GKU for the Kaluga Region

“Directorate for Capital Construction”

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Objectives

The plant comprises, in particular, the following key elements:

(a)industrial premises,

(b)external electric grids, including 220 kW high-voltage lines and a 220/35 kW transformer substation,

(c)external gas-supply systems,

(d)external water supply and disposal networks,

(e)on-site utilities and passages,

(f)a motor road,

(g)non-public rail access and dead-end tracks,

(h)administration and on-site facilities,

(i)a quarry, including a road and civil engineering infrastructure,

(j)a conveyor,

(k)operations to remove existing networks from the industrial site.

Lafarge Cement is interested in the services of arranging for and/or advising on the design and construction of the plant.

The services could include:

(a)coordinating engineering survey works (assignments for engineering surveys, progress monitoring/ monitoring compliance of performed work with assignments, acceptance of reports, execution of acceptance certificates, delivery of reports to the designer),

(b)arranging for design works (initial data for designing, obtaining utility network capacities, drafting applications for technical specifications, design assignment, obtaining technical specifications, monitoring compliance with deadlines, monitoring compliance ofcompleted work with design assignments, construction standards and regulations, participation in the acceptance of design documentation, having design documentation approved by the services issuing technical specifications),

(c)providing support with formalities aimed at obtaining a favourable state expert review of design/engineering survey results and a construction permit (application, submission of design documentation, liaising with experts / rectification of remarks),

(d)conducting construction monitoring prior to construction works (notifying the competent authority in charge of state construction supervision of the commencement of construction, preparation and submission of a set of documents as required by Article 52(5) of the Russian Town Planning Code, review of documents relating to the quality of materials, to items and equipment, to documented results of on-receiptinspection and laboratory tests, monitoring compliance with warehousing rules, compliance check of in-process inspection),

(e)conducting construction monitoring in the course of construction (checking thatas-built documentationhas been kept and that it has been accurately kept, reliability estimation of geodetic as-fitted drawings of completed structures together with sample accuracy check of alignment of elements, monitoring rectification of any defects in the design documentation detected in the course of construction, hidden work inspection, participation in intermediary acceptance of critical building structures, utility network sections, monitoringcompliance of the scope and timing of work completion by contractor(s) with contractual conditions and time schedule for construction, participation in conformity assessment of completed works, participation in the final assessment of completed project conformity to statutory requirements, design and normative documentation),

(f)participating in formalities aimed atobtaining a commissioning permit,

(g)liaising with various state/supervisory authorities of the Kaluga Region and with OAO RZhD and network organisations,

(h)preparing and holding tenders involving design and contractor organisations as well as various suppliers, participating in negotiations, advising on the selection of co-contractors, checking their business reputation,

(i)preparing/reviewing draft design and construction contracts, participating in estimate documentation negotiations, preparing and reviewing estimate documentation,

(j)rendering customs clearance advice,

(k)providing written and oral advice on various administrative and legal matters.

Our specialists of the industrial construction practice oftheDirectorate for Capital Construction (please see a list below in the "Team for Lafarge Cement"section) will be happy to render any assistance you may require.

GKU for the Kaluga Region “Directorate for Capital Construction”

TheDirectorate for Capital Construction – one of the largest capital construction customer service provider in the Central Federal District of Russia:

27 professionals

586 projects completed over the past 10 years

18 projects completed in 2010, including 12 design and survey works

RUB 2,208,956,486 of investments materialised in 2010

38 current projects, including 12 design and survey works

works under public contracts

Our team’s expertise:

engineering surveys

preparing initial data for design

arranging for design / preparing design

arranging for construction

construction monitoring

geodetic survey and construction technology laboratory

commissioning

liaising with administrative agencies of the Kaluga Region and formalities

connection to utility networks

arranging for road construction

mediation in settling administrative and commercial conflicts

concluding and monitoringthe fulfilment of design and construction contracts

land and environmental law

customs law / railway law

town planning formalities

industrial safety

checking proper application of standards and rates in estimate documentation as well as compliance with applicable pricing requirements

Industry expertise:

We advise clients in the context of the sector in which they operate. In particular, we provide services in the car,pharmaceutical, electric and chemical clusters of industry of the Kaluga Region. We also specialise in civil engineering and construction of utility networks and roads.

Some of our clients:

1Government of the Kaluga Region.

