Review of transactions for 2018

Review of transactions for the 4Q 2018

1. Related party transactions, the amount of which was less than 2% of the book value of assets:

For the reporting quarter the above mentioned transactions were not closed

2. Transactions closed by the Company with state owned companies:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

IDGC of Centre – Belgorodenergo division

1.

№41708285/3100/22357/18 dated 20.12.2018

IDGC of Centre, PJSC - «Grid Company»;

Federal Treasury Enterprise «Customer Department of the Ministry of Defense of Russia» - «Applicant»;

Joint-Stock Company «General Directorate of Arrangement of Troops» - «Payer»

Implementation of grid connection of the applicant’s power installations

22 107 026,36 RUB, including VAT (18%) 3 372 258,00 RUB

-

Approval was not required

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

Item No.

Date of transaction

Date of approval (receiving consent for the transaction)

Body of the company that took the decision to give consent for the transaction

Subject of the transaction and its essential terms

Information on a person (s) related to the transaction, grounds for relation

1.

26.11.2018

-

Approval was not required

Amendment №1/DS7700/00057/18 to Agreement for provision of services for the organization and operation of the power grid complex №4298/7700/00083/18 dated 09.02.2018

Amendment on the change of the VAT rate in accordance with the legislation of the Russian Federation

Parties of agreement:

- PJSC «Rosseti» - «Contractor»;

- IDGC of Centre, PJSC – «Customer»

The entity itself, as the person controlling the Company

2.

04.12.2018

-

Approval was not required

Amendment №1/DS7700/00062/18 to Agreement for provision of paid technical supervision services №7700/00085/18/20 dated 12.02.2018

Amendment on the change of the VAT rate in accordance with the legislation of the Russian Federation

Parties of agreement:

- PJSC «Rosseti» - «Contractor»;

- IDGC of Centre, PJSC – «Customer»

The entity itself, as the person controlling the Company

4. Internal corporate transactions:

Item No.

Date of transaction

Date of approval (receiving consent for the transaction)

Body of the company that took the decision to give consent for the transaction

Subject of the transaction and its essential terms

Information on a person (s) related to the transaction, grounds for relation

1.

26.11.2018

-

Approval was not required

Amendment №1/DS7700/00057/18 to Agreement for provision of services for the organization and operation of the power grid complex №4298/7700/00083/18 dated 09.02.2018

Amendment on the change of the VAT rate in accordance with the legislation of the Russian Federation

Parties of agreement:

- PJSC «Rosseti» - «Contractor»;

- IDGC of Centre, PJSC – «Customer»

The entity itself, as the person controlling the Company

2.

04.12.2018

-

Approval was not required

Amendment №1/DS7700/00062/18 to Agreement for provision of paid technical supervision services №7700/00085/18/20 dated 12.02.2018

Amendment on the change of the VAT rate in accordance with the legislation of the Russian Federation

Parties of agreement:

- PJSC «Rosseti» - «Contractor»;

- IDGC of Centre, PJSC – «Customer»

The entity itself, as the person controlling the Company

5. Revenue-intensive transactions closed by the Company:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

Executive Office of IDGC of Centre, PJSC

1.

№KS-25350/0012/V-18/7700/00517/18 dated 04.12.2018

VTB Bank (PJSC) - «Creditor»;

IDGC of Centre, PJSC - «Borrower»

Credit granting

4 170 000 000 RUB

-

Approval was not required

2.

№KS-25350/0013/V-18/7700/00518/18 dated 04.12.2018

VTB Bank (PJSC) - «Creditor»;

IDGC of Centre, PJSC - «Borrower»

Credit granting

4 170 000 000 RUB

-

Approval was not required

3.

№KS-25350/0014/V-18/7700/00519/18 dated 04.12.2018

VTB Bank (PJSC) - «Creditor»;

IDGC of Centre, PJSC - «Borrower»

Credit granting

2 780 000 000 RUB

-

Approval was not required

4.

№FA-409/7700/00529/18 dated 14.12.2018

Limited Liability Company «GPB-Factoring» - «Agent»;

IDGC of Centre, PJSC - «Principal»

Agent Agreement

4 056 240 000 RUB

-

Approval was not required

5.

