Moscow, Russian Federation September 21, 2007
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- Year ended December 31, 2006 OGK-1 OGK-2 OGK-3
- OGK-4 OGK-6
- Board of Directors and Management Board
- Directors of OGK-1 The current directors were elected on June 22, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name
- Directors of OGK-2 The current directors were elected on June 22, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name
- Directors of OGK-3 The current directors were elected on May 8, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position
- Directors of OGK-4 The current directors were elected on May 25, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name
- Directors of OGK-6 The current directors were elected on June 29, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name
- Directors of HydroOGK The current directors were elected on June 22, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name
Average fuel rate 2006 (Goe/kW/h) OGK-1 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 330.3 OGK-2 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 345.1 OGK-3 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 346.4 OGK-4 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 323.9 OGK-6 . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 362.4 Source: OGKs. Load Factors The following table shows the average load factor (actual production of electricity as a percentage of theoretical maximum production) for each of the OGKs. Year ended December 31, 2006 OGK-1 OGK-2 OGK-3 Average load factor (electricity) (%) . . . . . . . . . . . . . . . . . . . . . . . 58.4% 63.1% 41.1% OGK-4 OGK-6 HydroOGK Average load factor (electricity) (%) . . . . . . . . . . . . . . . . . . . . . . . 67.5% 41.5% 39.3% Source: OGKs. 181 Fuel supply The OGKs (other than HydroOGK) currently depend on a fuel supply composed primarily of gas, coal and fuel oil. The following table shows the percentage of the total fuel supply made up by each of these fuels for each fossil-fueled OGK. Year ended December 31, 2006 OGK-1 OGK-2 OGK-3 Fuel supply (%) Gas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 88.7% 72.8% 58.3% Coal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 8.8% 1.5% 37.6% Oil residue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2.5% 25.7% 4.1% OGK-4 OGK-6 Fuel supply (%) Gas . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 82.2% 50.5% Coal . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16.4% 44.0% Oil residue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0.5% 5.5% Source: RAO UES Companies of the Target Structure, 2006. Board of Directors and Management Board The Board of Directors The Board of Directors of each of the OGKs is responsible for general management matters, with the exception of those matters that are designated by law or the OGK’s charter as being within the exclusive competence of the general meeting of shareholders. The tables below set out the membership of the current Board of Directors of each OGK. Management Board The Management Board is the OGK’s collegiate executive body and is appointed by the Board of Directors. The Management Board is principally responsible for the day-to-day management of the company’s business. The General Director, who is also the Chairman of the Management Board, exercises executive authority over all activities, except for those within the exclusive competence of the general meeting of shareholders, the Board of Directors or the Management Board. Directors of OGK-1 The current directors were elected on June 22, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position Avetisyan, Vladimir Evgenievich . . . . . . . Chairman of the Board of Directors; Member of the Management Board and Managing Director of RAO UES (Business Unit No. 2); Chairman of the Board of Directors and Member of the Management Board of: Volzhskaya TGK, TGK-6 and TGK-10. Akhanov, Dmitry Sergeevich . . . . . . . . . . Director; Head of Strategy Department, Reform Management Center of RAO UES; Member of the Board of Directors of: OGK-5, TGK-1, SGK TGK-8, OAO Rostovenergo, OAO Kamchatskenergo and OAO Mosenergosbyt. 