ANNUAL REPORT. International Airport. Boryspil International Airport State Enterprise

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1 ANNUAL REPORT International Airport Boryspil International Airport State Enterprise

2 Contents I II III IV V VI General Director s address Key Events of year Review of Aviation Industry World Air Traffic Market Air Traffic Market of Ukraine Summary of Boryspil International Airport State Enterprise operations in the year Operating rates: Passenger Flow Flight Movements Cargo and Mail Airlines and Routes Transfer Passenger Flow Non-aviation activity Personnel and Social Responsibility Aviation Security Quality Management. Environmental Management Airport Development Financial Performance Contacts Flight map

3 Dear Colleagues, Anton Volov General Director Boryspil International Airport State Enterprise I Key Events of year was marked as the year of sustainable development and improvement. We completed the reconstruction of Terminal B which began in We are now able to service domestic passengers in brand-wide lounges and so provide a high level of customer service. We combined handling of international and domestic flight passengers having created the first value-added transfer terminal in Ukraine. During we celebrated the 7 millionth, and later on, the 8 millionth passenger for the first time in the history of Boryspil airport development. Currently our airport strengthens its position as a leading hub for the air transport market of Ukraine with its share of over 64% of air traffic of Ukraine. Forty-five international and nine domestic airlines operate regular passenger flights to 113 destinations. In for the first time in the history of the airport operation the total passenger traffic exceeded 8 million passengers. Last year was certainly successful. Looking forward our objective is to complete the construction and commissioning of Terminal D, the most challenging high-capacity passenger terminal complex in Ukraine, to attract of new airlines, improve the level of services for passengers and air carriers. Our country is hosting European Football Championship Most of the guests will arrive in Ukraine through Boryspil Airport, and therefore it will be us who create their first impression of the country. For this purpose we have been preparing for this event thoroughly and carefully, in particular, we have involved the most skilled and experienced specialists from Western Europe and the USA who are assisting us to provide European level of services at Boryspil Airport. Our main objective is to continue development, enhance customer services and efficiency of Boryspil Airport operations. Therefore, may year 2012 become for all of us the year of new creative accomplishments, new professional successes and new achievements. Rostov-on-Don Karlovy Vary Novosibirsk January Collaboration with DONAVIA airline resulted in opening of a new scheduled flight from Kyiv to Rostov-on-Don. February Boryspil International Airport State Enterprise hosted an official delegation of Rostov oblast, Russia. Within the framework of that visit Rostov-on-Don Airport Open Joint-Stock Company confirmed the commitments to develop close cooperation between the airports of the two countries. March The airport welcomed WindJet, a new lowcost carrier which opened a new regular flight from Kyiv to Rimini, Italy. AeroSvit Airline opened new regular flights to Krakiw and London. The airport renewed cooperation with Azerbaijan Airlines operating scheduled air service Baku-Kyiv-Baku. Ukraine International Airlines opened a new scheduled flight to Dnipropetrovsk. April AeroSvit Airlines expanded its air network having opened a scheduled flight to Karlovy Vary and Novosibirsk. Nouvel Air Tunisie opened an international regular flight en-route Enfida-Kyiv-Enfida. This month we celebrated the 20th anniversary of cooperation between Boryspil Airport and Austrian Airlines. May Collaboration with Ural Airlines resulted in the operation of international scheduled flights from Yekaterinburg to Kyiv. Route network of Boryspil Airport continued to be expanded following opening of international scheduled flights to: Krasnodar (AeroSvit Airlines); Aktau (AeroSvit Airlines); Samara (Ukraine International Airlines) General Director s address Key Events of year 5

4 new routes Krasnodar Aktau Samara new routes Kostanai Stuttgart Girona Taban Air Bishkek This month Boryspil International Airport State Enterprise celebrated the 10th anniversary of Runway No. 1 operation, one of the Eastern Europe runways of the highest capacity. June International scheduled flights were opened to: Kostanai (AeroSvit Airlines); Stuttgart (AeroSvit Airlines); Girona (Wind Rose Airline). July Cooperation with Orenair resulted in opening of an international regular flight en-route Orenburg-Kyiv-Orenburg. The international scheduled flights were opened to: Samarkand (AeroSvit Airlines); Moscow (Ukraine International Airlines). August Collaboration with Taban Air was followed by implementation of charter programme en route from Tehran to Kyiv. AeroSvit Airlines opened a scheduled air service to Bishkek. During August 936,000 passengers used the airport, the highest number ever recoroded in a single month. September Cooperation allowed with Flydubai an increase in the number of flights from the airport to and from Dubai. Domestic flights were transferred to be handled in Terminal B. Memorandum of Understanding regarding implementation of Airport Collaborative Decision Making (CDM-A) Project was signed by the airport New routes Uzhgorod Colombo quirements of ISO 9001:2008 and ISO 14001:2004 international standards. Terminal F celebrated its first jubilee. Since the date of commissioning the terminal had handled over 3.5 million passengers in its spacious lounges. November For the first time in the history of Boryspil Airport operation passenger traffic reached 7 million passengers. Reconstruction of the Departures Area for international flights in Terminal B was completed. A new technological scheme of allocation of domestic and international flights passengers was introduced. December Boryspil Airport cut a record having handled the 8 millionth passenger. 4,046 tons of cargo were handled at the Boryspil Airport this month. AeroSvit Airlines opened an international scheduled flight en-route Kyiv - Ho Chi Minh - Kyiv. A new state taxi service SKY TAXI was introduced in the airport. This service was established to improve transfer facilities for passengers getting from the airport to their place of destination and back. Terminal D Operation Preparatory Programme started at the airport. Within the ORAT programme specialists from of Munich Airport organized a number of trials of systems and facilities in Terminal D complex in order to ensure a concerted operational start of the new Terminal D October Due to Cimber Sterling A.S. having started to cooperate with the airport an international flight between Kyiv and Copenhagen was opened. Scheduled flights were opened to: Uzhgorod (Business Aviation Centre Airline); Colombo (AeroSvit Airlines). Cooperation with Armavia airline operating scheduled flights en-route Yerevan - Kyiv Yerevan, was resumed. The Airport Quality Management System was re-certified in accordance with the re Key Events of year Key Events of year 7