2Municipal administrations

3Peugeot Citroen / Mitsubishi Motors

4General Electric

5Volkswagen

6Berlin Pharma

7NovoNordisk

8Volvo

9Lotte

10KiltoKaluga

11Magna

Ranks and awards

one of our employees has been given the title of "Distinguished Construction Specialist of the Russian Federation"

one of our employees has been awarded a certificate of merit by the Russian Ministry of Regional Development

one of our employees has been awarded a certificate of merit by the Russian Federation Construction Committee (Gosstroy)

Admissions

We are members of the following self-regulatory organisations and hold the following certificates of competence for works affecting the security of capital construction projects:

1"Association of the Kaluga Region’s Builders", certificate No. 0278.02-2010-4027084855-С-176 dated 10 November 2010.

The works theDirectorate for Capital Construction is permitted to undertake:

(а)32. construction monitoring by a developer or customer engaged under a contract with a legal entity or self-employed entrepreneur,

(b)33. arranging for construction, reconstruction and majorrepairs by a developer or customer engaged under a contract with a legal entity or self-employed entrepreneur (general contractor),

2self-regulatory organisation - non-profit partnership "League of the Kaluga Region’s Designers". Types of permitted works:

(а)arranging for the preparation of design documentation by a developer or customer engaged under a contract with a legal entity or self-employed entrepreneur (general designer).

If required, we will provide you with copies of the abovecertificates of competence and documents confirming our membership to the self-regulatory organisations stated above.

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Industrial construction practice

The industrial construction practice of theDirectorate for Capital Constructionhas comprehensiveexperience in providing services to both Russian and foreign investors. We are a major construction market player in the Kaluga Region performing public contracts. Our professionals provide advice on all project and construction regulatory matters. We advise our clients at all stages of the construction process and assist them in resolving construction disputes.

Our team comprises 27 professionals. We co-operate with leading Russian designers, surveyors, geodesists, construction laboratories and independent experts. In2011,we started working in tandem with the Moscow representative office of CMS International B.V. (The Netherlands), an international law firm, which provideslegal advisory services to support our projects.

Our clients benefit from the following:

Expertise in promoting projects in the Kaluga Region – our team has built longstanding relationships and gained many years of experience in implementing projects in the Kaluga Region,

Our fees are net of any mark-ups; we are an end-service provider –the majority of international industrial, project and construction companies operating in the Kaluga Region do not have Russian construction qualification and “resell” our services to investors or otherwise make use of our resources, either directly or indirectly,

We have aligned our construction business to European standards, and provide services in English, German and French, are familiar with FIDIC practice and general design and construction concepts applied in major European jurisdictions,

Our services are transparent. Our fees are based on our qualification and thetime spent on the matter.

Summarised below are some of our credentials over the past three years. These projects are comparable to the Lafarge Cement project in terms of objectives.

Highway and railroad construction

-highways in Rosva / Grabtsevo settlements, of8.9 km in total length for OOO PCMA Rus and ООО Volkswagen Group Rus,

-railroad of non-public use, of 5.6 kmin total length, in Rosva settlement for OOO PCMA Rus,

Utility network construction

-electricity networks of 696.5 km in total length for OOO PCMA Rus (Rosva),ООО Volkswagen Group Rus, ООО Berlin Pharma, ООО NovoNordisk (Grabtsevo),

-gas-distributing system of 183.9 km in total for OOO PCMA Rus (Rosva), ООО Volkswagen Group Rus, ООО Magna (Grabtsevo),

-water pipelines of 84.4 km in total length for OOO PCMA Rus (Rosva), ООО Volkswagen Group Rus, ООО Berlin Pharma (Grabtsevo), ООО G E Rus (Rosva),

-heat supply networks of 4.8 km in total length under public contract (Kaluga),

-water discharge networks of 2.8 km in total length for OOO PCMA Rus (Rosva), ООО Volkswagen Group Rus, ООО Magna (Grabtsevo),

Excavating

-leveling operations at a site of 552 ha in total area, moving 8 mln m3 of land masses for OOO PCMA Rus (Rosva), ООО Volkswagen Group Rus (Grabtsevo),

Industrial facilities

-design of Kaluga-Yug and Obninsk industrial parks’ infrastructure,

-treatment facilities (gabion treatment filter facilities) – 2 facilities with a total capacity of 32 m3/secfor ООО Volkswagen Group Rus and OOO PCMA Rus,

-boiler houses in Kaluga and Zarechie settlement of Ulianovsky district, total capacity of 13.42 Gcal/hour,

-3rd elevation pumping station connected to utility networks in Kaluga,

-milk plant in Khvastovichi,

-machine shop in Sekiotovo,

-water de-ironing station in Borovsk,

-limestone powder workshop at Shanya station,

Civil engineering

-residential construction, total of 239,600 m2,

- 13 schools for 1,687 pupils, module (extension to the educational building) in Kaluga,schools for 320 pupils in Voskresenskoe settlement of Ferzikovsky district,

