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Review of transactions for 1Q 2023

1. Significant transactions: they were not closed in the reporting period.

2. Related party transactions: they were not closed in the reporting period.

3. Transactions of the Company with shareholders of the Company holding at least 5% of voting shares of the Company:

Item No.

Date of the transaction

Date of approval (obtaining consent to conclude the transaction)

The body of the company that made the decision to grant consent to the transaction

Subject of the transaction and its essential terms

Information about the person (persons) related to the transaction, grounds of relation

3.1.

02.03.2023

Not required

Not required

Paid services agreement № 7700/00015/23, concluded on the following terms:


Parties to the Agreement:

  • Public Joint stock company «Rosseti Centre» – «Customer»;

  • Federal Grid Company - Rosseti, Public Joint Stock Company (PJSC Rosseti) - «Contractor».

Subject of the Agreement:

  • In accordance with the terms of the Agreement, the Customer instructs, and the Contractor assumes obligations to carry out technical supervision at the Customer’s power grid facilities, including new construction, reconstruction and technical re-equipment facilities (hereinafter referred to as the Facilities), to provide methodological and organizational support for the functioning of the Facilities in terms of ensuring labour protection, industrial, fire and environmental safety (hereinafter referred to as the Services), and the Customer undertakes to accept and pay for the Services.
  • The Customer, in order to create the necessary conditions for the activities of the Contractor’s personnel directly engaged in the provision of the Services at the Customer’s Facilities, provides the Contractor on a reimbursable basis during the entire term of the Agreement with workplaces (premises) provided with furniture, computer and organizational equipment, office equipment, communications equipment, services of fixed communication and the Internet, stationery.
  • The Agreement is concluded in order to carry out technical supervision of the condition of the Facilities, increase the level of operation of electric grids, safety of production and labour protection, increase reliability and reduce risks of technological violations and emergencies at the Facilities and within the framework of fulfilling the requirements of clause 1.5.1 of the Rules for the technical operation of electric stations and grids of the Russian Federation (approved by Order of the Ministry of Energy of the Russian Federation dated 19.06.2003 № 229).

Price of the Agreement:

  • The cost of the Contractor’s Services under the Agreement for a calendar year is 52 351 464 rubles 00 kopecks, in addition to 20% VAT, in the amount of 10 470 292 rubles 80 kopecks, in total with VAT of 62 821 756 rubles 80 kopecks.
  • The cost of the Customer’s services under the Agreement for a calendar year is 780 000 rubles 00 rubles 00 kopecks, in addition to 20% VAT, in the amount of 156 000 rubles 00 kopecks, in total with VAT of 936 000 rubles 00 kopecks.
  • The cost of the Contractor’s Services under the Agreement for a month, calculated in accordance with the Calculation of the cost of the Services for a month (Appendix 5 to the Agreement), is 4 362 622 rubles 00 kopecks, in addition to 20% VAT, in the amount of 872 524 rubles 40 kopecks, in total with VAT of 5 235 146 rubles 40 kopecks.

Service provision period:

The total term for the provision of the Services under the Agreement: from 01.01.2023 to 31.12.2023.


Duration of the Agreement:

  • The Agreement comes into force from the moment of its signing by both Parties and is valid until the termination by the Parties of the obligations based on the Agreement.
  • Based on paragraph 2 of Art. 425 of the Civil Code of the Russian Federation, the Parties agreed to extend the effect of the Agreement to the relations of the Parties arising from 01.01.2023.

It is not a related party transaction

3.2.

02.03.2023

Not required

Not required

Agreement № DC 7700/00005/23 on termination of the Agreement for provision of paid technical supervision services dated 12.02.2018 № 7700/00085/18/20, concluded on the following terms:


Parties to the Agreement:

  • Public Joint stock company «Rosseti Centre» – «Customer»;

  • Federal Grid Company - Rosseti, Public Joint Stock Company (PJSC Rosseti) - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Parties agreed to terminate the Agreement from 01.01.2023.

It is not a related party transaction

4. Internal corporate transactions:

Item No.

Date of the transaction

Date of approval (obtaining consent to conclude the transaction)

The body of the company that made the decision to grant consent to the transaction

Subject of the transaction and its essential terms

Information about the person (persons) related to the transaction, grounds of relation

4.1.

01.01.2023

Not required

Not required

Agreement for provision of services for maintenance of power grid equipment and emergency recovery work № 3200/05075/22/42319046, concluded on the following terms:


Parties to the Agreement:

  • Public Joint stock company «Rosseti Centre» - «Contractor»;

  • Limited Liability Company «BryanskElectro» - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor assumes obligations for the maintenance and emergency recovery work of the power grid equipment (SS 110 kV Bryanskaya GRES), and the Customer undertakes to create the necessary conditions for the Contractor to provide services, accept their results and pay the price stipulated by the Agreement.


Price of the Agreement:

3 821 240,20 rubles, including VAT (20 %) 636 873,37 rubles.


Service provision period:

The total term for the provision of the services under the Agreement is set from 01.01.2023 to 31.12.2023 inclusive.


Duration of the Agreement:

The Agreement comes into force from the date of its signing and is valid until the full fulfillment by the Parties of all obligations under it.