5 World Air Traffic Market At the end of the demand for passenger air transportation increased by 5.9% compared to figures released in Total profit of aviation industry in was USD 7.9 billion compared to USD 15.8 billion in Political instability in the Middle East resulted in an increase of the oil price which was followed by growth of air carriers expenses and almost halved their profits. The best figures were achieved by the airlines of Latin American region. Due to the increase of business and trade activity with the countries of Northern America and Asia, Latin American air carriers transported 10.2% pax more in compared to Total profit of the airlines of Latin American countries within the reporting year reached around USD 300 million whereas within the previous year the profit had reached USD 1billion. The main negative factor influenced the profit margin was high price of oil. Regardless European debt crisis the European air carriers achieved quite a high tempo of total passenger traffic growth which reached 9.5% compared to figures released in However, the total profit of the European companies reached only USD 700 million whereas a year before it had been USD 1.9 billion. Local markets of European countries are instable now which keeps down the industry figures, on the other hand, low rate of euro stimulates export of products and increase of the number of business flights. II Review of Aviation Industry The airlines of the Asian Pacific region got the highest profit to the amount of USD 4.8bn in (a year before that figure had reached USD 8 bn). This region has the most highcapacity potential for air traffic development, however within the year the total passenger movement increased only by 4%. The volume of air traffic and the profit margin in this region were negatively impacted by natural disaster in Japan and inflation processes in China. The Northern American region, African region and Middle East demonstrated the lowest indices of passenger traffic growth. Summarizing the results of the year air carriers worldwide lost 0.7% of cargo traffic market, industrial production and international trade of the majority of the countries of the world were negatively influenced by economic, political and even environmental factors. However at the end of the reporting year the cargo traffic market showed continuous growth of cargo turnover evidencing gradual recovery of international trade. Air Traffic Market of Ukraine Active recovery of air traffic volumes which had started in 2010 bloomed into rapid increase of demand for air traffic in. Under statistic data passenger flows through Ukrainian airports during the reporting year increased by 21.7%, cargo flows by 11% and reached 12.5 million passengers and 47.2 thousand tons of cargo and mail respectively. In general, according to the data of the State Aviation Administration of Ukraine, 9 Ukrainian airlines operated regular passenger flights to 48 countries worldwide, while 56 foreign airlines operated regular flights from 33 countries. In the reporting year 28 Ukrainian airports and aerodromes handled commercial flights of domestic and foreign airlines. The main share of total passenger movements (94%) is concentrated in 7 strategic international airports of Ukraine: Boryspil, Donetsk, Dnipropetrovsk, Odessa, Simferopol, Lviv, Kharkiv and Kyiv (Zhuliany Airport). Statistic data of the year clearly evidenced Boryspil International Airport shared 64.6% of the total volume of air passenger handling, 78.4% of the total volume of cargo and mail handling among the airports of Ukraine confirming the implicit leading position among other Ukrainian airports. Share of Ukrainian Airports in Passenger Transportation Share of Ukrainian Airports in Cargo and Mail Transportation Boryspil 64.6% Simferopol 7.7% Donetsk 6.7% Odessa 6.6% Kyiv (Zhuliany) 3.8% Dnipropetrovsk Kharkiv Lviv other Passenger flows through Ukrainian airports during the reporting year increased by: 21.7 and amounted to 12.5 mln. passengers % 11 % 3.4% 2.5% 2.4% 2.4% Boryspil 78.4% Odessa 6.8% Kyiv (Zhuliany) 0.9% Simferopol 0.9% Donetsk 0.4% Dnipropetrovsk 0.2% Lviv 0.2% Kharkiv 0.1% other 11.9% 47.2 thousand tons of cargo and mail Passenger Traffic through the Airports of Ukraine, (thousand of passengers) 2010 Boryspil Simferopol Donetsk Odessa Kyiv (Zhuliany) Dnipropetrovsk Kharkiv Lviv 6, , Review of Aviation Industry 1 Ends on a Positive Note - Capacity, Economy Loom as Issues in Air Traffic Market of Ukraine 9 // IATA Press Realease No.: 1, 1 February 2012 (http://www.iata.org)

