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Review of transactions for 2022

Review of transactions for the 1Q 2022

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

1.

17.03.2022

No approval required

No approval required

 

License agreement

№ 7700/00070/22/6849.

Parties to the Agreement:

PJSC Rosseti - «Licensor»;

Rosseti Centre, PJSC - «Licensee».

Subject of the Agreement:

The Licensor undertakes to grant the Licensee the right to use the “Estimate and Regulatory Base for Maintenance and Repair” database under the terms of a simple (non-exclusive) license, and the Licensee undertakes to pay the Licensor the cost of the granted right to use.

Price of the Agreement:

9 000 rubles (for 1 license, which is 1 user place of the end user).

License validity period: 9 (nine) years from the date of signing by the parties of the Certificate of acceptance of the transfer of rights to use the database at the relevant request of the Licensee.

Duration of the Agreement:

It 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, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

 

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

1.

 

01.01.2022

No approval required

No approval required

 

Agreement for provision of services for organization of the treasury function № 7700/00321/21.

Parties to the Agreement:

Rosseti Centre, PJSC - «Contractor»;

LLC «BryanskElectro» - «Customer».

Subject of the Agreement:

The Contractor undertakes to provide the Customer with services for organizing the treasury function in terms of authorization and execution of payments necessary for the implementation of the current activities of the Customer, in the amount of 100% of the amount of all payments for the billing period, and the Customer undertakes to accept and pay for the services in accordance with the terms of the Agreement.

Price of the Agreement: 545 564,88 rubles.

Duration of the Agreement:

It comes into force from the moment of its conclusion and is valid until 31.12.2022, and in terms of settlements - until the parties fully fulfill their obligations.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

2.

 

01.01.2022

No approval required

No approval required

 

Agreement for provision of services for organization of the treasury function № 7700/00322/21.

Parties to the Agreement:

Rosseti Centre, PJSC - «Contractor»;

JSC “VGES” - «Customer».

Subject of the Agreement:

The Contractor undertakes to provide the Customer with services for organizing the treasury function in terms of authorization and execution of payments necessary for the implementation of the current activities of the Customer, in the amount of 100% of the amount of all payments for the billing period, and the Customer undertakes to accept and pay for the services in accordance with the terms of the Agreement.

Price of the Agreement: 545 564,88 rubles.

Duration of the Agreement:

It comes into force from the moment of its conclusion and is valid until 31.12.2022, and in terms of settlements - until the parties fully fulfill their obligations.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

3.

01.01.2022

No approval required

No approval required

 

Agreement for provision of services for organization of the treasury function № 7700/00323/21.

Parties to the Agreement:

Rosseti Centre, PJSC - «Contractor»;

JSC “TGES” - «Customer».

Subject of the Agreement:

The Contractor undertakes to provide the Customer with services for organizing the treasury function in terms of authorization and execution of payments necessary for the implementation of the current activities of the Customer, in the amount of 100% of the amount of all payments for the billing period, and the Customer undertakes to accept and pay for the services in accordance with the terms of the Agreement.

Price of the Agreement: 545 564,88 rubles.

Duration of the Agreement:

It comes into force from the moment of its conclusion and is valid until 31.12.2022, and in terms of settlements - until the parties fully fulfill their obligations.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

4.

10.01.2022

No approval required

No approval required

 

Agreement for provision of medical services

№ 6800/00026/22.

Parties to the Agreement:

JSC “Sanatorium “Energetik” - «Contractor»;

Rosseti Centre, PJSC (branch “Tambovenergo”) - «Customer».

Subject of the Agreement:

The Contractor undertakes, on the instructions of the Customer, to provide medical services in accordance with the List of Services (an appendix to the agreement), and the Customer undertakes to accept the services and pay for them.

Price of the Agreement:

4 904 963,00 rubles.

Duration of the Agreement:

It comes into force from the moment it is signed by both parties and is valid until the parties fully and properly fulfill their obligations.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

5.

14.01.2022

No approval required

No approval required

 

Lease agreement for non-residential premises

№ 7700/00004/22.

Parties to the Agreement:

Rosseti Centre, PJSC - «Lessor»;

JSC “Sanatorium “Energetik” - «Lessee».

Subject of the Agreement:

The Lessor undertakes to provide the Lessee for temporary paid use and possession of the leased premises in accordance with Appendix # 1, 3, and the Lessee undertakes to accept them on the terms of the agreement.

Price of the Agreement: 969 567,39 rubles.

Duration of the Agreement:

It comes into force from the moment of signing by authorized representatives of the parties and is valid until 30.11.2022. The agreement applies to the legal relations of the parties that have developed since 01.12.2021.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

6.

14.02.2022

No approval required

No approval required

 

Lease agreement for non-residential premises

№ 7700/00068/22.

Parties to the Agreement:

Rosseti Centre, PJSC - «Lessor»;

JSC “Sanatorium “Energetik” - «Lessee».

