of sp korolev rocket and space public corporation

Transcription

OF S.P. KOROLEV ROCKET AND SPACE PUBLIC
CORPORATION ENERGIA FOR 2013
This Annual Report of S.P. Korolev Rocket and Space Public Corporation Energia (also
hereinafter called “OAO RSC Energia”, “RSC Energia”, “the Corporation”) by the 2013
performance is drawn up in accordance with the RF Government Decree No 1214 as of
December 31, 2010 “On Improvement of the Procedure for Management of Open Joint-Stock
Companies Whose Stock is in Federal Ownership and Federal State Unitary Enterprises” with
due regard for the requirements set forth in the Order issued by the RF Federal Financial
Markets Service No 11-46/pz-n as of October 4, 2011 “On Approval of the Provision on
Information Disclosure of Issuers of Registered Securities”.
This Annual Report was preliminarily approved by RSC Energia’s Board of Directors on April
29, 2014. Minutes No10 as of May 6, 2014.
Accuracy of the data contained in this Annual Report was confirmed by RSC Energia’s
Auditing Committee Report as of April 17, 2014.
2
TABLE OF CONTENTS
KEY PERFORMANCE INDICATORS ........................................................................... 6
ON CORPORATION ACTIVITIES ................................................................................. 8
Corporation background ................................................................................................................................8
Corporation structure (its participation in subsidiary and affiliated companies) ...........................................9
Information about purchase and sale contracts for participating interests, equities, shares of
business partnerships and companies concluded by the Corporation in 2013......................................10
Information about building holding (integrated) structure ...................................................................10
Corporation standing in the industry............................................................................................................10
Period of the Corporation operation in space industry .........................................................................10
Major competitors of the Corporation in space industry ......................................................................11
Corporation share in respective market segment in terms of its core business and dynamics of this
indicator over the last 3 years ...............................................................................................................13
DEVELOPEMENT STRATEGY .................................................................................... 14
Outlook for the Corporation development and main lines of activity .........................................................14
Information about the strategies and development programs developed in the Corporation ...............14
Corporation development outlook ........................................................................................................14
Level of investment with breakdown by financing sources .................................................................17
CORPORATION PERFORMANCE .............................................................................. 18
Its priority lines of activity ...........................................................................................................................18
Manned Space Systems ........................................................................................................................18
Launch vehicles ....................................................................................................................................36
Flight operation and tests of rocket and space systems ........................................................................40
Unmanned space complexes and systems ............................................................................................41
The use of space technologies in terrestrial applications......................................................................43
International activities of the Corporation ............................................................................................44
SOCIAL RESPONSIBILITY........................................................................................... 49
Personnel development and social policy ....................................................................................................49
Personnel policy....................................................................................................................................49
Personnel motivation ............................................................................................................................51
Social policy .........................................................................................................................................52
Charitable activity.................................................................................................................................53
Energy Saving and energy Efficiency..........................................................................................................54
Increased ecological safety of production ....................................................................................................55
CORPORATE MANAGEMENT .................................................................................... 57
3
RSC Energia corporate management concepts and structure ......................................................................57
Information about the Corporation Board of Directors ...............................................................................59
Board of Directors Provision ................................................................................................................59
RSC Energia Board of Directors membership during the accounting year ..........................................59
Background information about the persons who were the members of RSC Energia Board of
Directors in 2013 ..................................................................................................................................61
Regulations on ad hoc Committees at RSC Energia Board of Directors .............................................66
Meetings of the ad hoc Committees at the Board of Directors held in 2013........................................67
Provision on Remuneration of the Corporation Board of Directors members. ....................................67
Information about remuneration paid to the Board of Directors members in 2013 .............................68
Information about the Corporation executive bodies ...................................................................................69
Single – member executive body..........................................................................................................69
Collective Executive Body ...................................................................................................................69
RSC Energia Collective Executive Body membership during 2013 ....................................................70
Background information about the persons who were the members of RSC Energia management
in 2013 ..................................................................................................................................................70
Provision on remuneration of the Corporation executive bodies members ..........................................75
Information about remuneration paid to the Corporation executive bodies members .........................75
Equity capital ...............................................................................................................................................75
Equity capital structure .........................................................................................................................75
Dividend Policy ....................................................................................................................................76
Information about distribution and disposition of profits drawn by the 2012 performance in 2013 ....77
Internal control and risk management ..........................................................................................................79
Description of the key risk factors associated with the Corporation activities.....................................79
Membership of RSC Energia Auditing Committee during 2013 .........................................................86
Remuneration paid to the Auditing Committee members in 2013 .......................................................87
ADDITIONAL INFORMATION .................................................................................... 88
Contact information .....................................................................................................................................88
Glossary .......................................................................................................................................................90
APPENDICES.................................................................................................................... 93
Appendix 1 / Bookkeeping Reporting and Auditor’s Report on Faithfulness of Bookkeeping Reporting
over the Accounting and Previous Years .....................................................................................................93
Appendix 2 / Data on appropriation of net profit gained by the Corporation in 2012.................................94
Appendix 3 / Information about state backing of the Corporation activities in accounting year
including data on subsidies granted, purpose of use; accounting year-end. ................................................98
Appendix 4 / Information about the resolutions passed at General Shareholders’ Meetings, Board of
Directors’ Meetings at the Board of Directors .............................................................................................99
4
Appendix 5 / Information about compliance with Code of Corporate Conduct ........................................134
Appendix 6/Information about large deals effected by the Corporation during accounting year,
including the List of the transactions made by the Corporation during the accounting year and
recognized in accordance with Federal Law «Joint-Stock Companies» as large deals, as well as other
transactions, effecting of which is subject to the procedure for large deals approval as stipulated in the
Corporation Articles of Association; each transaction being accompanied by information about its
material terms and the Corporation managerial body which took decision on its approval. .....................140
Appendix 7 / Information about interested-party transactions effected by the Corporation during the
accounting year, including the List of the transactions made by the Corporation in the accounting year
and recognized in accordance with Federal Law “On Joint-Stock Companies” as interested-party
transactions; with each of the above transactions being accompanied by information about respective
interested party (parties), its material terms and the Corporation managerial body which took decision
on its approval ............................................................................................................................................141
Appendix 8 /Information about economic entities with the Corporation share in their Charter Capital
from 2% up to 20% ....................................................................................................................................216
Appendix 9 / Information about affiliated companies with the Corporation share in the Charter capital
from 20% to 50% .......................................................................................................................................219
Appendix 10 / Information about subsidiary companies with the Corporation share in their Charter
capital from 50% + 1 share up to 100% .....................................................................................................221
Appendix 11 / Non-profit organizations, the participant (founder) of which is RSC Energia ..................224
Appendix 12 / Information about actual results of executing the Russian Federation President and
Government orders and instructions ..........................................................................................................225
Appendix 13 / Information about the Corporation investments with an estimated rate of return on
which making up more than 10% per year; indicated investment objective and amount of investment as
well as financing sources. ..........................................................................................................................236
Appendix 14 / Information about continuing court proceedings in which the Corporation acts as a
plaintiff/defendant on debt claim, with indicated total amount of made/lodged claims of material value
to the Corporation. .....................................................................................................................................237
5
KEY PERFORMANCE INDICATORS
2009
2010
2011
2012
2013
2013/2012
increase
Finance indicators
Receipts
mln rubles
17 350,
9
22 816,9
20 538,5
22 131,1
28 410,5
28,4%
Cost value
mln rubles
15 671,
2
20 805,2
18 669,4
20 512,4
27 375,9
33,5%
Profit before tax
mln rubles
243,4
856,0
5 600,4
4 085,9
3 932,3
-3,4%
Net profit
mln rubles
115,4
437,3
1 245,8
759,0
416,2
-45,2%
Level of capital investments
mln rubles
269,9
332,0
712,3
1 712,1
1 512,0
-11,7%
Dividends (declared dividends by
annual performance results)
mln rubles
29,2
112,4
314,6
193,3
95,0*
ISS Russian Segment modules
(manufacture/launch)
units
1/1
1/1
-
-
-
Work-in-process of ISS Russian
Segment modules
units
2
2
2
2
3
Transport manned space vehicles
units
3/4
5/4
4/4
4/4
5/4
Transport cargo space vehicles
units
5/4
5/5
5/5
4/4
5/4
Work-in-process of transport space
vehicles (manned / cargo)
units
13/14
11/11
12/12
15/12
11/10
Manufactured Upper Stages (state
order / commercial order)
units
3/1
3/-
2/3
-/4
1/2
Work-in-process of Upper Stages
(state order / commercial order)
units
3/4
2/3
-/4
1/5
-/4
Launches of spacecraft using Upper
Stages (state order / commercial
order
units
2/4
3/-
-/2
1/3
1/2
Orders of unmanned spacecraft
(state order / commercial order)
units
1/1
1/1
1/1
2/1
2/2
mln rubles
NA
18 646,0
16 700,0
17 781,2
23 832,1
34,0%
%
NA
26,7
32,7
32,1
35,3
3,2 п.п.
units
NA
2
5
6
6
-
Production figures
R & D costs
Innovative products sales share in
receipts
Technologies introduced into
production (first year of
application)
* size of dividends by the 2013 performance results – tentative proposals
6
Receipts, mln rubles
Level of capital investments, mln rubles
R & D costs and innovative products sales share in receipts
Work-in-process of ISS Russian Segment modules,
units
R & D costs, mln rubles
Innovative products sales share in receipts, %
Number of manufactured transport manned space vehicles,
units
Number of unmanned spacecraft orders, units
STATE ORDER COMMERCIAL ORDER
7
ON CORPORATION ACTIVITIES
Corporation background
RSC Energia is the leading Russian rocket-space enterprise which builds both manned and unmanned
space systems, launch vehicles and orbit-to-orbit transportation vehicles, as well as different hightechnology systems for non-space applications.
Also the Corporation is the key organization engaged in utilization of the International Space Station
Russian Segment.
The Corporation core business involves research and development in the field of natural and technical
sciences; development, manufacture, ensured operational use of manned, unmanned space and rocket
systems; development of weapons and military equipment.
Full firm’s name:
Shortened firm’s name:
Full firm’s name in English:
Shortened firm’s name in
English:
Date of incorporation and
number of State Registration
Certificate:
State agency for registering legal
entities:
Main State Registration Number
(MSRN)
Certificate of its being entered in
the United State Register of Legal
Entities
Taxpayer Identification Number:
Place of business and mailing
address:
Contact phone:
Fax:
Corporation e-mail
Corporation web site:
Открытое акционерное общество «Ракетно-космическая
корпорация «Энергия» имени С.П. Королёва»
ОАО «РКК «Энергия»
«S.P. Korolev Rocket and Space Public Corporation Energia»
RSC Energia
06.06.1994 г. №1430
Municipal Administration of Kaliningrad city, Moscow
Region
1025002032538 of 21.10.2002
registered by Interdistrict Inspectorate of Federal Taxation
Service №2, Moscow Region
Series 50 No 02516454
Issued by Inter district Inspectorate of Federal Taxation
Service No 2, Moscow Region
5018033937
4A Lenin Street, Korolev city, Moscow Region, 141070
Russia
(495) 513-72-48
(495) 513-86-20, (495) 513-88-70
[email protected]
www.energia.ru
8
Corporation structure (its participation in subsidiary and affiliated companies)
RSC Energia
ITS CORE ACTIVITIES
Manned space systems
Building and utilization of ISS
Russian Segment
Manufacture, launches, docking with
ISS and performance of retreat
maneuvers for return of transport
manned and cargo space vehicles to
Earth.
Unmanned space systems
Building general-purpose space
bus as a basis for unmanned
spacecraft, different space
systems, including satellite
communication and Earth remote
sensing.
Launch vehicles
Manufacture of upper stages for
launching unmanned spacecraft
under state and commercial
orders, as well as for assured
launches of GLONASS system
satellites.
Development of technical
proposals for building new
generation rocket space
complexes
R & D in the field of building
advanced manned transportation
systems, space infrastructure and
sending manned expeditions to
different near-earth space and solar
system areas.
Subsidiary and affiliated companies within the Corporation core business
(RSC Energia’s share in their authorized capital )
RSC Energia’s ZAO ZEM (100%)
OOO Energia SAT (51%)
OAO Consortium „Kosmicheskaya
Regata (30%)
ZAO Energia - Telecom (50,1%)
OAO “Gazprom Kosmicheskiye
sistemy" (16,16%)
RSC Energia’s ZAO ZEM
(100%)
RSC Energia’s ZAO VKB
(100%)
Appendices 8, 9, 10 and 11 to the Annual Report give detailed information about subsidiary
and affiliated companies with RSC Energia participation
9
Information about purchase and sale contracts for participating interests, equities,
shares of business partnerships and companies concluded by the Corporation in 2013
RSC Energia being the sole shareholder of ZAO Teplo RSC Energia took a decision on an increase in
the authorized capital of ZAO Teplo RSC Energia from 50 000 000 to 59 956 416 rubles by placement
of additional nominal nondocumentary shares of ZAO Teplo RSC Energia based upon Federal Law
“On Joint Stock Companies”, p. 3, Art. 47; Articles of Association of ZAO Teplo RSC Energia, Art.
16 (Notice of State Registration of the Report on additional issue of securities No50-1-13-ВК08/11307 dated 21.11.2013; state registration number of the issue is 1-01-73234-Н-001D).
Information about building holding (integrated) structure
In order to improve the Russian Federation rocket-space industry organizations management system,
in 2013 it was decided to establish open joint-stock company entitled “the United Rocket-Space
Corporation” (OAO URSC) whose shares (100%) will be in federal ownership (Decree of the RF
President No 874 “On Rocket-Space Industry Management System” dated 02.12.2013). Open JointStock Company “United Rocket-Space Corporation” is registered with Unified State Register of Legal
Entities in May 2014.
It is planned to transfer assets of 10 integrated structures (including 48 organizations) and 14
individual enterprises of Russian rocket-space industry, including RSC Energia to OAO URSC. The
process of forming OAO URSC is scheduled to be completed within two years.
The following priority lines of activity are emphasized for OAO URSC: provision of development,
manufacture, testing, delivery, modernization, implementation, supervision of operational use,
warranty service, services, repairs of rocket-space technology of dual, military, scientific and socialeconomic purpose for the benefit of state and other customers (including foreign customers) and giving
services in the field of space activities, as well as pursuing common technical policy when building
modern space technology, including centralized procurement of foreign-made electromechanical,
electrical and electronic (EEE) parts and its optimized range.
It is foreseen to include OAO URSC in the List of strategic enterprises and joint-stock companies in
accordance with the Russian Federation Presidential Decree No 1009 dated 04.08.2004. In this
connection, RSC Energia is excluded from the List of strategic enterprises by the Russian Federation
Presidential Decree No 874. “On Rocket-Space Industry Management System dated 04.08.2004.
At the present time, the Russian Federation Government Direction No 114-r dated 03.02.2014
prescribes making a contribution to the charter capital of OAO URSC on the Russian Federation part
by way of payment of additional shares being placed by this joint-stock company due to an increase in
its charter capital accounted for by incoming shares from open joint-stock companies in Federal
ownership in accordance with the approved list where RSC Energia can also be found. That means
transfer of 38,22% of the Corporation shares in Federal ownership to OAO URSC charter capital.
Currently, RSC Energia is in the process of preparing documents for Federal Property Management
Agency in order to make an assessment of the Corporation shares in Federal ownership. Also the
Corporation is busy with other organization measures associated with forthcoming restructuring.
Corporation standing in the industry
Period of the Corporation operation in space industry
RSC Energia has been engaged in rocket and space activities since 1946, the date of building the team
of long-range ballistic missile developers with S.P. Korolev, the General Designer of rocket-space
10
systems the founder of practical cosmonautics. The enterprise became the pioneer in virtually all the
fields of our country’s rocket and space technology.
RSC Energia is the legal successor to Special Design Bureau-1 (OKB-1), Central Design Bureau of
Experimental Machinebuilding (Ts KBEM) and Scientific – Production Association (NPO) Energia
after academician S.P. Korolev. The Corporation was established by the Russian Federation
President’s Decree No 237 dated February 4, 1994 “On the Procedure for Privatizing Scientific and
Production Association Energia named after S.P. Korolev” and on the basis of the Russian Federation
Government Resolution No 415 dated April. 29, 1994 “On Establishing S.P. Korolev Rocket and
Space Corporation Energia”.
Major competitors of the Corporation in space industry
On the world market of manned space flights the Corporation conducts activities in accordance with
the orders received from Roscosmos for American astronauts return flights to the ISS. The number of
cosmonauts delivered annually by transport manned space vehicles Soyuz is 12, including 6 persons
on off-budget basis.
At the present time, Roscosmos together with RSC Energia hold a dominating position on the market
of these services providers. By 2017-2018, however, one of the two American companies, the Boeing
(space vehicle CST-100) or Space X (space vehicle Dragon) may challenge the Corporation
dominance. Also the Lockheed Martin (MP CV/ Orion space vehicle under the state program) and the
Sierra Nevada (Dream Chaser space vehicle) are active in the development of transport manned space
vehicles.
Transport manned space vehicles currently under development in the US
Space vehicle
MPCV/Orion
Dragon
CST-100
Dream Chaser
24,2
13,1
-
14
-
12,3
-
Crew, number of persons
4
up to 7
up to 7
6-7
Start of flight tests, year
2014-2015
Characteristic
Launching mass, t
flights to ISS
flights to Moon
Initiation of operation in manned
mode
2021
2016-2017
2018
2018
2018-2019
By now China has performed 10 flights of manned 3-seat space vehicles “Shenzhou” under the state
program, including the flight with docking to research orbital module “Tiangong” which took place in
June 2013. For the time being, it is premature to consider this Chinese space vehicle as a competitor on
the market of manned flight services providers.
The world market segment for cargo delivery to ISS and return to Earth is not dominated by Russia,
but Russia still holds the leading position. Aport from Progress cargo space vehicle, cargoes are
delivered by ATV, HTV, Dragon and Cygnus vehicles.
11
Foreign – made transport cargo vehicles
Space vehicle
Dragon
Cygnus
HTV
ATV
Launching mass, t
up to 13,1
up to 6,0
16,5
20,7
Mass of delivered cargoes, t
up to 3,4
2,0-2,7
up to 6,0
up to 7,0
Mass of return cargoes, t
up to 1,7
-
-
-
USA
USA
Japan
European Union
Characteristic
The Corporation main competitors in the market segment of cargoes delivery are the SpaceX (Dragon)
and the Orbital Sciences (Cygnus). Commercial cargo vehicles Dragon and Cygnus started their
operation under the ISS Program in 2013 which deteriorated the Corporation position on that market.
The Mission Program of cargo vehicles ATV and HTV envisages limited number of launches: five
ATV space vehicles (most recent flight in 2014) and seven HTV space vehicles (with launching one
space vehicle per year till 2017 and a possibility to further extend their operational use).
The SpaceX is the leader in the world market segment dealing with return of payloads from the ISS.
Two flights of space vehicle Dragon provided return to Earth of 2,4 tons of payload. Transport manned
space vehicle Soyuz offers much less capability to return payloads to the ground.
As far as the unmanned spacecraft are concerned, major competitors of the Corporation are large
foreign companies such as the Boeing, Orbital Science, Space System Loral, Airbus Defense & Space,
TAS-F, as well as the Russian companies such as OAO Information Satellite Systems after
M.F. Reshetnev, FSUE Khrunichev State Research and Production Space Center.
As for the launch vehicles, RSC Energia is the provider of upper stages of DM family which can be
used for launches into high-elliptical orbits under state (Russian) and commercial programs. As to the
state-ordered launches, the Corporation competitors are the manufacturers of upper stages which can
be used to perform launches of similar payloads: Khrunichev State Research and Production Center
and FSUE Research and Production Association after S.A. Lavochkin (Upper Stages Fregat and Briz).
On the commercial market of launch services, the Corporation participates in the Sea Launch and Land
Launch Programs. The major competitors on this market are the Arianespace (launch vehicle Ariane
5), the ILS (launch vehicle Proton-M) and the SpaceX (Falcon 9). Apart from the commercial
programs, the Corporation is responsible for DM upper stages deliveries to perform launches under
government programs.
In order to enter the market of unmanned space systems, the Corporation builds the general-purpose
space bus-based unmanned spacecraft (USC) for different space systems, including satellite
communication and Earth remote sensing (ERS). Previously, the Corporation built communication and
broadcasting USC such as Yamal-100 and Yamal-200, as well as ERS USC BelKA.
12
Corporation share in respective market segment in terms of its core business and
dynamics of this indicator over the last 3 years
Share of manned space vehicles launches performed by RSC Energia under the ISS Program
In all:
“Souyz”
“Souyz”
“Souyz”
4 launches
4 launches
4 launches
Space Shuttle
3 launches
7 launches
In all:
In all:
4 launches
4 launches
Share of cargo vehicle launches performed by RSC Energia under the ISS Program
“Progress”
“Progress”
“Progress”
5 launches
4 launches
4 launches
(1 launch failure)
3 – Space Shuttle
In all:
In all:
In all:
7 launches
10 launches
8 launches
Share of RSC Energia performed launches into geosynchronous and geosynchronous transfer orbits in the world
market (under the Sea Launch and Land Launch Programs
«Sea Launch»
1 launch
“Land Launch”
1 launch
«Sea Launch»
3 launch
«Sea Launch»
1 launch
“Land Launch”
1 launch
In all:
In all:
In all:
18 launches
25 launches
15 launches
(failure)
Share of medium and heavy launch vehicles launched with upper stages (Soyuz/Fregat, Proton/Briz-M, Zenit/Fregat,
Proton/DM) under RF government programs
with US DM delivery
with US DM delivery
1 launch
1 launch
(launch ufailure)
In all:
9 noncommercial launches
In all:
In all:
13
DEVELOPEMENT STRATEGY
Outlook for the Corporation development and main lines of activity
Information about the strategies and development programs developed in the
Corporation
Principles of the Corporation Development Strategy for Short-Term, Medium-Term and Long-Term
Periods were approved by the Board of Directors held on April 22, 2011 (Minutes No 9).
Fundamentals of the Strategy were reviewed at the Corporation Board of Directors’ meeting held on
December 23, 2013 (Minutes No 5). Also the concepts of priorities when working out projects by the
Corporation and available long-term proposals were approved. It is foreseen to further specify and
consider the Strategy in greater detail. The Committee on Strategic Planning, Modernization and
Innovative Development at the Corporation Board of Directors is charged to study preliminarily some
issues of the strategy.
The Corporation Innovative Development Program (IDP) for 2011-2020 was approved at the Board of
Directors held on July 14, 2011 (Minutes No 1). Medium-term plans for putting into effect of IDPrelated actions are developed and implemented on an annual basis. Monitoring of IDP performance
progress is conducted quarterly and annually by authorized Federal bodies of administration. The
Corporation Board of Directors heard at its meeting held 29, 2013 (Minutes No 11) the report on IDP
implementation results for 2012. Proposals to elaborate details of IDP for 2013-2020 were put forward
too.
Corporation development outlook
In accordance with the Strategy worked out, the Corporation development implies expansion of its
core business activities in all major directions.
Manned Space Systems
As for the manned space systems, efforts are underway to assemble and operate the International
Space System Russian Segment, including:
• Performance of work to support in-orbit launches and integration of multipurpose laboratory,
node and science-power modules into the ISS Russian Segment.
• Launches of Soyuz manned space vehicles and Progress transport cargo vehicles as part of ISS
Russian Segment logistics, step-by-step modification of these space vehicles.
• Implementation of scientific-applied research and experiments program on the ISS, as well as
advanced space technologies development testing.
• Provision of services to foreign partners for crews delivery to the ISS and their return to Earth.
• Efforts to build free-flyer OKA-T-MKS with servicing on the ISS which is designed for
conducting scientific experiments.
The ISS is expected to be utilized at least till 2024. The deadline for the ISS utilization is subject to
agreement to be reached among all the states participating in the project.
Soyuz manned space vehicles are expected to remain the only means for crews transportation to the
ISS till 2017-2018 when the US manned space vehicles currently under development are presumed to
become operational.
Efforts will be continued to build new-generation manned transport space vehicle system. First flights
tests of new-generation manned space vehicle will be scheduled (among other things) with due regard
14
for readiness dates of launch vehicle and ground infrastructure to launch space vehicles into near-earth
orbit.
The Corporation intends to take part in manned programs of deep space research and exploration,
including international programs. Preliminary design of advanced manned programs elements is being
carried out.
Unmanned Space Systems
As far as the unmanned space systems are concerned, work will be in progress on building spacecraft
(SC) for state and commercial customers. By 2020 it is expected to significantly increase volume of
orders for building special-purpose space systems and commercial SC for communication and Earth
remote sensing.
Activities to build SC Energia-100 to provide telecommunication services in Russia and other
countries are going to get underway.
Cooperation with the EADS Astrium (Airbus Defense and Space since January 2014) will continue
further, including activities within the joint venture, which will be focused on introduction of the
advanced technologies of modern spacecraft manufacturing, building competitive communications and
Earth remote sensing SC.
Launch Vehicles
As for the launch vehicles, efforts will be continued to manufacture Upper Stages DM for launches
under government and commercial programs, including the Sea Launch program. Modification of
upper stage DM in order to improve its power-mass characteristics and raise competitiveness is in
progress. Also the Corporation is going to participate in projects for building advanced launch
vehicles, including super heavy launch vehicles, based upon the already achieved positive results of
launch vehicle Energia development.
Innovative Development
In accordance with the Innovative Development Program, RSC Energia continues introduction of
advanced technologies for articles development, manufacture and testing. These actions are meant to
strengthen the Corporation competitive position on the market of space services providers.
One of the top priorities of the Corporation development is broadening of international cooperation.
While maintaining established business connections with the partners in the USA and Western Europe,
expansion of cooperation is expected on emerging markets of Asia, Africa and Latin America.
Strategic goal of he Corporation innovative development is ensuring dynamic, long-term, sustained
and balanced development based upon maintaining and strengthening competitive positions on the
market of space technology and services, partly due to taking on leadership in introduction of
innovative products into the market and creating demand for them focusing on efficient innovative
activity.
RSC Energia Innovative Development Program envisages that the following main problems will be
solved:
• Increased competitiveness of the Corporation on the market of space services providers due to
expansion and retaining market niches via new-generation innovative products development
and introduction into the market; practicing innovative technologies and technical solutions in
the Corporation production activities.
• Ensuring process sustainability of the Corporation manufacturing and test facilities for
implementing government and international cooperation programs.
• Initiation of restructuring of the Corporation manufacturing and test facilities; conduct of
technological reequipment and modernization of the production in order to raise labor
15
•
•
•
productivity, energy efficiency and ecological safety at the enterprise.
Improvement in mechanisms and management system of the Corporation innovative
development in the interest of an increased efficiency in R &D planning and carrying out;
progress in business processes, enhancement of output quality.
Broadening forms and mechanisms of cooperation in the field of innovations with companies
engaged in small and medium-size innovation business, research organizations and institutions
of higher education, including mechanisms of shared participation in technological platforms.
Creating conditions for ensuring innovative orientation to development of manpower potential.
16
Level of investment with breakdown by financing sources
As a result of distributing net profit received from RSC Energia operation in 2012, 73,77% of this
profit or 559 848,7 thousand rubles were directed to investment fund.
Investment fund resources are one of the investment program financing sources. Directing funds to
investment projects was carried out in accordance with the investment budget approved by the
Corporation Board of Directors for 2013.
Total cost of the investment programs whose implementation required respective investments was
4 941 022,5 thousand rubles in 2013. Actual investments by the results of the fiscal year amounted to
812 332,8 thousand rubles.
Level of investments at RSC Energia in 2013 with breakdown by financing sources, thousand rubles
2013 target
figures
1 056 528,0
2013 actual
figures
812 332,8
Depreciation
325 711,5
324 453,3
Net profit
559 848,7
456 080,8
Investment credits
139 217,8
0,0
31 750,0
31 798,7 *
Co-investors funds for shared
funding of residential construction**
2 165 200,3
2 410 680,6
Expenditures, including:
1 056 528,0
812 332,8
Innovative development fund
310 901,8
225 127,4
Target projects
133 574,9
86 353,0
Capital investments
571 761,3
460 562,4
40 290,0
40 290,0
2 909 744,4
2 840 242,4
Receipts, including:
Target funding
Financial investments
Expenditures for residential
construction**
* including 48,7thousand rubles – receipts of 2012.
** construction is underway in Korolev city within the framework of housing program being
implemented in order to provide RSC Energia employees with houses at the expense of the funds of
shared residential construction co-investors.
17
CORPORATION PERFORMANCE
Its priority lines of activity
At the present time, RSC Energia operates according to three major lines of activity.
Priority lines of activity
Main customers
–
RF Federal Space Agency
(Roscosmos)
US Space Agency (NASA)
European Space Agency (ESA)
Space Agencies in other
countries
Building and utilization of the International Space Station Russian
Segment
Manufacture, launches, dockings to the ISS, retreating maneuvers and
return to Earth of transport manned and cargo space vehicles
Studies and developments in the field of advanced manned transportation
systems and space infrastructure
–
–
–
Launch Vehicles
Building upper stages to launch spacecraft
–
–
–
Roscosmos
State customer
International Sea Launch
Company
Unmanned Space Systems
Building unmanned spacecraft and different space systems based upon
general-purpose space bus
–
–
State customer
Foreign customers
Key activities in accordance with the Corporation operation direction are research and development
work.
RSC Energia operates based upon long-term experience in integrating and coordinating staff and
technical potential of hundreds of Russian enterprises and international cooperation for implementing
major advanced rocket-space projects. This experience has been gained during implementation of
many large-scale projects such as the program of building multipurpose transport rocket-space system
Energia-Buran; Salyut orbital stations programs and Mir Orbital Complex, International Space Station,
Sea Launch Complex.
As far as the Manned Space Systems are concerned, RSC Energia as the leading organization for
building and operating the International Space Station Russian Segment in 2013 was busy with solving
the following problems:
• Manufacture, tests, launches, dockings to the ISS and retreat from ISS, return to Earth of Soyuz
type transport manned space vehicles and Progress type cargo space vehicles, including their
new ranges.
• Development and manufacture of space modules for the ISS RS, including their preflight tests,
launches, dockings and integration into the segment.
• ISS RS flight control.
• Crews and cargoes delivery to the station.
• Implementation of research and experiments programs.
18
•
Russian systems integration and delivery for European transport cargo vehicle ATV and its
integration into the ISS RS.
Besides, the reporting year saw research and development work in the field of building advanced
manned transportation systems, modern space infrastructure and performance of manned flights in
near-earth space and Solar system.
In 2013 the Corporation initiated drawing up working design documentation on new-generation
manned transport vehicle to be integrated into advanced manned transportation system which is
currently under development in accordance with Roscosmos Technical Direction.
Also efforts continued to build and test new Russian modules for the ISS: multipurpose laboratory
module Nauka; Node module Prichal and science-power module. By Roscosmos Technical Direction,
further design study of free-flying unmanned spacecraft OKA-T to be serviced on the ISS was
performed.
International Space Station
As on the end of 2013, the International Space Station configuration was as follows:
•
Russian Segment – Zarya, Zvezda, Pirs, Poisk, Rassvet modules; manned space vehicles Soyuz
TMA-10M, Soyuz TMA-11M, cargo space vehicles Progress M-20M, Progress M-21M
•
American Segment (USOS) – Unity, Destiny, Quest, Harmony, Tranquility, Cupola, Leonardo
modules; European module Columbus; Japanese module Kibo; truss structure with solar arrays,
remote manipulator Canadarm.
19
International Space Station at the end of 2013
27 28
31
29
30
32
1
2
26
3
4
5
25
24
23
22
21
20 19
Service module Zvezda (SM)
Unmanned logistics spacecraft Progress M-21M
Docking compartment Pirs (DC1)
Unmanned logistics spacecraft Progress M-20M
S1 Truss
ExPRESS Logistics carrier (ELC2)
S3/S4 Truss
S5/S6 Truss
External Stowage Platform (ESP3)
ExPress Logistics carrier (ELC4)
Functional cargo module Zarya (FGB)
7
8
11
18
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
6
12.
13.
14.
15.
16.
17.
18.
19.
20.
21.
22.
17
16 15
14
13
12
10
9
Manned transportation spacecraft Soyuz TMA-11M
Mini Research Module Rassvet (MRM1)
Leonardo Permanent Multipurpose Module (PMM)
Node module Unity (Node1)
European laboratory module Columbus (COL)
Laboratory module Destiny (LAB)
Node module Harmony (Node2)
Pressurized Mating Adapter #2 (PMA2)
Cupola
Node module Tranquility (Node3)
Pressurized Mating Adapter #3 (PMA3)
23.
24.
25.
26.
27.
28.
29.
30.
31.
32.
Japanese Experimental Module Kibo (JEM)
ExPRESS Logistics Carrier (ELC1)
P3/P4 Truss
P5/P6 Truss
ExPress Logistics carrier (ELC3)
P1 Truss
S0 Truss
Z1 section
Mini Research Module Poisk (MRM2)
Manned transportation spacecraft Soyuz TMA-10M
20
Prepared and launched in 2013 in order to provide logistics support for the ISS were four
manned transportation spacecraft Soyuz TMA (the total mass of delivered cargo was 736 kg, the
total mass of returned cargo was 216 kg) and four unmanned logistics spacecraft Progress M (the
total mass of the delivered cargo was 8970 kg). US commercial cargo spacecraft Dragon SpX-2
and Cygnus Orb-D1, Japanese spacecraft HTV4 and European ATV4 cargo spacecraft each
completed one mission.
Launches of manned transportation spacecraft to the ISS in 2013
Landing
date
Sep 11,
2013
Vehicle
Expedition
LaunchDate
Soyuz TMA08M
ISS-35/36
Mar 28, 2013
Soyuz TMA09M
ISS-36/37
May 28, 2013
Nov 11,
2013
Yurchikhin,
Fyodor Nikolaevich
(Russia)
Karen Nyberg
(USA)
Luca Parmitano
(Italy)
Soyuz TMA10M
ISS-37/38
Sep 25, 2013
in 2014
Kotov,
Oleg
Valerievich
(Russia)
Ryazansky,
Sergei Nikolaevich
(Russia)
Michael,
Hopkins
(USA)
Soyuz TMA11M
ISS-38/39
Nov 7, 2013
in 2014
Tyurin
Mikhail
Vladislavovich
(Russia)
Crew
Vinogradov, Pavel
Vladimirovich
(Russia)
Misurkin,
Alexander
Alexandrovich(Rus
sia)
Christopher
Cassidy (USA)
Koichi Wakata
(Japan)
Richard
Mastracchio (USA)
21
Launches of unmanned logistics spacecraft Progress to the ISS in 2013
Vehicle
Launch Date
Progress M-18M
Progress M-19M
Progress M-20M
Progress M-21M
Feb 11, 2013
Apr 24, 2013
Jul 27, 2013
Nov 25, 2013
Date of undocking
from the ISS
Jul 25, 2013
Jun 11, 2013
in 2014
in 2014
De-orbit
Date
Jul 26, 2013
Jun 19, 2013
in 2014
in 2014
Also provided during 2013 was support for assembly of Soyuz TMA-12M, Soyuz TMA-13M and
Progress M-22M and manufacturing of Progress M-23M.
During the year under consideration, Progress M and Soyuz TMA spacecraft delivered to ISS 641
kg of NASA cargoes, and Soyuz TMA returned to Earth 88 kg of NASA cargoes, while Dragon
returned about 6 kg of Russian cargoes from the ISS.
The full scope of activities scheduled for 2013 in the mission plans of Expeditions ISS-34 – ISS38 in support of docking and servicing transportation spacecraft, outfitting and keeping the space
station operational, as well as the work under Russian and international programs of scientific
research and experiments has been completed.
Four Expedition crews: ISS-34/35 (Dec 19, 2012 – Apr 14, 2013), ISS-35/36 (Mar 28, 2013 –
Sep 11, 2013), ISS-36/37 (May 28, 2013 – Nov 11, 2013) have successfully completed their
missions, and Expedition ISS-38 began on Nov 11, 2013.
In 2013 the following joint documentation with NASA on the ISS was developed or updated:
• Documentation on the mission plan for Expeditions ISS-34, ISS-35, ISS-36, ISS-37, ISS38.
• Strategic document on the mission plan till 2016.
• Ground rules, requirements and constraints on the mission plan and cargo traffic.
• Manifests for the missions of Progress, Soyuz, ATV, HTV, Cygnus and Dragon
spacecraft.
• Documentation on stowage of the cargoes delivered on Progress and Soyuz spacecraft.
• A new version of onboard documentation on crew actions in case of off-nominal situation
onboard ISS.
All the dockings of manned transportation spacecraft, as well as dockings of two unmanned
logistics spacecraft Progress M-18M and Progress M-20M were performed using a quick
rendezvous and docking profile. This docking profile allows reducing the load on the crew
during the most stressful period of their adaptation to the spaceflight environment. In addition to
this, implementation of this mission profile reduces the operational costs of the ground assets
which are tracking the spacecraft flight from its launch to its docking with the ISS. This flight
profile calls for the spacecraft rendezvous and docking with the ISS during the fourth orbit (and
the duration of the flight till docking is about 5 hours 30 minutes).
At present, the ISS mission plan for 2014 and early 2015 has been developed and approved,
which calls for the launches in 2014 of four manned transportation spacecraft Soyuz TMA-M,
four cargo spacecraft Progress M, a European (ATV5) and a Japanese (HTV5) cargo spacecraft,
as well as four missions of the US cargo spacecraft Dragon and three missions of Cygnus
spacecraft. This will ensure a high level of ISS operational reliability and comfortable living
conditions for the station crew of six.
22
Implementation of science programs on the Russian Segment of the ISS in 2013
2013 saw continued utilization of the ISS Russian Segment under Programs of scientific and
applied research for the periods of Expeditions ISS-34, ISS-35, ISS-36, ISS-37, ISS-38. Some
space experiments also used cargo transportation spacecraft Progress.
On the whole, 2013 saw the continuation of the positive dynamics in building-up engineering
and resource capabilities of payload facilities onboard the ISS RS and performance indicators for
the Long-term Program of Applied Scientific Research.
Major results of research programs in 2013:
•
57 Russian experiments have been carried out (out of which 8 are new) in 1571 sessions
in the interests of 18 organizations that prepared these experiments.
•
1220 hours of crew time were spent on scientific research.
•
650 kg of science equipment and consumables were delivered to the ISS Russian
Segment to build up the suite of utilization payloads.
•
Returned to Earth were 119 items containing experimental results with a total mass of 46
kg, with urgent cargoes – kits with exposed biological materials – being returned in
accordance with the plans for conducting biotechnological experiments: altogether, 43
such kits were returned (20 kg); the materials were handed over to principal investigators
for processing and analysis.
Applied scientific research on the ISS Russian Segment
2013
Number of
completed
experiments
Area of research
Long-term program
Number of
completed
sessions
The number of
experiments that are
currently at the stage
of implementation or
ground processing
Physical and chemical
processes and materials in
space environment
2
10
23
Studies of Earth and space
11
725
44
Humans in space
8
170
21
Space biology and
biotechnology
19
46
28
Space exploration technologies
12
537
44
5
83
13
57
1 571
173
Education and popularization
of space exploration
Total
Overall, during the time of ISS operation in manned mode starting from November 2000 through
December 2013, delivered to the ISS RS were 4132 kg of payloads, returned to Earth were kits
with experimental results with a total mass of 1041 kg. By the end of 2013 (taking into account
23
the hardware that was retuned to Earth or disposed of) the ISS Russian Segment housed more
than 600 items of scientific equipment and hardware included into the suite of the utilization
payloads with the overall mass totaling at about 1448 kg (including 1028 kg of science
equipment, 164 kg of utilization hardware, 256 kg of mechanical adapters).
As of the end of 2013, the Long-term Program of Applied Scientific Research planned for the
ISS RS, included 237 experiments. During 2013, there were 26 new experiments (12.5%)
introduced, 64 experiments (27%) completed, 53 experiments (23%) are currently being
conducted.
Owing to the work done by cosmonauts on the ISS RS, the Russian scientists have managed to
develop new remote-sensing methods of acquiring important data on the environmental
conditions and of monitoring the areas of environmental accidents and natural disasters; of
obtaining practically important data about biological objects’ behavior in zero gravity; to study
the effects of space environment on physical processes in dusty plasma; to conduct research on
new structural materials and coatings.
On the whole, the results of the implementation of scientific research in 2013 demonstrate that
all the prerequisites are in place for further efficient utilization of the ISS RS in the course of the
long-term program of applied scientific research. The utilization payload suite and the
infrastructure built up by the end of 2013 will make it possible to continue scientific and applied
research to generate new knowledge, develop advanced space technologies, and educate a new
generation of engineers and scientists.
Study of the Earth ionosphere
On April 19, 2013, cosmonauts installed on the outer surface of the Service Module a complex
science equipment package needed to perform the first phase of geophysical experiment
Obstanovka, the objective of which is to set up and support monitoring of low-frequency
electromagnetic disturbances in the ISS environment using advanced hardware, conducting
plasma wave measurements under programs of fundamental research in solar-terrestrial
relationships. The experiment will allow to build up a database on the electromagnetic state of
the Earth ionosphere which will be used for identifying and preventing its catastrophic changes.
Installation of plasma wave hardware package
by cosmonaut P.V. Vinogradov
The primary developer of the Obstanovka experiment science hardware was the Institute for
Space Research of the Russian Academy of Sciences. The hardware package was developed
within a framework of broad international cooperation.
24
The Plasma Wave Package (PWP) used in the experiment supports physical measurements of
plasma, electric and magnetic fields parameters, electron spectra (10eV to 10KeV) and near-field
electromagnetic waves (no farther away from the surface), as well as variations in the ISS
potential.
PWP package includes mechanical adapters with combined wave diagnostics units, as well as a
set o sensors located on two fold-out rods attached to handrails on the outer surface of the
Service Module of the ISS RS. Installed inside the pressure cabin of the Service Module is the
Telemetry Data Storage Unit (TDSU). PWP instruments operate on continuous basis storing
housekeeping and science data in the TDSU, which represent a time profile of the particle
stream, as well as data on the particle spectra. Telemetry data are transmitted from the hardware
directly to the BITS2-12 system and is downlinked to Earth via RF-link once per day. Real-time
analysis of housekeeping telemetry and science data received from the ISS RS is performed by
specialists from RSC Energia and Space Research Institute of the Russian Academy of Sciences
(IKI RAN).
Study of coordination in zero gravity
Delivered to the ISS RS in July 2013 was hardware that was needed to start a new medical
experiment Motocard which is to study the mechanisms of sensory-motor coordination in zero
gravity. The principal investigator in this experiment is the Institute for Medical and Biological
Problems (IMBP) of the Russian Academy of Sciences.
Cosmonaut S.N. Ryazansky performs the Motocard
experiment
Used during the experiment is the Diasled system intended for acquisition and recording of data
about parameters of support reactions during walking and running, as well as Miograph system
to study the activity and contractibility of the lower limb muscles. In addition to this, the
experiment involves the use of standard ISS equipment: treadmill BD-2 and onboard medical
computer RSE-Med.
The Motocard experiment consists in performing locomotions in the slow, medium and fast
running modes, warming-up and halting walks in two modes of treadmill operation: active (in
the beginning) and passive (after a 5 to 8 minute break). Recorded during the test are
electromyogram of the thigh and lower leg muscles, support reactions and load parameters on the
25
treadmill (real velocity, elapsed time, travelled distance). The results of the experiment are of
significance for preparing long-duration manned space missions.
Self-induced external atmosphere of the ISS
2013 saw the beginning of a new engineering experiment “Control” aiming to study the selfinduced external atmosphere (SIEA) of the ISS, which is a complex gas and dust formation that
is generated when objects in orbit are engulfed into an incoming molecular and ion flow; when
onboard final control devices and equipment discharge into open space by-products of their
operation; and also through off-gassing and evaporation with subsequent decomposition of
structural materials on the outer surface of the space station. The study of SIEA becomes ever
more relevant as the duration of space station operation grows longer, their configuration is
getting more complex, as is the list of scientific and applied problems addressed in flight.
An analysis of underlying principles of formation of the SIEA and its impact on materials used
in space hardware is conducted in the experiment “Control” using science equipment “IndicatorISS”. Taking into account the transitory nature of the object under study, monitoring of the SIEA
and the condition of the ISS working surfaces will be conducted throughout the operational life
of the ISS (upon completion of the experiment the hardware will be used as a piece of standard
