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ANNUAL REPORT OF S.P. KOROLEV ROCKET AND SPACE PUBLIC CORPORATION ENERGIA FOR 2016 S.P. Korolev Rocket and Space Corporation Energia Energia

Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

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Page 1: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

ANNUAL REPORT

OF S.P. KOROLEV ROCKET AND SPACE

PUBLIC CORPORATION ENERGIA

FOR 2016

S.P. Korolev Rocket and Space Corporation Energia

Energia

Page 2: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

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This Annual Report of S.P. Korolev Rocket and Space Public Corporation Energia

(RSC Energia) was prepared based upon its performance in 2016 with due regard for

the requirements stated in the Russian Federation Government Decree of December

31, 2010 No. 1214 “On Improvement of the Procedure to Control Open Joint-Stock

Companies which Stock is in Federal Ownership and Federal State Unitary

Enterprises”, and in accordance with the Regulations “On Information Disclosure by

the Issuers of Outstanding Securities” No. 454-P approved by the Bank of Russia on

December 30, 2014.

This Annual Report was submitted for preliminary approval by RSC Energia’s Board

of Directors on May 19, 2017, (Minutes No. 18 of 22.05.2017).

Accuracy of the data contained in this Annual Report was confirmed by RSC

Energia’s Auditing Committee Report as of May 15, 2017.

Page 3: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

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TABLE OF CONTENTS

1. KEY PERFORMANCE INDICATORS ........................................................................ 6

2. CORPORATION PROFILE ........................................................................................... 8

2.1. Corporation background ......................................................................................................................... 8

2.2. Corporation structure (its participation in subsidiary and affiliated companies) ................................... 9

2.3. Information about the purchase and sale contracts for participating interests, equities, shares

of business partnerships and companies concluded by the Corporation in 2016 ........................................ 10

2.4. Information about the holding structure and the organizations involved ............................................. 11

3. MAIN DIRECTIONS AND PROSPECTS FOR DEVELOPMENT OF THE

CORPORATION................................................................................................................13

3.1. Information about the Corporation strategies and development programs .......................................... 13

3.2. Prospects for development of the Corporation ..................................................................................... 13

3.3 Level of investment with a breakdown by financing sources .......................................................... 17

3.4. Quality Management System in force at the Corporation .................................................................... 17

4. HIGH-PRIORITY AREAS OF CORPORATION ACTIVITIES AND

THEIR RESULTS ..............................................................................................................20

4.1. The period of Corporation’s activities in the industry ......................................................................... 20

4.2. Major competitors of the Corporation in space industry ...................................................................... 20

4.3. Corporation share in respective market segment in terms of its core business and dynamics

of this indicator over the last 3 years ........................................................................................................... 23

4.4. Transportation and engineering support of the ISS, flight operation of rocket and space

complexes and systems ............................................................................................................................... 24

4.5. ISS operation ........................................................................................................................................ 26

4.6. Results of scientific programs onboard the ISS RS ............................................................................. 29

4.7. Advanced space systems ...................................................................................................................... 30

4.8. Launch vehicles .................................................................................................................................... 31

4.9. Unmanned space systems ..................................................................................................................... 32

4.10. The use of space technologies in terrestrial applications ................................................................... 33

4.11. International activities of the Corporation ......................................................................................... 33

5. SOCIAL RESPONSIBILITY. PERSONNEL DEVELOPMENT AND

SOCIAL POLICY ..............................................................................................................36

5.1 Personnel policy ............................................................................................................................... 36

5.2. Personnel motivation ........................................................................................................................ 38

5.3 Social policy ..................................................................................................................................... 39

6. ENERGY CONSERVATION AND ENERGY EFFICIENCY.

INCREASE IN PRODUCTION ECOLOGICAL SAFETY ..........................................41

6.1. Measures to enhance energy efficiency ........................................................................................... 41

6.2. Information about the volume of different types of fuel-and-power resources used by the

Corporation in 2016 (in physical and money terms) as compared with the past year ................................ 42

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6.3 Ecological efficiency ........................................................................................................................ 42

7. CORPORATE GOVERNANCE .............................................................................43

7.1 Corporate governance concepts and structure .................................................................................. 43

7.2. Information about conducting General Shareholders Meetings ....................................................... 46

7.3. Information about the Corporation Board of Directors .................................................................... 46

7.3.1 Board of Directors’ Regulations ................................................................................................... 47

7.3.2 Corporation Board of Directors membership during the accounting year ................................... 47

7.3.3. Background information about the persons who were the members of RSC Energia

Board of Directors in 2016 .......................................................................................................................... 48

7.3.4. Regulations on ad hoc Committees at the Corporation Board of Directors ................................. 53

7.3.5. Meetings of the ad hoc Committees at the Corporation Board of Directors in 2016 ................... 55

7.3.6. Provision on Remuneration of the Corporation Board of Directors members ............................. 55

7.3.7. Information about remuneration paid to the Corporation Board of Directors members in

2016 55

7.4. Information about the Corporation executive bodies ....................................................................... 57

7.4.1. Single – member executive body .................................................................................................. 57

7.4.2. Collective Executive Body (Management Board) of the Corporation ......................................... 57

7.4.3. Corporation Management Board membership in 2016 ................................................................ 58

7.4.4 Background information about the persons serving on the Corporation Management

Board in 2016 .............................................................................................................................................. 59

7.4.5. Provision on remuneration of the Corporation executive bodies members.................................. 64

7.4.6. Information about remuneration paid to the Corporation executive bodies members ................. 65

8. EQUITY CAPITAL ..................................................................................................66

8.1. Equity capital structure ..................................................................................................................... 66

8.2. Dividend Policy ................................................................................................................................ 67

8.3. Information about distribution and disposition of the profit earned by the 2015

performance in 2016 .................................................................................................................................... 70

9. INTERNAL CONTROL AND RISK MANAGEMENT ......................................71

9.1. Description of the key risk factors associated with the Corporation activities ................................ 71

9.2. Internal control ................................................................................................................................. 77

9.3. Internal audit .................................................................................................................................... 78

9.4. Information about the Corporation Auditing Committee ................................................................. 79

9.5. Membership of RSC Energia Auditing Committee during the accounding year ............................. 80

9.6. Remuneration paid to the Auditing Committee members in 2016 ................................................... 81

10. ADDITIONAL INFORMATION............................................................................82

10.1 Information about the auditor ........................................................................................................... 82

10.2 Information about the organizations keeping records of the rights to the Corporation

outstanding securities .................................................................................................................................. 82

10.3. Glossary .............................................................................................................................................. 83

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11. APPENDICES ...........................................................................................................87

Appendix 1 / Financial Statements and Audit Report on Reliability of Financial Statements over

the Accounting and Previous Years ............................................................................................................ 87

Appendix 2 / Data on Appropriation of Net Profit gained by the Corporation in 2015 .............................. 88

Appendix 3 / Information about state backing of the Corporation activities in the accounting

year, including data on subsidies granted, purpose of their use; information about application of

the funds at the accounting year-end ........................................................................................................... 89

Appendix 4 / Information about the resolutions passed at General Shareholders’ Meetings, Board

of Directors’ Meetings and meetings of the ad hoc Committees at the Board of Directors ....................... 91

Appendix 5 / Information about the Corporation compliance with the Code of Corporate

Governance ................................................................................................................................................ 142

Appendix 6 / Information about large deals effected in 2016th ................................................................ 180

Appendix 7 / Report on interested-party transactions effected in 2016th. ................................................ 181

Appendix 8 / Information about economic entities with the Corporation’s stake in their Charter

Capital from 2 up to 20% .......................................................................................................................... 231

Appendix 9 / Infromation about affiliated companies with the Corporation’s stake in the Charter

Capital from 20% to 50% .......................................................................................................................... 232

Appendix 10 / Information about subsidiary companies with the Corporation’s stake in their

Charter Capital from 50 % + 1 share up to 100 % .................................................................................... 233

Appendix 11 / Non-profit organizations the participant (founder) of which is RSC Energia .................. 235

Appendix 12 / Information about actual results of executing the Russian Federation President

and Government orders and instructions ................................................................................................... 237

Appendix 13 / Information about continuing court proceedings in which the Corporation acts as

a plaintiff/defendant on debt claim with indicated total amount of claims made/lodged that may

have an impact on the Corporation operation ........................................................................................... 252

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1. KEY PERFORMANCE INDICATORS

2012 2013 2014 2015 2016

Increase/

fall in

2016 as

compared

to 2015

Finance indicators

Receipts mln

rubles

22 131,1 28 410,5 25 025,4 38 519,9 33 828,2 -12%

Cost value mln

rubles

20 512,4 27 375,9 23 725,0 36 885,5 31 571,2 -14%

Profit before tax mln

rubles

4 085,9 3 932,3 -654,6 1 634,3 - 7 919,0 Loss

Net profit mln

rubles

759,0 416,2 -1 034,3 590,3 -8 187,8 Loss

Level of capital investments mln

rubles

1 712,1 1 512,0 1 628,5 365,4 1 572,5 330%

Dividends (declared dividends by

annual performance results)

mln

rubles

193,3 106,8 0,0 151,7 -

Production figures

ISS Russian Segment modules

(manufacture/launch)

units - - - - -

Work-in-process of ISS Russian

Segment modules

units 2 3 4 3 3

Crew transportation spacecraft

(manufacture/launch)

units 4/4 5/4 4/4 5/4 3/4

Cargo transportation spacecraft

(manufacture/launch)

units 4/4 5/4 4/4 4/5 4/3

Work-in-process of

transportation space (crew/cargo)

units 15/12 11/10 10/9 10/9 10/7

Manufactured Upper Stages

(state order/commercial order)

units -/4 1/2 -/- -/1 -/-

Work-in-process of Upper Sages

(state order/commercial order)

units 1/5 -/4 -/3 4/- 5/-

Launches of spacecraft using the

Upper Stages (state

order/commercial order)

units 1/3 1/2 -/1 1/- -/-

Orders of unmanned spacecraft

(state order/commercial order)

units 2/1 2/2 2/2 2/2 2/2

R & D costs mln

rubles

17 781,2 23 832,1 21 450,3 34 207,2 28 663,9 -16%

Innovative products sales share in

receipts

% 32,1 35,3 36,0 40,1 91,0* 127%

Technologies introduced into

production (first year of

application)**

units 6 6 7 8

* Indicator calculation procedure is made more accurate taking into account R&D being conducted; in this connection it is

incorrect to make comparisons with the previous periods.

** Indicator is not calculated, because it is not included in KEI updated in IDP.

Page 7: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

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22 131,1

28 410,5 25 025,4

38 519,9 33 828,2

0,0

5 000,0

10 000,0

15 000,0

20 000,0

25 000,0

30 000,0

35 000,0

40 000,0

45 000,0

2012 2013 2014 2015 2016

Receipts, mln rubles.

1 712,1

1 512 1 628,5

365,4

1 572,5

0,0200,0

400,0

600,0

800,0

1 000,0

1 200,0

1 400,0

1 600,01 800,0

2012 2013 2014 2015 2016

Level of capital investments, mln rubles

2

3

4

3 3

0

1

2

3

4

5

2012 2013 2014 2015 2016

Work- in-process of ISS Russian Segment modules, units

4

5

4

5

3

0

1

2

3

4

5

6

2012 2013 2014 2015 2016

Crew transportation spacecraft (manufacture) , units

3

4 4 4 4

0

1

2

3

4

5

2012 2013 2014 2015 2016

Orders of unmanned spacecraft, units

Госзаказ Коммерческие State orders Commercial orders

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2. CORPORATION PROFILE

2.1. Corporation background

S.P. Korolev Rocket and Space Public Corporation Energia (also hereinafter referred to as RSC

Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned

and unmanned space systems, launch vehicles and orbit-to-orbit transportation vehicles, as well

as different high-technology systems for non-space applications. Also the Corporation is the key

organization engaged in utilization of the International Space Station Russian Segment (ISS RS).

Major areas of the Corporation activities are: research and development in the field of natural

and technical sciences; development, manufacture, ensured operational use of manned,

unmanned space and rocket systems; development of weapons and military equipment.

Full firm’s name: Публичное акционерное общество «Ракетно-космическая

корпорация «Энергия» имени С.П. Королёва»

Shortened firm’s name: ПАО «РКК «Энергия»

Full firm’s name in English: S.P. Korolev Rocket and Space Public Corporation Energia

Shortened firm’s in English: RSC Energia

Status: Public Company

Date of incorporation and

number of State Registration

Certificate:

06.06.1994 No.1430

State agency for registering legal

entities:

Municipal Administration of Kaliningrad city, Moscow

Region

Main State Registration Number

(MSRN):

1025002032538 of 21.10.2002

Registered by Interdistrict Inspectorate of Federal Taxation

Service No.2, Moscow Region

Certificate of its being entered in

the United State Register of Legal

Entities:

Series 50 No. 02516454

Issued by Interdistrict Inspectorate of Federal Taxation

Service No.2, Moscow Region

Taxpayer Identification Number: 5018033937

Place of business and mailing

address:

4A Lenin Street, Korolev city, Moscow Region, 141070,

Russia

Contact phone: (495) 513-72-48

Fax: (495) 513-86-20, (495) 513-88-70

Press service: (495) 513-80-19

Corporation e-mail: [email protected]

Corporation web site: www.energia.ru

Web site for disclosing

information on the internet:

http://www.e-disclosure.ru/portal/company.aspx?id=1615

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2.2. Corporation structure (its participation in subsidiary and affiliated

companies)

Appendices 8, 9, 10 and 11 to the Annual Report give detailed information about the

subsidiary and affiliated companies, as well as other organizations where RSC

Energia is involved.

Manned Space Systems

Development and operation of the

ISS Russian Segment

Manufacturing, launching, docking with the ISS and returning

from it to Earth manned and

logistics spacecraft

R&D to develop advanced

manned transportation systems,

space infrastructure and carry out

manned missions to various areas

of the near-Earth space and solar

system

Unmanned Space Systems

Using the multipurpose satellite

bus as a basis for developing

unmanned spacecraft and space systems for various applications,

including satellite communications

and Earth remote sensing

Launch Vehicles

Manufacturing upper stages to launch

unmanned spacecraft under

government and commercial contracts, including GLONASS satellites

Development of main components and

technologies for building rocket-space complexes, including new-generation

complexes

RSC Energia

MAJOR AREAS OF ACTIVITIES

Subsidiary and Affiliated Companies by areas of activities

(RSC Energia share in their charter capital)

ZAO ZEM RSC Energia

(100%)

LCC Energia SAT (51%)

ZAO Energia-Telecom (50,1%)

ZAO ZEM RSC Energia (100%)

Major customers

State Space Corporation

ROSCOSMOS (State Corporation

ROSCOSMOS)

US Space Agency (NASA)

European SPACE agency (ESA)

Space Agencies of other countries

Government customer

Foreign customers

State Space Corporation ROSCOSMOS (State

Corporation ROSCOSMOS)

Government customer

International Sea Launch

Company

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The Corporation cooperates with its subsidiary and affiliated companies on the basis of the

concept approved by its Board of Directors and in accordance with the philosophy stated in the

concept aimed to optimize business processes, boost labour efficiency, reduce duplicate

functions, promote space research, as well as ensure implementation of current personnel and

social policy.

During the period from 2011 through 2015 the Program to alienate the Corporation’s non-core

assets (subsequently referred to as the Program approved by the Corporation Board of Directors

in 2011) was completed. In 2016, on the instructions of the Board of Directors (Minutes No. 1 of

18.08.2016) Draft Program to handle non-core assets was prepared. At the present time, the

above Draft Program is going through the process of its agreement.

The Corporation’s subsidiary and affiliated companies are managed through exercising

stockholder’s/participant’s rights provided by active legislation provisions and local statutory

acts, as well as in accordance with the “Provision on Cooperation with the Subsidiary and

Affiliated Companies in which RSC Energia has a stake (equity interest)” approved in 2015.

New approaches to assess feasibility study inexpediency of the Corporation’s stake in S&A were

introduced (on the basis of cost-effectiveness analysis, extent to which the approved KEIs are

achieved by S&A, with due regard for specific character of each S&A activity and goals they

set). Throughout 2016, the plan to terminate participation in unprofitable S&A based upon the

above approaches was drawn up and had been implemented.

During 2016, RSC Energia’s Board of Directors at its meetings conducted on 10.03.2016

(Minutes No. 13 of 14.03.2016), 08.11.2016 (Minutes No. 6 of 11.11.2016) reviewed and

approved the Reports on S&A and non-core assets management taking note of the positive

results achieved in S&A and non-core assets management.

2.3. Information about the purchase and sale contracts for participating

interests, equities, shares of business partnerships and companies concluded

by the Corporation in 2016

In 2016 the Corporation entered into 2 contracts for purchase and sale of equities/participating

interests.

1. Contract for purchase and sale of shares between RSC Energia (the Seller) and State

Corporation ROSCOSMOS (the Buyer) was entered into on December 16, 2016 on the

following terms:

Subject of the contract: 200 000 registered equities from ZAO PO Cosmos (100% of the

authorized capital);

Contract price is 1 rouble;

Other terms: contract for purchase and sale of shares is part of the package deal made between

RSC Energia and State Corporation ROSCOSMOS on purchase and sale of the assets related to

operation of terminal “Cosmos” Vnukovo-3 whose total asset value is about 1 bln roubles (the

asset value, including cost of the shares, is determined on the basis of independent appraiser’s

conclusion).

The purchase and sale deal is approved by RSC Energia’s Board of Directors (Minutes No. 16 of

20.04.2016).

2. Contract for purchase and sale of the authorized capital share between RSC Energia

(the Seller) and Limited Liability Company “Center for Hydraulic Units Automation” (LCC

“Center AGUS, the Buyer) is entered into on 09.12.2016 on the following terms:

Subject of the contract: share in the authorized capital of LCC Center AGUS is 19 %;

Contract price is 5 206 000 roubles (determined on the basis of independent appraiser’s

conclusion).

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RSC Energia’s Board of Directors (Minutes No. 5 of 14.10.2016) approved termination of the

Corporation’s participation in LCC Center AGUS operation by means of selling its share at the

price of at least its market price determined by independent appraiser.

Besides, in 2016 RSC Energia:

terminated its participation in the Limited Liability Company “International Launch

Services (LCC MKU) through filing an application for withdrawal from the OOO.

Decision on withdrawal from LCC MKU was approved by the Corporation’s Board of

Directors (Minutes No. 6 of 13.11.2015); the withdrawal was entered in the Unified State

Register of Legal Persons (EGRYuL) on 16.03.2016.

terminated its participation in non-profit organization Certification Fund “Energia” (by

filing an application for withdrawal: applicable entry was made in the Unified State

Register of Legal Persons on 01.07.2016)

decided on liquidation of a 100% subsidiary company: Closed Company “Volzhskoye

Design Bureau of S.P. Korolev Rocket and Space Corporation Energia” (Samara,

hereinafter referred to as ZAO VKB). 31.12.2016 is the date of making the entry in the

Unified State Register of Legal Persons for starting the procedure to liquidate ZAO VKB.

As of 31.12.2016, the liquidation procedure is still under way. Position on voluntary

liquidation of ZAO VKB is approved by the Corporation Board of Directors (Minutes

No. 16 of 20.04.2016).

AO FONDSERVISBANK sold its share as part of mandatory redemption of shares by

JSCB “Novikombank” as per Art. 84.4, of Federal Law “Statute on Joint-Stock

Companies” (resulting from reorganization procedures regarding AO

FONDSERVISBANK and conversion of its securities).

2.4. Information about the holding structure and the organizations involved

In order to improve the Russian Federation rocket-space industry organizations management

system within a large-scale program to restructure Russian space industry, 2014 saw creation of

open joint-stock company entitled “the United Rocket-Space Corporation “ (OAO URSC) which

shares (100%) had been in federal ownership till November 2016 (Decree of the RF President

No. 874 “On Rocket-Space Industry Management System” dated 02.12.2013).

According to the Russian Federation Government Direction No. 114-r dated 03.02.2014, RSC

Energia’s stock which had been in the Russian Federation ownership (38.22 %) was added to

OAO URSC charter capital as the Russian Federation contribution.

On December 19, 2016, the package of shares from RSC Energia owned by ZAO ZEM RSC

Energia (3.168 %) and AO IK Razvitiye (17.426 %) was transferred in trust to OAO URSC. As a

result, as of 19.12.2016 OAO URSC controls in the aggregate (both directly and indirectly) 58.8

% of shares owned by RSC Energia.

OAO URSC comprises the organizations which stock was in possession of the Russian

Federation, including the integrated structures consisting of the Russian rocket-space industry

enterprises and organizations.

By the Russian Federation President Decree No. 874 of 02.12.2013 “On Rocket-Space Industry

Management System”, RSC Energia was removed from the List of Strategic Enterprises.

In July 2015 under Federal Law “On State Space Corporation ROSCOSMOS”, State Space

Corporation ROSCOSMOS was created (hereinafter referred to as State Corporation

ROSCOSMOS).

State Corporation ROSCOSMOS was set up in order to implement government policy

concerning space actively and its regulatory control and legal regulation, as well as place orders

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for development, manufacture and delivery of space technology and space infrastructure objects.

Also State Corporation ROSCOSMOS is responsible for development of international

cooperation in space activity and capitalizing on space activity achievements for further socio-

economic progress in Russia.

State Corporation ROSCOSMOS is an authorized body of administration in the field of space

exploration, development and use which is invested with powers to carry out government

administration and exercise management of space activity on behalf of the Russian Federation in

accordance with the Russian Federation Law, as well as regulatory control and legal regulation

in this area.

On the instructions of Federal Property Management Agency No. 799-r of 14.10.2016, OAO

URSC stock in Federal ownership was transferred as property contribution on behalf of the

Russian Federation to State Corporation ROSCOSMOS. Accordingly, RSC Energia is currently

under indirect (mediated) control of State Corporation ROSCOSMOS.

Under the procedure established by the Russian Federation legislation, State Corporation

ROSCOSMOS shall exercise powers (functions) of the general manager of budgetary funds;

recipient of budgetary funds; chief administrative officer of budget receipts; administrator of

budget receipts, state customer; state customer-coordinator; responsible contractor under state

armament program; state-funded programs of the Russian Federation; presidential programs;

Federal Space Program of Russia; interstate and federal target programs; state defence order;

federal dedicated investment program; programs of Allied state and programs devoted to

international cooperation in space activity.

State Corporation ROSCOSMOS is the legal successor of the USSR Ministry of Mechanical

Engineering; Russian Space Agency; Russian Aviation-Space Agency and Federal Space

Agency with regard to international contracts (agreements) of the Russian Federation for space

activity concluded with the agencies and organizations of foreign countries and international

organizations (including relevant contract commitments), as well as the legal successor of the

Russian Aviation-Space Agency and Federal Space Agency as regards the agreements

(contracts) in the above area concluded with federal governmental authorities; governmental

authorities of the Russian Federation subjects; bodies of local government and organizations.

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3. MAIN DIRECTIONS AND PROSPECTS FOR DEVELOPMENT OF THE

CORPORATION

3.1. Information about the Corporation strategies and development programs

In accordance with ongoing restructuring of space industry and approval of a new Federal Space

Program in Russia slated for 2016-2025, the Corporation is now busy with working out draft

development strategy. Completion of working out the draft strategy and its approval will follow

approval of the State Corporation ROSCOSMOS’ development strategy.

The Corporation’s Innovative Development Program (IDP) for the 2011-2020 period was

approved by the Board of Directors on 14.07.2011. In 2016, the updated draft IDP was drawn up

for the 2016 – 2025 period according to procedural recommendations of Ministry of Economic

Development in Russia.

Medium-term plans of putting IDP measures into effect are developed and updated on an annual

basis. IDP implementation is monitored annually.

3.2. Prospects for development of the Corporation

Ongoing activities under advanced projects

In 2016 work was still in progress to work out and update development strategy for manned

cosmonautics for the 2016 – 2050 period (as part of the business development project).

Scientific-technical report entitled “Data on substantiation of Russian manned cosmonautics

development scenario up to 2050” was updated and added.

Lunar Program

In 2016 the fundamentals on building “Space Complex with CTS and heavy LV Angara-А5P”

and “Space complex with CTS and LV Angara-A5V with increased lifting capacity” were

issued.

Technical proposals for Manned Space Complex (MSC) in support of the Lunar Program with

heavy LV were prepared, reviewed at RSC Energia’s STC.

MSC content is determined; data on MSC components is prepared. Draft SOW on “MSC in

support of the Lunar Program with heavy LV”, draft supplement to SOW on R&D CP “CTS

Complex” were issued, as well as preliminary reliability program, preliminary operational safety

program, preliminary structural configuration, preliminary schedule for building MSC.

CTS flight tests are to be completed prior to implementation of the Lunar Manned Program.

During testing LV Angara-A5P and Angara-A5V may be used. Also circling of the Moon using

LV Angara-A5V can be fulfilled.

Ongoing activities on the Russian orbital station

In 2015 RSC Energia developed the fundamentals on orbital base (subsequently referred to as

“the Russian orbital station”).

In 2016 RSC Energia together with FSUE TsNIImash developed draft SOW on working out

technical proposal to build space complex Russian orbital station (ROS).

In October 2016 SOW was agreed upon at RSC Energia and sent to FSU TsNIImash to carry the

agreement process to completion and submit SOW for approval to the Customer.

Russian Orbital Station is near-earth manned space station designed to keep presence of Russia

in near-earth orbit after the ISS stops its operation.

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Apart from the main objective to conduct scientific-applied research, ROS will make it possible

to perform a lot of strategically significant functions, namely:

maturation of technologies and development of components to perform flights to the

Moon, as well as taking part in other advanced programs to explore deep space;

a possibility to further extend international cooperation in low near-earth orbit after the

ISS stops to operate, including provision of docking port services for receiving foreign

space vehicles;

a possibility to attract investors, private companies (including foreign companies) for

ROS building and utilization;

sustained operation of the station due to replacement of the modules with expired service

life.

In the initial stage of building orbital complex ROS (upon the RS separation from the ISS), ROS

shall comprise the following modules borrowed from the ISS RS orbital complex:

Multipurpose Laboratory Module with enhanced operating characteristics Nauka

(MLM-U);

Node Module Prichal (NM);

Science and Power Module (SPM).

Development of the technical proposal provides for the need to consider practicability of ROS

orbital complex outfitting with the modules broadening its functional capabilities and providing

a capability to conduct extravehicular activity, increase generation of electric power and internal

pressurized volume by means of:

transformable module (TM);

airlock module (ALM);

power module (PM).

Conduct of activities under the International near-lunar man-tended platform (IMTP) Project

In 2016 consideration was given to building near-lunar man-tended platform (NLMTP) and its

use to meet the objectives of the Russian Lunar Program according to the assignments given by

SC ROSCOSMOS and by the results of inter-agency space exploration groups work.

RSC Energia specialists participated in IE CST and SCWG inter-agency groups work aimed to

develop a concept formulating international program to build NLMTP – “Space Port”

Consideration was given to appearance of possible Russian platform components and use of

Russian transportation system to deliver crews and cargo. Analysis was performed of the

documents provided by multilateral groups involved in standardization and partners’ proposals to

use advanced technical interfaces. The above activity will make it possible to ensure and ease

integration into international NLMTP program which is expected to be implemented in the early

2020s.

Looking into a possibility to use MLMTP for the purposes of the Russian Lunar Program

resulted in the proposed basic concept of missions to the Moon surface to deliver Lunar Complex

components to the platform with their subsequent assembly, storage and maintenance. Delivery

is performed by two-launch configuration using heavy launch vehicles or by one-launch

configuration using super heavy launch vehicle.

Before putting super heavy launch vehicle into operation, two-launch configuration will make it

possible to timely complete an initial stage of the Lunar Program and to mature some of the

required technologies. Extensive opportunities of the ISS-related partnership development during

building NLMTP will provide high economic effectiveness. Combined operation of the systems

provided by different partners and mutual redundancy will ensure the program redundancy and

stability.

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2017 will see further activities with a thorough analysis of building NLMTP, its use to meet the

objectives foreseen by Russian Lunar Program and integration with the platform components as

contributions made by international partners.

Manned Space Systems

As for the manned space systems, efforts will continue to deploy and operate the International

Space Station Russian Segment (ISS RS), including:

development of the multipurpose laboratory, node and science and power modules,

integration of which into the ISS RS will make it possible to significantly expand the

program of scientific and applied research, make the Russian Segment independent of

power supply from the US Segment of the station;

Launches of Soyuz MS spacecraft and Progress MS transport cargo vehicles as part of

the ISS Russian Segment logistics, step-by-step modification of these space vehicles in

order to improve their performance and reduce dependence on import components;

implementation of scientific-applied research and experiments program, as well as

maturation of advanced space technologies;

provision of services to international partners for crews delivery to the ISS and their

return to Earth.

It is assumed that the ISS will be operated at least until 2024. The time for the ISS

decommissioning will be determined by an agreement between all the countries participating in

the project.

Efforts will continue to develop the New-Generation Crew Transportation Spacecraft (NG CTS)

system. The dates for starting flight tests of the spacecraft will be driven (among other things) by

the readiness of launch vehicle and ground infrastructure needed to launch the spacecraft into

low-earth orbit. Putting the NG CTS into service will enable more efficient transport operations

and scientific research both in low-Earth orbit and beyond, including circumlunar space.

Unmanned Space Systems

As far as the unmanned space systems are concerned, work will be in progress on building

spacecraft (SC) for government and commercial customers. The focus will be on developing

highly complex systems with unique tasks under special programs in the interests of national

security.

Cooperation with the Airbus Defense and Space will continue further, including activities within

the joint venture, which will be focused on introduction of the advanced technologies of modern

spacecraft manufacturing, building competitive communications and

Earth remote sensing SC.

Space launcher systems

The main objectives of this line of activities are:

• manufacturing of Upper Stages (US) of the DM type for launching spacecraft, upgrade of

the DM-type Upper Stages in order to improve their power/mass characteristics and raise

competitiveness;

• development of light environmentally-friendly oxygen/kerosene Upper Stages;

• participation in advanced Launch Vehicle (LV) development projects, development of

orbit-to-orbit transfer vehicles, required to support programs of deep-space studies and

exploration.

Innovative Development

The strategic goal of the Corporation innovative development is to ensure its technological

leadership by international efficiency criteria for space activity within horizon up to 2025.

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RSC Energia Innovative Development Program envisages that the following main problems will

be solved:

• introduction of state-of-the-art technologies;

• improvement in labor productivity and creation of highly productive workstations;

• reduction of costs of production, lowering unit production costs;

• considerable improvement in the products consumer attributes;

• expansion of export of goods and services;

• growth in long-term investment in applied research;

• improvement in energy efficiency and environmental friendliness of production

To achieve the stated goal and accomplish the tasks, the Corporation Innovation Development

Program calls for a system of measures to develop new products, to master new manufacturing

processes, to introduce advanced methods of work management, to develop human resources, to

cooperate with institutions of higher learning and scientific organizations, to cooperate with

partners from abroad, and other measures.

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3.3 Level of investment with a breakdown by financing sources

Name

Actually fulfilled in

2016, thousand roubles

Sources 835 033,3

Depreciation 528 580,2

Net profit 0,0

Investment credits 305 453,1

Target funding 1 000

In addition, funds of participants in shared construction 982 651,9

Outlays 835 033,3

Acquisition of land plots 530,0

Construction of fixed assets installations 169 456,5

Acquisition of fixed assets installations 602 016,3

Conduct of research and development activities, acquisition of

intangible assets 63 030,5

Besides, costs of residential construction 824 615,0

3.4. Quality Management System in force at the Corporation

The Corporation has adopted and uses Quality Management System (QMS), that was certified by

the Quality Management System Certification Authority (QMS CA) “Soyuzcert”:

- in the Military Register system (Certificate of conformance № VR 05.1.10781-2017 dated

January 8, 2017) for conformance with requirements of GOST ISO 9001-2011, GOST R

EN 9100-2011, standards SRPP VT, including GOST RV 0015-002-2012, Provisions RK-

11, RK-11-KT, RK-98, RK-98-KT, OST 134-1028-2012 during design, development,

production, installation, repair and servicing of weapons and military equipment and rocket

and space hardware.

- In the Federal System for Certification of Space Hardware (Certificate of conformance №

FSS KT 134.19.3.1.000000.01.17 dated 18.01.2017) for conformance with requirements of

Provisions RK-98, RK-98-KT, RK-11, RK-11-KT, state standards SRPP VT, including

GOST RV 0015-002-2012, GOST ISO 9001-2011, GOST R EN 9100-2011 and OST 134-

1028-2012 during design, development, production, installation, repair and servicing of

rocket and space hardware.

The quality policy was updated and approved by the Director General of the Corporation in

2016.

The main goal of quality policy is to ensure sustained economic position of RSC Energia based

upon output of products (articles and services of high quality, with characteristics which

compare favorably with best samples of national and foreign technology and ensure

competitiveness both on domestic and world markets and, eventually, taking the leading

positions in our country and worldwide.

Serving as the QMS regulatory framework for the Corporation are national and industrial

standards, standards of the organization (the company).

The Corporate QMS is based on 55 organization standards (OS), i.e. “company standards” (CS).

The main regulatory document establishing requirements for the Corporate QMS is the Industry

standard 07530238-004-2009 «QMS. Manual on the quality of rocket and space hardware. Basic

provisions»;

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Annual internal QMS audits of the Corporation are instituted per Corporation-wide

administrative directives.

Main objectives and subjects of internal audits, guidelines for planning, conducting and

documenting the audits of the Corporate QMS are defined in the company standard 351-205-

2005 «QMS. Internal audit of the Quality Management System. General requirements»;

The results of internal audits are presented in reports. The annual report on the internal QMS

audit of Corporation is approved by Deputy Director General for Quality Assurance.

Supervisory audit of the certified QMS of the Corporation is conducted annually by the audit

team of QMS CA Soyuzcert.

The supervisory audit of the certified QMS of the Corporation in the Military Register

certification system and QMS recertification in the FSC SH had been conducted from

04.10.2016 through 07.10.2016.

Published were reference reports (ref. No 247-4/82 of 06.12.2016) on resolution of non-

conformances and items of concern listed in the QMS CA Soyuzcert reports No. 760-2-2016-IK

of 28.10.2016 and No.760-1-2016-QMS of 28.10.2016.

Published were:

resolution of the QMS CA Soyuzcert of 18.01.2017 on granting Certificate of

Conformance No VP 05.1.10781-2017

resolution of QMS CA Soyuzcert of 18.01.2017 on granting Certificate of Conformance

No. FSC SH 134.19.3.1.000000.01.17.

Performing work to improve the QMS. QMS effectiveness estimate

The Corporation performs work to introduce state-of-the-art information technologies to the

reliability and quality management system to automate the processes of:

requirements management;

product configuration management;

reliability assessment and analysis;

nonconformance management, including deviations from design documentation, and

monitoring compliance with recommendations of the non-conformances commission;

development of electronic structured technical documentation and online technical

manuals;

technical documents flow and records of documentation.

A «Program for Improving the Quality Management System, Assuring and Improving the

Quality of RSC Energia Products Throughout All the Phases of Their Development» for the

period of 2015-2017 was developed and approved at the Corporation.

In order to assure and improve product quality, quality programs were developed for:

New-Generation Crew Transportation Spacecraft

cargo transportation spacecraft Progress MS;

manned transportation spacecraft Soyuz MS;

science and power module (SPM).

Reliability Assurance Program (RAP) for Upper Stage was developed.

The Corporation performs work to certify its products in the Federal System for Certification of

Space Hardware, with a supervisory audit of certified products conducted annually.

The following certificates of conformance are available:

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− No. FSC SH 134.01.1.4.762500.66.13 dated June 17, 2013 for manned transportation

spacecraft Soyuz TMA.

− No. FSC SH 134.01.1.4.762500.68.13 dated June 17, 2013 for cargo transportation

spacecraft Progress M.

− No. FSC SH 134.01.1.4.763000.122.15 dated Dec 10, 2015 for cargo transportation

spacecraft Progress MS.

− No. FSC SH 134.01.1.4.763000.26.16 of June 03, 2016 for manned transportation

spacecraft Soyuz MS.

− No. FSC SH 134.01.1.4.763000.105.16 of October 07, 2016 for manned transportation

spacecraft Soyuz MS.

− No. FSC SH 134.01.1.4.763000.120.16 of 10.11.16 for manned transportation spacecraft

Soyuz MS.

Definition of QMS processes, assessment criteria and methods for controlling the processes are

established in the Industry standard 07530238-004-2009. The efficacy of the Corporation QMS

is evaluated using procedure No. ORKK-MU-09-002-16. The efficacy values lie within

prescribed limits (0.9 ≤ Rqms ≤ 1). The results of performance assessment of the certified

Corporate QMS are provided in annual reports.

Information about occurrence of complaints from the Government customers to the Corporation

as to the quality of military hardware systems and products

In 2016 no complaints caused by non-conformance to the customer’s requirements were received

by RSC Energia as to the quality of military hardware systems and products.

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4. HIGH-PRIORITY AREAS OF CORPORATION ACTIVITIES AND

THEIR RESULTS

4.1. The period of Corporation’s activities in the industry

RSC Energia has been conducting business in rocket and space industry since 1946, when a team of

developers of long-range ballistic missiles was formed, which was headed and for 20 years led by Chief

Designer of rocket and space systems and the farther of practical cosmonautics academician S.P.Korolev.

The enterprise became the pioneer in virtually all the fields of our country’s rocket and space technology.

Today RSC Energia is a leading Russian rocket and space company, the prime organization for manned

space systems. The company is also involved in development of unmanned space and rocket systems

(launch vehicles and orbit-to-orbit transportation vehicles), as well as various high-technology systems

for non-space applications.

RSC Energia is the legal successor to Special Design Bureau-1 (OKB-1), Central Design Bureau of

Experimental Machine-building (Ts KBEM) and Scientific – Production Association (NPO) Energia after

academician S.P. Korolev. The Corporation was established by the Russian Federation President’s Decree

No 237 dated February 4, 1994 “On the Procedure for Privatizing Scientific and Production Association

Energia named after academician S.P. Korolev” and on the basis of the Russian Federation Government

Resolution No 415 dated April 29, 1994 “On Establishing S.P. Korolev Rocket and Space Corporation

Energia”.

At present, RSC Energia is involved in the following major areas of activities:

1. Manned space systems. The major customers are State Corporation ROSCOSMOS, US National

Aeronautics and Space Administration (NASA), European Space Agency (ESA), space agencies of other

countries.

2. Unmanned space systems. The major customers are from both Russia and abroad.

3. Rocket systems. The major customers are both from Russia (State Corporation ROSCOSMOS, etc.)

and abroad.

4.2. Major competitors of the Corporation in space industry

On the world market of manned space flights the Corporation provides services to deliver to and return

from the ISS cosmonauts and astronauts. At present time, RSC Energia is the monopolist on this market,

however, after 2018 US companies Boeing (space vehicle Starliner) and Space X (space vehicle Dragon

Crew) may become competitors of the Corporation.

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US commercial crew transportation space vehicles

Characteristic

Spacecraft

Dragon Crew Starliner

Launch mass, metric tons 13.2 14.1

Crew, number of persons 4-5 4-5

LV Falcon 9 Atlas V

In addition to commercial manned spacecraft, working within the framework of the US government space

program, Lockheed Martin is developing a multi-purpose crew vehicle MPCV Orion, intended for

missions beyond the low-Earth orbit.

Multi-Purpose Crew Vehicle MPCV/Orion

Characteristic

Launch mass, metric tons 24.3

Crew, number of persons 2-3

LV SLS

The Chinese manned spacecraft Shenzhou theoretically can also be considered as a potential competitor to

Soyuz. By now, there have been 11 Shenzhou missions, out of which six were carried out in manned

mode.

Key data on Shenzhou spacecraft

Characteristic

Launch mass of the spacecraft, kg 8.1

Crew, number of persons 3

Start of operation, year 2003

Number of missions (in manned mode) 6

LV CZ-2F

The world market segment for cargo delivery to ISS is not monopolized by the Corporation. At present,

the cargo is delivered to the ISS by Russian cargo spacecraft Progress, Japanese cargo spacecraft HTV,

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as well as by commercial US cargo spacecraft Dragon (made by SpaceX) and Cygnus (made by Orbital

ATK). Flights to the ISS of cargo transportation spacecraft Dragon and Cygnus are carried out within the

framework of contracts signed with NASA under the Commercial Resupply Services (CRS) program.

It is expected that in 2019 this segment of the market will see a new participant – Sierra Nevada

Corporation (with spacecraft Dream Chaser Cargo System), which in January 2016 won a contract under

Phase 2 of the ISS Commercial Resupply Services (CRS-2) program . New contracts to deliver the cargo

in 2019-2024 were also won by SpaceX and Orbital ATK, which are participating in Phase 1 (CRS-1) of

the program.

Foreign-made cargo spacecraft

Characteristic

Spacecraft

Dragon Cygnus HTV Dream Chaser

Cargo System

Launch mass of the spacecraft,

metric ton 10.8 6.2-7.4 16.5 12.3

Mass of dry cargo delivered in the

pressurized compartment, metric

tons

up to 1.7 up to 3.5 up to 4.5

up to 5.5 Mass of dry cargo delivered in the

unpressurized compartment,

metric tons

up to 1.7 - up to 1.5

Mass of returned cargo, metric

tons up to 1.8 - - up to 1.8

Mass of disposed cargo, metric

tons up to 0.8 up to 3.5 up to 4.5 up to 4.8

The SpaceX company is the leader in the segment dealing with return of payloads from the ISS. Within

the framework of 9 missions (including 1 failed mission) of the Dragon spacecraft to the ISS, the total of

12.2 metric tons of payloads were returned. Cargo transport spacecraft Progress offers no capability to

return payloads to Earth. Every year about 200 kg of payloads are returned onboard manned

transportation spacecraft Soyuz (50 kg per each mission).

There is growing competition in the field of development and production of unmanned spacecraft.

Boeing, Orbital Science Corporation, SSL, Airbus Defence and Space, Thales Alenia Space are the major

competitors of the Corporation on the world market. In the domestic market the Corporation’s major

competitors are OAO Reshetnev Information Satellite Systems in the communications satellite segment,

and AO RKTs Progress, VNIIEM, AO NPO Lavochkin and OAO MIC NPO Mashinostroyeniya in the

segment of Earth remote sensing satellites.

Yamal-202 communications and broadcasting satellite made by the Corporation has been successfully

operating in orbit since 2003. Hardware redundancy and propellant margins will make it possible to

provide its stable operation till mid-2019. Slated for 2017 is the launch of a geostationary

communications and broadcasting satellite, which is currently being assembled at the Corporation. In

order to expand its presence in the unmanned spacecraft market, the Corporation conducts work to

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develop advanced observation satellites, as well as continues cooperation with Airbus Defence and Space

in order to develop new-generation satellites able to meet competition.

As for the launch vehicles, the Corporation builds upper stages of the Block DM family which are

intended for launches into high-elliptical orbits under government and commercial programs. In the

domestic launch services market, the major competitors of the Corporation are Khrunichev State

Research and Production Center (upper stage Briz-M) and Research and Production Association named

after S.A. Lavochkin (upper stage Fregat-SB). To improve its competitive edge, the Corporation is

developing a new generation of heavy upper stages of the Block DM family, as well as medium upper

stages with a new highly efficient main engine with 5-ton thrust.

4.3. Corporation share in respective market segment in terms of its core

business and dynamics of this indicator over the last 3 years

The Corporation’s share of the market of services to deliver/return crews to/from the International Space

Station (ISS) is 100 %.

As for the ISS logistics support, the Corporation’s market share shrank down to 29% (Chart 1). In 2016

57 % of launches of cargo spacecraft to the ISS were made by USA (2 Dragon spacecraft and 2 Cygnus

spacecraft), 14 % were made by Japan (1 HTV spacecraft). In the field of cargo return from the ISS, after

the cargo-return capable spacecraft Dragon was put into operation, Russian manned spacecraft Soyuz lost

its leading positions in this segment of the market.

Successful launches of RSC Energia logistics spacecraft under the ISS Program

In the launch vehicles market segment, the Corporation delivers upper stages DM to support launches

under government programs. In 2015 there was one delivery of upper stage DM. In 2014 and 2016 there

were no deliveries of upper stages DM.

The corporate revenue from implementation of government and commercial projects to develop

spacecraft for satellite communications and Earth remote sensing in 2016 was 4.3 billion rubles. With the

value of the world market for unmanned spacecraft being US$6.1 billion, the share of the Corporation in

this market segment is about 1 %.

Progress

4 launches

Progress Progress

4 launches 2 launches

Total Total Total

9 launches 8 launches 7 launches

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4.4. Transportation and engineering support of the ISS, flight operation of

rocket and space complexes and systems

RSC Energia, being the prime contractor for the Russian Segment of the ISS, continued in 2016 to

perform launches of manned spacecraft Soyuz and logistics spacecraft Progress in the framework of the

ISS logistics support, while simultaneously running trials of the adopted solutions for their upgrade,

namely:

manufacturing, testing, launching and docking/undocking with/from the ISS of manned

and cargo transportation spacecraft Soyuz, Progress, including Soyuz TMA-20M, and

upgraded spacecraft of the MS series: Soyuz MS, Soyuz MS-02, Soyuz MS-03, Progress

MS-02, Progress MS-03, Progress MS-04 (a failure of the 3rd

stage of the launch vehicle

Soyuz-PVB).

carrying out four expeditions – ISS-46, ISS-47, ISS-48, ISS-49, starting expedition ISS-

50.

Dockings of crew and cargo transportation spacecraft with the ISS (with the exception of Soyuz TMA-

20M) were performed using the two-day rendezvous profile per the approved flight test program.

The ISS mission plan for 2017 has been developed and approved, which calls for launching four

transportation spacecraft Soyuz MS-04, Soyuz MS-05, Soyuz MS-06, Soyuz MS-07 and three cargo

spacecraft Progress MS-05, Progress MS-06, Progress MS-07.

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CONFIGURATION OF THE INTERNATIONAL SPACE STATION (ISS)

Service Module Zvezda (SM)

26.07.2000

Mini Research Module (MRM-2)

12.11.2009

Transportation spacecraft Soyuz MS-02 № 732

21.10.2016

Functional Cargo Block Zarya (FGB)

20.11.1998

Mini Research Module (MRM-1)

Rassvet 12.11.2009

Docking Compartment Pirs

(DC-1) 17.09.2001

Cargo spacecraft Progress MS-03 №433 19.07.2016

Transportation spacecraft Soyuz MS-03 № 733

21.11.2016

Р6 Truss

30.10.2007

P5 Truss 13.12.2006

Р3/Р4 Truss 12.09.2006

Р1 Truss

26.11.2002

Exposed facility of the Kibo module (ELM-EF)

18.07.2009

Cupola module

12.02.2010

Experimental inflatable habitable module

(BEAM) 16.04.2016

Tranquility module

(NODE3)

12.02.2010

Permanent Multipurpose Module

(PMM) 01.03.2011

S0 Truss

11.04.2002

S1 Truss 10.10.2002

S5 Truss 11.08.2007 S6 Truss

19.03.2009

Alpha Magnetic Spectrometer

AMS-02 19.05.2011

S3/S4 Truss 11.06.2007

Quest Airlock (A/L)

15.07.2001

Connecting module Unity (NODE1)

07.12.1998 Destiny laboratory

module (LAB) 10.02.2001

Connecting module Harmony (NODE2)

14.11.2007 European laboratory module Columbus (COL)

12.02.2008

Japanese module Kibo

04.06.2008 Japanese cargo spacecraft HTV6

13.12.2016

Robotic arm Canadarm-2 (SSRMS) 22.04.2001

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4.5. ISS operation

Chronology of launches and landings of Soyuz spacecraft in 2016

In 2016, there have been four launches of manned transportation spacecraft – Soyuz TMA-20M, Soyuz

MS, Soyuz MS-02, Soyuz MS-03 – to support and maintain the normal operation of the Russian

Segment of the International Space Station (ISS). Commitments of Russia to support missions of

international crews to the ISS and implementation of their research programs have been fully met.

The spacecraft delivered to the ISS the crews of expeditions and payloads, provided permanent

readiness to rescue the crews in case of contingencies onboard the ISS requiring an urgent evacuation.

In 2016 four descent vehicles of Soyuz TMA-18M, Soyuz TMA-19M, Soyuz TMA-20M, Soyuz MS

successfully returned to Earth after completion of their mission plans. All the descent vehicles

descended through the atmosphere in the nominal automatic controlled descent mode and landed in

their designated landing areas.

In 2016, the four Soyuz descent vehicles returned results of Russian science programs and programs

under contracts with foreign partners. The total mass of the returned cargo was 202.6 kg.

Launches of Soyuz TMA and Soyuz MS spacecraft in 2016

№ Spacecraft name, launch

date

Crew Purpose

1 Soyuz TMA-20M

(serial No.720)

19.03.2016

Commander

A.Ovchinin

Flight Engineer

O. Skripochka

Flight engineer-2

J. Williams (NASA)

Providing transportation to the ISS,

carrying out the international program

2 Soyuz MS

(serial No.731)

07.07.2016

Commander

A.Ivanishin

Flight Engineer

T. Onishi (JAXA)

Flight engineer-2

K. Rubins (NASA)

Providing transportation to the ISS,

carrying out the international program

3

Soyuz MS-02

(serial No.732)

19.10.2016

Commander

S. Ryzhikov

Flight Engineer

A.Borisenko

Flight engineer-2

R. Kimbrough (NASA)

Providing transportation to the ISS,

carrying out the international program

4 Soyuz MS-03

(serial No.733)

17.11.2016

Commander

O. Novitskiy

Flight Engineer

T. Pesquet (ESA)

P. Whitson (NASA)

Providing transportation to the ISS,

carrying out the international program

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Landings of descent vehicles of Soyuz TMA spacecraft in 2016

№ Spacecraft name, landing

date Crew

Returned cargo, kg

Russian NASA Total

1

Soyuz TMA-18M (Serial

No.718)

02.03.2016

Commander

S. Volkov

Flight Engineer

M. Kornienko

Flight engineer-2

S. Kelly (NASA)

31.4 15.7 47.1

2

Soyuz TMA-19M (Serial

No.719)

18.06.2016

Commander

Y.Malenchenko

Flight Engineer

T. Kopra (NASA)

Flight engineer-2

T. Peake (NASA)

30.2 24.3 54.5

3

Soyuz TMA-20M (Serial

No.720)

07.09.2016

Commander

A.Ovchinin

Flight Engineer

O. Skripochka

Flight engineer-2

J. Williams (NASA)

33.1 15.1 48.2

4

Soyuz MS

(serial No.731)

30.10.2016

Commander

A.Ivanishin

Flight Engineer

T. Onishi (JAXA)

Flight engineer-2

K. Rubins (NASA)

29.9 22.9 52.8

Summary of the launches of Progress MS logistics spacecraft in 2016

Name Launch date Docking date Undocking

date

Mass of delivered cargo, kg

Propellant

Cargo in

cargo

compart

ment

Water in

Rodnik

system

Gase

s

Progress

MS-02 31.03.2016 02.04.2016 14.10.2016 790 1418.6 420 47

Progress

MS-03 17.07.2016 19.07.2016 31.01.2017 955 1229.9 420 50

International Space Station evolution

Within the framework of activities to develop the Russian Segment of the International Space Station,

in 2016 work was in progress on the modules that are being newly developed:

the Multi-purpose Laboratory Module with upgraded operational performance (MLM-

U);

Science and Power Module (SPM).

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Development of Multi-purpose Laboratory Module with upgraded operational performance (MLM-

U) Nauka

Launch mass

21200 kg

Pressurized volume 70 m³

Volume for science equipment 6 m³

Power for science equipment up to 2.5

kW

Number of external workstations 16

Life in orbit 10 years

Within the framework of a Government contract during the first six months of 2016 RSC Energia

developed a conceptual design for MLM-U and it was accepted by the Customer on June 23, 2016.

MLM-U consists of Multi-purpose Laboratory Module (MLM), Large Objects Attachment Device

(LOAD). MLM is to be put into orbit by the Proton-M LV and integrated into the ISS RS.

Development of the Science and Power Module (SPM)

Launch mass 20 890 kg

Pressurized volume 92 m3

The orbital altitude for docking with the

ISS

350 to 410 km

Orbital inclination 51.6°

Volumes for scientific equipment and

cargo

15 m3+7.6 m

3

Annual average generated electric

power at the beginning of life

no less than 18 kW

120 V electric power supplied to the ISS

RS

up to 12 kW

Life in orbit 15 years

Delivery vehicle Proton-M

An air-tight hull of the SPM model for static tests has been built at Progress Rocket Space Center and

delivered to RSC Energia. After completion of acceptance tests the hull was handed over to

TsNIIMash for subsequent assembly of the mockup and running of static tests.

In October 2016, an integrated program of developmental testing of the SPM was published, having

been agreed with TsNIIMash, 1382 Military Representative Office of Ministry of Defense of the

Russian Federation and State Corporation ROSCOSMOS.

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To achieve functional integration between orbital and ground facilities for SPM launch, work has been

started on the rocket and space system Proton-SPM.

Node Module (NM) Prichal

Launch mass

4750 kg

Mass within the ISS 3890 kg

Mass of delivered cargo 700 kg

Pressurized volume 19 m³

The spherical shell diameter 3300 mm

Life in orbit 10 years

Delivery vehicle LSC/M* Progress M-UM

*Logistics Spacecraft/Module

NM assembly and all the tests on it were completed in 2014. Since November 17, 2014, it is held in

safe storage at ZAO ZEM RSC Energia until the Customer makes a decision on its launch.

4.6. Results of scientific programs onboard the ISS RS

Major results of science programs in 2016:

81 experiments were carried out in 4772 sessions, out of which 4748 sessions were

carried out under 75 Russian experiments, out of which 7 experiments are new;

research was carried out in the interests of 15 organizations of the Russian Academy

of Sciences, various ministries and agencies, spending more than 1800 hours of crew

time;

155 kg of scientific equipment and consumables were delivered to the ISS Russian

Segment (ISS RS) in order to upgrade and maintain performance of the suite of

utilization payloads, which made it possible to bring its configuration up to 990 items

of scientific equipment and hardware with a total mass of 1400 kg;

Returned to Earth were 148 kits with results of the experiments with a total mass of 76

kg, out of which 52 kits (37 kg) belonged to the category of urgent cargoes, and, as a

rule, contained biological samples that had been exposed to spaceflight environment.

The materials were handed over to principal investigators for processing and analysis.

By the end of 2016, the Long-term Program of Applied Scientific Research (ASR) included 278

experiments (during the year 15 new experiments were added, which is 5.4% of their overall number;

one experiment was deleted, since it was no longer of interest). 84 experiments were fully completed

(30 %).

194 experiments on the long-term ASR program, which are now being implemented or prepared on

the ground, cover six areas of research:

• physical and chemical processes and materials in space environment – 25;

• Earth and space studies – 40;

• humans in space – 30;

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• space biology and biotechnology – 31;

• space exploration technologies – 53;

• education and popularization of space research – 15.

One of the most important scientific and engineering problems on which RSC Energia is working now

is how to restore thermal control properties of coatings that are used in the products of the Corporation

and degrade under exposure to space environment during their operation in orbit. A new space

experiment Restavratsiya (Restoration) is dedicated to looking for solutions to this problem.

The objective of the experiment was to develop a procedure for gluing a film coating onto material

samples on the outer surface of the ISS RS modules in space.

One more experiment, The Great Start, which was organized by RSC Energia is dedicated to

popularizing achievements of Russian manned spaceflight using modern information technologies.

The experiment was started in the year of the 50th anniversary of Yuri Gagarin’s flight and continues

to this day. Practical work under this experiment revealed a series of new approaches and techniques

in space education, the following possibilities can be noted:

demonstrations of various physical phenomena and research procedures onboard a

manned space station by the crew;

Holding direct dialog with the cosmonauts;

Using onboard equipment of a manned space station in the implementation of

educational programs.

The Great Start experiment tried out a process for popularizing space activities among internet users,

for which purpose a web portal Korolev’s Planet was set up at http://gagarin.energia.ru/.

4.7. Advanced space systems

New Generation Crew Transportation Spacecraft

In accordance with amendment to the Government contract for research and development project

Development of the New Generation Crew Transportation System, 2016 saw continuation of activities

on publishing the working documentation on the manned transportation spacecraft, prototypes and

mockups of the system. At the same time, whenever needed, the engineering design materials were

updated to bring them in line with the approved technical solutions.

Directly related to the work on the CTS and publication of engineering proposals was the decision

made by State Corporation ROSCOSMOS to initiate work to develop at Vostochny launch site a space

complex which includes a crew transportation spacecraft and a space rocket complex with a heavy

launch vehicle. According to this decision, the CTS launches from Vostochny are to be performed

using the man-rated launch vehicle Angara-A5P. It was decided that the reentry vehicle post-

processing facility will be based at the premises of ZAO ZEM RSC Energia.

In order to meet contractual milestones, a master schedule was drawn up for the development of the

crew transportation spacecraft complex, setting the deadlines for publication of documentation,

manufacturing of the hardware and conducting tests on the flight models and prototypes of the

complex, as well as on the training simulators. Drawn up on the basis of the master schedule were the

schedule for publication of working design documentation and the schedule for software development.

In late 2016, publication began of statements of work for CTS mockups for ground developmental

tests of the vehicle.

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In 2016 studies were conducted to look into the feasibility of integrating into the CTS during the flight

test phase an experimental anthropomorphic robotic system of the FEDOR type. Defined in

cooperation with NPO Androidnaya Tekhnika and Advanced Research Foundation were the tasks for

the robotic system during the first unmanned mission of the CTS, and requirements for the system

from the spacecraft and interfaces between the robot and the spacecraft. The analysis has shown that in

principle it is possible to use the robotic system onboard the CTS with the robot placed in a crew seat.

Increased-Capacity Cargo Transportation Spacecraft

The work package that is currently under way to develop space rocket systems based on LV Soyuz-2

Phase 1a is primarily aimed at developing an upgraded version of Soyuz launch vehicle with a new

control system.

The most promising from the standpoint of transportation operations efficiency is the use of the next

modified version of Soyuz launch vehicle ‒ LV Soyuz-2 Phase 1b. The performance of this version of

the LV allow a significant (up to 900 kg) increase in the upmass.

In 2016 RSC Energia initiated engineering studies to develop a design layout configuration for an

increased-capacity cargo transportation spacecraft, which would assure the highest efficiency of the

ISS logistics support taking into account the estimated future cargo traffic. This effort also takes into

account the need to provide the most effective solution to the problem of de-orbiting the ISS at its end

of life using the new vehicle.

The challenges of orbital maneuvering, delivering propellant to the orbital station and de-orbiting the

ISS are to be met through the use of a newly developed combined propulsion system.

According to estimates done during the preliminary design phase, development and testing of such a

cargo spacecraft could be completed in 2020, and as early as 2021 there could be the first launch under

a flight testing program combined with the ISS logistical support program. In terms of mass efficiency

the proposed design layout configuration is practically comparable with the efficiency of the new

commercial cargo spacecraft developed in the US.

To follow up the preliminary design effort on the rocket and space system, on December 16, 2016 the

Presidium of the Scientific and Technical Council of the Corporation held a meeting to review the

preliminary design results, and made a decision to submit them to lead research institutes for experts’

opinion.

4.8. Launch vehicles

Major areas of activities:

launch services:

o providing support for drawing up of launch services contracts;

o analytical integration and adaptation of upper stage systems to launching SC of

various designation;

o supporting prelaunch processing and launch of LVs with Block DM-type upper

stages;

improving the upper stage mass properties and performance;

upgrade and standardization of the upper stage design;

conducting research and development efforts focusing on advanced launch vehicles;

author’s supervision of manufacturing and testing of systems, assemblies and upper

stages.

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Over the period under review, more than 150 design and engineering documents have been developed

and published.

Sea Launch system

Since 2014 the system continues to stay preserved at the Home Port (Long Beach, California, USA) in

a monitored operable condition and is ready for adaptation to the expected decision on its status.

Cooperation with S7 company

On December 23, 2016 the Sea Launch Group affiliated with RSC Energia signed two Agreements on

the sale of Sea Launch assets to companies in the S7 Group. The Agreements were signed with a

number of suspensive conditions. After they are met, the rights of ownership of the major assets of the

Sea Launch project (Assembly and Command Ship, Launch Platform and ground support equipment)

will go over to the new owners.

The final closing of the deal is expected in the fourth quarter of 2017, after obtaining all the necessary

permissions and licenses from the US authorities.

Closing of the deal will make it possible to clear a considerable part of the debt of the Sea Launch

Group to RSC Energia.

S7 Group and RSC Energia intend to continue their cooperation, and RSC Energia is going to provide

every assistance in developing and operating the Sea Launch system.

4.9. Unmanned space systems

The scope of activities in the field of unmanned space systems includes:

developing space communications and broadcasting systems;

developing spacecraft for Earth remote sensing;

developing spacecraft for high-resolution electrooptical observations;

RF frequency support for the current and future projects;

protection under international law of frequency assignments to satellite

communications systems;

development of the ground user segment for unmanned space systems.

2016 saw continued work on the development of a communications and broadcasting space system in

the interest of a foreign customer. The SC assembly began. The launch of the spacecraft is scheduled

for 2017.

In 2016 work began on replenishing the satellite constellation of a space system for high-resolution

electrooptical observation system for a foreign customer.

Continuing its work within the framework of expanding the Corporation program to develop satellites

for communications and Earth remote sensing was a joint venture with the European company Airbus

Defense&Space - LCC Energia Satellite Technologies (Energia-SAT).

The launch of the new spacecraft for high-resolution electrooptical observations is expected in April

2018.

In 2016 flight development tests (FDT) were run on a communications satellite in High Elliptical

Orbit (HEO), which had been launched in late 2015. In addition to this, the year under review saw the

completion of assembly and acceptance tests of the satellite bus, and the incoming inspection of the

payload for the next HEO communications satellite. Assembly of the SC as a whole and preparations

for testing have started. The launch of the spacecraft is scheduled for 2017.

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In 2016 work continued on defining the conceptual design of a communications spacecraft in

geostationary orbit.

Within business development framework, in 2016 talks were held with potential Russian and foreign

customers on the subject of developing in their interest new systems for satellite communications and

broadcasting, as well as on constructing the ground segment and providing support for the use of

frequency assignments.

