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Moscow, 31 October. At its regular meeting held today, the
Board of Directors of RAO "UES of Russia" heard
a report on the feasibility of establishing territorial generation
companies (TGCs) co-founded by several regional energos.
The Board of Directors noted the information and instructed
the Management Board and the Strategy and Reform Committee
of the Board of Directors of RAO "UES of Russia" to
finalize the materials submitted subject to the comments
made by the Board. The Board of Directors
decided to review the issue of TGC co-founding at the next
Board Meeting, after
further elaboration.
The scenario for TGC co-founding involves its establishment
as a large operating company at the first stage of regional
energos' restructuring. A TGC is to be co-founded by regional
energos: the latter will contribute their power generation
facilities to the capital of the newly established company.
As a result, it is possible to establish, at an early stage
[of the sector restructuring], a large operating company,
with the co-founding regional energos as its shareholders
In the course of subsequent unbundling
of the regional energos by line of business pursuant to
the procedure defined in
the 5+5 Strategy of RAO "UES of Russia", a holding
company is to be spun off from the regional energo. Such
company will hold the stake in the TGC. The holding company's
property structure will "mirror" that of the regional
energo. This will help secure the right of shareholders in
RAO "UES of Russia" and regional energos to a pro-rata
shareholding in the TGC as the holding company terminates
its operations (whether through winding-up or merger with
and into the TGC) and to pro-rata exchange of their holdings
in RAO "UES of Russia" and regional energos for
TGC shares.
Co-founding of the TGC will bring the following results:
– establishment of large generation
companies at the first stage of regional energos' restructuring;
– increase in the market value of RAO "UES of
Russia" Holding and companies established as a result
of such restructuring;
– observance of shareholders'
rights and lawful interests and equitable principles of
the reform.
– creation of a system allowing
shareholders to exercise control over the reform process
and participate in the decision-taking
on the issues relating to the protection of their interests
and rights.
– shorter timeframes for the
implementation of the [sector] reform and less risk of
the minority shareholders
blocking the energy companies' restructuring.
– upon co-founding and legal implementation of the
TGCs RAO "UES of Russia" will have a majority on
the regional energos' Boards, thus maintaining its control
over the TGC operations.
The Board of Directors instructed the Management Board and
the Strategy and Reform Committee to prepare a comparative
analysis the scenarios for the TGC establishment (the basic
one according to the 5+5 Strategy and the one envisaging
co-founding by several regional energos) and a blueprint
structure of TGC to be established in the process of regional
energos' restructuring.
* * *
The Board of Directors has approved
the Draft Restructuring Plan for OAO "Sverdlovenergo" compliant
with the basic restructuring plan, envisaging the following:
– reorganization of OAO "Sverdlovenergo" through
spin-off of the following companies (while preserving the
current capital structure):
OAO "Sverdlovsk Management Energy Company";
OAO "Sverdlovsk Generation Company";
OAO "Serovskaya TPP";
OAO "Sverdlovenergosbyt";
OAO "Sverdlovsk Energy Service Company";
OAO "Sverdlovsk Trunk Grids", a joint-stock company
whose only asset is shares in Urals ITC.
–
the transfer of the power grid facilities owned by OAO "Sverdlovenergo",
which are part of the Unified National Power Grid (UNPG),
as consideration for the additional shares in Urals Interregional
Transmission Company (Urals ITC) pursuant to the decision
of the Board of Directors of RAO "UES of Russia" of
15 August 2002;
The Board has approved the principle
of pro-rata distribution of shares in Urals ITC owned by
OAO "Sverdlovsk Trunk
Grids" among its shareholders using the procedure of
liquidation of OAO "Sverdlovsk Trunk Grids" or
its merger with and into Urals ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Sverdlovenergo".
