order of the Federal Financial Markets Service of the Russian Federation No. 12-2993/pz-i. Registration date of the securities issue report: March 19, 2013; Order of the Federal Financial Markets Service of the Russian Federation No. 13-614/pz-i. Placed shares: 9,375,608,049. Individual issue code 003D was canceled on June 27, 2013. State registration number: 1-01-55385-E. Registration date of the issue: June 4, 2013; Order of the Federal Financial Markets Service of the Russian Federation No. 13-1273/pz-i. Date of submitting the notice of the additional securities issue results to the Bank of Russia Financial Markets Service: October 1, 2013. Placed shares: 103,831,550,845. PREFERENCE SHARES: State registration number: 2-01-55385-Е. Registration date of the issue and securities issue report: July 29, 2008; Order of the Federal Financial Markets Service of the Russian Federation No. 08-1731/pz-i. Quantity of issued shares: 2,075,149,384.

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Quantity of JSC Russian Grids’s Shares Owned by the Government, as of December 31, 2013

Quantity of Securities Percentage of Authorized Capital, % Ordinary shares Preference shares The Russian Federation represented by 139,037,599,663 145,523,224 85.31 the Federal Agency for Management of Federal Property

Principal Shareholders of JSC Russian Grids, as of December 31, 2013 Percentage of Authorized Capital, % The Russian Federation represented by the Federal Agency for Management of Federal Property 85.31 National settlement depository (nominee shareholder) 8.46 Depository and Corporate Technologies (nominee shareholder) 4.83

Shareholders Owning More Than 5% of Ordinary Shares in JSC Russian Grids, as of December 31, 2013

Type* Percentage of Ordinary Shares, % The Russian Federation represented by the Federal Agency for Management of Federal Property O 86.32 National settlement depository (nominee shareholder) NS 8.05 Depository and Corporate Technologies NS 4.33

* “NS” means a nominee shareholder; “O” means an owner.

Shareholders Owning More Than 2% of Authorized Capital in JSC Russian Grids, as of December 31, 2013

Percentage of Authorized Capital, % 122 The Russian Federation represented by the Federal Agency for Management of Federal Property 85.31

Resident and Nonresident Shareholders of JSC Russian Grids (forecasted data including information on the list of participants in the 2013 AGM and on placed shares of the additional issue)

Residents Nonresidents Qty Percentage of Authorized Capital, % Qty Percentage of Authorized Capital, % Federal property 85.31 Corporate entities 1,598 6.75 479 6.51 Individuals 316,332 1.428 381 0.002

8.2. Trading in Our Shares and Receipts

In 2013 the MICEX Index rose by 2% while the MICEX Power Index (MICEX PWR) lost 39.5%. The industry index was behind the market, largely due to regulators’ consistent measures to stiffen their policy aimed at keeping down natural monopolies’ tariff growth rate. Changes in prices of Russian Grids ordinary and preference shares are compared below with the market and industry indices:

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Changes in Russian Grids Share Prices vs. Changes in the MICEX and MICEX PWR Indices

20%

10% 2.0%

-10% Russian President orders Russian President orders inflation-linked Russian President approves zero restrictions on tariffs restrictions on monopolies’ tariff growth indexation for monopolies’ tariffs in 2014 -20% of utility services

-30% -39.5%

-40%

-50% Russian Grids shares excluded from MSCI Russia -0.605740181 -60% Last mile law enacted

-70% December January February March April May June July August September October November

MICEX Index MICEX PWR Index Russian Grids Russian Grids (ordinary shares) (preference shares) Russian Grids ordinary shares, which lost 60.6% in 2013, came under additional pressure when they were excluded from the MSCI Russia Index and the law on the last mile problem was enacted. The substantially decreased price of ordinary shares brought about the situation where, for the first time on the Moscow Exchange, preference shares traded at a higher price than ordinary shares in the third quarter. 123 Обесценение активов In 2013, the value of Russian Grids depositary receipts (adjusted for the conversion coefficientЗатраты and на персоналthe official US dollar exchange rate) was generally higher than that of ordinary shares. At the close of the year,Амортизация this difference Ставка платы руб. кВт was 1.2%. Передача электроэнергии Открытый конкурс Компенсация потерь Открытый запрос цен Покупная электроэнергия Changes in Prices of Depositary Receipts for Russian Grids Ordinary Shares Открытый запрос предложений для перепродажи Открытые конкурентные переговоры Обесценение дебиторской Открытый60% аукцион задолженности2,5 50% Прочие 2,3 40% 8% 2,1 30% 1,9 7% 20% 31% 1,7 10% 4% 1,5 0% 1,3 -10% 1,1 -20% 0,9 -30% 0,7 -40% 50% 0,5 January February March April May June July August September October November December

MOEX premium MOEX discount Russian Grids Discounted DR price, (ordinary shares), RUB RUB

As at December 31, 2013, the proportion of outstanding depositary receipts in terms of shares (adjusted for the conversion coefficient of 1/200) was 0.035% of the total number of outstanding shares.

Обесценение активов Затраты на персонал Амортизация Ставка платы руб. кВт Передача электроэнергии Открытый конкурс Компенсация потерь Открытый запрос цен Покупная электроэнергия Открытый запрос предложений для перепродажи Открытые конкурентные переговоры Обесценение дебиторской Открытый аукцион задолженности Прочие ??? 8% ??? 7% 31% ??? 4%

50% ROSSETI ANNUAL REPORT 2013

Changes in Prices of Russian Grids Depositary Receipts

450 % 0,18

400 0,16

350 0,14

300 0,12

250 0,10

200 0,08

150 0,06

100 0,04

50 0,02

0 0,00 January February March April May June July August September October November December

144 A pref Reg S com 144 A com DR as % of Share Capital

The total market capitalization of electric grid companies rose by 27.4% year-on-year to RUB 379.1 bln, largely because FGC UES was included in Russian Grids SDCs and Russian Grids additional share issue was completed as part of the electric grid sector’s reorganization.

Russian Grids’s Market Capitalization 124 Обесценение активов Затраты на персонал 7 Амортизация Ставка платы руб. кВт Bn $ Передача электроэнергии Открытый конкурс Компенсация потерь Открытый6 запрос цен Покупная электроэнергия Открытый запрос предложений для перепродажи Открытые конкурентные переговоры Обесценение дебиторской задолженности Открытый5 аукцион Прочие ??? 8% ??? 4 7% 31% ??? 4%

2 50%

0 January February March April May June July August September October November December

Total market capitalization of stakes, Bn $ Russian Grids’s market capitalization, Bn $

As at December 30, 2013, Russian Grids market capitalization was 27% lower than the total market cap of the Company’s stakes in electric grid companies traded on the Moscow Exchange. During the year, the indicator went down to as low as 67% after the government’s stake in FGC UES had been transferred to Russian Grids. After the completion of Russian Grids additional share issue, the discount decreased to 9% and, at the endОбесценение of the активовyear, Затраты на персонал grew to 27%. Амортизация Ставка платы руб. кВт Information on the share indices of electric grid companies is given in the table below. Передача электроэнергии Открытый конкурс Компенсация потерь Открытый запрос цен Покупная электроэнергия Открытый запрос предложений для перепродажи Открытые конкурентные переговоры Обесценение дебиторской Открытый аукцион задолженности Прочие ??? 8% ??? 7% 31% ??? 4%

Share Indices of Electric Grid Companies

Indices Shares Weight of Shares as at December 30, 2013, % MICEX FGC UES 0.35 Russian Grids (ordinary shares) 0.26 MOESK 0.12 Total in the MICEX Index 0.73 MICEX PWR FGC UES 14.93 Russian Grids (ordinary shares) 10.91 MOESK 5.05 IDGC of Centre 1.42 IDGC of Center and Volga Region 0.99 LENENERGO (preference shares) 0.76 LENENERGO (ordinary shares) 0.65 IDGC of Urals 0.52 IDGC of Volga 0.21 IDGC of Northern Caucasus 0.09 Total in the MICEX PWR Index 35.53 MSCI Russia FGC UES 0.36 Total in the MSCI Russia Index 0.36

8.3. Dividend Policy 125

Russian Grids dividend policy is aimed at keeping an optimum balance between the current interests of shareholders and the long-range goals of the Company’s development, including ensuring the growth of shareholder value and the Company’s sustained development and guaranteeing that the rights and legitimate interests of all shareholders are respected, including through annually increased dividend payouts. In pursuing the objectives of its dividend policy, the Company adheres to the following principles: • ensuring transparency of information as required by laws and Russian and foreign securities market regulators and providing full, equal, and free access to information to the extent necessary for shareholders to make decisions to invest in the Company’s securities; • ensuring equal attitude to all shareholders, including respecting the rights of both Russian and foreign shareholders; • setting up a transparent mechanism to determine the amount of dividends and make dividend payouts, enabling shareholders to participate the distribution of the Company’s profits, and providing shareholders with timely information on dividend payment. Russian Grids dividend policy is pursued in accordance with the Regulations for Dividend Policy approved by the Board of Directors of the Company on September 8, 2010 (Minutes of the Meeting No. 43). The dividend policy guarantees that any shareholder is entitled to minimum dividends of 5% of net profits in accordance with Russian Accounting Standards, less asset revaluation, net of mandatory reserves. In addition, dividends may be increased to exceed the minimum amount if any net profits are in excess of what is needed to make investments and cover losses.

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The Annual General Meeting of Shareholders of the Company decided on June 28, 2013, to pay dividends on preference shares in Russian Grids out of undistributed profits of riorp years in the amount of RUB 0.08 per preference share in cash. The amount of dividends, paid to the Federal Budget in the reporting period, equaled RUB 11,642 mln.

Russian Grids SDCs In defining its position on the payment of dividends by the Group’s companies, Russian Grids’s management, as a shareholder of SDCs, relies on the regulations for dividend policy approved by the boards of directors of SDCs. The regulations for dividend policy of SDCs are based on the principles approved by the Board of Directors of the Company (Minutes of the Meeting No. 38 of June 22, 2010). Russian Grids finds it possible to change the principles of determining the amount of dividends in line with the strategic areas of the dividend policy established by the government; consequently, developing the dividend policy is based on the following key conditions: • compliance with the applicable laws of the Russian Federation, including implementing the provisions of Ordi- nance of the Government of the Russian Federation No. 774-r of May 29, 2006, the Articles of Association, and internal documents of the Company; • necessity of keeping SDCs’ financial and technical condition at the necessary level (implementing the capital investment program); • measures to ensure an upward change in dividend payment if SDCs’ net profits grow; • measures to set up a transparent mechanism to determine the amount of dividends and make dividend payouts. Following the approved principles of their dividend policies, SDCs pay dividends out of the remaining net profits, net of financial investment revaluation, after they are distributed to mandatory reserves, investment programs, and the settlement of operating losses of prior years. Furthermore, there are basic conditions that should all be 126 fulfilled to allow a dividend payment decision to be adopted: net profits, net of financial investment revaluation; the debt to EBITDA ratio (as at the year end) of at most three; attained service reliability and quality indicators.

Since the inception of the Company, Russian Grids SDCs have shown an upward change in dividend payment and a trend toward an increase in aggregate dividend payouts. Specifically, the dividends payable by SDCs to the Company totaled RUB 1,623,659 thousand (exclusive of tax) for 2010 and RUB 1,635,520 thousand (exclusive of tax) for 2011. In 2013, Russian Grids was entitled to RUB 3,646,331 thousand of dividends (exclusive of tax) for 2012 on SDCs’ shares held by the Company.

8.4. Bonds

In 2013, four Russian Grids SDCs issued debt securities totaling RUB 126 bln. The table below contains detailed information about SDCs’ bond issues completed in 2013.

Bond Issues of Russian Grids SDCs

Issue Number Series Value of Outstanding Bonds (RUB mln) Placement Date Interest Rate at Placement (%) LENENERGO 4B02-01-00073-A BO-01 3,000 April 17, 2013 8.25 MOESK 4B02-03-65116-D BО-03 5,000 February 13, 2013 8.5 IDGC of Urals 4B02-01-32501-D BО-01 3,000 January 31, 2013 8.4 FGC UES 4-23-65018-D 23 10,000 June 10, 2013 8.4 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

4-24-65018-D 24 10,000 January 25, 2013 8 4-26-65018-D 26 15,000 August 13, 2013 7.5 4-27-65018-D 27 11,000 August 13, 2013 7.5 4-28-65018-D 28 20,000 June 10, 2013 8.4 4-29-65018-D 29 20,000 October 21, 2013 7.1 4-30-65018-D 30 10,000 December 13, 2013 7.5 4-34-65018-D 34 14,000 December 13, 2013 7.5

It is noteworthy that, in 2013, FGC UES placed RUB 100 bln of infrastructure-related bonds maturing in 2048. Russian Grids did not issue its bonds in the reporting period. Additionally, Russian Grids SDCs made preparations for bond loans of RUB 283 bln in 2013, including RUB 163 bln of distribution companies’ bond issues. The table below contains detailed information about SDCs’ bond issues prepared in 2013.

Registered Bond Issues of Russian Grids SDCs

Issue Number Series Value (RUB mln) Registration Date Years to Maturity LENENERGO 4B02-02-00073-A BО-02 6,000 June 7, 2013 10 years 4B02-03-00073-A BО-03 5,000 June 7, 2013 10 years 4B02-04-00073-A BО-04 5,000 June 7, 2013 10 years 4B02-05-00073-A BО-05 4,000 June 7, 2013 10 years MOESK 4B02-04-65116-D BО-04 5,000 July 9, 2013 10 years 4B02-05-65116-D BО-05 5,000 July 9, 2013 10 years 127 4B02-06-65116-D BО-06 5,000 July 9, 2013 10 years 4B02-07-65116-D BО-07 7,000 July 9, 2013 10 years 4B02-08-65116-D BО-08 8,000 July 9, 2013 10 years 4B02-09-65116-D BО-09 10,000 July 9, 2013 10 years 4B02-10-65116-D BО-10 10,000 July 9, 2013 10 years IDGC of Volga 4B02-03-04247-E BО-03 5,000 June 7, 2013 10 years 4B02-04-04247-E BО-04 5,000 June 7, 2013 10 years 4B02-05-04247-E BО-05 4,000 June 7, 2013 10 years 4B02-06-04247-E BО-06 4,000 June 7, 2013 10 years IDGC of Urals 4B02-02-32501-D BО-02 3,000 May 31, 2013 10 years 4B02-03-32501-D BО-03 3,000 May 31, 2013 10 years 4B02-04-32501-D BО-04 4,000 May 31, 2013 10 years 4B02-05-32501-D BО-05 5,000 May 31, 2013 10 years Tyumenenergo 4-03-00159 03 7,000 October 17, 2013 10 years 4-04-00159 04 5,000 October 17, 2013 10 years 4-05-00159 05 4,000 October 17, 2013 10 years 4-06-00159 06 4,000 October 17, 2013 10 years FGC UES 4-31-65018-D 31 10,000 November 14, 2013 35 years 4-32-65018-D 32 10,000 November 14, 2013 35 years 4-33-65018-D 33 10,000 November 14, 2013 35 years 4-35-65018-D 35 15,000 November 14, 2013 35 years ROSSETI ANNUAL REPORT 2013

4-36-65018-D 36 15,000 November 14, 2013 35 years 4-37-65018-D 37 20,000 November 14, 2013 35 years 4-38-65018-D 38 20,000 November 14, 2013 35 years 4-39-65018-D 39 20,000 November 14, 2013 35 years

Credit Ratings Assigned in 2013 The Company is active in cooperating with the world’s leading credit rating agencies: Moody’s, Standard & Poor’s, and Fitch Ratings. Key events in 2013: • On February 18 and 25, 2013, Standard & Poor’s upgraded the ratings of MOESK and IDGC of Centre from BB- to BB (stable outlook); • On August 9, 2013, Fitch Ratings assigned a BB+ rating to MOESK (stable outlook); • On October 25, 2013, FGC UES received a rating of the BBB investment grade from Fitch Ratings; • On December 19, 2013, Moody’s affirmed Russian Grids’s Ba1 rating (developing outlook). Event after the reporting period: On March 27, 2014, Standard & Poor’s assigned a BBB long-term credit rating to Russian Grids. Receiving stable credit ratings from international credit rating agencies enables Russian Grids and its subsidia ries to be increasingly attractive to investors and pursue an effective borrowing policy in public capital markets.

Credit Ratings of the Russian Grids Group

Company Name Current Credit Rating Initial Assignment Date Moody’s S&P Fitch 128 Russian Grids Ba1 N/A N/A July 2010 Russian Grids Ваа3 ВВВ ВВВ February 2006. July 2004 October 2013 MOESK Ва2 ВВ BB+ October 2007 January 2012 August 2013 IDGC of Centre N/A ВВ N/A November 2009 IDGC of Volga Ва2 N/A N/A October 2012 IDGC of Center and Volga Region Ва2 N/A N/A October 2012 IDGC of Urals Ва2 N/A N/A October 2012 LENENERGO Ва2 N/A N/A November 2009

8.5. Our Investor/Shareholder Relations Policy

Russian Grids management transparently and consistently maintains relations with the investor community to bolster the Company’s reputation, reflect fair value, keep up the liquidity of its securities, and enhance its transparency. After transmission and distribution assets merged to form one company, namely Russian Grids, we started working to reach the goals of making the new company more attractive to investors, retaining the confidence of existing investors, and encouraging potential investment. For this purpose, we are active in cooperating both with our majority shareholder, the Russian Federation represented by the Federal Agency for State Property Management, and our minority shareholders and with analysts of investment banks and brokerage firms (buy- side and sell-side respectively). The following corporate highlights of Russian Grids were significant for shareholders and investors in 2013: • The stake held by the Russian Federation in FGC UES was transferred as payment for the additionally issued shares in Russian Grids. • The Russian Government resolved to restrict the tariff growth rate. • The last mile problem was resolved, starting from January 1, 2014. MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

The IR department did its utmost to clarify shareholder rights and the regulatory framework in the course of the additional issue of shares. Personal meetings, communication by telephone, and email messages provided shareholders promptly with necessary information and detailed explanations. One of the most important areas of protecting shareholder rights is to provide equal and free access to information to the extent necessary for shareholders to make reasonable decisions to invest in Russian Grids securities. In 2013, the Company regularly disclosed its IFRS financial results and published the Management Report (MD&A) prepared in accordance with the requirements of the UK regulator. Press releases on corporate highlights were posted on the London Stock Exchange website through the Regulatory News Service. In addition, the Company’s senior management communicated in 2013 with investors and analysts at Russian and international investment forums, at one-on-one meetings, and via conference calls, discussing the disclosed financial performance of Russian Grids. The Company held an Investor Day in 2013, which provided management and investors with a platform for formulating coordinated decisions on the development strategy of the electric grid sector and developing specific measures to enhance investor appeal for Russian Grids. The Company plans to organize similar events for analysts in 2014. Russian Grids welcomes feedback from investors in any form. Our contact information for inquiries from shareholders and investors can be found on the Russian Grids website at www.rosseti.ru and in our press releases and presentations. The Company intends to continue in 2014 to maintain constant dialog with existing and potential investors, widen the range of IR tools, and expand analyst coverage.

129 ROSSETI ANNUAL REPORT 2013

09130 APPENDICES MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

CONTENT

9.1. Information about shares held by the Company in subsidiaries 132 9.2. List of Corporate Local Regulatory Documents 136 9.3. List of offices 139 9.4. Consolidated IFRS financial statement 168 9.5. Related party transactions and major transaction of the Company 239 9.6. Information on Significant Capital Investment Projects 256 9.7. Information Concerning Compliance by the Company with the Corporate Governance Code 263 9.8. Instructions issued by the Government, the Government Executive Office, and the Ministry of Energy of the Russian Federation 288 9.9. Minutes of the meeting Board of Directors and Issues considered by Committees of the Board of Directors of the Company 299 9.10. Contact Information 596 9.11. Glossary 604 Report of the Internal Audit Commission 608 131 ROSSETI ANNUAL REPORT 2013

9.1. Information about shares held by the Company in subsidiaries

Information About Shares Held by JSC Russian Grids in Subsidiaries and Dependent Companies as of December 31, 2013

JSC Russian Grids’ JSC Russian Joint-Stock Company Name Share in Authorized Grids’ Share in ITEM Capital, % Votes, %

TRANSMISSION GRID COMPANIES

1 Federal Grid Company of Unified Energy system, 80,60%* 80,60%* Joint Stock Company

INTERREGIONAL GRID COMPANIES

2 Joint Stock Company Tyumenenergo 100.00% 100.00%

3 Interregional Distribution Grid Company of Volga, 132 67.63% 67.63% Joint Stock Company

4 Interregional Distribution Grid Company of 92.00% 92.00% Northern Caucasus, Joint-Stock Company

5 Interregional Distribution Grid Company of North- 55.38% 55.38% West, Joint Stock Company

6 Interregional Distribution Grid Company of 55.59% 55.59% Siberia, Joint Stock Company

7 Interregional Distribution Grid Company of South, 51.66% 51.66% Joint Stock Company

8 Interregional Distribution Grid Company of Urals, 51.52% 51.52% Joint Stock Company

9 Joint-Stock Company Moscow United Electric 50.90% 50.90% Grid Company

10 Interregional Distribution Grid Company of Center 50.40% 50.40% and Volga Region, Joint Stock Company

11 JOINT-STOCK COMPANY LENENERGO 49.36%* 53.41%*

12 Interregional Distribution Grid Company of Centre, 50.23% 50.23% Joint-Stock Company

DISTRIBUTION GRID COMPANIES

MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

13 Yantarenergo Joint-Stock Company for Energy and 100.00% 100.00% Electrification

14 Joint-Stock Company Tomsk Distribution 85.77% 85.77% Company

15 Chechenenergo Open Joint-Stock Company 51.00%* 51.00%*

16 Kuban Power and Electrification Open Joint Stock 92.24% 92.24% Company

17 Joint Stock Company NURENERGO 23.00% 23.00%

REGIONAL SALES COMPANIES

18 Joint-Stock Company Karachaevo- 100.00% 100.00% Cherkesskenergo

19 Kalmenergosbyt Open Joint-Stock Company 100.00% 100.00%

20 Tyvaenergosbyt Open Joint-Stock Company 100.00% 100.00%

21 Kabardino-Balkarian Open Joint-Stock Company 65.27% 65.27% for Energy and Electrification

22 Dagestan Power Sales Company Open Joint-Stock 133 51.00% 51.00% Company

23 Sevkavkazenergo Energy and Electrification 49.00% 49.00% Company, Joint-Stock Company

24 Ingushenergo Open Joint-Stock Company for 49.00% 49.00% Energy and Electrification

R&D AND DESIGN COMPANIES

25 Research Engineering Center of Interregional Distribution Grid Companies Open Joint-Stock 100.00% 100.00% Company

26 Joint-Stock Company Association 100.00% 100.00% VNIPIENERGOPROM

27 Special Design Bureau of Heat Power Engineering 100.00% 100.00% Equipment VTI Open Joint-Stock Company

28 Joint-Stock Company G. M. Krzhizhanovsky 31.34% 31.34% Power Engineering Institute

ROSSETI ANNUAL REPORT 2013

29 Urals Power Engineering Company Joint-Stock Company – URALVNIPIENERGOPROM, Uralselenergoproekt, UralTEP, UralORGRES, 25.00% 25.00% UralVTI, Uralenergosetproekt, Chelyabenergosetproekt

30 Joint Stock Company North-West Power 25.00% 25.00% Engineering Center

31 Joint-Stock Company Volga Power Engineering 25.00% 25.00% Center

32 Joint-Stock Company South Center of Power 25.00% 25.00% Engineering

CONSTRUCTION, PROCUREMENT, AND SERVICE ORGANIZATIONS

33 Opened Joint Stock Company Power Grid Optical 100.00% 100.00% Networks Engineering

34 VNIPIENERGOPROM Real Estate Open Joint- 100.00% 100.00% Stock Company 134 35 Engineering Center UES Real Estate Open Joint- 100.00% 100.00% Stock Company

36 North-West Power Engineering Center Real Estate 100.00% 100.00% Open Joint-Stock Company

37 Volga Power Engineering Center Real Estate Open 100.00% 100.00% Joint-Stock Company

38 South Center of Power Engineering Real Estate 100.00% 100.00% Open Joint-Stock Company

39 Urals Power Engineering Company Real Estate 100.00% 100.00% Open Joint-Stock Company

40 Siberian Energy Scientific and Technical Center 100.00% 100.00% Real Estate Open Joint-Stock Company

41 JOINT STOCK COMPANY NORTH-WEST 49.00% 49.00% ENERGY MANAGING COMPANY

42 Grozenergo Open Joint-Stock Company for Energy 49.00% 49.00% and Electrification of the Chechen Republic

43 IT Energy Service Limited Liability Company 19.99%

44 Joint-Stock Company 9.51% 9.51% ZARUBEZHENERGOSTROY

*Stake does not include actually placed shares of current issue.

135

ROSSETI ANNUAL REPORT 2013

9.2 9.2.List List of of Corporate Corporate Local Regulatory Local D Regulatoryocuments Documents

Title Basic Provisions

Regulations for the Preparation and Holding The Regulations define the procedure for convening, Procedure for the General Meeting of preparing, and holding the General Meeting of Shareholders of the Company (approved by Shareholders of the Company and for summarizing its the AGM1 of the Company on June 22, results. 2011)

Regulations for the Convening and Holding Procedure for Meetings of the Board of The Regulations set forth the functions of the Directors of the Company (approved by the Company’s Board of Directors. AGM of the Company on June 22, 2011)

Regulations for Remuneration and The Regulations define the criteria and payment Compensation for Members of the Board of procedure of remuneration for members of the Directors of the Company (approved by the Company’s Board of Directors. AGM of the Company on June 23, 2010)

Regulations for the Internal Audit Commission of the Company (approved by The Regulations set forth the functions of the the EGM2 of the Company on December 30, Company’s Internal Audit Commission. 2008) 136 Regulations for Remuneration and Compensation for Members of the Internal The Regulations define the criteria and payment Audit Commission of the Company procedure of remuneration for members of the (approved by the EGM of the Company on Company’s Internal Audit Commission. December 30, 2008)

The Regulations set forth the time and procedure for Regulations for the Management Board of convening and holding meetings of the Management the Company (approved by the EGM of the Board, the quorum at such meetings, and the procedure Company on December 30, 2008) for adopting the Management Board’s decisions.

Regulations for the Valuation Committee of the Board of Directors of the Company The Regulations define the status and functions of the (approved by the Board of Directors of the Valuation Committee. Company on October 21, 2013; Minutes No. 137)

Regulations for the Audit Committee of the Board of Directors of the Company The Regulations define the status and functions of the (approved by the Board of Directors of the Audit Committee. Company on October 21, 2013; Minutes No. 137)

1 Annual General Meeting of Shareholders. 2 Extraordinary General Meeting of Shareholders.

Regulations for the Nomination and Remuneration Committee of the Board of The Regulations define the status and functions of the Directors of the Company (approved by the Nomination and Remuneration Committee. Board of Directors of the Company on October 21, 2013; Minutes No. 137)

Regulations for the Strategy Committee of the Board of Directors of the Company The Regulations define the status and functions of the (approved by the Board of Directors of the Strategy Committee. Company on October 21, 2013; Minutes No. 137)

Regulations for the Investment, Тechnical Policy, Reliability, Energy Efficiency, and The Regulations define the status and functions of the Innovation Committee of the Board of Investment, Тechnical Policy, Reliability, Energy Directors of the Company (approved by the Efficiency, and Innovation Committee. Board of Directors of the Company on October 21, 2013; Minutes No. 137)

Regulations for the Society, Customer, and Government Relations and Information The Regulations define the status and functions of the Policy Committee of the Board of Directors Society, Customer, and Government Relations and of the Company (approved by the Board of Information Policy Committee. Directors of the Company on October 21, 2013; Minutes No. 137)

Regulations for Providing Information for The Regulations set forth the procedure for considering 137 Members of the Board of Directors of the and dealing with requests for information submitted by Company (approved by the Board of members of the Company’s Board of Directors as part Directors of the Company on December 29, of their exercise of their rights to receive information 2011; Minutes No. 72) concerning the Company’s activities.

The Policy defines the fundamental principles of Risk Management Policy of the Company organization, implementation and control of risk (approved by the Board of Directors of the management processes of the Company as part of the Company on March 29, 2010; Minutes No. Concept of Developing and Improving the Internal 30) Control and Audit System and the Risk Management System of the Company.

Internal Control Policy of the Company The Policy defines the binding fundamental principles (approved by the Board of Directors of the for organizing the internal control system and forming Company on December 29, 2011; Minutes a common approach to implementing internal control No. 72) processes within the Company.

The Regulations set forth the requirements applicable to persons entitled to access insider information, the Regulations for Insider Information of the notification procedure for their transactions related to Company (approved by the Board of securities of the Company and its subsidiaries and Directors of the Company on December 29, dependent companies, and the procedure for disclosing 2012; Minutes No. 103) information about transactions of persons entitled to access insider information.

Procedure for Interaction of the Company The Procedure governs the exercise by the Company of

ROSSETI ANNUAL REPORT 2013

with the Economic Entities Whose Shares the rights of a shareholder in relation to its subsidiaries (Equities) Are Owned by the Company and dependent companies, which rights are attached to (approved by the Board of Directors of the shares, in order to ensure that Company Company on April 22, 2011; Minutes No. Representatives act effectively in management and 57, in accordance with the amendments control bodies of SDCs. The Procedure describes approved by the Board of Directors of the general conditions for corporate interaction of the Company on May 28, 2012; Minutes No. Company with SDCs in the areas defined in the 83) Procedure, including corporate planning, the organization and control of corporate action when management bodies of SDCs consider the issues with respect to which, in accordance with the Articles of Association of the Company, the Company’s (Company Representatives’) position shall be defined. The Regulations defines the fundamental principles of Information Policy of the Company, the rules and Regulations for Disclosing Material approaches applicable to the Company’s disclosure of Information of the Company Under information; and a list of information and documents Shareholder Laws and Securities Market that should be disclosed to shareholders, investors, Laws (Information Policy) (approved by the creditors, professional participants in the securities Board of Directors of the Company on market, governmental authorities, and other February 13, 2014 №143) stakeholders and that set forth the procedure and deadlines for the disclosure and submission of such 138 information. Regulations for Dividend Policy of the The Regulations outline the basic principles of the Company (approved by the Board of Company’s dividend policy and disclose the procedure, Directors of the Company on September 8, period, and other terms and conditions for the payment 2010; Minutes No. 43) of dividends on the Company’s shares.

The Code describes the Company’s principles of corporate governance, the structure of the Company’s Corporate Governance Code of the management and control bodies and the principles of company (approved by the Board of their interaction, the mechanism for the exercise by Directors of the Company on November 30, shareholders of their rights, and the principles of the 2012; Minutes No. 101) Company’s interaction with subsidiaries and dependent companies.

The Code encourages stable development of corporate The Code of Corporate Ethics of the culture and system of corporate values of the Company (approved by the Board of Company, accords with the highest standards of Directors of the Company on November 30, business conduct and rejects corruption of any kind in 2012; Minutes No. 101) the exercise of its operating, investing and other activities.

The Regulations govern remuneration for the Regulations for Financial Incentives for Company’s executives and the improvement of their Senior Managers of the Company (approved motivation to effectively manage financial, economic, by the Board of Directors of the Company and production activities of the Company and on November 19, 2009; Minutes No. 26) subsidiaries and dependent companies.

09 49 2) 22) 22) - - - Telephone 56 - 49 - (Area Code) (Area (391 598 054 598 193 (390 59 411 43 445 (394 3 - (39151) 4 -

House 46 165 34A 14

Street Address prospekt Svobodny ul. Pushkina ul. Kochetova 8 mikrorayon

Post Town Post 139 Krasnoyarsk Abakan Kyzyl Achinsk

Territory Tuva Russian Federation Constituent Entity of the ofConstituent Entity the Krasnoyarsk of Khakassia Republic of Republic TerritoryKrasnoyarsk

Postal Code Postal 660028 655017 667000 662150

Sibirsky

Office Name Office Vostochno Sberbank of Branch Abakanskoye No. 8602 Sberbank Branch of Kyzylskoye No. 8591 Sberbank Branch of Achinskoye No. 180 Sberbank Head Office of

List of offices

1. 2. 3. 4.

9.3. List of offices Item 9.3. ROSSETI ANNUAL REPORT 2013

48 99 46 98 46 67 30 54 6 - 6 - 33 - 12 - 27 - 22 - 11 - 12 - (39148) 21 - (39162) 22 - (39144) 3 - (39133) 2 - (39115) 2 - (39197) 2 - (39169) 2 - (39112) 2 - (39116)

23 7 4A 2A 26 48A 10 7A 3

n - Grimau

. Stroiteley ul. Surikova S. per. Lazo ul. ul. Kooperativnaya ul. Babkina ul. Lenina ul 1 mkr ul. Krasnoarmeyskaya

type

settlement 140 Balakhta urban Balakhta type Boguchany village Divnogorsk Yemelyanovo - urban settlement Yeniseisk Zheleznogorsk Zelenogorsk Igarka Kazachinskoye village

Krasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk

662340 663430 663090 663020 663180 662971 663690 663200 663100

Balakhtinskoye Branch Branch Balakhtinskoye No. 2389 Sberbank of Branch Boguchanskoye No. 2402 Sberbank of Branch Divnogorskoye No. 7864 Sberbank of Yemelyanovskoye No. of Sberbank Branch 6190 of Branch Yeniseiskoye No. 2391 Sberbank Zheleznogorskoye No. of Sberbank Branch 7701 Branch Zelenogorskoye No. 7815 Sberbank of of Branch Igarskoye No. 2449 Sberbank of Branch Kazachinskoye No. 2392 Sberbank 5. 6. 7. 8. 9. 10. 11. 12. 13.

02 16 68 17 16 64 35 - 2 - 87 - 697 663 3 - 35 - 27 - 22 - 10 - 21 (39161) 2 - (39134) 21 - (3912) 59 - (39136) 2 - (39145) 5 - (39149) 21 - (39132) 5 - (39141) 22 -

69/1 34 150A 45A 9A 1 10 116

ul. Krasnopartizanskaya ul. Lenina im. gazety prospekt Krasnoyarsky rabochy ul. Partizanskaya ul. Parkovaya ul. Komsomolskaya ul. Shtabnaya ul. Sovetskaya

type

141 Kansk Krasnoturansk village Krasnoyarsk Kuragino settlement Lesosibirsk Shalinskoye village Minusinsk Motygino - urban settlement

Krasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk TerritoryKrasnoyarsk

663600 662660 660010 662910 662547 663510 662600 663400

Kanskoye of Branch Kanskoye No. 279 Sberbank Krasnoturanskoye No. of Sberbank Branch 2382 City Krasnoyarskoye No. of Sberbank Branch 161 of Branch Kuraginskoye No. 2387 Sberbank of Branch Lesosibirskoye No. 8217 Sberbank of Branch Manskoye No. 2393 Sberbank Branch of Minusinskoye No. 181 Sberbank of Branch Motyginskoye No. 2442 Sberbank 14. 15. 16. 17. 18. 19. 20. 21.

ROSSETI ANNUAL REPORT 2013

18 49 55 58 68 32 36 59 03 - 5 - 1 - 11 - 10 - 46 - 17 - 14 - (39155) 3 - (3919) 42 - (39040) 21 - (39014) 2 - (39110) 4 - (39156) 2 - (39146) 2 - (39053) 23 - (39139)

2 7 14 15 8 36 131 13 8

Khmelnitskogo n 3 - mikrorayon ul. Kuznechnaya ul. B. ul. Kravchenko Lenina Shadrina ul. A. Ye. ul. Lenina 30 let VLKSM 2 mkr

type

142 Nazarovo Norilsk Partizanskoye village Severo Yeniseysk - urban settlement Turukhansk settlement Uzhur Uyar Sharypovo Shushenskoye

662200 663310 663540 663282 663230 662255 663920 662315 662710

Yeniseyskoye Yeniseyskoye - Nazarovskoye of Branch Nazarovskoye No. 2372 Sberbank of Branch Norilskoye No. 7449 Sberbank of Branch Partizanskoye No. 2396 Sberbank Severo No. of Sberbank Branch 2441 Branch Turukhanskoye No. 2399 Sberbank of of Branch Uzhurskoye No. 2376 Sberbank of Branch Uyarskoye No. 2398 Sberbank Branch Sharypovskoye No. 6917 Sberbank of of Branch Shushenskoye

22. 23. 24. 25. 26. 27. 28. 29. 30.

07 73 451 739 - 596 261 447 961 32 02 - - 3 (39143) 7 - (3952) 282 - (39561) 51 - (39563) 20 - (3953) 495 - (39514) 31 - (39530) 22 - (39543)

10 32 20 94 7 16 5 31

pr. Leninskogo Leninskogo pr. Komsomola ul. Deputatskaya ul. Uritskogo ul. Gagarina ul. Lenina ul. Podayurova ul. Lenina ul. Ordzhonikidze

143 settlement Kodinsk Irkutsk Bodaybo Taishet Bratsk Zima Tulun Usolye

Krasnoyarsk TerritoryKrasnoyarsk Irkutsk Region Region Irkutsk Region Irkutsk Region Irkutsk Region Irkutsk Region Irkutsk Region Irkutsk

663491 664047 666904 665008 665700 665390 665268 665460

Branch of Branch

Sibirskoye Sibirskoye - Sberbank No. 7041 Sberbank of Branch Kezhemskoye No. 2404 Sberbank Baikalsky Head Office of Sberbank Branch Bodaybinskoye No. 587 Sberbank of Taishetskoye of Branch Bratskoye No. 2413 Sberbank Branch of Ziminskoye No. 2416 Sberbank of Branch Tulunskoye No. 2420 Sberbank Usolye No. of Sberbank Branch Sberbank No. 2410 Sberbank

1 2 3 4 5 6 7 31.

ROSSETI ANNUAL REPORT 2013

82 35 92 24 065 298 936 660 234 - 18 - 21 - 19 - 59 - 63 (39546) 5 - (39565) 5 - (39541) 3 - (30138) 40 - (30143) 22 - (30130) 24 - (30145) 4 - (30241) 61 -

17 21A 9 11 19 18 26 3

ul. Nekrasova ul. Kirova Kommunalnyper. ul. Oktyabrskaya Pobedyul. 30 let ul. Poligrafistov ul. Klyuchevskaya ul. Klubnaya

Kut Ordynsky - - 144 Sibirskoye Cheremkhovo Ust Ust settlement village Kabansk Mukhorshibir Severobaikalsk Gusinoozyorsk Mogocha

Baikal TerritoryBaikal - Irkutsk Region Irkutsk Region Irkutsk Region Irkutsk of Buryatia Republic of Buryatia Republic of Buryatia Republic of Buryatia Republic Trans

665413 666784 669001 671200 671340 671700 671280 673732

Sberbank No. Sberbank No. Bulagatskoye Bulagatskoye -

Kutskoye Branch of Branch Kutskoye - 2428 2438 2421 Cheremkhovskoye No. of Sberbank Branch 2423 Ust Ekhirit of Branch of Branch Kabanskoye No. 2431 Sberbank Mukhorshibirskoye of Branch Severobaikalskoye No. of Sberbank Branch 2440 of Branch Selenginskoye No. 2434 Sberbank Branch Mogochinskoye No. 4160 Sberbank of Sberbank No. 2425 Sberbank 8 9 10 11 12 13 14 15

86 779 898 440 625 872 224 865 45 - (30242) 44 - (30233) 31 - (30244) 24 - (30236) 21 - (30245) 26 - (30239) 34 - (30141) 32 - (3951) 50 - (39535)

26 17 31 2 - 13 9 25 70

Tsyrenova -

ul. Sovetskaya ul. Pushkina ul. Lenina ul. Sportivnaya Stroiteleypr. ul. Badmy Lenina pr. 7 mikrorayon Mira pr.

Ilimsk - 145 Nerchinsk Borzya Shilka Petrovsk Zabaikalsky Krasnokamensk Aginskoye village Kizhinga village Angarsk Ust

Territory Territory Buryatia Baikal TerritoryBaikal TerritoryBaikal Baikal TerritoryBaikal Baikal TerritoryBaikal ------Trans Trans Trans Trans Trans Trans of Republic Region Irkutsk Region Irkutsk

673400 674600 673370 673005 674670 687000 671450 665835 666686

Zabaikalskoye Zabaikalskoye - Ilimskoye of Branch Ilimskoye - Nerchinskoye of Branch Nerchinskoye No. 4171 Sberbank of Branch Borzinskoye No. 4178 Sberbank of Branch Shilkinskoye No. 4181 Sberbank Petrovsk No. of Sberbank Branch 4190 Krasnokamenskoye No. of Sberbank Branch 8005 of Branch Aginskoye No. 2437 Sberbank Branch Kizhinginskoye No. 6950 Sberbank of of Branch Angarskoye No. 7690 Sberbank Ust No. 7966 Sberbank

16 17 18 19 20 21 22 23 24

ROSSETI ANNUAL REPORT 2013

76 15 031 044 - 76 - 00 00 - - 9 (39510) 4 - (3952) 25 - (3022) 336 - (3012) 285 - (863) 2643920 (861) 2625472 (8772) 530050

6 - 16 23A 40 3 116 65 4, korpus 2

kvartal 8 kvartal ul. Dekabrskikh Sobytiy Osipenko ul. Poliny ul. Tereshkovoy ul. Pushkinskaya ul. Gimnazicheskaya ul. Dimitrova

Don -

Ude

- 146 Shelekhov Irkutsk Chita Ulan Rostov Krasnodar Maikop

Baikal TerritoryBaikal - Irkutsk Region Irkutsk Region Irkutsk Trans of Buryatia Republic Region Rostov TerritoryKrasnodar of Adygeya Republic

666020 664007 672010 670031 344006 350000 385011

Zapadny Head - Shelekhovskoye Branch Branch Shelekhovskoye No. 7990 Sberbank of City Branch Irkutskoye No. 8586 Sberbank of of Branch Chitinskoye No. 8600 Sberbank of Branch Buryatskoye No. 8601 Sberbank Yugo ofOffice Sberbank Branch Krasnodarskoye No. 8619 Sberbank of of Branch Adygeyskoye No. 8620 Sberbank 1 2 3 22 25 26 27

(863) 2670888 (86385) 24762 (86372) 32842 (8634) 310658 (863 52) 24430 (86365)

41 5A 5 74/5 59B 49

per. Bratskyper. Gazetnyper. ul. Kirova ul. Petrovskaya/per. Lermontovsky Platovskyprospekt ul. Lenina

Don -

- on -

147 Rostov Millerovo Salsk Taganrog Novocherkassk Kamensk Shakhtinsky

Rostov Region Rostov Region Rostov Region Rostov Region Rostov Region Rostov Region

344 082 346130 347630 347900 346400 347810

Rostovskoye Branch of Rostovskoye No. 5221 Sberbank of Branch Millerovskoye No. 275 Sberbank of Branch Salskoye No. 0625 Sberbank Branch Taganrogskoye No. 1548 Sberbank of Novocherkasskoye No. of Sberbank Branch 1799 of Branch Kamenskoye No. 1801 Sberbank 4 5 6 7 8 9

ROSSETI ANNUAL REPORT 2013

(86359) 42296 74511 (86341) 32140 (86353) 21448 (86384) 23873 (863) 2440077 (86357) 33780

2 9 85 27 77/164 6

ul. imeni Lenina ul. Pobedy ul. Sovetskaya ul. Podtyolkova ul. Rabochaya/ul. Mira ul. Podroykina

148 Zernograd Matveyev Matveyev Kurgan settlement Veshenskaya stanitsa Morozovsk Bataysk Bagaevskaya stanitsa

Rostov Region Rostov Region Rostov Region Rostov Region Rostov Region Rostov Region

347740 346970 346270 347210 346880 346610

Kurganskoye Branch Branch Kurganskoye - Sberbank No. 1830 Sberbank M No. 1820 Sberbank of Branch Zernogradskoye No. 1824 Sberbank of Branch Sholokhovskoye of of Branch Morozovskoye No. 1835 Sberbank of Branch Batayskoye No. 5154 Sberbank of Branch Bagaevskoye No. 5155 Sberbank 10 11 12 13 14 15

(86375) 33499 (86369) 27642 (86360) 22141 (86368) 21997 (86392) 72264 (86383) 27091

52 34 57 60 2 48

ul. Gorkogo ul. Sadovaya ul. Krupskoy ul. Gorkogo ul. Koshevogo ul. Petrova

type

149 Orlovsky Orlovsky settlement Novoshakhtinsk Kamenolomni - urban settlement Donetsk Volgodonsk Kalitva Belaya

Rostov Region Rostov Region Rostov Region Rostov Region Rostov Region Rostov Region

347510 346918 346480 346330 347380 347040

- Orlovskoye Branch of Branch Orlovskoye No. 5184 Sberbank Rodionovo of Branch Nesvetayskoye No. 5190 Sberbank of Branch Oktyabrskoye No. 5410 Sberbank Branch of Donetskoye No. 7749 Sberbank Branch Volgodonskoye No. 7931 Sberbank of Belokalitvinskoye No. of Sberbank Branch 8273

16 17 18 19 20 21

ROSSETI ANNUAL REPORT 2013

(8617) 607500 (86147) 21195 (86132) 47137 (86138) 63513 (86196) 70512 (86148) 52779

14 79 86 144 22A 137, 1 korp.

ul. Sovetov ul. Komsomolskaya ul. Bogdana Khmelnitskogo ul. Krasnaya ul. Oktyabrskaya ul. Oktyabrskaya

150 Novorossiysk Kurganinsk Yeysk Kropotkin Tikhoretsk Temryuk

Territory Krasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar Krasnodar

353900 352430 353682 352380 352120 353500

Novorossiyskoye Branch Novorossiyskoye No. 68 Sberbank of of Branch Kurganinskoye No. 1584 Sberbank of Branch Yeyskoye No. 1798 Sberbank Branch Kropotkinskoye No. 1586 Sberbank of of Branch Tikhoretskoye No. 1802 Sberbank of Branch Temryukskoye No. 1803 Sberbank 22 23 24 25 26 27

(86133) 56238 (86167) 26602 (8622) 901502 (86141) 33743 (86191) 51049 (86142) 40998

14 36 2 56 245 108

Marksa ul. Lenina ul. Karla ul. Voykova ul. Kirova ul. Pushkina ul. Krasnaya

151 Anapa Tuapse Central Sochi. District Gelendzhik Pavlovskaya stanitsa Korenovsk

Krasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar

353440 352800 354000 353460 352040 353180

Anapskoye of Branch Anapskoye No. 1804 Sberbank of Branch Tuapsinskoye No. 1805 Sberbank of Branch Tsentralnoye No. 1806 Sberbank Branch Gelendzhikskoye No. 1807 Sberbank of of Branch Pavlovskoye No. 1813 Sberbank of Branch Korenovskoye No. 1814 Sberbank 28 29 30 31 32 33

ROSSETI ANNUAL REPORT 2013

(86135) 23591 (86130) 40135 (86146) 21156 (86137) 46544 (8622) 725122 (86131) 20900 (86169)

287A 154A 68 6 87A 217 86

Konstantinova ul. Krasnaya ul. Lenina ul. Krasnaya ul. Shaumyana ul. Pavlova ul. Lenina ul.

na - 201

Labinsk - 152 Ust Timashevsk Slavyansk Kubani Armavir L Sochi, Krymsk Labinsk

Krasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar

352330 352700 353560 352931 354201 353380 352500

Labinskoye Branch Branch Labinskoye - Ust No. 1815 Sberbank of Branch Timashevskoye No. 1816 Sberbank of of Branch Slavyanskoye No. 1818 Sberbank of Branch Armavirskoye No. 1827 Sberbank of Branch Lazarevskoye No. 1849 Sberbank of Branch Krymskoye No. 1850 Sberbank of Branch Labinskoye No. 1851 Sberbank 34 35 36 37 38 39 40

30258 (86152) 20964 (86164) 70821 (86143) 21368 (86166) 26269 (86157) 73456 (86160)

25 67 30 35 67B 5

ul. Klubnaya ul. Nesterenko ul. Pervomayskaya ul. Narodnaya ul. Montikova ul. Sovetskaya

153 Apsheronsk Kanevskaya stanitsa Primorsko Akhtarsk Severskaya stanitsa stanitsa Vyselki Gulkevichi

Krasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar

352690 353730 353860 353240 353100 352190

Akhtarskoye Akhtarskoye - Predgornoye of Branch Predgornoye No. 1853 Sberbank of Branch Kanevskoye No. 1865 Sberbank Primorsko 1866 of Sberbank Branch of Branch Severskoye No. 1868 Sberbank Branch Vyselkovskoye No. 5158 Sberbank of Branch Gulkevichskoye No. 5161 Sberbank of

41 42 43 44 45 46

ROSSETI ANNUAL REPORT 2013

34770 (86165) 34093 (86145) 73691 (86162) 62774 (86371) 95641 (86195) 30146

282 94 43 9 95

ul. Naberezhnaya ul. Naberezhnaya ul. Lunacharskogo Bolnichny pereulok ul. Pervomayskaya

154 Poltavskaya Poltavskaya stanitsa Leningradskaya stanitsa Dinskaya stanitsa Tselina settlement Novokubansk

Krasnodar TerritoryKrasnodar TerritoryKrasnodar TerritoryKrasnodar Rostov Region TerritoryKrasnodar

353800 353740 353200 347760 352240

Krasnoarmeyskoye Krasnoarmeyskoye No. of Sberbank Branch 5171 Branch Leningradskoye No. 5174 Sberbank of of Branch Dinskoye No. 5186 Sberbank of Branch Tselinskoye 5203 Sberbank Branch Novokubanskoye No. 5213 Sberbank of 47 48 49 50 51

05 27 87 44) 2) 55 2) 2) 2) 33) ------03 - 72 - 27 - 20 - (415 5 - 69 - (413 60 - (342 102 633 102 637 (821 216 857 216 172 (341 489 539 (415 2 -

11/11 4 18 105

Pushkina 1, ul. - Shkolnaya Pushkina ul. Ordzhonikidze ul. GSP Sovetskaya ul. Krasnaya

Magadan 155 Tilichiki village Milkovo village Perm Syktyvkar Izhevsk

Kamchatka TerritoryKamchatka TerritoryKamchatka Magadan Region Perm Territory Komi Republic Republic Udmurtian

688800 684300 685000 614990 167981 426057

Uralsky Head - Vostochny Head - Zapadno of Komi Branch No. 8617 Sberbank of Branch Udmurtskoye No. 8618 Sberbank Severo No. Office Additional 0160, Kamchatskoye No. of Sberbank Branch 8556 of Branch Milkovskoye Office ofOffice Sberbank ofOffice Sberbank 1 2 3 1 2 3

ROSSETI ANNUAL REPORT 2013

00 03 45) 37 37) 91 37) 2) 67) 58 02 22) 38) ------9 - 1 - 95 - 21 - 45 - 63 - (411 36 - (415 21 - (427 4 - (415 21 - (411 (427 2 - (427 2 -

9 6 22 49 30 10 1/4

Lenina Kuvaeva n Vostochny V. Beringa - m Naberezhnaya Gagarina Trusova - -

Aldan Pevek Anadir Bilibino 156 Petropavlovsk Kamchatsky Tigil village Tigil Tiksi urban

Autonomous

Koryak Autonomous Koryak TerritoryKamchatka Chukotka Autonomous Chukotka Chukotka Autonomous of Sakha Republic (Yakutia) District District District District of Sakha Republic

688600 683001 689400 689450 689000 678900 678400

5492

Sberbank No. Sberbank Branch of Tigilskoye No. 7465 Sberbank of Branch Kamchatskoye No. 8556 Sberbank of Branch Chaunskoye No. 7253 Sberbank of Branch Bilibinskoye No. 7820 Sberbank of Branch Chukotskoye No. 8557 Sberbank Branch of Aldanskoye No. 1049 Sberbank

4 5 6 7 8 9 10

31 34) 20 87 27 69 44) 37) 34 56) 45 35) 87 32) ------0 - 7 - 4 - 41 - 11 - 11 - 24 - 37 - (411 2 - 43 - 52 (411 43 - (411 4 - (411 4 - (411 2 - (411 4 -

7 66 26 60 14 32/2

Lenina Lenina Oktyabrskaya Oktyabrskaya Ordzhonikidze Yaroslavskogo

Lensk Nyurba Vilyuysk Pokrovsk

Suntar village Suntar 157 type settlement type Srednekolymsk

(Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia)

678790 678000 678140 687200 678450 678290

Bulunskoye of Branch Bulunskoye No. 5033 Sberbank Srednekolymskoye No. of Sberbank Branch 5034 of Branch Vilyuyskoye No. 5037 Sberbank of Branch Nyurbinskoye No. 5038 Sberbank of Branch Suntarskoye No. 5039 Sberbank No. Office Additional Branch 085, Yakutskoye No. 8603 Sberbank of of Branch Lenskoye 11 12 13 14 15 16

ROSSETI ANNUAL REPORT 2013

31 87 51 61) 52) 51) 24 30 87 41) 43) 87 42) ------14 - 17 - 14 - 29 - 20 - 17 - 17 - (411 4 - (411 4 - (411 4 - 4 - (411 4 - (411 4 - (411 4 -

4 34 50 77 46/1 11/1

Lenina Lenina Lenina Gorkogo Mayskaya Partizanskaya

type Maya Kyuyol - - ulus village village village Megino Ust settlement - urban Churapcha Churapcha Borogontsy Borogontsy Kangalassky Kangalassky Ytyk 158 village Amga

28 Sakha

Republic of Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia)

678070 678670 678650 678600 678350 678620

No. 5050 Kangalasskoye Kangalasskoye - Aldanskoye Branch Branch Aldanskoye of Mayskoye Branch - - Branch of Sberbank No. of Sberbank Branch 5051 Sberbank No. 5045 Sberbank Ust of Branch Tattinskoye No. 5047 Sberbank Branch Churapchinskoye No. 5048 Sberbank of Ust of Branch Amginskoye Sberbank Megino of Sberbank No. 5046 Sberbank of No. 5049 Sberbank 17 18 19 20 21 22

87 69 59 92 33) 54) 53) 19 47) 66) 93 36) 2) ------17 - 18 - 11 - 18 - 76 - 20 - (411 4 - (411 2 - (411 4 - (411 6 - (411 2 - (411 4 - (411 7 4 14 27 15 13 17

n Arktika Lenina Lenina Lenina - m Oktyabrskaya Magadanskaya Komsomolskaya

type type Mirny Nera urban Nera Yakutsk k village - Khandyga Khandyga settlement Neryungri settlement - urban - urban Deputatsky Deputatsky type settlement type

Verkhnevilyuys 159 Ust

Republic of Sakha of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia) of Sakha Republic (Yakutia)

678230 678730 678967 677980 678720 678174 678540

Yanskoye of Branch Yanskoye - Verkhnevilyuyskoye No. of Sberbank Branch 5053 Branch Oimyakonskoye No. 7251 Sberbank of of Branch Tomponskoye No. 7733 Sberbank of Branch Mirninskoye No. 7800 Sberbank Ust Branch Neryungrinskoye No. 8155 Sberbank of Branch of Yakutskoye Sberbank No. 8004 Sberbank 23 24 25 26 27 28 29

ROSSETI ANNUAL REPORT 2013

13 42 62 03 76 33 - 96 78 34) - 00 - 89 - 66 - 67 - 05 - 08 - 12 - 05 - 42 34 - (8652) 23 - (8652) 35 - (8652) 56 - (8652) 27 - (86560) 2 - (86557) (415 2 -

29 221 25A 415B 415B 15A 37A

ul. Lenina 60 let Oktyabrya ul. Pushkina ul. Lenina ul. Lenina ul. Matrosov ul. Kalinina

Kamchatsk Kamchatsk - 160 Stavropol Ust settlement Stavropol Stavropol Stavropol village Arzgir Aleksandrovsko village ye

Territory Stavropol Territory Stavropol Kamchatka TerritoryKamchatka Stavropol Stavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol

684415 355000 355000 355000 355000 356570 356300

Kavkazsky Kavkazsky Kavkazsky Kavkazsky

- - -

Kavkazsky Kavkazsky -

Sberbank No. 8603 Sberbank No. Office Additional 0140, Kamchatskoye No. of Sberbank Branch 8556 Severo Sberbank No. Office Additional 130, Severo No. Office Additional 137, Severo No. Office Additional 123, Severo of Branch Arzgirskoye No. 5232 Sberbank Aleksandrovskoye No. of Sberbank Branch 1861 Head Office Head Office Head Office Head Head Office of 1. 2. 3. 4. 5. 6. 30

86 40 19 45 59 40 96 24 55) 42) - - 60 - 92 - 3 - 28 - 29 - 26 - 13 - 87 - 9 - (865 5 - (86559) 4 - (886549) 2 - (87951) 2 - (872 2) 67 - (8732) 22 - (865 24 -

85 59/61 363A 11 11A 27 67A

ul. Sovetskaya ul. Oktyabrskaya ul. Sovetskaya ul. Kalinina ul. Korkmasova ul. Moskovskaya ul. Gagarina

161 Divnoye village Divnoye Budyonnovsk Blagodarny Georgievsk Makhachkala Nazran Ipatovo

1 3

Territory Territory Stavropol TerritoryStavropol Stavropol TerritoryStavropol Stavropol of Dagestan Republic of Republic Ingushetia TerritoryStavropol

356720 35680 356420 357820 367000 366720 356630

Apanasenkovskoye Apanasenkovskoye No. of Sberbank Branch 5241 Branch Budyonnovskoye No. 1812 Sberbank of Blagodarnenskoye No. of Sberbank Branch 1860 of Branch Georgievskoye No. 1811 Sberbank of Branch Dagestanskoye No. 8590 Sberbank of Branch Ingushskoye No. 8633 Sberbank of Branch Ipatovskoye No. 1856 Sberbank 7. 8. 9. 10. 11. 12. 13.

ROSSETI ANNUAL REPORT 2013

95 53 43 45 46 86 94 54 50 47 - 48 - 52 - 30 - 21 - 37 - 32 - 78 - 12 - (86545) 2 - (8662) 40 - (86541) 4 - (87964) 6 - (87938) 2 - (86550) 2 - (878 22) 5 - (84722) 2 - (86543) 3 -

51 9 55A 22 - 105A 66 29 30

Proletarskaya ul. ul. Khuranova ul. Lenina Oktyabrskyper. pl. Lenina ul. Sovetskaya ul. Krasnoarmeyskaya ul. Bratyev Alyokhinykh ul. Gagarina

162 Izobilny Nalchik Krasnogvardeys village koye Kurskaya stanitsa Novopavlovsk Kochubeevskoy village e Cherkessk Elista Levokumskoye village

Cherkessian - Balkarian Balkarian -

Stavropol TerritoryStavropol Kabardino Republic TerritoryStavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol Karachayevo Republic of Kalmykia Republic TerritoryStavropol

356140 360000 256030 357850 357300 357000 369000 358000 357960

- Balkarskoye Balkarskoye - Izobilnenskoye of Branch Izobilnenskoye No. 1858 Sberbank Kabardino No. of Sberbank Branch 1861 Krasnogvardeyskoye No. of Sberbank Branch 1857 of Branch Kurskoye No. 5238 Sberbank of Branch Kirovskoye No. 5231 Sberbank Branch Kochubeevskoye No. 7799 Sberbank of Karachayevo of Branch Cherkesskoye No. 8585 Sberbank of Branch Kalmytskoye No. 8579 Sberbank Branch Levokumskoye No. 5239 Sberbank of 14. 15. 16. 17. 18. 19. 20. 21. 22.

08 64 54

10 57 66 69 91 2) 27 - - 77 - 93 - 25 - 08 - 64 - 49 - 46 - 09 - (86554) 5 - (86544) 66 - (86558) 3 - (86552) 3 - (879 33) 32 - (86552) 6 - (867 53 - (86553) 6 - (383) 212 -

61 325 5 8 49 3 68 121

ul. Gagarina ul. Gagarina Neftyanikov pr. ul. Pushkina ul. Moskovskaya pl. Lenina ul. Kotsoeva ul. Lenina ul. Serebrennikovskaya

163 Nevinnomyssk Novoaleksandro vsk Neftekumsk Svetlograd Pyatigorsk Zelenokumsk Vladikavkaz Mikhaylovsk Novosibirsk

- 33

Stavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol TerritoryStavropol Ossetia of North Republic Alania TerritoryStavropol Novosibirsk Region

357100 356000 356880 356530 357500 357910 362003 356240 630007

Osetinskoye Osetinskoye - Nevinnomysskoye Nevinnomysskoye No. of Sberbank Branch 1583 Novoaleksandrovskoye No. of Sberbank Branch 1587 Branch Neftekumskoye No. 7908 Sberbank of of Branch Petrovskoye No. 1859 Sberbank of Branch Pyatigorskoye No. 0030 Sberbank of Branch Sovetskoye No. 1872 Sberbank Severo No. of Sberbank Branch 8632 of Branch Shpakovskoye No. 5230 Sberbank Sibirsky of Office Head Sberbank

1 23. 24. 25. 26. 27. 28. 29. 30.

ROSSETI ANNUAL REPORT 2013

10 34 12

05 44 99

2) 2) 2) 22 - 22 - 27 - - - - 17 - 19 - 13 - 212 - 35 - 212 212 - (3842) 35 - (3822) 26 - (095) 785 45 10 (087 328 839 (083 660 692 (091

53 90/1

8 1 10B 19

prospekt Oktyabrskyprospekt Frunze prospekt ul. Bolshaya Andronyevskaya pl. Chelyuskintsev Lenina pr. ul. Pozhalostina

164 Kemerovo Tomsk Moscow Tula Bryansk Ryazan

Region

Kemerovo Kemerovo Tomsk Region Moscow Region Tula Region Bryansk Region Ryazan

650066 634061 109544 300000 241011 390000

of Branch Kemerovskoye No. 8615 Sberbank of Branch Tomskoye No. 8616 Sberbank Srednerussky Head ofOffice Sberbank of Branch Tulskoye No. 8604 Sberbank Branch of Bryanskoye No. 8605 Sberbank

2 3 1. 2. 3. 4.

76 2) 2) 2) 2) 2) - - - - - 53 - 215 953 (082 490 953 (084 797 971 505 864 (081 381 260 (846 981 937 (844 96 - (8452)

8 63 23 305 40 1/7

Neman -

Sadovaya - ul. Vavilova ul. Kommunisticheskaya ul. Tryokhsvyatskaya ul. M. Gorkogo ul. Polka Normandiya ul. Novo

165 Saratov Volgograd Tver Kaluga Smolensk Samara

Volgograd Region Volgograd Region Saratov Tver Region Tver Region Kaluga Smolensk Region Region Samara

400005 410600 170000 248003 214025 443011

Ryazanskoye of Branch Ryazanskoye No. 8606 Sberbank of Branch Tverskoye No. 8607 Sberbank of Branch Kaluzhskoye No. 8608 Sberbank of Branch Smolenskoye No. 8609 Sberbank Head Office Povolzhsky of Sberbank Branch Volgogradskoye No. 8621 Sberbank of of Branch Saratovskoye

5. 6. 7. 1. 2. 3.

ROSSETI ANNUAL REPORT 2013

27 86 98 81 -

144 284 143 - 073 80 - 98 - 96 - 05 - 47 (3532) 99 - (88412) 42 - (8512) 321 - 321 - (321 321 - (8422) 42 - (812) 329 8653 329 8652

16 81 41 40A 2

ul. Volodarskogo Kirova Goncharova Suvorova ul. Krasnogo Tekstilshchika

166 Orenburg Astrakhan Ulyanovsk Penza Saint Petersburg

Orenburg Region Orenburg Region Astrakhan Region Ulyanovsk Penza Region Saint Petersburg

000 461300 440 414000 432063 191124

Branch

Zapadny Head - Sberbank No. 8622 Sberbank Branch Orenburgskoye No. 8623 Sberbank of of Branch Penzenskoye No. 8624 Sberbank Astrakhanskoye No. Sberbank of 8625/8625 Branch of Ulyanovskoye No. 8588 Sberbank Severo Office ofOffice Sberbank

4. 5. 6. 7. 1.

2) 2) - - 806 848 384 491 232 (0112) (8152) (8142) (811 (816 351 - 698 - 280 - 719 - 986 -

25 2 24 37 44/20 23 -

pr. Mira pr. Antikaynena pr. Lenina pr. Moskovsky pr. Moskovsky pr. Oktyabrskypr. ul.

Pskov Veliky Veliky Novgorod Murmansk Kaliningrad Petrozavodsk 167

Pskov Region Novgorod Region Novgorod Murmansk Region Murmansk Republic of Karelia Republic Kaliningrad Region Kaliningrad

236006 183038 185035 173025 180000

Sberbank No. 8627 Sberbank No. 8628 Sberbank No. 8630 Sberbank Karelskoye of Branch Karelskoye of Sberbank No. 8626 Sberbank of No. 8629 Sberbank of Pskovskoye of Branch Pskovskoye Securities Department, Securities Department, Securities Department, Securities Department, Securities Department, Securities Novgorodskoye Branch Branch Novgorodskoye Murmanskoye Branch of Murmanskoye Kaliningradskoye Branch Kaliningradskoye

2. 3. 4. 5. 6.