equipment within the environmental monitoring system).
The principal investigator in the experiment is RSC Energia, and science equipment “IndicatorISS” is the Central Research and Development Institute for Robotics and Engineering
Cybernetics (TsNII RTK).
Cosmonaut A.A. Misurkin prepares for spacewalk the
rod of the input converter unit
On June 24, within the framework of the “Control” experiment during EVA No.33 cosmonauts
installed rods carrying the input converter unit of scientific equipment “Indicator-ISS” on a
handrail on the outer surface of MRM2. This hardware consists of a magnetic-discharge pressure
26
sensor and is intended for measuring concentration of rarefied gas on the outer surface of the
space station and detection of the incident flow of neutral gas and the flow of charged particles in
the area where the input converter unit is installed.
Measurements of the SIEA parameters are taken in automatic mode in accordance with timeline
output by the control unit of science equipment “Indicator-ISS”.
Development of the multipurpose laboratory module “Nauka”
2013 saw completion of static and dynamic tests on prototypes of the Multipurpose Laboratory
Module (MLM), acceptance tests on the experimental facility for EVA operations training,
factory check tests on the integrated electrical facility and flight model of the MLM.
Also completed during the year under review were integration and dynamic tests on 1 ton of
cargoes to be delivered to the ISS.
Gagarin Cosmonaut Training Center (GCTC) completed work on assembly and integration with
ground hardware of the integrated MLM training facility intended for crew training. ISS crews
started training for EVAs related to the MLM integration into ISS RS.
Khrunichev State Research and Production Space Center completed manufacturing MLM
mockup for neutral buoyancy training of the EVA crew. In March 2013, the mockup for neutral
buoyancy training integrated into the EVA training facility successfully passed acceptance tests
at Gagarin Cosmonaut Training Center with participation of representatives from RSC Energia.
In December 2013 factory check tests uncovered some hidden faults. The Corporation filed a
claim against the manufacturer. As of the end of 2013, the issue has not been settled. The module
was sent back to Krunichev for remedying the faults.
Overall view and main characteristics of “Nauka” module
Launch mass
Pressurized volume
Volume allocated for science
equipment
Power available for science equipment
Number of external workstations
Service life
21200 kg
70 m³
6 m³
up to 2.5
kW
12
7 years
27
MLM integrated testing facility at RSC Energia Checkout
and Testing Facility
Flight model of MLM at RSC Energia Checkout and
Testing Facility
MLM model for static strength tests of attachment points
for launched equipment during tests at TsNIIMash
MLM model for static strength tests of attachment
points for launched equipment during tests at
TsNIIMash
Experimental facility for training for EVA on MLM model
for neutral buoyancy facility at the Cosmonaut Training
Center
28
Development of the Node Module Prichal
During 2013, the Corporation performed the following activities on the manufacturing of the
Node Module (NM) flight unit and its mockups:
• Static and endurance tests on the static mockup were completed.
• The static mockup was upgraded for the ISS module redocking tests; completion of the
redocking tests is scheduled for early 2014.
• Manufacturing of the dynamic mockup was completed and the mockup was subjected to
vibration strength tests.
• The dynamic mockup unit was upgraded in order to be used as NM integrated testing
facility.
• The manufacturing of the NM flight model was completed and it was handed over for infactory check tests.
• Manufacturing work was conducted on the NM mockup for extravehicular activities
(EVA) training; the mockup handover to the neutral buoyancy facility of the Gagarin
Cosmonaut Training Center to train the crew for EVA operations is planned for 2014.
Overall view and basic parameters of the Node Module Prichal
Launch mass
4650 kg
Mass when attached to the ISS
3880 kg
Mass of delivered cargoes
Pressurized volume
Diameter of the spherical structure
Service life
Delivery vehicle
Static mockup of the Node Module
800 kg
19 m³
3300 mm
10 years
Logistics vehicle
Progress M-NM
Dynamic mockup of the Node Module
29
The mockup to train the crews for extravehicular
activities
Electric tests on Node Module integrated testing facility
Flight model of the Node Module
30
Development of the Science and Power Module
In 2013 RSC Energia, in accordance with requirements specifications, developed and submitted
for review to the leading research institutions a preliminary design of the Science and Power
Module SPM-1. The preliminary design review is scheduled for the first half of 2014.
Overall view and basic parameters of the Science and Power Module
Launch mass
Pressurized volume
The orbital altitude of docking with the
ISS
20890 kg
94 m3
350 to 410 km
Orbital inclination
51.6°
Volume for scientific equipment and
cargoes
15 m3
Average annual generated power at
beginning of life
120 V power transferred to the ISS RS
Service life
Delivery vehicle
no less than 18 kW
up to 12 kW
15 years
Proton M
Transformable module development
In 2013, within the framework of an investment project, the Corporation conducted work on the
Development of a Prototype for a Transformable Habitable Space Module.
The objectives of this investment project are as follows:
• Preserving and maintaining Russian Federation’s leadership in the development of space
station modules, interplanetary vehicles and planetary outposts.
• Development of transformable module technology for advanced manned programs.
• Obtaining orders for work on the development of transformable modules within the
framework of the Federal Space Program of the Russian Federation.
Overall view of transformable module for ISS RS
31
In the year under review the Corporation has performed at its own expense the following work
under this investment project:
• An advanced layout has been developed for transformable modules to provide improved
ergonomics and radiation protection for the crew.
• Module layouts have been developed for different module sizes, both for launch and
deployed configurations, taking into account the constraints imposed by the launch
vehicles and space station infrastructure.
• A common manufacturing process has been proposed, which enables manufacturing
modules of different sizes.
• Structure and composition of the shell made of domestically produced materials have
been developed.
• Developmental testing program was developed, which uses materials samples, fragments
and a scaled mockup of the shell.
• Requirements and design of the shell fragments for testing have been developed.
• Cooperation of developers and manufacturers of the multilayer shell has been established.
• Developmental testing is being conducted using materials samples and fragments of the
shell.
The schedule for 2014 calls for constructing the module mockup at a 1:3 scale for ground tests.
European Automated Transfer Vehicle (ATV)
Unmanned cargo transportation spacecraft ATV is intended for delivery and transfer to the ISS
of cargoes, liquids and gases, as well as for removing from the station all kinds of waste,
including crew waste products, equipment and other hardware items no longer needed onboard
the station.
ATV, in cooperation with ISS RS implements operations to control translation of the ISS center
of mass and rotation about its center of mass: maneuvers to change the ISS orbital parameters
(space debris avoidance maneuver, ISS orbital reboost maneuver), desaturation of control
moment gyros, ISS attitude control.
All the work under contracts with Roscosmos, ASTRIUM and Alenia in 2013 was completed:
• Maintenance of the ISS RS onboard equipment used in support of the ATV-4 mission.
• Maintenance of the ground test equipment used in support of the ATV-4 mission.
• Study and repair of devices within the Russian Equipment Control System (RECS),
which failed during ground processing of ATV-4.
• Delivery of propellant for ATV-5
• Manufacturing and shipment to ESA of the antenna for the Kurs system for ATV-5 to
replace a failed unit.
• Delivery to the ISS RS and installation on the propulsion compartment of the ISS RS of a
docking target for ATV to replace a failed unit.
• Delivery to the ISS of a fire extinguisher for ATV-4.
Logistics vehicle ATV-4 was successfully launched on June 6, 2013; the docking with the ISS
took place on June15, 2013, the undocking was completed on October 28, 2013.
For 2014, there are the following tasks within the framework of this project:
32
• Maintenance of the ISS RS onboard equipment and ground test equipment that are used
in support of the ATV-5 mission.
• If need be, performing unscheduled work to assure operational integrity of the ISS RS
onboard equipment used in support of the ATV-5 mission.
• Providing ATV-5 mission support during rendezvous, docking, attached phase,
undocking and departure from the ISS.
Manned transportation spacecraft Soyuz TMA
In 2013, there have been four launches of manned transportation spacecraft Soyuz TMA carried
out to support the operation of ISS Russian Segment and to maintain it in good working order.
Delivered to the ISS were payloads with a total mass of 678 kg (438 kg or Russian cargos; 240
kg of NASA cargoes).
Russia’s commitments to support missions of international crews to the ISS and implementation
of their research programs were fully met.
The spacecraft were used for Expedition crews rotation, delivery of payloads for the ISS,
provided continuous readiness for crew rescue in contingencies onboard the ISS. All the vehicles
performed rendezvous and docking with the station in automatic mode using the quick four-orbit
rendezvous profile.
In 2013, four descent vehicles of Soyuz TMA spacecraft successfully returned to Earth upon
completion of their mission plans. All the descent vehicles performed the re-entry normally and
landed in their targeted landing areas. These descent vehicles returned the results of science
programs and programs carried out under contracts with partners from abroad. The total mass of
returned cargoes is 213 kg.
In the descent vehicle of Soyuz TMA-09M cosmonaut F.N. Yurchikhin passed on to Earth the
Olympic torch within the framework of the Olympic Torch Relay of the winter Olympics in
Sochi.
Developed and published in 2013 was design documentation for installation of instrumentation
and equipment of Soyuz-MS. The Corporation began building structural parts and developing
schematics for the integrated electrical testing facility for ground developmental testing of the
upgraded systems of Soyuz-MC. The beginning of the flight operation of Soyuz-MS is scheduled
for 2016.
RSC Energia built a multipurpose container for transporting Soyuz-MS and unmanned logistics
vehicles Progress-MS from the manufacturer’s plant to the pre-launch processing facility using
any type of transportation. At present, documentation is being developed for conducting
integrated tests of the multi-purpose container.
Unmanned logistics vehicles Progress M
In 2013 there were four launches of logistics vehicles Progress M, which delivered cargoes with
the total mass of 9522 kg:
•
•
Progress M-18M (launched on Feb. 11, 2013.)
Progress M-19M (launched on Apr. 24, 2013.)
33
•
•
Progress M-20M (launched on Jul. 27, 2013.)
Progress M-21M (launched on Nov. 26, 2013.)
The Corporation has developed and got approved the design documentation for logistics vehicles
of the next stage of upgrading - Progress MS. The year under review saw the beginning of the
prototyping and ground developmental testing of Progress MS.
Conceptual design of space system OKA-T-ISS
Under a government contract, conceptual design materials were developed for a space system
OKA-T-ISS, which is to include an unmanned spacecraft OKA-T, which is designed for
conducting scientific research during free-flight cycles in orbit with multiple dockings with the
ISS for the purpose of science hardware servicing. The use of such spacecraft makes it possible
to implement a variety of experiments in materials science and biotechnology, that require
special conditions that are not achievable onboard space stations – high-level microgravity and
availability of high vacuum.
A high-priority area of research onboard OKA-T spacecraft consists in conducting cycles of
molecular beam epitaxy in the high-vacuum area behind a protective screen, as well as growing
crystals in microgravity.
OKA-T spacecraft in free flight
Advanced manned transportation system
On February 1, 2013, a meeting of Scientific and Technical Council (STC) of the Corporation
was held to review the results of work on the first phase of engineering design for the Advanced
Manned Transportation System (AMTS), performed in accordance with Govenment contract
351-9990/10 dated December 20,.2010. Presented at the STC meeting were data on the
developmental testing, readiness of production base for spacecraft manufacturing and design
competitiveness. STC decided that the engineering design materials meet the requirements of the
Customer’s design specification.
The materials of the AMTS first-phase engineering design were submitted for expert review to
the Customer’s lead institute – Central Research Institute for Machine Engineering (TsNIIMash).
Involved in the expert review of the AMTS first-phase engineering design were the leading
34
companies in the industry. Based on the results of the expert review the materials of the AMTS
first-phase engineering design were updated. Published on December 5, 2013 were Federal
Space Agency Findings on the engineering design for a component of the Development Project
AMTS (1st Phase), performed by RSC Energia under Government contract dated December 20,
2010 No.315-9990/10, according to which the said engineering design was accepted to the extent
applicable to the development of a Manned Transportation Spacecraft System (MTSS), which is
a component of the manned space system (AMTS 1st Phase). Development of other elements of
the manned space system is conducted under separate development projects.
RSC Energia took part in open tender announced by the Federal Space Agency in October 2013
for Government contract under Russian Federal Space Program for 2006-2015 to conduct
development project Development of New-Generation Manned Transportation System (to the
extent applicable to work in 2013-2015).
Based on the results of the tender, this work was assigned to RSC Energia. On December 19,
2013 the Corporation and the Federal Space Agency concluded a Government contract for
development work on the project Development of New-Generation Manned Transportation
System during the period of 2014-2015 to the extent applicable to development of detailed
documentation and building prototypes of the system and mockups.
The first-phase Advanced Manned Transportation System (AMTS) is a Manned Space Complex
for carrying out missions to low-Earth orbits, and beyond low-Earth orbits, including missions to
the Moon, and has as one of its constituent parts a Manned Transportation Spacecraft with a base
element – a Re-entry Vehicle, which provides the crew with a means of safe return to Earth
when moving at escape velocities. In 2013 the Corporation continued implementation of the first
phase of developmental work:
• The results of work under the AMTS first phase engineering design effort performed
under Government contract were reviewed at the meeting of the Scientific and Technical
Council (STC) of the Corporation in February 2013.
• Upon completion of its development, the engineering design passed experts reviews at
TsNIIMash, GNIO RKP and other organizations in the rocket and space industry that
were involved in the reviews.
• The engineering design was updated in accordance with the findings of the expert review
and the schedule.
• On December 5, 2013, the design was accepted by the Customer – Federal Space
Agency, and a favorable decision was passed on the design.
In the course of the engineering design development there have been 145 contracts concluded
with subcontractors, 50 engineering designs published for individual components of the manned
space system, and there have been mockups of devices, units and assemblies developed in order
to verify engineering solutions.
Built and tested over the design development period were 17 aerodynamic models of the reentry
vehicle and the nose assembly, they were subjected to wind-tunnel tests. Based on the results of
the experimental studies, 40 scientific and technical reports were published.
Heat-shield samples were built and subjected to tests in testing facilities of RSC Energia,
TsNIIMash and Keldysh Center.
35
Layout mockup of the re-entry vehicle of the first-phase transportation spacecraft built by the
Corporation was displayed at the International Air Show MAKS-2013.
At present, the work is under way on the development of the working documentation,
manufacturing of mockups and prototypes of the manned transportation spacecraft system.
Overall view of the manned transportation spacecraft
Launch vehicles
In the field of Rocket Systems, in 2013 the Corporation was manufacturing upper stages of
Block DM type for launches of unmanned spacecraft under Government and commercial
contracts, including launches of GLONASS satellites. Being the prime contractor for the rocket
segment of the international sea-based space launching system Sea Launch, the Corporation
supported pre-launch processing and implementation of launch missions under the Sea Launch
program. In addition to this, RSC Energia supported spacecraft launches to low-Earth orbit using
upper stage DM-SLB under the Land Launch program.
In the year under review the work continued on further upgrading of Block DM-type upper
stages, including those that were intended for expansion of the space exploration program.
Also conducted were design studies for project proposals to develop new-generation space
rocket systems and orbit-to-orbit transfer systems , including super-heavy launch vehicles based
on the experience of Energia and Zenit launch vehicles, as well as vehicles for orbit-to-orbit
transfer based on the use of electric propulsion thrusters and space power systems (nuclear and
solar).
In 2013 there have been three spacecraft launches using the upper stages of the Block DM type.
•
on February 1, 2013 under Sea Launch program on Zenit-2S LV with US DM-SL No.35L
and SC Intelsat-27 (LV failure 20 seconds into the flight);
36
•
on July 1, 2013 under federal program on Proton-M LV with US 11C861-03 No.2L and
SC Glonass-M No.47 (LV failure 30 seconds into the flight);
•
on September 1, 2013 under Land Launch program on Zenit-2SB LV with US DM-SLB
No.6L and SC Amos-4 (Spacecraft Amos-4 was put into its final orbit with high
precision);
Published during the period under review were preliminary designs for adaptation of spacecraft
Eutelsat 3B to ILV Zenit-3SL and spacecraft Express-AM8 and Glonass-M to LV Proton-M.
Manufacturing of the upper stage DM-SL No.36L intended for the launch of Eutelsat3B and of
No.37L was completed. Work continues on the payload integration and mission analysis in
support of the launch of Eutelsat3B with launch scheduled for the second quarter of 2014.
Work on the engine 11D58M
In 2013 periodic firing tests were run on one engine 11D58M, provisions were made for
manufacturing two engines 11D58M at VMZ – an affiliate of Khrunichev Center, acceptance
tests were conducted.
Work on the advanced engine 11D58MF with oxygen-cooled combustion chamber.
In the year under review, the following stand-alone tests were run on components of engine
11D58MF: firing tests on the experimental combustion chamber No.4, development tests of two
37
gas generators, tests on the prototype of the booster turbo pump assembly (including a simulation
of the engine firing).
Also under way was development and updating of design and engineering documentation for this
engine as a whole, and for its individual assemblies based on the results of their stand-alone
tests.
Design and engineering documentation for experimental combustion chamber of engine
11D58MF No.6 was developed, and provisions were made for its manufacturing at OAO
Krasmash. Design and engineering documentation was also developed for combustion chambers
of engine 11D58MF for refinement tests under the integrated program of developmental tests of
engine 11D58MF.
Major tasks for 2014
Qty.
Customer
Manufacturing of upper stages DM-SL
2
Energia Logistics Ltd
Payload integration and mission analysis in support of launches of
Express-AM8 and Glonass-M
2
Governmental
customer
1
Eutelsat
Within Proton ILV with upper stage 11С861-03 No.3L and SC
Glonass-M (November 2014)
1
Governmental
customer
Within Proton ILV with upper stage 11С861-03 No.5L and SC
Express-AM8 (September 2014)
1
Governmental
customer
Work
Manufacturing of Block DM-type upper stages
Launches of Block DM-type upper stages
Under Sea Launch program within ILV Zenit-3SL with US DM-SL
No.36L and SC Eutelsat3B (2nd quarter of 2014)
Sea Launch space launching system
RSC Energia supports the Sea Launch project, which is the world’s only commercial
international project in the field of development, construction and operation of the rocket and
space technology.
Under contractual obligations RSC Energia is responsible for systems management of the Sea
Launch system, is the prime contractor for the Rocket Segment and is responsible for its
outfitting and integration into the space rocket launching system. In cooperation with other
companies in the industry the Corporation manufactures and operates upper stages Block DMSL as the third stage of Zenit-3SL launch vehicle, as well as makes sure that partners and
subcontractors perform their work on schedule. Work orders under the Sea Launch project help
to preserve in Russia the technologies needed to build powerful rocket engines and control
systems and to manufacture their components.
In accordance the master launch schedule as of December 31, 2013, the sea-going launch
platform has launched from the equator 35 spacecraft, out of which 5 spacecraft were launched
after the Sea Launch company was restructured.
38
Provided in 2013 under the Sea Launch project were the manufacturing of two upper stages
Block DM-SL and their technical acceptance by the Customer.
The work of RSC Energia personnel on the operation of the launching facilities and provision of
launch services in 2013 was aimed at increasing the competitive edge of the Corporation on the
world market of these services. In general, the correctness of the decisions made to implement
unique and complex engineering tasks was confirmed, foundations were laid and new
opportunities created for improving the launch technologies, for further developing the sea-based
launch complex, the Corporation’s contractual obligations under the Basic Ordering Agreement
with Energia Logistics Ltd (ELUS) to provide launch services for Intelsat-27 were met.
In June 2013 RSC Energia received a notice from ELUS and EL-RF about the start of work on
the next mission Eutelsat 3B, and began to implement actions on the ELUS base schedule and
operations of the Joint Schedule of Annual Maintenance Activities and Preparations for Eutelsat
3B Mission at Home Port.
On the initiative of ELUS and RSC Energia, a kick-off meeting was held at the company PO
YuMZ to address the issue of improving the quality of the launch vehicles developed by KB
Yuzhnoye and manufactured by PO YuMZ. Representatives of companies SL-AG, ELUS, RSC
Energia, EL-RF, KB Yuzhnoye and PO YMZ prepared a decision with respect to launch vehicle
manufacturers’ commitments to carry out the developed measures to improve the quality of
flight hardware.
RSC Energia together with KB Yuzhnoye works on upgrading the launch vehicle Zenit-3SL in
order to improve its upmass performance.
Investigation into the causes of failed launch of Intelsat-27
On February 1, 2013 launch vehicle Zenit-3SL No.SL36 was launched carrying spacecraft
Intelsat-27. Due to a defect in workmanship of PO Yuzmashzavod, a failure occurred in first
stage of the launch vehicle.
During pre-launch processing of Zenit-3SL all the operations were completed without raising any
concerns. However, 11.37 seconds into the flight the launch system safety system generated a
Loss of Motion Stability flag which set in motion the emergency launch abort sequence: the
launch vehicle control system executed emergency shutdown of propulsion system RD171M.
The launch vehicle failure set in motion the established crisis response procedure of the
spacecraft launch operator ELUS:
•
•
•
By the order of RSC Energia President a committee was set up to investigate the Intelsat27 launch failure; appointed to the position of the committee chairman was first vice
president, first deputy general designer N.I. Zelenshchikov.
KB Yuzhnoye together with PO YuMZ set up a joint investigation committee chaired by
KB Yuzhnoye general designer A.V. Degtyarev.
Each of the subcontractors involved conducted all the necessary inquiries into the failure
causes; reports and findings of the investigation committees were sent to the Failure
Review Oversight Board (FROB).
39
Land Launch space launching system
In 2013 RSC Energia developed and published engineering designs for payload unit No.6L and
upper stage Block DM-SLB No.6L. Our specialists did a coupled loads analysis for spacecraft
AMOS-4 integrated into launch vehicle Zenit-3SLB, thermal analysis for the spacecraft within
payload unit No.6L, calculation of gaps between the spacecraft and the payload fairing, loads
and strength analysis for the structure of the upper stage No.6L.
In August 2013, Zenit-3SLB was prepared for launch and mission task was entered for the launch
of the upper stage Block DM-SLB No.6L. AMOS-4 was successfully launched on September 1.
The customer reported that the spacecraft was accepted into service. Based on the results of the
launch a post-flight report was developed and published.
Flight operation and tests of rocket and space systems
In the field of rocket and space systems flight operation and testing, the following work was
performed in 2013:
• ISS
RS
flight
operations
support
during
Expeditions
ISS-34,
ISS-35, ISS-36, ISS-37, ISS-38.
• Controlling the missions of six upgraded manned spacecraft Soyuz TMA-M and six
unmanned logistics spacecraft Progress M-M.
• Support for work with the European cargo spacecraft ATV-4.
• ISS RS mission control during operations with US spacecraft Dragon (Space X-2)
and Cygnus (Orb-D1), as well as with the Japanese logistics spacecraft HTV-4.
40
•
•
•
•
•
•
•
•
•
•
•
Support for crew operations during six extravehicular activities performed from ISS RS
and five EVAs performed from USOS.
Support for the ISS RS systems upgrade operations and maintaining the station in good
working order.
Conducting Radar-Progress experiments onboard cargo spacecraft Progress M-M and
Izgib experiment onboard Progress M-17M.
Support for implementing a ‘quick’ docking mode using a 4-orbit flight profile on four
manned spacecraft Soyuz TMA-M and two cargo spacecraft Progress M-M.
Support for the tests of the new rendezvous equipment Kurs-NA during the flight of cargo
spacecraft Progress M-21M, and conducting its docking on the ISS RS using this
equipment.
Supporting the operation and upgrading of the ground automatic control system,
including the operation of optical communication channels, to expand its functionality
and extend its life.
Support for theoretical and practical training of the ISS crews and the personnel of the
Lead Operations Control Team.
Coordination of work done by rocket-and-space industry organizations in order to ensure
that the ISS RS flight tests are conducted to a high standard of quality.
Development of special software and publication of documentation for mission control of
the multipurpose laboratory module.
Performing work to correct anomalies occurring in flight operation of the orbital
constellation of Yamal-200 communication satellites, and organizing real-time
engineering support for the flight operation of the constellation.
Preparing and controlling the flight of three upper stages.
This work produced the following results:
• The ISS mission plan goals were achieved and the Federal Space Agency obligations to
its international partners were met.
• Reliability of the ISS RS onboard systems was improved, functionality of Ground
Automated Control System was expanded, its life was extended and reliability, stability
and flexibility of the mission control system in 24-hour operational mode were achieved.
• All the dockings of manned transportation spacecraft were performed using the “quick”
profile for the spacecraft rendezvous and docking with the ISS.
• Engineering support for the mission of communication satellites belonging to the Yamal200 orbital constellation was provided.
Unmanned space complexes and systems
In the field of Unmanned Space Systems, RSC Energia, using a standardized satellite bus as a
basis, develops spacecraft for various kinds of space systems, including satellite communications
systems and Earth Remote Sensing (ERS) systems. In this field the Corporation also develops
international cooperation, which includes manufacturing of spacecraft for various purposes.
Currently operating in geostationary orbit are two commercial communications and broadcasting
satellites built by the Corporation – Yamal-200-1 and Yamal-200-2.
41
A decision has also been made to implement a commercial project of Energia-100 broadband
communications satellite operating in Ka-band. In order to expand its market presence RSC
Energia develops cooperation with a European company EADS Astrium to build highly efficient
and competitive new-generation satellites.
Under a government contract an experimental space system for personal satellite
communications using spacecraft in geostationary orbit is being developed. The system is to
provide regional satellite communications on the territory of the European part of the Russian
Federation. In 2013 system design work was completed, and development of the working
documentation began.
In the year under review, the Corporation also did some design studies regarding the
development of a system for observing asteroids and comets to guard the Earth against asteroid
and comet threat.
Commercial systems.
Production at RSC Energia of highly-reliable advanced unmanned spacecraft designed for long
and super-long life in orbit meets state-of-the-art international requirements and standards and
has the following advantages:
•
•
•
•
•
Skilled engineering and technical personnel.
Automatic workstations connected into a distributed corporate intranet.
Electronic database of standards and technical documentation.
Assembly and testing center and clean room.
A testing facility, which allows running all kinds of tests (strength, vibration, acoustics,
thermal vacuum, integrated electrical tests, etc.) and providing engineering control of
satellite components and units (materials, instruments, systems, assemblies, mockups,
integrated spacecraft, etc.) in order to verify and guarantee the level of reliability required
by the customer for the unmanned spacecraft that are being developed.
In developing unmanned space systems, RSC Energia uses a comprehensively proven
multipurpose unpressurized satellite bus, which, through its modularity, can serve as a basis for
various kinds of satellites: for navigation, Earth Remote Sensing, monitoring, etc.
Joint Venture ‘Energia – Satellite Technologies’
In 2013 the joint venture Energia – Satellite Technologies, that is being established within the
framework of cooperation between RSC Energia and EADS Astrium obtained official
government registration and license for space activities from Roscosmos. During the year under
review the partners did a great amount of work aimed at establishing the joint venture (JV):
•
•
•
Drew up and got approved the key founding documents - the Charter and the Founders
Agreement.
Developed a business plan till 2020, production and finance plans for the first three years
of JV activities.
Defined the JV organizational structure and the functional roles of each of its major
subdivisions.
42
•
•
Obtained approvals from the Government of the Russian Federation, Roscosmos and
Rosimushchestvo, the Board of Directors of the Corporation and shareholders of EADS
Astrium, other Russian and French regulatory bodies.
Singed the agreement to establish the joint venture.
In addition to this, in 2013 within the framework of projects to develop under a contract with the
RSCC (the Russian State Company for Satellite Communications) the communications
spacecraft Express-AM4R and Express-7, instruction and on-the-job training at EADS Astrium
facilities were organized for the Corporation specialists. The training is designed for two years
and based on its results the personnel is issued European certificates.
In the field of unmanned space systems the work will continue on the development of spacecraft
based on the multi-purpose satellite bus for both Government and commercial customers.
Within the framework of the joint venture Energia – Satellite Technologies a manufacturing base
will be established for advanced competitive space communications and Earth Remote Sensing
spacecraft.
Currently, in order to enter the market, the Corporation is working on a number of projects in
the field of Earth Remote Sensing spacecraft. The expected volume of orders is one to two
spacecraft a year.
The use of space technologies in terrestrial applications
Prosthetics aids
In 2013, the work continued on development of prosthetic appliances for disabled persons with
locomotor system dysfunction. The work mostly focused on the development of an artificial
forearm built around an electromechanical hand using bioelectric signals picked up from the
remaining segment of the forearm of the disabled person. The work was done in cooperation
with the Bauman Moscow State Technical University and St. Petersburg Prosthetics Institute.
The work was funded through both budgetary means (under contract with Ministry of Industry
and Trade of the Russian Federation dated May 22, 2013), and Corporation’s investments.
Conducted within the framework of the contract with the Ministry of Industry and Trade of the
Russian Federation were marketing research and patent research, and a preliminary design of the
electromechanical hand was developed (the amount of completed work is 7 million rubles). The
Corporation investment was used to conduct research into development of control system for the
appliance as a whole (the amount of completed work is 7 million rubles). There are plans to
continue this work in 2014.
In the year under review a considerable amount of work was done under contract with ZAO
ZEM to provide support for serial manufacture of prosthetic appliances developed inside the
Corporation. In the process, attention was focused on improving competitive ability of the
product through reducing costs of production. In addition to this, together with Orthopedic
Industry Moscow Energia (OIME Co. Ltd) – a subsidiary of RSC Energia – measures are being
implemented to set up additional production of prosthetic appliances at other companies.
43
These products are in great demand on the Russian market of prosthetic services. At the same
time, in 2013 the volume of sales of such products developed and manufactured by the
Corporation was 27.8 million rubles, which is a contraction in comparison with earlier years. The
main cause of the slump was that OIME Co. Ltd. lacked working capital to buy orthopedic
appliances manufactured by ZAO ZEM.
Hydrogen technologies
In 2013 the Corporation performed the following work (Dvigatel-AEVC research project)
ordered by the Keldysh Research Center:
•
Conducted a review of scientific and technical information and patent research on the
subject of development of hydrogen-oxygen regeneration cells.
•
Developed a classification system for all the currently known types of electrochemical
cells.
•
Developed an automated experimental unit for incoming inspection; studied
characteristics of fuel, electrolytic, regeneration electrochemical cells under atmospheric
pressure and temperature of up to 80°C.
•
Conducted tests on solid polymer fuel cells in regenerative mode, both with carbon gas
diffusion layers, and with gas diffusion layers made of porous titanium under various
pressures and at the temperature of 80°C.
•
Performed a comparison of regeneration efficiencies of these fuel cells.
•
Did an analysis of the operation of a reversible cell when it switches from the fuel cell
mode into electrolytic cell mode and back.
•
The unit N51.0000-0 was upgraded to achieve the specified pressure drop – the pressure
of 120 kgf/cm2 was achieved for the electrolysis hydrogen and oxygen.
International activities of the Corporation
RSC Energia international programs and contracts cover deliveries of space hardware, missions
to the International Space Station, in-orbit services, experiments in space, provision of launch
services, work on joint projects, etc.
In 2013 competition continued to grow in the fields of logistics spacecraft, launch services and
satellite systems.
The number of space launches within the framework of international programs of RSC Energia in 2013.
International Space Station (ISS)
Soyuz-type spacecraft
4
Progress-type spacecraft
4
ATV spacecraft
1
1 (failure)
Sea Launch
1
Land Launch
TOTAL:
11
44
In the year under review the Corporation continued to support the rotation of the international
crews on the ISS and their partial supply with life support, consumables and science hardware.
For the first time a manned spacecraft was docked using a quick rendezvous profile: the duration
of the Soyuz TMA-08M flight to the ISS was reduced from two days to six hours. Later, such
rendezvous profile became the baseline.
Working onboard the ISS as members of Soyuz crews were nine foreign citizens, including six
citizens of USA and one citizen from Japan, Italy (ESA) and Canada each. Four expedition
crews were delivered to the ISS and brought back to Earth.
Along with the rotation of the station crews, Soyuz and Progress spacecraft delivered onboard
and returned to Earth foreign cargoes.
Before the launch of the international crew ISS37/38/39,
who delivered onboard the ISS the torch of the winter Olympics of 2014
Within the framework of work on the integration of the Russian and US segments of the ISS, as
well as hardware built by other participants in the program, a great amount of joint research and
development work was performed in the following fields:
•
•
•
•
•
•
•
Defining the configuration of the ISS and its program.
Assuring crew life support onboard the ISS.
Coordinating and supporting extended cargo traffic to the ISS.
Coordinating, distributing and accounting for the use of resources of the Russian Segment
between international partners.
Supporting work on the ISS configuration management.
Performance of flight readiness certification for spacecraft flying to the ISS.
Providing support for meetings between heads of the agencies, work of control boards,
committees and bilateral and multilateral technical working groups.
In this line of activities in 2013 support was provided for work of 46 technical groups, 36 control
boards and committees, four meetings were held on contract management.
RSC Energia specialists organized trips and participation in joint activities at the Baikonur
launch site of 16 foreign delegations consisting in total of 60 persons. Altogether in 2013 the
45
Corporation received 103 foreign delegations consisting in total of 1131 persons representing 35
organizations from 17 countries.
Participation in international exhibitions and conferences
RSC Energia’s achievements and technologies were repeatedly showcased at high-profile
international exhibitions, shows, congresses, conferences. At such forums, Corporation’s
president and leading specialists of the Corporation met with representatives of agencies and
companies, thus promoting an expansion of business connections with partners from abroad and
conclusion of new commercial contracts.
RSC Energia participation in international exhibitions and conferences in 2013
Satellite industry exhibition and conference
SATELLITE 2013
Washington, USA
March 18-21, 2013
International exhibition LAAD Defence &
Security 2013
Rio de Janeiro, Brazil
April 9-12, 2013
International Paris Air Show Le Bourget
2013
Le Bourget, Paris,
France
June 17-23, 2013
International Aerospace Show MAKS-2013
Zhukovsky, Moscow
region, Russia
August 13-18, 2013
64th International Astronautical Congress
IAC-2013
Beijing, China
September 23-27,
2013
Presented at the 50th International Paris Air Show - 2013 as a part of the joint exhibit of the
Federal Space Agency (Roskosmos) were Corporation activities in the field of manned space
flight, including work on the ISS, transportation spacecraft Soyuz TMA-M and Progress M-M,
new-generation manned transportation spacecraft and Sea Launch project.
46
At the International Paris Air Show Le Bourget 2013
At the RSC Energia exhibit
A meeting of RSC Energia President V.A.Lopota and deputy general
designer A.G.Derechin with the top managers of the German space
agency DLR
During the Show, President of RSC Energia V.A.Lapota and Corporation’s leading specialists
met with representatives of Russian and foreign organizations and companies participating in
joint space projects and showing interest in cooperation on future projects. In particular,
meetings were held with the top managers from the German space agency (DLR), from Boeing,
Lockheed Martin, Thales Alenia Space, Arianspace, Orbital Sciences, RUAG Space, EADS
Astrium, etc.
At the 11th International Aerospace Show MAKS-2013 RSC Energia and NPO Energomash were
exhibiting at the same booth within the exhibit of companies and organizations of the Federal
Space Agency.
Chairman of the Government of the Russian Federation D.A. Medvedevat the booth of RSC Energia visits the
mockup of the re-entry vehicle of the new-generation manned transportation spacecraft
The joint booth of the two leading companies in our country’s rocket and space industry was
drawing unfailing attention of a large number of visitors, representatives of business circles,
managers and specialists of aerospace companies from Russia and abroad, scientists, students,
47
journalists, veterans of the industry. Of special interest was a full-scale layout mockup of the
reentry vehicle of the new-generation manned transportation spacecraft.
At the International Aerospace Show MAKS-2013
RSC Energia senior managers and leading specialists held a number of business meetings at the
air show with senior managers of European agencies (ESA and DLR) and representatives of
Russian and foreign companies and partner organizations (Lockheed Martin, Thales Alenia
Space, Astrium Satellite, RUAG Space, etc.). Discussed at these meetings were the issues
involved in the current and future work on the development, operation and use of the rocket and
space technology, and the ways of mutually beneficial cooperation were outlined.
A meeting between RSC Energia President V.A.Lopota and the head of Thales Alenia Space J.-L.Gal (in the
center) at the International Aerospace Show MAKS-2013
48
SOCIAL RESPONSIBILITY
Personnel development and social policy
Personnel policy
Key factor of RSC Energia sustained development and growth of its equity capital cost is
coordinated and responsible activity of all Corporation employees.
Professional, highly qualified and motivated staff is one of the chief assets of the Corporation
and the key to its future success. Therefore, continuous improvement of personnel policy is one
of the priorities established in our Corporation.
Concepts of the Corporation personnel policy:
• Adherence to the traditions established by the General Designer, academician
S.P. Korolev: to be pioneer in space exploration, go ahead despite all hardships and
temporary setbacks.
• Unity and cohesion of the collective for carrying out tasks set; coordination of the
Corporation objectives and employees.
• High professionalism and responsibility of the employees for their performance ensuring
efficient production of advanced rocket-space technology and competitiveness on the
market of space services.
• Increased personal interest of each employee in achieving high production results.
• Affording an opportunity for a maximum development of human resources potential, the
most important competitive edge of the Corporation.
• Creating normal conditions of life and ensuring social protection of the employees and
their families members, as well as promotion of job satisfaction with work in the
Corporation and feeling of pride for belonging to the Corporation.
The main objectives of the personnel policy:
• Satisfying the Corporation requirements for manpower in terms of quality and quantity
and a new quality level of personnel potential:
o Increased employment of promising young specialists and skilled production
workers;
o Maintaining continuity of work on rocket-space technology development;
o Rotation of managers and appointment of young managers from personnel
reserve;
o Optimizing ratio between key production personnel and office and management
personnel;
o Ensuring career development and promotion in the Corporation due to only a high
level of professionalism, achievement of steadily high work performance, loyalty
to the corporate values.
• Each employee is motivated towards meeting the Corporation objectives and raising labor
productivity at the expense of the following:
o Training of personnel in state-of-the art technologies of rocketry development;
o Modern outfitting of work places;
49
•
•
o Material incentives for personnel based upon annual assessment of employees
performance.
Establishing personnel management system which would allow the Corporation to
achieve steady status of socially responsible employer which offers a competitive social
package both in the region and in the industry.
Achievement by the Corporation of the level of social responsibility and protection of its
employees which will facilitate meeting the strategic objectives set by RSC Energia.
As on 31.12.2013, the staff number of RSC Energia together with ZAO ZEM RSC Energia was
14 357 persons; in 2012 the staff number was 14 409 persons; in 2011 it amounted to 14 955
persons. The Corporation is focused on maintaining stable staff number while improving quality
of personnel. The main factor specifying its staff number is the volume of work to be performed
by RSC Energia.
Corporation personnel structure by education, persons
Higher education
Secondary
professional education
Managers
Basic general
education
Specialists
Secondary
general education
Workers
In 2013 the number of young employees up to30 years amounted to 2 576 persons. In so doing,
the age group between 51 and 60 yeas was dominant (5 570 persons); also the age group older
than 61 is large (2 757 persons). In 2013 middle age of the Corporation employees was 47,7
years.
Corporation personnel structure by age, persons
30 years and
younger
years
years
years
years older than
71
50
RSC Energia personnel development programs implemented in 2013
Direction
Events
Career guidance activities in
elementary, secondary and
higher educational
institutions
• Tours of the enterprises and excursions to the Corporation museum
Adaptation of young
specialists and workers
• Training of 145 young specialists in the Corporation employed during
2012-2013.
Development of promising
young employees within the
framework of training of
potential personnel reserve
• Reserve of executives intended for positions from program director,
head of scientific-technical center to head of subdepartment (321
persons)
Professional personnel
development, including
development under strategic,
professional and compulsory
training programs
• Classes in Korolev schools
• International Space Contest devoted to the anniversary of
V.V. Tereshkova flight; municipal contest for regional studies and
student’s gathering
• Potential personnel reserve of the employees up to 35 years (130
persons)
• Training, retraining and advanced training (6 310 employees)
• 6 employees got training under the Presidential Program of executives
training for RF national economy organizations; 28 employees attended
training courses for engineers
• Training under innovative development programs (86 employees)
• Training in labor safety and its knowledge control
• Training in modern computer technologies (1 122 persons)
• Upgrading skill categories (85 workers), assigning skill categories (30
young workers)
Postgraduate education of
scientific personnel and
attending scientific-technical
conferences
• There are 29 Doctors of Science, 185 Candidates of Science, 3 RAS
academicians, 3 corresponding members in the Corporation
• RSC Energia got permanent license for conducting postgraduate courses
in 9 specialities
• Defending 8 theses for Candidate’s degree
Annual assessment and
certification of personnel as
an instrument for managing
employees performance and
personnel development
• Annual assessment (6 051 employees )
Sports-physical culture
events and cultural work
among the masses
• Sports festivals, football and volley-ball tournaments were held
• Corporation teams were successful at the tournaments organized by
Federal Space Agency and at the tournament in Korolev city
Patriotic education
• RSC Energia’s Board on patriotic education of citizens
• Annual individual plans for each employee are developed
• Certification after the first and the third year of work
• 16 sociologic studies in the Corporation
• Events devoted to six memorable dates of the country and national
cosmonautics
Youth policy
• Boards of young specialists operate
• Tutorage institution functions
Personnel motivation
The Corporation successfully uses up-to-date wage system which establishes dependence of
remuneration on employees performance assessment results and is based on the concepts of
external competitiveness and internal justice of remuneration, as well as easy process of its
administration.
51
The Corporation wage system is based upon salary and bonus payment. Official salary (tariff
rate) is fixed for each employee on the basis of 20-wage category tariff scale.
Payment for work is effected based upon employment agreements concluded with employees
with due regard for production activity results and work load of divisions.
Indexation of wages of the Corporation employees is carried out in accordance with the
approved regulatory documents of the Russian Federation, branch, tripartite regional and
municipal agreements. Social protection of the employees is assured at the expense of
Corporation financial resources.
In order to raise labor productivity and enhance quality of output, the Corporation introduced
personnel evaluation systems and quarterly bonuses by the results of Work Program performance
Incentives for professional performance of RSC Energia specialists and workers is one of the
most important morale and material stimuli. In 2013 265 employees of the Corporation received
rewards of the Russian Federation, Federal Space Agency, Moscow Region Governor,
administration of Korolev city, the Government of Moscow Region. Also the employees are
given honorary titles of RSC Energia with payment of bonuses for high performance in their
specialized fields of activity and work of long standing in the Corporation.
Social policy
Social policy is concentrated on ensuring social protection of the employees facilitating thereby
achievement of RSC Energia objectives set. Continuous monitoring of efficiency in social
measures being put into effect allows to optimize costs of social policy implementation.
In its internal and external relations the Corporation seeks to develop its image as a socially
responsible employer and maintain a high level of employees’ loyalty. All our employees have
equal opportunities to take advantage of the Corporation social package.
Corporation is the city-forming enterprise of Korolev city, Moscow Region, and takes part on a
continuous basis in implementing comprehensive social-economic programs of the city. Funds
for social infrastructure developments are allocated under agreements entered into with executive
and municipal bodies based upon mutually beneficial cooperation.
2013 saw an active implementation of the following long-term social programs:
• Provision of all amenities on the territory of Korolev city.
• Development of pre-school education system (construction of kindergarten).
• Programs jointly-sponsored with the Committee on Education (International Space
Contests, scientific conferences attended by more than 1 000 pupils of the municipal
schools).
• Support of cultural and sports objects.
• Support of health facilities.
RSC Energia social policy directions:
• Improvement of the Corporation positive image on labor market.
• Ensuring safe and comfortable labor conditions.
• Maintaining social security benefits and compensations called for most of all:
occupational pension provision and voluntary medical insurance (VMI).
• Program “Health” aimed to promote healthy way of life, support and improve health of
the employees and their families members, compensate for their vouchers to RSC Energia
sanatoria.
52
•
•
•
•
•
•
•
•
Organization of cultural leisure time and sports events.
Getting employees children into children educational establishments.
Housing policy.
Youth policy.
Program entitled “the Family”.
Expansion of basic social benefits package for individual social categories of the
employees with due regard for the Corporation financial – economic standing.
Assuming social responsibility not only to the Corporation employees, but also to
Korolev citizens.
Furnishing free (charitable) assistance.
Social policy directions are implemented via Collective Agreement. As part of social
partnership, the Corporation hosts annually conferences with participation of administration,
work collective and trade-union committee representatives where progress in collective
agreement implementation and approval for a current period is discussed.
Benefits and guarantees set forth in the Collective Agreement and local regulatory documents are
somewhat more expanded as compared with those existing in labor legislation.
Social security packages for the employees are based on common concepts of social protection,
but may differ in various subsidiary companies, because they take into account specific character
and economic potentialities of a particular subsidiary company.
The Corporation implements successfully its housing program which makes it possible for the
employees to get a room in a hotel housing paid for under contract of rental of residential
premises or buy personal comfortable apartment in a new house.
In 2013 construction of a new residential area in Korolev was underway. More than 1 500