The Board of Directors approved the
transfer of the functions of the one-man management bodies
(i.e. CEOs) of the following
companies to OAO "Sverdlovsk Management Energy Company":
OAO "Sverdlovsk Generation Company", OAO "Sverdlovenergosbyt",
OAO "Sverdlovenergo", OAO "Serovskaya TPP" (prior
to its merger with the generation company of the wholesale
electricity market).
The Board instructed RAO UES representatives
to vote for the approval of the items of business of Board
meetings and
shareholder meeting of OAO "Sverdlovenergo", and
shareholder meetings of the newly established companies,
which are required to ensure implementation of the OAO "Sverdlovenergo" reorganization
plan.
* * *
The Board of Directors has approved
the Draft Restructuring Plan for OAO "Astrakhanenergo" compliant
with the basic reorganization plan, which envisages the
following:
– - restructuring of OAO "Astrakhanenergo" through
spin-off of the following companies (preserving the current
capital structure):
OAO "Astrakhan Energy Management Company";
OAO "Astrakhan Regional Generation Company";
OAO "Astrakhan Energy Retail Company";
OAO "Astrakhan Trunk Grids", with shares in Central
ITC as its only asset;
–
the establishment by OAO "Astrakhanenergo" of the
following wholly-owned subsidiaries: OAO "Astrakhanenergoremont",
OAO "Astrakhanenergosetremont", and the non-profit
educational institution "Astrakhan Training Center".
– the transfer of the power grid facilities owned
by OAO "Astrakhanenergo" which are part of the
Unified National Power Grid (UNPG) as consideration for the
additional shares in Central Interregional Transmission Company
(Central ITC) pursuant to the decision of the Board of Directors
of RAO "UES of Russia" of 15 August 2002;
The Board has approved the principle
of pro-rata distribution of shares in Central ITC owned
by OAO "Astrakhan Trunk
Grids" among its shareholders using the procedure of
liquidation of OAO "Astrakhan Trunk Grids" or its
merger with and into Central ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Astrakhanenergo".
The Board of Directors approved the
transfer of functions of the one-man management bodies
(i.e. CEOs) of OAO "Astrakhanenergo",
OAO "Astrakhan Regional Generation Company" and
OAO "Astrakhan Energy Retail Company" to OAO "Astrakhan
Energy Management Company".
The Board instructed RAO UES representatives
to vote for the approval of the items of business of Board
meetings and
shareholder meeting of OAO "Astrakhanenergo" and
shareholder meetings of the newly established companies,
that are required to ensure implementation of the OAO "Astrakhanenergo" reorganization
plan.
* * *
The Board of Directors has approved
the Draft Restructuring Plan for OAO "Dagenergo" compliant
with the basic reorganization plan, which envisages the
following:
– reorganization of OAO "Dagenergo" through
spin-off of the following companies (preserving the current
capital structure):
OAO "Dagestan Trunk Grids",
a joint-stock company whose only asset is shares in South
ITC;
OAO "Dagenergo Management Company";
OAO "Dagestan Regional Generation Company";
OAO "Dagestan Heat Generation Company";
OAO "Dagestan Energy Retail Company".
–
the establishment by OAO "Dagenergo" of the wholly-owned
subsidiaries: OAO "Dagenergoremont" and OAO "Prometey".
– the transfer of the power grid facilities owned
by OAO "Dagenergo", which are part of the Unified
National Power Grid (UNPG), as consideration for the additional
shares in South Interregional Transmission Company (South
ITC) pursuant to the decision of the Board of Directors of
RAO "UES of Russia" of 15 August 2002;
The Board approved the principle of
pro-rata distribution of shares in South ITC owned by OAO "Dagestan Trunk
Grids" among its shareholders using the procedure of
liquidation of OAO "Dagestan Trunk Grids" or its
merger with and into South ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Dagenergo".
The Board of Directors approved the
transfer of the functions of the one-man management bodies
(i.e. CEOs) of the following
companies to OAO "Dagenergo Management Company":
OAO "Dagestan Regional Generation Company" (prior
to its transfer to the generation company of the wholesale
electricity market), OAO "Dagestan Heat Generation Company",
OAO "Dagestan Energy Retail Company", and OAO "Dagenergo".
