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Energia

S.P. Korolev Rocket and Space Corporation
















Financial

Statements


OF THE OPEN JOINT STOCK COMPANY

S.P. KOROLEV ROCKET AND SPACE CORPORATION

ENERGIA

for 2011 and 2010
























Korolev



CONTENTS
|FINANCIAL STATEMENTS FOR 2011.................. |3-67 |
|FINANCIAL STATEMENTS....................... |4 |
|BALANCE SHEET........................... |6 |
|INCOME STATEMENT......................... |13 |
|STATEMENT OF CHANGES IN EQUITY................ |15 |
|CASH FLOW STATEMENT...................... |18 |
|EXPLANATORY NOTES TO THE BALANCE SHEET AND INCOME |21 |
|STATEMENT............................ | |
|ATTACHMENTS TO THE BALANCE SHEET............... |35 |
|AUDITOR'S REPORT......................... |62 |
|OPINION OF THE INTERNAL AUDIT COMMISSION............. |66 |
| | |
|FINANCIAL STATEMENTS FOR 2010.................. |68-118 |
|BALANCE SHEET........................... |69 |
|INCOME STATEMENT......................... |74 |
|STATEMENT OF CHANGES IN EQUITY................ |77 |
|CASH FLOW STATEMENT...................... |83 |
|ATTACHMENT TO THE BALANCE SHEET................. |85 |
|EXPLANATORY NOTE......................... |92 |
|AUDITOR'S REPORT......................... |115 |
|OPINION OF THE INTERNAL AUDIT COMMISSION............. |118 |


The financial statements are provided for two years (the reporting
year and the previous year) in accordance with clause 9 of the Resolution
of the Government of the Russian Federation dated December 31, 2010, and
constitute an attachment to chapter 9 of the Annual Report of OJSC RSC
Energia for 2011.





























Financial

Statements

OF THE OPEN JOINT STOCK COMPANY

S.P. KOROLEV ROCKET AND SPACE CORPORATION

ENERGIA

for 2011







|I confirm the reliability and completeness|To be completed by the employee of the |
|of the |tax authority |
|information indicated in this document |Information on the submission of the |
| |document |
|Director | |This document was | | |
| | |submitted (code) | | |
|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |

| | | | | |
|1 |2 |3 |4 |5 |

|Revenues (line 2110), including: | |/ | | |
|1 |2 |3 |4 |5 |6 |

|Equity at December 31 of the year preceding the previous year (3100) |
|including: | |437,259 | |437,259 |
|net profits (3211) | | | | |
| |
|including: | |(-) | |(-) |
|losses (3221) | | | | |
| |
|Dividends (3227) | |(29,217) | |(29,217) |
| |
|1 |2 |3 |4 |5 |6 |


(REPORTING YEAR)
|Equity at December 31 of the previous year (3200) |
|including: | |1,245,824 | |1,245,824 |
|net profits (3311) | | | | |
| |
|including: | |(-) | |(-) |
|losses (3321) | | | | |
| |
|dividends (33327) | |(112,373) | |(112,373) |
| |
| | | |from net |from | |
| | | |profits |other | |
| | | |(losses) |factors | |
|1 |2 |3 |4 |5 |6 |

|1 |2 |3 |4 |5 |

|1 |2 |3 |4 |

|Cash flows from current activity |
|Revenues - total |4110|31,448,510 | |30,185,763 | |
| |
|including: |4111|28,114,822 | |28,485,935 | |
|from sales of products, goods and services | | | | | |
| |
|lease payments, licensing payments, royalties, |4112|136,786 | |175,523 | |
|commission and other analogous payments | | | | | |
| |
|from the resale of financial investments |4113|- | |- | |
| |
|other revenues |4119|3,196,902 | |1,524,305 | |
| |
|Payments - total |4120|(28,775,669| |(25,028,270)| |
| | |) | | | |
| |
|including: |4121|(19,459,820| |(17,717,123)| |
|to suppliers (contractors) for materials, | |) | | | |
|consumables work and services | | | | | |
| |
|in connection with the labor costs |4122|(3,786,501)| |(3,290,253) | |
| |
|interest on debt liabilities |4123|(192,416) | |(249,202) | |
| |
|income tax |4124|(353,018 | |(291,230) | |
| |
|other payments |4129|(4,983,914)| |(3,480,462) | |
| |
|Balance of cash flows from current activity |4100|2,672,841 | |5,157,493 | |


|Cash flows from investing activity |
|Revenues - total |4210|1,991,947 | |1,049,560 | |
| |
|from the sale of non-current assets (other than|4211|807 | |1,240 | |
|financial investments) | | | | | |
| |
|from the sale of shares in other organizations |4212|2,866 | |1,969 | |
|(equity interests) | | | | | |
| |
|from the return of loans, from the sale of debt|4213|1,846,457 | |825,007 | |
|securities (rights of claim on cash against | | | | | |
|other parties) | | | | | |
| |
|dividends, interest on debt financial |4214|141,817 | |221,344 | |
|investments and similar revenues from equity | | | | | |
|participation in other organizations | | | | | |
| |
|other revenues |4219|- | |- | |
| |
|Payments - total |4220|(5,689,663)| |(2,175,521) | |
| |
|including: |4221|(984,768) | |(643,586) | |
|in connection with the purchase, creation, | | | | | |
|upgrade, reconstruction and preparation for use| | | | | |
|of non-current assets | | | | | |
| |
|in connection with the purchase of shares in |4222|(-) | |(251) | |
|other organizations (equity interests) | | | | | |
| |
|in connection with the purchase of debt |4223|(4,704,895)| |(1,531,684) | |
|securities (rights of claim on cash against | | | | | |
|other parties), provision of loans to other | | | | | |
|parties | | | | | |
| |
|interest on debt liabilities, including in the |4224|(-) | |(-) | |
|value of an investment asset | | | | | |
| |
|other payments |4229|(-) | |(-) | |
| |
|Balance of cash flows from investing activity |4200|3,697,716 | |- | |


|1 |2 |3 |4 |

|Cash flows from financing activity |
|Revenues - total |4310|3,348,241 | |7,591,517 | |
| |
|including: |4311|3,348,241 | |7,591,517 | |
|receipt of loans and borrowings | | | | | |
| |
|cash contributions of owners (participants) |4312|- | |- | |
| |
|from the sale of shares, increase in equity |4313|- | |- | |
|interests | | | | | |
| |
|from the issue of bonds, promissory notes and |4314|- | |- | |
|other debt securities etc. | | | | | |
| |
|other revenues |4319|- | |- | |
| |
|Payments - total |4320|(4,353,554)| |(8,845,356) | |
| |
|including: |4321|(-) | |(-) | |
|to owners (participants) in connection with the| | | | | |
|buyout of their shares (equity interests) of | | | | | |
|organizations or their withdrawal from | | | | | |
|participants | | | | | |
| |
|on the payment of dividends and other payments |4322|(110,860) | |(28,604) | |
|on the distribution of profits in favor of | | | | | |
|owners (participants) | | | | | |
| |
|in connection with the settlement (buyout) of |4323|(3,930,978)| |(8,799,299) | |
|promissory notes and other debt securities; | | | | | |
|repayment of loans and borrowings | | | | | |
| |
|other payments |4329|(311,716) | |(17,453) | |
| |
|Balance of cash flows from financing activity |4300|1,005,313 | |1,253,839 | |
| |
|Balance of cash flows for the reporting period |4400|2,030,188 | |2,777,693 | |
| |
|Opening balance of cash and cash equivalents of|4450|3,625,231 | |847,538 | |
|the reporting period | | | | | |
| |
|Closing balance of cash and cash equivalents of|4500|1,595,043 | |3,625,231 | |
|the reporting period | | | | | |
| |
|Effect of changes to foreign exchange rates |4490|11,177) | |27,796 | |
|against the ruble | | | | | |


|1 |2 |3 |4 |

|Manually entered items (line 4114), including: | | | | | |
|- |4114|- | |- | |
| |1 | | | | |
| | | | | | |
|- |4114|- | |- | |
| |2 | | | | |
| | | | | |/|
|Other revenues (line 4119), including: | | | | | |
|from investments in joint participation in |4119|1,778,760 | |1,062,673 | |
|construction |1 | | | | |
| | | | | | |
|- |4119|- | |- | |
| |2 | | | | |
| | | | | |/|
|Manually entered items (line 4125), including: | | | | | |
|- |4125|(-) | |(-) | |
| |1 | | | | |
| | | | | | |
|- |4125|(-) | |(-) | |
| |2 | | | | |
| | | | | |/|
|Other payments (line 4129), including: | | | | | |
|to suppliers (contractors) for materials, |4129|(2,362,089)| |(224,690) | |
|consumables, work, services on joint [missing |1 | | | | |
|text] | | | | | |
| | | | | | |
|- |4129| | | | |
| |2 | | | | |
| | | | | |/|
|Manually entered items (line 4215), including: | | | | | |
|- |4215|- | |- | |
| |1 | | | | |
| | | | | | |
|- |4215|- | |- | |
| |2 | | | | |
| | | | | |/|
|Other revenues (line 4219), including | | | | | |
|- |4219|- | |- | |
| |1 | | | | |
| | | | | | |
|- |4219|- | |- | |
| |2 | | | | |
| | | | | |/|
|Manually entered items (line 4225), including: | | | | | |
|- |4225|(-) | |(-) | |
| |1 | | | | |
| | | | | | |
|- |4225|(-) | |(-) | |
| |2 | | | | |
| | | | | |/|
|Other payments (line 4229), including: | | | | | |
|- |4229|(-) | |(-) | |
| |1 | | | | |
| | | | | | |
|- |4229|(-) | |(-) | |
| |2 | | | | |
| | | | | |/|
|Manually entered items (line 4315), including: | | | | | |
|- |4315|- | |- | |
| |1 | | | | |
| | | | | | |
|- |4315|- | |- | |
| |2 | | | | |
| | | | | |/|
|Other payments (line 4319), including: | | | | | |
|- |4319|- | |- | |
| |1 | | | | |
| | | | | | |
|- |4319|- | |- | |
| |2 | | | | |
| | | | | |/|
|Manually entered items (line 4324), including: | | | | | |
|- |4324|(-) | |(- | |
| |1 | | | | |
| | | | | | |
|- |4324|(-) | |(- | |
| |2 | | | | |
| | | | | |/|
|Other payments (line 4329), including: | | | | | |
|- |4329|(-) | |(- | |
| |1 | | | | |
| | | | | | |
|- |4329|(-) | |(- | |
| |2 | | | | |
| | | | | |/|










