2009 GAZPROMBANK GROUP ANNUAL REPORT IFRS CONSOLIDATED FINANCIAL STATEMENTS
KEY PERFORMANCE INDICATORS Assets, RUR billion Equity (capital), RUR billion 2500 250 1852.2 1741.1 2000 175.1 201.6 196.0 200 1500 127.9 150 833.9 948.5 1000 84.0 100 519.0 500 50 0 0 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 Loans to corporate customers, RUR billion Loans to individuals, RUR billion 800 120 533.5 670.6 600 68.5 96.6 78.7 100 80 205.8 261.4 330.4 400 200 18.3 43.7 60 40 20 0 0 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 Amounts owed to corporate customers, RUR billion Amounts owed to individuals, RUR billion 710.2 800 170.6 200 510.0 600 132.6 150 156.1 225.5 284.6 400 200 51.6 75.9 106.7 100 50 0 0 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009
Gazprombank Group s Asset Profile by Business Segments, % 31 December 2008 31 December 2009 2.2% 83.6% 2.7% 80.7% 3.6% 2.2% 8.4% 4.0% 2.3% 10.3% 2008 2009 Banking Segment 83.6 80.7 Petrochemical 8.4 10.3 Media Business 2.2 2.3 Heavy Machinery 3.6 4.0 Other Segments 2.2 2.7 Gazprombank Group s Asset Profile, % 31 December 2008 31 December 2009 5% 32% 9% 4% 20% 8% 43% 5% 13% 2% 34% 6% 16% 3% 2008 2009 Cash and due from the Central Bank of Russia 5 4 Due from credit organizations 32 20 Financial assets held for trading 9 8 Loans to customers, net 34 43 Investment portfolio 2 3 Non-banking assets 13 16 Other assets 5 6
CONTENTS 7 Message from the Chairman of the Board of Directors 9 Statement from the Chairman of the Management Board 11 Group Profile 12 Gazprombank in Russian and world banking system 14 Ratings 15 Key performance indicators 16 Geographic coverage 18 20 years of sustainable growth 26 Milestones in 2009 and the Q1 2010 28 Shareholders 29 Board of Directors 30 Management Board 31 KEY PERFORMANCE RESULTS FOR 2009 AND DEVELOPMENT PROSPECTS 33 External and operational environment in 2009 38 Banking sector of Russia 42 Gazprombank Group s main business results, financial totals and performance indicators 49 Key resource base development and operating results in 2009 49 Corporate business 57 Depository services 61 Private banking 61 Art Banking Project 62 Retail business and E-services 66 Investment-banking business 75 Non-financial assets management 80 Key business guidelines 83 STREAMLINING the BANK MANAGEMENT SYSTEM 85 Corporate governance 87 Regional network development 91 Infrastructure and technological development 93 Risk management 97 Internal control and auditing 100 Institutional development and human resource (HR) management 102 Charity and sponsorship 105 Summarised Consolidated Financial Information 117 REFERENCE INFORMATION 119 Branches and Representative Offices of GPB (OJSC) 126 Subsidiary and affiliated banks 128 Licenses and certificates 129 Contact details
7 Message from the Chairman of the Board of Directors Dear shareholders, In 2010, Gazprombank will celebrate its twentieth anniversary. Since its creation, it has transitioned from a corporate settlement center into a sophisticated nation-wide credit institution. Today, the Bank is making notable contributions in implementing the country s top-priority goals. A perfect example is Gazprombank s role in implementing government programs aimed at mitigating the global financial crisis. In accomplishing this work, the Bank has solidified its reputation as a backbone and socially responsible institution, being a recognized leader in the Russian banking community. Amid the great complexity in 2009, the joint efforts of shareholders and the government nearly doubled Gazprombank s equity 1. That significantly expanded the Bank s lending opportunities with domestic businesses now facing an acute deficit of financing. Gazprombank pays special attention to its cooperation with OAO Gazprom under a strategic partnership agreement which goes far beyond the traditional range of banking services. The latest banking projects are linked to the main areas of Gazprom s investment program. The Bank is participating in the implementation of the Eastern Gas Program and the Shtockman gas-condensate field development project, implementing cash flow and operating cost management systems in Gazprom enterprises and offering investment and financial advisory services. In 2009, Gazprombank, in a global financial advisory capacity, facilitated the successful completion of a number of key Gazprom projects including the acquisition of large blocks of shares in OAO Gazprom Neft and OOO SeverEnergiya from a consortium of Italian companies, and an asset swap deal with E.ON AG, a German energy concern. I would like to thank the management and team of GPB for their effective performance and congratulate all shareholders, clients, partners and employees of Gazprombank on its anniversary. Alexey B. Miller Chairman of the Board of Directors GPB (OJSC) Chairman of the Management Board OAO Gazprom 1 As calculated according to the Russian accounting standards.
9 Statement from the Chairman of the Management Board Dear Shareholders, Customers and Partners, The business of GPB (OJSC) in 2009 was guided by its participation in the goals set by the government to mitigate the negative impact of the global financial crisis on the Russian economy. The main focus was on providing financial support to the productive sector and strategically important national companies. All that took the form of expanding the Bank s base of corporate clients and related industries. The corporate credit portfolio grew by 30% during the year, and more than doubled compared with the pre-crisis year 2007. More than a half of the loans were extended to backbone enterprises primarily to restructure their existing debt, consolidate assets and upgrade production facilities. Apart from commercial lending, the Bank has significantly increased the volume of structured and project financing and advisory services. The Bank s funds were received by enterprises in the fuel and power, defense, agricultural, metallurgical, machine-building, transportation, communication and other industries. Memorandums and partnership agreements were executed with GK Rostechnologies, GK Rosnano, FSK UES OJSC, OAO United Ship-Building Corporation, OAO AvtoVAZ, and OAO Aeroflot Russian Airlines. Under the acute liquidity deficit, credit squeeze and forecasted wide-scale bad debt crisis in the national economy, the Bank has successfully managed two seemingly mutually exclusive tasks expanding lending operations and ensuring a high quality of the credit portfolio. The share of overdue and non-performing loans didn t exceed 4% during the year, which is significantly lower than the country s overall banking system. The growth of asset-related operations had required relevant increase in the resource base. A decisive role was played by the Government s anti-crisis measures as well as support from the Bank s shareholders. The subordinated loans provided by Vnesheconombank and shareholders allowed Gazprombank s equity to increase by RUR130 billion 1 and generate significant reserves for capital adequacy purposes. An important source of replenished resources in the beginning of the year was funding from the Bank of Russia. However, Gazprombank purposely reduced their share of liabilities from 30% to 3% as the economy emerged from the acute phase of the crisis. At the same time, the amount of deposits from corporate and retail clients increased by 37%, which once again indicated a high level of confidence in the Bank. Gazprombank is also contributing support to the industrial sectors of the economy by providing management services with respect to non-financial assets, including to such giants as OAO OMZ, ZAO Khimmash Group and OAO SIBUR Holding. With the direct involvement of the Bank, the enterprises it controls are implementing large-scale programs to upgrade production facilities, expand sales markets, educate personnel and develop the social sphere. An illustrative event during the past year was the commissioning of the Izhora Plant steel-melting facility constructed with financial and organizational support by the Bank. The Bank s internal development is also linked to goals regarding upgrades. The Bank s material and technological base and information technologies are being updated, and infrastructure is being improved. That creates a basis for enhancing the quality of services provided to clients and promoting new banking products. We may note the creation of the integrated Cash Management offer as an example of the Bank s work in that sphere. It was employed by OAO Gazprom and other major enterprises with well-developed corporate infrastructure. Despite difficult economic conditions, the Bank continued to expand its regional network. Five new branches were established in 2009 in Vladivostok, Yuzhno-Sakhalinsk, Murmansk, Belgorod and Yoshkar-Ola. The Kazan branch also joined us earlier this year. Gazprombank entered into partnership agreements with the governmental administrations in the Khanti-Mansiisk and Yamalo-Nenetsky Autonomous Districts, and the Altai, Belgorod, Samara and Kostroma regions. A momentous occasion during the summer of last year was the acquisition of the Russiche Kommerzial Bank AG, Zurich. Its goals include the provision of a wide range of services in the field of international settlements and traditional commercial and investment products to Gazprombank Group s corporate clients. 1 According to the Russian accounting standards.
