On January 23 2009 meeting of the Board of Directors of JSC "Rushydro" took place.

The agenda included election of Committee on strategy, election of Committee on investments, revision of investment program of the Company for the year 2008 and investment program for 2009, report on charitable activity of the Company 2008 for the year, on approval of transactions, on determining Company position.

The Board of Directors of JSC RusHydro approves the Strategy Committee under the Board of Directors of the Company

On 23 January, 2009, a meeting was held of the Board of Directors of JSC RusHydro. By resolution of the Board of Directors, the Strategy Committee under the Board of Directors was elected, consisting of 10 members:

1. Vyacheslav Yurievich Sinyugin,  Deputy Minister for Energy of the Russian Federation

2. Maria Gennadievna Tikhonova,  Head of the Section for Corporate Governance and Economic Expert Examination of the Department of the Ministry of Energy of Russia

3. Evgeniy Yurievich Krylov,  Head of the Department for Fuel, Energy and Coal Industry of the Rosimushchestvo Administration

4. Valentin Efimovich Mezhevich,  Member of the Council of the Federation of the Federal Assembly of the Russian Federation, Senior Vice-Chairman of the Natural Monopolies Commission of the Council of the Federation

5. Vsevolod Valerianovich Gavrilov,  Head of the Directorate for project management in the sphere of energy-saving and natural resource use of Sberbank of Russia

6. Sergei Sergeevich Beloborodov,  Member of the Board of Directors of JSC RusHydro

7. Eduard Petrovich Volkov,  Member of the Board of Directors of JSC RusHydro

8. Viktor Ivanovich Danilov-Danilyan,  Member of the Board of Directors of JSC RusHydro

9. Vasiliy Alexandrovich Zubakin,  Member of the Board of Directors of JSC RusHydro,Acting Chairman of the Management Board of JSC RusHydro

10. Oleg Borisovich Oksuzyan,  Member of the Management Board of JSC RusHydro

Vyacheslav Sinyugin, Deputy Minister for Power of the Russian Federation, was elected Chairman of the Strategy Committee under the Board of Directors of the Company.

The Strategy Committee under the Board of Directors of JSC RusHydro was set up in 2005 by resolution of the Board of Directors of JSC RusHydro (Minutes dated 29 march, 2005 No. 4 and dated 25 April, 2005 No. 5).

The new members of the Board of Directors were elected by the Extraordinary General Meeting of Shareholders of JSC RusHydro on 27 December, 2008.

The Board of Directors of JSC RusHydro approves the Investment Committee under the Board of Directors of the Company

23 January, 2009, by resolution of the Board of Directors of ÎŔÎ RusHydro, the Investment Committee under the Board of Directors was elected, consisting of 7 members:

1. Andrei Vladimirovich Sharonov, Member of the Board of Directors of JSC RusHydro

2. Vasily Gennadievich Sapozhnikov, Vice-President, Moscow Representative office of OTKRYTIYE FINANCE (CYPRESS) LLC

3. Matvei Vladimirovich Taits, Senior analyst of the research department of Uralsib Capital

4. Victor Yurievich Lebedev, Head, Department of regulation and pricing control, infrastructure reform energy efficiency of the Ministry for Economic Development of the Russian Federation

5. Dmitriy Alexandrovich Kozlov, Deputy Director of the Department for Development and Investment Policy of the Fuel and Energy Complex of the Ministry for Energy of the Russian Federation

6. Elena Valentinovna Pomchalova, Head of the Administration for Pricing Regulation and Control in the electric power industry of the Federal Tariff Service

7. Vasiliy Alexandrovich Zubakin, Member of the Board of Directors of JSC RusHydro, Acting Chairman of the Management Board of JSC RusHydro

Andrei Sharonov, Member of the Board of Directors of JSC RusHydro, was elected Chairman of the Investment Committee under the Board of Directors of the Company.

The new members of the Board of Directors were elected by the Extraordinary General Meeting of Shareholders of JSC RusHydro on 27 December, 2008.

The Board of Directors of JSC RusHydro adopts a resolution to adjust the Investment Programme of the Company for 2008

On 23 January, 2009, a resolution of the Board of Directors of JSC RusHydro approved the adjusted Investment Programme of JSC RusHydro for 2008.

On 19 May, 2008, the Board of Directors of the Company approved the Investment Programme for 2008 in the amount of 78,145 million roubles.