4.10. The use of space technologies in terrestrial applications

Prosthetics aids

In 2016 the most important lines of work in the area of prosthetic systems remained the activities

related to continued setting up of production of an electromechanical hand with three types of active

movement, getting customers in the market segment of the domestic rehabilitation services ready for

the appearance of a radically new prosthetic appliance, and introducing the bio-prosthesis

manufacturing process with its use.

To assure stable operation of the combined control system for bio-prosthesis using the

electromechanical hand the control system hardware was upgraded (to include an accelerometer) and

functional algorithms were updated.

Sales were also made of modules of pilot lots of the Upper Extremity Prostheses (UEP) and the

Orthopedic Apparatus for Lower Extremities (OALE), that had been built earlier within the framework

of the investment program of the Corporation. The total sales of UEP and OALE modules in 2016

amounted to more than 589 thousand rubles.

The amount of sales (via the subsidiary company OIME) of prosthetic and orthopedic products in

2016 was 63.2 million rubles.

4.11. International activities of the Corporation

In 2016 RSC Energia continued its work under international programs and contracts. The range of

activities includes development and delivery of space hardware for various purposes, manned missions

to the ISS, in-orbit services and experiments, launch services, etc.. Cooperation with foreign partners

was carried out on various levels: states, space agencies, state-owned and private companies.

The most important task of the Corporation against the background of sanctions was to preserve the

cooperation and the level of partnership that had been achieved over the preceding period of more than

forty years. At the same time, these artificial obstacles stimulated the search for new partners and new

markets. In the last few years a series of meetings was held with representatives of space communities

of China, India, Saudi Arabia and other countries. The process of identifying the priorities and

possibilities of mutually beneficial cooperation is under way.

The Corporation took part in a number of joint ventures. Regular meetings and talks with foreign

specialists were held, joint working teams were working on a continuous basis.

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Cooperation with foreign partners under the International Space Station program

In 2016, work was performed on the international integration of the International Space Station

program. Materials were provided to support conducting meetings of heads of agencies, as well as

meetings of program control bodies – the MCB and SSCB control boards, within the framework of

which decisions were made on the current issues of the program implementation. Within the

framework of the ISS integration and evolution activities, support was provided for the work of 45

technical groups, 35 control boards and committees, as well as four contract management meetings

were held.

Onboard the ISS RS a number of joint experiments was carried out with foreign space agencies: with

ЕSА (EXPOSE-R2, Plasma Crystal-4), with DLR (KONTUR-2), with JAXA (PCG, Matroshka-R). In

addition to this, conducted within the framework of joint applied science research with NASA were

four experiments (Spheres, EarthKAM, Microbiological Monitoring, OASIS).

Work continued on the ground to prepare for joint science experiments to be conducted onboard the

ISS RS under an Agreement between State Corporation ROSCOSMOS and DLR (experiments

ICARUS, MATROSHKA-III).

International cooperation in deep space exploration

In 2016 representatives of national space agencies and industrial companies were actively discussing

the future prospects for manned spaceflight beyond low Earth orbits.

An international working team IECST (ISS Exploration Capabilities Study Team) set up to study the

feasibility of using ISS for further space exploration looked into a concept of an international program

which calls for establishing a man-tended platform – a Space Port in the circumlunar space.

Such a Space Port during its initial phase of operation will allow to develop technologies needed to fly

beyond low Earth orbits, and, during the second phase, serving as a transfer hub and a platform for

assembling elements of lunar infrastructure, to start carrying out missions to lunar surface, as well as

preparing for missions to Mars.

In 2016 support was being provided to the activities of State Corporation ROSCOSMOS in the IECST

team. Analytical materials were prepared on the subject matter addressed by the team, proposals were

drawn up on the position of the Russian side and possible Russian participation in the future

international program. Corporate specialists participated within Roscosmos delegations in the

meetings of IECST and managers of the ISS program from partner agencies, as well as in many

teleconferences on the development and coordination of joint documents.

Cooperation on advanced projects with companies from abroad

Talks were held with the Boeing company on developing man-tended infrastructure in the circumlunar

space to support the plans of national agencies and a potential international program, on determining

the feasibility of jointly developing a solar-powered orbital transfer vehicle, on cooperation in

manufacturing advanced manned spacecraft.

Reviewed with the Lockheed Martin company were the issues of developing a man-tended platform in

the vicinity of the Moon based on Russian habitable modules and Orion spacecraft, as well as its use

in national programs, such as missions to the lunar surface.

Since 2010, within the framework of cooperation with company Orbital Technologies/Space

Adventures, work has been conducted to study the feasibility of flying around the Moon in a Russian

manned spacecraft with participation of one or two commercial spaceflight participants. There was

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cooperation with Space Applications Systems (Belgium) in developing individual auxiliary control

equipment for crews of manned spacecraft.

In 2016 work continued on manufacturing and delivery of Soyuz TMA Descent Vehicle (DV) mockups

to museums and exhibitions to raise public awareness of Russian achievements in space. In June 2016

an exhibition model of the descent vehicle of Soyuz TMA-13M was delivered to the DLR museum in

Cologne, Germany. In August 2016 an exhibition model of DV of Soyuz TMA-03M was delivered to

the Space Expo museum in Noordwijk, Netherlands. In December 2016, under a contract with the

board of trustees of the London Science Museum, a mockup of the Soyuz TMA-19M was delivered.

Sea Launch settlement

The disputes that existed between Boeing and RSC Energia with respect to the responsibility for the

financing of the Sea Launch project since 2009 were the subject of litigation first in Swedish

arbitration court, and since 2013 in the California district court (USA).

In May 2016, the Californian court sustained Boeing’s claim against RSC Energia amounting to

US$330 million plus interest and legal costs.

Keeping in mind the common understanding of the need to find a way out of the situation, the parties

started negotiating a settlement agreement.

In December 2016, the documentation package of the final Settlement Agreement was formed. On

February 27, 2017 RSC Energia and Boeing lawyers jointly filed a petition in the Californian court to

dismiss the case “without possibility of its resumption in the future”. The court granted the petition,

the case was dismissed on March 16, 2017.

Reaching the Settlement Agreement made it possible not only to avoid significant financial and

reputation risks, but also to get additional orders. The Agreement calls for a number of joint projects in

promising areas of cooperation.

International exhibitions, symposia, meetings

In 2016, the Corporation issued 77 programs for reception of delegations from abroad, within the

framework of which more than 90 meetings were held. Taking part in the work of the delegations were

more than 500 people from more than 40 organizations from 16 countries.

In preparation for the international meetings 74 visa documents were processed to allow foreign

specialists to come to Russia and Baikonur, travel to and participation in joint work at Baikonur

launch site were organized for 16 delegations from abroad, support was provided for travel abroad of

about 600 employees of the Corporation.

In 2016 RSC Energia took part in the following international exhibitions and conferences:

International conference on manned exploration of space, May 24-26, 2016, Korolev,

Russia;

Exhibition within the framework of the St. Petersburg International Economic Forum -

2016, June 16-18, 2016, St. Petersburg, Russia;

International military technology forum ARMY-2016, September 6-11, Kubinka,

Russia.

International Astronautical Congress IAC - 2016, Guadalajara, Mexico, September 26-

30, 2016.

International aerospace exhibition AIRSHOW CHINA - 2016, Zhuhai, PRC,

November 1 – 6, 2016.

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5. SOCIAL RESPONSIBILITY. PERSONNEL DEVELOPMENT AND

SOCIAL POLICY

5.1 Personnel policy

Professional, highly qualified and motivated staff is one of the chief assets of the Corporation

and the key to its future success. Therefore, continuous improvement of personnel policy is

one of the priorities esta’blished in our Corporation.

Concepts of the Corporation personnel policy:

Adherence to the traditions established by Designer General, academician

S.P. Korolev: to be pioneers in space exploration, go ahead despite all hardships and

temporary setbacks.

Unity and cohesion of the collective for carrying out tasks set; coordination of the

Corporation objectives and employees.

High professionalism and responsibility of the employees for their performance

ensuring efficient production of advanced rocket-space technology and

competitiveness on the market of space services.

Increased personal motivation of each employee for achieving high production results.

Affording an opportunity for the maximum development of human resources potential,

the most important competitive edge of the Corporation.

Creating normal conditions of life and ensuring social protection of the employees and

their families members, as well as promotion of job satisfaction with work in the

Corporation and feeling of pride for belonging to the Corporation.

The main objectives of the personnel policy:

Satisfying the Corporation requirements for manpower in terms of quality and quantity

and a new quality level of personnel potential:

Increased employment of promising young specialists and skilled production

workers; encouragement of their professional advance for the Corporation

development;

Maintaining continuity of work on rocket-space technology development;

Rotation of personnel and appointment of young managers from personnel

reserve;

Optimizing ratio between key production personnel and office and

management personnel;

Ensuring career development and promotion in the Corporation due to only a

high level of professionalism, achievement of steadily high work performance,

commitment to the corporate values.

Each employee is motivated towards meeting the Corporation objectives and raising

labor productivity at the expense of the following:

Training of personnel in state-of-the art technologies of rocketry development;

Modern outfitting of workstations;

Material incentives for personnel based upon annual assessment of employees

performance.

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Establishing personnel management system which would allow the Corporation to

achieve a steady status of socially responsible employer which offers a competitive

benefits package both in the region and in the industry.

Achievement by the Corporation of the level of social responsibility and protection of

its employees which will facilitate meeting the strategic objectives set by

RSC Energia.

In 2016, average headcount of staff on the payroll at RSC Energia was 7 989 persons, while

in 2015 an average staff number on the payroll was 7844 persons. In 2016 regular staff

number was 8 478,9, while in 2015 this figure was 9049,4. The key factor specifying its staff

number is the scope of work to be performed in the Corporation.

In 2016, the number of young employees up to 30 years amounted to 2 117 persons. In so

doing, the age group between 51 and 60 years old was dominant (4 084 persons); also the age

group older than 61 is large enough (2 915 persons). In other age groups the Corporation staff

number was about the same: 2 469 persons in the 31-40 age group and 2 220 persons in the

41-50 age group.

In the last few years the middle age of the Corporation employees has not changed much and

remains almost the same: 47,8 years in 2016; 47,6 years in 2015.

In order to renew the Corporation staff, the Corporation cooperates on a regular basis with

higher educational establishments and secondary professional schools engaged in training and

involvement of talented young people:

basic faculties of the Corporation in leading Moscow higher schools where more

than 426 students are currently taught;

under the Program of training engineers for the Defence-Industrial Complex

(DIC) enterprises, in 2016, 225 school leavers entered the leading institutions of

higher education by target enrollment from RSC Energia; at the present time,

1078 students enrolled under the above Program attend 22 institutions of higher

education;

under the Program entitled “New DIC Personnel”, RSC Energia takes part in the

contest along with 3 institutions of higher education;

o BGTU “VOYENMEKH” after D.F. Ustinov: 8 vacancies assigned;

2117

2469 2220

4084

2396

519

0

500

1000

1500

2000

2500

3000

3500

4000

4500

30 лет и

моложе

31-40 лет 41-50 лет 51-60 лет 61-70 лет старше 71

года

Corporation personnel structure (including ZAO ZEM RSC Energia) by age, persons

30 years and younger

41-50 years 31-40 years 51-60 years 61-70 years older than 71

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o N.E. Bauman MSTU: 10 vacancies assigned;

o MFTI: 5 vacancies assigned.

all kinds of practical work are organized for the students;

students who study at institutions of higher education on a full-time basis, get a

part-time job for a faster adaptation and assuming office. In 2016 123 students

were hired by the Corporation;

workers are trained on the basis of Professional technical secondary school after

S.P. Korolev and Korolev’s College of space machine building and technologies,

26 young workers got jobs in 2016.

In order to compensate for loss of the key competencies, the Corporation practices the

tutorship system aimed to transfer professional know-how to young employees.

5.2. Personnel motivation

The Corporation successfully uses up-to-date wage system which establishes dependence of

remuneration on employees performance assessment results and is based on the concepts of

external competitiveness and internal justice of remuneration, as well as a simplified process

of its administration.

The Corporation wage system is based upon salary and bonus payment. Official salary (tariff

rate) is fixed for each employee on the basis of 20-wage category tariff scale.

Payment for work is effected based upon employment agreements concluded with employees

with due regard for operation results and workload of the divisions.

Indexation of wages of the Corporation employees is carried out in accordance with the

approved regulatory documents of the Russian Federation, branch, tripartite, regional and

municipal agreements.

Key Effectiveness Indicators system is introduced in the Corporation to promote long-term

and sustainable development of the Corporation core business. KEI system is aimed to

represent the Corporation strategy and long-term development program as specific measures

of operational management, assessment of a current state of their achievement and provision

of a basis for making long-term management decisions. The Key Effectiveness Indicators

system is used to motivate top management and employees of the Corporation depending

upon the annual results of the Program implementation.

0100020003000400050006000

1741

322 56 4

5360

1073 247 10

528

2984

1227 253

Corporation personnel structure (including ZAO ZEM RSC Energia) by education, persons

Руководители Специалисты Рабочие

Secondary professional

education

Basic general education

Higher education Secondary general

education

Managers Workers Specialists

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In order to raise labor productivity and enhance quality of output, the Corporation introduced

bonus plan by the results of work schedules performance under the projects throughout the

accounting period.

Encouragement for professional achievements of RSC Energia specialists and workers is one

of the most important morale and material incentives. During the year the Corporation

employees were recommended in accordance with the established procedure for government

rewards, awards of State Corporation ROSCOSMOS, Moscow Region Governor and Moscow

Region Government, administration of Korolev city. In 2016 513 employees of the

Corporation were given awards and honorary titles of the Russian Federation, Federal Service

on military-technical cooperation, Federal Service on technical and export control, Moscow

Region Governor, Moscow Region Government, Korolev municipal district administration,

Cosmonautics Federation of Russia. Also the Corporation employees are awarded honorary

titles in accordance with the Code of Reputation for Work adopted at RSC Energia which

provides for payment of cash bonus for professional performance. In 2016 1357 Corporation

employees received cash bonuses.

5.3 Social policy

Social policy of RSC Energia is concentrated on involvement and keeping of qualified

personnel, motivating employees to increase their labor efficiency and quality of work, as

well as ensuring their social protection. Continuous monitoring of efficiency in social

measures being put into effect allows to optimize costs of social policy implementation.

RSC Energia is one of the city-forming businesses of Korolev city, Moscow Region, and

takes part on a continuous basis in implementing comprehensive municipal social-economic

programs.

In its internal and external relations the Corporation seeks to develop its image as a socially

responsible employer and maintain a high level of employees’ loyalty. All our employees

have equal opportunities to take advantage of the Corporation benefits package.

RSC Energia social policy directions:

private pension plan;

voluntary medical insurance;

housing program;

Corporation employees holidays and health improvement, including their family

members;

pre-school education institution;

youth policy;

sports program;

charitable activities;

patriotic education of citizens within the Corporation’s powers;

giving social aid to the Corporation employees.

Social policy directions are implemented via the Collective Agreement. As part of the social

partnership, the Corporation hosts annual conferences attended by the employer’s, work

collective and trade-union committee representatives where progress in the collective

agreement implementation for the accounting period is discussed, as well as changes

approved in the accounting period are brought to the employees notice.

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In 2016, free medical care of RSC Energia employees was provided, including out-patient

treatment at polyclinic MSCh-170, dentistry, rehabilitation and health recovery in accordance

with voluntary medical insurance contracts (further referred to as the VMI).

In order to ensure social protection of employees when they retire from business on old-age

pension, during 2016 259 employees of the Corporation were granted private pension. In

2016, the redrafted Private Pension Program (PPP) for RSC Energia employees was

approved. The redrafted PPP envisages the concept of the Corporation and employees joint

participation (on a voluntary basis) in generation of employees pension reserves.

For health improvement of the employees and their family members, vouchers are provided.

637 children spent their holidays in children’s health camps in summer. During spring and

autumn holidays children’s health camp Voskhod arranged for the first time additional

arrivals based upon different subject programs for RSC Energia employees children.

Corporate kindergarten located in different city districts is available for the Corporation

employees’ children.

RSC Energia took direct participation in construction of a modern secondary school designed

for 825 pupils as part of Moscow Region state program “Moscow Area Education” being

implemented. The school was opened on September 1, 2016.

RSC Energia’s housing program envisages multiple-choice system to provide housing for the

Corporation employees who need housing space: provision of temporary living space by the

Corporation; provision of the Corporation’s hotel accommodation for those who come from

other cities and participation in shared construction.

Temporary living-space fund includes 2 hotels and 122 apartments.

For promising employees, highly qualified specialists, workers whose trade is very much

sought after are provided with rooms in a hotel housing paid for under contract of rental of

residential premises, or they have an opportunity to buy apartments at preferential price by

way of shared participation in construction.

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6. ENERGY CONSERVATION AND ENERGY EFFICIENCY.

INCREASE IN PRODUCTION ECOLOGICAL SAFETY

6.1. Measures to enhance energy efficiency Due to the fact that the Corporation and its subsidiary companies had to redistribute some of

their activities between themselves, the Corporation took up some activities and related

equipment (including CHPP) which were new to it. So, the Corporation had to engage in

these specific activities throughout 2015. Priority tasks in the accounting year were to ensure

the required reconstruction and modernization of equipment, optimize the system and

personnel.

Measures to increase energy efficiency

Description of measures Measure purpose Volume of

expenditures

in 2016,

mln rubles

Effects of measure implemented,

expected effect

Organization of workstation

(WS) for operator of boiler

room with a remote control

and adjustment of operating

parameters for RSC Energia

central heating and power

plant (CHPP) power

equipment

- organization of computerized

information system for displaying

information on workstation

(operator’s cabin) from

computerized systems controlling

processes proceeding in CHPP TP

ACS which will subsequently

allow to reduce CHPP staff

2.4 (stage 1) - reduction in attending

personnel (after full

automation of 1 and 2

stages);

- facilitation of optimized and

failure-proof operation of the

equipment

Organization of cold and

hot water supply metering

at RSC Energia installations

at the address: 4A

Pionerskaya street, Korolev,

Moscow Region

- metering of cold and hot water

supply in accordance with the

requirements set forth in Federal

Law No416-FZ “On Water Supply

and Water Disposal”; the RF

Government Decree No776 of

04.09.13 “On Approval of the

Rules for Commercial Metering of

Water, Waste Water”;

- creating conditions to enhance

energy efficiency in production in

compliance with Federal Law

No261-FZ “On Energy

Conservation and Enhanced

Energy Efficiency and Making

Amendments to Some Statutes of

the Russian Federation”.

0,46 (phase 2) Expected effect from project

implementation (2017, Phase 1

and Phase 2):

- performed commercial

metering of cold and hot

water supply;

- payment for the resources in

accordance with volume of

their consumption;

- prevention of overpayment

for the consumed resources

up to 13 million rubles per

year in the event that

calculation method of water

metering is applied with

respect to organization as a

consumer;

- a possibility to supervise

optimization of water supply

for production and domestic-

economic needs, with a

subsequent cost cutting

Automation of deaerators

Nos 1,2 operating mode at

CHPP of RSC Energia

- ensured maintenance of water

level and vapor pressure in

deaerators in automatic mode, data

(parameters) transmission to WS

2,0 - Ensured control of deaerator

operation from remote

workstation (WS)

Optimization of steady-state

conditions in power

networks, reduced

consumption of electric

energy for electrical

installations “own needs”

- Optimization of power networks

conditions in order to reduce the

Corporation power consumption

- 2015 saw reduced volumes of

electric power consumption in the

Corporation by 1,7 million rubles

at the expense of switching off

underloaded transformers and

causing other groups of optimally

loaded transformers to pick up

and carry their load.

Replacement of lights with

lamps DRL-400 for lights

with LED lamps having

power of 120 W, 25 units

(external illumination of

building 2AB)

- Electric energy saving,

improvement of working

conditions

0,65 Expected economic effect from

implementation of the project in

2017 is 0,15 mln roubles.

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6.2. Information about the volume of different types of fuel-and-power

resources used by the Corporation in 2016 (in physical and money terms) as

compared with the past year

6.3 Ecological efficiency Calculation of ecological efficiency

Type of pollution Volume, tons Ecological efficiency as compared

with data for 2015,% 2015 2016

Disposal of

waste water

storm run-off 202,583 61,466 69,66

fecal run-off 334,963 350,818 - 4,73

Pollutants emission into the

atmosphere 583,390 0,79

Solid waste 972,342 35,79

Total 1968,02 25,45

Name 2015 2016

Volume Cost, roubles Volume Cost, roubles

Nuclear power 0 0 0 0

Electrical power 14 101 739 kW*hour 53 534 403,23 roubles

14 851 480

kW*hour

57 184 041,36

roubles

Heat power 78 616,16 Gcal

105 961 653,30

roubles 63 945,00 Gcal

90 148 674,12

roubles

Electromagnetic energy 0 0 0 0

Oil 0 0 0 0

Steam 601 Gcal 849 016,49 roubles 581 Gcal 904 142,90 roubles

Low-pressure air 162 000 m3 599 101,13 roubles 162 000 m3 512 303,49 roubles

High-pressure air 20 000 m3 632 717,79 roubles 20 000 m3 631 522,39 roubles

Cold water 555 705 m3 9 911 840,10 roubles 532 648 m3

10 144 336,22

roubles

Motor petrol 431 t 17 993 223,81 roubles 341 т

10 553 837,66

roubles

Diesel fuel 93 t 3 152 786,35 roubles 105 т

3 057 326,78

roubles

Furnace fuel oil 0 0 0 0

Natural gas 0 0 0 0

Coal 0 0 0 0

Oil shale 0 0 0 0

Peat 0 0 0 0

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7. CORPORATE GOVERNANCE

7.1 Corporate governance concepts and structure

Corporate governance system at RSC Energia is a total combination of the processes ensuring overall

management and control of the Corporation operation. These processes cover relations among

shareholders, the Board of Directors and executive bodies and center on harmonizing interests of all

participants in corporate relations which involve not only shareholders and managerial bodies, but also

potential investors and a wide circle of other interested parties such as customers of services, the

Corporation employees, contracting parties, creditors, partners, government and local communities.

RSC Energia considers corporate governance as a means to enhance efficiency in its operation,

maintain its image, increase its investment attractiveness.

In order to streamline and ensure continuity of corporate governance practice in the Corporation, the

Board of Directors resolved to approve Code of Corporate Conduct (Minutes No 11 dated 29.04.2013)

developed. This code is in compliance with current legislation requirements and advanced corporate

governance standards, including Russian Code of Corporate Governance recommended by the Bank

of Russia.

Appendix 5 to the Annual Report gives a detailed information about the Corporation

adherence to the provisions of the Code of Corporate Governance recommended by the

Bank of Russia (Letter from the Bank of Russia N 06-52/2463 “On the Code of Corporate

Governance” of 10.04.2014).

Corporation is a public joint-stock company that carries out all compulsory statutory requirements for

information disclosure on the securities market. Relevant information is available to all interested

persons on the Internet (official site of the Corporation: www.energia.ru) and on the Corporation page

in the Center for Corporate Information Disclosure: http://www.e-

disclosure.ru/portal/company.aspx?id=1615).

RSC Energia’s shareholders can get full and trustworthy information about the Corporation at the

place of its executive body location: 4A Lenin Street, Korolev, Moscow Region.

The Corporation shareholders are provided with reliable and efficient methods to keep records of their

right of ownership to shares. The above activity is conducted by a professional participant of securities

market – registrar of securities. Shareholders are entitled to take part in RSC Energia management by

way of taking decisions on the Corporation operation issues at General Shareholders’ Meeting.

Detailed information about the registrar keeping records of the rights of ownership to the

Corporation securities is given in the Annual Report, Section 10, item 10.2.

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Corporate governance at RSC Energia

Auditing Committee

Control over financial

and economic activities

of the Corporation

General Shareholders’

Meeting

Establishing managerial

and control bodies in the

Corporation, approval of

annual report, financial

statements, profit

distribution, etc.

Management Board

Management of the day-to-day

operations of the Corporation

Director General

Management of the day-

to-day operations of the

Corporation

Board of Directors

Overall management of the

Corporation operation

Internal Audit

Evaluation of policies,

provisions and procedures in the

Corporation in order to ensure

efficient management

Board of Directors’

Committees:

Auditing Committee

Personnel and Remuneration

Committee

Strategic Planning,

Modernization and

Innovative Development

Committee

Preliminary consideration of

urgent items on the agenda of

the Board of Director’ meeting

and giving recommendations

on them

Election

Accountability

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RSC Energia Board of Directors’ statement to the effect that the corporate governance concepts set out

in the Code of Corporate Governance are adhered to.

RSC Energia understands the importance of the corporate governance concepts set out in the Code of

Corporate Governance for doing business successfully in the long-term perspective and ensuring

appropriate level of accountability to its shareholders.

RSC Energia ensures an equal and fair attitude to all its shareholders in exercising their rights to take

part in management of the Corporation. The corporate governance system and practice provide equal

opportunities for all shareholders, namely, holders of shares within one class (type), including

minority (small) shareholders and foreign shareholders, and equal attitude of the Corporation to them,

which is made possible due to the following:

o reliable and efficient record keeping system for ownership rights to shares maintained by

independent registrar;

o free disposal and alienation of the shares they own;

o early notification of the shareholders about holding general shareholders’ meetings, as well as

making information (materials) concerning forthcoming meetings available to all shareholders,

including its placement on the Corporation Internet site;

o free access to personal attendance or through his (her) representatives of general shareholders’

meeting, with a voting right on agenda items in compliance with legislation and the Corporate

Bylaws;

o regular and timely receipt of information about the Corporation operation and familiarization with

the Corporation documents in the manner prescribed by legislation and the Corporate Bylaws;

o a possibility to exercise supervision over managerial bodies actions;

o exercising other rights foreseen by legislation, Corporate Bylaws and decisions taken at general

shareholders meeting within the limits of their competence.

The Corporation seeks to make its activities transparent for its shareholders, investors and other

interested persons. Corporation satisfies statutory requirements for information disclosure by public

companies. The Corporation set up and maintains its own Internet site, including its English version.

The site presents contact information (telephone, fax, E-mail address) which can be used by interested

persons for requesting information they need and discussing topical issues.

Shareholders are given an equal and fair opportunity for profit-sharing through receiving dividends.

Board of Directors defines major strategic guidelines for the Corporation operation in terms of its

long-term development, key indicators of its activity; conducts strategic management; supervises

executive bodies operation, as well as performs other key functions.

Decisions on critical issues of the Corporation operation are taken at the Board of Directors’ meeting

to be held with attendance of all members, by a two-thirds majority or majority of the elected Board of

Directors’ members as a whole.

Corporation set up internal audit subdivision functionally subordinate to the Board of Directors. In-

house regulatory and procedural documents on setting up risk management, internal control and

internal audit system are being updated and agreed.

In an effort to undertake effective measures to prevent and settle conflict of interests, as well as in

order to provide common corporate standards in the Corporation; Policy to Combat Corruption is

adopted, as well as other follow-up documents (including the Code of Ethics and Official Behaviour

for RSC Energia Employees; Provision on Conflict of Interests at RSC Energia; Provision on the

Committee on Meeting the Requirements for Official Behaviour of the Employees and Settling

Conflict of Interests at RSC Energia; Provision on “Telephone Hot Line” on the Issues to Combat

Corruption at RSC Energia). RSC Energia joined the Anticorrupt Practices Charter. During the

accounting period measures aimed to counteract corporate fraud and combat corruption were put into

effect. The Corporation site gives telephones for feedback to report corruption facts.

Corporation adheres to the opinion that there is no need to engage a wide circle of independent

directors in the companies operating in the field of defence-industrial complex of Russia.

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Size of remuneration for the Board of Directors members is calculated based upon the Regulations

approved by the general shareholders meeting which provides for payment of remuneration consisting

of two parts, fixed and variable. Variable part depends upon financial performance of the Corporation

for a respective year. Size of remuneration of the Board of Directors members is differentiated with

respect to scope of responsibilities of a particular Director in the Corporation Board of Directors in

order to take account of additional time required for performance of duties by Chairman of the Board

of Directors, member of a particular Committee, Chairman of a Committee. No other forms of short-

term motivation and additional material incentives are applied to the Board of Directors’ members.

7.2. Information about conducting General Shareholders Meetings

During 2016 RSC Energia held its Annual General Shareholders’ Meeting on 25.06.2016 with

attendance of all shareholders (Minutes No 30 of 25.06.2016) and a possibility to vote ahead of the

meeting by ballots.

The following resolutions were passed at the Annual General Shareholders’ Meeting:

Annual Report and bookkeeping reporting (Financial Statements) were approved, including

the Report on Financial Results of the Corporation for 2015.

Approved were RSC Energia’s Board of Directors’ proposals for distribution of its net profit

of 590,324 mln roubles gained by the 2015 performance of the Corporation.

Approved were recommendations given by the Board of Directors of RSC Energia on size of a

dividend, manner and timing of dividend payment.

Approved were the proposals made by RSC Energia Board of Directors to pay remuneration to

the Board of Directors’ members and the Auditing Committee members.

Approved was the Corporation auditor for 2016.

Approved were the revised versions of the Corporation Bylaws and its in-house documents.

Approved were some interested-party transactions.

As the revised version of the Corporate Bylaws was approved, the Corporation turned into public

company (PC). Also official position of the person who performs duties of single-member executive

body changed: now it is the Director General in place of the President.

Appendix 4 to the Annual Report gives particulars about all the resolutions passed at the

Annual General Shareholders’ Meeting held on 25.06.2016.

7.3. Information about the Corporation Board of Directors

Board of Directors conducts overall management of the Corporation operation in the interests of the

Corporation and its shareholders, in accordance with competence laid down in the Russian Federation

legislation and RSC Energia’s Corporate Bylaws.

Members of the Board of Directors are elected at General Shareholders’ Meeting via cumulative

voting of 11 persons for a period till next Annual General Shareholders’ Meeting.

Board of Directors’ meetings

In 2016 the Corporation Board of Directors held 23 meetings, including 13 meetings of the Board of

Directors elected on 27.06.2015 and 10 meetings of the Board of Directors elected on 25.06.2016.

At its meetings, the Board of Directors considered the matters related to the following aspects of the

Corporation operation:

Drawing up a budget and programs of the Corporation activities, defining KEI list and their

target figures.

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Implementation of the Innovative Development Program.

Audit of RSC Energia financial and business results, as well as its S&A financial and business

results

Monitoring of Quality Management system operation.

Conduct of procurement activity.

Review of the strategically important projects.

Consideration of interested-party transactions.

Appendix 4 to the Annual Report gives particulars about the resolutions passed at the 2016

Board of Directors’ meetings.

7.3.1 Board of Directors’ Regulations

RSC Energia approved the Board of Directors’ Regulations at the Annual General Shareholders’

Meeting held on 25.06.2016 (Minutes N 30 of 25.06.2016) which specified the Board of Directors’

work procedure.

7.3.2 Corporation Board of Directors membership during the accounting year

RSC Energia’s Board of Directors membership from 25.06.2016 up to now

1. Yuri Veniaminovich Vlasov Director General, OAO URSC;

Deputy Director General of State Space Corporation

ROSCOSMOS (job combined with the main job)

2. Anatoly Anatolievich Gavrilenko Director General, ZAO Lider (Pension Fund Assets

Management Company)

3. Alexandr Nikolayevich Ivanov First Deputy Director General, State Space Corporation

ROSCOSMOS

4. Igor Anatolievich Komarov Director General, State Space Corporation ROSCOSMOS,

Chairman of Corporation Board of Directors

5. Oleg Vladimirovich Lobanov Adviser to Director General of State Space Corporation

ROSCOSMOS

6. Alexandr Alekseevich Medvedev Deputy Director General, FSUE TsNIImash;

First Deputy Designer General in charge of RE, R&D,

serial products and innovative development of FSUE Khrunichev SR&PSC (job combined with the main job)

7. Andrei Sergeevich Nikitin Director General, ANO Agency for Strategic Initiatives to

Promote New Projects

8. Sergei Alexandrovich Nikitin Deputy Director General, Head of Corporate Control

Department, ZAO Lider (Pension Fund Assets Management Company)

9. Aleksei Viktorovich Nuzhdov Deputy Director General in charge of investments and

coordination with government bodies, ZAO Lider (Pension

Fund Assets Management Company)

10. Maksim Valerievich Petrov Director General AO RK-AKTIVY (Assets)

11. Vladimir Lvovich Solntsev Director General, RSC Energia

* Board of Directors’ members official positions are given as of 31.12.2016.

RSC Energia Board of Directors membership from 27.06.2015 till 25.06.2016*

1. Yuri Veniaminovich Vlasov Director General, OAO URSC

2. Anatoly Anatolievich Gavrilenko Director General, ZAO Lider (Pension Fund Assets Management Company)

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3. Vitaly Anatolievich Davydov Deputy Director General, Chairman of Scientific-Technical

Council, Advanced Research Fund

4. Andrei Nikolaevich Klepach Deputy Chairman of Bank for Foreign Economic Affairs

(Vnesheconombank)

5. Igor Anatolievich Komarov Director General, State Space Corporation ROSCOSMOS,

Chairman of Corporation Board of Directors

6. Andrei Sergeevich Nikitin Director General, ANO Agency for Strategic Initiatives to

Promote New Projects

7. Sergei Alexandrovich Nikitin Deputy Director General, Head of Corporate Control

Department, ZAO Lider (Pension Fund Assets Management Company)

8. Alexei Viktorovich Nuzhdov Deputy Director General in charge of investments and

coordination with government bodies, ZAO Lider (Pension

Fund Assets Management Company)

9. Maksim Valerievich Petrov Deputy Director General in charge of corporate governance,

legal and property matters of State Space Corporation ROSCOSMOS

10. Pavel Dmitrievich Popov First Deputy Director General, OAO URSC

11. Vladimir Lvovich Solntsev President, RSC Energia

* Board of Directors’ members official positions are given as of 25.06.2016.

7.3.3. Background information about the persons who were the members of RSC

Energia Board of Directors in 2016

Yuri Veniaminovich Vlasov

Date of birth: 1959

Education: higher professional education, Candidate of Technical Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

2010 2011 Defence Ministry of Russia Deputy Head of Department

2011 2012 Defence Ministry of Russia Head of Department

2013 2014 FSUE NPO after S.A. Lavochkin First Deputy Director General

2014 2015 Open Joint-Stock Company United Rocket-

Space Corporation

Deputy Director General for Projects and

Programs

2015 08.2015 Open Joint-Stock Company United Rocket-

Space Corporation Acting Director General

08.2015 up to now Open Joint-Stock Company United Rocket-

Space Corporation Director General

11.2015 up to now State Space Corporation ROSCOSMOS Deputy Director General

(job combined with the main job) No participating interest in the Corporation Charter capital / no common shares in possession

Anatoly Anatolievich Gavrilenko

Date of birth: 1972

Education: higher

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All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

2004 up to now Closed Company Lider (Pension Fund Assets

Management Company)

Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

Vitaly Anatolievich Davydov (up to 25.06.2016)

Date of birth: 1953

Education: higher, Candidate of Economic Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

02.2008 05.2013 Federal Space Agency State Secretary, Deputy Head

06.2013 * Advanced Research Fund Deputy Director General, Chairman of

Scientific-Technical Council

No Participating interest in the Corporation Charter capital / no common shares in possession

* Data as on the date of termination of authority in the Corporation Board of Directors – 25.06.2016.

Alexandr Nikolayevich Ivanov

Date of birth: 1961

Education: higher, Candidate of Military Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

2009 2011 Space forces Head of Armaments, Deputy Commander

2011 2012 Open Joint-Stock Company

Information Satellite Systems after

academician M.F. Reshetnev

Head of Department

2012 2013 Open Joint-Stock Company

Information Satellite Systems after

academician M.F. Reshetnev

Deputy Director General

04.2013 12.2013 Defence Ministry of the Russian

Federation

Head of the Main Department for research

and advanced technologies (innovative

studies) follow-up

12.2013 up to now State Space Corporation

ROSCOSMOS

First Deputy Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

Andrei Nikolayevich Klepach (up to 25.06.2016)

Date of birth: 1959

Education: higher, Candidate of Economic Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

2008 07.2014. Russian Federation Ministry of Economic

Development

Deputy Minister

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2012 * Moscow State University after M.V. Lomonosov Holding the chair of

macroecomonic regulation and

planning, economic faculty

07.2014 * Vnesheconombank Deputy Chairman of

Vnesheconombank

(chief economist)

No Participating interest in the Corporation Charter capital / no common shares in possession

* Data as on the date of authority termination in the Corporation Board of Directors – 25.06.2016

Igor Anatolievich Komarov –Chairman of the Board of Directors

Date of birth: 1964

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From Till

2009 2013 Open Joint-Stock Company AVTOVAZ Executive Vice-President for

Strategy, Finance, Economics and

Corporate Governance. Executive

Vice-President, President

2013 2014 Federal Space Agency Deputy Head

03.2014 01.2015 Open Joint-Stock Company United Rocket-

Space Corporation

Director General

01.2015 08.2015 Federal Space Agency Head of Federal Space Agency

08.2015 up to now State Space Corporation ROSCOSMOS Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

Oleg Vladimirovich Lobanov

Date of birth: 1965

Education: higher, Candidate of Physicomathematical Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

09.2009 04.2014 Open Joint-Stock Company AVTOVAS Adviser to senior Vice-President for

personnel, senior Vice-President for

finance and economics, Vice-

President for finance and economics,

executive Vice-for finance and

corporate development

05.2014 09.2015 State Corporation Rostekh Adviser to Director General in the

Department of Consultants and

advisers to the State Corporation on

promotion of high-tech industrial

products development, manufacture

and export

09.2015 12.2015 State Space Corporation ROSCOSMOS Chief Finance Director

12.2015 02.2017 State Space Corporation ROSCOSMOS Deputy Director General for

Economics and Finance

02.2017 up to now State Space Corporation ROSCOSMOS Adviser to Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

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Alexander Alekseevich Medvedev

Date of birth: 1952

Education: higher, Doctor of Technical Sciences, professor, honoured designer of the Russian Federation,

Academician of the Engineering Academy, K.E. Tsiolkovsky Cosmonautics Academy and Military Academy.

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

2006 2014 Open Joint-Stock Company Engineering

Plant Arsenal

Chief Designer, Vice-President for special

projects

2015 03.2016 Open Joint-Stock Company United

Rocket-Space Corporation

Deputy Director General for projects and

programs

2006 up to now Open Joint-Stock Company Scientific-

Production Corporation Irkut

Chief Designer, Vice-President

03.2016 09.2016 Open Joint-Stock Company United

Rocket-Space Corporation

Deputy Director General for project

management

2014 up to now Federal State Unitary Enterprise

M.V. Khrunichev Center

First Deputy Director General for RE,

R&D, serial products and innovative

development (job combined with the main

job)

09.2016 up to now FSUE TsNIImash Deputy Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

Andrei Sergeevish Nikitin

Date of birth: 1979

Education: higher, Candidate of Economic Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years including

sideline jobs:

Period Name of organization Job title

from till

10.2008 08.2011 LCC UK Ruskompozit Director General

08.2011 02.2017 Independent non-profit organization “Agency of

Strategic Initiatives to Promote New Projects”

Director General

02.2017 up to now acting Governor of Novgorod Region

No Participating interest in the Corporation Charter capital / no common shares in possession

On February 13, 2017 he submitted an application for withdrawal from the Board of Directors; on the fixed date

he is regarded as discontinued his duties in the Board of Directors.

Sergei Alexandrovich Nikitin

Date of birth: 1968

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years including

sideline jobs:

Period Name of organization Job title

from till

02.2010 08.2011 Open Foreign Economic AO “Tekhsnabexport” Deputy Director General

09.2011 07.2012 Closed Joint-Stock Company Lider (Pension Fund

Assets Management Company)

Adviser to Director General

07.2012 06.2013 Closed Joint-Stock Company Lider (Pension Fund

Assets Management Company)

Deputy Director General, Head of

Department for project activities

management and supervision

06.2013 up to now Closed Joint-Stock Company Lider (Pension Fund

Assets Management Company)

Deputy Director General, Head of

Corporate Control Department

No Participating interest in the Corporation Charter capital / no common shares in possession

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Alexei Viktorovich Nuzhdov

Date of birth: 1968

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

12.2008 up to now ZAO Lider (Pension Fund Assets Management

Company)

Deputy Director General for

investments and cooperation with

government bodies

01.2009 09.2014 NPF Gazfond Head of Corporate Security Office

(job combined with the main

job) No Participating interest in the Corporation Charter capital / no common shares in possession

Maxim Valerievich Petrov

Date of birth: 1976

Education: higher, Candidate of Sciences of Law

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

07.2011 10.2013 ZAO Madeliks Deputy Director General for legal

matters and corporate governance

10.2013 03.2014 Open Joint-Stock Company Research Institute for

Space Instrument-Making

Deputy Director General

04.2014 03.2015 Public company United Rocket-Space Corporation Deputy Director General for

corporate governance, legal and

property matters

03.2015 up to now Open Joint-Stock Company United Rocket-Space

Corporation

First Deputy Director General

01.2016 10.2016 State Space Corporation ROSCOSMOS Deputy Director General for

corporate governance, legal and

property matters

(job combined with the main job)

10.2016 up to now AO RK AKTIVY Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

Pavel Dmitrievich Popov (up to 25.06.2016)

Date of birth: 1977

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

2003 2013 OAO GMK “Norilsky Nikel” Director of Economic Department,

Head of Summary and Budget

Planning Office, Deputy Head of

Office, Head of Department

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2013 03.2015 OAO URSC Deputy Director General for

Economics and Finance

03.2015 up to now OAO URSC First Deputy Director General

No Participating interest in the Corporation Charter capital / no common shares in possession

Vladimir Lvovich Solntsev

Date of birth: 1957

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

From till

10.2010 08.2014 OAO NPO Energomash Executive Director

08.2014 09.2014 RSC Energia acting President of the Corporation

09.2014 up to now RSC Energia Corporation President/ Director

General

No Participating interest in the Corporation Charter capital / no common shares in possession

7.3.4. Regulations on ad hoc Committees at the Corporation Board of Directors

The following ad hoc Committees are set up at the Board of Directors aimed at a thorough analysis of

the problems falling within competence of the Board of Directors in strategic planning, internal

control and audit, as well as staff and remuneration.

The Committees are advisory and consultative bodies ensuring efficient performance by the Board of

Directors of their overall management functions within the Corporation. They operate based upon

respective regulations:

Audit Committee Regulations (approved in a revised version by the Board of Directors,

Minutes No. 12 of 17.06.2014))

Personnel and Remuneration Committee Regulations (approved by the Board of Directors,

Minutes No. 4 of 11.12.2009, with amendments introduced in 2014 and 2015; Minutes No. 10

of 17.12.2014, Minutes No 1 of 03.08.2015).

Strategic Planning, Modernization and Innovative Development Committee

Regulations(approved by the Board of Directors, Minutes No. 3 of 26.11.2012; amendments

are introduced in 2014 and 2015; Minutes No. 10 of 17.12.2014; Minutes No.1 of

03.08.2015).

Composition of the Committee on Strategic Planning, Modernization and Innovative Development

at RSC Energia Board of Directors during 2016:

Prior to 25.06.2016

Yuri Veniaminovich Vlasov

Anatoly Anatolievich Gavrilenko

Vitaly Anatolievich Davydov

Andrei Nikolaevich Klepach, Chairman

Sergei Alexandrovich Nikitin

Vladimir Lvovich Solntsev

After 25.06.2016

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Yuri Veniaminovich Vlasov

Anatoly Anatolievich Gavrilenko

Alexandr Nikolayevich Ivanov, Chairman

Alexandr Alekseevich Medvedev

Sergei Alexandrovich Nikitin

Vladimir Lvovich Solntsev

Composition of the Committee on Personnel and Remuneration at RSC Energia Board of Directors

during 2016:

Prior to 25.06.2016

Alla Alexandrovna Vuchkovich

Andrei Sergeevich Nikitin, Chairman

Alexei Viktorovich Nuzhdov

Maxim Valerievich Petrov

After 25.06.2016

Andrei Vladimirovich Ardeev

Alla Alexandrovna Vuchkovich

Andrei Sergeevich Nikitin, Chairman (on 13.02.2017 he discontinued his duties in the Committee)

Alexei Viktorovich Nuzhdov

Maxim Valerievich Petrov

Composition of the Audit Committee at RSC Energia Board of Directors during 2016:

Prior to 25.06.2016

Andrei Vladimirovich Ardeev

Sergei Alexandrovich Nikitin, Chairman

Alexei Viktorovich Nuzhdov

Maxim Valerievich Petrov

Dmitry Nikolayevich Chirkin

After 25.06.2016

Andrei Vladimirovich Ardeev

Sergei Alexandrovich Nikitin, Chairman

Oleg Vladimirovich Lobanov

Alexei Viktorovich Nuzhdov

Maxim Valerievich Petrov

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7.3.5. Meetings of the ad hoc Committees at the Corporation Board of Directors in 2016

Appendix 4 to Annual Report gives detailed information about the resolutions passed at the

meetings of the ad hoc Committees at the Board of Directors during 2016

7.3.6. Provision on Remuneration of the Corporation Board of Directors members

Regulations on Remuneration and Compensations to be paid to RSC Energia’s Board of Directors

members is valid in the Corporation, according to which remuneration to the Board of Directors

members shall be paid once a year by the results of accounting fiscal year, upon the resolution passed

at General Shareholders’ Meeting, as well as actual expenses incurred (with documentary

confirmation) in connection with participation in the Board of Directors activities shall be

compensated (within the norms laid down).

Accounting period for calculating remuneration to the Board of Director’s members is calendar year

(fiscal year is coincident with calendar year).

Remuneration is paid by the results of accounting fiscal year (with its amount fixed by the resolution

passed by General Shareholders’ Meeting) within 3 months after the date of holding AGSM which

decided on payment of remuneration and on condition that the Board of Directors member submitted

all the required documents for payment of the funds to the Corporation.

Remuneration of the Board of Directors members includes the following:

remuneration for taking part in the Board of Directors activities (base part);

remuneration by the Corporation performance in accounting fiscal year (variable part).

Size of base remuneration part to the Board of Directors member for participation in the Board of

Directors activities for accounting year is calculated as a total remuneration for all meetings in which

he participated with due regard for forms of meetings held (with full attendance of the members and

by correspondence) and participation procedure (personal presence (including connection to video-

and telephone communication), submission of opinion in writing) of the Board of Directors member at

the meetings held by the Board of Directors and its Committees. Remuneration is not to be paid in the

event that the Board of Directors member did not attend of more than 50% of the meetings held (from

the date of his election till the time of his authority termination). Remuneration to the Board of

Directors members who are persons liable to Federal law which provides for restriction or ban on

receipt of any payments from commercial organizations, shall be neither calculated nor paid.

Remuneration shall not be paid to the Board of Directors member who performs functions of the

Corporation single-member executive body (Director General).

7.3.7. Information about remuneration paid to the Corporation Board of Directors members in

2016

Annual General Shareholders’ Meeting of the Corporation approved the proposal put forward by the

Board of Directors of RSC Energia to pay remuneration to the Corporation Board of Directors

members by RSC Energia’s performance in 2015 which totals 8 337,8 thousand rubles. The

remuneration is allocated as follows:

Yu.V. Vlasov – 407,5 thousand rubles;

A.A. Gavrilenko – 680,0 thousand rubles;

V.A. Davydov – 407,5 thousand rubles;

N.I. Zelenschikov – 324,1 thousand rubles;

A.N. Klepach – 797,8 thousand rubles;

I.A. Komarov – 492,8 thousand rubles;

A.A. Kuznetsov – 461,5 thousand rubles ;

V.A. Lopota – 263,5 thousand rubles;

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A.S. Nikitin – 923,0 thousand rubles;

S.A. Nikitin – 983,9 thousand rubles;

A.V. Nuzhdov – 811,1 thousand rubles;

M.V. Petrov – 955,4 thousand rubles;

A.K. Ponomarev – 422,2 thousand rubles;

P.D. Popov – 407,5 thousand rubles.

Should any member of the Board of Directors refuse to get remuneration, respective part of net profit

remains the Corporation’s property for charitable purposes by decision of the Corporation executive

bodies.

As on 31.12.2016, Yu.V. Vlasov, I.A. Komarov, M.V. Petrov, P.D. Popov declared their refusal of

remuneration. No remuneration was paid to the above members of the Board of Directors.

Within the fixed period of time, remuneration in the amount of 6 074,6 thousand rubles was paid in

full.

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7.4. Information about the Corporation executive bodies

7.4.1. Single – member executive body

RSC Energia single-member executive body is the Director General who carries out management of

the Corporation day-to-day operation in accordance with the established procedure and within the

limits of power laid down by Federal Law “On Joint-Stock Companies”, other Russian Federation

legal acts, the Corporation Articles of Incorporation, Single-Member Executive Body Provision and

Labor Agreement concluded with single-member executive body.

Vladimir Lvovich Solntsev

Date of birth: 1957

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

10.2010 08.2014 OAO NPO Energomash Executive Director

08.2014 09.2014 RSC Energia Acting President of the Corporation

09.2014 up to now RSC Energia President/Director General of the

Corporation

No Participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Articles of Incorporation and under the Labor Agreement is 5 years.

7.4.2. Collective Executive Body (Management Board) of the Corporation

RSC Energia Collective Executive Body is the Corporation Management Board. In accordance with the

Articles of Incorporation existing in the Corporation, the membership and staff of the Management

Board are determined by the Board of Directors. Management Board members are elected for a 5-year

period by the Board of Directors with due regard for a proposal put forward by the Corporation

Director General. Only Corporation employees and/or 100% S&As are entitled to be members of the

Management Board.

During 2016 the membership of the Corporation Management Board was changed from 16 to 17

persons.

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7.4.3. Corporation Management Board membership in 2016

(posts are stated as on 31.03.2017)

1. Nikolai Albertovich Brukhanov First Deputy Designer General, Chief Designer of advanced

space complexes and systems, RSC Energia

2. Pavel Vyacheslavovich Vinokurov First Deputy Director General for financial-economic activity,

RSC Energia

3. Eugeny Alekseyevich Yermakov Head of Department, Chief Engineer, RSC Energia

4. Mikhail Viktorovich Komarov Deputy Director General for Human Resource and social

policy, RSC Energia

5. Yelena Mikhailovna Korogodina Chief Accountant, RSC Energia

6. Alexandr Alexandrovich Kuznetsov

(since 11.11.2016)

Deputy Director General, Head of Main Project Management

Office, RSC Energia

7. Mikhail Yurievich Merkulov Deputy Director General for Security, RSC Energia

8. Eugeny Anatolievich Mikrin Designer General, First Deputy Director General, RSC

Energia

9. Vladimir Yefimovich Osmolovsky

(till 21.03.2016)*

Senior Vice-President for Economics and Corporate

Governance, RSC Energia

10. Nikolai Anatolievich Pirogov

(since 09.11.2015)

Deputy Director General for cooperation with government

bodies, RSC Energia

11. Igor Sergeevich Radugin First Deputy Designer General, Chief Designer of launch

vehicles, RSC Energia

12. Sergei Yurievich Romanov First Deputy Designer General, Chief Designer of Manned

Space Complexes, RSC Energia

13. Viktor Ivanovich Rykov Adviser to Director General, RSC Energia

14. Sergei Anatolievich Saperov Deputy Director General for organization-legal matters, RSC

Energia

15. Vladimir Lvovich Solntsev Chairman of Management Board, Director General, RSC

Energia

16. Vladimir Alexeyevich Solovyov First Deputy Designer General for flight operation, tests of

rocket-space complexes and systems, RSC Energia

17. Igor Vladimirovich Frolov First Deputy Designer General, Chief Designer of Unmanned

Space Complexes and Systems, RSC Energia

18. Sergei Yurievich Shachnev

(since 16.09.2016)

First Deputy Director General, Technical Director, ZAO ZEM

RSC Energia.

* Termination of authority in the Corporation Management Board as the result of the Labor Agreement

cancellation.

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7.4.4 Background information about the persons serving on the Corporation Management

Board in 2016

*(posts are indicated as on 31.03.2017)

Nikolai Albertovich Brukhanov

Date of birth: 1957

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

02.2009 07.2012 RSC Energia Deputy Designer General, Chief Designer of Manned

Complexes

07.2012 12.2014 RSC Energia First Deputy Designer General, Chief Designer of Manned

Space Complexes

12.2014 12.2016 RSC Energia Designer General of Advanced Space Complexes and

Systems

01.2017 * RSC Energia First Deputy Designer General, Chief Designer of

Advanced Space Complexes and Systems

No participating interest in the Corporation charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited.

Pavel Vyacheslavovich Vinokurov

Date of birth: 1975

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

07.2011 08.2014 OAO Energomash Deputy Managing Director for Economics and Finance

08.2014 05.2016 RSC Energia Vice-President for Financial-Economic Activity

05.2016 * RSC Energia Senior Vice-President for Financial-Economic

Activity/First Deputy Designer General for Financial-

Economic Activity

Participating interest in the Corporation Charter capital: 0.00018%

Person’s share in the issuer common stock ownership: 0.00018%

Term of office in accordance with the Labor Agreement: unlimited

Eugeny Alexeyevich Yermakov

Date of birth: 1984

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

09.2011 01.2015 OAO NPO Energomash Chief power engineer, Deputy Chief engineer for

operation; Chief power engineer

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01.2015 02.2015 RSC Energia Chief power engineer

02.2015 * RSC Energia Head of Department, Chief engineer

10.2016 * ZAO ZEM RSC Energia Chief engineer (job combined with the main job)

No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Mikhail Viktorovich Komarov

Date of birth: 1961

Education: higher, Candidate of Technical Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

10.2007 12.2014 RSC Energia Human Resource Director

12.2014 * RSC Energia Vice-President for Human Resource and Social

Policy/Deputy Director General for Human Resource

and Social Policy

Participating interest in the Corporation Charter capital: 0.00009%

Person’s share in the issuer common stock ownership: 0.00009%

Term of office in accordance with the Labor Agreement: unlimited

Yelena Mikhailovna Korogodina

Date of birth: 1975

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

02.2011 * RSC Energia Chief Accountant

Participating interest in the Corporation Charter capital: 0.00009%

Person’s share in the issuer common stock ownership: 0.00009%

Term of office in accordance with the Labor Agreement: unlimited

Alexandr Alexandrovich Kuznetsov

Date of birth: 1960

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

2006 2012 RSC Energia Head of Directorate

09.2012 02.2015 RSC Energia First Deputy Designer General, Head of Project

Management Office

02.2015 08.2015 RSC Energia Head of Project Management Office

08.2015 10.2016 RSC Energia Deputy Designer General for launch vehicles, Head of

Project Management Office

10.2016 * RSC Energia Deputy Director General, Head of Main Project

Management Office

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No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Mikhail Yurievich Merkulov

Date of birth: 1960

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

09.1983 12.2014 Serviceman, Federal Security

Service of Russia

12.2014 * RSC Energia Vice-President for Security/Deputy Director General

for Security

No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Eugeny Anatolievich Mikrin

Date of birth: 1955

Education: higher professional, the RAS academician, Doctor of Technical Sciences, professor

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

1991 03.2013 Bauman Moscow State

Technical University

Professor, Chair IU1, RST Department (job combined

with the main job)

03.2013 up to

now

Bauman Moscow State

Technical University

Holding the Chair, Professor; Chair IU1 (job combined

with the main job)

05.2010 12.2015 RSC Energia First Deputy Designer General, Chief Designer of

onboard and ground control complexes and systems;

Head of Scientific-Technical Center

09.2007 up to

now

Moscow Physico-Technical

Institute (MFTI)

Professor, Holding the Chair of Motion Control (job

combined with the main job)

12.2015 07.2016 RSC Energia Designer General

07.2016 * RSC Energia Designer General, First Deputy Director General

Participating interest in the Corporation Charter capital: 0.00383%

Person’s share in the issuer common stock ownership: 0.00383%

Term of office in accordance with the Labor Agreement: unlimited

Vladimir Yefimovich Osmolovsky (till 21.03.2016)

Date of birth: 1954

Education: higher

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

07.2009 03.2016 RSC Energia Senior Vice-President for Economics and Corporate

Governance

No Participating interest in the Corporation Charter capital/no common shares in possession

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Term of office in accordance with the Labor Agreement: unlimited. Labor Agreement is cancelled since

21.03.2016

Nikolai Anatolievich Pirogov

Date of birth: 1951

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

06.2001 01.2013 OAO NPO Energomash Deputy Director General, Director for Foreign Economic

Activity; First Deputy Designer General, Director for

Foreign Economic Activity; Director General; Deputy

Director General for Foreign Economic Activity; Deputy

Managing Director for Foreign Economic Activity

01.2013 02.2015 OAO NPO Energomash Adviser to the First Deputy Managing Director, Chief

Designer; Adviser to Managing Director for cooperation

with government bodies

02.2015 * RSC Energia Vice-President for cooperation with government

bodies/Deputy Director General for cooperation with

government bodies

No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Igor Sergeyevich Radugin

Date of birth: 1953

Education: higher professional, Candidate of Technical Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

09.2011 12.2014 RSC Energia First Deputy Designer General of Rocket-Space

Complexes

12.2014 12.02016 RSC Energia Designer General of Launch Vehicles

01.2017 * RSC Energia First Deputy Designer General, Chief Designer of

Launch Vehicles

No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Sergei Yurievich Romanov

Date of birth: 1957

Education: higher professional, Candidate of Technical Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

09.2007 07.2012 RSC Energia Deputy Designer General, Head of Scientific-Technical

Center

07.2012 12.2014 RSC Energia First Deputy Designer General, Head of Project

Management Office

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03.2014 10.2015 ZAO ZEM RSC Energia Director General (job combined with the main job)

12.2014 12.2016 RSC Energia Designer General of Manned Space Complexes

01.2017 * RSC Energia First Deputy Designer General, Chief Designer of

Manned Space Complexes

Participating interest in the Corporation Charter capital: 0.00133%

Person’s share in the issuer common stock ownership: 0.00133%

Term of office in accordance with the Labor Agreement: unlimited

Viktor Ivanovich Rykov

Date of birth: 1956

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

02.2011 08.2014 OAO NPO Energomash Deputy Managing Director for Security

09.2014 12.2014 RSC Energia Vice-President for Security and Personnel

12.2014 09.2016 RSC Energia Vice-President for Control-Auditing Activity

09.2016 * RSC Energia Adviser to Director General

No Participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Sergei Anatolievich Saperov

Date of birth: 1968

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

02.1999 05.2012 Moscow Regional Bar Association Member of Moscow Regional Bar Association

05.2012 09.2014 Served in Counsel’s Office No. 1958,

the Register of counsels’

establishments, Moscow Region

Served in Counsel’s Office No. 1958, the

Register of counsels’ establishments, Moscow

Region

09.2014 * RSC Energia Vice-President for organization-legal

matters/Deputy Director General for

organization-legal matters

No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Vladimir Lvovich Solntsev (Chairman)

Information is given in Section “Single-Member Executive Body”

Vladimir Alexeyevich Solovyov

Date of birth: 1946

Education: higher professional, Doctor of Technical Sciences; RAS corresponding member, professor

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

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Period Name of organization Job title

from till

02.2009 * RSC Energia First Deputy Designer General for Flight Operation,

Tests of Rocket-Space Complexes and Systems

Participating interest in the Corporation Charter capital: 0.02109%

Person’s share in the issuer common stock ownership: 0.02109%

Term of office in accordance with the Labor Agreement: unlimited

Igor Vladimirovich Frolov

Date of birth: 1978

Education: higher professional

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

03.2009 09.2014 RSC Energia Head of Division

09.2014 12.2014 RSC Energia First Deputy Designer General of Unmanned Space

Complexes

12.2014 12.2016 RSC Energia Designer General of Unmanned Space Complexes and

Systems

01.2017 * RSC Energia First Deputy Designer General, Chief Designer of

Unmanned Space Complexes and Systems

No participating interest in the Corporation Charter capital/no common shares in possession

Term of office in accordance with the Labor Agreement: unlimited

Sergei Yurievich Shachnev

Date of birth: 1964

Education: higher professional, Candidate of Technical Sciences

All positions taken by this person in the Corporation and other organizations over the last 5 years, including

sideline jobs:

Period Name of organization Job title

from till

12.2005 06.2014 ZAO ZEM RSC Energia Deputy Production Manager – Head of Department;

Production Manager; First Deputy Chief Engineer –

Production Manager

06.2014 10.2015 ZAO ZEM RSC Energia First Deputy Chief Engineer – Production Manager –

Head of Process Control Department

10.2015 02.2017 ZAO ZEM RSC Energia Director General

02.2017 * ZAO ZEM RSC Energia First Deputy Director General, Technical Director

Participating interest in the Corporation Charter capital: 0.00222%

Person’s share in the issuer common stock ownership: 0.00222%

Term of office in accordance with the Labor Agreement: unlimited

7.4.5. Provision on remuneration of the Corporation executive bodies members

According to the Corporation President’s order No. 74/DSP of 27.02.2013, the Procedure for

Remuneration Payment to RSC Energia Board of Management Members was approved and put into

effect since 01.01.2013. The Procedure determines that RSC Energia Board of Management members

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may receive bonuses for their work in the Management Board. There is no fixed remuneration for

work in the Management Board. In 2016, under the above Procedure, no payments were made.

7.4.6. Information about remuneration paid to the Corporation executive bodies members

Amounts of payments under the Labor Agreements (Contracts) to the Management Board members

and the Director General in 2016 totalled 176 960,7 thousand rubles, including the bonuses on

different grounds for the amount of 35 101 thousand rubles.

No property was granted to the Management Board members for the accounting period, except for the

payments under the Labor Agreements entered into with RSC Energia employees on the staff. No

other agreements on remuneration payments to the Management Board members have been concluded

for the current fiscal year, with the exception of the payments under the Labor Agreements entered

into with RSC Energia regular staff.

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8. EQUITY CAPITAL

8.1. Equity capital structure

RSC Energia Charter capital amounts to 1 123 734 000 rubles and consists of

1 123 734 common shares with a nominal value of 1 000 rubles each.

The number of RSC Energia’s authorized stock totals 250 000 shares.

State registration number of securities: 1-03-01091-A of 30.12.1998.

