Energia s. P. Korolev Rocket and Space Corporation Energia

05.11.2014 Meeting as absentee voting (Minutes No. 7 of 06.11.2014)

Items on the agenda	Resolutions passed
On strategic projects of the Corporation.	Resolution on this issue is confidential.

27.11.2014 Meeting as absentee voting (Minutes No. 8 of 27.11.2014)

Items on the agenda	Resolutions passed
On consideration of a requirement of the Corporation shareholder – ОАО URSC - for calling an extraordinary General Shareholders’ Meeting of the Corporation (hereinafter referred to as Meeting).	To accept a requirement received from ОАО United Rocket and Space Corporation – shareholder of ОАО RSC Energia, the owner of 38,22 % voting shares of ОАО RSC Energia for calling an extraordinary General Shareholders’ Meeting of ОАО RSC Energia consistent with the provisions of ОАО RSC Energia Articles of Association and the Federal Law “On Joint-Stock Companies”.
On definition of date, time, location and form of the Meeting.	To call the extraordinary General Shareholder’s Meeting of ОАО RSC Energia on January 14, 2015 at 11 o’clock (registration begins at 9 o’clock) in the conference hall of ОАО RSC Energia on the 3^rd floor of building 67 in the form of joint attendance of the shareholders to discuss the items on the agenda and take resolutions on the issues put to the vote, with voting ballots preliminary forwarded (hand delivered) to the shareholders before holding the extraordinary General Shareholders’ Meeting.
On definition of the date of making a list of persons entitled to participate in the Meeting.	Fix the date of making a list of persons entitled to participate in the extraordinary General Shareholders’ Meeting of ОАО RSC Energia - December 8, 2014.
On approval of the meeting agenda.	To approve the following agenda of the extraordinary General Shareholders’ meeting of ОАО RSC Energia: 1. On ОАО RSC Energia profit appropriations by 2013 performance. 2. On size, date and form of payment of dividends for 2013.
On proposals concerning the procedure for Corporation profit appropriations by 2013 performance.	To approve the proposals for the extraordinary General Shareholders’ Meeting on net profit appropriation by 2013 performance in the amount of 416 218 thous. rubles: To direct 106 754,7 thous. rubles for dividends payment, which comes to 25,65 % of net profit volume. To direct 306 201,7 thous. rubles to the investment fund, which comes to 73,57% of net profit volume. To direct 3 261,6 thous. rubles for remuneration payment to the Board of Directors and Auditing Committee members by 2013 performance, which comes to 0,78% of net profit volume. Not to direct allocations to the Corporation Reserve Fund, because its amount reached its maximum specified in ОАО RSC Energia Articles of Association (Reserve Fund is set up in full).
On recommendations on the size of dividends for the Corporation shares and payment procedure.	To pay annual dividends by ОАО RSC Energia performance in 2013 in monetary terms in the amount of 95 (ninety five) rubles on one common share. To fix the completion date of dividend payment to nominee holders and trustees being traders of the equity market, which are registered in ОАО RSC Energia shareholder register – February 17, 2015. Fix the completion date of dividend payment to other persons registered in the ОАО RSC Energia shareholder register - March 12, 2015.
On proposal to fix the date on which persons entitled to receive dividends are determined.	To propose the extraordinary General Shareholders’ Meeting of ОАО RSC Energia to fix the date on which persons entitled to receive dividends are determined, February 3, 2015.
On recommendations to pay remuneration to the Corporation Auditing committee members.	To approve the recommendations to the extraordinary General Shareholders’ Meeting to pay remuneration to the Auditing committee members: To pay remuneration to the following ОАО RSC Energia Auditing Committee members by performance in 2013 in the total amount of 132 thous. rubles having distributed it as follows: 1. A.V.Аrdeev – 33,0 thous. rubles 2. P.E.Dubrovin – 33,0 thous. rubles 3. L.V.Eliseeva – 33,0 thous. rubles 4. E.P.Polezhaeva – 33,0 thous. rubles
On proposals to pay remuneration to the Corporation Board of Directions members.	To propose the extraordinary General Shareholders’ meeting to pay remuneration to the Board of Directions members: To pay remuneration to ОАО RSC Energia Board of Directors members by performance in 2013 in the total amount of 3 129,6 thous. rubles, having distributed it as follows: 1. S.A.Bushmakin – 499,2 thous. rubles (chairman of the Personnel and Auditing Committee). 2. V.K.Verbitsky – 480,0 thous. rubles (chairman of the Auditing Committee). 3. A.A.Gavrilenko – 387,2 thous. rubles (Strategy Committee member). 4. N.I.Zelenschikov – 400,0 thous. rubles 5. A.S.Nikitin – 422,4 thous. rubles (member of Personnel and Strategy Committee). 6. A.V.Nuzhdov – 460,8 thous. rubles (member of Auditing and Strategy Committee). 7. A.F.Strekalov – 480,0 thous. rubles (member of Personnel and Auditing Committee). No remuneration was paid to members of the Board of Directors being federal employees, and also V.A.Lopota holding position of the President of ОАО RSC Energia in 2013.
On approval of a list of information (materials) to be submitted to shareholders in preparation for the annual General Shareholders’ meeting of the Corporation, and its submission procedure.	To approve the list of information (materials) to be made available to shareholders during preparation for ОАО RSC Energia extraordinary General Shareholders Meeting. To approve the procedure for information (materials) submission to the ОАО RSC Energia shareholders during preparation for ОАО RSC Energia extraordinary General Shareholders’ meeting.
On approval of the information leaflet and ballot form and text regarding the items on the Meeting agenda.	To approve the form and text: - of the information leaflet for distribution (handing-in) among the shareholders in parallel with the ballots for voting on the Agenda items of ОАО RSC Energia extraordinary General Shareholders’ meeting; - of ballot for voting on the Agenda items for ОАО RSC Energia extraordinary General Shareholders’ meeting.

