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OF S.P. KOROLEV ROCKET AND SPACE PUBLIC CORPORATION ENERGIA FOR 2013
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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.
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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
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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
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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
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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*
Production figures
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 (manufacture/launch)
units 3/4 5/4 4/4 4/4 5/4
Transport cargo space vehicles (manufacture/launch)
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
R & D costs mln rubles NA 18 646,0 16 700,0 17 781,2 23 832,1 34,0%
Innovative products sales share in receipts
% NA 26,7 32,7 32,1 35,3 3,2 п.п.
Technologies introduced into production (first year of application)
units NA 2 5 6 6 -
* size of dividends by the 2013 performance results – tentative proposals
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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
Number of manufactured transport manned space vehicles, units
Number of unmanned spacecraft orders, units
R & D costs, mln rubles
Innovative products sales share in receipts, %
STATE ORDER COMMERCIAL ORDER
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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 high-technology 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: Открытое акционерное общество «Ракетно-космическая
корпорация «Энергия» имени С.П. Королёва» Shortened firm’s name: ОАО «РКК «Энергия»
Full firm’s name in English: «S.P. Korolev Rocket and Space Public Corporation Energia» Shortened firm’s name in
English: RSC Energia
Date of incorporation and number of State Registration
Certificate:
06.06.1994 г. №1430
State agency for registering legal entities:
Municipal Administration of Kaliningrad city, Moscow Region
Main State Registration Number (MSRN)
1025002032538 of 21.10.2002 registered by Interdistrict Inspectorate of Federal Taxation Service №2, Moscow Region
Certificate of its being entered in the United State Register of Legal
Entities
Series 50 No 02516454 Issued by Inter district Inspectorate of Federal Taxation Service No 2, Moscow Region
Taxpayer Identification Number: 5018033937 Place of business and mailing
address: 4A Lenin Street, Korolev city, Moscow Region, 141070 Russia
Contact phone: (495) 513-72-48 Fax: (495) 513-86-20, (495) 513-88-70
Corporation e-mail [email protected] Corporation web site: www.energia.ru
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Corporation structure (its participation in subsidiary and affiliated companies)
Appendices 8, 9, 10 and 11 to the Annual Report give detailed information about subsidiary and affiliated companies with RSC Energia participation
Subsidiary and affiliated companies within the Corporation core business (RSC Energia’s share in their authorized capital )
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.
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.
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
OOO Energia SAT (51%)
ZAO Energia - Telecom (50,1%)
OAO “Gazprom Kosmicheskiye sistemy" (16,16%)
RSC Energia’s ZAO ZEM (100%)
RSC Energia’s ZAO VKB (100%)
RSC Energia’s ZAO ZEM (100%)
OAO Consortium „Kosmicheskaya Regata (30%)
RSC Energia ITS CORE ACTIVITIES
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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-ВК-08/11307 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 Joint-Stock 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 social-economic 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
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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
Characteristic
Space vehicle
MPCV/Orion Dragon CST-100 Dream Chaser
Launching mass, t flights to ISS flights to Moon
-
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 2016-2017
Initiation of operation in manned mode 2021 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.
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Foreign – made transport cargo vehicles
Characteristic
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
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.
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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
Share of cargo vehicle launches performed by RSC Energia under the ISS Program
Share of RSC Energia performed launches into geosynchronous and geosynchronous transfer orbits in the world market (under the Sea Launch and Land Launch Programs
Share of medium and heavy launch vehicles launched with upper stages (Soyuz/Fregat, Proton/Briz-M, Zenit/Fregat, Proton/DM) under RF government programs
Space Shuttle
“Souyz” “Souyz” “Souyz”
4 launches 4 launches
4 launches
3 launches In all: In all: In all:
4 launches
4 launches
7 launches
“Progress” “Progress” “Progress”
5 launches 4 launches 4 launches (1 launch failure)
10 launches 7 launches 8 launches In all: In all: In all:
3 – Space Shuttle
«Sea Launch»
“Land Launch”
1 launch
1 launch
3 launch 1 launch
1 launch (failure)
«Sea Launch» «Sea Launch»
“Land Launch”
In all: In all: In all:
18 launches 25 launches 15 launches
In all:
1 launch
In all:
9 noncommercial launches 5 noncommercial launches 3 noncommercial launches
with US DM delivery with US DM delivery
In all:
1 launch (launch ufailure)
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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 IDP-related 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
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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
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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.
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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
2013 actual figures
Receipts, including: 1 056 528,0 812 332,8 Depreciation 325 711,5 324 453,3 Net profit 559 848,7 456 080,8 Investment credits 139 217,8 0,0 Target funding 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 Financial investments 40 290,0 40 290,0
Expenditures for residential construction**
2 909 744,4 2 840 242,4
* 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.
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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
Manned Space Systems 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
– RF Federal Space Agency (Roscosmos)
– US Space Agency (NASA) – European Space Agency (ESA) – Space Agencies in other
countries
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.
Manned Space Systems
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.
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• 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.
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International Space Station at the end of 2013
1. Service module Zvezda (SM) 12. Manned transportation spacecraft Soyuz TMA-11M 23. Japanese Experimental Module Kibo (JEM) 2. Unmanned logistics spacecraft Progress M-21M 13. Mini Research Module Rassvet (MRM1) 24. ExPRESS Logistics Carrier (ELC1) 3. Docking compartment Pirs (DC1) 14. Leonardo Permanent Multipurpose Module (PMM) 25. P3/P4 Truss 4. Unmanned logistics spacecraft Progress M-20M 15. Node module Unity (Node1) 26. P5/P6 Truss 5. S1 Truss 16. European laboratory module Columbus (COL) 27. ExPress Logistics carrier (ELC3) 6. ExPRESS Logistics carrier (ELC2) 17. Laboratory module Destiny (LAB) 28. P1 Truss 7. S3/S4 Truss 18. Node module Harmony (Node2) 29. S0 Truss 8. S5/S6 Truss 19. Pressurized Mating Adapter #2 (PMA2) 30. Z1 section 9. External Stowage Platform (ESP3) 20. Cupola 31. Mini Research Module Poisk (MRM2) 10. ExPress Logistics carrier (ELC4) 21. Node module Tranquility (Node3) 32. Manned transportation spacecraft Soyuz TMA-10M 11. Functional cargo module Zarya (FGB) 22. Pressurized Mating Adapter #3 (PMA3)
1 2
3
5 6
4 7
8
9 10
11
12 13 14
16 17
15 18 19 20
21 22 23
24 25
26
27 28 29 30
31 32
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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
Vehicle Expedition LaunchDate Landing date Crew
Soyuz TMA-08M
ISS-35/36 Mar 28, 2013 Sep 11, 2013
Vinogradov, Pavel Vladimirovich (Russia) Misurkin, Alexander Alexandrovich(Russia) Christopher Cassidy (USA)
Soyuz TMA-
09M ISS-36/37 May 28, 2013 Nov 11,
2013 Yurchikhin, Fyodor Nikolaevich (Russia) Karen Nyberg (USA) Luca Parmitano (Italy)
Soyuz TMA-
10M ISS-37/38 Sep 25, 2013 in 2014 Kotov,
Oleg Valerievich (Russia) Ryazansky, Sergei Nikolaevich (Russia) Michael, Hopkins (USA)
Soyuz TMA-11M
ISS-38/39 Nov 7, 2013 in 2014 Tyurin Mikhail Vladislavovich (Russia) Koichi Wakata (Japan) Richard Mastracchio (USA)
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Launches of unmanned logistics spacecraft Progress to the ISS in 2013
Vehicle Launch Date Date of undocking from the ISS
De-orbit Date
Progress M-18M Feb 11, 2013 Jul 25, 2013 Jul 26, 2013 Progress M-19M Apr 24, 2013 Jun 11, 2013 Jun 19, 2013 Progress M-20M Jul 27, 2013 in 2014 in 2014 Progress M-21M Nov 25, 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 – ISS-38 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, ISS-
38. • 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.
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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
Area of research
2013 Long-term program
Number of completed
experiments
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
Education and popularization of space exploration
5 83 13
Total 57 1 571 173
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
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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.
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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
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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 self-induced 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 “Indicator-ISS”. 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 “Indicator-ISS” 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
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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
21200 kg
Pressurized volume 70 m³ Volume allocated for science
equipment 6 m³
Power available for science equipment up to 2.5 kW
Number of external workstations 12
Service life 7 years
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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
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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 in-
factory 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 800 kg
Pressurized volume 19 m³ Diameter of the spherical structure 3300 mm
Service life 10 years Delivery vehicle Logistics vehicle
Progress M-NM
Static mockup of the Node Module Dynamic mockup of the Node Module
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The mockup to train the crews for extravehicular activities Electric tests on Node Module integrated testing facility
Flight model of the Node Module
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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 20890 kg
Pressurized volume 94 m3
The orbital altitude of docking with the ISS
350 to 410 km
Orbital inclination 51.6°
Volume for scientific equipment and cargoes
15 m3
Average annual generated power at beginning of life
no less than 18 kW
120 V power transferred to the ISS RS up to 12 kW
Service life 15 years
Delivery vehicle 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
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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:
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• 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.)
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• 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
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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.
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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);
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• 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
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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
Work Qty. Customer
Manufacturing of Block DM-type upper stages
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
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) 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
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 DM-SL 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.
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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 Intelsat-27 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).
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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.
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• 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 Yamal-200 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.
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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.
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• 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.
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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
Sea Launch 1 (failure)
Land Launch 1
TOTAL: 11
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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
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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.
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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,
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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
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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;
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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
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
Managers Specialists Workers
Basic general education
Secondary general education
Secondary professional education
Higher education
30 years and younger
older than 71
years years years years
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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 • 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
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)
• Potential personnel reserve of the employees up to 35 years (130 persons)
Professional personnel development, including development under strategic, professional and compulsory training programs
• 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 ) • Annual individual plans for each employee are developed • Certification after the first and the third year of work • 16 sociologic studies in the Corporation
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 • 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.
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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.
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• 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.
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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 Volume Cost
Electric energy 13 789 thousand kW per hour
64 231 thousand rubles
Heat energy 101 833 Gcal 101 270 thousand rubles
Vapor 545 Gcal 569 thousand rubles
Low-pressure air 162 m³ 454 thousand rubles
High-pressure air 20 m³ 588 thousand rubles
Cold water 1 235 447 m³ 18 974 thousand rubles
Motor petrol 737 t 22 634 thousand rubles
Diesel fuel 130 t 4 027 thousand rubles
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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.
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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.
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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.e-disclosure.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.
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Information about
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.
General Shareholders’ Meeting
Establishing managerial and control bodies in the Corporation, approval of annual report, records,
profit distribution, etc.
Board of Directors
Overall management of the Corporation operation
Board of Directors’ Committees:
Auditing Committee
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
Auditing Committee
Control over the Corporation financial and economic
activities
Independent auditor
Audit of the Corporation financial reporting
Corporation management
Management of current Corporation activities
President
Management of current Corporation activities
Election Accountability
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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 Vice-President, NPF Gazfond 3. Vladimir Konstantinovich Verbitskiy First Deputy Director, NP “Russian Institute of Directors” 4. Anatoly Anatolievich Gavrilenko General Director, ZAO Lider, (Pension Fund Assets Management
company) 5. Nikolai Ivanovich Zelenschikov First Vice-President, First Deputy General Designer, RSC Energia 6. Andrei Nikolaevich Klepach Deputy Minister, Russian Federation Ministry of Economic
Development 7. Vitaly Alexandrovich Lopota Corporation President, General Designer, RSC Energia
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8. Andrei Sergeevich Nikitin General Director, ANO “Agency for Strategic Initiatives to Promote New Projects
9. Alexei Viktorovich Nuzhdov Deputy General Director in charge of investments and coordination with ZAO Lider government bodies (Pension Fund Assets Management Company)
10. Alexandr Fyodorovich Strekalov 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
11. Oleg Petrovich Frolov 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 Vice-President, NPF GAZFOND 2. Anatoly Anatolievich Gavrilenko General Director, ZAO Lider (Pension Fund Assets Management
Company) 3. Vitaly Anatolievich Davydov State Secretary, Deputy Head of Federal Space Agency 4. Nikolai Ivanovich Zelenschikov First Vice-President, First Deputy General Designer, RSC Energia 5. Andrei Nikolaevich Klepach Deputy Minister, Russian Federation Ministry of Economic
Development 6. Mikhail Valentinovich Kovalchuk Director, Russian Academy of Sciences “RAS Institute for
Crystallography after A.V. Shubnikov”
7. Alexei Borisovich Krasnov Head of Department, Federal Space Agency 8. Vitaly Alexandrovich Lopota Corporation President, General Designer, RSC Energia 9. Gleb Sergeevich Nikitin Deputy Minister, Russian Federation Ministry of Industry and
Trade
10. Alexei Viktorovich Nuzhdov Deputy General Director in charge of investments and coordination with ZAO Lider government bodies (Pension Fund Assets Management Company)
11. Alexandr Fyodorovich Strekalov General Director, ZAO ZEM RSC Energia
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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 Name of organization Position
from till 2009 2010 OAO Consolidated Shipbuilding Corporation Lead specialist of the department 2010 2011 Administrative staff of the Board of Directors Chairman,
Joint-Stock Commercial Bank Express-Credit Executive Director
2011 2011 RF Ministry of Defense Deputy Head of Department 2011 2011 FSUE TsENKI Deputy Head of Economic Department
09.2011 01.2014 Federal Space Agency Head of Financial Economic Department
01.2014 up to now
NA NA
Participating interest in the issuer Charter capital/no common shares in possession.