10 Gazprombank Group. Annual Report 2009 These wide-scale activities went hand-in-hand with the Bank s austerity mode. Non-interest expenses decreased by 13% during the year. At the same time, salary packages and the Bank s headcount were not reduced. Indeed, we even managed to successfully increase the number of employees to some extent, as appropriate, given the increase in the amount of business. As of year-end 2009, Gazprombank s team exceeded eight thousand employees. Competitive compensation packages, the availability of training and career advancement programs, medical insurance and pension benefits all create incentives for effective performance. As a result, Gazprombank faces minimal personnel turnover. The Bank strictly follows the principles of social responsibility in business. It is evident not only in employee attitudes, charitable activities and sponsorships, but also in all aspects of corporate behavior such as sensitivity to the needs of community, close cooperation with government authorities, unconditional compliance with regulatory requirements and contractual obligations, and responsibility to shareholders, clients and partners. We believe this approach is the only right one from both moral and practical perspectives. The private interest of any individual, company or bank may be reliably protected only if common interests are under secure protection. This is exactly how we understand the Bank s slogan: Across the Country to Each of Us. This is not an advertisement but a business philosophy, and Gazprombank is committed to following it. We invite partnership with all those who need an effective, reliable and socially responsible bank with 20 years of successful operating experience behind it. I am sure that our joint efforts for the common good will bring success to each participant. Sincerely yours, Andrey I. Akimov Chairman of the Management Board Gazprombank (Open Joint-Stock Company)
Group PROFILE Gazprombank in Russian and world banking system Ratings Key performance indicators Geographic coverage 20 years of sustainable growth Milestones in 2009 and the Q1 2010 Shareholders Board of Directors Management Board
12 Gazprombank Group. Annual Report 2009 Gazprombank in Russian and world banking system Gazprombank (Open Joint-Stock Company) was registered with the Central Bank of the Russian Federation on July 31, 1990. It holds General License No.354 issued by the Bank of Russia as well as licensees authorizing transactions in securities, precious metals and stones. The Bank is the parent entity of Gazprombank Group. Apart from the banking segment which is the Group s core business, the Group s conducts business in segments such as petrochemicals and tires, heavy machinery and media-related industries. Gazprombank Group s consolidated results are most heavily influenced by the banking and petrochemical segments. Over the past decade, Gazprombank has become a universal bank simultaneously holding leading positions in the corporate, retail and investment areas of the banking services market Being coeval with the banking system of contemporary Russia, in 20 years of progressive development, Gazprombank has transformed from a small industry-captive bank with a team of 28 employees into a banking industry giant one of the nation s largest financial institutions and a sophisticated bank offering a full range of international-quality services. Gazprombank has created a powerful regional infrastructure which includes its own branches and supplementary offices, and a group of subsidiary and associated banks. Gazprombank s brand is present in nearly every Russian region as well as in CIS and non-cis countries. The Bank has established one of the most extensive depository networks in Russia, conducting custodial transactions in securities and other financial instruments. A strategy of broad business diversification enabled Gazprombank to go beyond the boundaries of a captive bank. Over the past decade, Gazprombank has become a universal bank simultaneously holding leading positions in the corporate, retail and investment areas of the banking services market. Currently, Gazprombank s clients include about 3 million individuals and more than 45 thousand corporations. Based on 2009 results, the Information Agency Interfax ranks Gazprombank third among Russian banks in terms of assets, equity and pre-tax profits. Gazprombank ranks fifth in the Banker s Top- 1000 in terms of capital among banks based in Central and Eastern Europe and holds a strong position in the Тор-200 of the world s largest banks. Gazprombank also ranks high on the list of leaders among Russian banks based on other indicators such as: Amount of loans provided to companies in the productive sector #3; Corporate client deposits #2;
13 Group Profile Gazprombank s share in the key performance indicators of the Russian banking sector (as of 1 April 2010), % Capital 5 Assets 6 Loans to corporate customers 6 Corporate customers accounts 11 Retail deposits 2 0% 2% 4% 6% 8% 10% 12% Eurobond issues in external markets #3; Deposits raised from private clients #4; Bank cards in circulation #4; Amount of bond issues organized in Russia #3; Custodial transactions #2.
14 Gazprombank Group. Annual Report 2009 Ratings GPB has ratings assigned by the international rating agencies Moody s Investors Service and Standard&Poor s. As of 31 December 2009, the agencies had assigned the following ratings to the Bank with a stable outlook: Moody s Investors Service: Long-term national and foreign currency deposit rating and debt rating Baa3, National scale bank deposit rating Aaa.ru. Standard&Poor s: Long-term counterparty credit rating and debt rating BB, National scale long-term credit rating ruaa, Short-term counterparty credit rating B. The crisis situation in the Russian economy in 2008 and 2009 has negatively impacted Gazprombank s ratings. In October 2009, Standard & Poor s downgraded GPB s long-term credit rating from ВВ+ to ВВ. The international rating agency explained that the downturn in the Russian economy continued to have a negative impact on the creditworthiness and business parameters of Russian banks, and economic conditions had become significantly complicated. Earlier, in September 2009, for the same reason, Moody s Investors Service downgraded GPB s longterm rating from Baa2 to Baa3. At the same time, this rating continues to be investment-grade. Nevertheless, both agencies rate GPB s role highly and give its ratings additional support as a backbone bank and bank in which Gazprom holds a share. The Russian rating agencies rate Gazprombank s reliability and creditworthiness at the highest level: Moody s Interfax: credit ratings are at the maximum possible levels according to the national scale Aaa.ru long-term rating and RUS1 shortterm rating; Rus-Rating: ВВВ+ rating with stable outlook; Expert RA: the highest А++ rating (exceptionally high creditworthiness level ); Information Centre Rating: Gazprombank s reliability rating is A2 (a very high reliability group). GPB has ratings assigned by the international rating agencies Moody s Investors Service and Standard&Poor s
15 Group Profile Key performance indicators at the end of 2005 2006 2007 2008 2009 Financial figures (billion Rubles) Assets 519.0 833.9 948.5 1852.2 1741.2 Equity (capital) 84.0 175.1 201.6 127.9 196.0 Share capital 26.1 31.8 31.8 31.8 31.8 Loans to customers, net: 224.1 305.1 401.2 630.1 749.3 corporate loans 205.8 261.4 330.4 535.7 670.6 retail loans 18.3 43.7 68.5 94.4 78.7 Customer accounts: 207.7 301.4 391.4 642.6 880.8 Amounts owed to corporate customers 156.1 225.5 284.6 510.0 710.2 Amounts owed to individuals 51.6 75.9 106.7 132.6 170.6 Profit before tax and minority interest 20.8 56.3 52.6 (76.0) 79.0 Net profit 15.3 42.3 33.6 (68.2) 58.8 Ratios (%) Return on average equity 25.7 37.8 18.7 (52.4) 36.4 Return on average assets 3.8 6.3 4.1 (7.5) 3.1 Capital adequacy ratio 18.3 26.9 22.1 9.2 14.8 Net interest margin 3.1 3.1 3.3 3.7 2.9 Interest spread 4.1 4.0 3.8 4.7 3.8 Cost-to-income ratio 41.9 41.0 62.6 19.4 Staff and branch network Number of employees 5,089 5,789 6,564 7,520 8,018 Number of branch offices 32 33 36 39 43
Geographic coverage Gazprombank and the banks which are members of Gazprombank s banking group operate in most regions of the Russian Federation as well as in Belarus, Republic of Armenia and Switzerland. Murmansk Kaliningrad Zürich Sosnovy Bor Saint Petersburg Severodvinsk Petrozavodsk Veliky Novgorod Maloshuika Vytegra Borovichi Arkhangelsk Babayevo Vozhega Plesetsk Kharasovey Cherepovets Sheksna Ustyuzhna Kuloy Nyandoma Sokol Naryan-Mar Tver Kaduy Bovanenkovo Gryazovets Smolensk Tarnogsky Konosha Moscow Schelkovo Myshkin Vologda Gorodok Koryazhma Vorkuta Minsk Klintsy Nadeyevo Uglich Totma Kotlas Ukhta Usinsk Bryansk Yubileiny Urdoma Starodub Rostov Yaroslavl Nyuksenitsa Vuktyl Inta Novy Port Kaluga Kineshma Kostroma Veliky Vychegodsky Pechora Aleksin Ustyug Sosnogorsk Labytnangi Oryol Ivanovo Mikun Tula Privodino Yagelny Yamburg Vladimir Buy Nikolsk Sindor Salekhard Kursk Novomoskovsk Long-Yugan Dzerzhinsk Pripolyarny Tazovsky Kirovo-Chepetsk Syktyvkar Sosnovka Yelets Nizhny Novgorod Zapolyarny Gazsale Belgorod Ryazan Khalimsunt Sorum Lipetsk Arzamas Sechenovo Kirov Igrim Pangody Novy Urengoy Svetly Priozyorny Novozapolyarny Pochinki Yoshkar-Ola Priobye Ivdel Voronezh Tambov Unyugan Beloyarsky Cheboksary Korotchayevo Saransk Izhevsk Pelym Nyagan Verkhnekazymsky Urengoy Taganrog Krasnoturyinsk Penza Ulyanovsk Kazan Peregrebnoye Pravokhettinsky Yeisk Mozhga Votkinsk Lesnoy Yugorsk Tarko-Sale Novocherkassk Nizhnyaya Tura Lykhma Noyabrsk Gubkinsky Temryuk Saratov Syzran Tolyatti Khanty-Mansiysk Novorossiysk Azov Rostov-on-Don Chaikovsky Perm Surgut Naberezhnye Nizhny Tagil Raduzhny Krasnodar Chelny Samara Pervouralsk Uray Nefteyugansk Langepas Volgograd Maikop Neftekamsk Tuapse Balakovo Nizhnevartovsk Nevinnomyssk Novokuibyshevsk Yekaterinburg Ufa Tobolsk Miass Tyumen Izobilny Sochi Armavir Ryzdvyany Sterlitamak Kamensk-Uralsky Strezhevoy Shadrinsk Stavropol Aksaraisky Rostoshi Salavat Chelyabinsk Kargasok Parabel Luginetsky Krasny Yar Pyatigorsk Kurgan Magnitogorsk Ishim Astrakhan Orenburg Kolpashevo Pionerny Nadym Yakutsk Petropavlovsk-Kamchatsky Yerevan Khasavyurt Makhachkala Derbent Novotroitsk Omsk Barabinsk Berdsk Aleksandrovskoye Seversk Novosibirsk Барнаул Belokurikha Iskitim Tomsk Kemerovo Abakan Novokuznetsk Biysk Ust-Ilimsk Achinsk Zheleznogorsk Bratsk Krasnoyarsk Zheleznogorsk-Ilimsky Usolye-Sibirskoye Angarsk Irkutsk Ulan-Ude Chita Blagoveschensk Khabarovsk Yuzhno-Sakhalinsk Shelekhov Vladivostok Ulan-Bator GAZPROMBANK S BANKING GROUP IN 2009 7 subsidiary banks (ZAO AKB Sibirgazbank, OAO KB Severgazbank, Credit Ural Bank OAO, AB GPB- Mortgage (OAO), OOO CB Noyabrskneftekombank, ZAO AREXIMBANK GAZPROMBANK GROUP (Armenia), Russische Kommerzial Bank AG (Switzerland); 1 associated bank (OAO Belgazprombank (Belarus)); 83 branches (43 own and 40 branches of subsidiary and associated banks); 2 representative offices: Beijing (China) and Ulan-Bator (Mongolia); more than 400 banking offices; 3,000 ATMs and more than 12,000 POS-terminals. Beijing GPB (OJSC), its branches and supplementary offices Cities in which GPB s branches and supplementary offices are expected to be opened GPB s subsidiary and associated banks and their branches GPB s representative offices Regional presence of GPB s Group Target regional presence of GPB s Group