The Board instructed RAO UES representatives
to vote for the approval of the items of business of Board
meetings and
shareholder meeting of OAO "Dagenergo" and shareholder
meetings of the newly established companies, that are required
to ensure implementation of the reorganization plan of OAO "Dagenergo".
* * *
The Board of Directors approved the
Draft Restructuring Plan for OAO "Kubanenergo" compliant
with the basic reorganization plan, which envisages the
following:
– restructuring of OAO "Kubanenergo" through
spin-off of the following companies (preserving the current
capital structure):
OAO "Kuban Energy Management Company" (OAO "KUEK");
OAO "Kuban Generation Company";
OAO "Kuban Energy Retail Company";
OAO "Kuban Trunk Grid Company", with shares in
South ITC as its only asset;
OAO "Krasnodarenergoremont";
OAO "Kubanenergosetremont";
–
Spin-off of the Company's R&M units and establishment
by OAO "Kubanenergo" of the wholly-owned subsidiaries,
OAO "Kubanenergoremont" and OAO "Kubanenergosetremont".
The Board deems it possible, subject to consent of minority
shareholders, to spin off OAO "Kubanenergoremont" and
OAO "Kubanenergosetremont" from OAO "Kubanenergo",
preserving the share capital structure.
– the transfer of the power grid facilities owned
by OAO "Kubanenergo", which are part of the Unified
National Power Grid (UNPG), as consideration for the additional
shares in South Interregional Transmission Company (South
ITC) pursuant to the decision of the Board of Directors of
RAO "UES of Russia" of 15 August 2002;
The Board approved the principle of
pro-rata distribution of shares in South ITC owned by OAO "Kuban Trunk Grids" among
its shareholders using the procedure of liquidation of OAO "Kuban
Trunk Grids" or its merger with and into South ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Kubanenergo".
The Board of Directors approved the
transfer of functions of the one-man management bodies
(i.e. CEOs) of OAO "Kuban
Generation Company" and OAO "Kuban Energy Retail
Company", and OAO "Kubanenergo" to OAO "Kuban
Energy Management Company".
The Board instructed RAO UES representatives
to vote for the approval of the items of business of Board
meetings and
shareholder meeting of OAO "Kubanenergo" and shareholder
meetings of the newly established companies, that are required
to ensure implementation of the reorganization plan of OAO "Kubanenergo".
* * *
The Board of Directors has approved
the Draft Restructuring Plan for OAO "Permenergo" compliant
with the basic reorganization plan, which envisages the
following:
– restructuring of OAO "Permenergo" by
spinning off the following companies (preserving the current
capital
structure):
OAO "Perm Energy Management Company";
OAO "Perm Generation Company";
OAO "Yaivinskaya TPP";
OAO "Perm Power Retail Company";
OAO "Perm Trunk Grid Company", with shares in Urals
ITC as its only asset;
–
the establishment by OAO "Permenergo" of the wholly-owned
subsidiaries: OAO "Permelectrosetremont", OAO "Permenergoremont",
OAO "Permenergospetsremont", and OAO "Spetsavtobaza".
– the transfer of the power grid facilities owned
by OAO "Permenergo", which are part of the Unified
National Power Grid (UNPG), in payment for the additional
shares in Urals Interregional Transmission Company (Urals
ITC) pursuant to the decision of the Board of Directors of
RAO "UES of Russia" of 15 August 2002;
The Board has approved the principle
of pro-rata distribution of shares in Urals ITC owned by
OAO "Perm Trunk Grid
Company" among its shareholders using the procedure
of liquidation of OAO "Perm Trunk Grid Company" or
its merger with and into Urals ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Permenergo".