Subject of the Agreement:

The Lessor undertakes to provide the Lessee for temporary paid use and possession of the leased premises in accordance with Appendix # 1, 3, and the Lessee undertakes to accept them on the terms of the agreement.

Price of the Agreement: 277 332,72 rubles.

Duration of the Agreement:

It comes into force from the moment of signing by authorized representatives of the parties and is valid until 30.01.2023. The agreement applies to the legal relations of the parties that have developed since 01.02.2022.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

7.

15.02.2022

No approval required

No approval required

 

Agreement for performance of emergency recovery work dated 15.02.2022 №3600/02002/22

Parties to the Agreement:

Rosseti Centre, PJSC - «Customer»;

JSC “VGES” - «Contractor».

Subject of the Agreement:

Under the Agreement, the Contractor undertakes to perform, in accordance with the written request of the Customer, emergency recovery work (repair of the cable line of 6 kV cable line # 21 of 35 kV substation # 23) at facilities of the branch of Rosseti Centre, PJSC - Voronezhenergo at its own risk using its own or attracted forces and means within the period specified in the written request, using their own material and equipment, and the Customer undertakes to accept and pay for the result of the work performed.

Price of the Agreement:

40 164,00 rubles

Duration of the Agreement:

It comes into force and is considered concluded from the moment of its signing by the Parties and is valid until 31 December 2022.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

8.

25.02.2022

No approval required

No approval required

 

Agreement on cooperation in prevention and elimination of failures (emergency situations) at power grid facilities dated 25.02.2022 №3600/03296/22.

Parties to the Agreement:

Rosseti Centre, PJSC – «Party 1»,

JSC “VGES” - «Party 2»

Subject of the Agreement:

The Agreement is concluded for adoption of joint quickly organized actions to restore facilities of the electric grid complex necessary to normalize the power supply to consumers and prevent possible material damage to consumers of electric energy and other subjects of the electric power industry.

Price of the Agreement: no cost

Duration of the Agreement:

The Agreement comes into force from the moment it is signed by the Parties, extends its effect to the relations of the Parties that actually arose from 01.03.2022 and is valid until 31.12.2022.

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

9.

11.03.2022

No approval required

No approval required

 

Property lease agreement dated 11.03.2022

№ 3600/02552/22

Parties to the Agreement:

Rosseti Centre, PJSC - «Lessee»;

JSC “VGES” - «Lessor».

Subject of the Agreement:

The Lessor undertakes to provide the Lessee for temporary paid use and possession of the Leased property with a total area of 149.7 sq.m., located at the address: Voronezh, Karl Marx St., 65a, and the Lessee undertakes to accept it for paid use and possession under the terms of the Agreement.

Price of the Agreement:

559 602,34 rubles

Duration of the Agreement:

Effective from 01 December 2021 and valid for 11 (eleven) months until 31 October 2022 (inclusive).

It is not a related party transaction, in accordance with paragraph 2 of Article 81 of the Federal Law “On Joint Stock Companies”

 

5. Revenue-intensive transactions closed by the Company: 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.

Review of transactions for the 2Q 2022

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

2. Related party 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

1.

15.06.2022

-

The decision to agree to the transaction was not taken.

The issue of consent to the transaction was not submitted for consideration by the General Meeting of Shareholders of the Company due to the fact that the Company did not receive the corresponding request.

Amendment # DS 7700/00031/22 to Agreement on the transfer of powers of the sole executive body of IDGC of Center and Volga Region, PJSC to IDGC of Centre, PJSC.


Parties to the Amendment:

  • Rosseti Centre, PJSC (the Managing Organization);

  • Rosseti Centre and Volga region, PJSC (the Company).

Subject of the Amendment:

  • Change of the names of the parties in the text of the Agreement: Public Joint stock company «Rosseti Centre» (the Managing Organization) and Public Joint stock company «Rosseti Centre and Volga region» (the Company);

  • Specifying and changing the size of the variable component of the Managing Organization’s remuneration in terms of the amount of VAT, calculated in addition at the rate stipulated by the current legislation of the Russian Federation.

Price of the Amendment:

  • For achieving 100% for all KPIs, the variable component of remuneration to be paid at the end of the reporting year is determined in the amount equal to 2% of the Company’s net profit (in addition to VAT calculated at the rate stipulated by the current legislation of the Russian Federation), calculated in accordance with Russian standards for the formation of financial statements.

Duration of the Amendment:

  • The Amendment comes into force from the moment of its signing by the parties and is valid for the entire term of the Agreement. The terms of the Amendment apply to the legal relations of the Parties that have arisen since the conclusion of the Agreement.