At the present time, the Corporation doesn’t have at its disposal:

additional shares which can be placed or in the process of being placed;

shares which became available (listed in the fixed assets) to the Corporation;

extra shares which can be placed as the result of conversion of placed securities to be

converted into shares or as the result of the Corporation options commitments performance.

Corporation shareholders number as on 31.12.2016

Total number of shareholders, including: 8 290

legal persons (including nonresidents) 19

natural persons (including nonresidents) 8 270

nominee shareholder 1

91,48%

8,52%

Corporation Charter capital structure

Юридические лица - 91,48% (1 027 962 шт.)

Физические лица - 8,52% (95 772 шт.)

Legal persons - owners 91,48% (1 027 962 shares)

Natural persons 8,52% (95 772 shares)

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Since 09.06.2014 up to now, RSC Energia’s shares are traded in the Third Tier of the List of

Securities allowed for sale by Moscow-Stock Exchange.

Information about the state of the Corporation shares market is available on official Web site

of Moscow Stock Exchange moex.com (ticker tape message RSC Energia – RKKE

8.2. Dividend Policy

RSC Energia dividend policy is based upon the balance of interests between the Corporation and its

shareholders in determining size of dividend payouts; respect for and strict observance of the

shareholders’ rights provided for by active legislation of the Russian Federation, the Corporation

Articles of Incorporation and its By-Laws; efforts to increase investment attractiveness of the

Corporation and its capitalization.

Declaring dividends and their payouts are carried out in accordance with the provisions stated in the

Corporation Articles of Incorporation and Federal Law “On Joint-Stock Companies” as well as in line

with proposals put forward by the Board of Directors.

In accordance with the Russian Federation President’s Decree No. 874 of December 2, 2013 “On

Rocket-Space Industry Management System”, in order to improve rocket-space industry enterprises

management system, the Corporation shares in state ownership of the Russian Federation (38.22 %)

were made the Russian Federation contribution to the Charter capital of open joint-stock company

“United Rocket-Space Corporation”. In view of this fact, since 23.09.2014, the Corporation dividend

policy was based upon respective dividend policy pursued by OAO URSC.

58,82% 12,71%

12,41%

2,67% 13,39%

Shareholders whose stake in the Corporation Charter Capital is more than 2%

ОАО "ОРКК" - 58,82% (660 926 шт.)

ООО Управляющая компания "Агана" - 12,71% (142 816 шт.)

ЗАО "Лидер" (Компания по управлению активами пенсионного фонда) - 12,41% (139 418 шт.)

АО АКБ "ЦентроКредит" - 2,67% (30 000 шт.)

Иные акционеры, владеющие менее 2% УК

OAO URSC: 58,82% (660 962 shares)

OOO Management Company Agana - 12,71% (142 816 shares)

ZAO Lider (Pension Fund Assets Management Company) - 12,41% (139 418 shares)

AO AKB TsentroKredit - 2,67% ( 30 000 shares)

Other shareholders holding less than 2% of the Charter captial

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Corporation dividend history over the 2011-2015 period

2011 2012 2013* 2014 2015

Period for which dividends are

paid

full year full year full year full year full year

Control body that passed a

resolution to declare dividends

General

Shareholders’

Meeting

General

Shareholders’

Meeting

General Shareholders’

Meeting

General

Shareholders’

Meeting

General

Shareholders’

Meeting

Date of holding General

Shareholders’ Meeting

23.06.2012 06.07.2013 14.01.2015 27.06.2015 25.06.2016

Date on which the List of persons

entitled to get dividends for a

given dividend period was drawn

up

04.05.2012 27.05.2013 03.02.2015 As no net profit was reported by

the Corporation performance in

2014, the date on which the List of

persons entitled to get dividends

had been drawn up, was not fixed

14.07.2016

Date of making up General

Shareholders’ Meeting Minutes

and their number

27.06.2012

No. 24

10.07.2013

No. 25

16.01.2015

No. 28

30.06.2015

No. 29

25.06.2016

No. 30

Category (class) of shares common common common common common Size of declared dividends on this

category (class) of shares per share,

rubles

280 172 95 General Shareholders’ Meeting

resolved that no dividends on the

Corporation shares by the 2014

performance were to be calculated

and paid as there had been no net

profit earned

135

Size of declared dividends in the

aggregate on all shares of a given

category (class), thousand rubles

314 645,5 193 282,2 106 754,7 0 157 704, 1

(including taxes of 11 124,6)

Source of the declared dividends

payment:

Net profit

for 2011

Net profit

for 2012

Net profit

for 2013

No net profit

for 2014

No net profit

for 2015

Share of the declared dividends in

net profit for the accounting year, %

25.26 25.47 25.65 0 25,7

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2011 2012 2013* 2014 2015

Total size of dividends paid on all

issuer shares of one category (class),

thousand rubles

314 475,7 193 178,2 105 093,9**

No dividends by the 2014

performance of the Corporation

were calculated and paid as there

had been no net profit earned

137 397,0**

(with no taxes withheld)

Share of the dividends not received

by addressees, %

Reasons:

- stale data in legal persons payment

details;

- shareholders not available at the

addressees indicated in

questionnaires;

- no mail transfers are made with

certain countries where some of the

shareholders – natural persons

(nonresidents) are registered;

- incorrect particulars for payment

stated by the shareholders

0.05 0.05 0.05 − 2,09

Time allowed for payment of

declared dividends on shares

till 21.08.2012 till 04.09.2013 - for nominee shareholder

and professional

securities market

participant, trustee

entered in the Register of

Shareholders – till

17.02.2015;

- for other persons

entered in the Register of

Shareholders – till

12.03.2015

− - for nominee shareholder and

professional securities market

participant, trustee entered in the

Register of Shareholders – till

28.07.2016;

- for other persons entered in the

Register of Shareholders – till

18.08.2016

* At the annual General Shareholders’ Meeting held on 12.07.2014. (Minutes No. 26 of 15.07.2014), no decision was taken on RSC Energia’s profits allocation by the 2013

performance of the Corporation. Relevant decision was taken at extraordinary General Shareholders’ Meeting held on 14.01.2015 (Minutes No. 28 of 16.01.2015).

** As on the date of 31.12.2015.

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8.3. Information about distribution and disposition of the profit earned by the

2015 performance in 2016

By the Corporation performance in 2015, its net profit was 590 324 thousand rubles.

In accordance with the resolution adopted at regular General Shareholders’ Meeting held on

25.06.2016, net profit earned by the Corporation performance in 2015 was distributed as

follows:

dividends payouts in the amount of 151 704,1 thousand rubles (25.7% of net profit

volume);

no cash payments were directed to Reserve Fund (Reserve Fund is already set up);

no cash payments were allocated to Investment Fund.

amount totalling 8 896,6 thousand rubles (1,51% of the net profit volume) was

allocated for payment of remuneration by the 2015 performance of the Corporation to

its Board of Directors and Audit Committee members.

Undistributed profit was 429 723,3 thousand rubles (72,79% of the net profit volume).

Appendix 2 to the Annual Report gives a detailed information about disposition of

the net profit earned by the Corporation in 2015.

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9. INTERNAL CONTROL AND RISK MANAGEMENT

9.1. Description of the key risk factors associated with the Corporation

activities

Information about possible circumstances which can hamper progress of the Corporation business

(legal, financial, industry risks, country and regional risks; risks associated with the Corporation

activities).

During its contract and procurement activity the Corporation is running risks associated with its

counterparties. In connection with this, when the Corporation and its subsidiary companies effect civil

transactions, as well as during the process of fulfilment of civil commitments based upon the

abovementioned transactions, the following risk factors are continuously monitored:

financial instability, insolvency of counterparty;

counterparty’s unreliability, counterparty being unable to provide high-quality goods,

work, services;

concealed affiliation, etc.

Comprehensive preliminary inspection of potential partners is performed through assessment of

documentation provided by counterparties, analysis of information from unclassified sources and

dedicated information databases, as well as conduct of efficient activities as field checks.

The Corporation places strong emphasis on preventive measures to combat corruption, corrupt

offences and take action against corruption as the key factors having direct impact on the corporate

risk level. Measures to prevent and mitigate corrupt practice risks are finalized in the Corporation in-

house regulatory documents such as the Anticorrupt Practices Policy, Code of Employees and

Conduct; Provision on RSC Energia Employees Reporting a Gift Presented to Them due to Their

Official Position or Official Duties They are Performing; Handing the Gift Over and Evaluation,

Selling (Buy-Out) and Crediting the Funds Gained from Its Sale; Provision on Conflict of Interests;

Provision on Hot Line to Bring Up the Issues of Corruption and Combat Corrupt Practices at RSC

Energia.

Corporation performed scheduled and unscheduled inspections of adherence to the principles of doing

business in an open and honest way.

In exercising internal control over preventing and taking action against corruption, as well as in

management of risks associated with counterparties, the Corporation takes into account the best

international practice or more specifically, that part of it which does not run counter to the Russian

legislation.

Corporation complies with anticorrupt requirements in exercising control over procurement activity,

including check of procurement documentation and procurement participants aimed to assess their

trustworthiness and good faith level, settle conflict of interests, rule out affiliation and other abuses

associated with the post filled in the Corporation.

Corporation and subsidiary companies procurement activity is completely regulated, mandatory tender

procedures are established. Corporation performs on-line monitoring of the standards adopted,

controls their compliance and updates them on a regular basis.

Risks related to acquisition of issuing securities placed

Investments in the Issuer securities involve a certain degree of risk. In this connection, in taking

investment decisions, potential investors shall thoroughly study the risk factors given below. In

addition, provisions of this paragraph do not take the place of own analysis of investment risks on the

part of shares acquirers. The Issuer cannot guarantee that the risk factors to be determined are

complete and exhaustive to take a decision on acquiring the Corporation shares.

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In the course of its activity, RSC Energia is running a considerable risk of being affected by current

political, economic situation and the situation on the Russian Federation financial markets. In case of

being exposed to one or more risks considered below, the Corporation will undertake all possible

measures to minimize their negative effects.

In order to reduce some of the risks to the extent possible, the Corporation undertook some protective

measures having to do more with implementation of the main production program of the Corporation

(in particular, insurance against some risks is common).

In the course of its operation, RSC Energia considers both internal and external factors associated with

economic and political trends, the situation existing on space services market and other risks,

character and level of which do not fall under immediate control of the Corporation. Risk control

function is distributed in the Corporation, i.e. risks identifying and analysis; taking and implementing

decisions required to counteract/minimize risks effects are performed by top managers for respective

areas of responsibility:

o economic risks are managed by First Deputy Director General for Economics and Corporate

Governance; Project managers;

o technical risks are considered by Designer General, First Deputy Designer General, Deputies

Designer General, Chief Designers for core business activities;

o technological risks are undertaken by the Corporation Chief Engineer, the management of the

main technological entity, ZAO ZEM RSC Energia;

o legal risks are dealt with by Deputy Director General for organization – legal matters, etc.

When responsible top manager does not have enough authority for decision taking or risk may affect

several lines of activity, the Board of Management and RSC Energia Director General are to be

involved.

Space industry risks

At the present time, demand for space services (both manned and unmanned) on the world market is

gradually increasing. After closure of the Space Shuttle Program, Russia dominates on the manned

flights market. The demand for RSC Energia – made manned transport space vehicles such as the

Soyuz and cargo vehicles Progress from a near-term outlook (throughout ISS operational use as a

minimum) is expected to be stable. It is determined by the need to meet international commitments by

Russia to deliver crew members and cargo to support the ISS operation (including fuel supply).

However, under the Federal Space Program intended for the 2016-2025 period, the number of

annually launched cargo transport spacecraft has decreased to 3.

Since 2012, the US Space Agency NASA can use cargo transport spacecraft Dragon in order to

deliver and return cargo to/from the ISS on its own. Since 2013, NASA cargo can also be delivered to

the ISS via cargo transport spacecraft Cygnus. As a result, NASA’s orders for cargo transportation by

the Progress spacecraft have reduced.

As the US commercial companies continue to implement their plans for building manned space

vehicles, Russia’s dominance on the manned space flights market will not be held for a long time,

while competition will be sharpening (according to the forecasts). So, NASA plans to start flight tests

of commercial spacecraft SpaceX in August 2017, while commercial spacecraft of the Boeing will be

put to tests (CFT) in December 2017.

The Corporation has no competitors in this area on the home market.

Steady demand is expected for the Corporation activities aimed to operate the ISS and use it for

specified purposes, including international projects for Earth and space research; building new ISS

increments (MLM-U, NM, SPM), as well as conduct advanced developments in manned

cosmonautics, including creation of an advanced manned transportation system and deep space

exploration. The above plans are part of the Federal Space Program intended for the 2016 – 2025

period.

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Prospects for further development of Russian manned cosmonautics regarding transportation

spacecraft involve building new generation crew transportation spacecraft, as well as cargo

transportation spacecraft with an increased lifting capacity.

For the Corporation, space industry risks are associated with an increase in the product cost and the

ratio between dynamics of this increase and those of world analogues.

There is a possibility of increased risks due to economic problems that allied organizations involved in

traditional cooperation of the Corporation.

At the present time, demand for space services using unmanned spacecraft (SC) on the Russian and

world markets tends to grow steadily.

In so doing, there is a certain risk of potential lag in technology of national SC manufacturers which is

due to some extent to insufficient quantity of electronic components and materials with the required

performance made in Russia.

Currently, the main priorities on the world market of communication and broadcasting commercial

satellites are:

building SC with upgraded performance (service life, power, transmission capacity, etc.)

operating in C and Ku frequency bands for a scheduled replacement of operational SC;

manufacture of SC operating in Ka frequency band making it possible to dramatically

rise transmission capacity of satellites and provide new satellite communication services:

wide-band access to Internet network and high-rate trunk communication channels.

The most critical factors determining space industry risks on the world market for unmanned

spacecraft manufacture are the following:

keen competition among major manufacturers of spacecraft on the world market;

new world players from the countries with high rates of economic growth (such as China,

India, Japan) entering the market of unmanned spacecraft manufacture and launch;

political instability in some developing countries which create potential market for the

Corporation products and services;

trend towards integration of the world space services market into common open free

partnership for space services and technologies manufacture and application.

Also it is worth noting that there is robust competition among national manufacturers of spacecraft

such as OAO Information Satellite Systems after academician M.F. Reshetnev, AO RSC Progress,

AO NPO after S.A. Lavochkin, etc.

In order to prevent possible negative consequences of space industry risks, RSC Energia pursues an

active scientific-technical policy of participation in the RF Federal Space Program, conducts

continually search for potential Russian and foreign customers of satellites and foreign partners

interested in advanced space technologies.

RSC Energia gives great attention to research and development activities on improvement and

mastering new technologies.

Work is currently underway for building a new modification of multipurpose space bus.

In order to master and introduce advanced technologies in designing and manufacturing of SC for

different applications, RSC Energia extends cooperation with the leading European company such as

Airbus Defence & Space, including cooperation within joint venture “Energia-Satellite Technologies

(LCC Energia SAT).

As to RSC Energia-made the DM-type Upper Stages, the Corporation competes with Russian

manufacturers of such Upper Stages as FSUE Khrunichev SR&PSC (the Briz-M Upper Stages which

are operated with Proton-M launch vehicle and since 2014 – with Angara A5 LV) and AO NPO after

S.A. Lavochkin (the Fregat-SB Upper Stages which are designed to operate with Zenit and Soyuz

launch vehicles). The Corporation, therefore, is busy all the time with efforts to improve and upgrade

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technical and operational characteristics of the DM-type Upper Stages which present, by current

estimates, one of the best choices worldwide in energy efficiency, ecological compatibility, accuracy

in delivery of «heavy» payloads and SC to desired high-energy orbits/flight courses.

Country and regional and logistics risks

Core activities of the Corporation are concentrated in Russia.

The enterprise operation can be impacted by risks associated with instability on world markets as a

whole and its adverse effect on national economy, industry, financial system. Risks mitigation factor

is the political situation nationwide remaining stable.

The corporation does not forecast adversely changing situation in Russia which could affect economic

position of the Corporation and its business in the immediate future. However, one must not rule out a

possibility of economic destabilization in the country related to mounting crisis on financial markets

or a sharp decline in oil and gas prices; aggravation of international, military, political and economic

situation due in part to the events taking place in the Ukraine and Syria.

The Corporation is registered and conducts its activities in economically stable and dynamically

developing region, namely Moscow Region.

Geographic features of the region account for extremely low risks of exposure to disasters. The region

is located in the central part of the Russian Federation where transportation is well developed.

Moscow region is connected via motor, railway and air transport with all Russian regions, as well as

all countries, which entirely excludes the risk of possible termination of transportation due to

remoteness of the region and/or its being difficult of access.

Moscow Region is regarded as one of the most politically stable areas which does not border directly

upon zones of military conflicts, as well as the regions, in which there is a high probability of

introducing state of emergency.

However, being aware of current international situation, we cannot rule out the risks associated with

attempts to commit terrorist acts by extremist groups.

At the same time, geographical remoteness of the Corporation from sites of vehicles prelaunch

processing on Processing Facility and Launch Complex of cosmodromes (including Baikonur

Cosmodrome) determines arising of risks of the Corporation property loss and damage during its

transportation to point of destination. The Corporation provides for insurance against these kinds of

risks.

Due to the fact that the Corporation conducts its activities on the territory of the Republic of

Kazakhstan (Baikonur Cosmodrome), impact of country risks associated with unfavorable

development of political and economic factors on interstate relations is possible. However, the

agreement concluded between Russia and Kazakhstan on the use of Baikonur Cosmodrome up to

2050, as well as Common Economic Space allow to assess risk like that as insignificant. The Parties

do their best to create necessary conditions for a steady economic development of the member states;

provide (among other things) coordinated state backing of their priority industries and works; pursue

agreed customs policy; develop united transportation systems.

Due to the fact that the Corporation is involved in a number of projects for foreign customers located

in African countries, unstable political situation in the above region might have an adverse effect on

the Corporation operation. These risks are insured as well.

Financial risks

Unstable geopolitical and economic situation may affect financial stability indicators of RSC Energia.

Size of proceeds of the sale of goods (works, services) and amount of profit are negatively impacted

by inflation risks, changes in exchanges rates and risks of increased interest rates on credits, as well as

by manufacturing and logistic risks.

Inflations risks

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Significant increase in growth rate of prices of goods, raw materials, subcontract items will result in

increased costs which could affect negatively size of net profit and reduce cash assets. Official

inflation indices in 2017 forecasted by Russian Ministry of Finance, Central Bank and Russian

Ministry of Economic Development are, approximately, identical and come to 4%-6% by optimistic

forecasts.

Under these conditions, inflation risks are minimal.

The policy pursued by the Corporation management and aimed to preserve current assets, control over

debts receivable and rational application of available funds allow to balance inflationary effect (with

real inflation level matching the forecasted level) on production capability.

Exchange rate changes risks

Exchange rate changes may affect economic activities, because the Corporation is the exporter, as

well as the importer of science-intensive and high-technology products.

Value dating of the contracts entered into with foreign counterparts is carried out in US dollars and

Euros; therefore, this is not to the Corporation advantage to have their high rates of exchange to ruble.

Taking into account that volume of procurement under foreign trade contracts is insignificant, the

risks associated with exchange rate changes are small.

Interest rate risks

Duration of output manufacturing cycle implies use of borrowed resources. Increased interest rates

and changed lending terms can adversely affect final financial results.

In 2016, debt financing within credit facilities was carried out on favorable terms and at lending rates

lower than respective market rates. With a favorable forecast of the Russian Federation Central Bank

in 2017 relative to key interest rate reduction the Corporation will try to attract borrowed resources at

minimum interest rate and on acceptable terms. However, possible actions of the Russian Federation

Central Bank aimed to increase key interest rate could adversely affect the entire operation of the

Corporation and its financial indicators.

Legal risks

Range of the Corporation legal risks includes the following: risks of losses due to potential

illegitimacy of transaction or its improper documentation; infringement of codes and rules of doing

business; risks of the party concerned handling a transaction with insufficient authority thereto; risk of

lawsuit court judgement duration and costs which involve negative property consequences for the

Corporation; risk of taking inadequate or incorrect legal advice; legally unsettled problems and

situations arising in the course of the Corporation operation; risk of changing current legislation. In

order to minimize the abovementioned risks, the Corporation arranged the process of submission of

transactions for approval which includes mandatory agreeing on all transactions with the law

department of the Corporation.

Changes in legislative acts by-laws concerning budgetary spending procedure under state defense

order adopted in late 2015 (in particular, changes introduced in Federal Law No 275-FZ “On State

Defense Order”) had a considerable impact on the Corporation economic activities in 2016. During

the accounting year the Corporation took measures to adapt to new rules of spending budgetary funds

allocated for state defense order. During 2016 some issues were raised having to do with the funds

spending on special accounts; in so doing, regulatory control regarding these issues is not still

adequate which could entail risks of extending periods of certain financial processes. In addition,

amount of circulating assets of the Corporation was decreased, as well as their prompt application was

limited which made the Corporation increase its loan portfolio. Therefore, the Corporation became

more exposed to risks associated with interest rate changes. In order to minimize the above risks, the

Corporation effects active cooperation and discuss current issues of law enforcement with

representatives of state customers, relevant financial organizations and structures.

One of the most important components of legal risks is tax risk. One of the peculiarities of the Russian

legislation on taxes and charges is its continuous changeability. The laws making amendments to the

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Russian Federation Tax Code with respect to changes to specific tax calculation and payment

procedure are passed annually. This adds complexity to making medium-term and long-terms

forecasts for taxpayer activity, complicates tax planning as a whole. Instability of tax regulations

exposes the Corporation to risk of being charged and having to pay rather high penalties and fines,

despite its intention to operate in strict compliance with the legislation, as well as can lead to an

increase in tax burden as a whole.

Corporation continues to carry out an analysis of amendments to existing tax legislation with the aim

to reduce tax risks.

Changes in the rules of custom clearance can have a definite, rather significant effect on the

Corporation operation, especially due to Russia admission to WTO.

During the accounting period, there has not been significant changes in the rules of custom clearance

which could increase risks of the Corporation in this area.

The Corporation participates in foreign economic relations; part of its liabilities are expressed in

foreign currency; therefore, it is exposed to the risks associated with exchange adjustment change.

Significant changes in exchange adjustment rules were not observed during the accounting period; in

this connection, these risks are regarded as low.

Changes in the requirements for licensing of the Corporation core business could result in some

additional expenses of the Corporation related to getting a new license, extension or change of the

license already available; however, the Corporation forecasts the risk of occurring such events as

unlikely. RSC Energia meets all license requirements established by active legislation in due time and

in full volume; no difficulties whatsoever in extending validity of the available licenses are forecasted

by the Corporation.

During the accounting period, no changes in judicial practice on the matter related to the Corporation

operation (including licensing problems) which could adversely impact the Corporation performance,

as well as the results of current legal proceedings, in which the Corporation is involved, have taken

place. Legal risks associated with changes in the judicial practice on the matters concerning the

Corporation operation which could adversely impact its performance are regarded as minimal.

Appendix 13 to the Annual Report provides information about ongoing court proceedings

where the Corporation acts as a plaintiff or defendant on debt claim.

Risks of goodwill loss (goodwill loss risk)

Risk of incurring losses due to reduced number of the Corporation customers resulting from poor

image of its financial stability and quality of products is assessed as insignificant. The Corporation has

a steady business portfolio based upon state order. The Corporation discloses information about its

operation on a regular basis, it is a creditworthy borrower. The Corporation products reliability is

assured by its quality management certification system and a long-term experience in continuous

manufacture and operational use of space technology.

Strategic risk

Risk of incurring losses due to improper strategic decisions is estimated as insignificant. The

Corporation holds a dominating position in Russia in the field of manned space flights which makes it

active in defining government strategy in this area and, accordingly, in forming a long-term business

portfolio. Therefore, the Corporation strategy is based upon priority development of manned flights

programs which create a steady demand on the part of the government. “The Concept of Russian

Manned Cosmonautics Development until 2050” developed with the Corporation participation,

provides for further development of manned cosmonautics both on near-earth orbit and beyond it. The

Federal Space Program of Russia intended for the 2016-2025 period enables to perform a long-term

planning of the Corporation core business and reduces risk of incurring bosses by the Corporation

during implementation of strategic decisions.

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In order to expand its business, the Corporation exerts efforts to develop lines of activities related to

building satellites and launch vehicles capitalizing on the results achieved in its core business.

According to the strategy adopted, there are forecasts of smooth growth of its production output which

allows to rely on sufficient quantity of the resources required to execute the scheduled program.

Risks related to the Corporation operation

Possible loss of customers, turnover with which accounts for at least 10% of the total proceeds of the

issuer products (work, services) sale, is insignificant, because during the five complete fiscal years the

Russian Federation has been such a customer, in the name of which Federal Space Agency acted, and

the Corporation activities were included in the 2006-2015 Federal Space Program. In 2016 State

Corporation ROSCOSMOS was transferred the state customer’s functions under the abovementioned

program.

Since October 1, 2014 amendments to the Russian Federation Civil Code concerning Section VII of

Chapter 4 “Rights to Intellectual Property Results and Means of Individualizing” have become

effective. No significant risks associated with the amendments made exist for the Corporation.

The Corporation liability for debts incurred by its subsidiary companies may arise in accordance with

the RF current legislation. In accordance with the Russian Federation Civil Code provisions and

provisions of the Federal Law “On Joint-Stock Companies” No 208 of 26.12.1995, shareholders of

Russian joint-stock company are not liable for commitments (debts) of its subsidiary companies and

are only running the risk of their investments loss. However, in some cases specified by legislation

when “the parent company” is in a position to define decisions to be taken by “the subsidiary

company”, “the parent company” may be brought to joint and several liability or secondary liability.

Accordingly, RSC Energia as the parent company of the subsidiary companies, in which RSC Energia

owns more than 50% of the Charter capital and has the right to give binding instructions, may become

liable for their debts. Performance of similar obligations may affect adversely the Corporation

performance. However, taking into account absence of legal proceedings in which the Corporation

acts as the defendant on liabilities incurred by subsidiary, affiliated and other companies, the

Corporation does not find materiality criterion in the risks related to occurrence of liability for third

persons debts, including its subsidiary companies.

Corporation manufacturing activity involves a possibility of causing damage to environment and risk

of civil responsibility arising from it due to expenses on efforts to be made to repair such damage.

In order to mitigate such risks, the Corporation monitors all manufacturing processes with the aim to

adhere to the corresponding environmental protection standards throughout all phases of its activity;

implements measures to ensure environmental protection and mitigate environmental impact. The

Corporation is granted the Ecological Certificate of Conformance, registration number SER(2062) – G

– 24/OS – 61, date of issue – 05.06.2014, issued by LCC NVTs “Ecosafety” of the Russian Federation

Ministry of Natural Resources and Ecology, effective period is up to 04.06.2017 as well as license for

conducting activity for decontamination and disposal of waste products with I-IV class of Hazard

(issued by Federal Nature Management Supervision Service on 13.08.2014).

Besides, the Corporation provides insurance against risks of damage to third persons and environment

during operation of hazardous production facilities in compliance with the requirements of active

legislation.

9.2. Internal control

Internal control is a continuous process in which key managerial bodies and separate organization

departments are involved in accordance with the powers they are vested with and set forth in

respective constituent and in-house documents.

Control over financial-economic activity of the Corporation is executed by the Auditing Committee,

the Committee on Audit at the Board of Directors, Internal Audit Department and RSC Energia

Control-Auditing Office.

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Multilevel system of internal control

Overall, these bodies form a multilevel system of internal control which ensures reliability and

faithfulness of records; compliance with the legislation requirements; safety of assets, as well as

facilitates making good progress and efficiency in the Corporation operation.

Control-Auditing Office of the Corporation is part of internal control system, vested with powers and

provided with the required personnel and technical resources in order to bring under control civil-legal

transactions effected by the Corporation and its subsidiary companies; assessment of counterparties’

trustworthiness; meeting the commitments based upon the above transactions, as well as use and

disposal of property and other assets.

Control-Auditing Office is directly subordinate to the Director General of the Corporation for control-

auditing activity of the Corporation and conducts its activity according to his directions. That is why

the Office maintains relative independence in performance of its functions.

Major objectives of the Control-Auditing Office are:

monitoring of progress in execution of state contracts and agreements concluded by the

Corporation and its subsidiary companies within the framework of state defense order;

revealing unlawful activity which causes and may cause damage to the Corporation and its

subsidiary companies interests, including corruption, restriction of competition and violation of

legislation on state defense order;

organizing and launching official investigations, conducting control-auditing activity with respect

to particular departments of the Corporation and its subsidiary companies engaged in financial-

economic activity in order to check its legitimacy, correctness, expediency and efficiency;

assessment of trustworthiness of counterparts, with due regard for the Corporation adherence to

the principles of “due diligence”;

performance of information-analytical work when concurring agreement, contract and purchase

documentation; invoices for purchasing goods, jobs, services, financial estimates for conducting

repair-construction work; certificates of work completed in order to reveal the circumstances

which could cause economic damage to the Corporation.

The existing system of control over the Corporation financial-economic activity is to ensure investors’

confidence in the Corporation and its managerial bodies. Control like that is aimed to protect the

shareholders’ investments and Corporation assets.

9.3. Internal audit

Internal Audit Department (subsequently referred to as the IAD) is functionally subordinate to RSC

Energia’s Board of Directors and interfaces with the Committee on Audit at the Board of Directors

during performance of its duties.

GENERAL SHAREHOLDERS’

MEETING

AUDITING COMMITTEE

BOARD OF DIRECTORS

COMMITTEE ON AUDIT AT THE BOARD OF DIRECTORS/

INTERNAL AUDIT DEPARTMENT

DIRECTOR GENERAL

CONTROL-AUDITING OFFICE

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IAD activity is governed by the Internal Audit Department Regulations approved by the Board of

Directors’ decision (Minutes No. 8 of 25.03.2014, new revised version approved, Minutes No 11 of

30.01.2017) and the Corporation Presidents’ Order No 247 of 20.06.2014. Progress reports are

submitted to its Committee on Audit of the Board of Directors. In accordance with the Internal Audit

Department Regulations, the first concern of the IAD is to ensure an independent impartial audit and

making recommendations to increase efficiency in the Corporation operation at the expense of a

unified, systematized and consistent approach to an assessment and improved efficiency in internal

control, risk and corporate governance.

The main objectives of the IAD are:

- audit of the Corporation and Subsidiary and Affiliated Companies’ (S&A) financial and economic

activity with respect to an efficiency in management decisions taken, internal control system; risk

management;

- audit of the Corporation and Subsidiary and Affiliated Companies’ (S&A) management system;

- audit of the Corporation and Subsidiary and Affiliated Companies’ (S&A) internal control system;

- risk assessment of the Corporation and Subsidiary and Affiliated Companies (S&A);

- audit of risk management system as applied to the Corporation and Subsidiary and Affiliated

Companies (S&A);

- control over elimination of the infringements revealed in the course of internal audit and

implementation of respective recommendations made;

- drawing up and timely update of internal audit regulatory and procedural documents. Taking part in

the development and updating of regulatory and procedural documents on the system of the

Corporation and Subsidiary and Affiliated Companies’ (S&A) management as a whole, as well as

separate subsystems, business processes, internal control system, risk management system.

9.4. Information about the Corporation Auditing Committee

Auditing Committee is elected every year at annual General Shareholders’ Meeting and carries out

control over RSC Energia financial-economic activity.

Major objectives set by the Auditing Committee are:

inspection of the Corporation financial documentation, bookkeeping reporting, property

inventory reports, comparison of the above documents with primary accounting data;

checking the accuracy and completeness of bookkeeping, fiscal accounting, cost accounting,

statistics;

verification of the accuracy in implementing profit-distribution decisions taken at RSC

Energia over accounting fiscal year;

checking the accuracy of and promptitude in payments to the budget and off-budget funds;

confirmation of the accuracy of data to be included in the Corporation Annual Report, annual

bookkeeping reporting, reports for taxation bodies, statistical bodies, bodies of state administration

and control;

analysis of the Corporation financial standing;

checking of compliance with the legislation established procedure for effecting large deals and

interested-party transactions;

checking decisions taken by the Corporation managerial bodies on financial-economic activity

for its compliance with the legislation in force, the Articles of Incorporation and other bylaws of the

Corporation.

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9.5. Membership of RSC Energia Auditing Committee during the accounding

year

Membership of RSC Energia Auditing Committee from 27.06.2016 up to now*:

1. Andrei Vladimirovich Ardeev Head of Department, Chief Analyst, ZAO Lider

2. Konstantin Vladimirovich

Vakulin

Chief Auditor, ZAO Lider

3. Alexandr Alexeevich Zelepukin Head of Line Activity, Economic Security

Department, OAO URSC

4. Valery Vladimirovich

Kardanov

Deputy Director General for Economics and

Finance, OAO URSC

5. Mariya Yurievna Kiseleva Head of Property Management Department, RSC

Energia

6. Aleksandr Borisovich Kosenko Head of Office for generation, control and analysis

of summary indictors of the Corporation and

subsidiary companies financial-economic activity,

RSC Energia

7. Yekaterina Pavlovna

Polezhaeva

General Counsel, RSC Energia

8. Yelena Borisovna Sokolova Chief Specialist, Internal Control, Audit and Risk

Management Division, Internal Audit Department,

State Corporation ROSCOSMOS

9. Dmitry Nikolayevich Chirkin Chief Accountant, State Corporation

ROSCOSMOS

* Positions of the Corporation Auditing Committee members are presented as on 31.12.2016.

Membership of RSC Energia Auditing Committee from 27.06.2015 through 25.06.2016*

1. Andrei Vladimirovich Ardeev Head of Corporate Governance Department, Chief

Analyst, ZAO Lider

2. Konstantin Vladimirovich

Vakulin

Chief Auditor, ZAO Lider

3. Anastasia Igorevna Vyasink Director of Economic Department, OAO URSC

4. Valery Vladimirovich

Kardanov

Deputy Director General for Economic and

Finance, OAO URSC

5. Mariya Yurievna Kiseleva Head of Property Management Department, RSC

Energia

6. Aleksandr Borisovich Kosenko Head of Office for generation, control and analysis

of summary indictors of the Corporation and

subsidiary companies financial-economic activity,

RSC Energia

7. Yekaterina Pavlovna

Polezhaeva

General Counsel, RSC Energia

8. Anastasia Olegovna Gaiduk

(Solomatina)

Deputy Director of Corporate Governance, OAO

URSC

9. Dmitry Nikolayevich Chirkin Chief Accountant, State Corporation

ROSCOSMOS

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* Positions of the Corporation Auditing Committee members are presented as on 25.06.2016.

9.6. Remuneration paid to the Auditing Committee members in 2016

The 06.07.2013 Annual General Shareholders’ Meeting approved the Provision on Remuneration and

Compensations to be paid to RSC Energia Auditing Committee members, according to which

remuneration to the Auditing Committee members is to be paid by the results of accounting fiscal year

and by resolution passed by the Corporation General Shareholders’ Meeting once a year.

Remuneration shall be paid within 3 month following the date of holding the Corporation General

Shareholders’ Meeting which resolved to pay remuneration, provided that the Auditing Committee

member submits to the Corporation all the documents required for payment of cash.

Remuneration to the Corporation Auditing Committee members who come within the Federal law

stipulating restriction or ban on any payments to be received from commercial organizations, shall be

neither calculated, nor paid.

Annual General Shareholders’ Meeting of the Corporation approved the proposal put forward by RSC

Energia’s Board of Director to pay remuneration to RSC Energia Auditing Committee members by the

Corporation performance in 2015 totalling 558,8 thousand rubles which was distributed as follows:

A.V. Ardeev 36,0 thousand rubles

S.A. Barinov 29,7 thousand rubles

V.V. Bulatov 38,0 thousand rubles

K.V. Vakulin 36,0 thousand rubles

A.I. Vyaznik 36,0 thousand rubles

A.O. Gaiduk 36,0 thousand rubles

P.Yu. Grishina 33,0 thousand rubles

L.V. Yeliseeva 33,0 thousand rubles

V.V. Kardanov 36,0 thousand rubles

M.Yu. Kiseleva 69,0 thousand rubles

A.B. Kosenko 36,0 thousand rubles

M.N. Petrov 29,7 thousand rubles

Y.P. Polezhaeva 69,0 thousand rubles

D.N. Chirkin 41,4 thousand rubles

Should any member of the Auditing Committee refuse to be remunerated, then respective part of net

profit will be placed at the disposal of the Corporation for charitable purposes by resolution of the

Corporation executive bodies.

As on 31.12.2016, S.A. Barinov, A.I. Vyaznik, A.O. Gaiduk, V.V. Kardanov, D.N. Chirkin submitted

application for refusal to be remunerated. No remuneration was paid to the abovementioned members

of the Auditing Committee.

Within the fixed period of time, remuneration totaling 379,7 thousand rubles was paid completely.

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10. ADDITIONAL INFORMATION

10.1 Information about the auditor

Full firm’s name: Joint stock company BDO Unicon

Shortened firm’s name: AO BDO Unicon

Place of business: BC Preo-8, 8 Preobrazhenskay ploschad, Moscow, 123610.

Mailing address: section 11, blg 1, 125 Varshavskoye shosse, Moscow, 117587.

TIN: 7716021332

MSRN: 1037739271701

Telephone: (495) 797-5665

Fax: (495) 797-5660

E-mail address: E-mail: [email protected]

Web: www.bdo.ru

Data on the auditor’s membership in self-regulating auditing organizations:

Full name: Professional Auditors Association Non-commercial partnership «Auditor’s

Chamber of Russia»

Information about license for work associated with state secret:

License number: RT № 0080457

Registration number: 26461 of 22.06.2015

Issued by Russian Federation Security Service Administration of Moscow and Moscow

Region.

Term of license validity: till 13.11.2019.

10.2 Information about the organizations keeping records of the rights to the

Corporation outstanding securities

Person who maintains the register of the Issuer registered securities holders: Registrar

Full firm’s name of the Registrar: Joint stock company «Specialized Registrar – Holder of the

Gas Industry Shareholders’ Register», branch of ZAO AO Draga in Korolev.

Shortened firm’s name: AO Draga (branch of AO Draga in Korolev)

Place of business: 71/32 Novocheryomushkinskaya Street, Moscow, Russia, 117420

Branch address: 4A Tsiolkovsky Street, Korolev city, Moscow Region, Russia, 141070

Tel.: (495) 513-88-54

Fax: (495) 513-88-53

License number: 045-13996-000001

Date of issuing license: 26.12.2003

License term of validity: unlimited

Body granting license: Federal Securities Commission of Russia

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10.3. Glossary

Abbreviations and acronyms used in the Annual Report

Abbreviation Meaning

CRS Commercial Resupply Services to deliver cargoes to the ISS

DLR German Aerospace Center (Deutsches Zentrum für Luft und

Raumfahrt

ESA European Space Agency

IAC International Astronautical Congress

JAXA Japan Aerospace Exploration Agency

NASA National Aeronautics and Space Administration

WS Workstation

ACS MP Automated Control System for Manufacturing Processes

RV Reentry vehicle

WTO World Trade Organization

GLONASS Global Navigation Satellite System

CC Cargo Compartment

S&A Subsidiaries and Affiliates

VHI Voluntary Health Insurance

IUOD Document for internal use only

Cntm Contaminants

SC Spacecraft

CMS Control and Measuring Systems (Station)

KEI Key Effectiveness Indicators

SE Space Experiment

CC Crew Commasnder

MAKS International Aerospace Show

MRM Mini Research Module

ISS International space station

MLM Multipurpose Laboratory Module

MLM-U Multipurpose Laboratory Module with Upgraded Performance

INLMTP International near-lunar man-tended platform

IEC Interplanetary Expeditionary Complex

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SE Scientific Equipment

R&D Research and Development

RE Research Effort

AR Applied Research

NPO Scientific and Production Association

STC Scientific and Technical Council

SPM Science and Power Module

LLOA Lower limb orthopedic appliances

OKB-1 Special Design Bureau No.1

DIC Defense Industry Complex

QMS CA Quality Management System Certification Authority

UEP Upper extremity prostheses

IDP Innovative Development Program

MSC Manned Spacecraft

POD Prosthetic and orthopaedic appliances

CTS Crew Transportation Spacecraft

NG CTS New Generation Crew Transportation Spacecraft

LV Launch Vehicle

SHLV Super Heavy Launch Vehicle

WC Working Compartment

ROS Russian Orbital Station

RS Russian Segment

DV Descent Vehicles

SA Solar Array

SM Service Module

QMS Quality Management System

PS Proprietary standard

CS Company Standard

OSE Oxygen Supply Equipment

JV Joint Venture

RS Relay Satellite

R&D CP Constituent part of Research and Development effort

SOW Statement of Work

CTS/M Cargo Transportation Spacecraft/Module

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TM Transformable Module

CHPP Central Heating and Power Plant

NM Node Module

FSP Federal Space Program

TsKBEM Central Design Bureau of Experimental Mechanical Engineering

ALM Airlock Module

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Units of measurement used in the Annual Report

0С Degree of Celsius

y Year

Gcal gigacalorie

u Unit

kW kilowatt

kg kilogram

kgf/cm2 kilogram-force per square centimeter

keV Kiloelectron-volt

m² square meter

m3 cubic meter

mln million

mm millimeter

bn billion

MPa Megapascal

RUB Russian Ruble

t ton

k thousand

p persons

eV electron-volts

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11. APPENDICES

Appendix 1 / Financial Statements and Audit Report on Reliability of Financial

Statements over the Accounting and Previous Years The Financial Statements and Audit Report on reliability of Financial Statements over the

accounting and previous years can be found in a separate book «Financial Statements of S.P.

Korolev Rocket and Space Public Corporation Energia for 2016 and 2015».

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Appendix 2 / Data on Appropriation of Net Profit gained by the Corporation in

2015

No use was made of the retained earning totaling 429 723,3 thousand roubles.

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Appendix 3 / Information about state backing of the Corporation activities in the

accounting year, including data on subsidies granted, purpose of their use;

information about application of the funds at the accounting year-end

No subsidies were provided in 2016.

To the Order of the RF Ministry of Finance No 648 of 19.12.2016 “On Conclusion of the

Contract for Provision of the Russian Federation State Guarantee of Credit Granted to RSC

Energia” to PC Sberbank, concluded was Contract No D-16-030/C30100 of 22.12.2016 for

provision of the Russian Federation state guarantee between the RF Ministry of Finance,

Vhesheconombank, PC Sberbank, RSC Energia to secure performance of the commitments

under the loan agreement in the amount up to 3000,00 bln rubles, with a period of validity till

March 31, 2021. The state guarantee is provided to secure fulfilment of the terms of the

Government Contract entered into with the Defense Ministry. Subsidizing under the State

Guarantee drawn up is scheduled for the 2017-2021 period (with an annual confirmation).

Item

No

Project, purpose of use Financing source Amount of financing

in 2016 (thousand

rubles)

Application of funds

in 2016 (thousand

rubles)

1 91/08-16 of 01.08.2016

Development of optical

communication system prototype

with a passive transmitter and

experimental validating of its main

characteristics (“Revers”)

Ministry of

Investment and

Innovations in

Moscow region

1 000,0 1 000,0

2.* 15-08-07484/16 of 25.02.2016

Comprehensive analysis of

mechanisms creating extremely

narrow beams of monochromatic

radiation from space to the Earth

for wireless transmission of electric

energy and atmospheric studies

Federal State-Funded

Organization

“Russian Fund of

Fundamental

Research” (FGBU

RFFI)

470,00 470,00

3.* 26 16-38-00458/16 of 05.02.2016

Development of software to

conduct experiments on the

International Space Station

Federal State-Funded

Organization

“Russian Fund of

Fundamental

Research” (FGBU

RFFI)

450,00 450,00

4.* 16 16-38-00910/16 of 05.02.2016

Study of stability of solar sail

diaphragm-type disc fixed

configuration

Federal State-Funded

Organization

“Russian Fund of

Fundamental

Research” (FGBU

RFFI)

450,00 450,00

5.* 15-08-01019/16 of 25.02.2016

Spacecraft descent control in the

atmosphere by measurement made

via global satellite system

GLONASS and GPS

Federal State-Funded

Organization

“Russian Fund of

Fundamental

Research” (FGBU

RFFI)

400,00 400,00

6.* 15-08-01795/16 of 25.02.2016

Development and use of adaptive

algorithms with adjustable and

reference onboard models to

perform tasks of spacecraft and

Federal State-Funded

Organization

“Russian Fund of

Fundamental

Research” (FGBU

700,00 700,00

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Item

No

Project, purpose of use Financing source Amount of financing

in 2016 (thousand

rubles)

Application of funds

in 2016 (thousand

rubles)

orbital stations motion control RFFI)

7.* 26 16-38-00890/16 of 15.02.2016

Development and study of the

models building highly efficient

receiving array sensors of infrared

radiation with due regard for

fluctuations in luminance

distribution within energy spot

Federal State-Funded

Organization

“Russian Fund of

Fundamental

Research” (FGBU

RFFI)»)

450,00 450,00

TOTAL: 3 920,0 3 920,0

Note: * - under the FGBU RFFI – sponsored projects, Grantee is a research organization,

natural person, team of natural persons (scientists, graduates, students, research organization

specialists, those who provide services to scientific community, all of them joining efforts to

submit a research project to Tender) who were given the Fund’s grant by the Tender results.

Under the above projects, the Corporation provides conditions for research project

implementation; receives the funds (grant) on account earmarked by the Fund to the Grantee

by the Tender results; makes settlements in accordance with the Grantee’s instructions.

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Appendix 4 / Information about the resolutions passed at General Shareholders’

Meetings, Board of Directors’ Meetings and meetings of the ad hoc Committees

at the Board of Directors

Information about General Shareholders’ Meetings held

Annual General Shareholders’ Meeting held on 25.06.2016

(Minutes No 30 of 25.06.2016)

Items on the agenda and relevant resolutions passed:

Approval of RSC Energia Annual Report for 2015 Resolutions passed:

Approve the Annual Report of the Corporation for 2015.

Approval of the annual financial statements for 2015, including the report on financial

performance of RSC Energia Resolutions passed:

Approve the annual financial statements for 2015, including the report on RSC Energia

financial performance.

Approval of the Corporation profit and loss distribution by the 2015 performance Resolutions passed:

Approve the following proposals of the Corporation Board of Directors for RSC Energia net

profit distribution, with net profit totaling 590,324 mln rubles gained by the 2015 performance:

Purpose Amount (thousand

rubles) Share (%)

For payment of dividends 151 704,1 25,7

For payment of remuneration to the Board of

Directors’ and Auditing Committee members 8 896,6 1,51

To Investment Fund 0 0

Unappropriated profit 429 723,3 72,79

Reserve Fund * 0 0

TOTAL 590 324

In case of refusal of any managerial and control bodies member to be remunerated, part of

respective net profit shall be left at the Corporation’s disposal for charity purpose as resolved

by the Corporation executive bodies.

*Not to direct allocations to the Corporation Reserve Fund, because its size correspond to a

maximum value stipulated by the Corporation Articles of Incorporation (Reserve Fund is

formed completely).

On Dividend payouts by the 2015 performance Resolutions passed:

Approve the recommendations made by RSC Energia Board of Directors on dividend size,

their payment form and procedure:

Effect dividend payouts by the 2015 performance in cash and in the amount of 135 (one

hundred and thirty five) rubles per common share.

Dividends due date to nominee shareholder and professional securities market participant as

trustee registered in shareholders’ register is till June 28, 2016.

Due date for dividends payment to other shareholders registered in the shareholders’ register is

till August 18, 2016.

On fixing the date on which the persons entitled to receive dividends are assigned Resolutions passed:

A proposed by RSC Energia Board of Directors, fix the date on which the persons entitled to

receive dividends are assigned: July 14, 2016.

On payment of remuneration for work at RSC Energia Board of Directors

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Resolutions passed:

Approve the proposals put forward by RSC Energia Board of Directors for remuneration

payment to the Board of Directors members:

Pay remuneration to the following members of RSC Energia Board of Directors by the 2015

performance in the aggregate amount of 8 337,8 thousand rubles having distributed it as

follows:

A.A. Gavrilenko – 680,0 thousand rubles;

N.I. Zelenschikov – 324,1 thousand rubles;

A.N. Klepach – 797,8 thousand rubles;

I.A. Komarov – 492,8 thousand rubles;

A.A. Kuznetsov – 461,5 thousand rubles ;

V.A. Lopota – 263,5 thousand rubles;

A.S. Nikitin – 923,0 thousand rubles;

S.A. Nikitin – 983,9 thousand rubles;

A.V. Nuzhdov – 811,1 thousand rubles;

M.V. Petrov – 955,4 thousand rubles;

A.K. Ponomarev – 422,2 thousand rubles;

Yu.V. Vlasov – 407,5 thousand rubles;

V.A. Davydov – 407,5 thousand rubles;

P.D. Popov – 407,5 thousand rubles.

In case of refusal of any Board of Directors’ member to be remunerated, respective part of net

profit shall be left at the Corporation’s disposal for charity purposes as resolved by the

Corporation executive bodies.

On payment of remuneration for work at RSC Energia Auditing Committee Resolutions passed:

Approve the recommendations made by RSC Energia’s Board of Directors on remuneration

payment to the Auditing Committee members:

Pay remuneration to the following RSC Energia Auditing Committee members by the 2015

performance in the aggregate amount of 558,8 thousand rubles having distributed it as follows:

A.V. Ardeev - 36,0 thousand rubles

S.A. Barinov - 29,7 thousand rubles

V.V. Bulatov - 38,0 thousand rubles

K.V. Vakulin - 36,0 thousand rubles

A.I. Vyaznik - 36,0 thousand rubles

A.O. Gaiduk - 36,0 thousand rubles

P.Yu. Grishina - 33,0 thousand rubles

L.V. Yeliseeva - 33,0 thousand rubles

V.V. Kardanov - 36,0 thousand rubles

M.Yu. Kiseleva - 69,0 thousand rubles

A.B. Kosenko - 36,0 thousand rubles

M.N. Petrov - 29,7 thousand rubles

Y.P. Polezhaeva - 69,0 thousand rubles

D.N. Chirkin - 41,4 thousand rubles

In case of refusal of any Auditing Committee member to be remunerated, respective part of net

profit shall be left at the Corporation’s disposal for charity purposes as resolved by the

Corporation executive bodies.

Approval of RSC Energia Auditor for 2016. Resolutions passed:

Approve AO BDO Unicon, the winner of open tender for selecting audit organizations for

conducting statutory annual audit, to be an auditor of RSC Energia for 2016

Election of RSC Energia Board of Directors members Resolutions passed:

Elect the Corporation Board of Directors members (by cumulative voting):

Yuri Veniaminovich Vlasov

Anatoly Anatolievich Gavrilenko

Alexandr Nikolayevich Ivanov

Igor Anatolievich Komarov

Oleg Vladimirovich Lobanov

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Alexandr Alekseevich Medvedev

Andrei Sergeevich Nikitin

Sergei Alexandrovich Nikitin

Aleksei Viktorovich Nuzhdov

Maksim Valerievich Petrov

Vladimir Lvovich Solntsev

Election of RSC Energia Auditing Committee members: Resolutions passed:

Elect the Corporation Auditing Committee members:

Andrei Vladimirovich Ardeev,

Konstantin Vladimirovich Vakulin;

Alexandr Alexeyevich Zelepukin

Valery Vladimirovich Kardanov;

Maria Yurievna Kiseleva;

Alexandr Borisovich Kosenko;

Yekaterina Pavlovna Polezhaeva;

Yelena Borisovna Sokolova;

Dmitry Nikolaevich Chirkin.

Approval of the redrafted Articles of Incorporation of RSC Energia. Resolutions passed:

Approve the redrafted Articles of Incorporation of RSC Energia (8th

revised version).

Approval of the redrafted Provision on General Shareholders’ Meetings in RSC

Energia. Resolutions passed:

Approve the redrafted Provision on General Shareholders’ Meetings in RSC Energia

Approval of the redrafted Provision RSC Energia’s Board of Directors. Resolutions passed:

Approve the redrafted Provision on RSC Energia’s Board of Directors

Approval of the redrafted Provision on RSC Energia’s Management Board. Resolutions passed:

Approve the redrafted Provision on RSC Energia’s Management Board.

Approval of the redrafted Provision on RSC Energia’s single-member executive

body. Resolutions passed:

Approve the redrafted Provision on RSC Energia’s single-member executive body.

Approval of the redrafted Provision on RSC Energia’s Auditing Committee. Resolutions passed:

Approve the redrafted Provision on RSC Energia’s Auditing Committee.

On approval of interested-party transactions between RSC Energia and OAO

URSC

Resolutions passed:

Approve the transaction, contract entered into on January 27, 2016 between the Contractor,

RSC Energia, and the Customer, OAO URSC, for performance of work (provision of services),

the subject of which is related to “Development work and provision of services for rotation and

rescue operations on Soyuz MS of 6 (six) astronauts assigned by the American Party” in the

scope of modification to the International Contract between ROSCOSMOS and NASA of

December 16, 1993:

on manufacture, assembly, testing at Checkout and Testing Facility (hereinafter referred to

as the CTF (KIS)), prelaunch processing of two crew transportation spacecraft Soyuz MS

(hereinafter referred to as the Soyuz MS) and taking part in their launch within integrated

launch vehicles (hereinafter referred to as the ILV), landing support and analysis of

postflight condition of two Soyuz MS descent vehicles (hereinafter referred to as the DV);

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on resupply of transport manned spacecraft Soyuz MS with personal equipment for six

astronauts, members of prime crew and six backup crew members assigned by the

American Party;

on flight control of Soyuz MS from the lift-off moment to the docking time with the

Russian Segment of the International Space Station (hereinafter referred to as the ISS RS),

as well as from the moment of undocking from ISS RS up to landing time;

on rotation and rescue of six astronauts assigned by the American Party.

At the price of 5 668 605 100 (five billion six hundred and sixty eight million six hundred and

five thousand and one hundred) rubles 00 kopecks (VAT at the rate of 0%).

Completion date under the contract is December 2019.

On approval of interested-party transactions which can be effected by the

Corporation in future in the course of routine business activity. Resolutions passed:

1. “In accordance with Chapter XI, Federal Law “On Joint-Stock Companies”, approve the

following interested-party transactions between S.P. Korolev Rocket and Space Public

Corporation Energia and State Space Corporation ROSCOSMOS, which can be effected in future,

within a period till next annual General Shareholders’ Meeting in the course of routine business

activity:

1.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, teste, operate

rocket-space technology on the subject of DE “ISS (international Space Station) (TTO-4)”

relative to work (work phases) in the scope to be specified by Statement of Work, with a

starting date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the

aggregate amount not exceeding 20 074 037,8 thousand rubles.

1.2. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (TTO-5)” relative to work (work phases) in

the scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 25.11.2017, in the aggregate amount not exceeding

2 554 320,3 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

1.3. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (RKK MS)” relative to work (work phases)

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 25.11.2017, in the aggregate amount not

exceeding 19 260 765,7 thousand rubles.

1.4 Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (MLM-U)” relative to work (work phases)

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 3 996 809,4 thousand rubles, except when transactions like that are to be approved

by the Corporation managerial bodies for reasons other than interested-party transactions.

1.5. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (NM)” relative to work (work phases) in

the scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 31.12.2017, in the aggregate amount not exceeding

3 971 853,5 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

1.6. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (SPM-1)” relative to work (work phases) in

the scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

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and a completion date not later than 31.12.2017, in the aggregate amount not exceeding

15 150 000,0 thousand rubles.

1.7. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Utilization)” relative to work (work

phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 4 243 858,9 thousand rubles, except when transactions like that are to be approved

by the Corporation managerial bodies for reasons other than interested-party transactions.

1.8. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Assembly)” relative to work (work phases)

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 18 587 651,7 thousand rubles.

1.9. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (AMTS (advanced manned transportation

system)” relative to work (work phases) in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 6 445 451,9 thousand rubles.

1.10. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “EXPOSE-2” relative to work (work phases) in

the scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 31.12.2017, in the aggregate amount not exceeding

62 818,9 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

1.11 Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “Soyuz-Energia EP-18” relative to work (work

phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 80 190,0 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

1.12. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Integration-2)” relative to work (work

phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 721 842,3 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

1.13. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Resupply)” relative to work (work phases)

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 1 278 806,8 thousand rubles, except when transactions like that are to be approved

by the Corporation managerial bodies for reasons other than interested-party transactions.

1.14. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (TTO-workstations)” relative to work

(work phases) in the scope to be specified by Statement of Work, with a starting date not

earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 1 047 596,1 thousand rubles, except when transactions like that are to be

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approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

1.15. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Assembly-2)” relative to work (work

phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 22 685 685,6 thousand rubles.

1.16. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Assembly-3)” relative to work (work

phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 5 349 740,6 thousand rubles.

1.17. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test, operate

rocket-space technology on the subject of DE “ISS (Integration-3)” relative to work (work

phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 239 145,3 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

1.18. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort (work-milestones) to develop,

manufacture, transport, test DM-type Upper Stages on the subject of “Proton/DM/Electro” in

the scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 31.12.2017, in the aggregate amount not exceeding

2 007 791,2 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

1.19. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort (work-milestones) to develop,

manufacture, test rocket-space complex “Proton-SPM” in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 7 027 162,8 thousand rubles.

1.20. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort (work-milestones) to develop

documentation, manufacture prototypes of hardware, perform tests under project

“Kosmorobot” in the scope to be specified by Statement of Work, with a starting date not

earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 739 300,0 thousand rubles, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

1.21. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test rocket-

space-technology under project “AMTS (advanced manned transportation spacecraft”) in the

scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 31.12.2017, in the aggregate amount not exceeding

58 227 700,0 thousand rubles.

1.22. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of research effort (work phases) to look into a possibility to

build spacecraft compartments and structural components of composite materials in the scope

to be specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 31.12.2017, in the aggregate amount not exceeding

440 000,0 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

1.23. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture and test upper

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stages on the subject of DE “DVINA-DM” in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 84 000,0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

1.24. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to perform scheduled maintenance and

maintenance of upper stages under the GLONASS Program in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 44 286,3 thousand rubles, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

1.25. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort (work phases) to develop,

manufacture, test rocket-technology, including ground support equipment, under ORION

project, in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 5 798 600,0 thousand rubles.

1.26. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort (work phases) to build basic

components and technologies for super heavy launch vehicle under project “ATS components”

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 24 319 600,0 thousand rubles.

1.27. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to build combustion chambers for

rocket engines of innovative design with additive technologies used, in the scope to be

specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 31.12.2017, in the aggregate amount not exceeding

216 575,1 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

2. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and open joint-stock company “Russian Space Systems” which can be effected in future, during

the period till next annual general shareholders’ meeting, in the course of the Corporation routine

business activity:

2.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to test onboard and ground

support equipment, systems and subsystems on the subject of DE “ISS (International Space

Station) (Resupply)” in the scope to be specified by Statement of Work, with a starting date not

earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 1 731,9 thousand rubles, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

2.2. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to modify, perform designer’s supervision

of onboard and ground support equipment, systems and subsystems tests, as well as of

software of the above systems on the subject of DE “ISS (International Space Station) (MLM-

U)” in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 10 449,0 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

2.3. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to test, operate and provide maintenance

telecommunication systems and Kvant-V system on the subject of DE “ISS (International

Space Station) (TTO-5)” in the scope to be specified by Statement of Work, with a starting

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date not earlier than 01.07.2016 and a completion date not later than 01.02.2017, in the

aggregate amount not exceeding 8 974,9 thousand rubles, except when transactions like that

are to be approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

2.4. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to test telecommunication systems and

Kvant-V system on the subject of DE “ISS (International Space Station) (RKK MS)” in the

scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 01.06.2017, in the aggregate amount not exceeding

1 347,6 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

2.5. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to elaborate, correct and update design

documentation relative to onboard and ground support equipment under the state defense order,

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 01.06.2017, in the aggregate amount not

exceeding 30 062,7 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

2.6. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to test telecommunication systems and

equipment on the subject of DE “ORKK-Energia-277” in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 600,4 thousand rubles, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

2.7. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, upgrade, provide

engineering support of onboard and ground support equipment, systems and subsystems tests,

as well as of the above systems software on the subject of DE “ISS (International Space

Station) (SPM)” in the scope to be specified by Statement of Work, with a starting date not

earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 216 910,0 thousand rubles, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

3. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Information Satellite Systems”, which can be effected in future, during

the period till next annual general shareholders’ meeting, in the course of the Corporation routine

business activity:

3.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to manufacture, deliver, test

solar arrays under the state defense order, in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

01.08.2017, in the aggregate amount not exceeding 38 101,1 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

3.2 Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort for spacecraft adaptation on the subject of

DE “GLONASS” in the scope to be specified by Statement of Work, with a starting date not

earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 95 500,0 thousand rubles, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

4. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Scientific Production Enterprise Kvant”, which can be effected in

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future, during the period till next annual general shareholders’ meeting, in the course of the

Corporation routine business activity:

4.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to prepare for and test electrochemical

current sources and solar arrays on the subjects of DE “ISS (International Space Station)

(Resupply, RKK MS)” and “ORKK-Energia-277”, in the scope to be specified by Statement of

Work, with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 2 532,4 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

5. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company Rocket-Space Center “Progress”, which can be effected in future, during

the period till next annual general shareholders’ meeting, in the course of the Corporation routine

business activity:

5.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to perform tests of bodies,

compartments and systems as part of Soyuz MS spacecraft on the subjects of DE “ISS

(International Space Station) (Resupply)” and “ORKK-Energia-277”, in the scope to be

specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 31.12.2017, in the aggregate amount not exceeding

12 023, 4 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

5.2. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to elaborate working design

documentation, manufacture and test thermal control systems on the subjects of DE “ISS

(International Space Station) (TTO-5)”, in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

01.02.2017, in the aggregate amount not exceeding 10 130, 0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

5.3. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to manufacture, test Progress

MS spacecraft bodies, compartments and systems, integrated launch vehicle (ILV) components

on the subjects of DE “ISS (International Space Station) (RKK MS)”, in the scope to be

specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 01.06.2017, in the aggregate amount not exceeding

18 660,9 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

5.4. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to manufacture, assemble,

test spacecraft bodies, additional hardware and accessories on the subjects of DE “ISS

(International Space Station) (SPM-1)” in the scope to be specified by Statement of Work, with

a starting date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in

the aggregate amount not exceeding 2 753 977,6 thousand rubles, except when transactions

like that are to be approved by the Corporation managerial bodies for reasons other than

interested-party transactions.