employees of the Corporation could buy apartments in the houses put into operation at a
preferential price.
Two hotels where live 197 young employees are owned by the Corporation. 220 employees of
the Corporation and their families members live in dwelling houses paid for under contracts of
rental of residential premises.
Housing program envisages step-by-step improvement of living conditions for the employees
living in hotels and housing paid for by way of shared participation in construction. In some
cases the Corporation, partially reimburses employees for expenses on utilities payment and
renting.
Kindergarten located in two buildings at different city districts is available for the Corporation
employees children.
Charitable activity
The main lines of the Corporation charitable activity involve assistance to regional
administration in developing social-economic sphere of Korolev city, as well as co-financing of
socially significant programs of public organizations and charitable institutions whose activity is
concerned with the Corporation core business. Charitable projects are funded based upon the
Corporation management decisions. In 2013 5 073 500 rubles were allocated for charity. In
particular, financial assistance was furnished to hematological section of Municipal hospital
No 2; funds were appropriated for building and installation of the monument to B.Y. Chertok.
53
Energy Saving and energy Efficiency
RSC Energia sets the following priorities in order to enhance energy efficiency:
• To implement commercial energy metering system which will allow to reduce electric
energy losses and generate it on more favorable conditions.
• To provide inspection of power facilities.
• To optimize energy resources purchases and consumption, entry to electric energy
wholesale market.
• To introduce energy-saving technologies: to reduce stock of machine-tools in operation
and its replacement with energy efficient equipment; modernization of engineering
support system and energy-saving materials application during building repairs; use of
new-generation lighting devices.
In order to increase energy efficiency, the Corporation has performed an analysis of efficiency in
utilizing energy resources, determined energy-saving reserves and developed measures and
projects to reduce energy costs.
By the results of these measures putting into effect, it is planned to reduce consumption of
energy resources, on the average, by 1,5% per unit of output every year within the period from
2011 till 2020.
In 2013, additional measures aimed to achieve energy resources saving were developed and put
into effect:
• Efforts were made to draw up summarized Energy passport of he Corporation, including
its branches.
• Repairs were made to improve heat loop of buildings and facilities (including glazing
work in the Corporation buildings using energy-efficient insulating glass units).
• New energy-saving lighting fixtures are installed in the Corporation divisions.
• Cold water metering instruments are installed.
• Low-pressure air compressors are purchased and forwarded to the Corporation divisions.
• Replacement of obsolete and outdated equipment at NTTs-9Ts was performed.
Report on energy-saving program implementation in 2013 was considered at the Corporation
management meeting.
Information about volume of different fuel and energy resources used by the Corporation in 2013 both in
physical terms and in value terms:
Name
Electric energy
Volume
Cost
13 789 thousand kW
per hour
64 231 thousand
rubles
101 833 Gcal
101 270 thousand
rubles
545 Gcal
569 thousand rubles
Low-pressure air
162 m³
454 thousand rubles
High-pressure air
20 m³
588 thousand rubles
1 235 447 m³
18 974 thousand
rubles
Motor petrol
737 t
22 634 thousand
rubles
Diesel fuel
130 t
4 027 thousand rubles
Heat energy
Vapor
Cold water
54
Increased ecological safety of production
The Corporation innovative activity relative to an increase in manufacturing ecological safety is
based upon rational management of nature at the expense of balanced consumption of natural
resources; development and introduction of ecological technologies in our manufacturing
practice.
Integral ecological safety index is reduction in negative environmental impact, i.e. amount of
emission (in physical terms) per unit of output.
In accordance with the Innovative Development Program, RSC Energia is going to reduce level
of negative environmental impact resulting from manufacturing activities by 30% within the
period from 2011-2020. By its performance in 2013 negative environmental impact decreased by
13,5 %.
The following measures are to be implemented under the Program in order to increase ecological
safety of production in the Corporation:
• Modernization and building new manufacturing facilities based upon introduced ecosafe,
low-waste and energy-saving technologies.
• Development of drainless effluent system in electrodeposition to reduce negative effect of
respective manufacture and production facilities on environment;
• Introduction an automated system of atmospheric pollution monitoring during enterprise
test stations operation, development of ecological laboratory base at RSC Energia,
implementing new methods of analysis in order to minimize environmental impact.
• Development and implementation of measures package intended to decrease effect of
harmful production factors on environment and certification of the Corporation activities
according to Standard ISO 14000.
Total amount of financing for the measures to increase ecological safety of production is planned
to be around 122 million rubles within 2011-2020 time interval. In 2013 amount of financing
made up 9,2 million rubles and was directed for putting into effect the following measures:
• Equipment for laboratories ensuring air and aqueous media monitoring is purchased.
• Washing water reuse system is introduced after chemical treatment filters being
regenerated.
• Residual fuel oil discharge system is improved to prevent ground contamination by
petroleum products.
• Amount of harmful substances discharge is reduced due to new boilers installed with
Weishaupt burners.
55
Size of financing projects for environmental protection in 2013 and for
a long-term period (2014-2016) mln rubles
Measures for environmental protection expected to be put into effect within the 2014-2016
period involve the following:
• Construction of the combined section of easily combustible liquids storage.
• Development of a project and delivery of equipment for reconstruction of
electrodeposition treatment facilities.
• Bringing microbiological laboratory rooms into line with normative requirements.
• Introduction of a technique to remove lead vapors from shop work places of erection
electricians.
• Purchasing high-precision nuclear-absorption plasma spectrometer to determine heavy
metals presence in objects of environment;
• Further introduction of washing water reuse system after regeneration of chemical water
treatment filters.
• Bringing fuel oil discharge system into line with normative requirements.
56
CORPORATE MANAGEMENT
RSC Energia corporate management concepts and structure
Corporate management system at RSC Energia is a total combination of the processes ensuring
overall management and control of the Corporation operation. These processes cover relations
among shareholders, the Board of Directors and executive bodies and center on harmonizing
interests of all participants in corporate relations which involve not only shareholders and
managerial bodies, but also potential investors and wide circles of other interested parties such
as customers of services, the Corporation employees, counterparts, creditors, partners,
government and local communities.
RSC Energia considers corporate management as a means to enhance efficiency in its operation,
maintain its image, increase its investment attractiveness.
In order to streamline and ensure continuity of corporate management practice in the
Corporation, the Board of Directors resolved to approve new Corporate Management Code of
RSC Energia (Minutes No 11 dated 29.04.2013) developed in compliance with the requirements
of current legislation and advanced corporate management standards, including Russian Code of
Corporate Conduct recommended by Federal Securities Commission of Russia in place of the
Code of Conduct for the Board of Directors and Corporation management members effective
since 2003.
Appendix 5 to the Annual Report gives a detailed information about the Corporation
adhering to the Code of Corporate Conduct provisions recommended by the Federal
Securities Commission of Russia.
Corporation carries out all compulsory requirements of the legislation for information disclosure
on the securities market. Relevant information is available to all interested persons on the
Internet (official site of the Corporation is www.energia.ru) and on the Corporation page in “the
Center
of
Corporate
Information
Disclosure”:
http://www.edisclosure.ru/portal/company.aspx?id=1615.
RSC Energia’s shareholders can get full and trustworthy information about the Corporation at
the place of its executive body location: 4A Lenin Street, Korolev City, Moscow Region.
The Corporation shareholders are provided with reliable and efficient methods to keep records of
their right of ownership to shares. The above activity is conducted by professional participant of
securities market – registrar of securities. Shareholders are entitled to take part in RSC Energia
management by way of taking decisions on the Corporation operation issues at General
Shareholders’ Meeting.
57
General Shareholders’ Meeting
Auditing Committee
Establishing managerial and
control bodies in the Corporation,
approval of annual report, records,
profit distribution, etc.
Control over the Corporation
financial and economic
activities
Independent auditor
Audit of the Corporation
financial reporting
Board of Directors
Board of Directors’ Committees:
Overall management of the
Corporation operation
Auditing Committee
President
Management of current
Corporation activities
Corporation management
Information
about
Management of current Corporation
activities
Election
Accountability
Personnel and Remuneration
Committee
Strategic Planning, Modernization
and Innovative Development
Committee
Preliminary consideration of critical
items on the agenda of the Board of
Directors’ meeting and giving
recommendations on them
conducting
General Shareholders’ Meeting
In 2013 one General Shareholders’ Meeting, the annual one, was held at RSC Energia on July 6,
2013 with attendance of all shareholders (Minutes No 25 of 10.07.2013) and a possibility to vote
preliminarily by ballot.
The following resolutions were passed (among other things) at the annual General Shareholders’
Meeting:
• Annual report and bookkeeping reporting of the Corporation for 2012 were approved.
• Corporation profit distribution, as well as dividend size dates and payment forms by the
2012 performance was approved.
• Corporation Board of Directors and Auditing Committee members were elected.
• Corporation auditor for 2013 was approved.
• A number of the Corporation in – house documents were adopted.
• Some interested – party transactions were approved.
Appendix 4 to the Annual Report gives a detailed information about all the resolutions
passed at the 06.07.2013 annual General Shareholders’ Meeting.
58
Information about the Corporation Board of Directors
Board of Directors conducts overall management of the Corporation activities in the Corporation
and its shareholders interests in accordance with competence laid down in the Russian
Federation legislation and RSC Energia Articles of Association.
The Board of Directors’ members are elected at General Shareholders Meeting via cumulative
voting of 11 persons in number for a period till next annual General Shareholders’ Meeting.
Board of Directors’ meetings
In 2013 RSC Energia Board of directors held 15 meetings, the nine of which took place with
attendance of all shareholders; the six meetings were held by correspondence. At its meetings,
the Board of Directors considered the issues associated with the following aspects of the
Corporation activities:
• Development of the Corporation strategy and business model.
• Implementation of the Innovative Development Program.
• Audit of financial and business activities of the Corporation and its subsidiary and
affiliated companies.
• Provision of the Corporation with financial resources.
• Procurement activity.
• Approval of in-house documents and interested-party transactions.
Appendix 4 to the Annual Report gives a detailed information about the resolutions
passed at the Board of Directors’ meetings held in 2013.
Board of Directors Provision
RSC Energia approved the Board of Directors Provision at the annual General Shareholders’
Meeting held on June 28, 2008 (Minutes No 18) which regulated the Board of Directors work
procedure.
RSC Energia Board of Directors membership during the accounting year
RSC Energia Board of Directors membership from 06.07.2013 up to now
1.
Svetlana Grigorievna Alyabeva
Head of Financial-Economic Department, Federal Space Agency
(till January 01.2014)
2.
Sergey Alexandrovich Bushmakin
3.
Vladimir Konstantinovich Verbitskiy
4.
Anatoly Anatolievich Gavrilenko
5.
Nikolai Ivanovich Zelenschikov
6.
Andrei Nikolaevich Klepach
Vice-President, NPF Gazfond
First Deputy Director, NP “Russian Institute of Directors”
General Director, ZAO Lider, (Pension Fund Assets Management
company)
First Vice-President, First Deputy General Designer, RSC Energia
Deputy Minister, Russian Federation Ministry of Economic
Development
7.
Vitaly Alexandrovich Lopota
Corporation President, General Designer, RSC Energia
59
8.
Andrei Sergeevich Nikitin
General Director, ANO “Agency for Strategic Initiatives to
Promote New Projects
9.
Alexei Viktorovich Nuzhdov
10.
Alexandr Fyodorovich Strekalov
11.
Oleg Petrovich Frolov
Deputy General Director in charge of investments and coordination
with ZAO Lider government bodies (Pension Fund Assets
Management Company)
General Director, ZAO ZEM RSC Energia (up to March 2014). At
the present time he is RSC Energia Deputy General Designer in
charge of technological development and manufacturing
innovations
First Deputy Head of Federal Space Agency (up to October 2013)
RSC Energia Board of Directors membership from 23.06.2012 till 06.07.2013
1.
Sergei Alexandrovich Bushmakin
2.
3.
Vitaly Anatolievich Davydov
4.
5.
6.
Mikhail Valentinovich Kovalchuk
7.
Alexei Borisovich Krasnov
8.
9.
Gleb Sergeevich Nikitin
10.
11.
Vice-President, NPF GAZFOND
General Director, ZAO Lider (Pension Fund Assets Management
Company)
State Secretary, Deputy Head of Federal Space Agency
First Vice-President, First Deputy General Designer, RSC Energia
Deputy Minister, Russian Federation Ministry of Economic
Development
Director, Russian Academy of Sciences “RAS Institute for
Crystallography after A.V. Shubnikov”
Head of Department, Federal Space Agency
Corporation President, General Designer, RSC Energia
Deputy Minister, Russian Federation Ministry of Industry and
Trade
Deputy General Director in charge of investments and coordination
with ZAO Lider government bodies (Pension Fund Assets
Management Company)
General Director, ZAO ZEM RSC Energia
60
Background information about the persons who were the members of RSC Energia
Board of Directors in 2013
Svetlana Grigorievna Alyabeva (since 06.07.2013)
Date of birth: 1981
Education: higher education
All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs
combined:
Period
from
till
2009
2010
2010
2011
Name of organization
OAO Consolidated Shipbuilding Corporation
Administrative staff of the Board of Directors Chairman,
Joint-Stock Commercial Bank Express-Credit
2011
2011 RF Ministry of Defense
2011
2011 FSUE TsENKI
09.2011 01.2014 Federal Space Agency
01.2014
up to
now
NA
Position
Lead specialist of the department
Executive Director
Deputy Head of Department
Deputy Head of Economic Department
Head of Financial Economic
Department
NA
Participating interest in the issuer Charter capital/no common shares in possession.
Date of birth: 1970
combined:
Period
from
till
2005
up to
now
2008
up to
now
2011
up to
now
Position
Non-governmental Pension Fund (NPF) Gazfond
Vice-President
NPF Gazprombank-Fond
President (as a sideline job)
OAO GAZ-Tek
Director (as a sideline job)
Participating interest in the issuer Charter capital / no common shares in possession
61
Vladimir Konstantinovich Verbitskiy (since 06.07.2013)
Date of birth: 1959
combined:
Period
from
till
2003
up to
now
2006
2011
2012
up to
now
Non-commercial Partnership “Russian Institute of
Directors”
OOO IM - Consulting
OOO UTS TeknoNIKOL
Position
First Deputy Director
General Director (as a sideline job)
General Director’s advisor (as a
sideline job)
Date of birth: 1972
Education : higher education
All positions taken by this person in the Corporation and other organizations over the last 5 years, including jabs
combined:
Period
from
till
2004
up to
now
Position
ZAO Lider (Pension Fund Assets Management Company) General Director
Vitaly Anatolievich Davydov (up to 06.07.2013 г.)
Date of birth: 1953
Education: higher military-technical education
combined:
Period
from
till
2006
2008
2008 07.2013
Federal Space Agency
Position
Deputy Head
State Secretary, Deputy Head
62
Date of birth : 1941
combined:
Period
from
till
08.2007 02.2009 RSC Energia
First Vice-President, First Deputy
General Designer and First Deputy
Head of Prime Design Bureau
General Designer
General Designer
02.2009 08.2012 RSC Energia
10.2012
up to
now
Position
RSC Energia
Participating interest in the issuer Charter capital: 0,00089%
Person’s share in the issuer common stock ownership: 0,00089%
Andrei Nikolayevich Klepach
Date of birth: 1959
Education: higher, Candidate of Science
combined:
Period
from
till
2004
2008
2008
2012
up to
now
up to
now
Position
Russian Federation Ministry of Economic Development
and Trade
Director, Macroeconomic Forecasting
Department
Deputy Minister
Moscow State University after M.V. Lomonosov
Holding the chair of macroeconomic
regulation and planning, Economic
faculty
Participating interest in the issuer Charter capital / no common shares in possession.
Mikhail Valentinovich Kovalckuk (up to 06.07.2013)
Date of birth: 1946
Education: higher, Doctor of Science (Physics and Mathematics), RAS corresponding member, professor
combined:
Period
from
till
up
to
1998
now
up to
2005
now
Russian Academy of Sciences “RAS Institute for
Crystallography” after A.V. Shubnikov
Federal State Budget-Funded Entity “National Research
Center Kurchatovsky Institute
Position
Director
Director (as a sideline job)
63
Alexei Borisovich Krasnov (up to 06.07.2013 г.)
Date of birth: 1959
All positions taken by this person in the Corporation over the last 5 years, including jobs combined:
Period
from
till
up to
2004
now
Position
Head of Department
Date of birth: 1950
Education: professional after graduating from institution of higher education; Doctor of Science (Engineering); RAS
corresponding member, professor
combined:
Period
from
till
up to
11.1981
now
Saint-Petersburg State Polytechnical Institute
08.2007 12.2009 Government scientific institution “Central Research and
Development Institute for Robotics and Engineering
Cybernetics”
12.2009 01.2012 Government scientific institution “Central Research and
Cybernetics
up to
01.2012
Federal State Independent Scientific Institution “Central
now
Research and Development Institute for Robotics and
Engineering Cybernetics”
up
to
10.2010
Federal State Budget Funded Establishment of Higher
now
Professional Education “Moscow State Technical
University after N.E. Bauman”
up to
07.2007
RSC Energia
now
Position
Professor, holding the chair (as a
sideline job)
Director-Chief Designer (as a sideline
job)
Scientific advisor - General Designer
(as a sideline job)
Scientific advisor - General Designer
(as a sideline job)
Holding the chair (as a sideline job)
Corporation President, General
Designer
Andrei Sergeevish Nikitin (up to 06.07.2013)
Date of birth: 1979
Education: higher, Candidate of Science (Economics)
All positions taken by this person in the Corporation and other organizations over the last 5 years including jobs
combined:
Period
from
till
07.2008 10.2008
10.2008 06.2009
05.2009 08.2011
up to
08.2011
now
OAO Tverstekloplatik
OOO Steklon & T Management
UK Puskompozit
Independent non-commercial organization “Agency of
Strategic Initiatives to Promote New Projects”
Position
Executive Director
Board member
Managing Director, General Director
General Director
64
Gleb Sergeevich Nikitin (up to 06.07.2013)
Education: 1977
Education: higher, Candidate of Science (Economics)
combined:
Period
from
till
11.2007 07.2008
07.2008 12.2011
12.2011 06.2012
07.2012 06.2013
up to
06.2013
now
Federal Property Management Agency
Russian Federation Ministry of Industry and Trade
Position
Deputy Head
Deputy Head
Acting Head, Deputy Head
Deputy Minister
First Deputy Minister
Date of birth: 1968
combined:
Period
from
till
1985
2009
2009
2012
2012
up to
now
2009
up to
now
FSS of Russia
ZAO Lider (Pension Fund Assets Management
Company)
ZAO Lider (Pension Fund Assets Management
Company)
NPF Gazfond
Position
Начальник отдела
Deputy General Director in charge of
Security
Deputy General Director in charge of
investments and interaction with
government bodies
Head of Corporate Security Office
Date of birth: 1948
Education: professional after graduating from institution of higher education, Candidate of Science (Engineering)
combined:
Period
from
till
07.1999 03.2014 RSC Energia
07.2007 03.2014 ZAO ZEM RSC Energia
04.2014 up to
new
RSC Energia
Position
First Vice-President of the
Corporation (as a sideline job)
General Director
Deputy General Designer of RSC
Energia in charge of technological
development and manufacturing
innovations
65
Oleg Petrovich Frolov (since 06.07.2013 г.)
Date of birth: 1962
Education: higher military-technical education, Doctor of Science (Warfare Sciences), professor
combined:
Period
from
till
2007
2009
2009
2010
2010
2012
Military-Space Academy after A.F. Mozhaisky
Russian Federation Forces, Main Armament Department
Federal Agency of arms, military, special equipment and
material hardware deliveries
2012
10.2013 Federal Space Agency
10.2013 up to
NA
now
Position
Head
Head
Deputy Head
First Deputy Head
NA
Regulations on ad hoc Committees at RSC Energia Board of Directors
The following ad hoc Committees are set up at the Board of Directors aimed at a thorough
analysis of the problems falling within competence of the Board of Directors in strategic
planning, internal control and audit, as well as staff and remuneration.
The Committees are advisory and consultative bodies ensuring efficient performance by the
Board of Directors of their overall management functions within the Corporation. They operate
based upon respective regulations:
• Personnel and Remuneration Committee Provision (approved by the Board of Directors
on December 08, 2009; Minutes No4).
• Audit Committee Provision (approved by the Board of directors on December 8, 2009;
Minutes No4).
• Strategic Planning, Modernization and Innovative Development Committee Provision
(approved redrafted by the Board of Directors on November 21, 2012; Minutes No3).
66
Meetings of the ad hoc Committees at the Board of Directors held in 2013
Audit Committee
Personal and Remuneration
Committee
Strategic Planning, Modernization
and Innovative Development
Committee
Membership
Membership
Membership
Election date is 03.10.2013
Vladimir Konstantinovich
Verbitskiy
(Chairman of the Committee)
Key objectives
Key objectives
Key objectives
− Control over competitive
selection of auditing
organization;
− Assessment of the developed
concepts and criteria for
determining size of remuneration
for the Board of Directors,
Auditing Committee members,
the Corporation executive bodies
members;
− Working out longterm and mediumterm strategy of the Corporation
development.
− Assessment of auditor’s report;
− Assessment of efficiency in the
Corporation internal control
procedures and putting forward
proposals for their
improvement
− Giving recommendations to the
Board of Directors when
considering the issues concerning
suspending powers of the
Corporation President; forming
single-member executive body;
appointing professional manager;
− Strategy monitoring and updating in
due time.
− Development of the proposals for
Corporation security portfolio
management.
− Drawing up major innovative and
investment programs and projects.
− Considering the issues of the
Corporation restructuring
− Assessment of the Corporation
executive bodies activities at
regular intervals
Results of activities in 2013
6 meetings of the Committee
were held, including 3 meetings
with attendance of the members
and 3 meetings by
correspondence
6 meetings of the Committee were
held, including 2 meetings with
attendance of the members and 4
meetings by correspondence
2 meetings of the Committee were
held attended by the members
Appendix 4 to the Annual Report gives a detailed information about the resolutions
adopted at the meetings of ad hoc committees at the Board of Directors in 2013
Provision on Remuneration of the Corporation Board of Directors members.
Annual General Shareholders’ Meeting held on July 6, 2013 approved the Provision on
Remuneration and Compensations to be paid to RSC Energia Board of Directors members,
according to which remuneration to the Board of Directors members shall be paid once a year by
the results of accounting fiscal year based upon the resolution passed at General Shareholders’
Meeting as well as actual expenses incurred (with documentary confirmation) in connection with
participation in the Board of Directors activities shall be compensated too (but not higher than
the norms laid down).
67
Information about remuneration paid to the Board of Directors members in 2013
In accordance with the resolution adopted by the annual General Shareholders’ Meeting held on
July 6, 2013, the Board of Directors members were paid remuneration by the 2012 performance
to the following extent:
M.V. Kovalchuk
(Board of Directors Chairman)
520 000 rubles
A.G. Gavrilenko
(Chairman of the Personnel and Remuneration Committee)
960 000 rubles
A.S. Bushmakin
(Chairman of the Audit Committee)
960 000 rubles
A.V. Nuzhdov
(Member of the Personnel and Remuneration Committee and
the Committee on Strategic Planning, Modernization and
Innovative Development)
960 000 rubles
N.I. Zelenschikov
(Member of the Personnel and Remuneration Committee)
880 000 rubles
A.F. Strekalov
(Member of the Audit Committee)
880 000 rubles
No remuneration is paid to the Board of Directors members who are the Corporation singlemember executive body or government officials.
68
Information about the Corporation executive bodies
Single – member executive body
RSC Energia single-member executive body is the President who carries out management of the
Corporation day-to-day operation in accordance with the established procedure and within the
limits of power laid down by Federal Law «On Joint-Stock Companies», other Russian
Federation legal acts, the Corporation Articles of Association, Single-Member Executive Body
Provision and Labor Agreement to be concluded with single-member executive body.
Date of birth: 1950
Education: professional after graduating from institution of higher education; Doctor of Science (Engineering); RAS
corresponding member, professor
combined:
Period
from
till
11.1981
up to
Saint-Petersburg State Polytechnical Institute
now
08.2007 12.2009 Government scientific institution «Central Research and
Cybernetics».
12.2009 01.2012 Government scientific institution «Central Research and
Cybernetics».
01.2012
up to
Federal State Budget-Funded Establishment of Higher
Professional Education «Moscow State Technical
now
University after N.E. Bauman»
10.2010
up to
Federal State Budget-Funded Establishment of Higher
Professional Education «Moscow State Technical
now
University after N.E. Bauman»
07.2007
up to
RSC Energia
now
Position
Professor, holding the chair (as a
sideline job)
Director-Chief Designer (as a sideline
job)
Scientific advisor – General Designer
(as a sideline job)
Scientific advisor – General Designer
(as a sideline job)
Holding the chair (as a sideline job)
Corporation President, General
Designer
Term of office under the Labor Agreement is up to October 2017.
Collective Executive Body
RSC Energia Collective Executive Body is the Corporation Management. In accordance with the
Articles of Association existing in the Corporation, the membership and staff of the Corporation
management are determined by the Board of Directors. The Management members are elected
for a 5-year period by the Board of Directors with due regard for a proposal put forward the
Corporation President. Only the Corporation employees are entitled to be the management
members. In accordance with the Board of Directors’ resolution No 3 passed on December 26,
2011, the Management membership is determined to be 13 persons.
69
RSC Energia Collective Executive Body membership during 2013
RSC Energia Management membership from 01.01.2013 up to now
1.
Anatoly Vasilievich Vovk
RSC Energia First Deputy General Designer of unmanned
space complexes and systems for commercial applications
2.
Alexandr Gdalievich Derechin
Deputy General Designer on Strategy, Business development
and International Activity
3.
RSC Energia First Vice-President, First Deputy General
Designer
4.
Mikhail Viktorovich Komarov
RSC Energia Personnel Director
5.
Yelena Mikhailovna Korogodina
RSC Energia Chief Accountant
6.
RSC Energia Corporation President, General Designer
7.
Vladimir Alexandrovich Manyuta
RSC Energia Director of Security Department
8.
Arkadiy Leonidovich Martynovsky
RSC Energia Vice-President in charge of Construction and
Social Matters
9.
Yevgeny Anatolievich Mikrin
First Deputy General Designer, Chief Designer of onboard and
ground control complexes and systems; RSC Energia Director
of Scientific-Technical Center
10.
Vladimir Yefimovich Osmolovskiy
RSC Energia Senior Vice-President in charge of Economics
and Corporate Management
11.
Alexandr Gennadievich Pyzin
RSC Energia Vice-President in charge of financial-economic
activity
12.
Igor Sergeevich Radugin
RSC Energia First Deputy General Designer in charge of
rocket-space complexes
13.
Vladimir Alexeyevich Solovyov
RSC Energia First Deputy General Designer in charge of flight
operation, tests of rocket-space complexes and systems
Background information about the persons who were the members of RSC Energia
management in 2013
Anatoly Vasilievich Vovk
Date of birth: 1955
combined with the main activity:
Period
from
until
12.2008 09.2012 RSC Energia
09.2012
up to
now
RSC Energia
Position
First Deputy General Designer, Chief designer of unmanned
space complexes and systems
First Deputy General Designer in charge of unmanned space
complexes and systems for commercial applications.
Participating interest in the issuer: 0,00151%
Term of office in accordance with the Labor Agreement is unlimited.
70
Alexandr Gdalievich Derechin
Date of birth: 1945
Period
from
till
08.2007 02.2009 RSC Energia
02.2009
up to
now
RSC Energia
Position
Deputy General Designer, Deputy Head of Prime Design Bureau
Deputy General Designer in charge of Strategy, Business
Development and International activity
Date of birth: 1941
Period
from
till
08.2007 02.2009 RSC Energia
02.2009 08.2012 RSC Energia
10.2012
up to
RSC Energia
now
Position
First Vice-President, First Deputy General Designer, First Deputy
Head of PDB
First Vice-President, First Deputy General Designer
First Vice-President, First Deputy General Designer
Mikhail Viktorovich Komarov
Date of birth: 1961
Period
from
till
02.2008
up to
now
RSC Energia
Position
Personnel Director
71
Yelena Mikhailovna Korogodina
Date of birth: 1975
Period
from
till
08.2005 06.2009 OOO Private Guard
Enterprise
«Spetstransnefteprodukt»
06.2009 12.2009 OOO «Transneft Finance»
12.2009 02.2011 RSC Energia
02.2011
up to
RSC Energia
now
Position
Deputy General Director in Charge of Finance, Chief Accountant
Head of Department
Deputy Chief Accountant
Chief Accountant
Information is given in section «Single-Member Executive Body».
Vladimir Alexandrovich Manyuta
Date of birth: 1951
Period
from
till
12.2008 09.2009 RSC Energia
10.2009 01.2010 RSC Energia
01.2010
up to
RSC Energia
now
Position
Head of Department
Director of Security Department
Director in charge of Security
72
Arkady Leonidovich Martynovskiy
Date of birth: 1939
Period
from
till
07.2007
up to
now
RSC Energia
Position
Vice-President in charge of Construction and Social Matters
Yevgeny Anatolievich Mikrin
Date of birth: 1955
Education: professional after higher educational establishment; Doctor of Science (Engineering), the RAS
corresponding member; professor.
Period
from
till
09.2007 02.2009 RSC Energia
02.2009 05.2010 RSC Energia
05.2010
up to
now
RSC Energia
Position
First Deputy General Designer, Deputy Head of PDB, Director of
Scientific-Technical Center
First Deputy General Designer, Director of Scientific-Technical
Center
First Deputy General Designer, Chief Designer of onboard and
ground control complexes and systems; Director of ScientificTechnical Center
Vladimir Yefimovich Osmolovsky
Date of birth: 1954
combined:
Period
from
till
08.2002 05.2009 OAO Vneshtorgbank
07.2009
up to
now
RSC Energia
Position
Head of Department, Vice-President-Head of Department; Senior
Vice-President of the Corporate bloc
Senior Vice-President in charge of Economics and Corporate
Management
73
Alexandr Gennadievich Pyzin
Date of birth: 1963
Education: professional after higher educational establishment; Candidate of Science (Economics).
Period
from
till
08.2007 02.2009 RSC Energia
02.2009 02.2011 RSC Energia
02.2011
up to
RSC Energia
now
Position
Vice-President
Vice-President, Chief Accountant
Vice-President in charge of financial-economic activity
Igor Sergeevich Radugin
Date of birth: 1953
Education: professional after graduating from higher educational establishment; Candidate of Science (Engineering).
Period
from
till
04.2008 12.2008
12.2008 09.2010
09.2010 09.2011
09.2011
up to
now
RSC Energia
RSC Energia
RSC Energia
RSC Energia
Position
Deputy Head of Scientific-Technical Center
Head of Scientific-Technical Center
Deputy General Designer, Head of Scientific-Technical Center
First Deputy General Designer in charge of rocket-space
complexes
Vladimir Alexeyevich Solovyov
Date of birth: 1946
Education: professional after higher educational establishment; Doctor of Science (Engineering); the RAS
corresponding member, professor.
Period
from
till
08.2007 02.2009 RSC Energia
02.2009
up to
RSC Energia
now
Position
First Deputy General Designer, Deputy Head of PDB
First Deputy General Designer in charge of flight operation, tests
of rocket-space complexes and systems
Information about holding more than one job by the persons who are members of the
Corporation executive bodies (except for V.A. Lopota) is not available.
74
The Corporation has no stock options which could be used by the persons in the membership of
the Corporation managerial bodies to acquire the Corporation shares.
Provision on remuneration of the Corporation executive bodies members
According to the Corporation President’s order No 74/DSP of 27.02.2013, the Procedure for
Remuneration Payment to RSC Energia Management Members was approved and put into effect
since 01.01.2013.
Information about remuneration paid to the Corporation executive bodies members
Information about payments effected to the executive bodies members throughout 2013 was
disclosed in RSC Energia’s quarterly reports placed on Web page of the Corporation in the
Center for Corporate Information Disclosure: http://www.edisclosure.ru/portal/company.aspx?id=1615 .
Equity capital
Equity capital structure
RSC Energia Charter capital amounts to 1 123 734 000 rubles and consists 1 123 734 common
shares with nominal value of 1 000 rubles each.
The number of RSC Energia authorized stock totals 250 000 shares.
At the present time, the Corporation has no at its disposal:
• of additional shares which can be placed or in the process of being placed;
• of shares which became available (listed in the fixed assets) to the Corporation;
• of extra shares which can be placed as the result of conversion of placed securities to be
converted into shares or as the results of the Corporation options shares or as the result of
the Corporation options commitments performance.
Corporation shareholders number as on 31.12.2013
Total number of shareholders (including):
8 461
legal persons (including nonresidents)
19
natural persons (including nonresidents)
Nominee shareholders
8 442
1
75
Акционеры
, доля whose
которы хshare
в уставном
капитале
Shareholders
in the
Corporation
Корпорации составляет более 2%
Charter capital is more than 2%
3,17%
Российская
федерация
лице
Росимущества
38,22%
(429 497
шт.)
Russian
Federation
in вthe
person
of Federal
Property
Management
Agency – 38,22% (429 497 shares)
Небанковская
кредитная
организация
закрытое«National
акционерное
общество
Nonbank credit
institution
Close Company
Clearing
«Национальный
расчетный
депозитарий»
Depositary» - 32,37%
(367
189 shares*32,37% (367 189 шт.)*
17,43%
38,22%
ООО ИК "Развитие" 17,43% (195 825 шт.)
OOO
IK «Razvitiye» - 17,43% (195 825 shares)
32,37%
ЗАО
604 шт.)
ZAO ЗЭМ
ZEM"РКК
RSC "Энергия"
Energia –3,17%
3,17%(35(35604
shares)
* including at NKO ZAO NRD:
ZAO Lider - 12,406641% (139 415 shares)
ООО Management Company «Agana» - 12,70825% (142 807 shares)
SIB (CYPRUS) LIMITED - 2,0064% (22 550 shares)
Corporation Charter Capital Structure
Структура уставного капитала Корпорации
8,57%
Юридические
лица
- собственники
58,752%
(660222
222 shares)
шт.)
Legal
persons
– owners
– 58,752%
(660
Юридические
- номинальные
держатели –
32,676%
(367(367
189 шт.)
Legal
personsлица
– nominee
shareholders
32,676%
189 shares)
32,68%
58,75%
Физические
лица 8,572%
(96 323(96
шт.)323 shares)
Natural
persons
– 8,572%
Throughout 2013 Moscow Stock Exchange (ZAO «Fondovaya Birzha MMVB») traded in RSC
Energia shares in the List of unlisted securities (without listing procedure).Information about the
state of the Corporation shares market is available on official Web page of Moscow Stock
Exchange moex.com (ticker tape message RSC Energia – RKKE).
Dividend Policy
RSC Energia dividend policy is based upon the balance of interests between the Corporation and
its shareholders in determining size of dividend payment; efforts to increase investment
attractiveness of the Corporation and its capitalizing; respect and strict observance of the rights
of shareholders provided for by the Russian Federation existing legislation, the Corporation
Articles of Association and its in-house documents.
Declaring dividends and their payment are carried out according to the Provision on Dividend
Policy approved by RSC Energia Board of Directors, as well as in line with the
recommendations given by Federal Property Management Agency, the representative of the
chief shareholder – Russian Federation.
76
Corporation dividend history over the 2011-2012
2011
Period for which dividends are paid
2012
full year
full year
General Shareholders’
Meeting
Meeting
Date of holding General Shareholders’ Meeting
23.06.2012 г.
06.07.2013 г.
Date on which the List of persons entitled to get
dividends for a given dividend period was drawn up.
04.05.2012 г.
27.05.2013 г.
27.06.2012 г. №24
10.07.2013 г. №25
common
common
280
172
Size of declared dividends in the aggregate on all
shares of a given category (class), rubles
314 645 520
193 282 248
Total size of dividends paid on all issuer shares of one
category (class), rubles
314 475 687
193 178 214
Net profit
for 2011
Net profit
for 2012
25,26
25,47
0,05
0,05
till 21.08.2012 г.
till 04.09.2013 г.
Control body which passed a resolution to declare
dividends
Date of making up General Shareholders’ Meeting
Minutes and their number
Category (Class) of shares
Size of declared dividends on this category (class) of
shares per share, rubles
Source of declared dividends payments:
Share of declared dividends in net profit for accounting
year, %:
Share of dividends not received by addressees, %.
Reasons:
- stale data in legal persons payment details;
- shareholders not available at the addresses indicated
in questionnaires;
- no mail transfers are made with certain countries
where some of the shareholders-natural persons
(nonresidents) are registered
Time allowed for payment of declared dividends on
shares:
Information about distribution and disposition of profits drawn by the 2012
performance in 2013
RSC Energia net profit by the 2012 performance was 758 891 thousand rubles.
In accordance with the resolution passed on July 6, 2013 at the Corporation General
Shareholders’ Meeting, net profit was distributed as follows:
• 193 282,3 thousand rubles (25,47% of the net profit volume) were allocated for dividends
payment at the rate of 172 rubles per common share;
• No monetary assets were directed to Reserve Fund (Reserve Fund is set up);
• 559 848,7 thousand rubles (73,77% of the net profit volume) were allocated to
Investment Fund;
• the total amount of 5 760 thousand rubles (0,76% of the net profit volume) were
appropriated for remuneration payment to the Corporation Board of Directors and
Auditing Committee members.
77
Net profit disposition was carried out in accordance with the resolution adopted at the
Corporation General Shareholders’ Meeting by the 2012 performance. Net profit distribution
was performed with due regard for actual spending of funds allocated for the projects.
Appendix 2 to the Annual Report gives a detailed information about disposition of the
net profit drawn by the Corporation in 2012.
78
Internal control and risk management
Description of the key risk factors associated with the Corporation activities
Appendix 13 to the Annual Report presents information about the Corporation
investments with an estimated rate of return on which making up more than 10 % per
year.
Appendix 14 to the Annual Report gives information about continuing court
proceedings in which the Corporation acts as a plaintiff/defendant on debt claim.
Information about possible circumstances which can hamper progress of the Corporation
business (legal, financial, industry risks, country and regional risks; risks associated with the
Corporation operation).
Risks related to acquisition of issuing securities placed.
Investments in the Issuer securities involve a certain degree of risk. In this connection, in taking
investment decisions potential investors shall thoroughly study the risk factors given below. In
addition, provisions of this paragraph do not take the place of own analysis of investment risks
on the part of shares acquirers. The Issuer cannot guarantee that the risk factors to be determined
are complete and exhaustive to take a decision on acquiring the Corporation shares.
RSC Energia performance was impacted by the fallout from financial-economic crisis. At the
present time, there is still a high level of uncertainty about how recovery of the world economy
will further occur and at what rate. In case of arising one or several risks from the list given
below, RSC Energia will undertake all possible measures to minimize their negative
consequences.
In order to reduce some of the risks to the extent possible, the Corporation undertook some
protective measures having to do more with implementation of the main production program of
the Corporation (in particular, insurance against some risks is common).
However, it should be noted that working out preliminary adequate measures to counteract
unforeseen events is difficult due to uncertainty about how the situation unfolds.
Space industry risks
At the present time, demand for space services (both manned and unmanned) on the world
market is gradually increasing. After closure of the Space Shuttle Program, Russia dominates on
the manned flights market. There is a high probability that during next 4-5 years a steady
demand for RSC Energia’s products as Soyuz, Progress space vehicles will be created. It is
determined by the need to meet international commitments by Russia to deliver crew members
and cargoes to the ISS Russian Segment. Due to the fact that the US commercial companies are
implementing plans to build manned space vehicles, Russian dominance on the international
manned space vehicles market will not last for a long time.
Stable demand is expected for the Corporation activities on the ISS utilization and purposeoriented use, building new ISS elements, advanced developments in the field of manned
cosmonautics, including development of an advanced manned transportation system and longterm programs of deep space exploration.
79
Since October 2012 the US agency NASA was capable to provide cargo traffic and return
cargoes from the ISS via cargo space vehicle Dragon. Therefore, cargo traffic by means of
Progress space vehicles was a little reduced.
The main competitor of the Corporation in cargo delivery to the ISS and back are two
commercial unmanned logistics vehicles developed under NASA's order within the Commercial
Orbital Transportation Program (COTS). Successful flights of the Dragan vehicles allow NASA
to pin high hopes on this type of space vehicles.
Under the NASA/SpaceX Contract for the sum of 1,6 billion USD, it is planned by the USA that
these space vehicles will deliver cargoes and later (after 2017) carry astronauts to the ISS.
Furthermore, the Space X (Dragon logistic vehicle), Boeing (CST-100 vehicle) and Sierra
Nevada Corporation (Dream Chaser Vehicle) received financial backing from NASA for further
development of their manned and cargo space vehicles under the program of commercial
manned space vehicles development.
With a systematic improvement of Chinese manned space vehicle «Shen Chzhou» and building
Chinese national orbital station «Tyangun», the risk of a reduced demand for Russian manned
space vehicles without their technical and cost characteristics being improved will significantly
increase on the world market too.
One of the most critical factors determining space industry risks is cost of an orbital flight per
man as well as cost of mass unit orbital insertion and payload volume unit orbital insertion.
For the Corporation space industry risks are associated with an increase in the product cost and
the ratio between dynamics of this increase and world analogues. In its turn, ongoing
modernization of space vehicles and replacement of EEE parts will impact on the cost of space
vehicles towards its rise in value, at least in the current stage of their modernization, because
investments in new plants and testing new solutions will be required.
At the present time, demand for space services using unmanned spacecraft on the Russian and
world markets tends to grow steadily (satellite services market is the largest on the world space
market). Steady demand for RSC Energia – made products as unmanned spacecraft (satellites)
and space systems is due, to a large extent, to a high scientific-technical potential of the
Corporation and a short lead time for its reliable high-power satellites of heavy class which have
passed test cycle, development testing and are customized to suit customers’ modern needs and
desires.
Concurrent with this factor, an increase in demand for the Corporation-made satellites in
international community is also due to the Corporation brand on the world market associated
with a lot of Russian priority space achievements.
Major directions of commercial communication and broadcasting spacecraft manufacture market
development worldwide are currently the following:
• building spacecraft with improved performance (service life, power, throughput, etc.) in
C and Ku frequency bands for a scheduled replacement of operational spacecraft.
• Manufacturing of spacecraft in KA frequency range shows promise for a sharp increase
in satellite capacity and new satellite communication services - wide band access to
Internet network, arranging high-rate communication trunk channels.
In so doing, there is a certain risk of potential lag in technology of national spacecraft
manufacturers which is due to some extent to insufficient quantity of electronic components and
materials with the required performance made in Russia.
The most critical factors determining space industry risks on the world market for unmanned
spacecraft manufacture are the following:
80
•
•
•
•
Keen competition among major manufacturers of spacecraft on the world market;
new world players from the countries with high rates of economic growth (such as China,
India, Japan) entering the market of unmanned spacecraft manufacture and launch);
political instability in some developing countries which creates potential market for the
Corporation products and services;
trend towards integration of the world space services market into common open free
partnership for space services and technologies manufacture and application.
Also it is worth noting that there is robust competition among national manufacturers of
spacecraft such as OAO Information Satellite Systems after academician M.F. Reshetnev,
GNPRKTs TsSKB-Progress, FSUE Scientific and Production Association after S.A. Lavochkin,
etc.
In order to prevent possible negative consequences of space industry risks, RSC Energia pursues
an active scientific-technical policy of participation in the RF Federal Space Program, conducts
continually search for potential Russian and foreign customers of satellites and foreign partners
interested in advanced space technologies.
National space industry runs the risk of being imposed restrictions in cooperation with foreign
customers and suppliers of component parts as a result of the sanctions being introduced with
respect to Russia by European Union and USA and, accordingly, the need for undertaking
additional efforts to replace foreign-made component parts.
In its turn, modernization of space vehicles being performed and replacement of component
parts will impact on the cost of space vehicles towards its rise in value, at least in the current
stage of their modernization, because investments in new plants and testing of new solutions will
be required.
RSC Energia gives great attention to research and development activities on improvement and
mastering new technologies for building unmanned spacecraft.
In order to master and introduce advanced technologies in designing and manufacturing of
spacecraft for different applications, the Corporation extends cooperation with the leading
European company Astrium, including joint activity within joint venture «Energia-Satellite
Technologies».
In 2013 RSC Energia and the Astrium signed the “License Agreement for the Shared
Technologies Use” which states the main concepts of technologies and know-how exchange and
use in manufacture and tests of spacecraft for specific applications.
As to RSC Energia-made upper stages DM which are operated with Proton and Zenit launch
vehicles, the Corporation competes with Russian manufacturers of upper stages such as FSUE
GNPTs after M.V. Khrunichev (Briz-M upper stages which are operated with Proton-M launch
vehicle) and FSUE NPO after S.A. Lavochkin (Fregat-SB upper stages which are designed to
operate with Zenit and Proton launch vehicles). The Corporation, therefore, is busy all the time
with efforts to improve and upgrade technical and operational characteristics of upper stage DM
which present, by current estimates, one of the best choices worldwide in energy efficiency,
accuracy in delivery of «heavy» payloads (SC) to desired high-energy orbits/flight courses,
ecological safety.
Country and regional risks
Core activities of the Corporation are concentrated in Russia. The enterprise operation can be
impacted by the risks associated with general instability in the country, industrial production
downturn. Also imperfect legislative base of the country regulating economic relations affects
the enterprise performance.
81
The main factors generating political risks are:
• imperfect legislative base governing economic relations;
• inadequate efficiency of judicial system;
• unstable power in the Russian Federation subjects.
At the present time, political situation in the country remains stable.
In the near future, the Corporation does not forecast negative changes in the situation in Russia,
which might adversely impact the Corporation economic status and its operation. Undoubtedly
one cannot rule out the possibility of destabilization of economic situation in the country caused
by crisis on the world financial markets or sharp reduction in oil and gas prices or due to
complication of economic and political situation caused by the ongoing events in the Ukraine
(the risk of sanctions being imposed, first of all). Also the risks related to phaseout of different
commercial components units can effect the enterprise operation.
The Corporation is registered and conducts its activities in dynamically developing region,
namely: Moscow Region, Korolev City. The region is regarded as one of the most promising
regions with rapid growth of economy. Moscow Region is economically stable area. Geographic
features of the region account for extremely low risks of exposure to disasters (including
hurricanes, floods, earthquakes, etc.). The region is located in the central part of the Russian
Federation where transportation is well developed. Moscow region is connected via motor,
railway and air transport with all Russian regions, as well as all countries, which entirely
excludes the risk of possible termination of transportation due to remoteness of the city and/or its
being difficult of access. Moscow Region is regarded as one of the most politically stable areas
which does not border directly upon zones of warfares, as well as the regions, in which there is a
high probability of introducing state of emergency. At the same time, geographical remoteness
of the Corporation from sites of vehicles prelaunch processing on TC and LC of cosmodromes
(including Baikonur Cosmodrome and other cosmodromes) determines arising of risks of the
Corporation property loss and damage during its transportation to point of destination.
The Corporation provides for insurance against risks of property loss and damage during its
transportation to Cosmodromes TC and LC. Due to the fact that the Corporation conducts its
activities on the territory of the Republic of Kazakhstan (Baikonur Cosmodrome), impact of
country risks associated with unfavorable development of political and economic factors on
interstate relations is possible. However, the agreement concluded between Russia and
Kazakhstan on the use of Baikonur Cosmodrome up to 2050, as well as the adopted Declaration
on EuroAsian Economic Integration, the Parties of which announced their transfer to common
economic space (Baseline documents became effective from January 1, 2012), allow to assess
such a risk as insignificant. The Parties create conditions required for sustained economic
growth of the member states; provide (among other things) agreed state backing of their priority
industries and works; pursue coordinated customs policy; develop unified transport systems.