Sergei Alexandrovich Bushmakin
Date of birth: 1970 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 2005 up to
now Non-governmental Pension Fund (NPF) Gazfond Vice-President
2008 up to now
NPF Gazprombank-Fond President (as a sideline job)
2011 up to now
OAO GAZ-Tek Director (as a sideline job)
Participating interest in the issuer Charter capital / no common shares in possession
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Vladimir Konstantinovich Verbitskiy (since 06.07.2013)
Date of birth: 1959 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 2003 up to
now Non-commercial Partnership “Russian Institute of Directors”
First Deputy Director
2006 2011 OOO IM - Consulting General Director (as a sideline job) 2012 up to
now OOO UTS TeknoNIKOL General Director’s advisor (as a
sideline job)
Participating interest in the issuer Charter capital / no common shares in possession
Anatoly Anatolievich Gavrilenko
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 Name of organization Position
from till 2004 up to
now ZAO Lider (Pension Fund Assets Management Company) General Director
Participating interest in the issuer Charter capital / no common shares in possession
Vitaly Anatolievich Davydov (up to 06.07.2013 г.)
Date of birth: 1953 Education: higher military-technical education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 2006 2008 Federal Space Agency Deputy Head 2008 07.2013 Federal Space Agency State Secretary, Deputy Head
Participating interest in the issuer Charter capital / no common shares in possession
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Nikolai Ivanovich Zelenschikov
Date of birth : 1941 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 08.2007 02.2009 RSC Energia First Vice-President, First Deputy
General Designer and First Deputy Head of Prime Design Bureau
02.2009 08.2012 RSC Energia First Vice-President, First Deputy General Designer
10.2012 up to now
RSC Energia First Vice-President, First Deputy General Designer
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 All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 2004 2008 Russian Federation Ministry of Economic Development
and Trade Director, Macroeconomic Forecasting Department
2008 up to now
Russian Federation Ministry of Economic Development Deputy Minister
2012 up to now
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 All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 1998 up to
now Russian Academy of Sciences “RAS Institute for Crystallography” after A.V. Shubnikov
Director
2005 up to now
Federal State Budget-Funded Entity “National Research Center Kurchatovsky Institute
Director (as a sideline job)
Participating interest in the issuer Charter capital / no common shares in possession.
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Alexei Borisovich Krasnov (up to 06.07.2013 г.)
Date of birth: 1959 Education: higher education All positions taken by this person in the Corporation over the last 5 years, including jobs combined:
Period Name of organization Position
from till 2004 up to
now Federal Space Agency Head of Department
Participating interest in the issuer Charter capital / no common shares in possession.
Vitaly Alexandrovich Lopota
Date of birth: 1950 Education: professional after graduating from institution of higher education; Doctor of Science (Engineering); RAS corresponding member, professor All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 11.1981 up to
now Saint-Petersburg State Polytechnical Institute Professor, holding the chair (as a
sideline job) 08.2007 12.2009 Government scientific institution “Central Research and
Development Institute for Robotics and Engineering Cybernetics”
Director-Chief Designer (as a sideline job)
12.2009 01.2012 Government scientific institution “Central Research and Development Institute for Robotics and Engineering Cybernetics
Scientific advisor - General Designer (as a sideline job)
01.2012 up to now
Federal State Independent Scientific Institution “Central Research and Development Institute for Robotics and Engineering Cybernetics”
Scientific advisor - General Designer (as a sideline job)
10.2010 up to now
Federal State Budget Funded Establishment of Higher Professional Education “Moscow State Technical University after N.E. Bauman”
Holding the chair (as a sideline job)
07.2007 up to now
RSC Energia Corporation President, General Designer
Participating interest in the issuer Charter capital: 0,00961%
Person’s share in the issuer common stock ownership: 0,00961%
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 Name of organization Position
from till 07.2008 10.2008 OAO Tverstekloplatik Executive Director 10.2008 06.2009 OOO Steklon & T Management Board member 05.2009 08.2011 UK Puskompozit Managing Director, General Director 08.2011 up to
now Independent non-commercial organization “Agency of Strategic Initiatives to Promote New Projects”
General Director
Participating interest in the issuer Charter capital / no common shares in possession.
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Gleb Sergeevich Nikitin (up to 06.07.2013)
Education: 1977 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 Name of organization Position
from till 11.2007 07.2008 Federal Property Management Agency Deputy Head 07.2008 12.2011 Federal Property Management Agency Deputy Head 12.2011 06.2012 Federal Property Management Agency Acting Head, Deputy Head 07.2012 06.2013 Russian Federation Ministry of Industry and Trade Deputy Minister 06.2013 up to
now Russian Federation Ministry of Industry and Trade First Deputy Minister
Participating interest in the issuer Charter capital / no common shares in possession.
Alexei Viktorovich Nuzhdov
Date of birth: 1968 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 1985 2009 FSS of Russia Начальник отдела 2009 2012 ZAO Lider (Pension Fund Assets Management
Company) Deputy General Director in charge of Security
2012 up to now
ZAO Lider (Pension Fund Assets Management Company)
Deputy General Director in charge of investments and interaction with government bodies
2009 up to now
NPF Gazfond Head of Corporate Security Office
Participating interest in the issuer Charter capital / no common shares in possession.
Alexandr Fyodorovich Strekalov
Date of birth: 1948 Education: professional after graduating from institution of higher education, Candidate of Science (Engineering) All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 07.1999 03.2014 RSC Energia First Vice-President of the
Corporation (as a sideline job) 07.2007 03.2014 ZAO ZEM RSC Energia General Director
04.2014 up to new
RSC Energia Deputy General Designer of RSC Energia in charge of technological development and manufacturing innovations
Participating interest in the issuer Charter capital: 0,02527%
Person’s share in the issuer common stock ownership: 0,02527%
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Oleg Petrovich Frolov (since 06.07.2013 г.)
Date of birth: 1962 Education: higher military-technical education, Doctor of Science (Warfare Sciences), professor All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 2007 2009 Military-Space Academy after A.F. Mozhaisky Head 2009 2010 Russian Federation Forces, Main Armament Department Head 2010 2012 Federal Agency of arms, military, special equipment and
material hardware deliveries Deputy Head
2012 10.2013 Federal Space Agency First Deputy Head 10.2013 up to
now NA NA
Participating interest in the issuer Charter capital / no common shares in possession.
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).
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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 Sergei Alexandrovich Bushmakin Vladimir Konstantinovich Verbitskiy Alexei Viktorovich Nuzhdov Alexandr Fyodorovich Strekalov
Election date is 03.10.2013 Sergei Alexandrovich Bushmakin (Chairman of the Committee) Andrei Sergeevich Nikitin Alexandr Fyodorovich Strekalov
Election date is 03.10.2013 Anatoly Anatolievich Gavrilenko Andrei Nikolaevich Klepach Vitaly Alexandrovich Lopota Alexei Viktorovich Nuzhdov Andrei Sergeevich Nikitin
Key objectives Key objectives Key objectives
− Control over competitive selection of auditing organization;
− Assessment of auditor’s report; − Assessment of efficiency in the
Corporation internal control procedures and putting forward proposals for their improvement
− 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;
− 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;
− Assessment of the Corporation executive bodies activities at regular intervals
− Working out longterm and medium-term strategy of the Corporation development.
− 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
Results of activities in 2013 Results of activities in 2013 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).
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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 single-member executive body or government officials.
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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.
Vitaly Alexandrovich Lopota
Date of birth: 1950 Education: professional after graduating from institution of higher education; Doctor of Science (Engineering); RAS corresponding member, professor All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 11.1981 up to
now Saint-Petersburg State Polytechnical Institute Professor, holding the chair (as a
sideline job) 08.2007 12.2009 Government scientific institution «Central Research and
Development Institute for Robotics and Engineering Cybernetics».
Director-Chief Designer (as a sideline job)
12.2009 01.2012 Government scientific institution «Central Research and Development Institute for Robotics and Engineering Cybernetics».
Scientific advisor – General Designer (as a sideline job)
01.2012 up to now
Federal State Budget-Funded Establishment of Higher Professional Education «Moscow State Technical University after N.E. Bauman»
Scientific advisor – General Designer (as a sideline job)
10.2010 up to now
Federal State Budget-Funded Establishment of Higher Professional Education «Moscow State Technical University after N.E. Bauman»
Holding the chair (as a sideline job)
07.2007 up to now
RSC Energia Corporation President, General Designer
Participating interest in the issuer Charter capital: 0,00961%
Person’s share in the issuer common stock ownership: 0,00961%
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.
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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. Nikolai Ivanovich Zelenschikov 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. Vitaly Alexandrovich Lopota 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 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from until 12.2008 09.2012 RSC Energia First Deputy General Designer, Chief designer of unmanned
space complexes and systems 09.2012 up to
now RSC Energia First Deputy General Designer in charge of unmanned space
complexes and systems for commercial applications.
Participating interest in the issuer: 0,00151%
Person’s share in the issuer common stock ownership: 0,00151%
Term of office in accordance with the Labor Agreement is unlimited.
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Alexandr Gdalievich Derechin
Date of birth: 1945 Education: professional after graduating from institution of higher education, Candidate of Science (Engineering) All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 08.2007 02.2009 RSC Energia Deputy General Designer, Deputy Head of Prime Design Bureau
02.2009 up to now
RSC Energia Deputy General Designer in charge of Strategy, Business Development and International activity
Participating interest in the issuer Charter capital: 0,00098%
Person’s share in the issuer common stock ownership: 0,00098%
Term of office in accordance with the Labor Agreement is unlimited.
Nikolai Ivanovich Zelenschikov
Date of birth: 1941 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 08.2007 02.2009 RSC Energia First Vice-President, First Deputy General Designer, First Deputy
Head of PDB 02.2009 08.2012 RSC Energia First Vice-President, First Deputy General Designer 10.2012 up to
now RSC Energia First Vice-President, First Deputy General Designer
Participating interest in the issuer Charter capital: 0,00089%
Person’s share in the issuer common stock ownership: 0,00089%
Term of office in accordance with the Labor Agreement is unlimited.
Mikhail Viktorovich Komarov
Date of birth: 1961 Education: professional after graduating from institution of higher education, Candidate of Science (Engineering) All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 02.2008 up to
now RSC Energia Personnel Director
Participating interest in the issuer Charter capital: 0,00009%
Person’s share in the issuer common stock ownership: 0,00009%
Term of office in accordance with the Labor Agreement is unlimited.
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Yelena Mikhailovna Korogodina
Date of birth: 1975 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 08.2005 06.2009 OOO Private Guard
Enterprise «Spetstransnefteprodukt»
Deputy General Director in Charge of Finance, Chief Accountant
06.2009 12.2009 OOO «Transneft Finance» Head of Department 12.2009 02.2011 RSC Energia Deputy Chief Accountant 02.2011 up to
now RSC Energia Chief Accountant
Participating interest in the issuer Charter capital: 0,00009%
Person’s share in the issuer common stock ownership: 0,00009%
Term of office in accordance with the Labor Agreement is unlimited.
Vitaly Alexandrovich Lopota
Information is given in section «Single-Member Executive Body».
Vladimir Alexandrovich Manyuta
Date of birth: 1951 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 12.2008 09.2009 RSC Energia Head of Department 10.2009 01.2010 RSC Energia Director of Security Department 01.2010 up to
now RSC Energia Director in charge of Security
Participating interest in the issuer Charter capital: 0,00009%
Person’s share in the issuer common stock ownership: 0,00009%
Term of office in accordance with the Labor Agreement is unlimited.