PJSC Rosseti,
Golovtsov A.V.,
Goncharov Y.V.,
Zarkhin V.Y.,
Korotkova M.V.,
Krainskiy D.V.,
Krupenina A.I.,
Mayorov A.V.,
Makovskiy I.V.,
Molsky A.V.,
Prokhorov E.V.,
Shevchuk A.V.,
Aleshin A.G.,
Danshina O.A.,
Egorychev A.V.,
Marakin Y.V.,
Rezakova V.V.,
Sklyarova L.A.

3. Transactions of the Company with shareholders of the Company holding at least 5% of voting shares of the Company: they were not closed in the reporting period.

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

1.

27.04.2022 No approval required No approval required

Agreement for construction and installation work on outdoor lighting for improvement of Revolution Avenue in Voronezh # 3600/05257/22


Parties to the Agreement:

  • Rosseti Centre, PJSC (branch “Voronezhenergo”) - «Customer»;
  • JSC Voronezh Gorelektroset - «Contractor».

Subject of the Agreement:

  • The Contractor undertakes to perform the work in accordance with the Summary Table of Work Costs, in accordance with the terms of reference, and transfer to the Customer the completed construction (reconstruction) Facility in the scope of the Project Documentation, in respect of which the Final Certificate of Completion is signed, and which is the result of the work, and the Customer undertakes to accept the result of the work and pay the agreed price in the manner prescribed by the Agreement.

Price of the Agreement:

  • 178 942,80 rubles (with VAT).

Turnaround time:

  • From the moment of conclusion of the Agreement until 30.03.2023.

Duration of the Agreement:

  • It enters 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

2.

30.04.2022 No approval required No approval required

Amendment # DS 3200/00178/22 to real estate sublease agreement #3200/00011/22/ВЕ32/9/22 dated 30.12.2021


Parties to the Amendment:

  • Rosseti Centre, PJSC (branch “Bryanskenergo”) - «Sublessee»;
  • LLC «BryanskElectro» - «Lessee».

Subject of the Amendment:

  • To terminate the real estate sublease agreement regarding the sublease of a part of the administrative extension to a residential building with an area of 275.3 sq. m.
  • Sublease of real estate with an area of 279.4 sq. m: part of a five-story office building attached to a residential building, with a total area of 91.7 sq. m.; part of non-residential premises with an area of 187.7 sq. m.
  • The total cost of the sublease fee (subject to changes) paid by the Sublessee to the Lessee for the Subleased Facility is 3 544 330,85 rubles (with VAT).

Price of the Agreement:

  • 3 544 330,85 rubles (with VAT).

Duration of the Amendment:

  • It enters into force from the moment of its signing by the parties and is valid until the expiration of the Agreement.

It is not a related party transaction

3.

26.05.2022 No approval required No approval required

Debt Assignment Agreement #3200/01634/22 (# ВЕ32/190/22)


Parties to the Agreement:

  • Rosseti Centre, PJSC (branch “Bryanskenergo”) - «Assignor»;
  • LLC «BryanskElectro» «Assignee».

Subject of the Agreement:

  • The Assignor undertakes to cede, and the Assignee undertakes to accept the rights to claim funds in the amount of a debt of 17 851 773,56 rubles, arising from the failure of PJSC Snezhka (the Debtor) to comply with Energy Supply Agreement # 40014 dated 05.02.2013, concluded between IDGC Centre, PJSC (branch “Bryanskenergosbyt” of the branch “Bryanskenergo”) and the Debtor.

Price of the Agreement:

  • 17 851 773,56 rubles.

Duration of the Agreement:

  • It enters 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.

30.05.2022 No approval required No approval required

Debt Assignment Agreement №3200/01666/22 (№ ВЕ32/202/22)


Parties to the Agreement:

  • Rosseti Centre, PJSC (branch “Bryanskenergo”) - «Assignor»;
  • LLC «BryanskElectro» «Assignee».

Subject of the Agreement:

  • The Assignor undertakes to cede, and the Assignee undertakes to accept the rights to claim funds (654 791,04 rubles) arising from agreement for the assignment of the right to claim debt # 3200/01657/22 dated 27.05.2022, concluded between the Assignor and IE Kuzmenko A.A.

Price of the Agreement:

  • 654 791,04 rubles.

Duration of the Agreement:

  • It enters 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

5.

01.06.2022 No approval required No approval required

Vehicle Rental Agreement #3200/02032/22


Parties to the Agreement:

  • Rosseti Centre, PJSC (branch “Bryanskenergo”) - «Lessor»;
  • LLC BryanskElectro» - «Lessee».

Subject of the Agreement:

  • The Lessor provides the Lessee with temporary possession and use for a fee of a vehicle (mulcher) owned by the Lessor for the purposes of fulfilling the Lessee’s production tasks.

Price of the Agreement:

  • 797 811,00 rubles (with VAT).

Duration of the Agreement:

  • It enters into force from the date of its signing, extends its effect to the legal relations of the parties that arose from the moment of actual use of the vehicle, and is valid for 7 months, and in terms of financial obligations - until they are fully fulfilled. If 30 calendar days before the expiration of the lease period, neither party notifies the other in writing of the termination of the Lease Agreement, the Agreement is considered to be renewed annually for the same period.