12.12.2014 Meeting as absentee voting (Minutes No.9 of 16.12.2014)

Items on the agenda	Resolutions passed
Early termination of the powers of the Corporation Board of Management members.	Early terminate the powers of ОАО RSC Energia Board of Management members: Anatoly Vasilievich Vovk  Alexander Gdalievich Derechin Nikolai Ivanovich Zelenschikov Mikhail Viktorovich Komarov Elena Mikhailovna Korogodina Arkady Leonidovich Martynovsky Evgeny Anatolievich Mikrin Vladimir Efimovich Osmolovsky Igor Sergeevich Radugin Vladimir Alexeevich Solovyov.
Approval of number of members of the Corporation Board of Directors	To define a list of collective executive body of ОАО RSC Energia (Board of Directors) consisting of 14 persons.
Approval of personal of the Corporation Board of Management.	To approve the personal of ОАО RSC Energia Board of Directors for 5 years: Pavel Vaycheslavocich Vinokurov  Viktor Pavlovich Legostaev  Sergey Yurievich Romanov  Viktor Ivanovich Rykov  Sergey Anatolievich Saperov  Igor Vladimirovich Frolov Elena Mikhailovna Korogodina Arkady Leonidovich Martynovsky Evgeny Anatolievich Mikrin Vladimir Efimovich Osmolovsky Igor Sergeevich Radugin Vladimir Alexeevich Solovyov Nikolay Albertovich Bryukhanov Vladimir Lvovich Solntsev. According to the Corporation Articles of Association the President of the Corporation is a Chairman of the Board of Directors from the time of his election to the position of the executive body, i.e. is the fourteenth Board of Management member.

