Of Annual General Shareholders Meeting Of

Minutes of Annual General Shareholders Meeting of Samaraenergo JSC on the results of 2007 p.6 of 6

MINUTEs №2008-1

of Annual General Shareholders Meeting of

Samaraenergo JSC

on the results of 2007

The Company name and location: / Samaraenergo Open Joint Stock Company of Power and Electrification (Leningradskaya st.27, Samara, Russia)
Type of the general meeting: / Annual
Kind of the meeting: / Meeting
Date of the meeting: / April 28, 2008
Venue of the meeting: / Leningradskaya st.27, Samara, Russia
Time for registration the persons having the right in participation: / 10.00 – 11.40
The meeting was open: / 11.00
The meeting was closed: / 12.00
The vote count was started: / 11.45
Post address to send the filled in voting bulletins on the items on the agenda: / 443100, Maiakovsky st.15, Samara, Russia
443099, Leningradskaya st. 27, Samara, Russia
105082, Bolshaya Pochtovaya st. 34, build. 8, Moscow, Russia;
443080, 4th proezd 57, lit. Б, Б1, of.508, Samara, Russia.

Chairman of the Meeting – Member of Board of Directors of Samaraenergo JSC

Jury Mirovich Rimer.

Secretary of the Meeting – Specialist of Corporate Sector of Samaraenergo

Olga Alexandrovna Spitsyna.

Function of Tabulation Comission of the Meeting is exercized by the Company’s Registrator – Central Moscow Depositary JSC (105078, Orlikov per. 3, buid.B, Moscov, Russia), authorised person of the Registrator is Marina Alexandrovna Asmolova.

Presidium of the Meeting:

Jury Mirovich Rimer – Member of Board of Directors of Samaraenergo JSC;

Maxim Viktorovich Soyfer – Managing Director of Samaraenergo JSC

Agenda:

1) About approving the Annual Report, Annual Bookkeeping Report, including the Company’s Profit and Loss Report as well as the Company’s Profit (including dividends payment) and Loss Distribution Report on the results of 2007 financial year.

2) About the Company’s Board of Directors members election.

3) About the Company’s Auditing Committee Members election.

4) About approving the Company’s Auditor.

Ms. Marina Alexandrovna Asmolova, the Chairlady of Tabulation Commission of the Meeting, is invited to say the results of the Registration. She reports about the quorum for the Meeting holding. After that the Chairman of the Meeting announces the Meeting Opening. The Chairman of the Meeting informs the participants about the main points of regulations for the Meeting. The Chairlady of Tabulation Commission explains the rules for voting and the votes counting.

The first item on the agenda: About approving the Annual Report, Annual Bookkeeping Report, including the Company’s Profit and Loss Report as well as the Company’s Profit (including dividends payment) and Loss Distribution Report on the results of 2007 financial year.

Soyfer Maxim Viktorovich, Managing Director of Samaraenergo JSC is invited to make a report on the first item.

In his report Mr. Soyfer winds up the year 2007 for Samaraenergo JSC. In the report the attention was paid on the obtaining the status of Warranted Supplier on the territory of Samara Region by Samaraenergo JSC on April 2, 2007 after the order of Department on Government Regulation and Control in Power Industry. In 2007 Samaraenergo JSC got the license on electric power sale to the residential users.

In the report Mr. Soyfer analyses the productive supply index, which was 19262.1 mln kWh that is 4.6% more than the volume, set by the business-plan. Last year the Company got 25060.352 mln rub revenue including 25057.9 mln rub on the result of the main activity. In comparison with 2006 year the product sales revenue increased on 15.6%. The net income on the results of 2007 year is 1231.785 mln rub. As a result the return on equity is 29.65% that is 6.12 percentage points more than it was planned.

The contribution of the Board of Directors and the Managing Company MIMPC JSC to the steady work of the Company in the reporting year was told about. It is noticed that the new edition of the Regulations of the Company as well as some internal documents were approved in 2007. In the Report Mr. Soyfer also pays attention on the perspectives and plans for the future activity of Samaraenergo JSC.

Esina Lyudmila Viacheslavovna, Chief Accountant of Samaraenergo JSC is invited to make a report.

In the report the main indices of the accounting balance-sheet were analyzed, the audit report was given. It is noticed that on December 31, 2006 balance-sheet total was 4580. 743 mln rub. In relation to the analogous index of 2006 year it has increased on 1247. 371 mln rub.

Special attention was given to the tax, fines and penalty amount reclamation presented in 2006 by the Inter-Regional Inspection of Federal Tax Service on the largest tax-payers #4 on the results of the company’s activity for the 2002 year on the sum of 706.8 mln rub.