It is not a related party transaction

6.

01.06.2022 No approval required No approval required

Vehicle Rental Agreement #3200/01669/22


Parties to the Agreement:

  • Rosseti Centre, PJSC (branch “Bryanskenergo”) - «Lessor»;
  • LLC «BryanskElectro» - «Lessee».

Subject of the Agreement:

  • The Lessor provides the Lessee with temporary possession and use for a fee of vehicles owned by the Lessor for the purposes of fulfilling the Lessee’s production tasks.

Price of the Agreement:

  • 20 688 480,00 rubles (with VAT).

Duration of the Agreement:

  • It enters into force from the date of its signing, extends its effect to the legal relations of the parties that arose from the moment of actual use of vehicles, and is valid for 12 months, and in terms of financial obligations - until they are fully fulfilled. If 30 calendar days before the expiration of the lease period, neither party notifies the other in writing of the termination of the Lease Agreement, the Agreement is considered to be renewed annually for the same period.

It is not a related party transaction

5. Revenue-intensive transactions closed by the Company: 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.

Review of transactions for the 3Q 2022

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: they were not closed in the reporting period.

4. Internal corporate transactions: they were not closed in the reporting period.

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.

Review of transactions for the 4Q 2022

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

2. Related party 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

2.1.

30.12.2022

29.12.2022

Board of Directors of Rosseti Centre, PJSC (Minutes of the meeting dated 29.12.2022 # 69/22)

Agreement for the provision of services for the organization of the functioning and development of the electric grid complex № 7294/7700/00447/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Customer»;

  • PJSC Rosseti - «Contractor».

Subject of the Agreement:

The Contractor undertakes to provide the Customer with the service for organizing the functioning and development of the Customer’s power grid complex (hereinafter referred to as the Service) in accordance with the terms of the Agreement, and the Customer undertakes to accept and pay for the Service in accordance with the terms of the Agreement.


Price of the Agreement:

The price of the Service under the Agreement for the period from 01.07.2022 to 31.12.2022 is no more than 109 249 430 (One hundred nine million two hundred and forty nine thousand four hundred and thirty) rubles 21 kopecks, plus VAT (20%) in the amount of 21 849 886 (Twenty one million eight hundred forty nine thousand eight hundred eighty six) rubles 04 kopecks, the total price of the Service with VAT is not more than 131 099 316 (One hundred thirty one million ninety nine thousand three hundred and sixteen) rubles 25 kopecks.
The price of the Service subject to the interrelated party transactions is no more than 207 458 299 (Two hundred seven million four hundred fifty eight thousand two hundred ninety nine) rubles 91 kopecks, plus VAT (20%) in the amount of no more than 41 491 659 (Forty one million four hundred ninety one thousand six hundred fifty nine) rubles 98 kopecks, the total price of the Service with VAT is no more than 248 949 959 (Two hundred forty-eight million nine hundred forty-nine thousand nine hundred fifty-nine) rubles 89 kopecks.


Term for the provision of the Service under the Agreement:

The beginning of the provision of the Service: 01.07.2022;
The end of the provision of the Service: 31.12.2022.


Duration of the Agreement:

The Agreement enters into force from the moment of its signing by the Parties. The terms of the Agreement shall apply to the relations of the Parties established between the Parties from 01.07.2022.

PJSC Rosseti - controlling entity of Rosseti Centre, PJSC, simultaneously being a party to the transaction.
Daniil Vladimirovich Krainskiy - Member of the Board of Directors of Rosseti Centre, PJSC, simultaneously being a member of the Management Board of PJSC Rosseti.
Alexey Alexandrovich Polinov - Member of the Board of Directors of Rosseti Centre, PJSC, simultaneously being a member of the Management Board of PJSC Rosseti.

2.2.

30.12.2022

Was not approved, due to the fact that the corresponding request was not received

Was not approved, due to the fact that the corresponding request was not received

Amendment № 1/DC 7700/00074/22 to Interest Free Loan Agreement № 5720 dated 16.07.2020, concluded on the following terms:


Parties to the Amendment:

  • Rosseti Centre, PJSC – «Borrower»;

  • PJSC Rosseti - «Lender».

Subject of the Amendment:

Changing paragraph 3.5 of the Agreement:
«3.5. The repayment of the principal debt amount is carried out annually, starting from 2024 no later than 20 December of the corresponding year, in the amount of at least 1/7 of the principal debt amount under the agreement as of 01.01.2022. The final repayment of the principal debt is carried out no later than 11 years from the date of conclusion of the agreement. If the date of repayment of the loan amount in accordance with this paragraph falls on a non-working holiday or weekend, regardless of whether it is a state holiday or a day off for settlement transactions, then the payment of the loan amount is made on the last business day preceding the date of repayment of the loan amount».
Changing paragraph 10.1 of the Agreement:
«10.1. The term of the loan agreement is 11 years».