12.12.2014 Meeting (Minutes No.10 of 17.12.2014)

Items on the agenda	Resolutions passed
On strategic projects of the Corporation.	Resolution on this issue is confidential.
Consideration of ОАО RSC Energia Group performance based on the statements data per IAS for the 1^st half year of 2014.	To note that the consolidated statements are prepared, submitted and published by the specified time. To take note of the consolidated statements, note a negative trend in formation of operating loss and replacement of undistributed profits indicators with accumulated loss indicators. To bring the attention of the Corporation management to loss-making activities and instruct to develop measures aimed at correction of the existing situation.
Report on the Corporation performance for 9 months of 2014 including: - on results of taking over duties due to change of the Corporation SEB; - on implementation of key performance indicators of the Corporation; - on budget implementation of the Corporation; - on performance of tasks of the State Defense Order; - on implementation of the Corporation strategy; - on implementation of the innovative development program; - on execution of non-core assets implementation program.	To take note of the report of the Corporation activity for 9 months of 2014. To note a failure to achieve the approved planned indicators of revenues by results of the accounting period. To put the Corporation management in charge of achieving the approved annual planned indicators of revenues and net profit.
On approval of changes to Provision on the Corporation Board of Directors committees.	To approve changers to: Provision on ОАО RSC Energia Board of Directors Personnel and Remuneration Committee. Provision on ОАО RSC Energia Board of Directors Strategic Planning, Modernization and Innovative Development Committee. To charge the Board of Directors Personnel and Remuneration, and Strategic Planning, Modernization and Innovative Development Committees to prepare proposals to refine the Provisions on these Committees.
On the Corporation procurement activity results for 3^rd quarter of 2013 (letter of Federal Agency for State Property Management ГН-13/1416 оf 25.01.2011), including the purchases/tenders in the field of financial services (consulting, audit, insurance coverage). Information about changes to the procedures regulating the procurement activity.	To take note of the Report on the Corporation procurement activity for 3^rd quarter of 2014. To charge the Corporation management to take into account the comments made at the Corporation Board of Directors during preparation of the annual procurement activity report, including provision of information over time for the entire 2014 (with a breakdown by quarters), comparative analysis relating to similar periods of the previous year and target indicators (if available) for 2014, information about efficiency of conducted procurements, competitive and non-competitive procurement procedures (including the justification of applying non-competitive procurement procedures).
On a list of issues relating to competence of the General Shareholders’ Meeting (the sole shareholder) of 100% subsidiaries that are essential for the Corporation to be preliminary reviewed by the Corporation Board of directors. On criteria of referring 100% subsidiary companies to the companies that are essential to the Corporation.	To approve: A list of issues relating to competence of the General Shareholders’ Meeting (the sole shareholder) of 100% subsidiaries that are essential for the Corporation to be preliminary reviewed by the Corporation Board of Directors. Criteria of referring 100% subsidiary companies to the companies that are essential to the Corporation. Consider it expedient to refer 100% subsidiary company - IK Razvitiye to companies that are essential for the Corporation. On the list of issues relating to competence of the General Shareholders’ Meeting (the sole shareholder) of 100% subsidiaries that are essential for the Corporation to be preliminary reviewed by the Corporation Board of Directors, to define the issues: reorganization and liquidation of the above Subsidiary and Affiliated Company, election/termination of the powers of the sole executive body (General Director).
On General Director of ZAO PО Cosmos.	To concur the candidacy of Alexander Ivanovich Boiko proposed by the Corporation Board of Management to be elected as General Director of ZAO PО Cosmos, with a mandatory condition of establishing of a 3-month probation period. To put A.I. Boiko in charge of providing his activity program at the next meeting of the Board of Directors in January 2015.
On interested-party transactions.	To draw attention of the Corporation management to a need of conducting a more careful work on conclusion of contracts and increase of transaction efficiency, primarily paying attention to the Corporation profitability and co-contractors profitability. Transactions between ОАО RSC Energia and ОАО Russian Space Systems. To define a fixed price of works (services) under Contract between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems in the amount of 3 760 thous. rubles. To approve the transaction under Contract between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems for providing services to support flight tests of the ISS Russian Segment at the price of 3 760 thous. rubles. To define a tentative price of works (services) under Contract between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems in the amount of 221 410,79 thous. rubles. To approve the transaction under Contract between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems for execution of an integral part of research and development work (IP RDW) at a tentative price of 221 410,79 thous. rubles. To define a tentative price of works (services) under Contract between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems in the amount of 6 438,5 thous. rubles, including a price for Phase 1 – 3 186,2 thous. rubles, Phase 2 – 3 252,3 thous. rubles. To approve the transaction under Contract No. 17/88-2014 between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems for execution of an integral part of research and development work (IP RDW) at a tentative price 6 438,5 thous. rubles. To approve the transaction - additional agreement to the Contract of 17.05.2012 between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems to extend time of work completion in Phases 1-10 of the Contractor calendar plan. To define a fixed price under an additional agreement (in phases 1.1. and 1.2) to the Contract of 17.05.2012 between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems in the amount of 29 436,76 thous. rubles. To approve the transaction - additional agreement to the Contract of 17.05.2012 between the Customer – ОАО RSC Energia and Contractor – ОАО Russian Space Systems for production of R&D deliverables in a fixed amount of 29 436,76 thous. rubles, in particular Phase 1.1. - 27 736,76 thous. rubles; Phase 1.2. – 1 700,00 thous. rubles. Transaction between ОАО RSC Energia And ООО Energia SAT. To define a tentative price of works (services) under Contract between the Customer – ООО Energia SAT and Contractor – ОАО RSC Energia in the amount of 90,7 thous. rubles. To approve the transaction (Contract) between the Contractor - ОАО RSC Energia and Customer – ООО Energia SAT on providing services to check design and other documentation, and also space technology products developed and manufactured by the Customer within the research and development activities for compliance with the requirements and standards placed on the R&D deliverables, including the requirements of the quality management system applied at ОАО RSC Energia for a period from 01.09.2014 to 01.09.2015 at a tentative price of 90,7 thous. rubles.

