Schedule of corporate activities in split-off from RAO UES of Russia
| ¹ | Activity | Date |
|---|---|---|
| 1 | General shareholders meeting of TGC-7 with the following agenda:
1. Reorganization of Volga TGC by way of merger with OJSC Volga TGC Holding, and approval of the Merger Agreement. 2. Increase of the Volga TGC authorized capital in term of additional shares distribution by means of conversion of the merging company’s shares into them. 3. Approval of Agreement on power provision to electric power wholesale market that is the interested party transaction. |
20.11.2007 |
| 2 | Start of reception of shareholders’ requests on repurchase of TGC-7 shares in their possession | 20.11.2007 |
| 3 | Preparation of TGC-7 documents for Federal Antimonopoly service of Russia to obtain the sanction for TGC-7 reorganization by way of merger with OJSC Volga TGC Holding | 20.11.2007 |
| 4 | Information disclosure in the form of notification on information that can significantly influence the price of the joint-stock company securities (introduction of the Company securities in the list of securities admitted to trading on the securities market) | Äî 10:00 21.11.2007 |
| 5 | Calculation of amount necessary for satisfaction of requests of the shareholders and creditors. Creation of fund of necessary cash assets. | 30.11.2007 |
| 6 | Summing up the extraordinary general shareholders meeting of TGC-7 results: reception of tabulation committee’s minutes on the voting results from OJSC “CMD” and preparation of the minutes of the meeting | 05.12.2007 |
| 7 | Information disclosure in the form of notification on material facts (decisions of general meetings; stages of issuing procedure – decision on reorganization) | 06.12.2007 |
| 8 | Notification of Federal Tax Service of decision on TGC-7 reorganization by way of merger with OJSC Volga TGC Holding (without enclosing the notarized copy of minutes of the extraordinary general shareholders meeting, where the decision on reorganization has been made) | 07.12.2007 |
| 9 | Publication of report on voting results in “Rossiyskaya Gazeta” newspaper and on official internet site of TGC-7 | Not later than in 10 days from the date of the minutes drawing up |
| 10 | Notification of Federal Tax Service of decision on TGC-7 reorganization by way of merger with OJSC Volga TGC Holding (with enclosing the notarized copy of minutes of the extraordinary general shareholders meeting, where the decision on reorganization has been made) | 10.12.2007 |
| 11 | Preparation and submission of documents to Federal Service for Financial Markets for state registration of additional issue and prospectus of securities, acquisition of FSFM sanction for distribution and/or circulation of TGC-7 securities outside the Russian Federation | 27.12.2007 |
| 12 | Written notification and publication of information on decision made by the extraordinary general shareholders meeting in “Herald of state Registration” | Not later than on 20.12.2007 (from 20.11.2007 to 20.12.2007) |
| 13 | End of creditors’ claims reception on early termination of the Company’s liabilities and losses compensation. | 28.12.2007 |
| 14 | End of submission of TGC-7 shareholders’ requests on repurchase of their shares. | 09.01.2008 |
| 15 | Meeting of Board of Directors of TGC-7 with the following agenda:Adoption of report on results of TGC-7 shareholders’ claims submission on repurchase of their shares | 14.01.2008 |
| 16 | Payment of creditors’ due claims on early termination or fulfillment of the Company’s liabilities and compensation of their losses. | 14.01.2008 |
| 17 | Paying up of shares, submitted by TGC-7 shareholders for repurchase, completion of settlements with the shareholders | 15.01.2008 |
| 18 | Forwarding of documents, necessary for ownership for repurchased shares transfer, to CMD | 18.01.2008 |
| 19 | Information disclosure in the form of notification on material facts (terms of issuer’s performance of obligations on shares repurchase) | 10:00 19.01.2008 |
| 20 | Making an entry in the TGC-7 shareholders’ register on ownership for repurchased shares ownership transfer to TGC-7 | 21.01.2008 |
| 21 | Obtaining of FSFM sanction for distribution and/or circulation of TGC-7 securities outside the Russian Federation in the form of depositary receipts (GDR program launch) | 31.01.2008 |
| 22 | Disclosure of information on data, that can influence significantly the price of the joint-stock company securities, - information on FSFM of Russia sanction for distribution and/or circulation of TGC-7 securities outside the Russian Federation | |