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Arkady Leonidovich Martynovskiy
Date of birth: 1939 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 07.2007 up to
now RSC Energia Vice-President in charge of Construction and Social Matters
Participating interest in the issuer Charter capital: 0,00196%
Person’s share in the issuer common stock ownership: 0,00196%
Term of office in accordance with the Labor Agreement is unlimited.
Yevgeny Anatolievich Mikrin
Date of birth: 1955 Education: professional after higher educational establishment; Doctor of Science (Engineering), the RAS corresponding member; professor. All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 09.2007 02.2009 RSC Energia First Deputy General Designer, Deputy Head of PDB, Director of
Scientific-Technical Center 02.2009 05.2010 RSC Energia First Deputy General Designer, Director of Scientific-Technical
Center 05.2010 up to
now RSC Energia First Deputy General Designer, Chief Designer of onboard and
ground control complexes and systems; Director of Scientific-Technical Center
Participating interest in the issuer Charter capital: 0,00383%
Person’s share in the issuer common stock ownership: 0,00383%
Term of office in accordance with the Labor Agreement is unlimited.
Vladimir Yefimovich Osmolovsky
Date of birth: 1954 Education: higher education All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined:
Period Name of organization Position
from till 08.2002 05.2009 OAO Vneshtorgbank Head of Department, Vice-President-Head of Department; Senior
Vice-President of the Corporate bloc 07.2009 up to
now RSC Energia Senior Vice-President in charge of Economics and Corporate
Management
Participating interest in the issuer Charter capital/no common shares in possession.
Term of office in accordance with the Labor Agreement is unlimited.
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Alexandr Gennadievich Pyzin
Date of birth: 1963 Education: professional after higher educational establishment; Candidate of Science (Economics). All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 08.2007 02.2009 RSC Energia Vice-President 02.2009 02.2011 RSC Energia Vice-President, Chief Accountant 02.2011 up to
now RSC Energia Vice-President in charge of financial-economic activity
Participating interest in the issuer Charter capital: 0,00009%
Person’s share in the issuer common stock ownership: 0,00009%
Term of office in accordance with the Labor Agreement is unlimited.
Igor Sergeevich Radugin
Date of birth: 1953 Education: professional after graduating from higher educational establishment; Candidate of Science (Engineering). All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 04.2008 12.2008 RSC Energia Deputy Head of Scientific-Technical Center 12.2008 09.2010 RSC Energia Head of Scientific-Technical Center 09.2010 09.2011 RSC Energia Deputy General Designer, Head of Scientific-Technical Center 09.2011 up to
now RSC Energia First Deputy General Designer in charge of rocket-space
complexes
Participating interest in the issuer Charter capital/no common shares in possession.
Term of office in accordance with the Labor Agreement is unlimited.
Vladimir Alexeyevich Solovyov
Date of birth: 1946 Education: professional after higher educational establishment; Doctor of Science (Engineering); the RAS corresponding member, professor. All positions taken by this person in the Corporation and other organizations over the last 5 years, including jobs combined with the main activity:
Period Name of organization Position
from till 08.2007 02.2009 RSC Energia First Deputy General Designer, Deputy Head of PDB 02.2009 up to
now RSC Energia First Deputy General Designer in charge of flight operation, tests
of rocket-space complexes and systems
Participating interest in the issuer Charter capital: 0,02109%
Person’s share in the issuer common stock ownership: 0,02109%
Term of office in accordance with the Labor Agreement is unlimited.
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.
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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.e-disclosure.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) 8 442
Nominee shareholders 1
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Акционеры, доля которых в уставном капиталеКорпорации составляет более 2%
3,17%
17,43%
38,22%
32,37%
Российская федерация в лице Росимущества 38,22% (429 497 шт.)
Небанковская кредитная организация закрытое акционерное общество«Национальный расчетный депозитарий» 32,37% (367 189 шт.)*
ООО ИК "Развитие" 17,43% (195 825 шт.)
ЗАО ЗЭМ "РКК "Энергия" 3,17% (35 604 шт.)
* 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)
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.
Структура уставного капитала Корпорации
8,57%
58,75%
32,68%
Юридические лица - собственники 58,752% (660 222 шт.)
Юридические лица - номинальные держатели 32,676% (367 189 шт.)
Физические лица 8,572% (96 323 шт.)
Shareholders whose share in the Corporation Charter capital is more than 2%
Russian Federation in the person of Federal Property Management Agency – 38,22% (429 497 shares) Nonbank credit institution Close Company «National Clearing Depositary» - 32,37% (367 189 shares*
OOO IK «Razvitiye» - 17,43% (195 825 shares)
ZAO ZEM RSC Energia – 3,17% (35604 shares)
Corporation Charter Capital Structure
Legal persons – owners – 58,752% (660 222 shares)
Legal persons – nominee shareholders – 32,676% (367 189 shares)
Natural persons – 8,572% (96 323 shares)
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Corporation dividend history over the 2011-2012
2011 2012
Period for which dividends are paid full year full year
Control body which passed a resolution to declare dividends
General Shareholders’ Meeting
General Shareholders’ 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.
Date of making up General Shareholders’ Meeting Minutes and their number
27.06.2012 г. №24 10.07.2013 г. №25
Category (Class) of shares common common
Size of declared dividends on this category (class) of shares per share, rubles
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
Source of declared dividends payments: Net profit for 2011
Net profit for 2012
Share of declared dividends in net profit for accounting year, %:
25,26 25,47
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
0,05 0,05
Time allowed for payment of declared dividends on shares:
till 21.08.2012 г. till 04.09.2013 г.
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.
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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.
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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 purpose-oriented use, building new ISS elements, advanced developments in the field of manned cosmonautics, including development of an advanced manned transportation system and long-term programs of deep space exploration.
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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:
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• 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.
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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.
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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 financial-economic 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 3-4% 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
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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.
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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 financial-economic 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 ОД-175-2010-1 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:
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− 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
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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 Head of Department, Federal Property Management Agency
4. Oleg Anatolievich Oreshkin Head of Department, Federal Property Management 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
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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
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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
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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)
Russian Federation Ministry of Industry and Trade
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ISS International Space Station
MLM Multipurpose Laboratory Module
EDM Russian Federation Ministry of Economic Development
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 Federal Property Management Agency
ROSCOSMOS Federal Space Agency
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
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Units of measurement used in the Annual Report
0С 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
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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».
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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-to-orbit cargo transportation.
4. Building engine 11Д58МФ to be used within US 11С861-03
90 034,3 84 782,7 Development of upper stage «Impuls» with enhanced energetic characteristics
5. Development of installation with high-pressure water electrolyzer (up to 35 MPa) for space and commercial applications and its preparation for production in lots
400,0 400,0 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.
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 rocket-space technology is one of the main advanced directions of improving products mass and functional performance.
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Project name
Target figures,
thousand rubles
Actual figures,
thousand rubles
Investment justification
8. Development of vibroacoustic installation with reverberation chamber of 1000 м3 by volume
119 395,0 44 312,0 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
9. Study and selecting option of advanced periphery docking system (APDS) by RSC Energia
902,7 902,7 Conducting activities to select option of advanced periphery docking system (APDS) and develop APDS based upon this option.
10. Building Earth station to receive scientific information from ISS HRDTS
20 833,3 19 227,1 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
11. Introduction of pilot lot of orthopedic products for lower extremities (LEOA)
584,0 584,0
Introduction of up-to-date models of prosthetic-orthopedic products developed and made by RSC Energia into practice of national prosthetics
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
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Project name
Target figures,
thousand rubles
Actual figures,
thousand rubles
Investment justification
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 Basic Research fund (RBRF)
18. Theoretical and experimental studies of basic elements of wireless power transfer between spacecraft
0,0 16,4
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 rocket-space technology
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
Technical modernization of experimental-test manufacturing facilities, replacement of obsolescent equipment 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 rocket-space technology 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 rocket-space technology products
24. Installation of electric energy metering points on Baikonur branch objects
0,0 1 499,8 Cutting back on electric energy costs
25. Acquisition of fixed assets for sanatorium «Krepost»
15 000,0 13 355,2
Replacement of obsolete and depreciated equipment of the Corporation objects of social infrastructure
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
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Project name
Target figures,
thousand rubles
Actual figures,
thousand rubles
Investment justification
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
TOTAL 559 848,7 456 080,8
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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 16.120.11.5673-МК 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-12-08-00244/13 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-12-08-00254/13 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*
TOTAL 31 750,0 31 798,7
* – paid from proceeds for 2012
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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
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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-non-government 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. On Payment of Remuneration for Work in the Corporation Auditing Committee to the members of the Auditing Committee-non-government officials to the extent fixed in the Corporation in-house documents
– Approve the proposals put forward by the Corporation Board of Directors to pay remuneration to the members of the Corporation Auditing Committee by the 2012 performance in the total amount of 600 thousand rubles with its allocation in the following way: 120 thousand rubles – to L.V. Yeliseeva; 120 thousand rubles – to M.N. Petrov; 120 thousand rubles – to Y.P. Polezhayeva; 120 thousand rubles – to A.M. Solonin; 120 thousand rubles – to D.Yu. Tushunov.
– Not to pay remuneration to the Auditing Committee members who are not government officials.
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.
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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.
13. Taking decision on approval of interested-party transactions between the Corporation and ZAO 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 interested-party transactions between the Corporation and ZAO 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, for the amount not exceeding 24 955,5 million rubles.
14. Taking decision on approval of interested-party 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, within a period till next annual General Shareholders’ Meeting in the course of routine business activity being conducted by RSC
– Approve the interested-party transactions between the Corporation and SSI «Central Research and Development Institute for Robotics and Engineering Cybernetics, which can be affected in future, within a period till next annual General Shareholders’ Meeting in the course of routine business activity being conducted by RSC Energia, for the amount not exceeding 155 million rubles.
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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 e-commerce 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.
– 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.
4. On interested-party transactions.
– 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
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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 Resolutions passed
1. Consideration of RSC Energia Draft Work Program for 2013
– To approve the Corporation Work Program for quarter I of 2013; – 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.
2. On the «Sea Launch Project»
– Take note of the information about the Sea Launch Project; – 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
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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 2013-2015.
– 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 Resolutions passed
1. On preparation of annual General Shareholders’ Meeting of the Corporation:
Consideration of the proposals put forward for the agenda of annual General Shareholders’ 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
– 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.
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– 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 interested-party 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 Resolutions passed
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
– 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).
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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.
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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. 3.6.2. Approve the transaction between the Lessor, RSC Energia, and the 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. 3.7.2. Approve the transaction between the Lessor, RSC Energia, and the 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. On audit of financial-business activities at RSC Energia relative to state defense order progress; foreign economic activity-related commitments performance in the field of space; financial stability and assessment of management efficiency for the period since 2009.
– Take note of information about the audit being conducted at RSC Energia in accordance with Roscosmos direction.
– Take note of information from S.A. Barinov, the Chairman of the Auditing Committee, about conduct by the Auditing Committee of the unscheduled audit of its financial-business activity relative to state defense order progress; foreign economic activity-related commitments performance in the field of space; financial stability and assessment of management efficiency for the period since 2009.
– To submit the audit results to the Corporation Board of Directors on the part of the Auditing Committee.
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;
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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 PACC-Audit) under the contract for auditing the Sea Launch Project to the extent of 7,3 million rubles.
The 19.04.2013 Meeting (Minutes No 10 of 24.04.2013)
Items on the agenda Resolutions passed
1. Consideration of Draft Work Program for 2013 at RSC Energia
– To approve the Corporation Work Program for 2013
2. On the Corporation performance in 2012: 2.1. Report on RSC
Energia Work Program carrying out for 2012, including efficiency of measures to reduce costs of acquisition of goods (work, services) calculated per unit of output
2.2. Corporation Annual Report for 2012
2.3. Annual Bookkeeping Reporting for 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%.
– To approve (in advance) the Corporation Annual Report for 2012 with due regard for the comments made and submit it for approval to annual General Shareholders’ Meeting of the Corporation.
– To take note of bookkeeping (financial) reporting for 2012, including financial performance report, and submit the Corporation bookkeeping (financial) reporting for 2012 to approval of annual General Shareholders’’ Meeting of the Corporation.