Explanatory notes to the balance sheet and income statement

of OJSC RSC Energia for 2011



1. BACKGROUND


Open Joint Stock Company S.P. Korolev Rocket and Space Corporation
Energia (hereinafter the "Corporation" or "OJSC RSC Energia") was founded
on the basis of Resolution No. 415 of the Government of the Russian
Federation dated April 29, 1994.
In 2011 OJSC RSC Energia was involved in the following lines of
business:

1. Manned Space Systems
2. Automated Space Systems
3. Rocket Systems
4. Work using space technology

In the area of manned space systems, RSC Energia is the lead
organization in designing and operating the Russian segment of the
International Space Station (ISS). The Corporation manufactured and
launched Soyuz manned spacecraft, Progress cargo spacecraft, and modules
for the Russian Segment; supports the integration and flight control of the
Russian Segment; delivered space travelers and cargo to the ISS; and
carried out research and experimental programs.

In the area of automated space systems, RSC Energia uses a unified
space platform as a base to develop spacecraft for satellite communications
and Earth remote sensing (ERS) systems. Heavy automated spacecraft vehicles
were designed and manufactured in accordance with the government order and
under contracts with foreign customers.

In the area of rocket systems, RSC Energia manufactures DM boosters,
and as part of the Proton rocket and space complex launches satellites and
spacecraft from the Baikonur space launch complex according to the
government order. In addition, RSC Energia supports the launch of
spacecraft at Baikonur using the DM-SLB booster. Further upgrading of the
DM booster continues, including for the expansion of the space exploration
program.
The Corporation is registered at the address: 4A Lenin St., Korolev,
Moscow Region, 141070.





List of separate divisions (branches)

|No. |Name |Location |KPP |Line of |
| | | | |business |
|1 |Voskhod Resort |15 Sitniki |504202001 |Resort |
| |Hotel |Training Ground, | |hotel, |
| | |Sergiev Posad | |vacation |
| | |District, Moscow | |retreat, |
| | |Region | |etc. |
|2 |Vostok Health |Novomikhailovsky-2|235502001 |Resort |
| |Resort |, Tuapse District,| |hotel, |
| | |Krasnodar Krai | |vacation |
| | | | |retreat, |
| | | | |etc. |
|3 |Krepost Health |9 Mira Avenue, |262802001 |Resort |
| |Resort |Kislovodsk Resort | |hotel, |
| | |Town, Stavropol | |vacation |
| | |Krai | |retreat, |
| | | | |etc. |
|4 |Baikonur |Baikonur-8, |990103001 |Maintenance |
| | |Kyzylorda, | |and |
| | |Republic of | |operation of|
| | |Kazakhstan | |the |
| | | | |facilities |
| | | | |of the |
| | | | |Baikonur |
| | | | |space launch|
| | | | |complex |

Other separate divisions

|No. |Name |Line of business |
|1 |Food Service Administration |Retail trade, public catering|
|2 |Social Services |Social services |
| |Administration | |
|3 |Podlipki Health and |Resort hotel, vacation |
| |Recreation Resort |retreat, etc. |

President of the Corporation - Vitaly Alexandrovich Lopota.

The membership of the Board of Directors of OJSC RSC Energia is given
in Appendix 1.
The membership of the Management Board of OJSC RSC Energia is given in
Appendix 2.
The membership of the Internal Audit Commission of OJSC RSC Energia is
given in Appendix 3.

The average staff numbers of the Corporation equaled 7,992 and 7,833
people in 2011 and 2010, respectively.




2. MATERIAL ASPECTS OF THE ACCOUNTING POLICIES AND PRESENTATION OF
INFORMATION IN THE FINANCIAL STATEMENTS

1. Basis of the preparation of the financial statements

These financial statements of the Corporation were prepared based on
the Accounting Policy approved by Order No. 543 of the President of OJSC
RSC Energia dated December 31, 2010
The financial statements were drafted proceeding from the accounting
and reporting rules in effect in the Russian Federation, in particular
Federal Law No. 129-FZ dated November 21, 1996 On Accounting and the
Regulations on Accounting and Reporting in the Russian Federation, approved
by Order No. 34n dated July 29, 1998 of the Ministry of Finance of the
Russian Federation, and other regulatory documents included in the
regulatory framework of corporate accounting and reporting in the Russian
Federation.

2.2. Foreign currency assets, liabilities and transactions

When accounting for business transactions performed in a foreign
currency, the exchange rate of the relevant currency established by the
Central Bank of the Russian Federation on the transaction date is used.
Cash on foreign currency and deposit accounts in banks, settlement funds
(including loans issued and received), and foreign currency borrowings are
presented in the financial statements in the amounts calculated on the
basis of the official exchange rate. The exchange rate on December 31, 2011
and December 31, 2010, was RUB 32.1961 and RUB 30.4769 to the US dollar,
and RUB 41.6714 and RUB 40.3331 to the euro, respectively.
The exchange differences that appear during the year on transactions
with foreign currency assets and liabilities and on their recalculation as
at the reporting date are presented in other income and expenses.

2.3. Current and non-current assets and liabilities

In the balance sheet receivables and payables are considered current
if their maturity (payback period) does not exceed 12 months after the
reporting date or has not been established. All other such assets and
liabilities are considered non-current. Financial investments, as well as
loans and borrowings, are classified as current or non-current depending on
the proposed term of their use (maturity, possession or payback) after the
reporting date.

2.4. Fixed assets

Fixed assets include assets that meet the criteria of Accounting
Regulations PBU 6/01 Accounting for Fixed Assets, approved by Order No. 26n
dated March 30, 2001 of the Ministry of Finance of Russia, which have been
posted to accounts pursuant to the established procedure from the time of
their commissioning. In the financial statements fixed assets are presented
at their historical (replacement) cost less depreciation accumulated over
the period of their use. The Corporation did not perform a revaluation of
fixed assets in 2011.
Acquired fixed assets or fixed assets constructed prior to 1 January
2002 are depreciated according to the uniform depreciation rates approved
by Resolution No. 1072 of the USSR Council of Ministers dated October 22,
1990, On Uniform Depreciation Rates on the Full Recovery of Fixed Assets of
the National Economy of the USSR, and those acquired starting



from 1 January 2002 - at the rates calculated based on their useful lives.
The useful life of fixed assets is established according to the
Classification of Fixed Assets, approved by Resolution No. 1 of the RF
Government dated January 1, 2002.
Depreciation is accrued on a straight-line basis.
Assets with a service life of more than 12 months and a historical
cost of no more than 40 thousand rubles per unit are included in
inventories.

2.5. Intangible assets

The Corporation accounts for intangible assets in accordance with PBU
14/2007 Accounting for Intangible Assets, approved by Order No. 153n of the
Ministry of Finance of Russia dated December 27, 2007.
Intangible assets are presented in the financial statements at their
historical (replacement) cost, less amortization accumulated over the
period of their use. The Corporation did not perform a revaluation of
intangible assets in 2011.
Amortization is accrued on intangible assets on a straight-line basis.

2.6. R&D expenses

Research, development, testing and design work to be performed are
accounted for in non-current assets, on separate sub-accounts of account 08
"Non-current assets". Completed research, development, testing and design
work that is used in the production of goods (work, services) are accounted
for on separate sub-accounts of account 04 "Intangible assets".
The accounting unit for R&D expenses is an inventory item. An
inventory item consists of the aggregate expenses on the performance of
work, the results of which are used independently in the production of
goods (performance of work, provision of services) or for the Corporation's
management needs. They are expensed on a straight-line basis. The period
for writing off R&D expenses is determined based on the proposed term of
use of the R&D results received. The anticipated term of use and the method
for writing off expenses on each area of R&D is established by the Decision
of the Technical Commission on the Use of the R&D Results, approved by the
Project Manager.
Expenses on unsuccessful R&D are written off to other expenses of the
reporting period.
Completed R&D that is used in the production of goods (work, services)
is presented on line 1120 "Results of research and development". Expenses
on research, development, testing and design to be performed are presented
on line 1170 "Other non-current assets".

2.7. Financial investments

Financial investments for which a current market value is not
established are accounted for at historical cost. The historical cost of
financial investments acquired for a fee is recognized as their actual
acquisition costs, without value-added tax and other refundable taxes.