6 Passenger Flow, thousand of passengers 5, , ,047.1 III Summary of Boryspil International Airport SE operations in the year Cargo and Mail, thousand of tons Passenger Flow Following the results of the year Boryspil International Airport reported the total passenger flow of 8,047,072 passengers, including 6,972,724 passengers carried by international air lines and 1,074,348 passengers carried by domestic air lines. Compared to the statistic data of the year 2010 the total passenger flow of the Airport increased by 20%. The active expansion of Airport s route map and attraction of new carries gave an opportunity to increase significantly the number of passengers transported on the scheduled flights especially to European countries. Optimization of airlines schedule proposing an easy connection to international flights resulted in the increase of the domestic scheduled flights passenger flow. The volume of charter passenger flow decreased by 5.8% (-74, 112 passengers) in. Decrease of charter passenger number occurred as a consequence of expansion of scheduled flights geography and re-orientation of outbound tourism to the scheduled flights. In the dynamics of passenger flow at Boryspil Airport was marked with the persistent tendency to increasing of general passenger flow in comparison with the indices of the last periods in the years Passengers of scheduled flights IAL (other) 11% DAL 13% IAL (Europe) Passengers of scheduled flights IAL (other) DAL IAL (Europe) % 14% 76% 78% The passenger flow following the results of the year Boryspil International Airport: Flight Movements, thousand of units ,074,348 domestic air lines (DAL) 6,972,724 8,047,072 international air lines (IAL) total passenger flow passengers Index Unit Changes 11/ Passenger Flow, inc. thousand of pass. 8, % 6,693.8 IAL thousand of pass. 6, % 5,771.8 DAL thousand of pass. 1, % Flight Movements, inc. thousand units % 96.6 IAL thousand units % 72.9 DAL thousand units % 23.7 MTOW, inc. thousand of tons 2, % 2,560.5 IAL thousand of tons 2, % 2,172.6 DAL thousand of tons % Cargo and Mail, tons, inc. thousand of tons % 31.9 IAL thousand of tons % 31.7 DAL thousand of tons % 0.2 Dynamics of Passenger Flow, Passengers (thousand) Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec IAL international air lines DAL domestic air lines In August of the reporting year a record-breaking number of passengers that amounted to 936,413 was registered. This is the biggest number of passengers transported within a month for all history of Boryspil Airport. 10 Summary of Boryspil International Airport State Enterprise operations in the year Passenger Flow 11

7 Flight Movements Cargo and Mail The total number of flights operated in increased by 10% and amounted to 106,710. The increase was created by the growth in international flights (+14 %) while at the same time the slight decrease of the domestic flights (-1%). Overall the change in the number of movements was positive in the year, however in December the number of operated flights a decreased by 0,9% compared to the same period in Flight Movements Flight Movements DAL 22% IAL DAL IAL % 78% 75% In the year Boryspil International Airport handled 37, 020 tons of cargo and mail, that is 15.9 % more compared to The dominating share of cargo air traffic was performed due to international flights and accounted for 99.8 % (36,938 tons), the rest of cargo 0.2 % (83 tons) was carried by domestic flights. In December the absolute maximum of 4,046 tons of cargo were carried through Boryspil Airport. The most significant volumes of cargo were carried on flights to Vienna, New York and Bangkok. Cargo and mail air traffic leaders in the year The total number of flights operated in : 10 % 14 % -1 % 106,710 units international flights domestic flights Monthly Flight Movements, ,648 tons 7,403 «AeroSvit Airlines» In the volume of cargo and mail transported through Boryspil International Airport was: 15.9 % 99.8 % 0.2 % 37,020 tons of cargo and mail tons 2,747 tons «Ukraine International Airlines» by international airlines «Aero-Charter Airlines» by domestic airlines Flight Movements ,906 7,173 8,041 8,301 8,861 10,432 10,288 10,246 9,482 9,585 8,374 8,021 Cargo and Mail Traffic, Tons ,957 3,039 2,478 2,868 3,120 3,106 2,548 2,764 3,140 3,416 3,538 4,046 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec In July of the reporting year there was a record number of the operated flights amounted to 10,432 from/to Boryspil Airport fixed for the airport entire history. 12 Flight Movements Cargo and Mail 13

