Results of the Board of Directors on July 15, 2013

Results of the Board of Directors on July 15, 2013

July 15, 2013. Moscow, Russia. JSC RusHydro (ticker symbol: MICEX-RTS, LSE: HYDR; OTCQX: RSHYY) announces that the Company's Board of Directors held a meeting in absentia on July 15, 2013.

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The Board of Directors elected Mikhail Poluboyarinov as Chairman of the Board.

Mikhail Poluboyarinov was born in 1966. He graduated from Credit and Economic Faculty of Moscow Finance Institute in 1988 and did his post-graduate studies at the Plekhanov Russian Academy of Economics in 1998.

Mr. Poluboyarinov has been working at the State Corporation Vnesheconombank since 2009, from October 2012 as a Member of the Management Board, First Deputy Chairman. Prior to joining Vnesheconombank he had been working in Aeroflot as Deputy CEO from 2003 to 2009.

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The Board of Directors elected Viktor Danilov-Danilyan as Deputy Chairman of the Board.

Mr. Danilov-Danilyan was born in 1938. He graduated from Moscow State University, school of mechanics & mathematic and holds a doctorate in economics, an acting member of the Russian Academy of Sciences.

Mr. Danilov-Danilyan currently holds the positions of Director in the Institute of Water Issues of the Russian Academy of Sciences, head of faculty of environment and water resources of the People's Friendship University of Russia, head of faculty of water resources management of the Moscow State University.

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The Board of Directors elected the members of the committees of the Board.

The Board elected 3 members to the Audit Committee:

-                 Viktor Danilov-Danilyan, Deputy Chairman of the Board, independent director;

-                 Andreas Christian Berndt, Member of the Board, independent director;

-                 Sergey Ivanov, Member of the Board, independent director.

The Board re-elected Mr. Danilov-Danilyan as the Chairman of the committee.

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The Board elected the following members to Human resources and Remuneration Committee:

-       Viktor Danilov-Danilyan, Deputy Chairman of the Board, independent director;

-       Andrei Bougrov, Member of the Board, independent director;

-       Sergey Ivanov, Member of the Board, independent director.

The Board re-elected Mr. Danilov-Danilyan as the Chairman of the committee.

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The Board of Directors elected 12 members to the reliability, energy efficiency and innovations committee:

• Rakhmetulla Alzhanov, Deputy Chairman of the Management Board, RusHydro;


• Evgeny Bellendir, Director for scientific research, RusHydro;


• Boris Bogush, Member of the Management Board, RusHydro;


• Mikhail Bolgov, acting general director, Institute of Water Issues of the Russian Academy of Sciences;


• Maxim Bystrov, Member of the Management Board, RusHydro;


• Eduard Volkov, General Director, Krzhizhanovsky Energy Scientific and Research Institute;


• Sergey Voskresensky, Member of the Management Board, RusHydro;


• Viktor Kudryaviy, Advisor to President, JSC EUROCEMENT Group;


• Sergey Ivanov, Member of the Board of Directors, RusHydro;


• Sergey Pavlushko, Member of the Management Board, director for regime control, System Operator of Russia;


• George Rizhinashvili, Deputy Chairman of the Management Board, RusHydro;


• Rasim Khaziakhmetov, Director for technical policy and development, RusHydro.

The Board re-elected Mr. Kudryaviy as the Chairman of the committee.

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The Board elected 9 members to the Strategy Committee:

• Alexander Azuan, Acting Dean of Faculty of Economics, Lomonosov State University;


• Evgeny Gorev, Member of the Management Board, RusHydro;


• Viktor Danilov-Danilyan, Deputy Chairman of the Board of Directors, RusHydro;


• Andrey Malyshev, President, E4 Group;


• Mikhail Mantrov, Deputy Chairman of the Management Board, RusHydro;


• Valentin Mezhevich, Member of the Upper House of Parliament;


• Vyacheslav Pivovarov, Member of the Board of Directors, RusHydro;


• George Rizhinashvili, Deputy Chairman of the Management Board, RusHydro;


• Nikolay Shulginov, First Deputy Chairman of the Management Board, System Operator of Russia.

The Board re-elected Mr. Malyshev as the Chairman of the committee.