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
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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. On a possibility to increase size of block of shares, in RSC Energia Energia’s Charter capital owned by the Russian Federation up to controlling block of shares
– To entrust the Corporation executive bodies with the task to study options of a possible shares block increase in the Corporation Charter capital owned by the Russian Federation up to controlling block of shares and submit the options in May 2013 for a consideration at RSC Energia Board of Directors.
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 1100-0-01 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 43/19У-13 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
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22.03.2013. international space activity, financial stability of the Corporation; financial stability of the Corporation; assessment of the Corporation management efficiency.
The 29.04.2013 Meeting (Minutes No 11 of 29.04.2013)
Items on the agenda Resolutions passed
1. Consideration of the 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. Consideration of the 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 Shareholders’ Meeting.
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. Innovative Development Program at RSC Energia (IDP):
Report on IDP performance results for 2012. IDP medium-term plan for 2013-2015. Proposals to update IDP for 2013-2020.
– 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.
– To approve RSC Energia IDP medium-term plan for 2013 – 2015. – To approve the proposals to update RSC Energia IDP for the 2013-2020.
The 27.05.2013 Meeting as absentee voting (Minutes No 12 of 27.05.2013), Part 1
Вопросы повестки дня Принятые решения
1. Approval of date, time, place and form of annual General Shareholders’ Meeting to be held.
– 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.
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2. Approval of the date for making up the List of the persons entitled to take part in RSC Energia annual General Shareholders’ Meeting.
– 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.
4. Approval of the List of information (materials) to be made available to shareholders during preparation for annual General Shareholders’ Meeting to be held and the procedure of its submission.
– To approve the List of information (materials) to be made available to shareholders during preparation for the Corporation annual General Shareholders Meeting.
– To establish the procedure for information (materials) submission to the Corporation shareholders within 30 days till the date of holding annual General Shareholders’ Meeting.
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 Resolutions passed
3. Approval of the agenda of RSC Energia annual General Shareholders’ Meeting
– 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
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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. Approval of Ballot form and text to vote on the Agenda Items of annual General Shareholders’ Meeting
– To approve form and text: 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.
6. Proposals for annual General Shareholders’ 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:
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
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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).
The 13.06.2013 Meeting (Minutes No 13 of 17.06.2013)
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. On an increase in the block of shares in the Corporation Charter capital owned by the Russian Federation up to controlling block of shares (Board of Directors’ Instruction of 19.04.2013, Minutes No 10).
– Take note of the proposed options to increase block of shares in the Corporation Charter capital owned by the Russian Federation up to controlling block of shares.
– Take note that the preferable option for the Corporation development is the option to increase size of the Corporation Charter capital by conducting additional shares issue.
– To look into the matter of donating the Corporation shares owned by OOO IK Razvitiye for the benefit of the RF.
4. Consideration of the 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 PACC-Audit, 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. Consideration of the – Take note of the Auditing Committee conclusion on the results of the
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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 Resolutions passed
1. On the results of the Corporation procurement activity for I quarter of 2013, including e-commerce purchases (Letter GN-13/1416 of Federal Property Agency of 25.01.2011).
– To approve the report «On the results of the Corporation procurement activity for I quarter of 2013, including e-commerce purchases».
2. Defining position taken by the Corporation on an increase in the Charter capital of subsidiary company OOO Energia SAT.
– In accordance with the Corporation Articles of Association, Art.28, item 1, p.42, to accept the proposal to increase the Charter capital of OOO Energia SAT (after being granted a license for space activity) up to 80 million rubles (with no change in size of participating interests).
3. Setting up working bodies – To set up Presidium for RSC Energia annual General Shareholders’ Meeting
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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 position of chairperson of the Corporation annual General Shareholders’ Meeting.
– To approve the First Deputy General Designer of the Corporation, the Presidium member, Vladimir Alekseevich Soloviyov as the Chairperson of the RSC Energia annual General Shareholders’ Meeting.
The 20.09.2013 Meeting as absentee voting (Minutes No 1 of 24.09.2013)
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
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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 Contract for nonresidential premises RSC Energia and ZAO ZEM RSC Energia (in order to get license by ZAO ZEM RSC Energia for manufacture of weapons and military equipment)
– 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 of 305 558,33 rubles per month (with VAT of 46 610,59 rubles included).
– To approve the transportation under Lease Contract No 75/246-13 between the Lessor, RSC Energia, and the Lessee, ZAO ZEM RSC Energia for putting out on a loan from 01.09.2013 to 31.08.2018 of nonresidential premises in production-administrative building No 114 (inv. № 0100452): 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).
The 01.10.2013 Meeting (Minutes No 2 of 03.10.2013)
Items on the agenda Resolution passed
1. Election of the Chairman (with no directions laid down, - election of the chairperson) of RSC Energia Board of Directors
– To elect Andrei Nikolayevich Klepach, RSC Energia Board of Directors members, as the chairperson at the Corporation Board of Directors meeting.
2. Election of Deputy Chairman of RSC Energia Board of Directors (in case that there are appropriate instructions – for election of the Board of Directors Chairman)
Resolution not passed: – Elect Alexei Viktorovich Nuzhdov, Deputy General Director of ZAO Lider,
Deputy Chairman of the Board of Directors of RSC Energia. Resolution passed: – Not to elect Deputy Chairman of RSC Energia Chairman of the Board of
Directors until appropriate instructions for election of the Corporation Chairman of the Board of Directions have been given.
3. Election of Committees staff at the Corporation Board of Directors.
Resolution not passed: 3.1. Not to select staff of the Committees at the Corporation Board of Directors. Resolutions adopted:
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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. Resolution not passed: 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 2013-2014 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.
Resolution not passed: – 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
Resolution not passed: 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.
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The 11.11.2013 Meeting (Minutes No 3 of 15.11.2013)
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 Corporation Board of 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.
– 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.
5. On making changes to incentive system (KPI) of RSC Energia management
– Take note of incentive system (KPI) of the Corporation management. – 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.
6. On interested-party transactions
Transactions between RSC Energia and ZAO PO Cosmos. 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
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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.
The 09.12.2013 Meeting (Minutes No 14 of 12.12.2013)
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
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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)
3. On the Corporation 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:
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.
5. On the Corporation housing program
– Take note of the Corporation housing program basic provisions – 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»
6. On the Corporation procurement activity for the 3rd quarter of 2013 (FMPA Letter GN-13/1416 of 25.01.2011).
– 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 to submit information in percentage ratio between all the purchases made and the purchases made by selection procedure.
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.
8. On interested-party 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.
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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 No 129/02-13 of 24.07.2013 between the Customer, RSC Energia, and the 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 194/02-11 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 subdivision in the Corporation
– Accept the proposals put forward by the Board of Directors’ Auditing Committee for setting up internal audit subdivision in the Corporation functionally subordinate to the Board of Directors. To charge the 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 Resolutions passed
1. Election of the Chairman (in case of lack of the directions – election of the chairperson) of RSC Energia Board of Directors.
– Elect Andrei Nikolayevich Klepach, the Corporation Board of Directors member, the Chairperson at the RSC Energia Board of Directors’ meeting
2. Consideration of the Corporation Work Program for 2014
– Approve the Corporation Work Program for 2014 – A.N. Klepach presiding at the meeting asked the Corporation Management to
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.
4. On the Corporation – Take note of draft Corporation Strategy.
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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 Corporation management 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 execute bodies and the Boards of Directors of subsidiary and affiliated companies
– Approve the candidates of representatives for election to managerial bodies of subsidiary and affiliated companies proposed by the Corporation Management
7. On interested-party transactions
7.1.1. Determine changed contract price under additional No 1 to Contract No 11/02-2013 of 24.05.2013 between the Customer, RSC Energia, and the Contractor, OAO NII TP, to the extent of 6 240 000 rubles. 7.1.2. Approve the transaction under additional agreement No 1 to Contract No 11/02-2013 of 24.05.2013 between the Customer, RSC Energia, and the 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
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Customer, OAO Consortium Kosmicheskaya Regata, to the extent of 45 000 rubles. 7.3.2. Approve the transaction under additional agreement No 7 to Contract 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. 7.6.2. Approve the transaction between the Lessor, RSC Energia, and the Lessee, 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, 19-22, 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. 7.7.1. Approve the transaction between the Lessor, RSC Energia, and the Lessee, 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). 7.8.1. Approve the transaction between the Lessor, RSC Energia, and the Lessee,
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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). 7.9.1. Approve the transaction between the Lessor, RSC Energia, and the Lessee, 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. 7.10.2. Approve the transaction between the Lessor, RSC Energia, and the Lessee, 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. 7.11.2. Approve the transaction between the Lessor, RSC Energia, and the Lessee, 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. 7.12.2. Approve the transaction between the Lessor, RSC Energia, and the Lessee, 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.
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Information about the Board of Directors ’Committees’ meetings held.
Meetings held by the Committee on Audit
The 26.04.2013 Meeting as absentee voting (Minutes No 1 of 06.05.2013)
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.
The 30.04.2013 Meeting as absentee voting (Minutes No 2 of 08.05.2013)
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.
The 30.05.2013 Meeting as absentee voting (Minutes No 3 of 03.06.2013)
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.
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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.
The 11.06.2013 Meeting (Minutes No 4 of 13.06.2013)
Items on the agenda Resolutions passed
1. Discussion of the Auditing Committee conclusion on the unscheduled audit results at RSC Energia for the period since 2009
– 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.
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– 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.
The 01.11.2013 Meeting (Minutes No 1 of 01.11.2013)
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 – 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.
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 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.
– Advise the Corporation management to review the abovementioned Auditor’s Report with respect to implementing the auditor-proposed recommendations
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.
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The 26.12.2013 Meeting (Minutes No 2 of 27.12.2013)
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 – 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
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
– Take note of the materials submitted – 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.
4. On the Corporation executive management activity on risk management in 2013
– Take note of the materials submitted – 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.
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 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
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recommendations Quality Management System documents.
8. Discussion of Draft Provision on internal audit subdivision.
– 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.
– 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
The 22.03.2013 Meeting as absentee voting (Minutes No 2 of 25.03.2013)
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.
The 19.04.2013 Meeting as absentee voting (Minutes No 3 of 19.04.2013)
Items on the agenda Resolutions passed
1. On possible appropriations of the profit gained by the 2012 performance
– Approve the Corporation Management proposals for remuneration payment to the Board of Directors’ and Auditing Committee members
The 25.04.2013 Meeting as absentee voting (Minutes No 4 of 25.04.2013)
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 OD-09/5576 of 12.02.2013): 1.1. Provision on the Board
of Directors Members Remuneration and Compensations
1.2. Provision on the Auditing Committee 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
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.
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about the policy and programs on remuneration of managerial bodies members in other companies
The 22.10.2013 Meeting as absentee voting (Minutes No 1 of 23.10.2013)
Items on the agenda Resolutions passed
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).
– 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.
The 28.10.2013 Meeting (Minutes No 2 of 28.10.2013)
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.
The 02.12.2013 Meeting (Minutes No 3 of 29.11.2013)
Items on the agenda Resolutions passed
1. Proposals for improvement – 1.1. Take the list of indices of awarding bonuses to the Corporation managers
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of the Corporation management incentives system and changes in composition of the Corporation management 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
The 19.04.2013 Meeting (Minutes No 1 of 23.04.2013)
Items on the agenda Resolutions passed
1. On priorities in the Corporation development for 2013-2015. On implementing long-term strategy of Corporation development. Considering
– 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
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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.
2. On the results of implementing Corporation Innovative Development 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 Resolutions passed
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).
– 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;
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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.
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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
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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 Presence of professional proxies
(attorneys)
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.
Partial compliance
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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
Partial compliance
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)
Compliance
Committee on Strategic Planning, Modernization and Innovative Development at RSC Energia Board of Directors
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 Compliance
The Committee is set up. Auditor is elected by a tender accordance with the requirements stated in FL No 44-FL «On Contract System of Goods, Work, Services, Procurement to Satisfy State and municipal Needs»
21 Independent Director carrying out management of the Committee on Audit Partial compliance Presence of professional proxy (attorney)
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 Presence of professional proxy (attorney)
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 Compliance
Executive bodies
26 Corporation Collective executive body (Management) Compliance
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
Partial compliance
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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 Quarterly Reports
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 in-house information use.
Compliance
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
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37 The Corporation shall have its Internet Web site and disclose regularly information concerning the Corporation on this Web site Compliance
Official Corporation Site www.energia.ru and Corporation page at the Center for Corporate Information Disclosure »
Supervision of financial-business activities
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 Partial compliance
Provision on dividend policy approved by RSC Energia Board of Directors (Minutes No 6 of 14.11.2003)
42 Committee on audit shall give assessment of auditor's report prior to its submission to shareholders at General Shareholders Meeting Compliance
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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
Provision on dividend policy approved by RSC Energia Board of Directors (Minutes No 6 of 14.11.2003)
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
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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».