8 Airlines and Routes In 45 international and 9 domestic airlines operated their passenger scheduled flights at Boryspil International Airport SE on 113 routes covering 101 international and 12 domestic routes. Under the statistics the number of passengers serviced by domestic carriers in amounted to 5,724,100 passengers. This represented 71% of the total passenger flow operated at Boryspil International Airport SE. Respectively, the international carriers share accounted to 29% or 2,323,000 passengers. The market for passenger transportation on international scheduled flights to/from Boryspil Airport in the reporting year was shared as follows: Ukrainian Carriers transported 61% (3,468,000 passengers), international Carriers transported 39 % (2,265,000 passengers), respectively. In cooperation with the airlines was aimed at expansion of Airport route map and increase of flight frequency on the prospective destinations. Also many efforts were made to engage new carriers. Under the results for the reporting year new 6 airlines started to operate scheduled flights: Donavia (the Russian Federation) from/to Rostov-on-Don; Flydubai (UAE) from/to Dubai; WindJet (Italy) from/to Rimini; domestic airlines thousand passengers The number of passengers serviced in by airlines: Orenair (the Russian Federation) from/to Orenburg; Ural Airlines (the Russian Federation) from/to Yekaterinburg; Cimber Air (Denmark) from/to Copenhagen. Taban Air (Iran) initiated operation of the series of international charter flights from/to Tehran. Moreover, in 12 scheduled flights were opened having connected Kyiv and Aktau (AeroSvit Airlines), Bishkek (AeroSvit Airlines), Enfidha (Nouvel Air Tunisie), Karlovy Vary (Aero- Svit Airlines), Gerona (Wind Rose), Krakiw (AeroSvit Airlines), Kostanay (AeroSvit Airlines), Novosybirsk (AeroSvit Airlines), Samara (Ukraine International Airline), Samarkand (AeroSvit Airlines), Stuttgart (AeroSvit Airlines), Ho Chi Minh (AeroSvit Airlines). In the year the following companies stopped operating their flights at Boryspil Airport: RusLine (Yekaterinburg); Tajik Air (Dushanbe); Libyan Arab Airlines (Tripoli); SAS (Copenhagen); WizzAir Ukraine (Budapest, Dortmund, Katowice, Koeln, Lviv, Lubeck, Memmingen, Venice, Simferopol, Stockholm). 5, ,323 thousand passengers % from the total passenger flow operated at Boryspil % International Airport SE international airlines With the reference to the overall number of passengers transported in the year, 84% (6,781,102 passengers) used scheduled flights and the rest at the rate of 16% (1,265,970 passengers) used charter and business aviation. According to the regional share the fundamental part of passenger traffic falls to European internal routes and comprises 76% from the overall passenger flow. Russia was the most popular destination by volume of passenger traffic. 13,6% (1,091,089) of passengers travelled to that country. The second most popular destinations were those within Ukraine (13.5%) and the third most popular was Turkey with its share of 8.5% % acc. to the data of % Passenger Movements per Regions Europe 76% Middle East 9% Asia 8% Africa 6% North America 2% Within the reporting period the strongest increase of passenger flow was fixed on flights to the Russian Federation (+ 303,943 passengers) and to Israel (+ 177,668 passengers) in comparison with Review of air routes map of Boryspil International Airport SE showed that the most popular destinations among the scheduled flights are as follows: Moscow passengers Antalya passengers +84.9% On the charter flights the highest number of passengers were carried to: -5.3% Tel Aviv passengers Hurghada passengers +33.3% -13.2% Donetsk passengers Sharm el- Sheikh passengers Following the results of the reporting year AeroSvit Airline became a leader with its index of 2,390,537 passengers (+74 acc. to the data for 2010). Ukraine International Airline, the last year leader, moved to the second place of this rating with its index of 1,824,491 passengers (+31%). The third place belongs to Wind Rose that carried 598, 538 passengers (- 5%). Share of top 10 airlines in total passengers carried АeroSvit 29.7% UIA 22.7% Wind Rose 7.4% Dniproavia 7.1% Lufthansa 5.2% Aeroflot 2.7% Air France 1.6% Turkish Airlines 1.6% Utair Ukraine 1.6% Air Baltic 1.5% others 19% Passenger Movements per Countries, Passengers Russia Ukraine Turkey Germany Egypt Israel UAE UK Kazakhstan France Georgia Italy Austria Netherlands Greece Czech Republic Spain Latvia Poland USA 14 Airlines and Routes Airlines and Routes 15

9 Transfer Passenger Flow In the reporting year the handling of domestic flights was transferred to Terminal B. Henceforward passengers of international and domestic flights started to be handled under one roof as far as the first fully-functional Transfer Terminal was founded in Ukraine for the first time. It provided all prerequisites to improve technologies for servicing of transfer passengers and to develop a large hub, to enlarge cooperation between airlines and to develop code-sharing and air route maps. Within Boryspil International Airport handled: 117 % 1,416.4 thousand transfer passengers Non-aviation activity Non-aviation revenue in totaled 260 m UAH. That is 12.9% (30 m UAH) more compared to the non-aviation revenue in the previous year. Considering the airport s total net income for the reporting year non-aviation revenue makes 18.4%. The largest fraction of non-aviation revenue amounting to 4.6% (65 m UAH) was received as a payment for VIP-terminal C services, and compared to 2010 this rate increased by 21.8% (12 m UAH). Within rental services and advertising activities revenues rose significantly. Compared to 2010 yield level from rental services almost doubled, and from advertising activities increased four times. Management team of Boryspil International Airport keeps improving conditions for passengers staying in the airport terminals. Annually range of passenger services is getting widened and a network of organizations aimed at Boryspil airport customers satisfaction is being expanded. Total net income (aviation and non-aviation activity) Non-aviation activity Aviation activity 18 % 82 % Transfer Passenger Traffic Development, Passengers (thousands) Year Transfer passengers, thousands of people ,416.4 Increase, % 15.31% 1.48% 22.07% 117.2% In airport passenger services included as follows: Duty free shops; Brand clothing stores; Jewelry stores; Mobile shops; Press stands; Bookshop; Souvenir shops; Car rental agencies; Railway and long-distance bus ticket offices; Restaurants, bars, cafes, mini-bar, snack bar, oxygen bar; Beverages vending machines; ATM; Bank offices; Currency exchange; Payment terminals Ibox; Post office; Beauty salon; Studio express manicure (nail bar); Pharmacy; Luggage wrapping services. 16 Transfer Passenger Flow Non-aviation activity 17