Due to the fact that the Corporation is involved in a number of projects for foreign customers
located in African countries, unstable political situation in the above region might have an
adverse effect on the Corporation operation due to a possible customers contract termination.
Financial risks
Inflation risks, changes in exchange rates and interest rates on credits affect RSC Energia
operation and its financial stability, as well as size of proceeds of the sale of goods (works,
services) and profit. Inflationary process which result in costlier products and materials used in
economic activities could produce significant negative effect on the Corporation net profit
margin in case of absence of compensating component in the price of products to be sold.
Inflation may impact significantly the Company operation, because it leads to increased costs of
products.
82
Changes in interest rates can affect the Corporation financial – credit activities, because the
enterprise is active in using borrowed funds during performance of its activities. However, due
to the RF CB refinancing rate and commercial banks refinancing rates being stable during the
past year, we regard this risk as unlikely. Besides, with the aim to further decrease cost of
servicing borrowed funds and their diversification, the enterprise has long-term prospects of
planned entering the market of public borrowing. Also the government is currently taking some
measures such as improvement of real sector crediting system, which is sure to result in positive
changes for the enterprise.
Exchange rate risks are important for RSC Energia due to the fact that the Corporation is the
exporter of science-intensive and high-technology products; accordingly, part of proceeds are in
US dollars or Euros; in so doing, major part of expenses are in rubles. Therefore, changes in
inflation rates and exchange rates have a considerable effect on the Corporation financialeconomic activities results. Value dating of the contracts entered into with foreign counterparts
is carried out in US dollars and Euros, therefore, the Corporation benefits by their high exchange
rates to the rubles. Strengthening of the ruble rate with respect to major international currencies
will be unfavorable for the enterprise. However, with due regard for exchange rate policy being
pursued by the RF CB, which prescribes that strengthening of the ruble shall not exceed the 34% level per year, sharp strengthening of the ruble is unlikely to occur.
Legal risks
One of the peculiarities of the Russian legislation on taxes and charges is its continuous
changeability. The laws making amendments to the Russian Federation Tax Code with respect to
changes to specific tax calculation and payment procedure are passed annually. This adds
complexity to making medium-term and long-terms forecasts for taxpayer activity, complicates
tax planning as a whole. Instability of tax regulations exposes the Corporation to risk of being
charged and having to pay rather high penalties and fines (despite its intention to operate in strict
compliance with the legislation), as well as can lead to an increase in tax burden as a whole. The
Corporation continues to carry out an analysis of amendments to existing tax legislation with the
aim to reduce tax risks. In particular, throughout 2013 efforts were underway to study new
provisions of the Tax Code regulating transfer prices which had come into force.
Import share in the Corporation products is insignificant, while export share in its proceeds is
high. Consequently, changes in custom regulations can impact noticeably the Corporation
activities. No considerable changes in the rules of custom clearance were observed during the
accounting period.
The Corporation participates in foreign economic relations; part of its liabilities are expressed in
foreign currency; therefore, it is exposed to the risks associated with exchange adjustment
change. The process of foreign exchange legislation liberalization is currently underway;
significant changes in exchange adjustment rules during the accounting period were not
observed; in this connection, these risks are regarded as low risks.
During the accounting period, no changes in judicial practice on the matter related to the
Corporation operation (including licensing problems) which could adversely impact the
Corporation performance, as well as the results of current legal proceedings, in which the
Corporation is involved, have taken place.
Changes in the requirements for licensing of the Corporation core activities could result in some
additional expenses of the Corporation related to getting a new license, extension or change of
the already available license; however, the Corporation forecasts the risk of occurring such
events as unlikely. RSC Energia meets all license requirements established by active legislation
83
in due time and in full volume; no difficulties whatsoever in extending validity of the available
licenses are forecasted by the Corporation. As the RF Government Decree No 160 of 22.02.2012
approve the Provision on Space Activity Licensing, no significant changes have been made in
the requirements for space activity licensing. Extent to which RSC Energia is exposed to this
risk may be considered minimal. There were no risks associated with impossibility to extend
validity of the Issuer licenses for conducting space activity in the accounting period. Extension
of validity period of a license for space activity is not required due to coming into force on
03.11.2011 of the Federal Law No 99-FZ dated 04.05.2011 “On Licensing of Particular Lines of
Activity” whose p.3 of Article 22, Chapter 3, reads that the licenses granted prior to the date of
this Federal Law coming into force are valid for unlimited period of time.
The Corporation is busy with studying the proposed changes in the legislation on licensing of
core business, draft documents on licensing core business which are available on official sites of
licensing bodies.
Risks related to the Corporation operation
Possible loss of customers, turnover with which accounts for at least 10% of the total proceeds
of the Corporation products (work, services) sale, is insignificant, because during the five
complete fiscal years the Russian Federation has been such a customer, in the name of which
Federal Space Agency acts; in addition, the Corporation activities are included in the FR Federal
Space Program for a period from 2006 till 2015.
The Corporation liability for debts incurred by its subsidiary companies may arise in accordance
with the RF current legislation. In accordance with the Civil Code provisions and provisions of
the Federal Law “On Joint-Stock Companies” No 208 of 26.12.1995, shareholders of Russian
joint-stock company are not liable for commitments (debts) of its subsidiary companies and are
only running the risk of their investments loss. However, in some cases specified by legislation
when “the parent company” is in a position to define decisions to be taken by “the subsidiary
company”, “the parent company” may be brought to joint responsibility or subsidiary liability.
Accordingly, RSC Energia as the parent company of the subsidiary companies, in which RSC
Energia owns more than 50% of the Charter capital, has the right to give binding instructions
and may become liable for their debts. Performance of similar obligations may affect adversely
the Corporation performance. However, taking into account absence of legal proceedings in
which RSC Energia acts as the defendant on liabilities incurred by subsidiary, affiliated and
other companies, the Corporation does not find materiality criterion in the risks related to
occurrence of liability for third persons debts, including its subsidiary companies.
Corporation manufacturing activity involves a possibility of causing damage to environment and
risk of civil responsibility arising from it due to expenses on efforts to be made to repair such
damage. In order to mitigate such risks, the Corporation monitors all manufacturing processes
with the aim to adhere to the corresponding environmental protection standards throughout all
phases of its activity; implements measures to ensure environmental protection and mitigate
environmental impact. The Corporation is granted the Ecological Certificate of conformance,
registration number SER(1760) – G – 17/OS – 61, date of issue – 03.06.2011, issued by OOO
NVTs “Ecosafety” of the Russian Federation Ministry of Natural Resources and Ecology,
effective period is up to 02.06.2014.
Besides, the Corporation provides insurance against risks of damage to third persons and
environment during operation of hazardous production facilities in compliance with the
requirements of active legislation.
84
Internal control and audit
The main concept of internal control being exercised at RSC Energia lies in the fact that internal
audit is part of ongoing monitoring of the Corporation internal control system and its financialeconomic activity, because internal audit ensures independent assessment of adequacy and
adherence to the techniques, provisions and procedures established in the Corporation. In this
respect, internal control and audit services give assistance to top-level management and the
Board of Directors in performance of their duties in a most efficient and effective way.
Internal control and audit functions are the responsibility of the Department in charge of
bookkeeping and fiscal accounting, internal audit procedures at RSC Energia. Provision on the
Department in charge of Bookkeeping, Fiscal Accounting and Internal Audit Procedures No ОД175-2010-1 dated 11.03.2010 envisages specific features of internal audit, bookkeeping and tax
reporting.
The Department in charge of bookkeeping and fiscal accounting, internal audit procedures is
responsible for preparation and holding a tender for selecting auditing organization to make
annual mandatory audit of the Corporation; supervising contract with the organization approved
as the Corporation auditor; interaction with external auditor on the issues of auditing and
consulting services.
As applied to bookkeeping and drawing up bookkeeping reporting (financial statements), control
environment is described in accounting policy, provisions on accounting subdivisions and other
documents which establish general requirements for environment where bookkeeping is
organized and carried out; for the procedure regulating interaction between RSC Energia
subdivisions and personnel, as well as taking decisions on bookkeeping matters.
At least once a year the Corporation shall conduct assessment of internal control system. In
addition, internal control system operation is monitored. In order to accomplish this, financial
analysis of the Corporation performance is carried out; individual business operations results are
checked; documentation on orders given within the organization is subject to assessment and
updating at regular intervals.
In order to make internal audit activity more efficient, the Board of Directors took a decision on
setting up internal audit subdivision (department) subordinate functionally to RSC Energia Board
of Directors (Minutes No 4 dated 09.12.2013) with due regard for the recommendations made by
the Auditing Committee at the Board of Directors. Further efforts to draw up and approve the
Provision on internal audit department will be undertaken in 2014.
Internal audit department is aimed to take measures on:
- assessment of the Corporation management system efficiency, its capability to meet the
objectives set;
- assessment of the Corporation operation risks and efficiency in risk management system;
- assessment of internal control system efficiency;
- making substantiated recommendations aimed at an enhanced efficiency of the abovementioned
system.
Information about the Corporation Auditing Committee
Auditing Committee is elected every year at annual General Shareholders’ Meeting and carries
out control over RSC Energia financial - economic activities.
Major objectives set by the Auditing Committee are:
85
−
−
−
−
−
−
−
inspection of the Corporation financial documentation, bookkeeping reporting, property
inventory reports, comparison of the above documents with primary accounting data;
checking the accuracy and completeness of bookkeeping, fiscal accounting, cost
accounting, statistics;
verification of the accuracy in implementing profit-distribution decisions taken at RSC
Energia over accounting fiscal year;
checking the accuracy of and promptitude in payments to the budget and off-budget
funds;
confirmation of the accuracy of data to be included in the Corporation Annual Report,
annual bookkeeping reporting, reports for taxation bodies, statistical bodies, organs of
state administration and control;
checking of compliance with the legislation established procedure for effecting large
deals and interested-party transactions;
checking decisions taken by the Corporation managerial bodies on financial-economic
activities for their compliance with legislation in force, the Articles of Association and
other in-house documents of the Corporation.
Membership of RSC Energia Auditing Committee during 2013
Membership of RSC Energia Auditing Committee from 06.07.2013 up to now
1.
Andrei Vladimirovich Ardeev
Head of Department, chief analyst of ZAO Lider
2.
Viktor Vasilievich Ashurkov
Deputy Head of Department, Roscosmos
3.
Sergei Anatolievich Barinov
Deputy Head of Office, Federal Property Management
Agency
4.
Pavel Yevgenievich Dubrovin
Chief specialist, adviser to Federal Property
Management Agency office department (up to 2013 year
end)
5.
Lyudmila Valerievna Yeliseeva
Chief Accountant, RSC Energia
6.
Vasily Sergeevich Yemelyanov
Head of Department, Federal Property Management
Agency
7.
Oleg Yurievich Pleshakov
Deputy Head of Office, Roscosmos
8.
Yekaterina Pavlovna Polezhaeva
General counsel, RSC Energia
9.
Svetlana Vladimirovna
Soloschenko
Head of Department, ZAO Lider
86
Membership of RSC Energia Auditing Committee from 23.06.2012 through 06.07.2013
1.
Sergei Anatolievich Barinov
Deputy Head of Office, Federal Property
2.
Lyudmila Valerievna Yeliseeva
Chief Accountant, RSC Energia
3.
Vasily Sergeevich Yemelyanov
Agency
4.
Oleg Anatolievich Oreshkin
Agency
5.
Mikhail Nikolayevich Petrov
Chairman of the Auditing Committee, Deputy General
Director of ZAO ZEM RSC Energia
6.
Oleg Yurievich Pleshakov
Head of Office, Roscosmos
7.
Yekaterina Pavlovna Polezhaeva
General counsel, RSC Energia
8.
Anatoly Mikhailovich Solonin
Head of Department, FSUE TsENKI
9.
Dmitriy Yurievich Tushunov
Head of Analytical Department, Chief Economist, ZAO
Lider
Remuneration paid to the Auditing Committee members in 2013
Provision of Remuneration and Compensations to be paid to RSC Energia Auditing Committee
members is approved at annual General Shareholders’ Meeting held on 06.07.2013.
No remuneration is paid to the Auditing Committee members who are government officials.
Remuneration paid to the Auditing Committee members in 2013
L.V. Yeliseeva
120 000 rubles
M.N. Petrov
120 000 rubles
Y.P. Polezhaeva
120 000 rubles
A.M. Solonin
120 000 rubles
D.Y. Tushunov
120 000 rubles
87
ADDITIONAL INFORMATION
Contact information
Corporation background
S.P. Korolev Rocket and Space Public Corporation Energia
Place of business and mailing address: 4A Lenin Street, Korolev city, Moscow Region, Russia,
141070.
President’s office phone: (495) 513-72-48
Press Service phone: (495) 513-77-63
Fax: (495) 513-86-20, (495) 513-88-70
E-mail address: [email protected]
Web site: http://www.energia.ru
Information about the auditor which carried out independent auditing at the Corporation for
2013 according to RAS
Full firm’s name: Closed Company «EchLBi PACC-Audit»
Shortened firm’s name: ZAO «EchLBi PACC-Audit»
Place of business: Premises 6, 18 Verkhnie Polya Street, Moscow, Russia, 109341.
Mailing address: Office 707, floor 7, entrance 3, TsMT, 12 Krasnopresnenskaya embankment,
Moscow, Russia, 123610.
TIN: 7710164060
MSRN: 1027739402096
Telephone: (495) 258-19-91
Fax: (495) 258-19-90
E-mail address: [email protected]
Data on the auditor membership in self-regulating auditing organizations:
Full name: Self-regulating auditors organization of non-commercial partnership «Institute of
Professional Auditors» (NP IPAR)
Information about license for work associated with state secret:
License number: GT № 0070240
Registration number 23615 of 01.07.2013.
Issued by Russian Federation Security Service Administration of Moscow and Moscow Region.
Term of license validity is till 12.12.2017.
Information about the organizations keeping records of the rights to RSC Energia issuing
securities.
Person who maintains the register of the Issuer registered securities holders: Registrar
Full firm’s name: Close Company «Specialized Registrar – Holder of the Gas Industry
Shareholders’ Register», branch of ZAO SR-DRAGa in Korolev.
Shortened firm’s name: ZAO SR-DRAGa (DRAGa-Korolev)
Place of business: 71/32 Novocheryomushkinskaya Street, Moscow, Russia, 117420
88
Branch address: 4A Tsiolkovsky Street, Korolev city, Moscow Region, Russia, 141070
Tel.: (495) 513-88-54
Fax: (495) 513-88-53
License number: 10-000-1-00291
Date of issuing license: 26.12.2003
License term of validity: unlimited
Body granting license: FSFR of Russia
89
Glossary
Abbreviations and acronyms used in the Annual Report
Abbreviation
Meaning
COTS
Commercial Orbital Transportation Services
EBITDA
Earnings before Interest, Taxes, Depreciation and Amortization
ESA
European Space Agency
FROB
Failure Review Oversight Board
IAC
International Astronautical Congress
DLR
Deutsches Zentrum für Luft- und Raumfahrt e.V., The German Aerospace Center
NASA
National Aeronautics and Space Administration
USC
Unmanned Spacecraft
ICU
Input Converter Unit
PSU
Power Source Unit
PLU
Payload Unit
TISU
Telemetry Information Storage Unit
GLONASS
Global Navigation Satellite System
LOCT
Lead Operational Control Team
ERS
Earth Remote Sensing
SAC
Subsidiary and Affiliated Companies
ICD
Interface Control Documents
VMI
Voluntary Medical Insurance
MDD
Mission Design Documents
RAS SRI
Russian Academy of Sciences Space Research Institute
ETP
Engineering and Technical Personnel
SC
Spacecraft
CM
Composite Material
E
Efficiency
DTIP
Development Testing Integrated Program
UPS
Utilization Payload Suite
IASS
International Air Space Show
ID Portal
Interdepartmental Portal for State Property Management
ME
Main Engine
RF DM
Russian Federation Ministry of Defense
Minpromtorg of Russia
(RFM I&T)
90
ISS
International Space Station
MLM
Multipurpose Laboratory Module
EDM
GM & CC
Ground Measurement and Control Complex
VAT
Value-Added Tax
R&DA
Research and Development Activity
RA
Research Activity
IA
Intangible Assets
SAR
Scientific-Applied Research
SPA
Scientific-Production Association
STC
Scientific-Technical Center
SPM
Scientific-Power Module
LEOA
Orthopedic Apparatus for Lower extremities
DW
Development Work
PWS
Plasma-Wave System
MT
Mission Tasks
IDP
Innovative Development Program
APDS
Advanced Periphery Docking System
AMTS
Advanced Manned Transportation System
NG MTV
New-Generation Manned Transport Vehicle
US
Upper Stage
ILV
Integrated Launch Vehicle
LV
Launch Vehicle
FPMA
ROSCOSMOS
ISS RS
International Space Station Russian Segment
RBRF
Russian Basic Research Fund
IOA
Inherent Outer Atmosphere
HRDTS
High-Rate Data Transfer System
SM
Service Module
SS
Special Software
JV
Joint Venture
TCV
Transport Cargo Vehicle
OCSPL
Production Line for Onboard Computing Systems
TEP
Thermoelectric Plant
NM
Node Module
CWT
Chemical Water Treatment
OD
Operational Documentation
91
Units of measurement used in the Annual Report
С
0
Degree of Celsius
y
year
u
Unit
kW
kilowatt
kg
kilogram
kgf/cm2
kilogram-force per square centimeter
keV
Kiloelectron-volt
m²
square meter
m3
cubic meter
mln
million
mm
millimeter
bn
billion
MPa
Megapascal
RUB
Russian Ruble
t
ton
k
thousand
p
persons
eV
electron-volts
92
APPENDICES
Appendix 1 / Bookkeeping Reporting and Auditor’s Report on
Faithfulness of Bookkeeping Reporting over the Accounting and
Previous Years
Bookkeeping reporting, Auditor’s Report on faithfulness of bookkeeping reporting over the accounting and previous
years are covered in separate book entitled «S.P. Korolev Rocket and Space Public Corporation Energia
Bookkeeping Reporting over 2013 and 2012 Years».
93
Appendix 2 / Data on appropriation of net profit gained by the
Corporation in 2012.
Project name
Target
figures,
thousand
rubles
Actual
figures,
thousand
rubles
Investment justification
1.
Patenting of industrial property subjects
2 568,8
2 623,0
Getting exclusive rights to
intellectual property subjects
2.
«Kristall»
1 521,6
1 406,0
Study of components of
electrorocket propulsion
systems, with iodine as working
fluid
3.
NPP-efficiency
900,0
910,8
Study and development of the
methods to improve design
characteristics of onboard
nuclear power plant with
thermionic reactor-converter of
submegawatt power for
increased efficiency in orbit-toorbit cargo transportation.
4.
Building engine 11Д58МФ to be used
within US 11С861-03
90 034,3
84 782,7
5.
Development of installation with highpressure water electrolyzer (up to 35
MPa) for space and commercial
applications and its preparation for
production in lots
400,0
400,0
6.
Building prototype of flexible inhabited
space module
23 812,0
21 678,1
Maintaining and ensuring RF
leadership in building orbital
station modules, interplanetary
bases; development of flexible
modules technology for
implementation of advanced
manned programs.
7.
Building up full-scale joint production of
composites by RSC Energia and the
Lamitec-Technologies GmbH
64 368,3
65 803,8
Building up modern specialized
production centre for making
structures of composite materials
(CM). Introduction of CM into
units and assemblies of rocketspace technology is one of the
main advanced directions of
improving products mass and
functional performance.
Development of upper stage
«Impuls» with enhanced
energetic characteristics
Development of installation with
high-pressure water electrolyzer
(up to 35 MPa) for space and
commercial applications and
verification of its serviceability.
Introduction of innovative
technologies into industry,
ground and space transport
vehicles.
94
Project name
Target
figures,
thousand
rubles
Actual
figures,
thousand
rubles
8.
Development of vibroacoustic
installation with reverberation chamber
of 1000 м3 by volume
119 395,0
44 312,0
9.
Study and selecting option of advanced
periphery docking system (APDS) by
RSC Energia
902,7
902,7
10.
Building Earth station to receive
scientific information from ISS HRDTS
20 833,3
19 227,1
11.
Introduction of pilot lot of orthopedic
products for lower extremities (LEOA)
584,0
584,0
12.
Conducting activities to develop highly
functional biaxial knee-joint module
with hydraulic damper.
600,0
0,0
13.
Development of the combined control
system for bioelectric prosthesis of
forearm with three or more active
movements.
7 000,0
6 544,1
14.
Development of functional modules with
a high degree of integration and
unification for manufacture of robotic,
electromechanical and electronic
systems for space applications as well as
utility robots for task-specific and
general civil applications
38 459,0
23 423,4
Building production line for
onboard computing systems
(OCSPL), functional modules
with a high degree of integration
and unification to manufacture
robotic, electromechanical and
electronic systems for space
applications, as well as utility
robots for task-specific and
general civil applications
15.
Use of methods to optimize spacecraft
motion control via propulsion system
0,0
2,1
Ensuring meeting commitments
under the contract with
Education and Science Ministry
16.
Development of control algorithms for
space platforms with spinning solar sails
0,0
1,0
Ensuring meeting commitments
under contracts with Russian
Outfitting of the Corporation
experimental base by means of
building new vibroacoustic
installation with reverberation
chamber of 1000 m3 for acoustic
testing of dynamic mockups and
nominal (flight) products of
rocket-space technology
Conducting activities to select
option of advanced periphery
docking system (APDS) and
develop APDS based upon this
option.
Building Earth station on RSC
Energia premises for receiving
information from high-rate data
transfer system (HRDTS) with a
possibility to subsequently
process Earth Remote Sensing
(ERS) data received and transmit
this data to users on a
commercial basis
Introduction of up-to-date
models of prosthetic-orthopedic
products developed and made by
RSC Energia into practice of
national prosthetics
95
Project name
Target
figures,
thousand
rubles
Actual
figures,
thousand
rubles
17.
Development of relative navigation
methods by measurements from global
satellite navigation systems in near and
far rendezvous phases of spacecraft;
getting ready for their introduction on
Soyuz and Progress vehicles
0,0
3,5
18.
Theoretical and experimental studies of
basic elements of wireless power transfer
between spacecraft
0,0
16,4
Basic Research fund (RBRF)
Ensuring meeting the
commitments under contracts
with Education and Science
Ministry
19.
Development and introduction of highly
efficient technology for active –passive
quality control of joints made by friction
bonding with stirring to manufacture
structural elements of new-generation
33 373,5
3 850,1
20.
Modernization of Division 08 test base
for testing and investigation of materials
for their resistance to space factors
0,0
851,8
21.
Modernization of experimental base for
research activity
0,0
232,4
22.
Outfitting of AFD body rooms for
electro-radio tests
75 624,2
76 362,5
Work station organization for
conducting electroradio tests of
products
23.
Modernization of thermal vacuum
chamber EN85-16 for replacement of
scavenging vacuum system to provide
thermal vacuum tests for products
pressure integrity under oil-free vacuum
at RSC Energia
22 381,9
19 092,5
Modernization of TVC EN85-16
to conduct thermal vacuum tests,
leak tests, functional checks in
operating and extreme
temperature ranges for rocketspace technology products
24.
Installation of electric energy metering
points on Baikonur branch objects
0,0
1 499,8
25.
Acquisition of fixed assets for
sanatorium «Krepost»
15 000,0
13 355,2
26.
Acquisition of fixed assets for holiday
hotel «Voskhod»
0,0
5 741,0
27.
Acquisition of fixed assets for
sanatorium-preventorium «Podlipky»
0,0
2 469,1
28.
Acquisition of fixed assets for holiday
hotel «Vostok»
0,0
6 609,5
Technical modernization of
experimental-test manufacturing
facilities, replacement of
obsolescent equipment
Cutting back on electric energy
costs
Replacement of obsolete and
depreciated equipment of the
Corporation objects of social
infrastructure
96
Target
figures,
thousand
rubles
Project name
Actual
figures,
thousand
rubles
29.
Acquisition of fixed assets for the hotel
«Mechta»
0,0
571,6
30.
Acquisition of fixed assets for hotel No 2
in 2013
0,0
599,4
31.
Boiler house change-over to gas fuel at
holiday hotel «Voskhod»
1 800,0
0,0
Provision of a capability to use a
cheaper fuel during the boiler
house operation.
32.
Purchasing fire-alarm system for
sanatorium-preventorium «Podlipky»
0,0
834,8
Putting into effect measures to
settle violations of the fire safety
requirements
33.
Construction of RSC Energia
administrative-housing complex in
Mirniy town, Arkhangelsk region
0,0
11 100,4
Ensuring performance of launch
operations at Plesetsk launch site
34.
Investments in the Charter capital of
OOO «Energia. Satellite technologies»
40 290,0
40 290,0
Setting up joint venture; with the
EADS Astrium as the Limited
Liability Company and
acquisition by the Corporation of
a 51 % share in the LLC Charter
capital
559 848,7
456 080,8
TOTAL
97
Appendix 3 / Information about state backing of the Corporation
activities in accounting year including data on subsidies granted,
purpose of use; accounting year-end.
Item
No
Project, purpose of use
Financing source
Amount of
financing in 2013,
thousand rubles
Application of
funds in 2013,
thousand rubles
1.
Development of technological
process, of non-destructive
quality check for joints made
by friction bonding with
stirring
Contract No 02.G25.31.0063
of 12.02.2013 between RSC
Energia and Education and
Science Ministry
30 000,0
30 000,0
2.
Application of optimization
methods for spacecraft motion
control via propulsion system
Contract No 16.120.11.5673МК of 01.02.2012 between
Education and Science
Ministry and RSC Energia
600,0
600,0
3.
Development of relative
navigation methods by
measurements from global
satellite navigation systems in
near rendezvous and distant
closure phases of spacecraft,
getting them ready to be
introduced on Soyuz and
Progress manned transport
spacecraft
Agreement No НК-12-0800244/13 of 05.03.2013
between the Russian
Fundamental Research Fund
(RFRF) and RSC Energia
600,0
600,0
4.
Development of the algorithms
to control space platforms with
spinning solar sail
Agreement No НК-12-0800254/13 of 05.03.2013
between the Russian
Fundamental Research fund
(RFRF) and RSC Energia
550,0
550,0
5.
Theoretical and experimental
investigations into basic
elements of wireless energy
transfer technology between
spacecraft
Agreement 14.U02.21.0101 of
19.07.2012 between the
Education and Science
Ministry and RSC Energia
0,0
48,7*
31 750,0
31 798,7
TOTAL
* – paid from proceeds for 2012
98
Appendix 4 / Information about the resolutions passed at General
Shareholders’ Meetings, Board of Directors’ Meetings at the Board of
Directors
Information about General Shareholders’ Meeting held
Annual General Shareholders’ Meeting held on July 06, 2013 (Minutes No 25 of 10.07.2013)
Items put on the agenda
Resolutions adopted
1.
Approval of the
Corporation Annual
Report for 2012
– Approve of the Corporation Annual Report for 2012
2.
Approval of the
Corporation Annual
Report for 2012
– Approve annual bookkeeping reporting (financial accounting), including RSC
Energia Report on the financial results
3.
Approval of the
Corporation profit
distribution by the 2012
performance
– Approve the Corporation net profit distribution by the 2012 performance to the
extent of 758 891 thousand rubles as follows:
direct 193 282,3 thousand rubles for dividends payment which amount to
25,47 % of the net profit volume;
direct 559 848,7 thousand rubles to RSC Energia Investment Fund which
make up 73,77 % of the net profit volume;
direct 5 760 thousand rubles for remuneration payment to the Board of
Directors and Auditing Committee members (who are not government
officials) by the 2012 performance, which come to 0,76% of the net profit
volume;
not to transfer allocations to the Corporation Reserve Fund, because its
amount reached its maximum defined in the Corporation Articles of
Association (Reserve Fund is established in full)
4.
On dividends size, dates
and form of payment by
the 2012 performance
– approve the Corporation Board of Directors recommendations on dividends
size, dates and form of payment by the 2012 performance:
direct 193 282,3 thousand rubles for payment of dividends
on common shares ;
approve the following dividends size, dates and form of payment:
dividend size: 172 (one hundred and seventy two) rubles per common
share;
Due dates for dividends payment: till September 04, 2013;
Dividends form of payment:
- the legal persons – via transfer to legal person settlement account;
- to natural persons –who are not staff members of the Corporation and
ZAO ZEM RSC Energia) – via mail transfer;
- to natural persons (who are staff members of the Corporation and ZAO
ZEM RSC Energia ) – via inclusion of payment in wages;
- to shareholders, legal and natural persons (whose shares are recognized
99
on nominee shareholders’ account) via cashless transfer guided by
banking details made available by nominee shareholder when
shareholders’ list is disclosed; if nominee holder has respective powers
granted by equity capital owner, dividends are transferred to nominee
holder’s settlement account.
5.
Approval of the Provision
on Remuneration and
Compensations to be paid
to the Corporation Board
of Directors Members
– Approve the Provision on Remuneration and Compensations to be paid to the
Corporation Board of Directors members
6.
Approval of the Provision
on Remuneration and
Compensations to be paid
to the Corporation
Auditing Committee
Members
– Approve the Provision on Remuneration and Compensations to be paid to the
Corporation Auditing Committee members
7.
On payment of
remuneration for work in
RSC Energia Board of
Directors members-nongovernment officials, in
the amount fixed in the
Corporation in-house
documents
– Approve the proposals put forward by the Corporation Board of Directors to
pay remuneration to RSC Energia Board of Directors members who are not
government officials by the 2012 performance in the total amount of
5 160 thousand rubles by its allocation in the following way: 520 thousand
rubles – to M.V. Kovalchuk (Chairman of the Board of Directors);
960 thousand rubles – to A.G. Gavrilenko (Chairman of the Committee on
Personnel and Remuneration); 960 thousand rubles – to S.A. Bushmakin
(Chairman of the Auditing Committee); 960 thousand rubles – to
A.V. Nuzhdov (member of the Committee on Personnel and Remuneration and
the Committee on Strategic Planning, Modernization and Innovative
Development); 880 thousand rubles – to N.I. Zelenschikov (member of the
Committee on Personnel and Remuneration); 880 thousand rubles – to
A.F. Strekalov (member of the Auditing Committee).
– Not to pay remuneration to the Corporation Board of Directors’ members who
are government officials, as well as the Corporation President.
8.
– Approve the proposals put forward by the Corporation Board of Directors to
On Payment of
pay remuneration to the members of the Corporation Auditing Committee by
Remuneration for Work in
the 2012 performance in the total amount of 600 thousand rubles with its
the Corporation Auditing
allocation in the following way: 120 thousand rubles – to L.V. Yeliseeva;
Committee to the
120 thousand rubles – to M.N. Petrov; 120 thousand rubles – to
members of the Auditing
Y.P. Polezhayeva; 120 thousand rubles – to A.M. Solonin; 120 thousand rubles
Committee-non– to D.Yu. Tushunov.
government officials to
the extent fixed in the
– Not to pay remuneration to the Auditing Committee members who are not
Corporation in-house
government officials.
documents
9.
Approval of the
Corporation Auditor for
2013.
– Approve ZAO EchLBi PACC-Audit, the winner of open tender for selecting
audit organizations for conducting compulsory annual audit.
100
10. Approval of the Provision
on setting up the
Corporation executive
body in charge of
information interaction
via Interdepartmental
Portal for State Property
Management
– Approve the Provision on setting up the Corporation Executive Body in Charge
of Information Interaction via Interdepartmental Portal for State Property
Management.
11. Selection of RSC Energia
Board of Directors’
members
– Select the Corporation Board of Directors in the following membership:
1. Svetlana Grigorievna Alyabeva; 2. Sergei Alexandrovich Bushmakin;
3. Vladimir Konstantinovich Verbitsky; 4. Anatoly Anatolievich Gavrilenko;
5. Nikolai Ivanovich Zelenschikov; 6. Andrei Nikolaevich Klepach; 7. Vitaly
Alexandrovich Lopota; 8. Andrei Segeevich Nikitin; 9. Alexei Viktorovich
Nuzhdov; 10. Alexandr Fyodorovich Strekalov; 11. Oleg Petrovich Frolov.
12. Selection of RSC Energia
Auditing Committee
members
– Select the Corporation Auditing Committee in the following membership:
1. Andrei Vladimirovich Ardeev; 2. Viktor Vasilievich Ashurkov; 3. Sergei
Anatolievich Barinov; 4. Pavel Yevgenievich Dubrovin; 5. Lyudmila
Valerievna Yeliseeva; 6. Vasiliy Sergeevich Yemelyanov; 7. Oleg Yurievich
Pleshakov; 8. Yekaterina Pavlovna Polezhaeva; 9. Svetlana Vladimirovna
Soloschenko.
– Approve interested-party transactions between the Corporation and ZAO ZEM
13. Taking decision on
RSC Energia which can be effected in future, within a period till next annual
approval of interestedGeneral Shareholders' Meeting in the course of routine business activity being
party transactions between
conducted by RSC Energia, for the amount not exceeding 24 955,5 million
the Corporation and ZAO
rubles.
ZEM RSC Energia which
can be effected in future,
within a period till next
annual General
Shareholders’ Meeting in
the course of routine
business activity being
conducted by RSC
Energia
– Approve the interested-party transactions between the Corporation and SSI
14. Taking decision on
«Central Research and Development Institute for Robotics and Engineering
approval of interestedCybernetics, which can be affected in future, within a period till next annual
party transactions between
General Shareholders’ Meeting in the course of routine business activity being
the Corporation and
conducted by RSC Energia, for the amount not exceeding 155 million rubles.
Federal State independent
Scientific Institution
«Central Research and
development Institute for
Robotics and Engineering
Cybernetics» (TsNII
RTK) which can be
effected in future, within a
period till next annual
Meeting in the course of
routine business activity
being conducted by RSC
101
Energia
Information about the Board of Directors meetings' held
The 08.02.2013 Meeting as absentee voting (Minutes No 5 dated 12.02.2013)
Items on the agenda
Resolutions passed
1.
Bringing land plots into
the Corporation
ownership by respective
execution of rights
transfer registration.
– Take into consideration information about progress in execution of registration
of rights transfer to land plots into the Corporation ownership.
2.
On the results of the
Corporation procurement
activity for 12 month of
2012, including ecommerce procurement
activity
– Take note of information about RSC Energia procurement activity results for
12 months of 2012.
3.
On the issues concerning
compulsory use of direct
longterm contracts for
metal products deliveries
with price formula taking
into account procedural
recommendations
approved by the Order
issued by RF
Minpromtorg No 1243 of
20.12.2010.
– Take into consideration that the Corporation is not a bulk consumer of metal
products and does not enter into appropriate contracts for delivery of products
like that.
4.
On interested-party
transactions.
– To request the Corporation President V.A. Lopota to direct the procedural
recommendations approved by the order issued by RF Minpromtorg No 1243
of 20.12.2010 to ZAO ZEM RSC Energia for their use in business activity.
– Interested-party transactions with ZAO Production Association Cosmos of S.P.
Korolev Rocket-Space Corporation Energia (hereinafter referred to as ZAO PO
Cosmos):
To determine fixed price of services under the Lease Contract between the
Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, to the extent of
9 576 718,08 rubles (total amount of payment for the whole lease period).
To approve the transaction between the Lessor, RSC Energia, and the Lessee,
ZAO PO Cosmos, for putting out on loan of nonresidential premises with a
total area of 2 383,6 m2 in the building located at the address:1 Borovskoye
shosse, Vnukovo-3 airport, Moscow, for conducting the activity foreseen in
the Article of Association at the price of 9 576 718,08 rubles for the period
from 01.01.2013 through 30.12.2013:
on the 1st floor, premises I: Nos 1-3, 6-13, 14, 15, 15а 16 18, 18а, 19-22,
22а, 23-33, 39-43, 46-47; premises II: rooms Nos 1-9; premises III: rooms
Nos 1-6; premises IV: rooms 1-2; premises V: rooms 1-6; premises VI:
room 1; premises VII: room 1; premises VIII: room 1; premises IX: rooms
1,2;
on the 2nd floor, premises X: rooms 1-32, 34-48, 48а; premises XI: room 1.
To determine price of services under Contract No 205/2У-12 between the
Contractor, RSC Energia, and the Customer, ZAO PO Cosmos, to the extent
102
of 380 494,42 rubles.
To approve the transactions between the Contractor, RSC Energia, and the
Customer, ZAO PO Cosmos, under Contract No 205/2У-12 for the Customer
personnel management for the period from 01.01.2013 through 31.12.2013 at
the price of 380 494,42 rubles.
– The interested-party transactions with OAO Consortium «Kosmicheskaya
Regata».
To determine fixed price of services under the Lease Contract between the
Lessor, RSC Energia , and the Lessee, OAO Consortium «Kosmicheskaya
Regata» to the extent of 29 989,20 rubles (total rent payment amount for the
whole lease term).
Approve the transaction between the Lessor, RSC Energia , and the Lessee,
OAO Consortium «Kosmicheskaya Regata», on putting out on loan of
nonresidential premises with a total area of 20,1 m2 for the period from
01.01.2013 through 30.06.2013 in administrative building «Design building
No 4» (inv. 0100489), office premises on the 3rd floor, part of room No 40
located at the address: 1a Grabin Street, Korolev city, Moscow Region, for
conducting business activity under the Articles of Association at the price of
29 989,20 rubles.
To determine the price of services to be provided under additional agreement
No 6 to Contract No 78/003-07 of 01.03.2007 between the Contractor, RSC
Energia, and the Customer, OAO Consortium «Kosmicheskaya Regata», to
the extent of 45 000,00 rubles.
To approve the transaction under additional agreement No 6 to Contract
No 78/003-07 of 01.03.2007 between the Contractor, RSC Energia, and the
Customer, OAO Consortium «Kosmicheskaya Regata», for the period from
01.01.2013 through 31.12.2013 for performance of services related to taking
security measures concerning intracompany routine to ensure Customer’s
activity on the Contractor’s premises at the price of 45 000,00 rubles.
14.02.2013 Meeting (Minutes No 6 of 19.02.2013)
Items on the agenda
1.
2.
Resolutions passed
Consideration of RSC
Energia Draft Work
Program for 2013
– To approve the Corporation Work Program for quarter I of 2013;
On the «Sea Launch
Project»
– Take note of the information about the Sea Launch Project;
– To organize elaboration of Draft Work Program for 2013 by the Corporation
President V.A. Lopota with due regard for the comments made and submit it to
the Board of Directors for approval no later than March 30, 2013.
– The Board of Directors is concerned about the situation which took place
during implementation of the Sea Launch Project.
– The Corporation management is entrusted with the following task:
to ensure auditing of the «Sea Launch Project»; assess risks and potential
consequences for the Corporation of its taking part in implementing the Sea
Launch Project;
to submit to the Board of Directors the audit conclusions and put forward the
proposals for further «Sea Launch Project» activities with due regard for the
Corporation audit results.
3.
On potential increase in
the Corporation Charter
– Take note of potential increase in the Corporation Charter capital via
placement of additional shares with due regard for opinion expressed by RSC
103
capital
Energia Board of Directors’ members A.A. Gavrilenko and A.V. Nuzhdov.
– To submit additional information about forecasted allotment of shares in case
of taking decision on additional shares issue on the part of RSC Energia
Management.
4.
On Comprehensive
Insurance Coverage
Program of the
Corporation for 20132015.
– Take note of the Comprehensive Insurance Coverage Program of the
Corporation for 2013-2015.
5.
On the Procedure for
Competitive Selection of
Audit, Insurance and
Consulting Organizations
in order to provide
respective services to the
Corporation
– Take note of the procedure for selecting insurance, audit and consulting
organizations in order to provide relevant services to RSC Energia.
– Entrust the Corporation Management with the task to prepare and submit to the
Board of Directors no later than April 30, 2013 single updated document
regulating RSC Energia's procurement activity in the field of auditing and
consulting services, insurance cover of the Corporation property interests
which is to comply with RSC Energia Procurement Activity Policy; the
Provision on RSC Energia Procurement Activity ensuring selection procedures
transparency and envisaging regulation of conditions on which different forms
of purchases are used.
Besides, it was resolved to entrust the Corporation Management with
preparation of the proposal to add to the Corporation Articles of Association on
amendment which provides for approval by RSC Energia’s Board of Directors
of the transactions associated with acquisition of and/or alienation of shares
(participating interests in the Charter capital) of other legal entities by the
Corporation subsidiary companies.
The 22.02.2013 Meeting as absentee voting (Minutes No 7 of 26.02.2013)
Issues on the agenda
1.
On preparation of annual
Meeting of the
Corporation:
Consideration of the
proposals put forward
for the agenda of annual
Meeting and candidates
for positions in the
Board of Directors and
Auditing Committee.
Approval of the List of
candidates for voting for
elections to the Board of
Directors. Approval of
List of candidates for
voting for elections to
the Auditing Committee
Resolutions passed
– To put on the agenda of the Corporation annual General Shareholders’ Meeting
the proposals put forward by the shareholders of the Corporation ZAO ZEM
RSC Energia, OOO IK Razvitiye, SIB (Cyprus) Limited, ZAO Lider and
Federal Property Management Agency; as well as the proposals for nominating
candidates to RSC Energia Board of Directors and Auditing Committee as
complying with the requirements set forth in the Corporation Articles of
Association, Federal Law «On Joint-Stock Companies» and other legal acts.
– To approve the List of candidates proposed by RSC Energia shareholders
(ZAO ZEM RSC Energia – the owner of 3,168 % of voting shares of the
Corporation; ООО IK Razvitiye – the owner of 17,319 % of the Corporation
voting shares; SIB (Cyprus) Limited – the owner of 2,012 % of the
Corporation voting shares; ZAO Lider – entrusted administrator of 12,406 %
of the Corporation voting shares and Federal Property Management Agency –
the owner of 38,221 % of the Corporation voting shares) for elections to the
Board of Directors at annual General Shareholders Meeting of the Energia:
1. Svetlana Grigorievna Alyabeva; 2. Mikhail Vladimirovich Armyakov; 3.
Sergei Alexandrovich Bushmakin; 4. Vladimir Konstantinovich Verbitsky;
5. Anatoly Anatolievich Gavrilenko; 6. Nikolai Ivanovich Zelenschikov;
7. Andrei Nikolaevich Klepach; 8. Mikhail Valentinovich Kovalchuk;
9. Alexei Borisovich Krasnov; 10. Vitaly Alexandrovich Lopota; 11. Andrei
Sergeevich Nikitin; 12. Alexei Viktorovich Nuzhdov; 13. Nikolai Alexeevich
Syomin; 14. Vladimir Alexeyevich Solovyov; 15. Alexandr Fyodorovich
Strekalov; 16. Oleg Petrovich Frolov.
104
– Approve the List of candidates proposed by the Corporation shareholders
(ZAO ZEM RSC Energia – the owner of 3,168 % of the Corporation voting
shares; OOO IK Razvitiye – the owner of 17,319 % of RSC Energia voting
shares; ZAO Lider – entrusted administrator of 12,406 % of the Corporation
voting shares and Federal Property Management Agency – the owner of
38,221 % of the Corporation voting shares) for elections to the Auditing
Committee at, annual General Shareholders’ Meeting of the Corporation:
1.Olga Yefimovna Antikol; 2. Andrei Vladimirovich Ardeev; 3. Viktor
Vasilievich Ashurkov; 4. Sergei Anatolievich Barinov; 5. Pavel Yevgenievich
Dubrovin; 6. Lyudmila Valerievna Yeliseeva; 7. Vasiliy Sergeevich
Yemelyanov; 8. Maria Yurievna Kiseleva; 9. Mikhail Nikolayevich Petrov;
10. Oleg Yurievich Pleshakov; 11. Yekaterina Pavlovna Polezhaeva;
12. Svetlana Vladimirovna Soloschenko; 13. Oleg Vasilievich Scherbakov.
2.
On interested-party
transactions
– Planned transactions with TsNII RTK.
In accordance with the right granted by Federal Law «On Joint-Stock
Companies» to the Board of Directors (paragraph 2, item 7, Art. 53), to
recognize the need to put on the agenda of RSC Energia annual General
Shareholders’ Meeting the item on taking decision to approve the interestedparty transactions between the Corporation and Federal State Independent
Scientific Institution «Central Research and Development Institute for
Robotics and Engineering Cybernetics» (TsNII RTK) which can be effected in
future in the course of the Corporation routine business activity.
– Transaction between OAO NPO Energomash and RSC Energia.
To determine price of services under Contract No 17/043-2013 between the
Contractor, RSC Energia, and the Customer, OAO NPO Energomash in the
amount of 4 601 220,0 rubles.
To approve the transaction between the Contractor, RSC Energia, and the
Customer, OAO NPO Energomash, under Contract No 17/043-2013 for
rendering of services related to author’s supervision and solving technical
problems in the Process of operating automatic equipment actuators system
11К25.2Д2000-0 and drive 353ГК for a period from 01.01.2013 through
30.12.2013 at the price of 4 601 220,0 rubles.
3.
On the transactions
associated with obtaining
bank guarantee by the
Corporation
– To approve the transaction on granting bank guarantee between OAO
«Sberbank Rossii» (Guarantor) and the Corporation (Principal) in the amount
of 12,12 billion rubles for ensuring performance of the obligations by RSC
Energia under state contract to be awarded by the results of open tender to be
held by Federal Space Agency (Beneficiary) within the measures being put into
effect under Federal Space Program of Russia scheduled for the 2006-2015
period; the Contract subject is building Science Power Module.
The 18.03.2013 г. Meeting as absentee voting (Minutes No8 of 20.03.2013)
Items on the agenda
1.
On approval of initial
(maximum) price of
auditor’s services for
holding the tender for
selecting auditing
organization to conduct
compulsory annual audit
of the Corporation for
2013
Resolutions passed
– To approve initial (maximum) price of auditor’s services for holding tender to
select auditing organization for conducting compulsory annual audit at RSC
Energia for 2013 in the amount of 6 844 000 (six million eight hundred and
forty four thousand) rubles (5 800 000 (five million eight hundred thousand)
rubles, with VAT of 18 % (1 044 000 (one million forty four thousand) rubles).
105
2.
On the Corporation
participation in venture
funds
– To consider it advisable to continue RSC Energia’s interaction with venture
funds in order to reveal mutually beneficial lines of joint activities.
3.
On interested-party
transactions.
3.1. Transaction between RSC Energia and OOO «Energia Satellite
Technologies»
3.1.1. Determine price of services under the Lease Contract between the
Lessor, RSC Energia, and the Lessee, OOO Energia SAT in the amount of
812 266,40 rubles (total amount of rent payment for the whole lease period).
3.1.2. Approve transaction between the Lessor, RSC Energia, and the Lessee,
OOO Energia SAT, on putting out on loan of nonresidental premises with a
total area of 153,2 m2 located in administrative-production building Block
No 42 (inv. No 0100007), 4th floor, rooms Nos 150, 151, 152, 153, 154, 155,
156, 157, at the following address: 1A Grabin Street, Korolev city, Moscow
Region 141070 («Nonresidental premises») for 11 months at the price of
812 266,40 rubles.
3.2. Transactions between RSC Energia and ZAO PO Cosmos.
3.2.1. Determine tentative price of services (activities) under the Contract
between the Customer, RSC Energia, and the Contractor, ZAO PO Cosmos in
the amount of 8 500 000,00 rubles.
3.2.2. Approve the transaction between the Customer, RSC Energia, and the
Contractor, ZAO PO Cosmos, for organizing and conduct of work on bringing
airplane Аn-12Bp No 11025 into flight worthiness state at the price
8 500 000,00 rubles.
3.3.1. Determine price of services (work) under additional agreement No 2 to
Contract No 281 of 19.07.2012 between the Customer, RSC Energia, and the
Contractor, ZAO PO Cosmos, in the amount of 15 024 960,00 rubles.
3.3.2. Approve the transaction under additional agreement No 2 to Contract No
281 of 19.07.2012 between the Customer, RSC Energia, and the Contractor,
ZAO PO Cosmos, on organizing assured aviation safety of Vnukovo-3 object
at the price of 15 024 960,00 rubles for the period from 01.01.2013 through
31.12.2013.
3.4.1. Determine tentative price of services (work) under additional agreement
No 20 to Contract № 344 of 01.08.2005 between the Customer, RSC Energia,
and the Contractor, ZAO PO Cosmos, to the extent of 2 540 000,00 rubles per
months.
3.4.2. Approve the transaction under additional agreement No 20 to Contract
No 344 of 01.08.2005 between the Customer, RSC Energia, and the
Contractor, ZAO PO Cosmos, on engineering-aviation support of aircraft at the
price of 2 540 000,00 rubles per month till 31.12.2013.
3.5.1. Determine cost of one flight hour under additional agreement No 6 to
Lease Contract No183/216-06 of 30.11.2006 for aircraft between the Lessor,
RSC Energia, and the Lessee, ZAO PO Cosmos, to the extent of 11 500 rubles.
3.5.2. Approve the transaction between the Lessor, RSC Energia, and the
Lessee, ZAO PO Cosmos, under additional agreement No 6 to Contract
No 183/216-06 dated 30.11.2006 on putting out on loan to the Lessee of
aircraft TU-134, state registered mark RA-65719, works number 63637, for
performance of passenger, luggage, mail and cargo carriage, excluding
transport of weapons, drugs and any other cargoes prohibited for carriage by
air transport, as well as flights into areas of military operations, at the price of
one flight hour of 11 500 rubles for a period from 01.01.2013 through
31.12.2013.
106
3.6.1. Define the cost of one flight hour under additional agreement No 9 to
aircraft lease contract No 327 of 01.08.2005 between the Lessor, RSC Energia,
and the Lessee, ZAO PO Cosmos, to the extent of 10 300 rubles.
Lessee, ZAO PO Cosmos, under additional agreement No 9 to Contract No 327
of 01.08.2005 for putting out on loan to the Lessee of aircraft TU-134А3, state
registered mark RA-65726, works’ number 63720, for performance of
passenger, luggage, mail and cargo carriage, excluding transport of weapons,
drugs and any other cargoes prohibited for carriage by air transport, as well as
flights into areas of military operations, at the price of one flight hour of
10 300 rubles for a period from 01.01.2013 through 31.12.2013.
3.7.1. Define the cost of one flight hour under additional agreement No 9 to
aircraft lease contract No 333 of 01.08.2005 between the Lessor, RSC Energia,
and the Lessee, ZAO PO Cosmos, in the amount of 12 500 rubles.
Lessee, ZAO PO Cosmos, under additional agreement No 9 to Contract № 333
of 01.08.2005 for putting out on loan to the Lessee of aircraft An-12, state
registered mark RA-11025, works’ number 6344103 for carriage of passengers,
luggage, mail and cargoes by air transport, excluding transport of weapons,
drugs or any other cargoes prohibited for carriage by air transport, as well as
flights into military operations areas, at the price of one flight hour of 12 500
rubles for a period from 01.01.2013 through 31.12.2013.
The 22.03.2013 Meeting (Minutes No 9 of 25.03.2013)
Items on the agenda
Resolutions passed
1.
– Take note of information about the audit being conducted at RSC Energia in