5.5. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to perform tests, prelaunch

processing of spacecraft hardware and equipment under the state defense order, in the scope to

be specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 01.08.2017, in the aggregate amount not exceeding

50 701,7 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

5.6. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, correct working design

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documentation; manufacture launch vehicle and perform adaptation of unified rocket complex

for launching spacecraft under foreign customer’s order in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 1 256 200,0 thousand rubles,

except when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

5.7. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to perform prelaunch processing and

launches of launch vehicle Soyuz-ST relative to testing and control of filling equipment

serviceability on the subject of DE “Soyuz-ST” in the scope to be specified by Statement of

Work, with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 3 500,0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

6. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Research Institute for Flight Directors”, which can be effected in future,

during the period till next annual general shareholders’ meeting, in the course of the Corporation

routine business activity:

6.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test and deliver

onboard control complex hardware and instruments under the state defense order, in the scope

to be specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 01.08.2017, in the aggregate amount not exceeding

75 262,0 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

6.2. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, correct work papers;

manufacture, test hardware on the subject of DE “SSTP-A” in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 2 500,0 thousand rubles, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

6.3. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture and test onboard

equipment under foreign customer’s order, in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 225 500,0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

6.4. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, correct work papers,

manufacture and test solar arrays control equipment under foreign customer’s order, in the

scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 01.07.2017, in the aggregate amount not exceeding

52 750,0 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

6.5. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to manufacture, test, operate Kurs-NA

equipment on the subject of DE “ISS (International Space Station) (Resupply)” and “ORKK-

Energia-277” in the scope to be specified by Statement of Work, with a starting date not earlier

than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 4 947,7 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

6.6. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to manufacture, test, operate, upgrade

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checkout equipment and related devices on the subject of DE “ISS (International Space

Station) (MLM-U)” and (TTO-5)” in the scope to be specified by Statement of Work, with a

starting date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the

aggregate amount not exceeding 46 468,4 thousand rubles, except when transactions like that

are to be approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

6.7. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to manufacture, test and operate Kurs-A

equipment on the subject of DE “ISS (International Space Station) (RKK MS)” in the scope to

be specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 01.06.2017, in the aggregate amount not exceeding

2 386,4 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

7. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company Scientific-Production Corporation “Space Monitoring Systems,

Information Management and Electromechanical Complexes” after A.G. Iosifyan, which can be

effected in future, during the period till next annual general shareholders’ meeting, in the course of

the Corporation routine business activity:

7.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to test, operate and perform

scheduled maintenance of solar array orientation system on the subject of DE “ISS

(International Space Station) (MLM-U)” in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 2 550,0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

8. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company Krasnoyarsk Plant Engineering , which can be effected in future, during

the period till next annual general shareholders’ meeting, in the course of the Corporation routine

business activity:

8.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort (work phases) to manufacture, assemble,

transport, test ground support equipment and core module kit under the state defense contract,

in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 304 999,4 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

8.2. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for provision of services to perform check-sampling tests of automatics and

fixtures assemblies regarding rocket engine core modules with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 9 198,6 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

9. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Research Institute for Physical Measurements”, which can be effected

in future, during the period till next annual general shareholders’ meeting, in the course of the

Corporation routine business activity:

9.1. Contracts, any amendments and supplements thereto, as well as other deals associated with

their fulfillment, for conduct of development effort to develop, manufacture, test hardware on

the subject of DE “ISS (International Space Station) (Utilization-3)” in the scope to be

specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 01.09.2017, in the aggregate amount not exceeding

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14 700 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

10. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Scientific-Production Association of Measuring Equipment”, which can

be effected in future, during the period till next annual general shareholders’ meeting, in the

course of the Corporation routine business activity:

10.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture and test

radiotelemetry equipment, systems and subsystems under the state defense contract, in the

scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 31.12.2017, in the aggregate amount not exceeding

30 020,0 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

11. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Scientific-Production Enterprise Zvezda after academician

G.I. Severin”, which can be effected in future, during the period till next annual general

shareholders’ meeting, in the course of the Corporation routine business activity:

11.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to support testing and prelaunch

processing of spacecraft relative to life support systems for cosmonauts on the subjects of DE

“ISS (International Space Station) (Resupply, RKK MS)” and DE “ORKK-Energia-277” in

the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 21 732,2 thousand rubles, except when transactions like that are to be approved by

the Corporation managerial bodies for reasons other than interested-party transactions.

11.2. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to provide testing, maintenance,

scheduled maintenance relative to checkout equipment and personal life support systems on

the subject of DE “ISS (International Space Station) (MLM-U)” in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 280,0 thousand rubles, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

12. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and Joint-stock company Scientific-Production Center “Polyus”, which can be effected in future,

during the period till next annual general shareholders’ meeting, in the course of the Corporation

routine business activity:

12.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to manufacture, assemble, test

spacecraft components and units under the state defense order, in the scope to be specified by

Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date not

later than 31.12.2017, in the aggregate amount not exceeding 21 070,3 thousand rubles, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

13. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Special Design Bureau at Moscow Energy Institute” which can be

effected in future, during the period till next annual general shareholders’ meeting, in the course

of the Corporation routine business activity:

13.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture, test ground

and onboard hardware, systems and subsystems under the state defense order, in the scope to

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be earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 11 240,0 thousand rubles, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

14. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Scientific-Production Plant “Geophysics-Cosmos” which can be

effected in future, during the period till next annual general shareholders’ meeting in the course of

the Corporation routine business activity:

14.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to test instruments on the subject of

DE “ISS (International Space Station) (MLM-U) in the scope to be specified by Statement of

Work, with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 200,0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

15. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company NPO (Scientific Production Association) Energomash which can be

effected in future, during the period till next annual general shareholders’ meeting, in the course

of the Corporation routine business activity:

15.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment supervision services and solving technical problems during automatics

drive system operation, with a starting date not earlier than 01.07.2016 and a completion date

not later than 31.12.2017, in the aggregate amount not exceeding 6 589,41 thousand rubles,

except when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

15.2. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to develop, manufacture test

electromechanical drives under the state defense order, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 11 191 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

15.3. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for manufacturing and deliveries of analog-to-digital converters, with a

starting date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the

aggregate amount not exceeding 1 387 075,75 thousand rubles, except when transactions like

that are to be approved by the Corporation managerial bodies for reasons other than interested-

party transactions.

16. Under Chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and joint-stock company “Institute for Mechanical and Instrument Engineering Personnel

Training” which can be effected in future, during the period till next annual general shareholders’

meeting, in the course of the Corporation routine business activity:

16.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for provision of training services under the agreed training programs,

with a starting date not earlier than 01.07.2016 and a completion date not later than

31.12.2017, in the aggregate amount not exceeding 14 000,0 thousand rubles, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions.

17. Under chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and Close Company “Experimental Machinebuilding Plant of S.P. Korolev Rocket and Space

Public Corporation Energia” which can be effected in future, during the period till next annual

general shareholders’ meeting, in the course of the Corporation routine business activity:

17.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort (Work Phases) to manufacture

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hardware, outfit with personal equipment, test, provide post-flight maintenance of Soyuz MS

spacecraft on the subjects of DE “ISS (International Space Station (Resupply)” and “ORKK-

Energia-277” in the scope to be specified by Statement of Work, with a starting date not

earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the aggregate

amount not exceeding 2 260 421,6 thousand rubles, except when transactions like that are to

be approved by the Corporation managerial bodies for reasons other than interested-party

transactions.

17.2. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for performance of work (related Work Phases) on manufacture,

operational use, modernization of the ISS Russian Segment hardware and systems on the

subject of DE “ISS (International Space Station) (Utilization-3)” in the scope to be specified

by Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date

not later than 31.12.2017, in the aggregate amount not exceeding 705 396,4 thousand rubles,

except when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

17.3. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to manufacture, assemble mount, test

hardware of mockups, units, assemblies and auxiliary equipment on the subject of DE “ISS

(International Space Station) (MLM-U)” relative to different operations (Work Phases) in the

scope to be specified by Statement of Work, with a starting date not earlier than 01.07.2016

and a completion date not later than 31.12.2017, in the aggregate amount not exceeding 836

425,5 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

17.4. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to manufacture, test, upgrade

equipment, perform prelaunch processing of spacecraft, provide post-flight maintenance of

manned spacecraft descent modules on the subjects of DE “ISS (International Space Station)

(TTO-5) and (RKK MS)” relative to different operations (Work Phases) in the scope to be

specified by Statement of Work, with a starting date not earlier than 01.07.2016 and a

completion date not later than 31.12.2017, in the aggregate amount not exceeding

2 203 598,4 thousand rubles, except when transactions like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions.

17.5. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to outfit with personal equipment,

manufacture, assemble, test compartments and equipment, provide prelaunch processing of

Soyuz MS and Progress MS spacecraft on the subjects of DE “ISS (International Space

Station) (Assembly) and (Assembly-2)”, “Stan-KAEP” relative to different operations (Work

Phases) in the scope to be specified by Statement of Work, with a starting date not earlier than

01.07.2016 and a completion date not later than 31.12.2017, in the aggregate amount not

exceeding 9 643 996,2 thousand rubles.

17.6. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to manufacture, assemble, test

spacecraft hardware and components under the state defense order in the scope to be specified

by Statement of Work, with a starting date not earlier than 01.07.2016 and a completion date

not later than 31.12.2017, in the aggregate amount not exceeding 775 365,2 thousand rubles,

except when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions.

17.7. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for conduct of development effort to manufacture, assemble, test

spacecraft bodies, hardware, assemblies and systems, provide their prelaunch processing under

foreign customer’s order in the scope to be specified by Statement of Work, with a starting

date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the

aggregate amount not exceeding 756 100 thousand rubles, except when transactions like that

are to be approved by the Corporation managerial bodies for reasons other than interested-

party transactions.

17.8. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for manufacture and delivery of analog/digital converters, with a starting

date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the

aggregate amount not exceeding 1 051 348,2 thousand rubles, except when transactions like

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that are to be approved by the Corporation managerial bodies for reasons other than interested-

party transactions.

17.9. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for manufacture and delivery of life support systems replaceable

equipment for US astronauts under the ISS (International Space Station) Program, with a

starting date not earlier than 01.07.2016 and a completion date not later than 31.12.2017, in the

aggregate amount not exceeding 37 088,5 thousand rubles, except when transactions like that

are to be approved by the Corporation managerial bodies for reasons other than interested-

party transactions.

17.10. Contracts, any amendments and supplements thereto, in accordance with which RSC

Energia shall provide services to ZAO ZEM RSC Energia for assured passage of rail transport

through the territory occupied by RSC Energia, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions, during the period from 01.07.2016 through 31.12.2017, while ZAO ZEM RSC

Energia shall pay for the above services the ceiling amount of 2 194,3 thousand rubles.

17.11. Contracts, any amendments and supplements thereto, in accordance with which ZAO

ZEM RSC Energia shall provide services to RSC Energia for cargo transportation, delivery of

freight cars, handling operations, including the above services relative to display units, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions, during the period from 01.07.2016 through

31.12.2017, while RSC Energia shall pay for the above services the ceiling amount of

5 380 thousand rubles.

17.12. Contracts, any amendments and supplements thereto, in accordance with which RSC

Energia shall provide services to ZAO ZEM RSC Energia for classified, confidential record-

keeping, state secret protection, economic security, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions, during the period from 01.07.2016 through 31.12.2017, while ZAO ZEM RSC

Energia shall pay for the above services the ceiling amount of 175 472,2 thousand rubles.

17.13. Contracts, any amendments and supplements thereto, in accordance with which ZAO

ZEM RSC Energia shall provide services to RSC Energia for maintenance and repairs of

entrance gates, roadway gates, inspection and recharging of fire-extinguishing means, except

when transactions like that are to be approved by the Corporation managerial bodies for

reasons other than interested-party transactions, during the period from 01.07.2016 through

31.12.2017, while RSC Energia shall pay for the above services the ceiling amount of

1 195 thousand rubles.

17.14. Contracts, any amendments and supplements thereto, in accordance with which RSC

Energia shall provide services to ZAO ZEM RSC Energia for manufacture of printing

products and engineering documentation copies, except when transactions like that are to be

approved by the Corporation managerial bodies for reasons other than interested-party

transactions, during the period from 01.07.2016 through 31.12.2017, while ZAO ZEM RSC

Energia shall pay for the above services the ceiling amount of 9 667,3 thousand rubles.

17.15. Contracts, any amendments and supplements thereto, in accordance with which RSC

Energia shall provide services to ZAO ZEM RSC Energia personnel management services,

communication services, hotel accommodation services, public catering services, except when

transactions like that are to be approved by the Corporation managerial bodies for reasons

other than interested-party transactions, during the period from 01.07.2016 through

31.12.2017, while ZAO ZEM RSC Energia shall pay for the above services the ceiling amount

of 90 792,8 thousand rubles.

17.16. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, in accordance with which RSC Energia shall provide services to ZAO

ZEM RSC Energia for spending holidays in sanatoria and health resorts, organized vacations

of ZAO ZEM RSC Energia employees and their children in resorts and health camps of RSC

Energia, except when transactions like that are to be approved by the Corporation managerial

bodies for reasons other than interested-party transactions, during the period from 01.07.2016

through 31.12.2017, while ZAO ZEM RSC Energia shall pay for the above services the ceiling

amount 39 864,1 thousand rubles.

17.17. Contracts, any amendments and supplements thereto, in accordance with which ZAO

ZEM RSC Energia (Principal) entrusts RSC Energia (Agent) on its behalf but for the

Principal’s account with performance of the required legal and actual operations aimed to

enter into and monitor progress of the contracts, implementation focused on electric power,

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cold water supply, water disposal at production premises made available to the Principal for

performance of basic operations, except when deals like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions, during the

period from 01.07.2016 through 31.12.2017, while ZAO ZEM RSC Energia shall pay for the

Agent in the amount not exceeding 140 968,0 thousand rubles.

17.18. Contracts, any amendments and supplements thereto, in accordance with which RSC

Energia shall provide services to ZAO ZEM RSC Energia for designer’s super vision of serial

production of modules and units as parts of prosthetic-orthopedic products, except when deals

like that are to be approved by the Corporation managerial bodies for reasons other than

interested-party transactions, during the period from 01.07.2016 through 31.12.2017, while

ZAO ZEM RSC Energia shall pay for the above services the ceiling amount of 1 103,8

thousand rubles.

17.19. Contracts, any amendments and supplements thereto, in accordance with which RSC

Energia shall provide services to ZAO ZEM RSC Energia for design monitoring of tanks

manufacture for rocket engines, except when deals like that are to be approved by the

Corporation managerial bodies for reasons other than interested-party transactions, during the

period from 01.07.2016 through 31.12.2017, while ZAO ZEM RSC Energia shall pay for the

above services the ceiling amount of 803,8 thousand rubles.

17.20. Contracts, supplementary agreements thereto under which RC Energia shall put out on

lease to ZAO ZEM RSC Energia on a temporary basis nonresidential premises located at the

following addresses: 4A Lenin Street, Korolev city, Moscow Region; 1A Grabin Street,

Korolev city, Moscow Region; nonresidential premises outside the Corporation (hereinafter

referred to as the property) for a period of no more than 12 months, while ZAO ZEM RSC

Energia shall provide a fee from the property use for the ceiling amount of 156 234 thousand

rubles.

17.21. Contracts, under which RSC Energia shall put out on lease to ZAO ZEM RSC Energia

the following 32 separate facilities (trestles, reservoirs, etc.) (hereinafter referred to as the

property) located at the following addresses: 4A Lenin Street, Korolev city, Moscow Region;

1A Grabin Street, Korolev city, Moscow Region, for a period of no more than 12 months,

while ZAO ZEM RSC Energia shall provide a fee for the property use for the ceiling amount

of 930,8 thousand rubles.

17.22. Contracts, under which RSC Energia shall put 102 items of production equipment

(itemized in the List) out on lease to ZAO ZEM RSC Energia for a period of no more than 12

months, while ZAO ZEM RSC Energia shall provide a fee for the equipment use for the

ceiling amount of 6 913,2 thousand rubles.

18. Under chapter XI of Federal Law “On Joint-Stock Companies”, approve the following

interested-party transactions between S.P. Korolev Rocket and Space Public Corporation Energia

and Close Company Energia-Telecom which can be effected in future, during the period till next

annual general shareholders’ meeting, in the course of the Corporation routine business activity:

18.1. Contracts, any amendments and supplements thereto, as well as other deals associated

with their fulfillment, for performance of work on recording satellite network frequency

assignments at foreign customer’s request in the scope to be specified by Statement of Work,

with a starting date not earlier than 01.07.2016 and a completion date not later than

01.12.2031, in the aggregate amount not exceeding 337 307,0 thousand rubles, except when

deals like that are to be approved by the Corporation managerial bodies for reasons other than

interested-party transactions.

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Information about the Board of Directors’ meetings held1

29.01.2016 Meeting as absentee voting (Minutes No. 11 of 03.02.2016)

Items on the agenda: Agreeing on Technical Assignment and assessment procedures for AO NPO Energomash

package of shares. Resolutions passed:

Approve the assignment on assessment of AO NPO Energomash package of Shares.

Approve the assessment procedure based upon three approaches (cost-based, comparative, ROE-

based). If during the assessment one of the approaches is not used, failure to use the approach shall

be substantiated in a report.

Agreeing on the candidates proposed by the Corporation Management Board for election to

S&A board of directors, auditing committee. Resolutions passed:

Agree upon as per Corporate Bylaws, Art. 28, para 1, subpara 47, the Management Board-

proposed List of candidates for election to S&A board of directors, auditing committee.

On interested-party transactions Resolutions passed:

1. Transaction between RSC Energia and ZAO ZEM

1.1. Determine firm price under supplementary Agreement to the contract between the

Contractor, RSC Energia, and the Customer, ZAO ZEM RSC Energia, for provision of

services ensuring:

-classified, confidential record keeping;

-security during performance of all classified activities at ZAO ZEM RSC Energia;

-security of ZAO ZEM RSC Energia installations;

-supply of information materials and samples,

for 2016 in the amount of 171 017 626, 87 (one hundred and seventy one millions seventeen

thousand six hundred twenty six) rubles 87 kopecks, including VAT of 18%.

1.2. Approve the transaction under Supplementary Agreement to the Contract between the

Contractor, RSC Energia, and the Customer, ZAO ZEM RSC Energia, under which the price

is fixed for 2016 for provision of services ensuring:

-classified, confidential record keeping;

-security during performance of all classified activities at ZAO ZEM RSC Energia;

-security of ZAO ZEM RSC Energia installations;

-supply of information materials and samples,

in the amount of 171 017 626, 87 (one hundred and seventy one million seventeen thousand

six hundred twenty six) rubles 87 kopecks, including VAT of 18%.

2. Transaction between RSC Energia and OAO Gazprom Space System.

2.1. Determine firm price under Supplementary Agreement to the Contact between the

Contractor, RSC Energia, and the Customer, OAO Gazprom Space Systems, for provision of

services for SC Yamal-200 No. 2 flight following from 01.01.2016 through 31.12.2016

(relative to operations under Phases 11, 12) in the amount of 2 297 400,00 rubles (two million

two hundred ninety seven thousand and four hundred) rubles, including VAT of 0%.

2.2. Approve the transaction under Supplementary Agreement to the Contact between the

Contractor, RSC Energia, and the Customer, OAO Gazprom Space Systems, for provision of

services for SC Yamal-200 No. 2 flight following from 01.01.2016 through 31.12.2016

(relative to operations under Phases 11, 12) at the price of 2 297 400,00 rubles (two million

two hundred ninety seven thousand and four hundred) rubles, including VAT of 0%.

1 Information being confidential is not provided in the Annual Report.

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04.03.2016 Meeting as absentee voting (Minutes No. 12 of 09.03.2016)

Items on the agenda:

Review of the corporation stockholders-submitted proposals:

1.1. On putting items on the agenda of annual shareholders’ meeting. Resolutions passed:

Accept the proposals submitted by the Corporation shareholders (OAO URSC, the owner of

38,221 % of the Corporation voting shares; ZAO Lider, the entrusted administrator of 12,406% of

the Corporation voting shares; AO IK Razvitiye, the owner of 17,426 % of the Corporation voting

shares) to be put on the Agenda of the Corporation Annual General Shareholders’ Meeting; the

proposals to enter the nominees in the list of the candidates for election by voting to the Board of

Directors and Auditing Committee of the Corporation as being compliant with the requirements

set forth in the Corporation Articles of Incorporation, Federal Law “On Joint-Stock Companies”

and other legal acts.

1.2. On the nominees to be entered in the List of candidates for election by voting to the

Corporation Board of Directors. Resolutions passed:

Approve the List of candidates proposed by the Corporation shareholders (OAO URSC, the owner

of 38,221 % of the Corporation voting shares; ZAO Lider, the entrusted administrator of 12,406%

of the Corporation voting shares; AO IK Razvitiye, the owner of 17,426 % of the Corporation

voting shares) to be entered in voting ballots for election to the Board of Directors at Annual

General Shareholders’ Meeting of the Corporation in the following composition:

1. Sergei Alexandrovich Bushmakin

2. Vladislav Viktorovich Brylkov

3. Pavel Byacheslavovich Vinokurov

4. Yuri Veniaminovich Vlasov

5. Anatoly Anatolievich Gavrilenko

6. Alexandr Nikolaevich Ivanov

7. Igor Anatolievich Komarov

8. Oleg Vladimirovich Lobanov

9. Alexandr Alexeevich Medvedev

10. Andrei Sergeevich Nikitin

11. Sergei Alexandrovich Nikitin

12. Alexei Viktorovich Nuzhdov

13. Maxim Valerianovich Petrov

14. Bladivir Lvovich Solntsev

1.3. On the nominees to be entered in the List of candidates for election by voting to the

Corporation Auditing Committee.

Resolutions passed:

Approve the List of candidates proposed by the Corporation shareholders (OAO URSC, the owner

of 38,221 % of the Corporation voting shares; ZAO Lider, the entrusted administrator of 12,406%

of the Corporation voting shares; AO IK Razvitiye, the owner of 17,426 % of the Corporation

voting shares) to be entered in voting ballots for election to the Auditing Committee at Annual

General Shareholders’ Meeting of the Corporation in the following composition:

1. Andrei Vladimirovich Ardeev

2. Konstantin Vladimirovich Vakulin

3. Anastasia Igorevna Vyaznik

4. Anastasia Olegovna Gaiduk

5. Alexandr Alexeevich Zelepukin

6. Valery Vladimirovich Kordanov

7. Maria Yurievnf Kiseleva

8. Alexandr Borisovich Kosenko

9. Yekaterian Pavlovna Polezhaeva

10.Yelena Borisovna Sokolova

11.Dmitry Nikolaevich Chirkin

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10.03.2016 Meeting (Minutes No.13 of 14.03.2016)

Items on the agenda:

1. Review of a forecast of RSC Energia’s Work Program implementation for 2015 (including

the report on progress in its implementation for 9 months of 2015).

Resolutions passed:

1.1. As per Corporate Bylaws, Art. 28, para 1, subpara 2, take note of the forecast of RSC

Energia’s Work Program implementation for 2015, including the report on progress in its

implementation for 9 months of 2015.

1.2. Note the failure to carry out the Work Program by the results reported for 9 months 2015 by

indicator figures.

2. Review of ZAO ZEM RSC Energia Work Program for 2016. Resolutions passed:

As per RSC Energia’s Corporate Bylaws, Art. 28, para 1, subpara 48, get preliminary approval of

ZAO ZEM RSC Energia Work Program for 2016.

3. Agreeing on the assessment results of ZAO PO Cosmos package of shares and assets of the

Corporation aviation complex ant Vnukovo-3

Resolutions passed:

3.1. Take note of the submitted information about ZAO PO Cosmos package of shares assessment

made, as well as appraisal of RSC Energia’s personal property and real assets associated with

Vnukovo-3 terminal activity.

3.2. Corporation Management shall update the materials concerning assessment of the assets listed

in these Minutes, item 3.1, including basic terms of entering into transactions for alienation of the

above assets, agree them upon with majority shareholders of the Corporation Submit them for a

repeated consideration of the Corporation Board of Directors simultaneously with the issue

concerning approval of the transactions for alienation of the above assets. Due date is 14 days.

4. On liquidation of ZAO VKB RSC Energia

Resolutions passed:

4.1. Take note of the submitted information regarding liquidation of ZAO VKB RSC Energia.

4.2. Corporation Management is to update the materials concerning liquidation of ZAO VKB RSC

Energia, agree then upon with majority shareholders of the Corporation and submit them for a

repeated consideration of RSC Energia Board of Directors within 14 days.

5. On strategic projects of the Corporation

Resolutions passed:

Resolution is treated as confidential.

6. Review of the report on S&A and non-core assets management activity

Resolutions passed:

6.1. Note the report on subsidiary and affiliated companies management activity, including non-

core assets of the Corporation.

6.2. Take note of positive results achieved in S&A and non-core assets management.

7. On claims made for 2015 due to defects (failures) of complexes (systems) and articles of

armaments and military equipment caused by non-compliance with customer’s

requirements and making organization executives and officials responsible for them

Resolutions passed:

Note information about the absence of claims made by state customers against the Corporation

regarding complexes (systems), military equipment products caused by non-compliance with

customer’s requirements in 2015.

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31.03.2016 Meeting as absentee voting (Minutes No. 14 of 04.04.2016)

Items on the agenda:

1. On interested-party transaction

Resolutions passed:

1.1. Determine firm (fixed) price under the contract entered into between the Contractor, RSC

Energia, and the Customer, OAO URSC, for performance of work (provision of services) on the

subject “Conduct of development effort and provision of services for rotation and rescue on CTS

Soyuz MS of 6 (six) astronauts assigned by the American Party in the scope of Modification to

International Contract between ROSCOSMOS and NASA of December 16, 1993”:

- for manufacture, assembly, testing at Checkout and Testing Facility (hereinafter referred to as the

CTF (KIS), prelaunch processing of two crew transportation spacecraft Soyuz MS (hereinafter

referred as CTS Soyuz MS), taking part in launch as part of Integrated Launch Vehicles

(hereinafter referred to as ILV), support of landing, as well as an analysis of post-flight condition

of two CTS Soyuz MS descent vehicles (hereinafter referred to as DV);

- for resupply of crew transport spacecraft Soyuz MS with personal equipment for six astronauts,

Prime Crew members and six backups, assigned by the American Party;

- for flight control of CTS Soyuz MS from the lift-off moment till docking with the International

Space Station Russian Segment (further – ISS RS), as well as from the moment of separation from

the ISS RS till landing;

- for rotation and rescue of six astronauts assigned by the American Party.

Code: ORKK-Energia-277,

in the amount of 5 668 605 100 (five billion six hundred sixty eight million six hundred and five

thousand one hundred) rubles 00 kopecks (VAT rate of 0%).

1.2. Submit the contact between the Contractor, RSC Energia, and the Customer, OAO URSC for

approval of the Annual General Shareholders’ Meeting (AGSM) of RSC Energia;

put the item “On approval of interested-party transaction of the AGSM agenda

2. On approval of the Action Plan for Internal Audit Department for 2016

Resolutions passed:

According to the Corporate Bylaws, Art. 28, para 1, subpara 55, approve the Action Plan for

Internal Audit Department for 2016.

06.04.2016 Meeting as absentee voting (Minutes No. 15 of 07.04.2016)

Items on the agenda:

1. On Approval of the document specifying the contest procedure for selecting auditor for

2016

Resolutions passed:

In accordance with the Corporate Bylaws, Art. 28, para 1, subpara 28.1, approve the Provision on

Contest Committee and the Procedure for holding the Contest for the right to perform services of

auditing annual financial statements by RAS, as well as auditing consolidated financial statements

by IAS of Public Company S.P. Korolev Rocket-Space Corporation Energia.

2. On approval of the Contest Committee membership. Resolutions passed:

In accordance with the corporate Bylaws, Art. 28, para 1, subpara 28, approve the membership of

the Contest Committee on holding the contest selecting auditor for 2016:

1. Sergei Alexandrovich Nikitin – the Committee Chairman

2. Pavel Vyacheslavovich Vinokurov

3. Andrei Vladimirovich Ardeev

4. Alexei Yevgenievich Kopiev

5. Olga Vladimirovna Korovkina

6. Pavel Vladimirovich Melentiev

7. Nina Valerianovna Simakova

8. Oksana Alexandrovna Lesnykh

9. Maxim Valerievich Elberg

10. Yulia Borisovna Yegorova – the Committee Secretary.

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18.04.2016 Meeting as absentee voting (Minutes No. 16 of 20.04.2016)

Items on the agenda:

1. Approval of the assessment result of ZAO PO Cosmos’ 100% package of shares. Resolutions passed:

Approve the assessment result of 100% package of registered equities of ZAO PO Cosmos in

possession of RSC Energia, value of which according to the assessment report prepared by Private

Joint-Stock Company “Euroexpert” is 1 (one) ruble, in order to effect spares purchase and sale

transaction for the benefit of State Space Corporation ROSCOSMOS (MSRN: 1157700012502) or

other entity as ordered by SC ROSCOSMOS (hereinafter referred to as the Buyer).

2. Approval of the assessment result of RSC Energia’s personal property and real assets

associated, with operation of Cosmos Vnukovo-3 terminal

Resolutions passed:

Approve the assessment result of the personal property and real assets value of RSC Energia

(further – the Joint-Stock Company) associated with Cosmos Vnukovo-3 terminal operation

(further – the Terminal) whose total value based upon the assessment report prepared by the

Private Joint-Stock Company “Euroexpert” is 1 148 360 204 (one billion one hundred and forty

eight million three hundred sixty thousand two hundred and four) rubles (net of VAT) while taking

discount into account it is 1 037 009 916 (one billion thirty seven million nine thousand nine

hundred sixteen) rubles (net of VAT), in order to effect the transaction of alienation of the above

assets in favour of the Buyer.

3. Approval of the Joint-Stock Company entering into a contract for basic terms of selling

the assets associated with Cosmos Vnukovo-3 Terminal operation.

Resolutions passed:

Parties to the contract:

Seller: Public Company S.P. Korolev Rocket-Space Corporation Energia (also the Joint-Stock

Company).

Buyer: State Space Corporation ROSCOSMOS or other legal entity as ordered by SC

ROSCOSMOS.

The Seller and the Buyer are jointly referred to as the Parties.

Terms of the contract:

Approve the contract entered into between the Joint-Stock Company and the Buyer which

stipulates basic purchase and sale terms for 100% package of shares of ZAO PO Cosmos and

the assets associated with operation of Cosmos Vnukovo-3 Terminal, including airport activity

and air traffic operation (hereinafter referred to as the Assets) as a unified complex (hereinafter

referred to as the Basic Terms) on the following essential terms.

1. Assets involve the following property:

1.1. 100% package of shares of ZAO PO Cosmos, the company operating on the basis of

Cosmos Vnukovo-3 Terminal (hereinafter called the Terminal), including airport activity and

air traffic operation;

1.2. Property items, including land plot of 13,9 hectares, the airport infrastructure buildings

and facilities located on it which are itemized in the Addendum to these Minutes (hereinafter

called the Property ) and other objects indicated in the Addendum to these Minutes whose

technical characteristics are to be specified (hereinafter called other objects);

1.3. aircraft (Addendum to these Minutes; further called Aircraft);

1.4. transportation (Addendum to these Minutes; further called Transportation);

1.5. special facilities (Addendum to these Minutes; further called Special Facilities);

1.6. equipment (Addendum to these Minutes; further called Equipment).

2. Joint-Stock Company shall ensure following the following conditions (further called

Preliminary Conditions) in due time till August 31, 2016:

2.1. carry to completion the measures to determine technical characteristics and parameters of

other objects inviting cadastral engineer and other necessary specialists;

2.2. register the right of ownership to other objects in the event that the results of determining

technical characteristics and parameters of property objects within the measures being

undertaken as per para 2.1 above show that such objects belong to property the right of

ownership to which is to be registered;

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2.3. exclude from the Unified State Register of rights of ownership to personal property and

transactions with it (USRR) records of rights to actually liquidated property objects which

used to be on the Terminal territory.

2.4. By the Parties’ agreement, due date for meeting the Preliminary Conditions can be

extended if necessary.

3. Parties shall enter into Basic Terms within 10 days upon their approval as interested-party

transaction by respective managerial bodies each of the Parties.

4. Having met all the Preliminary Conditions or upon expiration of due dates indicated in Section

2 above, the Joint-Stock Company and the Buyer shall enter into the following contracts:

4.1. purchase and sale contract for 100% package of shares of ZAO PO Cosmos on the

existing terms further approved by the Board of Directors;

4.2. purchase and sale contract for the Property and other objects on essential terms further

approved by the Board of Directors;

4.3. purchase and sale contract for Aircraft on essential terms further approved by the Board of

Directors;

4.4. purchase and sale contract for Transportation on essential terms further approved by the

Board of Directors;

4.5. purchase and sale contract for Special Facilities on essential terms further approved by the

Board of Directors;

4.6. purchase and sale contract for Equipment on essential terms further approved by the

Board of Directors.

Before entering into purchase and sale contract for 100% package of shares of ZAO PO

Cosmos stated in para 4.1 above, separate Assets items (Aircraft, Transportation, Special

Facilities, Equipment) can be transferred to ZAO PO Cosmos (MSRN: 1027700321880) on

the terms agreed upon between the Buyer and the Joint-Stock Company. In this case, the value

of 100% package of shares of ZAO PO Cosmos will increase by the value of the Assets so

transferred.

5. Cost of Assets

5.1. Total maximum cost of the Assets is 1 148 360 205 (one billion one hundred forty eight

three hundred and six thousand two hundred and five) rubles (net of VAT) and determined

using the assessment made by Private Joint-Stock Company Euroexpert (Report on market

value assessment of 100% package of registered equities of ZAO PO Cosmos, Report on

market value assessment of personal property and real assets of RSC Energia, hereinafter

called the Assessment), provided that rights of ownership to all property objects (as real fixed

assets) indicated in Section 2, para 2.2 are registered.

5.2. Total minimum cost of the Assets is 1 037 009 917(one billion thirty seven million nine

thousand nine hundred seventeen) rubles (net of VAT) determined using the Assessment and

employed if the Joint-Stock Company fails to keep due dates fixed in accordance with para 2

(Preliminary Conditions) regarding property objects indicated in Section 2, para 2.2.

In case of failure to meet the Preliminary Conditions regarding any property objects indicated

in Section 2, para 2.2, prior to the dates indicated in Section 2 are expired, such objects are

acquired in their current condition (as set of building materials, office equipment, facilities) at

a reduced price. Acquisition price of each object like that will correspond to a reduced value

indicated in the Assessment regarding respective object.

6. Buyer shall pay for the Assets according to the following procedure:

6.1. 344 508 001 rubles (three hundred forty four million five hundred eighty eight thousand

and one ruble, net of VAT) – within 10 business days from the date of entering into the Basic

Terms (hereinafter called Payment as Security), but, in any event, not earlier than May 15,

2016. Amount of the Payment as Security will be offsetting against payment of purchase price

under the purchase and sale contracts stated in Section 4 above.

6.2. Final payment of purchase price determined on the date of expiration of the period during

which the Preliminary Conditions are met, with due regard for its possible adjustment as per

Section 5, para 5, and the Payment as Security made, shall be effected within 10 business days

from the date of all the Assets being transferred to the Buyer in accordance with para 7

subsequently.

7. All the Assets hall be transferred to the Buyer concurrently on the fifth business day after

performance of the last registration action of those foreseen in the contracts indicated in Section 4

above or within other period agreed upon between the Buyer and the Joint-Stock Company.

The procedure for and conditions of the Assets use during the transitional period (till the date of all

the Assets being transferred to the Buyer) will be stipulated by the Basic Terms; in so doing, the

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Buyer shall not later than May 1, 2016 accept responsibility for running ZAO PO Cosmos and

maintaining ZAO PO Cosmos operation on conditions specified by the Parties.

8. Joint-Stock Company shall grant payment by instalments to ZAO PO Cosmos for a 10-year

period at the rate of 3% per annum covering all amount of debt ZAO PO Cosmos owes the Joint-

Stock Company, including accounts payable and long-term loan. Payment by instalments shall be

granted as soon as purchase and sale contract for 100% package of shares of ZAO PO Cosmos

indicated in Section 4, para 4.1 is entered into.

4. Approval of essential terms of purchase and sale contract for 100% package of shares of

ZAO PO Cosmos

Resolutions passed:

Approve the contract for purchase and sale of the Shares entered into between the Joint-Stock

Company and the Buyer on the following basic terms:

1. type of securities being purchased: ordinary registered shares, uncertified;

2. issuer: ZAO PO Cosmos (MSRN: 1027700321880);

3. nominal value: 1 (one) ruble each;

4. state registration number of issue: 1-01-61700-H;

5. total number of the shares being purchased: 200 000 (two hundred thousand) which makes

up 100% of all the shares issued by ZAO PO Cosmos;

6. price: 1 (one) ruble for all shares.

5. Approval of essential terms of purchase and sale contract for the property and other

objects

Resolutions passed:

Approve the contract for purchase and sale of the property entered into between the Joint-Stock

Company an the Buyer on the following basic terms:

1. property being sold; objects indicated in the Addendum to these Minutes;

2. price of the objects indicated in the Addendum is 962 298 633 (nine hundred sixty two

million two hundred ninety eight thousand six hundred and thirty three) rubles, net of VAT;

3. price of the objects indicated in the Addendum: maximum price is 123 722 546 (one

hundred twenty three million seven hundred twenty two thousand five hundred and forty six)

rubles, net of VAT; minimum price, taking into account possible discount, in accordance with

the Basic Terms is 12 372 258 (twelve million three hundred seventy two thousand two

hundred and fifty eight) rubles, net of VAT.

6. Approval of essential terms of purchase and sale contract for aircraft

Resolutions passed:

Approve the contract for purchase and sale of aircraft entered into between the Joint-Stock

Company and the Buyer on the following basic terms:

1. property being sold: aircraft indicated in the Addendum to these Minutes;

2. price: 16 577 443 (sixteen million five hundred seventy seven thousand four hundred and

forty three) rubles, net of VAT, for all aircraft.

7. Approval of essential terms of purchase and sale contract for transportation

Resolutions passed:

Approve the contract for purchase and sale of transportation entered into between the Joint-Stock

Company and the Buyer on the following terms:

1. property being sold: transportation indicated in the Addendum to these Minutes;

2. price: 649 836 (six hundred forty nine thousand eight hundred and thirty six) rubles, net of

VAT, for all transportation.

8. Approval of essential terms of purchase and sale contract for special facilities Resolutions passed:

Approve the contract for purchase and sale of special facilities entered into between the Joint-

Stock Company and the Bayer on the following basic terms:

1. property being sold: special facilities stated in the Addendum to these Minutes;

2. price: 13 530 874 (thirteen million five hundred thirty thousand eight hundred and seventy

four) rubles, net of VAT, for all the facilities.

9. Approval of essential terms of purchase and sale contract for equipment

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Resolutions passed:

Approve the contract for purchase and sale of the equipment entered into between the Joint-Stock

Company and the Buyer on the following basic terms:

1. property being sold: the equipment listed in the Addendum to these Minutes;

2. price: 31 580 872 (thirty one million five hundred eighty thousand eight hundred and

seventy two) rubles net of VAT, for all the equipment.

10. On liquidation of ZAO VKB RSC Energia.

Resolutions passed:

10.1. In accordance the Articles of Incorporation of RSC Energia, Art. 28, para 1, subpara 46,

approve the following position taken by the Corporation with respect to ZAO VKB RSC Energia:

decide on voluntary liquidation of ZAO VKB RSC Energia which is a 100% subsidiary company

of the Corporation;

10.2. take note of practicability of furnishing financial assistance to ZAO VKB RSC Energia by

the Corporation in the amount of 28 816 440 rubles.

11. On interested-party transactions (transaction between RSC Energia and ZAO VKB RSC

Energia).

Resolutions passed:

11.1. Determine price of compensation between the Creditor, RSC Energia, and the Debtor, ZAO

VKB RSC Energia, at the rate of 73 409 400,00 (seventy three million four hundred and nine

thousand four hundred) rubles 00 kopecks.

11.2. Approve the transaction, agreement on compensation concluded between the Creditor, RSC

Energia and the Debtor, ZAO VKB RSC Energia under which the Debtor on account of fulfilment

of the commitments to pay debt in the amount of 66 151 576,55 (sixty six million one hundred

fifty one thousand five hundred and seventy six) rubles 55 kopecks shall, transfer to the creditor

real assets as compensation, namely: 7-storey nonresidential building (laboratory-design building

A-A7 (type designation)) with a total area of 8 455,00 (eight thousand four hundred fifty five

integers hull hundredths) m2 located at the following address: 26B Zemets Street, Kirov district,

Samara city, cadastral number: 63:01:0000000:0:22250, inventory number:

36:401:001:000489930:0000, which is worth 73 409 400,00 (seventy three million four hundred)

rubles 00 kopecks, including VAT of 11 198 044,07 (eleven million one hundred and ninety eight

thousand forty four) rubles 07 kopecks. (Price is set based upon the Report on the Property

assessment of March 24, 2016 performed by independent appraiser LCC “Vizavi-Otsenka”).

The Debtor’s liabilities for the amount of 66 151 576,55 rubles being terminated due to the

agreement on compensation arose out of the following contracts:

- No. 537/065-2010 of 17.06.2010 (Supplemental Agreement No. 7 to the contract) 1 179

460,00 rubles;

- No. 493/065-2007 of 13.08.2008 in the amount of 120 000,00 rubles;

- No. 523/065-2009 of 12.04.2010 in the amount of 17 574 949,99 rubles;

- No. 548/065-2010 of 22.06.2010 in the amount of 5 494 678,70 rubles;

- No. 542/065-2010 of 02.08.2010 in the amount of 8 283 935,50 rubles;

- No. 544/065-2010 of 08.05.2010 in the amount of 292 000,00 rubles;

- No. 540/065-2010 of 30.06.2010 in the amount of 8 180 457,00 rubles;

- No. 3/250708/VKB of 25.07.2008 in the amount of 24 646 575,37 rubles;

- No. 3/060509/VKB of 06.05.2009 in the amount of 379 519,99 rubles.

The amount of excess of the cost of the real assets being transferred over the debt which makes up

7 257 823,45 (seven million two hundred fifty seven thousand eight hundred twenty three) rubles

45 kopecks shall be remitted by the Creditor to the Debtor within 30 banking days from the date of

the Agreement being signed.

12. On approval of starting (maximum) price of auditor’s services for holding contest to

select auditor of bookkeeping reporting (financial statements) of the Corporation by RAS

and JAS for 2016 Resolutions passed:

Approve starting (maximum) price of auditor’s services for holding the Contest to select auditor

for 2016 at the rate of 11 800 000 (eleven million eight hundred thousand) rubles, including VAT

of 18% in the amount of 1 800 000 (one million eight hundred thousand) rubles.

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13. Approval of the assessment result of AO NPO Energomash package of shares in

possession of ZAO ZEM RSC Energia.

Resolutions passed:

Approve the assessment result of AO NPO Energomash package of shares in possession of ZAO

ZEM RSC Energia: (9960 000 (nine hundred sixty thousand) ordinary shares with face value of

150 (one hundred fifty) rubles each, registration number of the issue: No. 1-03-01375-A of

November 24, 2006, the value of which in accordance with the Assessment report No. A-21204/16

of 15.03.16 prepared by LCC LAIR amounts to 696 000 000 rubles (six hundred ninety six million

rubles), taking into account rounding-up, on 30.09.2015, with the aim to effect purchase and sale

transaction.

28.04.2016 Meeting as absentee voting (Minutes No. 17 of 29.04.2016)

Items on the agenda:

On interested-party transactions.

Resolutions passed:

1. Transaction between RSC Energia and AO NPP Kvant.

1.1. Determine an approximate price under the contract entered into between the Customer,

RSC Energia, and the Contractor, AO NPP Kvant, for performance of work “Preparation of

electrochemical current sources (CCS) and solar arrays (SA) for flight tests as part of

hardware”, at the rate of 363 424, 00 (three hundred sixty three thousand four hundred twenty

four) rubles 00 kopecks, net of VAT.

1.2. Approve the transaction, the contract entered into between the Customer, RSC Energia,

and the Contractor, AO NPP Kvant, for performance of work “Preparation of electrochemical

current sources (CCS) and solar arrays (SA) for flight tests as part of hardware”, at the rate of

363 424, 00 (three hundred sixty three thousand four hundred twenty four) rubles 00 kopecks,

net of VAT.

Due date for work performance (according to Calendar Plan) is May-June 2016.

2. Transaction between RSC Energia and AO RKTs Progress.

2.1. Determine firm fixed price under the contract entered into between the Customer, RSC

Energia and the Contractor, AO RKTs Progress, for performance of work “Putting more

symbols on external surface of assembly-protective units (APU) of integrated launch vehicles

Soyuz FG putting into orbit crew transportation spacecraft Soyuz TMA-20M, Soyuz MS,

Soyuz MS-02, Soyuz MS-03” under Phases 2-4, at the rate of 394 245, 27 (three hundred

ninety four thousand two hundred forty five) rubles 27 kopecks, including VAT at the rate of

18%

2.2. Approve the transaction, the contract entered into between the Customer, RSC Energia,

and the Contractor, AO RKTs Progress, for performance of work “Putting more symbols on

external surface of assembly-protective units (APU) of integrated launch vehicles Soyuz FG

putting into orbit crew transportation spacecraft Soyuz TMA-20M, Soyuz MS, Soyuz MS-02,

Soyuz MS-03” under Phases 2-4, at the rate of 394 245, 27 (three hundred ninety four

thousand two hundred forty five) rubles 27 kopecks, including VAT at the rate of 18%.

Due date for work performance (under the schedule for APU and CTS Soyuz MS, Soyuz MS-

02, Soyuz MS-03 preparation) is June-November 2016.

3. Transaction between RSC Energia and ZAO VKB RSC Energia.

3.1. Approve the transaction, Supplemental Agreement to the contract entered into between the

Customer, RSC Energia, and the Contractor, ZAO VKB RSC Energia, on exclusion of Phase 5

from work performance cost sheet and paying back the advance paid at the rate of 120 000, 00

(one hundred twenty thousand) rubles 00 kopecks.

29.04.2016 Meeting as absentee voting (Minutes No. 18 29.04.2016)

Items on the agenda:

1. On interested-party transaction.

Resolutions passed:

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1.1. Determine price under the contract entered into between the Contactor, RSC Energia, and the

Customer, ZAO ZEM RSC Energia, for conduct of maintenance and routine repair of gas

equipment and pipelines in possession of the Customer and installed in workshops No. 411 and

No. 412 at the following address: 4A Lenin Street, Korolev city, Moscow Region, as well as

external high-pressure gas pipelines between shut-down devices on inlet pipeline and gas control

point (GCP) at workshop No. 411 inclusive, during the period from 01.05.2016 through

31.12.2016, which involves the following components:

- cost of work on maintenance of gas equipment and pipelines at workshops 411, 412 of ZAO

ZEM RSC Energia, as well as external high-pressure gas pipelines between shut-down devices on

inlet pipeline and gas control point (GCP) at workshop No. 411 inclusive, at the rate of 1 940 550,

63 (one million nine hundred forty thousand five hundred and fifty) rubles 63 kopecks and

- cost of performance of gas equipment and pipelines routine repair at workshops 411, 412, at the

rate of 1 003 853, 60 (one million three thousand eight hundred and fifty three) rubles 60 kopecks.

Thus, total firm price of work under the contract will be 2 944 404, 23 (two million nine hundred

forty four thousand four hundred and four) rubles 23 kopecks (including VAT of 18% making up

449 146,41 rubles).

1.2. Approve the transaction, the contract entered into between the Contractor, RSC Energia, and

the Customer, ZAO ZEM RSC Energia, for conduct of maintenance and routing repair of gas

equipment and pipelines in possession of the Customer and installed at workshops No. 411 and

No. 412 at the following address: 4A Lenin Street, Korolev city, Moscow Region, as well as

external high-pressure gas pipelines between shut-down devices on inlet gas pipeline and gas

control point (GCP) at workshop 411 inclusive, during the period from 01.05.2016 through

31.12.2016, at total firm price of 2 944 404, 23 (two million nine hundred forty four thousand four

hundred and four) rubles 23 kopecks (including VAT of 18% making up 449 146,41 rubles).

2. On calling of Annual General Shareholders’ Meeting at RSC Energia

Resolutions passed:

Call annual general shareholders’ meeting at RSC Energia on June 25, 2016 at 11 a.m.

(registration starts at 9 a.m.) in RSC Energia’s conference hall an the 3rd

floor of building 67 (RSC

Energia’s premises, 4A Lenin Street, Korolev city, Moscow Region) in the form of shareholders’

joint attendance for discussion of the agenda items and deciding on the issues put to the vote, with

a preliminary delivery (handing in) of voting ballots to the shareholders prior to holding annual

general shareholders’ meeting (form of holding AGSM – meeting).

Mail address for forwarding voting ballots filled in: 4A Lenin Street, Korolev city, Moscow

Region, Russian Federation, 141070.

3. Approval of the agenda for RSC Energia’s annual general shareholders’ meeting

Resolutions passed:

Approve the following Agenda of RSC Energia’s annual general shareholders’ meeting:

1. Approval of RSC Energia’s Annual Report for 2015.

2. Approval of annual Financial Statements for 2015, including Profit and Loss Statement of

the Corporation.

3. Approval of the Corporation profit and loss distribution by its 2015 performance.

4. On dividend payouts by the 2015 performance.

5. On establishing the date on which persons entitled to dividends are defined.

6. On payment of remuneration for work in the Board of Directors of RSC Energia.

7. On payment of remuneration for work in the Auditing Committee of RSC Energia.

8. Approval of the Corporation auditor for 2016.

9. Election of the Corporation Board of Directors members.

10. Election of the Corporation Auditing Committee members.

11. Approval of the redrafted Articles of Incorporation of RSC Energia.

12. Approval of the redrafted Regulations on general shareholders’ meetings of RSC Energia.

13. Approval of the redrafted Regulations on the Board of Directors of RSC Energia.

14. Approval of the redrafted Regulations on the Management Board of RSC Energia.

15. Approval of the redrafted Regulations on single-member executive body of RSC Energia.

16. Approval of the redrafted Regulations on the Auditing Committee of RSC Energia.

17. On approval of interested-party transaction between RSC Energia and OAO URSC.

18. On approval of interested-party transactions which could be effected by RSC Energia in

future, in the course of routine economic activity.

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4. On fixing a dare of drawing up the List of persons entitled to take part in RSC Energia’s

annual general shareholders’ meeting

Resolutions passed:

Fix the date of drawing up the List of persons entitled to take part in annual general shareholders’

meeting of RSC Energia: May 10, 2016.

5. On Supplementary Agreement to labor contract with single-member executive body

(President) of the Corporation

Resolutions passed:

5.1. Approve Supplementary Agreement to the labor contract with V.L. Solntsev, the Corporation

President.

5.2. Calculation of cumulative percent of KEI achievement by the President in 2015 shall be

performed in accordance with the List of KEIs approved by the Corporation board of Directors for

2015.

Cumulative percent of KEI achievement by the President for 2016 and subsequent years shall not

be calculated until the List of KEIs has been approved for respective period.

17.05.2016 Meeting as absentee voting (Minutes No. 19 of 17.05.2016)

Items on the agenda:

1. Review of the proposals made to annual general shareholders’ meeting of the Corporation

for taking decisions on approval interested-party transactions which could be effected in

future, in the course of routine economic activity of the Corporation (during the period till

next annual general shareholders’ meeting)

Resolutions passed:

As per Federal Law “On Joint-Stock Companies”, Art. 49, para 3, subpara 15, and the Articles of

Incorporation, Art 28, para 3, the Corporation Annual General Shareholders’ Meeting is

recommended to approve interested-party transactions which could be effected in future, in the

course of its routine economic activity, in accordance with the draft decision wordings.

2. On more nominees to be added to the List of candidates who are to be included in the

voting ballots for election to the Board of Directors and Auditing Committee at annual

general shareholders’ meeting of the Corporation.

Resolutions passed:

2.1. Supplement the List of candidates to be included in voting ballots for election to the Board of

Directors at annual general shareholders’ meeting of the Corporation with the following nominees:

1. Vladimir Konstantinovch Verbitsky

2. Alexandr Amurovich Gogol

3. Bladimir Grigorievich Yevdokimov

4. Pavel Dmitrievich Popov

2.2. Supplement the List of candidates to be included in voting ballots for election to the Auditing

Committee at annual general shareholders’ meeting of the Corporation with the following

nominees:

1. Yuri Alexandrovich Ivanyutenko

2. Alexandr Borisovich Poltavtsev

23.05.2016 Meeting as absentee voting (Minutes No. 20 of 23.05.2016)

Items on the agenda:

1. Approval of the List information (materials) to be made available to the shareholders

during, preparation for holding annual general shareholders’ meeting and their submission

procedure

Resolutions passed:

1.1. Approve the List of information (materials) to be made available to the shareholders during

preparation for annual general shareholders’ meeting of RSC Energia.

1.2. Approve the Procedure for information (materials) submission to RSC Energia’s shareholders

during preparation for holding annual general shareholders’ meeting of RSC Energia

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2. Approval of voting ballots form and text regarding Agenda items of annual general

shareholders’ meeting, as well as factsheets form and text.

Resolutions passed:

Approve form and text:

- of voting ballots Nos. 1-5 on the Agenda items of annual general shareholders’ meeting of RSC

Energia;

- of factsheet for distribution (handing in)) to the shareholders concurrently with the voting ballots

on the Agenda items of annual general shareholders’ meeting of RSC Energia.

3. On cases of claims made in the 1st quarter of 2016 and related to defects (failures) of

complexes (systems) and armaments and military equipment articles caused by non-

compliance with the customer’s requirements and making organization executives and

officials responsible for them. Resolutions passed:

Take note of information about absence of the claims made by state customers against RSC

Energia with respect to complexes (systems) and military equipment articles resulting from non-

compliance with the customer’s requirements for the 1st quarter of 2016.

24.05.2016 Meeting (Minutes No. 21 of 25.05.2016)

Items on the agenda:

1. On the Corporation performance in 2015: 1.1. Report on the Corporation Work Program (budget) execution in 2015.

Resolutions passed:

Approve the Report on the Corporation Work Program execution in 2015

Note the cumulative percent of key effectiveness indicators achievement by the Corporation

performance in 2015 was 107%. Take note of failure to execute the Corporation Work

Program in 2015 by indicators “labor productivity” and “Execution of thematic plan under

state programs” (90%)

As cumulative percent of KEIs achievement by the Corporation performance in 2015 was

107%, take decision on payment of annual performance bonus to the Corporation President.

Entrust the Corporation management with submission for consideration the report on progress

in performance of DE on the subject “Building new generation crew transportation spacecraft”

(DE code: NG CTS) at regular Board of Directors meeting with full attendance of its

members, as well as the Business Plan of investment project “Establishment of full-scale joint

composites production”.

1.2. Annual Report of the Corporation for 2015 (with due regard for the Auditing Committee’s

conclusion).

Resolutions passed:

Approve preliminarily the Corporation Annual Report for 2015 and submit it for approval at

annual general shareholders’ meeting of the Corporation.

Take note of the conclusion made by the auditing committee which confirms accuracy of data

presented in the Annual Report.

1.3. Annual Financial Statements, including the report on financial results for 2015 (with auditor’s

report taken account of)

Resolutions passed:

Take note of the Corporation Financial Statements for 2015, including the report on its

financial results, and submit them for approval at annual general shareholders’ meeting of the

Corporation.

Note available auditor’s report which confirms accuracy of data contained in the annual

Financial Statements of the Corporation for 2015.

1.4. Proposals for profit distribution procedure by the 2015 performance for annual general

shareholders’ meeting.

Resolutions passed:

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Approve the following proposals to distribute net profit, the size of which is 590,324 mln

rubles, by the 2015 performance:

Purpose

Amount,

thousand

rubles

Share, %

Allot for dividend payouts 151 704,1 25,7

Allot for remuneration payment to the Board of Directors and

Auditing Committee members 8 896,6 1,51

Allot to Investment Fund 0 0

Retained profit 429 723,3 72,79

Reserve Fund * 0 0

TOTAL: 590 324

Should any of the administration and supervision bodies refuse to receive remuneration, part

of net profit in appropriate volume shall be left at the Corporation’s disposal to serve charity

purposes by decision taken by the Corporation executive bodies.

* Not to direct allocations to the Corporation Reserve Fund, because its size has reached its

ceiling value specified by RSC Energia Articles of Incorporation (Reserve Fund is formed

completely).

Submit the proposals made by the Board of Directors for profit distribution for approval at the

annual general shareholders’ meeting of the Corporation.

1.5. On recommendations concerning size and form of dividend payouts on shares.

Resolutions passed:

Approve the following recommendations a dividend size by the 2015 performance and form of its

payout:

- pay annual dividends in monetary form, with size of each making up 135 (one hundred thirty

five) rubles per ordinary share.

- fix the date of dividend payouts completion to nominee shareholders and trustees who are

professional securities market participants and included in RSC Energia’s Register of

Shareholders: July 28th

, 2016.

- set the date of dividend payouts completion to other persons included in RSC Energia’s

Register of Shareholders: August 18th

, 2016.

- submit the Board of Directors’ recommendations on size and form of dividend payouts to

annual general shareholders’ meeting of the Corporation.

2. On proposals to set the date on which persons entitled to dividends are defined for

submission to annual general shareholders’ meeting of the Corporation.

Resolutions passed:

Approve the proposal to set the date on which persons entitled to dividends are defined for

submission to annual general shareholders’ meeting of the Corporation: July 14, 2016.

3. On proposals to pay remuneration to the Board of Directors’ members specified in

accordance with the Regulations/documents accepted in the Corporation for submission to

annual general shareholders’ meeting.

Resolutions passed:

Approve the following proposals to pay remuneration to RSC Energia’s Board of Directors

members for submission to annual general shareholders’ meeting:

Pay remuneration to the following Board of Directors members of RSC Energia by the 2015

performance for the total amount of 8 337,8 thousand rubles having distributed it as follows:

Yu.V. Vlasov – 407,5 thousand rubles;

A.A. Gavrilenko – 680,0 thousand rubles;

V.A. Davydov – 407,5 thousand rubles;

N.I. Zelenschikov – 324,1 thousand rubles;

A.N. Klepach – 797,8 thousand rubles;

I.A. Komarov – 492,8 thousand rubles;

A.A. Kuznetsov – 461,5 thousand rubles ;

V.A. Lopota – 263,5 thousand rubles;

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A.S. Nikitin – 923,0 thousand rubles;

S.A. Nikitin – 983,9 thousand rubles;

A.V. Nuzhdov – 811,1 thousand rubles;

M.V. Petrov – 955,4 thousand rubles;

A.K. Ponomarev – 422,2 thousand rubles;

P.D. Popov – 407,5 thousand rubles.

Should any of the Board of Directors members refuse to receive remuneration, part of net profit in

appropriate volume shall be left at the Corporation’s disposal to serve charity purposes by decision

taken by the Corporation executive bodies.

As on 24.05.2016, Yu.V. Vlasov, I.A. Komarov, M.V. Petrov, P.D. Popov declared their refusal of

remuneration.

4. Om recommendations concerning payment of remuneration to the Auditing Committee

members specified in accordance with the Regulations/documents accepted in the

Corporation, for submission to annual general shareholders’ meeting

Resolutions passed:

Approve the following recommendations on remuneration payment to RSC Energia’s Auditing

Committee members at annual general shareholders’ meeting:

Pay remuneration to the following members of RSC Energia’s Auditing Committee by the

2015 performance for the total amount of 558,8 thousand rubles having distributed it as

follows:

A.V. Ardeev - 36,0 thousand rubles

S.A. Barinov - 29,7 thousand rubles

V.V. Bulatov - 38,0 thousand rubles

K.V. Vakulin - 36,0 thousand rubles

A.I. Vyaznik - 36,0 thousand rubles

A.O. Gaiduk - 36,0 thousand rubles

P.Yu. Grishina - 33,0 thousand rubles

L.V. Yeliseeva - 33,0 thousand rubles

V.V. Kardanov - 36,0 thousand rubles

M.Yu. Kiseleva - 69,0 thousand rubles

A.B. Kosenko - 36,0 thousand rubles

M.N. Petrov - 29,7 thousand rubles

Y.P. Polezhaeva - 69,0 thousand rubles

D.N. Chirkin - 41,4 thousand rubles

Should any of the Auditing Committee members refuse to receive remuneration, part of net profit

in appropriate volume shall be left at the Corporation’s disposal to serve charity purposes by

decision taken by the Corporation executive bodies.

As on 24.05.2016, S.A. Barinov, A.I. Vyaznik, A.O. Gaiduk, V.V. Kardanov, D.N. Chirkin

declared their refusal of remuneration.

5. Review of draft Bylaws regulating the Corporation bodies activity (redrafted Articles of

Incorporation, Regulations on general shareholders’ meetings, Regulations on the Board of

Directors, Regulations on the Management Board, Regulations on single-member executive

body, Regulations on the Auditing Committee).

Resolutions passed:

5.1. Approve the submitted redrafted Articles of Incorporation and redrafted Bylaws regulating the

Corporation bodies activity (Regulations on general shareholders’ meeting; Regulations on the

Board of Directors, Regulations on the Management Board, Regulations on single-member

executive body, Regulations on the Auditing Committee). Recommended to Annual General

Shareholders’ Meeting of the Corporation approves the following redrafted documents:

• Articles of Incorporation;

• Regulations on general shareholders’ meetings of the Corporation;

• Regulations on the Board of Directors;

Regulations on the Management Board;

Regulations on single-member executive body;

Regulations on the Auditing Committee.

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5.2. Due to renaming position of Single-member executive body (SEB) from the President to the

Director General provided for in the redrafted Articles of Incorporation entrust the Corporation

executive bodies upon approval of the redrafted Articles of Incorporation at general shareholders’

meeting within a period till 31.08.2016 with the following:

- introduce relevant changes to the Corporation Bylaws associated with renamed position of SEB,

including its manning schedule and corporate structure;

- prepare and agree upon draft Supplementary agreement to the Labor Contract with V.L. Solntsev

in which the renamed position is taken into account.