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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 Affiliation
104/06** 6 02.12.2013
Transport services
ZAO ZEM RSC Energia 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
181/05** 3 28.11.2013
Check and charging of carbondioxide fire extinguishers (OU-2, OU-5)
ZAO ZEM RSC Energia 0,00 31.12.2013 06.07.2013
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
142
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 Affiliation
237/05** 8 17.01.2013
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
ZAO ZEM RSC Energia 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
300/07 6 17.04.2013
Lessor transfers and the Lessee accepts for use of tank for alcohol storage (VK 889-04429) ZAO ZEM
RSC Energia 38 400,00 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
375/П** 34 22.01.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 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
143
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 Affiliation
375/П 33 22.03.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 18 852 951,00 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
375/П 35 03.06.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 34 915 518,00 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
375/П** 36 03.06.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 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
144
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 Affiliation
375/П** 38 26.07.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 0,00 31.12.2013 06.07.2013
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
375/П** 39 02.08.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 0,00 31.12.2013 06.07.2013
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
375/П** 37 30.08.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia -15 046 828,00 31.12.2013 06.07.2013
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
145
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 Affiliation
375/П** 41 30.08.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 0,00 31.12.2013 06.07.2013
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
375/П** 42 06.12.2013
Development Work under Complex 14К235
ZAO ZEM RSC Energia 0,00 31.12.2013 06.07.2013
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
399/П 18 15.02.2013
Manufacture of hardware for CM (Core Module)
ZAO ZEM RSC Energia 2 219 368,32
Until the Parties have
met their commitments
in full
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
146
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 Affiliation
399/П 19 15.02.2013
Manufacture of hardware for CM (Core Module)
ZAO ZEM RSC Energia 922 633,00
Until the Parties have
met their commitments
in full
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
399/П** 20 03.12.2013
Manufacture of hardware for CM (Core Module)
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
416/П 15 12.04.2013
Manufacture, testing and delivery of hardware for multipurpose laboratory module (MLM 77КМЛ) in accordance with contract terms
ZAO ZEM RSC Energia 80 810 167,00
Until the Parties have
met their commitments
in full
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
147
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 Affiliation
416/П** 16 15.04.2013
Manufacture, testing and delivery of hardware for multipurpose laboratory module (MLM 77КМЛ) in accordance with contract terms
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
416/П 17 28.08.2013
Manufacture, testing and delivery of hardware for multipurpose laboratory module (MLM 77КМЛ) in accordance with contract terms
ZAO ZEM RSC Energia 62 396 968,00
Until the Parties have
met their commitments
in full
06.07.2013 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
416/П** 18 15.08.2013
Manufacture, testing and delivery of hardware for multipurpose laboratory module (MLM 77КМЛ) in accordance with contract terms
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
148
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 Affiliation
416/П** 19 04.09.2013
Manufacture, testing and delivery of hardware for multipurpose laboratory module (MLM 77КМЛ) in accordance with contract terms
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
483/П 20 25.02.2013
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
ZAO ZEM RSC Energia 14 608 440,00
Until the Parties have
met their commitments
in full
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
483/П 21 12.08.2013
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
ZAO ZEM RSC Energia 3 845 134,00
Until the Parties have
met their commitments
in full
06.07.2013 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
149
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 Affiliation
483/П** 22 06.09.2013
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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
488/П** 6 10.06.2013
Manufacture and testing of Upper Stage (314G DM-SL №36L and spares for it
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
488/П** 7 10.06.2013
Manufacture and testing of Upper Stage (314G DM-SL №36L and spares for it
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
150
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 Affiliation
488/П** 8 31.07.2013
Manufacture and testing of Upper Stage (314G DM-SL №36L and spares for it
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
52 17 03.04.2013
Performance of work on building Technical and Launch complexes (RM P) art. 11Ф615, 11Ф732 on subject “ISS-Energia” RM on site 254
ZAO ZEM RSC Energia 6 763 839,00 31.12.2012 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
56/12** 1 02.04.2013
Performance of work to ensure rollout of SS Orbiter Buran from Facility 6 and its installation on stowage area ZAO ZEM
RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
151
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 Affiliation
56/12** 2 25.06.2013
Performance of work to ensure rollout of SS Orbiter Buran from Facility 6 and its installation on stowage area ZAO ZEM
RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
562/П** 4 21.06.2013
Contractor commits itself to perform work on manufacture of body for transport cargo vehicle by DWD 11Ф615А60 (ser.№***)
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
607/П 14 13.03.2013
Performance of work to upgrade article 11Ф732, RE, CTE, manufacture hardware by approved TS. Schedules, ordering forms; ensure tests, maintenance operations
ZAO ZEM RSC Energia 30 278 691,00
Until the Parties have
met their commitments
in full
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
152
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 Affiliation
608/П 11 20.03.2013
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
ZAO ZEM RSC Energia 21 342 783,00
Until the Parties have
met their commitments
in full
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
62/12 13.02.2013
Performance of work on manufacture and qualification tests of 1 (One) DAC 11К25.2Д 1100-0 and 1 (one) DAC 11К25.2Д 1100-0-01 as per DD
ZAO ZEM RSC Energia 9 368 598,20 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
638/П** 3 01.10.2013
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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
153
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 Affiliation
639/П** 3 01.10.2013
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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
640/П** 2 01.10.2013
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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
641/П** 2 01.10.2013
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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
154
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 Affiliation
643/П** 2 25.03.2013
Transport manned vehicle Soyuz-TMA (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC; outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
644/П** 3 21.06.2013
Transport manned vehicle Soyuz-TMA (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC; outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
645/П** 3 29.03.2013
Transport manned vehicle Soyuz-TMA (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC; outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
155
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 Affiliation
645/П** 4 21.06.2013
Transport manned vehicle Soyuz-TMA (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC; outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
646/П** 3 29.03.2013
Transport manned vehicle Soyuz-TMA (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC; outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
646/П** 4 21.06.2013
Transport manned vehicle Soyuz-TMA (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC; outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
156
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 Affiliation
652/П** 20 11.03.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
652/П** 23 13.05.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
157
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 Affiliation
652/П** 21 06.03.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
652/П 22 15.05.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 5 922 951,00
Until the Parties have
met their commitments
in full
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
158
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 Affiliation
652/П** 26 15.08.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
652/П** 24 17.06.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
159
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 Affiliation
652/П 19 15.05.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 16 635 428,00
Until the Parties have
met their commitments
in full
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
652/П** 28 25.12.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
160
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 Affiliation
652/П** 27 30.10.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
652/П** 28 25.12.2013
Contractor commits itself to 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
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
161
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 Affiliation
681/П** 3 10.04.2013
Manufacture of vehicle 11Ф732 №***
ZAO ZEM RSC Energia -3 950 014,00
Until the Parties have
met their commitments
in full
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
681/П** 4 14.10.2013
Manufacture of vehicle 11Ф732 №***
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
681/П** 2 28.11.2013
Manufacture of vehicle 11Ф732 №***
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
162
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 Affiliation
681/П** 5 23.12.2013
Manufacture of vehicle 11Ф732 №***
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
682/П** 3 29.03.2013
Transport manned vehicle Soyuz-TMA (ser.№***) manufacture, assembly, testing on CTT – transportation and acceptance, on TC, preparation for FDT on TC, outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
163
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 Affiliation
683/П 9 17.05.2013
Contractor commits itself to 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”.
ZAO ZEM RSC Energia 213 597 594,00 31.12.2014 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
164
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 Affiliation
683/П 10 24.07.2013
Contractor commits itself to 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”.
ZAO ZEM RSC Energia 36 809 383,00 31.12.2014 06.07.2013
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
165
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 Affiliation
683/П* 11 13.09.2013
Contractor commits itself to 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 17КС №24008, EU1019, EU1178, EU1284, 240ГК.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”.
ZAO ZEM RSC Energia -529 315,00 31.12.2014 06.07.2013
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
684/П** 3 29.03.2013
Transport manned vehicle Soyuz-TMA (ser.№***) manufacture, assembly, testing on CFT, transportation and acceptance on TC, personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
166
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 Affiliation
684/П** 4 25.07.2013
Transport manned vehicle Soyuz-TMA (ser.№715) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC, outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
685/П** 2 29.03.2013
Transport manned vehicle Soyuz-TMA (ser.№715) manufacture, assembly, testing on CTF, transportation and acceptance on TC, preparation for FDT on TC, outfitting with personal equipment
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
686/П 12.02.2013
Manufacture of 11Ф732 №***
ZAO ZEM RSC Energia 1 576 730 100,00
Until the Parties have
met their commitments
in full
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
167
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 Affiliation
686/П** 1 20.03.2013
Manufacture of 11Ф732 №***
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
687/П 17.04.2013
Manufacture and testing Upper Stage DM-SL №37L RSC Energia and spares (SPT&A) for it ZAO ZEM
RSC Energia 113 398 000,00
Until the Parties have
met their commitments
in full
06.07.2013 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
687/П** 1 10.06.2013
Manufacture and testing Upper Stage DM-SL №37L and spares (SPT&A) for it
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
168
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 Affiliation
687/П** 2 31.07.2013
Manufacture and testing Upper Stage DM-SL №37L and spares (SPT&A) for it
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
691/П 1 03.10.2013
Transport cargo vehicle Progress-M (ser. No***) manufacture and compartments assembly, integration, testing on and CTF and acceptance at ZAO ZEM RSC Energia on subject “ISS-Reserve”
ZAO ZEM RSC Energia 90 504 500,00
Until the Parties have
met their commitments
in full
06.07.2013 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
695/П 12.02.2013
Manned space vehicle Soyuz-TMA (ser..№***) manufacture, assembly, 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 1 579 169 200,00
Until the Parties have
met their commitments
in full
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
169
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 Affiliation
695/П** 1 20.03.2013
Manned space vehicle Soyuz-TMA (ser..№***) manufacture, assembly, 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 0,00
Until the Parties have
met their commitments
in full
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
700/П 14.06.2013
Manufacture of integrated stand (IS) 11Ф732
ZAO ZEM RSC Energia 535 257 170,00
Until the Parties have
met their commitments
in full
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
700/П** 1 13.11.2013
Manufacture of integrated stand (IS) 11Ф732
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
170
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 Affiliation
727/П** 1 12.02.2013
Performance of work on modification of art. 14С022 №1L
0,00 31.12.2014 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
728/П** 3 17.10.2013
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 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
728/П** 2 10.06.2013
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 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
171
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 Affiliation
729/П 1 04.03.2013
Performance of work on purchasing long-lead time elements for International docking adapter and manufacturing AGS, MAPAS, KSA, MSA
ZAO ZEM RSC Energia 20 000 000,00
Until the Parties have
met their commitments
in full
06.07.2013 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
729/П 2 21.03.2013
Performance of work on purchasing long-lead time elements for International docking adapter and manufacturing AGS, MAPAS, KSA, MSA
ZAO ZEM RSC Energia 10 985 171,60
Until the Parties have
met their commitments
in full
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
729/П 3 31.07.2013