№7700/00528/18/02847-AD dated 13.12.2019

Limited Liability Company VTB Factoring – «Agent»;

IDGC of Centre, PJSC - «Principal»

Agent Agreement

4 060 560 000 RUB

-

Approval was not required

6.

№7700/00533/18/00.02-3-2-3/08-12/18

dated 21.12.2018

Joint-Stock Company «Joint-Stock Bank «ROSSIYA» - «Bank»

IDGC of Centre, PJSC - «Customer»

Agreement on the opening of a renewable limit for trade finance operations using uncovered letters of credit

5 101 120 000 RUB

-

Approval was not required

6. Transactions of the Company with members of the Board of Directors of the Company and members of the management bodies of the Company:

For the reporting quarter the above mentioned transactions were not closed

Review of transactions for the 3Q 2018

1. Related party transactions, the amount of which was less than 2% of the book value of assets:

Item No.

Date of transaction

Date of approval (receiving consent for the transaction)

Body of the company that took the decision to give consent for the transaction

Subject of the transaction and its essential terms

Information on a person (s) related to the transaction, grounds for relation

1.

28.08.2018

10.08.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №27/18 dated 10.08.2018)

Agreement № 7700/00293/18 dated 28.08.2018 on supply, performance of works within the implementation of 10 kV commercial metering points at the balance participation boundary with set-up of remote data collection

Parties of the Agreement:

- JSC «FOCL-Conductor Administration» - «Contractor»;

- IDGC of Centre, PJSC – «Customer».

Price of the Agreement:

542 522 000 RUB, including VAT

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

2.

19.09.2018

05.09.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №30/18 dated 05.09.2018)

Agreement № 7700/00309/18 dated 19.09.2018 for a sublicense agreement of granting non-exclusive rights for the update and technical support of software for protection against information leaks

Parties of the Agreement:

- JSC «FOCL-Conductor Administration» - «Licensee»;

- IDGC of Centre, PJSC – «Sublicensee».

Price of the Agreement:

164 918 000 RUB, not subject to value added tax

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

2. Transactions closed by the Company with state owned companies:

For the reporting quarter the above mentioned transactions were not closed

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

Item No.

Date of transaction

Date of approval (receiving consent for the transaction)

Body of the company that took the decision to give consent for the transaction

Subject of the transaction and its essential terms

Information on a person (s) related to the transaction, grounds for relation

1.

28.08.2018

10.08.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №27/18 dated 10.08.2018)

Agreement № 7700/00293/18 dated 28.08.2018 on supply, performance of works within the implementation of 10 kV commercial metering points at the balance participation boundary with set-up of remote data collection

Parties of the Agreement:

- JSC «FOCL-Conductor Administration» - «Contractor»;

- IDGC of Centre, PJSC – «Customer».

Price of the Agreement:

542 522 000 RUB, including VAT

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

2.

19.09.2018

05.09.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №30/18 dated 05.09.2018)

Agreement № 7700/00309/18 dated 19.09.2018 for a sublicense agreement of granting non-exclusive rights for the update and technical support of software for protection against information leaks

Parties of the Agreement:

- JSC «FOCL-Conductor Administration» - «Licensee»;

- IDGC of Centre, PJSC – «Sublicensee».

Price of the Agreement:

164 918 000 RUB, not subject to value added tax

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

4. Internal corporate transactions:

Item No.

Date of transaction

Date of approval (receiving consent for the transaction)

Body of the company that took the decision to give consent for the transaction

Subject of the transaction and its essential terms

Information on a person (s) related to the transaction, grounds for relation

1.

28.08.2018

10.08.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №27/18 dated 10.08.2018)

Agreement № 7700/00293/18 dated 28.08.2018 on supply, performance of works within the implementation of 10 kV commercial metering points at the balance participation boundary with set-up of remote data collection

Parties of the Agreement:

- JSC «FOCL-Conductor Administration» - «Contractor»;

- IDGC of Centre, PJSC – «Customer».

Price of the Agreement:

542 522 000 RUB, including VAT

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

2.