23.06.2016 Meeting (Minutes No 22 of 23.06.2016)

Items on the agenda:

On strategic projects of RSC Energia

Resolutions passed:

Decision is treated as confidential.

24.06.2016 Meeting as absentee voting (Minutes No 23 of 24.06.2016)

Items on the agenda:

1. Setting up working bodies for the annual general shareholders’ meeting:

- Presidium,

- Secretariat.

Resolutions passed:

1.1. Set up Presidium for the Corporation general shareholders’ meeting in the following

membership:

Igor Anatolievich Komarov

Andrei Nikolaevich Klepach

Yuri Veniaminovich Vlasov

Anatoly Anatolievich Gavrilenko

Vitaly Nikolaevich Davydov

Andrei Sergeevich Nikitin

Sergei Alexandrovich Nikitin

Aleksei Viktorovich Nuzhdov

Maksim Valerievich Petrov

Pavel Dmitrievich Popov

Vladimir Lvovich Solntsev

Vladimir Alexeevich Soloviev

1.2. Set up Secretariat of the Corporation annual general shareholders’ meeting in the following

membership: Galina Vladimirovna Piskareva, Vladimir Yevgenievich Sysolyatin.

2. Approval of the chair at annual general shareholders’ meeting.

Resolutions passed:

Approve Vladimir Alexeevich Soloviev as the Chair of the Corporation annual general

shareholders’ meeting.

3. Defining chairperson of the Corporation annual general shareholders’ meeting. Resolutions passed:

Should the Chairman of the Board of Directors of the Corporation or his deputy be absent at

the annual general shareholders’ meeting, define Yuri Veniaminovich Vlasov as the

chairperson at the Corporation general shareholders’ meeting.

4. On candidacy for external auditor of the Corporation for 2016. Approval of an amount of

payment for audit services by the results of the contest held for selecting auditing

organization.

Resolutions passed:

4.1. Take note of information about the candidacy for the Corporation auditor for 2016, AO BDO

Unicon, which was the winner of the open contest for selecting auditing organizations for

conducting statutory annual audit.

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4.2. Approve an amount of payment for audit services which include auditing of financial

statements by RAS and consolidated financial statements by IAS of the Corporation for 2016 in

the amount of 9 794 000 (nine million seven hundred ninety four thousand) rubles 00 kopecks,

including VAT making up 1 494 000 (one million four hundred and ninety four thousand) rubles

00 kopecks

5. On procurement activity results of the Corporation for the 1st quarter of 2016.

Resolutions passed:

5.1. Take note of the report on procurement activity results of the Corporation for 2015.

5.2. Take note of the report on procurement activity results of the Corporation for the 1st quarter of

2016.

6. Review of the reports on the Board of Directors’ Committees operation during 2015-2016

accounting years. Resolutions passed:

6.1. Approve the report submitted by the Committee on Audit at the Corporation Board of

Directors for the 2015-2016 period.

6.2. Approve the report submitted by the Committee on Personnel and Remuneration at the

Corporation Board of Directors for the 2015-2016 period.

6.3. Approve the report submitted by the Committee on Strategic Planning, Modernization and

Innovative Development at the Corporation Board of Directors for the 2015-2016 period.

7. Report on progress in implementing the Corporation Innovative Development Program

for 2015. Resolutions passed:

7.1. Approve the report on progress in implementing the Innovative Development Program (IDP)

of the Corporation for 2015.

7.2. Take note of failure to achieve 2 of the 12 key effectiveness indicators under the Innovative

Development Program by R&D proceeds and volume of expenses.

7.3. In preparation of next annual reports on new updated IDP (for the 2006-2015 period) it is

necessary to consider the following:

• Report shall be supplemented with summarized data on IDP volume of expenses for

relevant year, with the target and actual figures indicated;

• in case of controversial issues arising in description of the Corporation activities, it is

required present in a greater detail information about the causes of available problems and

plans for their resolving;

When submitting information about volume of actual expenses on IDP actions, it is required to

indicate data on each action item ensuring compliance with the requirements for keeping state and

business secrets confidential.

8. Review of the Report on ZAO ZEM RSC Energia Work Program execution for 2015.

Resolutions passed:

In accordance with the provisions of Article 28 (para 1, subpara 48) of RSC Energia’s Articles of

Incorporation and following the decision taken by the Corporation Board of Directors on approval

of the List of S&A which are significantly important to the Corporation, and the list of items

subject to prior review by the Corporation Board of Directors with respect to S&A like that, take

note of the Report on execution of ZAO ZEM RSC Energia Work Program for 2015.

16.08.2016 Meeting (Minutes No 1 of 18.08.2016)

Items on the agenda:

1. On election of RSC Energia’s Chairman of the Board of Directors. Resolutions passed:

Elect Igor Anatolievich Komarov as the Chairman of the Board of Directors at RSC Energia.

2. On election of deputy Chairman of the Board of Directors of RSC Energia.

Resolutions passed:

Elect Yuri Veniaminovich Vlasov as the deputy Chairman of the Board of Directors at RSC

Energia.

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3. Review of the Corporation Work Program and budget for 2016. Consideration of the List

of KEIs and their target figures for 2016.

Resolutions passed:

3.1. Approve the Work Program (including budget) of the Corporation for 2016.

3.2. Approve KEI List and their target figures for 2016.

3.3. Note that indicator “Implementing key investment projects” is accepted with weighting

coefficient of 10% and target figure of 100%; the list of key investment project is to be updated.

Charge the Committee on strategic planning, modernization and innovative development (further

called the Committee on Strategy) with consideration and approval of the above projects list.

Entrust the Corporation management with submission of the updated List of key investment

projects to the Committee on Strategy for review within the period till 30.08.2016.

3.4. Treat the resolutions as confidential.

4. Review of the report on progress in performance of DE (action item for BOD – Minutes

No 21 of 25.05.2016).

Resolutions passed:

Take note of information to the effect that the reporting documents under all milestones of the

government contract on the subject of DE PPTS have been handed over to the Customer.

5. On investment project “Establishment of full-scale composite production” (action item for

BOD – Minutes No 21 of 25.05.2016).

Resolutions passed:

5.1. Take note of information concerning “Establishment of full-scale composite production”.

5.2. Furnish to State Space Corporation ROSCOSMOS information about the NANOTEC-

Industries GmbH state (Bankruptcy proceedings of the above company, contract settlements, etc.).

5.3. Not to incur further expenses of investment character under the project prior to approval of a

new investment budget by the Corporation Board of Directors.

6. Review of draft Program of the Corporation financial recovery.

Resolutions passed:

Treat the resolutions as confidential.

7. On strategic projects of the Corporation.

Resolutions passed:

Treat the resolutions as confidential.

23.08.2016 Meeting as absentee voting (Minutes No 2 of 25.08.2016)

Items on the agenda:

1. Election of RSC Energia’s Board of Directors committees personnel; election of the

committees chairmen.

Resolutions passed:

1.1.1. Approve membership of the Committee on Personnel and Remuneration of RSC Energia’s

Board of Directors: A.V. Ardeev, A.A. Vuchkovich, A.S. Nikitin, A.V. Nuzhdov, M.V. Petrov.

1.1.2. Elect A.S. Nikitin as the Chairman of the Committee on Personnel and Remuneration of

RSC Energia’s Board of Directors.

1.2.1. Approve membership of the Committee on Audit of the Board of Directors of RSC Energia:

A.V. Ardeev, O.V. Lobanov, S.A. Nikitin, A.V. Nuzhdov, M.V. Petrov.

1.2.2. Elect S.A. Nikitin as the Chairman of the Committee on Audit of RSC Energia’s Board

of Directors.

1.3.1. Approve membership of the Committee on Strategic Planning, Modernization and

Innovative Development at the Board of Directors of RSC Energia: Yu.V. Vlasov,

A.A. Gavrilenko, A.N. Ivanov, A.A. Medvedev, S.A. Nikitin, V.L. Solntsev. 1.3.2. Elect A.N. Ivanov as the Chairman of the Committee on Strategic Planning, Modernization

and Innovative Development at the Board of Directors of RSC Energia:

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16.09.2016 Meeting as absentee voting (Minutes No. 3 of 19.09.2016)

Items on the agenda:

1. On Supplementary Agreement to the labor contract with RSC Energia’s Director General

due to renaming of position taken by the corporation single-member executive body. Resolutions passed:

In view of renaming of position of the Corporation single-member executive body, approve

Supplementary Agreement to the labor contract with V.L. Solntsev, RSC Energia’s Director

General.

Entrust I.A. Komarov, the Chairman of the Board of Directors, with signing the above

Supplementary Agreement on behalf of the Corporation.

2. On changing the Management Board membership.

Resolutions passed:

Approve changing the Corporation Management Board membership without changing the number

of the Management Board members by election of Sergei Yurievich Shachnev, Director General of

ZAO ZEM RSC Energia, to the Management Board.

19.09.2016 Meeting (Minutes No. 4 of 21.09.2016)

Items on the agenda:

1. On strategic projects of RSC Energia

Resolutions passed:

Treat the resolutions as confidential.

11.10.2016 Meeting as absentee voting (Minutes No. 5 of 14.10.2016)

Items on the agenda:

1. Review of ZAO PO Cosmos Report on its performance for 2015.

Resolutions passed:

As per RSC Energia’s Articles of Incorporation, Art. 28, para 1, subpara 48, take note of ZAO PO

Cosmos Report on its performance for 2015.

2. On termination of RSC Energia’s participating interest in LCC AGUS.

Resolutions passed:

As per RSC Energia’s Articles of Incorporation, Art. 28, para 1, subpara 34, approve termination

of RSC Energia’s participating interest in Limited Liability Company “Center for automated

hydraulic devices” (LCC Center AGUS) through selling the participating interest at the price not

lower than the market price determined by independent appraiser.

3. Review of the meetings schedule of RSC Energia’s Board of Directors for the 2016-2017

accounting year. Resolutions passed:

As per RSC Energia’s Articles of Incorporation, Art. 31, para 6, as well as RSC Energia’s Board

of Directors Regulations, para 4.2, approve RSC Energia’s Board of Directors meetings schedule

for 2016-2017 accounting year.

4. On performance of actions items generated by the previous calling Board of Directors. Resolutions passed:

Take note of information about performance of action items generated by the previous calling

Board of Directors.

5. On procurement activity results of RSC Energia for the 2nd

quarter of 2016.

Resolutions passed:

Take note of the Corporation Report on procurement activity results for the 2nd

quarter of 2016.

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08.11.2016 Meeting as absentee voting (Minutes No. 6 of 11.11.2016)

Items on the agenda:

1. On changing the Management Board membership of RSC Energia.

Resolutions passed:

1.1. Determine the Corporation Management Board membership of 17 persons.

1.2. Supplement the Corporation Management Board membership with A.A. Kuznetsov, deputy

Director General, the Head of the Main Project Management Office.

2. Review of the Report on S&A and non-core assets management activity at RSC Energia. Resolutions passed:

2.1. Take note of the Report on Subsidiary and Affiliated Companies management activity, as well

as non-core assets management activity at RSC Energia.

2.2. Note positive results of S&A and non-core assets management activity.

3. Review of the results of AO Teplo RSC Energia operation by the 2015 performance.

Resolutions passed:

As per Corporation Articles of Incorporation, Art. 28, para 1, subpara 48, take note of the Report

on AO Teplo RSC Energia Work Program implementation results for 2015. Note failure to carry

out the Work Program by indicator “Proceeds” (94,1% of the approved target figures) for 2015;

take note of the indicator “net profit/loss” being improved by 14% as compared with its target

figure.

4. Looking into the Work Program of AO Teplo RSC Energia for 2016.

Resolutions passed:

4.1. As per Corporation Articles of Incorporation, Art. 28, para 1, subpara 48, approve in advance

the Work Program of AO Teplo RSC Energia for 2016.

4.2. Entrust the Corporation Director General with furnishing information to the Board of

Directors about overall corporate effect actually reached from restructuring of AO Teplo RSC

Energia operation by the 2016 performance.

4.3. Note that in accordance with criteria for referring 100% S&A to the companies having

significant importance for the Corporation (as determined by the Corporation BOD decision –

Minutes No.10 of 17.12.2014), AO Teplo RSC Energia has not met the criterion of significantly

important 100% S&A in 2016.

5. On interested-party transactions.

Resolutions passed:

5.1. Transaction between RSC Energia and AO Teplo RSC Energia

5.1.1. Determine the price of compensation between the Creditor, RSC Energia, and the

Debtor, AO Teplo RSC Energia, at the rate not higher than 297 154 thousand rubles (two

hundred ninety seven million one hundred fifty four thousand rubles). (Price of compensation

shall be determined on the date of signing deed of conveyance to be transferred under the

Agreement on Property as Cancellation Compensation, but under no circumstances shall it

exceed 297 154 thousand rubles).

5.1.2. Approve the transaction, Agreement on Cancellation Compensation, between the

Creditor, RSC Energia, and the Debtor, AO Teplo RSC Energia, under which the Debtor

against performance of the commitments to pay the debts at the rate not higher than 297 154

thousand rubles (two hundred ninety seven million one hundred fifty four thousand rubles),

shall transfer to the Creditor personal property and real assets objects as compensation, the list

of which can be found in the Addenda to the Agreement on Cancellation Compensation (97

objects altogether, further called the Property):

-water- and heat supply networks for residential buildings: 30 Pionerskay Street, Korolev city;

-plots of land for service lines, with a total area of 406 m2: 30 Pionerskay Street, Korolev city;

-transformer substation and electrical shop equipment.

Cost of the Property is determined based upon the assessment made by independent appraiser

from LCC “First Moscow Appraisal Company” and amounts to 297 154 thousand rubles.

The Debtor’s commitments being terminated due to the Agreement on Cancellation

Compensation arose due to the fulfilment by the Creditor of the commitment pay the Debtor’s

liabilities under the loan agreement in the amount of 295 787 897,22 (two hundred ninety five

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million seven hundred eighty seven thousand eight hundred ninety seven) rubles 22 kopecks,

including:

- the principal under the Loan Agreement totaling 290 000 000 (two hundred ninety million)

rubles.

- other liabilities which arouse out of the Loan Agreement terms, totaling 5 787 897,22 (five

million seven hundred eighty seven thousand eight hundred ninety seven) rubles 22 kopecks.

For use of the Creditor’s funds during the period from the date of money transfer by the

Creditor under the Loan Agreement in order to repay the Debtor’s debts till 31.12.2015, the

Debtor shall pay the Creditor interest at 0.1% per annum, while from 01.01.2016 till the date

of signing the deed of conveyance – at 8,26% per annum. Interest is charged via simple

interest on a continual basis by progressive total for an actual number of days of the funds use;

in so doing, a year is taken to be equal to 365 or 366 days in accordance with an actual number

of calendar days in a year.

In the event that the cost of the Property is not high enough to repay the Debtor’s liabilities, a

total amount of which is determined at the time of meeting the Debtor’s commitment, the

Debtor shall compensate for the indicated difference via transfer of corresponding amount of

money to the Creditor within 30 days from the date of registration of the Creditor’s ownership

right to real assets being transferred to it in accordance with the Agreement on Cancellation

Compensation for real assets.

In the event of exceeding the cost of the Property over a total amount of the Debtor’s liabilities

determined at the time of meeting the Debtor’s commitment, the Creditor shall compensate for

the indicated difference via transfer of corresponding amount of money to the Debtor within

30 days from the date of registration of the Creditor’s right to real assets being transferred to it

under the Agreement on Cancellation Compensation.

A total amount of liabilities being terminated due to the compensation shall be determined on

the date of signing the deed of conveyance to be transferred under the Agreement on

Cancellation Compensation for the property, but under no circumstances shall it be higher than

297 154 thousand rubles.

5.2. Transaction between RSC Energia and State Space Corporation ROSCOSMOS

5.2.1. Determine firm fixed price under the contract entered into between State Space

Corporation ROSCOSMOS (further called the State Corporation ROSCOSMOS) and

S.P. Korolev Rocket and Space Corporation Energia (further called RSC Energia) for

performance of work on the subject: “Building and handing-over to Kazcosmos on behalf of

State Corporation ROSCOSMOS exhibition mockup of Soyuz ТМА-16М descent vehicle,

exhibition sample of spacesuit Sokol KV-2, as well as the report on carrying out research

experiments program by A.A. Aimbetov, the cosmonaut of the Republic of Kazakhstan during

visiting expedition EP-18, at the rate of 16 737 170, 00 (sixteen million seven hundred thirty

seven one hundred seventy) rubles 00 kopecks.

5.2.2. Approve the transaction, the contract entered into between State Corporation

ROSCOSMOS (Customer) and RSC Energia (Contractor) for performance of work on the

subject: “Building and handing-over to Kazcosmos on behalf of State Corporation

ROSCOSMOS exhibition mockup of Soyuz ТМА-16М descent vehicle, exhibition sample of

spacesuit Sokol KV-2, as well as the report on carrying out research experiments program by

A.A. Aimbetov, the cosmonaut of the Republic of Kazakhstan during visiting expedition EP-

18, in accordance with the Statement of Work requirements, at the rate of 16 737 170, 00

(sixteen million seven hundred thirty seven one hundred seventy) rubles 00 kopecks.

The due date under the Contract is November 25, 2016.

For failure to fulfil, improper fulfilment by the Parties of the contractual commitments (except

for delay in fulfilment of the commitments by the parties foreseen in contact), any of the

Parties has the right to request payment of penalty (fine) from the other Party at the rate of

0.5% (zero point five) of the contract value for each breach.

In the event of delay in meeting the commitments stipulated by the contract, either Party has

the right to request payment of penalty (fine). Penalties (late charges) shall be calculated for

each day of delay in meeting the commitment stipulated by the contract starting from the day

following the day of expiration of due date for meeting the commitment fixed in the contract.

Size of such penalty (fine) shall be determined at the rate of 1/300 (one three hundredths) of

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key interest rate of the Bank of Russia of the Contract value effective on the day of penalty

(fine) payment.

6. On cases of claims for the 2nd

quarter of 2016 associated with defects (failures) of

complexes (systems) and armaments and military equipment articles by reason of their non-

conformity with the customer’s requirements and making the Corporation executives and

officials responsible. On QMS operation, maintenance of quality, reliability and safety of

rocket-space technology.

Resolutions passed:

6.1. Take note of information about the absence in the 2nd quarter of 2016 of the claims associated with

defects (failures) of complexes (systems) and armament and military equipment articles by reason of

their non-conformity with the customer’s requirements and making the Corporation executives and

officials responsible.

6.2. Take note of information about quality management system operation in the Corporation.

6.3. Entrust the single-member executive body (Corporation Director General) for the purpose of

carrying out the instructions given by State Corporation ROSCOSMOS No KI-133-rsn of

19.08.2016, with ensuring agreement with the managing director for quality and reliability (State

Corporation ROSCOSMOS) of the issues concerning appointment to the post/discharging from the

post of RSC Energia’s Deputy Director General for quality assurance.

18.11.2016 Meeting (Minutes No 7 of 22.11.2016)

Items on the agenda:

On strategic projects of the Corporation Resolutions passed:

Treat the resolutions as confidential.

25.11.2016 Meeting as absentee voting (Minutes No. 8 of 28.11.2016)

Items on the agenda:

1. On interested-party transactions.

Resolutions passed:

Transaction between RSC Energia and LCC Energia SAT.

1.1. Determine price under Lease Agreement between the Lessor, RSC Energia, and the

Lessee, LCC Energia SAT, for lease of nonresidential premises No 150 located on the 4th

floor

of industrial building “Korpus No 42” which can be found at the following address: 1a Grabin

Street, Korolev city, Moscow Region, 141070, with a total area of 36,9 m2, over the period

from 01.12.2016 through 31.10.2017, at the rate of:

-fixed part of rent payment of 318 969,75 (three hundred eighteen thousand nine hundred sixty

nine) rubles 75 kopecks, incl. VAT of 18%,

and

-variable part of rent payment, including electric power costs to be calculated on a monthly

basis by readings of meter registers. Limit (maximum possible) cost of variable part of rent

payment will be 5 500 (five thousand five hundred) rubles, incl. VAT of 18%.

Thus, limit price of the Agreement will amount to 324 469, 75 (three hundred twenty four

hundred sixty nine) rubles, 75 kopecks, incl. VAT of 18%

1.2. Approve the transaction, Lease Agreement between the Lessor, RSC Energia, and the

Lessee, LCC Energia SAT, on putting out on loan from 01.12.2016 through 31.10.2017 of

nonresidential premises No 150 located on the 4th

floor of industrial building “Korpus No 42”

which can be found at the following address: 1a Grabin Street, Korolev city, Moscow Region,

141070, with a total area of 36,9 m2, at the price over the entire lease period consisting of fixed

part of rent payment amounting to 318 969, 75 (three hundred eighteen thousand nine hundred

sixty nine) rubles 75 kopecks, incl. VAT of 18%, and variable part of rent payment, including

electric power costs to be calculated on a monthly basis by readings of meter registers.

Limit (maximum possible) cost of variable part of rent payment will be 5 500 (five thousand

five hundred) rubles, incl. VAT of 18%.

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Thus, limit price of the Agreement will be 324 469, 75 (three hundred twenty four hundred

sixty nine) rubles, 75 kopecks, incl. VAT of 18%.

22.12.2016 Meeting (Minutes No 9 of 26.12.2016)

Items on the agenda:

1. On RSC Energia Group performance by the IAS reported data for 2015 Resolutions passed:

1.1. Note that the Corporation consolidated financial statements for 2015 prepared according to the

IAS standards have been submitted and issued. Take them into consideration.

1.2. Note a reservation in the auditor’s report, take note of the fact of the increased losses as

compared with the past period (for 2014); in so doing, it should be noted that the above loss was

due to the reserves built up for potential financial losses related to the legal proceedings with the

Boeing Company regarding the Sea Launch assets and with State Corporation ROSCOSMOS, as

well as revaluation of actuarial liabilities.

2. Review of the Report on progress in RSC Energia’s Work Program implementation for

the 1st six months, 9 months of 2016; KEIs achievement; fulfilment of state defense order

assignments; on estimated figures with respect to personnel; effecting major transactions

and interested-party transactions. Resolutions passed:

2.1. Take note of the Report on progress in implementing the Corporation Work Program for the

1st six months, 9 months of 2016.

2.2. Note failure to achieve quarterly KEIs:

- for the first six months of 2016: relative to indicators concerning, the “thematic plan execution

under state programs” (accomplished by 51 %) and “the Labor Productivity” (accomplished by

70,5 %);

- for the 9 months of 2016: relative to indicator concerning the “thematic plan execution under

state programs” (accomplished by 60,4 %)

3. Consideration of financial position forecast of RSC Energia (consolidated with ZAO ZEM

RSC Energia) as on 31.12.2016.

Resolutions passed:

3.1. Take note of financial position forecast of RSC Energia (consolidated with ZAO ZEM RSC

Energia) as on 31.12.2016.

3.2. Treat the resolutions as confidential.

3.3. Take note of the submitted information. Corporation management is to prepare the updated

proposals for possible approaches to increased financial stability and improved balance structure

of RSC Energia and ZAO ZEM RSC Energia; submit them for the board of Directors

consideration not later than 01.03.2017.

4. Review of the Report on progress in implementing ZAO ZEM RSC Energia Work

Program for the 1st six months of 2016.

Resolutions passed:

Take note of the Report on progress in implementing ZAO ZEM RSC Energia Work Program for

the 1st six months of 2016.

Take note of failure to implement the Work Program by indicators of sale proceeds and profit, as

well as net profit.

5. On cases of claims for the 3rd

quarter of 2016 due to defects (failures) of complexes

(systems) and armaments and military equipment articles by reason of their non-conformity

with the customer’s requirements and making the Corporation executives and officials

responsible for them. On QMS operation, maintenance of quality, reliability and safety of

rocket-space technology.

Resolutions passed:

5.1. Take note of information about the absence of the claims lodged by state customers against the

Corporation with respect to complexes (systems), armament and military equipment articles by reason

of their non-conformity with the customer’s requirements for the 3rd

quarter of 2016.

5.2. Note the report on quality management system operating in the Corporation.

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6. On procurement activity results of the Corporation for the 3rd

quarter of 2016.

Resolutions passed:

Take note of the Report on procurement activity results of the Corporation for the 3rd

quarter of

2016.

29.12.2016 Meeting as absentee voting (Minutes No. 10 of 30.12.2016)

Items on the agenda:

1. On interested-party transactions.

Resolutions passed:

Transaction between RSC Energia and ZAO ZEM RSC Energia.

1.1.1. Determine firm price under supplemental agreement to the contract entered into

between the Contractor, RSC Energia, and the Customer, ZAO ZEM RSC Energia, for

provision of services to ensure the following:

• confidential, classified record keeping;

• secrecy regime during performance of all classified work at ZAO ZEM RSC Energia;

• security of ZAO ZEM RSC Energia objects;

• supply of foreign information materials and samples

for 2017 in the amount of 179 120 196,02 (one hundred seventy nine million one hundred

twenty thousand one hundred ninety six rubles 02 kopecks), incl. VAT of 18%.

1.1.2. Approve the transaction under supplemental agreement to the contract between the

Contractor, RSC Energia, and the Customer, ZAO ZEM RSC Energia, which sets the price for

2017 for provision of services to ensure the following:

confidential, classified record keeping;

• secrecy regime during performance of all classified work at ZAO ZEM RSC Energia;

• security of ZAO ZEM RSC Energia objects;

• supply of foreign information materials and samples

in the amount of 179 120 196,02 (one hundred seventy nine million one hundred twenty

thousand one hundred ninety six rubles 02 kopecks), incl. VAT of 18%.

Transaction between RSC Energia and AO IK Razvitiye

1.2.1. Determine price under Lease Agreement between the Lessor, RSC Energia, and the

Lessee, AO IK Razvitiye, for lease of office premises (room occupying total floorspace of 18,6

m2) located on the first floor of nonresidential premises which can be found at the following

address: premises 01, 4 Lenin Street, Korolev city, Moscow Region, over the period from

01.01.2017 till 30.11.2017 at the rate of:

- fixed part of rent payment of 101 106, 50 rubles (one hundred one thousand one hundred and

six rubles 50 kopecks), incl. VAT of 18%, and

- variable part of rent payment, including electric power costs to be calculated on a monthly

basis using the calculated monthly average consumption of electric power by rated capacity of

equipment.

Limit (maximum possible) cost of variable part of rent payment will be 6600,00 (six thousand

six hundred rubles), incl. VAT of 18%.

Thus, limit (maximum) price of the contract will be 107 706,50 rubles (one hundred seven

thousand seven hundred and six rubles 50 kopecks), incl. VAT of 18%.

1.2.2. Approve the transaction, the Lease Agreement between the Lessor, RSC Energia, and

the Lessee, AO IK Razvitiye, on putting out on loan during the period from 01.01.2017

through 30.11.2017 of office premises (room occupying total floorspace of 18,6 m2) located on

the first floor of nonresidential premises which can be found at the following address:

premises 01, 4 Lenin Street, Korolev city, Moscow Region, at the price over the entire lease

period which consists of a fixed part of rent payment of 101 106,50 rubles (one hundred one

thousand one hundred and six rubles 50 kopecks), incl. VAT of 18%, and a variable part of

rent payment, including electric power costs to be calculated on a monthly basis using the

calculated monthly average consumption of electric power by rated capacity of equipment.

Limit (maximum possible) cost of variable part of rent payment will be 6600,00 (six thousand

six hundred rubles), incl. VAT of 18%.

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Thus, limit (maximum) price of the contract will be 107 706, 50 rubles (one hundred seven

thousand seven hundred and six rubles 50 kopecks), incl. VAT of 18%.

Transaction between RSC Energia and LCC OIME.

1.3.1. Determine price under Lease Agreement between the Lessor, RSC Energia, and the

Lessee, LCC OIME, for lease of non-residential premises with a total area of 222,1 m2:

office premises: rooms Nos 17 – 20, 34 with a total floorspace of 60,3 m2 located on the first

floor of nonresidential premises, which can be found at the address: premises 01, 4 Lenin

Street, Korolev city, Moscow Region;

store premises: rooms Nos 1 – 7 with a total floorspace of 161,8 m2 which can be found on the

first floor of store building located at the address: 4A Lenin Street, Korolev city, Moscow

Region, over the period from 01.01.2017 through 30.11.2017

at the following rate:

- fixed part of rent payment of 895 833,62 rubles (eight hundred ninety five thousand eight

hundred thirty three rubles 62 kopecks), incl. VAT of 18%, and

- variable part of rent payment which includes electric power costs to be calculated on a

monthly basis using readings of meter registers (relative to office premises) and by rated

capacity of equipment (relative to store premises).

Limit (maximum possible) cost of variable part of rent payment will be 20 000,00 (twenty

thousand rubles), incl. VAT of 18%.

Thus, limit (maximum) price of the contract will be 915 833,62 rubles (nine hundred fifteen

thousand eight hundred thirty three rubles 62 kopecks), incl. VAT of 18%.

1.3.2. Approve the transaction, Lease Agreement between the Lessor, RSC Energia, and the

Lessee, LCC OIME, on putting out on loan from 01.01.2017 till 30.11.2017 of non-residential

premises with a total area of 222,1 m2:

office premises: rooms Nos 17 – 20, 34 with a total floorspace of 60,3 m2, which can be found

on the first floor of nonresidential premises, located at the address: premises 01, 4 Lenin

Street, Korolev city, Moscow Region;

store premises: rooms Nos 1 – 7 with a total area of 161,8 m2 located on the first floor of store

building which can be found at the address: 4A Lenin Street, Korolev city, Moscow Region,

over the period from 01.01.2017 through 30.11.2017

at the price over the entire lease period which consists of a fixed part of rent payment of 895

833,62 rubles (eight hundred ninety five thousand eight hundred thirty three rubles 62

kopecks), incl. VAT of 18%, and a variable part of rent payment comprising electric power

costs to be calculated on a monthly basis by readings of meter registers (relative to office

premises) and by rated capacity of equipment (relative to store premises).

Limit (maximum possible) cost of variable part of rent payment will be 20 000,00 (twenty

thousand rubles), incl. VAT of 18%.

Thus, limit (maximum) price of the contract will be 915 833,62 rubles (nine hundred fifteen

eight thousand eight hundred thirty three rubles 62 kopecks), incl. VAT of 18%.

2. On implementation of State Corporation ROSCOSMOS’ order No KI-133-rsp of August

19, 2016 “On the procedure for appointment of candidate for deputy head of rocket-space

industry organization in charge of quality; putting into effect of standard requirements for a

post of deputy head of rocket-space industry organization in charge of quality and standard

regulations on quality department at rocket-space industry organization”.

Resolutions passed:

2.1. Take note of information about presence of post of deputy Director General in charge of

quality assurance and corresponding department – Quality Assurance Center 10Ts.

Note information about the person holding the post of deputy Director General in charge of quality

assurance at RSC Energia.

2.2. Agree upon draft job description of deputy Director General in charge of quality assurance

and draft regulations on Quality Assurance Center at RSC Energia developed and consistent with

the Standard requirements for a post of deputy head in charge of quality and the Standard

Regulations on quality department at rocket-space industry organization approved by State

Corporation ROSCOSMOS’ order.

2.3. Entrust RSC Energia’s Director General with the task to agree upon with the managing

director in charge of quality and reliability of State Corporation ROSCOSMOS the issues of

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removal from office the person holding the post of deputy Director General in charge of quality at

RSC Energia, as well as the candidacy to be appointed to the above post.

Information about holding meetings of the Board of Directors’ committees

Meetings held by the Committee on Audit

29.02.2016 Meeting (Minutes No 4 of 29.02.2016)

Items on the agenda:

1. On contest to select auditors for the Corporation and its S&A by RAS and IAS for 2016

Resolutions passed:

1.1. Update, taking into account the remarks/proposals made (including cutting-off selection

criteria concerning the proposals differing by more than 30% from original amount of the contract

determined by the BOD decision), the Regulations on Contest Committee and the procedure for

holding the contest for the right to enter into a contract for provision of services to audit annual

financial statements by RAS, as well as audit consolidated financial statement by IAS of

S.P. Korolev Rocket and Space Public Corporation Energia (further called the Regulations). The

updated draft Regulations shall be submitted to the Committee for reconsideration till 11.03.2015;

the Committee meeting is to be held as absentee voting.

1.2. Agree upon on a preliminary basis a total number of the Contest Committee members aimed

to hold contest (select) for auditor: 10 persons (including the Committee secretary, with no voting

right for the secretary); include in the Contest Committee representatives of majority shareholders

of RSC Energia:

2 persons from OAO URSC

2 persons from ZAO Lider

Recommend the Board of Directors to put the Chairman of the Committee on Audit in charge of

the Contest Committee chairman functions.

1.3. Regulations shall be submitted to the Board of Directors for approval simultaneously with the

List of names of the Contest Committee members.

2. Review of Action Plan of Internal Audit Department for 2016. Resolutions passed:

2.1. Preliminary approval of the action plan of Internal Audit Department for 2016.

2.2. Submit the action plan of Internal Audit Department for 2016 for approval by the Corporation

Board of Directors.

3. Consideration of the postaudit results of the work on removal of the found disturbances in

financial-economic activity of ZAO PO Cosmos. Resolutions passed:

3.1. Take note of the submitted postaudit results concerning the work on removal of the found

disturbances in financial-economic activity of ZAO PO Cosmos (further called the Joint Stock

Company).

3.2. Recommend Chief internal auditor to update the report, especially regarding making the

conclusions on assessment of the joint stock company management system, doing business and

work load of the joint stock company; submit additional information about updating results to the

Committee members. Due date: 01.04.2016.

23.03.2016 Meeting as absentee voting (Minutes No. 5 of 24.03.2016)

Items on the agenda:

1. Review of the Regulations on Contest Committee and the procedure for holding the

contest for the right to enter into a contract for provision of services to audit annual financial

statements by RAS, as well as audit consolidated financial statements by IAS of S.P. Korolev

Rocket and Space Public Corporation Energia

Resolutions passed:

1.1. Preliminary approval of the Regulations on Contest Committee and the procedure for holding

the contest for the right to enter into a contract for provision of services to audit annual financial

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statements by RAS, as well as audit consolidated financial statements by IAS of S.P. Korolev

Rocket and Space Public Corporation Energia (further called the Regulations).

1.2. As per Articles of Regulations, Art. 28, para 1, subpara 28.1, submit the Regulations to the

Corporation Board of Directors for approval.

22.04.2016 Meeting as absentee voting (Minutes No. 6 of 22.04.2016)

Items on the agenda:

1. Approval of the date for, time and place of holding the contest for the right to enter into a

contract for provision of services to audit annual financial statements by RAS, as well as

audit consolidated financial statements by IAS of S.P. Korolev Rocket and Space Public

Corporation Energia for 2016.

Resolutions passed:

1. For holding the contest for the right to enter into a contract for provision of services to audit

annual financial statements by RAS, as well as audit consolidated financial statements by IAS of

S.P. Korolev Rocket and Space Public Corporation Energia for 2016 approve:

date for and time of holding the contest: 24.05.2016 10:00 a.m.,

place of holding the contest – 4a Lenin Street, Korolev city, Moscow Region, 141070.

2. Approval of the Contest documentation and text of the Notice of holding the contest for

the right to enter into a contract for provision of services to audit annual financial

statements by RAS, as well as audit consolidated financial statements by IAS of S.P. Korolev

Rocket and Space Public Corporation Energia for 2016.

Resolutions passed:

2. Approve the Contest documentation and text of the Notice of holding the contest for the right to

enter into a contract for provision of services to audit annual financial statements by RAS, as well

as audit consolidated financial statements by IAS of S.P. Korolev Rocket and Space Public

Corporation Energia

27.04.2016 Meeting (Minutes No 7 of 28.04.2016)

Items on the agenda:

1. Preliminary discussion of the results of auditing annual financial statements of the

Corporation for 2015. Resolutions passed:

1.1. Take note of the submitted information about the results of auditing annual financial

statements of the Corporation for 2015. Note the auditor’s statement which will be reflected in the

auditor’s report to the effect that the Corporation financial statements show faithfully in all

material aspects RSC Energia’s financial standing as on 31.12.2015.

1.2. Recommend the Corporation management to focus on the need to improve communication

processes (including automation of some procedures) between the accounting department and

other departments of the Corporation to ensure coming in of reliable information in due time and

its inclusion in the records on time.

2. Review of the report prepared by RSC Energia’s Internal Audit Department for the 1st

quarter of 2016. Resolutions passed:

2.1. Take note of the report prepared by RSC Energia’s Internal Audit Department for the 1st

quarter of 2016.

2.2. Recommend the Corporation management to pay bonus to the Chief internal auditor by the

results of its work for the 1st quarter of 2016.

23.05.2016 Meeting as absentee voting (Minutes No 8 of 24.05.2016)

Items on the agenda:

1. Review of draft Annual Report of the Corporation for 2015

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Resolutions passed:

1. Recommend the Board of Directors to approve preliminary RSC Energia’s Annual Report for

2015 and submit it for approval to annual general shareholders’ meeting.

2. Review of annual financial statements of the Corporation for 2015, including the report on

financial results.

Resolutions passed:

2. Recommend the Board of Directors to take not of annual financial statements of the Corporation

for 2015 and submit it for approval to general shareholders’ meeting.

3. Review of auditing results for 2015

Resolutions passed:

3.1. Take note of the auditor’s report on RSC Energia’s financial statements for 2015.

3.2. Recommend the Corporation management to take action on taking into account of the

auditor’s comments.

16.06.2016 Meeting as absentee voting (Minutes No 9 of 17.06.2016)

Items on the agenda:

1. Review of draft Contract for provision of non-auditing services by external auditor of the

Corporation, ZAO “Eich EL Bi Vneshaudit”.

Resolutions passed:

1. Approve preliminarily the contract with ZAO “Eich EL Bi Vneshaudit” for provision of

consulting services to monitor progress of RSC Energia reorganization procedure in the scope of

work (services consistent with the work specifications, as well as a maximum cost of services in

the amount of 2 150 000 (two million one hundred fifty thousand) rubles, including VAT 18 %

making up 387 000 (three hundred eighty seven thousand) rubles.

2. Results the contest to select an auditor for auditing annual financial statements by RAS

and IAS for 2016. Assessment of a candidate for auditor and cost of its services.

Resolutions passed:

2.1. Consider the contest to select an auditor to be successfully held in accordance with the

approved contest documentation. As certain the fact than AO BDO Unicon is the contest winner.

2.2. Recommend the Board of Directors to approve the price of auditor’s services for auditing

annual financial statements by RAS and consolidated financial statements by IAS at RSC Energia

for 2016 in the amount of 9.794.000 (nine million seven hundred ninety four thousand) rubles 00

kopecks, incl. VAT making up 1.494.000 (one million four hundred ninety four thousand) rubles

00 kopecks.

22.09.2016 Meeting (Minutes No 1 of 23.09.2016)

Items on the agenda:

1. Review and approval of the Action Plan for the Corporation Board of Director’s

Committee on Audit for the 2016-2017 accounting year. Resolutions passed:

1. Approve the Action Plan for the Corporation Board of Director’s Committee on Audit for the

2016-2017 accounting year.

2. On RSC Energia Group performance by the financial statements data according to IAS

for 2015.

Resolutions passed:

2.1. Note that RSC Energia’s consolidated financial statements for 2015 prepared according to IAS

standards have been submitted and issue.

2.2. Take note of RSC Energia’s consolidated financial statements for 2015 prepared in

accordance with IAS standards.

2.3. Note the existing reservation in the auditor’s report, take note of the fact of the increased

losses as compared with the past period (for 2014); in so doing, one cannot but infer that the loss

was due to building up the reserves to cover potential financial losses related to the judicial

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proceedings between the Boeing Company in connection with the Sea Launch assets and State

Corporation ROSCOSMOS, as well as revaluation of actuarial commitments.

3. Review of the Internal Audit Department Report on the results of the Action Plan

execution for the 2nd

quarter of 2016. Resolutions passed:

3.1. Take note of the Corporation Internal Audit department Report for the 2nd

quarter of 2016.

3.2. Recommend the Corporation management to pay a bonus to the Chief internal auditor of the

Corporation by the results of its work for the 2nd

quarter of 2016.

09.12.2016 Meeting as absentee voting (Minutes No 2 of 12.12.2016)

Items on the agenda:

1. 2. Review of the Internal Audit Department Report on the action plan execution results

for the 3rd

quarter of 2016. Resolutions passed:

1.1. Take note of the Corporation Internal Audit Department for Report for the 3rd

quarter of 2016.

1.2. Recommend the Corporation management to pay a bonus to the Chief internal auditor of the

Corporation by the results of its work for the 3rd

quarter of 2016.

2. On proposals for making changes and amendments to the Provision on internal audit

department of the Corporation.

Resolutions passed:

2. Approve preliminarily the submitted redrafted Provision on internal audit department, place the

redrafted Provision for consideration of the Corporation Board of Directors.

3. On Provision on internal audit system of RSC Energia.

Resolutions passed:

3. Approve preliminary the submitted draft Provision on internal audit system of RSC Energia;

place the draft Provision for consideration of the Corporation Board of Directors.

4. Review of the Action Plan for the Internal Audit Department for 2017.

Resolutions passed:

4. Approve preliminarily the Action Plan for the Internal Audit Department for 2017 and submit it

for approval to the Corporation Board of Directors (Articles in Incorporation, Art. 28, para 1,

subpara 55).

Meetings of the Committee on Personnel and Remuneration

15.04.2016 Meeting (Minutes No 4 of 18.04.2016)

Items on the agenda:

1. On Supplementary Agreement to the Labor Contract with single-member executive body

(President) of the Corporation. Resolutions passed:

1.1 Approve preliminarily Supplementary Agreement to the Labor Contract with the Corporation

President V.L. Solntsev.

1.2. Submit Supplementary Agreement to the Labor Contract with the Corporation President

V.L. Solntsev for approval of the Corporation Board of Directors. 1.3. Cumulative percent of KEIs achievement by the President for 2015 shall be calculated in

accordance with the List of KEIs approved by the Corporation Board of Directors for 2015.

Cumulative percent of KEIs achievement by the President for 2016 and subsequent years shall be

calculated only upon approval of the List of KEIs for relevant Period.

1.4. Hold in May the meeting for discussion of the list and target figures of RSC Energia’s KEIs

for 2016 together with the Committee on Strategic Planning, Modernization and Innovative

Development.

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10.05.2016 Meeting as absentee voting (Minutes No 5 - Part 1 of 11.05.2016)

Items on the agenda:

1. On agreeing upon the candidacy of P.V. Vinokurov for senior vice-president in charge of

RSC Energia’s financial-economic activity.

Resolutions passed:

1.1. Agree upon the candidacy of P.V. Vinokurov for senior vice-president in charge of

RSC Energia’s financial-economic activity.

1.2. P.V. Vinokurov upon expiration of 6 months (till 15.11.2016) shall submit to the Committee

on Personnel and Remuneration the report on results of his work as senior vice-president in charge

of financial-economic activity at RSC Energia.

10.05.2016 Meeting as absentee voting (Minutes No 5 – Prat 2 of 11.05.2016)

Items on the agenda:

2. On proposals for annual general shareholders’ meeting to pay remuneration to RSC

Energia’s Board of Directors for 2015.

Resolutions passed:

2.1. Approve the proposals for size of remuneration to RSC Energia’s Board of Directors member

for 2015 for the total amount of 8 337,8 thousand rubles, as well as the proposals for size of

remuneration to each Board of Directors member.

2.2. Recommend the Board of Directors to decide on approval of the proposal for General

Shareholders’ meeting to pay remuneration to the Corporation Board of Directors members for

2015 for the total amount of 8 337, 8 thousand rubles with the following note: should any of the

administrative and supervision bodies members refuse to receive remuneration, part of net profit in

corresponding scope shall be left at the Corporation disposal for charity purposes by resolution of

the Corporation executive bodies.

Resolutions passed:

3.1. Approve the proposals for size of remuneration to the Auditing Committee members of

RSC Energia for totaling 558,8 thousand rubles, as well as the proposals for size of remuneration

to each Auditing Committee member.

3.2. Recommend the Board of Directors to decide on approval of the recommendations for General

Shareholders’ Meeting to pay remuneration to RSC Energia’s Auditing Committee members for

2015 in the total amount of 558,8 thousand rubles with the following note: should any of the

administrative and supervision bodies members refuse to receive remuneration, part of net profit in

corresponding scope shall be left at the Corporation disposal for charity purposes by resolution of

the Corporation executive bodies.

Joint meeting with the Committee on Strategic Planning, Modernization and Innovative

development on 16.05.2016 (Minutes No 2/6 17.05.2016)

Items on the agenda:

1. Discussion of KEIs list and target figures in the Corporation for 2016.

Resolutions passed:

1.1. Approve the following list of KEIs for 2016:

1) return on equity (ROE),

2) net profit margin (margin of profit),

3) net profit,

4) labor productivity,

5) implementation of thematic plan under government programs,

6) implementation of key investment projects,

7) innovative development indicator,

8.1) accident and failure rate reduction,

8.2.) failure recurrence reduction.

1.2. Approve weights of KEI indicators for 2016.

Recommend the Board of Directors to approve KEI indicators weight for 2016.

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1.3. Recommend to update the procedure for calculating indicators such as the accident and failure

rate reduction and failure recurrence reduction by joint efforts of RSC Energia, OAO URSC and

SC ROSCOSMOS.

1.4. Recommend the Corporation management to prepare the revised list of key investment

projects associated with core thematic activity of RSC Energia (exclude the projects on

administrative-economic support maintenance of IT infrastructure and house building (including

hotels)) and place it for the Board of Directors’ consideration simultaneously with the List of KEI

indicators and the Corporation Program (budget) for 2016.

1.5. Recommend the Corporation management to prepare the calculation of KEI values for 2016

and submit them for review by the Corporation Board of Directors simultaneously with the

Corporation Program (Budget) for 2016.

31.08.2016 Meeting as absentee voting (Minutes No 1 of 31.08.2016)

Items on the agenda:

1. On Supplementary Agreement to the Labor Contract with RSC Energia’s Director

General.

Resolutions passed:

1.1. Approve preliminary supplementary agreement to the labor contract with the Corporation

Director General V.L. Solntsev.

1.2. Recommend the Corporation Board of Directors to approve supplementary agreement to the

labor contract with the Corporation Director General V.L. Solntsev.

2. On changing Management Board membership at RSC Energia. Resolutions passed:

2.1. Preliminarily agree upon incorporation of ZAO ZEM RSC Energia Director General Sergei

Yurievich Shachnev into RSC Energia’s Management Board.

2.2. Recommend the Corporation Board of Directors as per Articles of Incorporation, Art. 28, para

1, subpara 14, take a decision on changing its Management Board regarding election of Director

General at ZAO ZEM RSC Energia Sergei Yurievich Shachnev to the Corporation Management

Board, with no changes made in numerical strength of the Management Board.

07.10.2016 Meeting as absentee voting (Minutes No 2 of 10.10.2016)

Items on the agenda:

1. Consideration and approval of the Meetings Plan for the Committee on Personnel and

Remuneration at RSC Energia’s BOD for the 2016-2017 accounting year.

Resolutions passed:

1. Approve the Meetings Plan for the Committee on Personnel and Remuneration at RSC

Energia’s Board of Directors for the 2016-2017 accounting year.

2. Agreeing upon the candidacy for deputy Director General, the head of the Chief Project

Management Office.

Resolutions passed:

2. Agree upon appointment of Alexandr Alexandrovich Kuznetsov to the post of deputy Director

General, the head of the Chief Project Management Office.

3. On changing the Corporation Management Board membership.

Resolutions passed:

3. Recommend the Board of Directors to take the following decision on changing the Corporation

management Board membership:

• determine the Corporation Management Board membership of 17 persons.

• elect additionally to the Management Board of deputy Director General, the head of the Chief

Project management Office A.A. Kuznetsov.

4. On agreeing upon changes made in organization structure of RSC Energia. Resolutions passed:

4. Agree upon changes made in the Corporation organization structure, taking into account of the

following:

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- renaming the posts due to the renamed single-member executive body;

- introduction of the post of deputy Director General, the head of the Chief Project Management

Office;

- cancellation of the post of Vice-President for control-auditing activity;

- direct subordination of control-auditing department 4DP to Director General.

22.11.2016 Meeting as absentee voting (Minutes No 3 of 23.11.2016)

Items on the agenda:

1. On Implementation of the order issued by State Corporation ROSCOSMOS “On the

procedure to appoint a candidate for deputy head in charge of quality in rocket-space

industry organizations; put into effect of standard requirements for the post of deputy head

in charge of quality in rocket-space industry organization and standard regulations on

quality control department in rocket-space industry organizations”.

Resolutions passed:

1.1. Take note of information about presence of the post of deputy Director General in charge of

quality assurance at RSC Energia and corresponding department – Center for quality assurance

10Ts.

Note information about the person holding the post of deputy Director General in charge of quality

assurance at RSC Energia.

1.2. Recommend RSC Energia’s Director General to agree upon with State Corporation

ROSCOSMOS’ managing director in charge of quality assurance and reliability the issues of

discharging from office the person holding the post of deputy Director General in charge of quality

assurance at RSC Energia, as well as candidacy for appointment to the above post.

1.3. Preliminarily agree upon draft Job Description for deputy Director General in charge of

quality assurance and the Regulations on RSC Energia’s Center for quality assurance developed

and consistent with the Standard Requirements for the post of deputy head in charge of quality and

the Standard Regulations on quality control department in rocket-space industry organization

approved by the order issued by State Corporation ROSCOSMOS; recommend RSC Energia’s

Board of Directors to concur the above documents.

23.12.2016 Meeting as absentee voting (Minutes No 4 of 26.12.2016)

Items on the agenda:

1. On agreeing upon the candidates for election to the board of directors, S&A auditing

committee proposed by the Corporation management board.

Resolutions passed:

1.1. Preliminary agree upon the proposed list of candidates for election to the board of directors,

S&A auditing committee of the Corporation.

1.2. Recommend the Corporation Board of Directors according the Articles of Incorporation, Art.

28, para 1, subpara 47, to agree upon the above list of the candidates for election to the board of

directors, S&A auditing committee of the Corporation.

Meetings of the Committee on Strategic Planning, Modernization, Innovative Development

23.03.2016 Meeting (Minutes No 1 of 25.03.2016)

Items on the agenda:

1. On Progress in development of draft strategy of Corporation. Resolutions passed:

1.1. Take note of the submitted information about progress in development of the Corporation

strategy.

1.2. Corporation management shall ensure further efforts to develop the Corporation strategy,

taking into account the following:

- submit to the Committee’s members structural content of draft strategy of the Corporation, taking

into account of their proposals concerning the structure;

- link draft strategy to RSC Energia’s Innovative Development Program being updated;

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- add more complete information to the draft strategy about volumes of financing required for the

strategy implementation, as well as describe possible development scenarios;

- submit materials devoted to the strategy (as separate sections) for preliminary consideration to

the Committee in due time till 31.07.2016, while full alternative draft strategy is to be submitted

till 30.11.2016 (with due regard for the strategy of SC ROSCOSMOS).

2. Preliminary consideration of the Corporation Work Program (including budget) for 2016.

Resolutions passed:

2.1. Approve draft Work Program (including budget) of the Corporation for 2016, with the

discussion taken account of. Look into the matter of updating the Work Program for 2016 by the

results of the first 6 months if necessary.

2.2. Corporation management is to submit to the Committee members additional explanations on

the reasons behind the increased loan partfolio in 2016.

2.3. Corporation management is to place investment program for 2016 for the Committee’s

consideration.

2.4. Submit the Work Program for consideration to the Corporation Board of Directors in parallel

with the KEI list and target figures for 2016.

3. Discussion of the List of KEIs to be added to the Corporation Work Program for 2016.

Resolutions passed:

3.1. Approve the submitted List of KEIs for 2016 comprising 8 mandatory indicators proposed by

OAO URSC:

- free cash flow (FCF),

- return on sales profit,

- net profit,

- labor productivity,

- implementation of thematic plan under government programs,

- owner’s working capital,

- implementation of key investment projects,

- innovative development indicator,

as well as an additional indicator approved by RSC Energia’s Board of Directors (Minutes

No 15 of 10.04.2015):

- effectiveness of Quality Management System operation.

3.2. Recommend the Committee members to submit the proposals for the List of KEI indicators to

the Corporaion if necessary.

3.3. Submit the KEI target figures, as well as their calculation procedure to the Committee for its

consideration.

Joint Meeting with the Committee on Pesonnel and Remuneration on 16.05.2016 Minutes

No 2/6 of 17.05.2016)

Intems on the Agenda and the resolutions passed are stated above (see Meeting No 2/6 of

16.05.2016 of the Committee on Personnel and Remuneration).

20.06.2016 Meeting as absentee voting (Minutes No 3 of 21.06.2016)

Items on the agenda:

1. Review of the report on implementation of the Innovative Development Program of RSC

Energia for 2015. Resolutions passed:

1.1. Take note of the report on implementation of the Innovative Development Program (IDP) of

RSC Energia for 2015.

1.2. Recommend RSC Energia’s Board of Directors to approve the Report on implementation of

RSC Energia’s IDP for 2015 noting failure to achieve indicators on proceeds and volume of R&D

costs.

1.3. Recommend during preparation of subsequent annual reports on new updated IDP (for the

2016-2025 period) taking into account the following:

• include in the Report summarized data on volume of R&D costs for relevant year

indicating target and actual figures;

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• when describing the Corporation activities in the event of arising critical issues,

provide information about the reasons of arising the problems and plans for their resolving in a

greater detail.

When submitting information about the volume of actual expenses on IDP actions, indicate data on

each action item while satisfying the requirements for keeping state and business secrets.

16.12.2016 Meeting as absentee voting (Minutes No 1 of 19.12.2016)

Items on the agenda:

1. On Action Plan of the Committee on Strategic Planning, Modernization and Innovative

Development for the 2016-2017 accounting year. Resolutions passed:

1. Approve the Action Plan of the Committee on Strategic Planning, Modernization and

Innovative Development for 2016-2017 accounting year.

2. Review of the List of key investment projects (for KEI purposes for 2016).

Resolutions passed:

2. Approve the List of key investment projects of RSC Energia for 2016 (for KEI purposes).

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Report on Board of Directors’ member attendance of the Board of Directors’ and its

Committees meetings during 2016*

Board of Directors members in accounting

year

Independent

director

Attendance of Board of

Directors’ meetings

Committee

on Audit

Committee on Personnel and

Remuneration

Committee on Strategic Planning, Modernization and Innovative

Development

Yu.V. Vlasov (from 27.06.2015 to

25.06.2016;

from 25.06.2016 up to now)

23/18(3) [2] 4/2(2)

A.A. Gavrilenko

(from 27.06.2015 to 25.06.2016;

from 25.06.2016 up to

now)

23/17(4) 4/2(2)

V.A. Davydov (from 27.06.2015 to

25.06.2016.)

13/12(1) 3/2(1)

A.N. Ivanov (from 25.06.2016 up to

now)

10/9(1) 1/1

A.N. Klepach

(from 27.06.2015 to 25.06.2016)

+ 13/11(2) 3/3

I.A. Komarov

(from 27.06.2015 to 25.06.2016;

from 25.06.2016 up to

now)

23/22 [1]

O.V. Lobanov (from 25.06.2016 up to

now)

10/9(1) 2/2

A.A. Medvedev (from 25.06.2016 up to

now)

10/9(1) 1/1

A.S. Nikitin (from 27.06.2015 to

25.06.2016;

from 25.06.2016 up to now)

+ 23/15(4) 7/7

S.A. Nikitin

(from 27.06.2015 to

25.06.2016; from 25.06.2016 up to

now)

23/21(1) 8/8 4/4

A.V. Nuzhdov (from 27.06.2015 to

25.06.2016;

from 25.06.2016 up to now)

23/17(5) 8/5(3) 7/5(2)

M.V. Petrov

(from 27.06.2015 to

25.06.2016; from 25.06.2016 up to

now)

23/18(1) 8/4(2) 7/7

P.D. Popov (from 27.06.2015 to

25.06.2016)

13/12

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Board of Directors

members in accounting

year

Independent

director

Attendance of Board of

Directors’ meetings

Committee

on Audit

Committee on

Personnel and

Remuneration

Committee on Strategic Planning,

Modernization and Innovative

Development

V.L. Soltsev

(from 27.06.2015 to 25.06.2016;

from 25.06.2016 up to

now)

23/20(1) [2] 4/4

* Data in the Table given in format 5/3(1) [2] means that the Director could take part in five meetings of the Committee (Board), personally took part in three meetings, sent his written opinion to another meeting, two more meetings he attended without taking part in the vote with respect to

all agenda items, because he was not entitled to voting on those items. If the number of the meetings which the Director could attend is equal to

the number of meetings which the Director did really attend, this means that the director was active in work of the Board of Directors and (or) relevant Committee.

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Appendix 5 / Information about the Corporation compliance with the Code of

Corporate Governance

This Section gives an assessment of corporate governance quality at RSC Energia, the Report

on compliance with the Code of Corporate Governance principles and recommendations

provided by the Bank of Russia.

Brief description of the most important aspects of corporate governance model and procedure

in the Corporation is given in the Annual Report section “Corporate Governance”

Description of the procedure used to evaluate adherence to the corporate governance

principles assigned by the Code of Corporate Governance:

when evaluating adherence to the corporate governance principles, the Corporation

Articles of Incorporation and its bylaws provisions are analyzed for compliance with the

Code recommendations;

corporate governance quality in RSC Energia is evaluated based upon the Procedure for

Corporate Governance Quality Self-Appraisal in the Companies with State Participation

approved by the Order issued by Federal Property Management Agency No 306 of

22.08.2014;

adherence to corporate governance principles assigned by the Code of Corporate

Governance was evaluated in accordance with the report form on compliance with the

Code of Corporate Governance principles and recommendations which is to be made part

of an annual report of the joint-stock company whose stock is introduced to organized

tenders (Letter of Advice from Bank of Russia No IN-06-52/8 of 17.02.2016 “On

Disclosure of Report on Compliance with the Code of Corporate Governance Principles

and Recommendations as Part of Annual Report of Public Joint-Stock Company”).

Key reasons, factors and (or) circumstances on the strength of which the Corporation fails to

comply with or complies if not in full volume with the corporate governance principles

assigned in the Code of Corporate Governance, as well as corporate governance mechanisms

and tools used by the Corporation in place of those recommended by the Code of Corporate

Governance are given in the Table shown below (in the column of the same name).

Planned (expected) actions and measures to improve the Corporate governance model and

procedure

Corporation intends to eliminate most of the inconsistencies by changing organization of

managerial bodies operation, introduce new institutions and corporate procedures; make

amendments to the existing normative documents, as well as approve new ones (RSC

Energia’s Articles of Incorporation, Code of Corporate Governance; Regulations on General

Shareholders Meetings; R on Board of Directors; bylaws which involve in-house regulatory

and procedural documents on organization of risk management system, internal control and

internal audit within the Corporation).

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Assessment of corporate governance quality in the Corporation (components of corporate governance quality self-appraisal)

Components

Assessment

Number of

questions

Component weight in

general assessment, %

Actual

points

Maximum

points

Level of

correspondence, %

I. Shareholders’ rights 22 14 65 79 82

II. Board of Directors 56 37 130 202 64

III. Executive management 5 7 24 38 63

IV. Information transparency and disclosure 15 25 102 135 76

V. Risk management, internal control and internal audit 16 11 34 63 54

VI. Corporate social responsibility, business ethics 6 6 18 31 58

General assessment 120 100 373 548 68

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Report on compliance with the Code of Corporate Governance principles and recommendations

This Report on compliance with the Code of Corporate Governance principles and recommendations was considered at RSC Energia’s Board of Directors

meeting held on 19.05.2017 meeting with full attendance (Minutes No18 of 22.05.2017), as part of the Annual Report.

Board of Directors confirms that data given in this Report contains compete and trustworthy information about RSC Energia’s compliance with the Code of Corporate principles and recommendations for 2016.

Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

1.1 Corporation shall ensure equitable and fair relations regarding all shareholders when they exercise their rights to taking part in the Corporation

management

1.1.1 Corporation shall create for its shareholders

most favorable conditions for their taking

part in general meeting; conditions for

taking a reasonable position with respect to

agenda of general meeting, coordination of

their efforts, as well as giving their view on

matters under consideration

1. There are the Corporation By-Laws in

open access approved by general

shareholders meeting and regulating

procedures to hold general meeting.

2. Corporation offers an easy way to

communicate with it, such as “hot line”, E-

mail or Internet forum which makes it

possible for shareholders to give their views

and send their questions concerning the

agenda during preparations for holding

general meeting. The above actions were

taken by the Corporation on the eve of each

general meeting held over the accounting

period.

compliance

□ partial

compliance

□ non-

compliance

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Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

1.1.2 Procedure to notify about holding general

meeting and submission of materials to

general meeting enables shareholders to

prepare thoroughly for attending it.

1. Notice about general shareholders

meeting to be held shall be placed (issued) on

Internet site not later than 30 days prior to

general meeting.

2. Notice about forthcoming meeting shall

indicate venue of a meeting and documents

required for admission to building.

3. Shareholders were provided access to

information about who proposed agenda

items and who put up candidates to the

Corporation Board of Directors and Auditing

Committee.

compliance

□ partial

compliance

□ non-

compliance

Information about who proposed agenda items

and who put up the candidates to Board of

Directors and Auditing Committee was

addressed in Appendices to Minutes of Board

of Directors’ meetings at which items on

GSM preparation were considered. A

shareholder could get such information at

shareholders’ office.

1.1.3 In the course of holding general meeting,

shareholders were afforded an opportunity

to gain unobstructed and prompt access to

information about a meeting and its

submittals; ask questions to the Corporation

executive bodies and Board of Directors

members, communicate to each other.

1. During the accounting period,

shareholders were afforded an opportunity to

ask questions to the Corporation executive

bodies and Board of Directors’ members both

on the eve of annual general meeting and in

the course of its operation.

2. Board of Directors’ position (including

special opinions inserted in the Minutes) with

respect to each item on the agenda of the

general meetings held was made part of the

submittals to be sent to general shareholders’

meeting.

