Interregional Distributive Grid Company of the North-West (IDGC of the North-West)

In accordance with the Regulations on the Committee for Strategy and Development under the Board of Directors of IDGC of the North-West, JSC approved by the Board of Directors of IDGC of the North-West, JSC on 22.08.2008 (Minutes No. 35/3):

Goal of the Committee

Provision for efficient work of the Board of Directors of the Company in solution of issues referred to the Committee competence.

Core objectives of the Committee

Elaboration and presentation of recommendations (conclusions) for the Board of Directors of the Company on the following aspects of activities of the Board of Directors:
1. Determination of priority aspects, strategic goals and core principles of the Company strategic development;
2. Company investment attractiveness enhancement, investment activities improvement and substantiated investment decision taking;
3. Correction of the existing strategy of the Company development;
4. Control of adopted programs and projects implementation progress;
5. Financial planning, determination of the Company dividend policy;
evaluation of the Company activities efficiency.

Competence of the Committee

Preliminary consideration, analysis and elaboration of recommendations (conclusions) on the following issues within the competence of the Board of Directors of the Company:

1. Determination of priority activity aspects and development strategy of the Company;
2. Submittal of the following issues for decision to the General Meeting of Shareholders of the Company:

Reorganization of the Company;
Increasing the authorized capital of the Company by way increase the nominal value of shares or by placement of additional shares;
Split and consolidation of the Company shares;
Taking decision on the Company placing bonds, convertible shares or other issue-grade securities convertible to shares;
Taking decision on endorsement of major transactions in cases provided for by Article 79 of the Federal Law “On Joint-Stock Companies”;
Taking decision on the Company placing bonds, convertible shares or other issue-grade securities convertible to shares;
Taking decision on participation in financial and industrial groups, associations and other unions of commercial organizations;

3. Company placing bonds and other issue-grade securities except for cases provided for by the Federal Law “On Joint-Stock Companies” and this Charter;
4. Purchase of shares, bonds and other securities having been placed by the Company in cases provided for by the Federal Law "On Joint-Stock Companies";
5. Carve-out (sale) of shares of the Company which have come at disposal of the Company as a result of their purchase or buyout from shareholders of the Company as well as in other cases provided for by the Federal Law “On Joint-Stock Companies”;
6. Approval of in-house documents of the Company governing the procedure of the Company’s funds formation and use;
7. Taking decision on use of the Company funds; approval of cost estimates for use of special purpose funds assets and consideration of results of execution of cost estimates for use of special purpose funds assets;
8. Approval of the investment program (corrected investment program) and a report on its execution results;
9. Company branches and representative offices establishment / opening and liquidation;
10. Company’s participation in other organizations (by way of joining an existing organization or establishing a new one) as well as (with account for the provisions of Subclause 22 Clause 15.1 Article 15 of the Charter of the Company) purchase of, carve-out of and encumbrance on shares or stakes in authorized capitals of organizations wherein the Company participates, change in the amount of participatory stake in the authorized capital of such organization, and termination of the Company’s participation in other organizations;
11. Endorsement of major transactions in cases provided for by Chapter X of the Federal Law “On Joint-Stock Companies”;
12. Other issues related to those listed above as well as issues considered by order of the Board of Directors of the Company.

Personal composition

The personal composition of the Committees under the Board of Directors of IDGC of the North-West, JSC was elected on 12.08.2011 by decision of the Board of Directors of IDGC of the North-West, JSC (Minutes No. 81/2)

1. Alexey Sergutin - (Chair) - Director of Economics of "IDGC Holding ";
2. Dennis Guryanov - Head of Corporate Governance and Shareholder Relations "IDGC Holding ";
3. Alexey Zharikov – Director for Corporate Policy and dealing with shareholders of JSC "Elektrotsentronaladka";
4. Michael Kuznetsov - General Director of "Center of Corporate Development of the AND";
5. Dmitry Pankov - Director of Strategy, Development and Innovation of "IDGC Holding ";
6. Yuri Pankstyanov - Head of Tariff of "IDGC Holding "
7. Remes Seppo Juha - Member of the Board of Directors of JSC "IDGC North-West" General Director "Kiuru";
8. Timur Tambiev - Head of the analysis and evaluation of investment projects of the Department of Investment of "IDGC Holding ";
9. Roman Filkin - Member of the Board of Directors of JSC "IDGC North-West", Co-Director of the Representative Office of "Prosperity Capital Management” (RF) Ltd. (Electric Power Engineering);