It is not a related party transaction

4.2.

01.01.2023

Not required

Not required

Agreement for provision of services for operational management, maintenance of electric grid equipment and emergency recovery work № 3200/04926/22/42316010, concluded on the following terms:


Parties to the Agreement:

  • Public Joint stock company «Rosseti Centre» - «Contractor»;

  • Limited Liability Company «BryanskElectro» - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide services for the operational management, maintenance and emergency recovery work of power grid equipment (SS 110 kV Klintsovskaya), and the Customer undertakes to create the necessary conditions for the Contractor to provide the services, accept their results and pay the price, stipulated by the Agreement.


Price of the Agreement:

5 748 181,68 rubles, including VAT (20 %) 958 030,28 rubles.


Service provision period:

The total term for the provision of the services under the Agreement is set from 01.01.2023 to 31.12.2023 inclusive.

It is not a related party transaction

4.3.

11.01.2023

Not required

Not required

Amendment № DC3200/00005/23 to Lease Agreement for Vehicles with a Crew № 3200/00017/22 dated 30.12.2021, concluded on the following terms:


Parties to the Amendment:

  • Public Joint stock company «Rosseti Centre» - «Lessee»;

  • Limited Liability Company «BryanskElectro» - «Lessor».

Subject of the Amendment:

In accordance with the terms of the Amendment, the Agreement has been amended:

  • on the term of the Agreement (clause 8.1);
  • in the calculation of the amount of lease (Appendix № 7 to the Agreement).


Price of the Amendment:

-


Duration of the Amendment:

The Amendment comes into force from the moment it is signed by the parties, applies to the relations of the parties that arose from 29.11.2022 and is valid for the duration of the Agreement.

It is not a related party transaction

4.4.

14.02.2023

Not required

Not required

Agreement for provision of calls processing services № 3100/01322/23/002000940, concluded on the following terms:


Parties to the Agreement:

  • Public Joint stock company «Rosseti Centre and Volga region» - «Customer»;

  • Public Joint stock company «Rosseti Centre» - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes, on instructions of the Customer, to provide the services of a telephone call processing centre (the Contact Centre’s services) for processing consumer requests of the Customer’s branches, in accordance with the List of the Services (Appendix № 1 to the Agreement), which is an integral part of the Agreement, and the Customer undertakes to accept these services and pay for them.


Price of the Agreement:

The marginal cost of the services under this Agreement may not exceed, excluding VAT, 97 726 006, 46 rubles 46 kopecks; including VAT – 117 271 297,75 rubles 75 kopecks, including VAT (20 %) 19 545 201,29 rubles 29 kopecks.


Service provision period:

The service provision period: from 01.01.2023 to 31.12.2023 or until the maximum amount under the Agreement is reached (whichever comes first).


Duration of the Agreement:

The Agreement comes into force from the moment of its signing by both Parties and extends its effect to the relations of the Parties from «01» January 2023 and is valid until «31» December 2023 or until the maximum amount under the agreement is reached (whichever comes first), provided full fulfillment by the parties of their obligations under the Agreement.

It is not a related party transaction

4.5.

15.02.2023

Not required

Not required

Agreement for provision of services for spa treatment № 6800/00541/23, concluded on the following terms:


Parties to the Agreement:

  • Public Joint stock company «Rosseti Centre» - «Customer»;

  • Joint Stock Company «Sanatorium «Energetik» - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor assumes obligations to provide services for sanatorium and resort treatment of employees of pre-retirement age to the Customer, and the Customer undertakes to accept and pay for the services provided in accordance with the terms of the Agreement.


Price of the Agreement:

238 000 rubles 00 kopecks, VAT exempt.


Service provision period:

During the term of the Agreement.


Duration of the Agreement:

The Agreement comes into force on 01.03.2023 and is valid until 31.12.2023.

It is not a related party transaction

4.6.

13.03.2023

Not required

Not required

Amendment № 1/DC3200/00118/23 to Agreement for provision of services for the operational management, maintenance of electric grid equipment and emergency recovery work 3200/04926/22/42316010 dated 01.01.2023, concluded on the following terms:


Parties to the Amendment:

  • Public Joint stock company «Rosseti Centre» - «Contractor»;

  • Limited Liability Company «BryanskElectro» - «Customer».

Subject of the Amendment:

In accordance with the terms of the Amendment, amendments were made to the Agreement in terms of the cost of emergency recovery work (change of settings for EPZ-1636 OL 110 kV Zalineinaya to SS 110 kV Klintsovskaya).


Price of the Amendment:

28 620,00 rubles, including VAT (20 %) 4 770,00 rubles.


Duration of the Amendment:

The Amendment comes into force from the moment it is signed by the parties and is valid for the entire duration of the agreement for provision of services for the operational management, maintenance of electric grid equipment and emergency recovery work № 42050836 dated 26.03.2021.

It is not a related party transaction

5. Revenue-intensive transactions closed by the Company (transactions, the subject of which is property, the value of which is 10 or more percent of the book value of the Company’s assets): they were not closed in the reporting period.

6. Transactions of the Company with members of the Board of Directors of the Company and members of the management bodies of the Company: they were not closed in the reporting period.