3. Corporation provided access to the List of

persons entitled to attend general meeting of

the shareholders who have the right thereto

starting on the date the Corporation received

it, in all cases of holding general meetings in

the accounting period.

compliance

□ partial

compliance

□ non-

compliance

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Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

1.1.4 Exercising shareholder’s right to request

calling general meeting; put up candidates

for election to managerial bodies and make

proposals to be included in the agenda of

general meeting did not involve unjustified

difficulties.

1. In the accounting period shareholders

were given a chance to make proposals to be

inserted in the agenda annual general

meeting within at least 60 days after the end

of respective calendar year.

2. During the accounting year, the

Corporation did not refuse to put proposals

on the agenda or for candidates to the

Corporation bodies on the ground of

misprints and other insignificant

shortcomings in shareholder’s proposal.

□ compliance

partial

compliance

□ non-

compliance

Existing Articles of Incorporation set due date

for putting proposals on the agenda of GSM:

45 days after calendar year is over.

These recommendations will be taken into

account during preparation of the Articles of

Incorporation.

1.1.5 Each shareholder had an opportunity to

exercise his voting right freely following

the procedure which is the easiest and most

convenient for him.

1. Corporation By-laws (its in-house policy)

state the provisions under which each

participant of general meeting can require

copy of ballot he (she) completed and

certified by counting commission before

respective meeting is over.

□ compliance

□ partial

compliance

non-

compliance

By-laws have no provisions under which each

participant of GSM could require copy of

ballot completed by him and certified by

counting commission before respective

meeting is over. Actually, the above

provisions are being implemented. These

recommendations will be implemented in

preparation of the redrafted GSM Regulations.

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governance principle

1.1.6 Corporation-established procedure to hold

general meeting provides equal

opportunity for all persons present at a

meeting express their opinion and ask the

questions they are interested in.

1. When holding general shareholders’

meeting in the form of a meeting (joint

attendance of all shareholders), sufficient

time was allowed for presenting reports on

agenda items and for discussion of these

items.

2. Candidates for election to managerial and

control bodies of the Corporation were

available for answering shareholders’

questions at the meeting where they as

nominees were put to a vote.

3. In taking decisions on preparation and

holding general shareholders’ meetings,

Board of Directors considered the item on

using telecommunication facilities for

making remote access available to

shareholders to take part in general meeting

during the accounting period.

□ compliance

partial

compliance

□ non-

compliance

Board of Directors did not consider the item

on using telecommunication facilities for

making remote access available to

shareholders to take part in GSM.

Shareholders have an opportunity to forward

the ballots completed to the Corporation

before holding a meeting.

Taking into account that most of the

shareholders reside in Moscow Region, during

preparations for a meeting special office at the

place of the Corporation location is set up for

the shareholders so that they could familiarize

themselves thoroughly with the materials and

get explanations if necessary, as well as ask

questions both orally and in writing.

1.2 Shareholders are granted an equal and fair opportunity to share in profits of the Corporation by getting dividends

1.2.1 Corporation developed and introduced

transparent and clear mechanism for

determining size of dividends and their

payouts.

1. Dividend policy is developed, approved

by Board of Directors and disclosed in the

Corporation.

2. If the Corporation dividend policy uses

RSC Energia’s reporting indicators to

determine size of dividends, then

corresponding provisions of dividend policy

shall take into account consolidated

indicators of financial accounting.

□ compliance

partial

compliance

□ non-

compliance

Dividend policy provisions do not cover

consolidated indicators of financial

accounting. As the Corporation became part

of OAO URSC at the end of 2014, its

dividend policy is based upon corresponding

dividend policy being pursued by OAO

URSC.

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1.2.2 Corporation does not take decision on

dividend payouts in the event that this

decision (while not formally violating the

limitations established by legislation) is not

economically justified and can lead to

misrepresentation of the Corporation

operation.

1. Corporation dividend policy gives clearly

defined instructions with respect to

financial/economic circumstances under

which the Corporation shall not pay

dividends.

compliance

□ partial

compliance

□ non-

compliance

Net profit obtained.

1.2.3 Corporation shall protect existing

shareholders against infringement of their

rights.

1. During the accounting period, the

Corporation did not take action resulting in

infringement of dividend rights of the

existing shareholders.

compliance

□ partial

compliance

□ non-

compliance

1.2.4 Corporation aims to exclude use by

shareholders of other methods to get profit

(income) at the Corporation expense other

than dividends and liquidating value

1. In order to prevent use by shareholders of

other methods to get profit (income) at the

Corporation expense other than dividends

and liquidating value, the Corporation By-

laws state control mechanisms which ensure

timely reveal of transactions and approval

procedure for transactions with the persons

affiliated with the existing shareholders

(persons entitled to be in charge of votes

related to voting stock) when the law does

not recognize formally these transactions as

interested-party transactions.

□ compliance

partial

compliance

□ non-

compliance

Members of the managerial bodies are bound

to report any conflicts of interest or self-

interest in effecting transactions.

1.3 Corporate governance system and practice ensure equal conditions for all the shareholders who own shares of the same category (type), including

minority (small) shareholders and foreign shareholders, as well as the Corporation attitude to shareholders based on equality

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governance principle

1.3.1 Corporation created conditions for fair

attitude to each shareholder on the part of

the Corporation managerial bodies and

officials in charge of control, including

those conditions which ensure

impermissibility of abuses on the part of

major shareholders with respect to

minority shareholders.

1. During the accounting period, the

procedures to control potential conflicts of

interest among the existing shareholders

were efficient; the Board of Directors paid

due attention to the conflicts between the

shareholders if such were the case.

compliance

□ partial

compliance

□ non-

compliance

1.3.2 Corporation does not take actions which

lead or can lead to artificial redistribution

of corporate control.

1. Quasi-treasury stocks are not available or

were not involved in voting process during

the accounting period.

□ compliance

□ partial

compliance

non-

compliance

When GSM took decisions by the 2015

performance of the Corporation, legal entities

as subsidiary companies of the Corporation

took part in voting (via voting by “quasi-

treasury” stocks).

In December 2016, the quasi-treasury stocks

were transferred to OAO URSC into entrusted

administration; therefore, according to the

trust agreements, voting rights at the meeting

are haded over to the trustee; so, in taking

decisions put to the vote at the GSM after

December 2016, riks of potential corporate

control takeover was prevented.

1.4 Shareholders are provided with reliable and efficient methods to record rights to shares, as well as an opportunity to alienate freely and without

encumbrance the shares they own

1.4 Shareholders are provided with reliable

and efficient methods to record their rights

to shares, as well as an opportunity to

alienate freely and without encumbrance

the shares they own.

1. Quality and reliability of activity to keep

register of securities owners being conducted

by the Corporation registrar meet the

requirements of the Corporation and its

shareholders.

compliance

□ partial

compliance

□ non-

compliance

2.1 Board of Directors provides strategic management of the Corporation; defines basic principles and approaches to organization of risk management

and internal control system in the Corporation; monitors the Corporation executive bodies operation; as well as performs other key functions.

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2.1.1 Board of Directors is responsible for taking

decisions on appointment to and discharge

from posts held in executive bodies,

including due to improper performance by

them of their duties. Also the Board of

Directors exercises control over the

Corporation executive bodies so that they

act on the approved development strategy

and core business of the Corporation

1. Board of Directors acts within the limits

of authority set forth in the Articles of

Incorporation which provides for

appointment to, discharge from posts held

and defining contract terms regarding

executive bodies members.

2. Board of Directors considered report

(reports) of single-member executive body

and collective executive body on progress in

implementation of the Corporation strategy.

compliance

□ partial

compliance

□ non-

compliance

2.1.2 Board of Directors determines basic long-

term guidelines for the Corporation

operation; evaluates and approves key

indicators of its operation and major

business objectives of the Corporation;

assesses and approves the strategy and

business plans by core activities of the

Corporation.

1. During the accounting period, the Board

of Directors meetings considered the issues

with respect to progress in implementation

and updating of the strategy; approval of

financial-economic plan (budget) of the

Corporation. Also criteria and figures

(including interim figures) of the strategy

and business plan implementation were

reviewed.

compliance

□ partial

compliance

□ non-

compliance

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2.1.3 Board of Directors defines concepts and

approaches to risk management and

internal control system organization in the

Corporation.

1. Board of Directors defined concept and

approaches to risk management and internal

control system organization in the

Corporation

2. Board of Directors gave assessment of

risk management and internal control system

in the Corporation over the accounting period

□ compliance

partial

compliance

□ non-

compliance

The issue concerning approaches to risk

management system organization is currently

under discussion.

Draft Regulations on credit risks was

prepared. The Committee on Audit at the

Board of Directors approved the Regulations

on Internal Audit Department, which assign

functions of risks control and assessment to

this Department at RSC Energia. Also the

Committee on Audit approved preliminarily

draft Regulations on RSC Energia’s internal

control system and placed these Regulations

for consideration of the Corporation Board of

Directors.

2.1.4 Board of Directors formulates the

Corporation policy concerning

remuneration and (or) compensation for

expenses to the Board of Directors,

executive bodies members and other key

executives of the Corporation.

1. Corporation developed and introduced

the Board of Directors-approved policy

(policies) concerning remuneration and

compensation for expenses to the Board of

Directors, executive bodies members and

other key executives of the Corporation.

2. During the accounting period, the issues

related to the above policy (policies) were

considered at the Board of Directors

meetings.

□ compliance

partial

compliance

□ non-

compliance

Separate document on remuneration of the

Board of Directors members was developed

and approved by GSM. As regards the

remuneration policy for executive bodies

members, the main principles and approaches

tied to KEIs were approved. Developemnt of

the document detailing these principles is

currently in the process of updating.

2.1.5 Board of Directors plays a crucial role in

prevention, revealing and settlement of

internal conflicts between the Corporation

bodies, shareholders and employees.

1. Board of Directors plays a crucial role

in prevention, revealing and settlement of

internal conflicts.

2. Corporation developed the system

identifying the transactions involving

conflicts of interest, as well as the system of

measures aimed to settle conflicts like that.

compliance

□ partial

compliance

□ non-

compliance

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2.1.6 Board of Directors plays a crucial role in

ensuring transparency of the Corporation,

timely and complete disclosure of

information by the Corporation; easy

access of shareholders to the Corporation

documents.

1. Board of Directors approved the Provision

on information policy.

2. Corporation assigned persons responsible

for pursuing information policy.

□ compliance

partial

compliance

□ non-

compliance

No formalized Provision on information

policy has been approved yet. Corporation

discloses information provided for by current

legislation for public corporations. In

preparation for AGSM, the materials for

shareholders are placed on the Corporation

Internet site.

There is also the Provision on relations with

mass media.

2.1.7 Board of Directors exercises control over

corporate governance practice in the

Corporation and plays a crucial role in

important corporate events of the

Corporation.

1. During the accounting period the

Board of Directors considered the matter

concerning corporate governance in the

Corporation.

compliance

□ partial

compliance

□ non-

compliance

The Board of Directors reviews at regular

intervals the reports on RSC Energia’s Work

Program implementation.

2.2 Board of Directors is accountable to the Corporation shareholders

2.2.1 Information about the Board of Directors

operation shall be disclosed and made

available to shareholders.

1. Corporation Annual Report over the

accounting period covers information about

attendance by each of the directors of the

Board of Directors’ and Committees’

meetings.

2. Annual Report comprises information

about main assessment results of the Board

of Directors operation during the accounting

period.

compliance

□ partial

compliance

□ non-

compliance

Board of Directors operation is assessed

annually and this assessment includes

evaluation of the committees performance.

Assessment results are considered at Board of

Directors’ meeting. This assessment is given

in the Annual Report as part of information

about the Board of Directors’ meetings

(resolutions passed) in the accounting period.

2.2.2 Chairman of the Board of Directors is

available for communication with the

Corporation shareholders.

1. Corporation established transparent

procedure which ensures that shareholders

can forward to the Board of Directors their

questions and positions they hold.

compliance

□ partial

compliance

□ non-

compliance

Shareholders are afforded an opportunity to

turn to the Chairman of the Board of Directors

in writing, as well as ask questions in writing

at general shareholders’ meeting.

2.3 Board of Directors is an efficient and professional managerial body of the Corporation; has the authority to make impartial judgments and take

decisions which meet the interests of the Corporation and its shareholders.

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governance principle

2.3.1 Only those persons who have impeccable

business and personal reputation, acquired

knowledge, skills and experience required

to take decisions falling within

competence of the Board of Directors and

essential to perform its functions

efficiently, are elected to the Board of

Directors as its members.

1. Procedure to assess efficiency in the

Board of Directors’ operation established in

the Corporation comprises (among other

things) evaluation of job skills of the Board

of Directors members.

2. During the accounting period, the Board

of Directors (or its Committee on

nominations) evaluated the nominees to the

Board of Directors in terms of their

experience, knowledge, business reputation,

absence of conflicts of interest, etc.

□ compliance

partial

compliance

□ non-

compliance

Procedure to assess efficiency in the Board of

Directors operation is not approved.

Quality of the Board of Directors operation is

assessed annually. Assessment includes

evaluation of the committees operation.

Assessment results are considered at Board of

Directors meeting.

Assessment of the nominees was not made.

Information on whether the Board of Directors

nominees have the required experience,

knowledge, ext. can be found in information

materials for GSM.

2.3.2 Corporation Board of Directors members

are elected via a transparent procedure

which enables the shareholders to get full

information about the nominees to form a

true notion of their personal and

professional qualities.

1. In all cases of holding general

shareholders’ meeting whose agenda

included the items of Board of Directors

election, the Corporation submitted to the

shareholders personal data on all nominees to

be elected to the Board of Directors; results

of these nominees evaluation performed by

the Board of Directors (or its Committee on

nominations); information about nominee

conformity to criteria of independence

according to the recommendations 102-107

stated in the Code, as well as nominees’

consent in writing to be elected to the Board

of Directors.

□ compliance

partial

compliance

□ non-

compliance

Nominees evaluation, as well as assessment of

nominees conformity to independence criteria

have not been performed. The Issuer’s

Quarterly Report presents information about

who of the Board of Directors members can be

considered as independent director.

Information about personal data, work

experience and written consent to be elected to

the Board of Directors was made available to

the Shareholders.

Corporation sticks to the opinion formed in

rocket-space industry that a wide circle of

independent directors shall not be brought in

for work in the companies operating in the

field of Defense Industry Complex of Russia

(RF DIC).

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governance principle

2.3.3 Board of Directors membership is

balanced in terms of its members

qualification, their experience, knowledge,

business qualities; Board of Directors

enjoys confidence among the shareholders.

1. As part of the procedure for

assessment of the Board of Directors

performance made during the accounting

period, the Board of Directors analyzed its

own needs regarding job skills, experience

and business skills.

□ compliance

partial

compliance

□ non-

compliance

With due regard for peculiarities of building

up membership of the Board of Directors

indicated in items 2.3.1-2.3.2, Board of

Directors did not make any assessment of own

needs regarding qualification, experience and

business skills.

Board of Directors membership currently in

force is highly skilled and enjoys confidence

among the shareholders.

2.3.4 Membership of the Corporation Board of

Directors enables to arrange Board of

Directors operation in a most efficient

manner, including a possibility to set up

Board of Directors’ Committees, as well as

ensures that important minority

shareholders can elect nominee they are

voting for to the Board of Directors.

1. As part of the procedure for Board of

Directors assessment made in the accounting

period, the Board of Directors considered the

matter concerning conformity of the Board of

Directors membership with the Corporation

needs and shareholders’ interests.

□ compliance

partial

compliance

□ non-

compliance

Board of Directors membership of 11 persons

enables to set up Committees at the Board of

Directors, as well as ensure that the

shareholders who own at least 7.5% of stock,

can elect their nominee to the Board of

Directors.

2.4 Sufficient number of independent directors is in the Board of Directors membership

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governance principle

2.4.1 A person is regarded as independent

director if he (she) is proficient enough in

his(her) profession, have a broad

experience and independence to take his

own stand; can make impartial and fair

judgments not influenced by executive

bodies of the Corporation, separate groups

of shareholders or other parties concerned.

In so doing, it should be noted that in

normal conditions nominee (elected

member of the Board of Directors) cannot

be regarded as independent in case of his

being tied to the Corporation, its major

shareholder, important counterpart or the

Corporation competitor or to the

government.

1. During the accounting period, all

independent Board of Directors members

met all criteria of independence indicated in

the Code recommendations 102-107 or were

regarded as independent by the decision of

the Board of Directors.

compliance

□ partial

compliance

□ non-

compliance

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governance principle

2.4.2 Nominees to the Board of Directors

members are assessed for their satisfying

criteria of independence, as well as

independent Board of Directors members

are reviewed for their satisfying criteria of

independence on a regular basis. When

making this assessment, content shall

govern form.

1. During the accounting period, Board of

Directors (or Committee on nominations)

made an opinion about independence of each

nominee to Board of Directors and presented

relevant report to the shareholders.

2. During the accounting period, the Board

of Directors (or Committee on nominations at

the Board of Directors) considered at least

once independence of the existing members

of the Board of Directors which are referred

to in the Corporation Annual Report as

independent directors.

3. Corporation developed the procedures

defining required actions to be taken by a

member of the Board of Directors in the

event that he ceases to be independent,

including his commitment to inform the

Board of Directors about it in a timely

manner.

□ compliance

□ partial

compliance

non-

compliance

Board of Directors did not make an opinion

about independence of the nominees due to

peculiarities of Board of Directors staff

selection indicated in items 2.3.1-2.3.2 and

item 2.4.3.

Criteria of Board of Directors members

independence will be set forth in the redrafted

Regulations on the Board of Directors.

Board of Directors members were assigned to

furnish information about changed data in

form presented.

2.4.3 Independent directors account for no less

than one-third of the elected Board of

Directors staff.

1. Independent directors account for no less

than one-third of the elected Board of

Directors staff.

□ compliance

□ partial

compliance

non-

compliance

Independent directors account for less than

one-third of the elected Board of Directors

staff. The Corporation takes the view that a

wide circle of independent directors should

not be involved in operation of the companies

engaged in business of Defense-Industrial

Complex of Russia (RF DIC).

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governance principle

2.4.4 Independent directors play a crucial role in

prevention of internal conflicts in the

Corporation and taking significant

corporate actions.

1. Independent directors (with no conflicts of

interest) give a preliminary estimate of

significant corporate actions which may

entail conflict of interests, then this estimate

results are submitted to the Board of

Directors

□ compliance

□ partial

compliance

non-

compliance

Significant corporate actions are open to

discussion in all aspects at the Board of

Directors meetings.

2.5 Chairman of the Board of Directors helps to perform functions assigned to the Board of Directors in a more efficient way

2.5.1 Chairman of the Board of Directors is

elected from independent directors; or

senior independent director is chosen from

the elected independent directors who shall

coordinate work being performed by

independent directors and interface with

the chairman of Board of Directors.

1. Chairman of the Board of Directors is

independent director or senior independent

director is chosen from the elected

independent directors.

2. Role, rights and responsibilities of the

Chairman of the Board of Directors (senior

independent director if appropriate) are

defined properly in the Corporation By-laws.

□ compliance

partial

compliance

□ non-

compliance

Chairman of the Board of Directors is not

independent director.

Role, rights and responsibilities of the Board

of Directors are clearly defined properly in the

Regulations on the Board of Directors.

Corporation takes the view that a wide circle

of independent directors should not be

involved in operation of the companies

engaged in the RF DIC. All members of the

Board of Directors may interface with the

Chairman of the Board of Directors.

2.5.2 Chairman of the Board of Directors creates

constructive atmosphere during meetings

being held, free discussion of the matters

put on the agenda of a meeting; follow-up

control of decisions taken at the Board of

Directors.

1. Work efficiency of the Chairman of

the Board of Directors was evaluated as part

of the procedure to assess performance of the

Board of Directors operation over the

accounting period.

□ compliance

partial

compliance

□ non-

compliance

Quality of the Board of Directors work is

assessed annually. Overall assessment covers

assessments of the committees work.

Performance of the committees operation is

considered at the Board of Directors meeting.

No assessment of work efficiency of the

chairman of Board of Directors was made

separately. Chairman of the Board of Directors

creates constructive atmosphere of the

meetings being held, free discussion of the

matters, follow-up control of the decisions

taken at the Board of Directors.

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governance principle

2.5.3 Chairman of the Board of Directors takes

action required to timely provide members

of the Board of Directors with information

essential to take decisions on the agenda

items.

1. Corporation By-laws make the

Chairman of the Board of Directors

responsible for ensuring timely presentation

of the materials on the Board of Directors

meeting agenda items to the Board of

Directors members.

compliance

□ partial

compliance

□ non-

compliance

2.6 Board of Directors members act in good faith and reasonably in the Corporation interests, as well as its shareholders, based upon adequate

information, with due diligence and circumspection

2.6.1 Board of Directors members take

decisions with due regard for all

information available, in the absence of

conflict of interests with equitable attitude

to the Corporation shareholders, within

customary entrepreneurial risk.

1. Corporation By-Laws establish that

member of the Board of Directors shall

inform the Board of Directors in the event of

any conflict of interests concerning any

agenda item of the Board of Directors or its

committee meeting, before discussion starts

of respective agenda item.

2. Corporation By-laws provide for that

Board of Directors member shall abstain

from voting on any item which implies

conflict of interest.

3. Corporation establishes the procedure

under which the Board of Directors may

obtain professional advice on the issues

falling within its competence at the

Corporation’s expense.

□ compliance

partial

compliance

□ non-

compliance

Recommendation on the issues concerning

avoidance of conflict of interests by the Board

of Directors member are implemented

although they are not foreseen in the By-laws

(Provision on conflict of interests in RSC

Energia is applied to the Corporation

employees). These recommendations will be

taken into account during preparation of the

redrafted Regulations on the Board of

Directors. No procedure was established

under which the Board of Directors could

obtain professional advice on the issues

falling within its competence at the

Corporation’s expense.

2.6.2 Rights and responsibilities of the Board of

Directors members are clearly defined and

set forth in the Corporation By-Laws.

1. Corporation adopted and issued the

By-laws which clearly define rights and

responsibilities of the Board of Directors

members.

compliance

□ partial

compliance

□ non-

compliance

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governance principle

2.6.3 Board of Directors members have enough

time to perform their duties.

1. Individual attendance of the Board of

Directors and committees meetings, as well

as time allowed to prepare for taking part in

the meetings were taken account of in the

procedure for assessment of the Board of

Directors performance during the accounting

period.

2. In accordance with the Corporation By-

Laws, the Board of Directors members shall

inform the Board of Directors about their

intention to join managerial bodies of other

entities (apart from subsidiary and allied

companies of the Corporation), as well as

about the fact of this assignment.

compliance

□ partial

compliance

□ non-

compliance

Regulations on the Board of Directors

provides for that the Board of Directors

members in case of changed personal data

shall forward to the Corporation changes

entered in the form which includes data on

taking part in managerial bodies of other

entities.

2.6.4 All members of the Board of Directors are

afforded an equal opportunity to gain

access to the Corporation documents and

information. Newly-elected members of

the Board of Directors get sufficient

information about the Corporation and

Board of Directors’ operation within the

shortest period possible.

1. In accordance with the Corporation By-

Laws, Board of Directors members are

granted the right to gain access to documents

and make inquiries concerning the

Corporation and its subsidiary and allied

companies, while executive bodies of the

Corporation are bound to present respective

information and documents.

2. Finalized program of familiarization for

newly-elected members of the Board of

Directors is available in the Corporation.

□ compliance

partial

compliance

□ non-

compliance

No finalized program of familiarization

measures for newly-elected members of the

Board of Directors is available. These

recommendations are implemented but not

foreseen in the By-laws.

2.7 Board of Directors meetings, preparation for them and participation of the Board of Directors members in them ensure efficient operation of the

Board of Directors.

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2.7.1 Board of Directors meetings are held as

required, with due regard for scope of

work and challenges the Corporation faces

during a definite period of time.

1. Board of Directors held at least six

meetings over the accounting period. compliance

□ partial

compliance

□ non-

compliance

2.7.2 Corporation By-laws establish the

procedure for preparation and holding

meetings of the Board of Directors which

makes it possible for the Board of

Directors to prepare properly for them.

1. Corporation approved the By-laws

defining the procedure for preparation and

holding Board of Directors meetings which

also states that notice about holding a

meeting shall be made as a rule at least 5

days before a date of its holding.

compliance

□ partial

compliance

□ non-

compliance

2.7.3 Form of a meeting to be held by Board of

Directors shall be determined taking into

account urgency of the agenda items.

Critically important problems shall be

solved at full-time meetings.

1. Articles of Incorporation or By-Laws

of the Corporation stipulate that critical

problems (according to the List given in

recommendation 168 of the Code) shall be

considered at full-time meetings of the

Board of Directors.

□ compliance

partial

compliance

□ non-

compliance

Critical problems are solved at the full-time

meetings of the Board of Directors, but no

mention was made about it in the By-Laws. In

taking a decision on form of a meeting to be

held by the Board of Directors, the Chairman

of the Board of Directors takes into account

the recommendations provided by the Code of

Corporate Governance and urgency of the

issue.

2.7.4 Decisions on critical problems concerning

the Corporation operation are taken at

Board of Directors meeting by qualified

majority or majority vote of all the elected

Board of Directors members.

1. RSC Energia’s Articles of

Incorporation stipulate that decisions on

critically important issues stated in

recommendation 170 of the Code shall be

taken at Board of Directors’ meeting by

qualified majority of no less than three-

fourths of the votes or by majority vote of all

the elected Board of Directors members

compliance

□ partial

compliance

□ non-

compliance

Decisions on critical issues are taken by

qualified majority of 2/3 of the votes or by

majority vote of all the elected Board of

Directors members.

2.8 Board of Directors sets up Committees for preliminary consideration of critically important issues concerning the Corporation operation

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2.8.1 Committee on Audit consisting of

independent directors is set up to

preliminarily review the issues concerning

supervision over financial-economic

activity of the Corporation.

1. Board of Directors set up the Committee

on Audit consisting exclusively of

independent directors.

2. Corporation By-laws set forth tasks to the

Committee on Audit, including tasks

addressed in recommendation 172 of the

Code.

3. At least one member of the Committee on

Audit being independent director shall have

an experience and knowledge in the field of

financial statement preparation, analysis,

assessment and audit.

4. Meetings of the Committee on Audit were

held at least once a quarter during the

accounting period.

□ compliance

partial

compliance

□ non-

compliance

The Committee on Audit does not include

independent directors, because the Corporation

takes the view formed in rocket-space industry

that a wide circle of independent directors

shall not be brought in for work in the

companies engaged in the field of DIC of

Russia. External experts are included in the

Committee membership. The rest of the

recommendations are adhered to.

2.8.2 For preliminary consideration of the issues

concerning efficient and transparent

remuneration practice, the Committee on

Remuneration was set up which consists

of independent directors and is headed by

independent director who is not chairman

of the Board of Directors.

1. Board of Directors set up the Committee

on Remuneration represented by only

independent directors.

2. Chairman of the Committee on

Remuneration is independent director who is

not chairman of the Board of Directors.

3. Corporation By-laws set tasks to the

Committee on Remuneration, including those

addressed in recommendation 180 of the

Code.

□ compliance

partial

compliance

□ non-

compliance

Committee on Personnel and Remuneration

includes not only independent directors due to

the view taken by the Corporation with respect

to the number of independent directors.

External experts are included in the

Committee membership, the rest of the

recommendations are adhered to.

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2.8.3 For preliminary consideration of the issues

concerning personnel planning (continuity

planning), professional staff and efficient

operation of the Board of Directors, the

Committee on nominations (appointments,

personnel) was set up; most of its

members are independent directors.

1. Board of Directors set up the Committee

on nominations (or its tasks addressed in

recommendation 186 of the Code are fulfilled

by other Committee); most of the

Committee’s members are independent

directors.

2. Corporation By-laws define tasks set to

the Committee on nominations (or respective

Committee with the combined functions),

including the tasks stated in recommendation

186 of the Code).

□ compliance

partial

compliance

□ non-

compliance

Tasks set to the Committee on nominations

are partially implemented within the

framework of the Committee on Personnel

and Remuneration.

2.8.4 With due regard to the Corporation Scope

of work and risk level, the Board of

Directors made sure that its Committees’

staff is in full agreement with the

objectives which are to be achieved by the

Corporation during its operation.

Additional Committees were either set up,

or recognized as unnecessary (Committee

on Strategy, Committee on Corporate

Governance, Committee on ethics,

Committee on Risk Management, Budget

Committee, Committee on Health, Safety

and Environment, etc)

1. Over the accounting period, the

Corporation Board of Directors considered

the issue of whether its Committees’

membership is consistent with the Board of

Directors objectives and aims of the

Corporation operation. Additional

Committees either were set up, or were

recognized as unnecessary.

□ compliance

partial

compliance

□ non-

compliance

The Board of Directors believes that the

existing Committee’s membership is in full

agreement with the objectives set by the

Corporation. The issues of setting up other

(new) Committees were not initiated; nor

were they considered.

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2.8.5 Composition of the Committees was

selected so that it was possible to hold

thorough discussion of the issues being

considered beforehand with due regard for

different opinions.

1. Board of Directors Committees are

headed by independent directors.

2. Corporation By-laws (policies)

stipulate the provisions under which the

persons who are not members of the

Committee on Audit, Committee on

Nominations and Committee on

Remuneration, may attend meetings of the

Committees only at the invitation of the

chairman of relevant Committee.

□ compliance

partial

compliance

□ non-

compliance

Chairmen of 2 of the 3 Committees were

independent directors during 2015-2016

accounting year.

During 2016-2017 accounting year, the

chairman of only one Committee is

independent director. The Regulations on

committees provide for clauses, under which

the persons who are not members of the

Committees may attend committees’ meetings

only at the invitation of chairman of relevant

committee.

2.8.6 Committees chairmen keep the Board of

Directors and its chairman informed about

operation of their committees.

1. During the accounting period,

chairmen of the Committees reported on the

committees operation to the Board of

Directors on a regular basis

compliance

□ partial

compliance

□ non-

compliance

2.9 Board of Directors ensures quality assessment of the Board of Directors, its Committees operation and Board of Directors’ members performance

2.9.1 Board of Directors operation quality

assessment is aimed to determine level of

efficiency of the Board of Directors,

Committees operation, Board of Directors’

members performance; degree of their

work conformity with the Corporation

changing needs; to boost Board of

Directors activity and identify areas where

their activity can be improved.

1. Self-appraisal or outside assessment

of the Board of Directors operation

performed during the accounting period,

included evaluation of the committees

activities, performance of certain members

of the Board of Directors and the Board of

Directors as a whole.

2. Results of self-appraisal or outside

assessment of the Board of Directors

performed during the accounting period,

were reviewed at full-time meeting of the

Board of Directors.

compliance

□ partial

compliance

□ non-

compliance

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2.9.2 Assessment of the Board of Directors,

Committees operation and Board of

Directors members performance is made

on a regular basis at least once a year.

Outside organization (consultant) is

brought in to assess independently quality

of the Board of Directors work at least one

time per three years.

1. In order to make an independent

assessment of the Board of Directors work

quality, an outside organization (consultant)

was brought in by the Corporation during the

three last accounting periods at least once.

□ compliance

partial

compliance

□ non-

compliance

Board of Directors work quality is assessed

annually.

Summarizing the 2013 performance, the

Corporation brought outside organization in

order to assist in its work on the Annual

Report, with assessment of the Board of

Directors operation as part thereof.

During the accounting period, outside

organization was not brought in due to extra

expenses restraint.

3.1 Corporate Secretary of the Corporation carries out current efficient interaction with shareholders; coordinates the Corporation actions relative to

protection of shareholders’ rights and interests; supports efficient Board of Directors’ operation.

3.1.1 Corporate Secretary has knowledge,

experience and qualification sufficient to

be able to perform duties he is entrusted

with; also he has impeccable reputation

and enjoys confidence on the shareholders’

part.

1. Corporation adopted and made public its

in-house document: Provision on Corporate

Secretary.

2. Corporation Internet site and Annual

Report present personal data on Corporate

Secretary, degree of detailing of which is

identical to those for Board of Directors and

executive management members of the

Corporation.

□ compliance

□ partial

compliance

non-

compliance

Board of Directors found it inadvisable to

introduce a position of RSC Energia’s

corporate secretary (Minutes No4 of

20.02.2012) due to the fact that legislation is

vague about it. Also Board of Directors noted

that there is no requirement about binding

introduction of the above position in current

legislation. Permanent position of corporate

secretary is not introduced in the Corporation.

The By-laws establish that the Board of

Directors elects its secretary who actually

performs functions of corporate secretary.

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3.1.2 Corporate Secretary is granted

independence from executive bodies of the

Corporation and given authority and

resources required to fulfill tasks set to him

(her).

1. Board of Directors approves

corporate secretary appointment, his

discharge from the position, as well as extra

remuneration.

□ compliance

partial

compliance

□ non-

compliance

Board of Directors elects secretary of the

Board of Directors who actually performs

corporate secretary functions and at any time

the Board of Directors may take a decision on

his (her) reelection.

Extra remuneration for performance of

corporate secretary functions is not provided

for.

4.1 Size of remuneration being paid by the Corporation is sufficient to attract, motivate and retain the persons with competence and qualification

required for the Corporation. Remuneration to the Board of Directors, executive bodies members and other key officials of the Corporation is

paid in accordance with the remuneration policy adopted in the Corporation.

4.1.1 Size of remuneration granted to the Board

of Directors, executive bodies members

and other key officials by the Corporation

provides adequate motivation for their

efficient service which makes it possible

for the Corporation to attract and retain

competent and highly skilled specialists. In

so doing, the Company prevents size of

remuneration unreasonably higher than

required, as well as unreasonably great gap

between sizes of remuneration of the above

persons and the rest of the employees of

the Corporation.

1. Corporation adopted the By-laws

such as the Policy (policies) of remuneration

for the Board of Directors, executive bodies

members and other key officials, which

clearly define approaches to remuneration of

the above persons.

□ compliance

partial

compliance

□ non-

compliance

Document specifying the procedure to

calculate and pay remuneration and

compensate for expenses of the Board of

Directors members has been approved. The

document defining approaches to

remuneration of top managers is under

development and in the process of

concurrence. The above process is led by the

Committee on Personnel and Remuneration.

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4.1.2 Corporation Policy on remuneration was

established by the Committee on

Remuneration and approved by RSC

Energia Board of Directors. Board of

Directors assisted by the Committee on

Remuneration monitors introduction and

implementation of the remuneration policy

in RSC Energia, as well as reviews it and

amends it if necessary.

1. During the accounting period, the

Committee on remuneration reviewed the

remuneration policy (policies) and its

implementation practice and submitted

respective recommendations to the Board of

Directors in case of need.

□ compliance

partial

compliance

□ non-

compliance

Committee on Personnel and Remuneration

considered relevant draft documents on

remuneration in the course of work in 2016

and sent them for updating with respective

recommendations.

4.1.3 Corporation Remuneration Policy covers

transparent mechanisms for determining

size of remuneration to be paid to the

Board of Directors, executive bodies

members and other key officials of RSC

Energia, as well as regulates all kinds of

payments, benefits and privileges to be

granted to the above persons.

1. Corporation remuneration policy

(policies) covers transparent mechanisms for

determining size of remuneration to the

Board of Directors, executive bodies

members and other key officials, as well as

regulates all kinds of payments, benefits and

privileges to be granted to the above persons.

□ compliance

partial

compliance

non-compliance

See Comments for item 4.1.1 and 4.1.2

4.1.4 Corporation defines the policy of

compensating for expenses

(compensations) specifying the List of

costs to be reimbursed, as well as level of

service that the Board of Directors,

executive bodies members and other key

officials of the Corporation may claim.

This policy may be part of the Corporation

remuneration policy.

1. Corporation remuneration policy

(policies) or other By-laws of RSC Energia

establish rules for compensating for

expenses incurred by the Board of Directors,

executive bodies members and other key

officials.

compliance

□ partial

compliance

□ non-

compliance

4.2 Remuneration system of the Board of Directors members ensures that the Directors’ financial interests come closer with long-term financial interests

of the shareholders.

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4.2.1 Corporation pays fixed remuneration on

annual basis to the Board of Directors

members.

Corporation shall not pay remuneration for

attendance of separate meetings of the

Board of Directors or its Committees.

Corporation does not practice forms of

short-term motivation and additional

incentive fees with respect to the Board of

Directors members.

1. Fixed annual remuneration is the only

monetary reward of the Board of Directors

members for their service in the Board of

Directors during the accounting period.

□ compliance

□ partial

compliance

non-

compliance

The Corporation-approved document which

determines the procedure for remuneration of

the Board of Directors members, provides for

payment of remuneration consisting of two

parts: fixed and variable.

Variable part depends upon the Corporation

financial results during corresponding years.

Size of remuneration to the Board of Directors

members is differentiated depending on

volume of duties to be performed by director

in the Board of Directors so that additional

time spent on performance of the chairman of

the Board of Directors, Committee member,

chairman of the Committee functions is

reflected. With respect to the Board of

Directors members, not any forms of short-

term motivation and extra incentive fees are

used.

4.2.2 Long-term equity ownership tends to draw

nearer financial interest of the Board of

Directors and long-term interests of the

shareholders. In so doing, the Corporation

does not make dependent the rights to sell

shares on achievement of specific

performance indicators; neither the Board

of Directors members take part in options

programs.

1. If any in-house document

(documents) such as the Corporation

remuneration policy (policies) provides for

granting of the Corporation shares to the

Board of Directors members, clearly-defined

rules of equity ownership by the Board of

Directors members aimed to encourage long-

term possession of these shares shall be

foreseen and made public.

compliance

□ partial

compliance

□ non-

compliance

In-house document on remuneration does not

provide for making the shares available to the

Board of Directors members.

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4.2.3 Corporation does not provide for any

additional payments or compensations in

case of early termination of powers by the

Board of Directors members due to

handover of control over the Corporation

or other circumstances.

1. Corporation does not provide for any

additional payments or compensations in

case of early termination of the Board of

Directors members powers due to handover

of control over the Corporation or other

circumstances.

compliance

□ partial

compliance

□ non-

compliance

4.3 Remuneration system for executive bodies members and other key officials of the Corporation provides for dependence of remuneration on the

Corporation performance and their personal contribution to achievement of the results.

4.3.1 Remuneration of executive bodies

members and other key officials of the

Corporation is determined so that

reasonable and justified relation between

fixed part and variable part of

remuneration is ensured based upon the

Corporation performance and personal

(individual) contribution of employee to

the end result.

1. During the accounting period, annual

efficiency indicators approved by the Board

of Directors were applied to determine size

of variable remuneration to be paid to

executive bodies members and other key

officials of the Corporation.

2. During the recent assessment of the

remuneration system for executive bodies

members and other key officials, the Board

of Directors (Committee on Remuneration)

made sure that the Corporation practiced

efficient relation between the fixed

remuneration part and its variable part.

3. Corporation provides for the procedure

ensuring return of bonus payments to the

Corporation which were illegally received by

the executive bodies members and other key

officials of RSC Energia.

□ compliance

partial

compliance

□ non-

compliance

The Corporation documents currently in force

which regulate top management remuneration

procedure, provide for size of remuneration

tied to individual action plans of employees, as

well as the Corporation performance over

relevant accounting period.

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4.3.2 Corporation has implemented the program

to motivate executive bodies members and

other key officials of the Corporation by

using its stock (options or other derivatives

based upon RSC Energia’s stock).

1. Corporation has implemented the

program of long-term motivation for

members of the Corporation executive bodies

and its other key officials by using RSC

Energia’s stock (financial instruments based

upon the Corporation stock).

2. Program of long-term motivation for

executive bodies members and other key

officials of the Corporation envisages that the

right to sell the stock and other financial

instruments involved in this program

becomes effective not earlier than three years

after the date of their being made available.

In so doing, the right to sell them is tied to

achievement by them of specific indicators of

the Corporation operation.

□ compliance

□ partial

compliance

non-

compliance

In the near future, the Corporation does not

intend to implement this program due to

joining the structure of State Corporation

ROSCOSMOS.

4.3.3 Amount of compensation (“golden

parachute”) to be paid by the Corporation

in the event of early termination of the

powers to executive bodies members or

key executives on the Corporation’s

initiative and in the absence of acts in bad

faith on their part shall not be higher than

double the amount of fixed part of annual

remuneration.

1. Amount of compensation (“golden

parachute”) to be paid by the Corporation in

the event of early termination of the powers

to executive bodies members or key

executives on the Corporation’s initiative

and in the absence of acts in bad faith on

their part did not exceed double the amount

of fixed part of annual remuneration during

the accounting period.

compliance

□ partial

compliance

□ non-

compliance

Amount of compensation is determined as

being equal to three average monthly salaries.

5.1 Corporation established efficiently operating risk management and internal control system aimed to ensure reasonable confidence in achievement

of the objectives set to the Corporation.

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5.1.1 Corporation Board of Directors established

concepts and approaches to organizing risk

management and internal control system in

RSC Energia

1. Functions of different control bodies

and subdivisions of the Corporation with

respect to risk management and internal

control system are clearly defined in the

Corporation By-laws/corresponding

corporate policy approved by the Board of

Directors.

□ compliance

partial

compliance

□ non-

compliance

Risk management and internal control system

is currently under development. In 2014

Internal Audit Department functionally

subordinate to the Board of Directors was set

up. Also Auditing Office subordinate to the

executive bodies was established. Risk

management function is distributed among the

departments. Board of Directors Committee

on Audit approved the Provision on Internal

Audit Department, according to which it is

bound to perform control functions and risk

assessment at RSC Energia; also the

Committee on audit approved the Regulations

on internal control system at RSC Energia. In-

house normative and procedural documents

on organizing risk management and internal

control and audit system are being updated

and concurred. Draft Regulations on credit

risks have been prepared.

5.1.2 Corporation executive bodies ensure

development and maintenance of

efficiently operating risk management and

internal control system in the Corporation.

1. Corporation executive bodies

provided distribution of functions and

powers regarding risk management and

internal control system among managers

(heads) of divisions and departments

accountable to them.

compliance

□ partial

compliance

□ non-

compliance

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5.1.3 Corporation risk management and internal

control system gives an impartial, fair and

clear idea about current standing and

prospects of RSC Energia; ensures

integrity and transparency of its reporting,

as well as acceptability of the risks the

Corporation faces.

1. Corporation approved the policy to act

against corruption.

2. Corporation developed a simple method

to inform the Board of Directors or its

Committee on Audit about the facts of

violating law, internal procedures, code of

ethics of RSC Energia.

compliance

□ partial

compliance

□ non-

compliance

Policy to combat corruption was adopted early

in 2016, as well as other follow-up documents

were accepted (including Code of Ethics and

Conduct of the Corporation Employees;

Regulations on reporting by RSC Energia’s

employees information about their being

given gifts due to their position or official

duties they perform, handing gifts over and

their assessment, selling (buyout) and

crediting an account with the amount received

from their sale; Regulations on Conflict of

Interests; Regulations on the Committee on

meeting the requirements for official conduct

of employees and settlement of conflict of

interests; the Procedure to notify RSC Energia

about the facts of reporting incitement of the

Corporation employees to committing

corruption offences; Provision on “hot line”

on the issues to combat corruption in the

Corporation). The accounting period saw the

efforts undertaken to combat corporate fraud

and corruption. The Corporation site places

telephone numbers for feedback

communication in order to report the facts of

corruption. In November 2016 the

Corporation is included in Consolidated

Register of Anticorruption Charter of Russian

Business Participants.

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criteria for compliance with corporate

governance principle

5.1.4 Corporation Board of Directors undertakes

all required measures to make sure that the

risk management and internal control

system existing in the Corporation is

consistent with the concepts and

approaches to its organization defined by

the Board of Directors and operates

efficiently.

1. During the accounting period, the

Board of Directors or the Committee on

Audit at the Board of Directors assessed

efficiency of the risk management and

internal control system operation.

Information about the main results of the

assessment made is part of the Corporation

Annual Report.

□ compliance

partial

compliance

□ non-

compliance

During the accounting period, the Committee

on Audit gave assessment of internal control

system efficiency every quarter. The

Committee on Audit meeting was attended at

the invitation by the head of Auditing Office.

5.2 For systematic independent assessment of reliability and efficiency of the risk management and internal control system, as well as the corporate

governance practice, the Corporation arranges conduct of internal audit.

5.2.1 For conduct of internal audit, the

Corporation set up separate organizational

department or independent outside

organization is brought in.

Functional and administrative

accountability of internal audit department

are differentiated. Internal audit

department is functionally subordinate to

the Board of Directors.

1. For conduct of internal audit in the

Corporation separate organizational

department of internal audit subordinate

functionally to the Board of Directors was

set up or independent outside organization

was brought in which was based upon the

same principle of accountability.

compliance

□ partial

compliance

□ non-

compliance

5.2.2 Internal Audit Department gives

assessment of internal control system

efficiency; assessment of risk management

system efficiency, as well as corporate

governance system. Corporation employs

generally accepted standards for internal

audit activity.

1. During the accounting period,

assessment was given of efficiency of the

risk management and internal control system

as part of internal audit activity.

2. Corporation uses generally accepted

approaches to internal control and risk

management.

□ compliance

partial

compliance

□ non-

compliance

Assessment of the internal control system

efficiency by particular lines of activity was

made as review and approval of the Internal

Audit Department quarterly reports by the

Committee on Audit.

6.1 Corporation and its activity are transparent for the shareholders, investors and other persons concerned.

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Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

6.1.1 Corporation formulated and adopted

information policy which ensures efficient

information communication with the

Corporation, shareholders, investors and

other persons concerned.

1. Board of Directors of RSC Energia

approved its information policy formulated

with due regard for the recommendations

stated in the Code.

2. Board of Directors (or one of its

Committees) considered the issues

concerning the Corporation adherence to its

information policy at least once over the

accounting period.

□ compliance

□ partial

compliance

non-

compliance

Board of Directors has not approved the

Corporation information policy. RSC Energia

is guided by the legislation requirements for

information disclosure by joint-stock

companies. The Articles of Incorporation

(Art. 42) set forth the procedure for

information presentation. The Corporation

established its own Internet site and supports

it (also English version of the site is

maintained); this site places (among other

things) the shareholders’ section with relevant

information. The site presents contact data

(phone, fax, E-mail address) which can be

used by the persons concerned for requesting

information and discussing various matters.

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Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

6.1.2 Corporation shall disclose information

about the corporate governance system and

practice, including detailed information

about adherence to the principles and

recommendations set forth in the Code.

1. Corporation discloses information about

the Corporation corporate governance system

and corporate general governance concepts

being used at RSC Energia, including its

Internet site.

2. Corporation discloses information about

the membership of its executive bodies and

Board of Directors, independence of the

Board members and their participation in the

Committees at the Board of Directors (as

defined in the Code).

3. Should there be any person exercising

control over the Corporation, RSC Energia

shall issue memorandum concerning this

person exercising control with respect to his

intentions regarding corporate governance in

the Corporation.

compliance

□ partial

compliance

□ non-

compliance

6.2 Corporation promptly discloses full, urgent and reliable information about its operation to ensure that reasonable decisions are taken by the

Corporation shareholders and investors.

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Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

6.2.1 Corporation shall disclose information

according to the principles of regularity,

consistency and promptitude, as well as

accessibility, reliability, completeness and

comparability of data being disclosed.

1. Corporation information policy defines

approaches and criteria for determining

information which could affect assessment

given to the Corporation and value of its

securities, as well as the procedures ensuring

prompt disclosure of information like that.

2. In the event that the Corporation

securities circulate on foreign organized

markets, disclosure of pertinent information

both in the Russian Federation and on these

markets is performed simultaneously and

equivalently during the accounting year.

3. If foreign shareholders hold significant

number of the Corporation shares, then

information is disclosed not only in Russian,

but also in one of the most commonly-used

foreign languages.

□ compliance

partial

compliance

□ non-

compliance

Corporation follows the legislation

requirements for information disclosure by

joint-stock companies.

Corporation established and supports its own

Internet site. Also the English version of its

site is maintained. The Corporation places its

Annual Report in English on its site. Foreign

shareholders hold insignificant number of the

Corporation shares.

6.2.2 Corporation avoids formalistic approach to

information disclosure and makes public

pertinent information about its activity,

even though disclosure of this information

is not provided for in the legislation.

1. During the accounting period, the

Company disclosed both annual financial

statements and semi-annual financial

statement prepared by IAS standards. The

Corporation Annual Report over the

accounting period covered annual financial

statements prepared by IAS standards along

with the auditor’s report.

2. Corporation discloses full information

about capital structure as per

Recommendation 290 of the Code which can

be found in the Annual Report and on the

Internet site of the Company.

compliance

□ partial

compliance

□ non-

compliance

Corporation discloses annual and semi-annual

financial statements prepared by IAS

standards. The financial statements prepared

by RAS standards is an integral part of the

Annual Report.

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Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

6.2.3 Annual Report as one of the most

important instruments of information

communication with the shareholders and

other parties concerned covers information

which makes it possible to give assessment

of the Corporation annual performance.

1. Corporation Annual Report contains

information about the key aspects of the

Corporation operation and its financial

performance.

2. Corporation Annual Report addresses

information about ecological and social

aspects of the Corporation activity.

compliance

□ partial

compliance

□ non-

compliance

6.3 Corporation shall furnish information and submit documents as shareholders’ requests in accordance with the principles of equal availability and

being free from encumbrance.

6.3.1 Corporation shall furnish information and

submit documents at shareholders’

requests according to the principles of

equal availability and being free from

encumbrance.

1. Corporation information policy

establishes unencumbered procedure to

provide the shareholders access to

information, including information about the

legal entities as subsidiary companies as

shareholders’ request.

□ compliance

partial

compliance

□ non-

compliance

No finalized Provision on information policy

has been approved. Corporation furnishes

information and submits documents at

shareholders’ requests in accordance with the

principles of equal availability and being free

from encumbrance. The Corporation site

places the procedure for information

presentation to shareholders and information

about amount of payment for making

document copies.

6.3.2 When the Corporation makes information

available to the shareholders, the balance is

kept between specific shareholders’

interests and interests of the Corporation

itself which tries to maintain

confidentiality of important commercial

information with a potential significant

effect on its competiveness.

1. During the accounting period the

Corporation did not refuse to meet

shareholders’ requests or these refusals were

well-grounded.

2. There are cases specified by the

Corporation information policy when the

shareholders are notified about confidential

character of information and they commit

themselves to keep it confidential.

□ compliance

partial

compliance

non-compliance

□ non-

compliance

During the accounting period, the

shareholders were never refused to meet their

requests about making relevant information

available. Confidential information may be

made available with certain restrictions and

never will be made available until

confidentiality agreement has been signed.

7.1 Actions that affect to a considerable extent or may affect equity capital structure and financial standing of the Corporation and shareholders’

position, respectively, (Material corporate actions) shall be conducted on fair terms ensuring adherence to the rights and interests of shareholders, as

well as other parties concerned.

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177

Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

7.1.1 Material corporate actions mean

reorganization of the Corporation;

acquisition of 30% and more of voting

shares of RSC Energia (take-over), making

major transactions by the Corporation;

increase or decrease in the charter capital

of the Corporation; conduct of listing and

delisting of the Corporation stock; as well

as other actions which can result in

significant changes of the shareholders

rights or affect their interests. RSC Energia

Articles of Incorporation determine the list

(criteria) of transactions or other actions

being material corporate actions; such

actions being referred to competence of the

Corporation Board of Directors.

1. Corporation Articles of Incorporation

determine the list of transactions or other

actions recognized as material corporate

actions and criteria for their determination.

Taking decisions on material corporate

actions falls within competence of the Board

of Directors. In those cases when the

legislation directly assigns conduct of these

corporate actions to the competence of

general shareholders’ meeting, the Board of

Directors shall give the shareholders

corresponding recommendations.

2. Corporation Articles of Incorporation

recognize the following corporate actions as

material (as a minimum): reorganization of

the Corporation; acquisition of 30% and

more of its voting shares (take-over); making

major transactions by the Corporation;

increase or decrease in the charter capital of

the Corporation; listing and delisting of the

Corporation stock.

compliance

□ partial

compliance

□ non-

compliance

Corporation Articles of Incorporation do not

use term “material corporate actions”, but

define a reasonably long list of the

transactions and actions decisions upon which

are to be taken by the Board of Directors. In

cases when the issues are referred to by the

legislation to competence of general

shareholders’ meeting, the Board of Directors

shall provide corresponding recommendations

on which qualified majority (2/3 of their total

number) will take decision.

7.1.2 Board of Directors plays a crucial role in

taking decisions or giving

recommendations on material corporate

actions; in so doing, the Board of Directors

relies upon position taken by independent

directors of the Corporation.

1. Corporate provides for the procedure

according to which independent directors

declare their position on material corporate

actions prior to their approval.

□ compliance

□ partial

compliance

non-

compliance

Procedure is not foreseen due to the view

taken by the Corporation not to involve a wide

circle of independent directors in the

companies operating in the field of the RF

DIC. In fact, the Chairman of the Board of

Directors aims to ensure taking decisions on

critical issues by unanimous voting of all

Board of Directors members.

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178

Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

7.1.3 In taking material corporate actions

affecting shareholders’ rights and

legitimate interests, all shareholders of the

Corporation are afforded equal conditions;

moreover, additional measures protecting

the rights and legitimate interests of the

Corporation shareholders are foreseen in

the event that mechanisms stipulated by

law and aimed to protect the shareholders

rights are not well enough.

In so doing, the Corporation does not only

follow formal requirements of current

legislation, but also adheres to the

corporate governance principles stated in

the Code.

1. Corporation Articles of Incorporation

with due regard for special features of its

operation set lower criteria for assigning the

Corporation transactions to material

corporate actions than minimum criteria

stipulated by law.

2. During the accounting period, all

material corporate actions went through the

approval procedure prior to their being taken.

□ compliance

partial

compliance

□ non-

compliance

Corporation Articles of Incorporation do not

use term “material corporate actions”, but set

lower criteria for assigning the Corporation

transactions to the Board of Directors

competence than it is stipulated by law.

7.2 Corporation procedure for taking material corporate actions makes it possible for the shaeholders to get full information about actions like that

on time; to influence taking these actions and guarantee adherence to and adequate level of their rights protection while taking these actions

7.2.1 Information about taking material

corporate actions is disclosed with

clarifying the reasons for, conditions and

consequences of taking these actions.

1. During the accounting period the

Corporation disclosed information about its

material corporate actions, including the

reasons for them and due dates for taking

these actions.

compliance

□ partial

compliance

□ non-

compliance

During the accounting period the Corporation

disclosed information as messages about

material facts. Also the Corporation discloses

information on its Internet site.

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179

Item

No Corporate Governance Principles

Criteria for assessment of compliance

with corporate governance principle

Status of

compliance with

corporate

governance

principle

Explanations of deviation from assessment

criteria for compliance with corporate

governance principle

7.2.2 Rules and procedures related to taking

material corporate actions by the

Corporation are set forth in RSC Energia’s

By-laws.

1. Corporation By-laws provide for the

procedure to bring independent appraiser in

to provide assessment of property being

alienated or acquired under big deal or

interested-party transaction.

2. Corporation By-laws provide for the

procedure to bring independent appraiser in

to provide assessment of RSC Energia’s

stock acquisition and redemption.

3. Corporation By-laws provide for the

extended list of reasons for which RSC

Energia Board of Directors members and

other persons stipulated by law are

recognized interested in the Corporation

transactions.

□ compliance

partial

compliance

□ non-

compliance

Corporation distinguishes other categories of

transactions in effecting of which their price

shall be determined by independent appraiser

involved (transactions having to do with

acquisition/alienation of real property, stock

(shares) of other joint-stock companies, etc.).

The documents (Provision on Procurement

Activity and other documents) specifying the

procedure for bringing third persons in to

provide services (including those of

appraisers) are effective in the Corporation.

The Corporation currently does not intend to

extend the List of reasons for interest due to

the fact that the Corporation prepared a wide

list of the transactions assigned to the Board

of Directors competence. In addition, there is

the procedure for transactions agreement

effective in the Company which makes it

possible to reveal indications of informal

interest or conflict of interests.

Page 180: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

180

Appendix 6 / Information about large deals effected in 2016th

Information about large deals effected by the Corporation during accounting year,

including the List of the transactions made by the Corporation during the accounting

year and recognized in accordance with Federal Law «Joint-Stock Companies» as large

deals, as well as other transactions, effecting of which is subject to the procedure for

large deals approval as stipulated in the Corporation Articles of Association, each

transaction being accompanied by information about its material terms and the

Corporation managerial body which took decision on its approval

No transactions recognized by Federal Law «On Joint-Stock Companies» as large deals and

requiring approval by appropriate Corporation managerial bodies have been effected in the

accounting year.

Page 181: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

181

Appendix 7 / Report on interested-party transactions effected in 2016th.

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of

effecting

transaction

Contract date Subject of transaction (Statement of Work, Contract Subject)

Name of legal entity

Size of transaction

(contract amount,

add/agr), rubles 1

Term of obligations

performance

under transaction

(Contract

completion date)

Body deciding on approval

Interested parties. For transactions which size amounted to 2 or more percent

of balance sheet assets of the Corporation, interest

justifications

22.01.2016 21.01.2016 Lease AO IC Razvitiye 113 560,80 30.12.2016 Board of

Directors OAO URSC is the shareholder of RSC Energia

01.04.2016 19.05.2016 Participation in preparation and fulfillment of

Soyuz-CT LV launch AO RKTs Progress 1 232 080,00 31.12.2016

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors members: I.A. Komarov,

M.V. Petrov, Yu.V. Vlasov

01.07.2016 19.05.2016 Participation in preparation and fulfillment of

Soyuz-CT LV launch AO RKTs Progress 155 720,00 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A. Komarov, M.V. Petrov, Yu.V. Vlasov

22.07.2016 12.02.2016 Participation in preparation and fulfillment of

Soyuz-CT LV launches AO RKTs Progress 2 713 860,00 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A. Komarov, M.V. Petrov, Yu.V. Vlasov

12.02.2016 12.02.2016 Participation in preparation and fulfillment of Soyuz-CT LV launches

AO RKTs Progress 0,00 31.12.2016

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A. Komarov,

M.V. Petrov, Yu.V. Vlasov

22.07.2016 12.02.2016 Participation in preparation and fulfillment of

Soyuz-CT LV launches AO RKTs Progress -73 160,00 31.12.2016

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors members: I.A. Komarov,

M.V. Petrov, Yu.V. Vlasov

17.08.2016 16.08.2016

Security deposit according to the purchase and

sale contract of 100% shares of ZAO PO Cosmos and complex of assets, related to

terminal “Cosmos” Vnukovo-3 functioning

State Corporation ROSCOSMOS

344 508 001,00 31.12.2016 Board of Directors

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.11.2016 16.11.2016

Development and transfer on behalf of State

Corporation Roscosmos to KasKosmos the

exhibition mockup of Soyuz ТМА-M vehicle descent module, «Sokol KV-2» spacesuit

exhibition sample and report on the

implementing scientific experiments program,

State Corporation ROSCOSMOS

16 737 170,00 25.11.2016 Board of Directors

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

1 In the column «Size of transaction » the sign «-»in front of the amount mean that when concluding additional agreement to the Contract the Contract price decreased by stated amount (in connection with change of the works’

volume).

Zeros in the column «Size of transaction » mean that the concluded additional agreement had no concern with the the Contract price (postponement of the dates for contract performance milestones, changes in the text, etc.)

The amount without sign in the column «Size of transaction » means that the Contract amount didn’t change (tentative price conversion into fixed price without change, etc.).

Page 182: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

182

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

fulfilled by the cosmonaut of the Republic of

Kazakhstan A.A. Aimbetov in period of

visiting crew

10.10.2016 10.10.2016

Space application robots development to

support extravehicular activity

of the cosmonauts

State Corporation ROSCOSMOS

2 405 924 000,00 30.11.2024

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC

Energia Share fraction- 38,22%, fraction in State Corporation ROSCOSMOS authorized capital- 0%.

RSC Energia Board of Directors chairman

I.A. Komarov. RSC Energia Share fraction- 0%, fraction in State Corporation ROSCOSMOS authorized capital-

0%.

RSC Energia Board of Directors members: - Yu.V. Vlasov. RSC Energia Share fraction- 0%, fraction in State

Corporation ROSCOSMOS authorized capital- 0%,

- A.N. Ivanov RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital-

0%, - O.V. Lobanov RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital-

0%, - M.V. Petrov RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital-

0%

07.11.2016 07.11.2016 Building manned transport vehicle of a new

generation

State Corporation

ROSCOSMOS 57 556 728 370,00 30.11.2025

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. Share fraction of RSC Energia - 38,22%, fraction in authorized

capital of State Corporation ROSCOSMOS - 0%.

RSC Energia Board of Directors Chairman I.A. Komarov. RSC Energia share fraction - 0%, fraction

in authorized capital of State Corporation ROSCOSMOS

- 0%. RSC Energia Board of Directors members: - Yu.V.

Vlasov. RSC Energia Share fraction - 0%, fraction in

authorized capital of State Corporation ROSCOSMOS - 0%,

- A.N. Ivanov RSC Energia Share fraction - 0%, fraction

in authorized capital of State Corporation ROSCOSMOS - 0%,

- O.V. Lobanov RSC Energia Share fraction - 0%,

fraction in authorized capital of State Corporation ROSCOSMOS - 0%,

- M.V. Petrov RSC Energia Share fraction - 0%, fraction

in authorized capital of State Corporation ROSCOSMOS

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183

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

- 0%

28.11.2016 28.11.2016

DW: “Building complex of upper stage DM

on the cosmodrome “Vostochny” (with regard

to draft design development)

State Corporation ROSCOSMOS

147 381 000,00 25.11.2017

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members: Yu.V. Vlasov, A.N. Ivanov, O.V. Lobanov, M.V. Petrov.