Duration of the Amendment:

The Amendment comes into force from the date of its signing by the Parties and is valid for the entire duration of the Agreement. The terms of the Amendment shall apply to the legal relations of the Parties that have arisen since the conclusion of the Agreement.

PJSC Rosseti - controlling entity of Rosseti Centre, PJSC, simultaneously being a party to the transaction.
Daniil Vladimirovich Krainskiy - Member of the Board of Directors of Rosseti Centre, PJSC, simultaneously being a member of the Management Board of PJSC Rosseti.
Alexey Alexandrovich Polinov - Member of the Board of Directors of Rosseti Centre, PJSC, simultaneously being a member of the Management Board of PJSC Rosseti.

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.

17.10.2022

Not required

Not required

License agreement №6975/7700/00338/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Licensee»;

  • PJSC Rosseti - «Licensor».

Subject of the Agreement:

The Licensor, which is the copyright holder of the ROSSETI Electric Transport trademark, grants the Licensee, under the terms of a simple (non-exclusive) license, the right to use this trademark for the period specified in the Agreement, and the Licensee undertakes to use the trademark in relation to the goods and services specified in the Agreement.


Price of the Agreement:

21 953,83 rubles, including VAT (20 %) 3 658,97 rubles.


The term for granting the non-exclusive right to the trademark:

Until 26 June 2030.


Duration of the Agreement:

The Agreement comes into force from the date of its signing and is valid until the Parties fully fulfill their obligations.

It is not a related party transaction

3.2.

17.10.2022

Not required

Not required

License agreement №6967/7700/00339/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Licensee»;

  • PJSC Rosseti - «Licensor».

Subject of the Agreement:

The Licensor, which is the copyright holder of the trademarks "ROSSETI", "ROSSETI", "ROSSETI Centre", grants the Licensee, under the terms of a simple (non-exclusive) license, the right to use these trademarks for the period specified in the Agreement, and the Licensee undertakes to use the trademark in relation to goods and services specified in the Agreement.


Price of the Agreement:

289 694,23 rubles, including VAT (20 %) 48 282,37 rubles.

The term for granting the non-exclusive right to the trademark:

  • for the trademark "ROSSETI" - until 28 June 2029,

  • for the trademark "ROSSETI" - until 05 June 2029,

  • for the trademark "ROSSETI Centre" - until 28 June 2029.

Duration of the Agreement:

The Agreement comes into force from the date of its signing and is valid until the Parties fully fulfill their obligations.

It is not a related party transaction

3.3.

30.12.2022

29.12.2022

Board of Directors of Rosseti Centre, PJSC (Minutes of the meeting dated 29.12.2022 # 69/22)

Agreement for the provision of services for the organization of the functioning and development of the electric grid complex № 7294/7700/00447/22, see paragraph 2.1. of the review

See paragraph 2.1. of the review

3.4.

30.12.2022

Was not approved, due to the fact that the corresponding request was not received

Was not approved, due to the fact that the corresponding request was not received

Amendment № 1/DC 7700/00074/22 to Interest Free Loan Agreement № 5720 dated 16.07.2020, see paragraph 2.2. of the review

See paragraph 2.2. of the review

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.

01.11.2022

Not required

Not required

Paid services agreement № 7700/00359/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Customer»;

  • JSC «IEC «Energoefficiency technologies» - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services for maintaining a regulatory reference information management system for the needs of the Customer’s branches, and the Customer undertakes to accept and pay for the services rendered.


Price of the Agreement:

36 735 000,00 rubles, including VAT (20 %) 6 122 500,00 rubles.


The term for the provision of services under the Agreement:

Start: 01.10.2022.
End: 30.09.2025.


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. The Agreement extends its effect to the relations of the parties that arose from 01 October 2022.

It is not a related party transaction

4.2.

08.11.2022

Not required

Not required

Vehicle purchase and sale agreement № 3100/22136/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Buyer»;

  • Rosseti Centre and Volga region, PJSC – «Seller».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Seller undertakes to transfer ownership to the Buyer, and the Buyer undertakes to accept and pay at the price and under the terms of the Agreement, for the used movable property - the vehicle.


Price of the Agreement:

2 376 000,00 rubles, including VAT (20 %) 396 000 rubles.


Duration of the Agreement:

The Agreement comes into force from the moment of its signing by the Parties and is valid until the moment they fulfill all their obligations.

It is not a related party transaction

4.3.

15.11.2022

Not required

Not required

Paid services agreement № 7700/00350/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Customer»;

  • JSC «IEC «Energoefficiency technologies» - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services for the development, adaptation and implementation of the service for interacting with customers on the issues of the absence of electricity "There is light!" for the needs of the Customer’s branches, and the Customer undertakes to accept and pay for the services rendered.


