RU

Notice on making offers to purchase JSC RusHydro shares (additional issue 1-01-55038-Е-040D dated August 16, 2011, hereinafter referred to as the Shares)

Dear Subscribers,

JSC RusHydro (hereinafter referred to as the Company, Issuer) informs that from May 15, 2012, JSC RusHydro beganto accept offers to acquire JSC RusHydro shares (hereinafter referred to as the Offers), the Offer Collection Period will last until June 29, 2012 inclusive (hereinafter referred to as the Offer Collection Period).

In the meantime the Company reserves the right to prolong the Offer Collection Period.

Offering price of the Shares: RUR 1 (One) ruble65 (sixty five) kopecks.

The recommended form of the Offer is posted on the Issuer's website in the Internet http://www.eng.rushydro.ru:8080/.

The Offer shall have as attachments:

-for legal entities - notarized copies of constituent documents and documents confirming the powers of the person entitled to act on behalf of the legal entity without power of attorney;

- in case of the payment by non-monetary assets -the following documents: 1) an extract from the Unified State Register of Rights to Immovable Property and Transactions therewithregarding the rights to this property issued not earlier than 30 days before the date of submitting the Offer; 2) a statement from the Register of Holders of the Registered Securities (from depository account) regarding the number of the Subscriber's securities issued notearlier than 10 days before the date of submitting the Offer;

- the Offer may be accompanied with provision of financial guarantees ensuring execution of obligation of the person having submitted the Offer to pay for the shares if its Offer is accepted by the Issuer;

- if according to the requirements of the Russian Federation law the purchase of the shares in the quantity stipulated in the Offer by the person who submitted the Offer is performed with the prior consent of the antimonopoly body, the person who submitted the Offer shall attach a copy of the corresponding antimonopoly body consent to the Offer;

- if according to the law requirements, the purchase of the shares in the quantity stipulated in the Offer by the person who submitted the Offer is performed with the prior approval of a competent executive body
of the Subscriber (Board of Directors/ Supervisory Board, General meeting of Shareholders/ General meeting
of participants), such a person who submitted the offer shall attach a copy of the appropriate resolution
on approval of the transaction related to the purchase of the securities being placed.

The Offer shall be signed by the Subscriber (or his authorized representative with the attached original or copy of the duly executed power of attorney or another instrument confirming the powers of the representative, certified by a notary) and, for legal entities, contain an impress of a seal (if any).

The Issuer forwards a notice of acceptance (the Acceptance) of the proposal (the Offer) to the Subscribers chosen by the Issuer at its discretion among the Subscribers who submitted Offers which meet the requirements stipulated in clause 8.3.Resolutions on the Additional Issue of Securities.

A Subscription agreement shall be deemed effective upon receipt of the Issuer's notice of acceptance of the Offer by the Subscriber who submitted the Offer.

The form of share payment is monetary and non-monetary assets. The Subscriber that receives the Issuer's notice of acceptance (the acceptance) shall pay the full price of the securities purchased within 30 (thirty) days from the end of the Acceptance Circulation Period.Clause 8.6. of the Resolution on the Additional Issue of Securities, used as payment for the shares to be acquired, namely.

Details of the bank accounts for the remittance of monetary assets used for payment of the Shares:

Account holder: Open Joint-Stock Company Federal Hydro-Generating Company - RusHydro
(INN2460066195)

Full company's name: Open Joint Stock Company Sberbank of Russia

Abbreviated company's name: OJSC Sberbank of Russia

Location: Russia, 117997, Moscow, Vavilova Str., house 19

Bank details of the accounts to which the monetary assets paid for the securities shall be transferred: Current account No. 40702810400020107810

Correspondent account No. 30101810400000000225

BIC 044525225

Bank INN 7707083893

The reason for payment - acquisition of JSC RusHydro's additional shares (state registration number of additional issue 1-01-55038-Е-040D dated 16.08.11)

The list of joint stock companies' shares that may be used to pay for JSC RusHydro's shares being placed:

Joint-stock company's name

Appraisal of 1 share approved
by JSC RusHydro's Board of Directors (RUR)

JSC Boguchanskaya HPP (OGRN 1022400828119)

5,9462454973676

JSC Geoterm (OGRN 1024101023429)

13,1746031746032

JSC Zaramagskiye HPPs (OGRN 1021500822001)

0,0000129870129

JSC KamGEK (OGRN 1024101019469)

0,4461589166171

JSC Kolymaenergo (OGRN 1024900959467)

1,0208442229071

JSC Pavlodolskayahydro-powerplant

(OGRN 1041500751016)

39,3804148070360

JSC Trest Hydromontazh (OGRN 1027739318815)

11,3340717652817

JSC Ust-Srednekanskaya HPP (OGRN 1074910002310)

1,3115530454084

JSC Irkutskenergo (OGRN 1023801003313)

25,9591578793392

JSC RAO East Energy Systems (OGRN 1087760000052)

0,5199125634647

JSC DEK (OGRN 1072721001660)

0,2126298529112

JSC AK Yakutskenergo (OGRN 1021401047260)

0,6032273765104

JSC SEK (OGRN 1096501006030)

722,0602526724980

In case of payment for JSC RusHydro's shares by the shares of joint-stock companies, the Subscriber is recommended not later than 5 working days before the submission of the Offer to send to the Issuer's e-mail address ZavalkoMV@gidroogk.ru or NovgorodtsevAYu@gidroogk.ru a noticeof intention to pay for the shares being placed by non-monetary assets, so that the Issuer could be ableto give its depository an order for shares crediting to the depository account.