ACROSS THE COUNTRY TO EACH OF US GAZPROMBANK GROUP S ASSETS RUR MLN 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 YEAR IN WHICH THE COMMERCIAL BANK OF THE GAS INDUSTRY WAS INCORPORATED. FIRST BRANCHES WERE OPENED IN NIZHNIY NOVGOROD AND NOVY URENGOY. 0.4 NEW BRANCHES WERE OPENED IN YUGORSK, BELOYARSKY AND TULA DURING THE YEAR. 1.4 THE BANK OBTAINED AN EXTENDED LICENSE AUTHORISING FX TRANSACTIONS. 51 THE CREATION OF THE BANK S OWN BRANCH NETWORK CONTINUED. SIX NEW BRANCHES WERE OPENED DURING THE YEAR. 178 MAJOR INDUSTRY PROGRAMS WERE INTRODUCED: TO OFFER CUSTODIAL SERVICES TO GAZPROM SHAREHOLDERS AND TO DEVELOP NON-CASH SETTLEMENTS WITH THE USE OF PLASTIC CARDS. GAZPROMBANK RECEIVED A REWARD FROM THE EUROPEAN CENTER OF MARKET RESEARCH. 839 THE BANK JOINED S.W.I.F.T. AND MICEX AND OBTAINED A CONNECTION TO THE REUTERS SYSTEM; THE BANK OBTAINED AUTHORIZATION TO PROVIDE SERVICES TO SPECIAL EXPORTERS WITH OTHER AUTHORIZED BANKS. 1,851 GAZPROMBANK OBTAINED A GENERAL LICENSE FROM THE BANK OF RUSSIA. THE BANK BEGAN FINANCING GAZPROM S EXPORT CONTRACTS. 5,383 THE BANK PROVIDES LOANS FOR GAZPROM S INTERNATIONAL PROJECTS ASSOCIATED WITH THE CONSTRUCTION OF GAS PIPELINES IN WESTERN EUROPE (YAMAL-EUROPE, INTERCONNECTOR JV). 13,195 THE BANK WAS ASSIGNED A STATUS OF AN AUTHORIZED BANK OF GAZPROM WITH RESPECT TO ALL AREAS OF BANKING AND FINANCIAL SERVICES. MOODY S INVESTORS SERVICE, AN INTERNATIONAL RATING AGENCY, ASSIGNED THE BANK A LONG-TERM RATING. 46,431 A SPECIALIZED SETTLEMENT CENTER WAS CREATED. THE FIRST PHASE OF GAZPROMBANK S BANK CARD SETTLEMENT SYSTEM WAS COMMISSIONED TO COVER 23 REGIONS. 64,833 THE BANK STARTED PERFORMING TRANSACTIONS IN PRECIOUS METALS AND STONES. 82,719 THE BANK BECAME THE FIRST, AMONG RUSSIAN CREDIT ORGANIZATIONS, TO PLACE EUROBONDS IN FOREIGN CAPITAL MARKETS AFTER 1998 FINANCIAL CRISIS. 114,863 FOLLOWING THE RESULTS OF 2001, THE INTERNATIONAL MAGAZINE THE BANKER AWARDED GAZPROMBANK THE BANK OF THE YEAR IN RUSSIA AWARD FOR ACHIEVED RESULTS IN BANKING. 156,931 THE BANK WAS ASSIGNED A LONG-TERM CREDIT RATING BY STANDARD& POOR S. 205,193 THE INTERNATIONAL RATING AGENCY MOODY S RATED THE BANK S DEBT SECURITIES AS INVESTMENT GRADE FOR THE FIRST TIME. 293,702 THE BANK S DEPOSITORY WAS APPOINTED A CUSTODIAN UNDER GAZPROM S ADR ISSUE PROGRAM. THE NEXT VICTORY IN THE BANKER S BANK OF THE YEAR 2005 IN RUSSIA NOMINATION WAS CONDITIONED BY THE BANK S ACHIEVEMENTS IN BUSINESS DIVERSIFICATION AND DEVELOPMENT OF BANKING INFRASTRUCTURE. 519,010 THE BANK WAS JOINTED BY NPF GAZFOND AS A SHAREHOLDER. GAZPROMBANK AND OAO GAZPROM EXECUTED A LONG-TERM COOPERATION AGREEMENT COVERING A PERIOD THROUGH 2015. 833,866 948,523 THE BANK WAS REREGISTERED AS AN OPEN JOINT-STOCK COMPANY. ALL LONG-TERM RATINGS OF THE BANK REACHED INVESTMENT GRADE. 1,852,167 GAZPROMBANK, AS ONE OF THE THREE BACKBONE BANKS, PARTICIPATES IN EFFORTS AIMED AT OVERCOMING FINANCIAL CRISIS IN RUSSIA PROVISION OF FINANCIAL SUPPORT TO ENTERPRISES OF THE REAL SECTOR OF THE ECONOMY AND REHABILITATION OF THE BANKING SYSTEM. 1,741,742 GAZPROMBANK IS SUCCESSFULLY DEVELOPING AND DIVERSIFYING ITS BUSINESS DEPOSITS RAISED FROM ITS CUSTOMERS HAVE EXCEEDED RUR 1 TRILLION; THE BANK CONTINUES TO PROVIDE ANTI-CRISIS SUPPORT TO THE STRATEGIC SECTORS OF ECONOMY AND PARTICIPATES IN ALL IMPORTANT GOVERNMENT PROGRAMS DESIGNED TO SOLVE SOCIAL AND ECONOMIC PROBLEMS. 1990 1992 In April 1990, an order was issued regarding the state gas company GAZPROM to establish a commercial bank of the gas industry and on July 31, 1990, the bank registered with the USSR Gosbank. The establishment of Gazprombank s branch network began in the regions of Russia. Branches were opened in Nizhny Novgorod, Novy Urengoy, Yugorsk, Beloyarsky and Tula. Automated banking technologies implemented; e-mail service set up; industry communication channels utilized. In February 1992, the Bank was re-registered and obtained banking license #354. An extended license authorising FX transactions was obtained. 1993 1995 Major industry programs were introduced to offer custodial services to Gazprom shareholders and to develop non-cash settlements with the use of bank cards. By the end of 1995, the Bank s depository network serviced 76% of Gazprom shareholders holding 81% of all shares. By year-end 1995, the Bank s regional infrastructure was comprised of 20 branches and 6 representative offices. The Bank s charter capital totaled 140.4 billion pre-revaluation rubles. In 1995, the Bank joined S.W.I.F.T. and MICEX and obtained a connection to the REUTERS system. The Bank obtained authorization to provide services to special exporters with other authorized banks. The Bank received a reward from the European Center of Market Research for its performance in 1994. 1996 1997 A general license was issued by the Central Bank of the Russian Federation. The Bank began servicing Gazprom s export contracts. The Bank was admitted to the international payment system EUROPAY as an associate member. The total number of foreign correspondent banks reached 24. The number of credit organization of which Gazprombank was a shareholder increased to 7. In 1997, the Bank s charter capital increased 14 times, and for the first time it raised an unsecured syndicated loan of USD60 million from a consortium of foreign banks. As a financial agent for Gazprom, the Bank was frequently requested to provide loans under international programs associated with the construction of gas pipelines in Western Europe including the trans-european gas-main Yamal-Europe, gas pipelines connecting Great Britain and continental Europe (Interconnector JV) and a gas transit pipeline via Poland (EuRoPol Gas JV). 1998 2002 In terms of its main banking performance indicators, the Bank held a strong position among the top five Russian banks. The Bank was assigned a status of the authorized bank of Gazprom with respect to all areas of banking and financial services provided to Gazprom (Order #122 issued by Gazprom on September 21, 1998). Moody s Investor Service assigned the Bank the maximum possible foreign currency deposit rating for a Russian bank at that time. To enable payments by Russian consumers for natural gas, the Bank created a specialized Settlement Center and clearing system covering 45 Russian regions. Direct access account management systems were introduced based on the Settlement Center for major clients having well-developed infrastructure. In early 1999, the first phase of Gazprombank s Bank Card Settlement System was commissioned covering 23 regions. The Bank attained the status of principal member of the international payment systems VISA and EUROPAY. The Bank issued and serviced cards for these systems. The Bank started performing transactions in precious metals and stones. Apart from Gazprom s securities, the custodian network of Gazprombank serviced trades in the securities of 110 other Russian issuers on all stock exchanges. In December 2001, the first issue of Gazprombank s Eurobonds was placed for a total of EUR200 million for a period of 2 years. That was the first large-scale post-crisis offering by the Russian bank in foreign capital markets. 2003 2005 The Bank s equity exceeded USD1 billion, and it was assigned a В+ long-term credit rating by the international rating agency Standard&Poor s. Moody s rated the Bank s debt as investment-grade. The Bank s regional network included more than 400 offices in Russia and the Republic of Belarus. The Bank achieved leading positions in the Russian project finance market, more frequently as an investment and financial advisor with respect to the largest Russian and international projects in key sectors of economy. The plans Main Development Strategy for JSB Gazprombank (CJSC) through 2010 and Retail Business Development Strategy for JSB Gazprombank (CJSC) through 2008 were approved. Retail lending programs were actively developed. Gazprombank initiated a partnership with AIZK (Agency for Housing Mortgage Lending). 2006 2009 NPF GAZFOND (Non-governmental Pension Fund) joined the Bank as a shareholder with a stake equal to 50%+1 share. Gazprombank and Gazprom executed a Cooperation Agreement effective through 2015. In 2007, the Bank was re-registered as an Open Joint-Stock Company. The Bank s total number of clients surpassed 45,000 (corporate) and 2,000,000 (retail) serviced by over 8,000 employees. The Bank was selected as the Custodian of internal collateral under the ADR program involving shares in Gazprom. Gazprombank became one of the three leading banks in terms of public offerings of securities for clients, and one of the leading corporate bond market operators. The Bank maintained its leadership in the area of project and structured finance and investment and financial advisory services. The Bank s Group included petrochemical, power, telecommunication and mass media enterprises.