ROSSETI ANNUAL REPORT 2013

9.4. Consolidated IFRS financial statement 9.4. Consolidated IFRS financial statement

168

169

ROSSETI ANNUAL REPORT 2013

170

171

ROSSETI ANNUAL REPORT 2013

172

173

ROSSETI ANNUAL REPORT 2013

174

175

ROSSETI ANNUAL REPORT 2013

176

177

ROSSETI ANNUAL REPORT 2013

178

179

ROSSETI ANNUAL REPORT 2013

180

181

ROSSETI ANNUAL REPORT 2013

182

183

ROSSETI ANNUAL REPORT 2013

184

185

ROSSETI ANNUAL REPORT 2013

186

187

ROSSETI ANNUAL REPORT 2013

188

189

ROSSETI ANNUAL REPORT 2013

190

191

ROSSETI ANNUAL REPORT 2013

192

193

ROSSETI ANNUAL REPORT 2013

194

195

ROSSETI ANNUAL REPORT 2013

196

197

ROSSETI ANNUAL REPORT 2013

198

199

ROSSETI ANNUAL REPORT 2013

200

201

ROSSETI ANNUAL REPORT 2013

202

203

ROSSETI ANNUAL REPORT 2013

204

205

ROSSETI ANNUAL REPORT 2013

206

207

ROSSETI ANNUAL REPORT 2013

208

209

ROSSETI ANNUAL REPORT 2013

210

211

ROSSETI ANNUAL REPORT 2013

212

213

ROSSETI ANNUAL REPORT 2013

214

215

ROSSETI ANNUAL REPORT 2013

216

217

ROSSETI ANNUAL REPORT 2013

218

219

ROSSETI ANNUAL REPORT 2013

220

221

ROSSETI ANNUAL REPORT 2013

222

223

ROSSETI ANNUAL REPORT 2013

224

225

ROSSETI ANNUAL REPORT 2013

226

227

ROSSETI ANNUAL REPORT 2013

228

229

ROSSETI ANNUAL REPORT 2013

230

100

101

231

ROSSETI ANNUAL REPORT 2013

232

102

233

103

ROSSETI ANNUAL REPORT 2013

234

104

235

105

ROSSETI ANNUAL REPORT 2013

236

106

237

107

ROSSETI ANNUAL REPORT 2013

238

108

FGC FGC - - 109 ganization

Related Party(ies) Related Related party: Related organization management the Company of UES party: Related or management the Company of UES

Approving Management Body Management Board of Directors Board the Company of the (Minutes of No. 106 of Meeting 4, 2013) February of Directors Board the Company of the (Minutes of No. 106 of Meeting 4, 2013) February Stock Companies.” -

Value

239 The total price of the price total The provided may services of not be in excess 11,935,629.20 rubles, of VAT inclusive (18%) of the price total The provided may services of not be in excess 16,481,000 rubles, of VAT inclusive (18%)

writing, the writing,

Subject Matter Subject

services in relation to services in relation to services in relation to services As requested by the by As requested Customer in to provide agrees Contractor infrastructure information the and Customer services, to pay such for agrees services the by As requested on a Customer in writing basis, the monthly to provide agrees Contractor services: the following - for support technical software, and hardware - computer and customized IT support for communication of the groups particular users, Customer’s - assistance and technical meetings, support for

Counterparty IT Energy Service Service Energy IT (“Contractor”) Service Energy IT (“Contractor”)

Transaction Related Party Transactions of the Company of the Party Transactions Related Information Information infrastructure agreement services for Agreement in relation services to providing support technical users and for holding presentations, and conferences, required meetings the Companyby

Item Related party transactions and major transaction of transactions party and Company the major 9.5. Related the “On definedJoint as Law majorFederal by transactions 2013, Russian Grids into any did not enter In 1 2 Approved Approved

Related party transactions and major transaction of the Company and major transaction 9.5. Related party transactions ROSSETI ANNUAL REPORT 2013

110

Related party: Related owning more shareholder of the than 20 percent voting shares Company’s Russian Federation the by Federal represented for Property State Agency Management

Board of Directors Board the Company of the (Minutes of No. 106 of Meeting 4, 2013) February

240 Transaction price: 24 Transaction 999 999,84 rubles , 2) - Е

r agrees r agrees to – 110 kV in 55385 - 01 -

FZ of 3 FZ December - Saint Petersburg. transfers to Company The the of the ownership Russian Federation the by Federal represented for Property State Agency the of Russian Management additionally Federation uncertificated issued ordinary shares registered number of registration (state the issue: 1 - presentations, and and presentations, of the conferences Customer, the Custome and services such for pay Russian Federation The the Ministry by represented of the Russian Energy of federal funnels Federation funds to the budget authorized Company’s within limits the capital in Federal specified Law No. 216 Federal the 2012, “On for the and 2013 Budget 2014 of Period and Planning of amount in the 2015” for the 24,999,999.84 rubles of implementing purpose to Renew the Program of 6 Cable Lines 3, 201 December 003D of

Russian Federation the by represented of Ministry of the Energy Russian and Federation the Federal for State Agency Property of Management the Russian Federation

Agreement the for Agreement the by acquisition Russian Federation shares additional of Companyin the

3 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

FGC FGC Murov, Budargin, - - 111

Demidov,

V. M. Ye. ny A. Company Company Berdnikov Demidov

N. V.

Related parties: Related organization management the of UES, R. parties: Related organization management the Company of UES, members of the of members of the Board Management A. Company of the Chairman of the Board Management O. Company the of members of the Board Management Compa A.

d of Directors Board of Directors Board the Company of the (Minutes of No. 114 of Meeting 24, 2013) April Boar the Company of the (Minutes of No. 116 of Meeting 29, 2013) April

241 - - and and to amend

ard of ard of

in the Company to be placed to be placed Company in the the expiration the of after in period right preemptive of 11,574,074 the quantity with a par each value shares, offering the at 1 ruble, of rubles of 2.16 per price the determined by share the by adopted decision Bo Company’s 15, on October Directors the of 2012, (Minutes October No. 98 of Meeting 17, 2012) agree parties The to the lease the annexes 57 removing by agreement and of equipment items the property updating designations to acts Russian Grids the supervise by implementation of the Kubanenergo of the Construction Program Sites Games Olympic of of Sochi the Development Climate a Mountain as by approved Resort Resolution of the of the Russian Government No. 991 of Federation 2007, using 29, December

NURENERGO NURENERGO (“Lessee”) Kubanenergo

31.10.2011 of 31.10.2011 of Addendum No. 2 to Addendum Lease Property No. Agreement 36/A - 31, 2011 October to Agreement the supervise of construction specified facilities of Program in the of the Construction Games Olympic the Sites and of Development as a Sochi ClimateMountain by approved Resort Resolution of the

4 5 ROSSETI ANNUAL REPORT 2013

FGC FGC Murov, - - 112

Demidov,

V. Ye.

Demidov

Berdnikov V. Remes,

ompany’s voting shares ompany’s Related parties Related organization management the Company of UES, A. parties: Related organization management the Company of UES, party: Related owning more shareholder of the than 20 percent C Russian Federation the by Federal represented member of the Board of the of of Board member the of Company Directors S. the of members of the Board Management A. Company R. members of the of members of the Board Management A. Company

f the f the Board of Directors Board the Company of the (Minutes of No. 116 of Meeting 29, 2013) April of Directors Board the Company of (Minutes o No. 116 of Meeting 29, 2013) April of Meeting General of the Shareholders (Minutes Company the Extraordinary of of Meeting General of May Shareholders

242 - - of price the The Shareholders’ (not in Agreement or to the direct relation acquisition, indirect or possibledisposal,

- Cable – 2013,

– 110 kV in Saint FGC UES and participate UES and participate FGC using the funds the funds contributed using capital authorized of to the the from Russian Grids the funds contributed to the to the contributed the funds of capital authorized the from Russian Grids budget federal to acts Russian Grids the supervise by implementation of the LENENERGO to Renew Program of 6 Lines in 2011 Petersburg budget federal to acts Russian Grids the supervise of by IDGC implementation Caucasus of the Northern Program of Comprehensive to Reduce Above Measures Losses Electricity standard in in Distribution Networks in Caucasus the North the funds 2011 – 2013, using to the contributed of capital authorized the from Russian Grids budget federal agree to exercise parties The UES shareholders’ FGC represented shares by rights in UES in FGC in managing terms with the accordance

LENENERGO of IDGC Northern Caucasus Agency Federal Property State for of Management the Russian Federation

- am of am – 110 kV in Government of the Government Russian Federation No. 991 of 29, 2007 December to Agreement the supervise of implementation to the Program Cable Lines Renew of 6 to Agreement the supervise of implementation the Comprehensive Progr to Measures Above Reduce Electricity standard in Losses Distribution in the Networks in Caucasus North 2011 – 2013 the for Agreement for Procedure and Controlling Shares in Voting UES FGC (“Shareholders’ Saint Petersburg in Saint Petersburg 2011 – 2013

6 7 8 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

FGC FGC - - 113

Demidov,

Berdnikov

N. Agency for State Property for Property State Agency Management party: Related organization management the Company of UES parties: Related organization management the Company of UES, of the of members of the Board Management A. Company R.

ompany ompany 8, 2013) of Directors Board the C of the (Minutes of No. 120 of Meeting 28, 2013) May of Directors Board the Company of the (Minutes of No. 121 of Meeting June 4, 2013)

e operty operty Stock -

243 disposal of the pr of the disposal is the Company) by by as determined equal, Directors of the Board in the Company of with Article accordance the Federal 77 of Law Joint“On to the Companies,” value (market price in money appraised in FGC shares of terms) th represent UES that the by covered rights Shareholders’ the between Agreement parties is fee service The 1,899,996 rubles, of VAT inclusive (18%) price: Transaction 2,544,000,001.50 rubles

Contractor to Contractor agrees istered ordinary sharesistered in and conditions of the of conditions the and Agreement Shareholders’ The the Customer and provide to pay in a timely agrees services in for manner to the to access relation Reporting Operational system Portal information transfers to the The Issuer the Acquirer, of ownership accepts the Acquirer and 98,072,475 for pays and uncertificated additional reg Caucasus on Northern of IDGC of Northern Caucasus IDGC of rubles price 25,94 the at the determined by share per of of Directors IDGC Board

IT Energy Service Service Energy IT (“Contractor”) of IDGC Northern Caucasus (“Issuer”)

IDGC of IDGC

Agreement”) for Agreement in relation services to the to access Operational Portal Reporting system information the for Agreement byacquisition its exercising Russian Grids Russian Grids additional additional uncertificated ordinary registered in shares Caucasus Northern of process in the Russian Grids’s

9 10 ROSSETI ANNUAL REPORT 2013

FGC - 114

Demidov,

V. Berdnikov, Berdnikov, Kudryavy, Kudryavy, Tatsiy, Tatsiy,

Berdnikov Borodin, N. V. V.

N. A. Related parties: Related organization management the Company of UES, parties: Related of the of Board members the of Company Directors V. R. V. P. the of members of the Board Management Company members of the of members of the Board Management A. Company R.

es of the of the es Board of Directors Board the Company of the (Minutes of No. 121 of Meeting June 4, 2013) of Directors Board the Company of (Minut No. 127 of Meeting June 26, 2013)

244 bles Transaction price: at Transaction most 94,720,454.74 ru notamount: in Loan of 2 ,600,000,000 excess rubles. of loan, the use the For pays the Borrower per of 9 percent interest to the annum Lender. is by payable Interest on a the Borrower for basis the quarterly

’s exercising ’s exercising

e of 25.94 rubles per of 25.94 per e rubles its preemptive right in right its preemptive February 6, 2013, (Minutes February to No. 124) the Meeting of process in the of placed be Russian Grids thereto relation transfers to the The Issuer the Acquirer, of ownership accepts the Acquirer and for most at pays and 3,651,521 additional registered uncertificated in shares of ordinary IDGC Caucasus at the Northern pric the determined by share of of Directors IDGC Board Caucasus on Northern of 6, 2013, (Minutes February to No. 124) the Meeting of after the placed be expiration the preemptive of period right to the transfers The Lender the of Borrower ownership of funds in the amount and2,600,000,000 rubles, to agrees the Borrower the same to amount repay plus interest the Lender, to the Lender payable

IDGC of IDGC Northern Caucasus (“Issuer”) Tyumenenergo (“Borrower”)

preemptive right in right preemptive thereto relation the for Agreement by acquisition of Russian Grids additional uncertificated ordinary registered of in shares IDGC Caucasus Northern after to be placed the expiration of the preemptiv period right agreement Loan

Not completed in theNot completedreporting in period

11 12 3 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

115

of the Board of the of of Board Murov Budargin, Kravchenko, Kravchenko, Kudryavy, Kudryavy, Boos, Tatsiy, Tatsiy, Fedorov Berdnikov, Berdnikov, Berdnikov, Khvalin Khvalin Borodin,

mbers of the Board of of the mbers Board V. M. V. V. M. V. Ye. N. N. V. V. A.

I. parties: Related me the of Company Directors V. I. parties: Related member and Director Directors Company of the General O. of the of Board members the of Company Directors G. V. V. D. P. the of members of the Board Management Company R. the of members of the Board Management Company R. A.

Board of Directors Board the Company of the (Minutes of No. 127 of Meeting June 26, 2013) of Directors Board the Companyof the(Minutes of No. 128 Meeting of June 27, 2013)

in the in the

plus the actual

245 actual number of number days actual the loan using of price: transaction Total 778,141,756.87 rubles of price the The is equal to Agreement payable to the the fee Management the for Organization June from 1, period 2013, to and including June is 14, 2013, which 1,540,000 rubles, of VAT inclusive (18%), by expenses incurred the Management Organization of 93,803,106 amount of inclusive rubles, (18%) VAT . the The The luding June luding The actual actual . The

rs of thers of sole 93,803,106 rubles, 0.4916 ruble, and and 0.4916 ruble, The parties agree upon the parties The the by expenses incurred Organization Management of the period exercising for the powe from July body executive 10, 2012, to and including June 14, 2013 the by expenses incurred Organization Management are The Seller transfers to the transfers Seller The the Acquirer, of ownership accepts the Acquirer and 1,325,424,884 for pays and ordinary shares in registered with a par value TDC, each of 158,213,911 registered in TDC, shares preference with a par value of each 0.4916 ruble agree that parties The payable to the fee Organization Management June the period from 1, for 2013, to and inc 14, 2013, is 1,540,000 of VAT, inclusive rubles, in is accordance paid and set forth procedure with the Agreement Transfer in the of VAT. inclusive

)

“Management “Management Tyumenenergo Tyumenenergo (“Seller”) UES FGC ( Organization”

of JSC Transaction in Transaction with the connection by acquisition of Russian Grids in TDC shares to Agreement Settle the Under Obligations the for Agreement the of Transfer Powers Interregional Distribution Grid Companies Sole Holding’s Body Executive July No. 1007 of 10, 2012

13 14 ROSSETI ANNUAL REPORT 2013

FGC - 116

Demidov,

of the of V.

Murov, Budargin, Budargin,

M. M. Ye. Related parties: Related the of of Board member and Director Directors Company of the General O. the of Board members all the and Directors of of the Board Management who are Company beneficiaries transaction time the at parties Related the agenda of approving of of Meeting the General Shareholders: the of of Board member and Director Directors Company of the General O. the of members of the Board Management A. Company UES no was forrationale there A. organization management the Company of On the date of the of General date On the of Shareholders, Meeting July

General Meeting of Meeting General of the Shareholders (Minutes Company nual the An of of Meeting General of July Shareholders 1, 2013) of Meeting General of the Shareholders (Minutes Company the Annual of of Meeting General of Shareholders 1, 2013)

246 The price of price the The to the is equal Contract premium of insurance 3,334,082.84 rubles of the price Total (associated transaction most at transactions): 9,217,579,493.76 rubles n

rees, if the rees,

accepts

actual expenses are paid paid expenses are by actual to the the Company Organizatio Management days business (5) within five date the of execution after the Agreement of within agrees, The Insurant in the specified the period the to pay Contract, and contribution insurance terms with the and comply Contract, ofconditions the ag the and Insurer the Contract transfers to the The Issuer the Acquirer, of ownership the Acquirer and for most at pays and additional 75,665,568) registered uncertificated in shares ordinary of a price at Kubanenergo 82 kopecks and 121 rubles determined by as share per the by adopted the decision of of Directors Board 8, on February Kubanenergo the 201 3, (Minutes of No. 151/2013 ofMeeting 11, 2013) February insured event occurs, to pay occurs, to event insured pay indemnity upon insurance of conditions and the terms

SOGAZ SOGAZ INSURANCE (“Insurer”) Kubanenergo (“Issuer”)

ility insuranceility Liab for contract and directors officers Transaction (associated in transactions) with the connection by acquisition of Russian Grids ordinary additional in shares Kubanenergo

15 16 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

117 Demidov Demidov

V. V.

Murov Berdnikov, Berdnikov, Khvalin Ye. N. V. being deemed to be deemed to be related being parties party: Related the of member of the Board Management A. Company parties: Related the of members rd of the Boa Management Company R. I. party: Related the of member of the Board Management A. Company party: Related the of of Board member the of Company Directors A.

General Meeting of Meeting General of the Shareholders (Minutes Company the Annual of of Meeting General of July Shareholders 1, 2013) of Meeting General of the Shareholders (Minutes Company the Annual of of Meeting General of July Shareholders 1, 2013) of Director Board the Company of the (Minutes of No. 130 of Meeting 5, 2013) July of Directors Board the Company of the (Minutes of No. 141 of Meeting 16, 2013) December

247 Total transaction price: transaction Total 4,275,548,093 rubles price: transaction Total 4,880,309,566.92 rubles up toamount: Loan 125,000,000 rubles. of loan, the use the For pays the Borrower per of 9 percent interest to the annum Lender. is by payable Interest the at the Borrower loan repayment time of of price the The in services Contractor’s 2014 is 23,681,172.36 of inclusive rubles, price the (18%); VAT the Customer’s of in 2014 is services -

ruble per share per ruble The Issuer transfers to the The Issuer the Acquirer, of ownership accepts the Acquirer and 4,275,548,093 for pays and uncertificated additional ordinary shares in registered at price of a Chechenenergo 1 to the transfers Seller The the Acquirer, of ownership accepts the Acquirer and 30,926,801 for pays and in shares ordinary with ergo, each a Kubanen of rubles value 100 par to the transfers The Lender the of Borrower ownership to of up funds in the amount the and 125,000,000 rubles, to repay agrees Borrower to the amount the same plus interest Lender, to the Lender payable the Customer engages The the and Contractor, to agrees, Contractor technical exercise electric of supervision grid of North of facilities IDGC Customer West, and the -

”)

Customer

Chechenenergo (“Issuer”) Tyumenenergo (“Seller”) Chechenenergo (“Borrower”) of North IDGC West (“ -

ordinary ordinary

Transaction in Transaction with the connection by acquisition of Russian Grids additional in shares Chechenenergo in Transaction with the connection by acquisition of Russian Grids in shares ordinary Kubanenergo agreement Loan fee for Agreement technical based supervision services

Not completed in theNot completedreporting in period

17 18 19 20 4 ROSSETI ANNUAL REPORT 2013

118

Remes

Related party: Related the of of Board member the of Company Directors S.

Board of Directors Board the Company of the (Minutes of No. 141 of Meeting 16, 2013) December

248 1,451,696.40 rubles, 1,451,696.40 rubles, of VAT inclusive (18%) of price the The in services Contractor’s 2014 is 22,227,378.84 of inclusive rubles, price the (18%); VAT the Customer’s of in 2014 is services 1,954,080 rubles, VAT incl usive of (18%) r the

ices at

rs, office appliances appliances rs, office e technical technical e agrees to accept and pay to and pay for accept agrees such services. order to create the In fo conditions necessary Contractor’s of the work directly engaged personnel the services at in providing facilities, the the Customer’s the Customer provides basis paid on a Contractor term the the of throughout with workplaces Agreement having furniture, (premises) compute equipment, and facilities, communications fixed and communications office and services, Internet the supplies (hereinafter, services”) “Customer’s the Customer engages The the and Contractor, to agrees, Contractor exercis facilities, the the Customer’s supervision of electric electric of supervision grid of Urals, of facilities IDGC agrees the Customer to and for such and pay accept services. order to create the In for conditions the necessary Contractor’s of the work directly engaged personnel the serv in providing

IDGC of Urals of Urals IDGC (“Customer”) -

Agreement fee for Agreement technical based supervision services

21 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

119 Berdnikov

N. y R. Related party: Related the of member of the Board Management Compan

Board of Directors Board the Company of the (Minutes of No. 141 of Meeting 16, 2013) December sive of sive of

249 The price of price the The in services Contractor’s 2014 is 19,254,552.72 inclu rubles, price the (18%); VAT the Customer’s of in 2014 is services 928,057.68 rubles, of VAT inclusive (18%) e,

tions and ditions for the

Customer provides the the Customer provides basis paid on a Contractor term the the of throughout with workplaces Agreement having furniture, (premises) appliances office computers, equipment, and facilities, communications fixed communica office and services, Internet the supplies (hereinafter, services”) “Customer’s the Customer engages The the and Contractor, to agrees, Contractor technical exercise electric of supervision grid of of facilities IDGC the Customer and Siberia, to and pay for accept agrees such services. order to create the In necessary con facilities, communications work of the Contractor’s Contractor’s of the work directly engaged personnel the services at in providing facilities, the the Customer’s the Customer provides basis paid on a Contractor term the the of throughout with workplaces Agreement having furnitur (premises) appliances office computers, equipment, and

IDGC of Siberia of Siberia IDGC (“Customer”) -

Agreement fee for Agreement technical based supervision services

22 ROSSETI ANNUAL REPORT 2013

120 Dyomin

Remes

Related party: Related the of of Board member the of Company Directors S. party: Related the of member of the Board Management A. Company

Board of Directors Board the Company of the (Minutes of N o. 141 of Meeting 16, 2013) December of Directors Board the Company of the (Minutes of No. 141 of Meeting

250 The price of price the The in services Contractor’s 2014 is 27,167,366.40 of inclusive rubles, price the (18%); VAT the Customer’s of in 2014 is services 1,281,480 rubles, of VAT inclusive (18%) of price the The in services Contractor’s 2014 is 21,186,342.72 of inclusive rubles,

aid basisaid services”)

Customer agrees Customer agrees to In order to create the In for conditions the necessary Contractor’s of the work directly engaged personnel the services at in providing facilities, the the Customer’s the Customer provides p on a Contractor term the the of throughout with workplaces Agreement having furniture, (premises) appliances office computers, equipment, and facilities, communications fixed and communications office and services, Internet the supplies (hereinafter, fixed communications and fixed and communications office and services, Internet the supplies (hereinafter, services”) “Customer’s the Customer engages The the and Contractor, to agrees, Contractor technical exercise electric of supervision grid of Volga, of facilities IDGC the and for such and pay accept services. “Customer’s the Customer engages The the and Contractor, to agrees, Contractor technical exercise

IDGC of Volga of Volga IDGC (“Customer”) Tyumenenergo (“Customer”) - -

Agreement fee for Agreement technical based supervision services fee for Agreement technical based supervision services

23 24 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

121 Dyomin

A. party: Related Related the of member of the Board Management A. Company

December 16, 2013) December of Directors Board the Company of the (Minutes of No. 141 of Meeting 16, 2013) December ); the price ); the or’s services in services or’s

251 VAT (18% VAT the Customer’s of in 2014 is services 1,171,626.72 rubles, of VAT inclusive (18%) of price the The Contract 2014 is 2,804,325.24 of inclusive rubles, price the (18%); VAT the Customer’s of in 2014 is services 118,575.84 rubles, of VAT inclusive (18%)

fice appliances fice appliances such services.

In order to create the In for conditions the necessary Contractor’s of the work directly engaged personnel the services at in providing facilities, the the Customer’s the Customer provides basis paid on a Contractor term the the of throughout with workplaces Agreement having furniture, (premises) of computers, equipment, and facilities, communications fixed and communications office and services, Internet the supplies (hereinafter, supervision of electric electric of supervision grid Tyumenenergo, of facilities agrees the Customer to and for such and pay accept services. services”) “Customer’s the Customer engages The the and Contractor, to agrees, Contractor technical exercise electric of supervision grid the TDC, and of facilities to accept Customer agrees for pay and order to create the In for conditions the necessary Contractor’s of the work directly engaged personnel

TDC (“Customer”) -

Agreement fee for Agreement technical based supervision services

25 ROSSETI ANNUAL REPORT 2013

122

Budargin M. Related parties: Related the of of Board member and Director Directors Company of the General O.

e Company Company e Board of Directors Board th of the (Minutes of No. 141 of Meeting 16, 2013) December

252 The price of price the The in services Contractor’s 2014 is 32,847,937.80 of inclusive rubles, price the (18%); VAT the Customer’s of in 2014 is services 1,801,368.36 rubles, of VAT inclusive (18%) id

r provides the the r provides

In order to create the In for conditions the necessary Contractor’s of the work directly engaged personnel the services at in providing facilities, the the Customer’s Custome basis paid on a Contractor term the the of throughout with workplaces Agreement having furniture, (premises) in providing the services the services at in providing facilities, the the Customer’s the Customer provides basis paid on a Contractor term the the of throughout with workplaces Agreement having furniture, (premises) appliances office computers, equipment, and facilities, communications fixed and communications office and services, Internet the supplies (hereinafter, services”) “Customer’s the Customer engages The the and Contractor, to agrees, Contractor technical exercise electric of supervision gr MOESK, and of facilities to agrees the Customer for such and pay accept services. appliances office computers,

MOESK (“Customer”) -

Agreement fee for Agreement technical based supervision services

26 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

of Boos

123

Murov, G. Budargin, Kravchenko, Shmatko, I. M. M. Ye. Ferlenghi, Ferlenghi,

Related parties: Related the of Board member and Director Directors Company, of the General O. of the of Board members the of Company Directors S. V. E. A.

Board of Directors Board the Company of the (Minutes of No. 142 of Meeting 30, 2013) December 0,000

253 The price of price the The in services Contractor’s 2014 is 180,54 of inclusive rubles, price the (18%); VAT the Customer’s of in 2014 is services 9,575,532.12 rubles, of VAT inclusive (18%)

ate the the ate es (hereinafter, the the (hereinafter, es ises) having ises) having furniture, Customer engages the Customer engages and equipment, equipment, and facilities, communications fixed and communications office and services, Internet suppli services”) “Customer’s The the and Contractor, to agrees, Contractor technical exercise electric of supervision grid to the related facilities electricity Customer’s the and transmission grids, to accept Customer agrees such for services. pay and order to cre In for conditions the necessary Contractor’s of the work directly engaged personnel the services at in providing facilities, the the Customer’s the Customer provides basis paid on a Contractor term the the of throughout with workplaces Agreement (prem appliances office computers, equipment, and facilities, communications fixed and communications office and services, Internet the supplies (hereinafter,

FGC UES FGC (“Customer”) -

5 Agreement fee for Agreement technical based supervision services

Not completed in theNot completedreporting in period

27 5 ROSSETI ANNUAL REPORT 2013

Boos

124

f the f the of Board Murov, G. Budargin, Kravchenko, Shmatko, I. M. M. Ye. Ferlenghi, Ferlenghi,

Related parties: Related o member and Director Directors Company of the General O. of the of Board members the of Company Directors S. V. E. A.

Board of Directors Board the Company of the (Minutes of No. 142 of Meeting 30, 2013) December

ion services ion services

254 The fixed rent includes includes fixed rent The the leased for p ayment premises nonresidential and spaces parking and is 21,803,317.19 rubles of month, inclusive per (18%). VAT rent variable The for payment includes movable of the the use utility property, and electricity, services leased of the cleaning property, telecommunications maintenance services, systems and utility of systems, firefighting and guard security services, control access of the leased lighting and (facade property lighting, street including site consumables), improvements, transportat taxi share (including other general services), services and work running (including repairs and repairs),

s to ith a totalith a

nonresidential premises nonresidential premises nonresidential w spaces parking in the spaces 80 parking “Customer’s services”) “Customer’s agree The Landlord following the provide property real and movable temporary the Tenant’s for under a possession and use acceptance and delivery valuable for certificate consideration: - of with a total area meters; 15,391.57 square - of 36.93 with a total area used meters jointly square located the parties and in by of the A Block publicmultifunctional ul. Moscow, at: center 4 Belovezhskaya, the (hereinafter, public “multifunctional center”); - of square 2,973.16 area 1 in the meters Level lot in of A Block parking public the multifunctional center; - lot outdoor visitor parking public the multifunctional of center;

FGC UES FGC (“Landlord”)

6 Property lease Property agreement

Not completed in 2013Notcompleted in

28 6 MAJOR RUSSIAN GRIDS IN OUR BUSINESS OUR CAPITAL MANAGEMENT REPORT WITH CORPORATE OUR SUSTAINED SHAREHOLDERS’ APPENDICES INDICATORS ENERGY INDUSTRY INVESTMENT FINANCIAL OVERVIEW GOVERNANCE DEVELOPMENT INFORMATION

Boos

125

Murov, G.

Budargin, Kravchenko, Shmatko, Ye. I.

M. M. Ferlenghi, Ferlenghi,

Related parties: Related the of of Board member and Director Directors Company of the General O. of the of Board members the of Company Directors S. V. E. A.

Board of Directors Board the Company of the (Minutes of No. 142 of Meeting 30, 2013) December

255 requested by the Tenant by requested of price the The provided services under the Contractor one for the agreement is period billing plus 40,166,667 rubles, of (18%) VAT 7,230,000.06 rubles. is the period billing The month of the calendar provided services

r agrees to r agrees movable propertymovable

- Contracto The Customer with the provide in relation to services the operation organizing of the to developing and owned facilities grid electric the and the Customer, by to accept Customer agrees such for services pay and

FGC UES FGC (“Customer”)

7 Services Services agreement

Not completed in 2013Notcompleted in

29 7 ROSSETI ANNUAL REPORT 2013

9.6. Information on Significant Capital Investment Projects 9.6. Information on Significant Capital Investment Projects

Large and Top-Priority Facilities Commissioned in 2013

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

IDGC of Siberia: 40.00 0.00 107,224.30

OL 110 kV from Zabaykalsk to Priargunsky Industrial Mining and Chemical Union CHPP 40.00 0.00 107,224.30 (Krasnokamensk CHPP) (YuKh) (construction)

TDC: 0.00 50.00 97,225.00

SS 110/10 kV Solnechnaya (rehabilitation) 0.00 50.00 97,225.00 256 Tyumenenergo: 30.04 160.00 2,394,486.92

Outdoor Switchgear 110 kV of SS Vostok to capacity delivery system 110-13 with branch lines of OL 110 11.59 0.00 671,539.90 kV (expansion)

PL 110 kV from Tymen CHPP-2 to Ozhogino 1, 2 8.40 0.00 539,302.01

SS 110/10 kV Kamyshinskaya with double-circuit 6.24 80.00 607,564.38 CL 110 kV, Tyumen

SS 110 kV Bereznyaki with main OL 110 kV 3.81 80.00 576,080.62

IDGC of Urals: 13.71 225.00 2,138,334.44

SS 110/10 kV Zaostrovka with branch lines of 13.63 50.00 1,554,455.40 OL/CL 110 kV

SS 110/10 kV Rassokha 0.08 32.00 229,328.97

SS 110/10 Ferrosplav (rehabilitation) 0.00 143.00 354,550.08

ENCE: 0.59 80.00 552,976.61

SS 110 kV Sportivnaya (construction) 0.59 80.00 552,976.61

IDGC of Volga: 74.36 133.56 990,764.51

OL 110 kV from Rostoshi to Aeroport 22.63 0.00 130,640.77

126

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

SS 110/35/10 kV Tsvetochnaya (construction) 0.73 1.26 126,753.06

OL 110 kV from Kuvandyk to Dubenskaya 21.10 0.00 135,158.65 (rehabilitation)

SS 110/35/6 kV KS15 (rehabilitation) 0.00 6.30 180,375.06

OL 110 kV from Mokshan to Novaya to B. 29.90 0.00 190,528.21 Demyanovsk (rehabilitation)

SS 110 kV Krasnoglinskaya (rehabilitation with replacement of power transformers 1 x 31.6 and 1 x 40 by 2 x 63 MVA, rehabilitation of Outdoor 0.00 126.00 227,308.76 Switchgear 110 kV and 35 kV and Indoor Switchgear 6 kV) 257 IDGC of North-West: 5.69 6.30 277,759.42

External electricity supply to Kizhi Necklace (rehabilitation). CL 10 kV from SS 35/10 kV Zharnikovo to Distribution Substation 10 kV on Bolshoy Klimenetsky Island; CL 10 kV from 4.69 0.00 108,100.39 Distribution Substation 10 kV on Bolshoy Klimenetsky Island to Kizhi Island (connection of Kizhi Museum to electric grid facilities of IDGC of North-West) (construction)

SS 110/10 kV Logmozero, Prionezhsky District, 0.00 50.00 170,698.76 Republic of Karelia (Phase 2) (construction)

OL 110 kV from SS 110/10 kV Sokolovka to SS 110/10 kV Pazhga (construction) with expansion of 1.01 6.30 169,659.03 SS 110/10 kV Sokolovka and SS 110/10 kV Pazhga (South Electricity Networks)

IDGC of South: 164.33 160.00 1,915,350.88

SS 110/10 kV Pump Station-2 with main lines 110 kV (construction) with rehabilitation of adjacent 55.95 80.00 580,062.18 network 110 kV

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ROSSETI ANNUAL REPORT 2013

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

SS 110/10 kV Pump Station-3 with main lines 110 kV (construction) with rehabilitation of adjacent 108.38 80.00 1,335,288.70 network 110 kV

Kubanenergo: 94.08 80.00 2,798,833.06

OL 110 kV from Dzhubga TPP to SS Dzhubga, from Dzhubga TPP to SS Arkhipo-Osipovka, from SS 54.64 0.00 1,056,339.42 Dzhubga to SS Arkhipo-Osipovka with rehabilitation of substations (design and survey, construction)

OL 110 kV for delivery of capacity from Dzhubga TPP to SS Lermontovo with rehabilitation of 18.40 0.00 718,877.68 substations (design and survey, construction, rehabilitation)

258 SS 110/10/6 kV Tuapse-Terminal with two transformers 2 x 40 MVA, Outdoor Switchgear 110 kV, Indoor Switchgear with 4 busbar units (2 x 10 0.96 80.00 507,397.69 kV, 2 x 6 kV), with double-circuit branch line from OL 110 kV from Shepsi to Tuapse-Tyagovaya 1 (2) (construction)

Network 110 kV adjacent to SS 220 kV Buzhora– Anapskaya Station (Phase 1 and Phase 2) 10.35 0.00 212,585.33 (rehabilitation)

OL 110 kV for delivery of capacity from Sochi TPP to SS Sochi, from SS Sochi to SS Pasechnaya, from 9.72 0.00 303,632.94 SS Pasechnaya to SS Dagomys (design and survey, rehabilitation) (Phase 1)

IDGC of Northern Caucasus: 0.00 120.00 522,843.64

OL 110 kV from SS Yuzhnaya to SS HPP-4 for 52.54 0.00 228,537.46 Pump Station-5 (CPC) (over 750) (construction)

SS 110/10 kV Pump Station-5 (CPC) (over 750) 0.00 80.00 306,640.70 (construction)

SS 110 kV Yuzhnaya (replacement of transformers 0.00 40.00 216,202.94 T-1 and T-2 with 2 x 16 MVA increased to 2 x 40 128

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

MVA) (rehabilitation)

IDGC of Center and Volga Region: 31.66 105.00 1,167,805.00

SS 110 kV Semyazino (new construction with 0.05 80.00 496,094.00 installation of 2 transformers 2 x 40 MVA)

OL 110 (35) kV from Melenki to Fursovo, 23 23.00 0.00 108,278.00 kilometers (new construction)

OL 110 kV from Vorsino to Rusinovo with branch lines to SS Denisovo and SS 110 kV Vorsino and SS 8.61 0.00 230,852.00 110 kV Vega (construction)

SS 110/10 kV Pazely with OL 110 kV, Izhevsk 0.00 25.00 332,581.00

IDGC of Centre: 43.38 160.00 776,471.33 259 SS 110 kV Nezhegol for electricity supply to Premix Plant 1 (35,000 tpy lysine production facility) 0.00 80.00 317,763.47 (Network Connection Contract No. 40503359 of July 2, 2013, with Premix Plant 1) (construction)

OL 110 kV from Sitovka to CHPP-2 (conversional) (Network Connection Contract No. 40263027 of 43.38 0.00 231,382.96 September 19, 2011, with LGEK)

SS 110/10/10 kV Novoselki with transformers 2 x 40 MVA (Network Connection Contract No. 0.00 80.00 227,324.91 40324343/TP-11/Yar of June 22, 2011, with VimpelCom) (construction)

LENENERGO: 0.00 100.00 447,067.80

SS 110 kV Poklonnaya Gora 0.00 50.00 223,548.02

Unit-Type Modular Substation 110/10 near SS 220 0.00 50.00 223,519.77 kV No. 20 (installation)

MOESK: 0.00 626.00 2,629,767.23

SS 110 kV Odintsovo 0.00 126.00 994,771.17

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ROSSETI ANNUAL REPORT 2013

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

SS 220 kV Presnya (rehabilitation) 0.00 500.00 1,634,996.06

FGC UES: 2,523.69 3,293.50 77,301,826.57

OL 500 kV from Balakovo NPP to Kurdyum with 210.66 0.00 3,981,987.82 expansion of SS 500 kV Kurdyum

SS 220 kV Skolkovo with branch lines of CL/OL 220 0.00 126.00 1,978,337.70 kV

SS 220 kV Smirnovo with branch lines of CL/OL 0.00 126.00 2,588,613.83 220 kV from Ochakovo to Novovnukovo

OL 500 kV from Pomary to Udmurtskaya 300.74 0.00 7,007,404.34

OL 500 kV form Zeya HPP to Amurskaya to national border (Phase 1: OL 500 kV from Amurskaya to 363.38 0.00 9,597,961.30 260 Heihe (border with China), Phase 2: OL 500 kV from Зейская HPP to Amurskaya No. 2) (construction)

CL 110 kV and OL 110 kV in Roza Khutor Plateau 7.03 0.00 166,630.62 (design and survey, construction)

SS 10 kV and distribution networks for additional loads of electricity supply to Rosa Khutor Alpine 11.00 28.50 696,711.96 Resort (design and survey, construction)

SS 220 kV Psou (design and survey, rehabilitation) 0.00 0.00 1,172,481.94

SS 220 kV Poselkovaya with PL 220 kV to SS Psou 0.00 330.00 559,272.32 (design and survey, construction)

SS 110 kV Vesyoloye with branch lines of power 4.20 160.00 1,162,736.80 lines (design and survey, rehabilitation, construction)

CL 110 kV and OL 110 kV from SS Psou to SS 13.05 0.00 895,176.83 Izumrudnaya (design and survey, construction)

130

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

CL 110 kV and OL 110 kV in Imeretinsky Valley (from SS Psou to SS Imeretinskaya, from SS 29.48 0.00 2,703,166.46 Imeretinskaya to SS Ice Dome Arena, from SS Ice Dome Arena to SS Vesyoloye, from SS Vesyoloye)

SS 110 kV Izumrudnaya with branch lines of power 0.00 80.00 265,169.13 lines (design and survey, construction)

SS 110 kV Imeretinskaya with branch lines of power 0.00 160.00 737,170.47 lines (design and survey, construction)

SS 110 kV Laura with branch lines of power lines 0.00 0.00 117,226.95 (design and survey, construction)

SS 110 kV Ice Dome Arena with branch lines of 0.00 160.00 734,822.89 power lines (design and survey, construction) 261 SS 110 kV Vremennaya (Rezervnaya) with branch 0.00 40.00 126,981.89 lines of power lines (design and survey, construction)

OL for delivery of capacity from Kudepsta TPP 6.23 0.00 220,131.99 (design and survey, construction)

OL 220 kV for delivery of capacity from Adler 17.00 0.00 653,401.85 (design and survey, construction)

SS 110 kV Sportivnaya with CL 110 kV and 10 kV 0.00 80.00 986,111.47 (design and survey, construction)

CL 10 kV and OL 10 kV from SS 220 kV Poselkovaya to Gornaya Karusel Sports & Tourism Complex (level +540) and from SS 220 kV 6.68 0.00 742,340.93 Poselkovaya to Ski Jumping Hills K-125 and K-95 (design and survey, construction)

CL 10 kV and OL 10 kV from SS 110 kV Laura to Gornaya Karusel Sports & Tourism Complex (design 3.72 0.00 386,716.29 and survey, construction)

OL 500 kV from Gribovo to Dorokhovo with SS 500 81.30 1,502.00 7,550,175.75 kV Dorokhovo with branch lines of OL 220 kV

131

ROSSETI ANNUAL REPORT 2013

Value of Commissioned Commissioned Capacity Capital Assets Company/Project (rubles in kilometers MVA thousands, exclusive of VAT)

OL 500 kV from Boguchany HPP to Ozyornaya 329.97 0.00 6,293,245.85

OL 500 kV from Kurgan to Ishim (project name: “OL 500 kV Kurgan–Ishim (Zarya) with SS 500 kV 289.40 0.00 5,918,289.70 Kurgan Rehabilitation”)

OL 500 kV from Voskhod to Vityaz 342.48 0.00 7,354,518.90

OL 220 kV from Neryungri TPP to Nizhny Kuranakh to Tommot to Mayya with SS 220 Tommot and SS 220 Mayya (project name: “Phase 1: OL 220 kV 434.67 0.00 8,056,210.18 Neryungri TPP–Nizhny Kuranakh 2, Phase 2: OL 220 kV Nizhny Kuranakh–Tommot–Mayya with SS 220 kV Tommot”) (construction)

SS 220 kV Arsenal with OL 220 kV from Arsenal to 72.71 0.00 1,021,776.54 262 Tarko-Sale, circuits I and II SS 500 kV Ishim (Zarya) to be subsequently renamed SS Vityaz (500 kV extension construction) 0.00 501.00 3,627,053.87 (expansion)

132

133 e ate of April 30,

849/r - Notes

Provided for in paragraph 10.5 of Article 10 the Article of 10.5 of in paragraph for Provided Articles of Association. Company’s 10 the Article of 10.4 of in paragraph for Provided Articles of Association. Company’s

Stock Companies”) Stock -

263

Compliance Compliance Compliance Compliance or Noncompliance or Compliance General Meeting of Meeting Shareholders General

Code of Conductof in AnnualJoint Reports longer period is provided for is period for longer provided eld in person is declared closed or, in closed eld person is declared in

Information Concerning Compliance by the Company with the Corporate Code byCompany withGovernance the Corporate Concerningthe 9. 7 . Information Compliance Provision of the Corporate Governance Governance Code of Corporate the Provision in law Shareholders notifiedare Shareholders holding of the general prior shareholdersto the of 30 days least at meeting such issues irrespectiveof of meeting date included unless a on its agenda, are able themselves Shareholders to familiarize in participate entitled to with the persons of the list of starting from shareholders, meeting the general of meeting the general of notice of the date until meeting theof general shareholders h shareholders ofheld shareholders the of case meeting the general receiving for date deadline the before in absentia, Governance Code Governance Information Concerning Compliance by the Company with Corpor

1 2 2003 “On the Recommended Guidelines for the Composition and Submission Form of Information with About Form Corporat the Compliance Submission Composition for and the 2003 “On Recommended Guidelines the (prepared pursuant to Ordinance of the Federal Commission for the Securities Market of the Russian Federation No. of Market the 03 Russian Securities for the Federation Commission pursuant Ordinance of Federal (prepared to the M ITE

9.7. ROSSETI ANNUAL REPORT 2013

134

on Holding Procedureand

h 5.2 of Article h 5.2 of the 5 of s 10.6 and 10.7s 10.6 and of Article10 of

o not contain this provision as the laws of the of o not contain thislaws the provision as Meeting of Shareholders of the Company are in are Company the of Shareholders of Meeting for the General Meeting of Shareholders of the of Company, Meeting Shareholders of General the for However, in However, 2.3accordance with paragraph of Article 2 of the the Regulations for Preparati Provided for in paragrap for Provided Preparation the Holding Procedure and for for Regulations and Company the of Shareholders of Meeting General the 5.1 in 5 ofparagraph of the Article Company’s Corporate Code. Governance in for Provided paragraph Association. Articles of the Company’s Articles Association of Company’s the provisions of The documentationrequirements to describingthe with respect agenda the the of for proposals to shareholders’ applicable General in force. laws with the currently as compliance the of documents internal and Association of Articles The d Company that do such Russianbe Federation not prescribe persons of shareholders. at the present meeting general mandatorily

264

Compliance Partial compliance Partial compliance Partial

mentioned an an be item -

e board of directors, membersthe boardofe directors, stock company specify that the director director that the specify company stock -

stock company are mandatorily present at the present at are mandatorily company stock - rights ballots are able themselves Shareholders to familiarize should that (materials) bewith information in the provided course preparations making of for of electronically, shareholders meeting the general via the Internet including is able that shareholder to propose Any on the included agenda the of meeting general of meeting of thatgeneral or the request shareholders an be without convened providing shareholders suchif shareholder register the from extract rights to shares inshareholder’s registered are the rights to shareholder’s registeredshares are in a is statement account custody a account, custody forthe sufficient the exercise of above of documents association internal of or articles The the joint members ofgeneral, board,management the th of members commission,the audit the and of internal auditor joint of meeting shareholders general shareholder register maintenance system or, if such if system or, maintenance register shareholder

3 4 5

135

ticle 2 of the Regulations Regulations the 2 of ticle

f the Director General of the General of the f the Director

he heads of the Company’s divisions, divisions, Company’s the of he heads e Preparation and Holding Procedure Preparation Holding Procedure e and for Russian Federation do not prescribe that do not prescribe Federation Russian

the presidium of the General Meeting ofMeeting is Shareholders the presidium General of the of the and of Company General Director composed of the of Board Directors. members Ar 2.11 of to Pursuant paragraph the for Preparation Procedureand fortheHolding General the of General ShareholdersCompany, the of Meeting the attended Shareholders of be may by Meeting membersCompany’s Director General, of the Company’s t Management Board, ofCompany’s Audit Commission, the members the Internal the Committees of the Company, of Auditor of members Directors. of Board Company’s the of laws The general the present at mandatorily be nominees such of shareholders. meeting paragraph 11.1 of 27 of accordance with subparagraph In of the Association,11 of Articles Company’s the Article o (appointment) election the and Board Management members the and of Company termination ofearly their powers fall withincompetence the Directors Company. of of the the Board of Article 2.3 of the 2 of accordance with paragraph In th for Regulations Shareholders of is Meeting General the of presidium the of the and of Company General Director composed the General Meeting the General ofof the Company, Shareholders

265 Partial compliance Partial

stock company - addressing the election of election the of addressing Nominees are mandatorily present at the general general the present at mandatorily are Nominees shareholders of meeting of boardmembers the directors, the of director board, and members the management of general, of internal members the commission,theaudit and of the ofauditor the joint approval

ROSSETI ANNUAL REPORT 2013

136

2.11 of Article 2 of the Regulations Regulations the 2 of Article 2.11 of

paragraph 11.1 of Article the11 of nt Board, the heads of the Company’s divisions, divisions, Company’s the of the nt heads Board,

The Board of Board Directors decidedCompany The the of on March 29, 2010, to the approve Risk the Policy of Management Company. for the for Preparation Procedureand fortheHolding General members of the Board of the of Board Directors. members Pursuant to paragraph the of General ShareholdersCompany, the of Meeting the attended Shareholders of be may by Meeting membersCompany’s Director General, of the Company’s Manageme ofCompany’s Audit Commission, the members the Internal the Committees of the Company, of Auditor of members Directors. of Board Company’s Article 7.1 of the in 7 of paragraph for Provided Preparation the Holding Procedure and for for Regulations of Shareholders the Company. Meeting of the General 30 ofSubparagraph Articles of specifies that the Association Company’s the andof budget income expenditure consolidated is reviewed. Company

266

mpliance Compliance Compliance Co Board of Directors stock stock - -

stock company

- stock company has a risk management risk management a has company stock -

Internal documents ofInternal the joint participants in the procedure for registering contain of shareholders meeting the general associationjoint articlesthe of of The of ofboard the authority specify company in to the ofannual approval relation directors the and economicfinancial theof plan joint joint The directors the by approved of board procedure company

7 8 9

137 mpany the or General of the General the of

f Article 12 of the 12 of Article f Chairman ofCompany’sChairman the

centives for Senior Managers of the Company, of Senior Managers centives for

In accordance with subparagraph 27 of paragraph 11.1 of paragraph 11.1 of 27 of accordance with subparagraph In of the Association,11 of Articles Company’s the Article Director the of (appointment) election the and Board Management members the and of Company termination ofearly their powers fall withincompetence the Directors Company. of of the the Board of 12.5 o accordance with paragraph In Articles of Company’s Association, the terms and employment the conditions of including with contract, Director the Company’s of to the powers of the term respect Management Company’s membersthe of and General defined by are Board, the theofauthorized or Directors person by the Board the employment of to Board sign Directors Company’s contract. on also Directorsdecided Company of the of Board The 19, 2009, November Regulationsto the approve for In Financial ManagementCompany’s Additionally, Board. paragraph Nomination the and for Regulations the 2 of Article 2.2 of Committee of Remuneration the of Board Dir that include the Committee’s objectives specifies of determiningand of principles levels criteria developing the membersofof for Board Directors, remuneration Director of General the Management Board, of members co the and management Company, the manager. laying down the system of remuneration for membersthe of for remuneration of system the down laying

267

Compliance Compliance stock stock - -

board of directors of directors board stock company - suspend the powers of the of the powers suspend

The articles of associationjoint articlesthe of of The directors of right specify the board the of company to decision to a adopt appointeddirector general the by meetinggeneral shareholders of associationjoint articlesthe of of The right specify the the of company and to qualifications applicable requirements to set director the remunerationof for levels general, heads managementand the of board, ofmembers main divisions joint of the

10 11

ROSSETI ANNUAL REPORT 2013 rized

138

ade Securities of JSC Securitiesade JSC of Gr -

accordance with paragraph 12.5 of Article with paragraph 12 of 12.5 of the accordance In Articles of Association,and the terms Company’s of the Company’s contract employment ofconditions the of the Chairman defined by are the Board Management the person or autho Directors of Board Company’s to sign the the Company’s Board of Directors by contract. employment The Articles of Association and internal documents of the the of documents internal and Association of Articles The do not contain this provision.Company the of Company Meeting Shareholders of General The on June 28, 2013, moredecided (3) than to elect three Directors. of directorsBoard to the independent with 422Order No. Company the July of accordance of In the the Preparing 19, 2013, “On Procedure for Quarterly of Report of the Issuer Issue Directorsof the of Board members the of Russian Grids,” requestedare Company this to informationprovide on a basis. quarterly

268

mpliance Compliance Compliance Compliance Compliance Nonco forth in the forth stock -

(management company, (management

ho have received administrative received ho have stock company specify that as related to related that as specify company stock - stock company includes at least 3 independent includes least at stock company does not company stock include personsany - - The articles of joint articles association of the The the directors rightof specify board of the company the terms and to approve ofconditions contracts the of members and general director with the board management of documents association internal of or articles The the joint terms the approving and contracts conditions of with the director general membersand board,management the manager) of cast votes the membersby theof board of directors theare who director general membersofand the for into account not are taken board management tallying the votes of the purposes the directors of of board composition of the The joint the set fulfilling requirements directors Code Governance Corporate the of directors of board compositionthe of The joint economic of pronounced been guilty have who crimes or crimes against public interests authorities, authorities, public local of or government w or authorities tax, securities or business, finance, for penalties

12 13 14 15

9 13

rmation control control rmation

Grade Securities of JSC SecuritiesGrade JSC of - or Preparing the Preparing or Quarterly

, “On the , “On Procedure f the Company (paragraph 2, Appendix 5), each member member each (paragraph5), 2, Appendix Company the if to theelected ofBoard Directors of thefor Company the with 422Order No. Company the July of accordance of In 19, 2013 of Report of the Issuer Issue Directorsof the of Board members the of Russian Grids,” requestedare Company this to informationprovide on a basis. quarterly in paragraph for Provided 10.11 of Article the 10 of Articles of Association. Company’s 4.1 of paragraph 4.1.6. of in subparagraph for Provided CorporateCode 4 Governance the Company’s of Article in 8paragraph and the of of Code EthicsCorporate theof Company. accordance with forthe In Regulations Insider Information of shall: Directors Company of of the the Board of - his/her after business days time,first within 30 the insider info notify election/appointment, the of in many ofwriting how and whether department insider financial instruments heldare suchCompany’s by

269 Compliance Compliance Compliance Compliance Partial compliance compliance Partial - stock stock

- - joint

stock company stock company - - stock company on stock company -

ard of directors they serve or serve directorsof they ard its ct of interest to the board of directors of of interest to ct the board

that members of the board of directors are are directors of of board that members the stock company does not company stock include personsany - company market offenses market the of directors of board compositionthe of The joint who are member,a the director (manager), general employee an or management the of body, member a with jointthe competing corporate entity a of association articlesthe of of The theof members the election specify of company cumulative directors by vote of board documents ofInternal the joint specify lead to may or acts that will not to do any obligated joint the them and between interest of conflict a ifcompany stock conflict interestand, of any about to information disclose obligated are arises, the confli documents ofInternal the joint are directors of of board that members the specify directors in boardto writing the of notify obligated into transactionsintention to their enter of joint the of securities involving bo whose and dependent companies are or subsidiaries to disclose their about information obligated

16 17 18 19

ROSSETI ANNUAL REPORT 2013

140

e Company’s insider financial Company’s e paragraph 5.1 of the Article 5 of provided for in the applicable laws in applicable beprovidedthe and for

truments held by such truments held membertheat by the of end

reporting year 2013, the Board of Directors2013, of the of Board reporting the year promptly notify the Company and the authorized the and authorized the notify Company promptly within 30 days after ofend the quarter, reporting

In with accordance In for Holding Procedure and Convening the for Regulations of the of the Board Directors of Company, Meetings in accordance held are of the Directors of Board meetings Action of with the Board Planthe approved for Directors per but at least once 6 when weeks. and necessary, as and reporting quarter and with written proof of the transactions transactions the of proof with written and quarter reporting quarter member reporting such (directly in the by completed otherperson any through or on the acting instructions of in relation to th member) such member; - securitiestrading for agencies responsible governmental where regulation with department control information the insider provide proof the of written number the of Company’s insider ins financial instruments with in the applicable legalaccordance regulations. the In six once meetings every weeks. least held at Company personally responsible therefor; responsible personally -

270 Compliance Compliance -

stock company stock company stock company - -

completed transactions involving such securities such involving transactions completed documents ofInternal the joint holdsat of meetings board directors that the specify six every once weeks least ofjointthe directors of board The forholdswithin meetings which the joint the year prepares least at itsreport stock company annual six every once weeks

20 21

five (25) (25) five - 141 cle 3 of the cle the 3 of current assets - ecided on April on April ecided twenty

rs may in writing request, whether directly directly whether in request, writing may rs Articles 6, 7, and 8 ofRegulations the for rticle 11 of the Company’s Articles of the Association, 11 of Articles Company’s rticle the The Board of Directors of the Company d Company the of Directors of Board The 29, 2009, to theestablish Committee of Strategy the Board Provided for in for Provided andConvening the Holding Procedure of forMeetings the the of of Company. Directors Board paragraph 11.1 of 23 of accordance with subparagraph In A the of Board Directors the of Company of competence into decisions approving to enter tentatively includes involving thetransactions non Company’s to (10)percent ten from constituting ofbook valuethe date the assets the of percent such of of as into such to enter transaction. decision Arti 3.2 of accordance with paragraph In forConvening the Holding Procedure Regulations and for the of Meetings Board of Directors of the and Company 3 ofparagraph Regulations providing the for information to the the of member of Boardany members Directors, the of of Directo Board Secretaryof the through or the Directors of the of Board (or Company of the any that the Director General Company, performing the Company’s of the functions person other the document provide body) sole executive within issues falling on the to decide necessary information Directors. of the of Board the competence

271 Compliance Compliance Compliance Compliance Compliance stock company stock company - stock company stock company stock company - - - stock company’s - executive bodies and price 10 or constituting more

Internal documents ofInternal the joint of meetings theprocedure for the holding contain directors of board documents ofInternal the joint joint the of that any specify with the transactions except assets, the valueof the company’s of percent course of into in ordinary entered the where the by to board is subject business, approval of directors documents ofInternal the joint are directors of of board that members the specify to entitled obtain fromthe joint the of main divisions of heads such to provide that failure and functions liable being held entails information directors has boarda of The established committee planning on strategic or entrusted has its functions audit the for other (except committee to any the information necessary theirto perform forthem necessary information the

22 23 24 25

ROSSETI ANNUAL REPORT 2013

142

h the Nomination and and Nomination h the

executive directors. executive of Directors. of decidedon DirectorsCompany of the of Board The of Audit the Committee establish 25, 2008, to September Directors. of the Board independent and of is composed Audit Committee The non - Chairman the of The Audit Committee independent is an director. the of Remuneration Nomination Chairman and The director. Committee is an independent Provided for in for Provided Articles 9 of8 and the Regulations the for of Board Audit Directors the Committee of the of Company. The of the of Board Directors Company ondecided establis 25, 2008, to September of Committee Directors. of the Board Remuneration

272 Compliance Compliance Compliance Compliance Compliance Compliance Compliance stock -

they do notthey

stock company -

executive directors executive - stock company stock company interactsand - remuneration to committee) define joint stock company

- stock company, that provided -

company’s remuneration remuneration policycompany’s disclose any confidential confidential information disclose any committee or the nomination the or committee remuneration and committee) directors has boarda of The established committee that boardthe committee) provides (audit of the with regarding recommendations directors the of auditor with auditor the and internal commissionaudit the joint of includes committee audit compositionthe of The and non independent only independent an by chaired is committee audit The director documents ofInternal the joint are committee audit members that all the of specify to documents access information any and of granted the joint directors has boarda of The established committee (nomination and fornominees members selecting for of criteria the jointthe directors andof formulate board is committee remuneration nomination and The by independentan director chaired

26 27 28 29 30 31

oard ofoard

143

risks analysis and development of development of and risks analysis

Regulations for the Nomination and Remuneration the Remuneration for Nomination and Regulations nctions of this committee are performed by the Audit theby performed Audit are this nctions of committee Regulations for the Audit Committee of the Board of Board the of Audit the Committee for Regulations Regulations for the Strategy Committee of the Committee of B the for Strategy Regulations Regulations for the Valuation Committee of the Board Valuation the of for Regulations Board the Committee of

- JSC of Grids; Directors Russian The composition of the Nomination and Remuneration Nomination compositionthe and of The of Company. officers the any not Committee include does The Committee. hasRisk the not established Company The fu of Company. the Directors of Board Committee of the the for Strategy with Regultaions the accordance In of Company the Directors of Board Committee of the strategic to the Board Directorsrecommendations of the of forrisks shall fallminimization such of Company within of thecompetence the the Committee of Board Directors. not established has Company the of Directors of Board The Conflict Resolutionthe Corp orate Committee. to decided approve Company the of Directors of Board The Regulations: the following JSC of Grids; Directors Russian - - of Grids; JSC Directors of Board Russian Committee of the -

273

Compliance Noncompliance Partial compliance Partial

stock company - directors hasa established committee The composition ofThe nomination the and not include does committee any remuneration of joint the officers board of The other any to functions its entrusted has on risks or forthe (except or committee committee audit the committee) remuneration nomination and directors has boarda of The established committee resolution conflict has on corporate or committee its functionsentrusted other to any committee nomination the or committee audit the for (except committee) remuneration and

32 33 34

ROSSETI ANNUAL REPORT 2013 prove

144

the Investment, Technical Policy, Technical the Policy, Investment, Regulations for for Regulations Regulations for the Audit Committee of the Board of Board the of Audit the Committee for Regulations Regulations for the Society, Customer, Society, the Government and for Regulations

- Directors of JSC of Grids; Directors Russian - Committee Efficiency, and Innovation Energy Reliability, Directors of of JSCRussian the Board Grids; of - Board the Committee of Policy Relations and Information of Grids. JSC Di rectors of Russian not established has Company the of Directors of Board The Conflict Resolutionthe Corporate Committee. not established has Company the of Directors of Board The Conflict Resolutionthe Corporate Committee. to decided ap Company the of Directors of Board The Regulations: the following JSC of Grids; Directors Russian Ethics of the Company set forth the main tasks for mainthe forth set tasks for Company the of Ethics conflicts. of corporate settlement Corporate of Code the and Code Governance Corporate The

274 Compliance Compliance Noncompliance Noncompliance any officers any

stock company has stock company the internal stock company - - of the joint of The composition of the corporate conflict the corporate composition The of not include does committee resolution is conflict committee resolution corporate The by independentan director chaired joint The by approved documents directorsboard the of that committees of for the forming procedure specify their performing directors and of board the

35 36 37

; n

145 ;

of the Board the Board of Russian Grids Russian tion specify thetion specify

. Russian Grids

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ROSSETI ANNUAL REPORT 2013

ticles ofticles

146 loans, for except major Management Board. Management

ssociation, any decisions adopted decisions adopted any ssociation, tentatively approving tentatively decisions on

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ROSSETI ANNUAL REPORT 2013

148 Grade Securities of JSC SecuritiesGrade JSC of SecuritiesGrade JSC of - - vide thisvide information on a

, “On the the Preparing , “On Procedure for Quarterly forts to prevent any situations tothe Management any prevent forts where ompany are requestedare thisompany to informationprovide on a The Articles of Association and internal documents do not documents Associationof internal do not and Articles The this provision.contain In with 422Order No. Company the July of accordance of In the the Preparing 19, 2013, “On Procedure for Quarterly of Report of the Issuer Issue Directorsof the of Board members the of Russian Grids,” C basis. quarterly with 422Order No. Company the July of accordance of In 19, 2013 of Report of the Issuer Issue Directorsof the of Board members the of Russian Grids,” pro to requested are Company basis. quarterly However, the Company’s Code of Corporate Ethics Company’s of Corporate the Code However, shall use its best provision that the Company the contains ef with into conflict come interests the may Organization’s

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45 46 47 48

ROSSETI ANNUAL REPORT 2013

150 ard of of Directors. ard stock company’s bodies stock company’s and - day activities of the Board of Board the of activities day - to paragraph 4.1 of the Article 4 of - te Governance and Shareholder Relations.te Shareholder and Governance ors is provided by of the of the Secretary Board ors is by provided Compliance by the joint by Compliance In with accordance In for Holding Procedure and Convening the for Regulations of the of the Board Directors Company, of Meetings technical (information, protocol, document, secretary) day the support for Direct of the in accordance Directors acting Company with the Regulations, these Company, the of Association of Articles internal documents Company other the and of on the and Bo of the Chairman instructions of the the procedural requirements with the guaranteeing officers interests of statutory and rights of protection and exercise is the by ensured company’s shareholders the Department Corpora for in paragraphs for Provided 4.3 of 4.2 and theArticle 4 of for Holding Procedure and Convening the for Regulations the of Company. of of Board Directors the Meetings

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51 52 53 54

ROSSETI ANNUAL REPORT 2013 rth

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The Articles of Association and internal documents of the the of documents internal and Association of Articles The do not contain this provision.Company requirements fo with the set in accordance Implemented Joint “On Law Federal in the Implemented in with theImplemented accordance requirements forthset L Federal in the The Articles of Association ArticlesdoCompany of the The of not contain this provision. Association ArticlesdoCompany of the The of not contain this provision.

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any acts impairing the situation of shareholders situation the impairing as acts shareholders of any with existing situationthe compared (specifically, decision directors mustof board the not any adopt the before expiration th of shares to issue acquiring any shares, additional issue or into shares, securities convertible any issue securities any thegranting right to sharesacquire in besuch if adopted even may decision company the artiwith the in accordance associationjoint articlesthe of of The that appraiser specify anis independent company to the engaged current mandatorily appraise in their potential changes and shares of value due value to company acquisition market associationjoint articlesthe of of The do not specify that company is any acquirer not to sell their propose that shareholders obligated shares ordinary in the company (issue acquisition company of documents association internal of or articles The the joint is appraiser independent in event the conversion share ratio of the determine reorganization securities convertible convertible intosecurities

55 56 57

153

paragraph 4.2 ofArticle 4 the of the Preparation and Holding Procedure for Procedure Holding and Preparation the

the General Meeting of Shareholders the Company. Meeting of the General The Board of Directors of the Company decided on decidedon DirectorsCompany of the of Board The Regulations 19, 2009, tothe for November approve of Policy the Company. Information is disclosedwith the in accordance Information Federation Russian the of laws in the forth set requirements the Policy of for Information Regulations the and Company. in paragraph for Provided 5.3 ofArticle 5 the of for Regulations in for Provided Company. of the for Policy Regulations Information is disclosedwith the in accordance Information Federation Russian the of laws in the forth set requirements the Policy of for Information Regulations the and Company.