Performance of work on purchasing long-lead time elements for International docking adapter and manufacturing AGS, MAPAS, KSA, MSA
ZAO ZEM RSC Energia 12 764 499,10
Until the Parties have
met their commitments
in full
06.07.2013 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
172
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 Affiliation
738/П 26.04.2013
Transport cargo vehicle Progress-MC (ser. No ***) manufacture, assembly, testing on CTF, transportation and acceptance, prelaunch processing and taking part in ILV launch; manufacture and delivery of equipment to be shipped for it
ZAO ZEM RSC Energia 1 123 384 100,00
Until the Parties have
met their commitments
in full
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
739/П 26.04.2013
Transport cargo vehicle Progress-MC (ser. No ***) manufacture, assembly, testing on CTF, transportation and acceptance, prelaunch processing and taking part in ILV launch; manufacture and delivery of equipment to be shipped for it
ZAO ZEM RSC Energia 1 147 642 800,00
Until the Parties have
met their commitments
in full
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
740/П 26.04.2013
Transport cargo vehicle Progress-MC (ser. No ***) manufacture, assembly, testing on CTF, transportation and acceptance, prelaunch processing and taking part in ILV launch; manufacture and delivery of equipment to be shipped for it
ZAO ZEM RSC Energia 1 150 313 500,00
Until the Parties have
met their commitments
in full
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
173
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 Affiliation
741/П 26.04.2013
Transport cargo vehicle Progress-MC (ser. No ***) manufacture, assembly, testing on CTF, transportation and acceptance, prelaunch processing and taking part in ILV launch; manufacture and delivery of equipment to be shipped for it
ZAO ZEM RSC Energia 1 069 294 300,00
Until the Parties have
met their commitments
in full
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
742/П 26.04.2013
Transport cargo vehicle Progress-MC (ser. No ***) manufacture, assembly, testing on CTF, transportation and acceptance,
ZAO ZEM RSC Energia 1 071 392 400,00
Until the Parties have
met their commitments
in full
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
749/П 26.04.2013
Transport manned vehicle Soyuz-MC (ser. №***), manufacture, assembly, testing on CTF, transportation and acceptance, its prelaunch processing and taking part in ILV launch, outfitting of Soyuz-MC crews with personal equipment and hardware delivery to TC
ZAO ZEM RSC Energia 1 667 754 100,00
Until the Parties have
met their commitments
in full
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
174
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 Affiliation
750/П 26.04.2013
Transport manned vehicle Soyuz-MC (ser. №***), manufacture, assembly, testing on CTF, transportation and acceptance, its prelaunch processing and taking part in ILV launch, outfitting of Soyuz-MC crews with personal equipment and hardware delivery to TC
ZAO ZEM RSC Energia 1 651 672 100,00
Until the Parties have
met their commitments
in full
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
751/П 26.04.2013
Transport manned vehicle Soyuz-MC (ser. No***) manufacture, assembly, testing on CTF, transportation and acceptance, its prelaunch processing and taking part in ILV launch outfitting of Soyuz-MC crews with personal equipment and hardware delivery to TC
ZAO ZEM RSC Energia 1 690 673 600,00
Until the Parties have
met their commitments
in full
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
752/П 26.04.2013
Transport manned vehicle “Soyuz-MC” (ser. №***) manufacture, assembly, testing on CTF, transportation and acceptance
ZAO ZEM RSC Energia 1 688 842 700,00
Until the Parties have
met their commitments
in full
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. Zelelnschikov 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
175
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 Affiliation
761/П* 1 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 CM-624.Сб07 ser.№* (under the «Sea Launch» Program art.320ГК)
ZAO ZEM RSC Energia -210 524,20
Until the Parties have
met their commitments
in full
23.06.2013 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
763/П 1 22.02.2013
Performance of work on SC "*****" development testing according to supplement №* Energia dated 20.08.12 to ПГ 559ГК-24/170-2011 ZAO ZEM
RSC Energia 398 938,00
Until the Parties have
met their commitments
in full
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
763/П 2 11.10.2013
Performance of work on SC "*****" development testing according to supplement №* Energia dated 20.08.12 to ПГ 559ГК-24/170-2011 ZAO ZEM
RSC Energia 1 744 700,00
Until the Parties have
met their commitments
in full
06.07.2013 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
176
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 Affiliation
767/П 11.06.2013
Performance of work in support of transport vehicles Progress M and Soyuz TMA systems modernization ZAO ZEM
RSC Energia 125 583 536,00
Until the Parties have
met their commitments
in full
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
767/П** 1 04.10.2013
Performance of work in support of transport vehicles Progress M and Soyuz TMA systems modernization ZAO ZEM
RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
767/П** 2 09.12.2013
Performance of work in support of transport vehicles Progress M and Soyuz TMA systems modernization ZAO ZEM
RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
177
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 Affiliation
768/П** 1 15.02.2013
Transport manned vehicle Soyuz-MC (ser. No***) manufacture, assembly, testing on CTF and acceptance in accordance with DD
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
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
769/П** 1 15.02.2013
Transport manned vehicle Soyuz-MC (ser. No***) manufacture, assembly, testing on CTF and acceptance in accordance with DD
ZAO ZEM RSC Energia 0,00 31.12.2016 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
771/П 08.05.2013
Work preproduction, manufacture and assembly of specimens of biaxial knee modules with adjustable hydraulic damper ГСЛИ.943334.061.
ZAO ZEM RSC Energia 600 176,97 30.06.2013 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
178
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 Affiliation
771/П** 1 15.08.2013
Work preproduction, manufacture and assembly of specimens of biaxial knee modules with adjustable hydraulic damper ГСЛИ.943334.061.
ZAO ZEM RSC Energia 0,00 30.11.2013 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
776/П 11.04.2013
Manufacture of dynamic mockup for development testing of modified space vehicles Progress-MC, Soyuz-MC ZAO ZEM
RSC Energia 413 050 000,00
Until the Parties have
met their commitments
in full
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
777/П 10.04.2013
Ensuring repair testing of device FM-4 of CNЭ50 (398ГК.1001-0) as part of TF 1129-385 ZAO ZEM
RSC Energia 1 416 826,00
Until the Parties have
met their commitments
in full
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
179
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 Affiliation
778/П 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
ZAO ZEM RSC Energia 7 869 136,80
Until the Parties have
met their commitments
in full
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
780/П 05.08.2013
Work performance on building additional work station to test TMV Soyuz MC on CTF-416 ZAO ZEM
RSC Energia 77 923 318,00
Until the Parties have
met their commitments
in full
06.07.2013 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
781/П 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
ZAO ZEM RSC Energia 85 359 977,00
Until the Parties have
met their commitments
in full
06.07.2013 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
180
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 Affiliation
782/П 08.04.2013
Manufacture of additional equipment for WS on TC for Soyuz, Progress vehicles (site 254) by TS and ordering forms ZAO ZEM
RSC Energia 5 319 392,00
Until the Parties have
met their commitments
in full
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
783/П 11.04.2013
Manufacture of group SPT&A kits for article 11Ф732, 11Ф615
ZAO ZEM RSC Energia 241 000 000,00
Until the Parties have
met their commitments
in full
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
783/П** 1 02.12.2013
Manufacture of group SPT&A kit for article 11Ф732, 11Ф615
ZAO ZEM RSC Energia 0,00
Until the Parties have
met their commitments
in full
06.07.2013 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
181
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 Affiliation
784/П 24.07.2013
Manufacture of hardware to test scale model of transformable module 582ГК0000Х11-0 ZAO ZEM
RSC Energia 7 955 265,00
Until the Parties have
met their commitments
in full
06.07.2013 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
785/П 14.06.2013
Performance of repair/maintenance work on hardware of articles 77КМЛ and ЗХ77КМЛ ZAO ZEM
RSC Energia 5 140 552,00
Until the Parties have
met their commitments
in full
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
786/П 04.06.2013
DW component on working out technical project materials to get ready for manufacture of SC 14Ф154 ZAO ZEM
RSC Energia 1 455 866,00
Until the Parties have
met their commitments
in full
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
182
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 Affiliation
787/П 16.10.2013
Work performance in support of launching spacecraft (SC) Ekspress-АМ8" ZAO ZEM
RSC Energia 10 901 451,00
Until the Parties have
met their commitments
in full
06.07.2013 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
788/П 16.09.2013
Activities on subject: DW Component “Manufacture of AU aerodynamic models for testing at TsAGI and TsNiiMash” 2 998 766,00
Until the Parties have
met their commitments
in full
06.07.2013 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
789/П 05.07.2013
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
ZAO ZEM RSC Energia 3 350 000,00
Until the Parties have
met their commitments
in full
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
183
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 Affiliation
795/П 15.05.2013
Work performance on ensuring integrated tests of Upper Stage (US) 11С861-03 №2Л on LC 8К82К ZAO ZEM
RSC Energia 334 760,00
Until the Parties have
met their commitments
in full
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
796/П 15.05.2013
Work performance on normal prelaunch processing of US11С861-03 №2ЛL for launching SCU GLONASS-M №47 ZAO ZEM
RSC Energia 1 131 680,00
Until the Parties have
met their commitments
in full
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
797/П 24.06.2013
Work performance on replacement of working fluid in steering actuator 405ГК.0000-0 ser. № *** and its parameters adjustment for compliance with Specs
ZAO ZEM RSC Energia 40 470,00 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
184
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 Affiliation
799/П 03.10.2013
Work performance on manufacturing cable adapter 17Г584.0700-270 and simulator M ИТФЖ.687282.036 ZAO ZEM
RSC Energia 183 431,00
Until the Parties have
met their commitments
in full
06.07.2013 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
800/П 19.07.2013
Work performance on preparation of mockup of NG MTV return vehicle for MAKS-2013 exhibition ZAO ZEM
RSC Energia 3 121 572,00 31.12.2013 06.07.2013 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
803/П 15.10.2013
DW Component related work: Drawing up and issuing Preliminary Design Project 372А354.0000-0П315 “spacecraft OKA-T”. Manufacturing technology for onboard complexes, systems and equipment. Production facilities.
ZAO ZEM RSC Energia 2 900 000,00
Until the Parties have
met their commitments
in full
06.07.2013 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
185
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 Affiliation
804/П 26.08.2013
Work performance on testing PCE system № LK1
ZAO ZEM RSC Energia 394 715,00 31.12.2013 06.07.2013
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
804/П 1 04.10.2013
Work performance on testing PCE system № LK1
ZAO ZEM RSC Energia 268 270,00 31.12.2013 06.07.2013
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
805/П 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 10 704 323,98 31.12.2013 06.07.2013 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
186
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 Affiliation
823/П 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)
ZAO ZEM RSC Energia 1 197 582,00
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п 156-5/536 23.06.2013
Dispatch to Baikonur of supplied materials and equipment using transport with article 11Ф732 №*** ZAO ZEM
RSC Energia 19 903,33
Until the Parties have
met their commitments
in full
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
г/п 156-5/594 10.07.2013
Dispatch to Baikonur of supplied materials for complex 17Т523М
ZAO ZEM RSC Energia 78 250,90
Until the Parties have
met their commitments
in full
06.07.2013 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
187
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 Affiliation
г/п 156-5/745 02.09.2013
Dispatch to Baikonur of unpressurized cargoes pad, cargo platform, industrial alcohol for art. 11Ф615 №***, ***, 11Ф732 №*** ZAO ZEM
RSC Energia 17 028,00 31.10.2013 06.07.2013 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
г/п 156-5/1075 21.11.2013
Dispatch to Baikonur of supplied materials
ZAO ZEM RSC Energia 29 114,27
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п 156-5/265 26.03.2013
Dispatch to Baikonur of supplied materials
ZAO ZEM RSC Energia 42 893,33 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
188
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 Affiliation
г/п 156-5/85 07.02.2013
Dispatch to Baikonur branch of industrial alcohol and supplied materials
ZAO ZEM RSC Energia 81 141,17 30.04.2013 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
г/п 05-6/145 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 65 192,75
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п 05-6/34 13.03.2013
Manufacture of check valve ЮЕУЮ.СОЖ.01.09.000000
ZAO ZEM RSC Energia 189 567,00 14.03.2013 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
189
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 Affiliation
г/п 11Д-6/1136 07.11.2013
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
ZAO ZEM RSC Energia 178 180,19
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п 121-3/551 27.06.2013
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
ZAO ZEM RSC Energia 126 768,00
Until the Parties have
met their commitments
in full
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
г/п 156-5/495 30.05.2013
Dispatch to Baikonur branch of industrial alcohol, supplied materials and equipment by TS ZAO ZEM
RSC Energia 61 964,82
Until the Parties have
met their commitments
in full
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
190
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 Affiliation
г/п 156-5/662 12.08.2013
Dispatch to Baikonur branch of materials and component parts required for servicing on object SAVS-1 ZAO ZEM
RSC Energia 10 707,33
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п 156-5/904 11.10.2013
Dispatch to Baikonur of optical telescopes system and supplied materials
ZAO ZEM RSC Energia 10 918,67 30.12.2013 06.07.2013
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
г/п 2ДП-3/184 11.04.2013
Prepayment for Steel 07Х16Н6 (ЭП288) Rods 12-30 kg, 16 - 30 kg., 20 - 25 kg, Steel15Х18Н12СЧТЮ (ЭИ654) hexahedron S14 – 25 kg, S17 – 30 kg, S27-30 – 30 kg
ZAO ZEM RSC Energia 20 633,83
Until the Parties have
met their commitments
in full
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
191
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 Affiliation
г/п 309-12/312 25.08.2013
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
ZAO ZEM RSC Energia 118 468,47
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п 309-12/432 29.10.2013
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.