The Board of Directors approved the
transfer of the functions of the one-man management bodies
(i.e. CEOs) of the following
companies to OAO "Perm Energy Management Company":
OAO "Perm Generation Company", OAO "Perm Energy
Retail Company", OAO "Permenergo", and OAO "Yaivinskaya
TPP" (until it is transferred to the generation company
of the wholesale electricity market).
The Board instructed RAO UES representatives
to vote for the approval of the items of business of Board
meetings and
shareholder meeting of OAO "Permenergo", and shareholder
meetings of the newly established companies, that are required
to ensure implementation of the reorganization plan of OAO "Permenergo".
The Board instructed [RAO UES representatives] to vote FOR
the two scenarios for the establishment of OAO "Permenergoremont" and
OAO "Permenergospetsremont" submitted for approval
by a shareholder meeting. The first scenario envisages establishment
of these companies as wholly-owned subsidiaries of OAO "Permenergo".
The second scenario involves spin-off of these companies
from OAO "Permenergo", with pro-rata distribution
of its capital.
* * *
The Board of Directors has approved
the Draft Restructuring Plan for OAO "Ryazanenergo" compliant
with the basic reorganization plan, which envisages the
following:
– - restructuring of OAO "Ryazanenergo" through
spin-off of the following companies (preserving the current
capital structure):
OAO "Ryazan Management Company";
OAO "Ryazan Heat Supply Company";
OAO "Ryazan Energy Retail Company";
OAO "Ryazan Trunk Grids", with shares in Central
ITC as its only asset;
–
establishment by OAO "Ryazanenergo" of wholly-owned
subsidiaries: OAO "Gostinichnoe Khozyaistvo" ("Hotel
Business"), OAO "Seti Energoremont", and OAO "Ryazanenergoremont";
– transfer of the power grid facilities owned by OAO "Ryazanenergo" which
are part of the Unified National Power Grid (UNPG) in payment
for the additional shares in Central Interregional Transmission
Company (Central ITC) pursuant to the decision of the Board
of Directors of RAO "UES of Russia" of 15 August
2002;
The Board has approved the principle
of pro-rata distribution of shares in Central ITC owned
by OAO "Ryazan Trunk
Grids" among its shareholders using the procedure of
liquidation of OAO "Ryazan Trunk Grids" or its
merger with and into Central ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Ryazanenergo".
The Board of Directors approved the
transfer of functions of the one-man management bodies
(i.e. CEOs) of OAO "Ryazan
Heat Supply Company", OAO "Ryazan Energy Retail
Company", and OAO "Ryazanenergo", to OAO "Ryazan
Management Company".
The Board resolved to instruct RAO
UES representatives to vote for the approval of the items
of business of board meetings
and shareholder meeting of OAO "Ryazanenergo" and
shareholder meetings of the newly established companies,
that are required to ensure implementation of OAO "Ryazanenergo" reorganization
plan.
* * *
The Board of Directors amended the
Draft Restructuring Plan of OAO "Lipetskenergo" approved by the Board of
Directors of RAO "UES of Russia" on 21 June 2002
and approved the Revised Restructuring Plan of OAO "Lipetskenergo" envisaging:
– restructuring of OAO "Lipetskenergo" through
spin-off of the following companies (preserving the current
capital structure):
OAO "Lipetsk Energy Management Company";
OAO "Lipetsk Generation Company";
OAO "Lipetsk Energy Retail Company";
OAO "Lipetsk Trunk Grids", with shares in Central
ITC as its only asset;
–
establishment by OAO "Lipetskenergo" of wholly-owned
subsidiaries: OAO "Electrosetstroy", OAO "IPC-Lipetskenergo",
NOU "Medical Training Center", and OAO "Lipetskenergoremont";
– transfer of the power grid facilities owned by OAO "Lipetskenergo" which
are part of the Unified National Power Grid (UNPG) as consideration
for the additional shares in Central Interregional Transmission
Company (Central ITC) pursuant to the decision of the Board
of Directors of RAO "UES of Russia" of 15 August
2002;
The Board has approved the procedure
for pro-rata distribution of shares in Central ITC owned
by OAO "Lipetsk Trunk
Grids" among its shareholders in the process of liquidation
of OAO "Lipetsk Trunk Grids" or its merger with
and into Central ITC.