19.09.2018

05.09.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №30/18 dated 05.09.2018)

Agreement № 7700/00309/18 dated 19.09.2018 for a sublicense agreement of granting non-exclusive rights for the update and technical support of software for protection against information leaks

Parties of the Agreement:

- JSC «FOCL-Conductor Administration» - «Licensee»;

- IDGC of Centre, PJSC – «Sublicensee».

Price of the Agreement:

164 918 000 RUB, not subject to value added tax

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

3.

08.08.2018

-

According to subpara. 12 of para. 2 of Art. 81 of Federal Law dated 26.12.1995 N 208-FZ

“On Joint-Stock Companies” (hereinafter – FZ № 208), the provisions of chapter XI of FZ № 208,

the relation to the transaction by the company does not apply to transactions whose amount is either

the price or the book value of the property, with acquisition, alienation or possibility of alienation of which

involves such transactions, does not exceed 0.1 percent of the book value of the company’s assets according

to its accounting (financial) statements as of the last reporting date, provided that the size of such

transactions does not exceed values established by the Bank of Russia

Agreement № 6800/05215/18 dated 08.08.2018 for provision of services for pre-trip, post-trip medical examinations of vehicle drivers

Parties of the Agreement:

- JSC “Sanatorium “Energetik”;

- IDGC of Centre, PJSC (IDGC of Centre - Tambovenergo division) – «Customer».

Price of the Agreement:

2 709 790 RUB, not subject to value added tax (Art. 149 para. 2 of the Tax Code of the Russian Federation)

1) Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

2) S.Y. Rumyantsev, a member of the Company’s Management Board, who is also a member of the Board of Directors of Directors of JSC “Sanatorium “Energetik”

5. Revenue-intensive transactions closed by the Company:

For the reporting quarter the above mentioned transactions were not closed

6. Transactions of the Company with members of the Board of Directors of the Company and members of the management bodies of the Company:

For the reporting quarter the above mentioned transactions were not closed

Review of transactions for the 2Q 2018

1. Related party transactions, the amount of which was less than 2% of the book value of assets:

Item No.

Date of transaction

Date of approval (receiving consent for the transaction)

Body of the company that took the decision to give consent for the transaction

Subject of the transaction and its essential terms

Information on a person (s) related to the transaction, grounds for relation

1.

14.05.2018

28.04.2018

Board of Directors of

IDGC of Centre, PJSC

(Minutes №15/18 dated 28.04.2018)

Agreement № 7700/00165/18 dated 14.05.2018 for provision of compulsory energy inspection services.

Parties of the Agreement:

- IEC Energoefficiency technologies, JSC - «Contractor»;

- IDGC of Centre, PJSC - «Customer».

Price of the Agreement:

187 815 834,29 RUB, including VAT.

Controlling entity of the Company – PJSC Rosseti, whose controlled entity is a party to the transaction

2. Transactions closed by the Company with state owned companies:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

Executive Office

1.

Agreement

dated 31.05.2018

№7700/00173/18/KPSM/LKS D18S00126943

IDGC of Centre, PJSC - «User»;

PJSC MGTS -

«MGTS»

Agreement on provision of access to line-cable facilities - a cable duct, in which the User’s property is located

1 699 200 RUB, including VAT (18%) -

-

Approval was not required

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

For the reporting quarter the above mentioned transactions were not closed

4. Internal corporate transactions:

For the reporting quarter the above mentioned transactions were not closed

5. Revenue-intensive transactions closed by the Company:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

Executive Office

1.

Agreement

dated 27.04.2018

№ KS-TSV-725350/2018/00024

(7700/00153/2018)

IDGC of Centre, PJSC – «Borrower»;

VTB Bank (PJSC) - «Creditor»

Loan Agreement

4 123 500 000

-

Approval was not required

2.

Agreement

dated 10.05.2018

№6768/7700/00160/18

IDGC of Centre, PJSC – «Borrower»;

Sberbank - «Creditor»

Agreement on opening a credit line

4 123 500 000

-

Approval was not required

3.

Agreement

dated 15.06.2018

№0118-037

(7700/00184/18)

IDGC of Centre, PJSC – «Borrower»;

GPB Bank (JSC) - «Creditor»

Loan Agreement on opening a credit line

4 125 000 000

-

Approval was not required









6. Transactions of the Company with members of the Board of Directors of the Company and members of the management bodies of the Company:

For the reporting quarter the above mentioned transactions were not closed

Review of transactions for the 1Q 2018

1. Related party transactions:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

Executive Office

1.