Analytical accounting for financial investments is performed with a
breakdown into groups of investments and types of securities. On their
disposal, financial investments that do not have a market value are
presented at the historical cost of each unit.
Income and expenses on transactions with financial investments are
presented in other income and expenses.

2.8. Inventories

Inventories are recognized in accounts at cost (in the amount of their
actual acquisition costs).
The cost of writing off inventories is assessed at average cost. The
method for calculating the average assessment is a weighted average
assessment at the end of the month.

2.9. Costs, work in progress and finished products

Work in progress is assessed based on all actual costs incurred,
including the relevant part of general business expenses.
General business expenses are distributed by job order, proportional
to the increase during the reporting month in the amounts on the accounts
included in the section "Labor costs" (Direct production costs, Other
expenses on the provision of the Corporation's assets for temporary use,
and costs on planned projects).

2.10. Deferred expenses

Expenses incurred by the Corporation in the reporting period but
related to subsequent reporting periods are presented as deferred expenses.
Deferred expenses include:
- costs on the receipt of licenses to perform a certain type of
activity;
- payment for the exclusive right to use software;
- expenses on the organization of construction work.
These expenses are written off for their intended purpose,
proportionally or based on special calculations during the periods to which
they relate.

2.11. Trade receivables

Trade receivables were determined based on the prices established by
the contracts between the Corporation and customers (clients), including
VAT.

2.12. Cash

Pursuant to Order No. 66n of the RF Ministry of Finance dated July 2,
2010 On the Forms of Corporate Financial Statements and clause 18 of PBU 23
Cash Flow Statement, the indicators of the cash flow statement are
presented in the currency of the Russian Federation, in rubles. The amount
of foreign currency cash flows is recalculated in rubles at the official
exchange rate of the foreign currency to the ruble established by the
Central Bank of the Russian Federation on the date of performance or
receipt of the payment.

2.13. Loans and borrowings received




Costs on loans and borrowings received are recognized as expenses of
the period in which they were incurred (current expenses), and are included
in other expenses.
Additional costs incurred in connection with the receipt of loans and
borrowings are included in other expenses as they are incurred.
Interest is accrued on borrowings in equal amounts (on a monthly
basis) and is recognized as other expenses in those reporting periods to
which the given accruals relate.
The Corporation reclassifies non-current debt on loans and borrowings
received as current debt at the time when 365 days remain until repayment
of principal debt based on the terms of the agreement.

2.14. Deferred taxes

The Corporation presents deferred tax assets and deferred tax
liabilities, permanent tax assets and permanent tax liabilities, i.e.
amounts capable of affecting the amount of current income tax in the
current and/or subsequent reporting periods, in the accounts and the
financial statements.
The amounts of a deferred tax asset and deferred tax liability are
presented in the financial statements in consolidated (net) sums.

2.15. Recognition of income (revenue)

Revenue from the provision of services (performance of work) is
recognized as and when the services are provided to clients (the work is
completed) and settlement documents are provided to the latter. It is
presented in the financial statements less value-added tax, excise taxes
and other similar mandatory payments.
The Corporation recognizes revenue from the performance of work,
provision of services, and sale of products with a lengthy manufacturing
cycle in accounts on the completion in full of the performance of the work,
provision of the services, and manufacture of products.
The Corporation recognizes the following in other income:
- proceeds from the provision, for a fee, of the Corporation's
assets for temporary use;
- proceeds from the provision, for a fee, of the rights arising
from the Corporation's patents on inventions, industrial
prototypes and other types of intellectual property;
- proceeds from participation in the equity of other
organizations;
- proceeds from the sale of fixed assets, inventories, financial
investments and foreign currency;
- interest received for the use of the Corporation's cash;
- the difference between the historical and par value of
securities.

2.16. Changes to the accounting policy

No changes capable of having a significant effect on the financial
statements were made to the accounting policy for 2012.



3. DISCLOSURE OF MATERIAL INDICATORS

3.1. Segment reporting

In accordance with PBU 12/2000 Segment Reporting, based on an analysis
of the sources and nature of risks associated with the Corporation's
operations and the profit generated thereby, the organizational and
management structure, and the internal reporting system, information on
operating segments was recognized as source information for the formation
of segment data, and information on geographical segments was recognized as
secondary information.

Source information - operating segments

One key operating segment can be distinguished in the Corporation's
activity:
- performance of research, development, testing and design work
and experiments for the assembly and operation of manned orbital
facilities, delivery vehicles, various classes of launch
vehicles, space telecommunications, broadcasting and satellite
communications complexes;
other segments, including:
- provision of health resort and sanatorium services, and
children's health camp services;
- provision of retail trade and public catering services;
- provision of social services;
- provision of other services (performance of security measures,
staff recruitment services for subsidiaries, typographical
services, etc.).
RUB, thousand
|Domestic |18,946,379 |17,476,690 |1,469,689 |7.76 |
|market | | | | |
|EU countries|538,721 |328,434 |210,287 |39.03 |
|Italy |90,020 |71,733 |18,287 |20.31 |
|Japan |11,838 |10,213 |1,625 |13.73 |
|USA |951,580 |873,267 |78,313 |8.23 |
|Total |20,538,538 |18,760,337 |1,778,201 |8.66 |




3.2. Results of research and development

Expenses on completed R&D used in the Corporation's operations in the
amount of 180,188 thousand rubles was presented on line 1120 "Results of
research and development".

3.3. Fixed assets

The Corporation has fixed assets on its balance sheet, the carrying
amount of which equaled 2,840,842 thousand rubles on 12/31/2011.

3.4. Other non-current assets

The following were presented in the balance sheet on line 1170 "Other
non-current assets":

RUB, thousand
| |On 12/31/2011 |On 12/31/2010 |
|Capital expenditures in |1,794,624 |458,068 |
|progress | | |
|R&D in progress |469,171 |288,978 |
|TOTAL |2,263,795 |747,046 |

3.5. Long-term financial investments

On December 31, 2011, the value of the Corporation's long-term
financial investments equaled 247,670 thousand rubles, including
investments of RUB 118,889 thousand and 30,253 thousand in the Charter
capitals of subsidiaries and affiliates.
The long-term financial investments on line 1150 of the balance sheet
are presented, less provisions for impairment of financial investments.
Based on the principle of prudence, provisions for impairment of financial
investments were formed on the shares of Sea Launch S.a.r.l, in the amount
of the difference between the par and accounting value of the
aforementioned shares.
Information on the Corporation's subsidiaries and affiliates is given
in section 3.14 of the Notes.

3.6. Materials and goods for resale

On December 31, 2011, the Corporation does not have inventories on its
balance sheet that are obsolete, have fully or partially lost their initial
quality, or the current market value of which has fallen. For this reason,
the Corporation had not created provisions for the impairment of
inventories as at December 31, 2011.
On December 31, 2011 and 2010, the goods for resale on the
Corporation's balance sheet equaled 7,544 thousand rubles and 7,959
thousand rubles, respectively.

3.7. Accounts receivable



Line 1230 "Accounts receivable" of the balance sheet shows trade
receivables less doubtful debt provisions in the amount of RUB 263,020 as
at December 31, 2011.
Advances issued to other organizations for future settlements based on
contractual terms were included in accounts receivable. The amount of
advances equaled 13,378,404 thousand rubles as at December 31, 2011.

3.8. Equity and reserves

Charter capital equals 1,123,734 thousand rubles, and did not change
in 2011.
Pursuant to a decision of the general shareholders' meeting, dividends
in the amount of 112,373.4 thousand rubles were accrued based on the
Corporation's work results for 2010.
The Corporation's charter stipulates the creation of a reserve fund in
the amount of at least 15% of Charter capital. The fund is formed through
mandatory annual withholdings of at least 15% of net profit. By decision of
the general meeting of shareholders, a reserve fund in the amount of
52,552.1 thousand rubles was formed in 2010 based on the Corporation's
performance in 2010.

3.9. Non-current liabilities

The amount of bank loans with a period to maturity of more than 365
days as at December 31, 2011, is included in "Borrowings" on line 1410 of
the balance sheet.
According to PBU 8/2010 Estimated Liabilities, Contingent Liabilities
and Contingent Assets, estimated liabilities on the unused vacation of the
Corporation's employees in the amount of 312,255 thousand rubles were
presented on line 1430 "Estimated liabilities" of the balance sheet.

3.10. Loans and borrowings

The Corporation's debt under loan agreements with banks with a period
to maturity of less than 365 days as at December 31, 2011, was presented on
line 1510 "Borrowings".

3.11. Taxation

Income tax.
For the purpose of calculating income tax, income is recognized in the
reporting (tax) period in which it appeared, regardless of whether monetary
funds, other property (work, services) and/or property rights were actually
received (accruals method).
The current income tax presented on line 2410 of the Income Statement
for 2011 equaled RUB 446,291 thousand (for 2010 - RUB 444,738 thousand).

3.12. Deferred income
Line 1530 "Deferred income" of the balance sheet at 12/31/2011 presents the
amount of special-purpose financing received in the amount of 272,693
thousand rubles.