The Board of Directors also resolved
that the power distribution networks that are not part
of the UNPG are to remain the
property of OAO "Lipetskenergo".
The Board of Directors approved the
transfer of functions of the one-man management bodies
(i.e. CEOs) of OAO "Lipetsk
Regional Generation Company" and OAO "Lipetsk Energy
Retail Company", and OAO "Lipetskenergo" to
OAO "Lipetsk Energy Management Company".
The Board instructed RAO UES representatives
to vote for the approval of the items of business of Board
meetings and
shareholder meeting of OAO "Lipetskenergo", and
shareholder meetings of the newly established companies,
that are required to ensure implementation of OAO "Lipetskenergo" reorganization
plan.
Also, the Board of Directors invalidated
the decision of the Board of Directors of RAO "UES of Russia" on
the Draft Restructuring Plan for OAO "Lipetskenergo" of
21 June 2002.
The Board of Directors authorized the
Management Board to hold negotiations with shareholders
of OAO "Lipetskenergo" and,
if necessary, make proposals regarding changes to the energo's
Draft Restructuring Plan.
* * *
The Board of Directors approved "Agreement on Cooperation
among RAO "UES of Russia", Moscow City Government,
Moscow REC, and OAO "Mosenergo" in the Process
of Restructuring Electricity Complex of Moscow City" and "Agreement
on Cooperation among RAO "UES of Russia", Moscow
Region Government, Moscow Region Energy Commission, and OAO "Mosenergo" in
the Process of Restructuring Electricity Complex of Moscow
Region".
The Board of Directors authorized the
Chairman of the Management Board of RAO "UES of Russia" to make amendments
to these Agreements relating to the timeframes for the implementation
of OAO "Mosenergo" restructuring project and sign
the relevant Supplementary Agreements without submitting
them for approval by the Board of Directors of RAO "UES
of Russia".
The Board of Directors instructed the Management Board to
submit the Agreements for [regulatory] review by the Ministry
for Anti-monopoly Policy and Support of Entrepreneurship
of the Russian Federation.
You may view full texts the Agreements on RAO UES website:
http://www.rao-ees.ru/ru/reforming/sogl_mos.pdf and
http://www.rao-ees.ru/ru/reforming/sogl_obl.pdf
* * *
The Board of Directors approved the "Methodology and
Guidelines for Evaluation of Business and/or Assets of RAO "UES
of Russia" and its Subsidiaries and Dependent Companies
(SDCs)" and instructed the Appraisal Committee of the
Board to revise it taking into account the comments made
by the Board.
The Methodology seeks to establish a uniform approach and
assumptions when determining the market value of business
and/or assets in the electricity industry. The Methodology
will be used for evaluation of the core lines of business
and assets of: Energy Retail Companies, Grid Companies (Interregional
Distribution Companies (IDCs), Interregional Transmission
Companies (ITCs)), Generation Companies (Territorial Generation
Companies (TGCs), Wholesale Generation Companies (WGCs)).
Deloitte & Touche has been advisor to RAO "UES
of Russia" in the development of the Methodology since
May 2002. The Methodology includes the following:
description of the appraisal approaches and methods, recommendations
to appraisers regarding the choice and use of the corresponding
approach and method when evaluating a particular class or
kind of assets/business, and description of steps to be taken
by an appraiser when using a particular appraisal method;
algorithms and examples of calculating the key value factors;
description of principal approaches to the analysis, with
account taken of economic background.
* * *
The Board of Directors noted the information
on the arrangements made to obtain insurance of the property
owned by the Holding's
entities, and to develop and improve the system of insurance
at RAO "UES of Russia".
