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TGC-9

September 25, 2007

Statement of the data, which can influence essentially on the cost of securities of the joint-stock company

“Information on the resolutions adopted by the Board of Directors (supervisory council) of the joint-stock company: Putting of the item on reorganization of the joint-stock company and the procedure and terms of such reorganization for consideration of the general meeting of shareholders

 

1. General Data

1.1. Full emitter’s name (noncommercial company’s name)

Territorial Generation Company 9 Joint-Stock Company

1.2. Short emitter’s name

JSC TGC-9

1.3. Emitter’s location

48 Komsomolskyi Avenue, Perm, Russian Federation

1.4. Emitter’s PSRN (Primary State Registration Number)

104590055024

1.5. Emitter’s TIN (Taxpayer Identification Number)

5904119383

1.6. Emitter’s unique code assigned by the registration agency

56741-D

1.7. Internet web site used by the emitter for the information disclosure

www.tgc-9.ru

 

2. Content of statement

 

2.1 Date of carrying out of the meeting of the Board of Directors (supervisory council) of the joint-stock company, where the corresponding resolution was adopted: September 20, 2007.

2.2 Date of drawing up and number of the minutes of the meeting of the Board of Directors (supervisory council) of the joint-stock company, where the corresponding resolution was adopted: September 24, 2007 Minutes No.11 (92).

2.3 Content of the resolution adopted by the Board of Directors (supervisory council) of the joint-stock company:

It was resolved to recommend to the extraordinary general meeting of shareholders of JSC TGC-9 the following:

1. It was resolved to reorganize JSC TGC-9 in the form of joining of JSC TGC-9 Holding to it, created by reorganization of JSC RAO UES of Russia, on the terms stipulated by the present decision and the contract for the joining of JSC TGC-9 Holding to JSC TGC-9.

2. It was resolved to approve the Contract for joining of JSC TGC-9 Holding to JSC TGC-9 according to Appendix 1.

3. It was resolved to define the following procedure and conditions of converting of JSC TGC-9 Holding shares into the shares of JSC TGC-9:

3.1. All shares of JSC TGC-9 Holding shall be converted into the shares of JSC TGC-9, which became ownership of JSC TGC-9 as a result of joining of JSC TGC-9 Holding, into purchased and/or redeemed by JSC TGC-9 and/or into additional shares of JSC TGC-9 (in case the shares of JSC TGC-9, which became ownership of JSC TGC-9 as a result of joining of JSC TGC-9 Holding, and also purchased and/or redeemed by JSC TGC-9, appear insufficient for converting all shares of JSC TGC-9 Holding according to the approved indices of converting).

3.2. In case of issuing of additional ordinary shares of JSC TGC-9, they should give the same rights to shareholders, the same way as placed ordinary shares of JSC TGC-9 according to the Charter of JSC TGC-9 and the legislation of the Russian Federation.

3.3. Index of converting of shares:

0,0148511789603174 of an ordinary share of JSC TGC-9 Holding is converted into one ordinary share of JSC TGC-9 with par value equal to 0,003 (three thousandths) rubles each;

0,0162166182139303 of a preferred share of JSC TGC-9 Holding is converted into one ordinary share of JSC TGC-9 with par value equal to 0,003 (three thousandths) rubles each.

3.4. The quantity of ordinary shares of JSC TGC-9, which should be received by each shareholder of JSC TGC-9 Holding, is calculated by division of the quantity of shares of JSC TGC-9 Holding belonging to him, of the certain category by the corresponding index of converting.

If at definition of settlement quantity of shares of JSC TGC-9, which should be received by the shareholder of JSC JGC-9 Holding, some shareholders of JSC TGC-9 Holding will have a fractional number of the settlement number of shares, such number of shares is subject to rounding off under the following rule:

- If the value of the figure after the point equals from 5 up to 9 inclusive, "one" is added to the integer unit, and the numbers following after the point are not considered;

- If the value of the figure following after the point equals from 0 up to 4 inclusive, the integer figure is taken into account, and the figures following after the point are not considered;

- If as a result of rounding off, some shareholders do not receive a share, such shareholders receive one share of JSC TGC-9.

Thus, in case of issuing of additional ordinary shares of JSC TGC-9, the quantity of ordinary shares of JSC TGC-9 from among the shares, which became ownership and/or redeemed and/or purchased by JSC TGC-9, which the shareholder of JSC TGC-9 Holding should receive, is the whole part of the figure defined by multiplication of the quantity of ordinary shares of JSC TGC-9 , which such a shareholder should receive according to the first paragraph of the present subitem (in view of rounding off), by the ration of the total of ordinary shares of JSC TGC-9, which became ownership of JSC TGC-9 at joining of JSC TGC-9 Holding, and/or redeemed and/or purchased by JSC TGC-9, to the total of ordinary shares of JSC TGC-9 necessary for converting of ordinary and preferred shares of JSC TGC-9 Holding into all of them .

The quantity of ordinary shares of JSC TGC-9 from among additional shares, which the shareholder of JSC TGC-9 Holding should receive, is defined as a difference between the quantity of ordinary shares of JSC TGC-9, which such a shareholder should receive according to the first paragraph of the present subitem (in view of rounding off), and the quantity of shares of JSC TGC-9 from among the shares, which became ownership and/or redeemed and/or purchased by JSC TGC-9, which such shareholder should receive.

3.5. Shares of JSC TGC-9 Holding are declared converted into ordinary shares of JSC TGC-9 on the day of making an entry in the Uniform state register of legal persons about termination of activity of JSC TGC-9 Holding, on the basis of data of the register of shareholders of JSC TGC-9 Holding for the specified day.

3.6. Shares of JSC TGC-9 Holding subject to converting are paid off at realization of converting.

 

3. Signature

3.1. Director General JSC TGC-9                                                                                   __________________    A.Y. Makarov

(signature)

stamp here

 

3.2. Date: September 25, 2007

 

 

 

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