ZAO ZEM RSC Energia 43 319,23
Until the Parties have
met their commitments
in full
06.07.2013 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
г/п АП-300/94 05.07.2013
Business trip of A.P. Sorochenko, the lead engineer in testing at CTF-416 to Oxford city, Great Britain, from 07.07.2013. through 14.07.2013
ZAO ZEM RSC Energia 82 287,52 14.07.2013 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
In all: ZEM RSC
Energia
17 752 891 449,58
192
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 Affiliation
437-11 д/с 2 29.01.2013
Development of detail design of Lidar Measurement system (LMS) Experimental verification of basic technical solutions
FGANU TsNII RTK 2 600 000,00 30.11.2012 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
438-11* 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
FGANU TsNII RTK -2 364 400,19 30.11.2012 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
445-11 д/с 4 20.02.2013
Opinion generated. Taking part in tests and activities of State Commission on articles 11Ф732 № ***, № ***, № ***, № ***А at TC and LC relative to Kaktus-2V system ASP
FGANU TsNII RTK 23 192,25 31.12.2013 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
896-12 25.03.2013
Manufacture and delivery of special-purpose product-Container Т74.056.000 for article Kaktus-2V (2 units)
FGANU TsNII RTK 797 644,94 31.03.2013 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
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
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
424-11** additional agreement 5 12.07.2013
Scientific equipment “specialized manipulator system”
FGANU TsNII RTK 0,00 30.06.2014 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
193
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 Affiliation
424-11 additional agreement 6 27.12.2013
Scientific equipment “specialized manipulator system”
FGANU TsNII RTK 983 179,13 30.06.2014 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
430-11 additional agreement 3 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
Price not negotiated 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
430-11 additional agreement 4 18.10.2013
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
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
456-12 additional agreement 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
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
456-12 additional agreement 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
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
Additional agreement to 438-02
additional agreement 15 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
FGANU TsNII RTK
Price not negotiated, activities excluded
31.12.2013 06.07.2013 General
Shareholders' Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
194
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 Affiliation
425-11 Additional agreement 6 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
FGANU TsNII RTK 37 700 000,00 30.08.2012 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
678-09 Additional agreement 12 12.03.2013
Modification of corrector and checkout equipment of Kaktus-2V complex Т71.790.136 relative to replacement of EEE parts and component parts
FGANU TsNII RTK 786 436,79 30.01.2014 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
678-09 Additional agreement 13 09.10.2013
Modification of corrector and checkout equipment of Kaktus-2V complex Т71.790.136 relative to replacement of EEE parts and component parts
FGANU TsNII RTK 386,00 30.01.2014 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
678-09* Additional agreement 14 05.11.2013
Modification of corrector and checkout equipment of Kaktus-2V complex Т71.790.136 relative to replacement of EEE parts and component parts
FGANU TsNII RTK -168 498,40 30.01.2014 07.12.2010
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
484-12 11.03.2013
DW Component: Opinion generated. Taking part in tests at CTF TC, LC on articles 11Ф732 №***, №***, №***, №*** relative to Kaktus-2V system ASP
FGANU TsNII RTK 674 828,74 30.12.2013 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
195
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 Affiliation
484-12 Additional agreement 1 15.04.2013
DW Component: Opinion generated. Taking part in tests at CTF TC, LC on articles 11Ф732 №***, №***, №***, №*** relative to Kaktus-2V system ASP
FGANU TsNII RTK 54 112,07 30.12.2013 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
484-12 Additional agreement 2 05.08.2013
DW Component: Opinion generated. Taking part in tests at CTF TC, LC on articles 11Ф732 №***, №***, №***, №*** relative to Kaktus-2V system ASP
FGANU TsNII RTK 12 813,36 30.12.2013 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
484-12 Additional agreement 3 28.11.2013
DW Component: Opinion generated. Taking part in tests at CTF TC, LC on articles 11Ф732 №***, №***, №***, №*** relative to Kaktus-2V system ASP
FGANU TsNII RTK 7 981,79 30.12.2013 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
484-12 Additional agreement 4 13.12.2013
DW Component: Opinion generated. Taking part in tests at CTF TC, LC on articles 11Ф732 №***, №***, №***, №*** relative to Kaktus-2V system ASP
FGANU TsNII RTK 16 016,88 30.12.2013 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
490-13 27.06.2013 DW Component: “Space optical communication line equipment”
FGANU TsNII RTK 17 500 000,00 20.04.2014 23.06.2012
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
490-13** Additional agreement 1 14.10.2013
DW Component: “Space optical communication line equipment”
FGANU TsNII RTK 0,00 20.04.2014 06.07.2013
General Shareholders'
Meeting
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
196
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 Affiliation
504-13 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
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
439-11 Additional agreement 3 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
Son of Corporation President V.A. Lopota, A.V. Lopota, is the Director of TsNII RTK
In all: FGANU TsNII RTK
67 634 235,50
110313 02.04.2013
Bringing airplane An-12BP № 11025 into flight worthiness state
ZAO PO Cosmos 8 416 366,71 31.12.2013 20.03.2013 Board of
Directors
Corporation Management member M.V. Komarov is the Board of Directors’ member ZAO PO Cosmos
127213 10.07.2013
Bringing air-plane TU-134А-3 №65726 into flight worthiness state
ZAO PO Cosmos 7 309 343,62 31.12.2013 13.06.2013 Board of
Directors
Corporation Management member M.V. Komarov is the Board of Directors’ member ZAO PO Cosmos
127413 10.07.2013
Bringing air-plane TU-134А-3 №65719 into flight worthiness state
ZAO PO Cosmos 7 212 230,32 15.09.2013 13.06.2013 Board of
Directors
Corporation Management member M.V. Komarov is the Board of Directors’ member ZAO PO Cosmos
344 Additional agreement 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
Corporation Management member M.V. Komarov is the Board of Directors’ member ZAO PO Cosmos
197
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 Affiliation
281 Additional agreement 2 04.04.2013
Services for organizing aviation safety of Vnukovo-3 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
ZAO PO Cosmos 15 024 960,00 31.12.2014 20.03.2013 Board of
Directors
Corporation Management member M.V. Komarov is the Board of Directors’ member ZAO PO Cosmos
194/02-11**
Additional agreement 3 21.11.2013
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
Corporation Board of Directors member S.G. Alyabeva is OAO NII TP Board of Directors member
194/02-11**
Additional agreement 4 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
Corporation Board of Directors member S.G. Alyabeva is OAO NII TP Board of Directors member
11/02-13* Additional agreement 1 04.12.2013
DW Component: “Ensuring implementation of ISS Mission Program relative to equipment Kurs-A, Kurs-NA
OAO NII TP -840 000,00 20.04.2014 23.12.2013 Board of Directors
Corporation Board of Directors member S.G. Alyabeva is OAO NII TP Board of Directors member
11/02-13 Additional agreement 2 27.12.2013
DW Component: “Ensuring implementation of ISS Mission Program relative to equipment Kurs-A, Kurs-NA
OAO NII TP 300 000,00 20.04.2014 23.12.2013 Board of Directors
Corporation Board of Directors member S.G. Alyabeva is OAO NII TP Board of Directors member
198
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 Affiliation
129/02-13 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
OAO NII TP 2 910 000,00 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
129/02-13**
additional agreement 1 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
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
Note: * - reduced contract value ** - postponement of the dates for contract performance milestones, changes in the text, etc. (with contract amount remaining unchanged)
199
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
5-16/01-С Exten-sion 05.01.2013
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.
ZAO ZEM RSC Energia 15 954 580,64 31.12.2013 23.06.2012
General Shareholders'
Meeting А00301
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
5-16/01-С**
Add./ agr.
6 15.04.2013
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.
ZAO ZEM RSC Energia 0,00 31.12.2013 23.06.2012
General Shareholders'
Meeting А00301
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
200
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
200 Add./ agr.
6 07.02.2013
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.
ZAO ZEM RSC Energia 9 364 378,50 31.12.2013 23.06.2012
General Shareholders'
Meeting А07208
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
170/8У-10 Add./ agr.
7 19.04.2013
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 health-improvement 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.
ZAO ZEM RSC Energia 29 610 570,00 31.12.2013 23.06.2012
General Shareholders'
Meeting А13010
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
201
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
230/256-10 Add./ agr.
2 28.02.2013
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
ZAO ZEM RSC Energia 4 314 611,00 31.12.2013 23.06.2012
General Shareholders'
Meeting А21410
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
66/246-10* Add./ agr.
4 10.07.2013
The Lessor puts out on a loan to the Lessee non-residential 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 -42 765,36 Unlimited period 06.07.2013
General Shareholders'
Meeting А03810
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
202
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
66/246-10 Exten-sion 05.01.2013
The Lessor puts out on a loan to the Lessee non-residential 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 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 49 587 748,02 Unlimited period 23.06.2012
General Shareholders'
Meeting А03810
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
25/003-12 Add./ agr.
1 01.02.2013
Customer instructs while the Contractor ensures passage of railway transport through RSC Energia territory
ZAO ZEM RSC Energia 2 085 807,93 31.12.2013 23.06.2012
General Shareholders'
Meeting А02112
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
203
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
132/208-11 Add./ agr.
1 25.03.2013
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
ZAO ZEM RSC Energia 3 752 645,44 31.03.2014 23.06.2012
General Shareholders'
Meeting А13111
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
207/246-11 Add./ agr.
1 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 shall check their state documented in the Deed of Transfer. Deed of Transfer is an integral part of the contract.
ZAO ZEM RSC Energia 1 087,38 29.11.2012 23.06.2012
General Shareholders'
Meeting А19211
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
204
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
170/10Ц-2011
Add./ agr.
1 04.03.2013
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.
ZAO ZEM RSC Energia 12 845 491,70 15.12.2013 23.06.2012
General Shareholders'
Meeting А16211
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
87/8У-12 Add./ agr.
1 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 7 257 820,00 31.12.2013 23.06.2012
General Shareholders'
Meeting А10312
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
205
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
89/023-2012 08.02.2013
Design supervision of manufacture of bottles 17К.10870-0А
ZAO ZEM RSC Energia 331 816,47 31.12.2013 23.06.2012
General Shareholders'
Meeting И04412
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
177/003-12 Add./ agr.
1 25.11.2013
Ensuring confidential and classified workflow management
ZAO ZEM RSC Energia
137 932 126,00 31.12.2018 06.07.2013
General Shareholders'
Meeting А25212
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
206
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
202/553-12 Add./ agr.
1 20.12.2013
Organizing and implementing measures to protect information against foreign technical reconnaissance and its leak over transmission channels, to ensure information security
ZAO ZEM RSC Energia 5 405 326,77 31.12.2018 06.07.2013
General Shareholders'
Meeting А33312
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
128/157-12 21.01.2013
Competitive selection procedures for choosing suppliers of goods, work services according to customer’s written customers requests
ZAO ZEM RSC Energia 2 302 642,84 31.12.2013 23.06.2012
General Shareholders'
Meeting А20412
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
207
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
206/2У-12 24.01.2013
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
ZAO ZEM RSC Energia 11 414 832,66 31.12.2013 23.06.2012
General Shareholders'
Meeting А33812
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
192/004-12 29.01.2013
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.
ZAO ZEM RSC Energia 1 210 664,07 31.12.2013 23.06.2012
General Shareholders'
Meeting А29212
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
208
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
172/246-12 11.02.2013
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. 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 А24712
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
21/254-13 28.02.2013
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.
ZAO ZEM RSC Energia 5 695 877,20 31.12.2013 23.06.2012
General Shareholders'
Meeting А03013
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
209
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
37/084-2013 18.04.2013
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
ZAO ZEM RSC Energia 3 818 480,00 31.12.2013 23.06.2012
General Shareholders'
Meeting И00513
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
34/091-2013 12.07.2013
“Engineering support of manufacturing assemblies of article US DM-SL”
ZAO ZEM RSC Energia 1 450 000,00 30.12.2013 23.06.2012
General Shareholders'
Meeting И00613
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
210
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
44/246-13 19.06.2013
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.
ZAO ZEM RSC Energia 293 364,30 31.12.2013 23.06.2012
General Shareholders'
Meeting А05113
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
94/897-2013 09.08.2013
Serial production of POP modules and assemblies in 2013 for OKAN
ZAO ZEM RSC Energia 1 957 738,00 30.12.2013 06.07.2013
General Shareholders'
Meeting И04213
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
211
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
178/246-12 05.02.2013
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.
ZAO ZEM RSC Energia 626 798,90 29.11.2013 23.06.2012
General Shareholders'
Meeting А26112
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
220/4У-13 30.12.2013
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.