182 Khlebnikov, Vladimir Viktorovich . . . . . . Director; General Director. Kolykhanov-Lapovsky, Grigoriy Borisovich. . . . . . . . . . . . . . . . . . . . . . . . . . . Director; Head of the Logistics and Procurement Department of RAO UES (Business Unit No. 2); Member of the Board of Directors of OAO Tomskenergo. Lisyansky, Mikhail Eduardovich. . . . . . . . Director; Deputy Managing Director of RAO UES (Business Unit No. 2); Chairman of the Board of Directors of: OGK-2 and Kuzbassenergo; Member of the Board of Directors of: OJSC Ural Energy Management Company, OJSC Yuzhno- Kuzbasskaya GRES, OJSC Ulyanovskenergospetsremont, OJSC Orenburgenergoremont, OJSC Orenburgenergostroyremont, LLC Managing Company KVARTS, OGK-4 and TGK-10. Neveinitsyn, Stanislav Vitalievich. . . . . . . Director; Deputy General Director of OJSC ‘‘Mezhregionenergosbyt’’. Nikitin, Alexander Valerievich . . . . . . . . . Director; Deputy General Director, Finance Director of OAO Krasnoyarskenergo. Shtykov, Dmitry Viktorovich. . . . . . . . . . . Director; General Director of Institute of Professional Directors Fund; Member of the Board of Directors of TGK-10, RAO Lenenergo, OAO Volgogradenergo and OAO Orelenergo. Sidorov, Sergey Borisovich . . . . . . . . . . . . Director; Head of the Internal Audit Department of the Corporate Center of RAO UES; Member of the Board of Directors of: OAO Vologdaenergo, OAO Moscow Thermal Grid Company, OAO Kostromaenergo, OAO Tomskenergo and OAO Volgogradenergo. Ulanovskaya, Elena Nikolaevna . . . . . . . . Director; Head of Division in the Department of Corporate Governance of RAO UES (Business Unit No. 2); Member of the Board of Directors of: OGK-4, TGK-11 and OAO Samaraenergo; Chairman of the Board of Directors of OAO Omsk Electricity Generation Company. Zhelyabovsky, Yuri Anatolievich . . . . . . . Director, Head of Economic Planning and Financial Control Department of Business Unit No. 2 of RAO UES; Member of the Board of Directors of: TGK-6, Volzhskaya TGK and OAO GVC Energy. 183 Directors of OGK-2 The current directors were elected on June 22, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position Lisyansky, Mikhail Eduardovich. . . . . . . . Chairman of the Board of Directors; Deputy Managing Director of RAO UES (Business Unit No. 2); Chairman of the Board of Directors of Kuzbassenergo; Member of the Board of Directors of: OJSC Ural Energy Management Company, OJSC Yuzhno-Kuzbasskaya GRES, OJSC Ulyanovskenergospetsremont, OJSC Orenburgenergoremont, OJSC Orenburgenergostroyremont, LLC Managing Company KVARTS, OGK-1, OGK-4 and TGK-10. Bochka, Irina Sergeevna . . . . . . . . . . . . . . Director; Head of Division of Corporate Governance Department of RAO UES (Business Unit No. 2); Member of the Board of Directors of: OJSC Omsk Electricity Generation Company, OJSC Saratovenergo, OJSC Engineering and Analysis Center of Kuzbasstekhenergo, OJSC EPM Omskenergoremont, OJSC Kurganenergoremont, OJSC Energoheatcontrol, OJSC Altayenergotekhremont, TGK-10 and Eniseyskaya TGK. Bykhanov, Evgeny Nikolaevich . . . . . . . . Director; Deputy General Director of the Institute of Professional Directors Fund. Dunin, Oleg Valentinovich . . . . . . . . . . . . Director; Head of Projects Facilitation Department of RAO UES (Business Unit No.2); Member of the Board of Directors of: Eniseyskaya TGK, Kuzbassenergo, OJSC Karachaevo-Cherkess Hydrogeneration Company, Caskade of Nizhny-Cherek HPS, OJSC North-Ossetia Hydrogeneration Company and OJSC Kurgan Generation Company. Evseenkova Elena Vladimirovna . . . . . . Director; Deputy Head of RAO UES Department of Economic Planning and Financial Control (Business Unit No. 2); Member of the Board of Directors of: OGK-4, Kuzbassenergo, OAO Omsk Electricity Generation Company, OAO Srednevolzhskaya Interregional Managing Power Company. Filatov, Alexander Alexandrovich . . . . . . Director; Executive Director; Member of the Supervisory Board of the Independent Directors Association. Kosarev, Sergey Borisovich . . . . . . . . . . . . Director; Head of the Property Relations Regulatory Department of the Corporate Center, RAO UES; Member of the Board of Directors of: OJSC Orenburgenergo, Eniseyskaya TGK and OAO Center of Energy. Kulikov, Denis Viktorovich . . . . . . . . . . . . Director; Deputy Executive Director of the Investors Rights Association. Kuzichev, Mikhail Vasilievich . . . . . . . . . . Director; General Director. 