In connection with the unfavourable situation that took shape on the financial markets, the forecast funds to be received from the sources of financing for the Investment Programme for 2008 were reduced by 22,627 million roubles to 55,518 million roubles.

The adjusted Investment Programme of JSC RusHydro for 2008 envisages commissioning of 325 MW of generating capacity, which is 86 MW less than originally planned.

The following factors are responsible for the changed capacity introduction schedule for 2008:

- the programme for technical rehabilitation and modernization: the increase in the installed capacity of the Zhigulevskaya HPP by 5 MW two months earlier than originally planned (for 1 January, 2009);

- Zaramagskiye HPPs: deferral of the start-up of the Golovnaya HPP (15 MW) to 2009 due to suspension of construction of the power station from March to May 2008 in connection with a land-slide danger in the region and to suspension of works to fulfil a complex of measures for preparing the reservoir bed for inundation due to troops and military equipment redeployment in the reservoir inundation zone due to active phase of the armed conflict between Georgia and South Ossetia;

- Kashkhatau HPP: deferral of the Kashkhatau HPP (65 MW) commissioning to 2009 in connection with 8-12 month-delays in design, manufacture and supply by the manufacturing companies (JSC Tyazhmash and JSC ELSIB) of the basic hydro-turbine and generating equipment and in connection with the extended time for building the Kashkhatau HPP derivation tunnel by 12 months;

- small HPPs: deferral of the start-up of the Uchkulanskaya SHPP, Fiagdonskaya SHPP and the SHPP on the River Bolshoi Zelenchuk (with a total capacity of 10 MW) in connection with delayed manufacture and delivery of the basic hydro-power equipment by the manufacturers.

The Board of Directors of JSC RusHydro approves the Investment Programme of the Company for 2009

A resolution of the Board of Directors of JSC RusHydro has approved the Investment Programme of the Company for 2009, envisaging commissioning of 145 MW of generating capacity.

The Investment Programme for the year was approved in the amount of 79,578 million roubles. These funds will be allocated as follows:

1. Technical rehabilitationn and modernization projects on all existing HPPs of JSC RusHydro - 13,212 million roubles.

2. Facilities under construction - 64,608 million roubles. This section includes investments in completion of construction projects (Bureiskaya HPP, Ust-Srednekanskaya HPP, BEMO, Zaramagskiye HPPs, Kashkhatau HPP, Irganaiskaya HPP, Shore spillway of the Sayano-Shushenskaya HPP) and new construction projects (Zagorskaya PSPP-2, Gotsatlinskaya HPP).

3. Proposed construction projects - 238 million roubles. This section includes facilities construction of which shall be decided on the basis of the design results and subject to finance structuring to bring yield figures in line with the requirements of JSC RusHydro (South Yakutia HGC, Nizhne-Bureiskaya HPP), as well as Zelenchukskaya HPP-PSPP.

4. Renewable Energy Source projects - 417 million roubles. This section includes small HPPs (with a capacity of up to 25 MW), tidal, wind and geothermal energy projects. Construction of these projects will be financed on the condition that budget funds are allocated.

5. Planned facilities - 391 million roubles. This section includes a set of facilities the construction of which is to be decided on the basis of the design results.

6. Other facilities (including assets acquisition) - 713 million roubles. This section envisages completion of the Sayano-Shushenskaya HPP and investment in engineering SDCs. In addition, the purchase of engineering assets is anticipated should additional funds be received.

Financing of the JSC RusHydro Investment Programme in 2009 is expected from the following sources:

1. Profits, including centralized investment component;

2. Depreciation;

3. Funds received from sale of additional shares in JSC RusHydro by the Russian Federation;

4. Budget financing of the Ust-Srednekanskaya HPP completion;

5. Revenues from the sale of shares in ÎŔÎ RAO UES of Russia;

6. Outside investments (UC RUSAL, the BEMO project);

7. Other sources.

The Board of Directors adopted the resolution to approve, in general, the Investment Programme and to permit the Management Board of the Company to finance investment activities during the 1st quarter of 2009 in the amount of 14 billion roubles.

The Board of Directors of JSC RusHydro hears the report on the Company’s charitable works for 2008

On 23 January, 2009, a meeting was held of the Board of Directors of JSC RusHydro. The Board of Directors took note of the report on the charitable works of the Company for 2008.