MILESTONES IN 2009 AND THE Q1 2010 JANUARY. FEBRUARY. MARCH > APRIL. MAY. JUNE > JULY. AUGUST. SEPTEMBER > OCTOBER. NOVEMBER. DECEMBER > JANUARY. FEBRUARY. MARCH > I 2009 II III IV I 2010 A public tender was held to redeem the Bank s Eurobonds in two issues maturing in 2010 and 2015 for a total amount of USD82 million. Financing in the amount of USD255 million was arranged for the construction of an all-purpose rail and structural steel mill for OAO Chelyabinsk Metallurgical Complex and MinMetals Engineering Co. Ltd (China). A master partnership agreement for financing and lending was executed with the state corporation Rostechnologii. A subordinated deposit was raised from VEB bank totaling RUR15 billion in accordance with Federal Law No. 173-FZ On Additional Measures Aimed at Supporting the Financial System of the Russian Federation. Cash-pooling services started to be integrated for Gazprom and its subsidiary activities. The backbone enterprises credit portfolio during the Q1 of 2009 increased by 62%. The Bank participated as a financial advisor in the implementation of OAO Gazprom Neft s transaction to acquire a controlling stake in Naftna Industrija Srbije, a Serbian oil and gas company, for EUR 400 million. Credit resources and trade finance transactions were effected for OOO Stroigazconsulting to finance its costs associated with major projects within Gazprom s investment program (infrastructure development on the Kharutvinskaya area of the Yamburg Oil and Gas-Condensate Field; construction of the Bovanenkovo-Ukhta and Sakhalin- Khabarovsk-Vladivostok trunk pipeline systems). A loan was provided to finance OAO Atomredmetzoloto s acquisition of uranium assets in Kazakhstan. The Smolensk Lighting Upgrade pilot project pertaining to energy efficiency improvement efforts received financing (financing was provided jointly with RuDEA, a Russian and German energy agency, and DENA, a German energy agency). A strategic partnership agreement was executed with OAO Aeroflot. NPF Energoatomgarant and MC Gazprombank-Asset Management entered into an agreement on managing pension reserves. The Vladivostok Branch of Gazprombank was registered with state authorities. An Audit Committee was established under the Board of Directors. The Bank participated as a financial advisor in Gazprom Neft s transaction to acquire a 20% share in Gazprom Neft from ENI, an Italian company, for USD4.2 billion. Partnership agreements were executed with the governments of the Khanti-Mansiisk Autonomous District Yugra, the Samara region and the Kostroma region. The Bank acted as one of the arrangers for Gazprom Neft s issue of series 04 bonds. The Board of Directors resolved at its meeting to pay dividends according to the results in 2008. The dividends payable were set at 7.5 per cent of the net profit (RUR17.6 billion) calculated based on RAS (Russian Accounting Standards). Work was completed, on the financial and organizational support of Gazprombank by OAO OMZ to erect a superpower latest generation steel-melting facility capable of producing more than 250,000 tons of specialized steel per year. Long-term loan agreements were executed with the Eximbank of China to finance supplies of Chinese drilling equipment to be used in projects by major Russian and foreign oil and gas companies in Western and Eastern Siberia. An agreement was signed with the National Namibia Oil Company Namcor to arrange financing for the planned construction of a gas-turbine power station in Namibia. The bonds of OAO Dalsviaz, Gazprom Neft, OAO Enel OGK-5 and OAO MTS were successfully placed, with Gazprombank acting as one of the arrangers. The transaction to acquire Russische Kommerzial Bank AG (Zurich, Switzerland) was completed. The Murmansk, Belgorod and Yuzhno-Sakhalinsk branches of Gazprombank were registered with state authorities. In connection with the successful completion of work under the troubled bank rehabilitation program, the loans raised from the Bank of Russia for the program s period of participation were repaid in full. Shareholders increased the Bank s additional capital (according to RAS) by RUR25 billion by providing a subordinated deposit for a term of 30 years. Gazprom, with Gazprombank acting as an investment advisor, completed a USD1.6 billion transaction to acquire a 51 per cent share in SeverEnergiya LLC from the consortium of the Italian companies ENI and Enel. Gazprombank joined the Subsidized Auto Loan State Program. Gazprombank and the Agency for Home Mortgage Lending (OJSC) executed their first agreements on funding the Program to Encourage Lending to Developers Constructing Economy Class Residential Projects and Individuals Purchasing Residential Premises within such Projects. The Yoshkar-Ola Branch of Gazprombank was registered with state authorities. An agreement was signed with the Bank of China Ltd. for providing finance on a short-term basis (up to 1 year) to fund foreign trade transactions in the form of L/C post-financing. A subordinated deposit of RUR75 billion was raised from VEB bank as part of government-introduced measures aimed at increasing capitalization in the banking system for a term of more than 10 years. Gazprom completed an asset swap deal with E.ON AG, with Gazprombank acting as a financial advisor. As a result of the transaction, Gazprom acquired a 49% share in ZAO Gerosgaz holding a 2.93% share in Gazprom, and E.ON AG received a 25% economic interest in OAO Severneftegazprom developing the Southern Russian gas-field. As a result of an additional issue of shares, Gazprombank s stake in the capital of its subsidiary bank GPB-Mortgage increased by RUR1 billion. With Gazprombank s participation, the offering of an issue of HKF-4 s bonds in the secondary market was successfully completed. A partnership development agreement was executed with OAO FSK UES on a long-term and mutually profitable basis. A permit was obtained from the Reserve Bank of India to take necessary actions to register GPB s representative office in New Delhi, India. A partnership agreement was signed with the Far-East Ship-Building and Repair Center. The initial placement of OAO NLMK s bonds totaling RUR5 billion (maturity in 3 years) and OAO RZD s bonds totaling RUR15 billion (maturity in 3 years) was successfully completed with Gazprombank acting as one of the arrangers. Gazprombank Asset Management CJSC was ranked third, based on 2009 results, in terms of net mobilization of investment in mutual funds. The National Rating Agency assigned the Managing Company Gazprombank Asset Management the top reliability rating (ААА). Partnership agreements were signed with OAO United Ship-Building Corporation and ROSNANO. A Master Agreement was executed with Vnesheconombank to deposit pension assets with commercial banks using the MICEX Electronic Trading System. The offering of OAO RZD s and OAO TMK s bonds was launched with Gazprombank acting as one of the arrangers. The initial placement of OAO NLMK s exchange-traded bonds with total par value of RUR10 billion was completed with Gazprombank acting as one of the arrangers. A mandate was received to arrange issues of OAO RUSAL-Bratsk s corporate bonds with RUR30 billion par value and OAO GMK Norilsk Nickel s exchange-traded and corporate bonds each with total par value of RUR50 billion. The Bank won public auctions for an underwriting and market-making contract regarding OAO MOESK s bonds with total par value of RUR40 billion. The Bank was successfully certified as an issuer of VISA and MasterCard providing safe Internet payments based on 3D-Secure technology. Eight trilateral merchant acquiring agreements were signed with banks such as Gazenergoprombank, European, Spurt, Severny Credit, Kedr and Uralsky Finansovy Dom. The machine-building corporation Uralmach (Gazprombank Group) won a tender held by Gazprom Neft for a contract to supply five non-portable train rig drilling units with elevating capacity of 320 tons for cluster drilling in conditions of the far north. Gazprombank Leasing company executed a financial lease agreement with Kuzbassrazrezugol for three mining shovels in 2011 for a total amount of RUR1.2 billion. The Bank was declared the winner of the tender held by OAO AC Transneft to select a financial organization to open and manage USD and EURO accounts and to provide settlement services. The Kazan branch office of the Bank was opened.