Price of the Agreement:

5 280 000,00 rubles, VAT exempt.


The term for the provision of services under the Agreement:

Start: 17.10.2022.
End: 31.05.2023.


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. The Agreement extends its effect to the relations of the parties that arose from 17 October 2022.

It is not a related party transaction

4.4.

25.11.2022

Not required

Not required

Agreement for lease of technical (motor) vehicles without provision of services for driving and maintenance № 7700/00380/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Lessee»;

  • JSC “TGES” - «Lessor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Lessor provides the Lessee with temporary possession and use for a fee of a motor vehicle owned by the Lessor for the purpose of transporting the Lessee’s personnel.


Price of the Agreement:

360 000,00 rubles, including VAT (20 %).


Lease term under the Agreement:

Start: 25.11.2022.
End: 24.11.2023.


Duration of the Agreement:

The Agreement comes into force from the moment of its signing and is valid until 24 November 2023 (inclusive).

It is not a related party transaction

4.5.

28.11.2022

Not required

Not required

Paid services agreement № 3200/05098/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Contractor»;

  • LLC «BryanskElectro» - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with the services of preparing conclusions of a cadastral engineer in relation to electric grid facilities within the framework of judicial proceedings to recognize them as movable ownerless facilities with further recognition of rights to such facilities by the electric grid company, in accordance with the terms of reference and the List of Services, and the Customer undertakes to accept these services and pay for them.


Price of the Agreement:

475 800,00 rubles, including VAT (20 %) 79 300 rubles.


The term for the provision of services under the Agreement:

Start: from the moment of signing of the Agreement.
End: 30.12.2022.


Duration of the Agreement:

The Agreement comes into force from the moment of its signing by both Parties and is valid until the Parties fully fulfill their obligations under the Agreement.

It is not a related party transaction

4.6.

30.11.2022

Not required

Not required

Paid services agreement № 3200/04670/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Contractor»;

  • LLC «BryanskElectro» - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services (printing products), in accordance with the specification, terms and cost determined by the Agreement, and the Customer undertakes to accept these services and pay for them.


Price of the Agreement:

166 768,57 rubles, including VAT (20 %) 27 794,76 rubles.


The term for the provision of services under the Agreement:

Start: from the moment of signing of the Agreement.
End: 31.12.2022.


Duration of the Agreement:

The Agreement comes into force from the moment of its signing by both Parties and is valid until 31.12.2022, subject to the full fulfillment of obligations by the Parties under the Agreement.

It is not a related party transaction

4.7.

30.11.2022

Not required

Not required

Agreement for performance of emergency and restoration work № 7700/00375/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre and Volga region, PJSC - «Customer»;

  • Rosseti Centre, PJSC - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes, on instructions of the Customer, to perform emergency and restoration work to eliminate consequences of failures that occurred between 30.11.2021 and 03.12.2021 at the Customer’s power grid facilities caused by equipment damage as a result of natural disasters, and transfer the result of the work to the Customer, and the Customer undertakes to accept the result of the work and pay for it in the manner prescribed by the Agreement.


Price of the Agreement:

6 619 174,90 rubles, including VAT (20 %) 1 103 195,82 rubles.


Turnaround time under the Agreement:

Start: 30.11.2021.
End: 03.12.2021.


Duration of the Agreement:

The Agreement comes into force from the moment of signing, extends its effect to the legal relations of the Parties that have actually developed since 30 November 2021, and is valid until the Parties fully fulfill all their obligations under the Agreement.

It is not a related party transaction

4.8.

01.12.2022

Not required

Not required

Lease agreement for non-residential premises № 7700/00366/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Lessor»;

  • JSC “Sanatorium “Energetik” - «Lessee».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Lessor undertakes to provide the premises to the Lessee for temporary paid use and possession, and the Lessee undertakes to accept the premises for paid use and possession under the terms of the Agreement. The rented premises are provided to the Lessee for the purpose of catering for the Lessor’s employees.


Price of the Agreement:

963 816,70 rubles, including VAT (20 %) 160 636,12 rubles.


Lease term under the Agreement:

Start: 01.12.2022.
End: 31.10.2023.


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

4.9.

01.12.2022

Not required

Not required

Paid services agreement № 3200/04550/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Contractor»;

  • LLC «BryanskElectro» - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services in the main areas of the Customer’s activities in accordance with the List of Services, and the Customer undertakes to accept and pay for the services rendered.


Price of the Agreement:

126 319 906,20 rubles, including VAT (20 %) 21 053 317,68 rubles.


The term for the provision of services under the Agreement:

Start: 01.12.2022.
End: 30.11.2023.


Duration of the Agreement:

The Agreement comes into force from the date of its signing and is valid until the Parties fully fulfill all obligations under the Agreement.

It is not a related party transaction

4.10.