On audit of financialaccordance with Roscosmos direction.
business activities at RSC
Energia relative to state
– Take note of information from S.A. Barinov, the Chairman of the Auditing
defense order progress;
Committee, about conduct by the Auditing Committee of the unscheduled audit
foreign economic activityof its financial-business activity relative to state defense order progress; foreign
related commitments
economic activity-related commitments performance in the field of space;
performance in the field
financial stability and assessment of management efficiency for the period
of space; financial
since 2009.
stability and assessment of
– To submit the audit results to the Corporation Board of Directors on the part of
management efficiency
the Auditing Committee.
for the period since 2009.
2.
On conducting pro-active
audit till March 26, 2013.
– To entrust the Corporation executive bodies with the task to enter into an
additional agreement with the Corporation auditor for conducting proactive
audit concerning the following issues:
state defense order progress;
meeting commitments concerning international space activity financial
stability;
assessment of the Corporation management efficiency.
– To submit the audit results to the Board of Directors.
3.
On efficiency in
implementing the Sea
Launch Project, prospects
for further participation of
Russian organizations in
this Project and a
– Take note of information about the Sea Launch Project.
– Taking into account that the Corporation Management is entrusted with the
following task (Board of Directors’ Resolution of 14.02.2013 (Minutes No 6):
To assure auditing the Sea launch Project; assess risks and possible
consequences for RSC Energia of its participation in the Sea Launch Project
implementation;
107
probability of establishing
control over them by legal
entities of other countries.
Submit to the Board of Directors the audit conclusions and proposals for
further activity under Sea Launch Project with due regard for the Corporation
audit results;
– To examine the item on its merits by the results of implementing the above
resolution of the Corporation Board of Directors.
– Besides, the Board of Directors considered the issue regarding approval of the
auditor’s services price under the agreement on auditing the Sea Launch
Project in accordance with the resolution 14.02.2013.
– To approve amount of payment for auditor’s services (ZAO EchLBi PACCAudit) under the contract for auditing the Sea Launch Project to the extent of
7,3 million rubles.
Items on the agenda
Resolutions passed
1.
– To approve the Corporation Work Program for 2013
Consideration of Draft
Work Program for 2013 at
RSC Energia
2.
On the Corporation
performance in 2012:
– To approve the Report on the Corporation Work Program implementation for
2012; take into account that reduction in costs of goods (work, services)
acquisition calculated per unit of output by the 2012 performance was 11,7%.
2.1. Report on RSC
– To approve (in advance) the Corporation Annual Report for 2012 with due
Energia Work
regard for the comments made and submit it for approval to annual General
Program carrying out
Shareholders’ Meeting of the Corporation.
for 2012, including
efficiency of
– To take note of bookkeeping (financial) reporting for 2012, including financial
measures to reduce
performance report, and submit the Corporation bookkeeping (financial)
costs of acquisition of
reporting for 2012 to approval of annual General Shareholders’’ Meeting of the
goods (work,
Corporation.
services) calculated
per unit of output
2.2. Corporation Annual
Report for 2012
2.3. Annual Bookkeeping
Reporting for 2012.
3.
On possible
appropriations of profit
gained by the 2012
performance
– To put on the agenda of RSC Energia Board of Directors meeting before its
annual meeting the item «Approval of the Proposals for Annual General
Shareholders’ Meeting on Profit Appropriations Procedure (Including the
Recommendations on Dividends Payment and Determination of Timing of
their Payment) by the Fiscal Year Results». In consideration of the above item,
to advise taking into account the following proposals for profit appropriations,
including payment of dividends by the 2012 performance, by fixing profit
margin by the 2012 performance in the amount of 759 891 thousand rubles:
Direct for payment of dividends 193 282,3 thousand rubles (at the rate of 172
(one hundred and seventy two) rubles per common share) which make up
25,47% of net profit volume.
Direct to Investment Fund 537 202,0 thousand rubles which come to 70,8%
of net profit volume.
Earmark 22 766,7 thousand rubles which amount to 3% of net profit volume
(in accordance with official letter from Federal Property Management
Agency on putting on the agenda of General Shareholders’ Meeting of the
item «On Deductions from Net Profit of Funds allocated in Accordance with
108
the Russian Federation Government Order No VS-P8-2455 of 28.04.2012 for
Paying in Special-Purpose Fund of Target Capital to Support and Develop
Skolkovo Institute for Science and Technologies»).
Forward for payment of remuneration to the Board of Directors’ members
and Auditing Committee members (who are not government officials) of
5 640 thousand rubles by the 2012 performance which make up 0,7% of net
profit volume.
Not to direct the allocations to the Corporation Reserve Fund, because its
amount reached maximum size specified in the Corporation Articles of
Association (Reserve Fund is set up in full).
4.
– To entrust the Corporation executive bodies with the task to study options of a
On a possibility to
possible shares block increase in the Corporation Charter capital owned by the
increase size of block of
Russian Federation up to controlling block of shares and submit the options in
shares, in RSC Energia
May 2013 for a consideration at RSC Energia Board of Directors.
Energia’s Charter capital
owned by the Russian
Federation up to
controlling block of shares
5.
On interested-party
transactions
– Transaction between RSC Energia and OAO NPO Energomash.
To determine fixed price of the first phase of services (work) to be provided
under additional agreement No 1 to Contract No 66/043-2011 of 01.11.2011
between the Contractor, RSC Energia, and the Customer, OAO NPO
Energomash in the amount of 12 987 760,00 rubles.
To approve the transaction effected between the Contractor, RSC Energia,
and the Customer, OAO NPO Energomash under additional agreement No 1
to Contract No 66/043-2011 of 01.11.2011 for performance of qualification
tests of digital/analog converters(DAC) 11К25.2Д 1100-0, 11К25.2Д 11000-01 with assured manufacture of test specimens for testing from 01.01.13
through 01.03.2014at the price of 12 987 760,00 rubles (first phase price).
– Transaction between RSC Energia and ZAO PO Cosmos.
To determine negotiated price of work (services) under Contract No 43/19У13 between the Contractor, RSC Energia, and the Customer, ZAO PO
Cosmos, to the extent of 503 175,05 rubles, in each accounting period
(calendar month).
To approve the transaction between the Contractor, RSC Energia, and the
Customer, ZAO PO Cosmos under Contract No 43/19У-13 for rendering
services related to bookkeeping and fiscal accounting from 01.05.2013 г.
through 31.12.2013 at the price of 503 175,05 rubles in each accounting
period (calendar month).
– Transaction between RSC Energia and OOO International Space Services.
– To approve the transaction between the Contractor, RSC Energia, and the
Customer, OOO International Space Services, on additional agreement No 25
to Contract No 70/05 of 01.12.05 for updating work performance periods under
phase 11.4 of Mission AMOS-4 from 01.06.2012 г. to 31.07.2013.
6.
On approval of auditor’s
services price under the
contract for auditing with
respect to additional
issues in accordance with
the instruction from
Corporation Board of
Directors dated
– To approve size of payment for services of auditor ZAO EchLBi PACC-Audit
in the amount of 3 (three) million rubles, including VAT, for conducting
proactive audit in the Corporation for the period since 2009 (in accordance
with the Board of Directors’ instruction of 22.03.2013 (Minutes No9)) with
respect to the following issues:
Performance by the Corporation of state defense order assignments;
meeting the commitments undertaken by the Corporation relative to
109
22.03.2013.
international space activity, financial stability of the Corporation;
financial stability of the Corporation;
assessment of the Corporation management efficiency.
Items on the agenda
Resolutions passed
1.
Provision on
Remuneration and
Compensations paid to
RSC Energia Board of
Directors’ members.
– To approve the Provision on Remuneration and Compensations to be paid to
RSC Energia Board of Directors members and submit it for approval at RSC
Energia annual General Shareholders’ Meeting.
2.
Consideration of
Provision on
Remuneration and
Compensations paid to
RSC Energia Auditing
Committee members.
– To approve the Provision on Remuneration and Compensations to be paid to
RSC Energia Auditing Committee members and submit it for approval at RSC
Energia annual General Shareholders’ Meeting.
3.
Provision on Organizing
RSC Energia Executive
Body Activity on
Information Interaction
via Interdepartmental
Portal on State Property
Management.
– To approve the Provision on Organizing RSC Energia Executive Body Activity
on Information Interaction via Interdepartmental Portal on State Property
Management and submit for approval at the Corporation annual General
4.
On new revised version of
RSC Energia Code of
Corporate Conduct
– To approve new revised version of RSC Energia Code of Corporate Conduct;
in accordance with the Articles of Association, p. 26, item 1 of Art. 28.
5.
Program at RSC Energia
(IDP):
– To approve the Report on IDP performance results for 2012 at RSC Energia.
Note that a number of the indices under IDP, including proceeds indices and
profit performance, failed to be reached.
Report on IDP
performance results for
2012.
– To approve RSC Energia IDP medium-term plan for 2013 – 2015.
– To approve the proposals to update RSC Energia IDP for the 2013-2020.
IDP medium-term plan
for 2013-2015.
Proposals to update IDP
for 2013-2020.
The 27.05.2013 Meeting as absentee voting (Minutes No 12 of 27.05.2013), Part 1
Вопросы повестки дня
1.
Approval of date, time,
place and form of annual
Meeting to be held.
Принятые решения
– To convene RSC Energia annual General Shareholders’ Meeting on July 6,
2013 at 11 a.m. (registration starts at 9 a.m.) in the Corporation conference hall
on 3rd floor of Building 67 in the form of joint shareholders attendance to
discuss the agenda items and take decisions on the issues put to vote, with
preliminary distribution (handling in) of voting ballots among shareholders
before holding annual General Shareholders’ Meeting.
110
– To make up the List of the persons entitled to take part in RSC Energia annual
General Shareholders’ Meeting based upon the Shareholders’ Register as of
27.05.2013 at 5.30 p.m.
2.
Approval of the date for
making up the List of the
persons entitled to take
part in RSC Energia
annual General
4.
– To approve the List of information (materials) to be made available to
Approval of the List of
shareholders during preparation for the Corporation annual General
information (materials) to
Shareholders Meeting.
be made available to
shareholders during
– To establish the procedure for information (materials) submission to the
preparation for annual
Corporation shareholders within 30 days till the date of holding annual General
Meeting to be held and the
procedure of its
submission.
7.
Recommendations for
annual General
Shareholders’ Meeting
regarding size of
remuneration to the Board
of directors and Auditing
Committee members.
– To recommend to the Corporation annual General Shareholders’ Meeting
taking decision on remuneration payment to the Corporation Board of
Directors members (who are not government officials) by the 2012
performance for a total amount of 5 million 160 thousand rubles by its
distribution as follows: 1. 520 000 rubles to M.V. Kovalchuk (Chairman of the
Board of Directors)); 2. 960 000 rubles to A.A. Gavrilenko (Chairman of the
Personnel and Remuneration Committee); 3. 960 000 rubles to S.A.
Bushmakin (Chairman of Auditing Committee); 4. 960 000 rubles to A.V.
Nuzhdov (member of the Personnel and Remuneration Committee and the
Committee on Strategic Planning, Modernization and Innovative
Development); 5. 880 000 rubles to N.I. Zelenschikov (member of the
Personnel and Remuneration Committee); 6. 880 000 rubles to A.F. Strekalov
(member of the Auditing Committee).
Not to pay any remuneration to the Board of Directors’ members who are
government officials, as well as the Corporation President.
– To recommend to the Corporation annual General Shareholders’ Meeting
taking decision on remuneration payment to the Corporation Auditing
Committee members by the 2012 performance for a total amount of 600 000
rubles by its distribution as follows: 1. 120 000 rubles to L.V. Yeliseeva;
2. 120 000 rubles to M.N. Petrov; 3. 120 000 rubles to Y.P. Polezhaeva;
4. 120 000 rubles to A.M. Solonin; 5. 120 000 rubles to D.Yu. Tushunov.
The 29.05.2013 Meeting as absentee voting (Minutes No12 of 31.05.2013), Part 2
Items on the agenda
3.
Approval of the agenda of
RSC Energia annual
Meeting
Resolutions passed
– To approve the following Agenda of the Corporation annual General
Shareholders’ Meeting:
1. Approval of the Corporation Annual Report for 2012
2. Approval of annual bookkeeping reporting, including Profit and Loss
Statement (profit-and-loss account) of the Corporation.
3. Approval of the Corporation profit appropriations by the 2012
performance.
4. On dividends size, dates, form of payment by the 2012 performance.
5. Approval of the Provision on Remuneration and Compensations to be paid
to the Corporation Board of Directors’ members.
6. Approval of the Provision on Remuneration and Compensations to be paid
111
to the Corporation Auditing Committee members.
7. On payment of remuneration for work within the Board of Directors to the
Board of Directors’ members – nongovernment officials to the extent
established in the Corporation in-house documents.
8. On payment of remuneration for work within the Auditing Committee to
the Auditing Committee members nongovernment officials to the extent
established in the Corporation in-house documents.
9. Approval of the Corporation auditor for 2013.
10. Approval of the Provision on Organizing the Corporation Executive Body
Activity on information interaction via the Interdepartmental Portal for state
property management.
11. Election of the Corporation Board of Directors members.
12. Election of the Corporation Auditing Committee members.
13. Taking decision on approval of the interested-party transactions between
the Corporation and ZAO ZEM RSC Energia which can be effected in future
within the period till next annual General Shareholders’ Meeting in the
course of the Corporation routine business activity.
14. Taking decision on approval of the interested-party transactions between
the Corporation and Federal state independent scientific institution «Central
Research and Development Institute for Robotics and Engineering
Cybernetics» which can be effected in future in the course of the Corporation
routine business activity.
5.
6.
Approval of Ballot form
and text to vote on the
Agenda Items of annual
Meeting
– To approve form and text:
Proposals for annual
Meeting concerning the
procedure for profit
appropriations (including
the recommendations to
pay dividends and
establish their payment
procedure and losses by
the fiscal year results
– To approve the following proposals for annual General Shareholders’ Meeting
on profit appropriations procedure (including the recommendations to pay
dividends and establish their payment procedure) and losses by the fiscal year
results:
of information leaflet for distribution (handing-in) among the shareholders in
parallel with the ballots for preliminary voting on the Agenda Items of the
coming annual General Shareholders’ Meeting of the Corporation;
of Ballots Nos 1-4 for voting on the Agenda Items of the coming annual
General Shareholders’ Meeting of the Corporation.
To distribute net profit for the amount of 758891 thousand rubles in the
following way:
– To direct 193 282,3 thousand rubles for dividends payment (calculated
172 (one hundred and seventy two) rubles per common share) which come to
25,47 % of net profit volume.
– To approve the following dividend size, dates and method of payment:
dividend size – 172 (one hundred and seventy two) rubles per common share;
Dividends payment period is till September 4, 2013.
Method of dividends payment:
- to legal person – via transfer to settlement account of legal person;
- to natural persons who are not staff members of RSC Energia and ZAO
ZEM RSC Energia – via mail transfer;
- to natural persons who are staff members of RSC Energia and ZAO ZEM
RSC Energia - via inclusion of dividend payments in wages and salaries;
- to shareholders, legal and natural persons whose shares are recognized on
nominee holder account – via cashless transfer by bank details made
available by nominee holder in case of shareholders’ list disclosure; if
112
nominee holder is given respective authority by owner of shares – via
transfer to nominee holder settlement account.
– To direct 559 848,7 thousand rubles to Investment Fund which amount to
73,77% of net profit volume.
– To forward 5 760 thousand rubles (which come to 0,76% of net profit volume)
for remuneration payment to the Board of Directors and Auditing Committee
members (who are not government officials).
– Not to direct allocations to the Corporation Reserve Fund, because its amount
reached its maximum specified in the Corporation Articles of Association
(Reserve Fund is set up in full).
Items on the agenda
Resolutions passed
1.
On the Corporation
performance for I quarter
of 2013. RSC Energia
financial-economic
standing, including
comparative dynamics of
debts receivable and
accounts payable indices
– To approve the Report on the Corporation performance for quarter I of 2013
2.
On the candidate for the
position of the
Corporation external
auditor for 2013 and
determining auditor’s
services payment by the
results of the tender held.
– Take note of information concerning the Corporation auditor candidate for
2013 – ZAO EchLBi PACC-Audit, the winner of open tender held for selecting
auditing organizations for conducting compulsory annual audit.
– To determine size of auditor’s services payment (auditing annual bookkeeping
reporting by RAS, as well as auditing consolidated financial statements by
International Accounting Standards) at RSC Energia for 2013 in the amount
stated in tender documentation – 2 000 000 rubles (with VAT included).
3.
– Take note of the proposed options to increase block of shares in the
On an increase in the
Corporation Charter capital owned by the Russian Federation up to controlling
block of shares in the
block of shares.
Corporation Charter
capital owned by the
– Take note that the preferable option for the Corporation development is the
Russian Federation up to
option to increase size of the Corporation Charter capital by conducting
controlling block of shares
additional shares issue.
(Board of Directors’
– To look into the matter of donating the Corporation shares owned by OOO IK
Instruction of 19.04.2013,
Razvitiye for the benefit of the RF.
Minutes No 10).
4.
conclusion drawn up by
ZAO EchLBi PACC –
Audit by the results of the
Sea Launch Project Audit
– Take note of the Report prepared by ZAO EchLBi PACC-Audit on the results
of auditing the Sea Launch Project.
– Consider it advisable to continue the Corporation activities in the Sea Launch
Project taking into account recommendations given by ZAO EchLBi PACCAudit, as well as the need for manufacture of hardware at an accelerated pace
to ensure at least 4 launches per year starting from 2014.
– Considering the need for the Russian Federation to define its position as the
shareholder of RSC Energia relative to the Corporation participation in the Sea
Launch Project, as well as taking into account its interrelation with the national
launch vehicles system, To submit the conclusion made by ZAO EchLBi
PACC-Audit to the RF Ministry of Economic Development, Federal Property
management Agency, Federal Space Agency.
5.
– Take note of the Auditing Committee conclusion on the results of the
113
Auditing Committee
conclusion by the results
of unscheduled audit.
unscheduled audit conducted at RSC Energia for the period since 2009 on the
issues of RSC Energia financial-business activity relative to performance of
state defense order, meeting foreign economic activity commitments, financial
stability and assessment of management efficiency.
– Considering that the RF Audit Chamber undertook an audit on similar issues
from 25.03.2013 through 30.05.2013, to charge the Corporation executive
bodies to submit the audit report (after it is made available to them) and the
Auditing Committee conclusion to the Deputy Chairman of the RF
Government D.O. Rogozin, Federal Property Management Agency, Federal
Space Agency.
– Taking into account that the Corporation Board of Directors gave instructions
to draw up conclusion by independent auditor (ZAO EchLBi PACC-Audit)
regarding the same issues, to charge the Corporation executive bodies to
submit it to the same address.
6.
On interested-party
transactions
– To define a tentative price of services (work) under the Contract between the
Customer, RSC Energia, and the Contractor, ZAO PO Cosmos, to the extent
of 7 500 000,00 rubles.
– To approve the transaction between the Customer, RSC Energia, and the
Contractor, ZAO PO Cosmos, on organizing and conducting work to bring
airplane TU 134 No 65719 into flightworthiness state at the price of
7 500 000,00 rubles.
– To define a tentative price of services (work) under the Contract between the
Customer, RSC Energia and the Contractor, ZAO PO Cosmos, to the extent of
7 500 000,00 rubles.
– To approve the transaction between the Customer, RSC Energia, and the
Contractor, ZAO PO Cosmos, on organizing and conducting work to bring
airplane TU 134 No 65726 into flightworthiness state at the price of
7 500 000,00 rubles.
– Besides, the Board of Directors heard the First Deputy Head of Federal Space
Agency O.P. Frolov who announced the Conclusion prepared by
Interdepartmental Working Group on auditing S.P. Korolev Rocket and Space
Public Corporation Energia. The Board of Directors took note of the
Interdepartmental Working Conclusion with due regard for the Reference to
this effect given by RSC Energia.
The28.06.2013 Meeting as absentee voting (Minutes No 14 of 28.06.2013)
Items on the agenda
1. On the results of the
Corporation procurement
activity for I quarter of 2013,
including e-commerce
purchases (Letter GN13/1416 of Federal Property
Agency of 25.01.2011).
Resolutions passed
– To approve the report «On the results of the Corporation procurement
activity for I quarter of 2013, including e-commerce purchases».
– In accordance with the Corporation Articles of Association, Art.28, item 1,
2. Defining position taken by
p.42, to accept the proposal to increase the Charter capital of OOO Energia
the Corporation on an
SAT (after being granted a license for space activity) up to 80 million rubles
increase in the Charter
(with no change in size of participating interests).
capital of subsidiary
company OOO Energia SAT.
3. Setting up working bodies
– To set up Presidium for RSC Energia annual General Shareholders’ Meeting
114
for annual General
Shareholders' Meeting:
Presidium
Secretariat
in the following membership: Board of Directors members (Sergei
Alexandrovich Bushmakin, Anatoly Anatolievich Gavrilenko, Vitaly
Anatolievich Davydov, Nikolai Ivanovich Zelenschikov, Andrei
Nikolayevich Klepach, Alexei Borisovich Krasnov, Vitaly Alexandrovich
Lopota, Gleb Sergeevich Nikitin, Alexei Viktorovich Nuzhdov, Alexandr
Fyodorovich Strekalov); First Deputy General Designer of the Corporation
Vladimir Alekseevich Solovyov; Representative of the Shareholder – the
Russian Federation.
– To set up Secretariat of annual General Shareholders’ Meeting of the
Corporation in the following membership: Natalia Nikolaevna Alekseeva –
the lead engineer of the corporate management organization department;
Yelena Nikolaevna Malysheva – the lead engineer of the corporate
management organization department; Olga Yurievna Ruslakova – the lead
engineer of the corporate management organization department.
4. Approval of candidate for the – To approve the First Deputy General Designer of the Corporation, the
Presidium member, Vladimir Alekseevich Soloviyov as the Chairperson of
position of chairperson of the
the RSC Energia annual General Shareholders’ Meeting.
Corporation annual General
Items on the agenda
Resolution passed
1.
Election of Chairman for
holding Board of Directors
meeting at RSC Energia
– To elect the Corporation Board of Directors member Andrei Nikolayevich
Klepach as the Chairman of RSC Energia Board of Directors Meeting.
2.
On interested-party
transactions.
Resolutions not passed:
2.1. Transactions between RSC Energia and ZAO PO Cosmos.
2.1.1. Define rent payment since 01.07.2013 under additional agreement
No 1 to Lease Contract No 97/246-11 of 25.05.2011 between the Lessor,
RSC Energia, and the Lessee, ZAO PO Cosmos, for the amount of
65 800,00 rubles every month.
2.1.2. Approve the transaction – additional agreement No 1 to Lease
Contract No 97/246-11 of 25.05.2011 between the Lessor, RSC Energia,
and the Lessee, ZAO PO Cosmos on change in rent payment as per p.2.1.1.
2.2.1. Define rent payment (permanent part) under the Lease Contract
between the Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, to the
extent of 1 198 771,20 rubles for the whole lease term..
2.2.2. Approve the transaction under the Lease Contract between the
Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, on putting out on
loan from 01.06.2013 through 30.05.2014 nonresidential premises with a
total area of 145,2 m2 attached to LERM (inv. No 0100527), on the 2nd
floor, building XIII, rooms Nos 1, 1а, 2-11 located at the address: Block 1,
1 Borovskoye shosse, airport Vnukovo-3, Moscow, for conducting activity
stipulated in the Articles of Association, with rent payment (permanent
part) to the extent of 1 198 771,20 rubles, variable part – in accordance with
electric power consumption.
2.3.1. Define fixed price of rent payment for the whole lease term under the
contract between the Lessor, RSC Energia, and the Lessee, ZAO PO
Cosmos, to the extent of 5 766 000,00 rubles.
2.3.2. Approve the transaction under the Lease Contract between the
Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, from 01.09.2013
115
to 29.08.2014 for putting out on a loan one aircraft parking No 12 located
on facility «Asphalt-concrete parking area and bearing track» (inv.
No 0200117) at the address: Structure 17, building 1, Borovskoye shosse,
Moscow.
Resolutions passed:
2.4. Transaction between RSC Energia and OOO «Energia Satellite
Technologies» (OOO Energia SAT).
2.4.1. Determine negotiated price of services (work) under Contract
No 77/10Ts-2013 between the Contractor, RSC Energia, and the Customer,
OOO «Energia Satellite Technologies», at the rate of 63 267,49 rubles.
2.4.2. Approve the transaction under Contract No 77/10Ts-2013 between
the Contractor RSC Energia, and the Customer, OOO «Energia Satellite
Technologies», for rendering services to control quality of research and
development activity (products/services) with respect to its compliance
with the requirements of quality management system operating at RSC
Energia (Certificate of Conformance No VR 05.1.3585-2010 dated
23.09.2010) in development of space technology for a period from
01.09.2013 till 01.09.2014 at the price of 63 267,49 rubles.
3.
Approval of longterm Lease – To determine rent payment under Lease Contract No 75/246-13 between the
Lessor, RSC Energia, and the Lessee, ZAO ZEM RSC Energia, to the extent
Contract for nonresidential
of 305 558,33 rubles per month (with VAT of 46 610,59 rubles included).
premises RSC Energia and
ZAO ZEM RSC Energia
– To approve the transportation under Lease Contract No 75/246-13 between
(in order to get license by
the Lessor, RSC Energia, and the Lessee, ZAO ZEM RSC Energia for
ZAO ZEM RSC Energia for
putting out on a loan from 01.09.2013 to 31.08.2018 of nonresidential
manufacture of weapons
premises in production-administrative building No 114 (inv. № 0100452):
and military equipment)
part of premises No 150 on the 1st floor, with an area of 610,0 m2; part of
premises No 162 on the 1st floor, with an area of 54,0 m2; part of premises
No 573 on the 4th floor, with an area of 327,0 m2, located at the address: 4A
Lenin Street, Korolev city, Moscow Region, 141070, for conducting the
activity stipulated in the Articles of Association at the price of
305 558,33 rubles per month (with VAT of 46 610,59 rubles included).
Items on the agenda
Resolution passed
– To elect Andrei Nikolayevich Klepach, RSC Energia Board of Directors
members, as the chairperson at the Corporation Board of Directors meeting.
1.
Election of the Chairman
(with no directions laid
down, - election of the
chairperson) of RSC
Energia Board of Directors
2.
Resolution not passed:
Election of Deputy
Chairman of RSC Energia
– Elect Alexei Viktorovich Nuzhdov, Deputy General Director of ZAO Lider,
Board of Directors (in case
Deputy Chairman of the Board of Directors of RSC Energia.
that there are appropriate
Resolution passed:
instructions – for election of
– Not to elect Deputy Chairman of RSC Energia Chairman of the Board of
the Board of Directors
Directors until appropriate instructions for election of the Corporation
Chairman)
Chairman of the Board of Directions have been given.
3.
Election of Committees
staff at the Corporation
Board of Directors.
3.1. Not to select staff of the Committees at the Corporation Board of Directors.
Resolutions adopted:
116
3.2. Approve the following staff of RSC Energia Board of Directors Committee
on Personnel and Remuneration and elect the Chairman of the Committee:
Sergei Alexandrovich Bushmakin (Committee Chairman);
Andrei Sergeevich Nikitin;
Alexandr Fyodorovich Strekalov.
3.3.1. Approve the following Auditing Committee staff at RSC Energia Board
of Directors: Sergei Alexandrovich Bushmakin, Vladimir Konstantinovich
Verbitsky, Alexei Viktorovich Nuzhdov, Alexandr Fyodorovich Strekalov.
3.3.2. Elect A.V. Nuzhdov as the Chairman of the Auditing Committee.
Resolutions passed:
3.3.3. Elect V.K. Verbitsky as the Chairman of the Auditing Committee.
3.4. Approve the following staff of the Strategic Planning, Modernization and
Innovative Development Committee at RSC Energia Board of Directors:
Anatoly Anatolievich Gavrilenko, Andrei Nikolayevich Klepach, Vitaly
Alexandrovich Lopota, Alexei Viktorovich Nuzhdov, Andrei Sergeevich
Nikitin.
4.
Consideration of the Plan
for the Corporation Board
of Directors meeting for
2013-2014
– To adopt the Plan for the Corporation Board of Directors meetings for 20132014 with due regard for the comments made.
5.
On the Corporation
performance for the 1st six
months of 2013 (Results of
the adopted Work Program
implementation at RSC
Energia financial-economic
standing). Forecast of the
Work Program
implementation in 2013.
Resolution not passed.
5.1.1. Take note of the Report on the Corporation performance for six months of
2013. To charge the Corporation management with the task to prepare the
Report on the couses of regular failure to achieve indicators stated in the
approved Work Program at RSC Energia.
Resolutions passed:
5.1.2. Take note of the Report on the Corporation performance for the six
months of 2013.
5.2. Take note of the Forecast of the Work Program implementation in 2013.
6.
On transfer pricing between
the Corporation and ZAO
ZEM RSC Energia relative
to rent payment.
– To defer the matter to the next Board of Directors’ meeting.
Resolution passed:
– To approve the Corporation proposals for the above relations with ZAO
ZEM. To entrust the Auditing Committee of the Corporation Board of
Directors with task to look into the matter in a greater detail, make an
assessment of taxation risks, the need for use of areas assigned under state
order; substantiate the established rent rates and submit relevant conclusion at
the next Board of Directors’ meeting.
7.
On interested-party
transactions
7.1.1. Defer the matter concerning the transactions with ZAO PO Cosmos until
the report on ZAO PO Cosmos operation is submitted to the Board of Directors.
Resolution passed:
7.1.2. Authorize the Corporation management to effect transactions with ZAO
PO Cosmos with validity period till the end of 2013.
117
Items on the agenda
Resolutions passed
1. Election of the Board of
Directors Chairman at RSC
Energia (with no directions
laid down – election of the
chairperson for holding the
meeting).
– To elect Andrei Nikolayevich Klepach, the Board of Directors member, as
the chairperson at the Corporation Board of Directors meeting
2. On implementation of the
Directors resolutions
– Approve the stated Regulations in their entirety. To set up working group
under the direction of A.V. Nuzhdov, the Corporation Board of Directions
member, for conducting the Corporation procurement activity analysis within
a period till 31.12.2013.
– Report the results to the working group at the Corporation Board of
Directors’’ meeting till 2013 year-end.
– Corporation Management is to specify the Provision defining the procedure
for procurement activity, including purchases in the field of audit, consulting
services and insurance coverage of the Corporation property interests with
due regard for the discussion held, as well as due to changes in legislation,
and submit to the Corporation Board of Directions for review.
3. On proactive audit results
conducted by ZAO EchLBi
PACC-Audit in accordance
with the resolution adopted
at the Board of Directors of
22.03.2013 (Minutes No 9)
– Take note of the Report prepared by ZAO EchLBi PACC-Audit on the
proactive audit results. To forward the Report repaired by ZAO EchLBi
PACC-Audit to RF Ministry of Economic Development, Federal Property
Management Agency and Roscosmos.
– Note deterioration in financial-economic indicators of the Corporation
performance in 2012 and similar risks available in 2013.
– Hold discussion of the report prepared by ZAO EchLBi PACC-Audit at the
meeting of the Strategic Planning, Modernization and Innovative
Development Committee of the Board of Directors in November 2013 with
the aim to provide appropriate recommendations for their implementation by
the Corporation management in 2014.
4. On the measures aimed at
increased capitalization of
the Corporation
– Take note of information about the measures aimed at increased
capitalization of the Corporation.
5. On making changes to
incentive system (KPI) of
RSC Energia management
– Take note of incentive system (KPI) of the Corporation management.
6. On interested-party
transactions
Transactions between RSC Energia and ZAO PO Cosmos.
– Revert to the matter of increased capitalization of the Corporation after
determining its status and capital structure within OAO United Rocket-Space
Corporation set up.
– Personnel and Remuneration Committee at the Board of Directors is to
prepare proposals for improvement of the Corporation management incentive
system with due regard for the recommendations stated in the report of ZAO
EchLBi PACC-Audit on proactive audit results of the Corporation, including
the proposals for changing composition of RSC Energia management
efficiency indications.
Resolutions not passed.
6.1.1. Determine rent payment under additional agreement No 1 to Lease
Contract No 97/246-11 of 25.05.2011 between the Lessor, RSC Energia, and the
Lessee, ZAO PO Cosmos, to the extent of 65 800,00 rubles every month since
01.07.2013.
6.1.2. Approve the transaction – additional agreement No 1 to the Lease
118
Contract № 97/246-11 of 25.05.2011 between the Lessor, RSC Energia, and the
Lessee, ZAO PO Cosmos, on changing rent payment as per p.6.1.1.
6.2.1. Define rent payment (permanent part) under the Lease Contract between
the Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, to the extent of
1 198 771,20 rubles for the whole lease term.
6.2.2. Define rent payment (permanent part) under the Lease Contract between
the Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, on putting out on a
loan from 01.06.2013 till 30.05.2014 of nonresidential premises with a total area
of 145,2 m2 attached to LERM (inv. No 0100527) on 2nd floor, building XIII,
rooms Nos 1, 1а, 2-11, located at the following address: building 1, 1
Borovskoye shosse, airport Vnukovo-3, Moscow, for conducting activity
foreseen in the Articles of Association, with rent payment (permanent part) to
the extent of 1 198 771,20 rubles the variable part – in accordance with electric
power consumed.
6.3.1. Determine fixed price of rent payment for the whole lease term under the
Contract between the Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos,
at the rate of 5 766 000,00 rubles.
6.3.2. Approve the transaction under the Lease Contract between the Lessor,
RSC Energia, and the Lessee, ZAO PO Cosmos, from 01.09.2013 till
29.08.2014 on putting out on a loan of one aircraft parking No 12 located on
facility «Asphalt-concrete parking area and bearing track» (inv. No 0200117) at
the address: Structure 12, building 1, Borovskoye shosse, Moscow.
Transaction between RSC Energia and OAO NIITP.
Resolutions passed:
6.4. Approve the transaction, additional agreement No 3 under Contract
No 194/02-11 of 15.10.2011 between the Customer, RSC Energia, and the
Contractor, OAO NIITP, on postponement of the dates for Phase I of the timing
schedule for Contract No 194/02-11.
Transaction (Deed of Suretyship) between RSC Energia and International
Economic Cooperation Bank.
6.5.1. Determine amount of guarantee equal to 14 million Euros (fourteen
million Euros) under the Contract between the Guarantor, RSC Energia, and the
Creditor, the International Economic Cooperation Bank, which will conclude
loan agreement with the Borrower (Sea Launch AG).
6.5.2. Approve the Deed of Suretyship between the Guarantor, RSC Energia,
and the Creditor, the International Economic Cooperation Bank, (11 Masha
Poryvaeva Street, Moscow) for assuring performance by the Borrower, Sea
Launch AG, of its commitments under the credit agreement to be concluded
between the Borrower and the Creditor, which covers all the Borrower’s
commitments under the credit agreement, including the principal and interest.
To determine amount of guarantee in the amount of 14 million Euros (fourteen
million Euros), guarantee term up to 5 years and interest rate no more than 6%
per annum under the contract between the Guarantor and the Creditor.
Items on the agenda
Resolutions passed
1. Election of the Chairman
(in case of lack of the
directions
– Elect Andrei Nikolayevich Klepach, RSC Energia Board of Directors member,
as the chairperson at the Board of Directors Meeting of RSC Energia
(hereinafter referred to as the Corporation).
2. On the Corporation
– Take note of the Corporation Work Program performance results for 9 months
119
operation results for the 9
months of 2013 (Work
Program performance
results, financial-economic
standing). Consideration of
the updated Work Program
of the Corporation for
2013.
of 2013. Note that there was a failure to implement the budget for 9 months of
2013 by income indicators and significant increase in the approved plan for
debt financing.
– Approve the updated Work Program at the Corporation for 2013. To bind the
Corporation Management to submit written explanations about the reasons for
failure to implement the Work Program in 2013 to the next Board of Directors
meeting of the Corporation with evaluation of its negative effect on the
Corporation activities scheduled for 2014.In preparation of the Corporation
Work Program for 2014, to consider a possibility to submit its several options
(baseline, optimistic and pessimistic)
Subsidiary and Affiliated
Companies performance
for 9 months of 2013
(financial-economic
standing)
– Take note of information about the Corporation Subsidiary and affiliated
Companies performance for 9 months of 2013. In preparation of next reports
on Subsidiary and Affiliated Companies performance, it is required to classify
their borrowed (debt) funds into internal (raised within group of persons of the
Corporation) and outside (raised from other sources)
4. Preparing instructions for
the Auditing Committee in
order to conduct
unscheduled audits
(procurement organization
and conduct by the
Corporation SAC,
management of SAC on
the part of Corporation,
assessment system for the
Corporation Management
performance)
– To charge the Auditing Committee to conduct unscheduled audit on the
following issues concerning Corporation SAC operation management:
housing program
– Take note of the Corporation housing program basic provisions
Procedure to supervise SAC operation, including system of SAC costs
control on the Corporation’s part;
Procedure for SAC budgets approval;
system of SAC management decisions taking;
SAC financing by the Corporation during 2010-2013;
Income from SAC activities received by the Corporation during 2010-2013.
– Approve the Corporation Management contribution to housing development
program. Charge the Corporation Management to prepare proposals for
housing program implementation during 2017-2020.
– Prepare a proposal by the Corporation Board of Directors to Strategic Initiative
Agency for supporting Moscow Region’s pilot project entitled «Training of
Regular Labor Force in Compliance with High-Tech Industries Requirements
on the Basis of Dual Education»
– Take note of the Report on the Corporation procurement activity results for the
3rd quarter of 2013. In preparation of the reports for next periods, it is required
procurement activity for
rd
the 3 quarter of 2013
to submit information in percentage ratio between all the purchases made and
the purchases made by selection procedure.
(FMPA Letter GN-13/1416
of 25.01.2011).
7. On reorganizations in the
form of transformation of
OOO IK Razvitiye (from
OOO into AO)
– Accept the Corporation Management proposal for reorganizing OOO IK
Razvitiye whose only participant is the Corporation, in the form of its
transformation into open joint-stock company with no changes in size of the
Charter capital and the number of participants (founders) of this joint-stock
company.
transactions
Transaction between RSC Energia and OAO NPO Energomash.
8.1.1. Determine price of services under Contract No 217/043-2013 between the
Contractor, RSC Energia, and the Customer, OAO NPO Energomash, to the
extent of 15 700 000,00 rubles.
120
8.1.2. Approve the transaction between the Contractor, RSC Energia, and the
Customer, OAO NPO Energomash (Contract No 217/043-2013), on developing a
component of development work entitled «Electromechanic Actuator».
Transactions between RSC Energia and OAO NII TP.
8.2.1. Approve the transaction, additional agreement No 1 under Contract
Contractor, OAO NIITP, on tentative contract price conversion into fixed price to
the extent of 2 910 000,00 rubles.
8.3.1. Approve the transaction, additional agreement No 4 to Contract No 194/0211 of 05.10.2011 between the Customer, RSC Energia, and the Contractor, OAO
NIITP, on tentative price conversion in Phase 1 of the Contract into fixed price to
the extent of 323 thousand rubles.
Transaction between RSC Energia and ZAO PO Cosmos.
8.4. Considering the issues concerning approval of the transactions with ZAO PO
Cosmos is postponed till next Board of Directors’ meeting.
Transaction between RSC Energia and International Economic Cooperation Bank
(guarantee in the interests of «Sea Launch» Launch AG).
8.5. Considering the issue concerning an increased size of guarantee on the
Corporation part is postponed to next Board of Director’s meeting because of the
need to submit additional materials.
9. On setting up internal audit – Accept the proposals put forward by the Board of Directors’ Auditing
Committee for setting up internal audit subdivision in the Corporation
subdivision in the
functionally subordinate to the Board of Directors. To charge the Corporation
Corporation
Management with the task to draw up the documents regulating activities of
the above subdivision and submit them for the Board of Directors’ approval
after being agreed upon with the Auditing Committee.
The 23.12.2013 Meeting (Minutes No5 of 27.12.2013)
Items on the agenda
1. Election of the Chairman
(in case of lack of the
directions – election of the
chairperson) of RSC
Energia Board of
Directors.
Resolutions passed
– Elect Andrei Nikolayevich Klepach, the Corporation Board of Directors
member, the Chairperson at the RSC Energia Board of Directors’ meeting
– Approve the Corporation Work Program for 2014
2. Consideration of the
Corporation Work Program – A.N. Klepach presiding at the meeting asked the Corporation Management to
for 2014
prepare summary information about the contracts concluded by the
Corporation with Roscosmos indicating profit margin and wage rate referred to
disbursements and actually reached in the Corporation.
3. Consideration of the
Corporation operation
business, including SAC.
– Take note of the Corporation operation business model.
– Accept the proposal made by the Strategic Planning, Modernization and
Innovative Development Committee (hereinafter referred to as the Committee
on Strategy) on upgrading RSC Energia business model.
– Put the Corporation Management in charge of updating business model and its
submission to the Board of Directors till 31.03.2014 after its review first at the
Auditing Committee and Committee on Strategy meetings.
– Take note of draft Corporation Strategy.
121
Strategy
– Put the Corporation Management in charge of updating the materials submitted
singling out at that the following:
Baseline projects (baseline option) with economic designs till 2020 and for a
longer period;
Proactive (ambitious) projects-justification of these projects development,
extended economic design;
«critically» important products (articles) – justification of the need to
manufacture them in the Corporation, uniqueness/significance, economic
designs;
Analysis of the prospects for implementing the Sea Launch Project with the
required economic justification.
– Put the Corporation Management in charge of submitting the updated draft
Corporation Strategy to the Board of Directors till 31.03.2014 after it is
reviewed first at the Committee on Strategy meeting.
5. On drawing up revised
option of the Corporation
Articles of Association and
SAC charters, making
changes in internal
documents regulating the
bodies
– In connection with legislation changed, consider it necessary to draw up
revised option of the Corporation Articles of Association and SAC charters, as
well as make changes in internal documents regulating the Corporation
managerial bodies.
– To charge the Corporation Management with the task to draw up draft
Corporation Articles of Association and internal documents regulating the
Corporation managerial bodies activity in a revised option and submit them for
review to the Board of Directors and give recommendations to RSC Energia
General Shareholders’ Meeting for their approval.
– To charge the Corporation Management with the task to draw up the Charters
of subsidiary and affiliated companies in a revised option and submit them to
the Board of Directors for determining the Corporation position with respect to
approval of these charters.
6. On putting up candidates to – Approve the candidates of representatives for election to managerial bodies of
subsidiary and affiliated companies proposed by the Corporation Management
execute bodies and the
Boards of Directors of
subsidiary and affiliated
companies
transactions
7.1.1. Determine changed contract price under additional No 1 to Contract
Contractor, OAO NII TP, to the extent of 6 240 000 rubles.
Contractor, OAO NII TP on changing contract price in connection with Phase 7
excluded (Phase price is 840 000 rubles) to the extent of 6 240 000 rubles.
7.2.1. Define changed contract price under additional agreement No 2 to Contract
№ 11/02-2013 of 24.05.2013 between the Customer, RSC Energia, and the
Contractor, OAO NII TP, to the extent of 6 540 000 rubles.
7.2.2. Approve the transaction under additional agreement No 2 to
Contract No 11/02-2013 of 24.05.2012 between the Customer, RSC Energia, and
the Contractor, OAO NIITP, on changing contract price due to an increased price
of Phase 4 (Phase 1 price is 1 500 000 rubles) for the amount of 6 540 000 rubles.
Transactions between RSC Energia and OAO Consortium «Kosmicheskaya
Regata».
7.3.1. Define contract price under additional agreement No 7 to Contract
No 78/003-07 dated 01.03.2007 between the Contractor, RSC Energia, and the
122
Customer, OAO Consortium Kosmicheskaya Regata, to the extent of 45 000
rubles.
No 78/003-07 of 01.03.2007 between the Contractor, RSC Energia, and the
Customer, OAO Consortium Kosmicheskaya Regata, for rendering services
related to security measures regarding in-house routine to support the Customer
activity on RSC Energia premises at the price of 45000 rubles.
Transactions between RSC Energia and ZAO PO Cosmos.
7.4. Put the Corporation Management in charge of submission to the Board of
Directors of the Corporation/ZAO PO Cosmos relations business model till the
end of the 1st quarter of 2014, medium-term plan of ZAO PO Cosmos
development for 2014-2017, as well as the proposals for a possible incorporation
of the shareholders’ representatives (including minority shareholders) into the
Board of Directors of ZAO PO Cosmos.
7.4.1. Fix rent payment under additional agreement No 2 to the Lease Contract
No 97/246-11 of 25.05.2011 between the Lessor, RSC Energia, and the Lessee,
ZAO PO Cosmos, at the rate of 313 800,00 rubles.
7.4.2. Approve the transaction, additional agreement No 2 to the Lease Contract
No 97/246-11 of 25.05.2011 between the Lessor, RSC Energia, and the Lessee,
ZAO PO Cosmos, on changing rent payment for nonresidential premises use with
a total area of 100,0 m2 from 01.01.2013till 30.06.2013.
7.5.1. Fix a total amount of rent payment under the Lease Contract for special
purpose transport between the Lessor, RSC Energia, and the Lessee, ZAO PO
Cosmos, from 01.10.2013 through 30.09.2014 to the extent of 6 443 357,70
rubles, including:
– 606 717, 91 rubles per month since 01.10.2013 through 31.03.2014;
–467 175,04 rubles per month since 01.04.2014 through 30.09.2014.
7.5.2. Approve the transaction between the Lessor, RSC Energia, and the Lessee,
ZAO PO Cosmos, on putting out on a loan special-purpose transport from
01.10.2013 through 30.09.2014 without rendering services for its supervision and
operation.
7.6.1. Define fixed price of rent payment under Contract No 224/246-13 between
the Lessor, RSC Energia, and the Lessee ZAO PO Cosmos, to the extent of
15 317 217,60 rubles for the whole lease term from 01.01.2014through
30.12.2014.
ZAO PO Cosmos, on putting out on a loan from 01.01.2014 to 30.12.2014 of
nonresidential premises with a total ares of 2 383,6 m2 in LERM building (inv.
No 0100093):
– on the 1st floor, premises I: rooms Nos 1-3, 6-13, 14, 15, 15а, 16, 18, 18а, 1922, 22f, 23-33, 39-43, 46-47; premises II: rooms Nos 1-9; premises III: rooms
Nos 1-6; premises IV: rooms Nos 1-2; premises V: rooms Nos 1-6; premises VI:
room No 1; premises VII: room No 1; premises VIII: room No 1; premises IX:
rooms Nos 1,2;
– on the 2nd floor, premises X: rooms Nos 1-32, 34-48, 48а; premises XI: room
No 1 located at the address: building 1, 1 Borovskoye shosse, airport Vnukovo-3,
Moscow for conducted activity in accordance with the Articles of Association.
ZAO PO Cosmos, on extension of the lease term of aircraft TU-134А-3 till
31.12.2014 (additional agreement No 11 to Lease Contract No 327).
123
ZAO PO Cosmos, on extension of the Lease term of aircraft AN-12 till
31.12.2014 (additional agreement No 11 to Lease Contract No 333).
ZAO PO Cosmos on extension of the lease term of aircraft TU-134А-3 till
31.12.2014 (additional agreement No 11 to the Lease Contract No 183/216-06).
7.10.1. Fix monthly rental rate since 01.07.2013 under additional agreement No 1
to the Lease Contract No 97/246-11 of 25.05.2011 between the Lessor, RSC
Energia, and the Lessee, ZAO PO Cosmos, at the rate of 65 800,00 rubles.
ZAO PO Cosmos, on changing rental payment (additional agreement No 1 to the
Lease Contract No 97/246-11 of 25.05.2011).
7.11.1. Fix rental rate (permanent part) under the Lease Contract between the
Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, in the amount of
1 198 771,20 rubles for the whole lease term.
ZAO PO Cosmos, on putting out on a loan from 01.06.2013 through 30.05.2014
of nonresidential premises with a total area of 145,2 m2 in additional building
attached to LERM (inv. № 0100527), on the 2nd floor, premises XIII, rooms
Nos 1, 1а, 2-11 located at the address: building 1, 1 Borovskoye shosse, airport
Vnukovo-3, Moscow, for conducting activity foreseen in the Articles of
Association.
7.12.1. Define fixed price of rent payment for the whole lease term under the
contract between the Lessor, RSC Energia, and the Lessee, ZAO PO Cosmos, at
the rate of 5 766 000,00 rubles.
ZAO PO Cosmos, on putting out on a loan from 01.09.2013 through 29.08.2014
of one parking of aircraft No 12 located on facility «Asphalt-concrete parking lot
and bearing track» (inv. № 0200117) at the address: Building 17, Block 1, 1
Borovskoye shosse, Moscow.
Transaction between RSC Energia and IECB (guarantee in the interests of Sea
Launch AG).
Resolution not passed.
7.13.1. Determine size of guarantee in the amount of 18 million Euros (eighteen
million Euros) under the Contract concluded between the Guarantor, RSC
Energia, and the Creditor, International Bank of Economic Corporation, which
will conclude Credit Agreement with the Borrower (Sea Launch AG).
7.13.2. Approve Deed of Suretyship between the Guarantor, RSC Energia, and
the Creditor, International Bank of Economic Cooperation (11 Masha Poryvaeva
Street, Moscow), for assured performance by the Borrower, Sea Launch AG, of
its commitments under Credit Agreement to be concluded between the Borrower
and the Creditor, which covers all Borrower’s commitments under Credit
Agreement, including principal amount and interest (at the rate of no more than
6% per annum under the agreement between the Borrower and Creditor. To fix
size of guarantee in the amount of 18 million Euros (eighteen million Euros),
guarantee period is up to 5 years.
124
Information about the Board of Directors ’Committees’ meetings held.
Meetings held by the Committee on Audit
Items on the agenda
Resolutions passed
1. Approval of the Committee
on Audit meetings schedule
for 2013
– Approve the schedule for meetings of the Committee on Audit at the Board of
Directors
2. Review of the tender
documentation on selecting
auditing organization for