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The Board elected 10 members to the Investments Committee:

• Boris Bogush, Member of the Management Board, RusHydro;


• Andrei Bougrov, Member of the Board of Directors, RusHydro;


• Maxim Bystrov, Member of the Management Board, RusHydro;


• Viktor Danilov-Danilyan, Deputy Chairman of the Board of Directors, RusHydro;


• Viktor Zimin, Member of the Board of Directors, RusHydro;


• Sergey Ivanov, Member of the Board of Directors, RusHydro;


• Alexander Ilyenko, Member of the Management Board, director for development, System Operator of Russia;


• Sergey Kirov, Director for Economics, RusHydro;


• Mikhail Mantrov, Deputy Chairman of the Management Board, RusHydro;


• George Rizhinashvili, Deputy Chairman of the Management Board, RusHydro.

 

The Board elected Mr. Bystrov as the Chairman of the committee.

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The Board of Directors approved the disposal of RusHydro?s shareholding in JSC Trust Hydromontazh in the amount 97,341,002 ordinary and 29,712,027 preferred shares, equivalent to 33.54% in share capital, TEK Mosenergo for a total consideration RUR 1,663,174,970.82 at a price of RUR 13.0904 per ordinary and preferred share. Disposal of shares was approved by the government?s decree No. 345-p of March 13, 2013.

 

JSC Trust Hydromontazh provides engineering, delivery and installation of hydromechanical equipment and steelwork to hydropower and nuclear companies, including RusHydro.

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In accordance with the guideline of the government of Russia the Company?s Board of Directors considered carrying out a technological assessment and price audit of the investment projects with completed prefeasibility studies and commissioned Evgeny Dod, Chairman of the Management Board of RusHydro:

1. To carry out a public technological assessment and price audit of the following investment projects till November 15, 2013:

?        The Kankunskaya HPP;

?        The Ussuriyskaya TPP;

?        The Leningradskaya pumped storage plant.

The independent appraisers should have a relevant audit experience of at least 7 years, and a proven track-record of assessment of at least 7 projects with estimated cost over RUR 8 bn. Such appraiser should employ at least 5 specialists with relevant experience of a minimum 5 years.

To provide the expert counsel of implementation of the technological assessment and price audit with the Expert Board of the government of Russia and through disclosure of the audit results on RusHydro?s corporate website.

2. To develop together with the Expert Board of the government of Russia and submit for the Board of Directors? consideration the Regulations on mandatory technological assessment and price audit of the Company?s and its subsidiaries? investment projects which estimated cost exceeds RUR 1.5 bn. The Regulations should set the procedure of preparation, implementation and finalization of the results of the audit. The Regulations will be applied starting from 2014.


3. To report the results of execution of p. 1 and 2 of this decision to the Board of Directors as well as to inform the government of Russia on the results of the work done till December 1, 2013.


4. To submit by April 5 on annual basis to the government of Russia the report on execution of the investment program and commissioning new power facilities as well as the results of the technological assessment and price audit of the Company?s investment projects, including summary analysis of audits and experts reviews, starting from 2014. 

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The Board of Directors approved its working plan for the second half of 2013 and commissioned Evgeny Dod, Chairman of the Management Board of RusHydro, to present the working plan for the first half of 2014 for the Board of Directors? consideration till December 31, 2013.

 

 

About RusHydro:

RusHydro Group is one of Russia?s largest generating companies. RusHydro is the leading producer of renewable energy in Russia with over 70 generating facilities in Russia and abroad. The company also manages a number of R&D, engineering and electricity retail companies. Group?s thermal assets are operated by subsidiary ? RAO Energy System of East in the Far East of Russia. Total electricity generation capacity of the Group is 36.5 GW, heat capacity ? 16.2 thousand GCal/h.

Russian Federation owns 67.1% in RusHydro, the rest is held by other institutional and individual shareholders (over 360,000). The company?s stock is traded on the MICEX and RTS stock exchanges, and included in MSCI EM ? MSCI Russia indexes. Company?s GDRs in the IOB section of LSE, ADRs ? in OTCQX.

 

For more information:

JSC RusHydro, Investor Relations Department

Tel. [phone] ext. 1319, 1607

[e-mail]

 

DISCLAIMER

The information in this press release may contain projections or other forward-looking statements regarding future events or the future financial performance of RusHydro. One can identify forward-looking statements by terms such as "expect," "believe," "anticipate," "estimate," "intend," "will," "could," "may" or "might," the negative of such terms or other similar expressions. We wish to caution you that these statements are only predictions and that actual events or results may differ materially from these statements.

We do not intend to update these statements to reflect events and circumstances occurring after the date hereof or to reflect the occurrence of unanticipated events. Many factors could cause the actual results to differ materially from those contained in our projections or forward-looking statements, including, among others, general economic conditions, our competitive environment, risks associated with operating in Russia and rapid technological and market changes in our industries, as well as many other risks specifically related to RusHydro and its operations.