-10 preschools for 875 children,

-polyclinics/hospitals 7 in total/320 places /780 appointments,a radionuclide laboratory extension to the regional oncology dispensary,

-sport and recreation centres (total of 16 facilities), including in Kozelsk and Kaluzhskaya, reconstruction of Annenkystadium, centres equipped with multipurpose play rooms in Babynino, Vorotynsk, Betlitsa, reconstruction of Yunost and Annenky stadiums, a sport and recreation centre with a swimming pool of the Kaluga state university, a sport centre in Obninsk with two swimming pools and an ice rink, a sport and recreation centre with a swimming pool in Kirov,

-testing agriculture station in Peremishlsky district,

Resolution of construction related disputes

-participating as experts in 22 disputes in connection with failure to fulfil or appropriately fulfil obligations under construction agreements,

Organising tenders and auctions

-as an example, in 2010 there were 23 orders placed for a total amount of RUB253,176,000.

Details of the services proposed, a fee estimate, a timeschedule and our hourly rates are set out in the feeproposalattached hereto.

Team GKU for the Kaluga Region

“Directorate for Capital Construction”

/ MatveykinNikolay Mikhailovich, Director of GKU for the Kaluga Region “Directorate for Capital Construction”
Nikolay Mikhailovichholds a degree in industrial and civil engineering from the Briansk Institute of Technology,and is a qualified civil engineer.
Construction experience – 34 years.
In 2003, Nikolay Mikhailovichwas awarded the title of Distinguished Construction Specialistof Russia.
Responsible for overall organisation and coordination within the industrial construction team and, more generally, for the activities of theDirectorate for Capital Construction.
/ Morozov Valery Alexeevich, chief engineer
Valery Alexeevich holds a degree in civil engineering from the Leningrad Higher Military Red Banner School of Civil Engineeringnamed after Army General Komarovsky, and is a qualified military engineer.
Valery Alexeevich has 28 years of construction experience.
In 2009, the Russian Ministry of Regional Development awardedValery Alexeevich a certificate of meritfor contributing to the industrial construction development.
Valery Alexeevich is responsible for technical project management.
/ Tolkachev Nikolay Ivanovich, head of the production and technical department
Nikolay Ivanovich holds a degree in railroad construction and communications from the Belarusian Institute of Railroad Transport Engineers, and is a qualified railway engineer and constructor.
Total years of experience – 34 years. Nikolay Ivanovich has experience in constructing industrial and civil facilities in the Kaluga, Moscow, Yaroslavl, Kostroma and Kaliningrad Regions.
In 2008, the Ministry of Construction, Municipal Affairs and Housing of the Kaluga Region awarded Nikolay Ivanovich a certificate of merit.
Nikolay Ivanovich is responsible for supervising the industrial construction team of theDirectorate for Capital Construction from production and technical angles.
/ Zyuzin Dmitry Ivanovich, deputy head of the production and technical department
Dmitry Ivanovich holds a degreein industrial and civil engineering from the All-Union Correspondence Institute of Engineer Transport, and is a qualified civil engineer.
Dmitry Ivanovich has 40 years of experience. Until 2008, he heldvarious positions within the production and technical department of Oblstroyzakazchik Public Enterprise.
In 2009, the Mayor of the Kaluga Region awarded Dmitry Ivanovich a certificate of meritfor contributing to the construction sector development in the Kaluga Region.
Dmitry Ivanovich is responsible for supervising the industrial construction team of the Directorate for Capital Construction from production and technical angles.
/ Pavlyuk Nikolay Fedorovich, category I engineer inthe production and technical department
Nikolay Fedorovich holds a degree in natural and waste water treatment from the Moscow Red Labour Banner Institute of Civil Engineering, and is a qualified processing engineer.
Nikolay Fedorovich has 33 years of experience in the construction sector.
Nikolay Fedorovich specialises in construction monitoring, work acceptance and commissioning,measurement checks and commission inspections. He has experience in constructing a metallurgical complex. Nikolay Fedorovichhas worked as an engineer at a designer institute and headed the capital construction department at the Kaluzhsky meat processing plant.
/ Markelov Anatoly Romanovich, category II engineer inthe production and technical department
Anatoly Romanovich holds a degree in industrial and civil engineering from the Belarusian Institute of Railroad Transport Engineers, and is a qualified railway engineer and constructor.
Anatoly Romanovich has 49 years of experience in the construction sector. He worked as chief engineer at a construction groupand at a regional customer service.