29.12.2014 Meeting as absentee voting (Minutes No.11 of 29.12.2014)

Items on the agenda	Resolutions passed
Setting up working bodies for extraordinary General Shareholders’ Meeting: Presidium Secretariat.	To set up Presidium for the Corporation extraordinary General Shareholders’ Meeting in the following membership: Members of the Corporation Board of Directors: Anatoly Anatolievich Gavrilenko; Nikolai Ivanovich Zelenschikov; Andrei Nikolaevich Klepach; Igor Anatolievich Komarov; Alexander Alexandrovich Kuznetsov; Vitaly Alexandrovich Lopota; Andrei Sergeevich Nikitin; Sergei Alexandrovich Nikitin; Alexei Viktorovich Nuzhdov; Maxim Valerievich Petrov; Alexei Konstantinovich Ponomarev. - Vladimir Lvovich Solntsev, President of the Corporation; - Vladimir Alexeevich Solovyov, First Deputy General Designer of the Corporation. To set up Secretariat of extraordinary General Shareholders’ Meeting of the Corporation in the following membership: Galina Vladimirovna Piskareva - the lead specialist of the corporate management organization department; Vladimir Evgenievich Sysolyatin – the chief specialist of the corporate management organization department.
Approval of a chairperson of the Corporation extraordinary General Shareholders’ Meeting.	To approve the First Deputy General Designer of the Corporation, the Presidium member, Vladimir Alekseevich Soloviev as the Chairperson of a the Corporation extraordinary General Shareholders’ Meeting.
Definition of a chairman of the Corporation extraordinary General Shareholders’ Meeting.	If the Chairman of the Corporation Board of Directors or his Deputy are not available at the Corporation extraordinary Board of Directors Meeting, to define Maxim Valerievich Petrov as a chairman of the Corporation extraordinary General Shareholders’ Meeting.

Information about the Board of Directors’ Committees meetings held

Meetings held by the Audit Committee

25.02.2014 Meeting (Minutes No.3 of 27.02.2014)

Items on the agenda	Resolutions passed
On initial (maximum) amount of payment for external auditor’s services for holding the tender for selecting auditing organization to conduct auditing of the Corporation for 2014.	To recommend the Corporation Board of Directors to approve the initial (maximum) amount of payment for audit services for holding the tender for selecting the auditor in the amount of 6 633 333,33 rubles (Six million six hundred thirty three thousand three hundred thirty three rubles 33 kopecks), including VAT 18% in the amount of 1 011 864,41 rubles (one million eleven thousand eight hundred sixty four rubles 41 kopecks). To recommend the Corporation Board of Directors to approve the proposal to hold an open tender for selecting the auditor at intervals of once per three years with an annual approval of the auditor candidate at the annual General Shareholders’ Meeting.
On transfer pricing risks for the Group of RSC Energia, including those arising out of legislative innovations.	To agree with the Corporation management proposed assessment of transfer pricing risks and planned activities to minimize the above risks. To note a delay of the management work on issues relating to transfer pricing risks. According to the action of the Board of Directors of 01.10.2013 (Minutes No.2, para. 6.2) to recommend to put this issue on the agenda of the extraordinary Board of Directors meeting. For the purpose of monitoring the transfer pricing risks to include the issue in the Auditing committee work plan for the second half of 2014.
On amendments to the Corporation Articles of Association to include within the purview of the Corporation Board of Directors issues for setting up a committee to prepare and hold a tender and approve tender documentation.	To approve the proposed draft amendments to the Corporation Articles of Association regarding issues concerning the internal audit subdivision and tendering procedure to select an auditor.
On Provision on the Corporation internal audit subdivision.	To approve the presented Draft Provision on the internal audit subdivision, submit the Draft Provision for consideration and approval by the Board of Directors.
On review of OAO RSC Energia Group performance by the results of the 2012 reporting as per IAS.	To take note of the Financial review of the Corporation Financial Statements for 2012 prepared per IAS. To add the issue concerning consideration of the Corporation Financial Statements for 2013 drawn up per IAS to the Committee work plan for May-June 2014. To recommend the Corporation management jointly with the auditors to conduct and submit for consideration by the Audit Committee the factorial analysis of the statements per IAS for 2013 regarding the comments made during the Financial review of statements for 2012 drawn up per IAS.
On the Corporation business model including Subsidiary and Affiliated Companies.	To take note of the presented information. To recommend to resume work on constructing the Corporation business model regarding the above comments. To recommend the executive management to be a leading Corporation subdivision for this work, responsible for development of the strategy.