conducting mandatory
annual audit at RSC Energia
2013
– Take note of the submitted tender documentation on the procedure to hold
tender for selecting auditing organization for conducting mandatory annual
audit of S.P. Korolev Rocket and Space Public Corporation Energia for 2013,
recognize it as complying with the requirements set forth in the RF active
legislation.
– Take note of information about the tender held on 14.05.2013. To charge the
Committee on Audit secretary T.V. Fyodorova with a mission to provide the
Committee members with documents by the results of the tender held.
Items on the agenda
Resolution passed
1. Report prepared by the
Corporation internal audit
group by the results of the
checks for the 1st quarter of
2013
– Take note of the Report prepared by the Corporation internal audit group by
the results of the checks for the 1st quarter of 2013.
2. On Internal Audit Group
Work Plan for 2013
– Approve Work Plan of Internal Audit Group for 2013.
Вопросы повестки дня
Принятые решения
1. Report of internal audit
group by the audit results
for quarter I 2013.
– Take note of the report of Internal Audit Group by the audit results for quarter I
2013.
2. Review of the results of the
tender held for selecting
auditing organization for
conducting mandatory
annual audit of the
Corporation for 2013.
– Take note of the results of the tender held for selecting auditing organization to
conduct mandatory annual audit in the Corporation for 2013.
125
3. Review of the conclusion
drawn up by the Auditing
Committee on unscheduled
audit results in RSC Energia
for the period since 2009.
– Take note of the Auditing Committee conclusion on schedules audit results
regarding S.P.Korolev Rocket-Space Public Corporation Energia for the period
since 2009.
– Note that the conclusion presents Special Opinion expressed by
O.Yu.Pleshakov, the Auditing Committee member, with respect to the results
of the unscheduled audit at RSC Energia.
– Call the Board of Directors’ members attention to inadequate working up a
question of the Corporation management activity assessment for the period
since 2009 related to:
– organizing and conducting activity for procurement of goods, work and
services to satisfy the needs of the Corporation and its subsidiary and
affiliated companies; managing the Corporation subsidiary and affiliated
companies, including those engaged in non-core activities; –assessment
systems of the Corporation management efficiency;
– established equity capital structure which implies cross equity ownership;
getting corporate approvals for an increased share of the Corporation in the
Sea Launch Project and further financing of this project.
Note that the Auditing Committee conclusion has no findings concerning
unscheduled audit objectives set by the Board of Directors, in particular, on
efficiency in the Sea Launch Project implementation – resolution has mot been
passed.
– To advise the Corporation Board of Directors, staff elected at annual General
Shareholders’ Meeting to be held in 2013 to charge the Auditing Committee
staff elected at annual. General Shareholders’ Meeting to be held in 2013 to
conduct audits within the specified period till November 1, 2013 on the
subjects indicated in p.3.3 with the aim to further review the issues which have
not been adequately studied in the course of the Auditing Committee
unscheduled audit conducted and submit appropriate findings for consideration
of the Corporation Board of Directors.
Items on the agenda
1.
Discussion of the Auditing
Committee conclusion on
the unscheduled audit
results at RSC Energia for
the period since 2009
Resolutions passed
– Take note of the Auditing Committee conclusion on the unscheduled audit
results of S.P. Korolev Rocket-Space Public Corporation Energia for the period
since 2009.
– Note that O.Yu. Pleshakov, the Auditing Committee member, reserves his
own opinion regarding unscheduled audit results at RSC Energia.
– Note that the Auditing Committee member O.Yu. Pleshakov did not attend all
Auditing Committee meetings (a total number of meetings was 8; he took part
in the four of them).
– The Committee believes it desirable that the following issues should be
studied in assessment of the Corporation Management efficiency:
– organization and conducting procurement of goods, work and services to
satisfy needs of the Corporation and its subsidiary and affiliated companies;
– management of the Corporation subsidiary and affiliated companies,
including those engaged in non-core activities;
– assessment system of the Corporation management efficiency;
– getting corporate approvals when changing interest of the Corporation in
the Sea Launch Project and for further financing of this project.
– Note that the above issues are not adequately investigated in the Auditing
Committee conclusion.
126
– Note that the Auditing Committee findings on the Sea launch Project
efficiency are not conclusive, because a comprehensive analysis of the Sea
Launch Project efficiency would require auditing legal entities taking part in
the project implementation.
Items on the agenda
Resolutions passed
1. On taking into consideration
by RSC Energia executive
body of the Auditor’s
recommendations on the
Corporation audit results by
RAS (Russian Accounting
Standards) for 2012
– Take not of the materials submitted
2. On transfer pricing risks for
the Group of RSC Energia,
including those arising out
of legislative innovations.
Readiness state of the Group
enterprises, including
measures to minimize risks
– Take note of information about the risks associated with transfer pricing.
– Advise the Corporation management, auditors and its SAC to submit
information about the Corporation and its SAC auditing results to the
Committee on Audit separately in due form.
– Advise the Corporation management to submit to the Board of Directors
additional estimates of size (amounts) of potential tax risks on the issues of
rental relations between the Corporation and ZAO ZEM for each of the
addressed types of relations.
– Recommend the Corporation management to consider the issue concerning
hiring independent appraiser for fixing (confirming) rental rates.
– Advise the Corporation management to submit the materials regarding all tax
risks due to changes in transfer pricing legislation to regular meeting of the
Committee on Audit.
3. Report of internal audit
group at RSC Energia for
the 1st six months of 2013
– Advise the Board of Directors to take decision on setting up internal audit
department in the Corporation being functionally subordinate to RSC Energia
Board of Directors.
4. On the practice of selecting
independent auditors for
auditing bookkeeping
(financial) reporting at RSC
Energia and its SAC
companies subject to
mandatory audit.
– Corporation Management is to work up the issue concerning a possibility to
change tender procedure for selecting an auditor for mandatory audit in order
to delegate powers for setting up the committee on holding tender and approval
of tender documentation to the Board of Directors; submit the results of
working up the issue to the Committee on Audit at regular meeting.
5. On work progress in
preparing Consolidated
Statements for the Group of
RSC Energia
– Corporation Management it to submit to the Committee the reporting prepared
by International Accounting Standards (IAS) for 2012, as well as the letter (or
auditor’s report) attached to this reporting.
6. On the results of proactive
audit conducted by ZAO
EchLBi PACC-Audit in
accordance with the board
of Directors’ resolution
dated 22.03.2013 (Minutes
No 9)
– Recommend to submit the examined Auditors’ Report for consideration by the
Corporation Board of Directors.
7. On work plan of the
Committee on Audit for
2013-2014
– Approve the Committee work plan for 2013–2014, including the item on
consideration of its interaction with the Auditing Committee in April 2014.
– Advise the Corporation management to review the abovementioned Auditor’s
Report with respect to implementing the auditor-proposed recommendations
127
Items on the agenda
Resolution passed
1. On taking into account by
RSC Energia executive
body and SAC of SAC
auditors’ recommendations
by audit results by Russian
Accounting Standards for
2012. – ZAO ZEM RSC
Energia, ZAO PO Cosmos,
ZAO Teplo RSC Energia,
ZAO VKB RSC Energia,
etc.
– Take note of the materials submitted
2. On taking into account by
RSC Energia executive
body of the auditor’s
recommendation by auditing
results by IAS.
– Take note of information about the auditors making no recommendations
addressed to the Corporation by the 2012 audit results.
3. On transfer pricing risks for
RSC Energia Group,
including those arising out
of legislative changes
executive management
activity on risk management
in 2013
5. On tender for selecting the
Corporation and its SAC
auditors by RAS (Russian
Accounting Standards) and
IAS for 2014
– Approve the submitted Regulations for preparing and holding the tender for the
right to enter into a contract for rendering services on audit of annual
bookkeeping (financial) reporting by RAS (Russian Accounting Standards), as
well as audit of consolidated financial statements by AS of S.P.Korolev
Rocket-Space Public Corporation Energia for 2014.
– Recommend the Corporation Management and its SAC to undertake efforts
annually by outside audit results to review and take into account SAC auditors
recommendations in accordance with the Committee on Audit resolution
(Minutes of 01.11.2013, item 1.2)
– Advise outside auditors to give risk assessments by audit results
– Postponement of addressing the issue till the first meeting in 2014.
Materials are to be supplemented with information about the 2012-2013 results
and plans for 2014, as well as in terms of the Board of Directors’ resolution of
01.10.2013, item 6.2.
– Review them (approximately, at the end of 1st quarter of 2014)
Recommend the Corporation Management in preparation of relevant materials
to put emphasis on business risks and management activity aimed to manage
them.
– Recommend the Corporation Management to incorporate V.K. Verbitskiy, the
Chairman of the Committee on Audit, as well as S.A.Nikitin, the representative
of NPF GAZFOND, into the Committee on preparation and holding the above
tender.
– Advise the Corporation Management to develop amendments to the
Corporation Articles of Association which will enforce the issues on setting up
a committee on preparation and holding the tender and approval of the tender
documentation to fall under competence of RSC Energia Board of Directors.
6. On review of RSC Energia
Group performance by the
results of the 2012 reporting
as per IAS.
– Postpone review of the item to the first Committee on Audit meeting in 2014.
7. On monitoring of taking
into account of the
Committee on Audit
– Advise the corporation Management to add appropriate procedures ensuring
acting on the adopted recommendations of the Committee on Audit (as well as
other Board of Directors’ committees) and the Board of Directors to the
128
recommendations
Quality Management System documents.
– Recommend all the persons concerned to direct the comments and proposals
for the submitted Draft Provision to T.V. Fyodorova, the Committee secretary
till 01.02.2014.
8. Discussion of Draft
Provision on internal audit
subdivision.
– Hold repeated discussion of Draft Provision at the first Committee meeting in
2014 to submit it for approval to the Board of Directors.
Personnel and Remuneration Committee Meetings
Items on the agenda
Resolutions passed
1. Approval of the Meetings
Schedule of RSC Energia
Board of Directors’
Personnel and
Remuneration Committee
for 2012-2013
– Approve the Meetings Schedule of RSC Energia Board of Directors’ Personnel
and Remuneration Committee for 2012-2013.
Items on the agenda
1. On possible appropriations
of the profit gained by the
2012 performance
Resolutions passed
– Approve the Corporation Management proposals for remuneration payment to
the Board of Directors’ and Auditing Committee members
Items on the agenda
Resolutions passed
1. On the proposals for
drawing up documents to be
approved at annual General
Shareholders’
Meeting
(FPMA Letter No OD09/5576 of 12.02.2013):
1.1. Provision on the Board
of Directors Members
Remuneration and
Compensations
– Approve preliminarily Draft «Provision on the Corporation Board of Directors’
Members Remuneration and Compensations», place Draft Provision for
consideration of the Corporation Board of Directors
– Approve preliminarily Draft «Provision on the Corporation Auditing
Committee Members Remuneration and Compensations», place Draft
Provision for consideration of the Corporation Board of Directors
1.2. Provision on the
Auditing Committee
Members
Remuneration and
Compensations
2. Performance of comparative
analysis and notifying RSC
Energia Board of Directors
– Take note of information about the policy and programs on remuneration of
managerial bodies members in other companies.
129
about the policy and
programs on remuneration
of managerial bodies
members in other
companies
Items on the agenda
1.
On preparation of the
proposals for FPMA
concerning the candidates
for election to RSC Energia
managerial bodies for 2014
(review of the FPMA Letter
No OD-11/42239 of
12.09.2013).
Resolutions passed
– Taking into account the FPMA’s recommendations on bringing professional
directors in managerial bodies of joint-stock companies with state participation
aimed at most efficient replacement of government officials in their
membership (No GN-13/31218 of 22.10.2010) and the need for presence of
independent directors and professional representatives (proxies) in the Board of
Directors’ staff, it is proposed to approve the following candidates for election
to RSC Energia Board of Directors as the Russian Federation representatives:
Vladimir Konstantinovich Verbitskiy, Andrei Sergeevich Nikitin.
– In view of special importance of strategic tasks to be fulfilled by the
Corporation in the RF Ministry of Defense interests, for the benefit of
international cooperation in manned cosmonautics, military-technological
cooperation, it is proposed to repeatedly approve the candidate for election to
RSC Energia Board of Directors, Deputy Minister of Economic Development
of the Russian Federation Andrei Nikolayevich Klepach as the Russian
Federation representative for the next fiscal year who has gained a considerable
experience in doing work at the Corporation Board of Directors during the past
four years, well-informed about progress in Russian space programs
implementation and has a good understanding of government economic
strategy.
– Due to an increased volume and complexity of work being performed by the
Corporation under the order of Federal Space Agency, consider it advisable to
have in the Board of Directors membership representatives of respective
administration, Federal Space Agency, in the coming fiscal year.
Items on the agenda
Resolutions passed
1.
Approval of the Meetings
Schedule for RSC Energia
Board of Directors
Personnel and
Remuneration Committee
for 2013-2014
– Approve the Meetings Schedule for RSC Energia Board of Directors Personnel
and Remuneration Committee for 2013-2014
2.
Consideration of RSC
Energia managerial staff
incentive system
– Take note of the submitted materials on the Corporation management Incentive
System. Submit the materials on the Corporation top management incentive
system for consideration at the next meeting of RSC Energia Board of
Directors.
– Charge the Committee members to formulate proposals to put indicators
reflecting changes in capitalization and dividends on the list of the Corporation
top managers KPI.
Items on the agenda
1.
Proposals for improvement
Resolutions passed
– 1.1. Take the list of indices of awarding bonuses to the Corporation managers
130
of the Corporation
management incentives
system and changes in
composition of the
efficiency indicators
(hereinafter referred to as CPI – corporate performance indices) as a basis, with
the following in mind:
– Index defining awarding bonuses or nonpayment of bonuses by full-year
results is based upon absence of spacecraft (SC) failure through the
Corporation’s fault. Board of Directors is responsible for decision on the use of
the above index.
Annual CPI:
Financial (total weight is 60%):
EBITDA – target figure (weight value is 20-40%) approved by the Board of
Directors;
Profit margin (trading profit to receipts ratio) – no lower than an average value
for 3 years (weight value is 10-20%);
TSR (Total Shareholders Revenue) is higher than inflation rate by calendar
year results based upon RF CB data (weight value is 10-20%).
Production-strategic (total weight is 40%):
Meeting Schedule (Calendar milestones of Contracts) for execution of state
defense order for a calendar year (weight value is 20-30%);
Reaching annual indices of the Strategic Development Program and Innovative
Development Program (with mandatory use of the FPMA – set indices,
including index of cost reduction per unit of output (weight value is 10-20%)
target figures for each specific year approved by the Board of Directors.
Bonus payment Fund:
Bonus Payment Fund by year-end results for the Corporation managerial staff
can be tentatively established to the extent of 3-5% of net profit by Russian
Accounting Sstandards which is allocated with due regard for CPI reached.
– Charge the Committee members with the task to formulate the following:
Give definition of SC failure;
List of the Corporation executives whose activity is subject to evaluation by the
above CPI;
Procedure for calculating EBITDA index based upon the procedure practiced
in the Corporation;
Procedure for calculating TSR index;
Procedure for using index called «Meeting the schedule for State Defense
Order»;
Perform an analysis of bonus payment amounts to the Corporation managers
under the existing CPI system as a guideline for establishing bonus payment
fund.
– Review of the performance indices proposed to be added to the section entitled
«Reaching annual indixes under the Strategic Development Program and the
Innovative Development Program»; take part in the Committee on Strategy
meeting scheduled for 13.12.2013 jointly with the Committee on Strategy.
Meetings held by the Committee on Strategic Planning,
Modernization and Innovative Development
Items on the agenda
1.
On priorities in the
Corporation development
for 2013-2015. On
implementing long-term
strategy of Corporation
development. Considering
Resolutions passed
– Take note of the submitted materials and tentatively approve basic guidelines
and approaches to working out RSC Energia corporate strategy for 2016-2020
based upon forecasted annual receipts growth at the rate of at least 10-13%
with respective net profit growth.
– Conduct further studies on expansion of the Corporation commercial activity
with the aim to add the above lines of activity to Draft Corporation
131
2.
proposals for making
changes in the development
strategy.
Development Strategy for 2016-2020.
– Conduct studies and prepare the materials concerning Draft Corporation
Development Strategy for 2016-2020; perform the above activities by the
empowered divisions of RSC Energia (Center 22Ts) led by the Committee
Chairman A.N. Klepach ensuring if necessary review of the above materials in
accordance with the established procedure at RF Ministry of Economic
Development.
– Report at next meeting of the Committee on Strategic Planning, Modernization
and Innovative Development of RSC Energia Board of Directors the results of
working out Draft Corporation Development Strategy for 2016-2020.
On the results of
implementing Corporation
Program for 2012; proposals
to update the above Program
– Take note of the submitted materials and tentatively approve the following:
Major results of IDP progress in 2012;
The need for updating IDP in accordance with the established procedure for the
period from 2013 through 2020 with due regard for the forecasted receipts and
profit volumes.
– Submit appropriate materials for consideration to the Corporation Board of
Directors.
3.
On proposals for organizing
Committee activities in
2013
– To the Committee secretary T.V. Fyodorova: to send round draft work plan of
the Committee for 2013 till April 30, 2013 prepared with due regard for the
discussion held on the agenda items 1 and 2 to the Committee members.
– To the Committee members: consider draft work plan of the Committee in
2013 and concur it, or send their comments and proposals with respect to it till
May 7, 2013.
The 23.12.2013 Meeting (Minutes No 1 of 26.12.2013 №1)
Items on the agenda
1.
Discussion of the report of
ZAO EchLBi PACC Audit
on proactive audit results
and making
recommendations on their
implementation by the
Corporation management in
2014 (Board of Directors’
Order, Minutes No 3 of
11.11.2013).
Resolutions passed
– Charge the Corporation management with the task to take action on putting
into effect the following measures within the Corporation:
To reduce costs taking into account of the issues of raising the productivity of
labor; labor content of major processes, development of relevant procedures
and their documenting in RSC Energia Innovative Development Program;
To enhance product quality and reliability;
To evaluate and manage the Corporation assets (tangible and intangible);
To increase SAC management efficiency and control over their operation.
– Submit for consideration the Action Plan worked out in accordance with this
Minutes, item 1.1., to the Board of Directors till 31.03.2014.
– Recommend the Board of Directors to discuss the results of the Procurement
Working Group activity in January-February 2013 (which was set up in
accordance with the Board of Directors’ resolution of 11.11.2013, Minutes
No3).
2.
On preliminary review of
the Corporation Strategy
– Take note of the submitted basic directions of RSC Energia strategy after
approval of the priority concepts in drawing up the Corporation projects and
long-term proposals available.
– Put the Committee on Strategy and Corporation Management in charge of
updating the materials submitted with due regard for the following:
To create baseline portfolio of projects to be implemented under state and
commercial contracts of planned for implementation in accordance with the
existing Federal target-oriented programs and other Federal-level directive
documents;
To single out separate projects with implementation periods after 2020 which
are not currently envisaged in Federal target-oriented programs but are
basically necessary to meet government policy objectives in the field of space
activity;
132
To single out separate proactive (ambitious) projects of the Corporation with
an emphasis on breakthrough space technologies, including their feasibility
studies;
To single out critical products (articles) of the Corporation with justification of
their unique character/significance and the need for manufacture using RSC
Energia production facilities (with economic feasibility study);
To perform individually an analysis of prospects for the Sea Launch Project
implementation (with the required economic feasibility study);
To make extended economic calculations for each RSC Energia project.
– To the Committee on Strategy: conduct interim discussions of the Corporate
Strategy basic provisions in January, February and March of 2014.
– Submit for reconsideration of the Corporation Board of Directors till
31.03.2014.
3.
On tentative consideration
of business model of the
Corporation (including
SAC) operation
– Advise the Board of Directors to give instructions to the Corporation
management to update the business model, to review it tentatively at the
Committee on Audit and Committee on Strategy meetings.
4.
Discussion of CPI indices to
add them to RSC Energia
Work Program for 2014 and
Innovative Development of
Program of the Corporation.
5.
Recommend the Committee on Personnel to reconsider the Issue concerning
CPI, including the changes in specific weight of financial and production
indices (quality index, state defense order performance index) towards an
increased percentage of the latter.
133
Appendix 5 / Information about compliance with Code of Corporate Conduct
Information about RSC Energia compliance with the Code of Corporate Conduct recommended to be used by RF FSC (Order No 421/р of 04.04.2002
«On recommendation for Code of Corporate Conduct use»).
№
Provision for Code
of Corporate Conduct
Compliance/Non
-compliance
Note
Общее собрание акционеров
1
Notifying shareholders of holding General Shareholders’ Meeting at least 30 days prior to the date of its being
held (irrespective of the items included in the agenda), unless a longer period is stipulated by legislation.
Compliance
2
Shareholders given an opportunity to familiarize themselves with the List of the persons entitled to take part in
General Shareholders’ Meeting beginning with the date of notifying about holding General Shareholders’
Meeting and ending with closing of General Shareholders’ Meeting (up to the date on which voting ballots are no
longer received in case of General Shareholders’ Meeting by correspondence)
Compliance
3
Shareholders should have a possibility to place an item on the agenda of General Shareholders’ Meeting or
request convening General Shareholders’ Meeting with no extract from the Shareholders’ Register produced,
provided that his (her) right to shares is taken into account in the system of Shareholders’ Register maintenance.
Should his (her) right to shares be taken into account on deposit account, drawing up a statement from deposit
account will only be needed to exercise the above rights.
Compliance
4
The requirement of the Corporation General Director, members of the Management, Board of Directors, Auditing
Committee, auditor presence at General Shareholders’ Meeting set forth in the Articles of Association or in-house
documents of the Joint Stock Company
Partial compliance
5
Presence of candidates in considering the issues of electing the Board of Directors, General Director,
Management, Auditing Committee members at General Shareholders’ Meeting, as well as the issue of the
Corporation auditor approval.
Partial compliance
6
Procedure to register General Shareholders’ Meeting participants available in the Corporation in-house
documents
Compliance
134
Board of Directors
7
Board of Directors authority concerning approval on an annual basis of the Corporation Financial-Economic Plan
reflected in the Corporation Articles of Association
Compliance
8
Right of the Board of Directors to take a decision on suspending authority of General Director appointed at
General Shareholders’ Meeting reflected in the Corporation Articles of Association
Compliance
9
Board of Directors right to approve terms of contracts with General Director available in the Corporation Articles
of Association
Compliance
10
Corporation Board of Directors including at least three independent Directors meeting the requirements set forth
in the Code of Corporate Conduct
Non-compliance
11
The Corporation Board of Directors is free from the persons who were found guilty of economic crimes or crimes
against state power, interests of government service and service in local self-government bodies or on whom
administrative punishments were imposed for law infringements in the field of business activities or finance,
taxes and duties, securities market
Compliance
12
The Corporation Board of Directors has no persons acting as participants, General Director (Managing Director),
members of managerial body or employees of legal entity competing with the Corporation
Compliance
13
Requirement of electing the Board of Directors by cumulative voting set forth in the Corporation Articles of
Association
Compliance
14
The Corporation in-house documents cover duties of the Board of Directors members to notify in writing the
Board of Directors of their intent to effect transactions with securities of the Corporation to which they belong as
the Board of Directors members (or with securities of its subsidiary (affiliated) companies), as well as disclose
information about the transactions with securities effected by them
Compliance
15
Holding the Corporation Board of Directors meeting throughout the year for which an annual report of the
Corporation is prepared, with frequency of at least once per six weeks
Compliance
16
The procedure for holding the Board of Directors meeting stated in the Corporation in-house documents
Compliance
17
The Corporation in-house documents cover the Provision on the required approval by the Board of Directors of
the Corporation transactions making up10% and more of the cost of its assets, except for the transactions being
effected during routine business activities.
Presence of professional proxies
(attorneys)
Partial compliance
135
18
The Corporation in-house documents cover the Board of Directors members rights to receive information
required to perform their functions from the Corporation executive bodies and heads of key structural
subdivisions, as well as liability for failure to furnish information like that
19
Setting up the Committee on Strategic Planning at the Board of Directors or assigning functions of the above
Committee to other Committee (except for the Committee on Audit and the Committee on Personnel and
Remuneration)
Partial compliance
Compliance
Committee on Strategic Planning,
Modernization and Innovative
Development at RSC Energia Board
of Directors
Compliance
The Committee is set up. Auditor is
elected by a tender accordance with
the requirements stated in FL No 44FL «On Contract System of Goods,
Work, Services, Procurement to
Satisfy State and municipal Needs»
20
Setting up the Board of Directors’ Committee (Committee on Audit) which recommends auditor to the
Corporation Board of Directors and interacts with him (her) and the Corporation Auditing Committee
21
Independent Director carrying out management of the Committee on Audit
22
Corporation in-house documents cover right of access to any documents and information of the Corporation to all
members of the Committee on audit, on condition of non-disclosure of confidential information by them
Compliance
23
Setting up the Board of Directors’ Committee (Committee on Personnel and Remuneration) whose function is to
define criteria for selecting the candidates to the Board of Directors members and development of the
Corporation policy concerning remuneration
Partial compliance
24
Independent Director carrying out management of the Committee
Partial compliance
25
The Corporation Board of Directors – approved in-house documents which provide for the procedure for setting
up and operation of the Boards of Directors’ Committees
Partial compliance
Presence of professional proxy
(attorney)
Presence of professional proxy
(attorney)
Compliance
Executive bodies
26
Corporation Collective executive body (Management)
27
The Corporation Articles of Association or in-house documents cover the Provision on the required approval by
the Management of real estate transactions, getting credits by the Corporation, provided that the above
transactions do not belong to large deals and effecting these transactions is not pertinent to the Corporation
routine economic activities
Compliance
Partial compliance
136
28
Absence in the executive bodies membership of the persons such as participants, General Director (Managing
Director), managerial body members or employees of legal entity competing with the Corporation
Compliance
29
Absence in the Corporation executive bodies membership of the persons who were found guilty of economic
crimes or offences against state, offences affecting interests of public service and service in local self-governing
agencies or who were punished for administrative offences in the field of business activities or finance, taxes and
duties, securities market. If functions of single-member executive body are performed by management company
or manager, then General Director and Management Board members of Management company or its manager
shall comply with the requirements set for the Corporation General Director and Management Board members.
Compliance
30
The Corporation in-house documents address executive bodies duties to refrain from actions which will lead or
might lead to arising conflict between their interests and the Corporation interests, as well as their duty to inform
the Board of Directors about a conflict in case it arises
Compliance
31
Submission by the Corporation executive bodies of monthly reports on their activities to the Board of Directors
Partial
compliance
32
Contracts to be concluded between the Corporation and General Director (Management company, manager), the
Management Board members shall establish liability for infringement of the provisions on confidential and inhouse information use.
Compliance
Quarterly Reports
Corporation Secretary
33
Special official (Secretary of the Corporation) shall be foreseen in the Corporation who is tasked to ensure
compliance of the Corporation bodies and officials with the procedural requirements which are set to implement
rights and legitimate interests of the Corporation shareholders.
Partial Compliance
Material corporate actions
34
Use of independent appraiser without fail for evaluating market value of property which is the subject of a large
deal.
Compliance
35
The Corporation Articles of Association do not release the buyer from responsibility to propose the shareholders
to sell the Corporation common shares they own (issued securities which can be converted into common shares)
during merger
Compliance
Information disclosure
36
Corporation internal documents cover the List of information, documents and materials which shall be made
available to shareholders to solve the problems to be placed for consideration at General Shareholders’ Meeting
Compliance
137
Compliance
Official Corporation Site
www.energia.ru and Corporation page
at the Center for Corporate Information
Disclosure »
38
Special subdivision in the Corporation ensuring compliance with internal supervision (control-auditing service)
procedures
Compliance
Provision on Auditing Committee
approved at Annual General
Shareholders’ Meeting (Minutes No
18 of 28.06.2008
39
Control-auditing service shall not have on the staff the persons who were found guilty of economic crimes or
offences against a state, public service interests and service in local self-governing bodies or who were punished
for administrative infringements in the field of business activities or finance, taxes and duties, securities market
Compliance
40
Control-auditing service shall not include the persons from the Corporation executive bodies, as well as the
persons in the capacity of participants, General Director (Managing Director), managerial bodies members or
employees of legal entity competing with the Corporation
Compliance
41
In-house document approved by the Board of Directors and specifying the procedure for auditing the Corporation
financial-business activities by Auditing Committee shall be available
42
Committee on audit shall give assessment of auditor's report prior to its submission to shareholders at General
Shareholders Meeting
37
The Corporation shall have its Internet Web site and disclose regularly information concerning the Corporation
on this Web site
Supervision of financial-business activities
Partial compliance
Provision on dividend policy
approved by RSC Energia Board of
Directors (Minutes No 6 of
14.11.2003)
Compliance
138
Dividends
43
Board of Directors’-approved in-house document shall be available for the Board of Directors in accepting
recommendations on dividend size (Provisions on dividend policy)
Compliance
44
Information about the Corporation dividend policy and changes introduced into it shall be published in periodical
provided for by the Corporation Articles of Association for publishing information about General Shareholders’
Meetings held; the above information shall be placed on the Corporation Web site on Internet network
Compliance
Provision on dividend policy
approved by RSC Energia Board of
Directors (Minutes No 6 of
14.11.2003)
139
Appendix 6/Information about large deals effected by the Corporation
during accounting year, including the List of the transactions made by
the Corporation during the accounting year and recognized in
accordance with Federal Law «Joint-Stock Companies» as large deals, as
well as other transactions, effecting of which is subject to the procedure
for large deals approval as stipulated in the Corporation Articles of
Association; each transaction being accompanied by information about
its material terms and the Corporation managerial body which took
decision on its approval.
No transactions recognized by Federal Law «On Joint-Stock Companies» as large deals and requiring approval by
appropriate RSC Energia managerial bodies have been effected in the accounting year.
The Corporation Articles of Association do not state other cases in which the Corporation-effected transactions
come within the procedure for large deals approval stipulated by Federal Law «On Joint-Stock Companies».
140
Appendix 7 / Information about interested-party transactions effected by the Corporation during the accounting
year, including the List of the transactions made by the Corporation in the accounting year and recognized in
accordance with Federal Law “On Joint-Stock Companies” as interested-party transactions; with each of the above
transactions being accompanied by information about respective interested party (parties), its material terms
and the Corporation managerial body which took decision on its approval
Interested – party transactions effected in 2013 with the Contractors
(RSC Energia as the Customer)
Contract
No
Additional
Agreement No
Date of
effecting
transaction
Subject of transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Transport services
104/06**
6
ZAO ZEM
RSC Energia
02.12.2013
0,00
31.12.2013
23.06.2012
General
Shareholders'
Meeting
ZAO ZEM RSC Energia General Director
A.F.Strekalov is the Corporation Board of
Directors member. The corporation Board of
Directors and Management member N.I.
Zelenschikov is incorporated into ZAO ZEM
Management of RSC Energia. Corporation
Management members V.A. Manyuta and
A.G. Pyzin are included in ZAO ZEM
Management of RSC Energia
General
Shareholders'
Meeting
Check and charging of
carbondioxide fire
extinguishers (OU-2, OU-5)
181/05**
3
28.11.2013
ZAO ZEM
RSC Energia
0,00
31.12.2013
06.07.2013
Affiliation
141
Contract
No
237/05**
Additional
Agreement No
8
Date of
effecting
transaction
17.01.2013
(Statement of Work,
Contract Subject)
Contractor performs work
on maintenance and repair of
mechanical part of 10
automated gates and 47
turnstiles at entrance gates of
all factory premises of RSC
Energia
Lessor transfers and the
Lessee accepts for use of
tank for alcohol storage (VK
889-04429)
300/07
6
17.04.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
38 400,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
31.12.2013
31.12.2013
Date of
transaction
approval
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Development Work under
Complex 14К235
375/П**
34
22.01.2013
ZAO ZEM
RSC Energia
0,00
31.12.2013
23.06.2012
Affiliation
142
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Complex 14К235
375/П
33
ZAO ZEM
RSC Energia
22.03.2013
18 852 951,00
31.12.2013
23.06.2012
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Complex 14К235
375/П
35
ZAO ZEM
RSC Energia
03.06.2013
34 915 518,00
31.12.2013
23.06.2012
Complex 14К235
375/П**
36
03.06.2013
ZAO ZEM
RSC Energia
0,00
31.12.2013
23.06.2012
Affiliation
143
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Complex 14К235
375/П**
38
ZAO ZEM
RSC Energia
26.07.2013
0,00
31.12.2013
06.07.2013
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Complex 14К235
375/П**
39
ZAO ZEM
RSC Energia
02.08.2013
0,00
31.12.2013
06.07.2013
Complex 14К235
375/П**
37
30.08.2013
ZAO ZEM
RSC Energia
-15 046 828,00
31.12.2013
06.07.2013
Affiliation
144
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Complex 14К235
375/П**
41
ZAO ZEM
RSC Energia
30.08.2013
0,00
31.12.2013
06.07.2013
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Complex 14К235
375/П**
42
ZAO ZEM
RSC Energia
06.12.2013
0,00
31.12.2013
06.07.2013
Manufacture of hardware for
CM (Core Module)
399/П
18
15.02.2013
ZAO ZEM
RSC Energia
2 219 368,32
Until the
Parties have
met their
commitments
in full
23.06.2012
Affiliation
145
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
CM (Core Module)
399/П
19
ZAO ZEM
RSC Energia
15.02.2013
922 633,00
Until the
Parties have
met their
commitments
in full
23.06.2012
CM (Core Module)
399/П**
416/П
20
15
ZAO ZEM
RSC Energia
03.12.2013
12.04.2013
Manufacture, testing and
delivery of hardware for
multipurpose laboratory
module (MLM 77КМЛ) in
accordance with contract
terms
ZAO ZEM
RSC Energia
0,00
80 810 167,00
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
23.06.2012
23.06.2012
Affiliation
146
Contract
No
416/П**
416/П
416/П**
Additional
Agreement No
16
17
18
Date of
effecting
transaction
15.04.2013
28.08.2013
15.08.2013
(Statement of Work,
Contract Subject)
terms
terms
terms
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
62 396 968,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
06.07.2013
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
147
Contract
No
416/П**
483/П
483/П
Additional
Agreement No
19
20
21
Date of
effecting
transaction
04.09.2013
25.02.2013
12.08.2013
(Statement of Work,
Contract Subject)
terms
Performance of work on
manufacture of LSS
elements (WT, filling
indicator, halves) in
accordance with the
Corporation President’s
Order №304 of 19.10.06
manufacture of LSS
accordance with the
Order №304 of 19.10.06
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
14 608 440,00
3 845 134,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
148
Contract
No
483/П**
Additional
Agreement No
22
Date of
effecting
transaction
06.09.2013
(Statement of Work,
Contract Subject)
manufacture of LSS
accordance with the
Order №304 of 19.10.06
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
Manufacture and testing of
Upper Stage (314G DM-SL
№36L and spares for it
488/П**
6
ZAO ZEM
RSC Energia
10.06.2013
0,00
488/П**
7
10.06.2013
ZAO ZEM
RSC Energia
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
149
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
488/П**
52
8
17
ZAO ZEM
RSC Energia
31.07.2013
03.04.2013
building Technical and
Launch complexes (RM P)
art. 11Ф615, 11Ф732 on
subject “ISS-Energia” RM
on site 254
Performance of work to
ensure rollout of SS Orbiter
Buran from Facility 6 and its
installation on stowage area
56/12**
1
02.04.2013
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
0,00
6 763 839,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
31.12.2012
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
150
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
ensure rollout of SS Orbiter
Buran from Facility 6 and its
installation on stowage area
56/12**
562/П**
607/П
2
4
14
25.06.2013
21.06.2013
13.03.2013
Contractor commits itself to
perform work on
manufacture of body for
transport cargo vehicle by
DWD 11Ф615А60
(ser.№***)
upgrade article 11Ф732, RE,
CTE, manufacture hardware
by approved TS. Schedules,
ordering forms; ensure tests,
maintenance operations
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
30 278 691,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
151
Contract
No
608/П
Additional
Agreement No
11
62/12
638/П**
Date of
effecting
transaction
20.03.2013
13.02.2013
3
01.10.2013
(Statement of Work,
Contract Subject)
Contractor commits itself, to
perform work on upgrading
art. 11Ф615, RE, CTE,
manufacture of hardware by
the approved TS, Schedules,
ordering forms; ensuring
tests, maintenance
operations
manufacture and
qualification tests of 1 (One)
DAC 11К25.2Д 1100-0 and
1 (one) DAC 11К25.2Д
1100-0-01 as per DD
Transport cargo vehicle
Progress-M (ser. №***)
manufacture, assembly,
testing on CTF,
transportation and
acceptance on TC,
preparation for FDT on TC;
manufacture and delivery of
equipment to be shipped to
TC
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
21 342 783,00
9 368 598,20
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
31.12.2013
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
152
Contract
No
639/П**
640/П**
641/П**
Additional
Agreement No
3
2
2
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
01.10.2013
testing on CTF,
transportation and
acceptance on TC,
TC
01.10.2013
testing on CTF,
transportation and
acceptance on TC,
TC
01.10.2013
testing on CTF,
transportation and
acceptance on TC,
TC
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
06.07.2013
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
153
Contract
No
643/П**
644/П**
645/П**
Additional
Agreement No
2
3
3
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
25.03.2013
Transport manned vehicle
Soyuz-TMA (ser. №***)
testing on CTF,
transportation and
acceptance on TC,
outfitting with personal
equipment
21.06.2013
testing on CTF,
transportation and
acceptance on TC,
equipment
29.03.2013
testing on CTF,
transportation and
acceptance on TC,
equipment
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
154
Contract
No
645/П**
646/П**
646/П**
Additional
Agreement No
4
3
4
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
21.06.2013
testing on CTF,
transportation and
acceptance on TC,
equipment
29.03.2013
testing on CTF,
transportation and
acceptance on TC,
equipment
21.06.2013
testing on CTF,
transportation and
acceptance on TC,
equipment
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
155
Contract
No
652/П**
652/П**
Additional
Agreement No
20
23
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
11.03.2013
perform work on drawing up
and issuing Preliminary
Design materials for ZAO
ZEM RSC Energia on
manufacturing technology of
SC "*****", production of
devices (CCU, EMA, EMA
CU), dismantling of
completing items from SC
dynamic mockup and
modification of xenon filling
stand
13.05.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
156
Contract
No
652/П**
652/П
Additional
Agreement No
21
22
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
06.03.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
15.05.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
5 922 951,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
157
Contract
No
652/П**
652/П**
Additional
Agreement No
26
24
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
15.08.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
17.06.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
158
Contract
No
652/П
652/П**
Additional
Agreement No
19
28
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
15.05.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
25.12.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
16 635 428,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
159
Contract
No
652/П**
652/П**
Additional
Agreement No
27
28
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
30.10.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
25.12.2013
ZEM RSC Energia on
CU), dismantling of
dynamic mockup and
stand
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
160
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Manufacture of vehicle
11Ф732 №***
681/П**
3
ZAO ZEM
RSC Energia
10.04.2013
-3 950 014,00
Until the
Parties have
met their
commitments
in full
23.06.2012
11Ф732 №***
681/П**
4
ZAO ZEM
RSC Energia
14.10.2013
0,00
Until the
Parties have
met their
commitments
in full
06.07.2013
11Ф732 №***
681/П**
2
28.11.2013
ZAO ZEM
RSC Energia
0,00
Until the
Parties have
met their
commitments
in full
06.07.2013
Affiliation
161
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
11Ф732 №***
681/П**
682/П**
5
3
ZAO ZEM
RSC Energia
23.12.2013
29.03.2013
Soyuz-TMA (ser.№***)
testing on CTT –
transportation and
acceptance, on TC,
preparation for FDT on TC,
equipment
ZAO ZEM
RSC Energia
0,00
0,00
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
06.07.2013
23.06.2012
Affiliation
162
Contract
No
683/П
Additional
Agreement No
9
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
17.05.2013
perform and hand over to the
Customer whereas the
Customer undertakes to
accept and pay for the
following work: DW,
“Supervision of full-scale
tests of ISS RS on article
17KS №24008, EU1019,
EU1178, EU1284,
240GK.0000А2Х91-0
assuring test-training
operations on EU508/8,
EU1020, EU1036, EU1038,
EU1068, EU1254; STAND
“Selen” and modification of
ISS RS onboard systems,
experimental facilities and
stands”.
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
213 597 594,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
31.12.2014
Date of
transaction
approval
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
Affiliation
163
Contract
No
683/П
Additional
Agreement No
10
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
24.07.2013
following work: DW,
17KS №24008, EU1019,
EU1178, EU1284,
240GK.0000А2Х91-0
EU1020, EU1036, EU1038,
EU1068, EU1254; STAND
stands”.
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
36 809 383,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
31.12.2014
Date of
transaction
approval
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
Affiliation
164
Contract
No
683/П*
684/П**
Additional
Agreement No
11
3
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
13.09.2013
following work: DW;
17КС №24008, EU1019,
EU1178, EU1284,
240ГК.0000А2Х91-0
EU1020, EU1036, EU1038,
EU1068, EU1254; Stand
stands”.
29.03.2013
Soyuz-TMA (ser.№***)
testing on CFT,
transportation and
acceptance on TC, personal
equipment
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
-529 315,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
31.12.2014
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
165
Contract
No
684/П**
685/П**
Additional
Agreement No
4
2
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
25.07.2013
Soyuz-TMA (ser.№715)
testing on CTF,
transportation and
acceptance on TC,
equipment
29.03.2013
Soyuz-TMA (ser.№715)
testing on CTF,
transportation and
acceptance on TC,
equipment
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Manufacture of 11Ф732
№***
686/П
12.02.2013
ZAO ZEM
RSC Energia
1 576 730 100,00
Until the
Parties have
met their
commitments
in full
23.06.2012
Affiliation
166
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Manufacture of 11Ф732
№***
686/П**
1
ZAO ZEM
RSC Energia
20.03.2013
Manufacture and testing
Upper Stage DM-SL №37L
RSC Energia and spares
(SPT&A) for it
687/П
17.04.2013
ZAO ZEM
RSC Energia
0,00
113 398 000,00
and spares (SPT&A) for it
687/П**
1
10.06.2013
ZAO ZEM
RSC Energia
0,00
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
23.06.2012
06.07.2013
06.07.2013
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
167
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
and spares (SPT&A) for it
687/П**
691/П
695/П
2
1
ZAO ZEM
RSC Energia
31.07.2013
03.10.2013
12.02.2013
Progress-M (ser. No***)
manufacture and
compartments assembly,
integration, testing on and
CTF and acceptance at ZAO
ZEM RSC Energia on
subject “ISS-Reserve”
Manned space vehicle
Soyuz-TMA (ser..№***)
testing on CTF.
Transportation to TC,
Soyuz-TMA prelaunch
processing and its taking
part in ILV launch, outfitting
of Soyuz a TMA No vehicle
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
0,00
90 504 500,00
1 579 169 200,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
06.07.2013
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders’’
Meeting
General
Shareholders’’
Meeting
168
Contract
No
695/П**
Additional
Agreement No
1
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
20.03.2013
Manned space vehicle
Soyuz-TMA (ser..№***)
testing on CTF.
Transportation to TC,
Soyuz-TMA prelaunch
processing and its taking
part in ILV launch, outfitting
of Soyuz a TMA No vehicle
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
Body deciding
on transaction
General
Shareholders’’
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Manufacture of integrated
stand (IS) 11Ф732
700/П
ZAO ZEM
RSC Energia
14.06.2013
535 257 170,00
Until the
Parties have
met their
commitments
in full
23.06.2012
Manufacture of integrated
stand (IS) 11Ф732
700/П**
1
13.11.2013
ZAO ZEM
RSC Energia
0,00
Until the
Parties have
met their
commitments
in full
06.07.2013
Affiliation
169
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
modification of art. 14С022
№1L
727/П**
728/П**
728/П**
1
3
2
12.02.2013
17.10.2013
10.06.2013
0,00
SW component on
manufacture of articles
14С022, 14Ф142, 14С021
and component parts for
article l11С144 Nos 2L, 3L,
4L, 5L, 6L
SW component on
manufacture of articles
14С022, 14Ф142, 14С021
and component parts for
article l11С144 Nos 2L, 3L,
4L, 5L, 6L
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
0,00
0,00
31.12.2014
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
23.06.2012
06.07.2013
06.07.2013
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
170
Contract
No
729/П
729/П
729/П
Additional
Agreement No
1
2
3
Date of
effecting
transaction
04.03.2013
21.03.2013
31.07.2013
(Statement of Work,
Contract Subject)
purchasing long-lead time
elements for International
docking adapter and
manufacturing AGS,
MAPAS, KSA, MSA
docking adapter and
manufacturing AGS,
MAPAS, KSA, MSA
docking adapter and
manufacturing AGS,
MAPAS, KSA, MSA
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
20 000 000,00
10 985 171,60
12 764 499,10
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
171
Contract
No
738/П
739/П
740/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
26.04.2013
Progress-MC (ser. No ***)
testing on CTF,
transportation and
acceptance, prelaunch
processing and taking part in
ILV launch; manufacture
and delivery of equipment to
be shipped for it
26.04.2013
testing on CTF,
transportation and
be shipped for it
26.04.2013
testing on CTF,
transportation and
be shipped for it
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
1 123 384 100,00
1 147 642 800,00
1 150 313 500,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
172
Contract
No
741/П
742/П
749/П
Additional
Agreement No
Date of
effecting
transaction
26.04.2013
26.04.2013
26.04.2013
(Statement of Work,
Contract Subject)
testing on CTF,
transportation and
be shipped for it
testing on CTF,
transportation and
acceptance,
Soyuz-MC (ser. №***),
testing on CTF,
transportation and
acceptance, its prelaunch
ILV launch, outfitting of
Soyuz-MC crews with
personal equipment and
hardware delivery to TC
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
1 069 294 300,00
1 071 392 400,00
1 667 754 100,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
173
Contract
No
750/П
751/П
752/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
26.04.2013
Soyuz-MC (ser. №***),
testing on CTF,
transportation and
ILV launch, outfitting of
Soyuz-MC crews with
26.04.2013
Soyuz-MC (ser. No***)
testing on CTF,
transportation and
ILV launch outfitting of
Soyuz-MC crews with
26.04.2013
“Soyuz-MC” (ser. №***)
testing on CTF,
transportation and
acceptance
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
1 651 672 100,00
1 690 673 600,00
1 688 842 700,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Affiliation