28 Gazprombank Group. Annual Report 2009 Shareholders Equity stake as of 31 December 2008 as of 31 December 2009 OAO Gazprom 41.73% 41.73% Non-governmental Pension Fund GAZFOND 7.11% 7.11% ZAO Leader, Trust Management (NPF GAZFOND asset management company) 8.57% 8.57% OOO Novye finansovye tehnologii (LLC New Financial Technologies) 6.34% 5.82% Open joint-stock company GAZ-Service 17.15% 17.15% Open joint-stock company GAZKON 17.17% 17.17% Individuals 1.94% 2.45%
29 Group Profile Board of Directors Chairman of the Board of Directors Aleksey B. Miller Chairman of the Management Board of OAO Gazprom Deputy Chairmen of the Board of Directors Andrey I. Akimov Chairman of the Management Board of GPB (OJSC) Mikhail L. Sereda Deputy Chairman of the Management Board of Gazprom, Head of Administration of OAO Gazprom Yury N. Shamalov President of non-governmental pension fund GAZFOND Members of the Board of Directors Yelena A. Vasilyeva Deputy Chairperson of the Management Board, Gazprom, Chief Accountant of OAO Gazprom Anatoly A. Gavrilenko Director General of Leader, Trust Management Ilya V. Eliseev Deputy Chairman of the Management Board of GPB (OJSC) Aleksandr V. Krasnenkov Director General of OOO Baltic Liquefied Gas Andrey V. Kruglov Deputy Chairman of the Management Board, Head of OAO Gazprom Finance and Economic Department Olga P. Pavlova Member of the Management Board, Head of OAO Gazprom Asset Management and Corporate Relations Department Nikolay Y. Senkevich Director General of OAO Gazprom-Media Vadim E. Yanov Chairman of the Management Board of OAO SOGAZ
30 Gazprombank Group. Annual Report 2009 Management Board Chairman of the Management Board Andrey I. Akimov Deputy Chairmen of the Management Board Ilya V. Eliseev Sergey S. Ivanov Farid M. Kantserov Nikolay G. Korenev Viktor B. Korytov Svetlana E. Malyuseva Bank Chief Accountant Aleksey A. Matveev Aleksandr Y. Muranov Aleksey A. Obozintsev Famil K. Sadygov Aleksandr I. Sobol Pavel V. Utkin Members of the Management Board Oleg M. Vaksman First Vice-President Viktor A. Komanov First Vice-President Natalia A. Chervonenko First Vice-President Aleksandr O. Shmidt First Vice-President
KEY PERFORMANCE RESULTS FOR 2009 AND DEVELOPMENT PROSPECTS
External and operational environment in 2009 Banking sector of Russia Gazprombank Group s main business results, financial totals and performance indicators Key resource base development and operating results in 2009 Key business guidelines
33 Key Performance Results for 2009 and Development Prospects External and operational environment in 2009 The 2008 2009 global economic crisis entailed a sharp decline in consumer demand in developed and emerging economies, as well as an increase in the unemployment rate. In 2009, GDP fell within the Eurozone by 4.0%, and by 2.4% in the USA. The introduction of protection measures and the creation of trading barriers by economically developed countries during the crisis resulted in a decline in global trade by as much as 14.4% at a time in 2009. Global raw material markets and financial markets were characterized by significant volatility which led to significant changes in exchange rates for world currencies and instability of oil prices during the year. The measures introduced by the Russian Government in 2008 and 2009 were mainly designed to stabilize the financial and societal situation. The measures aimed at supporting the banking system proved to be the most effective The world financial economic situation in 2009 impacted economic activities in Russia which participated in the global trade system as a raw materials supplier and consumer of imported finished products with a high share of added value. Russia held the record for the scale of reduction in economic activity since the outflow of foreign capital sharply limited investment opportunities for industry. According to Rosstat, in 2009 Real GDP in Russia declined by 7.9%. GDP decline was greatest among BRIC and G8 countries. Manufacturing output fell by 10.8% compared with 2008. Small growth in manufacturing output was observed only in December (+2.7% as compared with December 2008, and +5.0% as compared with November 2009). In 2009, capital investments fell by about 18.6%. Additional tension in the Russian economy was generated by a high degree of corporate debt. According to the Central Bank of Russia, the country s total debt burden is USD472.9 billion with up to 90% (USD425.4 billion) related to the debts of companies and banks. The growth of consumer prices slowed down to 8.8% in 2009, according to Rosstat. The main drivers of lower inflation were a reduction in consumer demand, moderate increase in money supply (1.5 to 2.0% a month) as well as stabilization in the FX market. In 2009, as a result of sharp decrease in external demand, the fall of global prices for raw materials (being the main Russian export) and squeezed domestic demand, foreign trade turnover declined by 35% to USD496 billion. Russia s trade balance decreased nearly 40% in 2009. Export transactions decreased by 36% to USD303 billion in 2009 compared with USD472 billion in 2008. Import transactions decreased by 34% to USD193 billion compared with USD292 billion in 2008. The most significant decrease in the export cost structure came from fuel and energy goods (oil and gas), chemical products, metals and metal products (which decreased by more than 40%.
34 Gazprombank Group. Annual Report 2009 EUR/USD exchange rate in 2009 1.60 1.50 1.40 1.30 1.20 Jan 2009 Feb 2009 Mar 2009 Apr 2009 May 2009 Jun 2009 Jul 2009 Aug 2009 Sep 2009 Oct 2009 Nov 2009 Dec 2009 Key indicators of the Russian economy for 10 years 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 Real GDP, % 10.0 5.0 4.7 7.3 7.2 6.4 7.7 8.1 5.6 7.9 Russia s foreign trade balance, USD billion 60.2 48.1 46.3 59.9 85.8 118.4 139.2 132.1 179.7 112.1 International reserves of the Central Bank of Russia, USD billion 28.0 36.6 47.8 76.9 124.5 182.2 303.7 478.8 427.1 440.6 Inflation, % 20.2 18.6 15.1 12.0 11.7 10.9 9.0 11.9 13.3 8.8
35 Key Performance Results for 2009 and Development Prospects Urals oil price in 2009, USD per barrel 80 75 70 65 60 55 50 45 40 35 Jan 2009 Feb 2009 Mar 2009 Apr 2009 May 2009 Jun 2009 Jul 2009 Aug 2009 Sep 2009 Oct 2009 Nov 2009 Dec 2009 The decreasing trade balance resulted in a federal budget deficit of RUR2.3 trillion or 5.9% of GDP, as compared with a RUR1.7 trillion surplus in the previous year. The resources in the Reserve Fund (about RUR3 trillion) were allocated to balance the 2009 federal budget. In 2009, the amount of the Reserve Fund, taking receipts into account, declined by 54% to RUR1.8 trillion. The National Wealth Fund, as of 31 December 2009, had increased by 7.1% to RUR2.8 trillion. The measures introduced by the Russian Government in 2008 and 2009 were mainly designed to stabilize the financial and societal situation. The measures aimed at supporting the banking system proved to be the most effective. The smooth devaluation of Ruble started by the Bank of Russia in November 2008 was completed at the end of January 2009. In general, the U.S. Dollar grew on MICEX by 99.5 kopecks (3.4%) and the EURO increased by RUR1.9 in 2009. The amount of the international reserves maintained by the Central Bank of Russia increased by 2.8% during the year to USD440 billion, though did not reach its pre-crisis level. In terms of its reserves, Russia ranks No.3 in the world after China and Japan. The proportion of monetary gold in the reserves increased 1.5 times, from 3.4% to 5.1%. In 2009, the Bank of Russia was forced to manage cash liquidity as the budget deficit was funded through monetary means. The amount of loans provided by the Central Bank of Russia totaled RUR2.5 trillion. As liquidity conditions eased in the market, the Bank of Russia absorbed cash assets the amount of uncollateralized loans alone declined from a near-peak level of RUR2 trillion to about RUR195 billion by year end. The refinancing rate was adjusted 10 times during 2009, dropping to a historical low of 8.75%. By the end of 2009, the Russian stock market had demonstrated significant growth and ranked No.3 in terms of growth among countries with developing economies. The RTS Index grew by 128.6% during the year to 1445 points, with the MICEX Index increasing by 121.1% to 1370 points. The indexes hit their lows in January when the RTS Index was at 492.6 points (November 2003 minimum) and the MICEX Index at 534.7.
36 Gazprombank Group. Annual Report 2009 Ruble exchange rates in 2009, Rubles per currency unit 48 46 44 42 40 38 36 34 32 30 28 Jan 2009 Feb 2009 Mar 2009 Apr 2009 May 2009 Jun 2009 Jul 2009 Aug 2009 Sep 2009 Oct 2009 Nov 2009 Dec 2009 USD EUR MICEX Index in 2009 1500 1300 1100 900 700 500 Jan 2009 Feb 2009 Mar 2009 Apr 2009 May 2009 Jun 2009 Jul 2009 Aug 2009 Sep 2009 Oct 2009 Nov 2009 Dec 2009
37 Key Performance Results for 2009 and Development Prospects Russia s external debt breakdown, % 31 DEC. 2008 35% 1% 31 DEC. 2009 27% 3% 6% 58% 7% 63% 2008 2009 Non-financial institutions (without equity investments), % 58 63 Government regulatory authorities, % 6 7 Banks (with no shareholding), % 35 27 Monetary regulatory authorities, % 1 3 The year 2009 showed both a decrease in profitability and growth in quotations for the primary and secondary debt markets. In April 2009, the first offering of Gazprom Neft s 4 th bond issue was launched. In total, 177 issues were placed in the internal debt market in 2009 in the amount of RUR935.4 billion. Significant interest in the issues on the part of investors resulted not only in the reduction of profitability of the first tier, but also gave rise to an increasingly growing interest in long issues with more than a 5 year duration. As to the lower quality 2 nd and 3 rd tier issues, investment activity had been low since the start of the year, while volatility and credit exposures remained at a rather high level. During 2008, the corporate sector of the debt market registered 335 technical defaults on the bonds of 118 issuers.
38 Gazprombank Group. Annual Report 2009 Banking sector of Russia Assets and capital within Russia s banking sector grew faster than the nominal GDP in recent years. Capitalization grew from 5.6% of GDP in 2004 to 11.8% in 2009. The ratio between the financial crisis entailed a significant slow down in banking sector growth and a reduction of volumes in the banking products market the banking sector s assets and GDP increased from 42% to 75% during the same time period. The ratio of bank loans to non-financial sector to GDP increased from 22.8% in 2004 to 41.3% in 2009. The number of credit organizations controlled by non-residents increased each year by 15%, and the aggregate share of assets in the banking system controlled by non-residents exceeded 18.8% by the end of 2009. Growth of banking sector assets and capital in 2004 2009, % Banking sector assets and capital as % of GDP 80% 70% 68.0 75.4 80% 70% 27.0 37.0 31.0 44.0 36.0 58.0 44.0 43.0 39.0 60% 50% 40% 30% 42.0 45.0 53.0 61.0 60% 50% 40% 30% 16.0 21.2 5.0 20% 10% 0% 6.2 5.7 6.3 8.0 9.2 11.8 20% 10% 0% 2004 2005 2006 2007 2008 2009 2004 2005 2006 2007 2008 2009 Capital Assets Assets Capital
39 Key Performance Results for 2009 and Development Prospects overdue loans in total loans, extended to organizations (bank groups ranked by amount of assets) 14% 12% 8.1 8.6 10.3 10% 8% 1.0 0.8 0.6 1.1 1.4 1.7 3.1 2.3 2.3 2.2 3.5 5.3 4.8 3.5 4.5 6.1 4.2 6% 4% 2% 0% 30 Jun. 2008 31 Dec. 2008 30 Jun. 2009 31 Dec. 2009 Banks from 1 to 5 Banks from 6 to 20 Banks from 21 to 50 Banks from 51 to 200 Banks from 201 to 1080 To maintain stability in the banking system, the Russian Government and the Bank of Russia developed and have been implementing a package of anti-crisis measures since the fourth quarter of 2008. Banks were provided additional liquid assets through the placement of budgetary funds on deposits by the Ministry of Finance and development institutes, and the provision of collateralized, uncollateralized and subordinated loans by the Bank of Russia. In regulating the banking sector in 2009, an important factor was the softening of reserve requirements and rehabilitating banks through the Deposit Insurance Agency. Decisions were made to reimburse bank losses incurred in the interbank lending market, redeem mortgage loans and, if necessary, to allocate additional funds for capitalizing the banking sector. Auctions designed for placing the temporarily available federal budget funds in the accounts maintained with commercial banks were also an important source for replenishing bank liquidity. Despite the government measures, the financial crisis entailed a significant slow down in banking sector growth and a reduction of volumes in the banking products market. Based on 2009 results, banking sector assets and total capital increased by only 21% and 5% respectively (compared with 43% and 39% in 2008). The growth in bank capital was primarily ensured by funds from shareholders and government resources allocated for additional capitalization purposes.