3.13. Other incomes and expenses
thousand rubles
|Item of other |2011 |2010 |
|income/expenses | | |
| |Incomes |Expenses |Incomes |Expenses |
|Revenues and expenses |243,946 |101,941 |236,599 |84,423 |
|associated with the paid | | | | |
|provision of the | | | | |
|Corporation's assets for | | | | |
|temporary use | | | | |
|Profits and losses of |867 |74,256 |354 |39,943 |
|previous years identified | | | | |
|in the reporting year | | | | |
|Exchange and settlement |272,741 |234,580 |204,133 |217,332 |
|differences | | | | |
|Additional expenses on the|- |173,615 |- |123,810 |
|personnel of the | | | | |
|Corporation (lump-sum | | | | |
|bonuses, material | | | | |
|assistance, etc.) | | | | |
|Expenses on work and |- |48,182 |- |189,135 |
|services under canceled or| | | | |
|unsigned contracts, were | | | | |
|performed at the expense | | | | |
|of the Corporation | | | | |
|Banking services |- |20,511 |- |19,508 |
|Sale of fixed assets |684 |1,253 |1,051 |5,032 |
|Sale of other assets |4,236,509|4,239,009 |25,729 |41,277 |
|Expenses related to the |- |19,255 |- |49,691 |
|receipt of loans and | | | | |
|borrowings | | | | |
|Social expenses |- |5,113 |- |4,596 |
|Provisions for doubtful |- |144,057 |- |323,205 |
|debts | | | | |
|Provisions for the |- |756 |220,185 |1,008,153 |
|impairment of financial | | | | |
|investments | | | | |
|Fines, penalty interest, |- |338 |- |911 |
|forfeits, tax payments and| | | | |
|fees paid from the | | | | |
|internal funds of the | | | | |
|Corporation | | | | |
|Income from the |323,205 |- |401,701 |- |
|restoration of amounts of | | | | |
|unused provisions for | | | | |
|doubtful debts | | | | |
|Investment project savings|326,720 |- |- |- |
|Other incomes (expenses) |101,150 |536,744 |128,608 |306,892 |
|Total other |5,505,822|5,600,410 |1,248,360 |2,413,908 |
|incomes/expenses | | | | |

The size of basic earnings per share is equal to 1108 thousand rubles. The
calculation used a basic profit of 1,245,824 thousand rubles and a weighted-
average number of ordinary shares



in circulation of 1,123,734. The number of ordinary shares did not change
during 2011.
The income statement does not show the diluted earnings per share, since
the Corporation does not have on its balance sheet convertible securities
or contracts on the sale-purchase of ordinary shares from the issuer.

3.14. Subsidiaries and affiliates of the Company

List of subsidiaries of OJSC RSC Energia

|Name |Place of |Size of the |Equity |Equity |Income |
| |registration |charter |interest of |interest of |from |
| |of the |capital of |the |the |equity |
| |company/locati|the company |Corporation |Corporation |for 2011,|
| |on | |as at |as at |thousand |
| | | |12/31/2011 |12/31/2011, |rubles |
| | | | |(%) | |
|1 |2 |3 |4 |5 |6 |
|CJSC ZEM RSC|4A Lenin St. |40,000 |40,000 |100 |82,517.0 |
|Energia |Korolev, |thousand |thousand | | |
| |Moscow Region |rubles |rubles | | |
|CJSC VKB RSC|26B Zemets |10,000 |10,000 |100 |- |
|Energia |St., Samara |thousand |thousand | | |
| | |rubles |rubles | | |
|CJSC PO |1 Borovskoye |200 thousand|200 thousand|100 |- |
|Kosmos |Highway, |rubles |rubles | | |
| |Building 1, | | | | |
| |Vnukovo-3, | | | | |
| |Moscow | | | | |
|LLC IK |4A Lenin St., |6,150 |6,150 |100 |- |
|Razvitie |Korolev, |thousand |thousand | | |
| |Moscow Region |rubles |rubles | | |
|LLC RSC |4A Lenin St., |500 thousand|500 thousand|100 |- |
|Energia-Fina|Korolev, |rubles |rubles | | |
|nce |Moscow Region | | | | |
|CJSC Teplo |4A Lenin St., |50,000 |50,000 |100 |- |
|RSC Energia |Korolev, |thousand |thousand | | |
| |Moscow Region |rubles |rubles | | |
|CJSC |15 P. Brovka |$25,000 |$17,500 |70 |- |
|BELROSSAT |St., Building | | | | |
| |5, Office 416,| | | | |
| |Minsk | | | | |
| OIME LLC |4A Lenin St., |16,874.3 |10,968.3 |65 |- |
| |Korolev, |thousand |thousand | | |
| |Moscow Region |rubles |rubles | | |
| IPROVEN RSC|4A Lenin St., |10 thousand |5.1 thousand|51 |- |
|Energia LLC |Korolev, |rubles |rubles | | |
| |Moscow Region | | | | |
|CJSC |4A Lenin St., |1,000 |501.0 |50.1% |- |
|Energia-Tele|Korolev, |thousand |thousand | | |
|com |Moscow Region |rubles |rubles | | |

List of subsidiaries of OJSC RSC Energia

|Name |Place of |Size of |Equity |Equity |Income |
| |registration |charter |interest of |interest of |from |
| |of the |capital of |the |the |equity |
| |company/locati|the company |Corporation |Corporation |for 2011,|
| |on | |at |at |thousand |
| | | |12/31/2011 |12/31/2011, |rubles |
| | | | |(%) | |
|1 |2 |3 |4 |5 |6 |
|LLC |4A Lenin St., |20,255 |10.0 |49.48 |- |
|Experiment |Korolev, |thousand |thousand | | |
| |Moscow Region |rubles |rubles | | |
|OJSC Space |4A Lenin St., |100.0 |30.0 |30.0 |40.9 |
|Regatta |Korolev, |thousand |thousand | | |
|Consortium |Moscow Region |rubles |rubles | | |
|OJSC NPK |Third Maryina |110,867 |29,457 |26.57 |- |
|REKOD |Roscha Proezd |thousand |thousand | | |
| |40, Block 6, |rubles |rubles | | |
| |Building 1, | | | | |
| |Moscow | | | | |
|CJSC |8/5 |3,000.0 |756.0 |25.2 |- |
|Astrasystems|Barrikadnaya |thousand |thousand | | |
| |St., Moscow |rubles |rubles | | |
|JSC Aelita |50 Furmanov |140,000,000 |99,000,000 |49.5 |- |
|KRIJV |St., Almaty, |tenge |tenge | | |
| |Republic of | | | | |
| |Kazakhstan | | | | |

The Corporation prepares consolidated financial statements that combine the
financial statements of the Corporation and its subsidiaries, including
data on affiliates.

3.15. Related parties

A list of related parties as at December 31, 2011 is given in Appendix 4.

Related party transactions
During the reporting year, the Corporation performed work and provided
services to the following related parties:
thousand rubles
|Name of related party |Nature of relationship |Sales revenues |
| | |(excluding VAT) in 2011|
|CJSC ZEM RSC Energia |Significant influence |179,173 |
|Total | |179,173 |




During the reporting year, the following related parties performed work
(provided services) to the Corporation:
thousand rubles
|Name of related party |Nature of relationship |Sales revenues |
| | |(excluding VAT) in 2011|
|CJSC ZEM RSC Energia |Significant influence |10,052,311 |
|CJSC VKB RSC Energia |Significant influence |68,020 |
|Total | |10,120,331 |

Remuneration to the President

Remuneration to the President is approved by the Board of Directors of OJSC
RSC Energia.

Remuneration to the Board of Directors

Remuneration to members of the Board of Directors of the Corporation is
approved by the General Meeting of Shareholders.

3.16. Business contingencies

The Corporation had no business contingencies as at December 31, 2011.

3.17. Events after the balance sheet date.

There were no events during the period between the balance sheet date and
the signing date of the financial statements that had or could have a
material effect on the financial position, cash flows, or performance of
the Corporation.

President [signature] V.A. Lopota

[Seal: Open Joint Stock Company S.P. Korolev Rocket and Space Corporation
Energia, Korolev, Moscow Region, Russian Federation (OJSC RSC Energia),
PSRN 1025002032538]

Chief Accountant [signature] E.M. Korogodina

Appendix 1



BOARD OF DIRECTORS OF OJSC RSC ENERGIA

|No. |Full name |Position on the |Place of work, position |
| | |Board of | |
| | |Directors | |
|1 |Mikhail |Chairman of the |Director of the institution of the|
| |Valentinovich |Board of |Russian Academy of Sciences A.B. |
| |Kovalchuk |Directors |Shubnikov Institute of |
| | | |Crystallography of the RAS, |
| | | |Director of the Kurchatov |
| | | |Institute National Research Center|
|2 |Vitaly |Deputy Chairman |State Secretary, Deputy Head of |
| |Anatolievich |of the Board of |the Federal State Agency |
| |Davydov |Directors | |
|3 |Sergei |Member of the |Vice President of the Non-State |
| |Alexandrovich |Board of |Pension Fund GAZFOND |
| |Bushmakin |Directors | |
|4 |Anatoly |Member of the |Chairman of the Supervisory Board |
| |Grigorievich |Board of |of the ALOR Group of Companies, |
| |Gavrilenko |Directors |Deputy General Director of CJSC |
| | | |ALOR INVEST, President of the |
| | | |Russian Exchange Union |
|5 |Viktor |Member of the |President of OJSC National Space |
| |Evgenievich |Board of |Bank |
| |Grigoriev |Directors | |
|6 |Nikolai Ivanovich|Member of the |First Vice President, First Deputy|
| |Zelenshchikov |Board of |General Designer of OJSC RSC |
| | |Directors |Energia |
|7 |Andrei |Member of the |Deputy Minister of Economic |
| |Nikolaevich |Board of |Development of the Russian |
| |Klepach |Directors |Federation |
|8 |Alexei Borisovich|Member of the |Head of Directorate, Federal Space|
| |Krasnov |Board of |Agency |
| | |Directors | |
|9 |Vitaly |Member of the |President and General Designer of |
| |Alexandrovich |Board of |OJSC RSC Energia |
| |Lopota |Directors | |
|10 |Gleb Sergeevich |Member of the |Deputy Director of the Russian |
| |Nikitin |Board of |State Property Fund |
| | |Directors | |
|11 |Alexander |Member of the |General Director of CJSC ZEM RSC |
| |Fyodorovich |Board of |Energia, First Vice President of |
| |Strekalov |Directors |OJSC RSC Energia |