Zelelnschikov is incorporated into ZAO ZEM
174
Contract
No
761/П*
763/П
763/П
Additional
Agreement No
1
1
2
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
15.04.2013
Performance of annual
maintenance for Rocket
Segment systems and
equipment, as well as work
performance on technical
examination of cargo
capture fixtures CM624.Сб07 ser.№* (under the
«Sea Launch» Program
art.320ГК)
22.02.2013
Performance of work on SC
"*****" development testing
according to supplement №*
Energia dated 20.08.12 to
ПГ 559ГК-24/170-2011
11.10.2013
Performance of work on SC
"*****" development testing
according to supplement №*
Energia dated 20.08.12 to
ПГ 559ГК-24/170-2011
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
-210 524,20
398 938,00
1 744 700,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2013
23.06.2012
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
175
Contract
No
Additional
Agreement No
767/П**
(Statement of Work,
Contract Subject)
Performance of work in
support of transport vehicles
Progress M and Soyuz TMA
systems modernization
767/П
767/П**
Date of
effecting
transaction
11.06.2013
1
04.10.2013
2
09.12.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
125 583 536,00
0,00
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
06.07.2013
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
176
Contract
No
768/П**
769/П**
771/П
Additional
Agreement No
1
1
Date of
effecting
transaction
15.02.2013
15.02.2013
08.05.2013
(Statement of Work,
Contract Subject)
testing on CTF and
acceptance in accordance
with DD
testing on CTF and
acceptance in accordance
with DD
Work preproduction,
manufacture and assembly
of specimens of biaxial knee
modules with adjustable
hydraulic damper
ГСЛИ.943334.061.
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
0,00
600 176,97
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Until the
Parties have
met their
commitments
in full
31.12.2016
30.06.2013
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
177
Contract
No
771/П**
776/П
777/П
Additional
Agreement No
1
Date of
effecting
transaction
15.08.2013
11.04.2013
(Statement of Work,
Contract Subject)
Work preproduction,
manufacture and assembly
of specimens of biaxial knee
modules with adjustable
hydraulic damper
ГСЛИ.943334.061.
Manufacture of dynamic
mockup for development
testing of modified space
vehicles Progress-MC,
Soyuz-MC
Ensuring repair testing of
device FM-4 of CNЭ50
(398ГК.1001-0) as part of
TF 1129-385
10.04.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
0,00
413 050 000,00
1 416 826,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
30.11.2013
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
178
Contract
No
778/П
780/П
781/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
05.06.2013
Work performance on
carriage of rail transporter
with service adapter and
escort van to FSUE
Krasmashzavod following
transportation of core
module for articles 314ГК
№38L,L39L, 40L, 41L, 42L,
43L, 44L
Work performance on
building additional work
station to test TMV Soyuz
MC on CTF-416
05.08.2013
05.08.2013
Work performance on
manufacture and delivery
(and transportation) RE,
CTE complete sets for
additional work station to
test Soyuz TMA (Soyuz
MC) on TC
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
7 869 136,80
77 923 318,00
85 359 977,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
06.07.2013
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
179
Contract
No
Additional
Agreement No
782/П
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
08.04.2013
Manufacture of additional
equipment for WS on TC for
Soyuz, Progress vehicles
(site 254) by TS and
ordering forms
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
5 319 392,00
Manufacture of group
SPT&A kits for article
11Ф732, 11Ф615
783/П
ZAO ZEM
RSC Energia
11.04.2013
241 000 000,00
Manufacture of group
SPT&A kit for article
11Ф732, 11Ф615
783/П**
1
02.12.2013
ZAO ZEM
RSC Energia
0,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
23.06.2012
23.06.2012
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
180
Contract
No
784/П
785/П
786/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Manufacture of hardware to
test scale model of
transformable module
582ГК0000Х11-0
24.07.2013
Performance of
repair/maintenance work on
hardware of articles 77КМЛ
and ЗХ77КМЛ
14.06.2013
DW component on working
out technical project
materials to get ready for
manufacture of SC 14Ф154
04.06.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
7 955 265,00
5 140 552,00
1 455 866,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
181
Contract
No
787/П
788/П
789/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Work performance in
support of launching
spacecraft (SC) EkspressАМ8"
16.10.2013
16.09.2013
05.07.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Activities on subject: DW
Component “Manufacture of
AU aerodynamic models for
testing at TsAGI and
TsNiiMash”
DW Component Drawing
out and issue of Explanatory
Note 372П321.0000-0ПЗ13
“Manufacturing technology
for onboard complexes,
systems and equipment.
Production facilities” and
protection at RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
10 901 451,00
2 998 766,00
ZAO ZEM
RSC Energia
3 350 000,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
06.07.2013
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
182
Contract
No
795/П
796/П
797/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Work performance on
ensuring integrated tests of
Upper Stage (US) 11С86103 №2Л on LC 8К82К
15.05.2013
15.05.2013
24.06.2013
Work performance on
normal prelaunch processing
of US11С861-03 №2ЛL for
launching SCU GLONASSM №47
Work performance on
replacement of working
fluid in steering actuator
405ГК.0000-0 ser. № ***
and its parameters
adjustment for compliance
with Specs
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
334 760,00
1 131 680,00
40 470,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
31.12.2013
Date of
transaction
approval
23.06.2012
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
183
Contract
No
799/П
800/П
803/П
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
03.10.2013
Work performance on
manufacturing cable adapter
17Г584.0700-270 and
simulator M
ИТФЖ.687282.036
Work performance on
preparation of mockup of
NG MTV return vehicle for
MAKS-2013 exhibition
19.07.2013
15.10.2013
DW Component related
work: Drawing up and
issuing Preliminary Design
Project 372А354.00000П315 “spacecraft OKA-T”.
Manufacturing technology
for onboard complexes,
systems and equipment.
Production facilities.
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
183 431,00
3 121 572,00
2 900 000,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
31.12.2013
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
06.07.2013
06.07.2013
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
184
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Work performance on
testing PCE system № LK1
804/П
ZAO ZEM
RSC Energia
26.08.2013
394 715,00
31.12.2013
06.07.2013
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Work performance on
testing PCE system № LK1
804/П
805/П
1
ZAO ZEM
RSC Energia
04.10.2013
02.10.2013
Work performance on
preparation of Earth Remote
sensing spacecraft model to
be exhibited on MAKS-2013
international air show
ZAO ZEM
RSC Energia
268 270,00
10 704 323,98
31.12.2013
31.12.2013
06.07.2013
06.07.2013
Affiliation
185
Contract
No
823/П
г/п 1565/536
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
30.12.2013
Work performance with US
DM-SL №36L, №37L
during their preparation for
shipment from the enterprise
premises, escort of railway
train container unloading
and assembly at Oktyabrsk
port; unloading operations
with the equipment sent
back to RSC Energia
premises from Oktyabrsk
port (Nikolaev, Ukraine)
Dispatch to Baikonur of
supplied materials and
equipment using transport
with article 11Ф732 №***
23.06.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
1 197 582,00
19 903,33
supplied materials for
complex 17Т523М
г/п 1565/594
10.07.2013
ZAO ZEM
RSC Energia
78 250,90
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
186
Contract
No
г/п 1565/745
Additional
Agreement No
Date of
effecting
transaction
02.09.2013
(Statement of Work,
Contract Subject)
unpressurized cargoes pad,
cargo platform, industrial
alcohol for art. 11Ф615
№***, ***, 11Ф732 №***
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
17 028,00
Term of
obligations
performance
under
transaction
(Contract
completion
date)
31.10.2013
Date of
transaction
approval
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
supplied materials
г/п 1565/1075
ZAO ZEM
RSC Energia
21.11.2013
29 114,27
Until the
Parties have
met their
commitments
in full
06.07.2013
supplied materials
г/п 1565/265
26.03.2013
ZAO ZEM
RSC Energia
42 893,33
31.12.2013
23.06.2012
Affiliation
187
Contract
No
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Dispatch to Baikonur branch
of industrial alcohol and
supplied materials
г/п 1565/85
г/п 056/145
ZAO ZEM
RSC Energia
07.02.2013
08.10.2013
Travelling expenses of I.Y.
Ryabov, engineer, category
2 from, CTF-416 for his
participation in space
experiment “Kaplya-2” at
Baikonur, Republic of
Kazakhstan from 16.10.2013
through 08.11.2013.
ZAO ZEM
RSC Energia
81 141,17
65 192,75
30.04.2013
Until the
Parties have
met their
commitments
in full
23.06.2012
06.07.2013
Manufacture of check valve
ЮЕУЮ.СОЖ.01.09.000000
г/п 056/34
13.03.2013
ZAO ZEM
RSC Energia
189 567,00
14.03.2013
23.06.2012
Affiliation
188
Contract
No
г/п 11Д6/1136
г/п 1213/551
г/п 1565/495
Additional
Agreement No
Date of
effecting
transaction
07.11.2013
27.06.2013
(Statement of Work,
Contract Subject)
Travelling expenses of
I.Y. Sergeeva, the specialist
from shop 416, in Space
Center after
Johnston(NASA, Houston,
USA) from 26.10.13 through
08.11.13
Organization of taking out
of special test equipment kit
used during testing DM
mockup EU77 and
engineering documentation
set on these tests from OAO
IL branch premises in
Zhukovsky town to RSC
Energia premises
of industrial alcohol,
supplied materials and
equipment by TS
30.05.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
178 180,19
126 768,00
61 964,82
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
23.06.2012
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
189
Contract
No
г/п 1565/662
Additional
Agreement No
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
of materials and component
parts required for servicing
on object SAVS-1
12.08.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
10 707,33
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Date of
transaction
approval
06.07.2013
Body deciding
on transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
optical telescopes system
and supplied materials
г/п 1565/904
г/п 2ДП3/184
ZAO ZEM
RSC Energia
11.10.2013
11.04.2013
Prepayment for Steel
07Х16Н6 (ЭП288) Rods 1230 kg, 16 - 30 kg., 20 - 25
kg, Steel15Х18Н12СЧТЮ
(ЭИ654) hexahedron S14 –
25 kg, S17 – 30 kg, S27-30
– 30 kg
ZAO ZEM
RSC Energia
10 918,67
20 633,83
30.12.2013
Until the
Parties have
met their
commitments
in full
06.07.2013
23.06.2012
Affiliation
190
Contract
No
г/п 30912/312
г/п 30912/432
г/п АП300/94
In all:
ZEM
RSC
Energia
Additional
Agreement No
Date of
effecting
transaction
25.08.2013
29.10.2013
05.07.2013
(Statement of Work,
Contract Subject)
Travelling expenses on
I.V. Sergeeva, specialist
from shop 416, in Great
Britain, Oxford city, the
RAL Space Company from
25.08.2013 through
01.09.2013
Travelling expenses of
A.P. Sorochenko, the Head
of Laboratory at CTF-416 in
Baikonur (Republic of
Kazakhstan) from
30.10.2013 through
08.11.2013.
Business trip of
A.P. Sorochenko, the lead
engineer in testing at CTF416 to Oxford city, Great
Britain, from 07.07.2013.
through 14.07.2013
Full and
shortened
firm’s name
of legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount add/agr)
rubles
118 468,47
43 319,23
82 287,52
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Until the
Parties have
met their
commitments
in full
Until the
Parties have
met their
commitments
in full
14.07.2013
Date of
transaction
approval
06.07.2013
06.07.2013
23.06.2012
Body deciding
on transaction
Affiliation
General
Shareholders'
Meeting
General
Shareholders'
Meeting
General
Shareholders'
Meeting
17 752 891
449,58
191
Contract
No
437-11
Additional
Agreement No
д/с 2
438-11*
445-11
д/с 4
896-12
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
23.06.2012
General
Shareholders'
Meeting
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
29.01.2013
Development of detail
design of Lidar
Measurement system (LMS)
Experimental verification of
basic technical solutions
10.04.2013
Development of APDS
detail design (Phase 1) on
motion parameters
measurement complex (MP
MC) for VA. Experimental
verification of basic
technical solutions
20.02.2013
Opinion generated. Taking
part in tests and activities of
State Commission on
articles 11Ф732 № ***, №
***, № ***, № ***А at TC
and LC relative to Kaktus2V system ASP
FGANU
TsNII RTK
23 192,25
31.12.2013
23.06.2012
General
Shareholders'
Meeting
25.03.2013
Manufacture and delivery of
special-purpose productContainer Т74.056.000 for
article Kaktus-2V (2 units)
FGANU
TsNII RTK
797 644,94
31.03.2013
23.06.2012
General
Shareholders'
Meeting
FGANU
TsNII RTK
2 600 000,00
30.11.2012
Affiliation
Son of Corporation President V.A. Lopota,
A.V. Lopota, is the Director of TsNII RTK
FGANU
TsNII RTK
-2 364 400,19
30.11.2012
23.06.2012
General
Shareholders'
Meeting
424-11
additional agreement
4
03.04.2013
Scientific equipment
“specialized manipulator
system”
FGANU
TsNII RTK
1 200 000,00
30.06.2014
23.06.2012
General
Shareholders'
Meeting
424-11**
5
12.07.2013
system”
FGANU
TsNII RTK
0,00
30.06.2014
06.07.2013
General
Shareholders'
Meeting
192
(Statement of Work,
Contract Subject)
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
FGANU
TsNII RTK
983 179,13
30.06.2014
Date of
transaction
approval
Body deciding
on transaction
06.07.2013
General
Shareholders'
Meeting
23.06.2012
General
Shareholders'
Meeting
Contract
No
Additional
Agreement No
Date of
effecting
transaction
424-11
6
27.12.2013
system”
05.02.2013
Development of robot vision
system to monitor and
determine space objects
relative motion parameters
using TV and optical
devices
FGANU
TsNII RTK
834 650,00
31.10.2015
23.06.2012
General
Shareholders'
Meeting
430-11
3
FGANU
TsNII RTK
Price not
negotiated
430-11
4
18.10.2013
Development of robot vision
system to monitor and
determine space objects
relative motion parameters
using TV and optical
devices
456-12
2
20.06.2013
Building scientific
equipment complex to
implement space experiment
Kontur-2
FGANU
TsNII RTK
4 125,00
28.02.2015
23.06.2012
General
Shareholders'
Meeting
456-12
3
23.12.2013
Building scientific
equipment complex to
implement space experiment
Kontur-2
FGANU
TsNII RTK
6 247 784,00
28.02.2015
06.07.2013
General
Shareholders'
Meeting
11.01.2013
Development of Statement
of Work and Preliminary
Design on equipment for
interacted experiment
“Kontrol”. Manufacture and
delivery of prototypes of the
environmental parameters
control system equipment
for flight tests
Additional
agreement
to 438-02
15
Affiliation
FGANU
TsNII RTK
Price not
negotiated,
activities
excluded
31.12.2013
06.07.2013
General
Shareholders'
Meeting
193
Contract
No
425-11
678-09
678-09
678-09*
484-12
Additional
Agreement No
Additional agreement
6
12
13
14
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
01.07.2013
Modification of corrector
and checkout equipment of
Kaktus-2V complex
Т71.790.136 relative to
replacement of EEE parts
and component parts
12.03.2013
Kaktus-2V complex
and component parts
09.10.2013
Kaktus-2V complex
and component parts
05.11.2013
Kaktus-2V complex
and component parts
11.03.2013
DW Component: Opinion
generated. Taking part in
tests at CTF TC, LC on
articles 11Ф732 №***,
№***, №***, №*** relative
to Kaktus-2V system ASP
Full and
shortened
firm’s name
of legal entity
FGANU
TsNII RTK
FGANU
TsNII RTK
FGANU
TsNII RTK
FGANU
TsNII RTK
FGANU
TsNII RTK
Size of
transaction
(contract
amount add/agr)
rubles
37 700 000,00
786 436,79
386,00
-168 498,40
674 828,74
Term of
obligations
performance
under
transaction
(Contract
completion
date)
30.08.2012
30.01.2014
30.01.2014
30.01.2014
30.12.2013
Date of
transaction
approval
Body deciding
on transaction
06.07.2013
General
Shareholders'
Meeting
23.06.2012
General
Shareholders'
Meeting
06.07.2013
General
Shareholders'
Meeting
07.12.2010
General
Shareholders'
Meeting
23.06.2012
General
Shareholders'
Meeting
Affiliation
194
Contract
No
484-12
484-12
484-12
484-12
Additional
Agreement No
1
2
3
4
490-13
490-13**
1
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
15.04.2013
№***, №***, №*** relative
05.08.2013
№***, №***, №*** relative
28.11.2013
№***, №***, №*** relative
13.12.2013
№***, №***, №*** relative
FGANU
TsNII RTK
16 016,88
27.06.2013
DW Component: “Space
optical communication line
equipment”
FGANU
TsNII RTK
14.10.2013
DW Component: “Space
optical communication line
equipment”
FGANU
TsNII RTK
FGANU
TsNII RTK
FGANU
TsNII RTK
FGANU
TsNII RTK
54 112,07
12 813,36
Term of
obligations
performance
under
transaction
(Contract
completion
date)
30.12.2013
30.12.2013
Date of
transaction
approval
Body deciding
on transaction
23.06.2012
General
Shareholders'
Meeting
06.07.2013
General
Shareholders'
Meeting
Affiliation
06.07.2013
General
Shareholders'
Meeting
30.12.2013
06.07.2013
General
Shareholders'
Meeting
17 500 000,00
20.04.2014
23.06.2012
General
Shareholders'
Meeting
0,00
20.04.2014
06.07.2013
General
Shareholders'
Meeting
7 981,79
30.12.2013
195
Contract
No
Additional
Agreement No
504-13
439-11
3
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
27.12.2013
Work performance on
extension of guarantee
period of SKDSA device
Т72.843.024 ser. № *** and
updating its calibration
characteristic
FGANU
TsNII RTK
455 852,14
25.12.2013
06.07.2013
General
Shareholders'
Meeting
01.11.2013
PD working out and defense.
Manufacture of mockups,
assemblies and units of SF
Argo
FGANU
TsNII RTK
268 131,00
31.08.2013
23.06.2012
General
Shareholders'
Meeting
31.12.2013
20.03.2013
Board of
Directors
In all:
FGANU
TsNII
RTK
Body deciding
on transaction
Affiliation
67 634 235,50
110313
02.04.2013
Bringing airplane An-12BP
№ 11025 into flight
worthiness state
ZAO PO
Cosmos
8 416 366,71
Corporation Management member
M.V. Komarov is the Board of Directors’
member
ZAO PO Cosmos
127213
10.07.2013
Bringing air-plane TU134А-3 №65726 into flight
worthiness state
ZAO PO
Cosmos
7 309 343,62
31.12.2013
13.06.2013
Board of
Directors
member
ZAO PO Cosmos
127413
10.07.2013
Bringing air-plane TU134А-3 №65719 into flight
worthiness state
ZAO PO
Cosmos
7 212 230,32
15.09.2013
13.06.2013
Board of
Directors
member
ZAO PO Cosmos
344
20
29.03.2013
Work performance on
engineering-aviation support
and aircraft operation
ZAO PO
Cosmos
By actual
performance
results
31.12.2013
20.03.2013
Board of
Directors
member
ZAO PO Cosmos
196
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
281
2
04.04.2013
Services for organizing
aviation safety of Vnukovo3 facilities; organizing and
ensuring pass control and
intraobject security;
protection of RSC Energia
aircraft (AC), terminal apron
of Vnukov-3 facilities and
RSC Energia – owned
objects and property located
on it
194/0211**
3
21.11.2013
194/0211**
4
Contract
No
Additional
Agreement No
11/02-13*
1
11/02-13
2
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Affiliation
member
ZAO PO Cosmos
ZAO PO
Cosmos
15 024 960,00
31.12.2014
20.03.2013
Board of
Directors
Designer’s supervision of
testing Kurs-A and Kurs-P
equipment on MLM article
OAO NII TP
0,00
31.12.2013
09.12.2013
Board of
Directors
Corporation Board of Directors member
S.G. Alyabeva is OAO NII TP Board of
Directors member
19.12.2013
Designer’s supervision of
testing Kurs-A and Kurs-P
equipment on MLM article
OAO NII TP
0,00
31.12.2013
09.12.2013
Board of
Directors
Directors member
04.12.2013
DW Component: “Ensuring
implementation of ISS
Mission Program relative to
equipment Kurs-A, KursNA
27.12.2013
DW Component: “Ensuring
implementation of ISS
Mission Program relative to
equipment Kurs-A, KursNA
OAO NII TP
OAO NII TP
-840 000,00
300 000,00
20.04.2014
20.04.2014
23.12.2013
Board of
Directors
23.12.2013
Board of
Directors
Directors member
Directors member
197
Contract
No
Additional
Agreement No
129/02-13
129/0213**
1
Date of
effecting
transaction
(Statement of Work,
Contract Subject)
24.07.2013
DW Component: Designer’s
supervision of
manufacturing Kurs
equipment kits on ISM
ELM13 for ISS articles for
2013 and engineering
support of DD and TS in the
course of manufacture
18.12.2013
DW Component: Designer’s
supervision of
manufacturing Kurs
equipment kits on ISM
ELM13 for ISS articles for
2013 and engineering
support of DD and TS in the
course of manufacture
Full and
shortened
firm’s name
of legal entity
Size of
transaction
(contract
amount add/agr)
rubles
Term of
obligations
performance
under
transaction
(Contract
completion
date)
Date of
transaction
approval
Body deciding
on transaction
Affiliation
Directors member
OAO NII TP
2 910 000,00
31.12.2013
09.12.2013
Board of
Directors
Directors member
OAO NII TP
0,00
31.12.2013
09.12.2013
Board of
Directors
Note:
* - reduced contract value
** - postponement of the dates for contract performance milestones, changes in the text, etc. (with contract amount remaining unchanged)
198
Interested – party transactions effected in 2013 with the Customers
(RSC Energia as the Contractor)
Contract
№
5-16/01-С
5-16/01С**
Add.
agr.№
Extension
Add./
agr.
6
Date of
effecting
transaction
05.01.2013
15.04.2013
Subject of transaction (Statement of Work,
Contract Subject)
1.1 the Operator in the scope foreseen in this Contract
and Appendices hereof provides to the Subscriber local
telephone communication services in accordance with
the terms provided for in the RF Ministry of
Communication License №89313 01.10.2011 for
conducting communication activity on the Russian
Federation territory
1.2. The Subscriber undertakes to pay for the above
services according to approved rates established by the
RF legislation: “Rates for local telephone
communication services provided by RSC Energia to
organizations and enterprises.
1.1 the Operator in the scope foreseen in this Contract
and Appendices hereof provides to the Subscriber local
telephone communication services in accordance with
the terms provided for in the RF Ministry of
Communication License №89313 01.10.2011 for
conducting communication activity on the Russian
Federation territory
1.2. The Subscriber undertakes to pay for the above
services according to approved rates established by the
RF legislation: “Rates for local telephone
communication services provided by RSC Energia to
organizations and enterprises.
Full and
shortened
firm’s name of
legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount,
Add/agr.),
rubles
15 954 580,64
0,00
Term of
obligations
performance
under
transaction
(Contract
completion date)
31.12.2013
31.12.2013
Date of
transaction
approval
23.06.2012
23.06.2012
Body
deciding on
transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Reg. №
Affiliation
А00301
ZAO ZEM RSC Energia
General Director
A.F. Strekalov is the
Directors’ member
Corporation board of
Directors and Management
member N.I. Zelenschikov is
ZAO ZEM RSC Energia
Management member.
members V.A. Manyuta and
A.G. Pyzin are ZAO ZEM
RSC Energia Management
members
А00301
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
199
Contract
№
200
170/8У-10
Add.
agr.№
Add./
agr.
6
Add./
agr.
7
Date of
effecting
transaction
07.02.2013
19.04.2013
Contract Subject)
1.1. This contract subject is to provide hotel services to
the Customer employees by the Contractor at hotel №1
at the address: 10 Kommunisticheskaya Street,
Korolev city, M.R; at hotel .№2 at the address: 14/16,
Tsiolkovsky street, Korolev city, M.R., and at the hotel
at Podlipky sanatorium – preventorium.
1.2. The Customer’s employees are accommodated in
the hotels in accordance with the Procedure for
distribution and accommodation of specialists and
workers within RSC Energia hotel accommodation
reserve.
Contract subject is to provide services to the Customer
by the Contractor for organizing treatment at sanatoria
and health resorts for the Customer employees, their
children in health-improvement camps and resorts of
the Contractor. Services are executed as Voucher in
accordance with the chosen Program of stay (Appendix
1) and agreed limit of vouchers. The Customer
undertakes to pay for the services provided on this
contract terms. The Customer employee is a natural
person who applied for services to be provided
(hereinafter referred to as the User). Vouchers are
documents for which responsible persons shall be
accountable. Vouchers define package of services and
express their cost in health resort or healthimprovement camp for a specific period of time at
rooms of certain class. Limit is the document
concurred by the parties with respect to the number of
vouchers intended for users which is proportional to
the number of the Customer subdivisions.
Full and
shortened
firm’s name of
legal entity
ZAO ZEM
RSC Energia
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount,
Add/agr.),
rubles
9 364 378,50
29 610 570,00
Term of
obligations
performance
under
transaction
(Contract
completion date)
31.12.2013
31.12.2013
Date of
transaction
approval
23.06.2012
23.06.2012
Body
deciding on
transaction
General
Shareholders'
Meeting
General
Shareholders'
Meeting
Reg. №
Affiliation
А07208
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А13010
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
200
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А21410
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Contractor under takes to perform work on
manufacture of printing products as per job orders
(Form 487 Кф 110) for ZAO ZEM RSC Energia shops
and departments and hand over the manufactured
products to the Customer. The Customer shall pay for
work in fullscope
230/256-10
66/246-10*
Add./
agr.
2
Add./
agr.
4
ZAO ZEM
RSC Energia
28.02.2013
10.07.2013
The Lessor puts out on a loan to the Lessee nonresidential premises with a total area of 355 062,00 m2
located on RSC Energia territory for activity
authorized in the Articles of Association. List of
nonresidential premises in attached. In parallel with
transfer of the right to use buildings and nonresidential
premises, also transferred are the rights to the part of
land plot which is occupied by the leased buildings and
non-residential premises and required for their use. The
Lessor provides and the Lessee accepts by the Deed of
Transfer for a temporary use (on loan) non residential
premises and their internal heating systems, electric
power systems, plumbing systems, sewage systems,
general ventilation by dilution and other systems.
During transfer of non-residential premises the Parties
shall check their state documented in the Deed of
Transfer. The Deed of Transfer is an integral part of
the Contract.
ZAO ZEM
RSC Energia
4 314 611,00
-42 765,36
31.12.2013
Unlimited period
23.06.2012
06.07.2013
General
Shareholders'
Meeting
General
Shareholders'
Meeting
А03810
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
201
Contract
№
66/246-10
Add.
agr.№
Extension
Date of
effecting
transaction
Contract Subject)
05.01.2013
The Lessor puts out on a loan to the Lessee nonresidential premises with a total area of 355 062,00 m2
located on RSC Energia territory for activity
authorized in the Articles of Association. List of
nonresidential premises in attached. In parallel with
transfer of the right to use buildings and nonresidential
premises, also transferred are the rights to the part of
land plot which is occupied by the leased buildings and
non-residential premises and required for their use. The
Lessor provides and the Lessee accepts by the Deed of
Transfer for a temporary use (on loan) non residential
premises and their internal heating systems, electric
power systems, plumbing systems, sewage systems,
general ventilation by dilution and other systems.
During transfer of non-residential premises he Parties
Transfer. The Deed of Transfer is an integral part of
the Contract.
Full and
shortened
firm’s name of
legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount,
Add/agr.),
rubles
49 587 748,02
Term of
obligations
performance
under
transaction
(Contract
completion date)
Unlimited period
Date of
transaction
approval
23.06.2012
Body
deciding on
transaction
General
Shareholders'
Meeting
Reg. №
А03810
Customer instructs while the Contractor ensures
passage of railway transport through RSC Energia
territory
25/003-12
Add./
agr.
1
01.02.2013
ZAO ZEM
RSC Energia
2 085 807,93
31.12.2013
23.06.2012
General
Shareholders'
Meeting
А02112
Affiliation
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
202
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А13111
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А19211
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
The Contractor on the Customer’s instructions and in
its interests provides whereas the Customer accepts
and pays for services on drawing up and supervision of
insurance contracts to be concluded by the Customer
with insurance companies
132/208-11
207/246-11
Add./
agr.
1
Add./
agr.
1
ZAO ZEM
RSC Energia
25.03.2013
17.01.2013
1.1. Lessor puts out on loan to the Lessee the objects
indicated in Appendix №1 (further called “objects”)
for conducting activity provided for in the Articles of
Association. Appendix № 1 is an integral part of the
contract. In parallel with transfer of the right to use the
objects, also transferred are the rights to the part of the
land plot which occupied by the leased objects and
required for their use.
1.2. Transfer of the objects is provided by Deed of
Transfer to be signed by the authorized representatives
of the Parties. During transfer of the objects the Parties
Transfer. Deed of Transfer is an integral part of the
contract.
ZAO ZEM
RSC Energia
3 752 645,44
1 087,38
31.03.2014
29.11.2012
23.06.2012
23.06.2012
General
Shareholders'
Meeting
General
Shareholders'
Meeting
203
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А16211
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А10312
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Contractor commits itself to provide services on
standardization and metrology to the Customer
whereas the latter undertakes to accept and pay a full
scope of services provided.
170/10Ц2011
87/8У-12
Add./
agr.
1
Add./
agr.
1
ZAO ZEM
RSC Energia
04.03.2013
17.05.2013
Contractor provides services to organize rest according
to the Schedule of stay (Appendix No 1) for the
Customer’s employees children at the Contractor’s
health-improvement camps: health camp for children
“Voskhod” based upon holiday hotel “ Voskhod”
(building 2) and health camp for children “Orlyonok”
of sanatorium type with round-the-clock stay of
children throughout working week and voucher
execution and handing over to the User, whereas the
Customer undertakes to pay for the services provided.
ZAO ZEM
RSC Energia
12 845 491,70
7 257 820,00
15.12.2013
31.12.2013
23.06.2012
23.06.2012
General
Shareholders'
Meeting
General
Shareholders'
Meeting
204
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
И04412
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А25212
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Design supervision of manufacture of bottles
17К.10870-0А
89/0232012
ZAO ZEM
RSC Energia
08.02.2013
331 816,47
31.12.2013
23.06.2012
General
Shareholders'
Meeting
Ensuring confidential and classified workflow
management
177/003-12
Add./
agr.
1
25.11.2013
ZAO ZEM
RSC Energia
137 932
126,00
31.12.2018
06.07.2013
General
Shareholders'
Meeting
205
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А33312
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А20412
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Organizing and implementing measures to protect
information against foreign technical reconnaissance
and its leak over transmission channels, to ensure
information security
202/553-12
Add./
agr.
1
ZAO ZEM
RSC Energia
20.12.2013
5 405 326,77
31.12.2018
06.07.2013
General
Shareholders'
Meeting
Competitive selection procedures for choosing
suppliers of goods, work services according to
customer’s written customers requests
128/157-12
21.01.2013
ZAO ZEM
RSC Energia
2 302 642,84
31.12.2013
23.06.2012
General
Shareholders'
Meeting
206
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А33812
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А29212
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Contractor undertakes to provide services for staffing
manufacturing plant with personnel involving workers,
officials, specialists, managers of required professions,
specialities and qualifications according to Customer’s
requests
206/2У-12
ZAO ZEM
RSC Energia
24.01.2013
11 414 832,66
31.12.2013
23.06.2012
General
Shareholders'
Meeting
According to this contract terms, the Parties commit
themselves to provide the following: RSC Energia to
render and ZAO ZEM RSC Energia to pay for services
in support of ZAO ZEM RSC Energia activity.
Ensuring economic security of ZAO ZEM RSC
Energia objects.
192/004-12
29.01.2013
ZAO ZEM
RSC Energia
1 210 664,07
31.12.2013
23.06.2012
General
Shareholders'
Meeting
207
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А24712
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А03013
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
1.1. Lessor puts out on loan to the Lessee processing
equipment located on RSC Energia premises in
accordance with the list. The equipment is made
available to the Lessee for conducting manufacturing
activity.
172/246-12
11.02.2013
1.2.Transfer of equipment is conducted by Deed of
Transfer to be signed by the Parties authorized
representatives. During transfer of equipment the
Parties are to examine its condition as evidenced by the
Deed of Transfer. The Deed of Transfer is an integral
part of this contract. 1.3.Processing equipment
indicated in item 1.1 belongs by right of ownership to
the Lessor.
ZAO ZEM
RSC Energia
5 798 200,80
31.12.2013
23.06.2012
General
Shareholders'
Meeting
Contractor undertakes to perform work by the
Customer’s assignment on making copies of technical
documentation of 492 000 Sheets of А4 format in
number, deliver the result to the Customer, whereas the
Customer undertakes to accept the work result and pay
for it.
21/254-13
28.02.2013
ZAO ZEM
RSC Energia
5 695 877,20
31.12.2013
23.06.2012
General
Shareholders'
Meeting
208
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
И00513
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
И00613
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Services to determine material quality indices
compliance with technical documentation during
manufacture of articles in shops 401, 418, 450, 404,
445, 478, 442, 443, departments 471, 472
37/0842013
ZAO ZEM
RSC Energia
18.04.2013
3 818 480,00
31.12.2013
23.06.2012
General
Shareholders'
Meeting
“Engineering support of manufacturing assemblies of
article US DM-SL”
34/0912013
12.07.2013
ZAO ZEM
RSC Energia
1 450 000,00
30.12.2013
23.06.2012
General
Shareholders'
Meeting
209
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
А05113
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
И04213
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
Lessor provides for temporary possession and puts out
on loan to the Lessee single-girder traveling crane
inv.№1215776 located on RSC Energia premises.
Equipment is made available to the Lessee for
manufacturing activity by the Lessee.
44/246-13
ZAO ZEM
RSC Energia
19.06.2013
293 364,30
31.12.2013
23.06.2012
General
Shareholders'
Meeting
Serial production of POP modules and assemblies in
2013 for OKAN
94/8972013
09.08.2013
ZAO ZEM
RSC Energia
1 957 738,00
30.12.2013
06.07.2013
General
Shareholders'
Meeting
210
Contract
№
178/246-12
Add.
agr.№
Date of
effecting
transaction
05.02.2013
Contract Subject)
1.1. Lessor puts out on loan to the Lessee the objects
indicated in Appendix №1 (further called “the
objects”) for conducting activity foreseen in the
Articles of Association. Appendix №1 is an integral
part of the contract. In parallel with transfer of right to
use the objects, also transferred are the rights to the
part of land lot which is occupied by the leased objects
and required for their use. 1.2. The objects are
transferred by the Deed of Transfer to be signed by the
Parties’ authorized representatives. During transfer of
the objects, the Parties are to examine their condition
as evidenced in the Deed of Transfer. Deed of Transfer
is an integral part of the Contract.
Full and
shortened
firm’s name of
legal entity
ZAO ZEM
RSC Energia
Size of
transaction
(contract
amount,
Add/agr.),
rubles
626 798,90
Term of
obligations
performance
under
transaction
(Contract
completion date)
29.11.2013
Date of
transaction
approval
23.06.2012
Body
deciding on
transaction
General
Shareholders'
Meeting
Reg. №
Affiliation
А26112
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
А32313
ZAO ZEM RSC Energia
General Director
Directors’ member
ZAO ZEM RSC Energia
Management member.
members
1.1 Under this Contract terms, the Contractor
undertakes to provide and the Customer commits itself
to accept and pay for package of services for assuring
public catering of the Customer’s employees.
1.2 Services are provided at the Contractors’ public
catering enterprises located on RSC Energia premises.
220/4У-13
Total
ZEM RSC
Energia
30.12.2013
ZAO ZEM
RSC Energia
48 700 000,00
31.12.2014
06.07.2013
General
Shareholders'
Meeting
359 584
035,33
211
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
И04411
RSC Energia performs duties
of single-member executive
body of OAO NPO
Energomash; Corporation
President V.A. Lopota is the
Board of Directors’ member
of OAO NPO Energomash;
member, V.E. Osmolovskiy
is the board of Directors’
member of OAO NPO
Energomash. Corporation
V.K. Verbitskiy is OAO
NPO Energomash Board of
Directors’ member
И01613
body of OAO NPO
member of OAO NPO
Directors’ member
Conduct of qualification tests of digital-analog
converters (DAC) 11К25.2Д 1100-0, 11К25.2Д 11000-01, manufactured for tests and within periods set by
calendar plan.
66/0432011
д/с 1
OAO NPO
Energomash
29.05.2013
2 074 960,00
01.03.2014
19.04.2013
Board of
Directors
Designer’s supervision and services for resolving
technical issues during operation of automatics
actuators system (AAS) 11К25.2Д2000-0 and actuator
353ГК
17/0432013/98513-165
29.04.2013
OAO NPO
Energomash
4 601 220,00
31.12.2013
26.02.2013
Board of
Directors
212
Contract
№
Add.
agr.№
Date of
effecting
transaction
Contract Subject)
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
Date of
transaction
approval
Body
deciding on
transaction
Reg. №
Affiliation
DW Component on subject: “Electromechanical
actuator”
217/0432013/98513-580
30.12.2013
70/05
д/с 24
28.02.2013
70/05**
д/с 25
30.04.2013
Analytic integration of SC and SRC Zenit-M, mission
analysis and Land Launch Program management to
support spacecraft launches
Analytic integration of SC and SRC Zenit-M, mission
analysis and Land Launch Program management to
support spacecraft launches
OAO NPO
Energomash
15 700 000,00
01.08.2014
09.12.2013
Board of
Directors
И00914
body of OAO NPO
member of OAO NPO
Directors’ member
OOO MKU
3 190 200,00
31.12.2030
21.11.2012
Board of
Directors
Г02106
member A.G. Derechin is
OOO MKU Board of
Directors member
OOO MKU
0,00
31.12.2030
19.04.2013
Board of
Directors
Г02106
member A.G. Derechin is
OOO MKU Board of
Directors member
А05413
Corporation President
V.A. Lopota is the member
of OOO Energia SAT Board
of Directors. Corporation
Management member
A.V. Vovk is the member of
OOO Energia SAT Board of
Directors
Lessor puts out on loan to the Lessee non-residential
premises with a total area of 36,9 m2
42/246-13
21.03.2013
OOO Energia
SAT
195 643,80
31.01.2014
20.03.2013
Board of
Directors
213
Contract
№
Add.
agr.№
77/10Ц2013
Date of
effecting
transaction
23.07.2013
3/246-13
Contract Subject)
Quality control services for Research and Development
activities in terms of their compliance with the
requirements of quality management system existing at
RSC
Full and
shortened
firm’s name of
legal entity
OOO Energia
SAT
63 267,49
Term of
obligations
performance
under
transaction
(Contract
completion date)
01.09.2014
Date of
transaction
approval
24.09.2013
Body
deciding on
transaction
Board of
Directors
Reg. №
Affiliation
А17513
Corporation President
V.A. Lopota is the member
of OOO Energia SAT Board
of Directors. Corporation
Management member
A.V. Vovk is the member of
OOO Energia SAT Board of
Directors.
member V.E. Osmolovsky is
the member of OAO
consortium Kosmicheskaya
Regata Board of Directors
06.03.2013
Lessor puts out on loan to the Lessee non-residential
premises with a total area of 20,1 m2 in administrative
building “Design Building №4 (with a total area of
2895,4 m2, inv. №0100489), 3rd floor, part of room 40
located at the address: 1a Grabin Street, Korolev city,
M.R., 141070 for conducting activity foreseen in the
Articles of Association
OAO
Consortium
Kosmicheskaya
Regata
17.05.2013
1.1 Lessor provides for temporary possession and use
(lease) of aircraft Tu-134А3, state registered mark RA65726, serial number 63720 hereinafter referred to as
“the Leased airplane”
ZAO PO
Cosmos
ZAO PO
Cosmos
3 934 500,00
31.12.2013
20.03.2013
Board of
Directors
А14905
1 972 135,00
31.12.2013
20.03.2013
Board of
Directors
А12906
member M.V. Komarov is
the member of ZAO PO
Cosmos
08.02.2013
Board of
Directors
А33412
Cosmos member
327
Add./
agr.
9
333
Add./
agr.
9
17.05.2013
1.1 Lessor provides for temporary possession and the
Lessee accepts for temporary possession and use
(lease) of aircraft An-12, state registered mark RA11025, serial number 6344103 hereinafter referred to
as the “The Leased airplane”
183/216-06
Add./
agr.
6
17.05.2013
Lessor provides for temporary possession and the
Lessee accepts for temporary possession and use of
aircraft Tu-134А, state registered mark RA 65719,
serial number 63637
ZAO PO
Cosmos
12.02.2013
Contractor commits itself to provide services for the
Customer’s personnel management: - for organization
of work with Customer’s personnel: - for Customer’s
personnel records
ZAO PO
Cosmos
205/2У-12
Size of
transaction
(contract
amount,
Add/agr.),
rubles
31 763,58
1 898 599,00
380 494,42
30.06.2013
31.12.2013
31.12.2013
12.02.2013
Board of
Directors
20.03.2013
Board of
Directors
А00113
А14705
Cosmos
Cosmos
214
Contract
№
Add.
agr.№
2/246-13
43/19У-13
Date of
effecting
transaction
Contract Subject)
19.02.2013
1.1 Lessor puts out on loan nonresidential premises
with a total area of 2383,6 m2 located at the address:
blg 1, 1 Borovskoye shosse, airport Vnukovo-3,
Moscow in production building of flight – operational
repair shops (FORS) (inv. № 0100093); - 1st floor,
premises I, rooms №1-3, 6-15, 15а, 16, 18а, 18-22,
22а, 23-33, 39-43, 46-47, premises II, rooms №1-9;
premises III: rooms №1-6, premises IV: rooms №1-2,
premises V: rooms №1-6, premises VI: room №1,
premises VII: room №1, premises VIII: №1, premises
IX: rooms №1,2; - on the 2nd floor; premises X: rooms
№1-32, 34-48, 48а, premises ХI: room №1
22.05.2013
Under this Contract terms, the Contractor enters into
commitments to perform services at the Customer’s
assignment: to perform duties of chief accountant on
keeping accounting records
Full and
shortened
firm’s name of
legal entity
Size of
transaction
(contract
amount,
Add/agr.),
rubles
Term of
obligations
performance
under
transaction
(Contract
completion date)
1
16.09.2013
Body
deciding on
transaction
Reg. №
Affiliation
Cosmos
ZAO PO
Cosmos
ZAO PO
Cosmos
9 576 718,08
4 025 400,40
08.02.2013
Board of
Directors
31.12.2013
19.04.2013
Board of
Directors
30.12.2013
Under
Minutes
№2 of
03.10.2013,
it is
authorized
to effect
transactions
with ZAO
PO Cosmos
with
validity
period till
the end of
2013
30.12.2013
The Lessor puts out on loan nonresidential premises
with a total area of 2383,6 m2 (change in cost of
renting , cancellation of К = 0,8)
2/246-13
Date of
transaction
approval
ZAO PO
Cosmos
2394179,52
А00213
А04813
Cosmos
Cosmos
Board of
Directors
А00213
Note:
* - reduced amount of contract
** - postponement of the dates of contract milestones performance, making changes in text, etc. (with contract amount remaining unchanged)
215
Appendix 8 /Information about economic entities with the Corporation share in their Charter Capital from 2% up
to 20%
Full firm’s name
Shortened firm’s name
TIN, MSRN location
Corporation share in the
legal entity Charter Capital
Limited Liability Company
“Energia-Cert”
OOO Energia-Cert
4A Lenin Street, Korolev city,
Moscow Region, Russia,
141070
TIN: 5018138697
MSRN: 1095018005631
19,5%
“Center for Automated
Hydraulic Devices”
OOO “Tsentr AGUS”
4A Lenin Street, Korolev city,
Moscow Region, Russia,
141070
TIN: 5018014155
MSRN: 1035003367222
19%
Corporation “ILS
International Launch
Services, Inc.”
ILS International
Launch Services, Inc.
C-T Corporation, Delaware
State, Wilmington city, USA
OAO Gazprom, Space
Systems
77B Moskovskaya Street,
Schelkovo city, Moscow
Region, 141112
TIN: 5018035691
MSRN: 1025002045177
Public Corporation
“Gazprom, Space Systems”
Purpose of the Corporation
participation
Certification of goods and services
in the field of space activity
Design work, conducting tests for
development of prototypes and
production models; performance of
repair and adjustment work;
manufacture of devices, instruments
and equipment; innovative activity
Size of dividends
received in the
accounting year, rubles
No profit, no dividends
were paid
230 142,22
17% (nonvoting shares,
type B)
Promotion of the Corporation work
and services on the international
market. At the present time, due to
change in the shareholding structure
of the ILS. International Services ,
impossibility to participate in the
Board of Director’s activities of the
above company, inefficiency in the
Corporation participation in terms of
any positive economic, political,
social results achieved, the subject at
issue is termination of its
participation in this Company
-
16,16%
Implementation of Yamal satellite
communication system development
and manufacture
2 887 635
216
Sea Launch S.a.r.l.
Sea Launch S.a.r.l.
Luxembourg, 58, rue Charles
Martel, L-2134 Luxembourg,
Grand Duchy of Luxembourg
15% (preference shares)
Scientific Technical
Enterprise “Energia – Astro”
OOO STE Energia –
Astro
4А Lenin Street, Korolev city,
Moscow Reg., Russia,
141070,
TIN: 5018015751
MSRN: 1035003355826
14,28%
Aerospace systems development and
use
23 992
“International Space
Services”
OOO MKU
10%
Projects implementation under
International Space Programs (Land
Launch)
were paid
Close Company “Center for
Rocket - Space Technology
Certification
ZAO TsSKT
Blg 2, 101 Vernadsky prosp.,
Moscow city, Russia,
119526
TIN: 7729389099
MSRN: 1037700085818
4 Pionerskaya Street, Korolev
city, Moscow Region, Russia
141070
TIN: 5018034722
MSRN: 1035003364098
2,33 %
Promotion of the Corporation work
and services on the international
market, deriving profits from
commercial SC launches from Seabased Launch Platform
Scientific-technical expertise,
certification of RST articles
No dividends were paid
in the accounting year
27 300
217
Information about termination of the Corporation participation in joint-stock companies in 2013
Full name
Limited Liability Company INKON
(OOO INKON)
Charter capital of
the company
8 400 rubles
Participating interest of the
Corporation in the
company Charter capital
10 %
Date of start/
termination of the
dependence
07.06.1993/
19.12.2013
Note
United State Register of Legal Entities (USRLE) is inserted
information about termination of the company operation as
actually going out of business on the basis of Arbitration Court
decision (Moscow Region) on completing the proceedings in
bankruptey (Extract from USRLE of 07.02.2014 Interdistrict
Inspectorate of Federal Tax Service №2 in Moscow Region)
218
Appendix 9 / Information about affiliated companies with the Corporation share in the Charter capital from 20%
to 50%
Full firm’s name
Shortened firm’s nam
TIN, MSRN location
Joint-Stock Company
“Rocket – Space Company
Baikonur”
AO RSC Energia
Baikonur (till
04.03.2013 – AO
KRISP AELITA)
59 Tabachnozavodskaya Street,
Zhetysusky district, Almaty city,
Republic of Kazakhstan, 050050
Public Corporation
“Consortium
Kosmicheskaya Regata”
OAO Consortium
Kosmicheskaya Regata
4А Lenin Street, Korolev city,
Moscow Reg., Russia
141070
TIN: 5018032789
MSRN: 1035003360534
Corporation
share in the legal
entity Charter
capital
Purpose of the Corporation participation
Size of dividends
received in the
accounting year, rubles
49,5%
Promotion of aerospace industries on the
territories of the Russian Federation and
Kazakhstan; implementation of joint and
international aerospace programs, including
commercial programs. Basically, no activities
are currently conducted by it. In accordance
with the Board of Directors’ decision
(Minutes №1 of 14.07.2011) these assets are
recognized as non-core assets; the Corporation
makes arrangements for termination of its
participation in the company
No profit,
no dividends were paid
30%
Development, manufacture and testing of
solar sail space vehicles, large-size frameless
structures, reflectors and service systems.
In accordance with the Board of Directors’
decision (Minutes №1 of 14.07.2011), these
assets are recognized as non-core assets; the
makes
arrangements
for
corporation
termination of its participation in the
Company
No profit,
219
Open Joint-Stock Company
“Scientific – Production
Corporation RECOD”
OAO NPK RECOD
Blg 6/1, 40 Maryina Roscha, 3rd
passage, Moscow city,
Russia
127018
TIN: 7715700042
MSRN: 1087746601271
Close Company
“Astrasystems”
ZAO Astrasystems
8/5 Barrikadnaya Street,
Moscow city,
Russia, 123242
TIN: 7703564620
MSRN: 1057748413590
26,57%
25,2%
Use of space-related activity results for the
benefit of Russian regions economy
Development and implementation of financial
and project management mechanism of
foreign economic activity in space industry.
In accordance with the Board of Directors’
decision (Minutes №1 of 14.07.2011), these
assets are recognized as non-core assets,
efforts are underway to terminate the
Corporation participation in the company
27 755
No profit,
220
Appendix 10 / Information about subsidiary companies with the Corporation share
in their Charter capital from 50% + 1 share up to 100%
Full firm’s name
Shortened firm’s
name
TIN, MSRN location
legal entity Charter
capital
Purpose of the Corporation
participation
Size of dividends received
in the accounting year,
rubles
Close Company
«Experimental
Machinebuilding Plant of
S.P. Korolev Rocket and
Space Public Corporation
Energia»
ZAO ZEM RSC
Energia
4А Lenin Street, Korolev
city, Moscow Region,
Russia
TIN: 5018037000
MSRN: 1025002028314
100%
Manufacture of manned and cargo
space vehicles, orbital stations;
production of articles and rocketspace complex components
Close Company Volzhskoye
Design Bureau of S.P.
Korolev Rocket and Space
Public Corporation Energia
ZAO VKB RSC
Energia
26B Zemets Street, Samara
city, Russia,443077
100%
Conduct of research work,
development work and experimental
work on implementing RSC Energia
rocket-space programs
were paid
Close Company
«Production Association
Cosmos» of S.P. Korolev
Rocket and Space
Corporation Energia
ZAO PO Cosmos
100%
Air transportation of passengers,
cargoes and mail following MoscowBaikonur route under Federal Space
Flight operation and maintenance of
aviation equipment. Provision of
commercial services
were paid
«Investment Company
Razvitiye»
OOO IK Razvitiye
100%
Investment activity
No dividends were paid
100%
Investment activity
72 500
«RSC Energia-Finance»
OOO RSC EnergiaFinans
TIN: 6312024093
MSRN: 1026300767382
Room 1, Vnukovo-3,
Borovskoye shosse,
Moscow city, Russia,
103027
TIN: 7732016788
MSRN: 1027700321880
4A Lenin Street, Korolev
Russia, 141070
TIN: 5018055017
MSRN: 1025002035277
Russia, 141070
49 158 000
TIN: 5018128089
MSRN: 1085018005368
221
Close Company «Teplo
RSC Energia»
ZAO Teplo RSC
Energia
Russia, 141070
100%
Ensuring efficient management and
operation of the Corporation power
supply services ensured supply of
power resources, water supply
100%
Social component of the Corporation
business. Ensuring manufacture and
deliveries of prosthetic-orthopedic
products, technical equipment for
rehabilitation of disabled persons,
medical facilities; component items
and materials for their production to
enterprises of the Russian Federation
and other countries.
No dividends were paid;
profit is left in the
company’s disposal.
TIN: 5018138369
MSRN: 1095018005279
«Orthopedic Industry
Moscow Energia»
OOO OIME
Russia, 141070
TIN: 5018035726
MSRN: 1025002037191
profit is directed to
reserve fund and to cover
losses of the past period
Close Company
BELROSSAT
ZAO BELROSSAT
Office 416, blg 15, P.
Brovka Street, Minsk city,
Belarus, 220072
70%
Development and operation of space
systems satellite and ground
telecommunication systems;
provision of telecommunication
services to subscribers in the
Republic of Belarus and foreign
countries.
Due to difficulties in the
project development,
there is no profit; no
dividends were paid
either.
«Institute for Industrial
Hydrogen Power of S.P.
Korolev Rocket-Space
Corporation Energia»
OOO IPROVEN RSC
Energia
Russia, 141070
51%
Conduct of studies; designing,
manufacture of power plants on the
basis of the fuel cells and other hightechnology products
91 196
TIN: 5018094390
MSRN: 1045003358036
222
«Energia Satellite
Technologies»
OOO Energia SAT
Russia, 141070
51%
TIN: 5018155195
MSRN: 1135018000259
Close Company «EnergiaTelecom»
ZAO Energia-Telecom
Russia, 141070
TIN: 5018138640
MSRN: 1095018005576
50,1 %
Manufacture of unmanned spacecraft
and objects; prelaunch processing of
space objects; space objects control in
space
No dividends were paid,
because the company
was founded in 2013
Development, manufacture,
commissioning and operational use (for
communication, radio and TV
broadcasting) of satellite
communication components and
systems based upon unmanned
spacecraft
profit is left at the
Company’s disposal
223
Appendix 11 / Non-profit organizations,
the participant (founder) of which is RSC Energia
Full firm’s name
Shortened firm’s name
TIN, MSRN location
economic entity Charter
capital
Purpose of the Corporation participation
Private pre-school educational
institution kindergarten «Lesovichok»
of general education development type,
RSC Energia
DOU Lesovichok
14A Severnaya street, Korolev
city, Moscow Reg., Russia,
141070
TIN: 5018117827
MSRN: 1075000002615
100%
Social project, secured admission of the Corporation
employees children to this preschool educational
establishment.
Non-state educational institution
Regional-Branch ScientificEducational Production Complex
«Personal-Cosmos»
NOU RONUPK Personal Cosmos
TIN: 5018044181
MSRN: 1035003362624
60%
Corporation personnel training, advanced vocational
training, Corporation employees retraining
International Association of Space
Activity Participants
MAKD
TIN: 7702579590
MSRN: 1057748543577
8,33%
One casting vote at the
