Government support 30 September 2016 year.

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Presentation transcript:

Government support 30 September 2016 year

Shareholder Structure State support Strategically Important Asset for the Russian Government Key Highlights Inter RAO is strategically important for the national economy and energy security The Company is the only entity responsible for the national power export and import The Russian government demonstrated its support of Inter RAO: transfer of non-privatized stakes in state-owned Russian utilities (via May 2011 additional share issue), RUB 21bn equity injection through VEB, facilitating access to liquidity at short notice, provision of subsidies for fuel purchases (TGK-11) and guarantees in relation to international investment projects Group Rosneftegas has increased its stake in Inter RAO to 27.63% as a result of the acquisition shares of the State. This transaction doesn’t change effective control of the State In October 2014 Inter RAO exercised its call option, buying 5.07% of its own stock from VEB for RUB 31.4 bn. 05/11/2015 under the Program of support of investment programs to be implemented on the territory of the Russian Federation on the basis of the project financing (Governmental Decree № 1044 dated 11/10/2014) a facility agreement with PJSC “Sberbank” was concluded against the state guarantee of the Russian Federation.  The debt funds have been raised with a view to finance the project for construction of 440 MW CCGT unit of Zatonskaya TPP that was selected amongst other projects  by the  Interministerial Committee on project financing under the Ministry of economic development of the Russian Federation on 21/10/2015. Implementation of the Project under the Program will allow to improve its efficiency as a result of raising credit resources at reduced rates. Shareholder Structure As of July 2012 As of June 2014 As of October 2016 39.63% other parties 60.37% direct and indirect stake of the Russian government(1) 43.8% other parties 56.2% indirect stake of the Russian government(1) 48.88% other parties 51.12% indirect stake of the Russian government(1) Minorities 16.64% Rosneftegaz Group 27.63% FGC UES Group 18.57% VEB 5.11% Treasury Shares 13.93% Norilsk Nickel Group 13.21% RusHydro Group 4.92%(2) Russian State 14.79% FGC UES Group 18.57% Minorities 14.72% Treasury Shares 10.72% Minorities 28.91% Rosatom Group 13.42% RusHydro Group 4.92%(2) VEB 5.45% Norilsk Nickel Group 14.19% FGC UES Group 19.95% Inter RAO Capital 19.98% Rosneftegaz 1.48%(2) Rosneftegaz Group 27.63% RusHydro Group 5.28% Number of ordinary shares (units): 9,716 bn Number of ordinary shares (units): 10,440 bn Number of ordinary shares (units): 104.4 bn ____________________ Notes: (1) Indirect government’s stake is calculated as the sum of the stakes of the entities controlled by the Government (2) Including ownership of Rosneft Group Government support

Non-executive/ Independent role Government Representative Board of Directors Strong Russian Government Representation in INTER RAO’s Board Name Executive/ Non-executive/ Independent role Position Government Representative Igor Sechin Non-executive Chairman of the Board of Inter RAO / Chief Executive Officer, Chairman of the Management Board, Deputy Chairman of the Board of Directors of Rosneft Formal representative of the Russian Government Dmitry Shugaev Independent Deputy Chairman of the Board of Inter RAO / Deputy CEO of Russian Technologies State corporation Not a government representative Boris Ayuyev Chairman of the Management Board of SO UES Andrei Bugrov Senior vice-president, PJSC Mining and Metallurgical Company Norilsk Nickel Denis Fedorov Head of the Directorate for Power Sector Development and Marketing in Power Generation, Gazprom OJSC, General Director of OJSC Tsentrenergoholding, General Director of Gazprom energoholding LLC Anatoly Gavrilenko Chief Executive Officer, Leader CJSC Boris Kovalchuk Executive Chairman of the Management Board of PJSC Inter RAO Aleksandr Lokshin First Deputy Director General for Operations Management Andrei Murov Chairman of the Management Board, PJSC FCG UES Ronald James Pollett Vice President GE, President and CEO of GE in Russia and CIS Elena Sapozhnikova Chief Operations Officer of UCP Group Government support

Company Overview INTER RAO’s Governance Bodies General Shareholders’ Meeting Board of Directors 5 members 1 Executive directors 11 members 6 Independent directors 4 Non-executive directors Revision Commission Audit Committee HR and Compensation Committee Strategy and Investments Committee 3 members 3 members 9 members Examination of the Company’s financial statements Evaluation of potential auditors and recommendations on auditor’s appointment Examination of reports from the Internal audit department and the internal control and risk management department Preliminary consideration of compensation-related matters Evaluation of candidates for positions in the governance bodies Preliminary consideration of matters relating to the strategy, investments, business plans, significant deals, Inter RAO’s interests in other entities, the Company’s share issues Chairman of the Management Board Management Board 9 members Government support