[seal: Open Joint Stock Company S.P. Korolev Rocket and Space Corporation
Energia, Korolev, Moscow Region, Russian Federation (OJSC RSC Energia),
PSRN 1025002032538]

Chief Accountant [signature] E.M. Korogodina


Appendix 2


MEMBERS OF THE MANAGEMENT BOARD OF RSC ENERGIA

|No.|Full name |Position in OJSC RSC Energia |
|1 |Vitaly Alexandrovich Lopota |President of the Corporation, |
| | |General Designer of OJSC RSC |
| | |Energia, Chairman of the |
| | |Management Board |
|2 |Anatoly Vasilievich Vovk |First Deputy General Designer, |
| | |Chief Designer of Aerospace |
| | |Complexes and Systems, Member of|
| | |the Management Board |
|3 |Alexander Gdalievich Derechin |Deputy General Designer, Member |
| | |of the Management Board |
|4 |Nikolai Ivanovich Zelenshchikov |First Vice President of the |
| | |Corporation, First Deputy |
| | |General Designer, Member of the |
| | |Management Board |
|5 |Mikhail Viktorovich Komarov |Personnel Director |
|6 |Elena Mikhailovna Korogodina |Chief Accountant |
|7 |Vladimir Alexandrovich Manyuta |Security Director, Member of the|
| | |Management Board |
|8 |Arkady Leonidovich Martynovsky |Vice President for Construction |
| | |and Social Issues, Member of the|
| | |Management Board |
|9 |Evgeny Anatolievich Mikrin |First Deputy General Designer |
| | |for Onboard and Ground |
| | |Management Complexes and |
| | |Systems, Director of the |
| | |Research and Engineering Center,|
| | |Member of the Management Board |
|10 |Vladimir Efimovich Osmolovsky |Senior Vice President for |
| | |Economics and Corporate |
| | |Governance, Member of the |
| | |Management Board |
|11 |Alexander Gennadievich Pyzin |Vice President for |
| | |Financial-Economic Operations, |
| | |Member of the Management Board |
|12 |Igor Sergeevich Radugin |First Deputy General Designer |
|13 |Vladimir Alexeevich Solovyov |First Deputy General Designer |
| | |for In-Flight Operations, |
| | |Testing of Rocket and Space |
| | |Complexes and Systems, Member of|
| | |the Management Board |

[seal: Open Joint Stock Company S.P. Korolev Rocket and Space Corporation
Energia, Korolev, Moscow Region, Russian Federation (OJSC RSC Energia),
PSRN 1025002032538]

Chief Accountant [signature] E.M. Korogodina
Appendix 3


AUDIT COMMISSION OF OJSC RSC ENERGIA

|No.|Full name |Position in |Place of work |
| | |Audit | |
| | |Commission | |
| | | |Organization |Position |
|1 |Mikhail |Chairman of the|CJSC ZEM RSC |Deputy General |
| |Nikolaevich |Audit |Energia |Director |
| |Petrov |Commission | | |
|2 |Ekaterina |Secretary of |OJSC RSC |Chief Legal |
| |Pavlovna |the Audit |Energia |Advisor |
| |Polezhaeva |Commission | | |
|3 |Alexander |Member of the |Roscosmos |Department Head|
| |Ivanovich |Audit | |of Directorate |
| |Barbashin |Commission | | |
|4 |Sergei |Member of the |Russian State |Department Head|
| |Anatolievich |Audit |Property Fund |of Directorate |
| |Barinov |Commission | | |
|5 |Lyudmila |Member of the |OJSC RSC |Senior |
| |Valerievna |Audit |Energia |Accountant |
| |Eliseeva |Commission | | |
|6 |Vasily |Member of the |Russian State |Department |
| |Sergeevich |Audit |Property Fund |Deputy Head of |
| |Yemelyanov |Commission | |Directorate |
|7 |Oleg Yurievich |Member of the |Roscosmos |Department Head|
| |Pleshakov |Audit | |of Directorate |
| | |Commission | | |
|8 |Anatoly |Member of the |Roscosmos |Department Head|
| |Mikhailovich |Audit | |of Directorate |
| |Solonin |Commission | | |
|9 |Svetlana |Member of the |CJSC Leader |Department Head|
| |Vladimirovna |Audit | |of CJSC Lider |
| |Soloshchenko |Commission | | |

[Seal: Open Joint Stock Company S.P. Korolev Rocket and Space Corporation
Energia, Korolev, Moscow Region, Russian Federation (OJSC RSC Energia),
PSRN 1025002032538]

Chief Accountant [signature] E.M. Korogodina

Appendix 4



RELATED PARTIES
OF OJSC S.P. KOROLEV RSC ENERGIA
as at December 31, 2011


|No. |Name of |Nature of relationship |
| |related party |with related party |
|1 |2 |3 |
|1 |Sergei Alexandrovich Bushmakin |Member of the Board of Directors|
|2 |Anatoly Grigorievich Gavrilenko |Member of the Board of Directors|
|3 |Viktor Evgenievich Grigoriev |Member of the Board of Directors|
|4 |Vitaly Anatolievich Davydov |Member of the Board of Directors|
|5 |Nikolai Ivanovich Zelenshchikov |Member of the Board of Directors|
| | | |
| | |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|6 |Mikhail Valentinovich Kovalchuk |Chairman of the Board of |
| | |Directors |
|7 |Andrei Nikolaevich Klepach |Member of the Board of Directors|
|8 |Alexei Borisovich Krasnov |Member of the Board of Directors|
|9 |Vitaly Alexandrovich Lopota |Person exercising the |
| | |authorities of the chief |
| | |executive officer |
| | |Member of the Board of Directors|
| | | |
| | |Chairman of the collegial |
| | |executive body - the Management |
| | |Board |
|10 |Gleb Sergeevich Nikitin |Member of the Board of Directors|
|11 |Alexander Fyodorovich Strekalov |Member of the Board of Directors|
|12 |Anatoly Vasilievich Vovk |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|13 |Alexander Gdalievich Derechin |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|14 |Mikhail Viktorovich Komarov |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|15 |Elena Mikhailovna Korogodina |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|16 |Vladimir Alexandrovich Manyuta |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|17 |Arkady Leonidovich Martynovsky |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|18 |Evgeny Anatolievich Mikrin |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|19 |Vladimir Efimovich Osmolovsky |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|20 |Alexander Gennadievich Pyzin |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|21 |Igor Sergeevich Radugin |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|22 |Vladimir Alexeevich Soloviov |Member of the collegial |
| | |executive body - the Management |
| | |Board |
|23 |Anatoly Anatolievich Gavrilenko |General Director of CJSC Lider, |
| | |son of member of the Board of |
| | |Directors of the Corporation |
| | |A.G. Gavrilenko |
|24 |Alexander Vitalievich Lopota |Director and General Designer of|
| | |Russian State Scientific Center |
| | |for Robotics and Technical |
| | |Cybernetics, son of member of |
| | |the Board of Directors of the |
| | |Corporation V.A. Lopota |
|25 |Ksenia Viktorovna Grigorieva |General Director of LLC |
| | |Invest-Engineering, daughter of |
| | |member of the Board of Directors|
| | |V.E. Grigoriev |
|26 |Russian Federation, represented |This party has the right to |
| |by the Federal State Property |dispose of more than 20 percent |
| |Management Agency |of the voting shares of the |
| | |Corporation |
|27 |Closed Joint Stock Company |The Corporation has the right to|
| |Experimental Machine-Building |dispose of more than 20 percent |
| |Plant of S.P. Korolev Rocket and|of the total number of votes |
| |Space Corporation Energia |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|28 |Closed Joint Stock Company Volga|The Corporation has the right to|
| |Design Bureau of S.P. Korolev |dispose of more than 20 percent |
| |Rocket and Space Corporation |of the total number of votes |
| |Energia |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|29 |Closed Joint Stock Company |The Corporation has the right to|
| |Cosmos Production Association of|dispose of more than 20 percent |
| |S.P. Korolev Rocket and Space |of the total number of votes |
| |Corporation Energia |conferred by the shares |
| | |(contributions, interests) |
| | |making up the charter (joint) |
| | |capital of the given entity. |
|30 |Limited Liability Company |The Corporation has the right to|
| |Razvitie Investment Company |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|31 |Limited Liability Company RSC |The Corporation has the right to|
| |Energia-Finance |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|32 |Closed Joint Stock Company Teplo|The Corporation has the right to|
| |RSC Energia |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|33 |Closed Joint Stock Company |The Corporation has the right to|
| |BELROSSAT |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|34 |Limited Liability Company |The Corporation has the right to|
| |Orthopedic Industry Moscow |dispose of more than 20 percent |
| |Energia |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|35 |Joint Stock Company |The Corporation has the right to|
| |KAZAKHSTAN-RUSSIAN INNOVATIVE |dispose of more than 20 percent |
| |JOINT ENTERPRISE AELITA |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|36 |Limited Liability Company |The Corporation has the right to|
| |Institute of Industrial Hydrogen|dispose of more than 20 percent |
| |Power Generation of S.P. Korolev|of the total number of votes |
| |Rocket and Space Corporation |conferred by the shares |
| |Energia |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|37 |Closed Joint Stock Company |The Corporation has the right to|
| |Energia-Telecom |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|38 |Limited Liability Company |The Corporation has the right to|
| |Experiment |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|39 |Open Joint Stock Company Cosmic |The Corporation has the right to|
| |Regatta Consortium |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|40 |Closed Joint Stock Company |The Corporation has the right to|
| |Astrasystems |dispose of more than 20 percent |
| | |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|41 |Open Joint Stock Company |The Corporation has the right to|
| |Research and Production |dispose of more than 20 percent |
| |Corporation REKOD |of the total number of votes |
| | |conferred by the shares |
| | |(contributions, interests) |
| | |constituting the charter (joint)|
| | |capital of the given entity. |
|42 |Closed Joint Stock Company |General Director A.A. Gavrilenko|
| |Leader |is the son of member of the |
| | |Board of Directors of the |
| | |Corporation A.G. Gavrilenko |
|43 |Central Research and Design |Director and General Designer |
| |Institute of Robotics |A.V. Lopota is the son of the |
| |Technologies and Technical |member of the Board of Directors|
| |Cybernetics |and President of the Corporation|
| | |V.A. Lopota |
|44 |Open Joint Stock Company NPO |The Corporation obtained the |
| |Energomash |right to exercise the |
| | |authorities of the chief |
| | |executive officer |
|45 |Limited Liability Company |General Director K.V. Grigorieva|
| |Invest-Engineering |is the daughter of member of the|
| | |Board of Directors of the |
| | |Corporation V.E. Grigoriev |