40 Gazprombank Group. Annual Report 2009 overdue loans in total lons, extended to individuals (bank groups ranked by amount of assets) 14% 10.9 11.6 12% 8.9 10% 5.1 5.1 3.2 2.6 4.9 5.4 4.6 3.3 2.9 5.7 7.3 5.0 3.7 6.4 6.4 8% 6% 4% 1.5 1.8 2% 0% 30 Jun. 2008 31 Dec. 2008 30 Jun. 2009 31 Dec. 2009 Banks from 1 to 5 Banks from 6 to 20 Banks from 21 to 50 Banks from 51 to 200 Banks from 201 to 1080 The outflow of deposits from the banking system and reduced opportunities for raising money from the domestic and external markets has negatively impacted the resource base of Russian banks. The availability of bank loans for companies and individuals has also reduced inter alia due to the weakened financial standing of potential borrowers. In 2009, the growth in lending to non-financial organizations fell nearly to zero with the retail credit portfolio reducing by 11% (as compared to a 35% increase in the previous year). The increase in the funds raised as deposits from organizations has decreased nearly 75% while funds raised from individuals have increased by 80%. While encouraging private depositors, many banks too actively raised their deposit interest rates despite increased risk exposure. As a result, the Bank of Russia set a maximum allowable deviation of 1.5 percentage points from the average maximum interest rate offered by major banks for Ruble deposits. A decline in production output during the crisis and the reduction in individual incomes entailed more than a two-fold increase in the amount of overdue loans in 2009, with mortgage defaults increasing 15 times. According to the Central Bank of Russia, the share of «toxic» assets (the forth and fifth categories) in bank portfolios was about 10% as of year-end 2009.
41 Key Performance Results for 2009 and Development Prospects The growth in overdue debts forced banks to significantly enhance their reserves for potential losses on loans reaching 10.3% of total loans. At the end of 2009, 11.3% of all banks recorded net losses (more than twice the 2008 level) and the amount of losses exceeded 2008 losses by 2.1 times. In 2009, due to critical liquidity problems or violations of statutory requirements, more than 35 banks had licenses revoked or were subjected to rehabilitation procedures. As of 31 December 2009, the proportion of problem banks which were subjected to bankruptcy prevention measures was 2.7% in terms of total assets. According to 2009 results, the profitability of banking in the Russian market has decreased three times as compared with 2008. At the same time, the government program to support banks and enterprises in the productive sector of the economy by financing their current obligations through major domestic banks has helped to maintain stability in the banking sector and prevent a spread of crisis events throughout the economy.
42 Gazprombank Group. Annual Report 2009 Gazprombank Group s main business results, financial totals and performance indicators Gazprombank Group s business is carried out within the operational business segments, the main of which are represented by banking and non-financial assets consolidated in the Group s financials. The report on operating activities carried out by the companies of the non-banking sector covering petrochemical, machine-building, media and other assets is set out in the Section Non-financial asset management. This section predominantly analyses the business of the Group s main operating segment, i.e. the banking one, the assets of which constitute a major portion of the Group s consolidated assets. The performance and profitability indicators have improved given the results of the year in connection with the positive net financial result achieved According to the results of 2009, Gazprombank Group s consolidated assets have reduced by 6% to RUR 1,741 billion as compared with the end of 2008. At the same time, the average annual amount of the Group s assets in 2009 totaled RUR 1,877 billion which figure exceeds the similar indicator of 2008 almost 1.5 times. The Group has increased its credit portfolio due to the growth of lending to corporate custom- ers representing the strategic sectors of national economy. At the same time, the amount of interbank lending has decreased. Since the end of 2008 the Bank has actively participated in the measures introduced by the Bank of Russia with the aim to support the country s financial system. After the successful completion of the said program, the funds raised from the Bank of Russia for that purpose were repaid which repayment is the main reason for the decrease in the Group s year-end consolidated assets. Customer lending is Gazprombank Group s main business; its amount continued to grow even in the conditions of the economic slowdown. About 90% of the credit portfolio is represented by loans extended to corporate customers and the figure in the year under review increased by 5 percentage points. In implementing the lending policy, special attention was paid to maintaining high quality of assets. The share of overdue loans in the Group s total portfolio has reached 3.9% according to the results of the year under review. The figure has worsened as compared to 2008 (2.1%), but remains, however, at a lower level than that of the Russian banking system as a whole according to the Central Bank of Russia, the share of overdue loans has reached 10% of the total amount of loans extended. The level of loan loss provisions increased from 3.6% (in 2008) to 6.9% of the gross loan portfolio
43 Key Performance Results for 2009 and Development Prospects Gazprombank Group s Asset Dynamics in 2008 2009, mln rubles Assets 2008 2009 Change for the year, % Cash and due from the Central Bank of Russia 84,911 75,964 11% Due from credit organizations 594,217 352,466 41% Financial assets held for trading 173,496 138,138 20% Loans to customers, net 630,083 749,292 19% Investment portfolio 45,155 49,792 10% Non-banking assets 244,684 280,526 15% Other assets 79,621 96,353 21% Total Assets 1,852,167 1,741,142 6% as of the end of 2009. The amount of provisions has been lower then the Group Management s earlier expectations of the provisions level at 8% of the gross loan portfolio and significantly lower than the loan losses demonstrated by Russia s banking sector as a whole. The non-performing loan coverage by provisions has remained at a comfort level of 169%. The amount of corporate lending as of the end of 2009 increased by 30% to RUR 723.3 billion. The growth rates of the Group s portfolio are significantly ahead of the average figure achieved by Russia s banking system in general; the yearly growth has reached only 0.3%. According to the totals of 2009, the actual amount of loans to individuals (taking into account mortgage loans provided by OAO GPB-Mortgage) has reduced by 16% to RUR 81.3 billion. The decrease in the amount of loans to individual customers has affected all types of loans and is mainly due to the reduction of population income as well as in consumer demand. Following the completion of the rehabilitation program introduced for the Russian banking system, the share of cash and due from banks has reduced to a comfort level of 24% of total assets of the Group. Investments in financial assets held for trading, according to the results of 2009, have reduced by 20%, mainly due to the sale of government debt securities, to RUR 138.1 billion with their share in the total assets (8%) remaining almost unchanged. Non-banking assets are represented mainly by the receivables and prepayments of production companies, inventories, property, plant and equipment owned by the subsidiaries which are members of Gazprombank Group. In 2009, the amount of non-banking assets increased by 15% to RUR 280.5 billion, and their share in the Group s assets increased from 13 to 16%. Such growth was mainly due to a 23% increase in receivables and a 16% increase in the value of property, plant and equipment.
44 Gazprombank Group. Annual Report 2009 Financial Assets Held for Trading, mln rubles 2008 2009 Change for the year, % Corporate bonds 61,717 79,957 30% Corporate shares 12,906 24,511 90% Government and municipal bonds 78,120 16,915 78% Promissory notes 3,879 11,457 195% Derivative financial instruments 16,874 5,298 69% Total 173,496 138,138 20% The share of other assets in the total asset profile is insignificant, i.e. about 5%. The item other assets includes, in particular, intangible assets and goodwill. Gazprombank Group s liabilities in the year under review decreased by 10% and totaled RUR 1,545 billion. However, in terms of annual average values, the amount of resource base in 2009 significantly exceeded the figure of 2008 (by 64%). The Group s liability structure in the year under review showed material changes. Gazprombank s status, as a back-bone credit organization, has enabled the bank to significantly increase the amount of funds raised from its customers. On the other side, the Bank of Russia s and Government s expensive resources raised under economy rehabilitation programs have been repaid. That fact has had a favorable effect on the Group s interest income and, accordingly, on its interest margin. The amounts owed to corporate and individual customers are the main component of the resource base. According to the results of the year under review, the growth of customer accounts has totaled 37%. The profile of funds raised from customers in 2009 has changed to increase the share of funds raised from private companies. Amounts owed to customers held in current accounts in the year increased by 9%; a more significant increase (by 67% as compared with 2008) was demonstrated by the amounts owed to customers raised as time deposits. As a result, the amount of funds raised from customers on a fixed-term basis as of the end of the year reached RUR 518.5 billion or 59% of the total amount of the resources raised from customers. Amounts owed to corporate customers increased in 2009 by 39% and totaled RUR 710 billion (excluding subordinated deposits). The share of such funds in the liability structure as of the end of 2009 totaled 46% as compared with 30% as of the beginning of the year. As a result of the increasingly growing competition for the funds of major and large customers, a rise in the cost of the resource base was noticed in 2009. The Group, however, has managed to strengthen its positions thanks to its pricing policies as well as to the development of up-to-date settlement services and banking technologies. Amounts owed to individuals held in the Group s accounts have increased, according to the results
45 Key Performance Results for 2009 and Development Prospects Gazprombank Group s Liability Dynamics, mln rubles 2008 2009 Change for the year, % Amounts owed to the Central Bank of Russia 519,430, 49,247 91% Amounts owed to credit organizations 118,814 139,654 18% Amounts owed to customers 642,566 880,751 37% Subordinated deposits 24,678 144,630 486% Financial liabilities held for trading 153,268 72,784 53% Eurobonds issued 92,496 88,227 5% Certificated debts 88,740 80,887 9% Other liabilities 84,295 88,968 6% Total liabilities 1,724,287 1,545,148 10% of the year, by 29% and totaled RUR 170.6 billion (a 11% share in the Group s total liabilities). The main factors that have given rise to the growth of balances in the accounts of individuals are the high level of confidence in Gazprombank Group, as a backbone credit organization, and the Group s attractive pricing policies. The time deposits raised from individuals in 2009 increased by 38% to RUR 120.0 billion while the amount of funds held in their current accounts increased by 11% to RUR 50.5 billion. The preferences of depositors changed in the course of the year. In early 2009, customers placed their funds predominantly in currency deposits and the share of ruble deposits started to gradually grow by the year end which, however, is yet to reach the pre-crisis level. Amounts owed to credit organizations increased in 2009 by 17.5% and reached RUR 139.7 billion which is 9% in the total liability structure. At the same time, in 2009, the Bank repaid the loans from a syndicate of foreign banks due to unattractive conditions at the time when the rates of the US FRS were demonstrating a sheer fall. The amount of subordinated deposits increased in the year under review almost 6 times to RUR 144.6 billion and their share in the Group s liabilities increased from 1% to 9%. Within the implementation of the government program aimed at supporting the banking sector, in 2009 the Bank raised from its shareholders a subordinated deposit of RUR 25 billion (in addition to the RUR 15 billion deposit raised in late 2008). Furthermore, pursuant to Federal Law No. 173-FZ On Additional Measures to Support the Financial System of the Russian Federation subordinated deposits for a total amount of RUR 90 billion were raised from the State Corporation Bank for Development and Foreign Economic Affairs (Vnesheconombank).