184 Medvedeva, Elena Alexeevna . . . . . . . . . Director; Head of the Regulatory Support Department, Reform Management Center of RAO UES; Member of the Board of Directors of TGK-5 and Lenenergo. Rosenzweig, Alexander Shoilovich . . . . . Director; Executive Operations Management Director of RAO UES (Business Unit No. 2); Deputy Head of the Project Center for Presale Preparation and Disposal of Assets, RAO UES; Chairman of the Board of Directors of OAO Tumen Power Sales Company; Member of the Board of Directors of: TGK-11 and OAO Volzhskaya MRK. Directors of OGK-3 The current directors were elected on May 8, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position Bugrov, Andrey Evgenievich. . . . . . . . . . . Chairman of the Board of Directors; Managing Director of CJSC Interros Holding Company; Member of the Board of Directors of RAO UES. Basova, Yulia Vasilievna . . . . . . . . . . . . . . Deputy Chairman of the Board of Directors; Deputy General Director of Norilsk. Abramov, Evgeny Yurievich . . . . . . . . . . . Director; Head of Gas Complex, Power Complex Directorate of Norilsk; Member of the Board of Directors of: OJSC NTEK and TGK-14. Blagodyr, Ivan Valentinovich . . . . . . . . . . Director; General Director. Gabov, Andrey Vladimirovich . . . . . . . . . Director; Head of Department of Corporate Governance and Investments, Corporate Center of RAO UES; Chairman of the Board of Directors of: LLC Depository and Corporate Technologies and OJSC Zagorskaya GAES; Member of the Board of Directors of: OJSC ‘‘AEK Komienergo’’, OJSC Permenergo, OJSC Pskovenergo, SGK TGK-8, OJSC Institute of Corporate Governance, MRSK of Northern Caucasia and OAO Tverelectrosetremont. Herne, David Alexander . . . . . . . . . . . . . . Director; Managing Director of Halcyon Advisors, Member of the Board of Directors of HydroOGK, TGK-1 and TGK-2. Katasonov, Viktor Ivanovich . . . . . . . . . . . Director; General Director of OJSC Norilsk-Taimyr Energy Company. Klekovkin, Anton Igorevich . . . . . . . . . . . Director; Director for Investments of CJSC Interros Holding Company. Panina, Alexandra Gennadievna . . . . . . . Director; Head of Power Industry Participants Organization Center of RAO UES (Business Unit No. 1); Member of the Board of Directors of: OAO Mosenergosbyt, OAO Tula Sales Company and OAO Bryansk Sales Company. 185 Samarenko, Oleg Vyacheslavovich. . . . . . Director; Head of Power Complex Technical Maintenance, Directorate of Power Complex of Norilsk; Member of the Board of Directors of OAO Kolenergo. Tikhonov, Viktor Valentinovich . . . . . . . . Director; Head of Subsidiaries and Dependent Companies Division, Corporate Department of Norilsk. Directors of OGK-4 The current directors were elected on May 25, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position Makushin, Yuri Pavlovich . . . . . . . . . . . . . Chairman of the Board of Directors; Deputy Executive Director of RAO UES (Business Unit No. 2); Chairman of the Board of Directors of Eniseyskaya TGK; Member of the Board of Directors of: OJSC Ulyanovskenergo, Volzhskaya MRK, Volzhskaya TGK and OAO Institute of Corporate Governance. Evseenkova, Elena Vladimirovna. . . . . . . Director; Deputy Head of Economic Planning and Financial Control Department, RAO UES (Business Unit No. 2); Member of the Board of Directors of: OGK-2, Kuzbassenergo, OAO Omsk Electricity Generation Company and OAO Srednevolzhskaya Interregional Managing Power Company. Fedorchuk, Dmitry Vasilievich . . . . . . . . . Director; Head of Corporate Governance Department of RAO UES (Business Unit No. 2); Member of the Board of Directors of: Volzhskaya TGK and TGK-11. Kachay, Alexey Romanovich . . . . . . . . . . Director; Deputy Head of Department of Strategy, Reform Management Center of RAO UES; Member of the Board of Directors of TGK-11 and MRSK of Center. Kitashev, Andrey Vladimirovich. . . . . . . . Director; General Director; Member of the Board of Directors of AKB Strategy. Lisyansky, Mikhail Eduardovich . . . . . . . Director; Deputy Managing Director of RAO UES (Business Unit No. 2); Chairman of the Board of Directors of: OGK-2 and Kuzbassenergo; Member of the Board of Directors of: OJSC Ural Energy Management Company, OJSC Yuzhno- Kuzbasskaya GRES, OJSC Ulyanovskenergospetsremont, OJSC Orenburgenergoremont, OJSC Orenburgenergostroyremont, LLC Managing Company KVARTS, OGK-1 and TGK-10. Molchanov, Mikhail Sergeevich . . . . . . . . Director; Deputy Head of Project Facilitation Department of RAO UES (Business Unit No. 2); Member of the Board of Directors of: TGK-10 and OJSC Ural Energy Management Company. Neveinitsyn, Stanislav Vitalievich. . . . . . . Director; Deputy General Director of OJSC Mezhregionenergosbyt. 