[seal: Open Joint Stock Company S.P. Korolev Rocket and Space Corporation
Energia, Korolev, Moscow Region, Russian Federation (OJSC RSC Energia),
PSRN 1025002032538]
Chief Accountant [signature] E.M. Korogodina

0710005 p. 01


1. Intangible assets and expenses on research, development,
testing, design and technological work (R&D)
1. Existence and movement of intangible assets
|Indicator |Line|Period |Opening balance|Changes during the period |Closing balance |
| |code| |of the year | |of the period |
| | | | |arrival|disposals |accrue|impair|revaluation | |
| | | | |s | |d |ment | | |
| | | | | | |amorti|loss | | |
| | | | | | |zation| | | |
|Total |5120 |8,026 |4,656 |2,360 |
|including: |5121 |8,015 |4,649 |2,360 |
|Patents, licenses, know-how,| | | | |
|copyrights | | | | |
|Industrial prototypes and |5122 |11 |7 |- |
|models | | | | |
|Software, databases |5123 | | | |
0710005 p. 02


Fully amortized intangible assets
|Indicator |Line |On December 31, |On December 31, |On December 31, |
| |code |20 11 4 |20 10 2 |20 09 5 |
|Total |5130 |- |- |- |
|including: |5131 |- |- |- |
|Patents, licenses, know-how | | | | |
|and copyrights | | | | |
|Industrial prototypes and |5132 |- |- |- |
|models | | | | |
|Software, databases |5133 |- |- |- |


Existence and movement of R&D results
|Indicator |Line|Period |Opening balance of |Changes during the period |Closing balance of |
| |code| |the year | |the period |
| | | |historica|expensed |arrivals |disposals |expensed |historic|expensed |
| | | |l cost |portion | | |portion of|al cost |portion of |
| | | | |of cost | | |cost for | |cost |
| | | | | | | |the period| | |
| | | | |costs for the |write off of costs |recognized as | |
| | | | |period |on unsuccessful R&D|intangible assets| |
| | | | | | |or R&D | |
|Costs on research and |5160|for 20 |288,978 |247,725 |( ) |( 67,532 ) |469,171 |
|development in progress| |11 1 | | | | | |
|- total |5170| | | | | | |
| | |for 20 |297,960 |276,648 |( 11,268 ) |( 274,362 ) |288,978 |
| | |10 2 | | | | | |
|including: |5161|for 20 |157,741 |106,450 |( - ) |( 65,020 ) |199,171 |
|R&D performed using the| |11 1 | | | | | |
|Corporation's own funds|5171| | | | | | |
| | |for 20 |296,227 |143,286 |( 11,268 ) |( 270,504 ) |157,741 |
| | |10 2 | | | | | |
|R&D performed using |5162|for 20 |131,237 |141,275 |( - ) |( 2,512 ) |270,000 |
|targeted financing | |11 1 | | | | | |
| |5172| | | | | | |
| | |for 20 |1,733 |133,362 |( - ) |( 3,858 ) |131,237 |
| | |10 2 | | | | | |
| | | | | | | | |
|Transactions in |5180|for 20 |375 |3,776 |( - ) |( 3,561 ) |590 |
|progress | |11 1 | | | | | |
|on the acquisition of |5190| | | | | | |
|intangible assets - | | | | | | | |
|total | | | | | | | |
| | |for 20 |481 |2,254 |( - ) |( 2,360 ) |375 |
| | |10 2 | | | | | |
|including: |5181|for 20 |373 |3,776 |( - ) |( 3,561 ) |588 |
|inventions | |11 1 | | | | | |
| |5191| | | | | | |
| | |for 20 |481 |2,252 |( - ) |( 2,360 ) |373 |
| | |10 2 | | | | | |
|industrial prototypes |5182|for 20 |2 |- |( - ) |( - ) |2 |
| | |11 1 | | | | | |
| |5192| | | | | | |
| | |for 20 |- |2 |( - ) |( - ) |2 |
| | |10 2 | | | | | |
|databases, software, |5183|for 20 |- |- |( - ) |( - ) |- |
|licenses | |11 1 | | | | | |
| |5193|for 20 |- |- |( - ) |( - ) |- |
| | |10 1 | | | | | |
0710005 p. 04


1. Fixed assets
Existence and movement of fixed assets
|Indicator |Line|Period |Opening balance |Changes during the period |Closing balance |
| |code| |of the year | |of the period |
| | | | |costs for the |written off |recognized as fixed | |
| | | | |period | |assets or increased | |
| | | | | | |cost | |
|Construction in progress|5240|for 20 |457,693 |2,932,293 |( 1,050,044 ) |( 545,908 ) |1,794,034 |
|and transactions in | |11 1 | | | | | |
|progress on the |5250| | | | | | |
|acquisition, upgrade, | | | | | | | |
|etc. of fixed assets - | | | | | | | |
|total | | | | | | | |
| | |for 20 |273,892 |608,251 |( - ) |( 424,450 ) |457,693 |
| | |10 2 | | | | | |
|including: |5241|for 20 |264,503 |2,662,401 |( 993,191 ) |( 332,314 ) |1,601,399 |
|acquisition, | |11 1 | | | | | |
|construction and |5251| | | | | | |
|creation of fixed assets| | | | | | | |
| | |for 20 |27,234 |439,102 |( - ) |( 201,833 ) |264,503 |
| | |10 2 | | | | | |
|upgrade and |5242|for 20 |2,333 |249,460 |( - ) |( 77,865 ) |173,928 |
|reconstruction | |11 1 | | | | | |
| |5252| | | | | | |
| | |for 20 |25,150 |117,984 |( - ) |( 140,801 ) |2,333 |
| | |10 2 | | | | | |
|acquisition of land |5243|for 20 |153,530 |16,110 |( 31,400 ) |( 135,729 ) |2,511 |
|plots | |11 1 | | | | | |
| |5253| | | | | | |
| | |for 20 |219,927 |15,419 |( - ) |( 81,816 ) |153,530 |
| | |10 2 | | | | | |
|etc. |5244|for 20 |37,327 |4,322 |( 25,453 ) |( - ) |16,196 |
| | |11 1 | | | | | |
| |5254|for 20 |1,581 |35,746 |( - ) |( - ) |37,327 |
| | |10 2 | | | | | |
0710005 p. 06


Change in the value of fixed assets as a result of additional construction,
refitting, reconstruction and partial liquidation
|Indicator |Line |for 20 11 1 |for 20 10 2 |
| |code | | |
|Increase in the value of |5260 |82,941 |135,335 |
|fixed assets as a result of| | | |
|additional construction, | | | |
|refitting, reconstruction | | | |
|and partial liquidation - | | | |
|total | | | |
|including: |5261 |42,208 |68,392 |
|buildings | | | |
|structures |5262 |2,736 | |
|transfer devices |5263 | | |
|machines and equipment |5264 |37,481 |51,707 |
|vehicles |5265 |516 |15,236 |
|production and business |5266 |- |- |
|inventory | | | |
|perennial plants |5267 |- |- |
|land plots |5268 |- |- |
|other fixed assets |5269 |- |- |
| | | | |
|Decrease in the value of |5270 |( 1,000 ) |- |
|fixed assets as a result of| | | |
|partial liquidation - total| | | |
|including: |5271 |( 1,000 ) |( - ) |
|buildings | | | |
|structures |5272 |( - ) |( - ) |
|transfer devices |5273 |( - ) |( - ) |
|machines and equipment |5274 |( - ) |( - ) |
|vehicles |5275 |( - ) |( - ) |
|production and business |5276 |( - ) |( - ) |
|inventory | | | |
|perennial plants |5277 |( - ) |( - ) |
|other fixed assets |5278 |( - ) |( - ) |
0710005 p. 07