The Board of Directors’ recommendations on the income (loss) distribution and dividends payment on the results of 2007 are voted.

Bulletin #1 voting

Number of the votes of people included to the list of voters having right for participation in the General Meeting / 3538 928 532
Number of the votes of people – outstanding shares owners having right for voting at the Meeting / 3538928 532
Number of the votes participated in the General Meeting / 3089136 849
Quorum on the item on the agenda / 87,2902%
Voting results: / Votes: / % of participants:
«FOR » / 3085024 860 / 99,8669
«AGAINST» / 570 753 / 0,0185
«ABSTAINED» / 3186 672 / 0,1032
«DIDN’T VOTE» / 119 140 / 0,0039
INVALID VOTES / 235 424

DECISION ACCEPTED BY THE MEETING:

1. To approve the Annual Report, Annual Bookkeeping Report, including the Company’s Profit and Loss Report as well as the Company’s Profit (including dividends payment) and Loss Distribution Report on the results of 2007 financial year.

2. To approve the following distribution of income (loss) of the Company on the results of 2007 financial year:

(ths rub)
Undistributed profit (loss) of the accounting period: / 1123 895
Distribute on: Emergency Reserve Fund / 0
Dividends / 49 466
Accumulation fund / 906 428
Payment the loss of the previous years / 168 001

3. Taking into account the fact that on the results of 1st quarter of 2007 year the dividends on the ordinary shares were accrued at the rate of 0.026568 rub. per one ordinary share (Minutes of the General Shareholders Meeting as of 29.06.2007. #2007-1) not to pay the dividends on the ordinary shares of the Company on the results of 2007.

4. Taking into account the fact that on the results of 1st quarter of 2007 year the dividends on the privilege shares were accrued at the rate of 0.026568 rub. per one privilege share (Minutes of the General Shareholders Meeting as of 29.06.2007. #2007-1) pay the dividends on the privilege shares of the Company on the results of 2007 year at the rate of 0.094763 rub per one privilege share of the Company in monetary form during 60 days since the day of approving the decision about the dividends payment.

The second item on the agenda: About the election of members to the Company’s Board of Directors.

Spitsyna Olga Aleksandrovna, Head of the Corporate Sector of Samaraenergo JSC is invited to make a report.

In the report Ms. Spitsyna announces 24 candidates to the members of the Board and shareholders recommended them according to the law order. She also notices that according to the Regulations of the Company 10 persons taken most votes on the result of cumulative voting are elected as the members of the Board of Directors.

Bulletin #2 voting

Votes at cumulative voting
Number of the votes of people for cumulative voting included to the list of voters having right for participation in the General Meeting / 35389285 320
Number of the votes for cumulative voting of people – outstanding shares owners having right for voting at the Meeting / 35389285 320
Number of the votes for cumulative voting participated in the General Meeting / 30891368 490
Quorum on the item on the agenda / 87,2902%

Votes distribution:

№ / Candidate name / Votes for cumulative voting / % of participants
1 / Nikonov Vasily Vladislavovich / 3319277 458 / 10.7450
2 / Aveticyan Vladimir Evgenievich / 3318447 593 / 10.7423
3 / Kirillov Jury Aleksandrovich / 3301108 946 / 10.6862
4 / Boyko Natalia Grigorievna / 3291139 859 / 10.6539
5 / Muromtseva Tatiana Anatolievna / 3290433 388 / 10.6516
6 / Rozentsvaig Alexander Shoilovich / 3290390 039 / 10.6515
7 / Leonov Oleg Nikolayevich / 2764832 658 / 8.9502
8 / Gromov Maxim Evgenievich / 2764656 635 / 8.9496
9 / Kulikov Dmitry Germanovich / 2763814 527 / 8.9469
10 / Pestov Andrey Adolfovich / 2763803 676 / 8.9468
11 / Bazhenova Ekaterina Alexandrovna / 824 245 / 0.0027
12 / Gnezdilov Mikhail Vladdimirovich / 748 793 / 0.0024
13 / Azovtsev Mikhail Vladimirovich / 603 420 / 0.0020
14 / Kruglov Mikhail Gennadievich / 546 861 / 0.0018
15 / Seliverstova Tatiana Aleksandrovna / 524 628 / 0.0017
16 / Bokarev Boris Aleksandrovich / 509 520 / 0.0016
17 / Kirichuk Vladimir Vasilievich / 465 419 / 0.0015
18 / Kovalenko Andrey Igorevich / 453 565 / 0.0015
19 / Gurelev Dmitry Gennadievich / 357 451 / 0.0012
20 / Zakrevsky Alexey Valerievich / 199 847 / 0.0006
21 / Prosyankin Denis Sergeyevich / 160 153 / 0.0005
22 / Krasnikov Maxim Jurievich / 114 762 / 0.0004
23 / Belsky Alexey Veniaminovich / 46 696 / 0.0002
24 / Malkov Andrey Vladimirovich / 5 213 / 0.0000
AGAINST all / 0 / 0.0000
ABSTAINED on all the candidates / 0 / 0.0000
DIDN’T VOTE on all the candidates / 9470398 / 0.0307
Invalid votes / 8433 010