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58 59 60 61 62

ROSSETI ANNUAL REPORT 2013

154

ement Board of the Company, members ement of the Company, Board of the

Additionally, in with theAdditionally, accordance Regulations the for Manag should with the Company Management Board provide the securitiesconcerning information Company’s that they completed on the shouldinformation hold disclose and such involving securities. transactions is disclosedwith the in accordance Information Federation Russian the of laws in the se t forth requirements the Policy of for Information Regulations the and Company. decidedon DirectorsCompany of the of Board The for Regulations the Insider 27, 2012, to approve December in restated version. Company of the Information decidedon DirectorsCompany of the of Board The for Regulations the Internal 29, 2011, to approve December Control Procedures.

284

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ny stock comp - compa joint transactions company’s with entities in any which the joint otherwise suchmay on which persons or capital material e a have Internal disclosure ofspecify information concerning all that havetransactions may an effect on the market in the joint shares of value of directors internal board an The approved has materialof that use the document governs information concerning the joint and activities concerning shares and other securities thereto, transactions related and company the of is information which not and,public disclosed, if have material effect market a on the valuemay of securities other jointshares the and of of has board directors approved The economicand to the financial applicable procedures the joint of activities indirectly hold 20 or more percent of the authorized authorized the moreof hold 20 or percent indirectly

63 64 65

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155

for Audit Committee the last one annually annually one Audit Committeelast the for

The Company has Company Audit andThe the Control Internal Department. compositionthe of The Audit Internal and Control does not includepersons. these Department compositionthe of The Audit Internal and Control does not includepersons. these Department company (the Internal Audit Control (the Department) and Internal company determines the structure determines the body, budget of and effecting internalthe control and ofjoint function audit the In accordance with paragraph 3.2. of the Article 3 of the the 3 of Article the 3.2. of accordance with paragraph In Regulations Article 7.5 of the 7 of accordance with paragraph In Audit Commissionthefor the of Regulations Internal requested andany Company, documents materials

285 Compliance Compliance Compliance Compliance Partial compliance compliance Partial Partial compliance Partial

ting with ernal auditernal stock company stock company - - stock company - joint stock company or any or company stock -

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66 67 68 69 70

ROSSETI ANNUAL REPORT 2013

156

The Articles of Association of the Company do not contain do not contain Company the of Association of Articles The this provision. documents ofInternal the do Company not contain this procedure. of General ofMeeting Shareholders The the Company Regulations the 30, 2008, to on December approve decided Audit Commission the Company. of the for Internal in paragraph for Provided 3.2 ofArticle 3 the of of Board Audit the the of for Committee Regulations provided for provided members the Company’s of Internal Audit of after business days receipt (2) Commission two within such request. Article 4.4 of the in 4 of paragraph for Provided the of Control Procedures for Internal Regulations Company.

286 Compliance Compliance Compliance Compliance Noncompliance Noncompliance

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71 72 73 74 75

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287 Compliance Compliance Dividends Compliance Partial compliance compliance Partial stock stock -

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76 77 78

ROSSETI ANNUAL REPORT 2013

158

Date 2/7/2013 20.03.2013 23.01.2013 23.01.2013 Implementation

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ROSSETI ANNUAL REPORT 2013

160

06.07.2013 16.07.2013 09.07.2013 01.08.2013 22.08.2013 05.08.2013 22.08.2013 10.06.2013 04.07.2013 27.06.2013 03.07.2013 23.07.2013 30.07.2013 30.07.2013 l

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163

25.12.2013 08.10.2013 04.10.2013 15.10.2013 27.09.2013 23.10.2013 10/31/2013 18.10.2013 08.10.2013 04.10.2013 09.10.2013 26.09.2013 08.10.2013 04.10.2013 -

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ROSSETI ANNUAL REPORT 2013

164

07.11.2013 26.11.2013 11.11.2013 11.11.2013 05.12.2013 12/11/2013 28.10.2013 11.11.2013 06.11.2013 01.1 1.2013 11.11.2013 07.11.2013

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294

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03.12.2013 11.12.2013 14.11.2013 02.12.2013 21.11.2013 03.12.2013 18.11.2013 13.11.2013 27.11.2013 20.11.2013

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29.01.2014 03.12.2013 12/15/2013 12/30/2013 04.12.2013 03.12.2013 02.12.2013

296

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167

27.12.2013 12.12.2013 16.12.2013 09.12.2013 17.12.2013 10.12.2013 10.12.2013 10.12.2013 04. 12.2013 06.12.2013

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168

16.12.2013 25.12.2013 28.12.2013 30.12.2013 16.12.2013 23.12.2013 10.12. 2013 30.12.2013

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9.9. Minutes of the meeting Board of Directors 9.9. Minutes of the meeting Board of Directors and Issues considered by Committees of the Boardand of Directors Issues of the considered Company by Committees of the Board of Directors of the Company

M I N U T E S

of the Meeting of the Board of Directors

January 24, 2013 No. 105

Moscow

299 Chairman of the Board of Directors of JSC IDGC Holding G. V. Boos

Present were:

- members of the Board of Directors: S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. Remes, and V. V. Tatsiy;

- members of the Board of Directors P. A. Borodin, V. M. Kravchenko, S. V. Serebryannikov, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC IDGC Holding:

A. Ye. Murov, A. V. Demidov, I. V. Khvalin, V. A. Goncharov, Yu. V. Goncharov, D. I. Romeyko, I. A. Alimuradova, Ye. V. Prokhorov, O. V. Shatokhina, A. A. Zakharov, I. N. Sukharnikova, M. V. Izmaylov, and S. D. Obolentseva;

- First Deputy Chairman of the Management Board of JSC FGC UES A. V. Kazachenkov;

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ROSSETI ANNUAL REPORT 2013

- Acting Director General of JSC Tyumenenergo P. A. Mikheyev;

- Acting Director General of IDGC of South, JSC V. F. Vashkevich;

- Acting Director General of JSC MOESK P. A. Sinyutin;

- Head of the Administrative Office of the Chairman of the Board of Directors of JSC IDGC Holding V. A. Zakharova;

- Secretary of the Board of Directors of G. A. Kizaryants.

Of the 15 elected members of the Board of Directors of JSC IDGC Holding, six attended the meeting. Eight members of the Board of Directors sent their written opinions.

300 The meeting of the Board of Directors of JSC IDGC Holding had a quorum.

Agenda

1. Nominations for the directors general of subsidiaries and dependent companies of JSC IDGC Holding:

1.1. Nomination for the Director General of JSC Tyumenenergo;

1.2. Nomination for the Director General of IDGC of South, JSC;

1.3. Nomination for the Director General of JSC MOESK (additional notice No. SD-10 of January 22, 2013).

2. Consideration of proposals for streamlining the management and control system for the business process “Implementing the Programs Financed from Federal Budget Funds” for the purposes of the performance of the agreements with the Ministry of Energy of the Russian Federation for the provision of budget investments, including ensuring the proper and efficient use of federal budget funds (including routine control procedures as part of procurement operations) and organizing construction supervision.

3. Review of the report of the management organization, JSC FGC UES, for the period from July 10, 2012, to September 30, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

170

4. Approval of the Annual Comprehensive Procurement Program for Goods, Work, and Services for JSC IDGC Holding for 2013.

5. Review of the consolidated investment program of JSC IDGC Holding for 2012–2017 based on the tariff and balancing decisions received on November 1, 2012.

6. Report of the sole executive body of JSC IDGC Holding on the implementation of the instructions issued by the Board of Directors of JSC IDGC Holding (pursuant to Minutes of the Meeting No. 96 of October 5, 2012).

7. Election of a member of the Management Board of JSC IDGC Holding (additional notice No. SD-10 of January 22, 2013).

At the suggestion of Chairman of the Board of Directors of JSC IDGC Holding G. V. Boos, the agenda of the meeting was changed as follows:

- The order of hearing the subitems of Item 1 was changed:

1. Nominations for the directors general of subsidiaries and dependent companies of JSC IDGC Holding: 301 1.1. Nomination for the Director General of JSC MOESK.

1.2. Nomination for the Director General of JSC Tyumenenergo;

1.3. Nomination for the Director General of IDGC of South, JSC;

- The following items were postponed:

Postponed until February.

7. Election of a member of the Management Board of JSC IDGC Holding.

Postponed until ready.

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ROSSETI ANNUAL REPORT 2013

1. Nominations for the directors general of subsidiaries and dependent companies of JSC IDGC Holding:

1.1. THE FOLLOWING PERSON WAS HEARD:

A. Ye. Murov

Nomination for the Director General of JSC MOESK.

THE FOLLOWING PERSONS REPORTED:

P. A. Sinyutin, G. V. Boos, S. Remes, and S. R. Borisov

IT WAS RESOLVED AS FOLLOWS:

The proposal of JSC IDGC Holding shall be accepted with respect to the nomination of Pyotr Alekseyevich Sinyutin for the Director General of JSC MOESK for a term of three years.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. 302 Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, and T. Hendel voted “For.”

E. B. Titova, P. O. Shatsky, and N. N. Shvets did not participate in the voting

Approved unanimously.

FOR THE RECORD ONLY:

The sole executive body and the Executive Director of JSC IDGC Holding shall prepare and submit for consideration by a meeting of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding the issue related to the development of programs to shape and evolve a positive public image in JSC MOESK, JSC LENENERGO, and JSC IDGC Holding and the cross-correlation of these programs, these programs to be subsequently submitted for review by the Board of Directors of JSC IDGC Holding.

Deadline: March 2013.

1.2. THE FOLLOWING PERSON WAS HEARD:

A. Ye. Murov 172

Nomination for the Director General of JSC Tyumenenergo.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. Remes, A. V. Demidov, V. V. Tatsiy, S. R. Borisov, and V. V. Kudryavy

IT WAS RESOLVED AS FOLLOWS:

The proposal of JSC IDGC Holding shall be accepted with respect to the nomination of Pavel Alexandrovich Mikheyev for the Director General of JSC Tyumenenergo for a term of three years.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

FOR THE RECORD ONLY: 303

The sole executive body and the Executive Director shall prepare and submit for consideration by a joint meeting of the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC IDGC Holding and the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding the issue related to the implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses on the basis of the analyzed situation in JSC Tyumenenergo and Krasnoyarskenergo, a branch of IDGC of Siberia, JSC, this issue to be subsequently submitted for consideration by the Board of Directors of JSC IDGC Holding, with JSC Tyumenenergo and Krasnoyarskenergo, a branch of IDGC of Siberia, JSC, together with representatives of Business Russia and OPORA RUSSIA, to be invited.

Deadline: February 2013.

1.3. THE FOLLOWING PERSON WAS HEARD:

A. Ye. Murov

Nomination for the Director General of IDGC of South, JSC.

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ROSSETI ANNUAL REPORT 2013

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. Remes, S. R. Borisov, I. A. Alimuradova, and A. V. Demidov

IT WAS RESOLVED AS FOLLOWS:

The proposal of JSC IDGC Holding shall be accepted with respect to the nomination of Vladimir Frantishkovich Vashkevich for the Director General of IDGC of South, JSC for a term of three years.

Approved unanimously.

2. THE FOLLOWING PERSON WAS HEARD:

304 D. I. Romeyko

Consideration of proposals for streamlining the management and control system for the business process “Implementing the Programs Financed from Federal Budget Funds” for the purposes of the performance of the agreements with the Ministry of Energy of the Russian Federation for the provision of budget investments, including ensuring the proper and efficient use of federal budget funds (including routine control procedures as part of procurement operations) and organizing construction supervision.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos and S. Remes

IT WAS RESOLVED AS FOLLOWS:

2.1. The framework shall be approved for the proposals submitted by the sole executive body of JSC IDGC Holding with respect to the configuration of the business process “Implementing the Programs Partially or Fully Financed from Federal Budget Funds” for the purposes of the performance of the agreements with the Ministry of Energy of the Russian Federation for the provision of budget investments (Appendix 1).

174

2.2. The management organization performing the functions of the Company’s sole executive body shall be instructed to develop and cause to be approved by the management bodies of the Company and its subsidiaries and dependent companies within two months the Schedule of the Business Process “Implementing the Programs Financed from Federal Budget Funds” containing a breakdown by management level and defining the functions and responsibilities of divisions of the Company and its subsidiaries and dependent companies.

Approved unanimously.

FOR THE RECORD ONLY:

In preparing any materials for consideration by meetings of the Board of Directors, the sole executive body, the Executive Director of JSC IDGC Holding, and the Secretary of the Board of Directors of JSC IDGC Holding shall include in draft decisions the deadlines for submitting reports on the implementation of the instructions issued by the Board of Directors of JSC IDGC Holding. 305 The sole executive body and the Executive Director of JSC IDGC Holding shall be instructed to submit before March 25, 2013, to the Board of Directors of JSC IDGC Holding a report on the implementation of the adopted decision contained in paragraph 2.2 of this item.

4. THE FOLLOWING PERSON WAS HEARD:

V. A. Goncharov

Approval of the Annual Comprehensive Procurement Program for Goods, Work, and Services for JSC IDGC Holding for 2013.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. R. Borisov, S. Remes, and A. V. Demidov

IT WAS RESOLVED AS FOLLOWS:

4.1. The Annual Comprehensive Procurement Program for Goods, Work, and Services for JSC IDGC Holding for 2013 shall be approved (Appendix 2).

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ROSSETI ANNUAL REPORT 2013

4.2. Note shall be taken of information concerning the characteristics of the Consolidated Annual Comprehensive Procurement Program of Subsidiaries and Dependent Companies of JSC IDGC Holding for 2013 (Appendix 3).

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

V. M. Kravchenko voted “Against.”

E. B. Titova and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

5. THE FOLLOWING PERSON WAS HEARD:

V. A. Goncharov

Review of the consolidated investment program of JSC IDGC Holding for 2012–2017 based on the tariff and balancing decisions received on November 1, 2012.

306

THE FOLLOWING PERSON REPORTED:

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

Assent shall be given to the adjusted consolidated investment program of JSC IDGC Holding for 2012 and for 2013–2017 based on the tariff and balancing decisions received on November 1, 2012, as separately approved for each of JSC IDGC Holding’s subsidiaries and dependent companies in accordance with the applicable laws of the Russian Federation (Appendix 4).

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

V. M. Kravchenko voted “Against.”

E. B. Titova and S. V. Serebryannikov “Abstained.”

Approved by a majority of votes.

176

Written opinion by member of the Board of Directors of JSC IDGC Holding P. A. Borodin on Items 1–7 on the agenda of the meeting attached hereto (Appendix 5).

Written opinion by member of the Board of Directors of JSC IDGC Holding V. M. Kravchenko on Items 1–7 on the agenda of the meeting attached hereto (Appendix 6).

Written opinion by member of the Board of Directors of JSC IDGC Holding E. B. Titova on Items 1.1, 1.2, and 2–6 on the agenda of the meeting attached hereto (Appendix 7).

Written opinion by member of the Board of Directors of JSC IDGC Holding S. V. Serebryannikov on Items 1–7 on the agenda of the meeting attached hereto (Appendix 8).

Written opinion by member of the Board of Directors of JSC IDGC Holding D. V. Fedorov on Items 1–7 on the agenda of the meeting attached hereto (Appendix 9).

Written opinion by member of the Board of Directors of JSC IDGC Holding T. Hendel on Items 1–7 on the agenda of the meeting attached hereto (Appendix 10).

Written opinion by member of the Board of Directors of JSC IDGC Holding P. O. Shatsky on Items 1.1, 1.2, and 2–6 on the agenda of the meeting attached hereto (Appendix 11).

Written opinion by member of the Board of Directors of JSC IDGC Holding N. N. Shvets on Items 1.1, 1.2, and 2–6 on the agenda of the meeting attached hereto (Appendix 12). 307

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: January 25, 2013

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M I N U T E S

of the Meeting of the Board of Directors

February 1, 2013 No. 106

Moscow

308

The decision of the Board of Directors of JSC IDGC Holding was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets.

A. R. Bokarev and V. V. Tatsiy did not participate in the voting.

Agenda:

1. Approval of the information infrastructure services agreement to be entered into by and between JSC IDGC Holding and OOO IT Energy Service, which is a related party transaction.

2. Approval of the agreement for services in relation to providing technical support for users and holding presentations, conferences, and meetings required by JSC IDGC Holding to be entered into by and between JSC IDGC Holding and OOO IT Energy Service, which is a related party transaction.

3. Implementation of a decision adopted by the Board of Directors of JSC IDGC Holding (paragraph 5.3 of Minutes No. 94 of September 14, 2012): the report of the sole executive body of JSC IDGC Holding:

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- consideration by the management bodies of subsidiaries and dependent companies of JSC IDGC Holding (hereinafter, “SDCs”) the issues related to submitting for approval the adjusted innovative development programs of SDCs and related to payment by SDCs as a contribution to the Endowment Fund of the Skolkovo Institute of Science and Technology (hereinafter, the “Fund”);

- payment by SDCs as a contribution to the Fund.

4. Approval of the terms and conditions of the addendum to Services Agreement for Keeping the Register of Holders of Registered Securities No. 184-08 of July 1, 2008, with ZAO STATUS Registration Company.

5. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the items on the agendas of the Board of Directors and the Extraordinary General Meeting of Shareholders of Kubanenergo.

6. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the items on the agendas of the Board of Directors and the Extraordinary General Meeting of Shareholders of Northern Caucasus, JSC.

7. Approval of the transaction associated with the acquisition by the Russian Federation of additional shares in JSC IDGC Holding, which is a related party transaction.

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1. Approval of the information infrastructure services agreement to be entered into by and between JSC IDGC Holding and OOO IT Energy Service, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

The information infrastructure services agreement to be entered into by and between JSC IDGC Holding and OOO IT Energy Service, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the agreement:

JSC IDGC Holding as the Customer;

OOO IT Energy Service as the Contractor.

Subject matter of the agreement:

As requested by the Customer in writing, the Contractor agrees to provide information infrastructure services, and the Customer agrees to pay for such services.

Price of the agreement:

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The total price of the services provided under the agreement may not be in excess of eleven million, nine hundred thirty-five thousand, six hundred twenty-nine (11,935,629) rubles and 20 kopecks, inclusive of VAT at 18%.

Period of the services provided under the agreement:

Period of the services: from August 23, 2012, to and including August 22, 2013.

Term of the agreement:

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, T. Hendel, and P. O. Shatsky voted “For.”

N. N. Shvets, V. M. Kravchenko, E. B. Titova, and D. V. Fedorov, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

310

IT WAS RESOLVED AS FOLLOWS:

The agreement for services in relation to providing technical support for users and holding presentations, conferences, and meetings required by JSC IDGC Holding to be entered into by and between JSC IDGC Holding and OOO IT Energy Service, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the agreement:

JSC IDGC Holding as the Customer

OOO IT Energy Service as the Contractor

Subject matter of the agreement:

As requested by the Customer in writing on a monthly basis, the Contractor agrees to provide the following services:

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Services in relation to technical support for hardware and software;

Services in relation to customized IT and computer communication support for particular groups of the Customer’s users;

Services in relation to technical assistance and support for meetings, presentations, and conferences of the Customer, and the Customer agrees to pay for such services.

Price of the agreement:

The total price of the services provided under the agreement may not be in excess of sixteen million, four hundred eighty-one thousand (16,481,000) rubles and 00 kopecks, inclusive of VAT at 18%.

Period of the services provided under the agreement:

Period of the services: from August 23, 2012, to and including July 31, 2013.

Term of the agreement:

The agreement becomes effective as of its execution and remains in full force and effect until the parties perform all of their respective obligations. The terms and conditions of the agreement retroactively apply to the relationship between the parties that came into existence on August 23, 2012. 311 G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, T. Hendel, and P. O. Shatsky voted “For.”

N. N. Shvets, V. M. Kravchenko, E. B. Titova, and D. V. Fedorov, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

- payment by SDCs as a contribution to the Fund.

IT WAS RESOLVED AS FOLLOWS: 181

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Note shall be taken of the report of the sole executive body of JSC IDGC Holding (Appendix 1).

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

The terms and conditions of the addendum to Services Agreement for Keeping the Register of Holders of Registered Securities No. 184-08 of July 1, 2008, with ZAO STATUS Registration Company shall be approved (Appendix 2).

312 G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

5.1. Concerning the item on the agenda of the meeting of the Board of Directors of Kubanenergo “Agenda of the Extraordinary General Meeting of Shareholders of Kubanenergo,” representatives of JSC IDGC Holding shall be instructed to vote “For” the inclusion of the following item on the agenda of the Extraordinary General Meeting of Shareholders of Kubanenergo:

- Increase in the authorized capital of Kubanenergo by means of the placement of additional shares.

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5.2. Concerning the item “Increase in the authorized capital of Kubanenergo by means of the placement of additional shares,” a representative of JSC IDGC Holding at the Extraordinary General Meeting of Shareholders of Kubanenergo shall be instructed to vote “For” the following decision:

The authorized capital of Kubanenergo shall be increased by means of the placement of additional uncertificated registered ordinary shares, each with a par value of one hundred (100) rubles, in the quantity ensuring that JSC IDGC Holding will contribute the amount of at most fourteen billion, seven hundred seven million, seventy-nine thousand (14,707,079,000) rubles received by JSC IDGC Holding from the federal budget and JSC IDGC Holding’s own funds of at most one billion, seven hundred eighty-seven million, five hundred twenty thousand (1,787,520,000) rubles and that JSC IDGC Holding’s stake in the authorized capital of Kubanenergo will be kept subject to the following principal terms and conditions:

1) placement method: public offering;

2) offering price (including with respect to the persons included on the list of the persons having the preemptive right to acquire placed additional shares) of one additional share: determined on the basis of the weighted average price of transactions closed in the process of MICEX Stock Exchange trading in relation to ordinary shares in Kubanenergo for a period of one year ending five business days prior to the date of the meeting of the Board of Directors of Kubanenergo whose agenda includes the issue concerning the determination of the offering price of additional 313 shares in Kubanenergo;

3) method of payment for additional shares: payment for additional shares is made in cash in Russian rubles by bank transfer into Kubanenergo’s settlement account;

4) percentage of additionally issued securities that, if unplaced, causes the additional issue of securities to be held abortive: 75 percent of the total quantity of placed securities constituting the additional issue.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

S. R. Borisov and E. B. Titova “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

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6.1. Concerning the item on the agenda of the meeting of the Board of Directors of Northern Caucasus, JSC “Agenda of the Extraordinary General Meeting of Shareholders of Northern Caucasus, JSC,” representatives of JSC IDGC Holding shall be instructed to vote “For” the inclusion of the following item on the agenda of the Extraordinary General Meeting of Shareholders of Northern Caucasus, JSC:

- Increase in the authorized capital of Northern Caucasus, JSC by means of the placement of additional shares.

6.2. Concerning the item “Increase in the authorized capital of Northern Caucasus, JSC by means of the placement of additional shares,” a representative of JSC IDGC Holding at the Extraordinary General Meeting of Shareholders of Northern Caucasus, JSC shall be instructed to vote “For” the following decision:

The authorized capital of Northern Caucasus, JSC shall be increased by means of the placement of additional uncertificated registered ordinary shares, each with a par value of one (1) ruble, in the quantity ensuring that JSC IDGC Holding will contribute the amount of at most two billion, five hundred forty-four million (2,544,000,000) rubles received by JSC IDGC Holding from the federal budget and that JSC IDGC Holding’s stake in the authorized capital of Northern Caucasus, JSC will be kept subject to the following principal terms and conditions:

1) placement method: public offering; 314 2) offering price (including with respect to the persons included on the list of the persons having the preemptive right to acquire placed additional shares) of one additional share: determined on the basis of the weighted average price of transactions closed in the process of MICEX Stock Exchange trading in relation to ordinary shares in Northern Caucasus, JSC for a period of three months ending five business days prior to the date of the meeting of the Board of Directors of Northern Caucasus, JSC whose agenda includes the issue concerning the determination of the offering price of additional shares in Northern Caucasus, JSC;

3) method of payment for additional shares: payment for additional shares is made in cash in Russian rubles by bank transfer into Northern Caucasus, JSC’s settlement account;

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

E. B. Titova “Abstained.”

Approved by a majority of votes.

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7. Approval of the transaction associated with the acquisition by the Russian Federation of additional shares in JSC IDGC Holding, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

7.1. The value of additional shares in JSC IDGC Holding to be acquired by the Russian Federation shall be twenty-four million, nine hundred ninety-nine thousand, nine hundred ninety- nine (24,999,999) rubles and 84 kopecks.

7.2. The transaction associated with the acquisition by the Russian Federation of additional shares in JSC IDGC Holding, which is a related party transaction, (hereinafter, the “Transaction”) shall be approved subject to the following terms and conditions:

Parties to the Transaction: JSC IDGC Holding (“Company”) and the Russian Federation represented by the Ministry of Energy of the Russian Federation (“Ministry”) and the Federal Agency for State Property Management of the Russian Federation (“Agency”).

Subject matter of the Transaction: the Russian Federation represented by the Ministry funnels federal budget funds to the Company’s authorized capital within the limits specified in Federal Law No. 216-FZ of December 3, 2012, “On the Federal Budget for 2013 and the Planning Period of 2014 and 2015” in the amount of twenty-four million, nine hundred ninety-nine thousand, 315 nine hundred ninety-nine (24,999,999) rubles and 84 kopecks for the purpose of implementing the Program to Renew Cable Lines of 6–110 kV in Saint Petersburg.

The Company transfers to the ownership of the Russian Federation represented by the Agency additionally issued uncertificated registered ordinary shares (state registration number of the issue: 1-01-55385-Е-003D of December 3, 2012) in JSC Interregional Distribution Grid Companies Holding to be placed after the expiration of the preemptive right period in the quantity of eleven million, five hundred seventy-four thousand, seventy-four (11,574,074) shares (hereinafter referred to as the “Shares”).

Par value of one Share: one (1) ruble.

The offering price of the Shares was determined by the decision adopted by the Company’s Board of Directors on October 15, 2012, (Minutes of the Meeting No. 98 of October 17, 2012) and is two (2) rubles and 16 kopecks for one Share.

Method of payment for the Shares: cash in Russian rubles by bank transfer into the Company’s settlement account.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, T. Hendel, and P. O. Shatsky voted “For.”

S. Remes “Abstained.”

N. N. Shvets, V. M. Kravchenko, E. B. Titova, and D. V. Fedorov, failing to be independent directors, did not participate in the voting.

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Approved by a majority of votes of independent directors who were not related parties to the transaction.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

316

Date of the Minutes of the Meeting: February 4, 2013

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M I N U T E S of the Meeting of the Board of Directors

February 15, 2013 No. 107

Moscow

317 The decision of the Board of Directors of JSC IDGC Holding was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, T. Hendel, P. O. Shatsky, and N. N. Shvets.

A. R. Bokarev, E. B. Titova, and D. V. Fedorov did not participate in the voting.

Agenda:

1. Convocation of the Extraordinary General Meeting of Shareholders of JSC IDGC Holding.

IT WAS RESOLVED AS FOLLOWS:

1. The Extraordinary General Meeting of Shareholders of JSC IDGC Holding in the form of a meeting with absentee voting shall be convened on March 23, 2013.

2. The deadline date for receiving completed ballots for voting at the Company’s Extraordinary General Meeting of Shareholders shall be March 23, 2013.

3. Completed ballots shall be sent to:

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- Russia, 109544, Moscow, ul. Novorogozhskaya, 32, str. 1, ZAO STATUS Registration Company; or

- Russia, 107996, Moscow, GSP-6, Ulansky pereulok, 26, JSC IDGC Holding.

4. The following agenda of the Company’s Extraordinary General Meeting of Shareholders shall be approved:

“Approval of amendments and supplements to the Articles of Association of the Company.”

5. The date of the list of the persons entitled to participate in the Company’s Extraordinary General Meeting of Shareholders shall be February 15, 2013.

6. The form and text of the notice of the Company’s Extraordinary General Meeting of Shareholders shall be approved (Appendix 1).

7. The sole executive body of the Company shall cause the notice of the Company’s Extraordinary General Meeting of Shareholders to be published in the Izvestia newspaper and posted on the Company’s corporate website at www.holding-mrsk.ru on or prior to February 20, 2013.

8. The form and text of ballots for voting on the issue on the agenda of the Extraordinary General Meeting of Shareholders of JSC IDGC Holding shall be approved (Appendix 2). 318 9. Ballots for voting on the issue on the agenda of the Company’s Extraordinary General Meeting of Shareholders shall be sent by registered mail or delivered, against a signed acknowledgement of receipt, to each person specified in the list of the persons entitled to participate in the Company’s Extraordinary General Meeting of Shareholders on or prior to March 1, 2013.

10. The cost estimate in relation to making preparations for and holding the Extraordinary General Meeting of Shareholders of JSC IDGC Holding shall be approved (Appendix 3).

11. The Company’s preference share holders shall have a right to vote on the issue on the agenda of the Extraordinary General Meeting of Shareholders of the Company.

12. Information (materials) provided for shareholders in the course of making preparations for the Company’s Extraordinary General Meeting of Shareholders shall be as follows:

- the draft of a decision of the Company’s Extraordinary General Meeting of Shareholders on the issue on the agenda;

- the existing version of the Company’s Articles of Association;

- the draft of amendments and supplements to the Company’s Articles of Association.

13. The information (materials) specified above shall be available to the persons entitled to participate in the Company’s Extraordinary General Meeting of Shareholders from 10:00 a.m. to 5:00 p.m. (Moscow time), from March 1, 2013, to and including March 23, 2013, (except nonbusiness days and public holidays):

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- from JSC IDGC Holding at: Russia, 107996, Moscow, Ulansky pereulok, 26; and

- from ZAO STATUS Registration Company at: Russia, 109544, Moscow, ul. Novorogozhskaya, 32, str. 1; and on the Company’s corporate website at www.holding-mrsk.ru.

14. G. A. Kizaryants, Head of the Administrative Office of the Board of Directors of JSC IDGC Holding, shall be elected the Secretary of the Company’s Extraordinary General Meeting of Shareholders.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

Ballots attached.

319

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: February 18, 2013

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M I N U T E S

of the Meeting of the Board of Directors

February 28, 2013 No. 108

Moscow

320 Chairman of the Board of Directors of JSC IDGC Holding G. V. Boos

Present were:

- members of the Board of Directors: S. R. Borisov (Items 3 and 11), V. M. Kravchenko (Item 11), V. V. Kudryavy, S. Remes (Item 11), and S. V. Serebryannikov;

- members of the Board of Directors B. G. Zingarevich, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC IDGC Holding:

A. Ye. Murov, A. V. Demidov, I. V. Khvalin, V. A. Goncharov, Yu. V. Goncharov, D. I. Gotlib, L. Yu. Akimov, I. A. Alimuradova, Ye. V. Prokhorov, O. V. Shatokhina, O. A. Bezdenezhnykh, Yu. N. Pankstyanov, A. A. Zakharov, I. N. Sukharnikova, M. V. Izmaylov, and S. D. Obolentseva;

- Head of the Division for Electric Power Industry Control of the Federal Antimonopoly Service of the Russian Federation V. G. Korolyov; 190

- First Deputy Chairman of the Management Board of JSC FGC UES A. V. Kazachenkov;

- Personnel Management Director of JSC FGC UES D. A. Chevkin;

- Secretary of the Board of Directors of G. A. Kizaryants.

Of the 15 elected members of the Board of Directors of JSC IDGC Holding, six attended the meeting. Six members of the Board of Directors sent their written opinions.

The meeting of the Board of Directors of JSC IDGC Holding had a quorum.

Agenda

1. Review of the report of the management organization, JSC FGC UES, for the period from July 10, 2012, to September 30, 2012, on the powers exercised under Agreement for the Transfer of 321 the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

2. Review of the report of the management organization, JSC FGC UES, for the period from October 1, 2012, to December 31, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

3. Priorities established for the Company’s activities: the approval of the strategy of JSC IDGC Holding for improving the efficiency of measures to reduce receivables for electricity distribution services.

4. Report of the sole executive body of JSC IDGC Holding on the status of receivables for electricity distribution services provided by subsidiaries and dependent companies and the results of changing overdue receivables in the second half of 2012 (pursuant to the decision adopted by the Company’s Board of Directors on October 5, 2012; Minutes of the Meeting No. 96).

5. Review of the JSC IDGC Holding Budget for 2013.

6. Certification of subsidiaries and dependent companies to GOST R ISO 9001-2008 (ISO 9001:2008) (pursuant to the decision adopted by the Company’s Board of Directors on October 5, 2012; Minutes of the Meeting No. 96).

7. Report on the implementation of the 2012 action plan of the Company to implement the Strategy of JSC IDGC Holding and Subsidiaries and Dependent Companies on Information Technology, Automation and Telecommunications Until 2016 with justification for actually

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incurred expenses (pursuant to the decision adopted by the Company’s Board of Directors on June 25, 2012; Minutes of the Meeting No. 86).

8. Defining of the terms and conditions of a public bidding procedure for the right to enter into the agreement to conduct a mandatory annual audit of the statements of JSC IDGC Holding for 2013, including the determination of the fee for the services provided by the Auditor.

9. Report of the sole executive body of JSC IDGC Holding on the implementation of the instructions issued by the Board of Directors of JSC IDGC Holding (pursuant to the decision adopted by the Company’s Board of Directors on October 5, 2012; Minutes of the Meeting No. 96).

10. Recommendation to the boards of directors of subsidiaries and dependent companies of JSC IDGC Holding about the members of the network connection committees of the boards of directors of subsidiaries and dependent companies of JSC IDGC Holding.

11. Implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses on the basis of the analyzed situation in JSC Tyumenenergo and Krasnoyarskenergo, a branch of IDGC of Siberia, JSC.

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At the suggestion of Chairman of the Board of Directors of JSC IDGC Holding G. V. Boos, the agenda of the meeting was changed as follows:

The following items were excluded from consideration and postponed:

1. Review of the report of the management organization, JSC FGC UES, for the period from July 10, 2012, to September 30, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

carried over to be considered by a regular meeting of the Board of Directors.

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carried over to be considered by a regular meeting of the Board of Directors.

- The order of hearing the following agenda items was changed: Item 11 “Implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses on the basis of the analyzed situation in JSC Tyumenenergo and Krasnoyarskenergo, a branch of IDGC of Siberia, JSC” was considered first.

11. THE FOLLOWING PERSON WAS HEARD:

A. V. Demidov 323 Implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses on the basis of the analyzed situation in JSC Tyumenenergo and Krasnoyarskenergo, a branch of IDGC of Siberia, JSC.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. Remes, S. R. Borisov, V. G. Korolyov, V. V. Kudryavy, V. M. Kravchenko, and A. Ye. Murov

IT WAS RESOLVED AS FOLLOWS:

11.1. Note shall be taken of information concerning implications of the termination of last mile agreements, measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption, and their impact on tariffs for small and medium-sized businesses (Appendix 9).

11.2. The sole executive body of the Company shall:

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- ensure the organization of work on developing and implementing measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption in connection with the termination of last mile agreements.

- prepare (with the involvement of JSC Tyumenenergo, IDGC of Siberia, JSC (Krasnoyarskenergo branch), IDGC of Urals, JSC, and representatives of Business Russia All- Russia Public Organization and OPORA RUSSIA All-Russian Public Organization of Small and Medium Business) the draft of the action plan to implement the information policy of JSC IDGC Holding regarding the clarification of the action mechanism of last mile agreements and implications of their termination to civil society institutions.

- submit prior to or in March 2013 the draft of the action plan to implement the information policy of JSC IDGC Holding to a joint meeting of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding and the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC IDGC Holding to be subsequently submitted for review by the Board of Directors of JSC IDGC Holding.

Deadline: April 2013.

11.3. Submit for review by a meeting of the Board of Directors of JSC IDGC Holding the report of the Company’s sole executive body on the implementation of measures reduce lost income 324 affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption in connection with the termination of last mile agreements.

Deadline: October 2013.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

S. Remes and E. B. Titova did not participate in the voting.

Approved unanimously.

FOR THE RECORD ONLY:

1.1. The draft of the Action Plan to Implement the Information Policy of JSC IDGC Holding on Clarifying the Mechanism of Last Mile Agreements and the Implications of Their Termination for Institutions of Civil Society shall be developed with the involvement the Consumers Union of the Russian Federation, the Federal Antimonopoly Service of the Russian Federation, and the Federal Tariff Service of the Russian Federation.

Deadline: March–April 2013.

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1.2. The sole executive body of JSC IDGC Holding shall be instructed to provide members of the Board of Directors of JSC IDGC Holding with information by constituent entity of the Russian Federation about the following tariffs:

- tariffs of electricity delivery to ultimate customers,

- uniform (pool) tariff of electricity distribution services in constituent entities of the Russian Federation,

- tariffs of electricity distribution services set for JSC FGC UES, JSC IDGC Holding, and territorial grid organizations in constituent entities of the Russian Federation.

Deadline: April 10, 2013.

3. THE FOLLOWING PERSON WAS HEARD:

D. I. Gotlib

Priorities established for the Company’s activities: the approval of the strategy of JSC IDGC Holding for improving the efficiency of measures to reduce receivables for electricity distribution services. 325

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, V. V. Kudryavy, V. G. Korolyov, and S. V. Serebryannikov

IT WAS RESOLVED AS FOLLOWS:

3.1. The framework shall be approved for the Strategy of JSC IDGC Holding for Improving the Efficiency of Measures to Reduce Receivables for Electricity Distribution Services (hereinafter, the “Strategy”) (Appendix 1).

3.2. The sole executive body of JSC IDGC Holding shall be instructed to formulate and submit to a joint meeting of the Strategy Committee of the Board of Directors of JSC IDGC Holding, the Audit Committee of the Board of Directors of JSC IDGC Holding, and the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding the Strategy Implementation Plan incorporating a package of measures to implement the Strategy.

The Strategy Implementation Plan shall include preparing (including cooperation with the relevant committees and commissions of the State Duma of the Federal Assembly of the Russian Federation, the Federation Council of the Federal Assembly of the Russian Federation, and the relevant executive agencies of the Russian Federation) and making, in accordance with the prescribed procedure, changes to the applicable laws to provide for a full package of measures to

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improve the efficiency of measures to reduce receivables for electricity distribution services, including measures related to:

- simplifying the procedure for introducing the limitation of electricity consumption applicable to defaulting customers;

- taking measures to limit the number of territorial grid organizations;

- including in the terms and conditions of paying off debt for electricity distribution services a replaceable supplier of last resort in the terms and conditions of a competitive selection of a new supplier;

- providing financial guarantees in relation to nondisconnectable electricity consumers;

- simplifying the procedure for entering into an electricity distribution agreement with electricity consumers;

Deadline: April 2013.

- grid organizations’ buying the prescriptive amount of electricity losses in the wholesale electricity market.

Deadline: December 2013.

326 3.3. The Strategy of JSC IDGC Holding for Improving the Efficiency of Measures to Reduce Receivables for Electricity Distribution Services shall be submitted to the Board of Directors of JSC IDGC Holding again with a report to be submitted on the implementation of the instructions specified in paragraph 3.2 hereof.

Deadline: May 2013.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

4. THE FOLLOWING PERSON WAS HEARD:

D. I. Gotlib

Report of the sole executive body of JSC IDGC Holding on the status of receivables for electricity distribution services provided by subsidiaries and dependent companies and the results of changing overdue receivables in the second half of 2012 (pursuant to the decision adopted by the Company’s Board of Directors on October 5, 2012; Minutes of the Meeting No. 96).

THE FOLLOWING PERSON REPORTED:

196

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the report of the sole executive body of JSC IDGC Holding on the status of receivables for electricity distribution services provided by subsidiaries and dependent companies and the results of changing overdue receivables in the second half of 2012 (Appendix 2).

G. V. Boos, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

5. THE FOLLOWING PERSON WAS HEARD:

A. V. Demidov

Review of the JSC IDGC Holding Budget for 2013. 327

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. V. Serebryannikov, A. Ye. Murov, and V. V. Kudryavy

IT WAS RESOLVED AS FOLLOWS:

5.1. Note shall be taken of the JSC IDGC Holding Budget for 2013 adjusted for the 1st quarter of 2013.

5.2. The JSC IDGC Holding Budget for the first half of 2013 shall be approved, taking account of reduced social costs of 10 million rubles (Appendices 3 and 4).

5.3. The sole executive body and the Executive Director of JSC IDGC Holding shall submit in the 2nd quarter of 2013 for consideration by a meeting of the Board of Directors of JSC IDGC Holding the issue related to the approval of the Company’s budget for the 3rd and 4th quarters of 2013.

G. V. Boos, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

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6. THE FOLLOWING PERSON WAS HEARD:

I. A. Alimuradova

Certification of subsidiaries and dependent companies to GOST R ISO 9001-2008 (ISO 9001:2008) (pursuant to the decision adopted by the Company’s Board of Directors on October 5, 2012; Minutes of the Meeting No. 96).

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, V. V. Kudryavy, V. G. Korolyov, and S. V. Serebryannikov

IT WAS RESOLVED AS FOLLOWS:

6.1. Note shall be taken of information concerning the issue “Certification of subsidiaries and dependent companies to GOST R ISO 9001-2008 (ISO 9001:2008)” (Appendix 5).

6.2. The sole executive body of JSC IDGC Holding shall be instructed to formulate the action plan to ensure compliance by JSC IDGC Holding and its subsidiaries and dependent companies 328 with the requirements of GOST R ISO 9001-2008 (as of January 1, 2013, GOST R ISO 9001- 2011 (ISO 9001:2008)) with due consideration to proposals based on the analysis of organizing the operation and conformity certification of the QMSs of JSC IDGC Holding and its subsidiaries and dependent companies and the draft of the Strategy for Development of JSC Russian Grids, with the following conditions to be fulfilled:

6.2.1. Certification to GOST R ISO 9001-2011 (ISO 9001:2008) shall be ensured with respect to JSC Yantarenergo, IDGC of Northern Caucasus, JSC, JSC LENENERGO, and IDGC of Volga, JSC;

6.2.2. Certification of JSC IDGC Holding’s subsidiaries and dependent companies to GOST R ISO 9001-2008 shall be updated as required by the Federal Agency for Technical Regulation and Metrology of the Russian Federation as related to bringing GOST R ISO 9001-2011 into operation as of January 1, 2013, and unifying business processes of subsidiaries and dependent companies;

6.2.3. Based on the analysis results, the issue of streamlining the organization of the operation of the QMSs of JSC IDGC Holding and its subsidiaries and dependent companies shall be reviewed by the Management Board of JSC IDGC Holding.

6.3. The report on the implementation of the instructions specified in paragraph 6.2 hereof shall be submitted to the Board of Directors of JSC IDGC Holding.

Deadline: 4th quarter of 2013.

198

G. V. Boos, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

FOR THE RECORD ONLY:

The sole executive body of JSC IDGC Holding shall be instructed to coordinate compliance by activities of subsidiaries and dependent companies with GOST R ISO 9001-2011 at JSC IDGC Holding’s level.

Deadline: 4th quarter of 2013.

7. THE FOLLOWING PERSON WAS HEARD:

O. A. Bezdenezhnykh

Report on the implementation of the 2012 action plan of the Company to implement the Strategy of JSC IDGC Holding and Subsidiaries and Dependent Companies on Information Technology, 329 Automation and Telecommunications Until 2016 with justification for actually incurred expenses (pursuant to the decision adopted by the Company’s Board of Directors on June 25, 2012; Minutes of the Meeting No. 86).

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, V. G. Korolyov, and S. V. Serebryannikov

IT WAS RESOLVED AS FOLLOWS:

7.1. Note shall be taken of the report of the Company’s sole executive body on the implementation of the 2012 action plan of the Company to implement the Strategy of JSC IDGC Holding and Subsidiaries and Dependent Companies on Information Technology, Automation and Telecommunications Until 2016 with justification for actually incurred expenses (Appendix 6).

7.2. The 2013 action plan of the Company to implement the Strategy of JSC IDGC Holding and Subsidiaries and Dependent Companies on Information Technology, Automation and Telecommunications Until 2016 shall be approved (Appendix 7).

7.3. The management organization exercising the powers of the Company’s sole executive body shall be instructed to ensure the implementation of the 2013 action plan of the Company to implement the Strategy of JSC IDGC Holding and Subsidiaries and Dependent Companies on 199

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Information Technology, Automation and Telecommunications Until 2016, taking account of the approved parameters of the Company’s business plans and investment programs.

G. V. Boos, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

8. THE FOLLOWING PERSON WAS HEARD:

A. V. Demidov

Defining of the terms and conditions of a public bidding procedure for the right to enter into the agreement to conduct a mandatory annual audit of the statements of JSC IDGC Holding for 2013, including the determination of the fee for the services provided by the Auditor.

THE FOLLOWING PERSON REPORTED:

330 G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

8.1. The terms and conditions of a public bidding procedure for the right to enter into the agreement to conduct a mandatory annual audit of the statements of JSC IDGC Holding for 2013 shall be defined (Appendix 8).

8.2. The starting (ceiling) price payable by JSC IDGC Holding for auditor services in relation to a mandatory annual audit of the statements for 2013 shall be determined as eighteen million, two hundred eight thousand, eight hundred (18,208,800) rubles, inclusive of VAT.

8.3. The sole executive body of JSC IDGC Holding shall be instructed to ensure that the above- mentioned public bidding procedure will take place and, based on its results, submit on or prior to May 7, 2013, for consideration by the Board of Directors of JSC IDGC Holding its proposals regarding a nominee for the Auditor of JSC IDGC Holding and the fee for the services provided by the Auditor of JSC IDGC Holding.

G. V. Boos, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

200

Written opinion by member of the Board of Directors of JSC IDGC Holding B. G. Zingarevich on Items 1–11 on the agenda of the meeting attached hereto (Appendix 10).

Written opinion by member of the Board of Directors of JSC IDGC Holding V. V. Tatsiy on Items 1–11 on the agenda of the meeting attached hereto (Appendix 11).

Written opinion by member of the Board of Directors of JSC IDGC Holding E. B. Titova on Items 1–10 on the agenda of the meeting attached hereto (Appendix 12).

Written opinion by member of the Board of Directors of JSC IDGC Holding D. V. Fedorov on Items 1–11 on the agenda of the meeting attached hereto (Appendix 13).

Written opinion by member of the Board of Directors of JSC IDGC Holding T. Hendel on Items 1–11 on the agenda of the meeting attached hereto (Appendix 14).

Written opinion by member of the Board of Directors of JSC IDGC Holding N. N. Shvets on Items 1–11 on the agenda of the meeting attached hereto (Appendix 15).

G. V. Boos 331

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: March 1, 2013

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M I N U T E S

of the Meeting of the Board of Directors

March 11, 2013 No. 109

332 Moscow

The decision of the Board of Directors of JSC IDGC Holding was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, T. Hendel, and N. N. Shvets.

A. R. Bokarev, P. A. Borodin, B. G. Zingarevich, D. V. Fedorov, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies.

202

IT WAS RESOLVED AS FOLLOWS:

Concerning the items on the agendas of the extraordinary general meetings of shareholders of subsidiaries and dependent companies “Election of members of the Board of Directors of the Company,” representatives of JSC IDGC Holding shall be instructed to vote as specified in Appendices 1 and 2 hereto.

G. V. Boos, S. R. Borisov, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

Ballots attached.

333

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: March 11, 2013

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M I N U T E S

of the Meeting of the Board of Directors

March 15, 2013 No. 110

Moscow

The decision of the Board of Directors of JSC IDGC Holding was approved by absentee voting 334 (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets.

A. R. Bokarev, S. R. Borisov, P. A. Borodin, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the item on the agenda of the meeting of the Board of Directors of IDGC of Urals, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the construction-in-progress facility located at: Chelyabinsk Region, Chelyabinsk, Brodokalmatsky, 6.”

2. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the item on the agenda of the meeting of the Board of Directors of IDGC of Siberia, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity and heat, namely the heat networks, designated purpose: nonresidential, length: 897.0 running meters, located at: Russia, Trans- Baikal Territory, Chita, Zheleznodorozhny Administrative District, ul. Magistralnaya, 13, TK- 17, soor. 1.” 204

3. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the item on the agenda of the meeting of the Board of Directors of IDGC of Center and Volga Region, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the two-story nonresidential building, total area: 1,102 square meters, letter designation: 1A, and the industrial site, total area: 250 square meters, letter designation: 2A, located at: Tula Region, Tula, Central District, ul. Mendeleevskaya, 12v.

4. Findings of monitoring metal products purchased by subsidiaries and dependent companies of JSC IDGC Holding in 2012.

5. Review of the draft of the consolidated investment program of JSC IDGC Holding for 2013– 2018.

6. Changes of members of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding.

1. Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the 335 item on the agenda of the meeting of the Board of Directors of IDGC of Urals, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the construction-in-progress facility located at: Chelyabinsk Region, Chelyabinsk, Brodokalmatsky, 6.”

IT WAS RESOLVED AS FOLLOWS:

1.1. Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Urals, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the construction-in- progress facility located at: Chelyabinsk Region, Chelyabinsk, Brodokalmatsky, 6,” representatives of JSC IDGC Holding shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following terms and conditions:

- transferred property: construction-in-progress facility. Designated purpose: nonresidential facility. Inventory number: 38245. Address (location): Chelyabinsk Region, Chelyabinsk, Brodokalmatsky, 6;

- book value of the transferred property as at December 31, 2012: thirty-three million, four hundred seventy-one thousand, six hundred twenty-five (33,471,625) rubles and 44 kopecks;

- market value of the property as determined by an independent appraiser, ZAO Professional Center for Valuation and Expert Reviews (Property Market Value Appraisal Report No. 3482- 205

ROSSETI ANNUAL REPORT 2013

N): thirty-one million, two hundred twenty-six thousand, three hundred twenty-four (31,226,324) rubles and 00 kopecks, inclusive of VAT;

- transfer method: public auction;

- starting price: equal to the book value at thirty-three million, four hundred seventy-one thousand, six hundred twenty-five (33,471,625) rubles and 44 kopecks, exclusive of VAT, or thirty-nine million, four hundred ninety-six thousand, five hundred eighteen (39,496,518) rubles and 02 kopecks, inclusive of VAT;

- payment procedure (period) for the property: cash, before the transfer of title to the property, but not later than twenty (20) banking days after the date of execution by the parties of the property purchase and sale agreement, by bank transfer by the Buyer into the Seller’s settlement account.

1.2. The property specified in paragraph 1.1 hereof shall be caused to be sold in accordance with the procedure and methods set forth in the Regulations for Selling Noncore Assets of IDGC of Urals, JSC approved by the decision of IDGC of Urals, JSC’s Board of Directors on December 16, 2008 (Minutes of the Meeting No. 48).

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted 336 “For.” Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

2.1. Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Siberia, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity and heat, namely the heat networks, designated purpose: nonresidential, length: 897.0 running meters, located at: Russia, Trans-Baikal Territory, Chita, Zheleznodorozhny Administrative District, ul. Magistralnaya, 13, TK-17, soor. 1,” representatives of JSC IDGC Holding shall be instructed to vote “For” the 206

approval of the Company’s entering into the transaction subject to the following material terms and conditions:

- transferred property: heat networks. Designated purpose: nonresidential facilities. Length: 897.0 running meters. Inventory number: 38136/G1. Letter designation: G1. Address (location): Russia, Trans-Baikal Territory, Chita, Zheleznodorozhny Administrative District, ul. Magistralnaya, 13, TK-17, soor. 1;

- book (residual) value of the transferred property as at July 1, 2012: twenty-three million, four hundred seven thousand, one hundred eighteen (23,407,118) rubles and 64 kopecks;

- transfer method: sale at a public auction without a selling agent engaged;

- starting price: equal to the market value of the property as determined by an independent appraiser, OOO Institute for Valuation of Ownership and Financial Activities, (Report No. 778/12-nf) at thirty million, nine hundred twelve thousand, three hundred fifty-seven (30,912,357) rubles and 00 kopecks, inclusive of VAT;

- payment procedure (period) for the property: before the transfer of title to the property, within ten (10) days after the date of execution by the parties of the purchase and sale agreement, by bank transfer by the Buyer into the Seller’s settlement account.

2.2. If the auction is held invalid, the sale shall be made in accordance with the procedure and 337 methods applicable to the sale of noncore assets as set forth in the Regulations for Selling Noncore Assets of IDGC of Siberia, JSC approved by the decision of the Company’s Board of Directors on November 14, 2008 (Minutes of the Meeting No. 25/08).

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

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Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Center and Volga Region, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the two-story nonresidential building, total area: 1,102 square meters, letter designation: 1A, and the industrial site, total area: 250 square meters, letter designation: 2A, located at: Tula Region, Tula, Central District, ul. Mendeleevskaya, 12v,” representatives of JSC IDGC Holding shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following material terms and conditions:

- composition of the transferred property located at: Tula Region, Tula, Central District, ul. Mendeleevskaya, 12v:

nonresidential building, designated purpose: nonresidential facilities, two-story building (number of underground stories: 0), total area: 1,102 square meters, inventory number: 71-17, letter designation: 1A, identification number: 71:30:05:03030:002;

facility: industrial site, designated purpose: nonresidential facilities, total area: 250 square meters, inventory number: 71-17, letter designation: 2A, identification number: 71:30:05:03030:001;

- book (residual) value of the transferred property as at December 1, 2012: three hundred 338 sixteen thousand, fifty-five (316,055) rubles and 82 kopecks;

- transfer method: transfer of property without compensation to the ownership of the Tula Region.

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

4. Report of the sole executive body on the findings of monitoring metal products purchased by subsidiaries and dependent companies of JSC IDGC Holding in 2012.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the report of the sole executive body on the findings of monitoring metal products purchased by subsidiaries and dependent companies of JSC IDGC Holding in 2012 (Appendix 1).

208

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

5. Review of the draft of the consolidated investment program of JSC IDGC Holding for 2013– 2018.

IT WAS RESOLVED AS FOLLOWS:

5.1. The draft of the consolidated investment program of JSC IDGC Holding for 2013–2018 shall be approved (Appendix 2).

5.2. The sole executive body of JSC IDGC Holding shall be instructed to:

5.2.1. Cause the drafts of the investment programs of branches of JSC IDGC Holding’s subsidiaries and dependent companies until 2018 to be agreed upon by authorized executive agencies of the Russian Federation in accordance with the requirements set forth in Resolution of 339 the Government of the Russian Federation No. 977 of December 1, 2009;

5.2.2. Obtain before April 15, 2013, from the Ministry of Energy of the Russian Federation its approval of the investment programs of JSC LENENERGO, IDGC of Northern Caucasus, JSC, and Kubanenergo as related to the projects financed from federal budget funds (JSC LENENERGO Program to Renew Cable Lines of 6–110 kV; IDGC of Northern Caucasus, JSC Comprehensive Program of Measures to Reduce Above-standard Electricity Losses in Distribution Networks in the Republic of Dagestan, the Republic of Ingushetia, and the Chechen Republic; and Kubanenergo Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort) with due consideration to the documents submitted with respect to each project and justifying the changed value of project implementation and the postponed periods of project implementation, and the measures taken by company management to the unconditional fulfillment of the existing Agreements with the Ministry of Energy of the Russian Federation;

5.2.3. Consider, in the course of causing the drafts of the investment programs of branches of JSC IDGC Holding’s subsidiaries and dependent companies to be approved, the implementation of measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption resulting from the termination of last mile agreements and constant nonpayments by retail companies with due regard to the Supplier of Last Resort functions assumed by branches of JSC IDGC Holding’s subsidiaries and dependent companies (especially, with respect to IDGC of Siberia, JSC and IDGC of South, JSC), including an additional reduction in the scope of the investment programs of JSC IDGC Holding’s subsidiaries and dependent companies;

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5.2.4. Submit to the Board of Directors of JSC IDGC Holding a report on progress in implementing measures to reduce lost income affecting subsidiaries and dependent companies of JSC IDGC Holding due to interrupted electricity consumption resulting from the termination of last mile agreements, including an additional reduction in the scope of the investment programs of JSC IDGC Holding’s subsidiaries and dependent companies, before September 30, 2013.

G. V. Boos, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

V. M. Kravchenko voted “Against” (written opinion attached hereto, Appendix 3).

Approved by a majority of votes.

6. Changes of members of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding.

IT WAS RESOLVED AS FOLLOWS:

340 6.1. Ildar Nurullovich Gabdrakhmanov, First Deputy Chairman of the Moscow Region Government for Finance and Economic Policy, shall be dismissed from the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding.

6.2. Vladimir Viktorovich Volodin, Chief Executive Officer, HTS LLC, and Aleksey Aleksandrovich Chesnakov, Director, Centre for Current Politics, and a member of the Presidium of the General Council, United Russia, shall be elected to the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding.

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

210

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: March 18, 2013

341

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M I N U T E S

of the Meeting of the Board of Directors

March 29, 2013 No. 111 342 Moscow

The decision of the Board of Directors of JSC IDGC Holding was approved by absentee voting (voting by ballot).

A. R. Bokarev, P. A. Borodin, B. G. Zingarevich, and E. B. Titova did not participate in the voting.

Agenda:

1. Convocation of the Extraordinary General Meeting of Shareholders of the Company.

IT WAS RESOLVED AS FOLLOWS:

1. The Extraordinary General Meeting of Shareholders of JSC Russian Grids (hereinafter, the “Company”) in the form of a meeting with absentee voting shall be convened on May 6, 2013.

1.1. The deadline date for receiving completed ballots for voting at the Company’s Extraordinary General Meeting of Shareholders shall be May 6, 2013. 212

1.2. Completed ballots shall be sent to:

- Russia, 109544, Moscow, ul. Novorogozhskaya, 32, str. 1, ZAO STATUS Registration Company; or

- Russia, 107996, Moscow, GSP-6, Ulansky pereulok, 26, the Company.

1.3. The following agenda of the Company’s Extraordinary General Meeting of Shareholders shall be approved:

1) Determination of the quantity, par value, category (type) of the Company’s authorized shares and rights attaching thereto.

2) Approval of amendments and supplements to the Articles of Association of the Company.

3) Increase in the authorized capital of the Company by means of the placement of additional shares.

4) Approval of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES, which is a related party transaction.

5) Early termination of the powers of the management organization, JSC FGC UES.

1.4. The date of the list of the persons entitled to participate in the Company’s Extraordinary General Meeting of Shareholders shall be March 29, 2013. 343

1.5. The form and text of the notice of the Company’s Extraordinary General Meeting of Shareholders shall be approved (Appendix 1).

1.6. 1.6. The sole executive body of the Company shall cause the notice of the Company’s Extraordinary General Meeting of Shareholders to be published in the Izvestia newspaper and posted on the Company’s corporate website at www.holding-mrsk.ru on or prior to April 5, 2013.

1.7. Ballots for voting on the issue on the agenda of the Company’s Extraordinary General Meeting of Shareholders shall be sent by registered mail or delivered, against a signed acknowledgement of receipt, to each person specified in the list of the persons entitled to participate in the Company’s Extraordinary General Meeting of Shareholders on or prior to April 15, 2013.

1.8. The Company’s preference share holders shall have a right to vote on all issues on the agenda of the Extraordinary General Meeting of Shareholders of the Company.

1.9. Information (materials) provided for shareholders in the course of making preparations for the Company’s Extraordinary General Meeting of Shareholders shall be as follows:

- the drafts of decisions of the Company’s Extraordinary General Meeting of Shareholders on the issues on the agenda;

- the draft of amendments and supplements to the Company’s Articles of Association;

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- the draft of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES and all annexes thereto;

- recommendations of the Board of Directors of the Company regarding the issues on the agenda of the Company’s Extraordinary General Meeting of Shareholders.

1.10. The information (materials) specified above shall be available to the persons entitled to participate in the Company’s Extraordinary General Meeting of Shareholders from 10:00 a.m. to 5:00 p.m. (Moscow time), from April 16, 2013, to and including May 6, 2013, (except nonbusiness days and public holidays):

- from the Company at: Russia, 107996, Moscow, Ulansky pereulok, 26; and

- from ZAO STATUS Registration Company at: Russia, 109544, Moscow, ul. Novorogozhskaya, 32, str. 1;

and on the Company’s corporate website at www.holding-mrsk.ru.

1.11. G. A. Kizaryants, Head of the Administrative Office of the Board of Directors of the Company, shall be elected the Secretary of the Company’s Extraordinary General Meeting of Shareholders.

G. V. Boos, S. R. Borisov, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, 344 V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: March 29, 2013

214

JOINT STOCK COMPANY

RUSSIAN GRIDS

(JSC Russian Grids)

M I N U T E S of the Meeting of the Board of Directors

April 5, 2013 No. 112

Sochi

345

Chairman of the Board of Directors of JSC Russian Grids G. V. Boos

Present were:

- members of the Board of Directors: V. V. Kudryavy, S. Remes, and P. O. Shatsky;

- members of the Board of Directors S. R. Borisov (Items 1–15), B. G. Zingarevich (Items 1–15), V. M. Kravchenko (Items 1–15), S. V. Serebryannikov (Items 1–15), V. V. Tatsiy (Items 1–15), D. V. Fedorov (Items 1–15), T. Hendel (Items 1–15), and N. N. Shvets (Items 1–15) provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC Russian Grids and JSC FGC UES:

O. M. Budargin, A. Ye. Murov, A. V. Demidov, I. V. Khvalin, Yu. V. Goncharov, D. M. Gurevich, Yu. N. Mangarov, D. I. Romeyko, V. S. Shukshin, Ye. V. Prokhorov, O. V. Shatokhina, A. A. Zakharov, I. N. Sukharnikova, M. V. Izmaylov, S. D. Obolentseva, A. V. Kazachenkov, A. N. Fadeev, V. A. Kocherga, A. V. Cherezov, and A. A. Dyomin;

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- Head of the Division for Electric Power Industry Control of the Federal Antimonopoly Service of the Russian Federation V. G. Korolyov;

- M. G. Tikhonova;

- Acting Director General of Kubanenergo A. I. Gavrilov;

- Acting Director General of IDGC of Northern Caucasus, JSC P. A. Seltsovsky;

- Senior Manager of Ernst & Young Valuation and Advisory Services LLC V. E. Ivanov;

- Director of VTB Capital A. V. Pospelov;

346 - Senior Vice President, Market Sector Customer Relations Department, Energy Directorate, of VTB Bank D. N. Kovrizhnykh;

- Executive Director of Morgan Stanley S. F. Smolyak;

- Secretary of the Board of Directors of G. A. Kizaryants.

Of the 15 elected members of the Board of Directors of JSC Russian Grids, four attended the meeting. Eight members of the Board of Directors sent their written opinions.

The meeting of the Board of Directors of JSC Russian Grids had a quorum.

Agenda

1. Review of the report of the management organization, JSC FGC UES, for the period from July 10, 2012, to September 30, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

2. Review of the report of the management organization, JSC FGC UES, for the period from October 1, 2012, to December 31, 2012, on the powers exercised under Agreement for the 216

Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

3. Report on the implementation of the instructions issued by the Board of Directors of JSC Russian Grids.

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Kubanenergo.

5. Analysis of the reporting system and the benchmarks contained therein and used by JSC Russian Grids’s subsidiaries and dependent companies and their branches (including proposals based on the study of best practices).

6. Determination of the offering price of additional ordinary shares in the Company.

7. Proposals for the Extraordinary General Meeting of Shareholders concerning the issue “Increase in the authorized capital of the Company by means of the placement of additional shares.”

8. Determination of the price of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES, which is a related party transaction.

9. Proposals for the Extraordinary General Meeting of Shareholders concerning the issue “Approval of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC 347 UES, which is a related party transaction.”

10. Proposals for the Extraordinary General Meeting of Shareholders concerning the issue “Early termination of the powers of the management organization, JSC FGC UES.”

11. Approval of the form and text of ballots for voting on the issue on the agenda of the Extraordinary General Meeting of Shareholders of the Company.

12. Report of the Administrative Office of the Board of Directors of JSC IDGC Holding on the audit (inspection) in relation to the financial and economic activities of IDGC of Volga, JSC for the period from January 1, 2009, to and including December 31, 2012.

13. Proposals to give due consideration to seasonality in setting tariffs for electric grid companies in resort regions.

14. On the Budget of the Company.

15. Report of the Acting Director General of Kubanenergo on the package of measures to avert the company’s pre-bankruptcy situation due to delays in the construction of Paragraph 152 facilities under the Program of the Construction of Olympic Games Sites.

The agenda of the meeting was changed as follows: the item “12. Report of the Administrative Office of the Board of Directors of JSC IDGC Holding on the audit (inspection) in relation to the financial and economic activities of IDGC of Volga, JSC for the period from January 1, 2009, to

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and including December 31, 2012” was excluded from consideration and carried over to be considered by a regular meeting of the Board of Directors.

1. THE FOLLOWING PERSONS WERE HEARD:

O. M. Budargin and A. V. Kazachenkov

Review of the report of the management organization, JSC FGC UES, for the period from July 10, 2012, to September 30, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, V. G. Korolyov, V. V. Kudryavy, S. Remes, and M. G. Tikhonova

IT WAS RESOLVED AS FOLLOWS:

348 1.1. The report of the management organization, JSC FGC UES, for the period from July 10, 2012, to September 30, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, shall be approved (Appendix 1).

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

2. THE FOLLOWING PERSONS WERE HEARD:

O. M. Budargin and A. V. Kazachenkov

Review of the report of the management organization, JSC FGC UES, for the period from October 1, 2012, to December 31, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, V. G. Korolyov, V. V. Kudryavy, S. Remes, and M. G. Tikhonova 218

IT WAS RESOLVED AS FOLLOWS:

2.1. The report of the management organization, JSC FGC UES, for the period from October 1, 2012, to December 31, 2012, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, shall be approved (Appendix 2).

Approved unanimously.

FOR THE RECORD ONLY:

1. The sole executive body shall prepare and submit for consideration by the Board of Directors of JSC Russian Grids the issue related to entering into an addendum to the Agreement for the Transfer of the Powers of the Sole Executive Body, specifying the calculation procedure and amount of remuneration payable to the Management Company with due regard to personnel expenses for the transferred staff. The issue shall be preliminarily considered by the Strategy Committee of the Board of Directors of JSC Russian Grids. 349 Deadline: May 15, 2013.

2. The sole executive body shall prepare and submit for consideration by the Board of Directors of JSC Russian Grids the comprehensive road map (specifying the actions of all participants, including federal and regional executive authorities) regarding the JSC Russian Grids management system and dealing with problems associated with, among other things, the abolishment of the last mile mechanism, the attraction of additional investments to the electric grid sector by means of using energy service contracts and concession agreements, and the regulation of territorial grid organizations’ activities. The issue shall be preliminarily considered by the Strategy Committee of the Board of Directors of JSC Russian Grids with analyzing proposals made by the Federal Antimonopoly Service of the Russian Federation.

Deadline: May 15, 2013.

3. THE FOLLOWING PERSON WAS HEARD:

Yu. N. Mangarov

Report on the implementation of the instructions issued by the Board of Directors of JSC Russian Grids.

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THE FOLLOWING PERSON REPORTED:

G. V. Boos and V. G. Korolyov

IT WAS RESOLVED AS FOLLOWS:

3.1. Note shall be taken of information concerning the implemented (Appendix 3) and delayed (Appendix 4) instructions issued by the Board of Directors of JSC Russian Grids.

3.2. The sole executive body (Executive Director) of JSC Russian Grids shall be instructed to:

- ensure that the instructions issued by the Board of Directors of JSC Russian Grids and specified in Appendix 4 will be implemented before May 15, 2013, or, if necessary, that proposals to change the instructions issued by the Board of Directors of JSC Russian Grids and specified in Appendix 4 will be submitted for consideration by the Board of Directors of JSC Russian Grids, such proposals to be preliminarily submitted to a meeting chaired by the Chairman of the Board of Directors of JSC Russian Grids and attended by members of the Board of Directors of JSC Russian Grids.

- ensure that a package of measures will be developed, approved, and submitted to the Chairman of the Board of Directors of JSC Russian Grids within ten (10) calendar days after the signing of 350 these Minutes with respect to the implementation of the decisions (instructions) adopted (issued) by the Board of Directors of JSC Russian Grids at this meeting and the future meetings of the Board of Directors of JSC Russian Grids..

Approved unanimously.

4. THE FOLLOWING PERSON WAS HEARD:

D. I. Romeyko

Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Kubanenergo.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, V. G. Korolyov, P. O. Shatsky, M. G. Tikhonova, and Yu. V. Goncharov

220

IT WAS RESOLVED AS FOLLOWS:

4.1. Concerning the item on the agenda of the meeting of the Board of Directors of Kubanenergo “Agenda of the Annual General Meeting of Shareholders of Kubanenergo,” representatives of JSC Russian Grids shall be instructed to vote “For” the inclusion of the following item on the agenda of the Annual General Meeting of Shareholders of Kubanenergo:

- Approval of the transactions between Kubanenergo and JSC SCPE, which are related party transactions, in relation to which JSC SCPE is selected as the preferred bidder as a result of the completed competitive bidding procedures and that may be entered into in the future in the ordinary course of Kubanenergo’s business.

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

S. R. Borisov “Abstained.”

Approved by a majority of votes.

351 At the request of O. M. Budargin, Chairman of the Management Board of JSC FGC UES and Chairman of the Management Board of JSC Russian Grids, supported by the members of the Board of Directors of JSC Russian Grids, G. V. Boos changed the order of considering Items 14 and 15.

14. THE FOLLOWING PERSON WAS HEARD:

A. A. Dyomin

On the Budget of the Company.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, O. M. Budargin, V. V. Kudryavy, S. Remes, and P. O. Shatsky

IT WAS RESOLVED AS FOLLOWS:

14.1. Consent shall be given to acting as a general sponsor of PFC CSKA.

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14.2. A rise of 354,661 thousand rubles in the Company’s expenses for the 2nd half of 2013 shall be approved, and due consideration shall also be given to expenses associated with tax payment.

14.3. The sole executive body of the Company shall sign an agreement with PFC CSKA (hereinafter also, the “Club”) in relation to the provision by the Club of fee-based advertising services and in relation to the grant nonexclusive rights to use intellectual products and identity items for a period of five (5) years (hereinafter, the “Agreement”) on a sole source purchase basis subject to the material terms and conditions (Appendix 5).

14.4. The Annual Comprehensive Procurement Program for Goods, Work, and Services for the Company for 2013 approved by the decision adopted by the Board of Directors of the Company on January 24, 2013, (Minutes of the Meeting No. 105) shall be amended (Appendix 6).

14.5. The sole executive body of the Company shall be instructed to include in the Budget of the Company for 2013 and thereafter additional expenses associated with entering into the Agreement.

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

S. R. Borisov “Abstained.”

S. Remes voted “Against.” 352 Approved by a majority of votes.

FOR THE RECORD ONLY:

The sole executive body of the Company shall be instructed to work on building up a network of PFC CSKA sports schools in the regions where the Company has a presence with the involvement of children of the Company’s employees in sports on the base of such sports schools.

Deadline: May 15, 2013

15. THE FOLLOWING PERSON WAS HEARD:

A. I. Gavrilov

Report of the Acting Director General of Kubanenergo on the package of measures to avert the company’s pre-bankruptcy situation due to delays in the construction of Paragraph 152 facilities under the Program of the Construction of Olympic Games Sites.

THE FOLLOWING PERSONS REPORTED: 222

G. V. Boos, M. G. Tikhonova, O. M. Budargin, V. V. Kudryavy, and A. Ye. Murov

IT WAS RESOLVED AS FOLLOWS:

15.1. Note shall be taken of the report of the Acting Director General of Kubanenergo on the package of measures to avert the company’s pre-bankruptcy situation due to delays in the construction of Paragraph 152 facilities under the Program of the Construction of Olympic Games Sites (Appendix 7).

15.2. The sole executive body of JSC Russian Grids (hereinafter, the “Company”) shall be instructed to:

15.2.1. personally monitor progress in implementing the project under Paragraph 152 “City Electricity Distribution Network” of the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort (hereinafter, the “Program”) as related to eliminating the delays in performing the work specified in the Construction Schedule for Olympic Games Sites Financed from Federal Budget Funds;

15.2.2. ensure that, by April 12, 2013, personal responsibility will be imposed on employees at Kubanenergo level with respect to the timely performance of design work and construction and installation work for each phase of Paragraph 152 of the Program. 353 15.3. The Management Board of JSC Russian Grids shall be instructed to ensure:

15.3.1. the formulation of a detailed schedule of eliminating the delays in performing the work specified in Paragraph 152 of the Program, such schedule to be submitted for consideration by the Board of Directors of JSC Russian Grids by April 15, 2013, with a performance report related to the schedule to be submitted to the Board of Directors of the Company on a monthly basis.

15.3.2. the submission of a weekly report related to the schedule to the Ministry of Energy of the Russian Federation.

Approved unanimously.

5. THE FOLLOWING PERSON WAS HEARD:

I. V. Khvalin

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Analysis of the reporting system and the benchmarks contained therein and used by JSC Russian Grids’s subsidiaries and dependent companies and their branches (including proposals based on the study of best practices).

THE FOLLOWING PERSON REPORTED:

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

5.1. Note shall be taken of the report on the analysis of the reporting system and the benchmarks contained therein and used by JSC Russian Grids’s subsidiaries and dependent companies and their branches (including proposals based on the study of best practices) (Appendix 8).

5.2. The sole executive body of JSC Russian Grids shall be instructed to:

- Ensure that proposals will be prepared and submitted for consideration by the Board of Directors of JSC Russian Grids with respect to reducing to December 2014 the time of the completion of automating the reporting system of JSC Russian Grids’s divisions engaged in 354 electricity distribution and involved in data exchange. Deadline: 3rd quarter of 2013;

- Ensure that the reports of the Company’s sole executive body on the status of data exchange in JSC Russian Grids will be submitted to the Board of Directors of JSC Russian Grids in the following periods: 1st quarter of 2014, 3rd quarter of 2014, and 1st quarter of 2015.

Approved unanimously.

6. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Determination of the offering price of additional ordinary shares in the Company.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. F. Smolyak, S. Remes, and V. V. Kudryavy

224

IT WAS RESOLVED AS FOLLOWS:

6.1. The offering price (including with respect to the persons included on the list of the persons having the preemptive right to acquire placed additional shares) of one additional share in the Company shall be 2.79 rubles.

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

S. R. Borisov “Abstained.”

Approved by a majority of votes.

FOR THE RECORD ONLY:

The Board of Directors received from investment banks, VTB Capital and Morgan Stanley, their respective opinions stating that the effective share swap ratio with respect to one ordinary share in JSC Russian Grids to be exchanged for ordinary shares in JSC FGC UES (calculated on the basis of Ernst & Young’s independent appraisal of the market value of these securities at 2.79 rubles and 0.2836 rubles respectively) is financially fair under the planned transaction. 355

7. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Proposals for the Extraordinary General Meeting of Shareholders concerning the issue “Increase in the authorized capital of the Company by means of the placement of additional shares.”

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, S. Remes, and V. V. Kudryavy

IT WAS RESOLVED AS FOLLOWS:

7.1. It shall be proposed that the Extraordinary General Meeting of Shareholders of the Company adopt the following decision on the issue “Increase in the authorized capital of the Company by means of the placement of additional shares”:

“The authorized capital of JSC Russian Grids shall be increased by means of the placement of one hundred sixty-one billion, sixty-six million, four hundred forty thousand, seven hundred 225

ROSSETI ANNUAL REPORT 2013

seventy-five (161,066,440,775) additional uncertificated registered ordinary shares, each with a par value of one (1) ruble, with the total par value of one hundred sixty-one billion, sixty-six million, four hundred forty thousand, seven hundred seventy-five (161,066,440,775) rubles subject to the following basic terms and conditions:

1) placement method: public offering;

2) offering price (including with respect to the persons included on the list of the persons having the preemptive right to acquire placed additional shares) of one additional share: 2.79 rubles;

3) method of payment for additional shares: payment for additional shares is made in cash in Russian rubles by bank transfer into JSC Russian Grids’s settlement account, and other than in cash (in kind), namely by transfer of uncertificated registered ordinary shares in Open Joint- Stock Company Federal Grid Company of Unified Energy System.

The following appraisers may be engaged to determine the market value of the property that may be used as payment for the uncertificated registered ordinary shares placed by JSC Russian Grids:

1. Hakob Gurgenovich Sarkissian, a full member of the Russian Society of Appraisers (location: Russia, 105066, Moscow, 1-y Basmanny pereulok, 2A, office 5).

H. G. Sarkissian works under an employment contract with Ernst & Young Valuation and 356 Advisory Services Limited Liability Company.

2. Maria Lvovna Lafer, a full member of the Russian Society of Appraisers (location: Russia, 105066, Moscow, 1-y Basmanny pereulok, 2A, office 5).

M. L. Lafer works under an employment contract with Ernst & Young Valuation and Advisory Services Limited Liability Company.

3. Olga Yurievna Arkhangelskaya, a full member of the Russian Society of Appraisers (location: Russia, 105066, Moscow, 1-y Basmanny pereulok, 2A, office 5).

O. Yu. Arkhangelskaya works under an employment contract with Ernst & Young Valuation and Advisory Services Limited Liability Company.

4. Alexander Vofovich Kopylov, a full member of the Russian Society of Appraisers (location: Russia, 105066, Moscow, 1-y Basmanny pereulok, 2A, office 5).

A. V. Kopylov works under an employment contract with Ernst & Young Valuation and Advisory Services Limited Liability Company.”

G. V. Boos, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

S. R. Borisov “Abstained.”

Approved by a majority of votes.

226

8. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Determination of the price of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES, which is a related party transaction.

THE FOLLOWING PERSON REPORTED:

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

8.1. The price of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES (Shareholders’ Agreement) (not in relation to the direct or indirect acquisition, disposal, or possible disposal of the property by the Company), which is a related party transaction, shall be equal, as determined by the Board of Directors of the Company in accordance with Article 77 of the Federal Law “On Joint-Stock Companies,” to the price (market value appraised in money terms) of shares in JSC FGC UES that represent the rights covered by the Shareholders’ Agreement between the parties. 357 G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, T. Hendel, and P. O. Shatsky voted “For.”

V. M. Kravchenko, D. V. Fedorov, and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

9. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Proposals for the Extraordinary General Meeting of Shareholders concerning the issue “Approval of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES, which is a related party transaction.”

THE FOLLOWING PERSON REPORTED:

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G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

9.1. It shall be proposed that the Extraordinary General Meeting of Shareholders of the Company adopt the following decision on the issue “Approval of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES, which is a related party transaction”:

The Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES (hereinafter, the “Shareholders’ Agreement”), which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Shareholders’ Agreement:

The Company,

The Federal Agency for State Property Management of the Russian Federation (“Agency”).

Subject matter of the Shareholders’ Agreement:

Under the Shareholders’ Agreement, the parties agree to exercise JSC FGC UES shareholders’ rights represented by shares in JSC FGC UES and participate in managing JSC FGC UES in 358 accordance with the terms and conditions of the Shareholders’ Agreement.

Price of the Shareholders’ Agreement:

The price of the Shareholders’ Agreement (not in relation to the direct or indirect acquisition, disposal, or possible disposal of the property by the Company) is equal, as determined by the Board of Directors of the Company in accordance with Article 77 of the Federal Law “On Joint- Stock Companies,” to the price (market value appraised in money terms) of shares in JSC FGC UES that represent the rights covered by the Shareholders’ Agreement between the parties.

Term of the Shareholders’ Agreement:

The Shareholders’ Agreement is deemed to be entered into as of its execution by both parties but becomes effective and binding upon the parties, and the parties’ rights and obligations arise, as of the date when the Company acquires title to shares in JSC FGC UES.

Approved unanimously.

10. THE FOLLOWING PERSON WAS HEARD:

228

Yu. V. Goncharov

Proposals for the Extraordinary General Meeting of Shareholders concerning the issue “Early termination of the powers of the management organization, JSC FGC UES.”

THE FOLLOWING PERSON REPORTED:

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

10.1. It shall be proposed that the Extraordinary General Meeting of Shareholders of the Company adopt the following decision on the issue “Early termination of the powers of the management organization, JSC FGC UES”:

The powers of the management organization of JSC Russian Grids (formerly, JSC IDGC Holding), namely Open Joint-Stock Company Federal Grid Company of Unified Energy System (JSC FGC UES), shall be terminated earlier as of the date of the contribution of (transfer of title to) federally owned shares in JSC FGC UES as payment for additional shares to be placed by Joint Stock Company Russian Grids in connection with an increase in its authorized capital. 359 G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

11. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Approval of the form and text of ballots for voting on the issue on the agenda of the Extraordinary General Meeting of Shareholders of the Company.

THE FOLLOWING PERSON REPORTED:

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

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11.1. The form and text of ballots for voting at the Extraordinary General Meeting of Shareholders of the Company shall be approved (Appendix 9).

Approved unanimously.

13. THE FOLLOWING PERSON WAS HEARD:

A. V. Demidov

Proposals to give due consideration to seasonality in setting tariffs for electric grid companies in resort regions.

THE FOLLOWING PERSON REPORTED:

360 G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

13.1. The consideration of this issue shall be postponed to May 15, 2013, this issue to be preliminarily reviewed by the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids.

Approved unanimously.

Written opinion by member of the Board of Directors of JSC Russian Grids S. R. Borisov on Items 1–15 on the agenda of the meeting attached hereto (Appendix 10).

Written opinion by member of the Board of Directors of JSC Russian Grids B. G. Zingarevich on Items 1–15 on the agenda of the meeting attached hereto (Appendix 11).

Written opinion by member of the Board of Directors of JSC Russian Grids V. M. Kravchenko on Items 1–15 on the agenda of the meeting attached hereto (Appendix 11).

Written opinion by member of the Board of Directors of JSC Russian Grids S. V. Serebryannikov on Items 1–15 on the agenda of the meeting attached hereto (Appendix 11). 230

Written opinion by member of the Board of Directors of JSC Russian Grids V. V. Tatsiy on Items 1–15 on the agenda of the meeting attached hereto (Appendix 11).

Written opinion by member of the Board of Directors of JSC Russian Grids D. V. Fedorov on Items 1–15 on the agenda of the meeting attached hereto (Appendix 13).

Written opinion by member of the Board of Directors of JSC Russian Grids T. Hendel on Items 1–15 on the agenda of the meeting attached hereto (Appendix 14).

Written opinion by member of the Board of Directors of JSC Russian Grids N. N. Shvets on Items 1–15 on the agenda of the meeting attached hereto (Appendix 15).

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors 361

Date of the Minutes of the Meeting: April 8, 2013

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M I N U T E S

of the Meeting of the Board of Directors

April 5, 2013 No. 113

Moscow

362

The decision of the Board of Directors of JSC IDGC Holding was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets.

A. R. Bokarev and E. B. Titova did not participate in the voting.

Agenda:

1. Consideration of proposals put forward by shareholders of the Company regarding the inclusion of items on the agenda of the Annual General Meeting of Shareholders of the Company and regarding the nomination of candidates for the Company’s management and control bodies.

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IT WAS RESOLVED AS FOLLOWS:

In accordance with Article 53 of the Federal Law “On Joint-Stock Companies” and the proposals received by the Board of Directors of the Company from shareholders (Appendixes 1–4):

1.1. The following items shall be included on the agenda of the Company’s Annual General Meeting of Shareholders to discuss performance results for 2012:

1. Approval of the Annual Report of the Company;

2. Approval of annual accounting statements, including profit and loss statements (profit and loss accounts), of the Company;

3. Approval of the Company’s profit distribution based on performance results in 2012;

4. Amount, period, and form of dividend payment based on performance results in 2011;

5. Payment of remuneration for serving on the Board of Directors to members of the Board of Directors other than those who hold public office in the amount specified in the Company’s internal documents.

6. Election of members of the Company’s Board of Directors;

7. Election of members of the Company’s Internal Audit Commission; 363 8. Approval of the Company’s Auditor.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

1.2. The following candidates shall be included on the list of nominees for election to the Board of Directors of JSC Russian Grids:

No. Full Name of Nominee Position of Nominee Nominating Shareholder

1. Georgy Valentinovich Boos President, Boos Lighting Group Management Company Federal Agency for State Property Management

2 . Oleg Mikhailovich Budargin Chairman of the Management Board, JSC FGC UES Federal Agency for State Property Management

3. Vyacheslav Mikhailovich Kravchenko Chairman of the Board, Nonprofit Partnership Council for Organizing Efficient System of Trading at Wholesale and Retail Electricity and Capacity Market (Market Council) Federal Agency for State Property Management

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4. Denis Stanislavovich Morozov Representative of the Russian Federation on the Board of Directors of the European Bank for Reconstruction and Development Federal Agency for State Property Management

5. Andrey Yevgenyevich Murov Executive Director, JSC IDGC Holding Federal Agency for State Property Management

6. Ernesto Ferlenghi Head of the Eni Representative Office in the Russian Federation and the CIS Federal Agency for State Property Management

7. Sergey Ivanovich Shmatko Member of the Commission for Strategic Development of the Fuel and Energy Sector and Environmental Security of the Russian Federation Federal Agency for State Property Management

8. Boris Ilyich Ayuyev Director General, SO UPS, JSC Federal Agency for State Property Management

9. Elena Borisovna Titova President and Chairperson of the Board, Russian Regional Development Bank Federal Agency for State Property Management

10. Maria Valerievna Ochirova Director of the Corporate Department, MMC Norilsk Nickel MMC Norilsk Nickel

364 11. Seppo Juha Remes Director General, OOO Kiuru Rusenergo Fund Limited

12. Andrey Nikolayevich Shishkin Vice President, Rosneft OOO Neft-Aktiv

13. Vladislavovich Nikonov Director of the Energy Department, Rosneft OOO Neft- Aktiv

14. Stanislav Olegovich Ashirov Director General, OAO Mezhregionenergosbyt OOO Gazprom Energoholding

15. Valery Alekseyevich Gulyaev OOO Gazprom Energoholding

16. Pavel Olegovich Shatsky First Deputy Director General, OOO Gazprom Energoholding OOO Gazprom Energoholding

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

S. R. Borisov voted “Against.”

Approved by a majority of votes.

1.3. The following candidates shall be included on the list of nominees for election to the Internal Audit Commission of JSC Russian Grids: 234

No. Full Name of Nominee Position of Nominee Nominating Shareholder

1. Anna Valeryevna Drokova Deputy Division Head,

Federal Agency for State Property Management of the Russian Federation Federal Agency for State Property Management

2. Karim Karimovich Samakhuzhin Chief Specialist and Expert of the Division, Ministry of Energy of the Russian Federation Federal Agency for State Property Management

3. Alan Fyodorovich Khadziev Division Head, Ministry of Energy of the Russian Federation Federal Agency for State Property Management

4. Vladimir Vasilyevich Khvorov Lead Expert of the Division, Ministry of Economic Development of the Russian Federation Federal Agency for State Property Management

5. Nikolay Grigoryevich Shulginov First Deputy Director General, SO UPS, JSC Federal Agency for State Property Management

6. Dinur Rinatovich Arifulin Deputy Head of the Internal Audit Directorate, Rosneft OOO Neft-Aktiv

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets 365 voted “For.”

S. R. Borisov voted “Against.”

Approved by a majority of votes.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: April 8, 2013

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MINUTES

of the Meeting of the Board of Directors

April 22, 2013 No. 114

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting 366 (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets.

A. R. Bokarev and P. O. Shatsky did not participate in the voting.

Agenda:

1. Consideration of the Report on implementation of the Annual Comprehensive Procurement Program of JSC Russian Grids for Q4 and 12 months of 2012.

2. Approval of the Report on the implementation of measures for compliances with requirements of the insider information control laws in JSC Russian Grids in 2012.

3. Report on activities of the Management Board of JSC Russian Grids for Q4 2012 and for 2012.

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Board of Directors of JSC IDGC of Siberia.

5. Approval of Supplementary Agreement No. 2 to Property Lease Agreement No. 36/А- 31.10.2011 of October 31, 2011 by and between JSC Russian Grids and JSC Nurenergo, which is a related party transaction.

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1. Consideration of the Report on implementation of the Annual Comprehensive Procurement Program of JSC Russian Grids for Q4 and 12 months of 2012.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the Report of the Company’s Sole Executive Body on implementation of the Annual Comprehensive Procurement Program of JSC Russian Grids for Q4 and 12 months of 2012 (Appendix 1).

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For”.

Approved by a majority vote.

2. Approval of the Report on the implementation of measures for compliances with requirements of the insider information control laws in JSC Russian Grids in 2012.

IT WAS RESOLVED AS FOLLOWS: 367

The Report on the implementation of measures for compliances with requirements of the insider information control laws in JSC Russian Grids in 2012 (Appendix 2) shall be approved.

Approved by a majority vote.

3. Report on activities of the Management Board of JSC Russian Grids for Q4 2012 and for 2012.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the Report on activities of the Management Board of JSC Russian Grids for Q4 2012 and for 2012 (Appendix 3).

Approved by a majority vote.

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4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Board of Directors of JSC IDGC of Siberia.

IT WAS RESOLVED AS FOLLOWS:

Representatives of JSC Russian Grids shall be instructed to vote “FOR” inclusion of the following items on the agenda of the annual General Meeting of Shareholders of JSC IDGC of Siberia when voting with respect to the item on the agenda of the meeting of the Board of Directors of JSC IDGC of Siberia “Defining of the agenda of the annual General Meeting of Shareholders of JSC IDGC of Siberia”:

1. Approval of the Agreement on Repayment of the Debt under Contract for the Provision of Electricity Distribution Services through the Unified National (Russian) Energy System No. 154/P of December 19, 2005 by and between JSC IDGC of Siberia and JSC FGC UES, which is a related party transaction;

2. Approval of transactions by and between JSC IDGC of Siberia and JSC Sibirelektrosetservis, which are related party transactions and awarded to JSC Sibirelektrosetservis as a result of competitive procedures, that may be performed in the future in the normal course of business of JSC IDGC of Siberia. 368 G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For”.

Approved by a majority vote.

IT WAS RESOLVED AS FOLLOWS:

Supplementary Agreement No. 2 Property Lease Agreement No. 36/А-31.10.2011 of October 31, 2011 (hereinafter the “Lease Agreement”) by and between JSC Russian Grids and JSC Nurenergo, which is a related party transaction (hereinafter the “Supplementary Agreement” or “appendix to this decision”), shall be approved on the following material terms and conditions:

Parties to the Supplementary Agreement:

JSC Russian Grids as the Landlord;

JSC Nurenergo as the Tenant.

238

Subject matter of the Supplementary Agreement:

The Parties agree to make the following amendments to the Lease Agreement:

57 (fifty-seven) units of the equipment shall be excluded from Appendices 1, 2 and 5 and amendments shall be made to Appendix 6 with respect to clarification of the property description in accordance with the Appendix to this Supplementary Agreement.

Term of the Supplementary Agreement:

The Supplementary Agreement shall take effect as from the date of its signing and apply to the relationship of the Parties arisen as from January 1, 2013.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For”.

V. M. Kravchenko, E. B. Titova, D.V. Fedorov, and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who are not related parties to the transaction.

369 Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: April 24, 2013

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M I N U T E S

of the Meeting of the Board of Directors

April 26, 2013 No. 115

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting 370 (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets.

A. R. Bokarev and E. B. Titova did not participate in the voting.

Agenda:

1. Approval of the cost estimate in relation to making preparations for and holding the Extraordinary General Meeting of Shareholders of JSC Russian Grids.

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Volgograd, ul. Akademicheskaya, 22 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction.”

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Rostov-on-Don, ul. Litvinova, 4 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction.”

240

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Rostov-on-Don, prospekt Budyonnovsky, 2 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction.”

5. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Krasnodar, ul. Starokubanskaya, 116 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction.”

6. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the meeting of the Board of Directors and the General Meeting of Shareholders of JSC LENENERGO.

1. Approval of the cost estimate in relation to making preparations for and holding the Extraordinary General Meeting of Shareholders of JSC Russian Grids. 371

IT WAS RESOLVED AS FOLLOWS:

The cost estimate in relation to making preparations for and holding the Extraordinary General Meeting of Shareholders of JSC Russian Grids shall be approved (Appendix 1).

S. R. Borisov “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

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ROSSETI ANNUAL REPORT 2013

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Volgograd, ul. Akademicheskaya, 22 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The lease agreement for the real property located at: Volgograd, ul. Akademicheskaya, 22 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction, (hereinafter, the “Agreement”) shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

OAO South Center of Power Engineering Real Estate as the Landlord;

JSC SCPE as the Tenant.

Subject matter of the Agreement:

The Landlord provides for the Tenant’s temporary possession and use, and the Tenant accepts the nonresidential premises located in the building at: Volgograd, ul. Akademicheskaya, 22.

372 Total rentable area of the premises: 2,509.8 square meters, including:

1,996.6 square meters of main premises,

513.2 square meters of auxiliary premises.

Price of the Agreement:

The rent consists of a fixed rent and a variable rent.

The fixed rent includes payment for the leased premises and is one million, ninety-one thousand, eight hundred (1,091,800) rubles and 00 kopecks per month, inclusive of 18% VAT of one hundred sixty-six thousand, five hundred forty-five (166,545) rubles and 76 kopecks.

Within the term of the Agreement, the Landlord may unilaterally raise the fixed rent amount, but at most once a calendar year and by at most 10% of the rent rate applied under the Agreement.

The variable rent includes payment for hot and cold water supply, sewerage, heating, and electricity supply services provided for the leased premises. The variable rent is calculated at the then-current rates on the basis of the services and energy resources actually consumed in connection with the operation of the leased premises and the equipment located therein.

Term of the Agreement:

From April 14, 2013, to and including April 13, 2018.

Termination of the Agreement:

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In the event that the owner of the premises changes, the Landlord may unilaterally terminate the Agreement without recourse to legal proceedings upon three (3) months’ written notice to the Tenant.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

P. O. Shatsky “Abstained.”

Approved by a majority of votes.

373 IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Rostov-on-Don, ul. Litvinova, 4 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The lease agreement for the real property located at: Rostov-on-Don, ul. Litvinova, 4 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction, (hereinafter, the “Agreement”) shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

OAO South Center of Power Engineering Real Estate as the Landlord;

JSC SCPE as the Tenant.

Subject matter of the Agreement:

The Landlord provides for the Tenant’s temporary possession and use, and the Tenant accepts the nonresidential premises located in the building at: Rostov-on-Don, ul. Litvinova, 4.

Total rentable area of the premises: 6,597.8 square meters, including:

4,704.4 square meters of main premises,

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1,893.4 square meters of auxiliary premises.

Price of the Agreement:

The rent consists of a fixed rent and a variable rent.

The fixed rent includes payment for the leased premises and is three million, one hundred ninety- two thousand, nine hundred (3,192,900) rubles and 60 kopecks per month, inclusive of 18% VAT of four hundred eighty-seven thousand, fifty-two (487,052) rubles and 63 kopecks.

Within the term of the Agreement, the Landlord may unilaterally raise the fixed rent amount, but at most once a calendar year and by at most 10% of the rent rate applied under the Agreement.

Term of the Agreement:

From April 25, 2013, to and including April 24, 2018.

Termination of the Agreement:

374 In the event that the owner of the premises changes, the Landlord may unilaterally terminate the Agreement without recourse to legal proceedings upon three (3) months’ written notice to the Tenant.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

S. R. Borisov and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The lease agreement for the real property located at: Rostov-on-Don, prospekt Budyonnovsky, 2 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction, (hereinafter, the “Agreement”) shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

OAO South Center of Power Engineering Real Estate as the Landlord;

JSC SCPE as the Tenant.

Subject matter of the Agreement:

The Landlord provides for the Tenant’s temporary possession and use, and the Tenant accepts the nonresidential premises located in the building at: Rostov-on-Don, prospekt Budyonnovsky, 2.

Total rentable area of the premises: 4,557.2 square meters, including:

3,525.7 square meters of main premises, 375 1,031.5 square meters of auxiliary premises.

Price of the Agreement:

The rent consists of a fixed rent and a variable rent.

The fixed rent includes payment for the leased premises and is two million, six hundred twelve thousand, two hundred thirty-nine (2,612,239) rubles and 40 kopecks per month, inclusive of 18% VAT of three hundred ninety-eight thousand, four hundred seventy seven (398,477) rubles and 20 kopecks.

Within the term of the Agreement, the Landlord may unilaterally raise the fixed rent amount, but at most once a calendar year and by at most 10% of the rent rate applied under the Agreement.

Term of the Agreement:

From April 29, 2013, to and including April 28, 2018.

Termination of the Agreement:

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In the event that the owner of the premises changes, the Landlord may unilaterally terminate the Agreement without recourse to legal proceedings upon three (3) months’ written notice to the Tenant.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

S. R. Borisov and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

376 IT WAS RESOLVED AS FOLLOWS: Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO South Center of Power Engineering Real Estate “Approval of the lease agreement for the real property located at: Krasnodar, ul. Starokubanskaya, 116 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The lease agreement for the real property located at: Krasnodar, ul. Starokubanskaya, 116 to be entered into by and between OAO South Center of Power Engineering Real Estate and JSC SCPE, which is a major transaction, (hereinafter, the “Agreement”) shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

OAO South Center of Power Engineering Real Estate as the Landlord;

JSC SCPE as the Tenant.

Subject matter of the Agreement:

The Landlord provides for the Tenant’s temporary possession and use, and the Tenant accepts the nonresidential premises located in the building at: Krasnodar, ul. Starokubanskaya, 116.

Total rentable area of the premises: 3,669.9 square meters, including:

2,541.6 square meters of main premises,

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1,128.3 square meters of auxiliary premises.

Price of the Agreement:

The rent consists of a fixed rent and a variable rent.

The fixed rent includes payment for the leased premises and is one million, six hundred forty- two thousand, nine hundred forty-seven (1,642,947) rubles and 60 kopecks per month, inclusive of 18% VAT of two hundred fifty thousand, six hundred nineteen (250,619) rubles and 13 kopecks.

Within the term of the Agreement, the Landlord may unilaterally raise the fixed rent amount, but at most once a calendar year and by at most 10% of the rent rate applied under the Agreement.

Term of the Agreement:

From October 7, 2013, to and including October 6, 2018.

Termination of the Agreement: 377 In the event that the owner of the premises changes, the Landlord may unilaterally terminate the Agreement without recourse to legal proceedings upon three (3) months’ written notice to the Tenant.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

S. R. Borisov and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

6.1. Concerning the item on the agenda of the meeting of the Board of Directors of JSC LENENERGO “Approval of the agenda of the General Meeting of Shareholders of JSC LENENERGO,” representatives of JSC Russian Grids shall be instructed to vote “For” the

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inclusion of the following item on the agenda of the General Meeting of Shareholders of JSC LENENERGO:

- Increase in the authorized capital of the Company by means of the placement of additional shares.

6.2. Concerning the item “Increase in the authorized capital of JSC LENENERGO by means of the placement of additional shares,” representatives of JSC Russian Grids at the General Meeting of Shareholders of JSC LENENERGO shall be instructed to vote “For” the following decision:

6.2.1. The authorized capital of JSC LENENERGO shall be increased by means of the placement of additional uncertificated registered ordinary shares, each with a par value of one (1) ruble, in the quantity ensuring that JSC Russian Grids will contribute the amount of at most three billion (3,000,000,000) rubles received by JSC Russian Grids from the federal budget and that the percentage of ordinary shares held by JSC Russian Grids in JSC LENENERGO will be kept subject to the following principal terms and conditions:

1) placement method: public offering;

2) offering price (including with respect to the persons included on the list of the persons having the preemptive right to acquire placed additional shares) of one additional share: determined by the Board of Directors of JSC LENENERGO on the basis of the weighted average price of 378 transactions closed in the process of MICEX Stock Exchange trading in relation to ordinary shares in JSC LENENERGO for a period of three months ending five business days prior to the date of the meeting of the Board of Directors of JSC LENENERGO whose agenda includes the issue concerning the determination of the offering price of additional shares in JSC LENENERGO;

3) method of payment for additional shares: payment for additional shares is made in cash in Russian rubles by bank transfer into JSC LENENERGO’s settlement account, and other than in cash (in kind), namely by transfer of title to shares in joint-stock companies whose core business is electricity distribution in Saint Petersburg and the Leningrad Region and by transfer of title to electric grid facilities (movable and immovable property) involved in the power supply for Saint Petersburg and Leningrad Region subscribers, provided that the ownership of such facilities is confirmed.

Independent appraisers working under employment contracts with The Institute for Enterprise Issues Limited Liability Company or LAIR Limited Liability Company shall be engaged to appraise the market value of the property that may be used as payment for placed ordinary shares in JSC LENENERGO;

6.2.2. Paragraphs 4.1 and 4.2 of Article 4 of the Articles of Association of JSC LENENERGO shall be amended with respect to the amount of the authorized capital and with respect to the number of placed and authorized uncertificated registered ordinary shares in JSC LENENERGO according to the results of their placement pursuant to this decision to increase the authorized capital of JSC LENENERGO and in accordance with the registered report on the additional issue of uncertificated registered ordinary shares in JSC LENENERGO.

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G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

S. R. Borisov, S. Remes, and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors 379

Date of the Minutes of the Meeting: April 29, 2013

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M I N U T E S

of the Meeting of the Board of Directors

April 29, 2013 No. 116

Moscow

380

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

A. R. Bokarev, P. A. Borodin, B. G. Zingarevich, E. B. Titova, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC.

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC NWEMC.

3. Approval of the agreement to supervise the construction of facilities specified in the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort approved by Resolution of the Government of the Russian Federation No. 991 of December 29, 2007, which is a related party transaction.

250

4. Approval of the agreement to supervise the implementation of the Program to Renew Cable Lines of 6–110 kV in Saint Petersburg in 2011–2013, which is a related party transaction.

5. Approval of the agreement to supervise the implementation of the Comprehensive Program of Measures to Reduce Above-standard Electricity Losses in Distribution Networks in the North Caucasus in 2011–2013, which is a related party transaction.

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC.

IT WAS RESOLVED AS FOLLOWS:

1.1. Concerning the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC “Agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC,” representatives of JSC Russian Grids shall be instructed to vote “For” the inclusion of the following items on the agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC: 381 - Determination of the quantity, par value, category (type) of Chechenenergo, JSC’s authorized shares and rights attaching thereto;

- Approval of amendments and supplements to the Articles of Association of Chechenenergo, JSC;

- Increase in the authorized capital of Chechenenergo, JSC by means of the placement of additional shares;

- Approval of the agreement for the acquisition of additional shares in Chechenenergo, JSC between Chechenenergo, JSC and JSC Russian Grids, which is a related party transaction;

- Approval of the agreement for the acquisition of additional shares in Chechenenergo, JSC between Chechenenergo, JSC and the Ministry of Property and Land Relations of the Chechen Republic, which is a related party transaction.

1.2. The sole executive body of JSC Russian Grids shall be instructed to submit on or prior to May 30, 2013, for consideration by the Board of Directors of JSC Russian Grids the issue related to the defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the following items on the agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC:

- “Determination of the quantity, par value, category (type) of Chechenenergo, JSC’s authorized shares and rights attaching thereto”;

- “Increase in the authorized capital of Chechenenergo, JSC by means of the placement of additional shares.” 251

ROSSETI ANNUAL REPORT 2013

G. V. Boos, S. R. Borisov, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC NWEMC.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC NWEMC “Agenda of the General Meeting of Shareholders of JSC NWEMC,” representatives of JSC Russian Grids shall be instructed to vote “For” the inclusion of the following item on the agenda of the General Meeting of Shareholders of JSC NWEMC:

- Decrease in the authorized capital of the Company by means of the reduction of the par value of shares.

G. V. Boos, S. R. Borisov, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, 382 V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.” Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

The agreement to supervise the construction of facilities specified in the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort approved by Resolution of the Government of the Russian Federation No. 991 of December 29, 2007 (hereinafter, the “Agreement”), which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids and Kubanenergo.

Subject matter of the Agreement:

252

JSC Russian Grids acts to supervise the implementation by Kubanenergo of the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort approved by Resolution of the Government of the Russian Federation No. 991 of December 29, 2007 in accordance with the Agreement, using the funds contributed to the authorized capital of JSC Russian Grids from the federal budget.

Liability of the parties:

The parties are liable for the nonperformance or improper performance of the Agreement in accordance with the applicable regulatory documents of JSC Russian Grids and Kubanenergo.

Term of the Agreement:

The Agreement becomes effective as of its execution by both parties and remains in full force and effect until the parties perform their respective obligations.

G. V. Boos, S. R. Borisov, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

V. M. Kravchenko, D. V. Fedorov, and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction. 383

4. Approval of the agreement to supervise the implementation of the Program to Renew Cable Lines of 6–110 kV in Saint Petersburg in 2011–2013, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

The agreement to supervise the implementation of the Program to Renew Cable Lines of 6–110 kV in Saint Petersburg in 2011–2013 (hereinafter, the “Agreement”), which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids and JSC LENENERGO.

Subject matter of the Agreement:

JSC Russian Grids acts to supervise the implementation by JSC LENENERGO of the Program to Renew Cable Lines of 6–110 kV in Saint Petersburg in 2011–2013 in accordance with the Agreement, using the funds contributed to the authorized capital of JSC Russian Grids from the federal budget.

Liability of the parties:

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ROSSETI ANNUAL REPORT 2013

The parties are liable for the nonperformance or improper performance of the Agreement in accordance with the applicable regulatory documents of JSC Russian Grids and JSC LENENERGO.

Term of the Agreement:

The Agreement becomes effective as of its execution by both parties and remains in full force and effect until the parties perform their respective obligations.

G. V. Boos, S. R. Borisov, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

S. Remes, deemed to be a related party to the transaction, and V. M. Kravchenko, D. V. Fedorov, and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

384 IT WAS RESOLVED AS FOLLOWS:

The agreement to supervise the implementation of the Comprehensive Program of Measures to Reduce Above-standard Electricity Losses in Distribution Networks in the North Caucasus in 2011–2013 (hereinafter, the “Agreement”), which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids and IDGC of Northern Caucasus, JSC.

Subject matter of the Agreement:

JSC Russian Grids acts to supervise the implementation by IDGC of Northern Caucasus, JSC of the Comprehensive Program of Measures to Reduce Above-standard Electricity Losses in Distribution Networks in the North Caucasus in 2011–2013 in accordance with the Agreement, using the funds contributed to the authorized capital of JSC Russian Grids from the federal budget.

Liability of the parties:

The parties are liable for the nonperformance or improper performance of the Agreement in accordance with the applicable regulatory documents of JSC Russian Grids and IDGC of Northern Caucasus, JSC.

Term of the Agreement:

254

The Agreement becomes effective as of its execution by both parties and remains in full force and effect until the parties perform their respective obligations.

G. V. Boos, S. R. Borisov, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

V. M. Kravchenko, D. V. Fedorov, and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants 385 Secretary of the Board of Directors

Date of the Minutes of the Meeting: April 29, 2013

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M I N U T E S

of the Meeting of the Board of Directors

May 15, 2013 No. 117

Moscow

Chairman of the Board of Directors of JSC Russian Grids G. V. Boos 386

Present were:

- members of the Board of Directors: V. V. Kudryavy, S. Remes, and V. V. Tatsiy;

- members of the Board of Directors S. R. Borisov (Items 1–5 and 6), B. G. Zingarevich (Items 1–5 and 6), V. M. Kravchenko (Items 1–5 and 6), S. V. Serebryannikov (Items 1–5), E. B. Titova (Items 1–5 and 6), D. V. Fedorov (Items 1–5), T. Hendel (Items 1–5), P. O. Shatsky (Items 1–5 and 6), and N. N. Shvets (Items 1–5 and 6) provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC Russian Grids:

O. M. Budargin, A. Ye. Murov, A. V. Demidov, I. V. Khvalin, A. A. Dyomin, V. A. Goncharov, Yu. V. Goncharov, Yu. N. Mangarov, O. V. Shatokhina, A. M. Ayrapetyan, A. A. Zakharov, I. N. Sukharnikova, M. V. Izmaylov, and S. D. Obolentseva;

- M. G. Tikhonova;

- Acting Director General of Kubanenergo A. I. Gavrilov;

- Secretary of the Board of Directors of G. A. Kizaryants.

Of the 15 elected members of the Board of Directors of JSC Russian Grids, four attended the meeting. Nine members of the Board of Directors sent their written opinions. 256

The meeting of the Board of Directors of JSC Russian Grids had a quorum.

Agenda

1. Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for 2012, including the 4th quarter of 2012.

2. Report on JSC Russian Grids’s financial and economic activities for 2012.

3. Report on the implementation of the Company’s Cost Budget for 2012.

4. Review of the report of the sole executive body of the Company on the development of the comparative analysis (benchmarking) system for the purposes of tariff regulation of subsidiaries and dependent companies of JSC Russian Grids in the Russian Federation.

5. Progress in implementing the Strategy for Disposing of Noncore Assets of JSC Russian Grids and Subsidiaries and Dependent Companies of JSC Russian Grids and proposals to change the disposal or use of noncore assets of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids.

6. Schedule of Kubanenergo for eliminating the delay in implementing Paragraph 152 of the Program of the Construction of Olympic Games Sites and the Development of Sochi as a 387 Mountain Climate Resort approved by Resolution of the Government of the Russian Federation No. 991 of December 29, 2007, “On the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort.”

1. THE FOLLOWING PERSON WAS HEARD:

V. A. Goncharov

Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for 2012, including the 4th quarter of 2012.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos and V. V. Kudryavy

IT WAS RESOLVED AS FOLLOWS:

The report on the implementation of the consolidated investment program of JSC Russian Grids for 2012, including the 4th quarter of 2012, shall be approved (Appendix 1).

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ROSSETI ANNUAL REPORT 2013

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

2. THE FOLLOWING PERSON WAS HEARD:

A. V. Demidov

Report on JSC Russian Grids’s financial and economic activities for 2012.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, A. A. Dyomin, S. Remes, and V. A. Goncharov

IT WAS RESOLVED AS FOLLOWS:

The report on JSC Russian Grids’s financial and economic activities for 2012 shall be reworked 388 (as related to the contents of key performance indicators and the methods for defining their target values), and the reworked report shall be submitted before June 10, 2013, to a regular in-person meeting of the Board of Directors of JSC Russian Grids

Approved unanimously.

3. THE FOLLOWING PERSON WAS HEARD:

A. V. Demidov

Report on the implementation of the Company’s Cost Budget for 2012.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos and M. G. Tikhonova

IT WAS RESOLVED AS FOLLOWS:

258

Note shall be taken of the report on the implementation of the Company’s Cost Budget for 2012 (Appendix 3).

Approved unanimously.

FOR THE RECORD ONLY:

For the review by the Board of Directors of JSC Russian Grids of the next report of the management company, JSC FGC UES, cost calculations shall be submitted with respect to the employees transferred from JSC IDGC Holding to JSC FGC UES, the employees transferred from JSC FGC UES to JSC IDGC Holding, and the employees employed by both companies simultaneously.

Deadline: June 2013.

4. THE FOLLOWING PERSON WAS HEARD: 389

I. V. Khvalin

Review of the report of the sole executive body of the Company on the development of the comparative analysis (benchmarking) system for the purposes of tariff regulation of subsidiaries and dependent companies of JSC Russian Grids in the Russian Federation.

THE FOLLOWING PERSON REPORTED:

G. V. Boos

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the report of the sole executive body of the Company on the development of the comparative analysis (benchmarking) system for the purposes of tariff regulation in the Russian Federation (Appendix 4).

Approved unanimously.

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ROSSETI ANNUAL REPORT 2013

5. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Progress in implementing the Strategy for Disposing of Noncore Assets of JSC Russian Grids and Subsidiaries and Dependent Companies of JSC Russian Grids and proposals to change the disposal or use of noncore assets of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids.

THE FOLLOWING PERSONS REPORTED:

G. V. Boos and M. G. Tikhonova

IT WAS RESOLVED AS FOLLOWS:

5.1. The report on progress in implementing the Strategy for Disposing of Noncore Assets of JSC Russian Grids and Subsidiaries and Dependent Companies of JSC Russian Grids and proposals to change the disposal or use of noncore assets of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids shall be reworked to include the following 390 information: - about the main characteristics of each noncore asset (separately specifying facilities intended for housing services and public utilities, social facilities (including facilities transferred to municipal ownership without compensation, stating justification for such transfer), and other facilities);

- about the date and balance-sheet acquisition cost (residual value) and about justification for recording on the balance sheet;

- about the date and method (specifying the mass media publication containing the relevant notice) of disposal and sale;

- about the starting and final prices of and justification (investment program implementation, etc.) for the sale of noncore assets;

- about maintenance and administration expenses and operation incomes related to noncore assets (specifying activity types),

and proposals shall be prepared in relation to changing the methods for the disposal of noncore assets of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids and in relation to the value of the transactions that involve noncore assets and shall be submitted to the Board of Directors of JSC Russian Grids.

5.2. The reworked report shall be submitted to a meeting of the Board of Directors of JSC Russian Grids in the 3rd quarter of 2013.

260

Approved unanimously.

6. THE FOLLOWING PERSON WAS HEARD:

A. I. Gavrilov

Schedule of Kubanenergo for eliminating the delay in implementing Paragraph 152 of the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort approved by Resolution of the Government of the Russian Federation No. 991 of December 29, 2007, “On the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort.”

THE FOLLOWING PERSONS REPORTED:

G. V. Boos, A. Ye. Murov, V. V. Kudryavy, and M. G. Tikhonova 391

IT WAS RESOLVED AS FOLLOWS:

6.1. Note shall be taken of the report of the sole executive body of the Company on progress in carrying out the measures contained in the schedule of Kubanenergo for eliminating the delay in implementing Paragraph 152 of the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort (Appendix 6).

6.2. The sole executive body of the Company shall be instructed to cause the schedule of Kubanenergo for eliminating the delay in implementing Paragraph 152 of the Program of the Construction of Olympic Games Sites and the Development of Sochi as a Mountain Climate Resort to be approved by the Board of Directors of Kubanenergo, a subsidiary of JSC Russian Grids.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, V. V. Tatsiy, E. B. Titova, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

FOR THE RECORD ONLY:

Instructions shall be given to the Chairman of the Management Board of JSC Russian Grids and recommendations shall be given to the Director General of Kubanenergo that the orders be 261

ROSSETI ANNUAL REPORT 2013

issued by JSC Russian Grids and Kubanenergo to appoint the persons responsible for the implementation of each paragraph of the Company’s investment program and for each facility specified in Paragraph 152, stating the deadlines therefor with due consideration to such commissioning dates for the above-mentioned facilities as specified in Minutes of the Meeting Chaired by Deputy Prime Minister of the Russian Federation D. N. Kozak No. DK-P9-96pr of April 22, 2013, and that such information be submitted to the Board of Directors of JSC Russian Grids before June 15, 2013.

Written opinion by member of the Board of Directors of JSC Russian Grids S. R. Borisov on Items 1–5 on the agenda of the meeting attached hereto (Appendix 7).

Written opinion by member of the Board of Directors of JSC Russian Grids S. R. Borisov on Item 6 on the agenda of the meeting attached hereto (Appendix 8).

Written opinion by member of the Board of Directors of JSC Russian Grids B. G. Zingarevich on Items 1–5 on the agenda of the meeting attached hereto (Appendix 9).

Written opinion by member of the Board of Directors of JSC Russian Grids B. G. Zingarevich on Item 6 on the agenda of the meeting attached hereto (Appendix 10).

Written opinion by member of the Board of Directors of JSC Russian Grids V. M. Kravchenko 392 on Items 1–5 on the agenda of the meeting attached hereto (Appendix 11).

Written opinion by member of the Board of Directors of JSC Russian Grids V. M. Kravchenko on Item 6 on the agenda of the meeting attached hereto (Appendix 12).

Written opinion by member of the Board of Directors of JSC Russian Grids S. V. Serebryannikov on Items 1–5 on the agenda of the meeting attached hereto (Appendix 13).

Written opinion by member of the Board of Directors of JSC Russian Grids E. B. Titova on Items 1–5 on the agenda of the meeting attached hereto (Appendix 14).

Written opinion by member of the Board of Directors of JSC Russian Grids E. B. Titova on Item 6 on the agenda of the meeting attached hereto (Appendix 15).

Written opinion by member of the Board of Directors of JSC Russian Grids D. V. Fedorov on Items 1–5 on the agenda of the meeting attached hereto (Appendix 16).

Written opinion by member of the Board of Directors of JSC Russian Grids T. Hendel on Items 1–5 on the agenda of the meeting attached hereto (Appendix 17).

Written opinion by member of the Board of Directors of JSC Russian Grids N. N. Shvets on Items 1–5 on the agenda of the meeting attached hereto (Appendix 18).

Written opinion by member of the Board of Directors of JSC Russian Grids N. N. Shvets on Item 6 on the agenda of the meeting attached hereto (Appendix 19).

Written opinion by member of the Board of Directors of JSC Russian Grids P. O. Shatsky on Items 1–5 on the agenda of the meeting attached hereto (Appendix 20). 262

Written opinion by member of the Board of Directors of JSC Russian Grids P. O. Shatsky on Item 6 on the agenda of the meeting attached hereto (Appendix 21).

Implementation of the decisions on the issue “Review of the general form and draft of the model long-term contract for the supply of electrical products.” Information on the unit prices of primary electrical equipment and materials purchased by subsidiaries and dependent companies of JSC IDGC Holding in 2011–2012 (Appendix 22).

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors 393

Date of the Minutes of the Meeting: May 17, 2013

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M I N U T E S

of the Meeting of the Board of Directors

May 17, 2013 No. 118

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting 394 (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, and T. Hendel.

A. R. Bokarev, P. A. Borodin, E. B. Titova, P. O. Shatsky, and N. N. Shvets did not participate in the voting

Agenda:

1. Approval of the Decision on the Additional Securities Issue of JSC Russian Grids.

2. Approval of the Securities Prospectus of JSC Russian Grids.

1. Approval of the Decision on the Additional Securities Issue of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

The Decision on the Additional Securities Issue of JSC Russian Grids (uncertificated registered ordinary shares placed through a public offering) shall be approved (Appendix 1). 264

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, and T. Hendel voted “For.”

Approved unanimously.

2. Approval of the Securities Prospectus of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

The Securities Prospectus of JSC Russian Grids (uncertificated registered ordinary shares placed through a public offering) shall be approved (Appendix 2).

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, and T. Hendel voted “For.”

Approved unanimously.

Ballots attached. 395

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: May 20, 2013

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M I N U T E S

of the Meeting of the Board of Directors

May 23, 2013 No. 119

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting 396 (voting by ballot). The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, and T. Hendel.

A. R. Bokarev, P. O. Shatsky, and N. N. Shvets did not participate in the voting.

Agenda:

1. Convocation of the Annual General Meeting of Shareholders of JSC Russian Grids.

2. Tentative approval of the Annual Report of the Company.

3. Annual accounting statements of the Company for 2012.

4. Recommendations for JSC Russian Grids’s profit and loss distribution based on performance results in 2012.

5. Recommendations for the amount of dividends on shares in JSC Russian Grids for 2012 and for the dividend payment procedure.

6. Consideration of a nominee for the Auditor of JSC Russian Grids.

7. Payment of remuneration for serving on the Board of Directors to members of the Board of Directors other than those who hold public office in the amount specified in the Company’s internal documents. 266

8. Proposals for the Annual General Meeting of Shareholders of JSC Russian Grids concerning the issue “Approval of the liability insurance contract for directors and officers, which is a related party transaction.”

9. Determination of the price (money value) of the property to be acquired and transferred by JSC Russian Grids as a result of the related party transaction in connection with the acquisition of additional ordinary shares in Chechenenergo, JSC.

10. Approval of the transfer of title to the property that is owned by JSC Russian Grids and is capital assets, intangible assets, and construction-in-progress facilities intended for the generation, transmission, dispatching, and distribution of electricity and heat.

11. Proposals for the Annual General Meeting of Shareholders to decide on the issue “Approval of the transaction in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Chechenenergo, JSC, which is a related party transaction.”

12. JSC Russian Grids’s holding a stake in Chechenenergo, JSC.

13. Determination of the price of the property (shares in Kubanenergo) to be acquired by JSC Russian Grids under the transaction, which is a related party transaction.

14. Proposals for the Annual General Meeting of Shareholders on the issue “Approval of the transaction in connection with the acquisition by the Company of shares in Kubanenergo from 397 JSC Tyumenenergo, which is a related party transaction.”

15. Determination of the price of the property (additional ordinary shares in Kubanenergo) to be acquired by JSC Russian Grids under the transaction (associated transactions), which is a related party transaction.

16. Proposals for the Annual General Meeting of Shareholders to decide on the issue “Approval of the transaction (associated transactions) in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Kubanenergo, which is a related party transaction.”

17. JSC Russian Grids’s holding a stake in Kubanenergo.

1. Convocation of the Annual General Meeting of Shareholders of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

1.1. The Annual General Meeting of Shareholders of JSC Russian Grids in the form of a meeting (an in-person meeting) shall be convened on June 28, 2013.

1.2. The Annual General Meeting of Shareholders of JSC Russian Grids shall start at 11:00 a.m. (Moscow time).

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1.3. The venue of the Annual General Meeting of Shareholders of JSC Russian Grids shall be Russia, Moscow, prospekt Mira, 119, bldg. 55, All-Russia Exhibition Center (AREC), Pavilion 55.

1.4. Registration of the persons participating in the Annual General Meeting of Shareholders of JSC Russian Grids shall begin at 9:00 a.m. (Moscow time).

1.5. Registration of participants in the Annual General Meeting of Shareholders of JSC Russian Grids shall be conducted at the venue of the Annual General Meeting of Shareholders of JSC Russian Grids.

1.6. The following agenda of the Annual General Meeting of Shareholders of JSC Russian Grids shall be approved:

1) Approval of the Annual Report of the Company.

2) Approval of annual accounting statements, including profit and loss statements (profit and loss accounts), of the Company.

3) Approval of the Company’s profit distribution based on performance results in 2012.

4) Amount, period, and form of dividend payment based on performance results in 2012.

398 5) Payment of remuneration for serving on the Board of Directors to members of the Board of Directors other than those who hold public office in the amount specified in the Company’s internal documents.

6) Election of members of the Company’s Board of Directors.

7) Election of members of the Company’s Internal Audit Commission.

8) Approval of the Company’s Auditor.

9) Approval of the liability insurance contract for directors and officers, which is a related party transaction.

10) Approval of the transaction (associated transactions) in connection with the acquisition by the Company of additional ordinary shares in Kubanenergo, which is a related party transaction.

11) Approval of the transaction in connection with the acquisition by the Company of additional ordinary shares in Chechenenergo, JSC, which is a related party transaction.

12) Approval of the transaction in connection with the acquisition by the Company of shares in Kubanenergo from JSC Tyumenenergo, which is a related party transaction.

1.7. The date of the list of the persons entitled to participate in the Annual General Meeting of Shareholders of JSC Russian Grids shall be May 23, 2013.

1.8. The form and text of the notice of the Annual General Meeting of Shareholders of JSC Russian Grids shall be approved (Appendix 1).

268

1.9. The sole executive body of JSC Russian Grids shall cause the notice of the Annual General Meeting of Shareholders of JSC Russian Grids to be published in the Izvestia newspaper and posted on JSC Russian Grids’s corporate website at www.holding-mrsk.ru on or prior to May 28, 2013.

1.10. Information (materials) provided for shareholders in the course of making preparations for the Annual General Meeting of Shareholders of JSC Russian Grids shall be as follows:

- Annual Report of the Company for 2012;

- annual accounting statements, including the Auditor’s report and the report of the Internal Audit Commission of the Company on the audit of the annual accounting statements, confirming the reliability of the data contained in the Annual Report of the Company;

- assessment of the Company’s Auditor’s report, prepared by the Audit Committee of the Company’s Board of Directors;

- recommendations of the Company’s Board of Directors for the Company’s profit distribution, including the amount of dividends on the Company’s shares and for the dividend payment procedure, and for the Company’s loss distribution based on performance results in the financial year (an extract from the minutes of the meeting of the Company’s Board of Directors);

- information on nominees for the Company’s Board of Directors; 399 - information on nominees for the Company’s Internal Audit Commission;

- information on the nominee for the Company’s Auditor;

- information on whether or not the proposed nominees have given their written consent to being elected to the Company’s Board of Directors and the Company’s Internal Audit Commission;

- proposals of the Company’s Board of Directors (an extract from the minutes of the meeting of the Company’s Board of Directors) concerning the issues on the agenda of the Company’s Annual General Meeting of Shareholders “Approval of the liability insurance contract for directors and officers, which is a related party transaction,” “Approval of the transaction (associated transactions) in connection with the acquisition by the Company of additional ordinary shares in Kubanenergo, which is a related party transaction,” “Approval of the transaction in connection with the acquisition by the Company of additional ordinary shares in Chechenenergo, JSC, which is a related party transaction,” and “Approval of the transaction in connection with the acquisition by the Company of shares in Kubanenergo from JSC Tyumenenergo, which is a related party transaction”;

- the drafts of decisions of the Annual General Meeting of Shareholders of JSC Russian Grids on all issues on the agenda.

1.11. The information (materials) specified in paragraph 1.10 shall be available to the persons entitled to participate in the Annual General Meeting of Shareholders of JSC Russian Grids from 10:00 a.m. to 5:00 p.m. (Moscow time), from June 7, 2013, to and including June 28, 2013, (except nonbusiness days and public holidays):

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- from JSC Russian Grids at: Russia, 107996, Moscow, Ulansky pereulok, 26; and

- from ZAO STATUS Registration Company (hereinafter, “ZAO STATUS”) at: Russia, 109544, Moscow, ul. Novorogozhskaya, 32, str. 1; and

- on JSC Russian Grids’s corporate website at www.holding-mrsk.ru.

The persons entitled to participate in the Annual General Meeting of Shareholders of JSC Russian Grids shall have the right to familiarize themselves with the information (materials) specified in paragraph 1.10 on the date of the Annual General Meeting of Shareholders of JSC Russian Grids at its venue at: Russia, Moscow, prospekt Mira, 119, bldg. 55, All-Russia Exhibition Center (AREC), Pavilion 55.

1.12. JSC Russian Grids’s preference share holders shall have a right to vote on all issues on the agenda of the Annual General Meeting of Shareholders of JSC Russian Grids.

1.13. The form and text of ballots for voting at the Annual General Meeting of Shareholders of JSC Russian Grids shall be approved (Appendices 2–4).

1.14. Ballots for voting on the issues on the agenda of the Annual General Meeting of Shareholders of JSC Russian Grids shall be sent by registered mail or delivered, against a signed acknowledgement of receipt, to each person specified in the list of the persons entitled to 400 participate in the Annual General Meeting of Shareholders of JSC Russian Grids on or prior to June 7, 2013.

1.15. Completed ballots shall be sent to:

- Russia, 109544, Moscow, ul. Novorogozhskaya, 32, str. 1, ZAO STATUS; and

- Russia, 107996, Moscow, GSP-6, Ulansky pereulok, 26, str. 1, JSC Russian Grids.

1.16. The votes represented by ballots received on or prior to June 25, 2013, shall be taken into account for the purposes of establishing whether the Annual General Meeting of Shareholders of JSC Russian Grids has a quorum and for the purposes of tallying the votes.

1.17. The cost estimate in relation to making preparations for and holding the Annual General Meeting of Shareholders of JSC Russian Grids shall be approved (Appendix 5).

1.18. D. L. Guryanov, Director of the Department for Corporate Governance and Shareholder and Investor Relations, shall be elected the Secretary of the Annual General Meeting of Shareholders of JSC Russian Grids.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, and T. Hendel voted “For.”

Approved unanimously.

270

2. Tentative approval of the Annual Report of the Company.

IT WAS RESOLVED AS FOLLOWS:

2.1. The Annual Report of the Company for 2012 shall be tentatively approved (Appendix 6).

2.2. The Annual Report of the Company for 2012 shall be submitted for approval by the Annual General Meeting of Shareholders.

Approved unanimously.

3. Annual accounting statements of the Company for 2012.

IT WAS RESOLVED AS FOLLOWS: 401 3.1. The annual accounting statements of the Company for 2012 shall be submitted for approval by the Annual General Meeting of Shareholders of the Company (Appendix 7).

Approved unanimously.

4. Recommendations for JSC Russian Grids’s profit and loss distribution based on performance results in 2012.

IT WAS RESOLVED AS FOLLOWS:

It shall be recommended that the Annual General Meeting of Shareholders of the Company adopt the following decision:

4.1. The Company’s profit (loss) distribution based on performance results in 2012 shall be approved:

thousand rubles

Net profit for 2012 (3,099,641)

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To be distributed as follows:

- reserve fund -

- investments and development -

- dividends -

- covering of losses of previous years -

4.2. Distribution of the Company’s profits of prior years shall be approved:

thousand rubles

Undistributed profit 69,158,609

To be distributed as follows:

- reserve fund -

- investments and development,

including:

remuneration payable to members of the Board of Directors of the Company 2,917,517 402

8,034

- dividends 166,012

- covering of losses of previous years -

Undistributed profit 66,075,080

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, and T. Hendel voted “For.”

S. Remes “Abstained.”

Approved by a majority of votes.

5. Recommendations for the amount of dividends on shares in JSC Russian Grids for 2012 and for the dividend payment procedure.

IT WAS RESOLVED AS FOLLOWS:

272

It shall be recommended that the Annual General Meeting of Shareholders of the Company adopt the following decision:

5.1. Dividends on the Company’s preference and ordinary shares shall not be paid out of the Company’s net profit based on performance results in 2012.

5.2. Dividends on the Company’s preference shares shall be paid out of undistributed profits of prior years in the amount of 0.08 ruble per preference share in the Company within 60 days after the decision to pay such dividends is adopted.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, and T. Hendel voted “For.”

S. Remes voted “Against.”

Approved by a majority of votes.

6. Consideration of a nominee for the Auditor of JSC Russian Grids. 403

IT WAS RESOLVED AS FOLLOWS:

6.1. It shall be recommended that the Annual General Meeting of Shareholders of JSC Russian Grids approve ZAO KPMG as the Auditor of JSC Russian Grids.

6.2. The fee for the Auditor’s services in relation to conducting a mandatory annual audit of the statements of JSC Russian Grids for 2013 shall be ten million, nine hundred ninety-four thousand (10,994,000.00) rubles, inclusive of VAT.