Other use of fixed assets
| |Line |On December 31, |On December 31, |On December 31, |
| |code |20 11 4 |20 10 2 |20 09 5 |
|Leased out fixed assets, held on|5280 |1,610,008 |1,443,861 |1,449,334 |
|the balance sheet | | | | |
|Leased out fixed assets, held on|5281 |- |- |- |
|off-balance-sheet accounts | | | | |
|Leased fixed assets, held on the|5282 |- |- |- |
|balance sheet | | | | |
|Leased fixed assets, held on |5283 |612,505 |60,122 |7,198 |
|off-balance-sheet accounts | | | | |
|Real estate, commissioned and in|5284 |- |- |- |
|use, undergoing state | | | | |
|registration | | | | |
|Mothballed fixed assets |5285 |- |- |- |
|Other use of fixed assets |5286 |- |- |417,942 |
|(pledge, etc.) | | | | |
0710005 p. 08


2. Financial investments
Existence and movement of financial investments
|Indicator |Line |Period |Opening balance of|Changes during the period |Closing balance |
| |code | |the year | |of the period |
|Pledged financial |5320 |48,125 |- |- |
|investments - total | | | | |
|including: |5321 |48,125 | | |
|promissory notes | | | | |
|etc. | | | | |
|Financial investments |5325 |- |- |- |
|transferred to third | | | | |
|parties (except through | | | | |
|sale) - total | | | | |
|including: |5326 | | | |
|promissory notes | | | | |
|etc. | | | | |
|Other use of financial |5329 |- |- |- |
|investments | | | | |
0710005 p. 10


3. Inventories
Existence and movement of inventories
|Indicator |Line|Period |Opening balance of|Changes during the period |Closing balance |
| |code| |the year | |of the period |
|Unpaid inventories on the |5440 |- |- |- |
|reporting date - total | | | | |
|including: |5441 |- |- |- |
|pledge agreements | | | | |
| | | | | |
|Inventories pledged under |5445 |974,875 |1,348,625 |2,325,250 |
|an agreement - total | | | | |
|including: |5446 |- |- |- |
|raw and other materials | | | | |
|work in progress |5447 |974,875 |1,348,625 |2,325,250 |
|finished products and |5448 |- |- |- |
|goods for resale | | | | |
|other |5449 |- |- |- |
| | | | | |
0710005 p. 12


4. Receivables and payables
Existence and movement of receivables
|Indicator |Lin|Period |Opening balance |Changes during the period |Closing balance |
| |e | |of the year | |of the period |
| |cod| | | | |
| |e | | | | |
| | | |accounte|amount |arrivals |disposals |reclassif|account|amount |
| | | |d on |of | | |ication |ed on |of |
| | | |contract|doubtfu| | |from |contrac|doubtful|
| | | |ual |l debt | | |non-curre|tual |debt |
| | | |terms |provisi| | |nt to |terms |provisio|
| | | | |ons | | |current | |ns |
| | | | | | | |debt | | |
| | |accounted on |carrying |accounted |carrying |accounted |carrying |
| | |contractual |amount |on |amount |on |amount |
| | |terms | |contractual| |contractual| |
| | | | |terms | |terms | |
|Total |5540 |103,912 |53,126 |169,882 |119,096 |755,508 |704,722 |
|including: | | | | | | | |
|trade receivables |5541 |103,912 |53,126 |169,882 |119,096 |755,508 |704,722 |
|advances issued |5542 |- |- |- |- |- |- |
|other debtors |5543 |- |- |- |- |- |- |
| | | | | | | | |
| | | | | | | | |
| | | | | | | | |
0710005 p. 14


Existence and movement of payables
|Indicator |Line |Period |Opening |Changes during the period |Closing |
| |code | |balance of| |balance of |
| | | |the year | |the period |
| | | | |arrivals |disposals |reclassific| |
| | | | | | |ation from | |
| | | | | | |non-current| |
| | | | | | |to current | |
| | | | | | |debt | |
| | | | |through |interest,|repayment |write off to| | |
| | | | |business |fines and| |financial | | |
| | | | |transactions|other | |result 9 | | |
| | | | |(amount of |accrual | | | | |
| | | | |debt on a |due | | | | |
| | | | |transaction,| | | | | |
|Non-current |5551 |for 20 |- |- |- |( - ) |( - ) |( - ) |- |
|payables - | |11 1 | | | | | | | |
|total | | | | | | | | | |
| |5571 |for 20 |- |- |- |( - ) |( - ) |( - ) |- |
| | |10 2 | | | | | | | |
|including: |5552 |for 20 |- |- |- |( - ) |( - ) |( - ) |- |
|trade payables | |11 1 | | | | | | | |
| |5572 |for 20 |- |- |- |( - ) |( - ) |( - ) |- |
| | |10 2 | | | | | | | |
|other |5553 |for 20 |- |- |- |( - ) |( - ) |( - ) |- |
| | |11 1 | | | | | | | |
| |5573 |for 20 |- |- |- |( - ) |( - ) |( - ) |- |
| | |10 2 | | | | | | | |
| | | | | | | | | | |
|Current |5560 |for 20 |19,556,779|19,772,578 |- |( 12,121,023|( 160 ) |- |27,208,174 |
|payables - | |11 1 | | | |) | | | |
|total | | | | | | | | | |
| |5580 |for 20 |14,133,929|16,373,299 |- |( 10,950,079|( 370 ) |- |19,556,779 |
| | |10 2 | | | |) | | | |
|including: |5561 |for 20 |1,809,169 |2,060,039 |- |( 1,805,360 |( 67 ) |- |2,063,781 |
|trade payables | |11 1 | | | |) | | | |
| |5581 |for 20 |1,280,324 |1,782,782 |- |( 1,253,936 |( 1 ) |- |1,809,169 |
| | |10 2 | | | |) | | | |
|advances |5562 |for 20 |17,170,927|17,173,617 |- |( 9,743,108 |( - ) |- |24,601,436 |
|received | |11 1 | | | |) | | | |
| |5582 |for 20 |11,330,632|14,016,816 |- |( 8,176,521 |( - ) |- |17,170,927 |
| | |10 2 | | | |) | | | |
|other creditors|5563 |for 20 |576,683 |538,922 |- |( 572,555 ) |( 93 ) |- |542,957 |
| | |11 1 | | | | | | | |
| |5583 |for 20 |1,522,973 |573,701 |- |( 1,519,622 |( 369 ) |- |576,683 |
| | |10 2 | | | |) | | | |
| | | | | | |( ) |( ) | | |
|Total |5550 |for 20 |19,556,779|19,772,578 |- |( 12,121,023|( 160 ) |x |27,208,174 |
| | |11 1 | | | |) | | | |
| |5570 |for 20 |14,133,929|16,373,299 |- |( 10,950,079|( 370 ) |x |19,556,779 |
| | |10 2 | | | |) | | | |
0710005 p. 15


Overdue payables
|Indicator | |On December 31, |On December 31, |On December 31, |
| | |20 11 4 |20 10 2 |20 09 5 |
|Total |5590 |143,312 |287,740 |228,575 |
|including: |5591 |143,312 |287,740 |228,575 |
|trade payables | | | | |
|other |5592 |- |- |- |
| | | | | |
0710005 p. 16


5. Production costs
|Indicator |Line |For 20 11 1 |For 20 10 2 |
| |code | | |
|Material costs |5610 |17,178,709 |15,923,196 |
|Wage expenses |5620 |4,146,940 |3,451,158 |
|Benefits-related deductions |5630 |1,053,174 |688,690 |
|Depreciation |5640 |212,753 |174,963 |
|Other costs |5650 |10,635,926 |7,454,196 |
|Total cost elements |5660 |33,227,502 |27,692,203 |
|Change in balances (increase [+], decrease [-]): |5670 |- |- |
|work in progress | | | |
|finished products |5680 |- |- |
|other | |- |- |
|Total expenses on ordinary lines of business |5600 |33,227,502 |27,692,203 |


0710005 p. 17


6. Provisions for contingent liabilities
|Indicator |Line |Opening |Recognized |Repaid |Written off as an|Closing balance|
| |code |balance of the| | |excess amount |of the period |
| | |year | | | | |
|Estimated liabilities - |5700 |- |312,255 |( - ) |( - ) |312,255 |
|total | | | | | | |
|including: |5701 | |- |( - ) |( - ) |- |
|estimated liabilities on | | | | | | |
|claims | | | | | | |
|estimated liabilities on |5702 |- |- |( - ) |( - ) |- |
|onerous contracts | | | | | | |
|estimated liabilities on |5703 |- |- |( - ) |( - ) |- |
|reorganization | | | | | | |
|estimated liabilities on |5704 |- |- |( - ) |( - ) |- |
|quality guarantees on sold| | | | | | |
|goods | | | | | | |
|estimated liabilities on |5705 |- |312,255 |( - ) |( - ) |312,255 |
|vacations | | | | | | |
0710005 p. 18


7. Security on obligations
|Indicator |Line |On December 31, |On December 31, |On December 31, |
| |code |20 11 4 |20 10 2 |20 09 5 |
|Received - total |5800 |130,015 |- |- |
|including: | | | | |
|pledge |5801 |- |- |- |
|bank guarantee agreement |5802 |130,015 |- |- |
|Issued - total |5810 |4,554,862 |1,348,625 |2,743,192 |
|including: | | | | |
|pledge |5811 |1,023,000 |1,348,625 |2,743,192 |
|contract of guarantee |5812 |3,531,862 |- |- |
| | | | | |
| | | | | |