02.12.2022

Not required

Not required

Paid services agreement № 7700/00407/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Customer»;

  • JSC «IEC «Energoefficiency technologies» - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services for implementation of a unified integration platform for the functionality of supporting business processes for the provision of services and interaction with customers and providing access to the minimum set of functions of smart metering systems for electrical energy (capacity) for the needs of the Customer’s branches, and the Customer undertakes to accept and pay for the Services rendered.


Price of the Agreement:

103 489 538,60 rubles, including VAT (20 %) 17 239 538,60 rubles.


The term for the provision of services under the Agreement:

Start: 14.11.2022.
End: 30.05.2023.


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

4.11.

06.12.2022

Not required

Not required

Paid services agreement № 6800/04892/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Customer»;

  • JSC “Sanatorium “Energetik” - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with the following services for conducting pre-trip, post-trip, pre-shift, post-shift medical examinations of drivers, and the Customer undertakes to accept and pay for the Services rendered.


Price of the Agreement:

5 003 060,00 rubles, VAT exempt.


The term for the provision of services under the Agreement:

Start: 01.01.2023.
End: 31.12.2023.


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

4.12.

07.12.2022

Not required

Not required

Amendment № 1/DC3100/02640/22 to Agreement for provision of services to process calls № 3100/01922/22 dated 09.02.2022, concluded on the following terms:


Parties to the Amendment:

  • Rosseti Centre, PJSC - «Contractor»;

  • Rosseti Centre and Volga region, PJSC - «Customer».

Subject of the Amendment:

In accordance with the terms of the Amendment, the following changes and additions have been made:

  • increase in the marginal cost of services under the agreement to 115 742 632,37 rubles, including VAT (20 %) 19 290 438,73 rubles;
  • changing the procedure for determining the cost of a part of services.


Duration of the Amendment:

The Amendment comes into force from the moment of conclusion, extends its effect to the legal relations of the Parties from 01.09.2022.

It is not a related party transaction

4.13.

14.12.2022

Not required

Not required

Paid services agreement № 3600/17745/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Contractor»;

  • JSC “Voronezh Gorelektroset” - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services for organizing management and performing functions in the main areas of the Customer’s activities in accordance with the List of Services, and the Customer undertakes to accept and pay for the Services rendered.


Price of the Agreement:

9 219 187,20 rubles, including VAT (20%) 1 536 531,20 rubles.


The term for the provision of services under the Agreement:

Start: 31.12.2022.
End: 30.12.2023 (inclusive).


Duration of the Agreement:

The Agreement enters into force on 31.12.2022 and is valid until the Parties fully fulfill all obligations under it.

It is not a related party transaction

4.14.

14.12.2022

Not required

Not required

Agreement for performance of emergency and restoration work № 3600/18002/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Customer»;

  • JSC “Voronezh Gorelektroset” - «Contractor».

Subject of the Agreement:

In accordance with the terms of the concluded agreement on the performance of emergency and restoration work № 3600/03296/22 dated 25.02.2022 and in accordance with the written request of the Customer, under the terms of the Agreement, the Contractor undertakes to perform emergency and restoration work to repair the Customer’s facilities, and the Customer undertakes to accept and pay for the work performed.


Price of the Agreement:

88 256,34 rubles, including VAT (20 %) 14 709,39 rubles.


Turnaround time under the Agreement:

Start: from the moment of receiving a written notice of the need to eliminate consequences of a failure.
End: no later than 5 days from the receipt of a written notice of the need to eliminate consequences of a failure.


Duration of the Agreement:

The Agreement comes into force from the date of its signing and is valid until the Parties fully fulfill all obligations under the Agreement.

It is not a related party transaction

4.15.

21.12.2022

Not required

Not required

Agreement for provision of services for maintenance of electric grid equipment № 3100/17989/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Contractor»;

  • Public Joint Stock Company “Federal Grid Company - Rosseti” (PJSC Rosseti) - «Customer».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide maintenance services for the Customer’s electric grid equipment with its own forces, and the Customer undertakes to provide access to the equipment, accept and pay for the services.


Price of the Agreement:

10 008 407,20 rubles, including VAT (20 %) 1 668 067,86 rubles.


The term for the provision of services under the Agreement:

Start: 01.7.2022.
End: within 11 months.


Duration of the Agreement:

The Agreement comes into force from the moment of signing, extends its effect to the relations of the parties that arose from 01.07.2022, and is valid for 11 months, subject to the full fulfillment of obligations by the parties under the Agreement.

It is not a related party transaction

4.16.

21.12.2022

Not required

Not required

Agreement for performance of emergency and restoration work № 7700/00377/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre and Volga region, PJSC - «Customer»;

  • Rosseti Centre, PJSC - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes, on instructions of the Customer, to perform emergency and restoration work to eliminate consequences of failures that occurred between 30.11.2021 and 03.12.2021 at the Customer’s power grid facilities caused by equipment damage as a result of natural disasters, and transfer the result of the work to the Customer, and the Customer undertakes to accept the result of the work and pay for it in the manner prescribed by the Agreement.


Price of the Agreement:

279 646,18 rubles, including VAT (20 %) 46 607,70 rubles.


Turnaround time under the Agreement:

Start: 30.11.2021.
End: 03.12.2021.


Duration of the Agreement:

The Agreement comes into force from the moment of signing, extends its effect to the legal relations of the Parties that have actually developed since 30 November 2021, and is valid until the Parties fully fulfill all their obligations under the Agreement.

It is not a related party transaction

4.17.

21.12.2022

Not required

Not required

Agreement for performance of emergency and restoration work № 7700/00376/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre and Volga region, PJSC - «Customer»;

  • Rosseti Centre, PJSC - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes, on instructions of the Customer, to perform emergency and restoration work to eliminate consequences of failures that occurred between 30.11.2021 and 03.12.2021 at the Customer’s power grid facilities caused by equipment damage as a result of natural disasters, and transfer the result of the work to the Customer, and the Customer undertakes to accept the result of the work and pay for it in the manner prescribed by the Agreement.


Price of the Agreement:

516 959,18 rubles, including VAT (20 %) 86 159,86 rubles.


Turnaround time under the Agreement:

Start: 30.11.2021.
End: 03.12.2021.


Duration of the Agreement:

The Agreement comes into force from the moment of signing, extends its effect to the legal relations of the Parties that have actually developed since 30 November 2021, and is valid until the Parties fully fulfill all their obligations under the Agreement.

It is not a related party transaction

4.18.

27.12.2022

Not required

Not required

Supply agreement № 7700/00434/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Buyer»;

  • JSC «IEC «Energoefficiency technologies» - «Supplier».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Supplier undertakes to deliver the goods to the Buyer, and the Buyer undertakes to accept and pay for the goods specified in the specifications to the Agreement. The nomenclature and quantity of the goods, their quality and equipment (technical part), as well as the conditions, periods of delivery, the delivery procedure, the point of shipment and (or) the point of receipt of the Goods, the schedule for the delivery of goods, are determined by the appendices to the Agreement.


Price of the Agreement:

5 112 000,00 rubles, including VAT (20 %) 852 000,00 rubles.


Goods delivery period:

Start: 27.12.2022.
End: 28.12.2022.


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

4.19.

30.12.2022

Not required

Not required

Paid services agreement № 7700/00444/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC – «Customer»;

  • JSC «IEC «Energoefficiency technologies» - «Contractor».

Subject of the Agreement:

In accordance with the terms of the Agreement, the Contractor undertakes to provide the Customer with services for maintaining SAP BASIS of the corporate resource management information system (ERP) for the needs of the Customer’s branches, and the Customer undertakes to accept and pay for the Services rendered.


Price of the Agreement:

26 999 935,20 rubles, including VAT (20 %) 4 499 989,20 rubles.


The term for the provision of services under the Agreement:

Start: 01.01.2023.
End: 31.12.2025.


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

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):

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

5.1.

20.12.2022

07.12.2022

Management Board of Rosseti Centre, PJSC (Minutes of the meeting dated 07.12.2022 # 74/22)

Agreement on provision of the Loans within the total credit limit № KC-25350/0028/В-22/7700/00412/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Borrower»;

  • VTB Bank (PJSC) - «Lender».

Subject of the Agreement:

The Agreement governs the relationship for the provision by the Lender to the Borrower of the Loan/Credits and for the repayment of debt under the Loan/Credits by the Borrower on the terms and conditions set forth in the Agreement.


Lending limit under the Agreement:

13 800 000 000 rubles.


Credit line term under the Agreement:

60 months from the date of conclusion of the Agreement.


Duration of the Agreement:

The Agreement comes into force from the date of its signing by the Parties and is valid until the fulfillment of the Borrower’s Obligations under the Agreement.

It is not a related party transaction

5.2.

22.12.2022

07.12.2022

Management Board of Rosseti Centre, PJSC (Minutes of the meeting dated 07.12.2022 # 74/22)

Agreement on opening a revolving credit line № 380Е00CJH/7700/00416/22, concluded on the following terms:


Parties to the Agreement:

  • Rosseti Centre, PJSC - «Borrower»;

  • PJSC Sberbank of Russia - «Lender».

Subject of the Agreement:

In accordance with the terms of the Agreement, a revolving credit line is opened for the Borrower with a debt limit, and the Borrower undertakes to repay the received Loan to the Lender and pay interest for using the Loan in the manner and on the terms stipulated by the Agreement.


Lending limit under the Agreement:

13 800 000 000 rubles.

Credit line term under the Agreement:

60 months from the date of conclusion of the Agreement.

Duration of the Agreement:

The Agreement comes into force from the date of its signing by authorized representatives of the Parties and is valid until 21 December 2027 (inclusive).

It is not a related party transaction

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.