Common insurance principles and implementation
procedures have been worked out for the purpose of improving
efficiency
of the insurance coverage for energy companies' production
assets in the course of the industry reform at RAO "UES
of Russia".
In 2001, only 38% of all RAO UES entities insured their
property, whereas in 2002 the percentage was 85%, and today
it is about 90%, 91.3% out of which apply common standards.
During the period of corporate standards implementation,
the cost of property insurance services fell by one half.
* * *
The Board considered the issue "On the Procedure for
taking decisions aimed at lowering the degree of affiliation
of regional energos or AO-power plants' repair and maintenance
companies".
The Board deems it advisable to sell
shares in all repair and maintenance (R&M) subsidiaries held by regional energos
or AO-power plants to persons not related to RAO "UES
of Russia" or its SDCs, or to found integrated companies
on their basis, with their shares held by regional energos,
AO-power plants to be subsequently sold by Q4 2004.
However, the Board of Directors considers
it unadvisable to reduce the degree of affiliation for
certain regional
energos and AO-power plants until 2005. These include OAO "Bureyskaya
HPP", OAO "Geotherm", OAO "Zaramagskie
HPPs", OAO "Zelenchukskie HPPs", OAO "Ingushenergo",
OAO "Kolymaenergo", OAO "Nurenergo",
OAO "Sulakenergo", and OAO "Taimyrenergo".
Before Q3 2004, it is also inadvisable
to lower the degree of affiliation of the R&M companies being established
on the basis of R&M units of OAO "Mosenergo",
OAO "Tyumenenergo", OAO "Lenenergo",
OAO "Sverdlovenergo", OAO "Kuzbassenergo",
OAO "Samaraenergo", OAO "Permenergo",
OAO "Chelyabenergo", OAO "Krasnoyarskenergo",
OAO "Nizhnovenergo", OAO "Kamchatskenergo",
OAO "Kurganenergo", OAO "Sakhalinenergo",
and OAO "Ulyanovskenergo". The Board of Directors
instructed the Management Board of RAO "UES of Russia" to
submit their proposals on measures to reduce the degree of
affiliation of these regional energos' R&M companies
for approval by the Board not later than Q3 2004.
The Board charged Deputy Chairman of
RAO UES Management Board Vyacheslav Voronin, Deputy Chairman
of the Management
Board of RAO "UES of Russia" and Chairman of the
Management Board of OAO "UES FGC" Andrey Rappoport,
to prepare and submit for approval by the Board of Directors
of RAO "UES of Russia", not later than Q1 2004,
a list of R&M subsidiaries of regional energos specializing
in power grid repair and maintenance, for which such reduction
of affiliation degree is impractical.
* * *
The Board of Directors approved the
purchase by RAO "UES
of Russia" of 110 million ordinary shares in OAO "Yakutskenergo",
par value RUB1 per share, for a total value of RUB110 million,
and the Contract for purchase/sale of Yakutskenergo shares.
In 2001, RAO "UES of Russia" allocated RUB21 million
and RUB39 million in funds needed to liquidate the consequences
of the flood that hit the Republic of Sakha (Yakutia) in
May 2001 and to restore Deputatskaya Power Plant of OAO "Yakutskenergo",
respectively. OAO "Yakutskenergo" offered RAO "UES
of Russia" to purchase 60 million additional shares
in OAO "Yakutskenergo", whose issue was registered
with the FCSM of Russia, at the par value of RUB1 each.
The Board of Directors also deemed
it advisable for RAO "UES
of Russia" to purchase 50 million shares in OAO "Yakutskenergo" valued
at RUB50 million. The funds needed to purchase Yakutskenergo
shares have been earmarked for that purpose in the 2003 capital
construction plan.
Russia's Financial Service for Financial
Rehabilitation and Bankruptcy (FSFO) gave approval for
the purchase by RAO "UES
of Russia" of shares in OAO "Yakutskenergo" at
RUB1 each.