14.04.2014 Meeting (Minutes No.4 of 16.04.2014)

Items on the agenda	Resolutions passed
Consideration of the Corporation draft Annual Report and draft Financial Statements for 2013.	To recommend the Board of Directors to preliminary approve the Annual Report of the Corporation for 2013 and submit it for approval of the annual General Shareholders’ Meeting. To take note of the Corporation Financial Statements for 2013.
Preliminary results of the financial audit for 2013.	Take note of the audit report on the Financial Statements of the Corporation. To recognize the audit report objectively reflecting the state of the Financial Statements of ОАО RSC Energia for 2013 drawn up per RAS and prepared according to the applicable legislation. To approve the Assessment of the audit report on ОАО RSC Energia Financial Statements for 2013 by the Audit Committee of ОАО RSC Energia Board of Directors issued by ZAO EchLBi PACC Audit. To recommend the Board of Directors to include the above assessment in the list of materials to be provided to the Corporation shareholders’ during preparation for the annual General Shareholders’ Meeting.
Consideration of the report of the Auditing Committee by auditing of the business and financial performance of the Corporation for 2013.	To take note of the materials of the report of the Auditing Committee.
On work of the Corporation executive management on risk management in 2013.	To take note of the submitted materials. To recommend the Board of directors to take a decision on putting the Corporation management in charge of establishing a risk management function in the Corporation. To note the lack of information in the materials concerning the risk management activities performed by the Corporation executive management in 2013.
Making amendments to the Provision on the Audit Committee of ОАО RSC Energia Board of Directors.	To make the following amendments to the Provision on the Audit Committee of ОАО RSC Energia Board of Directors: Para. 1.5. shall be amended as follows: “1.5. Resolutions of the Committee shall be advisory to the Board of Directors and executive management of the Corporation, as well as the third parties. The Committee is fully accountable to the Board of Directors of the Corporation”. Para. 2.2. shall be amended as follows: «2.2. The exclusive functions of the Committee are as follows: to audit a tender for selecting the auditor organization (auditor), the auditor work, to evaluate the auditor report, assess the effectiveness of the Corporation internal audit procedures and prepare proposals on their improvement”. Para. 3.1.3. shall be amended as follows: “3.1.3. Preparation of recommendations for the Board of Directors on remuneration of the Corporation Auditor, including the marginal remuneration, in the form and scope of its services, including audit-related services”. Paras.3.1.7 and.3.1.9. shall be amended as follows: «3.1.7. Discussion of the issues of accounting and tax records, as well as other issues that may have an adverse effect on the Financial Statements of the Corporation with the members of the executive bodies of the Corporation, appropriate structural subdivisions of the Corporation; 3.1.9. Monitoring the scope of audit procedures and their implementation by the Auditor, as well as evaluation of the degree of objectivity and independence of the Corporation auditor. The work of the Audit Committee shall not limit the freedom and independence of the auditor's assessment of the Corporation and shall contribute to bringing to the attention of the Corporation Board of Directors the complete and objective information on the problems identified; Read the first sentence of paras. 4.1., 4.4. and 10.2 as follows: "4.1. The Audit Committee consists of at least 3 (three) and no more than five (5) members elected, if possible, from a number of non-executive directors of the Corporation… 4.4. The members of the Audit Committee shall be elected by the Corporation Board of Directors of a new membership for the term until the election of the next Corporation Board of Directors by the General Shareholders’ Meeting of the Corporation. The decision on the election of the Audit Committee members is taken by simple majority votes of the members of the Corporation Board of Directors." 10.2. The meeting of the Audit Committee is quorate (has a quorum), if attended by more than half of the Committee members. The presence of quorum is determined by the Chairman of the Committee at the opening of the meeting. In the absence of quorum for a the Committee meeting another the Committee meeting shall be held within five (5) working days with the same agenda." Para.5.1.3. shall be amended as follows: “5.1.3. make proposals to establish the Corporation work plan;” Paras. 13.2. and 13.5. shall be amended as follows: “13.2. The Committee report shall contain information about the Committee activity for a year, specifically: 13.2.1. assessment of efficiency of the Corporation internal audit procedure and proposals for their improvement; 13.2.2. statements and recommendations issued to the Board of Directors; 13.2.3. identified violations of Article 14 of this Provision; 13.2.4. information about legal and other professional services received from external companies and observance of amounts of allocated funds; 13.2.6. information about the observance of the meeting plan approved by the Committee. 13.2. The committee report can contain other significant information at the discretion of the Audit Committee. 13.5. The Audit Committee shall submit an assessment of the Auditor Report to the Corporation Board of Directors, prepared as a separate document. The Audit Committee shall submit this assessment of to the Board of Directors within 15 (fifteen) working days from the date of submitting the Auditor Report to the Committee". To supplement para.14.3, Clause 14 to read as follows and, accordingly, renumber the next paragraph: "14.3. The Committee is entitled to take decisions serving as guidelines, to the address of the Corporation management and third parties. In case of disagreement with the Committee's recommendations the Management shall provide a well-reasoned opinion to the Committee”. Add the following sentence to para. 4.1: “Management representatives and external experts can be members of the Committee”. Para.4.7.2. shall be amended as follows: “4.7.2. If the powers of a member of the Committee as a member of the Board of Directors or the Corporation Management expired or terminated”.
Audit Committee report for 2013.	To approve the Audit Committee report for 2013.