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

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7.1. It shall be proposed that the Annual General Meeting of Shareholders decide to pay remuneration for serving on the Company’s Board of Directors shall be paid to members of the Company’s Board of Directors other than those who hold public office in the amount specified in the Regulations for Remuneration and Compensation for Members of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Annual General Meeting of Shareholders of JSC IDGC Holding on June 23, 2010; the Minutes of June 25, 2010.

Approved unanimously.

404 IT WAS RESOLVED AS FOLLOWS:

It shall be proposed that the Annual General Meeting of Shareholders of JSC Russian Grids (hereinafter, the “Company”) adopt the following decision on the issue “Approval of the liability insurance contract for directors and officers, which is a related party transaction”:

8.1. The price of the liability insurance contract for directors and officers between the Company and SOGAZ INSURANCE shall be equal to the insurance premium of three million, three hundred thirty-four thousand, eighty-two (3,334,082) rubles and 84 kopecks.

8.2. The liability insurance contract for directors and officers (hereinafter, the “Contract”) between the Company and SOGAZ INSURANCE, which is a related party transaction, shall be approved subject to the following material terms and conditions:

8.2.1. Parties to the Contract:

the Company as the Insurant;

SOGAZ INSURANCE as the Insurer.

8.2.2. Insured:

- the Company;

- the Insured Persons:

• any individual who, without limitation, was, is, or will be:

- a member of the Board of Directors of the Company; 274

- the Director General of the Company;

- a member of the Management Board of the Company;

- the First Deputy Director General of the Company;

- a Deputy Director General (other than a member of the Management Board) of the Company;

- the Chief Accountant of the Company;

- the Executive Director of the Company;

- the First Deputy Executive Director of the Company;

- a Deputy Executive Director of the Company.

• JSC FGC UES, provided that the functions of the Company’s sole executive body are performed.

• any individual or corporate entity that was, is, or will be the Company’s sole executive body, provided that the same provisions of the Contract apply to such individual or corporate entity as to JSC FGC UES.

8.2.3. Beneficiaries: the Insured and any third parties that can incur damage. 405 8.2.4. Subject matter of the Contract: the Insurant agrees, within the period specified in the Contract, to pay the insurance contribution and comply with the terms and conditions of the Contract, and the Insurer agrees, if the insured event occurs, to pay insurance indemnity upon the terms and conditions of the Contract.

8.2.5. Insured item: the property interests of the Insured in connection with incurring losses.

8.2.6. Insured event: a claim submitted against the Insured within the insurance period or within the period of becoming aware of such claim in connection with an incorrect act occurring on or after July 1, 2008 (retroactively), which definitely leads to losses incurred by the Insured even if such losses have not been actually incurred yet.

8.2.7. Insurance coverage:

- the Insurer pays the losses incurred by the Insured Person;

- the Insurer indemnifies the Company for the Insured Person’s losses paid by the Company;

- the Insurer pays the Company’s losses arising out of the securities-related claims submitted for the first time against the Company within the insurance period for any incorrect acts of the Company.

8.2.8. Coverage exclusions:

The Contract does not cover any claims relating to:

- any income or advantage of the Insured if the Insured are not entitled thereto by operation of law; 275

ROSSETI ANNUAL REPORT 2013

- any deliberate criminal or willful act, any deliberate mistake or omission to act, or any deliberate or willful breach of law on the part of the relevant Insured;

- any bodily injury or damage to property;

- any preceding claims and circumstances;

- any environmental contamination;

- any pension or social plans;

- any claims submitted by any Insured against any other Insured within the United States or Canada;

- any claims associated with incorrect acts done by JSC FGC UES in connection with the performance of the functions of the sole executive body of any person other than the Company.

8.2.9. Total aggregate limit of liability: for all of the Insured in relation to all claims, 100,000,000 US dollars.

8.2.10. Additional limit of liability: for each independent director, 1,000,000 US dollars, provided that the total limit of liability for all independent directors is not in excess of 5,000,000 US dollars in the aggregate.

406 8.2.11. Deductibles:

- 150,000 US dollars with respect to securities-related claims submitted in the United States or Canada;

- 100,000 US dollars with respect to securities-related claims submitted in other countries;

- 100,000 US dollars with respect to any other claims submitted in the United States or Canada;

- 50,000 US dollars with respect to any other claims submitted in other countries.

8.2.12. Insurance period: from and including December 25, 2012, to and including December 24, 2013.

8.2.13. Period of becoming aware of a claim:

- 60 days after the expiration of the insurance period automatically, without payment of an additional insurance premium;

- 1 year, provided that an additional insurance premium equal to 100% of the insurance premium under the Contract is paid.

8.2.14. Price of the Contract (Total Insurance Premium): three million, three hundred thirty-four thousand, eighty-two (3,334,082) rubles and 84 kopecks.

8.2.15. The Contract becomes effective as of its execution and remains in full force and effect until the expiration of the insurance period or, in the case of the period of becoming aware of a claim, until the expiration of the applicable period of becoming aware of a claim.

276

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

9.1. The price of four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) additional ordinary shares in Chechenenergo, JSC to be acquired by JSC Russian Grids under the transaction, which is a related party transaction, shall be four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) rubles. 407 9.2. The price of the property to be transferred as payment for additional ordinary shares in Chechenenergo, JSC under the transaction, which is a related party transaction, as listed in Appendix 8 hereto shall be equal to the market value as determined by independent appraisers at four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) rubles.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

V. M. Kravchenko, E. B. Titova, and D. V. Fedorov, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

IT WAS RESOLVED AS FOLLOWS:

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ROSSETI ANNUAL REPORT 2013

10.1. The transfer of title to the property that is owned by JSC Russian Grids and is capital assets, intangible assets, and construction-in-progress facilities intended for the generation, transmission, dispatching, and distribution of electricity and heat, namely such property of electricity distribution facilities involved in the power supply for Chechen Republic subscribers as listed in Appendix 8 hereto, by means of using the property as payment for four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) additional ordinary shares in Chechenenergo, JSC shall be approved.

Approved unanimously.

408 IT WAS RESOLVED AS FOLLOWS:

11.1. It shall be proposed that the Annual General Meeting of Shareholders adopt the following decision on the issue “Approval of the transaction in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Chechenenergo, JSC, which is a related party transaction”:

The transaction in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Chechenenergo, JSC, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the transaction: Chechenenergo, JSC (“Issuer”) and JSC Russian Grids (“Acquirer”).

Subject matter of the transaction: the Issuer transfers to the ownership of the Acquirer, and the Acquirer accepts and pays for four billion, two hundred seventy-five million, five hundred forty- eight thousand, ninety-three (4,275,548,093) additional uncertificated registered ordinary shares in Chechenenergo, JSC at a price of one (1) ruble per share in the total amount of four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) rubles.

Total price of the transaction: four billion, two hundred seventy-five million, five hundred forty- eight thousand, ninety-three (4,275,548,093) rubles.

Method of payment for shares: payment for additional shares will be made other than in cash, namely by transfer of title to electric grid facilities involved in the power supply for Chechen Republic subscribers. 278

Approved unanimously.

12. JSC Russian Grids’s holding a stake in Chechenenergo, JSC.

IT WAS RESOLVED AS FOLLOWS:

12.1. JSC Russian Grids’s holding a stake in Chechenenergo, JSC by means of the acquisition of four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) additional uncertificated registered ordinary shares in Chechenenergo, JSC at a price of one (1) ruble per share in the total amount of four billion, two hundred seventy-five million, five hundred forty-eight thousand, ninety-three (4,275,548,093) rubles shall be approved.

This decision shall become effective after the General Meeting of Shareholders makes a positive 409 decision on the issue “Approval of the transaction in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Chechenenergo, JSC, which is a related party transaction.”

Approved unanimously.

13. Determination of the price of the property (shares in Kubanenergo) to be acquired by JSC Russian Grids under the transaction, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

13.1. The price of the property (shares in Kubanenergo) to be acquired by JSC Russian Grids under the securities purchase and sale agreement between JSC Russian Grids and JSC Tyumenenergo, which is a related party transaction, shall be four billion, eight hundred eighty million, three hundred nine thousand, five hundred sixty-six (4,880,309,566) rubles and 92 kopecks.

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ROSSETI ANNUAL REPORT 2013

G. V. Boos, B. G. Zingarevich, S. Remes, S. V. Serebryannikov, and T. Hendel voted “For.”

S. R. Borisov “Abstained.”

V. M. Kravchenko, E. B. Titova, and D. V. Fedorov, failing to be independent directors, and P. A. Borodin, V. V. Kudryavy, and V. V. Tatsiy, deemed to be related parties to the transaction, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

14. Proposals for the Annual General Meeting of Shareholders on the issue “Approval of the transaction in connection with the acquisition by the Company of shares in Kubanenergo from JSC Tyumenenergo, which is a related party transaction.”

IT WAS RESOLVED AS FOLLOWS:

14.1. It shall be proposed that the Annual General Meeting of Shareholders of JSC Russian Grids 410 adopt the following decision on the issue “Approval of the transaction in connection with the acquisition by the Company of shares in Kubanenergo from JSC Tyumenenergo, which is a related party transaction”:

The transaction in connection with the acquisition by JSC Russian Grids of ordinary shares in Kubanenergo, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the transaction: JSC Tyumenenergo (“Seller”) and JSC Russian Grids (“Acquirer”).

Subject matter of the transaction: the Seller transfers to the ownership of the Acquirer, and the Acquirer accepts and pays for thirty million, nine hundred twenty-six thousand, eight hundred one (30,926,801) ordinary shares in Kubanenergo, each with a par value of one hundred (100) rubles.

Total price of the transaction: four billion, eight hundred eighty million, three hundred nine thousand, five hundred sixty-six (4,880,309,566) rubles and 92 kopecks.

Method of payment: payment will be made in cash in Russian rubles.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, and T. Hendel voted “For.”

S. R. Borisov “Abstained.”

Approved by a majority of votes.

280

IT WAS RESOLVED AS FOLLOWS:

15.1. The price of the property (additional ordinary shares in Kubanenergo) to be acquired by JSC Russian Grids under the transaction (associated transactions), which is a related party transaction, shall be at most nine billion, two hundred seventeen million, five hundred seventy- nine thousand, four hundred ninety-three (9,217,579,493) rubles and 76 kopecks.

The quantity of additional ordinary shares in Kubanenergo to be acquired by JSC Russian Grids under the transaction (associated transactions) shall be at most seventy-five million, six hundred sixty-five thousand, five hundred sixty-eight (75,665,568) at a price of one hundred twenty-one (121) rubles and 82 kopecks per share as determined by the decision adopted by the Board of Directors of Kubanenergo on February 8, 2013, (Minutes of the Meeting No. 151/2013 of February 11, 2013) in the total amount of at most nine billion, two hundred seventeen million, five hundred seventy-nine thousand, four hundred ninety-three (9,217,579,493) rubles and 76 kopecks, including:

- seventy million, two hundred forty-seven thousand, six hundred ninety-four (70,247,694) 411 shares in the total amount of eight billion, five hundred fifty-seven million, five hundred seventy-four thousand, eighty-three (8,557,574,083) rubles and 08 kopecks by virtue of the exercise of the preemptive right, and

- at most five million, four hundred seventeen thousand, eight hundred seventy-four (5,417,874) shares in the total amount not to exceed six hundred sixty million, five thousand, four hundred ten (660,005,410) rubles and 68 kopecks to be placed after the expiration of the preemptive right period.

The funds of at most seven billion, four hundred thirty million, fifty-nine thousand, four hundred ninety-three (7,430,059,493) rubles and 76 kopecks shall be transferred to Kubanenergo under the transaction (associated transactions) to be used to finance measures to improve the operating reliability of energy facilities and finance the construction (rehabilitation) of energy facilities related to the XXII Olympic Winter Games and the XI Paralympic Winter Games in Sochi in 2014 and the development of Sochi as a mountain climate resort.

The funds of at most one billion, seven hundred eighty-seven million, five hundred twenty thousand (1,787,520,000) rubles shall be transferred to Kubanenergo under the transaction (associated transactions) to be used to finance the medium-term and long-term programs of measures to improve the operating reliability of electric grid facilities of the Black Sea coast of the Krasnodar Territory.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.” 281

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S. R. Borisov “Abstained.”

V. M. Kravchenko, E. B. Titova, and D. V. Fedorov, failing to be independent directors, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

IT WAS RESOLVED AS FOLLOWS:

16.1. It shall be proposed that the Annual General Meeting of Shareholders adopt the following decision on the issue “Approval of the transaction (associated transactions) in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Kubanenergo, which is a 412 related party transaction”: The transaction (associated transactions) in connection with the acquisition by JSC Russian Grids of additional ordinary shares in Kubanenergo, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the transaction (associated transactions): Kubanenergo (“Issuer”) and JSC Russian Grids (“Acquirer”).

Subject matter of the transaction (associated transactions): the Issuer transfers to the ownership of the Acquirer, and the Acquirer accepts and pays for at most seventy-five million, six hundred sixty-five thousand, five hundred sixty-eight (75,665,568) additional uncertificated registered ordinary shares in Kubanenergo at a price of one hundred twenty-one (121) rubles and 82 kopecks per share as determined by the decision adopted by the Board of Directors of Kubanenergo on February 8, 2013, (Minutes of the Meeting No. 151/2013 of February 11, 2013) in the total amount of at most nine billion, two hundred seventeen million, five hundred seventy- nine thousand, four hundred ninety-three (9,217,579,493) rubles and 76 kopecks, including:

- seventy million, two hundred forty-seven thousand, six hundred ninety-four (70,247,694) shares in the total amount of eight billion, five hundred fifty-seven million, five hundred seventy-four thousand, eighty-three (8,557,574,083) rubles and 08 kopecks by virtue of the exercise of the preemptive right, and

Total price of the transaction (associated transactions): at most nine billion, two hundred seventeen million, five hundred seventy-nine thousand, four hundred ninety-three (9,217,579,493) rubles and 76 kopecks.

Method of payment for shares: payment for additional shares will be made in cash in Russian rubles by bank transfer into the Issuer’s settlement account.

G. V. Boos, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, and T. Hendel voted “For.” 413 S. R. Borisov “Abstained.”

Approved by a majority of votes.

17. JSC Russian Grids’s holding a stake in Kubanenergo.

IT WAS RESOLVED AS FOLLOWS:

17.1. JSC Russian Grids’s holding a stake in Kubanenergo by means of the acquisition by JSC Russian Grids of at most seventy-five million, six hundred sixty-five thousand, five hundred sixty-eight (75,665,568) additional ordinary shares in Kubanenergo at a price of one hundred twenty-one (121) rubles and 82 kopecks per share as determined by the decision adopted by the Board of Directors of Kubanenergo on February 8, 2013, (Minutes of the Meeting No. 151/2013 of February 11, 2013) in the total amount of at most nine billion, two hundred seventeen million, five hundred seventy-nine thousand, four hundred ninety-three (9,217,579,493) rubles and 76 kopecks shall be approved, including:

ROSSETI ANNUAL REPORT 2013

17.2. JSC Russian Grids’s holding a stake in Kubanenergo by means of the acquisition by JSC Russian Grids of ordinary shares in Kubanenergo shall be approved subject to the following conditions:

414 Category, type, par value, and quantity of acquired shares: thirty million, nine hundred twenty- six thousand, eight hundred one (30,926,801) registered ordinary shares in Kubanenergo, each with a par value of one hundred (100) rubles.

Acquisition price of the shares, value of the acquired shares: 157.801952 rubles per ordinary share in Kubanenergo in the amount of four billion, eight hundred eighty million, three hundred nine thousand, five hundred sixty-six (4,880,309,566) rubles and 92 kopecks.

Seller: JSC Tyumenenergo.

Acquisition method: through entering into a securities purchase and sale agreement.

Payment method: cash in Russian rubles.

Approved unanimously.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors 284

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: May __, 2013

415

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M I N U T E S

of the Meeting of the Board of Directors

May 27, 2013 No. 120

Moscow

416

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

A. R. Bokarev, P. A. Borodin, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Approval of the agreement for services in relation to access to the Operational Reporting Portal information system to be entered into by and between JSC Russian Grids and OOO IT Energy Service, which is a related party transaction.

2. Review of the report of the sole executive body of the Company on the implementation of the Annual Comprehensive Procurement Program of JSC Russian Grids for the 1st quarter of 2013.

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC.

286

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies.

5. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Urals, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the property located in Zlatoust, Chelyabinsk Region, owned by the Zlatoust Urban District Municipality by virtue of ownership.”

IT WAS RESOLVED AS FOLLOWS:

The agreement for services in relation to access to the Operational Reporting Portal information system to be entered into by and between JSC Russian Grids and OOO IT Energy Service, which 417 is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the agreement:

JSC Russian Grids as the Customer;

OOO IT Energy Service as the Contractor.

Subject matter of the agreement:

The Contractor agrees to provide upon the terms and conditions of the agreement and the Customer agrees to pay in a timely manner for services in relation to access to the Operational Reporting Portal information system.

Price of the agreement:

The service fee is one million, eight hundred ninety-nine thousand, nine hundred ninety-six (1,899,996) rubles, inclusive of VAT (18%) of two hundred eighty-nine thousand, eight hundred twenty-nine (289,829) rubles and 90 kopecks.

Period of the services provided under the agreement:

Period of the services: from February 22, 2013, to an including January 31, 2014.

Term of the agreement:

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The agreement becomes effective as of its execution by the parties, retroactively applies to the relationship that came into existence on February 22, 2013, and remains in full force and effect until the parties perform all of their respective obligations.

G. V. Boos, S. R. Borisov, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, and T. Hendel voted “For.”

V. M. Kravchenko, E. B. Titova, D. V. Fedorov, and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

2. Review of the report of the sole executive body of the Company on the implementation of the Annual Comprehensive Procurement Program of JSC Russian Grids for the 1st quarter of 2013.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the report of the sole executive body of the Company on the implementation of the Annual Comprehensive Procurement Program of JSC Russian Grids for 418 the 1st quarter of 2013. G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC.

IT WAS RESOLVED AS FOLLOWS:

3.1. Concerning the item “Determination of the quantity, par value, and category (type) of authorized shares in Chechenenergo, JSC and rights attaching thereto,” representatives of JSC Russian Grids at the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC shall be instructed to vote “For” the following decision:

The maximum quantity of authorized registered ordinary shares in Chechenenergo, JSC shall be eight billion, three hundred eighty-three million, four hundred twenty-seven thousand, six hundred thirty-four (8,383,427,634), each with a par value of one (1) ruble, with the total par value of eight billion, three hundred eighty-three million, four hundred twenty-seven thousand, six hundred thirty-four (8,383,427,634) rubles.

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The registered ordinary shares authorized by Chechenenergo, JSC shall grant their holders the rights provided for in paragraph 6.2 of the Articles of Association of Chechenenergo, JSC.

3.2. Concerning the item “Increase in the authorized capital of Chechenenergo, JSC by means of the placement of additional shares,” representatives of JSC Russian Grids at the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC shall be instructed to vote “For” the following decision:

The authorized capital of Chechenenergo, JSC shall be increased by means of the placement of eight billion, three hundred eighty-three million, four hundred twenty-seven thousand, six hundred thirty-four (8,383,427,634) additional uncertificated registered ordinary shares, each with a par value of one (1) ruble, with the total par value of eight billion, three hundred eighty- three million, four hundred twenty-seven thousand, six hundred thirty-four (8,383,427,634) rubles, subject to the following principal terms and conditions:

1) Placement method: private offering. Additional shares to be distributed to Joint Stock Company Russian Grids and the Ministry of Property and Land Relations of the Chechen Republic.

2) Offering price of additional shares in Chechenenergo, JSC: one (1) ruble per registered ordinary share.

3) Method of payment for additional shares: payment for additional shares is made in cash in 419 Russian rubles by bank transfer into Chechenenergo, JSC’s settlement account, and other than in cash, namely by transfer of title to property of electricity distribution facilities involved in the power supply for Chechen Republic subscribers.

Independent appraisers working under employment contracts with Diskont Property Valuation and Examination Agency Limited Liability Company shall be engaged to appraise the market value of the property that may be used as payment for placed ordinary shares in Chechenenergo, JSC.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

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Concerning the items on the agendas of the annual general meetings of shareholders of subsidiaries and dependent companies “Election of members of the Board of Directors of the Company,” representatives of JSC Russian Grids shall be instructed to vote as specified in Appendices 2–4 hereto.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS: 420 Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Urals, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the property located in Zlatoust, Chelyabinsk Region, owned by the Zlatoust Urban District Municipality by virtue of ownership,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the property located in Zlatoust, Chelyabinsk Region, owned by the Zlatoust Urban District Municipality by virtue of ownership, shall be approved subject to the following material terms and conditions:

Composition and value of the acquired property:

Real property and movable property, including plots of land owned by the Zlatoust Urban District Municipality and located at: Russian Federation, Chelyabinsk Region, Zlatoust, as specified in Appendix 5 hereto.

The market value is determined in accordance with Property Market Value Appraisal Report No. I-130401/1 prepared by an independent appraiser, ZAO Professional Center for Valuation and Expert Reviews, and totals sixty-nine million, four hundred fifty-nine thousand, four hundred (69,459,400), exclusive of VAT.

Counterparty:

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Zlatoust Urban District Municipality.

Acquisition value:

Equal to the price determined based on the received bids for the acquisition of municipal property, but not in excess of sixty-seven million, eight hundred seventy-nine thousand, nine hundred forty-nine (67,879,949) rubles and 58 kopecks, exclusive of VAT, including the acquisition value of plots of land of ten million, six hundred thirty-one thousand, seven hundred sixty-three (10,631,763) rubles and 99 kopecks, exempt from VAT.

Acquisition method:

Entering into a property purchase and sale agreement based on the results of a bidding procedure conducted by a person authorized to sell municipal property in the manners provided for in the privatization laws of the Russian Federation.

Property transfer procedure:

Title to the property transfers in accordance with the procedure provided for in the laws of the Russian Federation.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted 421 “For.”

Approved unanimously.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: May 28, 2013

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M I N U T E S

of the Meeting of the Board of Directors

June 3, 2013 No. 121

Moscow

422 The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, T. Hendel, and N. N. Shvets.

A. R. Bokarev, V. M. Kravchenko, D. V. Fedorov, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies.

2. JSC Russian Grids’s holding a stake in IDGC of Northern Caucasus, JSC.

3. Approval of the agreement between JSC Russian Grids and IDGC of Northern Caucasus, JSC for the acquisition by JSC Russian Grids of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC in the process of JSC Russian Grids’s exercising its preemptive right in relation thereto, which is a related party transaction.

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4. Approval of the agreement between JSC Russian Grids and IDGC of Northern Caucasus, JSC for the acquisition by JSC Russian Grids of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC to be placed after the expiration of the preemptive right period, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

In voting on the items on the agendas of the annual general meetings of shareholders of subsidiaries and dependent companies “Election of members of the Board of Directors of the Company,” representatives of JSC Russian Grids shall be instructed to ensure that the maximal number of representatives of JSC Russian Grids will be elected to the boards of directors of subsidiaries and dependent companies from among the nominees specified in Appendix 1 hereto according to the size of the stake held by JSC Russian Grids in the authorized capital of the 423 relevant subsidiaries and dependent companies.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, T. Hendel, and N. N. Shvets voted “For.”

S. Remes “Abstained.”

Approved by a majority of votes.

2. JSC Russian Grids’s holding a stake in IDGC of Northern Caucasus, JSC.

IT WAS RESOLVED AS FOLLOWS:

The acquisition by JSC Russian Grids of at most one hundred one million, seven hundred twenty-three thousand, nine hundred ninety-six (101,723,996) additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC at the price of twenty-five (25) rubles and 94 kopecks per share determined by the Board of Directors of IDGC of Northern Caucasus, JSC on February 6, 2013, (Minutes of the Meeting No. 124) shall be approved in the total amount not to exceed two billion, six hundred thirty-eight million, seven hundred twenty thousand, four hundred fifty-six (2,638,720,456) rubles and 24 kopecks, including:

- ninety-eight million, seventy-two thousand, four hundred seventy-five (98,072,475) shares in the total amount of two billion, five hundred forty-four million, one (2,544,000,001) rubles and 50 kopecks by virtue of the exercise of the preemptive right, and

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- at most three million, six hundred fifty-one thousand, five hundred twenty-one (3,651,521) shares in the total amount not to exceed ninety-four million, seven hundred twenty thousand, four hundred fifty-four (94,720,454) rubles and 74 kopecks to be placed after the expiration of the preemptive right period.

The funds received by IDGC of Northern Caucasus, JSC in accordance with the agreements for the acquisition of additional ordinary shares in IDGC of Northern Caucasus, JSC to be entered into by and between JSC Russian Grids and IDGC of Northern Caucasus, JSC shall be used by IDGC of Northern Caucasus, JSC to implement the Comprehensive Program of Measures to Reduce Above-standard Electricity Losses in Distribution Networks in the North Caucasus.

The funds received by IDGC of Northern Caucasus, JSC after the expiration of the preemptive right period in accordance with the agreement for the acquisition of additional ordinary shares in IDGC of Northern Caucasus, JSC between JSC Russian Grids and IDGC of Northern Caucasus, JSC may also be used to pay interest on the loans taken out previously for the implementation of the program.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

424 3. Approval of the agreement between JSC Russian Grids and IDGC of Northern Caucasus, JSC for the acquisition by JSC Russian Grids of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC in the process of JSC Russian Grids’s exercising its preemptive right in relation thereto, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

3.1. The value of the additional ordinary shares in IDGC of Northern Caucasus, JSC that are acquired under the agreement for the acquisition of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC to be entered into by and between JSC Russian Grids and IDGC of Northern Caucasus, JSC shall be two billion, five hundred forty-four million, one (2,544,000,001) rubles and 50 kopecks.

3.2. The agreement for the acquisition of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC (hereinafter, the “Agreement”) in the process of JSC Russian Grids’s exercising its preemptive right in relation thereto, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement: IDGC of Northern Caucasus, JSC (“Issuer”) and JSC Russian Grids (“Acquirer”);

Subject matter of the Agreement: the Issuer transfers to the ownership of the Acquirer, and the Acquirer accepts and pays for ninety-eight million, seventy-two thousand, four hundred seventy- five (98,072,475) additional uncertificated registered ordinary shares in IDGC of Northern 294

Caucasus, JSC at the price of twenty-five (25) rubles and 94 kopecks per share determined by the Board of Directors of IDGC of Northern Caucasus, JSC on February 6, 2013, (Minutes of the Meeting No. 124) to be placed in the process of JSC Russian Grids’s exercising its preemptive right in relation thereto upon the terms and conditions of the Agreement;

Total price of the Agreement: two billion, five hundred forty-four million, one (2,544,000,001) rubles and 50 kopecks;

Method of payment for the shares: payment for the additional shares shall be made in cash in Russian rubles by bank transfer into the Issuer’s settlement account.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

E. B. Titova and N. N. Shvets, failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

425

IT WAS RESOLVED AS FOLLOWS:

4.1. The value of the additional ordinary shares in IDGC of Northern Caucasus, JSC that are acquired under the agreement for the acquisition of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC to be entered into by and between JSC Russian Grids and IDGC of Northern Caucasus, JSC shall not be in excess of ninety-four million, seven hundred twenty thousand, four hundred fifty-four (94,720,454) rubles and 52 kopecks.

4.2. The agreement for the acquisition of additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC (hereinafter, the “Agreement”) to be placed after the expiration of the preemptive right period, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement: IDGC of Northern Caucasus, JSC (“Issuer”) and JSC Russian Grids (“Acquirer”);

Subject matter of the Agreement: the Issuer transfers to the ownership of the Acquirer, and the Acquirer accepts and pays for at most three million, six hundred fifty-one thousand, five hundred

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twenty-one (3,651,521) additional uncertificated registered ordinary shares in IDGC of Northern Caucasus, JSC at the price of twenty-five (25) rubles and 94 kopecks per share determined by the Board of Directors of IDGC of Northern Caucasus, JSC on February 6, 2013, (Minutes of the Meeting No. 124) to be placed after the expiration of the preemptive right period upon the terms and conditions of the Agreement;

Total price of the Agreement: at most ninety-four million, seven hundred twenty thousand, four hundred fifty-four (94,720,454) rubles and 74 kopecks;

Method of payment for the shares: payment for the additional shares shall be made in cash in Russian rubles by bank transfer into the Issuer’s settlement account.

The funds received by the Issuer in accordance with the Agreement shall be used by the Issuer to implement the Comprehensive Program of Measures to Reduce Above-standard Electricity Losses in Distribution Networks in the North Caucasus and may also be used to pay interest on the loans taken out previously for the implementation of the program.

G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

E. B. Titova and N. N. Shvets, failing to be independent directors, did not participate in the voting. 426 Approved unanimously by independent directors who were not related parties to the transaction.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: June 4, 2013

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M I N U T E S of the Meeting of the Board of Directors

June 7, 2013 No. 122 Moscow

Chairman of the Board of Directors of JSC Russian Grids G. V. Boos

Present were: - members of the Board of Directors: V. V. Kudryavy and S. Remes;

- members of the Board of Directors S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, S. V. Serebryannikov, E. B. Titova, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets provided their written opinions on the items on the agenda of the meeting; 427 - Deputy Minister of Energy of the Russian Federation M. Yu. Kurbatov;

- responsible officers of JSC Russian Grids: A. Ye. Murov, R. N. Berdnikov, A. A. Dyomin, S. A. Arkhipov, N. N. Varlamov, V. A. Goncharov, Yu. V. Goncharov, I. V. Khvalin, O. V. Shatokhina, I. A. Alimuradova, A. M. Aushev, M. A. Lavrova, S. Yu. Lebedev, V. A. Pavlov, R. K. Tsiku, A. A. Zakharov, A. A. Ozherelyev, M. V. Izmaylov, and S. D. Obolentseva;

- First Deputy Chairman of the Management Board of JSC FGC UES A. V. Kazachenkov;

- Head of the Division for Electric Power Industry Control of the Federal Antimonopoly Service of the Russian Federation V. G. Korolyov;

- M. G. Tikhonova;

- Secretary of the Board of Directors of JSC Russian Grids G. A. Kizaryants.

Of the 15 elected members of the Board of Directors of JSC Russian Grids, three attended the meeting. Ten members of the Board of Directors sent their written opinions. The meeting of the Board of Directors of JSC Russian Grids had a quorum.

Agenda 1. Report on the implementation of the consolidated investment program of JSC Russian Grids for the 1st quarter of 2013. 2. Report on JSC Russian Grids’s financial and economic activities for the 1st quarter of 2013. 297

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3. Review of the report of the management organization, JSC FGC UES, for the period from January 1, 2013, to March 31, 2013, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012. 4. Approval of Addendum No. 1 to Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, which is a related party transaction. 5. Report on the implementation of the Innovative Development Program of JSC Russian Grids in 2012. 6. Report on JSC IDGC Holding’s financial and economic activities for 2012 as related to the contents of key performance indicators and the methods for defining their target values. 7. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies. 8. Approval of the Strategy for Development of JSC Russian Grids.

At the suggestion of Chairman of the Board of Directors of JSC Russian Grids G. V. Boos, the agenda of the meeting was changed as follows: The order of hearing the following agenda items was changed: Item 8 “Approval of the Strategy for Development of JSC Russian Grids” was considered after Item 6.

428 1. THE FOLLOWING PERSON WAS HEARD: V. A. Goncharov Report on the implementation of the consolidated investment program of JSC Russian Grids for the 1st quarter of 2013.

THE FOLLOWING PERSONS REPORTED: G. V. Boos and V. V. Kudryavy

IT WAS RESOLVED AS FOLLOWS: Note shall be taken of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 1st quarter of 2013 (Appendix 1). G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

FOR THE RECORD ONLY: Special note shall be taken of the necessity for exercising special supervision of the implementation of governmental programs, specifically Kubanenergo’s projects related to the construction of Olympic Games facilities.

2. THE FOLLOWING PERSON WAS HEARD: O. V. Shatokhina Report on JSC Russian Grids’s financial and economic activities for the 1st quarter of 2013.

THE FOLLOWING PERSONS REPORTED: G. V. Boos, A. A. Dyomin, S. Remes, and A. M. Aushev 298

IT WAS RESOLVED AS FOLLOWS: Note shall be taken of the report on JSC Russian Grids’s financial and economic activities for the 1st quarter of 2013 (Appendix 2). G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

FOR THE RECORD ONLY: Special note shall be taken of the good analytical and informational preparation of the report on JSC Russian Grids’s financial and economic activities for the 1st quarter of 2013.

3. THE FOLLOWING PERSON WAS HEARD: G. V. Boos Review of the report of the management organization, JSC FGC UES, for the period from January 1, 2013, to March 31, 2013, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

IT WAS RESOLVED AS FOLLOWS: This issue shall be carried over for consideration by a regular meeting of the Board of Directors. 429 G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

4. THE FOLLOWING PERSON WAS HEARD: G. V. Boos Approval of Addendum No. 1 to Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS: This issue shall be carried over for consideration by a regular meeting of the Board of Directors. G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

5. THE FOLLOWING PERSON WAS HEARD: R. N. Berdnikov Report on the implementation of the Innovative Development Program of JSC Russian Grids in 2012.

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THE FOLLOWING PERSONS REPORTED: G. V. Boos and M. G. Tikhonova

IT WAS RESOLVED AS FOLLOWS: 5.1. Note shall be taken of the report on the implementation of the Innovative Development Program of JSC Russian Grids in 2012 (Appendix 3). 5.2. The Management Board of the Company shall be instructed to submit for review by the Board of Directors of JSC Russian Grids the Uniform Innovative Development Program of the Electricity Distribution and Transmission Grid Sector (including harmonizing the business processes of innovative activities, adjusting the organizational structures of JSC Russian Grids and its subsidiaries and dependent companies, and changing the motivation system for management of JSC Russian Grids and its subsidiaries and dependent companies as related to defining the performance indicators of implementing the Innovative Development Program) with quantitative indicators to be defined for the results of implementing the Innovative Development Program. Deadline: 4th quarter of 2013. G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

6. THE FOLLOWING PERSON WAS HEARD: 430 A. A. Dyomin Report on JSC IDGC Holding’s financial and economic activities for 2012 as related to the contents of key performance indicators and the methods for defining their target values.

THE FOLLOWING PERSONS REPORTED: G. V. Boos, A. Ye. Murov, V. V. Kudryavy, and M. G. Tikhonova

IT WAS RESOLVED AS FOLLOWS: 6.1. The report on JSC IDGC Holding’s financial and economic activities for 2012 shall be approved, including as related to the contents of key performance indicators and the methods for calculating the KPI “Non-exceedance of the prescribed level of electricity losses” with the negative target values of the indicator to be excluded (Appendix 4). 6.2. The decision adopted by the Board of Directors of JSC IDGC Holding on October 5, 2012, (Minutes of the Meeting No. 96) shall be amended as related to the names of key performance indicators (Appendix 5). G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

8. THE FOLLOWING PERSON WAS HEARD: A. A. Dyomin Approval of the Strategy for Development of JSC Russian Grids.

THE FOLLOWING PERSONS REPORTED: G. V. Boos, M. Yu. Kurbatov, S. Remes, V. V. Kudryavy, and M. G. Tikhonova

300

IT WAS RESOLVED AS FOLLOWS: 8.1. The Strategy for Development of JSC Russian Grids (hereinafter, the “Strategy”) shall be approved (Appendix 7). 8.2. The Management Board of JSC Russian Grids shall be instructed to submit to the Board of Directors of JSC Russian Grids: 8.2.1. before July 10, 2013, the implementation schedule for the Strategy for Development of JSC Russian Grids. 8.2.2. before November 1, 2013, the action plan to implement the Strategy (incorporating the implementation schedule specified in paragraph 8.2.1 hereof), supplementing the Strategy with the objectives set forth in: - Instructions of the President of the Russian Federation No. Pr-879 of March 20, 2013; - the Strategy for Development of the Electric Grid Sector of the Russian Federation approved by Ordinance of the Government of the Russian Federation No. 511-r of April 3, 2013; - the decision made by the joint meeting of the Strategy Committee of the Board of Directors of JSC IDGC Holding and the Strategy Committee of the Board of Directors of JSC FGC UES on March 18, 2013 (Minutes No. 62/18); and with the objectives listed below: - resolve the issue of last mile agreements; - reduce the volume of cross-subsidies; - create an efficient current and intended structure of managing and operating the electric grid sector; - ensure the safety of electric grid facilities; - consolidate territorial grid companies; - ensure the implementation of the Uniform Technical Policy in the Distribution Grid Sector; 431 - ensure a stable and effective tariff policy; - cut current costs; - improve the efficiency of investments (including avoiding investments in the commissioning of facilities that will not have adequate utilization rates); - encourage competition in selecting contractors and suppliers; - change existing regulations and rules with the aim of reducing costs and ensuring the reliability and safety of electric grid facilities; - implement new management mechanisms (including energy service contracts and concession agreements); - give due consideration to seasonality in setting tariffs for electric grid companies in resort regions; - ensure the implementation of personnel policies and the system of training qualified personnel. 8.3. The Management Board of JSC Russian Grids shall be instructed to prepare an appeal to the Ministry of Energy of the Russian Federation, stating the necessity of improving the system of standardizing costs and profitability in the sectors allied with the electric power sector, for possible subsequent consideration by a session of the Government of the Russian Federation. G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” Approved unanimously.

FOR THE RECORD ONLY: The Management Board of JSC Russian Grids shall, if necessary, prepare and submit for review by the Board of Directors a draft of amendments to the Strategy for Development of JSC Russian Grids.

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7. THE FOLLOWING PERSON WAS HEARD: Yu. V. Goncharov Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies.

THE FOLLOWING PERSONS REPORTED: G. V. Boos, S. Remes, A. Ye. Murov, A. A. Dyomin, V. V. Kudryavy, and M. G. Tikhonova

IT WAS RESOLVED AS FOLLOWS: In voting on the items on the agendas of the annual general meetings of shareholders of subsidiaries and dependent companies “Election of members of the Board of Directors of the Company,” representatives of JSC Russian Grids shall be instructed to ensure that the maximal number of representatives of JSC Russian Grids will be elected to the boards of directors of subsidiaries and dependent companies from among the nominees specified in Appendix 6 hereto according to the size of the stake held by JSC Russian Grids in the authorized capital of the relevant subsidiaries and dependent companies. G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” S. Remes voted “Against.” 432 Approved by a majority of votes.

Written opinion by member of the Board of Directors of JSC Russian Grids S. R. Borisov attached hereto (Appendix 8). Written opinion by member of the Board of Directors of JSC Russian Grids P. A. Borodin attached hereto (Appendix 9). Written opinion by member of the Board of Directors of JSC Russian Grids B. G. Zingarevich attached hereto (Appendix 10). Written opinion by member of the Board of Directors of JSC Russian Grids V. M. Kravchenko attached hereto (Appendix 11). Written opinion by member of the Board of Directors of JSC Russian Grids S. V. Serebryannikov attached hereto (Appendix 12). Written opinion by member of the Board of Directors of JSC Russian Grids E. B. Titova attached hereto (Appendix 13). Written opinion by member of the Board of Directors of JSC Russian Grids V. V. Tatsiy attached hereto (Appendix 14). Written opinion by member of the Board of Directors of JSC Russian Grids D. V. Fedorov attached hereto (Appendix 15). Written opinion by member of the Board of Directors of JSC Russian Grids T. Hendel attached hereto (Appendix 16). Written opinion by member of the Board of Directors of JSC Russian Grids N. N. Shvets attached hereto (Appendix 17).

G. V. Boos Chairman of the Board of Directors 302

G. A. Kizaryants Secretary of the Board of Directors

Date of the Minutes of the Meeting: June 10, 2013

433

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M I N U T E S

of the Meeting of the Board of Directors

June 10, 2013 No. 123

Moscow

434 The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, P. A. Borodin, B. G. Zingarevich, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets.

A. R. Bokarev did not participate in the voting.

Agenda:

1. JSC Russian Grids’s holding a stake in JSC FGC UES.

2. Determination of the money value of the property to be used as payment for additional shares in JSC Russian Grids.

1. JSC Russian Grids’s holding a stake in JSC FGC UES.

IT WAS RESOLVED AS FOLLOWS:

304

JSC Russian Grids’s holding a stake in JSC FGC UES by means of the acquisition of at most one trillion, two hundred sixty-seven billion, one hundred forty-one million, fifteen thousand, nine hundred eighty-nine (1,267,141,015,989) uncertificated registered ordinary shares in JSC FGC UES (hereinafter, the “JSC FGC UES Shares”) at a price of zero and two thousand eight hundred thirty-six ten-thousandths (0.2836) ruble per share in the total amount of at most three hundred fifty-nine billion, three hundred sixty-one million, one hundred ninety-two thousand, one hundred thirty-four (359,361,192,134) rubles and 48 kopecks.

The JSC FGC UES Shares shall be acquired by JSC Russian Grids in the process of using them as payment for additional ordinary shares in JSC Russian Grids to be placed through a public offering.

E. B. Titova did not participate in the voting.

Approved unanimously.

2. Determination of the money value of the property to be used as payment for additional shares 435 in JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

The money value of the property to be used as payment for additional registered ordinary shares in JSC Russian Grids shall be 0.2836 ruble per uncertificated registered ordinary share in Open Joint-Stock Company Federal Grid Company of Unified Energy System (Principal State Registration Number (OGRN): 1024701893336).

E. B. Titova did not participate in the voting.

Approved unanimously.

Ballots attached.

G. V. Boos

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Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: June 10, 2013

436

306

M I N U T E S of the Meeting of the Board of Directors

June 12, 2013 No. 124

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting 437 (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets.

A. R. Bokarev, P. A. Borodin, V. M. Kravchenko, E. B. Titova, and P. O. Shatsky did not participate in the voting.

Agenda:

ROSSETI ANNUAL REPORT 2013

IT WAS RESOLVED AS FOLLOWS:

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

S. Remes voted “Against.”

Approved by a majority of votes.

Ballots attached

438 G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: June 14, 2013

308

M I N U T E S of the Meeting of the Board of Directors

June 14, 2013 No. 125

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot). 439 The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets.

A. R. Bokarev, P. A. Borodin, V. M. Kravchenko, S. Remes, and P. O. Shatsky did not participate in the voting.

Agenda:

Election (appointment) of the Director General of the Company.

IT WAS RESOLVED AS FOLLOWS:

1. Mr. Oleg Mikhailovich Budargin shall be elected (appointed) as the Director General of JSC Russian Grids.

2. The Chairman of the Board of Directors of JSC Russian Grids shall be instructed to sign the employment contract with the Director General of JSC Russian Grids within one month after this decision is adopted.

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. V. Serebryannikov, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

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Approved unanimously.

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

440

Date of the Minutes of the Meeting: June 14, 2013

310

M I N U T E S of the Meeting of the Board of Directors

June 18, 2013 No. 126

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot)

The following members of the Board of Directors participated in the voting: G. V. Boos, S. R. 441 Borisov, P. A. Borodin, V. V. Kudryavy, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets.

A. R. Bokarev, B. G. Zingarevich, V. M. Kravchenko, S. Remes, S. V. Serebryannikov, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Implementation of a decision adopted by the General Meeting of Shareholders of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of information concerning the implementation of the decision adopted by the General Meeting of Shareholders of JSC Russian Grids on May 6, 2013, and concerning the signature of the Agreement for the Procedure for Controlling and Voting Shares in JSC FGC UES, which is a related party transaction.

G. V. Boos, S. R. Borisov, P. A. Borodin, V. V. Kudryavy, V. V. Tatsiy, E. B. Titova, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

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Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: June 18, 2013

442

312

M I N U T E S of the Meeting of the Board of Directors

June 25, 2013 No. 127

Moscow

443

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets.

A. R. Bokarev, S. R. Borisov, B. G. Zingarevich, V. V. Tatsiy, and E. B. Titova did not participate in the voting.

Agenda:

1. Issues related to the committees of the Board of Directors of JSC Russian Grids:

1.1. Approval of the budget of the Valuation Committee of the Board of Directors of JSC Russian Grids for the 2nd quarter of 2013;

1.2. Approval of the budget of the Strategy Committee of the Board of Directors of JSC Russian Grids for the 2nd quarter of 2013.

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1 - SPA/2008 of March 13, 2008, to be entered into by and between OAO Engineering Center UES Real Estate and Institute Teploelectroproject OJSC, which is a major transaction.”

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Siberian Energy Scientific and Technical Center Real Estate: “Approval of the lease agreement for the real property located at: Irkutsk, ul. Pomyalovskogo, 1 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific and Technical Center, which is a major transaction.”

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Siberian Energy Scientific and Technical Center Real Estate: “Approval of the lease agreement for the real property located at: Tomsk, prospekt Kirova, 36 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific and Technical Center, which is a major transaction.”

5. Performance report of the Company’s Management Board for the 1st quarter of 2013.

6. Approval of the loan agreement between JSC Russian Grids and JSC Tyumenenergo, which is a related party transaction.

444 7. Approval of the loan extended by JSC Russian Grids to JSC Tyumenenergo.

8. Proposals to give due consideration to seasonality in setting tariffs for electric grid companies in resort regions.

9. Review of the report of the sole executive body of JSC Russian Grids on key risks of JSC Russian Grids and its subsidiaries and dependent companies for 2012.

10. Review of the internal auditor’s report on the efficiency of the internal control and risk management system of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids for 2012.

11. JSC Russian Grids’s holding a stake in JSC TDC.

12. Determination of the price of the property (shares in JSC TDC) to be acquired by JSC Russian Grids under the transaction, which is a related party transaction.

13. Approval of the transaction in connection with the acquisition by JSC Russian Grids of shares in JSC TDC, which is a related party transaction.

14. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo: “Termination of JSC Tyumenenergo’s holding a stake in Kubanenergo.”

15. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo: “Termination of JSC Tyumenenergo’s holding a stake in JSC TDC.”

314

16. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the meetings of the boards of directors and the general meetings of shareholders of subsidiaries and dependent companies of JSC Russian Grids.

17. One-time bonus payment for the staff of the administrative office of the Board of Directors of JSC Russian Grids.

1. Issues related to the committees of the Board of Directors of JSC Russian Grids.

1.1. Approval of the budget of the Valuation Committee of the Board of Directors of JSC Russian Grids for the 2nd quarter of 2013.

IT WAS RESOLVED AS FOLLOWS:

The budget of the Valuation Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of four hundred twenty-eight thousand, three hundred twenty-four 445 (428,324) rubles for the 2nd quarter of 2013 (Appendix 1).

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

1.2. Approval of the budget of the Strategy Committee of the Board of Directors of JSC Russian Grids for the 2nd quarter of 2013.

IT WAS RESOLVED AS FOLLOWS:

The budget of the Strategy Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of three hundred forty-two thousand, six hundred forty-eight (342,648) rubles and 00 kopecks for the period from April 1, 2013, to June 30, 2013 (Appendix 2).

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

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2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Engineering Center UES Real Estate: “Approval of Addendum No. 5 to Real Property Lease Agreement No. 1 - SPA/2008 of March 13, 2008, to be entered into by and between OAO Engineering Center UES Real Estate and Institute Teploelectroproject OJSC, which is a major transaction.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Engineering Center UES Real Estate: “Approval of Addendum No. 5 to Real Property Lease Agreement No. 1 - SPA/2008 of March 13, 2008, to be entered into by and between OAO Engineering Center UES Real Estate and Institute Teploelectroproject OJSC, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

Addendum No. 5 to Real Property Lease Agreement No. 1 - SPA/2008 of March 13, 2008, to be entered into by and between OAO Engineering Center UES Real Estate and Institute Teploelectroproject OJSC shall be approved subject to the following material terms and conditions:

446 Parties to the addendum:

OAO Engineering Center UES Real Estate as the Landlord;

Institute Teploelectroproject OJSC as the Tenant.

Subject matter of the addendum:

The parties agree to amend the agreement in accordance with Appendix 3 hereto, including as follows:

- effective from April 1, 2013, the composition of the nonresidential premises provided by the Landlord for the Tenant’s temporary possession and use is changed with the total rentable area to be increased from 6,958.2 square meters to 6,979 square meters;

- effective from April 1, 2013, the monthly rent is changed with its amount to be increased from eight million, sixty-seven thousand, nine hundred eleven (8,067,911) rubles and 00 kopecks, inclusive of 18% VAT, to eight million, five hundred thirty-eight thousand, eight hundred sixteen (8,538,816) rubles and 00 kopecks, inclusive of 18% VAT;

- the term of the agreement is extended until and including July 21, 2018.

In all matters not covered by the addendum, the relationship between the parties is governed by the terms and conditions of the agreement.

Price of the addendum:

316

The monthly rent under the agreement is eight million, five hundred thirty-eight thousand, eight hundred sixteen (8,538,816) rubles and 00 kopecks, inclusive of 18% VAT of one million, three hundred two thousand, five hundred thirty-one (1,302,531) rubles and 25 kopecks.

Term of the addendum:

The addendum becomes effective as of its state registration, retroactively applies to the relationship between the parties that came into existence on April 1, 2013, and remains in full force and effect until and including July 21, 2018.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Siberian Energy Scientific and Technical Center Real Estate: “Approval of the lease agreement for the real property located at: Irkutsk, ul. Pomyalovskogo, 1 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific 447 and Technical Center, which is a major transaction.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Siberian Energy Scientific and Technical Center Real Estate: “Approval of the lease agreement for the real property located at: Irkutsk, ul. Pomyalovskogo, 1 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific and Technical Center, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The lease agreement for the real property located at: Irkutsk, ul. Pomyalovskogo, 1 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific and Technical Center (hereinafter, the “Agreement”), which is a major transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

OAO Siberian Energy Scientific and Technical Center Real Estate as the Landlord;

ZAO Siberian Energy Scientific and Technical Center as the Tenant.

Subject matter of the Agreement:

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ROSSETI ANNUAL REPORT 2013

The Landlord provides for the Tenant’s temporary possession and use, and the Tenant accepts the nonresidential premises located in the building at: Irkutsk, ul. Pomyalovskogo, 1.

Total rentable area of the premises: 3,116.9 square meters, including:

2,985.4 square meters of nonresidential premises;

131.5 square meters of heated and unheated storage space.

Price of the Agreement:

The rent consists of a fixed rent and a variable rent.

The fixed rent includes payment for the leased premises and is one million, eight hundred ten thousand, eight hundred thirty (1,810,830) rubles and 44 kopecks per month, inclusive of VAT (18%) of two hundred seventy-six thousand, two hundred twenty-eight (276,228) rubles and 37 kopecks.

Within the term of the Agreement, the Landlord reserves the right to unilaterally change the fixed rent through indexing of 0.1–10%. The rent may be changed at most once a calendar year.

The variable rent includes payment for hot and cold water supply, sewerage, heating, and electricity supply services provided for the leased premises. The variable rent is calculated at the 448 then-current rates on the basis of the services and energy resources actually consumed in connection with the operation of the leased premises and the equipment located therein.

Term of the Agreement:

From May 15, 2013, to and including May 15, 2018.

Termination of the Agreement:

Each party may unilaterally terminate the Agreement without recourse to legal proceedings upon ninety (90) calendar days’ prior written notice to the other party.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

318

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Siberian Energy Scientific and Technical Center Real Estate: “Approval of the lease agreement for the real property located at: Tomsk, prospekt Kirova, 36 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific and Technical Center, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The lease agreement for the real property located at: Tomsk, prospekt Kirova, 36 to be entered into by and between OAO Siberian Energy Scientific and Technical Center Real Estate and ZAO Siberian Energy Scientific and Technical Center (hereinafter, the “Agreement”), which is a major transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

OAO Siberian Energy Scientific and Technical Center Real Estate as the Landlord;

ZAO Siberian Energy Scientific and Technical Center as the Tenant.

Subject matter of the Agreement:

The Landlord provides for the Tenant’s temporary possession and use, and the Tenant accepts the nonresidential premises located in the building at: Tomsk Region, Tomsk, prospekt Kirova, 449 36.

Total rentable area of the premises: 3,854.3 square meters.

Price of the Agreement:

The rent consists of a fixed rent and a variable rent.

The fixed rent includes payment for the leased premises and is one million, nine hundred sixty- nine thousand, ninety-four (1,969,094) rubles and 31 kopecks per month, inclusive of VAT (18%) of three hundred thousand, three hundred seventy (300,370) rubles and 32 kopecks.

Within the term of the Agreement, the Landlord reserves the right to unilaterally change the fixed rent through indexing of 0.1–10%. The rent may be changed at most once a calendar year.

Term of the Agreement:

From May 23, 2013, to and including May 23, 2018.

Termination of the Agreement:

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Each party may unilaterally terminate the Agreement without recourse to legal proceedings upon ninety (90) calendar days’ prior written notice to the other party.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

5. Performance report of the Company’s Management Board for the 1st quarter of 2013.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the performance report of the Company’s Management Board for the 1st quarter of 2013 (Appendix 4).

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

450 Approved unanimously.

6. Approval of the loan agreement between JSC Russian Grids and JSC Tyumenenergo, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

The loan agreement between JSC Russian Grids and JSC Tyumenenergo (hereinafter, the “Agreement”), which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids as the Lender;

JSC Tyumenenergo as the Borrower.

Subject matter of the Agreement:

The Lender transfers to the ownership of the Borrower funds in the amount of two billion, six hundred million (2,600,000,000) rubles, and the Borrower agrees to repay the same amount to the Lender, plus interest payable to the Lender under the Agreement.

320

Price of the Agreement:

Loan amount: not in excess of two billion, six hundred million (2,600,000,000) rubles.

For the use of the loan, the Borrower pays interest of nine (9) percent per annum to the Lender. Interest is payable by the Borrower on a quarterly basis for the actual number of days of using the loan.

Term of the Agreement:

The Agreement becomes effective as of its execution by the parties and remains in full force and effect until the parties perform all of their respective obligations under the Agreement.

Deadline for loan repayment and interest payment: by June 30, 2015.

G. V. Boos, V. M. Kravchenko, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, and P. O. Shatsky voted “For.”

N. N. Shvets, failing to be an independent director, and P. A. Borodin and V. V. Kudryavy, deemed to be related parties to the transaction, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

451

7. Approval of the loan extended by JSC Russian Grids to JSC Tyumenenergo.

IT WAS RESOLVED AS FOLLOWS:

7.1. The loan extended by JSC Russian Grids to JSC Tyumenenergo by means of entering into the loan agreement (hereinafter, the “Agreement”) shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids as the Lender;

JSC Tyumenenergo as the Borrower.

Subject matter of the Agreement:

Price of the Agreement:

Loan amount: not in excess of two billion, six hundred million (2,600,000,000) rubles.

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Term of the Agreement:

The Agreement becomes effective as of its execution by the parties and remains in full force and effect until the parties perform all of their respective obligations under the Agreement.

Deadline for loan repayment and interest payment: by June 30, 2015.

7.2. The sole executive body of JSC Russian Grids shall include in the JSC Russian Grids Budget for 2013 the expenses associated with the loan of two billion, six hundred million (2,600,000,000) rubles extended by JSC Russian Grids to JSC Tyumenenergo as part of implementing paragraph 5 of the decision adopted by the Board of Directors of JSC IDGC Holding on February 28, 2013, (Minutes of the Meeting No. 108 of February 28, 2013).

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

452

8. Proposals to give due consideration to seasonality in setting tariffs for electric grid companies in resort regions.

IT WAS RESOLVED AS FOLLOWS:

8.1. Note shall be taken of the report on the proposals to give due consideration to seasonality in setting tariffs for electric grid companies in resort regions (Appendix 5).

8.2. The sole executive body of the Company shall be instructed to:

- check the fulfillment by Kubanenergo of its network connection obligations, including with respect to correspondence between the actual and documented indicators and with respect to the existence of any facts (cases) of network connection resulting in impaired reliability and increased specific electricity supply accident rates;

Deadline: August 31, 2013;

- prepare proposals to set tariffs encouraging customers not to request excess capacity and causing excess capacity to be paid for by the customers that hold such capacity.

Deadline: July 25, 2013.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.” 322

Approved unanimously.

9. Review of the report of the sole executive body of JSC Russian Grids on key risks of JSC Russian Grids and its subsidiaries and dependent companies for 2012.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the report of the sole executive body of JSC Russian Grids on key risks of JSC Russian Grids and its subsidiaries and dependent companies for 2012 (Appendix 6).

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

453 10. Review of the internal auditor’s report on the efficiency of the internal control and risk management system of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids for 2012.

IT WAS RESOLVED AS FOLLOWS:

The internal auditor’s report on the efficiency of the internal control and risk management system of JSC Russian Grids and subsidiaries and dependent companies of JSC Russian Grids for 2012 shall be approved (Appendix 7).

G. V. Boos, P. A. Borodin, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

V. M. Kravchenko “Abstained.”

Approved by a majority of votes.

11. JSC Russian Grids’s holding a stake in JSC TDC.

IT WAS RESOLVED AS FOLLOWS:

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ROSSETI ANNUAL REPORT 2013

The acquisition by JSC Russian Grids of shares in JSC TDC shall be approved subject to the following terms and conditions:

- Category, type, par value, and quantity of acquired shares:

- one billion, three hundred twenty-five million, four hundred twenty-four thousand, eight hundred eighty-four (1,325,424,884) registered ordinary shares in JSC TDC, each with a par value of zero and four thousand nine hundred sixteen ten-thousandths (0.4916) rubles, and

- one hundred fifty-eight million, two hundred thirteen thousand, nine hundred eleven (158,213,911) registered preference shares in JSC TDC, each with a par value of zero and four thousand nine hundred sixteen ten-thousandths (0.4916) rubles.

- Acquisition price of the shares, value of the acquired shares:

- 0.536536 rubles per ordinary share in JSC TDC in the amount of seven hundred eleven million, one hundred thirty-eight thousand, one hundred sixty-five (711,138,165) rubles and 56 kopecks.

- 0.4235 rubles per preference share in the amount of sixty-seven million, three thousand, five hundred ninety-one (67,003,591) rubles and 31 kopecks.

- Seller: JSC Tyumenenergo.

454 - Acquisition method: through entering into a securities purchase and sale agreement. - Payment method: cash in Russian rubles.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

P. O. Shatsky “Abstained.”

Approved by a majority of votes.

12. Determination of the price of the property (shares in JSC TDC) to be acquired by JSC Russian Grids under the transaction, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

The price of the property (shares in JSC TDC) to be acquired by JSC Russian Grids under the securities purchase and sale agreement between JSC Russian Grids and JSC Tyumenenergo, which is a related party transaction, shall be seven hundred seventy-eight million, one hundred forty-one thousand, seven hundred fifty-six (778,141,756) rubles and 87 kopecks.

G. V. Boos, V. M. Kravchenko, S. Remes, S. V. Serebryannikov, D. V. Fedorov, and T. Hendel voted “For.”

324

P. O. Shatsky “Abstained.”

N. N. Shvets, failing to be an independent director, and P. A. Borodin and V. V. Kudryavy, deemed to be related parties to the transaction, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

13. Approval of the transaction in connection with the acquisition by JSC Russian Grids of shares in JSC TDC, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

The transaction in connection with the acquisition by JSC Russian Grids of shares in JSC TDC, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the transaction: JSC Tyumenenergo (“Seller”) and JSC Russian Grids (“Acquirer”); 455 Subject matter of the transaction: the Seller transfers to the ownership of the Acquirer, and the Acquirer accepts and pays for the following shares:

Total price of the transaction: seven hundred seventy-eight million, one hundred forty-one thousand, seven hundred fifty-six (778,141,756) rubles and 87 kopecks, including:

- price of ordinary shares: seven hundred eleven million, one hundred thirty-eight thousand, one hundred sixty-five (711,138,165) rubles and 56 kopecks,

- price of preference shares: sixty-seven million, three thousand, five hundred ninety-one (67,003,591) rubles and 31 kopecks.

Method of payment: payment will be made in cash in Russian rubles.

G. V. Boos, V. M. Kravchenko, S. Remes, S. V. Serebryannikov, D. V. Fedorov, and T. Hendel voted “For.”

P. O. Shatsky “Abstained.” 325

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N. N. Shvets, failing to be an independent director, and P. A. Borodin and V. V. Kudryavy, deemed to be related parties to the transaction, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo: “Termination of JSC Tyumenenergo’s holding a stake in Kubanenergo,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The termination of JSC Tyumenenergo’s holding a stake in Kubanenergo by means of 456 transferring title to its shares shall be approved subject to the following material terms and conditions:

Category, type, par value, and quantity of transferred shares: thirty million, nine hundred twenty- six thousand, eight hundred one (30,926,801) uncertificated registered ordinary shares, each with a par value of one hundred (100) rubles and 00 kopecks;

Stake held by JSC Tyumenenergo in the authorized capital of Kubanenergo: 21.6358%;

Transfer price: 157.801952 rubles per ordinary share in Kubanenergo in the amount of four billion, eight hundred eighty million, three hundred nine thousand, five hundred sixty-six (4,880,309,566) rubles and 92 kopecks;

Transfer method: through entering into a purchase and sale agreement between JSC Tyumenenergo (“Seller”) and JSC Russian Grids (“Acquirer”).

Payment method for the transferred property: cash in Russian rubles.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

P. O. Shatsky “Abstained.”

Approved by a majority of votes.

326

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo: “Termination of JSC Tyumenenergo’s holding a stake in JSC TDC,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The termination of JSC Tyumenenergo’s holding a stake in JSC TDC by means of transferring title to its shares shall be approved subject to the following material terms and conditions:

Category, type, par value, and quantity of transferred shares:

- one billion, three hundred twenty-five million, four hundred twenty-four thousand, eight hundred eighty-four (1,325,424,884) uncertificated registered ordinary shares, each with a par value of 0.4916 rubles, or 34.7032% of the total number of ordinary shares, and

- one hundred fifty-eight million, two hundred thirteen thousand, nine hundred eleven (158,213,911) uncertificated registered preference shares, each with a par value of 0.4916 rubles, or 27.4347% of the total number of preference shares. 457

Stake held by JSC Tyumenenergo in the authorized capital of JSC TDC: 33.7497%;

Transfer price:

- 0.536536 rubles per ordinary share in JSC TDC in the amount of seven hundred eleven million, one hundred thirty-eight thousand, one hundred sixty-five (711,138,165) rubles and 56 kopecks;

- 0.4235 rubles per preference share in JSC TDC in the amount of sixty-seven million, three thousand, five hundred ninety-one (67,003,591) rubles and 31 kopecks.

Transfer method: through entering into a purchase and sale agreement between JSC Tyumenenergo (“Seller”) and JSC Russian Grids (“Acquirer”).

Payment method for the transferred property: cash in Russian rubles.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

P. O. Shatsky “Abstained.”

Approved by a majority of votes.

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IT WAS RESOLVED AS FOLLOWS:

Representatives of JSC Russian Grids on the boards of directors of the subsidiaries and dependent companies listed in Appendix 8 with respect to the issues connected with the agendas of the extraordinary general meetings of shareholders of the subsidiaries and dependent companies shall be instructed to vote “For” the inclusion of the following items on the agendas of the general meetings of shareholders of the subsidiaries and dependent companies:

- Early termination of the powers of the members of the Board of Directors of the Company;

- Election of members of the Board of Directors of the Company.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

458

17. One-time bonus payment for the staff of the administrative office of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

17.1. Based on performance results in the 1st half of 2013, a one-time bonus shall be paid to the staff of the administrative office of the Board of Directors of JSC Russian Grids in the amount of 6 official salaries (pursuant to the decision adopted by the Board of Directors on November 8, 2012; paragraph 3.1 of Minutes No. 99).

17.2. The sole executive body of JSC Russian Grids (O. M. Budargin) shall be instructed to pay the one-time bonus to the staff of the administrative office of the Board of Directors of JSC Russian Grids within two weeks after this decision is adopted in the amount specified in paragraph 17.1 hereof.

G. V. Boos, P. A. Borodin, V. M. Kravchenko, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, D. V. Fedorov, T. Hendel, P. O. Shatsky, and N. N. Shvets voted “For.”

Approved unanimously.

Ballots attached. 328

Comments of member of the Board of Directors of JSC Russian Grids V. M. Kravchenko on items on the agenda of the meeting attached hereto.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

459

Date of the Minutes of the Meeting: June 26, 2013

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M I N U T E S

of the Meeting of the Board of Directors

June 27, 2013 No. 128

Moscow 460

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

A. R. Bokarev, P. A. Borodin, V. M. Kravchenko, E. B. Titova, and P. O. Shatsky did not participate in the voting.

Agenda:

1. Approval of the Agreement to Settle the Obligations Under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, which is a related party transaction.

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies.

330

IT WAS RESOLVED AS FOLLOWS:

1.1. The price of the Agreement to Settle the Obligations Under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, (hereinafter, the “Agreement”) between JSC Russian Grids (hereinafter, “JSC Russian Grids” or the “Company”) and JSC FGC UES (hereinafter, the “Management Organization”), which is a related party transaction, shall be equal to the actual expenses incurred by the Management Organization and calculated in accordance with Annex 1 to the Agreement.

The fee payable to the Management Organization and calculated and paid in accordance with the Agreement may not be two (2) or more percent of the book value of the Company’s assets as of the latest balance sheet date prior to the execution of the Agreement.