46 Gazprombank Group. Annual Report 2009 Gazprombank Group s Customer Funds Profile, % 2008 2009 31% 48% 23% 58% 21% 19% 2008 2009 State controlled companies 31 23 Private companies 48 58 Individuals 21 19 The main purpose of raising the above mentioned amounts was to increase capital as required by the Russian accounting standards, to achieve a comfort level of capital adequacy and to further expand the Bank s business by providing loans to highly trusted borrowers operating in the top-priority sectors of economy. Since the end of 2008, Gazprombank Group has significantly increased the share of amounts owed to the Central Bank of Russia raised for a mid-term using the whole range of available instruments. As of December 31, 2008, the amount of government funds raised by the Bank totaled RUR 519.4 billion hitting the highest level for that type of borrowings. The Group s potential for raising funds from the Central Bank of Russia was seen not only as a source for closing any potential liquidity gaps but also as one of the main channels for refinancing the resource base and expanding lending capacities. By mid-2009, the growth of the Bank s resource base which was mainly due to customer funds and subordinated deposits had resulted in a gradual reduction of liabilities towards the Bank of Russia. In deed, by the end of the year the Group had limitedly employed (RUR 49.2 billion) only the tools of direct repo to ensure a comfort-level liquidity reserve in connection with the traditional activation of customer payments at the end of the financial period.
47 Key Performance Results for 2009 and Development Prospects And in the beginning of 2010, the Bank completely rejected such method of raising funds while possessing a sufficient level of available limits with the Central Bank of Russia covering both unsecured loans and refinancing opportunities available against the pledge of receivables, guarantees and securities included in the pawn list of the Central Bank of Russia. Possessing a quite wide range of financial instruments for raising mid-term and short-term finance, Gazprombank is capable of setting goals providing for an increase in the amount of asset-related transactions and holds a sufficient set of tools ensuring liquidity in the conditions of global economic uncertainty. Financial liabilities held for trading in 2009 reduced twice, from RUR 153.3 billion to RUR 72.8 billion. The main portion of the same is represented by derivative financial instruments, namely, swap transactions in foreign currencies. Borrowings in external and the Russian markets totaled 11% in the Group s liabilities as of December 31, 2009 and were represented by Ruble-denominated bonds, promissory notes, certificates of deposit and Eurobonds (denominated in Rubles and foreign currencies). Borrowings from internal market in 2009 reduced by 9% and totaled RUR 80.9 billion as of the end of 2009 as compared with RUR 88.7 billion as of the start of the year. The decrease in the figure was due to a partial redemption of Ruble-denominated bonds and promissory notes. At the same time, the amount of certificates of deposits issued has increased (from RUR 114 million to RUR 10.5 billion). The bank s liabilities under Eurobonds issued decreased by 5% in the reporting year, i.e. to RUR 88.2 billion. Such decrease was due to a partial redemption by the Group of its Eurobonds from the market. According to the results of 2009, the Group s equity has totaled RUR 196.0 billion, having increased by 53% as compared with the end of 2008. The main growth factor for the Group s capital was retained profits which have reached 43% in the equity profile (RUR 85.1 billion). The high indices of business profitability in 2009 enabled the Group to significantly restore its capital adequacy level. The capital adequacy ratio calculated pursuant to the Basel Committee s guidelines has reached 14.8% against the 9.2% of 2008. At the same time, according to the Basel requirements, the subordinated deposits raised by the Group in 2009 have not affected the value of the tier-1 capital since, in contrast to Russian Accounting Standards, they are recognized as tier-2 capital only.
48 Gazprombank Group. Annual Report 2009 Gazprombank Group s Financial Performance in 2008 and 2009, mln rubles 2008 2009 Net interest income 28,629 34,526 Impairment of interest earning assets 13,980 29,139 Net interest income after impairment of interest earning assets 14,649 5,387 Non-banking operating profits, net 41,949 32,629 Income (loss) from securities transactions, net 32,201 39,694 Fees and commissions income, net 6,865 5,497 Income (loss) from FX transactions, net 75,758 27,290 Salary, administrative expenses, other non-interest expenses 42,761 37,195 Other income, net 11,228 5,710 Profit (loss) before tax 76,029 79,012 Profit tax expenses (benefit) 7,795 20,244 Net profit (loss) 68,234 58,768 Financial Result and Business Performance Gazprombank Group s net profit as per the results of 2009 has totaled RUR 58.5 billion. The most significant portion of the Group s financial result is comprised of the profits generated by securities transactions (RUR 39.7 billion). It was received as a result of the Russian stock market s gradual restoration as well as the successful sale of part of the securities portfolio. It is necessary to note that 2008 was completed with a RUR 32.2 billion loss from securities transactions. Net income from FX transactions including that resulting from the revaluation of FX swap transactions has totaled RUR 27.3 billion against the net loss of RUR 75.8 billion recorded in 2008. Moreover, the stable banking income from the lending and commission businesses in 2009 increased by 12.8% and totaled RUR 40.0 billion against RUR 35.5 billion in 2008. The growth of loan provisions was mainly due to the expectations of a sharp decrease in the quality of the loan portfolio (an increase of up to 15% in provisioning rates was expected in the banking system in average). Total expenses incurred in creating provisions to hedge any changes in the quality of loans in 2009 were RUR 15.2 billion. The performance and profitability indicators have improved given the results of the year in connection with the positive net financial result achieved. It is necessary to mention the decrease in the Cost-to-Income ratio down to the minimum value of 2006 entailed by a decrease in general administrative expenses in 2009 including due to the decision not to pay out bonuses for 2008.
49 Key Performance Results for 2009 and Development Prospects Key resource base development and operating results in 2009 Corporate Business Providing banking services to corporate clients remains the main area of Gazprombank Group s business. The Bank s top-priority target client segment includes the largest corporate clients from leading sectors within the national economy. The business of GPB (OJSC) in 2009 was guided by its participation in the goals set by the government to mitigate the negative impact of the global financial crisis on the Russian economy. The main focus was on providing financial support to the productive sector and strategically important national companies In 2009, Gazprombank actively supported its clients and major Russian companies both within Russian Government measures to rehabilitate the economy and support backbone enterprises, and in accordance with the Client Policy approved by the Bank s Management Board. The Bank s operations with mid-level corporate clients were maintained within the framework approved by the Management Board for servicing that business segment through the existing regional network. Funds from corporate clients (excluding subordinated deposits) constitute near half of the Bank s resource base. Account balances for this group of clients increased by 39% in 2009, while the amount of term deposits increased by 79%. During the last year, the Bank entered into more than 250 agreements aimed at long-term partnership in raising temporarily free funds for clients as deposits, and fixing a floor for the minimum balance of their settlement accounts. Agreements were signed with GK Rosatom, OAO Inter RAO UES, OOO NGK Itera, OAO OPK Oboronprom, OAO Tehsnabexport, OAO Atomenergoproekt, OAO Vimpelcom, OAO Polus Zoloto, ZAO Gold-Mining Company Polus and others. During the year, the Bank actively participated in tenders to allocate temporarily available funds for government-owned enterprises and companies included in the register of natural monopolies, including GK Rosatom, GK Rosnano, GK Olympstroy, GK Housing and Public Utilities Reformation Support Fund and others. Customer base development The Bank provides a full package of banking services to 45,000 companies and organizations operating in various sectors of economy such as gas, oil, petrochemical, iron and non-ferrous metallurgies, machine-building, metalworking, power, nuclear, defense, coal, transport, communication and agricultural industries. Corporate client relations are managed through the unified data system of the head office and branches that allows maximum consideration of client needs and enhances the efficiency of services provided.