In case of payment for the shares being placed by non-monetary assets- with the shares of joint-stock companies specified above, expenses connected with thetransfer of securities handed over in return for the securities being placedshall be borne by the Subscriber.

The Offers shall be accepted every day, except for Saturdays, Sundays and official holidays, from 10till 17.00(Moscow time), at one the following addresses:

- 117393, Moscow, Arkhitect Vlasov street, house 51, JSC RusHydro (the Issuer);

- 119049, Moscow, Shabolovka street, house 10, bldg 2, OJSC IC EUROFINANSY (the Broker).

Postal address to send the Offers:

- 117393, Moscow,Arkhitect Vlasov street, house 51, JSC RusHydro (the Issuer);.

- 119049, Moscow, Shabolovka street, house 10, bldg 2, OJSC IC EUROFINANSY (the Broker).

Contact phone numbers:

JSC RusHydro: (495) 122-05-55 ext.1025 (Maxim Zavalko) or 2204 (Anton Novgorodtsev).

OJSC IC EUROFINANSY: (495) 644-43-14 (Sergey Losev or Michael Shapedko).


IMPORTANT ADDITIONAL INFORMATION:

1. Comprehensive legal information on terms of placement of securities in respect of which the present Invitation is made is contained in the Resolution on Additional Issue of Securities and in Prospectus of Securities the content of which is disclosed in accordance with the applicable procedure (including on Issuer's web-site www.rushydro.ru on the internet).

2. The Subscriber forwards the Offer at own discretion: either to Issuer or to Broker. Forwarding the Offer to the Issuer and forwarding the Offer to the Broker creates the same legal consequences. The Subscriber can forward the Offer personally, by mail or by courier express service.

3. Invitation to make offers to purchasean additional issue of JSC RusHydro shares is published on May 15, 2012. The last day of the Offer Collection Period is June 29, 2012 (inclusive).

4. The Issuer makes decision on satisfaction or dissatisfaction of every received Offer at own discretion. The Issuer is not obliged to carry on any negotiation with the Subscriber. The Issuer shall not disclose information on work procedure for the received Offers as well on the results of their review. The Issuer shall not inform the Subscriber on dissatisfaction of the Offer.

5. The last day of the Acceptance Period is July 02, 2012 (inclusive). The last day of the Acceptance Circulation Period is July 05, 2012 (inclusive).

6. The moment of shares payment is determined in accordance with clauses 8.3. and 8.6 of the Resolutions on the Additional Issue of Securities. The last day of the shares payment for the Subscribers who received the Issuer's notice of acceptance of the Offer (the Acceptance) is August 06, 2012 (inclusive) (this date does not depend on the date of acceptance receipt by the Subscriber). In case of failure to effect payment within 30 (thirty) days from the end of the Acceptance Circulation Period and on condition of receipt of the Issuer's notice of acceptance of the Offer by the Subscriber, the Issuer shall unilaterally cancel the agreement and refuse to transfer shares without any additional notice to the Subscriber and without Issuer being obliged to carry on any negotiation with the Subscriber.

7. In case of absence the personal account of the potential Subscriber of the shares in the Issuer's Register of Shareholders (depository account with the nominal holder being able to accept the Issuer's shares credited for the Subscriber), the potential Subscriber shall provide opening of the stated personal account or depository account within the Offer Collection Period (before submission of the Offer). In the absence of the information on the stated personal account or depositary account in the Offer the Issuer shall be unable to form a subscription agreement and to transfer the shares to the Subscriber on the basis of such an agreement.

8. Please note that in accordance with clause 5 Article 44 of the Federal Law On Joint Stock Companies the person registered in the register of company's shareholders is obliged to inform the keeper of register of company's shareholders on amendment of its details (surname, name, patronymic, passport particulars, year and date of birth; place of residence (registration) sample of authorized signature of securities holder, other details provided by clause 3.4.1. Regulations of maintaining Registers of Holders of Personal Securities (approved by the Order of the Federal Commission for Securities of the Russian Federation October 2, 1997 No. 27)). If the details of the shareholder undergone changes or if the questioner of the registered person is not available in the register, or if the registrar has no necessary set of documents of the legal entity, than such shareholder shall provide to Open Joint Stock Company Registrator R.O.S.T. (or to one of the branches of OJSC Registrator R.O.S.T.) in order provided by the applicable normative acts, the information about the amendment of its data and (or) the missing documents.

9. The Issuer shall effect placement of securities for the Offers being accepted by the Issuer on condition of appropriate payment of securities by the potential Subscribers not later than August 13.08.2012. The term of securities being transferred to the ownership of the persons who are depositors of the nominee holders of the Issuer's shares is determined by the agreements between such persons and the corresponding nominee holders.

10. Carve-out of shares over the counter shall be possible after state registration of the report on the additional issue results (approximately - September 2012), carve-out of shares on the stock exchange shall be possible after carrying out listing procedure (approximately - October 2012) or joining this issue of securities with the issue of securities of the Issuer being listed at the moment of publication of the present Invitation (annulment of the issue unique code is performed within 14 days after the expiration of 3 month period from the date of the state registration of the report on results of the securities issue). The listing of the securities in respect of which the present Invitation is made is not unconditioned obligation of the Issuer and (or) of the securities market (exchange). Should for some reason or other the listing of the additional issue of shares in respect of which the present Invitation is made is not performed the exchange transactions with the shares of this additional issue shall be possible after joining of the issues of securities in accordance with the procedure specified in this clause.