1.2. The Agreement (Appendix 1), which is a related party transaction, shall be approved subject to the following material terms and conditions: 461 Parties to the Agreement:

JSC Russian Grids as the Company;

JSC FGC UES as the Management Organization.

Subject matter of the Agreement:

1. In accordance with Section 9 of the Transfer Agreement, the parties hereby agree upon the expenses incurred by the Management Organization for the period of exercising the powers of the sole executive body from July 10, 2012, to and including June 14, 2013.

2. The fee payable to the Management Organization for the period from June 1, 2013, to and including June 14, 2013, is one million, five hundred forty thousand (1,540,000) rubles, inclusive of value added tax of two hundred thirty-four thousand, nine hundred fifteen (234,915) rubles and 25 kopecks, and is paid in accordance with the procedure set forth in the Transfer Agreement.

3. The actual expenses incurred by the Management Organization in accordance with Section 9 of the Transfer Agreement are ninety-three million, eight hundred three thousand, one hundred six (93,803,106) rubles, inclusive of value added tax of eight hundred twenty-eight thousand, two hundred thirty-nine (828,239) rubles in accordance with Annex 1 to the Agreement.

4. The actual expenses specified in paragraph 5 of the Agreement are paid by the Company to the Management Organization within five (5) business days after the date of execution of the Agreement as invoiced, by bank transfer into the Management Organization’s settlement account specified in Section 13 of the Transfer Agreement. 331

ROSSETI ANNUAL REPORT 2013

Price of the Agreement:

The price of the Agreement is equal to the fee payable to the Management Organization for the period from June 1, 2013, to and including June 14, 2013, which is one million, five hundred forty thousand (1,540,000) rubles, inclusive of value added tax of two hundred thirty-four thousand, nine hundred fifteen (234,915) rubles and 25 kopecks, plus the actual expenses incurred by the Management Organization and calculated in accordance with Annex 1 to the Agreement.

Term of the Agreement:

The Agreement becomes effective as of its execution and remains in full force and effect until the parties perform all of their respective obligations.

S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, and T. Hendel voted “For.”

N. N. Shvets, failing to be an independent director, and G. V. Boos and D. V. Fedorov, deemed to be related parties to the transaction, did not participate in the voting. 462 Approved unanimously by independent directors who were not related parties to the transaction.

IT WAS RESOLVED AS FOLLOWS:

G. V. Boos, S. R. Borisov, B. G. Zingarevich, V. V. Kudryavy, S. Remes, S. V. Serebryannikov, V. V. Tatsiy, D. V. Fedorov, T. Hendel, and N. N. Shvets voted “For.”

Approved unanimously.

332

Ballots attached.

G. V. Boos

Chairman of the Board of Directors

G. A. Kizaryants

Secretary of the Board of Directors

Date of the Minutes of the Meeting: June 27, 2013

463

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M I N U T E S

of the Meeting of the Board of Directors

June 28, 2013 No. 129

Moscow

464

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, S. Remes, E. Ferlenghi, P. O. Shatsky, A. N. Shishkin, and S. I. Shmatko.

M. V. Ochirova and E. B. Titova did not participate in the voting

Agenda:

1. Election of the Chairman of the Board of Directors of JSC Russian Grids.

2. Election of the Secretary of the Board of Directors of JSC Russian Grids.

1. Election of the Chairman of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

334

Sergey Ivanovich Shmatko shall be elected as the Chairman of the Board of Directors of JSC Russian Grids.

S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, S. Remes, E. Ferlenghi, P. O. Shatsky, A. N. Shishkin, and S. I. Shmatko voted “For.”

Approved unanimously.

2. Election of the Secretary of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

Yuri Vladimirovich Goncharov shall be elected as the Secretary of the Board of Directors of JSC Russian Grids for this meeting of the Board of Directors.

S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, S. Remes, E. Ferlenghi, P. O. Shatsky, A. N. Shishkin, and S. I. Shmatko voted “For.”

G. V. Boos voted “Against.” 465 Approved by a majority of votes.

Ballots attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: July 1, 2013

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M I N U T E S

of the Meeting of the Board of Directors

July 4, 2013 No. 130

Moscow

Chairman of the Board of Directors of JSC Russian Grids S. I. Shmatko

466 Present were:

- members of the Board of Directors: S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin;

- members of the Board of Directors G. V. Boos, D. S. Morozov, and S. Remes provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC Russian Grids:

A. A. Dyomin, S. A. Arkhipov, Yu. V. Goncharov, D. I. Gotlib (on Items 4–7), Yu. N. Mangarov, Ye. V. Prokhorov, O. V. Shatokhina, D. A. Bobkov, A. A. Ozherelyev, A. A. Zakharov, and I. N. Sukharnikova;

- Assistant to V. M. Kravchenko, a member of the Board of Directors, A. Yu. Malyshev;

Of the 15 elected members of the Board of Directors of JSC Russian Grids, nine attended the meeting. Three members of the Board of Directors sent their written opinions.

The meeting of the Board of Directors of JSC Russian Grids had a quorum.

336

Agenda

1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

2. Termination of the powers of members of the Management Board of JSC Russian Grids and the election of members of the Management Board of JSC Russian Grids.

3. Issues related to the committees of the Board of Directors of JSC Russian Grids.

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC.

5. Approval of the loan agreement between JSC Russian Grids and Chechenenergo, JSC, which is a related party transaction.

6. Approval of the loan extended by JSC Russian Grids to Chechenenergo, JSC.

7. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC.

1. THE FOLLOWING PERSON WAS HEARD: 467

A. A. Dyomin

Election of the Secretary of the Board of Directors of JSC Russian Grids.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko and V. M. Kravchenko

IT WAS RESOLVED AS FOLLOWS:

Yuri Vladimirovich Goncharov shall be elected as the Secretary of the Board of Directors of JSC Russian Grids for this meeting of the Board of Directors.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, S. Remes, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

Approved unanimously.

2. THE FOLLOWING PERSON WAS HEARD: 337

ROSSETI ANNUAL REPORT 2013

O. M. Budargin

Termination of the powers of members of the Management Board of JSC Russian Grids and the election of members of the Management Board of JSC Russian Grids.

THE FOLLOWING PERSON REPORTED:

S. I. Shmatko

IT WAS RESOLVED AS FOLLOWS:

2.1. The powers of Mr. Igor Vladimirovich Khvalin as a member of the Management Board of JSC Russian Grids shall be terminated.

2.2. Mr. Andrey Aleksandrovich Dyomin, First Deputy Director General for Economic Affairs and Finance of JSC Russian Grids, shall be elected to the Management Board of JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, S. Remes, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.” 468 G. V. Boos voted “Against.”

D. S. Morozov “Abstained.”

Approved by a majority of votes.

3. THE FOLLOWING PERSON WAS HEARD:

Yu. V. Goncharov

Issues related to the committees of the Board of Directors of JSC Russian Grids.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, E. Ferlenghi, B. I. Ayuyev, A. Ye. Murov, S. O. Ashirov, O. M. Budargin, and V. M. Kravchenko

IT WAS RESOLVED AS FOLLOWS:

338

3.1. It shall be proposed that the members of the Board of Directors of JSC Russian Grids submit within two weeks to the Chairman of the Board of Directors of JSC Russian Grids their proposals for nominees for election to:

- the Valuation Committee of the Board of Directors of JSC Russian Grids,

- the Strategy Committee of the Board of Directors of JSC Russian Grids,

- the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids,

- the Audit Committee of the Board of Directors of JSC Russian Grids,

- the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids,

- the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids.

3.2. The election of members of the committees of the Board of Directors of JSC Russian Grids shall be considered at a regular meeting of the Board of Directors of JSC Russian Grids

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, S. Remes, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.” 469 Approved unanimously.

FOR THE RECORD ONLY:

1. It shall be recommended that members of the Board of Directors of JSC Russian Grids submit within two weeks to the Chairman of the Board of Directors of JSC Russian Grids their proposals regarding amendments to the Regulations for the Committees of the Board of Directors of JSC Russian Grids, including with respect to the number of members and the organization of the work of the Company’s Board of Directors.

4. THE FOLLOWING PERSON WAS HEARD:

A. A. Dyomin

Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, S. O. Ashirov, S. A. Arkhipov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. N. Shishkin, P. O. Shatsky, E. Ferlenghi, A. Ye. Murov, and D. I. Gotlib

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IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC “Agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC,” representatives of JSC Russian Grids shall be instructed to vote “For” the inclusion of the following item on the agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC:

- Approval of the loan agreement between the Company and JSC Russian Grids, which is a related party transaction.

S. I. Shmatko, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, S. Remes, E. Ferlenghi, and A. N. Shishkin voted “For.”

D. S. Morozov voted “Against.”

S. O. Ashirov and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

470 5. THE FOLLOWING PERSON WAS HEARD:

A. A. Dyomin

Approval of the loan agreement between JSC Russian Grids and Chechenenergo, JSC, which is a related party transaction.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, S. O. Ashirov, S. A. Arkhipov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. N. Shishkin, P. O. Shatsky, E. Ferlenghi, A. Ye. Murov, and D. I. Gotlib

IT WAS RESOLVED AS FOLLOWS:

The loan agreement between JSC Russian Grids and Chechenenergo, JSC (hereinafter, the “Agreement”), which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids as the Lender;

Chechenenergo, JSC as the Borrower. 340

Subject matter of the Agreement:

The Lender transfers to the ownership of the Borrower funds in the amount of up to one hundred twenty-five million (125,000,000) rubles, and the Borrower agrees to repay the same amount to the Lender, plus interest payable to the Lender under the Agreement.

Price of the Agreement:

Loan amount: up to one hundred twenty-five million (125,000,000) rubles.

For the use of the loan, the Borrower pays interest of nine (9) percent per annum to the Lender. Interest is payable by the Borrower at the time of loan repayment.

Term of the Agreement:

The Agreement becomes effective as of the transfer of the loan amount by the Lender to the Borrower and remains in full force and effect until the parties perform all of their respective obligations under the Agreement.

Deadline for loan repayment and interest payment: by October 1, 2015.

S. I. Shmatko, B. I. Ayuyev, G. V. Boos, V. M. Kravchenko, S. Remes, E. Ferlenghi, and A. N. Shishkin voted “For.”

D. S. Morozov voted “Against.” 471

S. O. Ashirov and P. O. Shatsky “Abstained.”

O. M. Budargin and A. Ye. Murov, failing to be independent directors, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

6. THE FOLLOWING PERSON WAS HEARD:

A. A. Dyomin

Approval of the loan extended by JSC Russian Grids to Chechenenergo, JSC.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, S. O. Ashirov, S. A. Arkhipov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. N. Shishkin, P. O. Shatsky, E. Ferlenghi, A. Ye. Murov, and D. I. Gotlib

IT WAS RESOLVED AS FOLLOWS:

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ROSSETI ANNUAL REPORT 2013

The loan extended by JSC Russian Grids to Chechenenergo, JSC by means of entering into the loan agreement (hereinafter, the “Agreement”) shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC Russian Grids as the Lender;

Chechenenergo, JSC as the Borrower.

Subject matter of the Agreement:

Price of the Agreement:

Loan amount: up to one hundred twenty-five million (125,000,000) rubles.

For the use of the loan, the Borrower pays interest of nine (9) percent per annum to the Lender. Interest is payable by the Borrower at the time of loan repayment.

Term of the Agreement: 472 The Agreement becomes effective as of the transfer of the loan amount by the Lender to the Borrower and remains in full force and effect until the parties perform all of their respective obligations under the Agreement.

Deadline for loan repayment and interest payment: by October 1, 2015.

S. I. Shmatko, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, S. Remes, E. Ferlenghi, and A. N. Shishkin voted “For.”

D. S. Morozov voted “Against.”

S. O. Ashirov and P. O. Shatsky “Abstained.”

Approved by a majority of two-thirds of the votes of the voting members of the Board of Directors.

7. THE FOLLOWING PERSON WAS HEARD:

A. A. Dyomin

Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC.

THE FOLLOWING PERSONS REPORTED: 342

S. I. Shmatko, S. O. Ashirov, S. A. Arkhipov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. N. Shishkin, P. O. Shatsky, E. Ferlenghi, A. Ye. Murov, and D. I. Gotlib

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of Chechenenergo, JSC “Approval of the agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the following agenda of the Extraordinary General Meeting of Shareholders of Chechenenergo, JSC:

- Approval of the loan agreement between the Company and IDGC of Northern Caucasus, JSC, which is a related party transaction;

- Approval of the loan agreement between the Company and IDGC of Northern Caucasus, JSC, which is a related party transaction.

S. I. Shmatko, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, S. Remes, E. Ferlenghi, A. N. Shishkin voted “For.”

D. S. Morozov voted “Against.” 473 S. O. Ashirov and P. O. Shatsky “Abstained.”

Approved by a majority of votes.

FOR THE RECORD ONLY:

1. Director General of JSC Russian Grids O. M. Budargin shall provide members of the Board of Directors with information:

- concerning JSC Russian Grids’s property intended for use as a contribution to the authorized capital of Chechenenergo, JSC;

Deadline: prior to July 19, 2013

- concerning the Russian Grids Group’s intragroup loans.

Deadline: prior to July 19, 2013

2. Director General of JSC Russian Grids O. M. Budargin shall prepare and submit for consideration by a meeting of the Board of Directors the following issues:

- preparations of the Russian Grids Group for the 2013/14 heat deficit period.

Deadline: prior to August 10, 2013

- target-oriented organization of energy retail operations in the Russian Grids Group, including in the North Caucasus and the Chechen Republic. 343

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Deadline: prior to October 1, 2013

3. The Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids shall, within one month, review the list of measures and information on the value of work specified in the plan of high priority measures to prepare Chechenenergo, JSC for operation in the 2013/14 heat deficit period.

Written opinion by member of the Board of Directors of JSC Russian Grids G. V. Boos attached hereto (Appendix 1).

Written opinion by member of the Board of Directors of JSC Russian Grids D. S. Morozov attached hereto (Appendix 2).

Written opinion by member of the Board of Directors of JSC Russian Grids S. Remes attached hereto (Appendix 3).

474 S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: July 5, 2013

344

M I N U T E S

of the Meeting of the Board of Directors

July 15, 2013 No. 131

Moscow

475

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, and A. N. Shishkin.

E. B. Titova and P. O. Shatsky did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

2. Public technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies.

1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

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IT WAS RESOLVED AS FOLLOWS:

Yuri Vladimirovich Goncharov shall be elected as the Secretary of the Board of Directors of JSC Russian Grids for this meeting of the Board of Directors.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, and A. N. Shishkin voted “For.”

Approved unanimously.

2. Public technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies.

IT WAS RESOLVED AS FOLLOWS:

476 The Director General of JSC Russian Grids shall be instructed to:

2.1. Cause such subsidiaries and dependent companies and other controlled entities of JSC Russian Grids as listed in Appendix 1 to carry out before November 15, 2013, a public technological and price audit of at least 3 investment projects for the construction, rehabilitation, and technical upgrading of capital construction facilities, each with a budgeted value of 8 billion rubles or above, whose implementation is scheduled to start in 2013–2014 (provided that such investment projects are contained in the investment programs approved in accordance with the applicable laws and satisfying this condition).

The companies selected to carry out the technological and price audit shall meet the following requirements:

- they should have at least 7 years of experience in technological and price audits, including with respect to at least 5 investment projects, each with a value of 8 billion rubles or above;

- the provision of services should obligatorily involve at least 5 experts with specialized education and at least 5 years of professional experience in the relevant area.

2.2. Cause such subsidiaries and dependent companies and other controlled entities of JSC Russian Grids as listed in Appendix 1 to have public and expert discussions about progress in conducting the technological and price audit of the above-mentioned projects and about its results with the involvement of the Expert Council of the Government of the Russian Federation and ensure that the results of such discussions are published, including posting them on the Internet.

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2.3. Submit a report on the results of implementing the instructions specified in paragraphs 2.1 and 2.2 above to the Board of Directors of JSC Russian Grids before November 1, 2013, with the subsequent provision of information for the Government of the Russian Federation before December 1, 2013.

2.4. Prepare in collaboration with the Expert Council of the Government of the Russian Federation and submit for consideration by the Board of Directors of JSC Russian Grids before November 15, 2013:

A draft of the corporate standard specifying that, starting from 2014, a mandatory technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies, each with a budgeted value of 1.5 billion rubles or above, is carried out in all phases of such projects: preparation and design, implementation (including phased implementation), commissioning and operation, and setting forth the procedure for having public and expert discussions about progress in preparing and conducting the technological and price audit and about its results.

2.5. Submit from 2014 on an annual basis before April 5 to the Government of the Russian Federation a report on compliance with the schedules for the commissioning of facilities covered by investment programs of JSC Russian Grids subsidiaries and dependent companies and a report on carrying out a technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies, containing the results of the summary analysis of 477 completed audits and the conclusions resulting from public and expert discussions.

2.6. Cause the boards of directors of such subsidiaries and dependent companies and other controlled entities of JSC Russian Grids as listed in Appendix 1 to hold meetings before August 15, 2013, to discuss the public technological and price audit of the companies’ investment projects.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, M. V. Ochirova, S. Remes, and E. Ferlenghi voted “For.”

V. V. Nikonov and A. N. Shishkin voted “Against.”

Approved by a majority of votes.

Ballots attached.

Dissenting opinions by members of the Board of Directors G. V. Boos, V. V. Nikonov, and A. N. Shishkin on Item 2 on the agenda of the absentee meeting of the Board of Directors of JSC Russian Grids attached.

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S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: July 17, 2013

478

348

M I N U T E S of the Meeting of the Board of Directors

August 6, 2013 No. 132

Moscow 479

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin.

G. V. Boos and A. Ye. Murov did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

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1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

Yuri Vladimirovich Goncharov shall be elected as the Secretary of the Board of Directors of JSC Russian Grids for this meeting of the Board of Directors.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

Concerning the items on the agendas of the extraordinary general meetings of shareholders of subsidiaries and dependent companies “Election of members of the Board of Directors of the Company,” representatives of JSC Russian Grids shall be instructed to vote as specified in Appendices 1 and 2 hereto.

Approved unanimously.

Ballots attached.

S. I. Shmatko

350

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: August __, 2013

481

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ROSSETI ANNUAL REPORT 2013

M I N U T E S

of the Meeting of the Board of Directors

August 30, 2013 No. 133

Moscow 482

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The meeting had a quorum.

Agenda:

1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of OAO Urals Power Engineering Company Real Estate: “Approval of Addendum No. 2 to Real Property Lease Agreement No. 1- ChEL/2008/1.440.08 of March 11, 2008, to be entered into by and between OAO Urals Power Engineering Company Real Estate and Urals Power Engineering Company, which is a major transaction.”

352

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Urals Power Engineering Company Real Estate: “Approval of Addendum No. 2 to Real Property Lease Agreement No. 1-YeKB/2008/1.439.08 of March 11, 2008, to be entered into by and between OAO Urals Power Engineering Company Real Estate and Urals Power Engineering Company, which is a major transaction.”

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Siberia, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the movable and real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the property items owned by the Biysk equipment provision facility and located at: Altai Territory, Biysk, Novy, ul. Prigorodnaya, 58/1.

5. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Volga, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the two- story building of the Novoorsk Electric Grid District dispatching office, letter designation: Ye, total area: 273.7 square meters, located at: Orenburg Region, Novoorsk District, Novoorsk, ul. 483 Lenina, 31A.”

6. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the group of buildings and structures located at: Khanty-Mansijsk Autonomous District – Yugra, Nizhnevartovsk District, Izluchinsk, Greenhouse Farm.”

7. JSC Russian Grids Budget for 2013.

8. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC TDC “The Company’s membership in ENERGOPROEKT Nonprofit Partnership.”

9. Approval of simultaneous occupation by the Director General of JSC Russian Grids and members of the Management Board of JSC Russian Grids of positions with the management bodies of other entities.

10. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC MOESK “JSC MOESK’s membership in Network Connection Infrastructure (Nonprofit Partnership for Assistance to Developing Uniform Network Connection Standards) through establishment.”

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11. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of JSC VPEC.

1. Election of the Secretary of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

Yuri Vladimirovich Goncharov shall be elected as the Secretary of the Board of Directors of JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

Approved unanimously.

484

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of OAO Urals Power Engineering Company Real Estate: “Approval of Addendum No. 2 to Real Property Lease Agreement No. 1-ChEL/2008/1.440.08 of March 11, 2008, to be entered into by and between OAO Urals Power Engineering Company Real Estate and Urals Power Engineering Company, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

Addendum No. 2 to Real Property Lease Agreement No. 1-ChEL/2008/1.440.08 of March 11, 2008, (hereinafter, the “Agreement”) to be entered into by and between OAO Urals Power Engineering Company Real Estate and Urals Power Engineering Company shall be approved subject to the following material terms and conditions:

Parties to the addendum:

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OAO Urals Power Engineering Company Real Estate as the Landlord;

Urals Power Engineering Company as the Tenant.

Subject matter of the addendum:

The parties agree to amend the Agreement in accordance with Appendix 1 hereto, including as follows:

- the term of the Agreement is extended until and including April 8, 2016;

- starting from March 1, 2013, each party may unilaterally terminate the Agreement without recourse to legal proceedings upon three hundred sixty (360) calendar days’ prior written notice to the other party.

In all matters not covered by the addendum, the relationship between the parties is governed by the terms and conditions of the Agreement, including the terms and conditions applicable to the rent consisting of a fixed rent that is equal to one million, four hundred ninety-six thousand, two hundred fifty-two (1,496,252) rubles and 29 kopecks, inclusive of VAT (18%), and a variable rent that includes payment for hot and cold water supply, sewerage, heating, and electricity supply services provided for the leased premises. The variable rent is calculated at the then- current rates on the basis of the services and energy resources actually consumed in connection with the operation of the leased premises and the equipment located therein. 485 Term of the addendum:

The addendum becomes effective as of its state registration and remains in full force and effect until and including April 8, 2016. The addendum retroactively applies to the relationship between the parties that came into existence on March 1, 2013.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, P. O. Shatsky, and A. N. Shishkin voted “For.”

E. Ferlenghi “Abstained.”

Approved by a majority of votes.

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IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of OAO Urals Power Engineering Company Real Estate: “Approval of Addendum No. 2 to Real Property Lease Agreement No. 1-YeKB/2008/1.439.08 of March 11, 2008, to be entered into by and between OAO Urals Power Engineering Company Real Estate and Urals Power Engineering Company, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

Addendum No. 2 to Real Property Lease Agreement No. 1-YeKB/2008/1.439.08 of March 11, 2008, (hereinafter, the “Agreement”) to be entered into by and between OAO Urals Power Engineering Company Real Estate and Urals Power Engineering Company, which is a major transaction, (hereinafter, the “Addendum”) shall be approved subject to the following material terms and conditions:

Parties to the Addendum:

OAO Urals Power Engineering Company Real Estate as the Landlord;

Urals Power Engineering Company as the Tenant.

Subject matter of the Addendum:

486 The parties agree to amend the Agreement in accordance with Appendix 2 hereto, including as follows:

- effective from March 1, 2013, the composition of the nonresidential premises provided by the Landlord for the Tenant’s temporary possession and use is changed with the total rentable area to be decreased from 27,115 square meters to 19,971.8 square meters;

- effective from March 1, 2013, the monthly fixed rent is changed with its amount to be decreased from fourteen million, six hundred fifty-five thousand, seven hundred thirty-seven (14,655,737) rubles and 65 kopecks, inclusive of 18% VAT, to ten million, one hundred fifty- five thousand, three hundred thirty-eight (10,155,338) rubles and 43 kopecks, inclusive of 18% VAT;

- the term of the Agreement is extended until and including July 16, 2016;

Price of the Addendum:

The fixed rent includes payment for the leased premises and is ten million, one hundred fifty-five thousand, three hundred thirty-eight (10,155,338) rubles and 43 kopecks per month, inclusive of 18% VAT of one million, five hundred forty-nine thousand, one hundred nineteen (1,549,119) rubles and 43 kopecks.

Term of the Addendum:

356

The Addendum becomes effective as of its state registration, retroactively applies to the relationship between the parties that came into existence on March 1, 2013, and remains in full force and effect until and including July 16, 2016.

E. Ferlenghi “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

4.1. Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Siberia, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the movable and real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the property items owned by the Biysk equipment provision facility and located at: Altai Territory, Biysk, Novy, ul. Prigorodnaya, 58/1,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the decision subject to the following material terms and conditions:

- transferred property: property items owned by the Biysk equipment provision facility. Address (location): Altai Territory, Biysk, Novy, ul. Prigorodnaya, 58/1 (in accordance with Appendix 3 and Appendix 4 hereto);

- residual value of the property contained in the property items owned by the Biysk equipment provision facility as at December 31, 2012: 50,387,630 (fifty million, three hundred eighty-seven thousand, six hundred thirty) rubles and 79 kopecks;

- transfer method for the movable and real property: public auction with an independent selling agent engaged;

- starting price of the auction: equal to the market value of the property as determined by an independent appraiser, OOO Institute for Valuation of Ownership and Financial Activities, 357

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(Report No. 33/2013, Report No. 38/2013) at one hundred thirty-two million, five hundred fifty thousand (132,550,000) rubles and 00 kopecks, inclusive of VAT (18%);

- payment procedure (period) for the transferred movable and real property: within ten (10) days after the date of execution by the parties of the purchase and sale agreement, by bank transfer by the Buyer into the Seller’s settlement account;

- property transfer procedure: title transfers in accordance with the procedure provided for in the laws.

4.2. The property specified in paragraph 4.1 hereof shall be caused to be sold in accordance with the procedure and methods set forth in the Regulations for Selling Noncore Assets of IDGC of Siberia, JSC approved by the decision of the Company’s Board of Directors on November 14, 2008 (Minutes of the Meeting No. 25/08).

E. Ferlenghi “Abstained.”

Approved by a majority of votes.

488

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Volga, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the two- story building of the Novoorsk Electric Grid District dispatching office, letter designation: Ye, total area: 273.7 square meters, located at: Orenburg Region, Novoorsk District, Novoorsk, ul. Lenina, 31A,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following material terms and conditions:

358

- composition of the transferred property: two-story building of the Novoorsk Electric Grid District dispatching office, letter designation: Ye, total area: 273.7 square meters, located at: Orenburg Region, Novoorsk District, Novoorsk, ul. Lenina, 31A;

- book (residual) value of the transferred property as at December 31, 2012: one million, five hundred eighty-eight thousand, nine hundred eleven (1,588,911) rubles and 40 kopecks;

- property transfer method: submission of bids invited by the Prosecutor’s Office of the Orenburg Region for the purchase of nonresidential premises in Novoorsk for use by the Prosecutor’s Office of the Orenburg Region;

- buyer: Prosecutor’s Office of the Orenburg Region;

- market value of the transferred property as determined by an independent appraiser, Index- Orenburg, a branch of OOO INDEX Center of Judicial and Private Examinations (Market Value Appraisal Report No. 001-FO-13 of March 1, 2013): four million, nine hundred seventy thousand (4,970,000) rubles and 00 kopecks, inclusive of 18% VAT of seven hundred fifty-eight thousand, one hundred thirty-five (758,135) rubles and 59 kopecks;

- selling price: equal to the market value of the transferred property;

- payment procedure for the transferred property: cash, within 30 days after the date of execution of the purchase and sale agreement; 489 - documents shall be submitted for the state registration of the transfer of title after the parties make all of their respective settlements.

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo “Tentative approval of the decision on the Company’s entering into a transaction 359

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associated with transferring title to the property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the group of buildings and structures located at: Khanty-Mansijsk Autonomous District – Yugra, Nizhnevartovsk District, Izluchinsk, Greenhouse Farm,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following material terms and conditions:

- transferred property: group of buildings and structures located at: Khanty-Mansijsk Autonomous District – Yugra, Nizhnevartovsk District, Izluchinsk, Greenhouse Farm (Appendix 5);

- book (residual) value of the transferred property as at April 30, 2013: fourteen million, eight hundred ninety-one thousand, five hundred sixty-five (14,891,565) rubles and 75 kopecks;

- property transfer method: transfer of property without compensation to the municipal ownership of the Nizhnevartovsk District.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, and A. N. Shishkin voted “For.”

E. Ferlenghi voted “Against.” 490 P. O. Shatsky “Abstained.”

Approved by a majority of votes.

7. JSC Russian Grids Budget for 2013.

IT WAS RESOLVED AS FOLLOWS:

The JSC Russian Grids Budget for 2013 shall be approved (Appendix 6).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, P. O. Shatsky, E. B. Titova, and A. N. Shishkin voted “For.”

D. S. Morozov “Abstained.”

Approved by a majority of votes.

360

IT WAS RESOLVED AS FOLLOWS:

8.1. Concerning the item on the agenda of the meeting of the Board of Directors of JSC TDC “The Company’s membership in ENERGOPROEKT Nonprofit Partnership,” representatives of JSC Russian Grids shall be instructed to vote “For” the Company’s membership in ENERGOPROEKT Nonprofit Partnership (hereinafter, the “Partnership”) subject to the following material terms and conditions:

- admission fee: fifty thousand (50,000) rubles;

- monthly membership fee: ten thousand (10,000) rubles;

- compensation fund fee per Partnership member: five hundred thousand (500,000) rubles or, subject to the Partnership member’s fulfilling the requirement applicable to the insurance of third party liability that may arise out of damage due to defective work affecting the safety of capital construction facilities, one hundred fifty thousand (150,000) rubles;

- if a certificate of authorization of work related the organization of preparing design documents 491 is obtained, the minimum compensation fund fee per Partnership member is:

1) five hundred thousand (500,000) rubles or, subject to entering into an insurance contract covering third party liability that may arise out of damage due to defective work affecting the safety of capital construction facilities, one hundred fifty thousand (150,000) rubles, provided that the Partnership member plans to organize work on the preparation of design documents with a value of at most five million (5,000,000) rubles under one contract;

2) seven hundred fifty thousand (750,000) rubles or, subject to the Partnership member’s fulfilling the requirement applicable to the insurance of third party liability that may arise out of damage due to defective work affecting the safety of capital construction facilities, two hundred fifty thousand (250,000) rubles, provided that the Partnership member plans to organize work on the preparation of design documents with a value of at most twenty-five million (25,000,000) rubles under one contract;

3) one million, five hundred thousand (1,500,000) rubles or, subject to entering into an insurance contract covering third party liability that may arise out of damage due to defective work affecting the safety of capital construction facilities, five hundred thousand (500,000) rubles, provided that the Partnership member plans to organize work on the preparation of design documents with a value of at most fifty million (50,000,000) rubles under one contract;

4) three million (3,000,000) rubles or, subject to entering into an insurance contract covering third party liability that may arise out of damage due to defective work affecting the safety of capital construction facilities, one million (1,000,000) rubles, provided that the Partnership

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member plans to organize work on the preparation of design documents with a value of less than three hundred million (300,000,000) rubles under one contract;

5) four million, five hundred thousand (4,500,000) rubles or, subject to entering into an insurance contract covering third party liability that may arise out of damage due to defective work affecting the safety of capital construction facilities, one million, five hundred thousand (1,500,000) rubles, provided that the Partnership member plans to organize work on the preparation of design documents with a value of three hundred million (300,000,000) rubles and more under one contract;

- fee payment method: cash;

- fee payment procedure:

1) The admission fee is paid not later than three (3) business days after the decision is adopted by the Board of the Partnership to admit the Company to the Partnership;

2) The membership fee is paid not later than the fifth (5th) day in the calendar month immediately following the reporting month (not later than the fifteenth (15th) day in January);

3) The compensation fund fee is paid not later than three (3) business days after the decision is adopted to admit the Company to the Partnership;

492 - the amounts, fee payment method, and fee payment dates are determined by the General Meeting of Members of the Partnership.

8.2. The decision adopted by the Board of Directors of JSC IDGC Holding on November 9, 2010, Minutes No. 47, “Defining of the position of JSC IDGC Holding (representatives of JSC IDGC Holding) on the item on the agenda of the meeting of the Board of Directors of JSC TDC ‘The Company’s membership in ENERGOPROEKT Nonprofit Partnership’” shall be deemed to cease to be effective.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

D. S. Morozov “Abstained.”

Approved by a majority of votes.

9. Approval of simultaneous occupation by the Director General of JSC Russian Grids and members of the Management Board of JSC Russian Grids of positions with the management bodies of other entities.

IT WAS RESOLVED AS FOLLOWS:

362

9.1. Simultaneous occupation by Oleg Mikhailovich Budargin, Director General of JSC Russian Grids and a member of the Management Board of JSC Russian Grids, of positions with the management bodies of the following entities shall be approved:

- JSC FGC UES (Chairman of the Management Board, member of the Board of Directors);

- JSC MOESK (member of the Board of Directors);

- Russian Regional Development Bank (member of the Supervisory Board);

- INTER RAO UES (member of the Board of Directors);

- Association of Solar Energy Enterprises Nonprofit Partnership (member of the Supervisory Board).

9.2. Simultaneous occupation by Andrey Aleksandrovich Dyomin, a member of the Management Board of JSC Russian Grids and the First Deputy Director General for Economic Affairs and Finance of JSC Russian Grids, of positions with the management bodies of the following entities shall be approved:

- JSC TDC (member of the Board of Directors);

- JSC Tyumenenergo (member of the Board of Directors). 493 9.3. Simultaneous occupation by Andrey Yevgenyevich Murov, a member of the Management Board of JSC Russian Grids, of positions with the management bodies of the following entities shall be approved:

- JSC FGC UES (First Deputy Chairman of the Management Board, member of the Management Board, member of the Board of Directors;

- IDGC of North-West (member of the Board of Directors);

- ENERGOSTROY Nonprofit Partnership (member of the Board).

9.4. Simultaneous occupation by Roman Nikolaevich Berdnikov, a member of the Management Board of JSC Russian Grids and the First Deputy Director General for Technical Policy of JSC Russian Grids, of positions with the management bodies of the following entities shall be approved:

- JSC FGC UES (member of the Management Board);

- IDGC of Siberia, JSC (member of the Board of Directors);

- GruzRosenergo (member of the Supervisory Board);

- Scientific and Technical Council of Unified Energy System Non-profit Partnership (member of the Supervisory Board);

- Nonprofit Partnership Council for Organizing Efficient System of Trading at Wholesale and Retail Electricity and Capacity Market (Market Council) (member of the Supervisory Board);

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- ZAO EnergoRynok (member of the Board of Directors).

9.5. Simultaneous occupation by Aleksey Vladimirovich Demidov, a member of the Management Board of JSC Russian Grids and the Deputy Director General of JSC Russian Grids, of positions with the management bodies of the following entities shall be approved:

- JSC TDC (member of the Board of Directors);

- IDGC of Northern Caucasus, JSC (member of the Board of Directors).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, P. O. Shatsky, and A. N. Shishkin voted “For.”

A. Ye. Murov and E. Ferlenghi “Abstained.”

Approved by a majority of votes.

10. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC MOESK “JSC MOESK’s membership in Network Connection Infrastructure (Nonprofit Partnership for Assistance to 494 Developing Uniform Network Connection Standards) through establishment.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item “JSC MOESK’s membership in Network Connection Infrastructure (Nonprofit Partnership for Assistance to Developing Uniform Network Connection Standards) through establishment,” representatives of JSC Russian Grids on the Board of Directors of JSC MOESK shall be instructed to vote “For” the following decision:

JSC MOESK’s membership in Network Connection Infrastructure (Nonprofit Partnership for Assistance to Developing Uniform Network Connection Standards) through establishment shall be approved subject to the following terms and conditions:

- Founders of Network Connection Infrastructure (Nonprofit Partnership for Assistance to Developing Uniform Network Connection Standards): JSC MOESK and JSC UNECO.

Approved unanimously.

364

11. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the Extraordinary General Meeting of Shareholders of JSC VPEC.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the Extraordinary General Meeting of Shareholders of JSC VPEC “Subsequent approval of a major transaction associated with the possible transfer of title to the Company’s property that is capital assets, intangible assets, and construction-in-progress facilities, namely Corporate Entity’s Suretyship Agreement No. 1240-13 of April 15, 2013, between JSC VPEC and NOMOS-BANK (Open Joint-Stock Company) to secure the performance of obligations of Volga Engineering Group Closed Joint-Stock Company under Revolving Credit Agreement No. 1240-13/VK of April 15, 2013, as amended by Addendum No. 1 of April 15, 2013, Addendum No. 2 of April 15, 2013, and Addendum No. 3 of April 15, 2013,” representatives of JSC Russian Grids shall be instructed to vote “Against.”

E. Ferlenghi voted “Against.” 495 P. O. Shatsky “Abstained.”

Approved by a majority of votes.

Ballots attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: September 2, 2013

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M I N U T E S

of the Meeting of the Board of Directors

September 11, 2013 No. 134

Moscow

496 Chairman of the Board of Directors of JSC Russian Grids S. I. Shmatko

Present were:

- members of the Board of Directors: S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, S. Remes, and E. Ferlenghi;

- members of the Board of Directors G. V. Boos, D. S. Morozov, M. V. Ochirova, E. B. Titova, and P. O. Shatsky provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC Russian Grids:

R. N. Berdnikov, A. A. Dyomin, S. A. Arkhipov, Yu. V. Goncharov, V. M. Gordienko, D. A. Bobkov, A. M. Yepifanov, R. R. Magadeev, A. P. Nikolin, Yu. V. Yashcheritsyna, A. A. Ozherelyev, and A. A. Zakharov;

- Director General of Technical Supervision Center, a branch of JSC FGC UES, A. V. Koltsov;

- Advisor to V. M. Kravchenko, a member of the Board of Directors, A. Yu. Malyshev.

366

Of the 15 elected members of the Board of Directors of JSC Russian Grids, nine attended the meeting. Five members of the Board of Directors sent their written opinions.

The meeting of the Board of Directors of JSC Russian Grids had a quorum.

Agenda

1. Preparations of the JSC Russian Grids Group for the 2013/14 heat deficit period.

2. Establishment of Technical Supervision Center, a branch of Joint Stock Company Russian Grids, and amendments to the Company’s Articles of Association in connection with the establishment of the branch.

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the General Meetings of Shareholders and the meetings of the Board of Directors of JSC FGC UES.

4. Miscellaneous. 497

At the suggestion of Chairman of the Board of Directors of JSC Russian Grids S. I. Shmatko, the agenda of the meeting was changed as follows: the items “Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the General Meetings of Shareholders and the meetings of the Board of Directors of JSC FGC UES” and “Miscellaneous” were excluded from consideration.

1. THE FOLLOWING PERSON WAS HEARD:

S. A. Arkhipov

Preparations of the JSC Russian Grids Group for the 2013/14 heat deficit period.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, O. M. Budargin, B. I. Ayuyev, S. Remes, and S. O. Ashirov.

IT WAS RESOLVED AS FOLLOWS:

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1.1. Note shall be taken of information concerning preparations of subsidiaries and dependent companies of JSC Russian Grids for the 2013/14 heat deficit period (Appendix 1).

1.2. Director General of JSC Russian Grids O. M. Budargin shall ensure that the above- mentioned subsidiaries and dependent companies of JSC Russian Grids receive certificates of preparedness for the 2013/14 heat deficit period in a timely manner within the period prescribed by the Ministry of Energy of the Russian Federation pursuant to the resolution of the Government Commission on Electricity Distribution Security (Federal HQ) (Minutes of the Meeting No. 10 of July 6, 2012).

Approved unanimously.

FOR THE RECORD ONLY:

1. Director General of JSC Russian Grids O. M. Budargin shall be instructed to:

1.1. Ensure that a schedule of interaction among subsidiaries and dependent companies of JSC 498 Russian Grids is developed for accident recovery work;

Deadline: October 30, 2013

1.2. For the purposes of operations conducted by subsidiaries and dependent companies of JSC Russian Grids the 2013/14 heat deficit period, go into the issue of establishing a centralized reserve for accident recovery work and, if necessary, submit the issue for consideration by a meeting of the Board of Directors of JSC Russian Grids;

Deadline: October 15, 2013

1.3. Conduct negotiations with executive authorities, including the Ministry of Energy of the Russian Federation, and SO UPS, JSC over the issuance of preparedness certificates in accordance with a special procedure to subsidiaries and dependent companies of JSC Russian Grids and their branches operating in the Far Eastern Federal District (in the flood area) and supplying power to the XXII Olympic Winter Games and the XI Paralympic Winter Games in Sochi in 2014.

Deadline: October 1, 2013

1.4. Submit for consideration by a meeting of the Board of Directors of JSC Russian Grids a final report on preparedness certificates received by subsidiaries and dependent companies of JSC Russian Grids.

Deadline: November 10, 2013

1.5. Ensure that a long-term program is formulated for enhancing the reliability of the electric grid sector. 368

Deadline: December 25, 2013

2. THE FOLLOWING PERSON WAS HEARD:

R. N. Berdnikov

Establishment of Technical Supervision Center, a branch of Joint Stock Company Russian Grids, and amendments to the Company’s Articles of Association in connection with the establishment of the branch.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, E. Ferlenghi, V. V. Nikonov, O. M. Budargin, B. I. Ayuyev, and A. Ye. Murov.

IT WAS RESOLVED AS FOLLOWS:

2.1. Technical Supervision Center, a branch of Joint Stock Company Russian Grids, (TSC, a branch of JSC Russian Grids) shall be established. 499 2.2. The Articles of Association of JSC Russian Grids shall be amended in connection with the establishment of TSC, a branch of JSC Russian Grids (Appendix 2).

2.3. Income and expenditure of TSC, a branch of JSC Russian Grids, shall be incorporated in the JSC Russian Grids Budget for 2013 and thereafter.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, and P. O. Shatsky voted “For.”

A. Ye. Murov and E. Ferlenghi “Abstained.”

G. V. Boos voted “Against.”

Approved by a majority of votes.

Written opinion by member of the Board of Directors of JSC Russian Grids D. S. Morozov attached hereto (Appendix 3).

Written opinion by member of the Board of Directors of JSC Russian Grids M. V. Ochirova attached hereto (Appendix 4).

Written opinion by member of the Board of Directors of JSC Russian Grids E. B. Titova attached hereto (Appendix 5).

Written opinion by member of the Board of Directors of JSC Russian Grids P. O. Shatsky attached hereto (Appendix 6). 369

ROSSETI ANNUAL REPORT 2013

Written opinion by member of the Board of Directors of JSC Russian Grids G. V. Boos attached hereto (Appendix 7).

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

500

Date of the Minutes of the Meeting: September __, 2013

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September 23, 2013 No. 135

Moscow

501

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The meeting had a quorum.

Agenda:

1. Review of the report of the management organization, JSC FGC UES, for the period from January 1, 2013, to March 31, 2013, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

2. Review of the report of the management organization, JSC FGC UES, for the period from April 1, 2013, to June 14, 2013, on the powers exercised under Agreement for the Transfer of the

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Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

3. Performance report of the Company’s Management Board for the 2nd quarter of 2013.

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Siberia, JSC “Approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat and located at: Omsk Region, Omsk District, Chernoluchinsky, which is a related party transaction.”

5. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the general meetings of shareholders of subsidiaries and dependent companies concerning the election of members of the boards of directors of subsidiaries and dependent companies.

6. JSC Russian Grids’s holding a stake in JSC LENENERGO.

502 1. Review of the report of the management organization, JSC FGC UES, for the period from January 1, 2013, to March 31, 2013, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

IT WAS RESOLVED AS FOLLOWS:

The report of the management organization, JSC FGC UES, for the period from January 1, 2013, to March 31, 2013, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, shall be approved (Appendix 1).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

V. M. Kravchenko and D. S. Morozov “Abstained.”

Approved by a majority of votes.

2. Review of the report of the management organization, JSC FGC UES, for the period from April 1, 2013, to June 14, 2013, on the powers exercised under Agreement for the Transfer of the

372

Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012.

IT WAS RESOLVED AS FOLLOWS:

The report of the management organization, JSC FGC UES, for the period from April 1, 2013, to June 14, 2013, on the powers exercised under Agreement for the Transfer of the Powers of JSC Interregional Distribution Grid Companies Holding’s Sole Executive Body No. 1007 of July 10, 2012, shall be approved (Appendix 2).

D. S. Morozov “Abstained.”

Approved by a majority of votes.

3. Performance report of the Company’s Management Board for the 2nd quarter of 2013. 503

IT WAS RESOLVED AS FOLLOWS:

3.1. Note shall be taken of the performance report of the Company’s Management Board for the 2nd quarter of 2013 (Appendix 3).

3.2. Note shall be taken of the action plan of the Company’s Management Board for the 3rd quarter of 2013 (Appendix 4).

D. S. Morozov “Abstained.”

Approved by a majority of votes.

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dispatching, and distribution of electricity and heat and located at: Omsk Region, Omsk District, Chernoluchinsky, which is a related party transaction.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Siberia, JSC “Approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat and located at: Omsk Region, Omsk District, Chernoluchinsky, which is a related party transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the decision subject to the following terms and conditions:

- composition of the transferred property (Appendix 5);

- book (residual) value of the transferred property: seven million, eight hundred eighty-five thousand, eight hundred twenty (7,885,820) rubles and 47 kopecks;

- transfer price determined by the Board of Directors of OAO Sotssfera on the basis of an independent appraisal made by ZAO Siberian Center for Pricing in Construction, Industry and Energy, not to exceed the results of the independent appraisal: twenty-one million, eight hundred 504 sixty-three thousand, forty (21,863,040) rubles and 00 kopecks;

- payment terms for the property: the property is transferred upon the terms and conditions of the transactions as payment for twenty-four thousand, seven hundred four (24,704) additionally placed shares in OAO Sotssfera;

- parties to the transaction:

IDGC of Siberia, JSC as the Company; OAO Sotssfera as the Issuer;

- the Company transfers to the Issuer the property specified in Appendix 5, and the Issuer accepts the property and transfers to the Company twenty-four thousand, seven hundred four (24,704) additional shares in the Issuer at the offering price determined by the Board of Directors of the Issuer as eight hundred eighty-five (885) rubles per share;

- transaction price: twenty-one million, eight hundred sixty-three thousand, forty (21,863,040) rubles and 00 kopecks;

- payment procedure (period) for the transferred property: in accordance with the laws of the Russian Federation.

S. I. Shmatko, S. O. Ashirov, O. M. Budargin, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

B. I. Ayuyev and G. V. Boos “Abstained.”

V. M. Kravchenko did not participate in the voting. 374

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

In voting on the items on the agendas of the extraordinary general meetings of shareholders of subsidiaries and dependent companies “Election of members of the Board of Directors of the Company,” representatives of JSC Russian Grids shall be instructed to ensure that the maximal number of representatives of JSC Russian Grids will be elected to the boards of directors of subsidiaries and dependent companies from among the nominees specified in Appendix 6 hereto according to the size of the stake held by JSC Russian Grids in the authorized capital of the relevant subsidiaries and dependent companies.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. 505 S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes “Abstained.”

Approved by a majority of votes.

6. JSC Russian Grids’s holding a stake in JSC LENENERGO.

IT WAS RESOLVED AS FOLLOWS:

JSC Russian Grids’s holding a stake in JSC LENENERGO through the acquisition of at most five hundred twenty-seven million, six hundred thousand, seven hundred six (527,600,706) additional uncertificated registered ordinary shares in JSC LENENERGO at the price of six (6) rubles and 06 kopecks per share determined by the Board of Directors of JSC LENENERGO on April 29, 2013, (Minutes of the Meeting No. 31 of May 6, 2013) shall be approved in the total amount not to exceed three billion, one hundred ninety-seven million, two hundred sixty thousand, two hundred seventy-eight (3,197,260,278) rubles and 36 kopecks, including:

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- four hundred ninety-five million, forty-nine thousand, five hundred five (495,049,505) shares in the total amount of three billion (3,000,000,000) rubles and 30 kopecks by virtue of the exercise of the preemptive right; and

- at most thirty-two million, five hundred fifty-one thousand, two hundred one (32,551,201) shares in the total amount not to exceed one hundred ninety-seven million, two hundred sixty thousand, two hundred seventy-eight (197,260,278) rubles and 6 kopecks to be placed after the expiration of the preemptive right period.

The funds received by JSC LENENERGO in accordance with the agreements for the acquisition of additional ordinary shares in JSC LENENERGO between JSC Russian Grids and JSC LENENERGO shall be used by JSC LENENERGO to implement the program for renewing a cable network rated 6–110 kV in Saint Petersburg.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes “Abstained.”

Approved by a majority of votes.

506 Ballots attached.

Dissenting opinion by V. M. Kravchenko attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: September 24, 2013

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of the Meeting of the Board of Directors

October 3, 2013 No. 136

Moscow

507

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and A. N. Shishkin.

G. V. Boos and P. O. Shatsky did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC FGC UES “Approval of the agenda of the Extraordinary General Meeting of Shareholders of JSC FGC UES.”

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC FGC UES “Approval of the agenda of the Extraordinary General Meeting of Shareholders of JSC FGC UES.”

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IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC FGC UES “Approval of the agenda of the Extraordinary General Meeting of Shareholders of JSC FGC UES,” representatives of JSC Russian Grids on the Board of Directors of JSC FGC UES shall be instructed to vote “For” the approval of the following agenda of the Extraordinary General Meeting of Shareholders:

1. Early termination of the powers of the Chairman of the Company’s Management Board.

2. Election of the Chairman of the Company’s Management Board.

3. Election of the members of the Company’s Internal Audit Commission (Internal Auditor).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and A. N. Shishkin voted “For.”

Approved unanimously.

Ballots attached.

508 Dissenting opinion by V. M. Kravchenko attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: October __, 2013

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M I N U T E S of the Meeting of the Board of Directors

October 21, 2013 No. 137

Moscow

509

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot). The following members of the Board of Directors participated in the voting:

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko,

D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi,

A. N. Shishkin.

E. B. Titova, and P. O. Shatsky did not participate in the voting,

The meeting had a quorum.

Agenda: 1. Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 2nd quarter of 2013.

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2. Report on the implementation of the business plans of subsidiaries and dependent companies (SDCs) of JSC Russian Grids and the JSC Russian Grids Budget for the 1st half of 2013.

3. Performance report of the Company’s Management Board for the 3rd quarter of 2013.

4. Issues related to the committees of the Board of Directors of JSC Russian Grids.

1. Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 2nd quarter of 2013.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 2nd quarter of 2013 (Appendix 1).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, and 510 A. N. Shishkin voted “For.” D. S. Morozov “Abstained.”

Approved by a majority of votes.

2. Report on the implementation of the business plans of subsidiaries and dependent companies (SDCs) of JSC Russian Grids and the JSC Russian Grids Budget for the 1st half of 2013.

IT WAS RESOLVED AS FOLLOWS:

The report on the implementation of the business plans of subsidiaries and dependent companies (SDCs) of JSC Russian Grids and the JSC Russian Grids Budget for the 1st half of 2013 shall be approved (Appendix 2).

S. I. Shmatko, B. I. Ayuyev, G. V. Boos, O. M. Budargin, A. Ye. Murov, V. V. Nikonov, E. Ferlenghi, and A. N. Shishkin voted “For.”

S. O. Ashirov, V. M. Kravchenko, D. S. Morozov, M. V. Ochirova, S. Remes “Abstained.”

Approved by a majority of votes.

380

3. Performance report of the Company’s Management Board for the 3rd quarter of 2013.

IT WAS RESOLVED AS FOLLOWS:

3.1. Note shall be taken of the performance report of the Company’s Management Board for the 3rd quarter of 2013 (Appendix 3).

3.2. Note shall be taken of the action plan of the Company’s Management Board for the 4th quarter of 2013 (Appendix 4).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, and A. N. Shishkin voted “For.”

V. M. Kravchenko and D. S. Morozov “Abstained.”

Approved by a majority of votes.

4. Issues related to the committees of the Board of Directors of JSC Russian Grids. 511

4.1. Election of the members of the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.1.1. The following persons shall be elected as the members of the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids, composed of 19 people:

- Stanislav Olegovich Ashirov, member of the Board of Directors, JSC Russian Grids, and Director General, OAO Mezhregionenergosbyt;

- Boris Ilyich Ayuyev, member of the Board of Directors, JSC Russian Grids, and Chairman of the Management Board, SO UPS, JSC;

- Valery Sergeyevich Bezzubtsev, Deputy Head of the Federal Service for Environmental, Technological and Nuclear Supervision of the Russian Federation;

- Dan Mikhailovich Belenky, First Deputy Director General for Investment, JSC Russian Grids;

- Roman Nikolaevich Berdnikov, member of the Management Board and First Deputy Director General for Technical Policy, JSC Russian Grids; 381

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- Dmitry Igorevich Gotlib, Deputy Director General for Sales and Development of Services, JSC Russian Grids;

- Alexander Ivanovich Dybov, Advisor to the Chairman of the Board of Directors, JSC Russian Grids;

- Anatoly Fyodorovich Dyakov, President, Unified Energy Sector of Russia Corporation, and President, NP STC UPS;

- Mikhail Aleksandrovich Kolesnikov, member of the Presidium and Head of the Electric Power Committee, OPORA RUSSIA;

- Irina Yurievna Korobkina, Deputy Head of the Division for Electric Utilities Development and Electric Utilities Marketing, OAO Gazprom;

- Pavel Yurievich Korsunov, Deputy Director General for Innovative Development, JSC Russian Grids;

- Viktor Vasilyevich Kudryavy, Advisor to President, EUROCEMENT Group ZAO;

- Leonid Vladimirovich Mazo, Director General, OJSC CEMC UES;

512 - Andrey Yevgenyevich Murov, member of the Board of Directors, JSC Russian Grids, and First Deputy Chairman of the Management Board, JSC FGC UES;

- Andrey Sergeyevich Naryshkin, Deputy Head of the Administrative Office of the Chairman of the Board of Directors, JSC FGC UES;

- Dmitry Valeryevich Ponomarev;

- Ernesto Ferlenghi, member of the Board of Directors, JSC Russian Grids, and Head of the Eni Representative Office in the Russian Federation and the CIS;

- Tatiana Vladimirovna Fisenko, Director of the Budget Planning and Accounting Department, Ministry of Energy of the Russian Federation;

- Andrey Nikolayevich Shishkin, member of the Board of Directors, JSC Russian Grids, and Vice President, Rosneft.

4.1.2. Boris Ilyich Ayuyev, member of the Board of Directors, JSC Russian Grids, and Chairman of the Management Board, SO UPS, JSC, shall be approved as the Chairman of the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids.

4.1.3. Dan Mikhailovich Belenky, First Deputy Director General for Investment, JSC Russian Grids, shall be approved as the Deputy Chairman of the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids.

382

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko,

D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, A. N. Shishkin voted

“For.”

G. V. Boos “Against”

A. Ye. Murov “Abstained”

Approved by a majority of votes.

4.2. Approval of a restated version of the Regulations for the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.2.1. A restated version of the Regulations for the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC 513 Russian Grids shall be approved (Appendix 5).

4.2.2. The Regulations for the Investment, Technical Policy, Reliability, Energy Efficiency, and Innovation Committee of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Board of Directors of JSC MRSK Holding on April 4, 2012, (Minutes of the Meeting No. 78) shall be deemed to cease to be effective.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi,

A. N. Shishkin voted “For.”

A. Ye. Murov “Abstained”

Approved by a majority of votes.

4.3. Election of the members of the Valuation Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.3.1. The following persons shall be elected as the members of the Valuation Committee of the Board of Directors of JSC Russian Grids, composed of 12 people: 383

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- Arman Mushegovich Airapetyan, Director of the Property Accounting and Management Department, JSC Russian Grids;

- Anna Alekseyevna Balaeva, Head of the Audit Department of the Division for Organization of Federal Property Valuation, Federal Agency for State Property Management of the Russian Federation;

- Dan Mikhailovich Belenky, First Deputy Director General for Investment, JSC Russian Grids;

- Vladimir Viktorovich Valyagin, Head of the “Sale of Noncore Assets” Project Office, OOO Gazprom Energoholding;

- Yelena Vladimirovna Petrovskaya, General Director, Association of Russian Valuation Masters Self-Regulatory Organization (Nonprofit Partnership);

- Roman Viktorovich Pugachyov, Head of the Finance Department, OAO Mezhregionenergosbyt;

- Seppo Juha Remes, member of the Board of Directors, JSC Russian Grids, and Director General, OOO Kiuru;

- Aleksey Albertovich Sukhov, Deputy Chairman of the Management Board, JSC 514 TSA;

- Svetlana Alekseyevna Tabakova, President, Russian Society of Appraisers;

- Elena Borisovna Titova, member of the Board of Directors, JSC Russian Grids;

- Marina Alekseyevna Fedotova, Deputy Rector, Financial University under the Government of the Russian Federation, and President, SMAO Association of Appraisers (Non- profit Partnership);

- Viktor Korneyevich Yavorsky, member of the Presidium, OPORA RUSSIA All- Russian Public Organization of Small and Medium Business, and Chairman, OOO OSBI- CLASS Audit and Consulting Group.

4.3.2. Dan Mikhailovich Belenky, First Deputy Director General for Investment, JSC Russian Grids, shall be approved as the Chairman of the Valuation Committee of the Board of Directors of JSC Russian Grids.

Members voting “For”: 13.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes,

E. Ferlenghi, and A. N. Shishkin voted “For.”

384

Approved by a majority of votes.

4.4. Approval of a restated version of the Regulations for the Valuation Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.4.1. A restated version of the Regulations for the Valuation Committee of the Board of Directors of JSC Russian Grids shall be approved (Appendix 6).

4.4.2. The Regulations for the Valuation Committee of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Board of Directors of JSC MRSK Holding on September 8, 2010, (Minutes of the Meeting No. 43) shall be deemed to cease to be effective.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes,

E. Ferlenghi, and A. N. Shishkin voted “For.” 515

Approved by a majority of votes.

4.5. Election of the members of the Strategy Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.5.1. The following persons shall be elected as the members of the Strategy Committee of the Board of Directors of JSC Russian Grids, composed of 15 people:

- Stanislav Olegovich Ashirov, member of the Board of Directors, JSC Russian Grids, and Director General, OAO Mezhregionenergosbyt;

- Roman Nikolaevich Berdnikov, member of the Management Board and First Deputy Director General for Technical Policy, JSC Russian Grids;

- Andrey Aleksandrovich Dyomin, member of the Management Board and First Deputy Director General for Economic Affairs and Finance, JSC Russian Grids;

- Alexander Sergeyevich Kalinin, First Vice President, OPORA RUSSIA All- Russian Public Organization of Small and Medium Business;

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- Vyacheslav Mikhailovich Kravchenko, member of the Board of Directors, JSC Russian Grids, and Deputy Minister of Energy of the Russian Federation;

- Yevgeny Nikolayevich Melnik, General Director, CJSC Russian Telecom Equipment Company;

- Andrey Yevgenyevich Murov, member of the Board of Directors, JSC Russian Grids, and First Deputy Chairman of the Management Board, JSC FGC UES;

- Vasily Vladislavovich Nikonov, member of the Board of Directors, JSC Russian Grids, and Director of the Energy Department, Rosneft;

- Seppo Juha Remes, member of the Board of Directors, JSC Russian Grids, and Director General, OOO Kiuru;

- Nikolay Dmitryevich Rogalev, Rector, Moscow Power Engineering Institute (National Research University);

- Alexander Vladimirovich Rogov, Deputy Division Head and Head of Electric Utilities Development of the Division for Electric Utilities Development and Electric Utilities Marketing, OAO Gazprom;

- Pavel Nikolayevich Snikkars, Deputy Chairman of the Management Board, NP 516 Market Council;

- Ernesto Ferlenghi, member of the Board of Directors, JSC Russian Grids, and Head of the Eni Representative Office in the Russian Federation and the CIS;

- Pavel Viktorovich Shpilevoy, Director of the Department for State Regulation of Tariffs, Infrastructural Reforms and Energy Efficiency, Ministry of Economic Development of the Russian Federation;

- Nikolay Grigoryevich Shulginov, First Deputy Chairman of the Management Board, SO UPS, JSC.

4.5.2. Vyacheslav Mikhailovich Kravchenko, member of the Board of Directors, JSC Russian Grids, and Deputy Minister of Energy of the Russian Federation, shall be approved as the Chairman of the Strategy Committee of the Board of Directors of JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi,

A. N. Shishkin voted “For.”

A. Ye. Murov “Abstained”

Approved by a majority of votes.

386

4.6. Approval of a restated version of the Regulations for the Strategy Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.6.1. A restated version of the Regulations for the Strategy Committee of the Board of Directors of JSC Russian Grids shall be approved (Appendix 7).

4.6.2. The Regulations for the Strategy Committee of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Board of Directors of JSC MRSK Holding on March 29, 2011, (Minutes of the Meeting No. 55) shall be deemed to cease to be effective.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi,

A. N. Shishkin voted “For.”

A. Ye. Murov “Abstained” 517

Approved by a majority of votes.

4.7. Election of the members of the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.7.1. The following persons shall be elected as the members of the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids, composed of 5 people:

- Boris Ilyich Ayuyev, member of the Board of Directors, JSC Russian Grids, and Chairman of the Management Board, SO UPS, JSC;

- Vasily Vladislavovich Nikonov, member of the Board of Directors, JSC Russian Grids, and Director of the Energy Department, Rosneft;

- Maria Valerievna Ochirova, member of the Board of Directors, JSC Russian Grids, and Director of the Corporate Department, MMC Norilsk Nickel;

- Elena Borisovna Titova, member of the Board of Directors, JSC Russian Grids;

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- Pavel Olegovich Shatsky, member of the Board of Directors, JSC Russian Grids, and First Deputy Director General, OOO Gazprom Energoholding.

4.7.2. Maria Valerievna Ochirova, member of the Board of Directors, JSC Russian Grids, and Director of the Corporate Department, MMC Norilsk Nickel, shall be elected as the Chairperson of the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, G. V. Boos, O. M. Budargin, V. M. Kravchenko,

D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, and

A. N. Shishkin voted “For.”

B. I. Ayuyev “Against”.

Approved by a majority of votes.

4.8. Approval of a restated version of the Regulations for the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids. 518

IT WAS RESOLVED AS FOLLOWS:

4.8.1. A restated version of the Regulations for the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids shall be approved (Appendix 8).

4.8.2. The Regulations for the Nomination and Remuneration Committee of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Board of Directors of JSC MRSK Holding on September 8, 2010, (Minutes of the Meeting No. 43) shall be deemed to cease to be effective.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes,

E. Ferlenghi, and A. N. Shishkin voted “For.”

Approved by a majority of votes.

4.9. Election of the members of the Audit Committee of the Board of Directors of JSC Russian Grids.

388

IT WAS RESOLVED AS FOLLOWS:

4.9.1. The following persons shall be elected as the members of the Audit Committee of the Board of Directors of JSC Russian Grids, composed of 5 people:

- Stanislav Olegovich Ashirov, member of the Board of Directors, JSC Russian Grids, and Director General, OAO Mezhregionenergosbyt;

- Vasily Vladislavovich Nikonov, member of the Board of Directors, JSC Russian Grids, and Director of the Energy Department, Rosneft;

- Maria Valerievna Ochirova, member of the Board of Directors, JSC Russian Grids, and Director of the Corporate Department, MMC Norilsk Nickel;

- Seppo Juha Remes, member of the Board of Directors, JSC Russian Grids, and Director General, OOO Kiuru;

- Elena Borisovna Titova, member of the Board of Directors, JSC Russian Grids.

4.9.2. Seppo Juha Remes, member of the Board of Directors, JSC Russian Grids, and Director General, OOO Kiuru, shall be approved as the Chairman of the Audit Committee of the Board of Directors of JSC Russian Grids.

519 S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes,

E. Ferlenghi, and A. N. Shishkin voted “For.”

Approved by a majority of votes.

4.10. Approval of a restated version of the Regulations for the Audit Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.10.1. A restated version of the Regulations for the Audit Committee of the Board of Directors of JSC Russian Grids shall be approved (Appendix 9).

4.10.2. The Regulations for the Audit Committee of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Board of Directors of JSC MRSK Holding on December 29, 2011, (Minutes of the Meeting No. 72) shall be deemed to cease to be effective.

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S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes,

E. Ferlenghi, and A. N. Shishkin voted “For.”

Approved by a majority of votes.

4.11. Election of the members of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.11.1. The following persons shall be elected as the members of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids, composed of 14 people:

- Dmitry Alekseyevich Bobkov, Director of the Department for Information Policy and Public Relations, JSC Russian Grids; 520 - Georgy Valentinovich Boos, member of the Board of Directors, JSC Russian Grids, and President, Boos Lighting Group Management Company;

- Irina Feliksovna Esipova, General Director, Center for Communication Development in the Energy Sector;

- Andrey Vitalyevich Ilyashenko, Chairman of the Management Board, Regional Media Network (Nonprofit Partnership), and analyst, Voice of Russia;

- Alexander Sergeyevich Kalinin, First Vice President, OPORA RUSSIA All- Russian Public Organization of Small and Medium Business;

- Pyotr Andreyevich Kiryan, Editor-in-Chief, RBC Daily;

- Dmitry Aleksandrovich Klokov, Director of External Communications, JSC FGC UES;

- Valentin Yefimovich Mezhevich, Deputy Director General for Strategic Communications, JSC Russian Grids;

- Andrey Yakovlevich Reznichenko, Editor-in-Chief, RIA Science;

- Seppo Juha Remes, member of the Board of Directors, JSC Russian Grids, and Director General, OOO Kiuru;

- Nikolay Dmitryevich Rogalev, Rector, Moscow Power Engineering Institute (National Research University);

390

- Valery Ivanovich Salygin, Director, International Institute of Energy Policy and Diplomacy of the Moscow State Institute of International Relations (University) of the Ministry of Foreign Affairs of the Russian Federation;

- Ernesto Ferlenghi, member of the Board of Directors, JSC Russian Grids, and Head of the Eni Representative Office in the Russian Federation and the CIS;

- Alexander Aleksandrovich Khurudzhi, Chairman of the Management Board, Nonprofit Partnership of Territorial Grid Organizations.