ZAO ZEM RSC Energia 48 700 000,00 31.12.2014 06.07.2013
General Shareholders'
Meeting А32313
ZAO ZEM RSC Energia General Director A.F. Strekalov is the Corporation Board of Directors’ member Corporation board of Directors and Management member N.I. Zelenschikov is ZAO ZEM RSC Energia Management member. Corporation Management members V.A. Manyuta and A.G. Pyzin are ZAO ZEM RSC Energia Management members
Total ZEM RSC
Energia
359 584
035,33
212
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
66/043-2011 д/с 1 29.05.2013
Conduct of qualification tests of digital-analog converters (DAC) 11К25.2Д 1100-0, 11К25.2Д 1100-0-01, manufactured for tests and within periods set by calendar plan.
OAO NPO Energomash 2 074 960,00 01.03.2014 19.04.2013 Board of
Directors 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; Corporation Management member, V.E. Osmolovskiy is the board of Directors’ member of OAO NPO Energomash. Corporation Board of Directors’ member V.K. Verbitskiy is OAO NPO Energomash Board of Directors’ member
17/043-2013/985-
13-165 29.04.2013
Designer’s supervision and services for resolving technical issues during operation of automatics actuators system (AAS) 11К25.2Д2000-0 and actuator 353ГК
OAO NPO Energomash 4 601 220,00 31.12.2013 26.02.2013 Board of
Directors И01613
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; Corporation Management member, V.E. Osmolovskiy is the board of Directors’ member of OAO NPO Energomash. Corporation Board of Directors’ member V.K. Verbitskiy is OAO NPO Energomash Board of Directors’ member
213
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
217/043-2013/985-
13-580 30.12.2013
DW Component on subject: “Electromechanical actuator”
OAO NPO Energomash 15 700 000,00 01.08.2014 09.12.2013 Board of
Directors И00914
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; Corporation Management member, V.E. Osmolovskiy is the board of Directors’ member of OAO NPO Energomash. Corporation Board of Directors’ member V.K. Verbitskiy is OAO NPO Energomash Board of Directors’ member
70/05 д/с 24 28.02.2013
Analytic integration of SC and SRC Zenit-M, mission analysis and Land Launch Program management to support spacecraft launches OOO MKU 3 190 200,00 31.12.2030 21.11.2012 Board of
Directors Г02106
Corporation Management member A.G. Derechin is OOO MKU Board of Directors member
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 OOO MKU 0,00 31.12.2030 19.04.2013 Board of
Directors Г02106
Corporation Management member A.G. Derechin is OOO MKU Board of Directors member
42/246-13 21.03.2013
Lessor puts out on loan to the Lessee non-residential premises with a total area of 36,9 m2
OOO Energia SAT 195 643,80 31.01.2014 20.03.2013 Board of
Directors 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
214
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
77/10Ц-2013 23.07.2013
Quality control services for Research and Development activities in terms of their compliance with the requirements of quality management system existing at RSC OOO Energia
SAT 63 267,49 01.09.2014 24.09.2013 Board of Directors 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.
3/246-13 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
31 763,58 30.06.2013 12.02.2013 Board of Directors А00113
Corporation Management member V.E. Osmolovsky is the member of OAO consortium Kosmicheskaya Regata Board of Directors
327 Add./ agr.
9 17.05.2013
1.1 Lessor provides for temporary possession and use (lease) of aircraft Tu-134А3, state registered mark RA-65726, serial number 63720 hereinafter referred to as “the Leased airplane”
ZAO PO Cosmos 1 898 599,00 31.12.2013 20.03.2013 Board of
Directors А14705
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos
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 RA-11025, serial number 6344103 hereinafter referred to as the “The Leased airplane”
ZAO PO Cosmos 3 934 500,00 31.12.2013 20.03.2013 Board of
Directors А14905
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos
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 1 972 135,00 31.12.2013 20.03.2013 Board of
Directors А12906
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos
205/2У-12 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 380 494,42 31.12.2013 08.02.2013 Board of
Directors А33412
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos member
215
Interested – party transactions effected in 2013 with the Customers (RSC Energia as the Contractor)
Contract №
Add.
agr.№ 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
Reg. № Affiliation
2/246-13 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
ZAO PO Cosmos 9 576 718,08 30.12.2013 08.02.2013 Board of
Directors А00213
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos
43/19У-13 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
ZAO PO Cosmos 4 025 400,40 31.12.2013 19.04.2013 Board of
Directors А04813
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos
2/246-13 1 16.09.2013
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)
ZAO PO Cosmos 2394179,52 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
Board of Directors А00213
Corporation Management member M.V. Komarov is the member of ZAO PO Cosmos
Note: * - reduced amount of contract ** - postponement of the dates of contract milestones performance, making changes in text, etc. (with contract amount remaining unchanged)
216
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
Purpose of the Corporation participation
Size of dividends received in the
accounting year, rubles
Limited Liability Company “Energia-Cert”
OOO Energia-Cert 4A Lenin Street, Korolev city, Moscow Region, Russia, 141070 TIN: 5018138697 MSRN: 1095018005631
19,5% Certification of goods and services in the field of space activity
No profit, no dividends were paid
Limited Liability Company “Center for Automated Hydraulic Devices”
OOO “Tsentr AGUS” 4A Lenin Street, Korolev city, Moscow Region, Russia, 141070 TIN: 5018014155 MSRN: 1035003367222
19% 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
230 142,22
Corporation “ILS International Launch Services, Inc.”
ILS International Launch Services, Inc.
C-T Corporation, Delaware State, Wilmington city, USA
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
-
Public Corporation “Gazprom, Space Systems”
OAO Gazprom, Space Systems
77B Moskovskaya Street, Schelkovo city, Moscow Region, 141112 TIN: 5018035691 MSRN: 1025002045177
16,16% Implementation of Yamal satellite communication system development and manufacture
2 887 635
217
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) Promotion of the Corporation work and services on the international market, deriving profits from commercial SC launches from Sea-based Launch Platform
No dividends were paid in the accounting year
Limited Liability Company 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
Limited Liability Company “International Space Services”
OOO MKU Blg 2, 101 Vernadsky prosp., Moscow city, Russia, 119526 TIN: 7729389099 MSRN: 1037700085818
10% Projects implementation under International Space Programs (Land Launch)
No profit, no dividends were paid
Close Company “Center for Rocket - Space Technology Certification
ZAO TsSKT 4 Pionerskaya Street, Korolev city, Moscow Region, Russia 141070 TIN: 5018034722 MSRN: 1035003364098
2,33 % Scientific-technical expertise, certification of RST articles
27 300
218
Information about termination of the Corporation participation in joint-stock companies in 2013
Full name Charter capital of the company
Participating interest of the Corporation in the
company Charter capital
Date of start/ termination of the
dependence Note
Limited Liability Company INKON (OOO INKON)
8 400 rubles 10 % 07.06.1993/
19.12.2013
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)
219
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
Corporation share in the legal
entity Charter capital
Purpose of the Corporation participation Size of dividends received in the
accounting year, rubles
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
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
Public Corporation “Consortium Kosmicheskaya Regata”
OAO Consortium Kosmicheskaya Regata
4А Lenin Street, Korolev city, Moscow Reg., Russia 141070 TIN: 5018032789 MSRN: 1035003360534
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 corporation makes arrangements for termination of its participation in the Company
No profit, no dividends were paid
220
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
26,57% Use of space-related activity results for the benefit of Russian regions economy
27 755
Close Company “Astrasystems”
ZAO Astrasystems 8/5 Barrikadnaya Street, Moscow city, Russia, 123242 TIN: 7703564620 MSRN: 1057748413590
25,2% 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
No profit, no dividends were paid
221
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
Corporation share in the 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 rocket-space complex components
49 158 000
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
TIN: 6312024093 MSRN: 1026300767382
100% Conduct of research work, development work and experimental work on implementing RSC Energia rocket-space programs
No profit, no dividends were paid
Close Company «Production Association Cosmos» of S.P. Korolev Rocket and Space Corporation Energia
ZAO PO Cosmos Room 1, Vnukovo-3, Borovskoye shosse, Moscow city, Russia, 103027 TIN: 7732016788 MSRN: 1027700321880
100% Air transportation of passengers, cargoes and mail following Moscow-Baikonur route under Federal Space Flight operation and maintenance of aviation equipment. Provision of commercial services
No profit, no dividends were paid
Limited Liability Company «Investment Company Razvitiye»
OOO IK Razvitiye 4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018055017 MSRN: 1025002035277
100% Investment activity No dividends were paid
Limited Liability Company «RSC Energia-Finance»
OOO RSC Energia-Finans
4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018128089 MSRN: 1085018005368
100% Investment activity 72 500
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Close Company «Teplo RSC Energia»
ZAO Teplo RSC Energia
4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018138369 MSRN: 1095018005279
100% Ensuring efficient management and operation of the Corporation power supply services ensured supply of power resources, water supply
No dividends were paid; profit is directed to
reserve fund and to cover losses of the past period
Limited Liability Company «Orthopedic Industry Moscow Energia»
OOO OIME 4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018035726 MSRN: 1025002037191
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.
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.
Limited Liability Company «Institute for Industrial Hydrogen Power of S.P. Korolev Rocket-Space Corporation Energia»
OOO IPROVEN RSC Energia
4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018094390 MSRN: 1045003358036
51% Conduct of studies; designing, manufacture of power plants on the basis of the fuel cells and other high-technology products
91 196
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Limited Liability Company «Energia Satellite Technologies»
OOO Energia SAT 4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018155195 MSRN: 1135018000259
51% 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
Close Company «Energia-Telecom»
ZAO Energia-Telecom 4A Lenin Street, Korolev city, Moscow Region, Russia, 141070
TIN: 5018138640 MSRN: 1095018005576
50,1 % Development, manufacture, commissioning and operational use (for communication, radio and TV broadcasting) of satellite communication components and systems based upon unmanned spacecraft
No dividends were paid; profit is left at the
Company’s disposal
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Appendix 11 / Non-profit organizations, the participant (founder) of which is RSC Energia
Full firm’s name Shortened firm’s name TIN, MSRN location Corporation share in the 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 Scientific-Educational 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 - - Promotion of space research, dissemination of space knowledge; building up International Community of Experts
Non-profit Partnership «International Committee on implementing the project for building International Aerospace Global Monitoring System».
NP «International Committee on implementing Project MAKSM»
- - Organization, scientific-technical and financial-economic 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
Self-regulatory organization Non-Profit Partnership «Consolidation of Builders»
SRO NP Stroyconsolidatsia - - Conduct of activities to design, build and repair buildings and facilities
Non-Profit Partnership National Organization of Designers
NP NATs Project - - Conduct of activities to design, build and repair buildings and facilities
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).
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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.
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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 Federal-level 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 Pr-307 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
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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:
Year By Russian Accounting Standards
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 military-technical 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)
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(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 27258-OD/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 medium-sized 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 OD-11/43575 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).
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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
Percent of deliveries acquired through electronic auctions, % 0 0 0 0
Total number of tenders held 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
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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
Percent of saving achieved by other procurement, % 9,03 4,44 21,97 2,37
Percent of the failed electronic auctions, % 0 0 0 0
JSC approved the document regulating procurement activity
approved 04.02.2013
approved 04.02.2013
approved 04.02.2013
approved 04.02.2013
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 Cost-Effectiveness 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.
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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 energy-saving 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.
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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 PACC-Audit 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 38,22%
3 Net profit by IAS in 2012, million rubles –
4 Net profit by RAS (Russian Accounting Standards) in 2012, million rubles 758,9
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 685,0
9 Forecast of Federal budget receipts of dividends in2014, million rubles 65,5
10 Type of accounting base (IAS, RAS, RAS after deduction of financial assets revaluation)
RAS
11 Net profit forecast by IAS in 2014, million rubles –
12 Net profit forecast by RAS in 2014, million rubles 137,0
13 Forecast of Federal budget receipts of dividends in 2015, million rubles 13,1
14 Type of accounting base (IAS, RAS, RAS after deduction of financial assets revaluation)
RAS
15 Net profit forecast by IAS in 2015, million rubles –
16 Net profit forecast by RAS in 2015, million rubles 1 261,0
17 Forecast of Federal budget receipts of dividends in 2016, million rubles 120,5
18 Type of accounting base (IAS, RAS, RAS after deduction of financial assets revaluation)
RAS
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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 PF-11/16678 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 Joint-Stock 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 (single-member 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.
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14. Updated was information about implementing measures in support of procurement transparency and change-over 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.
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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%.
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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
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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.