186 Ulanovskaya, Elena Nikolaevna . . . . . . . . Director; Head of Division within the Corporate Governance Department of RAO UES (Business Unit No. 2); Member of the Board of Directors of OGK-1, TGK-11 and OAO Samaraenergo; Chairman of the Board of Directors of OAO Omsk Electricity Generation Company. Vasilieva, Anna Alexandrovna . . . . . . . . . Director; Deputy Personnel Director, Corporate Center of RAO UES, Member of the Board of Directors of: SGK TGK-8, OAO Stavropolenergo, OAO GVC Energy, OAO Center of Energy and Home Energetic LLC. Yurgens, Igor Yurievich . . . . . . . . . . . . . . . Director; Chairman of the Board of Directors of Renaissance Capital. Directors of OGK-6 The current directors were elected on June 29, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position Melnikov, Dmitry Alexandrovich . . . . . . . Chairman of the Board of Directors; Executive Director of RAO UES (Business Unit No. 1); Chairman of the Board of Directors of SGK TGK-8; Member of the Board of Directors of: OJSC Volgogradenergosbyt, OJSC Energosbyt OJSC Rostovenergo, OJSC Kamchatskenergo, OJSC Sakhalinenergo, TGK-2; TGK-9, CJSC Regional Energy Service and OAO Far East Power Managing Company. Burnashev, Dmitry Alexandrovich . . . . . . Director; Head of Business Planning Department, Corporate Center of RAO UES; Member of the Board of Directors of: TGK-9, MRSK of Center, OJSC Orelenergo and Non- Commercial Ecological Organization Energy Hydrocarbon Fund. Evkharitsky, Alexander Valerievich . . . . . Director; Chief Expert of the Department for Operations and Fuel Supply of RAO UES (Business Unit No. 1); Director of: TGK-4 and OJSC Komi Energy Supply Company. Fil, Sergey Sergeevich. . . . . . . . . . . . . . . . . Director; Head of RAO UES Corporate Events Department (Business Unit No. 1); Member of the Board of Directors of: Mosenergo, TGK-4, SGK TGK-8, OJSC Sakhaenergo, OJSC Perm Energy Supply Company, OJSC Mosenergosbyt, OJSC Komi Energy Supply Company, OJSC Astrakhan Energy Supply Company and OAO Far East Energy Company. Nepsha, Valery Vasilievich. . . . . . . . . . . . . Director; Deputy General Director of the Institute of Professional Directors Fund; Member of the Board of Directors of OAO Vologdaenergo. Remes, Seppo Juha. . . . . . . . . . . . . . . . . . . Director; Member of the Board of Directors of: RAO UES, MRSK of Center and Privoljie, MRSK Volga, HydroOGK and System Operator; Chief Consultant of Finnish Fund Sitra. 187 Sanko, Valentin Mikhailovich . . . . . . . . . Director; General Director of OGK-6. Shatsky, Pavel Olegovich . . . . . . . . . . . . . . Director; Director of Power Complex Strategy, Deputy Director for Department of Strategy, Mergers and Acquisition of SUEK; Member of the Board of Directors of: OJSC Far East Generation Company, OJSC Kuzbass Energy Supply Company, OJSC Far East Energy Company, OJSC Chita Energy Supply Company, Kuzbassenergo and Eniseyskaya TGK. Sokolovsky, Mikhail Zinovievich . . . . . . . Director; Head of Legal Department of RAO UES (Business Unit No. 1); Member of the Board of Directors of: TGK-5, TGK-14, OJSC Kubanenergosbyt, OJSC Lipetsk Energy Supply Company, OJSC Kamchatskenergo and OJSC Kurskenergosbyt. Tsuranov, Igor Grigorievich. . . . . . . . . . . . Director; Executive Director and Director for Investments of RAO UES (Business Unit No. 1); Member of the Board of Directors of TGK-9. Yukhnevich, Yuri Bronislavovich . . . . . . . Director; Chief Specialist and Expert of the Capital Management Department of RAO UES; Director of: OJSC Volgogradenergo, OJSC Astrakhanenergo, OJSC Sverdlovskenergo, Moscow City Energy Grid Company and OJSC Vologdaenergo. Directors of HydroOGK The current directors were elected on June 22, 2007. Their term of office is due to expire at the 2008 annual shareholders’ meeting. Name Position Khristenko, Viktor Borisovich . . . . . . . . . Chairman of the Board of Directors; Minister of Industry and Energy of the Russian Federation; Member of the Board of Directors of: RAO UES, the FSK and the System Operator. Askinadze, Denis Arkadievich . . . . . . . . . Director; Director of Department for State Regulation of Tariffs and Infrastructure Reforms of the Ministry of Economic Development and Trade of the Russian Federation, Member of the Board of Directors of the FSK. Ayuev, Boris Ilyich . . . . . . . . . . . . . . . . . . . Director; Member of the Management Board of RAO UES, Chairman of the Management Board of the System Operator; Member of the Board of Directors of: the FSK and the System Operator. Chubais, Anatoly Borisovich. . . . . . . . . . . Director; Chairman of the Management Board of RAO UES; Member of the Board of Directors of RAO UES, the FSK and the System Operator. Herne, David Alexander . . . . . . . . . . . . . . Director; Managing Director of Halcyon Advisors; Member of the Board of Directors of: OGK-3, TGK-1 and TGK-2. Khamitov, Rustem Zakievich . . . . . . . . . . Director; Head of Federal Agency of Water Resources. 188 Medvedev, Yuri Mitrofanovich . . . . . . . . . Director; Deputy Head of Federal Agency of State Property Management; Member of the Board of Directors of the FSK. Ponomarev, Dmitry Valerievich . . . . . . . . Director; Chairman of the Management Board of NP ATS; Member of the Board of Directors of the System Operator. Rappoport, Andrey Natanovich . . . . . . . . Director; Member of the Management Board of RAO UES; Chairman of the Management Board and Director of the FSK, the System Operator and InterRAO. Remes, Seppo Juha. . . . . . . . . . . . . . . . . . . Director; Chairman of Committee, Chief Consultant of Finnish Fund Sitra; Member of the Board of Directors of: RAO UES, MRSK of Center and Privoljie, MRSK of Volga and the System Operator. Sinyugin, Vyacheslav Yurievich . . . . . . . . Director; Managing Director of RAO UES (Hydrogeneration Business Unit); Chairman of the Management Board of HydroOGK. Udaltsov, Yuri Arkadievich . . . . . . . . . . . . Director; Member of the Management Board; Head of the Reform Management Center of RAO UES; Member of the Board of Directors of: the System Operator, the FSK and Mosenergo. Urinson, Yakov Alexeevich. . . . . . . . . . . . Director; Deputy Chairman of the Management Board; Head of the Corporate Center of RAO UES; Member of the Board of Directors of OAO Russian Utility Systems; Chairman of the Supervisory Board of NP INVEL; Chairman of the Board of Directors of NPF Energy. Strategy Each OGK is uniquely situated with respect to geography and resources; thus each has its own strategy for future growth and development that takes into account its geographic location and market position. The development strategy of each of the OGKs generally aims to increase the effectiveness and profitability of the company’s assets. The anticipated liberalization of the energy markets is fundamental to these companies’ development strategies, as the current tariff regulations effectively prevent the OGKs’ facilities from significant development on an economically justifiable basis. Based on the current economic and business environment, the OGKs generally plan to use one or more of the following methods to attempt to increase shareholder value: • increasing production efficiency through modernization of equipment and enhancing performance of existing assets; • developing operational efficiency (including improving operating process efficiency, updating supervisory systems, equipment modernization and cost reduction); • commissioning of new production capacities; • improving the company’s cost structure (including by reductions in expenditures and improvements in the fuel efficiency of production assets); and • improving corporate governance. Some of the OGKs also intend to become involved in the simultaneous development of the generation and grid segments of the Russian power industry. In addition, a stated aim of HydroOGK’s strategy moving forward is the development of its energy production facilities in an ecologically friendly manner (by using Kyoto protocol methods and by introducing new international ecological standards). 189 |
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