28.11.2016 28.11.2016 DW COMPONENT: “Modernization of upper stage DM for launch vehicle of heavy class in

period of 2016 -2018 ”

State Corporation

ROSCOSMOS 152 433 000,00 30.11.2018

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

30.07.2016 19.12.2012 DW COMPONENT “Transport technical

maintenance of the ISS RS”

State Corporation

ROSCOSMOS -147 701 230,00 31.07.2016

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

27.06.2016 25.12.2013 DW COMPONENT “Transport technical

maintenance of the ISS RS”

State Corporation

ROSCOSMOS 0,00 25.11.2017

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

22.08.2016 25.12.2013 DW COMPONENT “Transport technical maintenance of the ISS RS”

State Corporation ROSCOSMOS

0,00 25.11.2017

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

15.12.2016 25.12.2013 DW COMPONENT “Transport technical

maintenance of the ISS RS”

State Corporation

ROSCOSMOS 0,00 25.11.2017

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

22.08.2016 01.12.2014

DW Component “Building rocket and space

complex with Soyuz MS transport manned

vehicle and Progress MS transport cargo vehicle”

State Corporation

ROSCOSMOS 0,00 25.11.2017

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov – Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

31.08.2016 01.12.2014

DW Component “Building rocket and space complex with Soyuz MS transport manned

vehicle and Progress MS transport cargo

vehicle”

State Corporation

ROSCOSMOS 0,00 25.11.2017

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

Page 184: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

184

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

14.09.2016 14.09.2016

The ISS flight control. Realizing scientific

applied reasearches and experiments’ program. Material and technical support of

the ISS Russian Segment operation.

Accomplishment of SPM module simulator development

State Corporation

ROSCOSMOS 35 479 488 400,00 30.04.2019

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC

Energia Share fraction- 38,22%, fraction in State

Corporation ROSCOSMOS authorized capital- 0%.

RSC Energia Board of Directors chairman I.A. Komarov. RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital-

0%. RSC Energia Board of Directors members: - Yu.V.

Vlasov. RSC Energia Share fraction - 0%, fraction in

State Corporation ROSCOSMOS authorized capital- 0%, - A.N. Ivanov RSC Energia Share fraction - 0%, fraction

in authorized capital of State Corporation ROSCOSMOS -

0%, - O.V. Lobanov RSC Energia Share fraction - 0%,

fraction in authorized capital of State Corporation

ROSCOSMOS - 0%, - M.V. Petrov RSC Energia Share fraction - 0%, fraction

in authorized capital of State Corporation ROSCOSMOS -

0%

19.12.2016 19.12.2016 Building rocket and space complex «Proton-

SPM»

State Corporation

ROSCOSMOS 3 818 079 300,00 25.11.2019

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC

Energia Share fraction- 38,22%, fraction in State

Corporation ROSCOSMOS authorized capital- 0%. RSC Energia Board of Directors chairman

I.A. Komarov. RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital- 0%.

RSC Energia Board of Directors members: - Yu.V.

Vlasov. RSC Energia Share fraction- 0%, fraction in State Corporation ROSCOSMOS authorized capital- 0%,

- A.N. Ivanov RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital- 0%,

- O.V. Lobanov RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital- 0%,

- M.V. Petrov RSC Energia Share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital- 0%

14.07.2016 30.12.2015 Building multipurpose laboratory module

with the improved operation characteristics

State Corporation

ROSCOSMOS 0,00 30.06.2018

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

Page 185: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

185

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

RSC Energia Board of Directors membersYu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

26.08.2016 30.12.2015 Building multipurpose laboratory module

with the improved operation characteristics

State Corporation

ROSCOSMOS 0,00 30.06.2018

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

21.09.2016 30.12.2015 Building multipurpose laboratory module with the improved operation characteristics

State Corporation ROSCOSMOS

0,00 30.06.2018

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors membersYu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

14.10.2016 30.12.2015 Building multipurpose laboratory module

with the improved operation characteristics

State Corporation

ROSCOSMOS 0,00 30.06.2018

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

09.11.2016 30.12.2015 Building multipurpose laboratory module

with the improved operation characteristics

State Corporation

ROSCOSMOS 0,00 30.06.2018

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

15.12.2016 30.12.2015 Building multipurpose laboratory module

with the improved operation characteristics

State Corporation

ROSCOSMOS 0,00 30.06.2018

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

30.11.2016 30.12.2015 Building multipurpose laboratory module with

the improved operation characteristics

State Corporation

ROSCOSMOS 0,00 30.06.2018

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

03.11.2016 03.11.2016 The ISS Russian Segment transport and

technical maintenance

State Corporation

ROSCOSMOS 22 080 671 300,00 30.04.2021

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia share fraction- 38,22%, fraction in State

Corporation ROSCOSMOS authorized capital- 0%.

RSC Energia Board of Directors chairman I.A. Komarov. RSC Energia share fraction- 0%, fraction

in State Corporation ROSCOSMOS authorized capital-

0%.

RSC Energia Board of Directors members: - Yu.V.

Vlasov. RSC Energia share fraction- 0%, fraction in State

Page 186: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

186

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

Corporation ROSCOSMOS authorized capital- 0%,

- A.N. Ivanov RSC Energia share fraction- 0%, fraction in

State Corporation ROSCOSMOS authorized capital- 0%,

- O.V. Lobanov RSC Energia share fraction- 0%, fraction in State Corporation ROSCOSMOS authorized capital-

0%,

- M.V. Petrov RSC Energia share fraction- 0%, fraction in State Corporation ROSCOSMOS authorized capital-

0%

22.08.2016 12.09.2011

DW “Development, assembly and operation

of the International Space Station Russian

Segment with regard to development of Node Module in the period of 2011 – 2014”

State Corporation

ROSCOSMOS 0,00

Until the Parties

have met their

commitments in full

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov, O.V. Lobanov, M.V. Petrov

15.07.2016 20.12.2012 Developing scientific power module SPM State Corporation

ROSCOSMOS 0,00 30.11.2019

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors membersYu.V. Vlasov,

A.N. Ivanov, O.V. Lobanov, M.V. Petrov

12.09.2016 20.12.2012 Developing scientific power module State Corporation

ROSCOSMOS 0,00 30.11.2019

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors membersYu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

21.09.2016 20.12.2012 Developing scientific power module State Corporation

ROSCOSMOS 0,00 30.11.2019

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov, O.V. Lobanov, M.V. Petrov

12.09.2016 11.12.2015

Developing and assembly of the International

Space Station Russian Segment with regard to ensuring its presence in Soyuz MS transport

manned vehicles and Progress MC transport

cargo vehicles

State Corporation

ROSCOSMOS 0,00 30.09.2019

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

15.12.2016 11.12.2015

Developing and assembly of the International Space Station Russian Segment with regard to

ensuring its presence in Soyuz MS transport

manned vehicles and Progress MS transport cargo vehicles

State Corporation ROSCOSMOS

0,00 30.09.2019

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

10.10.2016 26.06.2013 Rendering services on preflight preparation of

the “EXPOSE-R2” equipment and

State Corporation

ROSCOSMOS 0,00 31.12.2016

General

Shareholders’

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Page 187: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

187

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

performance of “EXPOSE-R2” European

experiment on the Russian Segment of the

International Space Station (ISS RS)

Meeting Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

03.08.2016 18.06.2014

Rendering services on the rotation and

rescuing of the American crewmembers, on providing delivery and return of NASA cargo

on Russian vehicles, on providing delivery

and return of Russian cargo on partners’ vehicles within the ISS Program

State Corporation

ROSCOSMOS 19 738 100,00 15.12.2018

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

27.06.2016 30.12.2015

Development, deployment and operation of

the International Space Station Russian Segment with regard to outfitting Soyuz ТМА

and Soyuz MS vehicles with personal

equipment, prelaunch processsing, flight

control from the moment of the launch to

docking and from the moment of undocking

to landing, landing assurance and postflight analysis of Soyuz MS vehicles descent

module

State Corporation

ROSCOSMOS 0,00 30.11.2018

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov is

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

09.09.2016 30.12.2015

Development, deployment and operation of

the ISS Russian Segment with regard to outfitting Soyuz ТМА and Soyuz MS vehicles

with personal equipment, prelaunch

processsing, flight control from the moment of the launch to docking and from the moment

of undocking to landing, landing assurance

and postflight status analysis of Soyuz MS

vehicles descent module in the period of

2015-2018th

State Corporation ROSCOSMOS

0,00 30.11.2018

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov is

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

09.09.2016 22.02.2013

Creating additional work places of transport

manned vehicles Soyuz MS preparation on

CTF-416 and Soyuz ТМА (Soyuz MS) to TC

State Corporation ROSCOSMOS

0,00

Until the Parties

have met their commitments in

full

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov is

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

27.12.2016 22.02.2013

Creating additional work places of transport

manned vehicles Soyuz MS preparation on CTF-416 and Soyuz ТМА (Soyuz MS) to TC

State Corporation

ROSCOSMOS -160 158 800,00

Until the Parties have met their

commitments in

full

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov is

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.09.2016 28.10.2015 Manufacture and delivery of upper stage DM

for launching SC «Electro-L»

State Corporation

ROSCOSMOS 0,00 30.06.2017

General

Shareholders’

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Page 188: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

188

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

Meeting Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 28.10.2015 Manufacture and delivery of upper stage DM

for launching SC «Electro-L»

State Corporation

ROSCOSMOS 0,00 30.06.2017

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.09.2016 09.12.2015 Manufacture and delivery of two upper stages

DM for launching SC «Electro-L»

State Corporation

ROSCOSMOS 0,00 25.11.2018

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 09.12.2015 Manufacture and delivery of two upper stages

DM for launching SC “Electro-L”

State Corporation

ROSCOSMOS 0,00 25.11.2018

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 27.12.2016

Vendor commits itself to transfer into Purchaser ownership, and Purchaser commits

itself to accept and to pay for items of

immovable properties, connected with functioning of Vnukovo-3 “Cosmos”

terminal, and also other objects, connected

with functioning of Vnukovo-3 “Cosmos” terminal

State Corporation ROSCOSMOS

1 120 128 748,22 31.03.2017 Board of Directors

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 27.12.2016 Vendor commits itself to transfer into Purchaser ownership, and Purchaser commits

itself to accept and to pay for securities

State Corporation

ROSCOSMOS 1,00 31.03.2017

Board of

Directors

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov – Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 27.12.2016

Vendor commits itself to transfer into

Purchaser ownership, and the Purchaser commits itself to accept and to pay for civil

aircrafts

State Corporation ROSCOSMOS

19 561 382,74 31.03.2017 Board of Directors

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 27.12.2016

Vendor commits itself to transfer into

Purchaser ownership, and Purchaser commits

itself to accept and to pay for the equipment

State Corporation

ROSCOSMOS 37 265 428,96 31.03.2017

Board of

Directors

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

Page 189: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

189

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

16.12.2016 27.12.2016

Vendor commits itself to transfer into

Purchaser ownership, and Purchaser commits itself to accept and to pay for the special

technique and transport

State Corporation ROSCOSMOS

15 966 431,32 31.03.2017 Board of Directors

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov –

Director General of State Corporation ROSCOSMOS.

RSC Energia Board of Directors members Yu.V. Vlasov, A.N. Ivanov. O.V. Lobanov, M.V. Petrov

16.12.2016 27.12.2016

Vendor commits itself to transfer into Purchaser ownership, and Purchaser commits

itself to accept and to pay for transport

vehicles

State Corporation

ROSCOSMOS 766 806,48 31.03.2017

Board of

Directors

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member I.A. Komarov is

Director General of State Corporation ROSCOSMOS. RSC Energia Board of Directors members Yu.V. Vlasov,

A.N. Ivanov. O.V. Lobanov, M.V. Petrov

02.03.2016 31.12.2014

According to the terms of present Contract the Parties commit themselves: RSC to render,

and ZAO ZEM to pay for services on

providing for ZAO ZEM activity. Ensuring economic security of ZAO ZEM objects

ZAO ZEM RSC

Energia 1 475 403,82

Until the Parties

have met their

commitments in

full

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

25.02.2016 30.12.2015

In accordance with terms of this Contract the

Contractor commits itself to perform, and the

Customer commits itself to accept and to pay for the package of services on providing

Customer’s employees with public catering.

The services are rendered in Contractor’s public catering facilities, located on RSC

Energia premises

ZAO ZEM RSC

Energia 48 700 000,00 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

27.04.2016 01.07.2010

Contract subject is to provide by the Contractor for the Customer the sanatorium-

resort and health improvement organizational

services for Customer's employees, Customer's employees children in sanatoriums

and health improvement camp of the

Contractor

ZAO ZEM RSC

Energia 16 723 610,00 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

17.05.2016 01.07.2010

Contract subject is to provide sanatorium-resort and health improvement services by the

Contractor for Customer's employees in

sanatoriums and health-improvement camps of the Contractor

ZAO ZEM RSC Energia

6 437 331,00 31.12.2016

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

15.12.2016 01.07.2010

Contract subject is to provide sanatorium-

resort and health improvement services by the

Contractor for Customer's employees in

sanatoriums and health-improvement camps

of the Contractor

ZAO ZEM RSC

Energia 0,00 31.12.2017

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev, Ye.A.

Ermakov.

Page 190: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

190

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

09.03.2016 20.12.2012 Ensuring confidential, secure records

management

ZAO ZEM RSC

Energia 171 017 626,87 31.12.2018

Board of

Directors

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

06.04.2016 11.01.2016

Contractor commits itself to provide the

following services on: staffing Customer with personnel involving workers, officials,

specialists, managers of required professions,

specialities and qualifications, according to Customer’s requests; organization of work

with Customer’s personnel; Customer’s

personnel document circulation and personnel record keeping; organization of

Customer’s personnel professional training

and additional education, target preparation of

young workers and specialists

ZAO ZEM RSC

Energia 15 062 967,12 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

11.03.2016 28.12.2012

Organizing and realizing measures on

information security against foreign technical intelligences and against its leakage by

technical channels, providing information

safety

ZAO ZEM RSC

Energia 6 611 137,25 31.12.2018

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

20.12.2016 07.02.2013

The Contractor commits itself to fulfill by Customer order the activity on manufacturing

technical documentation copies in amount of

no less than 492 000 l.f.A4, to deliver its result to the Customer, and the Customer

commits itself to accept work result and to

pay for it

ZAO ZEM RSC

Energia 5 712 246,00 31.12.2017

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev, Ye.A. Ermakov

19.05.2016 07.02.2013

The Contractor commits itself to perform the

work by Customer order to manufacture

technical documentation copies in amount of no less than 492 000 l.f.A4, to deliver its

result to the Customer, and the Customer

commits itself to accept work result and to pay for it

ZAO ZEM RSC

Energia 5 712 246,00 31.12.2016

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

18.02.2016 15.04.2014 Lease ZAO ZEM RSC

Energia 6 486 905,00 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

10.05.2016 27.12.2010 The Contractor commits itself to perform

activity on manufacturing printing product

ZAO ZEM RSC

Energia 3 477 057,24 31.12.2016

General

Shareholders’

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

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191

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

according to the job orders for ZAO ZEM

RSC Energia shops and departments and to

deliver manufactured products to the

Customer, the Customer undertakes to pay for the full work’s volume

Meeting P.V.Vinokurov

17.10.2016 27.09.2016

The Contractor commits itself to render, and

Customer commits itself to pay for services

on organizing works with special equipment and activities’ security assurance during

application of the dedicated equipment

ZAO ZEM RSC

Energia 5 287 161,62 30.09.2017

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

31.05.2016 30.05.2016

The Customer instructs, and the Contractor commits itself to fulfill maintenance and

maintenance repair of gas equipment and gas

pipelines of the Customer’s workshops

ZAO ZEM RSC

Energia 2 944 404,23 31.12.2016

Board of

Directors

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

17.11.2016 27.03.2014

The Lessor provides for temporary possession and puts out on a loan to the Lessee buildings

and nonresidential premises with a total area

of 25081,0 m2, located on RSC Energia premises

ZAO ZEM RSC Energia

-16 986,64

Until the Parties

have met their commitments in

full

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

23.09.2016 23.09.2016

OALE of prosthetic and orthopaedic

appliances modules and nodes serial

production in 2016th

ZAO ZEM RSC Energia

927 700,00 30.03.2017

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

08.11.2016 25.04.2012

The Contractor renders services on recreation

organization according to the Shedule of stay

for the Customer employees children in recreation camps of the Contractor.

ZAO ZEM RSC

Energia 308 500,00 31.12.2016

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

21.03.2016 25.04.2012

The Contractor renders services on recreation

organization according to the Shedule of stay

for the Customer employees children in recreation camps of the Contractor.

ZAO ZEM RSC

Energia 352 000,00 31.12.2016

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

17.05.2016 25.04.2012

The Contractor renders services on recreation

organization according to the Shedule of stay

for the Customer employees children in recreation camps of the Contractor

ZAO ZEM RSC

Energia 5 707 810,00 31.12.2016

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

15.01.2016 18.12.2015

RSC Energia by the order of ZAO ZEM RSC

Energia commits itself to perform legal and factual acts on conclusion and control of

execution of contracts concerning providing

premises with electric energy, cold-water

supply, water removal

ZAO ZEM RSC

Energia 188 768 513,52 31.12.2016

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

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192

The list of the interested – party transactions

effected in period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Contractor

Date of effecting

transaction

Contract date Subject of transaction (Statement of Work,

Contract Subject)

Name of legal

entity

Size of transaction (contract amount,

add/agr), rubles 1

Term of

obligations performance

under

transaction (Contract

completion

date)

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest

justifications

04.02.2016 29.01.2016 Lease ZAO PO Cosmos 16 909 866,00 30.12.2016 Board of Directors

OAO URSC is the shareholder of RSC Energia.

27.01.2016 27.01.2016

Implementation of the development and

engineering activities and rendering services

on rotation and rescuing on TMV Soyuz-МС 6 (six) astronauts designated by the American

side

ОAO URSC 5 668 605 100,00 31.12.2019

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: - I.A. Komarov – RSC Energia share fraction - 0%, OAO URSC

share fraction -0%,

- V.A. Davydov - RSC Energia share fraction- 0%, OAO URSC share fraction-0%),

- M.V. Petrov - RSC Energia share fraction- 0%, OAO

URSC share fraction- 0%, - P.D. Popov- RSC Energia share fraction- 0%, OAO

URSC share fraction- 0%,

- Yu.V. Vlasov - RSC Energia share fraction- 0%, OAO URSC share fraction- 0%

23.08.2016 27.01.2016

Implementation of the development and

engineering activities and rendering services

on rotation and rescuing on TMV Soyuz MS 6 (six) astronauts designated by the American

side

ОAO URSC 0,00 31.12.2019

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors chairmanI.A. Komarov

Board of Directors members RSC Energia: M.V.

Petrov , Yu.V. Vlasov

26.01.2016 31.12.2015 Lease OOO OIME 977 703,78 29.12.2016 Board of Directors

OAO URSC is the shareholder of RSC Energia.

17.02.2016 15.01.2016 Lease OOO RSC Energia

-Finance 58 954,35 29.01.2017

Board of

Directors OAO URSC is the shareholder of RSC Energia.

29.01.2016 28.01.2016 Lease

OOO Energia SAT

318 969,75 30.11.2016 Board of

Directors

OAO URSC is the shareholder of RSC Energia. The President of RSC Energia V. L. Solntsev

RSC Energia Board of Management member I.V. Frolov

20.12.2016 01.12.2016 Lease

OOO Energia SAT

324 469,75 31.10.2017 Board of

Directors

OAO URSC is the shareholder of RSC Energia.

Director General of RSC Energia V.L.Solntsev RSC Energia Board of Management member I.V. Frolov

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193

The list of the interested-party transactions

effected during period from 01.01.2016 to 31.12.2016, not approved by managerial body.

RSC Energia as the Contractor

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before the signature of contract or additional agrreement, in accordance with

the position of the Corporation Board of Directors members from OAO URSC, approved at the Corporation Board of Directors’ meeting dated November 10, 2015 (minutes of meeting №

6).

Date of

effecting

transaction

Contract date Subject of transaction (Statement of Work, Contract Subject) Name of legal

entity

Size of

transaction

(contract

amount,

add/agr),

rubles 1

Interested parties

21.07.2016 25.05.2016 The Lessee provides non-residential building site hut for temporary possession to the Sub-lessee

AO NPO IT 66 000,00 OAO URSC is the shareholder of RSC Energia

13.01.2016 10.06.2010 The Contractor commits itself to render services on Customer’s classified secrecy servicing AO Teplo RSC

Energia -44 325,12

OAO URSC is the shareholder of RSC Energia

20.01.2016 30.08.2010 The Lessor is obliged to provide to the Lessee for temporary possession the nonresidential premises with a total area of 10 481,7 m2 located at address: 141070, Moscow Region, Korolev,

Lenin street, bldg.4а

AO Teplo RSC

Energia -3 971 836,02

OAO URSC is the shareholder of RSC Energia

01.02.2016 11.01.2011

The Lessor is obliged to provide to the Lessee for temporary possession and use a part of the

nonresidential premises with a total area of 10,0 m2, located on the 3rd floor of production

administrative building at address: Moscow Region, Korolev, Lenin street, bldg.4a

AO Teplo RSC Energia

-4 045 319,74

OAO URSC is the shareholder of RSC Energia

01.02.2016 11.01.2011

The Lessor is obliged to provide to the Lessee for temporary possession and use a part of

nonresidential premises with a total area of 10,0 m2, located on the 3rd floor of the production administrative building, at address: Moscow Region, Korolev, Lenin street, bldg.4a

AO Teplo RSC

Energia -4 269 268,46

OAO URSC is the shareholder of RSC Energia

17.05.2016 16.05.2016 RSC Energia does maintenance of external systems (transfer devices) of cold-water supply and water supply pump station (WPS) equipment, which are in ownership of AO Teplo RSC

Energia, located at address: Moscow Region, Korolev, Pionerskaya street, bldg.30

AO Teplo RSC

Energia 998 616,12

OAO URSC is the shareholder of RSC Energia

17.05.2016 04.05.2016 RSC Energia performs maintenance of external systems (transfer devices) AO Teplo RSC

Energia 1 177 315,84 OAO URSC is the shareholder of RSC Energia

1 In the column «Size of transaction » the sign «-»in front of the amount mean that when concluding additional agreement to the Contract the Contract price descreased by stated amount (in connection with change of the

works’ volume).

Zeros in the column «Size of transaction » mean that the concluded additional agreement had no concern with the the Contract price (postponement of the dates for contract performance milestones, changes in the text, etc.)

The amount without sign in the column «Size of transaction » means that the Contract amount didn’t change (tentative price conversion into fixed price without change, etc.).

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194

The list of the interested-party transactions

effected during period from 01.01.2016 to 31.12.2016, not approved by managerial body.

RSC Energia as the Contractor

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before the signature of contract or additional agrreement, in accordance with

the position of the Corporation Board of Directors members from OAO URSC, approved at the Corporation Board of Directors’ meeting dated November 10, 2015 (minutes of meeting №

6).

Date of

effecting

transaction

Contract date Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

17.05.2016 16.05.2016 RSC Energia performs maintenance of transformer substations, cable lines, street lighting networks, which are in ownership of AO Teplo RSC Energia, located at the address: Moscow

Region, Korolev, Pionerskaya street, bldg.30

AO Teplo RSC

Energia 4 911 269,80

OAO URSC is the shareholder of RSC Energia

01.02.2016 26.04.2013 Lessor provides for temporary possession and use to the Lessee communications, located at

RSC Energia premises

AO Teplo RSC

Energia -951 570,48

OAO URSC is the shareholder of RSC Energia

05.08.2016 01.12.2011

The Contractor by the order of the Customer and in favor of the Customer renders, and the

Customer accepts and pays for services on preparation and maintenance of insurance agreements, concluded by the customer with the insurance companies

ZAO ZEM RSC

Energia 4 539 013,07

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

17.03.2016 04.03.2016 Control and auditing actions conducting with regard to financial and economic activity check of

contractors with respect to financial soundness, business reputation and risks forecasting

ZAO ZEM RSC

Energia 8 004 790,04

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

18.02.2016 17.03.2014

The Lessor provides for temporary possession to the Lessee the objects, for performing activity authorized in the Articles of Association. Simultaneously with the transfer of the right to use

objects, there are transferred the rights on that part of land parcel, which is occupied by leased

objects and is necessary for their use

ZAO ZEM RSC

Energia 884 800,29

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

21.03.2016 10.01.2012 The Customer instructs while the Contractor ensures passage of railway transport through RSC Energia territory

ZAO ZEM RSC Energia

2 085 807,93

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

28.04.2016 28.04.2016 Design supervision of manufacture of bottles ZAO ZEM RSC

Energia 803 830,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

20.06.2016 27.03.2014 The Lessor provides for temporary possession and use to the Lessee buildings and nonresidential premises with a total area of 25 090,8m2, located at RSC Energia premises

ZAO ZEM RSC Energia

6 427 215,31

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

14.07.2016 24.02.2014 The Lessor provides for temporary use to the Lessee parts of the buildings with a total area of

977,3 m2.

ZAO ZEM RSC

Energia 4 402 906,20

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

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195

The list of the interested-party transactions

effected during period from 01.01.2016 to 31.12.2016, not approved by managerial body.

RSC Energia as the Contractor

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before the signature of contract or additional agrreement, in accordance with

the position of the Corporation Board of Directors members from OAO URSC, approved at the Corporation Board of Directors’ meeting dated November 10, 2015 (minutes of meeting №

6).

Date of

effecting

transaction

Contract date Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

16.05.2016 18.12.2015

The Lessor provides for temporary possession to the Lessee the following special transport without rendering services for its supervision and technical operation: the passenger self-

propelled ramp; diesel-generator being towed; aircraft haulage truck; vehicle for cesspool

processing of aircrafts; 2,5 ton truck loader; road combined machine; tank trailer (further referred as “special transport”) for carrying out the activity authorized in the Articles of

Association

ZAO PO Cosmos 5 790 590,62 OAO URSC is the shareholder of RSC Energia

16.05.2016 18.12.2015 The Lessor provides for temporary possession to the Lessee without rendering services on control and technical operation

ZAO PO Cosmos 0,00 OAO URSC is the shareholder of RSC Energia

16.03.2016 31.03.2015

The Contractor renders services on carrying out quality control of scientific and research and development and engineering activities for the correspondence to the requirements of quality

management system, applied in RSC Energia while developing rocket and space technique

(RST) items to provide for Customer’s tasks implementation on development and manufacture of nodes and constructions of space technology, participation in performing experiments and

tests of items, which are the result of Customer’s work in stated activity types

OAO Consortium

Space Regatta -90 721,29

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member V.Ye.

Osmolovskiy

01.09.2016 25.08.2016 Rendering services on organizing trip of 8 (eight) persons to cosmodrome Baikonur in period

17 - 19 March 2016 ОAO URSC 404 800,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors chairman I.A.

Komarov. RSC Energia Board of Directors members:

M.V. Petrov, Yu.V. Vlasov

27.06.2016 24.06.2016

The Lessor provides to the Lessee for temporary possession nonresidential premises with a total

area of 15,6 m2, located at the administrative building at address: the Moscow Region, Korolev, Tsiolkovsky street, bldg.4A, to conduct activity authorized in the Articles of

Association

OOO ITS RSC Energia

92 508,00 OAO URSC is the shareholder of RSC Energia

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196

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

4.06.2016 14.01.2015

Preparation of electrochemical current sources (ECS) and

solar batteries for implementation of purpose tasks on

transport and technical providing for the ISS flight program

AO NPO Kvant 458 138,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia

29.06.2016 14.01.2015

Preparation of electrochemical current sources (ECS) and

solar batteries for implementation of purpose tasks on

transport and technical providing for the flight program

AO NPO Kvant -218 182,10

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia

17.06.2016 01.04.2016 DW COMPONENT on subject: “Adaptation of unified rocket complex”

AO RKTs Progress

17 046 000,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

Board of Directors members RSC Energia: I.A. Komarov,

M.V. Petrov, Yu.V. Vlasov

25.11.2016 25.11.2016 Acceptance as compensation the immovable and movable

property objects

AO Teplo RSC

Energia 297 154 000,00

Board of

Directors OAO URSC is the shareholder of RSC Energia

12.07.2016 12.07.2016 Purchase and sale of gas pipelines AO Teplo RSC

Energia 437 572,32

Board of

Directors OAO URSC is the shareholder of RSC Energia

12.07.2016 13.08.2008 Developing design documentation, ensuring manufacturing

and delivery of 2 units of cold blowing for article

ZAO VKB RSC

Energia -300 000,00

Board of

Directors OAO URSC is the shareholder of RSC Energia

16.11.2016 17.06.2010 Developing design documentation (DD), ensuring manufacturing and delivery of 2 air conditioning installations

for article

ZAO VKB RSC

Energia 0,00

Board of

Directors OAO URSC is the shareholder of RSC Energia

01.02.2016 11.02.2014 Emergency repair and maintenance of mechanical part of 32 gates, 7 roadway gates, metallic elements of perimeter’s

fences and 3 car parks

ZAO ZEM RSC

Energia 1 500 086,80

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

31.03.2016 18.12.2015 Carrying out activities on subject: (DW COMPONENT) “Manufacture and transportation of upper stage to carry out

complex flight tests”

ZAO ZEM RSC

Energia 32 997 029,70

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

29.01.2016 18.12.2015

The Contractor commits itself to carry out during the term

stated by the Contract the constituent part of research and

development work (DW COMPONENT) «Manufacturing kit

of thermal rate supporting facilities (KTRSF) and kits of

monitoring and checkout equipment of thermal rate support facilities (MCE TRSF) within the project***

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

1 In the column «Size of transaction» the sign «-» in front of the amount mean that when concluding additional agreement to the Contract the Contract price

decreased by stated amount (in connection with change of the works’ volumes).

Zeros in the column «Size of transaction» mean that the concluded additional agreement had no concern with the the Contract price (postponement of the dates for

contract performance milestones, changes in the text, etc.)

The amount without sign in the column «Size of transaction» means that the Contract amount didn’t change (tentative price conversion into fixed price without

change and etc.).

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197

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

31.03.2016 18.12.2015

The Contractor commits itself to carry out during the term

stated by the Contract the constituent part of research and

development work (DW COMPONENT) «Manufacturing kit of thermal rate support facilities (KTRSF) and kits of

monitoring and checkout equipment of thermal rate support

facilities (MCE TRSF) within the project ***

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

31.03.2016 18.12.2015

The Contractor commits itself to perform in term set by the

Contract works on (DW COMPONENT) «Preparation for the

delivery and transportation of kits KTRSF and MCE TRSF to cosmodrome “Plesetsk” within the project ***

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

11.08.2016 04.10.2006 Research and development work ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

11.08.2016 04.10.2006 Research and development work ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

22.08.2016 04.10.2006 Research and development work ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

07.12.2016 01.02.2007

Implementation of works on manufacturing elements LSS

(EDV(water tank), charge gauges, connector plugs) according to the Corporation President order dated 19.10.06 №304

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev, Ye.A.

Ermakov

03.03.2016 01.02.2007

Implementation of works on manufacturing elements LSS

(EDV, charge gauges, connector plugs) according to the

Corporation President order dated 19.10.06 №304

ZAO ZEM RSC Energia

36 696 573,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

13.04.2016 01.02.2007 Implementation of works on manufacturing elements LSS (EDV, charge gauges, connector plugs) according to the

Corporation President order dated 19.10.06 №304

ZAO ZEM RSC

Energia 1 583 445,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

27.06.2016 01.02.2007 Implementation of works on manufacturing elements LSS (EDV, charge gauges, connector plugs) according to the

Corporation President order dated 19.10.06 №304

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

24.06.2016 18.04.2014

Manufacture, assembly, testing on CTF and Soyuz-ТМА

vehicle acceptance, vehicle prelaunch processing Soyuz TMA and participation in ILV launch, outfitting Soyuz TMA

vehicle crew with personal equipment

ZAO ZEM RSC Energia

-109 343 415,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

10.08.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia -746 321,55

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

26.09.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

28.10.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

11.04.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC 0,00 General OAO URSC is the shareholder of RSC Energia.

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198

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

Energia Shareholders’

Meeting

RSC Energia Board of Management members:

P.V.Vinokurov

24.02.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

26.05.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

26.04.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

31.05.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

22.06.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

22.06.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

22.06.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

29.06.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

14.01.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

19.02.2016 19.07.2012 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

09.06.2016 20.04.2012 DW COMPONENT ZAO ZEM RSC Energia

-1 639 999,40

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

22.08.2016 09.02.2015 The Contractor commits itself to perform works on spacecraft manufacture

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

27.09.2016 09.02.2015 The Contractor commits itself to perform works on spacecraft

manufacture

ZAO ZEM RSC

Energia 8 366 543,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

21.11.2016 09.02.2015 The Contractor commits itself to perform works on spacecraft

manufacture

ZAO ZEM RSC

Energia -9 739 410,66

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

27.06.2016 09.02.2015 The Contractor commits itself to perform works on spacecraft ZAO ZEM RSC 0,00 General OAO URSC is the shareholder of RSC Energia.

Page 199: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

199

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

manufacture Energia Shareholders’

Meeting

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

08.06.2016 09.02.2015 The Contractor commits itself to perform works on spacecraft

manufacture

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

23.05.2016 09.02.2015 The Contractor commits itself to perform works on spacecraft

manufacture

ZAO ZEM RSC

Energia 3 787 920,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

08.08.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and

acceptance, prelaunch processing and participation in ILV launch, manufacture and delivery of the deliverable

equipment for transport cargo vehicle Progress-MC

ZAO ZEM RSC Energia

-75 917 900,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

30.11.2016 26.04.2013

Manufacture, assembly, testing on CTF, transport cargo

vehicle Progress-MC transportation and acceptance, vehicle prelaunch processing Progress-MC and participation in ILV

launch, manufacture and delivery of deliverable equipment for

Progress-MC vehicle

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev, Ye.A. Ermakov

30.05.2016 26.04.2013 The Contractor commits itself to perform works on spacecraft

manufacturing

ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

01.07.2016 30.09.2014

Manufacture and assembly of compartments, integration,

check and acceptance of Progress-MC vehicle, Progress-MC

vehicle prelaunch processing and participation in ILV launch, manufacture and delivery of deliverable equipment for

Progress-MC vehicle

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin

31.10.2016 30.09.2014

DW COMPONENT: Manufacture and assembly of

compartments, integration, testing on CTF and acceptance of vehicle Progress-MC

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

10.03.2016 30.12.2015

Manufacture and assembly, integration, testing on CTF and

acceptance of vehicle Progress-MC, manufacture and delivery of deliverable equipment, prelaunch processing of vehicle

Progress-MC and participation in ILV launch

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

09.06.2016 30.12.2015

Manufacture and assembly, integration, testing on CTF and

acceptance of vehicle Progress-MC, manufacture and delivery of deliverable equipment, prelaunch processing of vehicle

Progress-MC and participation in ILV launch

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

10.03.2016 30.12.2015

Manufacture and assembly of compartments, integration, testing on CTF and acceptance of vehicle Progress-MC,

manufacture and delivery of deliverable equipment, prelaunch

processing of vehicle Progress-MC and participation in ILV launch

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

15.06.2016 30.12.2015

Manufacture and assembly of compartments, integration,

testing on CTF and acceptance of vehicle Progress-MC,

manufacture and delivery of deliverable equipment, prelaunch

processing of vehicle Progress-MC and participation in ILV

launch

ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

Page 200: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

200

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

19.10.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and

acceptance of transport manned vehicle Soyuz-МС, vehicle

prelaunch processing Soyuz MS and participation in ILV launch, outfitting Soyuz MS vehicle crews with personal

equipment and delivery of hardware to TC

ZAO ZEM RSC

Energia -25 284 375,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

05.07.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and

acceptance of transport manned vehicle Soyuz MS, Soyuz MS

vehicle prelaunch processing and participation in ILV launch,

outfitting Soyuz MS vehicle crews with personal equipment and hardware delivery on TC

ZAO ZEM RSC Energia

-2 549 200,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

14.10.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and

acceptance of transport manned vehicle Soyuz MS, Soyuz MS

vehicle prelaunch processing and participation in ILV launch, outfitting Soyuz MS vehicle crews with personal equipment

and hardware delivery on TC

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

12.02.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and acceptance of transport manned vehicle Soyuz MS, Soyuz MS

vehicle prelaunch processing and participation in ILV launch,

outfitting Soyuz MS vehicle crews with personal equipment

and hardware delivery on TC

ZAO ZEM RSC

Energia -50 472 400,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

21.02.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and acceptance of transport manned vehicle Soyuz-МS, Soyuz MS

vehicle prelaunch processing and participation in ILV launch,

outfitting Soyuz MS vehicle crews with personal equipment and hardware delivery on TC

ZAO ZEM RSC

Energia -44 468 800,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

23.06.2016 26.04.2013

Manufacture, assembly, testing on CTF, transportation and

acceptance of transport manned vehicle Soyuz MS , Soyuz MS vehicle prelaunch processing and participation in ILV

launch, outfitting Soyuz MS vehicle crews with personal

equipment and hardware delivery on TC

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin

27.10.2016 26.04.2013 Soyuz MS transport manned vehicle manufacture, assembly,

testing on CTF, transportation and acceptance

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

31.10.2016 26.04.2013 Soyuz MS transport manned vehicle manufacture, assembly, testing on CTF, transportation and acceptance

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

17.10.2016 30.09.2014 Soyuz MS vehicle manufacture and assembly of compartments, integration, testing on CTF and acceptance

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

17.10.2016 30.09.2014 Soyuz MS vehicle manufacture and assembly of

compartments, integration, testing on CTF and acceptance

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

07.09.2016 07.09.2016 Soyuz MS vehicle manufacture and assembly of ZAO ZEM RSC 1 899 372 500,00 General OAO URSC is the shareholder of RSC Energia.

Page 201: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

201

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

compartments, integration, testing on CTF and acceptance Energia Shareholders’

Meeting

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

07.09.2016 07.09.2016

Soyuz MS vehicle manufacture and assembly of

compartments, integration, testing on CTF and acceptance,

Soyuz MS vehicle prelaunch processing and participation in

ILV launch

ZAO ZEM RSC

Energia 2 055 949 200,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia share fraction - 3,17%, ZAO ZEM RSC

Energia share fraction - 100%.

RSC Energia Board of Management members:

P.V.Vinokurov RSC Energia share fraction - 0,00018%,

ZAO ZEM RSC Energia share fraction - 0%,

Ye.A. Mikrin RSC Energia Share fraction - 0,00383%, ZAO ZEM RSC Energia share fraction - 0%.

17.03.2016 24.07.2013 Manufacturing hardware to test scale model of transformable module

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

07.06.2016 24.07.2013 Manufacturing hardware to test scale model of transformable module

ZAO ZEM RSC Energia

-4 065 442,20

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

10.11.2016 18.03.2014 Implementation of works on manufacturing hardware concerning outfitting with additional cargoes and

transportation to TC

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

15.11.2016 08.12.2014 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

29.02.2016 08.12.2014 DW COMPONENT ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

26.05.2016 08.12.2014 DW COMPONENT ZAO ZEM RSC

Energia -377 096,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

30.09.2016 08.12.2014 DW COMPONENT

ZAO ZEM RSC

Energia -1 976 256,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

31.05.2016 24.02.2014 Carrying out maintenance operations ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

15.04.2016 15.12.2014

DW “Manufacture of RE, CTE WS of TMV Soyuz and TCV

Progress assembly and testing on CTF and on TC instead of

not subject to repair and to extension of guarantee periods”

ZAO ZEM RSC Energia

-43 012 794,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

17.11.2016 14.10.2014 Automated control systems implementation ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

23.06.2016 14.10.2014 Automated control systems implementation ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

22.03.2016 13.05.2015

DW COMPONENT«Manufacture and development testing of

docking system prototypes (with regard to works of 2014-2015)

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

Page 202: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

202

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

20.02.2016 19.12.2014

DW COMPONENT«Manufacture and development testing of

docking system prototypes (with regard to works of 2014-

2015)

ZAO ZEM RSC Energia

-107 396 065,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

14.06.2013 19.12.2014

DW COMPONENT«Manufacture and development testing of

docking system prototypes (with regard to works of 2014-

2015)

ZAO ZEM RSC Energia

-15 376 826,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

22.03.2016 30.06.2015 The Contractor commits itself to conduct works on

manufacturing kits for assembly and docking

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

29.01.2016 16.01.2015 The Contractor commits itself to conduct works on

manufacturing kits for assembly and docking

ZAO ZEM RSC

Energia -56 296,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

10.03.2016 30.12.2015

«Soyuz-М» vehicle compartments’ manufacture and

assembly, integration, testing on CTF and acceptance, Soyuz MS vehicle prelaunch processing and participation in ILV

launch, Soyuz MS vehicle outfitting with personal equipment

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

17.06.2016 30.12.2015

Soyuz MS vehicle compartments’ manufacture and assembly, integration, testing on CTF and acceptance, Soyuz MS vehicle

prelaunch processing and participation in ILV launch, Soyuz

MS vehicle outfitting with personal equipment

ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

10.03.2016 10.03.2016

Soyuz MS vehicle compartments’ manufacture and assembly,

integration, testing on CTF and acceptance, Soyuz MS vehicle

prelaunch processing and participation in ILV launch

ZAO ZEM RSC Energia

2 189 713 300,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Share fraction- 3,17%, share fractionZAO

ZEM RSC Energia - 100%. RSC Energia Board of Management members:

P.V.Vinokurov RSC Energia Share fraction- 0,00018%,

share fractionZAO ZEM RSC Energia - 0%

10.03.2016 30.12.2015 Soyuz MS vehicle compartments manufacture and assembly,

integration, testing on CTF and acceptance

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

17.06.2016 30.12.2015 Soyuz MS vehicle compartments manufacture and assembly,

integration, testing on CTF and acceptance

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

10.03.2016 30.12.2015

Manufacture and assembly of compartments, integration,

testing on CTF and acceptance of Progress-MC vehicle, manufacture and delivery of the equipment to be shipped,

vehicle Progress-MC prelaunch processing and participation

in ILV launch

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

17.06.2016 30.12.2015

Manufacture and assembly of compartments, integration,

testing on CTF and acceptance of Progress-MC vehicle,

manufacture and delivery of the equipment to be shipped, vehicle Progress-MC prelaunch processing and participation

in ILV launch

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

10.03.2016 30.12.2015 Progress-MC vehicle compartments manufacture and

assembly, integration, testing on CTF and acceptance

ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

17.06.2016 30.12.2015 Progress-MC vehicle compartments manufacture and ZAO ZEM RSC 0,00 General OAO URSC is the shareholder of RSC Energia.

Page 203: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

203

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

assembly, integration, testing on CTF and acceptance Energia Shareholders’

Meeting

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

13.04.2016 06.04.2015

Ensuring deliveries (including order for production or re-evaluation) of personal equipment for American astronauts,

crew members of Soyuz TMA vehicles (prime and backup

crews)

ZAO ZEM RSC

Energia -5 624 828,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

14.01.2016 09.09.2015 The Contractor commits itself to manufacture and deliver CPS tanks for the complement of article four protoypes within the

frame of DW COMPONENT***

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

06.04.2016 09.09.2015 The Contractor commits itself to manufacture and deliver CPS tanks for the complement of four protoypes within the frame

of DW COMPONENT***

ZAO ZEM RSC

Energia 3 842 317,76

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

08.06.2016 09.09.2015

The Contractor commits itself to manufacture and deliver CPS

tanks for the complement of four protoypes within the frame of DW COMPONENT***

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

29.01.2016 29.01.2016 Implementation of works on subject: “ISS” (Operation-2) ZAO ZEM RSC

Energia 567 555 359,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

17.06.2016 29.01.2016 Implementation of works on subject: “ISS” (Operation-2) ZAO ZEM RSC Energia

-394 323 185,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

29.01.2016 29.01.2016 Implementation of works on manufacturing additional equipment for РМ to TC Soyuz and Progress vehicles

ZAO ZEM RSC Energia

6 159 761,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

08.09.2016 08.09.2016 Upgrading, manufacturing devices for ensuring TMV Soyuz MS launch

ZAO ZEM RSC Energia

5 000 000,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

07.11.2016 30.12.2015 Upgrading mockup in view of systems’ improvement

(devices, nodes, assemblies)

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

15.04.2016 30.12.2015

Upgrading mockup 11Ф732.0000А48Х91-0 by the approved

TS, Schedules in view of systems’ improvement (devices,

nodes, assemblies)

ZAO ZEM RSC

Energia 0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

10.05.2016 30.12.2015 Upgrading in view of systems’ improvement (devices, nodes,

assemblies)

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

08.07.2016 30.12.2015 Upgrading mockup in view of system’s improvement

(devices, nodes, assemblies)

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

15.04.2016 30.12.2015

Building, ensuring launch and test of experimental installation

for development testing of modified systems SUS and ASAS

of Soyuz MS vehicles

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

10.05.2016 30.12.2015

Building, ensuring launch and test of experimental installation

for development testing of modified systems SUS and ASAS

of Soyuz MS vehicles

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

Page 204: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

204

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

10.03.2016 30.12.2015 Soyuz MS vehicle outfitting with personal equipment, Soyuz MS vehicle prelaunch processing

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

15.06.2016 30.12.2015 Soyuz MS vehicle outfitting with personal equipment, Soyuz MS vehicle prelaunch processing

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

29.01.2016 29.01.2016 Works’ implementation on provision of tests, maintenance

operations

ZAO ZEM RSC

Energia 58 045 468,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

08.11.2016 29.01.2016 Works’ implementation on provision of tests, maintenance

operations

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

29.06.2016 29.01.2016 Works’ implementation on provision of tests, maintenance

operations

ZAO ZEM RSC

Energia 5 968 268,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

29.01.2016 29.01.2016 Works’ implementation on provision of tests, maintenance

operations

ZAO ZEM RSC

Energia 20 027 400,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

10.03.2016 30.12.2015 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC Energia

0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

15.06.2016 30.12.2015 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

10.03.2016 30.12.2015 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

15.06.2016 30.12.2015 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

21.12.2016 21.12.2016 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC

Energia 27 065 600,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev, Ye.A.

Ermakov.

21.12.2016 21.12.2016 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC

Energia 56 672 800,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin S.Yu. Shachnev, Ye.A.

Ermakov.

21.12.2016 21.12.2016 Soyuz MS vehicle outfitting with personal equipment ZAO ZEM RSC

Energia 56 672 800,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin S.Yu. Shachnev, Ye.A. Ermakov.

10.03.2016 30.12.2015

Manufacture and delivery of deliverable equipment for

Progress-MC vehicle, vehicle prelaunch processing and

participation in ILV launch

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

Page 205: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

205

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

15.06.2016 30.12.2015

Manufacture and delivery of deliverable equipment for

vehicle Progress-MC, vehicle prelaunch processing and

participation in ILV launch

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

21.12.2016 21.12.2016 Manufacture and delivery of deliverable equipment for vehicle Progress-MC, prelaunch processing and participation

in ILV launch

ZAO ZEM RSC

Energia 94 189 100,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev, Ye.A.

Ermakov

21.12.2016 21.12.2016 Manufacture and delivery of deliverable equipment for vehicle Progress-MC, prelaunch processing and participation

in ILV launch

ZAO ZEM RSC

Energia 94 190 600,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev, Ye.A. Ermakov

24.05.2016 24.05.2016 Manufacture of mockups for static and endurance tests within

the framework of DW Component

ZAO ZEM RSC

Energia 245 276 020,00

General Shareholders’

Meeting

Board of Management member of the Corporation:

P.V.Vinokurov – Board of Management member ZAO ZEM RSC Energia ;

In accordance with provisions p.1 of Article 81 of Federal

Law «On Joint-Stock Companies»

13.09.2016 24.05.2016 Manufacture of mockups for static and endurance tests within

the framework of DW Component

ZAO ZEM RSC

Energia 900 884,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

08.11.2016 24.05.2016 Manufacture of mockups for static and endurance tests within

the framework of DW Component

ZAO ZEM RSC

Energia 0,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

24.05.2016 24.05.2016 Manufacturing compartment of unpressurized nominal article

within the framework of DW Component

ZAO ZEM RSC

Energia 973 688 072,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

31.10.2016 24.05.2016 Manufacturing compartment of unpressurized nominal article

within the framework of DW Component

ZAO ZEM RSC

Energia -256 863 121,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

19.05.2016 19.05.2016 Implementation of works for outfitting transport manned

vehicles Soyuz with personal equipment for foreign astronauts

ZAO ZEM RSC

Energia 154 424 400,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

24.05.2016 24.05.2016 Implementation of works within DW AMTS (advanced manned transportation system)

ZAO ZEM RSC Energia

2 581 662,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

24.10.2016 24.05.2016 Implementation of works within DW AMTS (advanced manned transportation system)

ZAO ZEM RSC Energia

-411 392,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

24.05.2016 24.05.2016 DW COMPONENT«Manufacturing constituent parts of

landing device for performing autonomous tests»

ZAO ZEM RSC

Energia 20 316 276,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

30.06.2016 24.05.2016 DW COMPONENT«Manufacturing constituent parts of

landing device for performing autonomous tests»

ZAO ZEM RSC

Energia -5 361 962,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

13.09.2016 24.06.2016 DW COMPONENT “Manufacture, tests and delivery of

MLM with improved operation characteristics”

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

Page 206: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

206

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

31.10.2016 24.06.2016 DW COMPONENT “Manufacture, tests and delivery of MLM with improved operation characteristics”

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

15.11.2016 24.06.2016 DW COMPONENT “Manufacture, tests and delivery of MLM with improved operation characteristics ”

ZAO ZEM RSC Energia

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

19.05.2016 19.05.2016 Soyuz MS vehicles prelaunch processing and participation in

ILV launch

ZAO ZEM RSC

Energia 66 877 800,00

General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

27.12.2016 27.12.2016 DW Component implementation “Transport cargo vehicle

with increased weight capacity”

ZAO ZEM RSC

Energia 3 909 579,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev, Ye.A.

Ermakov

30.12.2016 27.12.2016 DW Component implementation “Transport cargo vehicle

with increased weight capacity”

ZAO ZEM RSC

Energia 0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev, Ye.A.

Ermakov

21.11.2016 21.11.2016 Manufacturing component parts of SC (spacecraft) ZAO ZEM RSC

Energia 53 022 865,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

01.06.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP

Zvezda named

after the academician

G.I.Severin

495 616,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov

13.07.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP Zvezda named

after the

academician G.I.Severin

76 720,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov

11.11.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP

Zvezda named

after the academician

G.I.Severin

0,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov

13.01.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP Zvezda named

after the

academician G.I.Severin

0,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov

12.05.2016 20.02.2015 DW COMPONENT

OAO NPP

Zvezda named

after the

academician

G.I.Severin

-1 166 436,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov

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207

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

16.08.2016 20.02.2015 DW COMPONENT

OAO NPP

Zvezda named

after the academician

G.I.Severin

-408 078,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov

03.02.2016 20.02.2015 DW COMPONENT

OAO NPP

Zvezda named

after the

academician G.I.Severin

3 717 122,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov

22.01.2016 20.02.2015 DW COMPONENT

OAO NPP

Zvezda named

after the academician

G.I.Severin

-1 552 114,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov

03.06.2016 21.03.2012

Documenation correction and upgrading Orlan-ISS spacesuits

prototypes with implementation of automatic temperature

control system

OAO NPP Zvezda named

after the

academician

G.I.Severin

820 000,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov

06.06.2016 10.02.2016 Ensuring works on items preparation at TC

OAO NPP

Zvezda named after the

academician

G.I.Severin

10 513 665,00 General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member: S.Yu.

Romanov

16.08.2016 10.02.2016 Ensuring works on items preparation at TC

OAO NPP Zvezda named

after the

academician G.I.Severin

-372 849,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov.

29.11.2016 10.02.2016 Ensuring works on items preparation at TC

OAO NPP

Zvezdanamed

after the

academician

G.I.Severin

-549 070,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov.

30.12.2016 10.02.2016 Ensuring works on items preparation at TC

OAO NPP Zvezda named

after the

academician G.I.Severin

-1 343 251,00

General

Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov.

27.04.2016 10.01.2014 DW Component “Modernization of personal survival kit”

OAO NPP

Zvezda named after the

academician

G.I.Severin

-4 900 000,00 General Shareholders’

Meeting

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member: S.Yu.

Romanov.

11.01.2016 20.08.2014 Maintaining at demanded tactical technical level the -4 459 212,00 Board of OAO URSC is the shareholder of RSC Energia.

Page 208: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

208

The list of the interested-party transactions,

effected during period from 01.01.2016 to 31.12.2016 and approved by the managerial body.

RSC Energia as the Customer

Date of effecting

transaction

Contract

date Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of transaction

(contract amount, add/agr), rubles 1

Body deciding

on approval

Interested parties.

For transactions which size amounted to 2 or more percent of balance sheet assets of the Corporation, interest justification

parameters of spacesuits "Orlan-MK", "Sokol KV-2", “Orlan-

M” during fulfillment of the trainings in pressure complex of

the enterprise OAO NPP Zvezda named after the academician G.I. Severin, and in Hydrolab of FGBU NII CTC named after

Yu.A. Gagarin

OAO NPP

Zvezda named

after the academician

G.I.Severin

Directors RSC Energia Board of Management member: S.Yu.

Romanov.

09.02.2016 02.09.2014 Building shock-absorbing seat «Cheget» (with regard to

works for the period 2014-2015)

OAO NPP

Zvezda named

after the academician G.I.

Severin

-42 278 925,00

General

Shareholders’ Meeting

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov.

Page 209: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

209

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the

contract Subject of transaction (Statement of Work, Contract Subject)

Name of legal

entity

Size of

transaction (contract

amount,

add/agr), rubles 1

Interested parties

25.05.2016 25.05.2016 Training services on subject: «Organizing and ensuring the state secret protection at the

organization»

AO IPK

“Mashpribor” 45 000,00 OAO URSC is the shareholder of RSC Energia.

27.04.2016 02.03.2015 DW COMPONENT: «Ensuring the ISS flight program implementation with regard to the

equipment Kurs-A, Kurs-NA AO NII TP 145 321,00 OAO URSC is the shareholder of RSC Energia.

15.02.2016 02.03.2015 DW COMPONENT: «Ensuring the ISS flight program implementation with regard to the

equipment Kurs-А, Kurs-NA AO NII TP 0,00 OAO URSC is the shareholder of RSC Energia.

15.02.2016 02.03.2015 DW COMPONENT: “Ensuring the ISS flight program implementation with regard to equipment Kurs-А, Kurs-NA

AO NII TP 125 137,00 OAO URSC is the shareholder of RSC Energia.

28.01.2016 02.03.2015 DW COMPONENT: “Ensuring the ISS flight program implementation with regard to equipment Kurs-А, Kurs-NA

AO NII TP 71 957,00 OAO URSC is the shareholder of RSC Energia.

27.04.2016 27.04.2016 DW COMPONENT: “Ensuring the ISS flight program implementation with regard to

equipment Kurs-NA AO NII TP 8 379 234,00 OAO URSC is the shareholder of RSC Energia.

02.09.2016 27.04.2016 DW COMPONENT: “Ensuring the ISS flight program implementation with regard to

equipment Kurs-NA AO NII TP -66 246,00 OAO URSC is the shareholder of RSC Energia.

1 In the column «Size of transaction» the sign «-» in front of the amount mean that when concluding additional agreement to the Contract the Contract price decreased by stated amount (in connection with change of the

works’ volume).

Zeros in the column «Size of transaction» mean that the concluded additional agreement had no concern with the Contract price (postponement of the dates for contract performance milestones, changes in the text, etc.)

The amount without sign in the column «Size of transaction» means that the Contract amount didn’t change (tentative price conversion into fixed price without change, etc.).

Page 210: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

210

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

05.09.2016 27.04.2016 DW COMPONENT: “Providing for the ISS flight program implementation with regard to equipment Kurs-NA

AO NII TP -132 086,00 OAO URSC is the shareholder of RSC Energia.

05.09.2016 27.04.2016 DW COMPONENT: “Providing for the ISS flight program implementation with regard to equipment Kurs-NA

AO NII TP 151 336,00 OAO URSC is the shareholder of RSC Energia.

29.03.2016 15.12.2015 DW COMPONENT: Kurs-LA equipment development” AO NII TP 18 323 338,00 OAO URSC is the shareholder of RSC Energia.

29.03.2016 15.12.2015 DW COMPONENT: “Kurs-LА equipment development” AO NII TP 0,00 OAO URSC is the shareholder of RSC Energia.

05.02.2016 14.01.2015 Preparation of electrochemical current sources (ECS) and solar batteries for implementation of

purpose tasks on transport and technical providing for the flight program AO NPO Kvant -135 154,10 OAO URSC is the shareholder of RSC Energia.

15.02.2016 14.01.2015 Preparation of electrochemical current sources (ECS) and solar batteries for implementation of purpose tasks on transport and technical providing for the ISS flight program

AO NPO Kvant 4 589,90 OAO URSC is the shareholder of RSC Energia.

26.01.2016 11.01.2016 Developing program of ground measuring complex work for ensuring launch AO Russian Space

Systems 963 240,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member: M.V. Petrov

26.01.2016 11.01.2016 Developing program of ground measuring complex work for ensuring launch of article

AO Russian Space

Systems 0,00 OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors member: M.V.

Petrov

Page 211: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

211

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

13.01.2016 11.11.2015 DW Component: “Developing “KSISO work programs in ensuring Soyuz-2 ILV launches by TCV Progress MS and TMV Soyuz MS from Baikonur cosmodrome”

AO Russian Space Systems

850 155,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors member: M.V.

Petrov

28.10.2016 01.01.2009 Developing and manufacturing the kit of AU temperature control means as part of ILV AO RKTs Progress 2 514 290,00 OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors members: I.A.

Komarov, M.V. Petrov, Yu.V. Vlasov

20.04.2016 01.01.2009 Developing and manufacturing the kit of AU temperature control means as part of ILV AO RKTs Progress 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A.

Komarov, M.V. Petrov , Yu.V. Vlasov

06.10.2016 15.03.2016 DW COMPONENT: “Performing works on the extension of designated parameters of manifolds resourse (operation lifetime)”

AO RKTs Progress 319 910,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A.

Komarov, M.V. Petrov , Yu.V. Vlasov

02.08.2016 01.04.2016 DW COMPONENT“ILV adaptation with Soyuz-FG LV for Soyuz MS transport manned

vehicles (TMV) launches” AO RKTs Progress 47 200 000,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A. Komarov, M.V. Petrov , Yu.V. Vlasov

24.05.2016 08.09.2011

Adaptation of ILV «Soyuz-2» and APU (assembly-protective unit) for TCVМ Progress M-NM

with regard to developing working documentation, developing and delivering transfer

compartment and outfitting PF (processing facility) and LS (launch site)»

AO RKTs Progress 0,00

OAO URSC is the shareholder of RSC Energia.

Board of Directors members RSC Energia: I.A.

Komarov, M.V. Petrov , Yu.V. Vlasov

31.03.2016 04.01.2016 DW COMPONENT: “Participation in carrying out works on leak check of TMV Soyuz ТМА

compartments and systems” AO RKTs Progress 2 904 381,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors members: I.A.

Komarov, M.V. Petrov , Yu.V. Vlasov

20.05.2016 04.01.2016 DW COMPONENT: “Participation in carrying out works on leak check of TMV Soyuz ТМА

compartments and systems” AO RKTs Progress 0,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Directors members: I.A.

Komarov, M.V. Petrov , Yu.V. Vlasov

29.12.2016 05.08.2015 DW COMPONENT: Adaptation of ILV with LV Soyuz-2 of milestone 1a for transport cargo vehicles (TCV) Progress MS launches

AO RKTs Progress 34 628 000,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Directors members: I.A.

Komarov, M.V. Petrov , Yu.V. Vlasov

Page 212: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

212

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

09.02.2016 11.01.2016 Lease of transport vehicle (dual-purpose vehicle Ford Transit) AO Teplo RSC Energia

438 348,14 OAO URSC is the shareholder of RSC Energia.

09.02.2016 11.01.2016 Lease of transport vehicle (dual-purpose vehicle Ford Transit) AO Teplo RSC Energia

881 176,90 OAO URSC is the shareholder of RSC Energia.

09.02.2016 11.01.2016 Lease of transport vehicle (loader with back shovel JCB) AO Teplo RSC

Energia 479 363,90 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchase of car AO Teplo RSC

Energia 1 009 048,68 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchase of car AO Teplo RSC

Energia 655 364,92 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchasing loader with back shovel AO Teplo RSC

Energia 1 511 967,04 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

398 579,12 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 297 921,28 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

Page 213: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

213

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

200 245,23 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE of

substation TS

AO Teplo RSC

Energia 382 323,14 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE of

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

26.12.2016 26.12.2016 Purchase and sale of the immovable property – electrical networks 6 kV with extension of 1706

m at address: Korolev, Pionerskaya street, bldg. 30

AO Teplo RSC

Energia

131 344

145,40 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE

substation TS

AO Teplo RSC

Energia 385 465,04 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

15.09.2016 15.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE substation TS

AO Teplo RSC Energia

88 183,92 OAO URSC is the shareholder of RSC Energia.

29.11.2016 15.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 110 659,40 OAO URSC is the shareholder of RSC Energia.

Page 214: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

214

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

29.11.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system technical record keeping electric energy ASTRKE substation TS

AO Teplo RSC Energia

164 363,64 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of Automated system technical record keeping electric energy ASTRKE substation

TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system technical record keeping electric energy ASTRKE substation

TS.

AO Teplo RSC

Energia 266 892,94 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of Automated system technical record keeping electric energy ASTRKE substation

TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system technical record keeping electric energy ASTRKE substation

TS

AO Teplo RSC

Energia 318 517,28 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energyASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE substation TS

AO Teplo RSC Energia

301 330,50 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE

substation TS

AO Teplo RSC

Energia 224 748,36 OAO URSC is the shareholder of RSC Energia.

Page 215: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

215

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

29.11.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

82 008,10 OAO URSC is the shareholder of RSC Energia.

29.11.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 71 232,66 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 159 986,37 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

282 250,49 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping electric energy of ASTRKE

substation TS (6kV)

AO Teplo RSC

Energia 37 489,43 OAO URSC is the shareholder of RSC Energia.

Page 216: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

216

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

07.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS (6kV)

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

331 598,65 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 206 113,08 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 122 207,47 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

230 566,36 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 164 479,41 OAO URSC is the shareholder of RSC Energia.

Page 217: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

217

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

07.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

89 163,09 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 699 290,42 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 315 432,71 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

122 347,79 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 278 410,86 OAO URSC is the shareholder of RSC Energia.

Page 218: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

218

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

188 498,07 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 104 152,42 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 137 740,17 OAO URSC is the shareholder of RSC Energia.

