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RUSSIAN DIRECT INVESTMENT FUND (RDIF) Swedish – Russian Investment Forum

RUSSIAN DIRECT INVESTMENT FUND (RDIF) Swedish – Russian Investment Forum. 17 th November 2011. Russia is a Powerful Global Economy…. P age 1. Fueled by Fundamental Growth Drivers…. ,%. P age 2. …And Positioned Well For The Future. P age 3. Russian Direct Investment Fund (RDIF).

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RUSSIAN DIRECT INVESTMENT FUND (RDIF) Swedish – Russian Investment Forum

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  1. RUSSIAN DIRECT INVESTMENT FUND (RDIF)Swedish – RussianInvestment Forum 17th November 2011

  2. Russia is a Powerful Global Economy… Page 1

  3. Fueled by Fundamental Growth Drivers… ,% Page 2

  4. …And Positioned Well For The Future Page 3

  5. Russian Direct Investment Fund (RDIF) • To become catalyst for attracting direct investments, talent and technologies into the Russian economy by carrying out profitable investments • Attracting foreign direct investments into the Russian economy • Carrying out profitable investments • PredominantlyRussian Federation • Foreign investments not to exceed 20% of the Fund • Investments in foreign companies must be approved by 75% of votes of the Investment Committee / Supervisory Board… • …and only subject to (а) providing access to breakthrough technologies in priority innovation and modernization sectors, or (b) having strategic importance within the CIS • Focus is on private equity investments, in addition to (а) influential or controlling stakes in public companies, and (b) equity-linked credit instruments (e.g., convertible, mezzanine) • RDIF is structured as a private equity fund • Investment IRR target is at least 20% Fund mission Fund objectives Investment geography Investment structure Page 4

  6. RDIF Key Investment Criteria • RDIFcan invest only with a co-investor or a group of co-investors in the ratio of not less than 1:1 co-investor / RDIF • Co-investor must have at least $1 billion of assets under management, or have market capitalization of at least$1 billion, or annual turnover of at least$1 billion andEBITDA of at least$150 million* • Minimum deal size -$50 million equity investment in one project • Maximum deal size - $500 million equity investment in one project, unless approved by 75% of the votes of the Investment Committee / Supervisory Board • Ownership in the company of less than49%; in typical transactions RDIF ownership will not exceed 25%+1 • The Fund will target significant influence and/or joint control with its co-investors • Expected exit in 5-7 years Mandatory co-investment Size of investment Ownership Investment horizon * According to the latest audited financial statements Co-investment is a enabling mechanism, which aims to (а) maximize the quality of RDIF investments and(b) attract foreign direct investments into the Russian economy Page 5

  7. RDIF Structure and Management Key development and international trade bank, chaired by Prime Minister Vladimir Putin International Auditor ИНВЕСТОРЫ (Limited Partners) audit ИНВЕСТОРЫ (Limited Partners) International Advisory Board PORTFOLIO COMPANIES 100% ownership sole investor advice • Three levels of governance: • STRATEGIC: Supervisory Board • Investment strategy • Rules and procedures • Approval of large transactions • Approval of transactions, for which special permit was requested by Investment Committee • INVESTMENT: Investment Committee • Approval of investment transactions • OPERATIONAL: Chief Executive Officer and Executive Board • Management team should possess significant investment experience • Day-to-day guidance of origination, assessment, structuring and execution • Hiring and management of investment team • Preparation of recommendations for Supervisory Board and Investment Committee RDIF MANAGEMENT COMPANY Russian Direct Investment Fund (RDIF) CEMF Management Agreement Stakes in projects Stakes in projects Financial and Strategic Investors Page 6

  8. RDIF World Class International Advisory Board LEON BLACK Chairman and CEO Apollo Global Management ($72B) LOU JIWEI Chairman and CEO China Investment Corporation (*Assets under management $410B) BADER MOHAMMAD AL-SA’AD Managing Director Kuwait Investment Authority ($296B) DAVID BONDERMAN Managing Partner TPG ($48B) CHONG-SUK CHOI Chairman and CEO Korea Investment Corporation ($37B) MARTIN HALUSA CEO Apax Partners ($40B) STEPHEN SCHWARZMAN Chairman and CEO Blackstone Group ($129B) JOSEPH SCHULL Head of European operations Warburg Pincus ($35B) RICHARD DALEY Distinguished senior fellow, the Harris School of Public Policy, University of Chicago; Mayor of Chicago from 1989 to 2011 KURT BJORKLUND Co-managing Partner Permira ($28B) Page7

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