DECISION ACCEPTED BY THE MEETING:

To elect the Board of Directors of: Aveticyan Vladimir Evgenievich, Boyko Natalia Grigorievna, Gromov Maxim Evgenievich, Kirillov Jury Aleksandrovich, Kulikov Dmitry Germanovich, Leonov Oleg Nikolayevich, Muromtseva Tatiana Anatolievna, Nikonov Vasily Vladislavovich, Pestov Andrey Adolfovich, Rozentsvaig Alexander Shoilovich.

The third item on the agenda: About the election of members to the Company’s Auditing Committee.

Esina Lyudmila Viacheslavovna, Chief Accountant of Samaraenergo JSC reports on the item on the agenda.

Ms. Esina announces 9 candidates to the Membership of the Company’s Auditing Committee, recommended by shareholders in the law order. According to the charter of the Company there was recommended to elect 5 persons to the Membership of the Auditing Committee.

Bulletin #3 voting

Votes distribution:

№ / Candidate name: / For / AGAINST / ABSTAINED / INVALID / DIDN’T VOTE
votes / % / votes / votes / votes
1 / Zhirnov Grigory Vladislavovich / 1981235 045 / 64.1356 / 1105768 961 / 53 095 / 1960 608 / 119 140
2 / Dolgopol Olga Semeonovna / 1978054 969 / 64.0326 / 1105758 671 / 52 661 / 5151 408 / 119 140
3 / Belov Alexey Vasilievich / 1977887 649 / 64.0272 / 1105634 488 / 223 265 / 5272 307 / 119 140
4 / Smirnova Elena Evgenievna / 1997741 467 / 64.0225 / 1105939 432 / 79 821 / 5256 989 / 119 140
5 / Nikitin Vitaly Alekandrovich / 1977686 250 / 64.0207 / 1106171 307 / 79 562 / 5080 590 / 119 140
6 / Kuzmina Olga Borisovna / 1109618 200 / 35.9200 / 1977320 324 / 70 525 / 2008 660 / 119 140
7 / Tyunyaev Anatoly Jurievich / 1108878 653 / 35.8961 / 1977695 310 / 115 962 / 2327 784 / 119 140
8 / Kshpitar Irina Ivanovna / 3969 139 / 0.1285 / 3082787 673 / 95 032 / 2165 865 / 119 140
9 / Nedomets Sergey Nikolayevich / 3675 456 / 0.1190 / 3082870536 / 109 718 / 2361 999 / 119 140

DECISION ACCEPTED BY THE MEETING:

To elect the Company’s Auditing Committee of: Belov Alexey Vasilievich, Dolgopol Olga Semeonovna, Zhirnov Grigory Vladislavovich, Nikitin Vitaly Alekandrovich, Smirnova Elena Evgenievna.

The fourth item on the agenda: About approving the Company’s Auditor.

Esina Lyudmila Viacheslavovna, Chief Accountant of Samaraenergo JSC speaks on the item on the agenda.

Two companies are candidates to be elected as the Company’s Auditor: Centre of Business Consulting and Audit JSC, recommended by a shareholder of the Company and ENPI Consult JSC recommended by the Board of Directors in due order. In the report Ms. Esina says about professional activity of the auditing companies and voiced the licenses confirming the right in auditing activity.

Bulletin #1 voting

Votes distribution:

№ / Candidate name: / For / AGAINST / ABSTAINED / INVALID / DIDN’T VOTE
votes / % / votes / votes / votes
1 / ENPI Consult JSC / 1977594 278 / 64.0177 / 1105577 914 / 1463 232 / 4382 285 / 119 140
2 / Centre of Business Consulting and Audit JSC / 1108323 961 / 35.8781 / 1974416 063 / 1440 042 / 4837 643 / 119 140

DECISION ACCEPTED BY THE MEETING: