Review of transactions for 2Q 2019

1. Related party 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.


24.05.2019

Board of Directors of IDGC of Centre, PJSC (Minutes №19/19 dated 27.05.2019)

Concluded interrelated party agreements for the design, installation and commissioning of the electricity metering system with automated data collection for the needs of IDGC of Centre, PJSC (branches of Belgorodenergo, Bryanskenergo, Kostromaenergo, Kurskenergo, Orelenergo, Smolenskenergo, Tverenergo and Yarenergo) under the following essential conditions.

Parties of the Agreement:

IDGC of Centre, PJSC (branches of IDGC of Centre, PJSC: Belgorodenergo, Bryanskenergo, Kostromaenergo, Kurskenergo, Orelenergo, Smolenskenergo, Tverenergo and Yarenergo) – «Customer»;

Collective Participant, including JSC «FOCL-Conductor Administration» and Expert-PROEKT LLC – «Contractor».

Subject of the Agreement:

The Contractor undertakes, within the established period of time on instruction of the Customer, to carry out design, installation and commissioning of the electricity metering system with automated data collection.

Price of the Agreement:

The maximum cost of the works is 694 734 995 RUB 55 kopecks, including VAT of 115 789 165 RUB 93 kopecks, including broken down by the branches:

· «Belgorodenergo» 165 023 506 RUB 43 kopecks, including VAT of 27 503 917 RUB 74 kopecks;

· «Bryanskenergo» 88 887 170 RUB 27 kopecks, including VAT of 14 814 528 RUB 38 kopecks;

· «Kostromaenergo» 107 028 055 RUB 58 kopecks, including VAT of 17 838 009 RUB 26 kopecks;

· «Kurskenergo» 68 481 930 RUB 36 kopecks, including VAT of 11 413 655 RUB 06 kopecks;

· «Orelenergo» 41 536 351 RUB 84 kopecks, including VAT of 6 922 725 RUB 31 kopecks;

· «Smolenskenergo» 25 859 038 RUB 42 kopecks, including VAT of 4 309 839 RUB 74 kopecks;

· «Tverenergo» 59 603 101 RUB 63 kopecks, including VAT of 9 933 850 RUB 27 kopecks;

· «Yarenergo» 138 315 841 RUB 02 kopecks, including VAT of 23 052 640 RUB 17 kopecks.

Turnaround time: the beginning of the execution of the works – from the moment of signing the agreement, the completion of the works under the Agreements concluded on the basis of Minutes on the results of the open tender dated 05.04.2019 № 0357-IA-18-7 – until 30.11.2019, Minutes dated 05.04.2019 № 0360-IA-18-7 - in accordance with the requirements of the Terms of Reference. The deadlines for the implementation of specific stages of the works are determined by the Work Schedule and agreed by the parties to the Agreement.

Duration of the Agreement: the agreement enters into force from the date of its signing and is valid until the parties fulfill their obligations (including warranty)

PJSC Rosseti – controlling entity of the Company, at the same time, is the controlling entity of a legal entity that is a party to the transaction

(JSC «FOCL-Conductor Administration»)

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:

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:

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