10 Personnel and Social Responsibility Today the success of Boryspil international Airport depends on its 3,918 faithful employees. Every day high-skilled professionals work to create safe and comfortable conditions for passenger handling and other airport s customers servicing. As per January 01, 2012 the number of Airport personnel reached 3,918 employees, 71% of whom were mеn and 29% - women. The number of employees who had been working for more than 10 years totaled 1,528 people (39% of the total number of full timers). The average age of the employees of the company was 45. The number of the passengers handled per an employee reached PAX 2,053 and the year before this figure was only 1,810. In remuneration of labor a positive trend ran on an average salary was increased 15% and reached UAH 5,990 compared to In the company s salary fund was increased 20% compared to the previous year and reached respectively UAH 281,643.3 thousand. It is customary for Boryspil Airport Authority to pay much attention to employees motivation program, as its effective implementation results in efficient operation of airport employees. Overall employee motivation system which is implemented in the company includes competitive salaries, a system of bonuses application as well as other social programs. Supplementary benefits The following supplementary benefits are provisioned at the enterprise: welfare assistance on various necessities of life, interest-free loans for education, enhancement of living facilities, application of bonuses for employees. Medical insurance Medical insurance is provided for every employee as well as health-recreation programs for employees and their families are implemented in the company.. Personal enhancement In addition to the program of upgrading training courses and professional skills development, in the reporting year free of charge English courses for employees of all levels of language knowledge were introduced. Transportation support Within the reporting year free company buses traffic en route Kyiv- Boryspil and vice versa was increased. Social Consciousness Airport Authority pays much attention to the veterans of the enterprise: within different excursions, visits to the theater and concerts were arranged as well as celebration events devoted to the Motherland Defender s Day, Women s day, Victory Day, New Year, etc. Hundreds of visitors come to the Airport museum every year and its activity is being financed smoothly. Rewarding In year the following employees were awarded for conscientious work: 22 employees were awarded with a badge of the Honorary Employee of Boryspil International Airport; 40 employees were conferred an honorary title of the Veteran of Boryspil International Airport; 197 employees were awarded with a Citation of General Director of State Enterprise Boryspil International Airport; 10 employees were awarded with a Diploma of Head of the State Aviation Administration of Ukraine; 2 employees were awarded with a badge of the Honorary Employee of Transport of Ukraine; 4 employees were awarded with a badge of the Honorary Employee of Transport of Ukraine. For many years Boryspil Airport willingly makes investments in the development of its employees, creating unique opportunities for career advancement. In the reporting year UAH thousand were assigned for personnel development. Mandatory training in labor safety, civil defense, fire safety, operation in winter/summer seasons and aviation security was conducted for 3,275 employees. Moreover, 348 employees were trained for relevant qualification upgrading, 30 of which were trained abroad for the specialty as follows: aviation security, technical monitoring, quality, tax legislation, fuel and oil materials, accounting, etc. As per January the number of Airport personnel reached: supplementary benefits 3,918 employees Authority of Boryspil Airport to pay much attention to employees motivation program: medical insurance personal enhancement 71 mеn % transportation support 29 % womеn social responsibility Aviation security Protection of life and health of passengers, crew members and airport employees is achieved by meeting international standard and current legislation of Ukraine in aviation field. AVSEC department employees provided the approved transportation of 1,258 pcs. of fire arms, 69,783 munitions. Under the request of airlines, extra security measures were executed on 597 flights. In the reporting period AVSEC employees conducted special escorting of dangerous and valuable goods (2,006 pcs.), VIP persons and delegations/groups when making photo- and video filming, etc. Paramilitary security service conducted general safeguarding of 5,608 aircraft and individual safeguarding of 20 aircraft. In AVSEC department collaborated closely with local police department, which is located in the territory of the Airport, in regard with violation of internal regime of object operation. Within the reporting year 618 persons were detained and 17 cases were delivered to the local police department. Permanently Boryspil International Airport management focuses on enhancement of AVSEC control system that is implemented at the airport. 18 Personnel and Social Responsibility Aviation security 19