28.05.2014 Meeting (Minutes No.5 of 30.05.2014)

Items on the agenda	Resolutions passed
Results of the tender held for selecting of an auditor to audit the financial statements in accordance with RAS and IFRS for 2014 - 2016. Evaluation of a candidate for auditor and the cost of their services.	Recognize that the auditor selection tender is held according to the approved tender documentation. State the fact that ZAO EchLBi PACC-Audit has become the winner of the tender. Note that in accordance with the requirements of Article 47 of the Federal Law "On Joint Stock Companies", the auditor shall be subject to annual approval by the annual General Shareholders Meeting, and the terms and conditions of the contract shall be compatible with this requirement. To recommend the Board of Directors to approve the price of auditor services to conduct audit of the OAO RSC Energia Financial Statements in accordance with RAS and consolidated financial statements in accordance with IFRS for a period of 2014 - 2016 in the amount of 9 552 000,00 (nine million five hundred fifty-two thousand rubles 00 kopecks), including VAT in the amount of 1 457 084,75 (one million four hundred fifty seven thousand and eighty four rubles 75 kopecks).
On the Audit Committee recommendations concerning the quality management system procedures (para. 7, Protocol No. 2 of 27.12.2013).	To take note of information about development of Company Standard for corporate management.
On organization of ОАО RSC Energia internal monitoring system.	To postpone the review of the issue to the next meeting of the Audit Committee.
About the letter of member of ОАО RSC Energia Board of Directors A.A.Gavrilenko, A.V.Nuzhdov, S.A.Bashmakin of 04.04.2014 relating to a candidate of the external auditor and external auditor selection tender.	To recommend the Corporation management to develop a policy in the area of providing non-audit services by the external auditor. To submit a draft policy to the Audit Committee in the 4th quarter of 2014 for preliminary review, for the purpose of subsequent approval by the Board of Directors of the Corporation.

16.06.2014 Meeting (Minutes No.6 of 17.06.2014)

Items on the agenda	Resolutions passed
On analysis ОАО RSC Energia Group performance based on the statements data per IAS for the 1^st half year of 2013.	To take note of the submitted materials on the Corporation statements for the 1^st half year of 2013 set up per IAS. To recommend the Corporation management to submit the Corporation statements for the 1^st half year of 2013 set up per IAS after its preparation to the Audit Committee and Board of Directors.
On ОАО RSC Energia Group business model.	To take note of the submitted information. To recommend to continue development of ОАО RSC Energia Group business model regarding the comments made. To recommend the Board of Directors to plan a review of the business-model in the 3^rd quarter of 2014. To recommend the Corporation management to conduct an analysis with regard to the Corporation business-model when preparing materials on Subsidiary and Affiliated Companies activity.
On the candidate for the position of the Chief internal auditor – head of AOA RSC Energia internal audit subdivision.	To approve the introduced candidate for the position of the Chief internal auditor – head of OAO RSC Energia internal audit subdivision – Ivan Savelievich Drobina. To recommend the Board of Directors to approve the candidate of I.S.Drobina to be assigned to position of the Chief Internal Auditor.
On justification of operating efficiency of ZAO Teplo RSC Energia and ZAO Stankolizing..	To recommend the Board of Directors to authorize the Corporation management to prepare and submit for review the materials relating to ZАО Teplo RSC Energia containing other options except for the presented option of development of the stated Subsidiary and Affiliated Company as a separate business, other options: - its functioning as a cost center aimed at cost saving; - sale of the stated Subsidiary and Affiliated Company, as a non-core asset to the third parties. To recommend to the Board of Directors to agree to the practicality of using ZAO Stankolizing as a separate financial instrument of the Corporation.
On practice of disclosing information on ОАО RSC Energia Audit Committee activity.	To take note of the submitted information.
On organization of ОАО RSC Energia internal audit system.	To take note of the submitted information.