Governed by the Concept for the charitable and sponsorship activities in 2007 and the Regulations on the charitable and sponsorship activities of JSC RusHydro approved in 2007, in 2008 the Company continued its activities aimed at strengthening its reputation as a company with a high level of social responsibility and making a major contribution to the economic and social development of the regions in which it maintains a presence.

In addition to fulfilling its traditional obligations in the given regions, proceeding from their needs for socialisation and occupational orientation of the children brought up in children's homes and socially vulnerable families, as well as of the young people in general of these regions, in the 3rd quarter of 2008, JSC RusHydro launched implementation of the Long-term comprehensive charitable programme entitled "Sail of Hope".

In 2008, within the scope of implementation of the programme, charitable aid was provided in the regions in which the Company maintains a presence to over 10 children's homes and boarding schools, 20 schools, grammar schools and children's preschool establishments, 10 centres for rehabilitation of children and adolescents, 20 sports organisations for children and young people, higher and secondary specialised educational institutions, and public organisations working with children and adolescents.

The charitable programme also includes a number of educational projects brought together under the Hydroacademy programme and designed to reveal and support talented school pupils, students and young scientists demonstrating an inclination towards professional activity in the sphere of hydro-power. In October, 2008, the first of these projects - a competition of student works in the sphere of hydro-power and renewable energy sources entitled "The energy of development - 2009" (https://rushydro.ru/company/parus/contest) was launched in pilot format in six industry-orientated higher educational establishments in the Company's regions of activity.

The total sum spent for charitable purposes by JSC RusHydro (including its branches) during 2008 amounted to 120 719 557.63 roubles.

The Board of Directors of JSC RusHydro approves a transaction with JSC Krasnoyarskenergosbyt

On 23 January, 2009 a meeting of the Board of Directors of JSC RusHydro was held.

The Board of Directors approved conclusion of an over-the-counter free bilateral sale and purchase agreement for electric power and capacity between JSC RusHydro and JSC Krasnoyarskenergosbyt in relation to a group of output points of the Sayano-Shushenskaya HPP and in relation to a group of output points of the Mainskaya HPP.

Conclusion of this transaction will make it possible to cut the cost of capacity for end users in the area covered by JSC Krasnoyarskenergosbyt as the guaranteeing supplier on the Krasnoyarsk Territory and, at the same time, allow JSC RusHydro to receive additional revenues from selling capacity at a rate higher than the tariff set for 2009 by the Federal Tariff Service of Russia.

JSC Krasnoyarskenergosbyt is a subsidiary company of JSC Energy Sales Company RusHydro. In this context, conclusion of the over-the-counter free bilateral sale and purchase agreement for electric power and capacity between JSC RusHydro and JSC Krasnoyarskenergosbyt is an interested-party transaction.

The Board of Directors of JSC RusHydro approves conclusion of a sale and purchase agreement for additional shares of JSC RusHydro

On 23 January, 2009 a meeting of the Board of Directors of JSC RusHydro was held.

The Board of Directors approved the possibility of concluding a sale and purchase agreement for additional shares of JSC RusHydro (by open subscription) between JSC RusHydro and the Russian Federation (represented by authorised state agencies), being an interested-party transaction.

The JSC RusHydro shares of the additional issue registered by the Federal Service on the Financial Markets of Russia on 02 December, 2008 that may be placed by the transaction number in total 3,998,000,000. The shares may be placed at the placement price, set in advance, of 1 rouble per additional share (which corresponds to the placement price for shareholders enjoying preemptive purchase rights).

Russian Federation is assumed to contribute part of the funds envisaged by the Federal budget for 2009 in payment for the shares.

In setting the parameters for the additional share issue, the rights of the Company's minority shareholders were observed. As a result, the shareholders in JSC RusHydro (as of 08 October, 2008) obtained an opportunity to acquire additional shares within the scope of exercising their preemptive rights.

The placement of the additional shares is to terminate on 20 February, 2009. The remaining sum of budget allocations for 2009 will be contributed during the subsequent additional shares issue envisaged by resolution of the General Meeting of JSC RusHydro Shareholders dated 17 November, 2008 (state registration of the Resolution on the additional securities issue and the Securities Prospectus is planned for the 2nd quarter of 2009).