11 In : 4 AVSEC check-points (check-points No.5, No.7, No. 11, No.11a) in addition to the existing ones were put into operation. These check-points were equipped with the most up-to-date equipment for AVSEC control of passengers, their hand baggage and baggage (X-ray РХ-6.4, fixed HI-PE Multi Zone metal detectors); Screening system for baggage in the baggage area in Terminal B (for domestic flights) was mounted and put into operation; Perimeter fence in the area from Check-point No.7 to Terminal F was replaced for a new one. The ICAO Aviation Training Center at Boryspil International Airport successfully promotes adherence to aviation security standards. In new national programs were drawn up by the ICAO Aviation Training Center as follows: STP 123/Supervisors «AVSEC supervisors training»; STP 123/Patrolling «Course for the Personnel Performing Patrolling and Protection of Civil Aviation Facilities». In the reporting year the ICAO Aviation Training Center performed Aviation Security Training courses as follows: 9 ICAO Training courses attended by 85 trainees from different countries: Azerbaijan, Bulgaria, Kazakhstan, Latvia, Moldavia, Russia, Uzbekistan and Ukraine; 195 national courses 2,601 students; Seminars on Aspects of the Customer oriented culture were conducted for 589 employees of different subdivisions of Boryspil Airport. Moreover, instructors of ICAO Aviation Training Сenter conducted 14 on-site STP 123-4/О «Training Course on Special Technical Control Devices» for Simferopol, Lugansk, Donetsk, Kryvyy Rikh, Kharkiv, Lviv. Implementation of the mentioned above technical and procedural improvements in the AVSEC system enabled to successfully pass certification by the AVSEC department and to receive Certificate of Conformity to the current legislation rules and regulations. Quality Management. Environmental management Within the framework of the upgrading procedure of the existing infrastructure and construction of a new terminal, the strategic target of Boryspil International Airport SE is integration into the European hub network. Under the said circumstances, the key tasks of the company activity in the field of quality management are as follows: meeting the requirements of flight regularity and safety; reasonably total satisfaction of passengers necessities for high quality servicing, forecasting of future needs and their implementation. In October a recertification of Quality Management System was carried out at Boryspil Airport under the requirements of ISO 9001:2008 and ISO 14001:2004. The audit was conducted by auditors of TÜV NORD UKRAINE certification agency and covered 35 structural departments at the airport. At that the objects of the audit were services rendered to airlines, passengers and other customers in aviation and non-aviation activity which provide safe, secure and in time flight operation. During the audit it was stated that Quality Management System at Boryspil airport complied with the requirements of the mentioned above standards. Under the results of the audit Certificates of conformity were issued. Their period of validity is 3 years. Quality department in the airport conducts regularly monitoring of servicing procedures and operation assessment of airport departments. Summaries against the findings of the monitorings conducted promote execution of the constant control of all business-procedures, malfunctions timely elimination and improvement of Boryspil Airport operation in general. Airport staff has clear understanding of its responsibility for recourse preservation notwithstanding the results of the enterprise operation and therefore it implements a large number of measures aiming at preservation of environment. 20 Quality Management. Environmental management Quality Management. Environmental management 21

12 During the environment protection team, Boryspil International Airport SE, implemented the following measures: Air protection included: quarterly Environment Monitoring of vehicle emission indices during the operation of such vehicles according to the requirements of the Ukrainian State Standard DSTU 4277:2004 and DSTU 4276:2004; implementation of preventive measures against Freon emissions into the air; arrangement of gasoline storage in the underground tanks in the main fuel and oils warehouse. Due to the measures implemented the level of contaminants in emission of fixed pollution sources was lower than the standard. IV Airport Development Water protection included: works on ground waters treatment from remains of petroleum products at the main fuel and lubricants storehouse of the airport; scheduled repair of treatment facilities for storm water at Ikva river; maintenance and cleaning of the main water discharge sewer. Due to the measures implemented, sewage waters were treated as far effective as to reach the permissible limits of emissions into natural water bodies. Waste management included: new areas for containers arranged near Terminal F, on the aprons S and G1 for temporary storage solid waste; arrangement of separate collection and temporary storage of waste prior to its delivery to other business facilities. Due to the measures implemented adherence to provisions of current legislation in waste management field was achieved. In the first intra-terminal passenger transfer facility in Ukraine was established in Terminal B. Starting from September of the reporting year the servicing of international and domestic flights was been pooled in one terminal complex. This event opened up new opportunities for service enhancement of transfer passengers to the level of international standards and decreasing of minimum connection time. Construction of Terminal D Car parking construction Organizational actions included: provision of appropriate sanitary and environmental actions in respect of airport territory; airport territory improvement on Environmental Protection Day; execution of control and timely remedial measures for rectification of the consequences of oils spill on the aprons; execution of laboratory analysis of soil and water for oil contaminants. Capacity of terminal complex is 3,000 PAX/peak-hour for departure and 3,000 PAX/peak-hour for arrival. The Terminal complex includes the following: a Terminal building of 110,000 m 2, an apron for 23 aircraft parking stands, access roads and other production process facilities. Arriving/departing passengers will be serviced through 11 passenger air bridges and 8 gates and 5 baggage carousels. The facility will also include the following systems: BRS; PBB; AVSEC control; FIDS; CUTE; VDGS; lifts, escalators, walkways. A three-level building of the car parking will be located at the same axel from Terminal D building in 50 m distance. The buildings will be divided by a car passage on a surface level and connected by a covered corridor on the second floor. At both sides of the car parking building parking stands for buses and taxi will be located. 22 Quality Management. Environmental management Airport Development 23