The authorized share capital of OAO "Yakutskenergo" is
RUB8,765,952,904 and is divided into shares of par value
RUB1 each. RAO "UES of Russia" holds a 49% stake
in the Company. Upon purchase of the additional shares, RAO "UES
of Russia" will hold 49.64% stake in OAO "Yakutskenergo".
* * *
The Board of Directors approved the "Material Terms
and Conditions of the Agreement to Run OAO "Severo-Zapadnaya
CHPP". This item of business was considered pursuant
to the decision of the Board of Directors of RAO "UES
of Russia" of 26 September 2003.
The Material Terms and Conditions have
been worked out on the basis of the standard agreement
approved by the Board
of Directors of RAO "UES of Russia".
The Material Terms and Conditions envisage, among other
things, the following:
The management company shall assume
the powers of the one-man management body (CEO) of OAO "Severo-Zapadnaya CHPP" within
the scope and subject to the limitations established by the
laws currently in force [in the Russian Federation];
the Agreement shall remain in effect for 3 years;
the management company undertakes to raise funds needed to
complete the construction of the second generation unit at
OAO "Severo-Zapadnaya CHPP" and the heating main;
the management company may not be creditor to OAO "Severo-Zapadnaya
CHPP";
the management company may not acquire ownership of the property
of or shares in OAO "Severo-Zapadnaya CHPP" or
take part in issuance of additional shares of that Company
for 5 years.
It was resolved that the terms and conditions of funding
proposed by the management company are to be submitted for
approval by the Board of Directors.
The Board of Directors also approved
the "Terms and
conditions of the Agreement between RAO "UES of Russia" and
the winner of the tender to select a management organization
to run OAO "Severo-Zapadnaya CHPP".
Pursuant to the "Procedure for Holding a Tender to
Select a Management Company to Run OAO "Severo-Zapandaya
CHPP" approved by the Board of Directors of RAO "UES
of Russia" on 26 September 2003 (Board Minutes No. 150),
a separate agreement is to be made between RAO "UES
of Russia" and the tender winner.
* * *
The Board of Directors approved the
participation of RAO "UES
of Russia" in the establishment of Non-profit Partnership "Koordinator
Rynka Gaza" ("Gas Market Coordinator" - NP "KRG").
The contribution to the [capital of the] Partnership will
be RUB2 million and will be paid in cash.
NP "KRG" is being established within the framework
of the gas industry reform in Russia on the initiative of
OAO "Gazprom" and the Russian Union of Industrialists
and Entrepreneurs (RUIE).
The key functions to be performed by
NP "KRG" will
be as follows:
working out proposals to secure gradual transition to a
free market for gas, determining the volumes (limits) of
the regulated market segment for consumer groups and individual
gas consumers;
working out rules and regulations covering the operation
of the unregulated gas market segment ("the Network
Code");
working out proposals regarding the system of relationships
among the gas market participants;
monitoring compliance by the market participants with the
rules and regulations of the gas market, and possibly, establishing
a specialized Tribunal of Arbitrators;
working out a procedure for calculating gas transportation
tariffs to be submitted for approval by the Government of
the Russian Federation.
Currently, the RUIE Task Force for establishment of NP "KRG" (which
includes representatives from RAO "UES of Russia")
is working on the Charter of NP "KRG" and proposals
on the organizational structure of the Partnership.
Among those who expressed an interest
in taking part in the establishment of NP "KRG" were such companies
as OAO "Gazprom", OAO "LUKoil", OOA "YUKOS
Oil Co.", OAO "SIBUR", OAO "Rosneft Oil
Co.", OAO "Novolipetsk Metallurgical Plant",
MDM Group, OAO NGK "ITERA", the Union of Independent
Gas Producers, ZAO "Complex Energy Systems", and
others.
RAO "UES of Russia" is a major gas consumer and
initiator of the electricity sector reform, which is why
it is advisable for RAO "UES of Russia" to be a
co-founder of the Partnership and have its representatives
on the management bodies of NP "KRG".
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