| 23 | Conclusion of Deposit Agreement | 31.01.2008 |
| 24 | Obtaining of Russian Federal Antimonopoly Service approval for TGC-7 reorganization by way of merger with OJSC Volga TGC Holding | 29.02.2008 |
| 25 | Conclusion of agreements on information exchange and joint responsibility | 29.02.2008 |
| 26 | Conclusion of quadripartite agreement between Public JSC RAO “UES of Russia”, Poblic JSC “Volga TGC Holding”, Public JSC “Volga TGC” and Public JSC “CMD” | 29.02.2008 |
| 27 | Meeting of the Board of Volga TGC with the following agenda: approval of decisions on additional securities issue and prospectus of securities (in the course of reorganization). | 27.03.2008 |
| 28 | Preparation of Minutes of the TGC-7 Board meeting | 29.03.2008 |
| 29 | Information disclosure in the form of notification on material facts (stages of issuing procedure – approval of decision on additional securities issue) | 29.03.2008 |
| 30 | Preparation and submission of documents to FCFM for state registration of additional securities issue and prospectus of securities (in the course of reorganization) | 29.03.2008 |
| 31 | Additional securities issues and prospectus of TGC-7 securities, distributed in the course of reorganization, registration by FCFM | 29.04.2008 |
| 32 | Information disclosure in the form of notification on material facts (stages of issuing procedure – state registration of additional securities issue), publication of registered decision on securities issue and prospectus of securities at TGC-7 internet site | 29.04.2008 |
| 33 | Submission of documents to the registering authority for making an entry on Volga TGC Holding discontinuation of activity as a result of reorganization by way of merger with TGC-7 in the Unified State Register of Legal Entities | 23.06.2008 |
| 34 | Forwarding of documents to CMD, RTS and MICEX stock exchanges and nominal holders on submission of documents to the registering authority on Volga TGC Holding discontinuation of activity as a result of reorganization by way of merger with TGC-7 | 23.06.2008 |
| 35 | Disclosure of information on data that can influence significantly the price of the joint - stock company securities –sending an application for making an entry in the Unified State Register of Legal Entities on reorganization and/or discontinuation of activity of the joint-stock company. | 23.06.2008 |
| 36 | Making an entry in the Unified State Register of Legal Entities on discontinuation of activity of Public JSC “Volga TGC Holding” as a result of reorganization by way of merger with TGC-7 | |
| 37 | Obtaining the certificate of registering authority on state registration of discontinuation of activity of Public JSC “Volga TGC Holding” as a result of reorganization by way of merger with TGC-7 | 30.06.2008 |
| 38 | Forwarding of documents to CMD, RTS and MICEX stock exchanges and nominal holders a letter on state registration of discontinuation of activity of Public JSC “Volga TGC Holding” by way of merger with TGC-7 | 30.06.2008 |
| 39 | Information disclosure in the form of notification on material facts – reorganization of the issuer, its subsidiaries and affiliates | 30.06.2008 |
| 40 | Performing conversion of ordinary and preference shares of Public JSC “Volga TGC Holding” into ordinary shares of TGC-7 (as on 30.06.2008) by the registrar of TGC-7 | 07.07.2008 |
| 41 | Meeting of the Board of TGC -7 on approval of the reports on additional securities issues results (in the course of reorganization) | 11.07.2008 |
| 42 | Preparation of Minutes of the TGC-7 Board meeting | 15.07.2008 |
| 43 | Submission of reports on results of TGC-7 additional securities issues to FCFM of Russia | 21.07.2008 |
| 44 | Acceptance of primary documentation and conversion of rights and liabilities, including signing of fixed assets transfer and acceptance act | Aug.08 |
| 45 | State registration of reports on results of TGC-7 additional securities issues (in the course of reorganization) by FCFM of Russia | 05.08.2008 |
| 46 | Information disclosure in the form of notification on material facts – state registration of reports on results of TGC-7 additional securities issues | 05.08.2008 |
| 47 | Submission of documents for state registration of TGC-7 Charter amendments (increase of authorized capital and distributed shares quantity, reduction of authorized shares quantity) | 12.08.2008 |
| 48 | State registration of TGC-7 Charter amendments (increase of authorized capital and distributed shares quantity, reduction of authorized shares quantity) | 19.08.2008 |
| 49 | Publication of TGC-7 Charter amendments at TGC-7 internet site | 22.08.2008 |