Notes
1. Indicates the reporting year.
2. Indicates the previous year.
3. In case of revaluation, the current market value or current
(replacement) value is presented in the column "Historical cost".
4. Indicates the reporting date of the reporting period.
5. Indicates the year preceding the previous year.
6. For non-profit organizations the columns "Accumulated depreciation" and
"Accrued depreciation" are called "Accumulated wear and tear" and
"Accrued wear and tear", respectively.
7. The accumulated adjustment is determined as follows:
the difference between historical cost and the current market value - for
financial investments for which a current market value can be determined;
the difference accrued during the period to maturity between historical
cost and par value - for debt securities for which a current market value
is not determined;
the amount of the provisions for the impairment of financial investments
created as at the previous reporting date - for financial investments for
which a current market value is not determined.
8. Data are disclosed less accounts receivable received and repaid (written
off) in one reporting period.
9. Data are disclosed less accounts payable received and repaid (written
off) in one reporting period.
0710005 p. 19


9. Government assistance
|Indicator |Line |For 20 11 1 |For 20 10 2 |
| |code | | |
|Budget funds received - total |5900 |- |- |
|including: |5901 | | |
|for current expenses | | | |
| | |- |- |
|for investments in non-current assets |5905 |- |- |
|Budgetary loans - total|20 11 1 | |Opening |Received |Repaid during |Closing |
| |20 10 2 | |balance of the|during the |the year |balance of the|
|including: |20 11 1 | |year |year | |year |
|(purpose) |20 10 2 | | | | | |
|etc. | | | | | | |
| | |5910 |- |- |( - ) |- |
| | |5920 |- |- |( - ) |- |
| | |5911 |- |- |( - ) |- |
| | |5921 |- |- |( - ) |- |
| | | |- |- |( - ) |- |

Notes
1. Indicates the reporting year.
2. Indicates the previous year.
3. In case of revaluation, the current market value or current
(replacement) value is presented in the column "Historical cost".
4. Indicates the reporting date of the reporting period.
5. Indicates the year preceding the previous year.
6. For non-profit organizations the columns "Accumulated depreciation"
and "Accrued depreciation" are called "Accumulated wear and tear" and
"Accrued wear and tear", respectively.
7. The accumulated adjustment is determined as follows:
the difference between historical cost and the current market value- for
financial investments for which a current market value can be determined;
the difference accrued during the period to maturity between historical
cost and par value - for debt securities for which a current market value
cannot be determined;
the amount of the provisions for the impairment of financial investments
created as at the previous reporting date - for financial investments for
which a current market value cannot be determined.
8. Data are disclosed less accounts receivable received and repaid
(written off) in one reporting period.
9. Data are disclosed less accounts payable received and repaid (written
off) in one reporting period.




KOSMOS-AUDIT
AUDITING COMPANY In the orbit of your
interests


17-B Butlerov St., Moscow 117342
tel./fax (495) 730-41-14
kosmos@kosmos-audit.ru
www.kosmos-audit.ru


AUDIT OPINION


Addressee

To the shareholders of Open Joint Stock Company S.P. Korolev Rocket
and Space Corporation Energia and other users.



Information on the audited company

Name: Open Joint Stock Company S.P. Korolev Rocket and Space
Corporation Energia (abbreviated name: OJSC RSC Energia).

Primary State Registration Number: 1025002032538.

Location: 4A Lenin St., Korolev, Moscow Region, 141070.



Information on the audit firm

Name: Limited Liability Company KOSMOS-AUDIT.

Primary State Registration Number: 1027700133207.

Location: 17-B Butlerov St., Moscow, 117342.

Membership of self-regulating auditors organization: KOSMOS-AUDIT LLC
is a member of the Nonprofit Partnership Chamber of Auditors of Moscow and
was included in the register of audit organizations on 12 December, 2009
with primary registration number of the entry 10203000467.



Composition of the financial statements that were audited

We have audited the accompanying financial statements of OJSC RSC
Energia consisting of the balance sheet at 31 December 2011, the income
statement, statement of changes to equity, and the cash flow statement for
2011 and the notes to the balance sheet and income statement.


Responsibility of the audited company for the financial statements

The President of OJSC RSC Energia Company is responsible for the
preparation and reliability of the financial statements in accordance with
Russian rules for the preparation of financial statements and for the
system of internal control necessary for the preparation of financial
statements that are free from material misstatements, whether due to fraud
or error.


Auditor's responsibility

Our responsibility is to express an opinion on the reliability of the
financial statements based on our audit. We conducted the audit in
accordance with the Federal Standards on Auditing. These standards require
that we comply with the relevant ethical norms, and that the audit be
planned and performed so as to obtain sufficient assurance that the
financial statements are free from material misstatements.

The audit included the performance of audit procedures aimed at
obtaining audit evidence confirming the numerical amounts and disclosures
in the financial statements. The selection of audit procedures is a matter
of our judgment, which is based on an assessment of the risk of material
misstatement, whether due to fraud or error. In the process of assessing
this risk, we examined the system of internal control supporting the
preparation and reliability of the financial statements for the purpose of
selecting the appropriate audit procedures, but not for the purpose of
expressing an opinion on the effectiveness of the system of internal
control.





















2



The audit also included an assessment of the appropriateness of the
accounting policy employed, and the reasonableness of the estimates made by
the management of the audited company, as well as the evaluation of the
overall presentation of the financial statements.

We believe that the audit evidence obtained during the audit provides
sufficient grounds for the expression of our opinion on the reliability of
the financial statements of OJSC RSC Energia for 2011.

Basis for qualified opinion

1. In the balance sheet, line 1430 "Estimated Liabilities" does not
present the retrospective estimated liabilities in the form of provisions
for leave at December 31, 2010 and at December 31, 2009, which
constitutes a violation of the requirements of Accounting Regulations PBU
8/2010 Estimated Liabilities, Contingent Liabilities and Contingent Assets
and clause 15 of PBU 1/2008 Accounting Policy of the Organization. This
violation resulted in an overstatement of retained earnings on the balance
sheet on line 1370 "Retained earnings (uncovered losses)" and in the
statement of changes to equity for the given dates.

2. The data of the balance sheet at December 31, 2011 on line 1260
"Other current assets" are overstated by the amount of R&D costs performed
from internal funds, in the amount of RUB 53,936 thousand, which should be
presented on line 1120 "Results of research and development".


Qualified opinion

In our opinion, except for the possible effects on the financial
statements of the matter set out in the Basis for Qualified Opinion
section, the financial statements present fairly, in all material respects,
the financial position of Open Joint Stock Company S.P. Korolev Rocket and
Space Corporation Energia as at December 31, 2011, and its financial
performance and its cash flows for the year 2011 in accordance with Russian
rules for the preparation of the financial statements.






















3



Emphasis of matter
Without qualifying further our opinion on the reliability of the
financial statements, we draw your attention to the fact that current
financial investments include financial investments with a probable
maturity date of more than 12 months.


March 29, 2012

Head of Quality Control Department
KOSMOS-AUDIT LLC [signature] T.S. Klimovskaya
(audit qualification certificate No. 03-000070)

[Seal: KOSMOS-AUDIT Limited Liability Company, Moscow, PSRN 1027700133207]





































4




OPEN JOINT STOCK COMPANY
S.P. KOROLEV ROCKET AND SPACE CORPORATION
ENERGIA


INTERNAL AUDIT COMMISSION


Korolev, Moscow Region [18
April] 2012

Members of the Internal Audit Commission of OJSC RSC Energia, selected
by the annual general meeting of shareholders on 25 June 2011, consisting
of: A.I. Barbashin, S.A. Barinov, L.V. Eliseeva, V.S. Yemelyanov, M.N.
Petrov, O.Yu. Pleshakov, E.P. Polezhaeva, A.M. Solonin, and S.V.
Soloshchenko, pursuant to the authorities defined by the RF Federal Law "On
Joint Stock Companies", the charter of OJSC RSC Energia and the Regulations
on the Internal Audit Commission, conducted a review of the business
operations of OJSC RSC Energia for 2011.
The review was performed in respect of the annual financial
statements of OJSC RSC Energia for the period from January 1, 2011 to
December 31, 2011.
The analysis was conducted on the basis of documents, accounting
ledgers and tax accounting ledgers, registers and clarifications provided
by the management of the Corporation.
The analysis included an examination of the information on business
operations disclosed in the financial statements and the annual report, an
assessment of the accounting principles and methods, and also the rules for
the preparation of financial statements and the annual report.
The Internal Audit Commission used sampling methods to review
individual transactions.
The results of the review are set out in the Notes of the Internal
Audit Commission on the Review of the Operations of OJSC RSC Energia in
2011.

CONCLUSION

Based on the results of the review of the business operations of RSC
Energia for the year 2011, the Internal Audit Commission concludes that:

1. The financial statements for 2011 present fairly in all material
aspects the financial position of OJSC RSC Energia and the results of
its business operations for the period from January 1, 2011 to
December 31, 2011;



2. The annual report for 2011 presented by RSC Energia, in the material
provisions, the presentation of which is stipulated by the laws of the
Russian Federation, contains reliable data;
3. No violations were established of the Federal Law "On Joint Stock
Companies", the charter of OJSC RSC Energia, or the resolutions of the
General Meeting of Shareholders or Board of Directors that entailed
negative consequences for RSC Energia.


Commission Chairman [signature] M.N. Petrov