Anatoly Romanovich has experience in constructing gas-distributing systems, railway stations, railways, plants manufacturing reinforced-concrete products and concrete mixing stations.
/ Sidelnikov Sergey Alexandrovich, category II engineer inthe production and technical department
Sergey Alexandrovich holds a degree in industrial and civil engineering from the TulaStateUniversity, and is a qualified engineer.
Sergey Alexandrovich has 6 years of experience in construction.
Sergey Alexandrovich previously worked as an assistant foreman at a construction site and industrial and civil engineer.
Sergey Alexandrovich specialises in organising construction, construction monitoring and work acceptance.
/ Sizova Tatiana Andreevna, category II engineer inthe production and technical department
Tatiana Andreevna graduated from the Kaluga Utilities and ConstructionCollegeand holds a degree in water supply, industrial and waste water disposal and treatment from the South-West Academy of Public Administration in St. Petersburg.She is a qualified technician.
Tatiana Andreevna has 35 years of professional experience.
Tatiana Andreevna is responsible for selecting suppliers of material and technical resources, verifying acceptability of prices set by suppliers and negotiating supply agreements, developing proposals for substituting affordable material and technical resources for expensive ones.
/ Krakhmalev Vladimir Nikolaevich, category I engineer inthe production and technical department
Vladimir Nikolaevich holds a degree in housing unit construction managementfrom the KamishenskyHigherMilitaryCollege, and is a qualified civil engineer.
Vladimir Nikolaevich has 33years of experience in construction.
Vladimir Nikolaevich has worked as senior civil engineer, head of construction site, engineer at the capital construction management department of Oblstroyzakazchik Public Enterprise,deputy head and chief specialist at the production and technical department of Oblstroyzakazchik Public Enterprise.
/ Kochnev Alexander Alexandrovich, head of the budget and contracts department
Alexander Alexandrovich holds a degree in civil engineering from the Leningrad Higher Military Red Banner School of Civil Engineering named after Army General Komarovsky, and is a qualified military engineer.
Alexander Alexandrovich has 30 years of experience in construction.
Alexander Alexandrovich specialises in cost estimating, technological process monitoring, and participates in audits conducted by regulatory authorities. He has experience in developing, planning and integrating Grand-Smeta budgeting system.
Alexander Alexandrovich headed budget and contracts department at construction groupsand OAO Gazpromneft.
/ Belomoeva Natalia Valentinovna, deputy head of the budget and contracts department
Natalia Valentinovna holds a degree in marketing from the All-Russian Correspondence Financial and Economic Institute, and is a qualified marketing specialist.
Natalia Valentinovna has 7 years of experience in pricing and budgeting sphere(including at a construction company).
In 2010, the Ministry of Construction, Municipal Affairs and Housing of the Kaluga Regionawarded Natalia Valentinovna a certificate of merit.
/ Lyudmila L’vovna Steligina, category Iengineer
Lyudmila L’vovna graduated from the Kaluga Utilities and ConstructionCollege(buildings construction and maintenance department) and has 37 years of experience in the industry.
Lyudmila L’vovna is responsible for reviewing cost estimation documentation and work acceptance certificates, and for cost estimating. Lyudmila L’vovna prepares tender documentation and contractor agreements.
Lyudmila L’vovna participated in the following projects: a music hall in Kaluga, the Interbranch Scientific and Technical Complex “Eye Microsurgery”in Annenky, the regional administration building at LeninSquare, a brewery near Grabtsevo highway, the Detchinsky canning factory, a residential complex at Gagarina Street in Kaluga, a bridge near the telegraph factory, the ministry building atProletarskaya street, the Kaluga RegionCourt.
/ Talycheva Elena Gennadievna, category II engineer in marketing and tender department
Eugenia Ivanovna graduated from the FrunzeTechnicalUniversity, engineering department.
She has 7 years of experience in the industry.
Elena Gennadievna specialises in preparing tender documentation, arranging and holding tenders (auctions).
/ Likhacheva Eugenia Ivanovna, category I engineer in marketing and tender department
Eugenia Ivanovna graduated from the BaumanMoscowStateTechnicalUniversity, engineering department.
Eugenia Ivanovna specialises in preparing tender documentation, arranging and holding tenders (auctions).
/ Sarygina Maria Alexandrovna, category I engineer in marketing and tender department
Mrs Sarygina holds a degree in industrial and civil engineering from the Briansk Institute of Technology, and is a qualified civil engineer.
Construction experience – 2 years.
Maria Alexandrovna specialises in preparing tender documentation, arranging and holding tenders.