Agreement

dated 12.02.2018

№ 7700/00085/18

IDGC of Centre, PJSC – «Customer»;

PJSC «Rosseti» - «Contractor»

Agreement for provision of technical supervision services

Cost of the Contractor’s services 149 561 460 RUB, including VAT 18%;

Cost of the Customer’s services 2 760 694 RUB 50 kopecks, including VAT

In the period from 01.01.2018-31.12.2020

The entity itself, as the person controlling the Company

Minutes №02/18 dated 26.01.2018

2.

Agreement

dated 09.02.2018

№ 7700/00083/18

IDGC of Centre, PJSC – «Customer»;

PJSC «Rosseti» - «Contractor»

Agreement for provision of services for the organization and operation of the power grid complex

Cost of services 858.114.667,94 RUB including VAT

In the period from 01.01.2018-31.12.2020

The entity itself, as the person controlling the Company

Minutes №02/18 dated 26.01.2018

2. Transactions closed by the Company with state owned companies:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

IDGC of Centre – Belgorodenergo division

1.

Agreement

dated 23.03.2018

№3100/00262/18

IDGC of Centre, PJSC - «Contractor»;

OJSC «Russian Railways» -

«Customer»

Agreement for provision of services for operational dispatch control and maintenance of the overhead line 110 kV Overhead Line Golofeevka-Traction-N. Oskol, equipment of 110 kV Substation N. Oskol and 110 kV Substation Golofeevka (inventory number № 0030501ST-OS)

2 100 230,24 RUB, including VAT (18%) - 320 374,10 RUB

-

Approval was not required

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

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

Executive Office

1.

Agreement

dated 12.02.2018

№ 7700/00085/18

IDGC of Centre, PJSC – «Customer»;

PJSC «Rosseti» - «Contractor»

Agreement for provision of technical supervision services

Cost of the Contractor’s services 149 561 460 RUB, including VAT 18%;

Cost of the Customer’s services 2 760 694 RUB 50 kopecks, including VAT

In the period from 01.01.2018-31.12.2020

The entity itself, as the person controlling the Company

Minutes №02/18 dated 26.01.2018

2.

Agreement

dated 09.02.2018

№ 7700/00083/18

IDGC of Centre, PJSC – «Customer»;

PJSC «Rosseti» - «Contractor»

Agreement for provision of services for the organization and operation of the power grid complex

Cost of services 858.114.667,94 RUB including VAT

In the period from 01.01.2018-31.12.2020

The entity itself, as the person controlling the Company

Minutes №02/18 dated 26.01.2018

4. Internal corporate transactions:

Item No.

No., date of contract

Parties of contract

Subject of contract

Price of contract

Related parties

Information on approval by the Board of Directors

Executive Office

1.

Agreement

dated 12.02.2018

№ 7700/00085/18

IDGC of Centre, PJSC – «Customer»;

PJSC «Rosseti» - «Contractor»

Agreement for provision of technical supervision services

Cost of the Contractor’s services 149 561 460 RUB, including VAT 18%;

Cost of the Customer’s services 2 760 694 RUB 50 kopecks, including VAT

In the period from 01.01.2018-31.12.2020

The entity itself, as the person controlling the Company

Minutes №02/18 dated 26.01.2018

2.

Agreement

dated 09.02.2018

№ 7700/00083/18

IDGC of Centre, PJSC – «Customer»;

PJSC «Rosseti» - «Contractor»

Agreement for provision of services for the organization and operation of the power grid complex

Cost of services 858.114.667,94 RUB including VAT

In the period from 01.01.2018-31.12.2020

The entity itself, as the person controlling the Company

Minutes №02/18 dated 26.01.2018

5. Revenue-intensive transactions closed by the Company:

For the reporting quarter the above mentioned transactions were not closed

6. Transactions of the Company with members of the Board of Directors of the Company and members of the management bodies of the Company:

For the reporting quarter the above mentioned transactions were not closed