21.11.2014 Meeting (Minutes No.1 of 24.11.2014)

Items on the agenda	Resolutions passed
On approval of the work plan of the Audit Committee of ОАО RSC Energia Board of Directors for 2014-2015 corporate year.	To approve the work plan of the Audit Committee regarding the comments made.
On preliminary review of the terms and conditions of the employment contract with the Chief internal auditor of the Corporation.	Postpone the review of this issue to the next meeting of the Audit Committee, having reviewed it in parallel with the Work plan of the internal audit subdivision.
On preliminary review of the Work Plan of the Corporation internal audit subdivision for 2014-2015.	To authorize the Chief internal auditor I.S.Drobina to take into account the following in refinement of the Work Plan of the internal audit subdivision: - to structure the plan for tasks prescribed in the Provision on the internal audit subdivision, while setting priorities depending on the timing and importance of the tasks, paying attention primarily to execution of decisions of the Board of Directors and Shareholders meetings, transmission of solutions to a level of Subsidiary and Affiliated Companies, manage compliance of the decisions taken by the sole executive body with its powers, construction and evaluation of the internal audit system, risk treatment in the framework of the internal audit. - synchronize the Work Plan of the subdivision with the Work Plan of the audit committee. To submit proposals on a number of members of the internal audit subdivision. To submit the prepared draft plan at the next meeting of the Audit Committee in December 2014.
On progress of preparation of the consolidated statements of the Corporation Group per IAS for 6 months of 2014.	To note that the consolidated statements were prepared, submitted and published in due time. To take note of the consolidated statements, note a negative trend in formation of operating loss and replacement of undistributed profits indicators with accumulated loss indicators.

Personnel and Remuneration Committee Meetings

14.04.2014 Meeting (Minutes No. 4 of 16.04.2014)

Items on the agenda	Resolutions passed
Proposals on size of remuneration for member of the Board of Directors and Auditing Committee of ОАО RSC Energia.	To approve the proposals on size of remuneration for members of the Corporation Board of Directors in the amount of 3 129,6 thous. rubles and for members of the Auditing Committee of the Corporation in the amount of 132 thous. rubles, in a total amount of 3261,6 thous. rubles. To recommend the Board of Directors to accept the above proposals on remuneration and submit for approval at the General Shareholders’ Meeting of the Corporation.
Consideration of KPI system regarding recommendations of ОАО RSC Energia Board of Directors Strategic Planning, Modernization and Innovative Development Committee (Minutes No.1 of 23.12.2013).	According to recommendations on ОАО RSC Energia Board of Directors Strategic Planning, Modernization and Innovative Development Committee (hereinafter referred to as Strategy committee, Protocol No.1 of 23.12.2013) to accept the following weight distribution of annual KPI: Financial (combined weight – 40%): EBITDA – planned value approved by the Board of directors (weight value is 20%). Sales profitability (Ratio of sales profit to revenues) - not lower than the average value for 3 years (weight value is 10-15%). TSR (total shareholders return) – above the inflation at the end of the calendar year, based on the data of the Central Bank of the Russian Federation (weight value is 5-10%). Production and strategic (total weight is 60%) Keeping the schedule (calendar milestones of the contracts) on implementation of Defense Procurement and Acquisition for the calendar year (the weight value is 35-45%) Execution of annual figures of the Strategic Development Program and the Innovative Development Program (with the obligatory inclusion of indicators established by the Federal Property Management Agency, including an indicator of cost cutting per a product unit) (weight value is 15-25%) – planned values approved by the Board of Directors for a specific year. Fund of bonuses payable: Fund of bonuses payable at year-end for the management personnel (top managers) of the Corporation approximately can be set up in the amount of 3-5% of the net profit per RAS, which is distributed with regard to KPI execution. To submit the proposals stated in para. 2.1. to the Strategy Committee. To authorize the Corporation management (M.V.Komarov) to forward for concurrence a draft letter of the Corporation top managers to all Committee members, which the above KPI shall be applicable to. Due date: 24.04.2014.