4.11.2. Valentin Yefimovich Mezhevich, Deputy Director General for Strategic Communications, JSC Russian Grids, shall be approved as the Chairman of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko,

D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, and

A. N. Shishkin voted “For.”

521 G. V. Boos “Against”.

Approved by a majority of votes.

4.12. Approval of a restated version of the Regulations for the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

4.12.1. A restated version of the Regulations for the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids shall be approved (Appendix 10).

4.12.2. The Regulations for the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC IDGC Holding approved by the decision adopted by the Board of Directors of JSC MRSK Holding on April 4, 2012, (Minutes of the Meeting No. 78) shall be deemed to cease to be effective.

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S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, G. V. Boos, O. M. Budargin,

V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes,

E. Ferlenghi, and A. N. Shishkin voted “For.”

Approved by a majority of votes.

Ballots attached.

S. I. Shmatko Chairman of the Board of Directors

522 Yu. V. Goncharov Secretary of the Board of Directors

Date of the Minutes of the Meeting: October 23, 2013

392

M I N U T E S of the Meeting of the Board of Directors

October 23, 2013 No. 138

Moscow

Chairman of the Board of Directors of JSC Russian Grids S. I. Shmatko

Present were: 523 - members of the Board of Directors: S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, S. Remes, E. B. Titova, and E. Ferlenghi;

- members of the Board of Directors D. S. Morozov, M. V. Ochirova, and A. N. Shishkin provided their written opinions on the items on the agenda of the meeting;

- responsible officers of JSC Russian Grids:

R. N. Berdnikov, A. A. Dyomin, S. A. Arkhipov, Yu. V. Goncharov, D. I. Gotlib, S. V. Sergeyev, D. A. Bobkov, A. P. Nikolin, A. V. Rakov, V. V. Toshchenko, V. N. Fedorov, A. A. Ozherelyev, A. A. Zakharov, and I. N. Sukharnikova;

- Deputy Director General for Technical Affairs and Chief Engineer of Kubanenergo P. V. Zinchenko;

- Director General of South MES, a branch of JSC FGC UES, A. V. Solod;

- Advisor to V. M. Kravchenko, a member of the Board of Directors, A. Yu. Malyshev.

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Of the 15 elected members of the Board of Directors of JSC Russian Grids, 10 attended the meeting. Three members of the Board of Directors sent their written opinions.

The meeting of the Board of Directors of JSC Russian Grids had a quorum.

Agenda

1. Review of the report on progress in implementing the Olympic Games projects.

2. Review of the Regulations for the Uniform Technical Policy in the Electric Grids of JSC Russian Grids.

3. Target-oriented organization of energy retail operations in the Russian Grids Group, including in the North Caucasus and the Chechen Republic.

4. Results of the supplier of last resort functions performed by subsidiaries and dependent companies of JSC Russian Grids.

524

1. THE FOLLOWING PERSON WAS HEARD:

S. V. Sergeyev

Review of the report on progress in implementing the Olympic Games projects.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, S. O. Ashirov, S. Remes, O. M. Budargin, A. Ye. Murov, B. I. Ayuyev, P. V. Zinchenko, E. B. Titova, E. Ferlenghi, and V. V. Nikonov

IT WAS RESOLVED AS FOLLOWS:

1.1. Note shall be taken of information on progress in implementing the Olympic Games projects as of September 30, 2013 (Appendix 1).

1.2. The Director General of the Company shall ensure supervision over the unconditional implementation by JSC FGC UES and Kubanenergo of the measures contained in the Construction Schedule for Olympic Games Sites in 2013.

Approved unanimously.

FOR THE RECORD ONLY:

The Director General of JSC Russian Grids shall be instructed to:

1. Inform members of the Board of Directors of JSC Russian Grids on actual progress in the construction, precommissioning, and commissioning of the following electric grid facilities:

• Cable and overhead lines (110 kV) to supply power from Sochi TPP to Khosta Substation (design and survey work, construction);

• Overhead lines (110 kV) to supply power from Sochi TPP to Vereshchaginskaya Substation, from Vereshchaginskaya Substation to Dagomys Substation (design and survey work, rehabilitation);

• Overhead lines (110 kV) to supply power from Sochi TPP to Sochi Substation, from Sochi Substation to Pasechnaya Substation, from Pasechnaya Substation to Dagomys Substation (design and survey work, rehabilitation);

• Overhead lines (110 kV) from Psou Substation to Adler Substation, from Adler Substation to Kudepsta Substation, from Kudepsta Substation to Khosta Substation (design and 525 survey work, rehabilitation).

Deadline: November 15, 2013

2. Submit for consideration by a meeting of the Board of Directors of JSC Russian Grids information concerning “Functioning (operation) of electric power facilities, including power supply risk analysis for the Olympic Games sites falling within the responsibility of JSC Russian Grids.”

Deadline: December 2013

2. THE FOLLOWING PERSON WAS HEARD:

R. N. Berdnikov

Review of the Regulations for the Uniform Technical Policy in the Electric Grids of JSC Russian Grids.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, S. O. Ashirov, S. Remes, A. Ye. Murov, E. Ferlenghi, B. I. Ayuyev, and O. M. Budargin

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ROSSETI ANNUAL REPORT 2013

IT WAS RESOLVED AS FOLLOWS:

2.1. A restated version of the Regulations for the Uniform Technical Policy in the Electric Grids of JSC Russian Grids (hereinafter, the “Regulations”) shall be approved (Appendix 2).

2.2. The Regulations for the Uniform Technical Policy of JSC IDGC Holding in the Distribution Grid Sector approved by the decision adopted by the Board of Directors of the Company on October 7, 2011, (Minutes of the Meeting No. 64) shall be deemed to cease to be effective from the date of this decision.

2.3. The Director General of the Company shall be instructed to ensure (with the requisite corporate procedures) that the Regulations will be implemented as the common document defining the main technical development areas of subsidiaries and dependent companies of JSC Russian Grids.

2.4. The Director General of the Company shall be instructed to ensure the development of measures to implement the technical policy.

Approved unanimously. 526

FOR THE RECORD ONLY:

1. The Director General of the Company shall, based on the results of implementing the Regulations for the Uniform Technical Policy in the Electric Grids of JSC Russian Grids in subsidiaries and dependent companies of JSC Russian Grids, ensure that proposals for the Regulations will be collected and consolidated in order to update the Regulations subsequently.

3. THE FOLLOWING PERSON WAS HEARD:

D. I. Gotlib

Target-oriented organization of energy retail operations in the Russian Grids Group, including in the North Caucasus and the Chechen Republic.

THE FOLLOWING PERSONS REPORTED:

S. I. Shmatko, S. O. Ashirov, E. Ferlenghi, O. M. Budargin, A. Ye. Murov, E. B. Titova, V. V. Nikonov, S. Remes, and B. I. Ayuyev

396

IT WAS RESOLVED AS FOLLOWS:

3.1. Note shall be taken of information on the target-oriented organization of energy retail operations in the Russian Grids Group, including in the North Caucasus and the Chechen Republic (Appendix 3).

3.2. The Strategy Committee of the Board of Directors of JSC Russian Grids shall, within a period of one month, review the Concept of the Organization of Energy Retail Operations in the Russian Grids Group, Including in the North Caucasus and the Chechen Republic.

Approved unanimously.

4. THE FOLLOWING PERSON WAS HEARD:

D. I. Gotlib 527 Results of the supplier of last resort functions performed by subsidiaries and dependent companies of JSC Russian Grids.

THE FOLLOWING PERSON REPORTED:

S. I. Shmatko

IT WAS RESOLVED AS FOLLOWS:

4.1. Note shall be taken of information on the results of the supplier of last resort functions performed by subsidiaries and dependent companies of JSC Russian Grids engaged in electricity transmission and distribution for the 1st half of 2013 (Appendix 4).

4.2. Special note shall be taken of the effective efforts to restore payment discipline as part of the supplier of last resort functions performed by subsidiaries and dependent companies of JSC Russian Grids in 11 constituent entities of the Russian Federation in the 1st half of 2013.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and A. N. Shishkin voted “For.”

V. M. Kravchenko “Abstained.”

Approved by a majority of votes.

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FOR THE RECORD ONLY:

1. It shall be recommended that management of JSC Russian Grids submit to federal executive authorities, including the Ministry of Energy of the Russian Federation, the Ministry of Economic Development of the Russian Federation, Federal Antimonopoly Service of the Russian Federation, and the Federal Tariff Service of the Russian Federation, a report on the results of the supplier of last resort functions performed by subsidiaries and dependent companies of JSC Russian Grids.

Written opinion by member of the Board of Directors of JSC Russian Grids D. S. Morozov attached hereto (Appendix 5).

Written opinion by member of the Board of Directors of JSC Russian Grids M. V. Ochirova attached hereto (Appendix 6).

Written opinion by member of the Board of Directors of JSC Russian Grids A. N. Shishkin attached hereto (Appendix 7).

528 S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: October 25, 2013

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M I N U T E S of the Meeting of the Board of Directors

November 12, 2013 No. 139 529

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, M. V. Ochirova, S. Remes, E. B. Titova, and E. Ferlenghi.

G. V. Boos, A. Ye. Murov, V. V. Nikonov, P. O. Shatsky, and A. N. Shishkin did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Termination of the powers of members of the Management Board of JSC Russian Grids and the election of members of the Management Board of JSC Russian Grids.

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ROSSETI ANNUAL REPORT 2013

1. Termination of the powers of members of the Management Board of JSC Russian Grids and the election of members of the Management Board of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

1.1. The powers of the following persons as members of the Management Board of JSC Russian Grids shall be terminated:

- Aleksey Vladimirovich Demidov;

- Andrey Yevgenyevich Murov.

1.2. The following persons shall be elected to the Management Board of JSC Russian Grids:

- Dan Mikhailovich Belenky, First Deputy Director General for Investment, JSC Russian Grids;

- Valentin Yefimovich Mezhevich, Deputy Director General for Strategic Communications, JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, M. V. Ochirova, S. Remes, E. B. Titova, and E. Ferlenghi voted “For.”

530 D. S. Morozov “Abstained.”

Approved by a majority of votes.

Ballots attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: November 12, 2013

400

M I N U T E S of the Meeting of the Board of Directors

November 12, 2013 No. 140

Moscow 531

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

The following members of the Board of Directors participated in the voting: S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, S. Remes, E. B. Titova, E. Ferlenghi, and A. N. Shishkin.

G. V. Boos, M. V. Ochirova, and P. O. Shatsky did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC FGC UES “Increase in the authorized capital of JSC FGC UES by means of the placement of additional shares.”

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC FGC UES “Increase in the authorized capital of JSC FGC UES by means of the placement of additional shares.”

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IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC FGC UES “Increase in the authorized capital of JSC FGC UES by means of the placement of additional shares,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The authorized capital of JSC FGC UES shall be increased by means of the placement of nine billion, four hundred thirty-one million, three hundred ninety-nine thousand, seven hundred seventy-three (9,431,399,773) additional registered ordinary shares, each with a par value of fifty (50) kopecks, with the total par value of four billion, seven hundred fifteen million, six hundred ninety-nine thousand, eight hundred eighty-six (4,715,699,886) rubles and 50 kopecks.

Placement method: public offering.

The offering price, including with respect to the persons having the preemptive right to acquire placed additional shares, will be set by the Board of Directors of JSC FGC UES in accordance with Articles 36 and 77 of Federal Law No. 208 FZ of December 26, 1995, “On Joint-Stock Companies” on or prior to the start date of the placement of additional shares in an amount that shall not be lower than their par value.

Method of payment for shares: cash. 532 Payment procedure for shares: payment for shares is made in full at the time of the placement.

Preemptive right to acquire additional shares: all shareholders of JSC FGC UES shall have the preemptive right to acquire the quantity of placed additional shares in proportion to the quantity of JSC FGC UES’s registered ordinary shares that they hold. The list of the persons having the preemptive right to acquire additional shares is made according to the information in the shareholder register as of the date of the decision adopted by the Board of Directors of JSC FGC UES whereby additional shares are placed.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, S. Remes, E. B. Titova, E. Ferlenghi, and A. N. Shishkin voted “For.”

D. S. Morozov “Abstained.”

Approved by a majority of votes.

Ballots attached.

S. I. Shmatko

Chairman of the Board of Directors

402

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: November 12, 2013

533

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ROSSETI ANNUAL REPORT 2013

M I N U T E S

of the Meeting of the Board of Directors

December 13, 2013 No. 141

Moscow

The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

534 The following members of the Board of Directors participated in the voting: S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin.

G. V. Boos did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Center and Volga Region, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the former building of the Peter and Paul Church located at: Ivanovo Region, Plyos, ul. Gora Levitana.”

2. Approval of the budgets of the committees of the Board of Directors of JSC Russian Grids for the period until the end of 2013.

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC MOESK: “Tentative 404

approval of the decision on the Company’s entering into a transaction associated with transferring title to the Company’s property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity and heat between JSC MOESK and JSC FGC UES, which is a related party transaction.”

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC MOESK: “Tentative approval of the decision on the Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the electric grid facilities of Dvoriki 110/10kV Substation No. 300.”

5. Approval of the agreements for fee-based technical supervision services between JSC Russian Grids and electric grid companies, which are related party transactions.

6. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the items on the agendas of the meetings of the boards of directors and the general meetings of shareholders of subsidiaries and dependent companies of JSC Russian Grids.

7. Review of the report on the conducted public technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies.

535 1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Center and Volga Region, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the former building of the Peter and Paul Church located at: Ivanovo Region, Plyos, ul. Gora Levitana.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Center and Volga Region, JSC “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the former building of the Peter and Paul Church located at: Ivanovo Region, Plyos, ul. Gora Levitana,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following material terms and conditions:

- transferred property: former building of the Peter and Paul Church, designated purpose: nonresidential building, number of stories: 1 (number of underground stories: 0), total area: 120.1 square meters, address: Ivanovo Region, Plyos, ul. Gora Levitana, cadastral (or identification) number: 37:13:020107:152; 405

ROSSETI ANNUAL REPORT 2013

- book (residual) value of the transferred property as at July 1, 2013: one hundred fourteen thousand, six hundred fifty-four (114,654) rubles and 32 kopecks;

- transfer method: transfer of property without compensation to the ownership of the Ivanovo- Voznesenskaya Eparchy of the Russian Orthodox Church (Moscow Patriarchate).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, P. O. Shatsky, and A. N. Shishkin voted “For.”

E. Ferlenghi “Abstained.”

Approved by a majority of votes.

2. Approval of the budgets of the committees of the Board of Directors of JSC Russian Grids for the period until the end of 2013.

IT WAS RESOLVED AS FOLLOWS:

2.1. The budget of the Investment, Technical Policy, Reliability, Energy Efficiency, and 536 Innovation Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of two million, four hundred forty-one thousand, seven hundred three (2,441,703) rubles and 00 kopecks for the period from April 1, 2013, to December 31, 2013 (Appendix 1).

2.2. The budget of the Strategy Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of one million, two hundred forty-four thousand, one hundred sixty (1,244,160) rubles and 00 kopecks for the period from July 1, 2013, to December 31, 2013 (Appendix 2).

2.3. The budget of the Nomination and Remuneration Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of thirty thousand, four hundred seventy- seven (30,477) rubles and 00 kopecks for the period from April 1, 2013, to December 31, 2013 (Appendix 3).

2.4. The budget of the Valuation Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of seven hundred sixteen thousand, forty (716,040) rubles and 00 kopecks for the period from July 1, 2013, to December 31, 2013 (Appendix 4).

2.5. The budget of the Society, Customer, and Government Relations and Information Policy Committee of the Board of Directors of JSC Russian Grids shall be approved in the amount of eight hundred forty-six thousand, eight hundred seventy-six (846,876) rubles and 00 kopecks for the period from April 1, 2013, to December 31, 2013 (Appendix 5).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

406

S. Remes “Abstained.”

Approved by a majority of votes.

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC MOESK: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the Company’s property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity and heat between JSC MOESK and JSC FGC UES, which is a related party transaction.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC MOESK: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the Company’s property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity and heat between JSC MOESK and JSC FGC UES, which is a related party transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the transaction subject to the following terms and 537 conditions:

Composition of the transferred property:

Ochakovo 500kV Substation No. 214, certificate of state registration of title: 77-AN 689890, identification number: 182468, located at: Moscow, ul. Ryabinovaya, vl. 45A, composed of the items specified in Appendix 6 hereto.

Property transfer method:

Through entering into a purchase and sale agreement (hereinafter, the “Agreement”) subject to the following terms and conditions:

Parties to the Agreement:

JSC MOESK as the Seller

JSC FGC UES as the Buyer

Subject matter of the Agreement:

The Seller agrees to transfer to the ownership of the Buyer a facility, namely Ochakovo 500kV Substation No. 214, certificate of state registration of title: 77-AN 689890, identification number: 182468, located at: Moscow, ul. Ryabinovaya, vl. 45A, composed of the property and items specified in Appendix 1 to the Agreement (hereinafter, the “Property”), and the Buyer agrees to accept and pay money for the Property.

Price of the Agreement:

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ROSSETI ANNUAL REPORT 2013

The price of the Agreement is four hundred eighty-three million, seven hundred fifteen thousand, four hundred thirty-eight (483,715,438) rubles, inclusive of VAT (18%) of seventy-three million, seven hundred eighty-seven thousand, one hundred one (73,787,101) rubles. The price of the Agreement is determined in accordance with Property Market Value Report No. MF-1567 prepared by the Moscow Branch of OOO Institute for Valuation of Ownership and Financial Activities and totals four hundred nine million, nine hundred twenty-eight thousand, three hundred thirty-seven (409,928,337) rubles, exclusive of VAT (18%).

Payment procedure for the transferred Property:

100%, within 30 calendar days after the date when the Parties sign the certificate of delivery and acceptance of the Property.

S. I. Shmatko, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. O. Ashirov and S. Remes voted “Against.”

Approved by a majority of votes.

538 4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC MOESK: “Tentative approval of the decision on the Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the electric grid facilities of Dvoriki 110/10kV Substation No. 300.”

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC MOESK: “Tentative approval of the decision on the Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the electric grid facilities of Dvoriki 110/10kV Substation No. 300,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision:

The Company’s entering into a transaction associated with acquiring the property that is capital assets intended for the generation, transmission, dispatching, and distribution of electricity, namely the electric grid facilities of Dvoriki 110/10kV Substation No. 300, shall be approved subject to the following material terms and conditions:

Composition and value of the acquired property:

408

Real property and movable property of the electric grid facilities of Dvoriki 110/10kV Substation No. 300, located at: Moscow Region, Serpukhov, Moskovskoye shosse, 61, as specified in Appendix 7 hereto.

The market value is determined in accordance with Market Value Appraisal Report No. MF- 1724 of August 30, 2013, prepared by an independent appraiser, OOO Institute for Valuation of Ownership and Financial Activities, and totals two hundred fifty-two million (252,000,000) rubles and 00 kopecks, exclusive of VAT.

Counterparty:

Open Joint Stock Holding Company ELEKTROZAVOD.

Acquisition value: two hundred fifty-two million (252,000,000) rubles and 00 kopecks, exclusive of VAT.

Acquisition method:

Entering into a property purchase and sale agreement.

Property transfer procedure:

Title to the property transfers in accordance with the procedure provided for in the laws of the Russian Federation. 539

S. I. Shmatko, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, and E. Ferlenghi voted “For.”

P. O. Shatsky “Abstained.”

S. O. Ashirov and A. N. Shishkin voted “Against.”

Approved by a majority of votes.

5. Approval of the agreements for fee-based technical supervision services between JSC Russian Grids and electric grid companies, which are related party transactions.

IT WAS RESOLVED AS FOLLOWS:

5.1.1. The price of the services provided by JSC Russian Grids under the agreement for fee- based technical supervision services between JSC Russian Grids and IDGC of North-West, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be twenty-three million, six hundred eighty-one thousand, one hundred seventy-two (23,681,172) rubles and 36 kopecks, inclusive of 18% VAT of three million, six hundred twelve thousand, three hundred eighty-two (3,612,382) rubles and 22 kopecks.

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The price of the services provided by IDGC of North-West for JSC Russian Grids under the Agreement in 2014 shall be one million, four hundred fifty-one thousand, six hundred ninety-six (1,451,696) rubles and 40 kopecks, inclusive of 18% VAT of two hundred twenty-one thousand, four hundred forty-five (221,445) rubles and 21 kopecks.

The total price of the services under the Agreement shall not be 2 or more percent of the book value of JSC Russian Grids’s assets according to its accounting statements as of the latest balance sheet date.

5.1.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

IDGC of North-West as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of IDGC of North-West, and the Customer agrees to accept and pay for such services. 540 In order to create the necessary conditions for the work of the Contractor’s personnel directly engaged in providing the services at the Customer’s facilities, the Customer provides the Contractor on a paid basis throughout the term of the Agreement with workplaces (premises) having furniture, computers, office appliances and equipment, communications facilities, fixed communications and Internet services, and office supplies (hereinafter, the “Customer’s services”).

The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is twenty-three million, six hundred eighty-one thousand, one hundred seventy-two (23,681,172) rubles and 36 kopecks, inclusive of 18% VAT of three million, six hundred twelve thousand, three hundred eighty-two (3,612,382) rubles and 22 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is one million, four hundred fifty-one thousand, six hundred ninety-six (1,451,696) rubles and 40 kopecks, inclusive of 18% VAT of two hundred twenty-one thousand, four hundred forty-five (221,445) rubles and 21 kopecks.

Term of the Agreement:

The Agreement becomes effective as of its execution by both parties and remains in full force and effect until the parties duly perform their respective obligations thereunder. In accordance

410

with paragraph 2 of Article 425 of the Civil Code of the Russian Federation, the Agreement retroactively applies to the relationship between the parties that came into existence on January 1, 2014.

If neither party notifies the other party of the termination of the Agreement at least thirty (30) calendar days prior to the last date of the services provided under the Agreement, the period of the services provided under the Agreement is extended for one (1) more calendar year, and the number of such extensions is not limited.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes “Abstained.”

O. M. Budargin, failing to be an independent director, and A. Ye. Murov, deemed to be a related party to the transaction and failing to be an independent director, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

5.2.1. The price of the services provided by JSC Russian Grids under the agreement for fee- 541 based technical supervision services between JSC Russian Grids and IDGC of Urals, JSC, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be twenty-two million, two hundred twenty-seven thousand, three hundred seventy-eight (22,227,378) rubles and 84 kopecks, inclusive of 18% VAT of three million, three hundred ninety thousand, six hundred seventeen (3,390,617) rubles and 11 kopecks.

The price of the services provided by IDGC of Urals, JSC for JSC Russian Grids under the Agreement in 2014 shall be one million, nine hundred fifty-four thousand, eighty (1,954,080) rubles and 00 kopecks, inclusive of 18% VAT of two hundred ninety-eight thousand, eighty (298,080) rubles and 00 kopecks.

5.2.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

IDGC of Urals, JSC as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

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ROSSETI ANNUAL REPORT 2013

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of IDGC of Urals, JSC, and the Customer agrees to accept and pay for such services.

In order to create the necessary conditions for the work of the Contractor’s personnel directly engaged in providing the services at the Customer’s facilities, the Customer provides the Contractor on a paid basis throughout the term of the Agreement with workplaces (premises) having furniture, computers, office appliances and equipment, communications facilities, fixed communications and Internet services, and office supplies (hereinafter, the “Customer’s services”).

The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is twenty-two million, two hundred twenty-seven thousand, three hundred seventy-eight (22,227,378) rubles and 84 kopecks, inclusive of 18% VAT of three million, three hundred ninety thousand, six hundred seventeen (3,390,617) rubles and 11 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is 542 one million, nine hundred fifty-four thousand, eighty (1,954,080) rubles and 00 kopecks, inclusive of 18% VAT of two hundred ninety-eight thousand, eighty (298,080) rubles and 00 kopecks.

Term of the Agreement:

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

O. M. Budargin and A. Ye. Murov, failing to be independent directors, and S. Remes, deemed to be a related party to the transaction, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

412

5.3.1. The price of the services provided by JSC Russian Grids under the agreement for fee- based technical supervision services between JSC Russian Grids and IDGC of Siberia, JSC, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be nineteen million, two hundred fifty-four thousand, five hundred fifty-two (19,254,552) rubles and 72 kopecks, inclusive of 18% VAT of two million, nine hundred thirty-seven thousand, one hundred thirty-five (2,937,135) rubles and 16 kopecks.

The price of the services provided by IDGC of Siberia, JSC for JSC Russian Grids under the Agreement in 2014 shall be nine hundred twenty-eight thousand, fifty-seven (928,057) rubles and 68 kopecks, inclusive of 18% VAT of one hundred forty-one thousand, five hundred sixty- eight (141,568) rubles and 12 kopecks.

5.3.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

IDGC of Siberia, JSC as the Customer; 543 JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of IDGC of Siberia, JSC, and the Customer agrees to accept and pay for such services.

The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is nineteen million, two hundred fifty-four thousand, five hundred fifty-two (19,254,552) rubles and 72 kopecks, inclusive of 18% VAT of two million, nine hundred thirty-seven thousand, one hundred thirty- five (2,937,135) rubles and 16 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is nine hundred twenty-eight thousand, fifty-seven (928,057) rubles and 68 kopecks, inclusive of 413

ROSSETI ANNUAL REPORT 2013

18% VAT of one hundred forty-one thousand, five hundred sixty-eight (141,568) rubles and 12 kopecks.

Term of the Agreement:

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes “Abstained.”

O. M. Budargin and A. Ye. Murov, failing to be independent directors, did not participate in the voting. 544 Approved by a majority of votes of independent directors who were not related parties to the transaction.

5.4.1. The price of the services provided by JSC Russian Grids under the agreement for fee- based technical supervision services between JSC Russian Grids and IDGC of Volga, JSC, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be twenty-seven million, one hundred sixty-seven thousand, three hundred sixty-six (27,167,366) rubles and 40 kopecks, inclusive of 18% VAT of four million, one hundred forty-four thousand, one hundred seventy-four (4,144,174) rubles and 54 kopecks.

The price of the services provided by IDGC of Volga, JSC for JSC Russian Grids under the Agreement in 2014 shall be one million, two hundred eighty-one thousand, four hundred eighty (1,281,480) rubles and 00 kopecks, inclusive of 18% VAT of one hundred ninety-five thousand, four hundred eighty (195,480) rubles and 00 kopecks.

5.4.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

414

IDGC of Volga, JSC as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of IDGC of Volga, JSC, and the Customer agrees to accept and pay for such services.

The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is twenty-seven million, one hundred sixty-seven thousand, three hundred sixty-six (27,167,366) rubles and 40 kopecks, 545 inclusive of 18% VAT of four million, one hundred forty-four thousand, one hundred seventy- four (4,144,174) rubles and 54 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is one million, two hundred eighty-one thousand, four hundred eighty (1,281,480) rubles and 00 kopecks, inclusive of 18% VAT of one hundred ninety-five thousand, four hundred eighty (195,480) rubles and 00 kopecks.

Term of the Agreement:

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

O. M. Budargin and A. Ye. Murov, failing to be independent directors, and S. Remes, deemed to be a related party to the transaction, did not participate in the voting. 415

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Approved unanimously by independent directors who were not related parties to the transaction.

5.5.1. The price of the services provided by JSC Russian Grids under the agreement for fee- based technical supervision services between JSC Russian Grids and JSC Tyumenenergo, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be twenty-one million, one hundred eighty-six thousand, three hundred forty-two (21,186,342) rubles and 72 kopecks, inclusive of 18% VAT of three million, two hundred thirty-one thousand, eight hundred fourteen (3,231,814) rubles and 99 kopecks.

The price of the services provided by JSC Tyumenenergo for JSC Russian Grids under the Agreement in 2014 shall be one million, one hundred seventy-one thousand, six hundred twenty- six (1,171,626) rubles and 72 kopecks, inclusive of 18% VAT of one hundred seventy-eight thousand, seven hundred twenty-two (178,722) rubles and 72 kopecks.

5.5.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions: 546 Parties to the Agreement:

JSC Tyumenenergo as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of JSC Tyumenenergo, and the Customer agrees to accept and pay for such services.

The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is twenty-one million, one hundred eighty-six thousand, three hundred forty-two (21,186,342) rubles and 72 kopecks,

416

inclusive of 18% VAT of three million, two hundred thirty-one thousand, eight hundred fourteen (3,231,814) rubles and 99 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is one million, one hundred seventy-one thousand, six hundred twenty-six (1,171,626) rubles and 72 kopecks, inclusive of 18% VAT of one hundred seventy-eight thousand, seven hundred twenty-two (178,722) rubles and 72 kopecks.

Term of the Agreement:

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.” 547 S. Remes “Abstained.”

O. M. Budargin and A. Ye. Murov, failing to be independent directors, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

5.6.1. The price of the services provided by JSC Russian Grids under the agreement for fee- based technical supervision services between JSC Russian Grids and JSC TDC, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be two million, eight hundred four thousand, three hundred twenty-five (2,804,325) rubles and 24 kopecks, inclusive of 18% VAT of four hundred twenty-seven thousand, seven hundred seventy-eight (427,778) rubles and 43 kopecks.

The price of the services provided by JSC TDC for JSC Russian Grids under the Agreement in 2014 shall be one hundred eighteen thousand, five hundred seventy-five (118,575) rubles and 84 kopecks, inclusive of 18% VAT of eighteen thousand, eighty-seven (18,087) rubles and 84 kopecks.

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5.6.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC TDC as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of JSC TDC, and the Customer agrees to accept and pay for such services.

The total period of the services provided under the Agreement is from January 1, 2014, to and 548 including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is two million, eight hundred four thousand, three hundred twenty-five (2,804,325) rubles and 24 kopecks, inclusive of 18% VAT of four hundred twenty-seven thousand, seven hundred seventy-eight (427,778) rubles and 43 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is one hundred eighteen thousand, five hundred seventy-five (118,575) rubles and 84 kopecks, inclusive of 18% VAT of eighteen thousand, eighty-seven (18,087) rubles and 84 kopecks.

Term of the Agreement:

418

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes “Abstained.”

O. M. Budargin and A. Ye. Murov, failing to be independent directors, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

5.7.1. The price of the services provided by JSC Russian Grids under the agreement for fee- based technical supervision services between JSC Russian Grids and JSC MOESK, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be thirty-two million, eight hundred forty-seven thousand, nine hundred thirty-seven (32,847,937) rubles and 80 kopecks, inclusive of 18% VAT of five million, ten thousand, seven hundred two (5,010,702) rubles and 38 kopecks.

The price of the services provided by JSC MOESK for JSC Russian Grids under the Agreement in 2014 shall be one million, eight hundred one thousand, three hundred sixty-eight (1,801,368) rubles and 36 kopecks, inclusive of 18% VAT of two hundred seventy-four thousand, seven 549 hundred eighty-five (274,785) rubles and 00 kopecks.

5.7.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC MOESK as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities of JSC MOESK, and the Customer agrees to accept and pay for such services.

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The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is thirty-two million, eight hundred forty-seven thousand, nine hundred thirty-seven (32,847,937) rubles and 80 kopecks, inclusive of 18% VAT of five million, ten thousand, seven hundred two (5,010,702) rubles and 38 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is one million, eight hundred one thousand, three hundred sixty-eight (1,801,368) rubles and 36 kopecks, inclusive of 18% VAT of two hundred seventy-four thousand, seven hundred eighty- five (274,785) rubles and 00 kopecks.

Term of the Agreement:

The Agreement becomes effective as of its execution by both parties and remains in full force and effect until the parties duly perform their respective obligations thereunder. In accordance with paragraph 2 of Article 425 of the Civil Code of the Russian Federation, the Agreement retroactively applies to the relationship between the parties that came into existence on January 1, 2014. 550 If neither party notifies the other party of the termination of the Agreement at least thirty (30) calendar days prior to the last date of the services provided under the Agreement, the period of the services provided under the Agreement is extended for one (1) more calendar year, and the number of such extensions is not limited.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, V. M. Kravchenko, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes “Abstained.”

O. M. Budargin, deemed to be a related party to the transaction and failing to be an independent director, and A. Ye. Murov, failing to be an independent director, did not participate in the voting.

Approved by a majority of votes of independent directors who were not related parties to the transaction.

IT WAS RESOLVED AS FOLLOWS:

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Representatives of JSC Russian Grids on the boards of directors of the subsidiaries and dependent companies listed in Appendix 8 hereto with respect to the issues connected with the agendas of the general meetings of shareholders of the subsidiaries and dependent companies shall be instructed to vote “For” the approval of the following agendas of the general meetings of shareholders of the subsidiaries and dependent companies:

- Early termination of the powers of the members of the Board of Directors of the Company;

- Election of members of the Board of Directors of the Company;

- Early termination of the powers of the members of the Internal Audit Commission of the Company;

- Election of members of the Internal Audit Commission of the Company.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, E. B. Titova, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. Remes voted “Against.”

E. Ferlenghi “Abstained.”

Approved by a majority of votes. 551

7. Review of the report on the conducted public technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies.

IT WAS RESOLVED AS FOLLOWS:

7.1. Note shall be taken of the report of the Company’s Director General on the conducted public technological and price audit of investment projects of JSC Russian Grids subsidiaries and dependent companies (Appendix 9).

7.2. The Director General of the Company shall be instructed to continue work on the organization of conducting the public technological and price audit of investment projects of the JSC Russian Grids/JSC FGC UES subsidiaries and dependent companies listed in Appendix 10 hereto.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and P. O. Shatsky voted “For.”

D. S. Morozov, V. V. Nikonov, and A. N. Shishkin “Abstained.”

Approved by a majority of votes.

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Ballots attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

Secretary of the Board of Directors

Date of the Minutes of the Meeting: December 16, 2013

552

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M I N U T E S of the Meeting of the Board of Directors

December 27, 2013 No. 142

Moscow

553 The decision of the Board of Directors of JSC Russian Grids was approved by absentee voting (voting by ballot).

G. V. Boos did not participate in the voting.

The meeting had a quorum.

Agenda:

1. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of South, JSC: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the Volgograd office and storage facilities.”

2. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agendas of the meetings of the boards of directors of subsidiaries and dependent companies of JSC Russian Grids “Membership of subsidiaries and dependent companies of JSC

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Russian Grids in the Nonprofit Partnership of Territorial Grid Organizations by means of becoming members.”

3. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of Centre, JSC: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is construction-in-progress facilities intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the office building located at: Russia, Kursk Region, Kursk, ul. Engelsa – Krasnoy Armii.”

4. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is construction-in-progress facilities intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely Site 30/35, address: Khanty-Mansijsk Autonomous District – Yugra, Nizhnevartovsk District, Izluchinsk, Nizhnevartovskaya TPP Industrial Site.”

5. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of North-West: “Tentative 554 approval of the decision on the termination of the Company’s holding a stake in OAO Lesnaya Skazka by means of transferring title to a stake (97.96%) in the authorized capital.”

6. Approval of simultaneous occupation by a member of the Management Board of JSC Russian Grids of positions with the management bodies of other entities.

7. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of OAO VNIPIENERGOPROM Real Estate: “Approval of Addendum No. 3 to Real Property Lease Agreement No. KzF 1/410/10 of January 17, 2011, to be entered into by and between OAO VNIPIENERGOPROM Real Estate and ZAO TANDER, which is a major transaction.”

8. Approval of a restated version of the Anti-Corruption Policy of JSC Russian Grids and its implementation by subsidiaries and dependent companies of JSC Russian Grids.

9. Approval of the property lease agreement to be entered into by and between JSC Russian Grids and JSC FGC UES, which is a related party transaction.

10. Approval of the adjusted JSC Russian Grids Budget for 2013.

11. Approval of the agreement for fee-based technical supervision services between JSC Russian Grids and JSC FGC UES, which is a related party transaction.

12. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of South, JSC: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the 424

nonresidential premises with a total area of 3,393.8 square meters located at: Rostov Region, Rostov-on-Don, Leninsky District, per. Semashko, 48.”

13. Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 3rd quarter and 9 months of 2013.

14. Approval of the Meeting Plan of the Board of Directors of JSC Russian Grids.

15. Implementation of measures specified in the Road Map “Expanding Access of Small and Medium-Sized Businesses to Purchases of Infrastructural Monopolies and Government-Linked Companies” approved by Ordinance of the Government of the Russian Federation No. 867-r of May 29, 2013.

16. Approval of the Model Standard for the Public Technological and Price Audit of Investment Projects of Subsidiaries and Dependent Companies of JSC Russian Grids.

17. Review of the adjusted consolidated investment program of JSC Russian Grids for 2013– 2018, including 2014.

18. Functioning (operation) of power facilities, including an analysis of power supply risks affecting Olympic Games facilities within the responsibility of JSC Russian Grids.

19. Certificates of preparedness for the 2013/14 heat deficit period received by subsidiaries and dependent companies of JSC Russian Grids. 555

20. Approval of the services agreement between JSC Russian Grids and JSC FGC UES, which is a related party transaction.

21. Characteristics of formulating the business plans of subsidiaries and dependent companies of JSC Russian Grids for 2014–2018 and the JSC Russian Grids Budget for 2014.

22. Priorities established for JSC Russian Grids’s activities: the implementation of the Action Plan (Road Map) “Enhancing the Affordability of the Power Infrastructure” approved by Ordinance of the Government of the Russian Federation No. 1144-r of June 30, 2012.

IT WAS RESOLVED AS FOLLOWS:

1.1. Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of South, JSC: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the property that is capital assets intended for use other than 425

ROSSETI ANNUAL REPORT 2013

the generation, transmission, dispatching, and distribution of electricity and heat, namely the Volgograd office and storage facilities located at: Volgograd Region, Volgograd, prospekt Volzhsky, 2a,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following material terms and conditions:

- composition of the transferred property located at: Volgograd Region, Volgograd, prospekt Volzhsky, 2a: contained in Appendix 1 hereto;

- book (residual) value of the transferred property as at June 30, 2013: sixteen million, ninety- two thousand, one hundred ninety-four (16,092,194) rubles and 23 kopecks;

- transfer method: sale at a public auction;

- starting price: fifty-four million, one hundred thirty-seven thousand, two hundred twenty (54,137,220) rubles and 00 kopecks, inclusive of VAT (18%), as determined in accordance with Report No. 13-04-03-01/904 prepared by an independent appraiser, OOO FIKON;

- payment procedure (period) for the property: before the transfer of title to the property, within fifteen (15) business days after the execution by the parties of the purchase and sale agreement, by bank transfer by the Buyer into the Seller’s settlement account.

1.2. The property specified in paragraph 1.1 hereof shall be caused to be sold in accordance with 556 the procedure and methods set forth in the Regulations for Selling Noncore Assets of IDGC of South, JSC approved by the decision of IDGC of South, JSC’s Board of Directors on November 28, 2008 (Minutes of the Meeting No. 20/2008 of December 1, 2008).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, D. S. Morozov, A. Ye. Murov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and P. O. Shatsky voted “For.”

V. M. Kravchenko voted “Against.”

V. V. Nikonov and A. N. Shishkin “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item “Membership of the Company in the Nonprofit Partnership of Territorial Grid Organizations by means of becoming a member,” representatives of JSC Russian Grids on

426

the boards of directors of subsidiaries and dependent companies of JSC Russian Grids specified in Appendix 2 hereto shall be instructed to vote “For” the following decision:

The membership of subsidiaries and dependent companies of JSC Russian Grids (as listed) in the Nonprofit Partnership of Territorial Grid Organizations (hereinafter, “NP TGO”) by means of becoming members shall be approved subject to the following terms and conditions:

- admission (lump-sum) fee: three hundred thousand (300,000) rubles;

- current (regular) membership fees: one hundred thousand (100,000) rubles per quarter;

- payment method for the admission (lump-sum) fee and current (regular) membership fees: cash;

- payment procedure and deadline for the admission (lump-sum) fee: not later than ten (10) calendar days after receipt of the written notice of admission to NP TGO;

- payment procedure and deadlines for current (regular) membership fees: on a quarterly basis not later than the 20th day of the first month in the quarter for which a current (regular) membership fee is payable;

- payment amounts and procedure for subsequent current (regular) membership fees: as determined by the General Meeting of Members of NP TGO. 557 S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of Centre, JSC: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is construction-in-progress facilities intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the office building located at: Russia, Kursk Region, Kursk, ul. Engelsa – Krasnoy Armii,” representatives of JSC Russian Grids shall be instructed to vote “For” the approval of

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the Company’s entering into the transaction subject to the following material terms and conditions:

- transferred property: construction-in-progress facilities, namely the office building located at: Russia, Kursk Region, Kursk, ul. Engelsa – Krasnoy Armii, inventory number: 33593, 46:29:102251:0025:38:401:002:000335930, 38:401:002:000335930, letter designation: A, cadastral number: 46:29:102241:349;

- book value of the transferred property as at June 30, 2013: two hundred nineteen million, two hundred thirty-eight thousand, forty-six (219,238,046) rubles and 87 kopecks;

- property transfer method: sale at a public auction;

- starting price: two hundred seventy-nine million, seventy thousand (279,070,000) rubles and 00 kopecks (inclusive of VAT) as determined in accordance with Report No. N-15810/13 prepared by an independent appraiser, OOO LAIR;

- payment procedure (period) for the property: before the transfer of title to the property, within fourteen (14) banking days after the date of execution by the parties of the purchase and sale agreement, by bank transfer by the Buyer into the Seller’s settlement account.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and P. O. Shatsky voted 558 “For.”

V. V. Nikonov and A. N. Shishkin “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of JSC Tyumenenergo: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is construction-in-progress facilities intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely Site 30/35, address: Khanty-Mansijsk Autonomous District – Yugra, Nizhnevartovsk District, Izluchinsk, Nizhnevartovskaya TPP Industrial Site,” representatives of

428

JSC Russian Grids shall be instructed to vote “For” the approval of the decision subject to the following material terms and conditions:

- transferred property: construction-in-progress facilities, namely Site 30/35, designated purpose: construction-in-progress facilities, built-up area: 1,457.8 square meters, degree of completion: 65%, letter designation: A, address: Khanty-Mansijsk Autonomous District – Yugra, Nizhnevartovsk District, Izluchinsk, Nizhnevartovskaya TPP Industrial Site;

- book value of the transferred property as at May 1, 2013: four million, five hundred eighty-six thousand, three hundred fifteen (4,586,315) rubles and 00 kopecks;

- property transfer method: through entering into a purchase and sale agreement;

- buyer: ZAO Nizhnevartovskaya TPP;

- market value of the transferred property as determined by an independent appraiser, OOO Distan (Market Value Appraisal Report No. 38-N-40/05-13): 5,472,000 (Five million four hundred seventy two thousand) rubles and 00 kopecks, inclusive of VAT;

- selling price: equal to the market value of the transferred property;

- payment procedure (period) for the transferred property: before the transfer of title to the property, within thirty (30) business days after the date of execution by the parties of the property purchase and sale agreement, by bank transfer into the seller’s settlement account. 559

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

V. M. Kravchenko voted “Against.”

Approved by a majority of votes.

5. Defining of the position of JSC Russian Grids (representatives of JSC Russian Grids) on the item on the agenda of the meeting of the Board of Directors of IDGC of North-West: “Tentative approval of the decision on the termination of the Company’s holding a stake in OAO Lesnaya Skazka by means of transferring title to a stake (97.96%) in the authorized capital.”

IT WAS RESOLVED AS FOLLOWS:

5.1. Concerning the item: “Tentative approval of the decision on the termination of the Company’s holding a stake in OAO Lesnaya Skazka by means of transferring title to a stake (97.96%) in the authorized capital,” representatives of JSC Russian Grids on the Board of Directors of IDGC of North-West shall be instructed to vote “For” the following decision:

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The decision on the termination of the Company’s holding a stake in OAO Lesnaya Skazka by means of transferring title to a stake in the authorized capital shall be approved subject to the following material terms and conditions:

- category, type, par value, and quantity of transferred shares in OAO Lesnaya Skazka (hereinafter, the “shares”) and their percentage of the authorized capital: twenty-seven thousand, eight hundred forty (27,840) registered ordinary shares, each with a par value of four hundred eighty-seven (487) rubles, or 97.96% of the authorized capital of OAO Lesnaya Skazka;

- book value of the transferred stake as at January 1, 2013: fourteen million, nine hundred eight thousand, eight hundred twenty-three (14,908,823) rubles;

- transfer method: sale of the stake at an auction;

- ask price (starting price): equal to the market value as determined by an independent appraiser;

- market value of the transferred property as determined by an independent appraiser (OOO LAIR Report No. A-15864/13 of October 10, 2013): eighty-three million (83,000,000) rubles, exempt from VAT;

- payment procedure (period): cash, before the transfer of title, but not later than 14 days after the date of execution of the purchase and sale agreement.

560 5.2. The stake (97.96%) in the authorized capital of OAO Lesnaya Skazka shall be caused to be transferred in accordance with the procedure and methods set forth in the Regulations for Selling Noncore Assets of IDGC of North-West approved by the decision of the Company’s Board of Directors on December 17, 2008 (Minutes of the Meeting No. 38/6).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and P. O. Shatsky voted “For.”

V. V. Nikonov and A. N. Shishkin “Abstained.”

Approved by a majority of votes.

6. Approval of simultaneous occupation by a member of the Management Board of JSC Russian Grids of positions with the management bodies of other entities.

IT WAS RESOLVED AS FOLLOWS:

Simultaneous occupation by Roman Nikolaevich Berdnikov, First Deputy Director General for Technical Policy of JSC Russian Grids and a member of the Management Board of JSC Russian Grids, of the position of Chairman of the Supervisory Board of the Nonprofit Partnership of Territorial Grid Organizations shall be approved.

430

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

Concerning the item on the agenda of the meeting of the Board of Directors of OAO VNIPIENERGOPROM Real Estate: “Approval of Addendum No. 3 to Real Property Lease Agreement No. KzF 1/410/10 of January 17, 2011, to be entered into by and between OAO VNIPIENERGOPROM Real Estate and ZAO TANDER, which is a major transaction,” representatives of JSC Russian Grids shall be instructed to vote “For” the following decision: 561 Addendum No. 3 to Real Property Lease Agreement No. KzF 1/410/10 of January 17, 2011, to be entered into by and between OAO VNIPIENERGOPROM Real Estate and ZAO TANDER, which is a major transaction, shall be approved subject to the following material terms and conditions:

Parties to the addendum:

OAO VNIPIENERGOPROM Real Estate as the Landlord;

ZAO TANDER as the Tenant.

Subject matter of the addendum:

The parties agree to amend the Agreement in accordance with Appendix 3 hereto:

The following subparagraph shall be added to paragraph 4.2.1 of the Agreement: “Starting from January 1, 2013, the fixed part of the rent is two hundred twenty-six thousand, eight hundred forty (226,840) rubles and 00 kopecks, inclusive of 18% VAT of thirty-four thousand, six hundred two (34,602) rubles and 71 kopecks.”

Paragraph 4.2.2 of the Agreement shall be amended to read as follows: “4.2.2. The fixed part of the rent shall be paid on a monthly basis by bank transfer into the Landlord’s settlement account not later than the 10th day of the month for which payment is made. The advance payment is two hundred twenty-six thousand, eight hundred forty (226,840) rubles and 00 kopecks, inclusive of 18% VAT of thirty-four thousand, six hundred two (34,602) rubles and 71 kopecks, and shall be deemed to be the rent for the last month of the term of this Agreement.”

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Paragraph 4.3.4 of the Agreement shall be amended to read as follows: “4.3.4. The Landlord shall make available to the Tenant the documents confirming that the calculated variable part of the rent is true. The Landlord shall be obligated to provide the Tenant with an acceptance certificate, a VAT invoice, and copies of supporting primary documents issued by suppliers to the Landlord for the most recent past month before the 30th day of the current month. The variable part of the rent shall be paid by the Tenant within ten (10) calendar days after the receipt of the acceptance certificate.”

In all matters not covered by the addendum, the relationship between the parties is governed by the terms and conditions of the Agreement.

Price of the addendum:

The monthly fixed part of the rent is two hundred twenty-six thousand, eight hundred forty (226,840) rubles and 00 kopecks, inclusive of 18% VAT of thirty-four thousand, six hundred two (34,602) rubles and 71 kopecks.

Term of the addendum:

The addendum becomes effective as of its state registration and retroactively applies to the relationship between the parties that came into existence on January 1, 2013.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, 562 A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

Approved unanimously.

8. Approval of a restated version of the Anti-Corruption Policy of JSC Russian Grids and its implementation by subsidiaries and dependent companies of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

8.1. A restated version of the Company’s internal document “Anti-Corruption Policy of JSC Russian Grids” shall be approved in accordance with Appendix 4 hereto.

8.2. The Company’s Anti-Corruption Policy approved by the decision adopted by the Board of Directors of the Company on November 29, 2012, (Minutes of the Meeting No. 101 of November 30, 2012) as an annex to the Company’s Code of Corporate Ethics shall be deemed to cease to be effective as of the date of this decision.

Approved unanimously.

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9. Approval of the property lease agreement to be entered into by and between JSC Russian Grids and JSC FGC UES, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

9.1. The price of the property lease agreement to be entered into by and between JSC Russian Grids and JSC FGC UES, which is a related party transaction, shall include:

- fixed rent;

- variable rent.

The fixed rent includes payment for the leased nonresidential premises and parking spaces in the Level 1 parking lot and in the outdoor visitor parking lot and is twenty-one million, eight hundred three thousand, three hundred seventeen (21,803,317) rubles and 19 kopecks per month, inclusive of VAT of three million, three hundred twenty-five thousand, nine hundred twenty- nine (3,325,929) rubles and 74 kopecks.

The variable rent includes payment for the use of the movable property, utility services and electricity, cleaning of the leased property, telecommunications services, maintenance of utility systems and firefighting systems, security guard and access control services, lighting of the leased property (facade and street lighting, including consumables), site improvements, 563 transportation services (including share taxi services), other general work and services (including running repairs), and repairs requested by the Tenant.

The amount of the rent for the use of the movable property that is included in the variable rent is based on the original value of the leased movable property and on the useful life and is not in excess of four million, seven hundred seventy-five thousand, nine hundred ninety-six (4,775,996) rubles and 27 kopecks per month, inclusive of VAT of seven hundred twenty-eight thousand, five hundred forty-one (728,541) rubles and 80 kopecks.

The variable rent for utility services and electricity, cleaning of the leased property, telecommunications services, maintenance of utility systems and firefighting systems, security guard and access control services, lighting of the leased property (facade and street lighting, including consumables), site improvements, transportation services (including share taxi services), other general work and services (including running repairs), and repairs requested by the Tenant is set in accordance with the Moscow tariff rates and the existing service contracts and is calculated in proportion to the occupied area and the number of the used parking spaces in the outdoor visitor parking lot or, as separately invoiced, for the services provided.

The total price of the property lease agreement shall not be two or more percent of the book value of the Company’s assets according to its accounting statements as of the latest balance sheet date prior to the approval of the agreement.

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9.2. The property lease agreement (hereinafter, the “Agreement”) to be entered into by and between JSC Russian Grids and JSC FGC UES, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC FGC UES as the Landlord.

JSC Russian Grids as the Tenant.

Subject matter of the Agreement:

The Landlord agrees to provide the following movable and real property (hereinafter, the “Property”) for the Tenant’s temporary possession and use under a delivery and acceptance certificate for valuable consideration:

nonresidential premises with a total area of 15,391.57 square meters located in Block A of the multifunctional public center at: Moscow, ul. Belovezhskaya, 4;

nonresidential premises with a total area of 36.93 square meters jointly used by the parties and located in Block A of the multifunctional public center at: Moscow, ul. Belovezhskaya, 4;

parking spaces with a total area of 2,973.16 square meters in the Level 1 parking lot in Block A 564 of the multifunctional public center at: Moscow, ul. Belovezhskaya, 4; 80 parking spaces in the outdoor visitor parking lot of the multifunctional public center at: Moscow, ul. Belovezhskaya, 4;

movable property.

Price of the Agreement:

The Tenant agrees to make the following payments in accordance with the procedure set forth in the Agreement:

- fixed rent;

- variable rent.

The variable rent includes payment for the use of the movable property, utility services and electricity, cleaning of the leased property, telecommunications services, maintenance of utility systems and firefighting systems, security guard and access control services, lighting of the leased property (facade and street lighting, including consumables), site improvements, transportation services (including share taxi services), other general work and services (including running repairs), and repairs requested by the Tenant.

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Term of the Agreement:

The Agreement becomes effective as of its execution by the parties.

The term of the Agreement is eleven (11) months. The terms and conditions of the Agreement in relation to the specific Property apply to the relationship between the parties as of the signature of the delivery and acceptance certificates pertaining to the relevant Property. 565 The Agreement is deemed to be renewed each time upon the same terms and conditions unless either party notifies the other party in writing of its refusal to renew the Agreement at least sixty (60) calendar days prior to its expiration.

S. O. Ashirov, B. I. Ayuyev, D. S. Morozov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. I. Shmatko, V. M. Kravchenko, and E. Ferlenghi, deemed to be related parties to the transaction, and O. M. Budargin and A. Ye. Murov, deemed to be related parties to the transaction and failing to be independent directors, did not participate in the voting.

Approved unanimously by independent directors who were not related parties to the transaction.

10. Approval of the adjusted JSC Russian Grids Budget for 2013.

IT WAS RESOLVED AS FOLLOWS:

The adjusted JSC Russian Grids Budget for 2013 shall be approved (Appendix 5).

S. I. Shmatko, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, S. Remes, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

S. O. Ashirov, D. S. Morozov, M. V. Ochirova, and E. B. Titova “Abstained.”

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Approved by a majority of votes.

11. Approval of the agreement for fee-based technical supervision services between JSC Russian Grids and JSC FGC UES, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

11.1. The price of the services provided by JSC Russian Grids under the agreement for fee-based technical supervision services between JSC Russian Grids and JSC FGC UES, which is a related party transaction, (hereinafter, the “Agreement”) in 2014 shall be one hundred fifty-three million (153,000,000) rubles and 00 kopecks, plus 18% VAT of twenty-seven million, five hundred forty thousand (27,540,000) rubles and 00 kopecks.

The price of the services provided by JSC FGC UES for JSC Russian Grids under the Agreement in 2014 shall be nine million, five hundred seventy-five thousand, five hundred thirty-two (9,575,532) rubles and 12 kopecks, inclusive of 18% VAT of one million, four hundred sixty thousand, six hundred seventy-four (1,460,674) rubles and 44 kopecks.

The total price of the services under the Agreement shall not be 2 or more percent of the book 566 value of JSC Russian Grids’s assets according to its accounting statements as of the latest balance sheet date.

11.2. The Agreement, which is a related party transaction, shall be approved subject to the following material terms and conditions:

Parties to the Agreement:

JSC FGC UES as the Customer;

JSC Russian Grids as the Contractor.

Subject matter of the Agreement:

The Customer engages the Contractor, and the Contractor agrees, to exercise technical supervision of electric grid facilities related to the Customer’s electricity transmission grids, and the Customer agrees to accept and pay for such services.

The total period of the services provided under the Agreement is from January 1, 2014, to and including December 31, 2014.

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Price of the Agreement:

The price of the Contractor’s services under the Agreement in 2014 is one hundred eighty million, five hundred forty thousand (180,540,000) rubles and 00 kopecks, inclusive of 18% VAT of twenty-seven million, five hundred forty thousand (27,540,000) rubles and 00 kopecks.

The price of the Customer’s services provided for the Contractor under the Agreement in 2014 is nine million, five hundred seventy-five thousand, five hundred thirty-two (9,575,532) rubles and 12 kopecks, inclusive of 18% VAT of one million, four hundred sixty thousand, six hundred seventy-four (1,460,674) rubles and 44 kopecks.

Term of the Agreement:

B. I. Ayuyev, V. V. Nikonov, S. Remes, E. B. Titova, and A. N. Shishkin voted “For.”

S. O. Ashirov, D. S. Morozov, M. V. Ochirova, and P. O. Shatsky “Abstained.”

Approved by a majority of votes of independent directors who were not related parties to the transaction.

IT WAS RESOLVED AS FOLLOWS:

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ROSSETI ANNUAL REPORT 2013

12.1. Concerning the item on the agenda of the meeting of the Board of Directors of IDGC of South, JSC: “Tentative approval of the decision on the Company’s entering into a transaction associated with transferring title to the real property that is capital assets intended for use other than the generation, transmission, dispatching, and distribution of electricity and heat, namely the nonresidential premises with a total area of 3,393.8 square meters located at: Rostov Region, Rostov-on-Don, Leninsky District, per. Semashko, 48,” representatives of JSC Russian Grids on the Board of Directors of IDGC of South, JSC shall be instructed to vote “For” the approval of the Company’s entering into the transaction subject to the following material terms and conditions:

- composition of the transferred property: contained in Appendix 6 hereto;

- book (residual) value of the transferred property as at June 30, 2013: thirty-three million, two hundred forty-eight thousand, four hundred forty-four (33,248,444) rubles and 00 kopecks;

- property transfer method: as a single lot at a public auction with a selling agent engaged;

- starting price: one hundred thirty-six million, six hundred thousand (136,600,000) rubles and 00 kopecks, exclusive of VAT, as determined in accordance with Report No. 08/13-KR of October 8, 2013, prepared by an independent appraiser, OOO ALFA Consult;

- payment procedure (period) for the property: before the transfer of title to the property, within 568 fifteen (15) business days after the execution by the parties of the purchase and sale agreement, by bank transfer by the Buyer into the Seller’s settlement account.

12.2. The property specified in paragraph 14.1 hereof shall be caused to be sold in accordance with the procedure and methods set forth in the Regulations for Selling Noncore Assets of IDGC of South, JSC approved by the decision of IDGC of South, JSC’s Board of Directors on November 28, 2008 (Minutes of the Meeting No. 20/2008 of December 1, 2008).

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, D. S. Morozov, A. Ye. Murov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, and P. O. Shatsky voted “For.”

V. M. Kravchenko voted “Against.”

V. V. Nikonov and A. N. Shishkin “Abstained.”

Approved by a majority of votes.

13. Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 3rd quarter and 9 months of 2013.

IT WAS RESOLVED AS FOLLOWS:

13.1. Note shall be taken of the submitted documents related to the report on the implementation of the consolidated investment program of JSC Russian Grids for the 3rd quarter and 9 months of 2013 in accordance with Appendix 7 hereto. 438

13.2. The Director General of JSC Russian Grids shall be instructed to submit to the next in- person meeting of the Company’s Board of Directors the agenda item “Review of the report on the implementation of the consolidated investment program of JSC Russian Grids for the 3rd quarter and 9 months of 2013.”

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

D. S. Morozov and M. V. Ochirova “Abstained.”

Approved by a majority of votes.

14. Approval of the Meeting Plan of the Board of Directors of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

14.1. The Meeting Plan of the Board of Directors of JSC Russian Grids for the period until the Annual General Meeting of Shareholders of JSC Russian Grids shall be approved in accordance with Appendix 8 hereto. 569 14.2. If any additional proposals are received from members of the Board of Directors of JSC Russian Grids with respect to the inclusion of issues in the Meeting Plan of the Company’s Board of Directors, such proposals shall be considered at the next in-person meeting of the Company’s Board of Directors.

Approved unanimously.

IT WAS RESOLVED AS FOLLOWS:

15.1. The Director General of JSC Russian Grids shall be instructed to:

15.1.1. Ensure within 45 days:

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ROSSETI ANNUAL REPORT 2013

15.1.1.1. Formation of the consultative body responsible for the public audit of procurement efficiency, including with respect to the use of advanced technological solutions, (hereinafter, the “Consultative Body”) with obligatorily making it possible to include in the Consultative Body representatives of public associations of small and medium-sized businesses (including associations in the area of procurement), sectoral scientific and educational institutions, and technological platforms;

15.1.1.2. Development of the regulations for the Consultative Body, specifying the procedure for its formation and work and ensuring efficient interaction between the customer and small and medium-sized businesses, with proprietary information and national security information to be protected, as recommended by the Ministry of Economic Development of the Russian Federation;

15.1.1.3. Development of pilot programs for partnership between the Company and small and medium-sized businesses, ensuring their timely introduction and implementation;

15.1.1.4. Creation of the “one-stop” system for introducing innovative products and R&D results of small and medium-sized businesses and for the mutual transfer of technologies;

15.1.1.5. Maximal transparency of the Consultative Body’s work;

15.1.1.6. Formation of the relevant section in the Company’s Annual Report with respect to the 570 customer’s procurement efficiency, including in relation to purchases from small and medium- sized businesses;

15.1.1.7. Development with the involvement of the Consultative Body, approval, and implementation of the regulations for the procedure and rules for introducing innovative solutions into the customer’s activities;

15.1.1.8. Development and implementation of an obligatory efficiency criterion for the Company’s management, namely the share of purchases from small and medium-sized businesses, including purchases of innovative goods (work, services) and R&D results (hereinafter, the “share of purchases”). The share of purchases shall be based on the statistics collected by the customer on a quarterly basis about the participation of small and medium-sized businesses in the customer’s procurement, including purchases of innovative goods (work, services) and R&D results. In this connection, systematic measures shall be developed to provide incentives (penalties) for meeting (failing to meet) the above-mentioned efficiency criterion for management (linked to the Company’s financial efficiency);

15.1.1.9. Inclusion the following obligatory parameters describing the Company’s innovative development in the efficiency criteria for the Company’s management:

15.1.1.9.1. Workforce productivity increased by at least 5 percent per year, with the industry’s average indicators of foreign peers to be attained by 2018;

15.1.1.9.2. At least 5 percent saving of energy resources, with the industry’s average indicators of foreign peers to be attained by 2018;

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15.1.1.9.3. Environmental friendliness of products and work at a level not lower than that of peers;

15.1.1.10. Submission for consideration by the Company’s Central Procurement Body of the issue related to prescribing the following particularities of procurement procedures involving small and medium-sized businesses:

15.1.1.10.1. the right obligatorily granted to small and medium-sized businesses to choose for a bid bond between bank guarantees and cash security, as well as the introduction of additional bid bond conditions (in addition to bank guarantees and cash security), granting small and medium- sized businesses the right to choose bid bond conditions;

15.1.1.10.2. the obligatory return of bid bonds to all bidders that are small and medium-sized businesses, except for the bidders taking first place and second place according to the bidding results, within 7 business days after the date when the bidding results become known;

15.1.1.10.3. the obligatory return of bid bonds to the small and medium-sized businesses taking first place and second place according to the bidding results within 7 business days after the signing of a contract;

15.1.1.10.4. the obligation assumed with respect to limiting the period from the date when the bidding results become known to the signing of contracts with small and medium-sized businesses (at most 20 business days); 571

15.1.1.10.5. the obligation assumed by the customer with respect to the maximum period of at most 10 business days for payment for completed work after the signing of closing documents in the case of contracts whereby the contractors are small and medium-sized businesses and of at most 10 business days after the fulfillment of the obligations secured by deferred payment in the case of contracts providing for deferred payment as security for the supplier’s obligations;

15.1.1.10.6. the possibility of ensuring the assignment of contracts with small and medium-sized businesses to financial and credit institutions.

15.1.2. Ensure the following share of purchases made electronically in the total annual public competitive purchases:

- at least 40% in 2014;

- at least 45% in 2015;

- at least 50% in 2016;

- at least 60% in 2017;

- at least 70% in 2018.

15.1.3. The procurement regulations and other orders that govern procurement shall contain the harmonization and standardization of procurement documents and, in prescribing the particularities of procurement procedures involving small and medium-sized businesses, shall provide for the obligations with respect to the including in purchases innovative products

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replacing conventional products in the quantities of at least 20% of the annual volume of purchased types of standard products that may be replaced with innovative products that are developed by small and medium-sized businesses and have passed the evaluation of conformity as to safety and reliability in accordance with the Company’s internal documents and subject to the following conditions:

- if there are no innovative bids, standard products are purchased as part of procurement procedures, which shall be stated in procurement documents;

- information on the plans to form lots for the purchase of innovative products replacing conventional products shall be publicly available on the Company’s website and on the federal website for the support and development of small and medium-sized businesses in the Russian Federation.

15.1.4. Develop techniques for determining the life cycle of purchased goods, work, and services.

15.1.5. Develop and introduce into procurement procedures the criterion for assessing and comparing bids “value of the life cycle of a product or the result of work,” making it possible to enter into a life cycle agreement according to the procurement results in accordance with the Company’s regulations and orders.

