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Unified Energy System

December 30, 2005

TGC-8 shareholders approve merger of regional generation companies with and into OAO "TGC-8"

Moscow, 30 December 2005. At the EGM of OAO "TGC-8" ("Company"), the shareholders approved the Company's reorganization through merger of OAO "Astrakhan Regional Generation Company", OAO "Volzhskaya Generation Company", OAO "Dagestan Thermal Generation Company", OAO "Rostov Generation Company", and OAO "Stavropol Heat Generation Company" with and into the Company.

The EGM also approved the Merger Agreements and an increase of the authorized capital of OAO "TGC-8" through issuance of 12 trillion additional ordinary shares, RUB0.01 par value each, to be exchanged for shares in the companies merging with and into OAO "TGC-8".

Previously, shareholders in the above regional generation companies (RGCs) had approved their companies' merger with and into TGC-8.

Shares in the generation company to be spun off from OAO "Kubanenergo" will be exchanged for additional shares in OAO "TGC-8" after OAO "Kubanenergo" is unbundled by lines of business.

Thus, OAO "TGC-8" will become the third Territorial Generation Company (the first was OAO "TGC-5", second OAO "TGC-9") to have taken, with the support of minority shareholders, all key resolutions required to create the target structure of the Company.

It is planned to complete the merger of OAO "Astrakhan Regional Generation Company", OAO "Volzhskaya Generation Company", OAO "Dagestan Thermal Generation Company", OAO "Rostov Generation Company", and OAO "Stavropol Heat Generation Company" with and into OAO "TGC-8" in Q2 2006. Floatation of TGC-8 shares on the stock market is scheduled for Q3 2006.

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* OAO "TGC-8" was registered with the state authorities on 22 March 2005 in the city of Astrakhan. At the time of establishment, the authorized capital of OAO "TGC-8" was RUB10 million and was divided into 1 billion ordinary shares. Director General of the Company is Victor Gvozdev. The Company has been in operation since 1 July 2005.

 

 

 

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