25.12.2014 Meeting (Minutes No.1 of 26.12.2014)

Items on the agenda	Resolutions passed
Consideration of proposals to the plan of meetings of ОАО RSC Energia Personnel and Remuneration Committee for 2014-2015	To approve, with due regard to the proposals made, the plan of meetings of ОАО RSC Energia Personnel and Remuneration Committee for 2014-2015.
Consideration of proposals on development of the Corporation policy in the area of remuneration of the top management and a list of top managers, which the Remuneration policy is applicable to.	To put the Corporation management in charge of preparing the Corporation Policy in the area of remuneration of the top management (as a single document) and a draft List of top managers, which the Remuneration policy is applicable to, and submit to the Committee in February 2015 for preliminary discussion with due regard to the comments and recommendations made.
Discussion of the Board of Directors assignment to develop the Provision on the Personnel and Remuneration Committee.	To recommend the Corporation management to prepare, taking into account the comments and recommendations, a new draft Provision on Personnel Committee and Remuneration Committee and submit for preliminary discussion to the Committee.
On approval of nominees to be elected as the sole executive body, as a member of the Board of Directors, Audit Committee of Subsidiary and Affiliated Companies proposed by the Corporation Board of Management.	To recommend to the Corporation Management: - when selecting nominees to be elected to the Boards of Directors of Subsidiary and Affiliated Companies, one shall be guided by the requirements of the Corporate Governance Code; - submit to the Committee extra information about the nominees to the Boards of Directors of Subsidiary and Affiliated Companies in the scope recommended by the Corporate Governance Code. The Corporation management to submit a plan of works with the Corporation Subsidiary and Affiliated Companies to the Committee. Due date – February 2015. To take note of a written opinion of A.V.Nuzhdov and recommend the Corporation management to review it and submit a well-reasoned position to the Committee.

30.12.2014 Meeting as absentee voting (Minutes No.2 of 31.12.2014)

Items on the agenda	Resolutions passed
On approval of the nominees proposed by the Corporation Board of Management to position of the sole executive body, as members of the Board of Directors, Auditing Committee of the Subsidiary and Affiliated Companies.	To agree on the proposed list of nominees to position of the sole executive body, as a member of the Board of Directors, Auditing Committee of the Subsidiary and Affiliated Companies, and bring it to consideration by the Corporation Board of Directors.

Meetings held by the Committee on Strategic Planning,
Modernization and Innovative Development

19.02.2014 Meeting (Minutes No. 2 of 21.02.2014)

Items on the agenda

Resolutions passed

Discussion of the main provisions of the Corporation Strategy.

To approve the approaches to formation of strategy in terms of ideology, revise the draft strategy, taking into account the comments made, including the following - develop the strategy structure for the main blocks (ideology, key projects and areas of activities, industrial development, economic parameters, international cooperation, social component; - develop a draft strategy as a text document with the justification of the most significant Strategy components (including projects focused on government programs, development and modernization of production regarding cost savings, reduction of labor intensity/material intensity parameters, increase in labour productivity; proposals on deep space exploration; need for attracting budget investments). If necessary, when finalizing the draft Strategy Project attract consultants/experts; hold working discussions with separate members of the Committee. Submit the redrafted Strategy Project for consideration by 31.03.2014.

29.12.2014 Meeting (Minutes No.1 of 29.12.2014)

Items on the agenda	Resolutions passed
Preliminary consideration of the draft Work Program (including the Budget) of the Corporation for 2015.	To take note of the submitted draft Work Program of the Corporation for 2015. To charge the Corporation Management by 16.01.2015 to prepare and submit to the Committee additional interpretations and explanations, including risk analysis and assessment on the following issues: - regarding a share of currency earnings/currency expenditures in the total earnings/expenditure pattern of the Corporation, based on which dollar/euro exchange the 2015 indicators are calculated; - breakdown of credits, specifying the share of foreign currency loans, maturity, level of loan interest rates; - breakdown of purchase amount of components - with an indication of concluded contracts and loss of contracts, a level of planned price of components. To renegotiate the draft Work Program of the Corporation for 2015 at the end of January 2015.
Discussion of a list of KPI indicators to be included in the Corporation Work Program for 2015.	To take note of the submitted list of KPI indicators. To charge the Corporation Management to additionally study a list of KPI indicators regarding a list of indicators approved at ОАО URSC and submit to the Committee for reconsideration simultaneously with the draft Work Program of the Corporation for 2015.