572 15.2.1. Organize work to prepare standard internal documents (regulations and bylaws) for subsidiaries and dependent companies of JSC Russian Grids, aiming to carry out the measures contained in the Road Map “Expanding Access of Small and Medium-Sized Businesses to Purchases of Infrastructural Monopolies and Government-Linked Companies.”

15.2.2. Ensure that the management bodies of the subsidiaries and dependent companies of JSC Russian Grids listed in Appendix 9 hereto approve the internal documents of the subsidiaries and dependent companies based on standard regulations and bylaws.

Deadline: within 30 business days after the implementation of the instructions specified in paragraph 17.1 hereof is completed.

Approved unanimously.

16. Approval of the Model Standard for the Public Technological and Price Audit of Investment Projects of Subsidiaries and Dependent Companies of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

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16.1. Note shall be taken of the draft of the Model Standard for the Public Technological and Price Audit of Investment Projects of Subsidiaries and Dependent Companies of JSC Russian Grids in accordance with Appendix 10 hereto.

16.2. At an in-person meeting, the Strategy Committee of the Board of Directors of JSC Russian Grids shall review the draft of the Model Standard for the Public Technological and Price Audit of Investment Projects of Subsidiaries and Dependent Companies of JSC Russian Grids.

Deadline: before January 31, 2014.

16.3. The next in-person meeting of the Board of Directors of JSC Russian Grids shall review the draft of the Model Standard for the Public Technological and Price Audit of Investment Projects of Subsidiaries and Dependent Companies of JSC Russian Grids.

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, D. S. Morozov, A. Ye. Murov, V. V. Nikonov, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

M. V. Ochirova “Abstained.”

Approved by a majority of votes.

573 17. Review of the adjusted consolidated investment program of JSC Russian Grids for 2013– 2018, including 2014.

IT WAS RESOLVED AS FOLLOWS:

17.1. Note shall be taken of information about completed work under the adjusted consolidated investment program of JSC Russian Grids for 2013 by subsidiary and dependent company of JSC Russian Grids in accordance with the applicable laws of the Russian Federation (Appendix 11).

17.2. Note shall be taken of the draft of the consolidated investment program of JSC Russian Grids for 2014–2018 (Appendix 12).

17.3. The Director General of the Company shall be instructed to organize the approval of the drafts of the investment programs of subsidiaries and dependent companies of JSC Russian Grids for the period until 2018 by Russian authorized executive agencies in accordance with the requirements of the Government of the Russian Federation (No. 977 of December 1, 2009) in the conditions where electricity distribution tariffs will be maintained for 2014 at the 2013 level and the growth of tariffs will be limited by the inflation rate in 2015 and 2016.

17.4. The Director General of JSC Russian Grids shall be instructed to submit to the next in- person meeting of the Company’s Board of Directors the agenda item “Review of the adjusted consolidated investment program of JSC Russian Grids for 2013–2018, including 2014.”

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S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

D. S. Morozov and M. V. Ochirova “Abstained.”

Approved by a majority of votes.

18. Functioning (operation) of power facilities, including an analysis of power supply risks affecting Olympic Games facilities within the responsibility of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

18.1. Note shall be taken of the report of the Company’s Director General on organizing the operation of electric grid facilities in the Sochi power district during preparations for the XXII Olympic Winter Games and the XI Paralympic Winter Games in Sochi in 2014 in accordance with Appendix 13 hereto.

18.2. Preparing electric grid facilities of JSC Russian Grids subsidiaries, Kubanenergo and JSC 574 FGC UES, in the Sochi power district for operation during the XXII Olympic Winter Games and the XI Paralympic Winter Games in Sochi in 2014 shall be deemed satisfactory.

18.3. Director General of JSC Russian Grids O. M. Budargin shall ensure the reliable operation of electric grid facilities in the Sochi power district, Krasnodar Territory, within the responsibility of subsidiaries and dependent companies of JSC Russian Grids during the Olympic Winter Games and the Paralympic Winter Games in 2014.

S. I. Shmatko, S. O. Ashirov, O. M. Budargin, A. Ye. Murov, V. V. Nikonov, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

B. I. Ayuyev and S. Remes voted “Against.”

V. M. Kravchenko, D. S. Morozov, and M. V. Ochirova “Abstained.”

Approved by a majority of votes.

19. Certificates of preparedness for the 2013/14 heat deficit period received by subsidiaries and dependent companies of JSC Russian Grids.

IT WAS RESOLVED AS FOLLOWS:

Note shall be taken of information about certificates of preparedness for the 2013/14 heat deficit period received by subsidiaries and dependent companies of JSC Russian Grids in accordance with Appendix 14. 444

S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. B. Titova, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

D. S. Morozov “Abstained.”

Approved by a majority of votes.

20. Approval of the services agreement between JSC Russian Grids and JSC FGC UES, which is a related party transaction.

IT WAS RESOLVED AS FOLLOWS:

20.1. The price of the services provided by JSC Russian Grids under the services agreement between JSC Russian Grids and JSC FGC UES, which is a related party transaction, for one billing period shall be forty million, one hundred sixty-six thousand, six hundred sixty-seven (40,166,667) rubles and 00 kopecks, plus VAT (18%) of seven million, two hundred thirty thousand (7,230,000) rubles and 06 kopecks. The billing period shall be the calendar month of the services provided. 575 The price of the services provided by JSC Russian Grids under the services agreement shall not be 2 or more percent of the book value of JSC Russian Grids’s assets according to its accounting statements as of the latest balance sheet date.

20.2. The services agreement between JSC Russian Grids and JSC FGC UES, which is a related party transaction, shall be approved subject to the following terms and conditions:

Parties to the agreement:

- JSC Russian Grids, hereinafter referred to as the “Contractor”;

- JSC FGC UES, hereinafter referred to as the “Customer.”

Subject matter of the agreement: the Contractor agrees to provide the Customer with services in relation to organizing the operation of and to developing the electric grid facilities owned by the Customer in accordance with the terms and conditions of the agreement, and the Customer agrees to accept and pay for such services in accordance with the terms and conditions of the agreement.

Price of the agreement: the price of the services provided by the Contractor under the agreement for one billing period is forty million, one hundred sixty-six thousand, six hundred sixty-seven (40,166,667) rubles and 00 kopecks, plus VAT (18%) of seven million, two hundred thirty thousand (7,230,000) rubles and 06 kopecks. The billing period is the calendar month of the services provided.

Term of the agreement: the Agreement becomes effective as of its execution and remains in full force and effect until January 1, 2015, and, as related to payments, until the parties perform all of 445

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their respective obligations thereunder. The terms and conditions of the agreement retroactively apply to the relationship between the parties that came into existence on January 1, 2014.

If neither party notifies the other party in writing at least thirty (30) calendar days prior to the expiration date of the agreement that it does not intend to renew the agreement, then the agreement is automatically renewed and deemed to be extended for the following calendar year upon the same terms and conditions.

B. I. Ayuyev, D. S. Morozov, V. V. Nikonov, S. Remes, E. B. Titova, and A. N. Shishkin voted “For.”

S. O. Ashirov, M. V. Ochirova, and P. O. Shatsky “Abstained.”

Approved by a majority of votes of independent directors who were not related parties to the transaction.

21. Characteristics of formulating the business plans of subsidiaries and dependent companies of 576 JSC Russian Grids for 2014–2018 and the JSC Russian Grids Budget for 2014.

IT WAS RESOLVED AS FOLLOWS:

The limit of the JSC Russian Grids Budget for January 2014 shall be equal to 1/3 of the Company’s Budget for the 4th quarter of 2013 (Appendix 15), except for expenses associated with advisory services and with the exception of provisioning for year-end bonuses.

D. S. Morozov “Abstained.”

Approved by a majority of votes.

IT WAS RESOLVED AS FOLLOWS:

446

22.1. The implementation of the road map as related to ensuring that measures taken in the course of pursuing the road map to reduce the time, stages, and price of network connections are introduced into activities of the subsidiaries and dependent companies that provide electricity distribution services, shall be a priority for the Company’s activities.

22.2. The Director General of the Company shall be instructed to ensure, as part of fine-tuning the webpages (portal) intended for providing grid organizations’ information about the procedure for and places of possible network connections on a map with the possibility of calculating the required capacity and the network connection prices, that: customers are enabled to receive on such webpages information concerning available capacity, make electronic requests in order to evaluate the feasibility of network connections with tracking the progress in processing such requests, and calculate the connection prices in relation to electricity networks rated 10 kV and above.

Deadline: December 30, 2013; customers are enabled to receive on such webpages information concerning available capacity, make electronic requests for network connections, track the progress in processing such requests, and calculate the connection prices.

Deadline: December 30, 2013. 577 S. I. Shmatko, S. O. Ashirov, B. I. Ayuyev, O. M. Budargin, V. M. Kravchenko, A. Ye. Murov, V. V. Nikonov, M. V. Ochirova, S. Remes, E. Ferlenghi, P. O. Shatsky, and A. N. Shishkin voted “For.”

E. B. Titova voted “Against.”

D. S. Morozov “Abstained.”

Approved by a majority of votes.

Ballots attached.

Dissenting opinions by V. M. Kravchenko and S. Remes attached.

S. I. Shmatko

Chairman of the Board of Directors

Yu. V. Goncharov

447

ROSSETI ANNUAL REPORT 2013

Secretary of the Board of Directors

Date of the Minutes of the Meeting: December 30, 2013

578

448

–

449 . f JSC conomic in9 months the

pproved by Resolution by pproved the of

rogram to Renew Cable Lines of 6 of Cable Lines to Renew rogram ider information control information in ider 2012.

Considered Issues Considered the Internal Audit and Risk Management Department of AuditRiskDepartment Management the and Internal

579

adjusted Action Plan to Eliminate the Existing Delay in ImplementingExistingthe Delay adjusted Planto Action Eliminate

Defining of the terms and conditions of a public bidding procedure for the right to right the for procedure bidding public terms the a conditions of and Defining Draft of in financial with the Russian JSCDraft Holding of statements accordance MRSK Review of the action the of plan of Review JSC MRSK Holding for the 2013. of for 1st half JSC Holding MRSK inand economic to the financial (inspection) the resultsaudit relation of the of 2. Review of of activities JSCIDGC Volga, period the for from1, 2009, to January including and 31, 2012. December 1. Review of the action plan to eliminate the existing delay in work on in work Kubanenergo delay existing the to plan eliminate action the of 1. Review theunderProgram Games the of Olympic facilities Construction of the Sites and Sochi as a of Mountain Climate Resort a Development of991 ofRussian Federation No. the December 27, 2007, Government of 2012. the of 2. Review Funds: Budget P from Federal Financed Program the 110 kV in Saint Petersburg. 1. o statements the of audit annual mandatory a to conduct intoagreement the enter for 2013,MRSK theHolding determination including forservicesfee the the of the Auditor. by provided 2. for Standards 2012. Accounting 3. JSC by compliance at aimed measures on implementation report of the the of 1. Review of laws on ins requirements with the MRSK Holding JSC by compliance at aimed measures on implementation report of the the of 1. Review control of laws in information on insider 2012 requirements with the MRSK Holding Review of the results of the audit (inspection) inand e to resultsthe financial (inspection) audit relation of the of the 2. Review of of activities JSCIDGC Volga, period the for from1, 2009, to January including and 31, 2012. December

Meeting Minutes Meeting April 19, 2013; No. April 19, 2013; No. March 29, 2013; No. 39 29, 2013; March Date and Number of and the Number Date January 25, 2013; No. 37 January 25, 2013; February 26, 2013; No. 26, 2013; 38 February

Issues Considered by Committees of the Board of Directors of Russian Grids (MRSK Holding) (MRSK of inGrids Russian 2013 of Board of the Directors Issues by Considered Committees

of Directors Audit Committee Committee of Board the Committee

Issues Considered by Committees of the Board of Directors Russian Grids in 2013 Issues Considered by Committees of the Board ROSSETI ANNUAL REPORT 2013

450 Report of the of Report

. tive authorities

porate porate 2013/14. year dependent companies of companies dependent

inate the Existing Delay in Implementing the Program the in Delay Implementing Existing the inate

Grids and Subsidiaries and Dependent Companies of JSCofCompanies Dependent and Subsidiaries and Grids 110 kV of JSC– 110 kV of LENENERGO. 580

the Deputy Chairman of the Audit Committee of the Board of Directors of Directors of Board Audit the the Committee of Deputy of the Chairman Review of the of Audit the action JSC Review of Control of plan Department and Internal Review ofreportofReview the sole the bodyexecutive JSC of risks of on key Russian Grids Review of the internal auditor’s report on the efficiency of the internal of the internal internal control risk of the and report on the efficiency Review auditor’s 1. Review of the report of the Company’s sole executive body on the organization on the sole of body executive Company’s the reportof the of 1. Review Planthe Action to adjusting Elim of the Auditor nominee a for of JSC1. Consideration Russian Grids. Audit System Management Group Holding MRSK the of 2. Review of Board ofDirectors. Company’s the office administrative 1. and subsidiaries and Grids JSC system of Russian management 2012. JSC for Russian Grids 2. 2012 for companies dependent and subsidiaries JSC and its Russian Grids of 1. Election JSC Russian Grids. JSC of Directors of Board Audit the the Committee of of Secretary the of 2. Election Russian Grids. of the cor Committee the Audit action for 3. Approval plan of the of Audit the action JSC 4. Review of Control of plan Department and Internal 2013. the 2nd for of Russian half Grids Control the Internal and Improving Developing for Strategy of the draft theof Review 5. System of JSC Russian Russian Grids. ofreportGroup’sonRussian the Grids companies the of risk management the 1. Review resort performance their of last functions. supplier of the during 2. 2014. for Russian Grids Russian Grids JSC of companies dependent and subsidiaries by 3. Resultscompliance of ofwith requirements the approvedlegal regulations federal by execu Power of the the Affordability Infrastructure.” toMap the Road pursuant “Enhancing to Renew Cable Lines of of 6 Cable to Renew Lines

May 17, 2013; No. 42 17, 2013; May No. 43 31, 2013; May April 29, 2013; No. 41 April 29, 2013; No. December 13, 2013; 13, 2013; No. December 45 November 14, 2013; No. 44 November

- –

451

f JSC Holding MRSK

on the Clarifying Mechanism of Last diaries diaries Companiesand ofDependent JSC on the findings of monitoring metal products products metal monitoring of findings on the

110 kV of JSC110 kV of LENENERGO.

setting system for the repair of electric equipment. system forof grid repair electric the setting – - 581 subsidiaries dependent ofand JSCcompanies due toHolding MRSK

restated version of the Model Regulations for the Purchase of Goods, of Purchase the for Regulations restated Model the of version

eview of the adjusted Action Plan to Eliminate the Existing Delay in ImplementingExistingthe Delay adjusted the Planto of Action Eliminate eview Review of the report of the Company’s sole executive body on the organization on the sole of body executive Company’s the reportof the of Review Control the Internal and Improving Developing for Strategy of the draft theof Review 1. Subsi and Grids Russian JSC of System Russian Grids. on in work Kubanenergo delay existing the to plan eliminate action the of 1. Review theunderProgram Games the of Olympic facilities Construction of the Sites and Resolution by Sochi the as approved of Mountain Climate Resort a Development of991 ofRussian Federation No. the December 27, 2007, inGovernment 9 months the 2012. of 2. R 6 of Cable Lines to Renew Funds: Budget Program from Federal Financed Program the 110 kV in Saint Petersburg. bodyexecutive sole the of 1. Report in 2012. subsidiaries by companies dependent of JSC and purchased Holding MRSK termination the last lostof mile of 1. measures agreements, to Implications reduce affecting income medium small and for on tariffs consumption,impact their and electricity interrupted sized businesses. o investment program of consolidated the draft the of 1. Review 2013 – 2018. for 2. the Program in Delay Implementing the Existing Planthe Action to adjusting Eliminate of 6 Cable to Renew Lines Comprehensivereport the Annual of the implementation of on the 1. Review of the 2012. and Program of for 2012 4th quarter for JSCProcurement Holding MRSK theof 1. Draft Concept the Policy of Information andMileAgreements the of Their Termination Implications for Civilof Institutions Society. the of rate 1. Improvement a of 2. Review Grids. JSC dependent of forand companies subsidiaries Services Russian Work, and

20, 2013; No. 20, 2013; 27 No. 21, 2013; 28 25, 2013; No. 26 25, 2013; 11, 2013; No. 29 11, 2013; No. 30 28, 2013; 16, 2013; No. 31 16, 2013; No. 32 29, 2013; April April March March January February February December 30, 2013; 30, 2013; No. December 46

Policy, Reliability, Policy, Investment, Technical Technical Investment, Innovation Committee Energy Efficiency, andEnergy

ROSSETI ANNUAL REPORT 2013

452 the Mechanism of Last

Development Program of Program JSC Development

d comparative analysis of unit d comparativeof construction analysis cost

110 kV of JSC– 110 kV of LENENERGO. with respect to large investees according to the performance to the investees according performance to withlarge respect

582

13.

Draft of theof Draft Concept the Policy onof Clarifying Information 3. Review of the performance report on the procurement activitiesand subsidiaries of procurement reporton the performance the of 3. Review companies dependent in 2012. results implementation of on the body executive sole of Company’s the report the of 4. Review Annualthe Program ComprehensiveProcurement JSC of the for Russian1st Grids 20 of quarter of investment the report on program the consolidated of of 5. Review the implementation 2012. the 4th quarter of 2012, including JSC for Russian Grids in Russian 2012. Grids organization on the sole of body executive Company’s the reportof the of 1. Review the Program in Delay Implementing the Existing Planthe Action to adjusting Eliminate of Ca ble 6 to Renew Lines activitiesand subsidiaries of procurement reporton the performance the of 1. Review to investeesthe according performance companiesto withlarge dependent respect in 2012. results Policy of JSCical 2. Techn Russian Grids. Program JSC of Development the of Innovative implementation on the 3. Report in Russian 2012. Grids the of investment of of costs monitoring unitreport 4. Review on the construction an benchmarking part the as of projects subsidiaries JSCtheir dependent companies of of and and Russian Grids indicators the 4th quarter for of 2012. branches 1. andMileAgreements the of Their Termination Implications for Civilof Institutions Society. Policy of JSC 1. Technical Russian Grids. of investment the report on program the consolidated of of 2. Review the implementation 6. Technical Policy of JSC 6. Technical Russian Grids. of the implementation on the 7. Report Innovative

29, 2013; No. 33 29, 2013; 16, 2013; No. 34 16, 2013; No. 36 30, 2013; June 4, 2013; No. 35 June 4, 2013; May May May April

- -

453

use of use locatedreal property the at:

investment program of investmentforJSC Grids program Russian of 2013. of y, 2, and owned by OAO South Center of Power of South Center OAO owned by 2, and y,

583 or the 2nd quarter and 1st half of the 2nd quarter1st half or 2013. and

of high priority measures high priority of to prepare NURENERGO, JSC in the operation for Don, prospekt Budyonnovsk Don, prospekt Real Engineering Power of South Center OAO by owned 4, and ul. Don, Litvinova, 1. Market value 1. Market appraisal title to property of the the by owned Chechen andRepublic property the title to of valueappraisal market and Republic in Chechen the located locatedRepublic. JSCin the by and owned Chechen Holding MRSK 2. Review of the adjusted consolidated the of consolidated adjusted 2. Review 2014.2013 – 2018, including value 2. Market the of appraisal the rent for value appraisaluse the rent 3. Market the of for Rostovreal property located at: the of value appraisaluse the rent 4. Market the of for Rostovreal property located at: the of JSC Russian Grids for the 1st quarter of 2013. the 1st quarter JSC for Russian Grids of1. Review the list of information and measures on the value of in specified work the plan period. deficit 2013/14 heat of investment the report on program the consolidated of of 1. Review the implementation the 2nd quarter JSC for Russian Grids Comprehensive Annual the implementing of results preliminary the of 2. Review Comprehensive the Annual and consolidated ofCompany Program the Procurement Program ofand major subsidiaries companies Procurement dependent for investment f projects of investment the report on program the consolidated of of 1. Review the implementation 9 months quarter and the 3rd JSC of 2013. for Russian Grids of3. Review the Modelfor the Standard Audit and Publicof Technological Price Grids. Dependent Companies of JSC of Subsidiaries and Russian Projects Investment value 1. Market the of appraisal the rent offor use locatedreal property the at: Power of South Center OAO by owned 22, and ul. Akademicheskaya, Volgograd, Estate. Real Engineering Power of South Center OAO by owned 116, and ul. Starokubanskaya, Krasnodar, Estate. Real Engineering on - Estate. Real Engineering on - Estate.

25, 2013; 25, 2013; No. 39 28, 2013; No. 28, 2013; 47 26, 2013; No. 48 26, 2013; Marc h February September 2, 2013; 2, 2013; No. 37 September December September 27, 2013; 27, 2013; No. 38 September

Valuation Committee

ROSSETI ANNUAL REPORT 2013

454

West in the - tate Registration No. Registration tate

y at: JSC located Siberia, of y IDGC and perty movableand perty property located at:

the temporary possession and use of the real possessionthe of use and temporary the

to the temporary possession and use of the real possessionthe of use and to temporary the

Lesnaya Skazka. 584 praisal of the right to the temporary possession and use of the real possessionthe of use and to temporary the right praisal the of 003D December 3, 2012). of - E - value appraisal of the right to the temporary possession and use of the real possessionthe of use and to temporary the right the of appraisal value t value appraisal of the right to the temporary possession and use of the real possessionthe of use and to temporary the right the of appraisal t value 55385 - 01 - 5. Market value real pro value the of appraisal 5. Market ap value 5. Market 1. Market value appraisal of one (1) ordinary share in JSC MRSK Holding directly in share JSCHolding MRSK ordinary (1) one of appraisal value 1. Market to value the proportional 100% 31, 2012,December the a at shareholding of as including (S issue additional JSC Holding’s MRSK shares of placed actually 1 locatedBiysk, at: real property and property movable the of appraisal value 1. Market JSC. 58/1, and owned of Siberia, of IDGC ul. Prigorodnaya, by Novy, village 2. Marke locatedMoscow,at: 2A, ul. Spartakovskaya, str. 1, andproperty owned OAO by lease agreement. under a Estate, Center UES Real Engineering appraisal the right of value 3. Market OAO by owned 36, and Kirova, Tomsk, prospekt locatedTomsk at: Region, property lease under Estate, Center a agreement. Scientific Technical Real and Energy Siberian located property at: ul. 1 Region, Irkutsk Pomyalovskogo, andIrkutsk, owned by OAO lease agreement. under Estate Center a Scientific Technical Real and Energy Siberian Region, Zlatoust. Chelyabinsk of Valuation Committee. the the Secretary of 1. Election valueappraisal 2. Market a stakeof 97.96% held of by North IDGC of OAO capital authorized real possessionthe of use and to temporary the right the of appraisal value 3. Market located per. property Yekaterinburg, at: designation:Avtomatiki, owned 3, letter AA1, Real Company OAO Power Engineering Estate. Urals by A1, A, designation: 56, letter ul. Pervomayskaya, Yekaterinburg, at: located property Estate. Real Company OAO Power Urals Engineering V, owned by A2, AA1A2, B, prospekt 168, owned locatedChelyabinsk, OAOat: Pobedy, by Powerproperty Urals Estate. Real Company Engineering owned b property value the of appraisal 1. Market 4, ul. Sportivnaya, of village Chernoluchinsky, holiday Omsk District, Omsk Region, Center premises. Strelnikov Recreation 4. Market value appraisal of the right to right the of appraisal value Market 4. 4. Market

4, 2013; No. 49 4, 2013; 27, 2013; No. 50 27, 2013; April July 52 18, 2013; No. May May June 18, 2013; No. 51 June 18, 2013;

–

455 West and West and -

ss namely thefacility, office Yugra, Nizhnevartovsk District, Yugra, atyrshina, 28 and owned by OAO by owned 28 and atyrshina, –

progre - progress facility 30/35 (bomb shelter) 30/35 (bomb facility progress in - - in scow, ul. Ryabinovaya, vl. 45A and owned vl. and 45A scow, ul. Ryabinovaya, -

Don, Leninsky District, per. Semashko, 48 District,Semashko, Don, per. by andLeninsky owned

on - -

585 Mansijsk Autonomous District Mansijsk Autonomous District -

a 110kV overhead line located at: Moscow Region, Serpukhov, Region, locatedMoscow line at: overhead 110kV a

Rostov ovgorod Region, Lyubytino District, village ofBolshoy ul. Gorodok, village District, ovgorod Region, Lyubytino value real property locatedVolgograd Region,at: the of appraisal Volgograd,

by JSCby MOESK. Region, Novgorod at: Lyubytino located building office the of appraisal value 5. Market 6. of Gorodok, ul. Magistralnaya, Bolshoy village District, 1. Election of the Secretary of the Valuation Committee of the Board of Directors of the Secretary of Committeeof the Valuation of Board Directors the 1. Election of JSC Russian Grids. construction of appraisal value 2. Market at: Khantylocated JSC by Siteowned TPP and Nizhnevartovskaya Tyumenenergo. Izluchinsk, Industrial 3. Market of South, 2a Volzhsky, by and JSC.prospekt owned IDGC 4. Market value appraisal the of property real and electric equipmentgrid the of Substation 500kV Mo at: Ochakovo located value 6. Market a of appraisal construction Kursk,ul. Engelsa Region, Kursk Centre, of JSC at: of building IDGC located Dvorikithe 110/10kV of facilities grid electric appraisalthe of value Market 7. Substation with 61. shosse, Moskovskoye Krasnoy Armii and owned by IDGC of Centre, JSC. and owned Armii of Centre, IDGC by Krasnoy 2. Market value appraisalbuildingoffice 2. Market the of by North of owned IDGC at: N located 6. Magistralnaya, 31a. of ul. Novoorsk Novoorsk, Region, village Lenina, District, Orenburg at: real possessionthe of use and to temporary the right the of appraisal value 1. Market ul. B Kazan, locatedRepublicat: Tatarstan, of property at: located premises) (nonresidential property real appraisalthe of value Market 3. Rostov Region, of South, JSC.IDGC at:Reinforcement Shop located Concrete the of appraisal building the value of 4. Market 3. Market value property appraisal real owned3. Market by of the Volga, JSC locatedIDGC and Estate. Real VNIPIENERGOPROM Ural by facilitiesSet owned ZAO electric value of the grid Invest. appraisal 2. Market

13, 2013; No. 53 27, 2013; No. 54 ember Nov November

ROSSETI ANNUAL REPORT 2013

456

2013, which is – 2013, which a party related

standard Electricity standardin Electricity Losses Distribution - 2013, which is a related party transaction. – 2013, which related is a MRSK Holding (representatives of JSC MRSK of JSC (representatives MRSK MRSKHolding

rman the of Valuation Committeeof of Board the

586 agreement to supervise the implementation of the Program to Renew to Renew Program the of implementation the agreementto supervise – 110 kV inin Saint Petersburg 2011 appraisal of the right to use a parking space in the underground and in underground space the a to use parking appraisalright the of Construction of Olympic SitesGames the and of Sochi Development as a in nonresidential premises under ain lease agreement, theexpressed rent Measures to Above Measures Reduce -

ddress: Moscow, ul. Belovezhskaya, 4. Moscow,ddress: ul. Belovezhskaya, Mansijsk Autonomous Promyshlenny Nizhnevartovsk, District, Uzel, Zapadny - Defining of the position of JSC MRSK Holding (representatives of JSC MRSK of JSC (representatives MRSK position the JSC of MRSK Holding of Defining nel 10, ul. Industrialnaya, 33 and owned by JSC by 33 owned and 10, ul.Tyumenenergo. nel Industrialnaya, transaction. 4. Market value appraisal of the movable property JSC by movable value of the owned appraisal Grids. 4. Market Russian Khanty Pa Substation807 facilities No. Kalugino grid of appraisal electric the value of 5. Market Region, Moscow District. at: Serpukhov located the Chai of 1. Election Deputy JSC of Grids. Directors Russian 2. Market value appraisaloffice the of building located of Republic at: Dagestan, village JSC. of Sirakhi and ownedNorthern by Caucasus, Botlikh, of IDGC lots parking outdoor and the meter1 square of total of area the underground lot, parking theand built a amount; 5. Market value of appraisal shares held JSCby in Russian Grids JSC VNIPIENERGOPROM. 1. and Directors the of of the items meeting on the Board the agendas the Holding) of Meeting of Shareholders Kubanenergo. General Extraordinary and Directors the of of the items meeting on the Board the agendas the Holding) JSC. of Caucasus, Meeting of Northern of Shareholders General Extraordinary IDGC the of 1. Approval of 6 Cable Lines Comprehensive the implementation of the to supervise agreement the of 2. Approval of Program Caucasus in in the North 2011 Networks in the specified facilities of construction the to supervise agreement the of 3. Approval of Program the Russian the Government Resolutionof by the of approved Mountain Climate Resort party transaction.2007, which December 29, is a related No. 991 of Federation 3. Market value value 3. Market position the JSC of of 2. Defining

20, 2013; 20, 2013; No. 55 21, 2013; No. 59 21, 2013; 30, 2013; No. 60 30, 2013; January January December

Strategy Committee Strategy

- - 457

receivables e: “Approval of of a “Approval e:

r the real property located Rostov at: real property the r n of JSC MRSK Holding (representatives of JSC MRSK of JSC (representatives MRSK JSC MRSK Holding n of

saction associated with the acquisition by the Russian Federation Russiansaction Federation the with the by acquisition associated 587 a, 4 to be entered into by and between OAO South Center of Power OAO of South into andCenter by 4 between a, entered to be Engineering Real Estate and JSC RealSCPE.” and Estate Engineering of the report of the management organization, JSC FGC UES, for the period period the for JSC UES, organization, FGC management the of report the of on the item on the agenda of the Extraordinary General Meeting of General Meeting the of Extraordinary agenda item on the on the

Don, prospekt 2 to prospekt beDon, enteredBudyonnovsky, into and by betweenSouth OAO Don, ul. Litvinov 8. Approval of the tran the of 8. Approval 4. Defining of the positio the of 4. Defining of General Meeting the of Extraordinary agenda item on the on the Holding) of a “Approval Estate: Real Engineering Power OAO of of South Center Shareholders lease the fo transaction, namely major agreement JSC RealSCPE.” and Estate of Power Engineering Center of JSC (representatives MRSK position the JSC of MRSK Holding of 5. Defining Holding) of a “Approval Estate: Real Engineering Power OAO of of South Center Shareholders locatedlease the Rostov forreal property at: the transaction, namely major agreement on - of JSC (representatives MRSK position the JSC of MRSK Holding of 6. Defining of General Meeting the of Extraordinary agenda item on the on the Holding) of a “Approval Estate: Real Engineering Power OAO of of South Center Shareholders locatedat: lease the real property the namely agreement for transaction, major ul. 22 to Volgograd, beAkademicheskaya, into by entered betweenSouth and OAO of Power Center of JSC (representatives MRSK position the JSC of MRSK Holding of 7. Defining of General Meeting the of Extraordinary agenda item on the on the Holding) Estat Real Engineering Power OAO of of South Center Shareholders locatedat: lease the real property the namely agreement for transaction, major 116ul. Starokubanskaya, Krasnodar, to be into by entered betweenSouth and OAO JSC RealSCPE.” and Estate of Power Engineering Center party transaction. in JSCis a related which MRSK shares additional of Holding, on thesole JSCstatus the Holding of of of body 1. Report executive MRSK subsidiariesby dependentof provided and companies distribution services electricity for changing receivables in of the halfresults the JSC second and overdue MRSKHolding 2012. of for Budget the JSC2013. of 2. Review Holding MRSK 3. Review Engineering Real Estate Estate JSC Real and SCPE.” Engineering on -

27, 2013; No. 27, 2013; 61 February

ROSSETI ANNUAL REPORT 2013

458

31.10.2011 of 31.10.2011 of -

ogy, Automationogy, and

o by and between OAO and between o by

by and between OAO Siberian between OAO and by

Extraordinary General Meeting of General Meeting Extraordinary e Extraordinary General Meeting of General Meeting Extraordinary e Lease Agreement No. 36/A Agreement Lease

588 uthorized of the capital meansby Company ofthe ofplacement

Determination of ofthe Determination Agreement the price Procedure the forControllingfor and Energy Scientific and CenterRealEnergy Technical Estate and Siberian ScientificZAO Energy Center. Technical and from 1,October from 2012, to 31, 2012, on December powers exercisedthe underAgreement DistributionCompanies JSC the Grid of Transferof the Powers for Interregional No. 1007 of10, 2012. Exe Sole July Body cutive Holding’s implementationon the 2012sole the of body executive Company’s the of 4. Report to implement the the ofof plan Company JSC andaction Strategy Holding MRSK Dependent and Subsidiaries on Companies Technol Information incurred expenses. actually Untilfor Telecommunications 2016 with justification of JSC Development Russian the StrategyGrids. for of 1. Review Property Addendum of 2 to No. 1. Approval October 31, 2011, between JSC MRSK party transaction. related Holding и NURENERGO, JSC, which of JSC (representatives MRSK position the JSC of MRSK Holding of 2. Defining is a th of agenda item on the on the Holding) OAO of SiberianShareholders ScientificEnergy andCenter Technical Estate: Real the the transaction, namely of lease major for property a agreement “Approval real located Tomsk, at: prospekt Kirova, 36 to be into entered of JSC (representatives MRSK position the JSC of MRSK Holding of 3. Defining the of agenda item on the on the Holding) OAO of SiberianShareholders ScientificEnergy andCenter Technical Estate: Real the the transaction, namely of lease major for property a agreement “Approval real int ul. entered 1 to at: be located Pomyalovskogo, Irkutsk, Siberian Energy and Estate Center ZAO ScientificReal Technical and Energy Siberian Technical and Center. Scientific in the Company. shares price of ordinary the offering additional of 1. Determination 2. transaction. party Shares in JSCrelated UES, which is a Voting FGC shares.” additional issue the concerning Shareholders of Meeting General Extraordinary the 4. Proposals for 3. Proposals for the Extraordinary General Meeting of Shareholders concerning the issue the concerning Shareholders of Meeting General Extraordinary the 3. Proposals for in the“Increase a

18, 2013; No. 62 18, 2013; No. 63 22, 2013; 4, 2013; No. 64 4, 2013; April March March

e 459 to by to by . Russian Grids) Russian Grids)

the secondof quarter

l of Addendum Addendum l of 2 to No. Real

meeting of the Board of Directors and the General and Directors theGeneral of the of Board meeting

YeKB/2008/1.439.08 11, March of 2008 to be entered - SPA/2008 of March 13, 2008 to be entered into by and into by entered 13, 2008 to be SPA/2008 March of setting system for the repair of electric equipment system forof grid repair electric the setting

- - ChEL/2008/1.440.08 of March 11, 2008, to be entered in entered 11, 2008, to be March of ChEL/2008/1.440.08 - 589 ment No. 1 g ofposition the JSC of g JSC of (representatives Russian Grids Russian Grids) Improvement of the of rate Improvement Property AgreementProperty Lease No. 1 between intoand by OAO Urals Power Real EngineeringCompany Estate and Urals Company, transaction.” is a major which Engineering Power 3. Definin of of OAO Meeting Extraordinary Shareholders General of the on the item agenda to 5 Property No. Real Addendum of “Approval Estate: Center Real UES Engineering “Approval of the Agreement for the Procedure for Controlling and Voting Shares in and JSC for the Controlling of Procedure the Agreement for “Approval transaction.” party related UES, which is a FGC 5. of the Budget 6. On the Company. Committee for Strategy the of budget the of approval Tentative 1. 2013. ofposition2. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) of of OAO Meeting Extraordinary Shareholders General of the on the item agenda “Approva Estate: Real Engineering Power Company Urals Lease Agree Estate Teploelectroproject UES Real and OAO Center Engineering Institute between transaction.” OJSC, is a major which ofposition4. Defining the JSC of JSC of (representatives Russian Grids Company “Approval No.Estate: Addendum Real Engineering of 2 to Property Real 1 No. Agreement Lease RealPower Company and UralsEstate Urals OAO Engineering between Power and Company, transaction.” is a major which Engineering JSC. of Meeting of Shareholders Chechenenergo, General Extraordinary JSCof Assets Noncore of forDisposing Strategy the in implementing 1. Progress Subsidiaries and Dependent MRSKand Holding JSCHolding andof Companies MRSK on the item agendaitem meetingon the on the the of Power of OAO Board of Urals Directors ofposition5. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) the of items agendas on the of Shareholders JSCof Meeting LENENERGO. ofposition6. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) items on the ofagendas meeting the the of th of and Board Directors

16, 2013; No. 65 16, 2013; No. 66 29, 2013; April April

ROSSETI ANNUAL REPORT 2013

460

progress forprogress facilities intended - in -

Shareholders of JSC Russian Grids JSC of Russian Grids Shareholders

s financial and economic activities for economic activities and s financial

to be entered into by to be between intoand by entered JSC Russian

Russian Grids’s lossGrids’s on distribution and profit Russian based nal ordinary shares inJSC. shares Chechenenergo, ordinary nal dispatching, and distribution and and heat. electricity dispatching, of

associated with, among other things,abolishment the other the of with, among associated

related decision making with respect to senior management of management to senior with making respect decision related rid organizations’ activities. rid organizations’ - 590

C Russian Grids’s subsidiaries and dependent companies. dependent and subsidiaries C Russian Grids’s oposals theoposals to change of use assetsdisposal or noncore JSC of Holding and MRSK 6. System for personnel for 6. System JS 7. Comprehensive the road (specifying map actions participants, all including of federal system the management Grids JSC authorities) regarding executive Russian regional and with problems dealing and pr JSC dependent of and companies subsidiaries Holding. MRSK Operational to the to access relation in services for agreement the of 2. Approval Portal information system Reporting 2012. for Cost Budget Company’s of the implementation on the 3. Report report the of 1. Review on JSCHolding’ MRSK 2012. JSCof Powers the of forTransfer the addendum to an Agreement of 2. Approval DistributionCompanies Grid Interregional SoleHolding’s Executive No. 1007 ofBody 10, 2012. July in 2012. results performance dividends for of amount the on shares in 4. Recommendations JSC forGrids Russian dividendprocedure. the for payment 2012 and of Meeting General Annual the 5. Proposals for andinsurance liability for the the contract directors of “Approval issue concerning transaction.” is a relatedwhich party officers, of last grid the attraction sectormile additional investments mechanism, to the electric agreements,the of contracts and means service using concession energy and by g of territorial regulation to (moneybe theand value) of acquired property price the of 1. Determination party JSCtransaction in connection by as a of the Grids result related transferred Russian additio of acquisition with the oftransfer title the to that is 2. Approval of theowned JSC by property Russian Grids intangible assets, and construction assets, is capital and transmission, the generation, Grids and OOO IT Energy transaction. is a which Service, related party Energy and OOO Grids IT for3. Recommendations JSC

14, 2013; No. 67 14, 2013; No. 68 20, 2013; May May May

461

transaction.”

is a related party is transaction. related a by JSC of Grids by uncertificated additional Russian

General Meeting of Shareholders to decide of issue on the Meeting Shareholders General Chechenenergo, JSC, which is a related party party JSC, is a related transaction.” which Chechenenergo, e right period, which is a related party period, transaction. is which related right a e

to March 31, 2013, on the powers exercised under Agreement for under Agreement exercised powers 31, 2013, on the to March 591

the agreement between JSC Russian Grids and IDGC of Northern Northern of JSC and Grids IDGC between Russian agreement the C Russian Grids’s holding a stake in Kubanenergo. stake a holding C Russian Grids’s 4. JSC Russian Grids’s holding a stake in Chechenenergo, JSC. in Chechenenergo, stake a 4. JSC holding Russian Grids’s to in property Kubanenergo) by the of acquired the of be (shares price 5. Determination which transaction, JSC the under Russian Grids the of 6. Proposals for on theMeeting Annual of “Approval General issue Shareholders of 3. Approval of 1st the quarter for activities economic and financial Grids’s JSC Russian on 4. Report 2013. period the for JSC UES, organization, FGC management the of report the of 5. Review 1, 2013, January from 3. Proposals for the Annual General Meeting of Shareholders to decide of issue on the Meeting AnnualShareholders the General 3. Proposals for oftransactionthe with the“Approval in JSC by connection acquisition ofGrids Russian shares in ordinary additional in connection in Company the transaction the with acquisition shares the of by party is a related which JSC from Tyumenenergo, Kubanenergo shares in ofordinary theproperty (additional of the price 7. Determination transaction (associatedthe JSC under acquired to be by Russian Grids Kubanenergo) party transaction. is a which related transactions), Annual the 8. Proposals for the of “Approval transaction transactions) (associated in connection withacquisition the JSC shares which in ordinary by additional Kubanenergo, of Russian related Grids is a transaction.” party 9. JS in Caucasus, JSC. stake of a Northern IDGC 1. JSC holding Russian Grids’s Northern of JSC and Grids IDGC between Russian agreement the of 2. Approval JSCCaucasus, the for acquisition JSC of process the JSC in Caucasus, Northern of shares in ordinary IDGC registered right which related is itsthereto, a preemptive in relation exercising Russian Grids’s transaction. party JSC JSC Caucasus, the of Grids for by uncertificated acquisition additional Russian the ordinary shares NorthernJSC of after in Caucasus, registered placed to be IDGC expiration the preemptiv of theTransfer the of Powers JSCof DistributionHolding’sCompanies Grid Interregional

June 3, 2013; No. 69 June 3, 2013;

ROSSETI ANNUAL REPORT 2013

- 462 dditional Holding’s Sole Holding’s

ities for 2012 as related 2012 as ities for

on the termination of the Company’s holding on the the Company’s of termination a ERGOPROEKT NonprofitERGOPROEKT Partnership.”

592

JSC Russian Grids Budget forJSC 2013. Budget Grids Russian

the of agenda the meeting of the ofBoard Directors of JSC MOESK “JSC

Russian Grids for the second half of half 2013. the second for Russian Grids

2. Defining ofposition2. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) North of Directors of of IDGC the of Board meeting the of agenda item on the on the decision of the approval West: “Tentative in OAO stake SkazkaLesnaya means by of transferring title to a stake (97.96%)in the capital.” authorized ofposition3. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) on the item for (Nonprofit Partnership Connection in Infrastructure Network membership MOESK’s Sole Executive Body 10, 2012. No. July 1007 of Sole Body Executive activfinancial and economic on JSCHolding’s 6. Report MRSK indicators of and performance theirmethods to contents for the the key defining target values. in JSC stake a UES. FGC 7. JSC holding Russian Grids’s of 8. Determination the value of themoney to be property used payment as for a in JSCshares Grids. Russian offor Grids JSCPlan the the of Strategy for 1. Approval Implementing Russian Electricity Distribution for to Reduce Receivables Efficiency Measures the of Improving Services. the of 2. Review ofposition1. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) JSC of Directors TDC “The of the of Board meeting the of agenda the item on on the membership in EN Company’s Joint of Company branch a Stock Supervision Center, Technical 2. Establishment of Russian Grids. Board Directors the Committee of of Strategy the of of budget the approval 1. Tentative of JSC through Standards) NetworkConnection Uniform to Developing Assistance establishment.” period the for JSC UES, organization, FGC management the of report the of 1. Review 1,April from 2013, to June 14, 2013, on the powers under exercised Agreement thefor of the PowersTransfer of Companies Distribution JSC Grid Interregional 10, 2012. No. 1007 of July Body Executive

13; No. 73 13; No. July 70 3, 2013; No. July 71 24, 2013; No. August No. 72 9, 2013; August 26, 20

463

eholders of JSCeholders of o Real Property Property o Real , which is a related

ich party related transactions. are village village Chernoluchinskyof ,

based technical supervision services between JSC servicesbasedsupervision technical between - FGC UES,FGC JSC Grids, OOOand Russian whichIntelInfo, is a cision on the Company’s entering into a transaction intoCompany’s a cision on the entering associated

593

Omsk Region, Omsk District t:

ounting (UBK), between JSC FGC UES and JSC Russian Grids, which is a related related is JSCa between which Grids, JSCounting UES (UBK), and Russian FGC itional shares.” 3. Review oftransfer sale)3. Review the (purchase and the agreement for exclusive right to an 2. Defining ofposition2. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) item on the on the of agenda meeting the Directors of of Board IDGC Siberia, of dethe of JSC: “Approval transmission, generation, the distribution and dispatching, heat and electricity and of a located transaction.” party ofposition3. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) Meeting Shar of General Extraordinary the of agenda item on the on the VPEC. in JSC stake a 4. JSC holding LENENERGO. Russian Grids’s measuresStrategy the of the priority implementing high schedulefor the of 1. Review of JSC Development Russian Grids. for ofposition1. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) JSCUES of Directors FGC of the of Board meeting the of agenda the item on on the in the “Increase authorizedofJSC capital UES meansby of FGC the ofplacement add of JSC of Directors Board the Committee of Strategy the of Secretary the of 1. Election Russian Grids. Contract No. for 15/2013 agreement of transfer debt and assignment the of 2. Review 29, July 2013, among JSC party transaction. related Beneficiary computer the program: Counterparty item, property namely intellectual Acc transaction. party the of fee agreements 1. Approval for wh grid companies, and electric Russian Grids ofposition2. Defining the JSC of JSC of (representatives Russian Grids Russian Grids) item on the on the ofagenda meeting the the Directorsof of OAO of Board t 3 No. Addendum of “Approval Estate: Real VNIPIENERGOPROM Agreement Lease No. 1/410/10 KzF of17, January 2011, to be into by entered and with transferring title to thewith transferring property that is real intended capital thanassets for other use

75 21, 2013; No. 77 October 16, 2013; No. 16, 2013; October No. 76 30, 2013; October November November September 17, 2013; 17, 2013; No. 74 September

ROSSETI ANNUAL REPORT 2013

- 464

idiaries and dependent

f JSC Russian Grids. Shareholders concerning the issue concerning Shareholders Customer, and GovernmentCustomer, and Relations o be entered into by and between JSC and between into by entered o be ompanies ofompanies JSC due toHolding MRSK 2018 JSC the and Russian Grids forBudget – based technical supervision services between JSC between services basedsupervision technical

and dependent companies dependent and related decision making with respect to senior management of management to senior with making respect decision related - 594 - fee for agreement

Implications of the termination the last lostof mile of measures agreements, to Implications reduce Draft of theof Draft Concept the Policy onof the Clarifying Mechanism of Information Last 2014. JSCJSC UES, between FGC agreement services the and Russian Grids of 3. Approval transaction. party is a related which the of 4. Approval medium small and for on tariffs consumption,impact their and electricity interrupted between OAO Estate between VNIPIENERGOPROMReal and TANDER,ZAO is a which transaction.” major t lease agreement property the of 1. Approval transaction party related UES, which is a and JSCRussian Grids FGC for 2013. of the JSC Budget adjusted Russian Grids 1. Approval of the2. Characteristics formulating business subs of plans of JSCcompanies Grids for Russian 2014 transaction. party related UES, which is a and JSCRussian Grids FGC of Meeting General Extraordinary the 1. Proposals for the management organization, theJSCUES.” of of termination FGC powers “Early personnel for 1. System JSC subsidiaries Russian Grids’s 1. subsidiaries affecting income dependent and c sized businesses. of JSC Development Russian the StrategyGrids. for of 1. Review 1. andMileAgreements the of Their Termination Implications for Civilof Institutions Society. the of 1. Election Deputyof the Society, Chairman JSC of Grids. of PolicyBoard Directors Russian Committee of the and Information theGovernment of Secretary and Customer, the Society, of Relations and2. Election o Directors Committee of Board Policy of the Information andCustomer,Society, the of work the to organize proposals the of 3. Review

22, 2013; No. 5 21, 2013; No. 21, 2013; 2 20, 2013; 20, 2013; No. 78 23, 2013; No. 79 18, 2013; No. 3 18, 2013; 3, 2013; No. 23 3, 2013; 30, 2013; No. 4 30, 2013; 15, 2013; No. 24 15, 2013; May May April May May March February November November December December

Committee Committee Remuneration Remuneration Nomination and Government Relations Government Society, Customer, and Customer, Society, and Information Policy andPolicy Information

465 for the for of the Society, Customer, and Government Government Relations and and Customer, Society, the of

595

2014. Approval of the action plan action the of Approval

Government Relations and Information Policy Committee of the Board of Directors ofof Directors Committee Board Policy the of Relations and Government Information JSC Russian Grids. 1. JSC of CommitteeGrids of Board the Directors Policy Russian of Information half of first

20, 2013; 20, 2013; No. 6 December

ROSSETI ANNUAL REPORT 2013

9.10.9.10. Contact Contact Information Information

Joint stock company “Russian Grids” (JSC “Russian Grids”)

Registered address: 107996, Moscow, Ulansky pereulok, 26

Place of business: 4, Belovezhskaya st., Moscow, 121353, Russian Federation

Taxpayer Identification Number (INN)/Primary State Registration Number (OGRN)

7728662669/1087760000019

Unified State Register of Corporate Entities Series 77 No. 011168002 of July 1, 2008

Russian Classifier of Businesses and Organizations (OKPO) 94129941

Telephone/fax: (495) 995-53-33, 664-81-33 (9 a.m. to 6 p.m. Moscow time)

www.rosseti.ru

Department for Corporate Governance, Investor and Shareholder Relations: 596 Toll-free shareholder hotline: 9 a.m. to 6 p.m. Moscow time, Mon. through Fri. Telephone: (495) 974-87-40

E-mail: [email protected]

AUDITOR

Full business name: Closed joint stock company KPMG

Short business name: ZAO KPMG

Address: 129110, Moscow, Olimpijski prospekt, 18/1, room 3035

Telephone: (495) 937-4477

Fax: (495) 937-4499

E-mail: [email protected]

DEPOSITARY BANKS

466

Bank of New York (GDR): 101 Barclay street, 22 floor, New York

New York 10286, United States of America www.bankofny.com

REGISTRAR

ZAO STATUS Registration Company:

Address: 109544, Moscow, ul. Novorogozhskaya, 32/1

Telephone: +7 (495) 974-83-45, 974-83-50

Fax: +7 (495) 678-71-10 www.rostatus.ru

REGISTRAR OFFICES 597 1. Alekseyevka Office Adress: 309850, Belgorod Region, Alekseyevka, ul. Frunze, 2A, k. 13-14 Telephone/Fax: (47234) 3-25-18 E-mail: [email protected] Director: Galina Dmitryevna Kuznetsova

2. Arkhangelsk Office Address: 163000, Arkhangelsk, ul. Rozy Luksemburg, 5, korp. 1 Telephone/Fax: (8182)633260 E-mail: [email protected]; Director: Irina Ruslanovna Detkova

3. Bashkir office Adress: 450001, Republic of Bashkortostan, Ufa, ул. Кировоградская, д. 36/2, 3-й этаж Telephone/Fax: (347) 216-37-44 E-mail: [email protected]

467

ROSSETI ANNUAL REPORT 2013

Director - Yulia Vladimirovna Reznikova

4. Vladivostok Office Address: 690001, Vladivostok, Pogranichnaya st., 6 Telephone/Fax: (4232) 22-45-18 E-mail: [email protected] Direcror - Alexander Mikhailovich Miroshnichenko

5. Vladikavkaz Office Address: 362003, Republic of North Ossetia-Alania, Vladikavkaz, ul. Karla Marksa, 25 Telephone/Fax: (8672) 252356 E -mail: [email protected] Director: Andrey Tatushevich Tandelov 598 6. Vologda Office Address: Russia, 160000, Vologda, Dobrolyubova st., 26 Telephone/Fax: (8172) 54-87-46 E -mail: [email protected] Director: Yelena Mikhailovna Kupriyanova

7. Voronezh Office Address: 394036, Voronezh, Feoktistova st., 4 Telephone/Fax: (4732) 53-13-54, 64-44-47, 64-44-49 E-mail: [email protected] Director - Dmitry Ivanovich Potapov

8. Izhevsk Office Address: Russia, 426011, Udmurtian Republic, Izhevsk, 10 let Oktyabrya st., 53, office 456 Telephone/Fax: 8 (3412) 90-13-30 E-mail: [email protected]

468

Director - Lyudmila Grigoryevna Volkova

9. Irkutsk office Adress: Russia, 664003, Irkutsk region, Irkutsk, Dzherzhinskogo st.,7, office 4

Telephone/Fax: (3952) 20-09-83

E-mail: [email protected]

Director - Anna Valerievna Khlebnikova

10. Yekaterinburg Office Address: 620026, Sverdlovsk Region, Yekaterinburg, Lunacharskogo st., 185, office 406 Telephone/Fax: (343) 287-18-39, 8 (922)169-21-50 E-mail: [email protected] Director - Pavel Anatolyevich Ivanov

11. Kaluga Office Address: 248002, Kaluga, Saltykova-Shchedrina st., 23, office 3 599 Telephone/Fax: (4842) 56-43-07, 56-43-06, 56-31-90 E-mail: [email protected] Director - Boris Ivanovich Poltoratsky

12. Kostroma Office Address: 156000, Kostroma, Pyatnitskaya st., 49 Telephone/Fax: (4942) 31-64-04 E-mail: [email protected]; Director - Mikhail Aleksandrovich Ipatov

13. Krasnodar Office Address: 350000, Krasnodar, Krasnoarmeyskaya st., 30/1, office 902 Telephone/Fax: (861) 274-88-85, 274-88-86 E-mail: [email protected] Director - Ilona Andreyevna Kalmykova 469

ROSSETI ANNUAL REPORT 2013

14. Magnitogorsk Office Address: 455044, Chelyabinsk Region, Magnitogorsk, Zavenyagina st., 9 Telephone/Fax: (3519) 25-60-22, 25-60-23 E-mail: [email protected] Director - Sergey Sergeyevich Yasko

15. Naberezhnye Chelny Office Address: Russia, 423834, Republic of Tatarstan, Naberezhnye Chelny, prospekt Kh. Tufana, 6 Telephone/Fax: (8552) 35-80-89 E-mail: [email protected] Director: Nail Sabirovich Samigullin

16. Nakhodka office

600 Adress: 692904, the Primorsky Kray, Nakhodka, Portovaya st., 3а, office 704 Telephone/Fax: (4236) 62-05-20, 62-25-32 E-mail: [email protected] Director - Svetlana Alexandrovna Pritz

17. Nizhni Novgorod Office Address: 603155, Nizhni Novgorod, Bolshaya Pecherskaya st., 32, room 15 Telephone/Fax: (831) 220-53-65, 220-53-66 E-mail: [email protected] Director - Yevgeny Yevgenyevich Grishanin

18. Omsk office Address: 644043, Omsk, Kemerovskaya st., 10 Telephone/Fax: (3812) 25-05-50, 24-45-11 E-mail: [email protected] Director: Valentina Petrovna Mikhailova

470

19. Orenburg office Adress: 460021, Orenburg, 60 let Oktiabria st., 30 А, office 316

Telephone/Fax: (3532) 70-26-64

E-mail: [email protected]

Director - Tatiana Anatolievna Yatsuk

20. Oryol Office Address: 302028, Oryol, Saltykova-Shchedrina st., 32, Entrance 1, office 201

Telephone/Fax: (4862) 48-36-47

E-mail: [email protected] , [email protected] Director - Yelena Gennadyevna Fenicheva

21. Penza office Adress: 440052, Penza, Chkalova st., 52, bld. 1, office 12 601 Telephone/Fax: (8412) 23-10-15, 23-10-14 E-mail: [email protected] Director - Dmitry Vitalievich Makurin

22. Perm Separate Division Address: 614990, Perm, Lenina st., 50, office 702 Telephone/Fax: (342) 201-71-73 E-mail: [email protected] Director: Ghera Gennadievna Otdelnaya

23. Volga region office Adress: 410065, Saratov region, Saratov, Vtoroj Krasnoarmeisk tupik , 1А, office 811 Telephone/Fax: (8452) 459-000, доб. 65-14 E-mail: [email protected] Director - Yelena Nikolaevna Avdeeva

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ROSSETI ANNUAL REPORT 2013

24. Ryazan Office Address: 390000, Ryazan, ploshchad Sobornaya, 52, office 15 Telephone/Fax: (4912) 99-49-77, 28-44-76 E-mail: [email protected]; [email protected] Director: Larisa Konstantinovna Romashova

25. Rybinsk office Adress: 152903, Yaroslavl Region, Rybinsk, prospect Lenina, д. 148, каб. 113 Telephone/Fax: (4855) 29-66-00, (4855) 29-64-27 E-mail: [email protected] Rybinsk - Tatyana Nikolaevna Philippova

26. Samara Office

602 Address: 443100, Samara, Molodogvardeiskatya/ Iarmochnaya st., 167/3 Telephone/Fax: (846) 332-41-77, 332-82-29 E-mail: [email protected] Rybinsk Vladimir Vladimirovich Obukhov

27. Saint Petersburg Office Address: 197046, Saint Petersburg, ul. Chapayeva, 9, lit. A Telephone/Fax: (812) 702-43-03, 498-12-04 E-mail: [email protected] Director: Valery Eduardovich Albertovich

28. Saratov Office Address: 410031, Saratov, ul. Moskovskaya, 35, office 214 Telephone/Fax: (8452) 23-39-91, 23-74-82, 27-43-73 E-mail: [email protected] Director: Dmitry Aleksandrovich Dubovitsky

472

29.Syzran office Adress: 446010, Samara Region, Syzran, Hydroturbinnaya st. , 13

Telephone/Fax: (8464) 37-12-52, 37-24-18

E-mail: [email protected]

Director - Irina Fanilovna Onyshkina

30. Togliatti Office Address: 445051, Samara Region, Togliatti, Frunze st., 6A Telephone/Fax: (8482) 53-40-36, 53-40-23 E-mail: [email protected] Director: Olga Stanislavovna Tarasova

31. Ufa Office Address: 450030, Republic of Bashkortostan, Ufa, Industrialnoye shosse, 119 603 Telephone/Fax: (347) 238-32-77, 238-18-81 E-mail: [email protected] Director: Vladimir Petrovich Yatsko

32. Ulyanovsk Office Address: 432063, Ulyanovsk Region, Ulyanovsk, Mira st., 17А, office 4 Telephone/Fax: (8422) 42-30-55, 96-87-53 E-mail: [email protected] Director: Yelena Aleksandrovna Belova

33. Tomsk Office Address: Russia, 634021, Tomsk, prospekt Frunze, 132, room 300 Telephone/Fax: (3822) 44-26-23 E-mail: [email protected] Director: Natalia Mikhaylovna Yartseva

473

ROSSETI ANNUAL REPORT 2013

9.19.11.1. Glossary Glossary

ABBREVIATION

JSC «Russian Grids», Russian Grids, the Joint Stock Company «Russian Grids» Company

AC Authorized Capital

CAO Code of Administrative Offences of the Russian Federation

CHPP Combined heat and power plant

CSC Customer service center

EDN/ETN Electricity distribution/town networks

ENRs Electricity Network Regions 604 ETG Electricity transmission grids

ETGE Electricity transmission grid entity

FAS Federal Antimonopoly Service

FES Fuel and energy sector

FFMS Federal Financial Markets Service of the Russian Federation

FGC Federal Grid Company of Unified Energy System, FGC UES

FOCL Fiber-optic communications lines

FTS Federal Tax Service of Russia

FTS Federal Tariff Service of Russia

GVA Gigawatt-ampere

GW Gigawatt

IDGCs Interregional distribution grid companies

474

IEMS Integrated electricity metering system

IFRS International Financial Reporting Standards

IPS Integrated Power System

IPS AAG Intellectual Power System with an Actively Adaptive Grid

IR Investor/shareholder relations department

ITT Information technology and telecommunications

KPI Key performance indicators kVA Kilovolt

MICEX Power Index. The Sector Indices are market capitalization weighted indices calculated based on prices of the most liquid shares of MICEX PWR Russian issuers operating in the relevant economic sectors, admitted to trading on MICEX Stock Exchange, and included in the Broad Market Index calculation base. 605

MRR Minimum regulated revenue

A Russian stock market index included in the MSCI Emerging Markets MSCI Russia Index

MVA Megavolt-ampere

MW Megawatt

NC Network connection

NCC Network control center

NH Nominee holder

OL Overhead line

OTLP Overhead distribution lines with protected cables

PAR Protective and automatic relaying

PCN/PRFP Private competitive negotiations/private requests for proposals

475

ROSSETI ANNUAL REPORT 2013

PTSs Package transformer substations

Regulatory Asset Base, a system of long-term tariff regulation aiming to encourage investment in the construction and modernization of grid RAB infrastructure and stimulate grid organizations to implement cost efficiency measures

RAS Russian Accounting Standards

RDC Research and development center

RGCs Regional grid companies

RP Relay protection

SAIDI SAIDI and SAIFI are reliability indicators used for the assessment of electricity distribution services. SAIDI shows the average outage SAIFI duration, and SAIFI shows the average interruption frequency

606 SDCs Subsidiaries and dependent companies

SO UPS System Operator of the United Power System

SS Substation

SWRA Sectoral Wage Rate Agreement

TGCs Territorial generation companies

TGE Territorial grid entity

TL Distribution line

TPP Thermal power plant

TPS Thermal power station

TPSOT Three-phase sealed oil transformer

TSD Technical standard documents

TTCSR Transformer-type controlled shunt reactor

476

UNEG Unified National Electric Grid

UPS United Power System of Russia

WGCs Wholesale generation companies

607

477

ROSSETI ANNUAL REPORT 2013

Report of the Internal Audit Commission Report of the Internal Audit Commission

Internal Audit Commission

JSC RUSSIAN GRIDS

______

Approved

by the Internal Audit Commission

(Minutes No. 3/2014 of April 30, 2014)

608

REPORT

OF THE INTERNAL AUDIT COMMISSION

of Joint Stock Company

RUSSIAN GRIDS

April 30, 2014

Moscow

478

I. INTRODUCTION

INTERNAL AUDIT COMMISSION INFORMATION AND INTERNAL AUDIT INFORMATION

The members of the Internal Audit Minutes of the Annual General Meeting Commission were elected by the General Shareholders of JSC Russian Grids of June Meeting Shareholders 28, 2013

The Chairman and the Secretary of the Minutes of the Internal Audit Commission of Internal Audit Commission were elected by JSC Russian Grids No. 1/2013 of July 19, the Internal Audit Commission 2013

Chairman of the Internal Audit Commission Alan Fyodorovich Khadziev

Secretary of the Internal Audit Commission Anna Valeryevna Drokova

Members of the Internal Audit Commission Karim Karimovich Samakhuzhin

Vladimir Vasilyevich Khvorov

Nikolay Grigoryevich Shulginov 609 Grounds for the inspection (internal audit): the financial and economic operations of JSC Russian Grids (hereinafter, the “Company”) were examined in accordance with the Federal Law “On Joint-Stock Companies”, the Articles of Association of the Company, and the Regulations for the Internal Audit Commission of the Company and pursuant to the decision adopted by the meeting of the Internal Audit Commission on March 31, 2014 (Minutes No. 2/2014 of March 31, 2014).

Time of the inspection: from April 1, 2014, to April 25, 2014.

Purpose of the inspection: to make an independent evaluation of the reliability of the information contained in the Annual Report and the annual accounting (financial) statements of the Company for 2013 prepared in accordance with Russian Accounting Standards (hereinafter, the “Statements”).

Examined period: from January 1, 2013, to and including December 31, 2013.

Subject of the inspection: the annual accounting (financial) statements, the Annual Report, ledgers, primary accounting records, and other documents related to the financial and economic operations of the Company.

Program of the inspection: approved by the meeting of the Internal Audit Commission (Minutes No. 2/2014 of March 31, 2014).

Procedure for the inspection: an on-site examination of documents.

Scope of the inspection: an examination on a test basis.

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ROSSETI ANNUAL REPORT 2013

The inspection was conducted in accordance with:

 Federal Law No. 402-FZ of December 6, 2011, “On Accounting”;  Order of the Ministry of Finance of the Russian Federation No. 34n of July 29, 1998, “On the Approval of the Regulations for Accounting and Accounting Statements in the Russian Federation”;  Regulations (Standards) for Accounting in the Russian Federation;  Order of the Ministry of Finance of the Russian Federation No. 66n of July 2, 2010, “On the Forms of Accounting Statements of Organizations”;  Regulations for the Disclosure of Information by Issuers of Issue-Grade Securities approved by Order of the Federal Financial Markets Service of the Russian Federation No. 11-46/pz-n of October 4, 2011;  Resolution of the Government of the Russian Federation No. 1214 of December 31, 2010, “On the Improvement of the Procedure for Managing Open Joint-Stock Companies Whose Shares Are Federally Owned and Federal State Unitary Enterprises”;  Accounting Policy approved by Order of the Company No. 737 of December 29, 2012, “On the Accounting Policy of JSC IDGC Holding” (as amended by Order No. 396 of July 16, 2013 “On Amendments to Order of JSC IDGC Holding No. 737 of December 29, 2012”);  Regulations for the Procedure for Statement Preparation in Accordance with Russian Accounting Statements approved by Order of the Company No. 414 of July 18, 2013;  Order of the Company No. 346 of June 17, 2013, “On the Distribution of 610 Responsibilities Among the First Deputy Directors General and Deputy Directors General of JSC Russian Grids” (as amended by Order No. 639 of November 6, 2013, and Order No. 705 of December 18, 2013);  Other legislative acts and the Company’s internal regulations and orders.