13 Reconstruction of external power supply Terminal В Reconstruction: (arrivals and departures) Construction of industrial heating plant No. 2 for Terminal D heating provision For stable heating of Terminal D, heat carriers into the systems of heating, air conditioning and hot water supply will be delivered from the self-contained industrial heating plant No.2 In the boiler room there will be three HW Hot-Water Boilers of 10MW each. During the reporting year the following projects were also implemented: the new service for business class passengers on domestic flights was implemented (individual transfer to/ from the A/C); Due to the lack of existing airport facilities for provision of power supply of airport development facilities it was necessitated to reconstruct of external power supply of the SE BIA. During 2012 the following works have been carried out: reconstruction of Boryspil substation 110/35/10 (located in Boryspil town); construction of substation for 110/10 кv; laying out of cable networks. Substation 110/10 for кv is designed to power the utility and technological networks at Boryspil Airport. In accordance with technical requirements for connection, issued by Kyivoblenergo OJSC on the aforementioned substation of the airport the installation of two transformers of 25 МВА is provided. Reconstruction and expansion of apron F In the works on enhancement of technological areas of passenger handling in Terminal B were performed: the area of arrival lounge was expanded; new gallery has been put into operation; arrival lounge for domestic flights was put into operation; 16 check-in desks were put into operation; BHS were installed and put into operation for passengers of domestic flights. This system includes 12 check-in desks, collector and carousels conveyers for baggage make-up; transit lounge was arranged. By means of works performed Terminal B capacity increased up to PAX/peak-hour. In the reporting year the works on reconstruction of the existing apron in the area of extension of Taxiway 10 (TW-10) were in progress. These works were aimed to arrange parking lot for six В and four В During : the preparatory works were performed (existing pavements and buildings were dismounted, utility network were removed etc.); the base and concrete artificial pavement were constructed; the buildings were constructed and the networks of system of centralized aircraft fuelling station, airfield lighting system, networks and buildings of power supply and lighting, communication and video surveillance, water supply and water disposal system were laid out; the highway was transferred; TW-10 was extended; parking for six В was arranged; parking for four В was arranged. The construction works on connecting TW between apron F and D and technological road were carried out. flight check of airfield lighting equipment of Runway-1 and Runway-2 aimed at provision of aviation safety of the aircraft and servicing of air traffic; the technical expertise of airfield lighting of Runway-1 was carried out and validity period of the certificate of suitability of airfield equipment was extended for 3 years; Memorandum of Understanding for Project Implementation on Collaborative Decision Making that has been signed provides for the opportunity to decrease the number of delays due to Slot-coordination and generally increase the regularity of operations. Boryspil Airport will be the first airport in Eastern Europe that will adhere to this programme; the sections for storage of the pallets of the air carriers were installed with the aim of storage of material assets of the airlines. The training center of Management on Operations conducted a number of measures to increase the quality of services rendered to the airlines in order to ensure operating safety and aviation security during aircraft handling in the reporting year: Training Programme «Safety in the air side». This course includes Human Factor; Traning in accordance with Programme «Staff Preparation on Operating Safety during A/C Handling». During the following equipment was procured: container trolleys 50 units; baggage trolleys 25 units; tractors Foton FT-454 for provision of technological process of baggage and mail delivery from board an A/C to airport facilities of temporary storage 12 units; freight cars of ZAZ TF55YO 7 units; automobiles GAZ units; minibus Iveco Pover Daily 5 units; passenger cars Lanos 5 units; passenger cars GAZ units; freight cars GAZ units; passenger cars GAZ units; minibuses ZAZ А10С30 3 units; buses NEMAN for more comfortable delivery of staff to work 2 units; buses GAZ units; passenger car VAZ unit; towing tractor Flyer Truck C200 1 unit. 24 Airport Development Airport Development 25

14 In the airport specialists arranged: Online transmission of video images from the cameras of Terminal D to airport web-site. This option became possible due to commissioning of a server videostream, ErlyVideo. Thereafter access to the video was set for computers and smart phones under the control of different operating system including Apple HTTP Live stream. Audio information of the system for passenger announcement was updated. V Financial Performance Across all terminals the audio information for the passenger announcement system was updated. Recording of sound announcements in Ukrainian, Russian and English versions was accomplished by the professional recording studio. All texts of voic s were edited in accordance with the international requirements. Visual Information Display System was modified. The new system allows the passengers more quickly and much easier to be familiarized with the information on flight, operation of check-in desks, baggage claim area, boarding gate. An SITA LDCS Maestro Application to local Passenger Departure System was implemented. MaestroDCS is a complex application of LDCS, which was developed for airports and handling agents and airlines, the essential requirement of which is the maximal economic effectiveness while passenger check-in and departure control. Functionality of MaestroDCS covers: passenger check-in; passenger departure control; flight control; reports and notices. MaestroDCS is used by check- in agents for ORAT trials at Terminal D. CCTV System in Terminal B was upgraded. 200 digital video cameras were installed within the frames of modernization in order to provide the surveillance for baggage handling area, domestic flights handling area, terminal entrances. Video data is being kept for 20 days for the following analysis of events. CCTV System was enlarged. Within the frames of work accomplishment the surveillance over the AvSec Check-Points, Check-Points, Baggage Handling Area of Terminal A, separate areas of Warehouse Complex was organized. CCTV System Mobile Equipment was created. This equipment is meant for control over the loading and unloading of aircraft. The mobile equipment operates off-line and can be set up for a job in less than one minute. In the net income of SE Boryspil International Airport amounted to UAH 1,416,004 thousand including: revenues of aviation activity which comprise UAH 1,156,185 thousand; revenues of non-aviation activity which comprise UAH 259,819 thousand. Activities, UAH thousand 2010, UAH thousand Growth, % Net income, total, including: 1,416,004 1,191, % Aviation activity 1,156, , % Airport charges 803, , % Aircraft ground handling 211, , % Additional ground handling services 130, , % Aircraft parking lots 11,436 10, % Non-aviation activity 259, , % Теrminal С Services 65,278 53, % Charges for using of airport infrastructure 48,782 51, % Fuel and Oil Services 48,756 37, % Mail and Cargo Handling Services 20,547 18, % Hotel Services 18,348 20, % Rent Services 15,473 8, % Advertising activities 5,231 1, % Others 37,404 40, % The segment of video surveillance system was arranged for the needs of Airport Taxi Department The usage of this segment and operational cooperation of the staff of AVSEC Department with the Linear Department of the Ministry of Internal Affairs of Ukraine resulted in decreasing of illegal taxi drivers. The main sources of revenues are revenues from aviation activity - 82%, the rest are the revenues from non-aviation activity - 18%. In the financial year: the revenues from aviation activity comprised UAH 1,156,185,000 (+20.2% in comparison with 2010); the revenues from non-aviation activity comprised UAH 259,819,000 (+12.9%). Aviation Revenues Breakdown: Passenger Charge AC Ground Handling Landing/Take-off Charge Add. Ground Handling Services Aviation Security Charge Extra-Parking Charge AC Parking Charge 1% 1% 18% 17% 11% 10% 42% The main sources of revenues of non-aviation activity were: Non-Aviation Revenues Breakdown: services of VIP Terminal C that is UAH 65,278 thousand, using of airport infrastructure that is UAH 48,782,000, services of Fuel and Oil Department that is UAH 48,756,000 thousand. Теrminal С Services Charges for using of airport infrastructure Fuel and Oil Services Mail and Cargo Handling Services Hotel Services 8% 7% 25% 19% 19% Rent Services 6% Advertising activities 2% Others 14% 26 Airport Development Financial Performance 27