Corporation participants
meeting
Taking part in proposals for improvement of space
activity, its regulatory and legal framework;
participation in exhibitions workshops, making use of
consulting services
International Astronautical Association
MAF
-
-
Non-profit Partnership «International
Committee on implementing the project
for building International Aerospace
Global Monitoring System».
NP «International Committee on
implementing Project MAKSM»
-
-
Self-regulatory organization Non-Profit
Partnership «Consolidation of
Builders»
Non-Profit Partnership National
Organization of Designers
SRO NP Stroyconsolidatsia
-
-
Conduct of activities to design, build and repair
buildings and facilities
NP NATs Project
-
-
Conduct of activities to design, build and repair
buildings and facilities
Promotion of space research, dissemination of space
knowledge; building up International Community of
Experts
Organization, scientific-technical and financialeconomic support of activities on buiding International
Aerospace Global Monitoring System (MAKSM)
designed for early and efficient warning of
international community with respect to natural
calamities and emergency situations of technogenic
character
224
Appendix 12 / Information about actual results of executing
the Russian Federation President and Government orders and instructions
Information about execution of the RF President and Government orders is made available in accordance with the
data placed on the Interdepartmental portal devoted to public property management (further called the «ID-portal») created
on Federal State Property Management Agency site which is used (among other things) to monitor progress in execution of
the Russian Federation President and Government orders, as well as Federal State Property Management Agency
(«Rosimuschestvo») representing the interests of the Russian Federation, the largest shareholder of the Corporation.
Major component of ID-portal functional involves personal cabinets of its users which present in essence
individual information space where user is afforded opportunities to allocate different information required to organize
continuous managerial process both on the part of its major subject – the state and major subject – the state and on the part
of its other participants: joint-stock companies with state shareholding interest, members of their bodies of administration
and supervision, etc.
At the same time, major objective to use ID-portal is to build on its basis single information space which will
make it possible to conduct interaction and information exchange among users, also with the use of computer-aided flow of
documents.
During 2013 ID-portal of the Corporation placed information in accordance with the orders issued by the RF
Government, as well as Federal State Property Management Agency:
1. Section of ID-portal has been completed in online mode “Background Information about the Organization”
(contact data, information about state backing, indices of the Corporation operation, classification by kinds of economic
activity, industry).
2. Section «Equity Capital Structure» covers information on a monthly basis about the shareholders whose share
in the Charter (contributed) capital exceeds 2%.
3. Section «Control and Managerial Bodies» addresses information about membership of the Joint Stock
Company managerial bodies (Board of Directors, Collegiate Executive Body (Management), Single-member executive
body (Corporation President), Auditing Committee, Committees at the Board of Directors), as well as their competence.
4. Section «Corporate Events» presented current information about RSC Energia corporate events (general
shareholders’ meetings, Board of Directors meetings, meetings of ad hoc Committees at the Board of Directors). In so
doing, the Corporation via ID-portal reported topical information about participation of the Corporation managerial bodies
members in its meetings as well as placed corporate documents of RSC Energia (copies of the Minutes drawn up at the
general shareholders’ meeting held, Board of Directors meetings, ad hoc Committees and commissions meetings held).
5. ID-Portal Section «Reporting» placed on a quarterly basis the Corporation bookkeeping information electronic
files and scanned copies of quarterly interim reporting in PDF.
6. ID-Portal Section «Orders» placed information about progress in execution of the orders at regular intervals.
7. ID-portal Section «Documents» in addition to the earlier placed in-house documents of the Corporation
regulating its activity (constituent, incorporation documents; Provisions on the Joint-Stock Company managerial bodies;
Provisions on Ad Hoc Committees; Dividend Policy Provisions; Investment Fund Provision; Non-Core Assets Alienation
Program; Procurement Policy; Provision on Information Interface between RSC Energia and other ID-portal users relative
to exchange of data and legally significant documents; etc.), presents organization-order documents approved by the
Corporation in 2013 (Provisions on Remuneration and Compensations to be paid to the Board of Directors’ and Auditing
Committee’s members; Provision on Key Performance Indicators System at RSC Energia; Code of Corporate Conduct;
Procurement Activity Provision; Provision on organizing the Corporation executive body activity on information interface
via ID-portal; Report on financial-business activity, etc.).
8. Section «Subsidiary and Affiliated Companies» provides information about the Corporation SAC (contact data,
information about their share in the Charter (contributed capital of the Corporation). In accordance with the order issued by
FPMA (Letter No 11/46314 of 04.10.2013 «On Information Completion in PC at ID-portal») the Corporation informed
SAC about the need to organize activity in their personal cabinets at ID-portal.
Information about the orders executed by the Corporation in the accounting year
1. On Corporate Management issues (setting up Ad Hoc Committees attached to RSC Energia Board of
Directors (Supervisory Board) (FPMA’s Letters No 11/53825 of 19.11.2013; No GN-13/20732 of 18.08.2009), approval
of key performance indicators (KPI) system, working out and approval of the Management Remuneration
Provisions (based upon KPI system) and the Corporation Board of Directors’ members Remuneration Provisions
(RF Government Order No VZ-P13-6294 of 23.07.2009; FPMA’s Fax Message No DP-09/5576 of 12.02.2013; FPMA’s
Letter No GN-15/4637 of 17.02.2012).
Ad Hoc Committees attached to RSC Energia Board of Directors are set up and have been operating since
December 2009. At the Corporation Board of Directors meeting (Minutes No 4 of 08.12.2009) the Regulations governing
these Committees activities such as the Provisions on Strategic Planning Committee, Personnel and Remuneration
Committee, Committee on Audit were adopted.
RSC Energia’s Provision on the Committee on Audit sets forth the concepts recommended by FPMA (Letter No
11/53825 of 19.11.2013) and defines the list of the Committee’s powers, including auditing financial-business activities of
the organization, management and financial statements (including reports on the management progress in achievement of
the established KPIs).
In accordance with the Directive of FPMA No GN-15/9084 of 27.03.2012, the Corporation Board of Directors
(Minutes No 3 of 21.11.2012) considered the issue of setting up the Committee on Modernization and Innovative
Development. It was resolved that it was inexpedient to establish it. By its resolution the Board of Directors broadened the
objectives and functions of the Committee on Strategic Planning, adding innovative development objectives to the list of
the existing ones and changing the name of the Committee appropriately. The Board of Directors approved the Provision
on the Committee on Strategic Planning, Modernization and Innovative Development.
Personal cabinet of the Corporation at FPMA’s ID-portal presents information about available Ad hoc
Committees at the Corporation Board of Directors, copies of the Provisions on Ad Hoc Committees approved, as well as
information about the Committees’ meetings (agenda, voting results, Minutes of the Committees’ meetings).
Corporation Board of Directors (Minutes No 3 of 26.12.2011) approved key performance indicators (KPI) of the
Corporation operation (proceeds; trading profit; net profit; amount of finance – cash flow, index of costs reduction per unit
of output) and the Procedure to calculate index of reduced costs for purchasing goods (work, services) per unit of output.
2012 saw changes in the procedure for remuneration payment to the Corporation managerial personnel concerning
linkage between size of remuneration and achieved index of reduced costs of purchasing goods (work, services) per unit of
output of no less than 10% per year within three year in real terms, as well as imposing sanctions for failure to achieve the
above index.
Annual General Shareholders’ Meeting held on 06.07.1013 (Minutes drawn up at the annual General
Shareholders’ Meeting No 25 of 10.07.2013) approved the Provisions on Remuneration and Compensations to be paid to
the members of RSC Energia Board of Directors and Auditing Committee which had been worked out with due regard for
the recommendations given by the Ministry of Economic Development No GN-13/25630 of 13.10.2009.
In accordance with the decision taken by the Corporation Management (Minutes No 15 of 17.09.2013), the
Provision on the key performance indicators (KPI) system of RSC Energia operation was worked out, approved and came
into force (Corporation President Order No 356 of 30.09.2013).
Personnel and Remuneration Committee at the Board of Directors (Minutes No 2 of 28.10.2013) considered the
submitted materials concerning incentive system of RSC Energia managerial staff and passed the following resolutions:
–
Take note of the Corporation management Incentive System and submit them for the Board of Directors
consideration;
–
Charge the Committee members to state the proposals to add indicators reflecting capitalization and
dividends changes to the List of KPI for the Corporation top managers.
The Corporation Board of Directors (Minutes No 3 of 11.11.2013) addressed the issue of making changes to the
Corporation management Incentive System (KPI) and the following resolutions were passed:
–
Take note of information about the Corporation management incentive System (KPI).
–
Board of Directors’ Committee on Personnel and Remuneration is to prepare proposals to improve Incentive
System of the Corporation Management with due regard for the recommendations given in the report drawn
up by ZAO EchLBi PACC-Audit on proactive audit results at RSC Energia, including the proposals for
changing composition of the Corporation Management performance indicators.
The Board of Directors’ Committee on Personnel and Remuneration (Minutes No 3 of 29.11.2013) considered and
assumed as a basis the proposals to improve the Corporation Management Incentive System and change composition of the
Corporation Management Performance indicators.
Board of Directors’ Committee on Strategic Planning, Modernization and Innovative Development meeting held
with participation of the Board of Directors’ Committee on Personnel and Remuneration members (Minutes No 1 of
23.12.2013) considered the KPI indicators proposed to be concluded in RSC Energia Work Program for 2014 and
Innovative Development Program and took a decision to give further consideration to the KPI issue by the Committee on
Personnel, including problems concerning changes in specific weight of financial and production indicators (quality
indices, indices of state defense order execution towards an increased share of the latter.
226
2. On working out long-term and medium-term strategy of organization development (FPMA’s Letters
No 11/54024 of 20.11.2013; No GN-15/9084 of 27.03.2012) and innovative development program (Letter from the
Ministry of Economic Development No 2114-OF/D19i of 11.02.2013; Letter from FPMA No GN-13/10963 of
11.04.2012).
In an effort to enhance efficiency in operation of the joint-stock companies with state participation, as well as
improve the system of their management on the shareholder’s part, and in accordance with p.2, item 2 of the Minutes
resulting from the meeting held at the First Deputy Chairman of the RF Government No ISh-P13-98pr of 03.10.2013
(relative to approval of the companies development strategies by the Board of Directors), Federal State Property
Management Agency (Letter No 11/54024 of 20.11.2013) considers it necessary to work out medium-term (for 3-5 year
period) and long-term (for 5-10 years period or even longer) development strategies for the joint-stock company.
Board of Directors (Minutes No 9 of 22.04.2011) approved the concepts of the Corporation Development Strategy
for short-term, medium-term and long term periods.
The Committee on Strategic Planning, Modernization and Innovative Development of the Board of Directors
(Minutes No 1 of 23.12.2013) took note of the main directions of the Corporation Strategy and approved the principles of
prioritizing in development of the Corporation projects, as well as availability of the proposals in long-term perspective. At
the Committee meeting it was decided to charge the Committee on strategy together with the Corporation management to
update the submitted materials taking into account the following:
–
Create baseline portfolio of the projects to be implemented under state and commercial contracts or to be
planned for implementation according to the ongoing Federal purpose-oriented programs and other Federallevel directive documents;
–
Single out projects with implementation periods beyond 2020 which are currently not foreseen in Federal
purpose-oriented programs, but are basically necessary to meet government policy objectives in space
activity;
–
Single out proactive (ambitious) projects of the Corporation focused on building breakthrough space
technologies with economic justification of their implementation;
–
Single out critical products (articles) of the Corporation with justification of their unique
character/significance and required manufacture using the Corporation production facilities (with the
required economic justification).
–
Perform individual analysis of prospects for the Sea Launch Project implementation (with the required
economic justification);
–
Submit enlarged economic estimates of each project developed at RSC Energia.
Board of Directors (Minutes No 5 of 23.12.2013) considered and took note of Draft Strategy of the Corporation
and also put the Corporation management in charge of updating and giving further consideration to Draft Strategy of the
Corporation emphasizing at that:
–
Baseline projects (baseline option) with economic estimates up to 2020 and for a longer perspective;
–
Proactive (ambitious) projects – justification of these projects progress, enlarged economic estimate;
–
«critical» products (articles) – justification of the need for their manufacture at RSC Energia; unique
character/significance, economic calculations;
–
Analysis of prospects for the Sea Launch Project implementation with the required economic justification.
Within the framework of the RF President Order concerning drawing up innovative development program (No Pr307 of 07.02.2011), the Corporation Board of Directors (Minutes No 1 dated 14.07.2011) reviewed and approved the
Innovative Development Program (IDP) of RSC Energia for 2011-2020 period.
The Corporation Management was tasked to ensure implementing the abovementioned Program with due regard
for the Working Group’s recommendations for developing public-private partnership in the field of innovation at the
Government Committee on High Technologies and Innovations Reports on IDP implementation by the 2011 performance
(Board of Directors’ Minutes No 7 of 26.04.2012), by the 2012 performance (Board of Directors’’ Minutes No 11 of
29.04.2013) were submitted and approved by the Corporation Board of Directors.
RF Ministry of Economic Development reviewed the report on implementing RSC Energia Innovative
Development Program by the 2011 performance and in its Letter No 2114-OF/D19 of 11.02.2013 the Ministry informed
the Corporation that RSC Energia on the whole had put into effect the measures in all fields foreseen in IDP; the target
figures were achieved by most of the key performance indicators, except for those determining R&D financing.
In order to carry out the order issued by the Chairman of the Interdepartmental Committee on Technological
Development of Presidium at the RF President’s Council on Economic Modernization and Innovative Development of
227
Russia (Letter from the RF Ministry of Economic Development No 5854-АК/D19 of 29.03.2013), the Corporation took
part at the interdepartmental Committee meeting on 04.04.2013 and delivered the report on progress in implementing
Innovative Development Program at RSC Energia.
At the Board of Directors’ meeting (Minutes No 11 of 29.04.2013):
–
It was noted that some of the indicators set in the Innovative Development Program, including proceeds and
net profit indicators had not been achieved by the 2012 performance;
–
Medium-term plan for 2013-1015 under the Innovative Development Program at RSC Energia was
approved;
–
Proposals to update RSC Energia’s IDP for 2013-20202 were approved.
Information about forecasting net profit and proceeds indicators for 2013-2016 was forwarded to FPMA (in
accordance with Letter No OD-11/15469 of 11.04.2013) and placed at FPMA ID-portal:
By Russian Accounting Standards
Year
Proceeds,
bln rubles
Net profit, bln
rubles
2013
33,1
0,8
2014
37,2
0,7
2015
42,0
0,8
2016
47,5
1,0
Corporation took note of FPMA Procedural Materials for medium-term plan for implementing Innovative
Development Program for 2013-2015 (MERT Fax message No 7884-OF/D19i of 22.04.2013).
At the meeting of the Board of Directors, Committee on Strategic Planning, Modernization and Innovative
Development held with participation of the Board of Directors’ Committee on Personnel Remuneration consideration was
given to KPI indicators proposed to be included in the Corporation Work Program for 2014 and Innovative Development
Program. It was resolved to recommend the Committee on Personnel to submit for repeated consideration the issue on KPI,
including problems of changing specific weight of financial and production indicators (such as quality, state defense order
execution indicators) towards increased share of the latter.
3. On ensured holding of annual General Shareholders’ Meetings (FPMA’s Letter No DP-09/5576 of
12.02.2013; No OD-11/11879 of 20.03.2013; No OD-11/42239 of 12.09.2013; RF Government Directive No 2934p-P13
of 29.05.2013).
In order to carry out FPMA’s orders (Letters No DP-09/5576 of 12.02.2013 «On the Proposals for AGSM
Agenda and Nominating Candidates to RSC Energia Managerial and Control Bodies; No OD-11/11879 of 20.03.2013 «On
Preparation for Holding AGSM by the 2012 Performance») the FPMA-proposed items were put on the agenda of General
Shareholders’ Meeting. Due to protracted execution of the Russian Federation Government guidelines with respect to the
agenda approval, the date of holding annual General Shareholders’ Meeting was postponed to 06.07.2013. The rest of the
events took place within periods specified by legislation.
In accordance with FPMA’s Letter No OD-11/42239 of 12.09.2013 «On making Arrangements for Preparing
Proposals by the Joint-Stock Companies to Nominate Candidates to Managerial and Control Bodies for 2014», the Board
of Directors’ Committee on Personnel and Remuneration (Minutes No 1 of 23.10.2013) organized work, made
preparations and approved the proposals for nominating the candidates to RSC Energia Board of Directors as the Russian
Federation representatives, taking into account of FPMA’s recommendations on attraction of professional directors to
managerial bodies of the joint-stock companies with state participation aimed at most efficient replacement of government
officials in their memberships and due to the need to have independent directors and professional proxies in the Board of
Directors memberships, as well as considering special importance attached to the strategic tasks being fulfilled by the
Corporation in the interests of the RF Ministry of Defense; international cooperation in manned cosmonautics and militarytechnical cooperation.
4. On measures aimed at restructuring of the assets owned by the joint-stock companies with state
participation which are provided for in item 8 of the Minutes resulting from the meeting at the Chairman of the RF
Government No VP-P13-56pr of 20.10.2010, including submission of information about alienation of non-core
assets which is under consideration at the meetings of public companies Board of Directors (Supervisory Boards)
228
(Fax messages of the RF Ministry of Economic Development No 27258-OD/D08i of 09.12.2013, No 12316-OD/D08i of
19.06.2013).
In order to carry into effect subparagrap «v» of item 2 of the Russian Federation President’s Decree dated
07/05/2012 No 596 «On Long-Term State Economic Policy» concerning alienation of non-core assets of the companies
with state participation, the Corporation Board of Directors approved the Program of alienation (sale) of non-core assets
owned by RSC Energia on 14.07.2011 (Minutes No 1) and on 20.06.2012 (Minutes No 9) the Board of Directors approved
addendum to the program of alienation (sale) of non-core assets of the Corporation and extended the dates for taking action
in support of the Program implementation.
In the course of the above Program implementation, on the instructions given by the Russian Federation
Government No VP-P13-1770 of 29.03.2012 with respect to looking into the issues of reduced participation of major
public companies in capital of other economic entities, as well as separation of non-core business from them, the
Corporation Board of Directors (Minutes No 1 of 05.10.2012) considered the issue on termination of the Corporation
participation in OOO Experiment within the framework of implementing the Program of alienation (sale) of RSC Energia
non-core assets. In accordance with subparagrap 28, item 1, Art. 28 of the Corporation Articles of Association, the Board
of Directors approved the transaction on selling the Corporation share in OOO Experiment Charter capital to the extent of
49,48% and at the price determined by independent appraiser in compliance with the Russian Federation legislation. Cash
from sales of RSC Energia’s share in OOO Experiment were received by the Corporation.
Buyer was found and share of RSC Energia (49,50%) in AO KRISP AELITA (Russian-Kazakh joint-stock
company) was estimated for entering into contract of sale. In September 2013 new materials for preparing updated report
on the estimated value and conducting its examination were forwarded to SRO «National Appraisers Board».
In order to execute directions for putting to the vote of selling the Corporation share, the report on the estimated
value and the examination conducted by SRO were forwarded to FPMA. Also the above information about non-core assets
alienation was sent to the Ministry of Economic Development.
After the directions are received by the RF interests, the issue of approval of the transaction on alienation of AO
KRISP AELITA shares will be placed without procrastination for consideration at the Corporation Board of Directors’
meeting with a subsequent entering into respective contract (scheduled date is March-April 2014).
Information about progress in implementing the Program of RSC Energia non-core assets alienation is forwarded
to FPMA and Roscosmos as requested (Letter from the RF Ministry of Economic Development No OF-21-5580 of
12.07.2013).
In accordance with FPMA’s Letters No OD-11/43575 of 19.09.2013; No 15/44858 of 11.10.2012; No 15/47697
of 24.10.2012; No ЕА-15/48093 of 25.10.2012; fax messages from the RF Ministry of Economic Development No 27258OD/D08i of 09.12.2013; No 12316-OD/D08i of 19.06.2013. «On Alienation of Non-Core Assets» the Corporation used
FPMA’s ID-portal to place quarterly information about optimization of non-core assets structure (updated information
about the decisions taken by the Board of Directors on non-core assets alienation with attached alienation program, as well
as information about the assets already sold indicating amount of funds received for their sale).
5. On considering the issue of advisability of alienating the Corporation-owned core assets at the Board of
Directors’ meeting and quarterly updating the above information on ID-portal. (FPMA’s Letters No DP-15/26414 of
12.07.2012; No OD-11/40116 of 29.08.2013).
In pursuance of subparagraphs «b» and «v» of Item 1 in the List of the Russian Federation President Orders
No Pr-1092 of 27.04.2012 which concern development of competition and business, as well as the Russian Federation
Government Order No ISh-P13-2638 of 02.05.2012, the Corporation Board of Directors (Minutes No 3 of 21.11.2012)
received the matter on advisability of alienating RSC Energia-owned core assets (including stock (shares) in economic
entities which are in possession (directly or indirectly) of the Corporation) in sectors of the economy exhibiting adequate
level of competition with the aim (among other things) to ensure maximum possible involvement of small and mediumsized enterprises in the process (RF Government Directive No 4965p-P13 of 17.09.2012). At the Board of Directors it was
resolved that alienation of RSC Energia core assets is not advisable.
In accordance with FPMA’s Letters No OD-11/40116 of 29.08.2013 «On carrying into Effect of Subparagraph
«v» of Item 1 of the RF President’s Order No Pr-1092 of 27.04.2012 on the Issue of Alienation of Core Assets»; No OD11/43575 of 19.09.2013 the Corporation updated quarterly information on FPMA’s ID-portal which concerns preparation
and holding corporate events, including consideration of the issues of core assets alienation.
6. On putting into effect the measures aimed to ensure transparency of procurement activity, including the
provisions regulating procedures to purchase goods, work and services (RF Government Order No Ish-P13-8685 of
17.12.2010; FPMA’s Letters No 11/57827 of 10.12.2013; No GN-13/1416 of от 25.01.2011).
229
In accordance with the Decision of the Russian Federation Government No 662 of 30.06.2012 «On time required
for information placement on official site when procuring goods, work, services by particular legal entities within
information-telecommunication network «Internet»; in so doing, information about the Corporation procurement activity
can be found on official site zakupki.gov.ru.
When conducting its procurement activity, the Corporation follows fundamental principles of Federal Law No
223-FZ «On Procurement of Goods, Work, Services by Particular Legal Entities» and focus on execution of the orders
indicated in the RF Government instructions No 6362p-P13 of 24.10.2013.
In accordance with the Russian Federation Government instructions «On Ensuring Transparency of JSC
Procurement Activity»:
– ID-portal of FPMA placed the report on the Corporation procurement activity results on a quarterly basis;
– Corporation official site presented information about placement of orders in an electronic form (procurement
activity). Also developed and adopted were new «Provision on RSC Energia Procurement Activity»
(Corporation President Oder No 35 of 04.02.2013) and «RSC Energia Procurement Activity Policy»
(Corporation President Order No 514 of 23.12.2011).
– Corporation Board of Directors:
– considered the reports on the Corporation procurement activity results over 12 months of 2012 (Minutes
No 5 of 12.02.2013) and for 3rd quarter of 2013 (Minutes No 4 of 09.12.2013), taking into account of the
indicators defining (among other things) the number of e-commerce auctions held (of total volume),
percent of saving achieved (by other procurement), percent of failed electronic auctions;
– established working group led by A.V. Nuzhdov, the Corporation Board of Directors’ member, to
perform review of RSC Energia procurement activity (Minutes No 3 of 11.11.2013).
– charge the Corporation management with making amendments to the Provisions defining the procurement
activity procedure, including purchases in the field of auditing, consulting services and insurance
coverage of the Corporation property interests due to legislation changes and submit them for the Board
of Directors’ consideration (Minutes No 3 of 11.11.2013).
Performance of procurement activity in 2013
Index name
2013
Quarter 1
2013
Quarter II
2013
Quarter III
2013
Quarter IV
Procurement information is published in
information sources of open access
Yes
Yes
Yes
Yes
Is electronic procurement practiced?
Yes
Yes
Yes
Yes
Is there any procurement via holding
electronic auctions?
No
No
No
No
0
0
0
0
13
26
52
47
Total volume of procurement activity,
thousand rubles
85 881,60
102 028,17
6 050 937,29
6 908 455,20
Planned number of electronic auctions
held
0
0
0
0
Actual number of electronic auctions held
0
0
0
0
Total amount, for which electronic
auctions were held, thousand rubles
0
0
0
0
Total amount of expenses on procurement
activity, thousand rubles
85 881,60
102 028,17
6 050 937,29
6 908 455,20
Total amount of expenses on electronic
procurement activity, thousand rubles
51 486,60
63 777,59
202 381,12
24 111,32
Total amount of expenses on other
procurement activity, thousand rubles
34 395,00
38 250,58
5 848 556,17
6 884 343,88
Percent of deliveries acquired through
electronic auctions, %
Total number of tenders held
230
Total amount of expenses on procurement
activity via electronic auctions, thousand
rubles
0
0
0
0
Percent of saving achieved by the results
of electronic auctions, %
0
0
0
0
9,03
4,44
21,97
2,37
0
0
0
0
approved
04.02.2013
approved
04.02.2013
approved
04.02.2013
approved
04.02.2013
Percent of saving achieved by other
procurement, %
Percent of the failed electronic auctions, %
JSC approved the document regulating
procurement activity
7. On preparation and submission of the reports drawn up by the representatives of the RF interests in
public corporations managerial bodies (FPMA’s Letter No OD-18/34902 of 31.07.2013 «On Submission of Reports
Drawn Up by the Representatives of the RF Interests in OAO Managerial Bodies»).
The Corporation employees taking part in corporate events are afforded an opportunity to place electronic
documents whose legal validity is certified by electronic digital signature on ID-portal. All the members for the
Corporation Board of Directors representing the RF interests have the right to own electronic digital signature and place
annual and quarterly reports on their activities in managerial bodies, as well as reports on financial-business activity of the
Corporation on ID-portal. The procedure for the above reports submission and its details are distributed among
corresponding members of the Board of Directors.
The report is based upon information about participation of the Russian Federation interests representative in
corporate events to be placed on ID-portal by the Corporation. For correct generation of the above reports the Corporation
(as corporate events are convened) is placing in «personal cabinet» data on the Russian Federation interests representative
incorporated into the Board of Directors (Supervisory Board); as well as information about the representative of the
interests taking part in RSC Energia corporate events being held.
8. On ensuring quarterly submission to FPMA of information about indicators defining costeffectiveness of
the Corporation operation (FPMA’S Letter № OD-18/35250 of 01.08.2013).
In pursuance of p. 2 of the Russian Federation Government Decree №23 of 11.01.2000 “On Register of CostEffectiveness indicators of Joint-Stock Companies Whose Stock is in Federal Ownership”, the Corporation notified the
Russian Federation interests representatives in the Corporation managerial bodies and ensured (beginning with the 3rd
quarter of 2013) submission of information required to form the Register of cost-effectiveness indicators of joint-stock
companies operation on Interdepartmental portal for state property management.
9. On working out in the Corporation and its SAC the Provisions on organizing activity of the JSC
executive body on information interface via the Interdepartmental portal for state property management (FPMA’S
Letter №OD-11/11879 of 20.03.2013).
Annual General Shareholders’ Meeting (Minutes of annual General Shareholders’ Meeting №25 of 06.07.2013)
approved the Provision on organizing activity of the JSC executive body on information interface via the Interdepartmental
portal for state property management which had been developed on the basis of FPMA procedural materials.
In pursuance of FPMA’S order, the Corporation prepared and forwarded to the subsidiary companies the
shareholder’s decision (indicating participant, letter) on working out (approval) of the Provision on organizing activity of
the JSC executive body on information interface via the Interdepartmental portal for state property management.
Subsidiary and affiliated companies whose shareholder (participant) is the Corporation (OOO IK Razvitiye, OOO
RSC Energia – Finans, ZAO Teplo RSC Energia, ZAO PO Cosmos, OAO NPK REKOD) have worked out and approved
the above Provisions.
10. On execution of the RF President’s Order №Pr-113 of 17.01.2012 on exclusion of conflict of interests
when entering into contracts (FPMA’S Letter №OD-11/12116 of 22.03.2013).
In order to pursue anticorruption policy and take effective measures to prevent and settle conflict of interests, as
well as with the aim to ensure common corporate standards relative to the Corporation and its SAC, amendments were
made to labor contracts of the Corporation President and SAC general directors.
231
11. On implementing the joint-stock company strategy concerning energy saving and energy efficiency
(Item 8, the RF Government Order № ISh-P9-3772 of 18.06.2008 (on implementing the RF President Decree № 889 of
04.06.2008 “On some measures to increase energy and ecological efficiency of Russian economy”; FPAM’S Letter
№ GN-15/2957 of 06.02.2012 “On energy saving and increased energy efficiency”).
In order to ensure efficient management and operation of power facilities, ZAO Teplo RSC Energia, the
corporation subsidiary company, performed all-round inspection of all power facilities; worked out the program of
modernizing particular power facilities; started its step-by-step implementation. Placing into operation of modern
equipment lowered level of pollutant emissions, made it possible to apply energy-saving technologies. Economic aspect of
the project “Energy Efficiency” will enable to modernize the entire power facilities complex of the Corporation.
In order to implement Article 15 of Chapter 4 in Federal Law № 261-FZ “On Energy Saving and Enhanced
Energy Efficiency and Making Amendments to Particular Legislative Acts of the Russian Federation” and get unbiased
information about volume of power (energy) resources being used; determine indices of energy efficiency; specify energysaving potential and enhanced energy efficiency, the Corporation conducted activities focused on mandatory inspection, of
its power facilities (analysis of equipment content; conditions of heat, electric power and water supply; survey of power
networks and power distribution equipment; inspection of heat distribution system, heating system; ventilation system; hot
water supply system; making instrumental measurements, including infrared imaging control; inspection of water supply
and disposal systems). Activities on mandatory inspection of power facilities (energy audit) at RSC Energia were
conducted by ZAO Group ENTER, the specialized organization.
During inspection of power facilities the following documents were developed, agreed upon, approved and made
available to the Corporation:
– Report on mandatory inspection of RSC Energia power facilities which covers energy-saving
recommendations and technical solution with estimated costs required to implement the scheduled actions
and possible payback periods.
– RSC Energia Energy passport registered with SRO NP Energo Prof Audit (Reg. №E-015/048-13 of
27.02.2013) is forwarded to the Russian Federation Ministry of Power Engineering according to the
Regulations Energy passport is drawn up in accordance with the Requirements set forth in the Order №182
of 19.04.2010 issued by the RF Ministry of Power Engineering.
2013 saw working out and putting into effect of additional measures aimed to achieve real indices of saving
energy resources:
– Efforts were made to develop summarized Energy passport for RSC Energia, including its branches.
– Repair activities were performed to improve heat loop of buildings and facilities, as well as glazing work in
RSC Energia buildings (installation of energy-efficient glass packets).
– New energy-saving lighting devices were mounted in the Corporation divisions.
– Cold water metering devices were installed.
– Low air pressure compressors were purchased and forwarded to the corporation departments.
– Replacement of obsolete and depreciated equipment was performed at NTTs-9Ts.
Corporation Management (Minutes №19 of 21.11.2013) considered and took note of the following:
– Report on progress in Energy-Saving Program implementation by the 2012 performance and the results for
the 9 months of 2013.
– Report on work (actions) with respect to implementing Energy Efficiency Project.
12. On ensuring conduct by the Auditing Committee (requirement from S.A. Barinov, Deputy Head of
Department, FPMA, the Auditing Committee member), Interdepartmental Working Group (Roscosmos) (Order from
Deputy Chairman of the Russian Federation Government D.O. Rogozin of 25.02.2013 and Head of Federal Space Agency
V.A. Popovkin (Roscosmos’ Letter №OF-21-2024 of 14.03.2013), the Russian Federation Clearing House (Letter from
the Russian Federation Clearing House auditor № 04-68/04-02 of 21.03.2013) on extraordinary audits, as well as
proactive audit by auditing firm ZAO EchLBi PACC - Audit (Corporation board of Directors’ Order (Minutes №9 of
25.03.2013) on the following issues:
– RSC Energia financial – business activity with respect to execution of state defense order, meeting
commitments on foreign economic activity concerning space projects; financial stability and assessment of
management efficiency over the period since 2009.
– Audit of RSC Energia international activity, financial stability and assessment of the Corporation
management performance; efficiency in the Sea Launch Project implementation.
– Audits of efficiency in utilization of state resources allocated for space activity development in the Russian
Federation property interests in the course of setting up and operation of joint ventures in rocket-space
industry at RSC Energia production facilities.
232
The Corporation prepared and submitted the materials being requested during the above audits.
Board of Directors (Minutes No 13 of 13.06.2013) considered and took note of the Auditing Committee resolution
on the unscheduled audit results at RSC Energia over the period since 2009 concerning financial-business activity of RSC
Energia relative to progress in state defense order execution; meeting foreign economic activity commitments; financial
stability and management efficiency assessment. In addition, the Board of Directors heard and took note of the report
presented by the first Deputy Head of Federal Space Agency O.P. Frolov who had announced the Conclusion prepared by
the interdepartmental working group on auditing RSC Energia’s activity. Copy of the unscheduled audit report and the
Auditing Committee’s resolution were submitted by the Corporation to Federal Space Agency.
In the performance of the instructions given by Deputy Chairman of the Russian Federation Government
D.O. Rogozin to the representatives of the Russian Federation interests in the joint-stock companies Board of Directors
No RD-P7-95s of 25.02.2013, the Board of Directors (Minutes No 9 of 25.03.2013) took a decision to conclude additional
agreement with the Corporation auditor conducting proactive audit.
The Board of Directors (Minutes No 3 of 11.11.2013) considered and noted the report of ZAO EchLBi PACCAudit on proactive audit results. The report prepared by ZAO EchLBi PACC-Audit is forwarded to Federal State Property
Management Agency, Federal Space Agency and the Russian Federation Ministry of Economic Development.
13. On submission of information about RSC Energia net profit and proceeds forecast for 2013-2016
(FPMA’s Letter No OD-05/31602 of 12.07.2013).
In order to prepare by the RF Ministry of Finance of Draft Federal Law on Federal budget for 2014, the
Corporation submitted to the RF Ministry of Economic Development and placed on ID-portal information concerning RSC
Energia net profit and proceeds forecast for 2013-2016 (with forecasted Federal budget receipts of dividends on the shares
owned by the Russian Federation).
Item
№
Indicator name
Indicator value
1
Joint-stock company name
RSC Energia
2
State share of corporate stock
3
Net profit by IAS in 2012, million rubles
4
Net profit by RAS (Russian Accounting Standards) in 2012, million rubles
5
Actual Federal budget receipts of dividends in 2013, million rubles
73,9
6
Type of accounting base (IAS, RAS, RAS after deduction of financial assets
revaluation)
RAS
7
Net profit forecast by IAS in 2013, million rubles
8
Net profit forecast by RAS in 2013, million rubles
9
Forecast of Federal budget receipts of dividends in2014, million rubles
65,5
10
revaluation)
RAS
11
12
13
Forecast of Federal budget receipts of dividends in 2015, million rubles
13,1
14
revaluation)
RAS
15
16
17
Forecast of Federal budget receipts of dividends in 2016, million rubles
18
revaluation)
38,22%
–
758,9
–
685,0
–
137,0
–
1 261,0
120,5
RAS
233
14. On implementing the provisions set forth in the Government Direction No 774-r of 29.06.2006 «On
shaping the Russian Federation position as the shareholder in the joint-stock companies whose shares are in
Federal ownership» (in rev. Government Direction No 2083-r of 12.11.2012) (FPMA’s Letter No OD-11/10578 of
13.03.2013; Directive for the Russian Federation representatives in the joint-stock companies boards of directors No PF11/16678 of 17.04.2013).
In pursuance of FPMA’s order, the Corporation ensured implementation of the provisions foreseen by the
Government direction, i.e. guided by FPMA’s recommendations in considering the issue on defining size of dividends
being paid by the Corporation and its subsidiary companies (no less than 25 % of joint-stock company net profit).
15. On placing information on Federal Property Management ID-portal (In accordance with the Russian
Federation Government Decision No 1214 of 31.12.2010 «On Improvement of the Procedure to Manage Public JointStock Companies whose shares are in Federal Ownership and Federal State Unitary Enterprises»).
In pursuance of FPMA order (Letter No OD-11/39831 of 28.08.2013), with the aim to prepare report to the RF
President, as well as to prepare a report on execution of subparagraph «d», item 1 of the RF President’s order No Pr-1092
of 27.04.2012 relative to step-by-step replacement till 01.09.2015of government officials in managerial bodies of business
associations whose shares are in the Russian Federation ownership with professional directors; the Corporation updated
information on ID-portal about the approved Board of Directors and Auditing Committee membership elected at GSM
during 2010-1-13, as well as the Chairmen of the Board of Directors and Auditing Committee.
In accordance with FPMA’s fax message (ref. No 11/2789 of 29.01.2013) «On available Ad Hoc Committees at
the Joint-Stock Company Board of Directors», in its section «Managerial and Control Bodies» information is updated on
the Committees on personnel and remuneration, strategic planning and audit at the Board of Directors. Besides, the
provisions on the above Committees and the provisions on remuneration and compensations to be paid to the Board of
Directors’ members are placed.
In the performance of FPMA’s order (Fax message No 15/49672 of 06.11.2012), in its section «Corporate
Events» information about RSC Energia corporate events was completed in full scope (about general shareholders
meetings; Board of Directors’ meetings, Ad Hoc Committees meetings at the Board of Directors). In so doing, the
Corporation via ID-portal submitted information about participation of RSC Energia managerial bodies’ members in its
meetings.
In pursuance of FPMA’s order (Letter No OD-11/43575 of 19.09.2013 «On Updating Information in JSC
Personal Cabinets»), the Corporation took the following actions:
1. Placed are scanned images of accounting report forms from 2010 to 2013 (annual and quarterly) and the
minutes of the Board of Directors meetings.
2. Loaded are electronic bookkeeping reporting documents on the performance during 2010-2013 in XML format
(annual and quarterly).
3. Updated is information about single-member execute body.
4. Presented is topical information about the Corporation Management.
5. Completed is the section concerning the Board of Directors’ and Auditing Committee membership over the
2010-2013.
6. Presented is information about Ad Hoc Committees’ membership at the Board of Directors.
7. Updated is general information about the Corporation.
8. Updated was information about stockholders’ equity structure on a monthly basis.
9. Completed is information about subsidiary and affiliated companies, as well as the Corporation share in SAC
Charter capitals.
10. Furnished is information about available ad hoc committees at the Board of Directors, approval of KPI
system; developed and adopted provisions on management and Board of Directors members remuneration.
11. Presented is information about payments (remuneration) to the company’s managerial personnel (singlemember executive body/chairman of collective execute body, managers of structural subdivisions, members of the Board
of Directors (Supervisory Board) who are entitled to get remuneration (RF Government Order No ISh-P13-2232 of
08.04.2010; FPMA’s Letter No YuM-13/10638 of 27.04.2010; FPMA’s Fax message No 81 of 05.07.2010; No 93 of
04.08.2010).
12. Placed is information about Russia-made products procurement.
13. Updated is information about measures on assets structuring.
234
14. Updated was information about implementing measures in support of procurement transparency and changeover to making purchases in electronic form and procurement activity on a quarterly basis.
15. Presented was information about implementing investment programs on a quarterly basis.
16. Updated was information about measures to sell core assets.
16. On Russian Business Joining the Anti-Corruption Charter (FPMA’s Letter No 11/532971 of 20.11.2013).
FPMA’s proposal for a possible joining by RSC Energia the Anti-Corruption Charter of Russian Business is
currently under study at the Corporation Security and Confidentiality Office with legal department involved.
17. On ensured consideration of the issues concerning mandatory use of direct long-term contracts for
deliveries of fabricated metal products at the Corporation Board of Directors’ meetings, with price formula taking
into account the procedural recommendations approved by the RF Ministry of Industry and Trade Order No 1243
of 20.12.2010 (RF Government Directive No 751p-P13 of 22.02.2012).
The Corporation Board of Directors (Minutes No 5 of 12.02.2013) considered the issue concerning mandatory use
of direct long-term contracts for deliveries of fabricated metal products with price formula taking into account the
procedural recommendation.
Due to the fact that the Corporation does not use metal products in large quantities; neither does it conclude
respective contracts for deliveries of products like that, the Board of Directors took note of the content of the above
Directive of the Russian Federation Government.
What is more, taking into account that ZAO ZEM RSC Energia (100% subsidiary company of the Corporation) is
the user of fabricated metal products, the Corporation directed to this company the procedural recommendations approved
by the Order of the RF Ministry of Industry and Trade No 1243 of 20.12.2010for their use during conduct of its business
activity.
18. On the Corporation managers and executive submitting information about their income, property and
property obligations; their spouses income, property and property obligations and same information about their
children under age for 2011 and subsequent years (RF President order No Pr-113 of 17.01.2012; Roscosmos Order
No VP-127-rsp of 16.02.2012; FPMA’s Letter No UGI-1739-iskh of 23.03.2012).
In pursuance of the RF President Order on the joint-stock companies managers and executives submitting
information (where the state has a controlling interest) about their income, property and property obligations, their spouses
and children under age income, property and property obligations for 2011 and subsequent years, the Corporation has
prepared and submitted the requested information with respect to the Corporation President to Federal Space Agency.
In pursuance of Article 8, Federal Law No 273-FZ of 25.12.2008 «On Corruption Counteraction», the RF
Government Decree No 613 of 22.07.2013; Federal Space Agency Orders No 160 of 06.08.2013 and No 167 of
23.08.2013, the Corporation President issued order No 19 of 17.01.2014. This order approved the List of the posts
appointing to which and replacement of which required that respective employees are to submit information about their
income, expenditures, property and property obligations, as well as their spouses and children under age income, property
and property obligations. In the fulfillment of the order, additional agreements to labor contracts were concluded with the
employees indicated in the approved List of the posts.
235
Appendix 13 / Information about the Corporation investments with an
estimated rate of return on which making up more than 10% per year;
indicated investment objective and amount of investment as well as
financing sources.
There are no investments with an estimated rate of return making up more than 10%.
236
Appendix 14 / Information about continuing court proceedings in which the
Corporation acts as a plaintiff/defendant on debt claim, with indicated total
amount of made/lodged claims of material value to the Corporation.
1. Trial concerning the matter of insolvency (bankruptcy) of the organization.
Plaintiff is RSC Energia (4А Lenin Street, Moscow Region, Korolev city, 141070).
Defendant is ZAO DB Polyot (226 Bogdan Khmelnitsky Street, Omsk city, 644021).
Matter in contest is the creditor’s claim for recovery of 24 520 000 rubles within the framework of the matter of insolvency
(bankruptcy) of the organization.
By the judgment of the court of primary jurisdiction as of 26.12.2012 the claim was entered in the Register of Creditor’s
Claims.
2. Trial concerning the matter of insolvency (bankruptcy) of the organization.
Plaintiff is RSC Energia (4А Lenin Street, Moscow Region, Korolev city, 141070)
Defendant is SUE NPTs SPURT (4 Zapadny 1st proyezd, Zelenograd, Moskow, 124460)
Matter in contest is the creditor’s claim for recovery of 55 360 000 rubles within the framework of the matter of insolvency
(bankruptcy) of the organization.
As of 31.12.2013, an action for insolvency (bankruptcy) of the organization was brought against SUE NPTs SPURT.
According to the determination issued by Moscow Arbitration Court as of 18.02.2014, court session was prescribed for
consideration of RSC Energia claims for entering in the Register of Creditors.
3. Trial concerning dissolution of the state contract No К-23-02-07 of 31.07.2007.
Plaintiff is the Russian Federation Ministry of Defense (19 Znamenka Street, Moscow, 119 160).
Defendant is RSC Energia (4А Lenin Street, Moscow Region, Korolev city, 141070).
Matter in contest is dissolution of the state contract No К-23-02-07 of 31.07.2007.
As of 31.12.2013, the case was under consideration at court of primary jurisdiction. By the judgment of the court of
primary jurisdiction as of 25.02.2014, the claims were satisfied in full scope.
4. On filing a claim by the Boeing and Aker Group of Companies for a total amount of about 112 million USD. On
11.10.2010 the arbitrator passed the decision on termination of the trial for procedural reasons (due to the fact that the case
is not within his jurisdiction) and reimbursement of the Corporation expenses on the trial. On 11.01/2011 the Boeing and
Aker Group of Companies submitted notice of appeal to the court of Stockholm city with respect to the Arbitrator’s
Award. As of the end of 2013, the litigation proceedings still go on. All things considered, at the present time it does not
seem possible to give real assessment of appropriate risks.
5. On 01.02.2013 central circuit court (California, United States) received statement of claim filed by the Boeing and
the Boeing Commercial Space Company (BCSC) which involved 4 claims:
– Suit against Design Bureau (DB) Yuzhnoye and PA Yuzhmashzavod (Ukraine) for breach of «The Agreement on
Creation of Sea Launch Companies» as of 03.05.1995. Amount of the claim is 55 million USD.
– Suit against DB Yuzhnoye/PA Yuzhmash for breach of «The Agreement on Guarantees and Security» as of 03.02.1996.
Amount of the claim is 78 million USD.
– Suit against RSC Energia (RF), Energia Overseas LLC (USA) and Energia Logistics LTD (USA) for breach of «The
Agreement on Creation of Sea Launch Companies» as of 03.05.1995. Amount of the claim is 92 million USD.
– Suit against RSC Energia (RF), Energia Overseas LLC (USA) and Energia Logistics LTD (USA) for breach of «The
Agreement on Guarantees and Security» as of 03.02.1996. Amount of the claim is 130 million USD.
What is more, presented are the claims for recovery of interest on all the claimed amounts (at the rate to be fixed by court).
In June 2013 Kvaerner company added its claim to the claims filed by the Boeing Company and the Boeing Commercial
Space Company (BCSC). Amount of the claims filed by the Kvaerner Company is defined to the extent of no less than
237
84,7 million USD. Besides, claims are made for charging interests at the rate to be determined by the court’s decision. RSC
Energia does not agree to the claims submitted and on July 5, 2013 RSC Energia raised appropriate objections as well as
the counter-claim for the amount of 430 million USD. By preliminary estimates, the trial is expected to continue at least
two years. On the date of the accounting year end the case is not closed and still under consideration.
238

of sp korolev rocket and space public corporation

Transcription

Similar documents

88TH RSC HOW TO GUIDE FOR DTS INVITATIONAL

Eloxite Corporation

and Print - RSC Custom Graphics

Challenger 2/3 Level 0 Control

Compared to cold-tip thermometers

Project Description: In 2008 Hoyne Savings Bank realized that their

Company Profile - Javedan Resources Corporation

RSC Project Prospect

Base EU Cities Presentation

Hawaiian Party