07.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

128 242,45 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

15.09.2016 15.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 345 166,42 OAO URSC is the shareholder of RSC Energia.

Page 219: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

219

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

14.12.2016 15.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

15.09.2016 15.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

46 211,95 OAO URSC is the shareholder of RSC Energia.

14.12.2016 15.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 194 915,87 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 229 365,90 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

192 387,50 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 189 151,71 OAO URSC is the shareholder of RSC Energia.

Page 220: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

220

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

14.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

193 874,82 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 389 093,40 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

15.09.2016 15.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 298 545,29 OAO URSC is the shareholder of RSC Energia.

14.12.2016 15.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

302 255,92 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 274 750,61 OAO URSC is the shareholder of RSC Energia.

Page 221: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

221

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

14.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

24.05.2016 23.05.2016 Sublease of boiler AO Teplo RSC Energia

11 364 417,25 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 170 386,61 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 219 523,87 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

133 373,04 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 115 062,27 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

Page 222: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

222

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

156 547,52 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 137 740,17 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 99 943,68 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC

Energia 0,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

50 899,13 OAO URSC is the shareholder of RSC Energia.

14.12.2016 08.09.2016 Sublease of ASTRKE substation TS AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

03.03.2016 03.03.2016 The purchase of property AO Teplo RSC

Energia 90 169 271,66 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of Automated system of technical record keeping of electric energy of ASTRKE

substation TS

AO Teplo RSC

Energia 318 799,76 OAO URSC is the shareholder of RSC Energia.

Page 223: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

223

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

14.12.2016 08.09.2016 Sublease of Automated sytem of technical record keeping of electric energy of ASTRKE substation TS

AO Teplo RSC Energia

0,00 OAO URSC is the shareholder of RSC Energia.

18.01.2016 30.12.2015 Purchase and sale of equipment, commodities and materials and other movable property, used for ensuring activity types transferred to RSC Energia

AO Teplo RSC Energia

8 089 654,81 OAO URSC is the shareholder of RSC Energia.

12.09.2016 08.09.2016 Sublease of ASTRKE substations TS AO Teplo RSC

Energia 3 980 305,84 OAO URSC is the shareholder of RSC Energia.

03.08.2016 02.08.2016 Purchase of the equipment AO Teplo RSC

Energia 11 475 378,37 OAO URSC is the shareholder of RSC Energia.

30.06.2016 29.06.2016 Buy and sell of the equipment, commodities and materials and other property AO Teplo RSC

Energia 17 237 730,28 OAO URSC is the shareholder of RSC Energia.

12.10.2016 12.10.2016 Equipment, commodities and materials and other movable property transfer into the ownership AO Teplo RSC

Energia 20 800 975,43 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchasing automobile crane AO Teplo RSC Energia

3 382 261,14 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchase of car MAZ AO Teplo RSC Energia

2 809 301,52 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchasing semitrailer MAZ AO Teplo RSC

Energia 496 759,94 OAO URSC is the shareholder of RSC Energia.

19.07.2016 05.07.2016 Purchase and sale of property AO Teplo RSC

Energia 45 312 011,00 OAO URSC is the shareholder of RSC Energia.

Page 224: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

224

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

27.05.2016 23.05.2016 Purchase of car Toyota Camry AO Teplo RSC Energia

1 293 280,00 OAO URSC is the shareholder of RSC Energia.

27.05.2016 23.05.2016 Purchasing suction machine AO Teplo RSC Energia

129 210,00 OAO URSC is the shareholder of RSC Energia.

09.08.2016 22.06.2016

Fire alarm system repair.

Telephone communication radiofixation repair.

Arrangement of information network.

Repair electric installation works

AO Teplo RSC

Energia 1 026 909,72 OAO URSC is the shareholder of RSC Energia.

09.08.2016 22.07.2016 Repair of telephone communication and radiofixation, repair electric installation works,

arrangement of information network

AO Teplo RSC

Energia 294 207,50 OAO URSC is the shareholder of RSC Energia.

17.10.2016 14.10.2016 Purchase and sale of equipment, commodities and materials and other movable property, used

for ensuring activity types transferred to RSC Energia

AO Teplo RSC

Energia 1 747 552,55 OAO URSC is the shareholder of RSC Energia.

03.10.2016 03.10.2016 Purchase and sale of equipment, commodities and materials and other movable property, used

for ensuring activity types transferred to RSC Energia

AO Teplo RSC

Energia 5 197 844,87 OAO URSC is the shareholder of RSC Energia.

21.09.2016 20.09.2016 Purchase and sale of equipment, commodities and materials and other movable property, used for ensuring activity types transferred to RSC Energia

AO Teplo RSC Energia

299 329,93 OAO URSC is the shareholder of RSC Energia.

23.08.2016 22.08.2016 Lease of property AO Teplo RSC Energia

13 922 561,81 OAO URSC is the shareholder of RSC Energia.

10.11.2016 09.11.2016 Purchase and sale of equipment, commodities and materials and other movable property, used

for ensuring activity types transferred to RSC Energia

AO Teplo RSC

Energia 899 104,52 OAO URSC is the shareholder of RSC Energia.

18.10.2016 17.10.2016 Purchase and sale of property AO Teplo RSC

Energia 218 855,03 OAO URSC is the shareholder of RSC Energia.

Page 225: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

225

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

30.06.2016 30.06.2016 Manufacturing hardware to conduct technical experiment with customer equipment complex

(CEC) on TCV «Progress MS» article

ZAO ZEM RSC

Energia 5 191 577,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin

05.09.2016 30.06.2016 Manufacturing hardware to conduct technical experiment with customer equipment complex

(CEC) on TCV «Progress MS» article

ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Ye.A. Mikrin

31.08.2016 30.06.2016 DW COMPONENT«Ensuring technical experiment with customer equipment complex (CEC)

on TCV «Progress MS» article

ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin

11.01.2016 26.04.2007 The Lessor transfers, and the Lessee accepts in use the volume for spirit storage ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

21.01.2016 21.01.2016 Delivery of stored air under low pressure, with quality corresponding to State Standards ZAO ZEM RSC Energia

724 663,95

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

21.01.2016 21.01.2016 Purchase of stored air under high pressure, with quality corresponding to State Standards ZAO ZEM RSC Energia

869 136,29

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

07.04.2016 15.12.2014 The Contractor commits itself to perform activities on manufacturing156 (one hundred fifty

six) DAC and 74 (seventy four) DAC

ZAO ZEM RSC

Energia -404 244 836,6

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

16.05.2016 15.12.2014 The Contractor commits itself to perform activities on manufacturing 156 (one hundred fifty

six) DAC and 74 (seventy four) DAC

ZAO ZEM RSC

Energia 620 490 279,6

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

21.10.2016 21.10.2016 Implementation works on subject: «ISS (Operation) - Operation-3» ZAO ZEM RSC

Energia 750 666 680,0

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov, Ye.A. Mikrin , S.Yu. Shachnev

Page 226: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

226

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

07.09.2016 30.08.2012 Manufacture, assembly, testing on CTF and acceptance in accordance with design documentation (DD) of transport manned vehicle Soyuz MS

ZAO ZEM RSC Energia

0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

07.09.2016 30.08.2012 Manufacture, assembly and testing on CTF and acceptance in accordance with design documentation (DD) of transport manned vehicle Soyuz MS

ZAO ZEM RSC Energia

0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

08.11.2016 13.05.2015 Manufacture of CPS SPM tanks within the frame of DW Component «ISS» (SPM-1) ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

21.06.2016 23.10.2015 Implementation of works on manufacturing devices and assemblies for extension of "FGB-1"

article’s lifetime till 2020th

ZAO ZEM RSC

Energia 43 636 632,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

06.04.2016 09.09.2015 Manufacture and acceptance of CPS tanks for complement of article four prototypes within the

frame of DW COMPONENT***

ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

14.04.2016 14.04.2016 Manufacture, assembly, tests, preparation for shipment and acceptance of upper stage for

launching SC «Electro-L»

ZAO ZEM RSC

Energia 173 833 367,4

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov

30.08.2016 30.08.2016 Manufacture, assembly, tests, preparation for shipment and acceptance of upper stage for launching SC «Electro-L»

ZAO ZEM RSC Energia

173 833 367,4

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

30.09.2016 30.09.2016 Manufacture, assembly, tests, preparation for shipment and acceptance of upper stage for launching SC «Electro-L»

ZAO ZEM RSC Energia

145 815 407,0

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

08.06.2016 01.10.2015 Organizing electromechanical hand serial production and manufacturing pilot batch ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

25.10.2016 01.10.2015 Organizing electromechanical hand serial production and manufacturing pilot batch ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

Page 227: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

227

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

13.04.2016 25.11.2015 The Contractor commits itself to manufacture exhibition mockup of TMV Soyuz TMA descent vehicle with the support for transportation and exhibition

ZAO ZEM RSC Energia

0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

13.04.2016 25.11.2015 The Contractor commits itself to manufacture exhibition mockup of TMV Soyuz TMA descent vehicle with the support for transportation and exhibition

ZAO ZEM RSC Energia

0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

08.04.2016 25.11.2015 The Contractor commits itself to manufacture exhibition mockup of TMV Soyuz TMA descent

vehicle with the support for transportation and exhibition

ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov

29.07.2016 25.11.2015 The Contractor commits itself to manufacture exhibition mockup of TMV Soyuz TMA descent

vehicle with the support for transportation and exhibition

ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

14.06.2016 24.12.2015 The Contractor commits itself to manufacture exhibition mockup of TMV «Soyuz-ТМА-03М»

descent vehicle with the support for transportation and exhibition

ZAO ZEM RSC

Energia 0,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

12.09.2016 12.09.2016 Manufacturing mockups for vibration strength tests within the frame of DW

COMPONENT(SPM-1)

ZAO ZEM RSC

Energia

1 045 683

698,0

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

08.04.2016 08.04.2016 Manufacturing cables and console control panel for performing tests in vacuum chamber of ICU (Instruction control unit) device of system SUPT

ZAO ZEM RSC Energia

1 500 000,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov

25.11.2016 25.11.2016 Manufacturing heat-transfer elements and gas collectors of thermal rate providing system within the frame of DW «ISS» (SPM--1)

ZAO ZEM RSC Energia

111 004 436,0

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

06.09.2016 06.09.2016 Carrying out maintenance operations on articles ZAO ZEM RSC

Energia 10 948 686,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov,Ye.A. Mikrin

28.06.2016 25.06.2016 Feasibility studies development concerning postflight processing complex of return vehicle ZAO ZEM RSC

Energia 1 367 800,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

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228

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

24.06.2016 24.06.2016 Manufacture, test and delivery of MLM with the improved operational characteristics ZAO ZEM RSC Energia

768 405 274,0

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

30.06.2016 24.06.2016 Manufacture, test and delivery of MLM with the improved operational characteristics ZAO ZEM RSC Energia

0,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin

21.11.2016 21.11.2016 Manufacture of vehicle «Soyuz ТМА-М» descent vehicle exhibition mockup with the support

for transportation and exhibition

ZAO ZEM RSC

Energia 7 342 727,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

08.10.2016 10.10.2016 Manufacture and assembly of the scientific power module SPM flight model within the

framework of DW COMPONENT«ISS» (SPM-1)

ZAO ZEM RSC

Energia

2 276 367 163,

00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

05.12.2016 05.12.2016 KRS «Kvant-VD» annual maintenance performance ZAO ZEM RSC Energia

301 290,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members: P.V.Vinokurov, Mikrin Е.А, S.Yu. Shachnev,

Ye.A. Ermakov

05.12.2016 05.12.2016 KRS «Kvant-VD» annual maintenance performance ZAO ZEM RSC

Energia 606 400,00

OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev,

Ye.A. Ermakov

26.10.2016 26.10.2016 Manufacturing exhibition mockup of descent vehicle TMV «Soyuz ТМА-19М» for the exhibition in Science Museum Group (London)

ZAO ZEM RSC Energia

7 999 228,26

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management members:

P.V.Vinokurov,Ye.A. Mikrin , S.Yu. Shachnev

22.07.2016 21.07.2016 Organization and implementation of works on bringing VS to airworthiness condition ZAO PO Cosmos 11 210 000,00 OAO URSC is the shareholder of RSC Energia.

12.09.2016 12.09.2016 Bringing the plane to airworthiness condition

ZAO PO Cosmos 5 895 221,65

OAO URSC is the shareholder of RSC Energia.

12.09.2016 12.09.2016 Bringing the plane to airworthiness condition

ZAO PO Cosmos 7 405 140,00

OAO URSC is the shareholder of RSC Energia.

20.01.2016 04.02.2015 Core modules’ manufacture and delivery for articles complement

Joint-Stock Company

Krasnoyarsk

Engineering Plant

610 637

088,00 OAO URSC is the shareholder of RSC Energia.

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229

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

19.02.2016 23.12.2015 Work within the frame of Government order

Joint-Stock Company

Krasnoyarsk

Engineering Plant

597 050

256,00 OAO URSC is the shareholder of RSC Energia.

11.01.2016 09.01.2007 Work within the frame of Government order

Joint-Stock

Company

Scientific-Production Center

“Polyus”

-142 461,00 OAO URSC is the shareholder of RSC Energia.

19.02.2016 09.01.2007 Work within the frame of Government order

Joint-Stock Company

Scientific-

Production Center “Polyus”

0,00 OAO URSC is the shareholder of RSC Energia.

14.07.2016 09.01.2007 Work within the frame of Government order

Joint-Stock

Company

Scientific-Production Center

“Polyus”

0,00 OAO URSC is the shareholder of RSC Energia.

01.06.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP Zvezda named after the

academician G.I.

Severin

5 495 616,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov

13.07.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP Zvezda named after the

academician G.I. Severin

76 720,00 OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member: S.Yu.

Romanov

13.01.2016 17.03.2015 Manufacturing expendable elements for ACS

OAO NPP Zvezda

named after the

academician G.I. Severin

0,00 OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member: S.Yu.

Romanov

16.08.2016 20.02.2015 DW COMPONENT“Providing works on items’ preparation”

OAO NPP Zvezda

named after the academician G.I.

Severin

-408 078,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu.

Romanov

Page 230: Energia · Energia, Corporation) is the leading Russian rocket-space enterprise which builds both manned and unmanned space systems, launch vehicles and orbit-to-orbit transportation

230

The list of the interested-party transactions,

effected during from 01.01.2016 to 31.12.2016 not approved by managerial body.

RSC Energia as the Customer

The Corporation Board of Directors doesn’t consider transactions, actual execution of which has been started before signature of the contract or additional agreement, in accordance with

the position of the Corporation Board of Directors members from ОAO URSC, approved at the Corporation Board of Directors meeting dated November 10, 2015 (minutes of

meeting № 6).

Date of

effecting

transaction

Date of the contract

Subject of transaction (Statement of Work, Contract Subject) Name of legal entity

Size of

transaction

(contract amount,

add/agr),

rubles 1

Interested parties

03.02.2016 20.02.2015 DW COMPONENT“ Providing works on items’ preparation”

OAO NPP Zvezda named after the

academician G.I.

Severin

3 717 122,00

OAO URSC is the shareholder of RSC Energia.

RSC Energia Board of Management member: S.Yu. Romanov

21.11.2016 25.04.2016 Performing works on developing exhibition sample of spacesuit «Sokol KV-2» of the Republic

of Kazakhstan cosmonaut A. Aimbetov

OAO NPP Zvezda

named after the

academician G.I. Severin

400 000,00 OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member: S.Yu.

Romanov

16.08.2016 10.02.2016 Ensuring works on preparing items to TC

OAO NPP Zvezda

named after the

academician G.I.

Severin

-372 849,00 OAO URSC is the shareholder of RSC Energia. RSC Energia Board of Management member: S.Yu.

Romanov

18.04.2016 24.04.2015 Building MTV bearing system (with regard to works for the period 2015) AO «NII for Control Devices»

3 700 000,00 OAO URSC is the shareholder of RSC Energia.

22.06.2016 24.04.2015 Building MTV bearing system (with regard to works for the period 2015) AO «NII for

Control Devices» -24 970,00 OAO URSC is the shareholder of RSC Energia.

Total:

3 675 030,00

Director General, RSC Energia V.L. Solntsev

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231

Appendix 8 / Information about economic entities with the Corporation’s

stake in their Charter Capital from 2 up to 20%

Full firm’s name Shortened

firm’s name

Location,

TIN, MSRN

Corporation’s

stake in the

legal entity

Charter

Capital

Purpose of the Corporation’s stake

Size of dividends

received in the

accounting year by

the Corporation,

rubles

Limited Liability

Company “Energia-

Cert”

LCC Energia-

Cert

4A Lenin Street, Korolev,

Moscow Region, Russia 141070

TIN: 5018138697

MSRN: 1095018005631

19.5% Certification of goods and services in the field of space business No dividend payouts

in the accounting

year

Corporation “ILS

International Launch

Services, Inc.”

ILS

International

Launch

Services, Inc.

C-T Corporation, Wilmington,

Delaware state, USA

17%

(nonvoting

Class B

shares)

Promotion of the Corporation products and services on the

international market. At the present time, due to change in the

shareholding structure of the ILS. International Services,

impossibility to participate in the Board of Director’s activities

of the above company, inefficiency in the Corporation

participation in terms of any positive economic, political, social

results achieved, the subject at issue is termination of its

participation in this Company

No dividend payouts

in the accounting

year

Public Corporation

"Gazprom Space

Systems”

OAO

Gazprom

Space Systems

77B Moskovskaya Street,

Schyolkovo, Moscow Region,

141112

TIN: 5018035691

MSRN: 1025002045177

16.16% Implementation of Yamal satellite communication development

and manufacture

No dividends were

paid in the

accounting year

Sea Launch S.a.r.l. Sea Launch

S.a.r.l.

58, rue Charles Martel, L-2134

Luxembourg, Grand Duchy of

Luxembourg

15%

(preference

shares)

Promotion of the Corporation products and services on the

international market, deriving profits from commercial SC

launches from Sea-based Launch Platform

No dividends were

paid in the

accounting year

Close Company

“Center for Rocket –

Space Technology

Certification”

ZAO TsSKT 4 Pionerskaya Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018034722

MSRN: 1035003364098

2.33 % Scientific-technical expertise, certification of RST articles 43 500

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232

Appendix 9 / Infromation about affiliated companies with the Corporation’s

stake in the Charter Capital from 20% to 50%

Full firm’s name Shortened firm’s

name

Location,

TIN, MSRN

Corporation’s

sake in the legal

entity Charter

Capital

Purpose of the corporation’s stake

Size of dividends received

in the accounting year by

the Corporation, rubles

Public Corporation

“Consortium

Kosmicheskaya Regata”

OAO Consortium

Kosmicheskaya

Regata

4A Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018032789

MSRN: 1035003360534

30% Development, manufacture and testing

of solar sail space vehicles, large-size

frameless structures, reflectors and

service systems.

No dividend payouts in

the accounting year

Open Joint-Stock Company

“Scientific – Production

Corporation RECOD”

OAO NPK

RECOD

Blg 6/1, 40 Maryina Roscha, 3rd

passage, Moscow, Russia, 127018

TIN: 7715700042

MSRN: 1087746601271

26.57% Use of business results for the benefit

of Russian regions economy

No dividend payouts in

the accounting year

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233

Appendix 10 / Information about subsidiary companies with the Corporation’s

stake in their Charter Capital from 50 % + 1 share up to 100 %

Full firm’s name Shortened firm’s name Location,

TIN, MSRN

Corporation’s stake in

the legal entity Charter

Capital

Purpose of the Corporation’s stake

Size of dividends

received in the

accounting year by

the Corporation,

rubles

Close Company

“Experimental

Machinebuilding Plant of

S.P. Korolev Rocket and

Space Public Corporation

Energia”

ZAO ZEM RSC

Energia

4A Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018037000

MSRN: 1025002028314

100% Manufacture of manned and cargo

space vehicles, orbital stations;

production of articles and rocket-

space complex components

23 500 000

Close Company

Volzhskoye Design Bureau

of S.P. Korolev Rocket and

Space Public Corporation

Energia

ZAO VKB RSC

Energia

26B Zemets Street, Samara,

Russia, 443077

TIN: 6312024093

MSRN: 1026300767382

100% Conduct of research work,

development work and experimental

work on implementing RSC Energia

rocket-space programs

No dividends were

paid in the

accounting year

Public Company

“Investment Company

Razvitiye”*

AOIK Razvitiye 4A Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018166567

MSRN: 1145018006088

100% Investment activity No dividends were

paid in the

accounting year

Limited Liability Company

“RSC Energia-Finans”

LCC RSC Energia-

Finans

4A Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018128089

MSRN: 1085018005368

100% Investment activity No dividends were

paid in the

accounting year

Close Company “Teplo

RSC Energia”**

AO Teplo RSC

Eenrgia

4A Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018138369

MSRN: 1095018005279

100% Ensuring efficient management and

operation of the Corporation power

supply services, ensured supply of

power resources, water supply

No dividends were

paid in the

accounting year

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234

Full firm’s name Shortened firm’s name Location,

TIN, MSRN

Corporation’s stake in

the legal entity Charter

Capital

Purpose of the Corporation’s stake

Size of dividends

received in the

accounting year by

the Corporation,

rubles

Limited Liability Company

“Orthopedic Industry

Moscow Energia”

LCC OIME 4 Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018035726

MSRN: 1025002037191

100% Social component of the Corporation

business. Ensuring manufacture and

deliveries of prosthetic-orthopedic

products, technical equipment for

rehabilitation of disabled persons,

equipment, medical facilities;

component items and materials for

their production to enterprises of the

Russian Federation and other

countries

No dividends were

paid in the

accounting year

Close Company

BELROSSAT

ZAO BELROSSAT Office 416, blg 5, 15, P.Brovka

Street, Minsk, Belarus, 220072 70% Development and operation of space

systems, satellite and ground

telecommunication systems,

provision of telecommunication

services to subscribers in the

Republic of Belarus and foreign

countries

No dividends were

paid in the

accounting year

Limited Liability Company

“Energia Satellite

Technologies”

LCC Energia SAT 1A Grabin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018155195

MSRN: 1135018000259

51% Manufacture of unmanned spacecraft

and objects, prelaunch processing of

space objects, space objects control in

space

No dividends were

paid in the

accounting year

Close Company “Energia-

Telecom”

ZAO Energia-

Telecom

4A Lenin Street, Korolev,

Moscow Region, Russia, 141070

TIN: 5018138640

MSRN: 1095018005576

50.1 % Development, manufacture,

commissioning and operational use

(for communication, radio and TV

broadcasting) of satellite

communication components and

systems based upon unmanned

spacecraft.

No dividend

payouts in the

accounting year

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235

Appendix 11 / Non-profit organizations the participant (founder) of which

is RSC Energia

Full firm’s name Shortened firm’s name Location,

TIN, MSRN

Corporation’s stake

in the legal entity

Charter Capital

Purpose of the Corporation’s stake

Private pre-school educational

institution kindergarten

“Lesovichok” of general education

development type, RSC Energia

DOU Lesovichok 14A Severnaya Street,

Korolev, Moscow Region,

Russia, 141070

TIN: 5018117827

MSRN: 1075000002615

100% Social project secured admission of the Corporation

employees children to this pre-school educational

establishment.

Non-state education institution

Regional-Branch Scientific-

Educational Production Complex

“Personal-Cosmos”

NOU RONUPK Personal

Cosmos

2 Grabin Street, Korolev,

Moscow Region, 141070

TIN: 5018044181

MSRN: 1035003362624

60% Providing for Corporation personnel training, advanced

vocational training, Corporation employees retraining

International Association of Space

Activity Participants

MAKD 42 Schepkin Stree, Moscow,

107996

TIN: 7702579590

MSRN: 1057748543577

− Taking part in proposals for improvement of space

activity, its regulatory and legal framework;

participation in exhibitions, workshops, making use of

consulting services

International Astronautical

Association

MAF − − Promotion of space research, dissemination of space

knowledge, building up International Community of

Experts

Non-profit Partnership

“International Committee on

implementing the project for

building International Aerospace

Global Monitoring System”

NP “International Committee on

implementing Project MAKSM”

3A 2-nd Horoshevskiy

passage, Moscow, 123007

TIN:7714401674

MSRN:1127799022482

− Organization scientific-technical and financial-

economic support of activities on building International

Aerospace Global Monitoring System (MAKSM),

designed for early and efficient warning of international

community with respect to natural calamities and

emergency situations of technogenic character

Non-Profit Partnership

Technological Platform “National

Information Satellite System”

NP “TP “NISS” 52 Lenin Street,

Zheleznogorsk, ZATO

Zheleznogorsk, Krasnoyarsk

Territory, the Russian

Federation, 662972

TIN: 2452195158

MSRN: 1122468058349

− Participation in programs and innovative projects

development in order to create and develop perspective

new products, services and set of “breakthrough”

technologies for a sharp increase of the new generation

automatic spacecraft user properties’ parameter and

personal package space service availability

Non-Profit Partnership “National

Space Technological Platform”

NP “NKTP” 4 major administrative

building, Volokolamskoye

shosse, Moscow, 125993

− Participation in establishing government economic

innovations and ensuring government leading positions

on the international market of space systems;

Participation in developing long-term scientific and

application research strategy and its regular updating;

The Russian products and services promotion.

Self-regulatory organization Non-

Profit Partnership “Consolidation of

SRO NP Stroyconsolidatsia Blg 1, 4 Stromynka Street,

Moscow, 107014 − Conduct of activities to design, build and repair

buildings and facilities

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236

Full firm’s name Shortened firm’s name Location,

TIN, MSRN

Corporation’s stake

in the legal entity

Charter Capital

Purpose of the Corporation’s stake

Builders” TIN: 5027148162

MSRN: 1095000001700

Non-Profit Partnership National

Organization of Designers

NP NATs Project Blg 1, 25 Malaya Dmitrovka

Street, Moscow, Russia,

127006

TIN: 7709443100

MSRN: 1097799022023

− Conduct of activities to design, build and repair

buildings and facilities

All-Russian Sectoral Association of

Employers “Russian

Machinebuilders Union”

OOOR Soyuz Mash Rossiya Blg 1 221 Pokrovka Street,

Moscow, 101990 − Exchange of information, including information

concerning new technologies development and

introduction coming from research institutions and

engineering plants. Development of managers and

engineering personnel;

Arranging up-to-date training system and recovery of

continuity of machine-building complex professional

personnel;

Pursuing government youth policy concerning technical

education and training of skilled workers, engineering

personnel for machine-building industry

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237

Appendix 12 / Information about actual results of executing the Russian Federation

President and Government orders and instructions

In accordance with the Decree No. 874 by the President of the Russian Federation dated

December 2, 2013 “On the Rocket and Space Industry Management System” in order to

improve the system of management of organizations in the rocket and space industry – the

Corporation’s stock owned by the Russian Federation (38.22 %), was contributed as the stake of

the Russian Federation to the Charter capital of the open joint-stock company “United Rocket-

Space Corporation” (OAO URSC). As a result, after September 23, 2014, only those orders are

applicable to the Corporation, which deal with the companies that have an indirect stake of the

Russian Federation in their charter capital.

In addition, on December 19, 2016 package of shares of RSC Energia owned by ZAO ZEM

RSC Energia (3,168%) and AO IK Razvitiye (17,426%) was transferred in trust of OAO URSC.

Therefore, OAO URSC as on 19.12.2016 controls in the aggregate (both directly and indirectly)

58,8% of RSC Energia’s stock.

Russian Federation in the person of Federal Property Management Agency had owned 100%

package of shares of OAO URSC till November 2016.

In July 2015 Federal Law No 215-FZ of 13.07.2015 set up State Space Corporation

ROSCOSMOS (hereinafter referred to as State Corporation ROSCOSMOS). By

Rosimuschestvo’s order No 799-r of 14.10.2016, OAO URSC stock was contributed as the stake

of the Russian Federation to State Corporation ROSCOSMOS. Accordingly, the Corporation is

currently under indirect government control.

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238

List of major orders and instructions of the

Russian Federation President and Government

Order Document/action Comments, additional conditions Information about execution of the orders

1. NON-CORE ASSETS ALIENATION

1.1. Non-Core assets alienation program

Subparagraph “k”, paragraph 1 of the

Order of RF President dated

December 6, 2011, Pr-3668

Non-Core assets alienation

program

The Board of Directors is to: 1) analyze

the assets of the AO to justifiably identify

non-core assets, 2) provide review and

make a resolution on the program of

Non-Core Assets Alienation Program (to

approve)

On the date of 14.07.2011 (minutes No 1) the

Board of Directors approved the Program of

alienation (sale) of non-core assets owned by

RSC Energia; on 20.06.2012 the Board of

Directors approved addendum to the Program

of alienation (sale) of non-core assets of the

Corporation (Minutes No. 9) and extended the

dates for taking action in support of the

Program implementation. Efforts to implement

the above Non-core assets alienation program

have been completed.

Additionally: Non-core assets must not

only be alienated, they must be removed

from the sphere of influence of the AO

Subparagraph “v”, paragraph 2 of the

Order of RF President V.V. Putin No.

596 of 07.05.2012 “On Long-Term

Government Economic Policy

Also classified as non-core assets can be

shares in the subsidiaries and affiliates

which are not involved in the core

activities.

At its meetings held on 10.03.2016 (Minutes

No 13 of 14.03.2016); on 08.11.2016 (Minutes

No 6 of 11.11.2016), the Board of Directors

reviewed and took note of the Reports on

S&A and non-core assets management

activity. Noted were positive results of S&A

and non-core assets management activity.

When considering the issue concerning draft

Program of the Corporation financial

recovery, the Board of Directors (Minutes

No 1 of 18.08.2016) passed the following

resolution: along with core departments of

State Corporation ROSCOSMOS to make sure

to determine (update) the list of the

Corporation non-core assets (assets not

involved in the programs of the Corporation

core business) and develop the program of

handling non-core assets.

Letter from the Ministry of Economic

Development of Russia dated

25.02.2014 No. Д08i-314

As on 31.12.2016, draft Program of handling

non-core assets was developed submitted for

concurrence to the core departments of State

Corporation ROSCOSMOS.

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239

Order Document/action Comments, additional conditions Information about execution of the orders

Fax message from FPMA dated

19.03.2014 No. 11/11136

Post on ID Portal information on non-

core assets.

The Corporation placed on Rosimuschestvo’s

Interdepartmental Portal information on

optimizing non-core assets structure (updated

information about the resolutions passed by

the Board of Directors concerning non-core

assets alienation with the attached alienation

program, as well as information about the

assets already sold indicating the amounts of

cash received from their sale.

2. PROCUREMENT OF GOODS, WORKS AND SERVICES

2.1. Approval of Procurement Policy, improving procurement transparency

Federal Law 223-FZ “On

procurement of goods, works and

services by particular legal entities”

Approve Procurement Policy Procurement Policy:

- contains procedures for preparing and

conducting procurement processes and

conditions for their application;

- procedure for concluding and executing

contracts.

When conducting its procurement activity the

Corporation follows fundamental principles of

Federal Law No. 223-FZ “On Procurement of

Goods, Work, Services by Particular Legal

Entities” and focuses on execution of the

orders indicated in the FR Government

instructions No. 6362p-P13 of 24.10.2013.

Since Federal Law No. 223-FZ of 18.07.2011

“On Procurement of Goods, Work, Services

by Particular Legal Entities” is not applicable

to RSC Energia, considering that the

Corporation does not meet the requirements,

specified in Paragraph 2 of the law, it is not

required to post procurement information in

the common information systems and on the

official web site (www.zakupki.gov.ru).

In accordance with the Russian Federation

Government instructions “On Ensuring

Transparency of AO Procurement Activity”:

– the report on the Corporation procurement

activity results was posted on the ID-portal of

FPMA on a quarterly basis;

– posted on the Corporation official site is

information about placement of orders in

electronic form (procurement activity). Also

Order of the RF Government No. ISh-

P13-8685 dated 17.12.2012

Review at the BOD meetings

the issue of making decisions

aimed at assuring

procurement transparency,

including approval of the

procurement policy

Consider the feasibility of switching to

electronic procurement

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posted were “Provision on RSC Energia

Procurement Activity” (Corporation President

Order No. 35 dated February 04, 2013) and

“RSC Energia Procurement Activity Policy”

(Corporation President Order No. 514 dated

December 23, 2011).

Screening procedures are performed

electronically using electronic trading

platforms.

Board of Directors (Minutes No 23 of

24.06.2016) considered and took note of the

Reports on procurement results for 2015 and

the 1st quarter of 2016.

Board of Directors (Minutes No 5 of

14.10.2016) considered and took note of the

Report on procurement results for the 2nd

quarter of 2016.

Board of Directors (Minutes No 9 of

26.12.2016) considered and took note of the

Report on procurement results for the 3rd

quarter of 2016.

3. STRATEGY DEVELOPMENT AND UPDATING, EFFICIENCY, LONG-TERM PLANNING

3.1. Development and approval of the Innovative Development Programs

Develop and approve

Innovative Development

Programs

Innovative Development Programs:

• review at the BOD the issue of

advisability of developing innovative

development program;

• if advisable, charge the Strategy

Committee to create a concept of

innovative development programs;

• approve the Innovative Development

Program at the BOD;

• review the issue of the program

execution tied to the Corporation KEIs;

• review the issue of raising special-

purpose science and technology funds;

On 14.07.2011 the Corporation Board of

Directors reviewed and approved the

Innovative Development Program (IDP) of

RSC Energia for the 2011-2020 period

(Minutes No. 1).

At the 29.04.2013 meeting of the Board of

Directors (Minutes No 11) the proposals to

update RSC Energia’s IDP for the 2013-2020

period were approved. The Committee on

Strategic Planning, Modernization and

Innovative Development of the Corporation

Board of Directors (Minutes No 1 of

25.03.2016) while considering draft Strategy

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• the program can be extended to S&A. of the Corporation took decision tie in the

draft Strategy to RSC Energia’s Innovative

Development Program being updated. The

Corporation Management Board on

21.04.2016 (Minutes No8/2016) approved

preliminarily the report on progress in RSC

Energia’s Innovative Development Program

execution for 2015.

The Committee on Strategic Planning,

Modernization and Innovative Development at

RSC Energia’s Board of Directors (Minutes

No 3 of 21.06.2016) reviewed and took note

of the report on progress in RSC Energia’s

IDP execution for 2015 noting failure to

achieve the indicators concerning proceeds

and R&D volume of expenditures.

Board of Directors (Minutes No 23 of

24.06.2016) considered and approved the

report on progress in RSC Energia’s

Innovative Development Program (IDP)

execution for 2015, Note was taken of failure

to achieve 2 of the 12 key indicators of

effectiveness as regards the Innovative

Development Program: by proceeds and R&D

volume of expenditures.

Prepared was draft updated Innovative

Development Program for the 2016-2025

period. It was submitted for preliminary

concurrence to the Committee on Strategic

Planning, Modernization and Innovative

Development at RSC Energia’s BOD. The

draft is currently in the process of agreement

in core departments of State Corporation

ROSCOSMOS.

Subparagraph “b”, paragraph 1 of the

List of the RF President’s Orders No.

Pr- 307 dated 07.02.2011

Directive of the Russian Federation

Government No. 1221p-P13 of

24.03.2011

In addition: Program shall be in

agreement with the RF Government

Directive provisions

Address to the RF Federal Assembly

of 12.11.2010

In addition: Innovative Development

Program shall be integrated into mid- and

long-term strategy of the Corporation.

Minutes of the meeting of the

Government Commission for high

technologies and innovations No. 1

dated 30.01.2012

The list of the RF President’s orders

No. Pr-3086 dated 27.12.2013

Information on the materials of the

RF Government meeting of

30.01.2014, Minutes No. 3

FPMA Letter dated 19.08.2014 No.

11/35746 “On Approval of the Long-

Term Development Program”

Develop and approve

Investment Program, Long-

Term development Program

The schedule for submitting the Programs

to the RF Government:

• Investment Program during the first 6

months of 2014;

• Long-Term Development Programs -

till 01.10.2014.

3.2. Development and approval of the Corporation strategy

“Recommendations on the Approve the Strategy of Prior to approval, review the activities of Corporation management Board on

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development of Innovation

Development Programs” approved by

the decision of the Government

Commission for high technologies

and innovations dated 03.08.2010,

Minutes of the Meeting No. 4

Corporation activities,

including the following

documents:

-the list of KEIs and their

target values;

-Provision on remuneration

of the executive body, BOD;

-the Corporation investment

and financial policy;

-interactive financial model;

-regulations for scientific and

technical funds;

-prediction of scientific and

technological development,

modernization and

optimization of the

technologies in use;

-Energy Saving and

Efficiency Program

RSC Energia in comparison with similar

companies (by the provided List of key

indicators)

Indentify strategic objectives of the

company development (taking into

account the provided List)

Develop the List of specific measures:

manufacturing;

investment and financial;

managerial;

personnel;

for organizing corporate structure

04.03.2015 (Minutes No3/2015) considered

the issue concerning the Corporation strategy

and passed the resolution to update RSC

Energia’s development strategy guided by the

decisions taken on the Concept for the RF

manned cosmonautics development; clarified

RF Federal Space Program for the 2016-2025

period; worked out development strategies for

OAO URSC and State Corporation

ROSCOSMOS.

On 23.03.2016 the Committee on Strategic

Planning, Modernization and Innovative

Development at the Board of Directors

(Minutes No 1 of 25.03.2016) considered the

issue on progress in development of the

Corporation strategy and took decision of

further development of the Corporation

strategy (with due regard for the strategy of

State Corporation ROSCOSMOS) in the

following way:

- provide linkage of draft strategy to the

Corporation Innovative Development Program

being updated;

- add to draft strategy a more complete

information on volumes of financing required

to implement the strategy, as well as describe

potential development scenarios.

On 21.04.2016 (Minutes No 8/2016) the

Corporation Management Board considered

the issue and took note of the materials on

progress in development of draft strategy of

RSC Energia. The meeting took decision to

make sure to perform further work on the

Corporation strategy development.

On 08.09.2016 (Minutes No 14/2016) the

Corporation Management Board approved the

Para 2, Item 2 of the Minutes of the

meeting held at the First Deputy

Chairman of the Russian Federation

Government I.I. Shuvalov No. ISh-

P13-98pr dated 03.10.2013

Approve the Strategies by the

end of 2014

Order of the RF President No. Pr-

3086 of 27.12.2013; Order of the RF

Government No. DM-P13-9589 of

30.12.2013; Directives of the RF

Government No. 4955p-P13 of

17.07.2014

Ensure approval of the long-

term development program;

procedure for conducting its

audit.

Corporation Boards of Directors:

are to make sure that the Corporation

develops and approves long-term

development program;

are to make sure that LDP

implementation is audited and a standard

for conducting this audit is approved;

are to make sure that changes are

introduced into provision on the

remuneration of the Corporation single-

member executive body.

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materials on drawing up draft Strategy of RSC

Energia and its main sections content.

Corporation Management Board (Minutes

No 11/2016 of 21.06.2016) considered and

approved draft Program of the Corporation

financial recovery. It was decided to submit it

for concurrence to State Corporation

ROSCOSMOS, as well as place it for

consideration of the Corporation Board of

Directors.

Board of Directors (Minutes No 1 18.08.2016)

took note of the submitted draft Program of

the Corporation financial recovery (further

called FRP Program), as well as found it

necessary to update it for subsequent

submission of the materials to managerial

bodies of State Corporation ROSCOSMOS.

The Board of Directors took the following

decision: during updating to add target figures

on optimizing number of staff, unproductive

expenses, increase in efficient use of available

floorspace; also to prepare proposals for

measures which will make it possible to

improve the results of FRP Program

execution.

The updated draft FRP Program was placed

for consideration to the core departments of

State Corporation ROSCOSMOS, upon

agreement with which it will be submitted to

the Corporation Board of Directors for review. 4. ACTIVITIES OF MANAGEMENT AND SUPERVISION BODIES

4.1. Assuring transparency of financial-business activities of organizations

RF Government Orders No. VP-P13-

9308 of 28.12.2011, No. IS-P13-80 of

12.01.2012, No. IS-P13-127 of

13.01.2012, No. VP-P24-1269 of

Provide certificates of

income, property declaration

and property liabilities of the

Corporation executives

In pursuance of Article 8, Federal Law No.

273-FZ of 25.12.2008 “On Anticorrupt

Practices Law”, the RF Government Decree

No. 613 of 22.07.2013, Federal Space Agency

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05.03.2012 Orders No. 160 of 06.08.2013 and No. 167 of

23.08.2013, the Corporation President – issued

orders No. 19 of 17.01.2014 and No. 192 of

08.04.2015. These orders approved the List of

the Posts appointing to which and replacement

of which required that respective employees

were to submit information about their

income, expenditures, property and property

liabilities. In pursuit of the order execution,

additional agreements to the labor contracts

were concluded with the employees included

in the approved List of the Posts.

Art. 92 of Federal Law No. 208-FZ

dated 26.12.1995 “On Joint-Stock

Companies”

Chapter VIII of the FSFR of Russia

No. 11-46/pz-n of October 04, 2011

“On the Approval of the Regulations

for Information Disclosure by Equity

Securities Issuers”,

Order of the Russian Federation

Ministry of Economic Development

No. 208 of May 11, 2011 “On

Approval of the Procedure for

Information Disclosure by Open

Joint-Stock Companies whose stocks

are in state or municipal ownership,

and by state (municipal) unitary

enterprises”.

Ensure better transparency of

the Corporation operation

Disclose information to the extent and

per regulations established by the federal

executive body for the securities market.

Disclose information by AO included in

the privatization forecast plan.

Corporation discloses information to the

extent and per regulations established by the

federal executive body for the securities

market for open joint-stock companies.

The Corporation is not included in the

privatization forecast plan.

Paragraph 7, Item 2, Minutes of the

Meeting at the First Deputy Chairman

of the Russian Federation

Government I.I. Shuvalov No. ISh-

P13-98ps dated 03.10.2013

Publish the BOD decisions that do not

constitute commercial secret.

Corporation discloses information as messages

about material facts.

Corporation issues the BOD decisions in its

Annual Report which do not constitute

commercial secret.

Corporate documents were posted in the

personal cabinet of the Corporation on the

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Order Document/action Comments, additional conditions Information about execution of the orders

FPMA ID Portal (copies of the minutes of

general shareholders’ meetings; meetings of

the Board of Directors, ad hoc committees and

commissions).

Order of the Russian Federations

President No. Pr-113 dated

17.01.2012

Orders of the Russian Federation

Government No. VP-P13-459 of

27.01.2012, and No. ISh-P13-7501 of

07.12.2012

Disclose information about income of

single-member executive body, final

beneficiaries of particular counterparts,

possible conflicts of interest, interested

party transactions.

Corporation discloses information stipulated

in current legislation for open joint-stock

companies.

Corporation discloses information as messages

about material facts.

In order to pursue the policy to combat

corruption and take effective measures to

prevent and settle conflict of interests, as well

as with the aim to ensure common corporate

standards with respect to the Corporation and

its S&A, amendments were made to the labor

contracts of RSC Energia single-member

executive body (SEB) and S&A directors

general (in pursuance of the RF President

Order No. Pr-113 of 17.01.2012 on the subject

of prevention of conflict of interests during

conclusion of contracts).

4.2. Remuneration to management and employees of organizations, development of KEI system

RF President Order No. Pr-825 of

06.04.2009

RF Government Order No. VP-P13-

1823 of 06.04.2009, No. VP-P13-

2099 of 20.04.2009, No. V3-P13-

4252 of 28.07.2009

Set up ad hoc Committees at

the Board of Directors

Review at the BOD the issue

of developing KEI system for

AO.

Develop the Provision on

remuneration to Corporation

management, BOD members;

make remuneration tied up

with KEI system.

It is recommended that 4 indicators

should be included in the KEI List:

-cost effectiveness in terms of net profit;

-liabilities/profit on sales;

-quarterly earnings history;

-quarterly net profit history.

Recommendations are provided on tying

remuneration of managers with the KEI

achievement.

Disclose information about size of

remunerations on the corporation web-

page

The information about size of remuneration

was posted on the web page of the AO as part

of the Quarterly Report of the issuers.

Ad hoc Committees attached to RSC Energia

Board of Directors are set up and have been

operating since December 2009. The

Corporate Board of Directors also approved

the Provisions governing the activities of these

Committees; the Provision on the Strategic

Planning Committee; Provision on the

Personnel and Remuneration Committee;

Provision on the Audit Committee.

RSC Energia’s Provision on the Committee on

Audit sets forth the concepts recommended by

RF Government Order No. ISh-P13-

2232 of 08.04.2010.

Russian Federation Government

Order No KA-P13-8297 dated

Consider a possibility to

bring remuneration system

Recommendations in the FPMA letter

detail the best practices for developing

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04.12.2010 for RSC Energia employees

and BOD members in line

with the recommendations

the system of incentives for employees

and BOD members

FPMA (Letter No. 11/53825 of 19.11.2013)

and defines the List of the Committee’s

powers, including auditing financial-business

activities of the organization, management and

financial statements (including reports on the

management progress in achievement of the

established KEIs.

In accordance with the FPMA Directive No.

GN-15/9084 of 27.03.2012, the 21.11.2012

meeting of the Corporation Board of Directors

(Minutes No. 3) considered the issue of setting

up the Committee on Modernization and

Innovative Development. It was resolved that

it should be inexpedient to set it up. By its

resolution the Board of Directors broadened

the objectives and functions of the Committee

on Strategic Planning, adding innovative

development objectives to the List of the

existing ones and changing the name of the

Committee appropriately. The Board of

Directors approved the Provision on the

Committee on Strategic Planning,

Modernization and Innovative Development.

Personal cabinet of the Corporation at

FPMA’s ID-Portal presents information about

available ad hoc Committees at RSC Energia

Board of Directors, copies of the Provisions

on ad hoc Committees approved, as well as

information about the Committees meetings

(agenda, voting results, Minutes of the

Committees meetings).

Committee on Strategic Planning,

Modernization and Innovative Development at

the Board of Directors (Minutes No 1 of

25.03.2016) discussed and approved the LIST

of KEI indicators to be added to the

Paragraph 3, Item 2 of the minutes of

the Meeting at the First Deputy

Chairman of the Russian Federation

Government I.I. Shuvalov No. ISh-

P13-98pr dated 03.10.2013

Expand the functions of the

Committee on audit, in

particular, those concerning

achievement by the

management of the KEI set.

Order of the RF President No. Pr-

1474 of 05.07.2013

Order of the FR President No. ISh-

P13-2043 of 27.03.2014

FPMA letter No. OD-11/22160 of

26.05.2014

Make sure that the KEI of the

Corporation are approved and

that RSC Energia’s

management remuneration is

linked to achievement of

KEI, taking into account the

attached guidelines.

Initiate RSC Energia’s Board of Directors

meeting putting the following items on

the agenda:

• Approve the Provision on KEI in

the Corporation activity.

• Approve KEI for management

performance which shall be taken into

account when deciding on labor

compensation and personnel matters.

• Make sure that the KEI are

approved and that RSC Energia’s

management remuneration depends upon

achievement of KEI, taking into account

the attached guidelines.

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Corporation Work Program for 2016.

The Corporation Board of Directors (Minutes

No 18 of 29.04.2016) considered the issue on

supplemental agreement to the Labor contract

with RSC Energia’s SEB (single-member

executive body) and took decision to approve

supplemental agreement to the Labor contract

with RSC Energia’s single-member executive

body. Cumulative percent of KEI

achievement by SEB for 2015 is to be

calculated in accordance with the List of KEIs

approved at the Corporation Board of

Directors for 2015; cumulative percent of KEI

achievement by SEB for 2016 and subsequent

years shall be calculated only upon approval

of the List of KEIs for respective period.

Board of Directors (Minutes No 1 of

18.08.2016) approved the List and target

values of KEI indicators for 2016, including

the following mandatory indicators: return on

equity (ROE); net profit margin; net profit,

labor productivity; completion of thematic

plan under government programs;

implementation of key investment projects;

innovative development indicator; reduction in

accident rates and failures; reduction in failure

recurrence.

The Committee on Strategic Planning,

Modernization and Innovative Development at

the Board of Directors (Minutes No 1 of

19.12.2016) considered and approved the List

of key investment projects (for KEI purposes

for 2016).

The Corporation Board of Directors (Minutes

No 9 of 26.12.2016) considered and took note

of the report on the results of RSC Energia’s

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Work Program execution for the first 6

months, 9 months of 2016 and noted failure to

achieve quarterly KEI indicators:

- for the 1st six months of 2016 – relative to

the indicators defining the “Completion of

thematic plan under government programs:

(achieved by 51%) and “Labor productivity”

(achieved by 70,5%);

- for the 9 months of 2016 – relative to the

indicator defining the “Completion of thematic

plan under government programs” (achieved

by 60,4%).

4.3. About complaints with respect to weapons and military equipment products

Rosimuschestvo (FPMA) Letter

dated 21.04.2014 No VB-09/16976

“About reviewing the issue of

complaints about weapons and

military equipment products”

Initiate a meeting of the Corporation

Board of Directors putting this item on

the agenda.

On 14.03.2016 the Corporation Board of

Directors (Minutes No 13) considered and

took note of information that 2015 saw no

complaints whatsoever made by state

customers with respect to RSC Energia

about the complexes (systems), military

equipment products due to non-compliance

with customer’s requirements.

The Corporation Board of Directors

(Minutes No 20 of 23.05.2016) considered

and took note of information that no

complaints were lodged by state customers

to RSC Energia about the complexes

(systems) and military equipment products

due to non-compliance with customer’s

requirements for the 1st quarter of 2016.

The Corporation Board of Directors

(Minutes No 6 of 11.11.2016) considered

and took note of information that no

complaints were lodged by state customers

to RSC Energia about the complexes

(systems) and military equipment products

due to non-compliance with customer’s

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requirements for the 2nd

quarter of 2016.

The Corporation Board of Directors

(Minutes No 9 of 26.12.2016) considered

and took note of information that no

complaints were lodged by state customers

to RSC Energia about the complexes

(systems) and military equipment products

due to non-compliance with customer’s

requirements for the 3rd

quarter of 2016.

4.4. On quality management system operation

Item 2, Section II of the meeting

minutes at Deputy Chairman of the

RF Government D.O. Rogozin’s

Office No RD-P7-30pr of

23.05.2016

On quality management

system operation,

maintenance of rocket-

space technology quality,

reliability and safety

Make sure (as agreed upon with State

Corporation ROSCOSMOS) to appoint

deputy heads of quality control

organizations in accordance with

standard requirements for post of

deputy head of quality organization in

rocket-space industry and standard

provision on quality control department

in rocket-space industry organization.

Corporation Board of Directors (Minutes

No 6 of 11.11.2016) considered and took

note information about quality management

system operation in the Corporation. The

decision taken is to entrust single-member

executive body (RSC Energia’s Director

General) with assuring agreement with

executive director in charge of quality and

reliability of State Corporation

ROSCOSMOS the issues of appointment to

a post/discharging from a post deputy

director general in charge of quality at RSC

Energia.

Corporation Board of Directors (Minutes

No 9 of 26.12.2016) reviewed and took note

of the report on quality management system

operation at RSC Energia.

Corporation Board of Directors (Minutes

No 10 of 30.12.2016) reviewed and

approved the Job Description of deputy

director general in charge of quality;

Regulations on Center for quality assurance

10Ts prepared in accordance with the

Standard requirements for a post of deputy

head of quality control organization in

rocket-space industry (RSI) and standard

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provision on quality control department in

RSI organization.

5. CONTROL

5.1. Arrangement of common information space (personal cabinet of the Corporation at Rosimuschestvo’s ID Portal)

Rosimuschestvo’s Letter dated

04.10.2013 No. 11/46314 “On

entering information in the personal

cabinet at the ID Portal”

About the need to enter information in

the personal cabinet of RSC Energia at

Rosimuschestvo’s ID Portal

Section of ID-portal has been completed in

online mode “Background Information about

organization”.

Section “Equity Capital Structure” covers

information every month about the

shareholders whose share in the Charter

(contributed) capital exceeds 2%.

Section “Control and Managerial Bodies”

addresses information about the membership

of the Corporation managerial bodies (single-

member executive body (Director General),

Collegiate Executive Body (Management

Board), Board of Directors, Auditing

Committee, Committees at the Board of

Directors), as well as their competence.

Section “Corporate Events” presented current

information about RSC Energia’s corporate

events (general shareholders’ meetings, Board

of Directors’ meetings, meetings of ad hoc

committees at the Board of Directors). In so

doing, the Corporation via ID-portal reported

topical information about participation of the

members of RSC Energia’s managerial bodies

in its meetings as well as placed its corporate

documents (copies of the Minutes drawn up at

the general shareholders’ meetings held,

Board of Directors’ meetings, ad hoc

committees’ and commissions’ meetings

held).

ID-Portal section “Orders” placed information

about progress in execution at regular

intervals.

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Order Document/action Comments, additional conditions Information about execution of the orders

ID-Portal section “Documents placed

organization-order documents approved by the

Corporation in the accounting period in

addition to the earlier posted By Laws of the

Corporation regulating its operation. Rosimuschestvo’s Letter No. OD-

05/13840 of 03.04.2014

Post financial statements on the ID-Portal ID-Portal Section “Reporting” placed on a

quarterly basis electronic files containing

bookkeeping information and scanned copies

of quarterly interim reporting in PDF.

Rosimuschestvo’s Letter No.

11/52045 of 05.12.2014

Post information on S&A on the ID-

Portal

ID Portal Section “Subsidiary and Affiliated

Companies” provides information about RSC

Energia’s S&A (contact data, information

about their shares in the Charter (contributed)

capital of the Corporation).

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Appendix 13 / Information about continuing court proceedings in which the Corporation acts as a plaintiff/defendant on debt claim with indicated total amount of claims made/lodged that may have an impact on the Corporation

operation

1. On February 1, 2013 the court of central district, California, received the statement of claim from the Boeing

Company and the Boeing Commercial Space Company (BCSC) which comprised 4 claims:

− bringing suit against Design Bureau (DB) Yuzhnoye and PA Yuzhmash zavod (Ukraine) for breach of the

Agreement on Creation of the Sea Launch Companies dated May 3, 1995. The amount claimed is 55 million US dollars.

− bringing suit against DB Yuzhonoye/PA Yuzhmash for breach of the Agreement on the Guarantees and Security

dated February 3, 1995. The amount claimed is 78 million US dollars.

− bringing suit against RSC Energia (RF), Energia Overseas LLC (USA) and Energia Logistics Ltd (USA) for

breach of the Agreement on Creation of the Sea Launch Companies dated May 3, 1995. The amount claimed is 92 million

US dollars.

− bringing suit against RSC Energia (RF), Energia Overseas LLC (USA) and Energia Logistics Ltd (USA) for

breach of the Agreement on the Guarantees and Security dated February 3, 1996. The amount claimed is 130 million US

dollars.

In addition, claims are made to collect interest on all the amounts claimed (at the rate to be determined by the court).

RSC Energia did not agree to the claims lodged and on July 5, 2013 RSC Energia raised appropriate objections, as well

as the counterclaim for the amount of 430 million US dollars.

On December 18, 2013 the court issued an order of partial satisfaction and partial refusal to satisfy the plaintiffs’

petition concerning rejection of RSC Energia counterclaims. Also the court pointed out that RSC Energia’s counterclaims

are to be considered in the court of arbitration, Stockholm, Sweden.

On September 28, 2015 the claims were considered under the legal proceedings of the Boeing against RSC Energia and

preliminary judicial act was issued pointing out that the plaintiffs’ arguments (the Boeing and BCSC companies) regarding

the suit against RSC Energia had been sound enough, while RSC Energia’s arguments had been not fully sound; therefore,

the necessary proof gathered on the matter had been sufficient to make a judgement without hearing of the case in court.

During the period from November 10th

to November 23rd

2016 hearing of the case in court under the legal proceedings

of the Boeing against Energia Overseas LLC (USA) and Energia Logistics Ltd (USA) were held on the alter ego grounds.

On April 1st, 2016 the Boeing lodged a petition for application of interim reliefs as arrest of assets and/or restraining

order for the Sea Launch sale.

On May 12, 2016 the Boeing the court of central district, California, delivered the judgement regarding the Boeing’s

claims lodged against RSC Energia according to which the court satisfied the Boeing’s claims against RSC Energia for the

amount of about 330 million US dollars.

On May 13, 2016 the court of central district, California, delivered the judgement according to which the court

recognized Energia Overseas LLC (USA) and Energia Logistics Ltd (USA) as alter ego legal persons of RSC Energia.

On July 2016 the court delivered the judgement on suspension of pleadings in accordance with the application

submitted by the parties due to holding negotiations about entering into agreement of lawsuit.

On March 17, 2017 the court of central district, California, issued the order of dismissal of the case (without the right to

lodge a claim on the same grounds) between the Boeing Company and RSC Energia (RF); Energia Overseas LLC (USA)

and Energia Logistics Ltd (USA) due to the fact that the parties had entered into final agreement of lawsuit.

2. Trial concerning the matter of insolvency (bankruptcy) of the organization.

Plaintiff (Applicant) is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Defendant (Debtor) is SUE NPTs SPURT (4 Zapadny 1st proyezd, Zelenograd, Moscow, 124460).

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Matter in contest is the creditor’s claim for recovery of 55 360 000 rubles within the framework of the matter of

insolvency (bankruptcy) of the organization. Arbitration court of the first instance issued judicial determination on

27.03.2014 that the claim was entered into the schedule of creditors.

As for SUE NPTs SPURT, the proceedings in bankruptcy were opened. By Moscow Arbitration court determination

of 15.12.2015 the bankruptcy, proceedings were prolonged till 13.06.2017.

3. Court proceedings on the matter of recovery of damages under government contract.

Plaintiff is the State Corporation ROSCOSMOS (42 Schepkin Street, Moscow, GSP-6, 107996).

Defendant is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Matter in contest is the claim for recovery of damages under the state contract in the amount of 582 524 294,50 rubles.

By ruling issued by the Arbitration court of Moscow Region on 28.09.2016 the presented claims were rejected to be

satisfied in full volume.

Due to the ruling of the tenth Arbitration court of appeal on 18.01.2017, the judicial act remained in force.

4. Court proceedings on the matter of recovery of damages under government contract.

Plaintiff is the State Corporation ROSCOSMOS (42 Schepkin Street, Moscow, GSP-6, 107996).

Defendant is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Matter in contest is the claims for recovery of damages under the state contract in the amount of 2 943 612 740 rubles.

By the court judgement of 03.12.2015 the presented claims were rejected to be satisfied in full volume.

By its ruling on 01.06.2016, the tenth Arbitration court of appeal reversed the judgement of the court of the first

instance and satisfied the claims in full volume.

By its ruling on 09.09.2016, the Arbitration court of Moscow district returned the case for a new trial to the court of the

first instance.

A new trial is to start on 02.02.2017.

5. Court proceedings on the matter of recovery of damages under state contract.

Plaintiff is the State Corporation ROSCOSMOS (42 Schepkin Street, Moscow, GSP-6, 107996).

Defendant is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Matter in contest is the claim for recovery of damages under the government contract in the amount of 67 529 378,32

rubles.

Arbitration court of Moscow made an award on 11.09.2015 to refuse to satisfy the claims lodged in full scope.

On 17.11.2015 petition for appeal was filed with the 9th

Arbitration court of appeal; court proceedings were to start on

02.02.2016.

By ruling of the 9th

Arbitration court of appeal of 22.03.2016 the court award remained in force. Arbitration court of

Moscow district by its ruling of 12.07.2016 reversed judicial acts and referred the case to the court of first instance for a

new trial.

New trial in the Arbitration court of Moscow is to start on 13.02.2017.

6. Court Proceedings on the matter of fulfillment of the obligations in kind.

Plaintiff is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Defendant is FKU Tsentroavtomagistral (139 Novaya Street, vil. Akulovo, Odintsovo district, Moscow Region,

143002).

Matter in contest is fulfillment of the obligations to install plastic noiseproof windows in RSC Energia’s buildings.

By ruling of the Arbitration court in Moscow Region the statement of claim was accepted, the court proceedings were

fixed for 16.02.2016.

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By ruling of the Arbitration court in Moscow Region the court proceedings were postponed till April 28, 2016. By

ruling of the Arbitration court in Moscow Region of 04.07.2016, expert examination was ordered on the case; so trial by

the court was suspended.

7. Court proceedings on the matter of recovery of damages under government contract.

Plaintiff is the State Corporation ROSCOSMOS (42 Schepkin Street, Moscow, GSP-6, 107996).

Defendant is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Matter in contest is the claim for recovery of damages under the government contract in the amount of 228 666 666,67

rubles.

Consideration of the claim in Arbitration court of Moscow Region is fixed on 13.02.2017.

8. Court proceedings on the matter of recovery of the principal, penalties and interest payable under the contract.

Plaintiff is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Defendant is the FSUE TsENKI (blgs 1,2, 42 Schepkin Street, Moscow, GSP-6, 107996).

Matter in contest is the claims for recovery of the principal in the amount of 331 450 400,00 rubles, penalties in the

amount of 24 030 154,00 rubles and 18 064 046,80 rubles and interest payable at the rate of 3 386 952,17 rubles.

Arbitration court of Moscow Region by its award on 08.08.2016 satisfied the claims in full scope. FSUE TsENKI field

petition of appeal. By its ruling on 07.11.2016, the court of appeal kept the judicial act in force.

Agreement of lawsuit was concluded. The case for a trial concerning approval of the agreement of lawsuit was fixed for

28.02.2017.

9. Court proceedings on the matter of recovery of money debt under the contract.

Plaintiff is RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Defendant is OAO Teploset (2A 50th

anniversary of VLKSM Street, Korolev city, 141070).

Matter in contest is recovery of principal in the amount of 172 313 380,74 rubles and the penalty for failure to transfer

the money in due time in the amount of 21 429 361,50 rubles.

Court proceedings of the Arbitration court of Moscow Region are fixed for 23.01.2017.

10. Court proceedings on the matter of recovery of the penalty amount under the contract.

Plaintiff is FSUE TsENKI (blgs 1,2, 42 Schepkin Street, Moscow, GSP-6, 107996).

Defendant is the RSC Energia (4A Lenin Street, Korolev city, Moscow Region, 141070).

Matter in contest is the claims for recovery of the penalty amount making up 12 903 150,00 rubles.

Court proceedings of the Moscow Arbitration court are fixed for 05.03.2017.