15 Profit and Loss Statement of Boryspil International Airport, UAH thousand 2010 Changes, % Net income from sales of products and services 1,416,004 1,191, % Cost of products sold 651, , % Gross profit/loss 764, , % Administrative expenses 47,583 37, % Other operating revenues 316, , % Other operating costs 284, , % Sales costs 1,732 1, % Operating profit/loss 747, , % Financial costs 6,066 41, % Other financial revenues 11,875 3, % Other revenues (costs) 39,832 1, % Profit before tax 792, , % Profit tax 206, , % Net profit (loss) 586, , % Balance Sheet of Boryspil International Airport, UAH thousand Changes, % Assets 7,862,917 6,480, % Non-current assets 7,027,485 5,252, % property, plant and equipment 2,391,311 2,515, % capital investment in progress 2,442,412 1,275, % intangible assets 1,427,114 1,423, % long-term accounts receivable 742,011 9, % other financial investments 19,320 23, % deferred tax assets 5,317 4, % Current assets 835,288 1,228, % cash 193, , % reserves 67,237 48, % accounts receivable 429, , % current financial investments - - other current assets 145,404 38, % current biological assets 9 - Payments of future periods % Liabilities 7,862, , % Own capital 5,030,080 4,621, % nominal capital 556, , % other additional capital 4,180,817 4,033, % retained income 292,742 30, % Special purpose funding % Long-term liabilities 1,700,939 1,342, % bank loans 1,700, , % other long-term financial liabilities - 500,003 deferred tax liabilities - - Current liabilities 688, , % accounts payable for goods, services 343, , % for accounts 91,504 84, % long-term financial liabilities - - bank loans 250,000 - bills issued - - other 3,525 1, % VI Contacts Name of Enterprise Mailing address General Director Press Center Fax Web-site State Enterprise «Boryspil International Airport» Boryspil, Kyiv oblast, Ukraine, Volov Anton Tel.: (044) (044) Financial Performance Contacts

16 North America Toronto New York Flight map of «Boryspil International Airport», Kiev Borispol Lviv Kharkiv Ivano-Frankivsk Dnepropetrovsk Uzhgorod Chernivtsi Domestic routes Lugansk Donetsk Zaporozhye Punta Cana Rovaniemi Kuusamo Odessa Kokkola Sevastopol Simferopol Europe Stockholm Nykoping Helsinki Tallinn St. Petersburg Surgut Nizhnevartovsk Porto Lisbon Riga Manchester Copenhagen Kaliningrad Lubeck Vilnius Hamburg London Amsterdam Berlin Warsaw Minsk Brussels Dortmund Karlovy Dusseldorf Vary Katowice Prague Krakow Cologne Frankfurt am Main Paris Stuttgart Munich Poprad Fridrishafen Memmingen Vienna Kishinev Geneva Salzburg Budapest Zurich Innsbruck Ljubljana Limoges Grenoble Venice Belgrade Bucharest Milan Pula Bilbao Nice Dubrovnik Varna Rimini Split Sofia Costa Brava Burgas Rome Tivat Madrid Barcelona Thessaloniki Istanbul Palma de Mallorca Napoli Kerhira Sabiha Valencia Athens Alicante Tunisia Enfidha Monastir Malta Djerba Tripoli Bodrum Dalaman Kos Antalya Rhodes Heraklion Larnaca Tel Aviv Moscow Boryspil Kyiv Erzurum Beirut Batumi Damascus Amman Rostov-on-Don Krasnodar Tbilisi Yerevan Baghdad Samara Ganja Baku Aktau Tehran Yekaterinburg Orenburg Kostanay Tashkent Samarkand Dushanbe Ashgabat Astana Bishkek Alma-Ata Novosibirsk Asia Beijing Tenerife Gran Canaria Africa Hurghada Ovda Taba Sharm el-sheikh Sharjah Dubai Delhi Abu Dhabi Goa Bangkok international scheduled routes Ho Chi Minh City international chartered routes Colombo Phuket 30 Flight map of «Boryspil International Airport», 31

17 2012 Boryspil International Airport State Enterprise

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