Appendices

Opinion of the Audit Commission

INTERNAL AUDIT COMMISSION
Minutes #27 dated 30 June 2010
Elected by the resolution of the general meeting of shareholders

INTERNAL AUDIT COMMISSION’S OPINION
Based on the results of the inspection of the financial and economic activities of JSC “Lenenergo” for the year 2010

15 April 2011

Moscow

INFORMATION ON THE COMPANY

Full name: Joint-Stock Company of Power Industry and Electrification «Lenenergo»
Legal address: 196247, Saint Petersburg, Constitution Square, 1
Postal address: 196247, Saint Petersburg, Constitution Square, 1
State registration (PSRN, date) 1027809170300
Branches and isolated divisions with a separate balance sheet The Company structure incorporates 10 branches
Executive Administration
(initials, position, date of taking office) of all in the reporting period and events after the reporting date
General Director A.V. Sorochinsky
Chief Accountant
(initials, position, date of taking office) of all in the reporting period and events after the reporting date
G.V. Kuznetsova

INFORMATION ON THE MEMBERSHIP OF THE INTERNAL AUDIT COMMISSION

Chairman of the Internal Audit CommissionI.A. Alimuradova
Secretary of the Internal Audit CommissionL.D. Kormushkina
Members of the Internal Audit CommissionG.I. Meshalova
D.L. Gurianov
V.N. Arkhipov

INFORMATION ON THE AUDITOR

Full name of the organization:HLB Vneshaudit Closed Joint Stock Company
Legal address (seat):109180, Moscow, Bolshaya Yakimanka Street, 25-27/2
Postal address: 123610, Moscow, Krasnopresnenskaya Embankment, 12, entrance 3, office 701
State registration (PSRN, date)1027739314448
Membership in SRO (self-regulated organizations), date of joining, name of the self-regulated auditing association Noncommercial Partnership “Institute of Professional Auditors” # 10202000095
Minutes of the annual general meeting of shareholders (which approved the auditor for confirmation of the accounting (financial) reports)#27 dated 30 June 2010
Auditor’s OpinionUnconditional
The persons, who signed the auditor’s opinion (initials, certificate of the auditor, membership in SRO)L.M. Mitrofanov, certificate #K010089 dated 25 December 1997, number in the register of SRO #20402002484

I. ANALYTICAL PART

The inspection was held according to
Federal Law “On Joint-Stock Companies”;
Company Charter;
Regulation on the Internal Audit Commission;
Resolution of the annual general meeting of shareholders on election of the Internal Audit Commission (minutes #27 dated 30 June 2010);
Resolution of the Internal Audit Commission on approval of this Opinion (minutes #4 dated 15 April 2011).

Other normative documents and resolutions of the Company authorized bodies.

Goal of the inspection: confirmation of trustworthiness of the accounting (financial) reports and annual report of JSC “Lenenergo” (hereinafter referred to as the “Company”) for the year 2010, hereinafter referred to as the “Reports”. Trustworthiness in all material aspects is understood as the degree of accurateness of the data contained in the Reports, which allows the users of these reports to draw correct conclusions in respect of the results of the economic activities, financial and property position of the Company and take sound decisions based on these conclusions.

Target: accounting (financial) reports, annual report, compliance of conducting financial and economic activities in the Company with the current laws and internal local normative acts.

This Opinion is an official publicly published document intended for attention of shareholders, investors and other interested persons.

We have held the inspection in compliance with the following:

  • Federal Law #129-FZ “On Accounting” dated 21 November 1996;
  • Order #34n of the RF Ministry of Finance “On Approval of the Regulation on Maintenance of Accounting Records in the Russian Federation” dated 29 July 1998;
  • Order #67n of the RF Ministry of Finance “On Forms of Accounting Reports of Organizations” dated 22 July 2003;
  • Other legal and internal local acts.

The responsibility for compliance with the Russian Federation laws in the process of completion of financial and economic operations is undertaken by the executive administration of the Company.

The inspection was planned and held so that to obtain the reasonable confidence in the fact that the annual report and accounting (financial) reports for the year 2009, hereinafter together referred to as the “Reports”, do not contain material misrepresentations.

The inspection was planned on a test basis and included examination of the proofs on a test basis, which confirm the value and disclosure of the information in the Reports, namely on the Company financial and economic activities, assessment of the principles and methods of accounting records maintenance, rules of preparation of the Reports, determination of the material estimated values.

When holding the inspection, we have considered observation by the Company of the Russian Federation laws. We have checked compliance of a number of the financial and economic operations completed by the Company with the laws solely in order to obtain the reasonable and sufficient confidence in the fact that the Reports do not contain material misrepresentations.

We have determined the level of materiality (the level of the aggregate allowed mistake of misrepresentation of the reporting indices) during the Inspection. The materiality is understood by us as the property of the information disclosed in the annual statements and report to influence the decisions made by the users of thee Reports. The level of allowed mistake is understood by us as a criterion for confirmation of the Company Reports trustworthiness.

The level of materiality has been defined by us to equal RUR 2,000 million.

The inspected period:

We have held the Inspection of the Reports attached to the Opinion for the period:
1) Reporting period:
from 1 January 2010 through 31 December 2010 within the framework of the financial and economic activities for the year 2010.
2) Events after the reporting date:
From 1 January 2011 through 8 April 2011
We have dated the Opinion with the date of the last day of the Inspection.

The Reports have been drawn up in compliance with the legislative and normative acts of the Russian Federation (RAS – Russian Accounting Standards) and internal normative local acts of the Company.

Structure of the Company Reports confirmed by the Internal Audit Commission:

# of formName of the reporting formDate of signing by the headNumber of sheets in the document
#1Balance Sheet (a consolidated one in respect of all of the Company’s isolated divisions)28 February 20112
#2Profit and Loss Statement (a consolidated one in respect of all of the Company’s isolated divisions)28 February 20112
#3Statement of Changes in Equity28 February 20113
#4Cash Flow Statement28 February 20112
#5Appendix to the Balance Sheet28 February 20114
Explanatory Note (a consolidated one in respect of all of the Company’s isolated divisions)28 February 201145
Auditor’s Opinion in respect of the accounting (financial) reports of JSC “Lenenergo” for 201028 February 20112
Annual Report (a consolidated one in respect of all of the Company’s isolated divisions, which contains information on the subsidiaries and dependent companies)245

We consider that the performed Inspection provides sufficient bases for expressing our opinion on trustworthiness of the Company Reports.

II. FINAL PART

In our opinion, the Company 2010 Reports attached hereto express the Company financial position and financial and economic performance for the period 1 January 2010 through 31 December 2010 inclusive reliably in all material aspects. The Reports have been formed in accordance with the requirements of the Russian Federation laws in respect of preparation of accounting (financial) reports, in respect of holding of audit and delivery of the auditor’s opinion, as well as in accordance with the internal local acts as regards composition of the Company annual report.

Special opinion

No special opinion of the Members of the Internal Audit Commission, which is different from that specified in the final part of the Opinion, is available.

Approved by Minutes #4 of the Internal Audit Commission dated 15 April 2011.

Chairman of the Internal Audit Commission   I.A. Alimuradova

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