20 Years on the Front Line Strategic Partnership with OAO Gazprom Gazprombank was founded as a sectorbased commercial bank of the stateowned gas concern GAZPROM in 1990 for the purpose of promoting the role of lending and settlement relations in increasing the efficiency of production and business activities carried out by gas sector enterprises. Gazprombank s branch network, its depository network and product range were developed based on the priority of services provided to Gazprom Group. Until 1997, the Bank remained one of the many Russian banks providing banking services to Gazprom and its subsidiaries. The banking crisis of 1998 elevated the priority for ensuring the stability and manageability of gas sector s financial flows, developing high-quality banking services for both industry enterprises and their employees, veterans and retirees. Along these lines, in September 1998, Gazprombank obtained the status of Gazprom s authorized bank for all principal types of banking and financial services (Order No.122). Transaction passports and export proceeds under contracts with VEP Gazexport were transferred from other banks to Gazprombank as well as shares in Gazprom from other custodians. The Bank also became the main settlement bank for OOO Mezhregiongaz. In 2002 and 2003, a breakthrough stage of cooperation commenced in connection with the fact that the Bank was joined by a large number of highly skilled financers, having worked in major foreign banks, investment firms and auditing companies. Along with traditional banking services, a new impetus was received for other advisory services including financial advising on M&A transactions, investments, project and structured finance, syndication of large-scale loans,
establishment of funds for long-term investment projects, trade financing and financial risk hedging. The Bank s main objective in its strategic partnership with Gazprom became increasing the value of the banking business in the interests of shareholders and the largest strategic client. Gazprombank and Gazprom executed a Cooperation Agreement covering a period through 2015 which became documented evidence for a new phase in their relations on a mutually profitable basis. The Bank is now providing services to nearly all Gazprom Group enterprises and the Bank s regional network has offices in most regions where the Company Gazprombank acts as a global financial adviser in a number of Gazprom s key strategic investment projects. In 2009, with the direct involvement of the Bank, Gazprom completed its transactions to acquire a 20% stake in OAO Gazprom Neft and a 51% stake in SeverEnergiya from Eni and Enel, a consortium of Italian companies. An asset exchange transaction was also completed with the German concern E.ON AG. The latest banking projects have been synchronized with the main areas of Gazprom s investment program: A package of banking services has been arranged for OOO Gazprom Invest Vostok, both by the Bank s head office and by Corporate mortgage housing lending programs are being implemented with Gazprom; the programs offer special and favorable conditions to gas sector workers. Moreover, special bank card lending programs have been developed for the employees of Gazprom, its subsidiaries and organizations. Projects for developing Russia s financial infrastructure have become new areas of cooperation between the Bank and Gazprom. Our specialists participate as members of the Temporary Working Committee established by Order No.33 issued by OAO Gazprom on January 31, 2008. They are responsible for arranging exchange trades in gas, and helping to develop set- Gazprom Group the world s largest oil and gas company providing a 1/6 share of world gas production. Gazprom Group s assets include: rights to develop 20% of global gas reserves; 160,000 km of gas transportation lines; 50% of Russia s gas processing capacity; 13% of Russia s oil processing capacity; 16% of Russia s power generating capacity; more than 1500 fuel stations in Russia and abroad. Gazprom Group in 2009: Revenues RUR2,990 billion; Profit RUR780 billion; Gas export RUR1,413 billion (210 billion m 3 ). Gazprom Group s production shares in Russia in 2009: 80% of gas output 461.5 billion m 3 ; 9% of oil and gas-condensate output 41.7 million tons; 16% of power output 138.5 billion kwh does business, expanding in accordance with its needs not only in Russia but also abroad. Gazprombank effectively performs the functions of a Custodian under the tier-1 ADR issue program related to Gazprom s shares. The settlement products offered to Gazprom Group are constantly being improved. For example, in 2009, a cash pooling service was developed and successfully introduced, and to which 43 subsidiaries of the Group have already been connected. In order to minimize the diversion of Gazprom s own funds from its production process, and in the best interests of OOO Gazprom Komplektatsia, a settlement mechanism using letters of credit without any cash cover was implemented during the year. In 2009, at the request of Gazprom s subsidiaries, a number of bank guarantees were issued. the Khabarovsk and Yakutsk branches as part of implementing Gazprom s Eastern Program. Most participants in the project to construct the Sakhalin-Khabarovsk- Vladivostok gas-main pipeline, including contracting agencies, have been contracted for banking services. The Bank has opened credit facilities for a number of Gazprom Group s key companies within its transportation facilities construction and overhaul program. In particular, credit resources have been provided for implementing maintenance and repair program regarding gas-main pipelines for exploration and production drilling on oil and gas fields. The Bank is participating in pre-development activities at the Shtockman gas field. The Bank is inviting potential Russian participants from various sectors of economy for the project and they will be provided with bid guarantees for participating in the relevant tenders. tlement and clearing support for trades in commodities and commodity derivatives on Russian commodity exchanges. Work to improve the record-keeping structure is being performed together with the issuer to ensure the uninterrupted and effective functioning of Gazprom s share trading system, and a number of promising developments are also being implemented.
52 Gazprombank Group. Annual Report 2009 Being a strategic partner of Gazprom, Gazprombank maintains its leading position in providing services to Gazprom Group and enterprises from the gas sector (almost 1,000 companies). The bank products offered to Gazprom Group are constantly being developed and improved given the ever growing demands of the Group, and today fully meet the requirements of all of Gazprom s main business areas. That work is maintained within a long-term Cooperation Agreement between Gazprom and the Bank. Today, Gazprom Group s share in the corporate credit portfolio is about 8%, and accounts for 15% of all funds raised from corporate clients. In 2009, the highest demand was for high-tech settlement products as well as for financial advisory services related to major sector projects. The Bank is a long-term strategic partner with the Russian Federation s nuclear industry. The list of the Bank s clients includes more than 100 enterprises of the state corporation Rosatom including inter alia OAO Atomenergoprom, OAO Rosenergoatom Concern, OAO TVEL, OAO Atom red met zoloto, OAO Atomenergomash, OAO Techsnabexport, and all major regional production companies and research centers performing fundamental and applied research. In 2009, the Bank was contracted for services by more than 20 new member companies of Rosatom; major projects in the nuclear industry were funded; the list of lending and settlement products offered was significantly expanded. For the purposes of developing partnerships with the enterprises of the defense and machine-building industries, master partnership agreements were signed with GK Rostechnologies and OAO United Ship-Building Corporation (OSC). The Bank s representatives joined working teams established to handle GK Rostechnologies assets, set credit exposure limits for the corporations and create a single settlement center. In cooperation with OSC, a partnership agreement was executed with OAO Far- Eastern Ship-Building Center. Relying on the Russian government s directions on developing the Russia s automotive industry, including upgrading industrial capacities and stabilizing the financial position of OAO AVTOVAZ, Gazprombank executed a Memorandum of Strategic Partnership with OAO AVTOVAZ on May 25, 2009, jointly with GK Rostechnologies, Savings Bank of Russia, VTB Bank and ZAO Investment Company Troyka Dialog. In 2009, the Bank continued its operations with major enterprises in iron and non-ferrous metallurgies, in particular, with holding companies such as NLMK, MMK, Mechel, Eurazholding, Rusal, UGMK and Russian Copper Company. Active partnership was maintained with the pipe-producing companies ChTPZ-PNTZ, OMK, TMK and Uraltrubprom. Apart from a significant increase in commercial lending to this sector, the Bank also increased the scope of settlement and FX transactions, and implemented a number of payroll card programs. This segment was also notable for the growing amount of financing provided to support investment projects involving structural, project and export financing products. The end of 2009 was notable for increasing activity with companies in the coal industry, after that business area had been recognized as one of the top-priorities. Most major coal enterprises and holdings such as OAO SUEK, OAO MC Kuzbasrazrez ugol, Mechel Group (OAO South Kuzbass, OAO HC Yakutugol), OAO HC SDS-Ugol, OOO Vostsibugol Company and OAO Zarechnaya Mine are the Bank s clients. The Bank actively developed relations with the leading companies in the transportation and transportbuilding sectors (OAO RZD, OAO SC Volzhskoye Parokhodstvo, OAO AC Transaero, ZAO Inzhtransstroy, OAO Tonnelny Otriad No.44, OOO Gazpromtrans, OAO USK Most and OAO Mosto trest). The Bank actively participated in promoting the first Russian public-private partnerships (PPPs) established for road construction projects.
53 Key Performance Results for 2009 and Development Prospects The Bank also took part in training the Working Team of the Russian Federation Ministry of Transportation responsible for monitoring the financial condition of enterprises operating in the transportation industry. Gazprombank continues to cooperate with High-Tech and Communication enterprises (OAO KOMSTAR-United TeleSystems, FGUP Russian Mail, OAO Dalsviaz, OAO Central Telegraph and OAO MTS). GPB and GK Rosnano have executed a Memorandum of Cooperation. GPB actively partners with most companies operating in the electric power industry. The Bank was one of the first to respond to the tragic events that affected the Sayano-Shushinskaya Hydro Power Plant by setting a borrowing limit and sending a RUR10 billion proposal to finance repair and restoration work. The Bank s largest clients in this sector include OAO FSK UES (a partnership agreement was executed in 2009), Holding MRSK Group of companies, OAO INTER RAO UES, OAO RusGidro, wholesale and regional generating companies, OAO RAO UES Vostoka, Evrosibenergo Group, OAO Novosibirskenergo, OAO Bashkirenergo, and major power marketers. In 2009 alone, 38 companies in the electric power industry contracted with the Bank for services. The Bank participated in and won the public tender to select financial organizations for servicing the Russian Federation s Ministry of Energy s accounts. A priority in partnering with companies in the agricultural and food industries is placed on large vertically integrated agro-holdings at a federal or regional level, having their own raw material base, processing capacity and steady ready-product sales system, as well as a stable financial position and acceptable debt burden. As of year-end 2009, the amount of financing provided to agricultural and food enterprises exceeded RUR20 billion with the majority being long-term loans with a term of 8 years. Commercial lending development Improving lending technologies and developing new standards for selling loan products and managing credit portfolios were priority tasks generally due to the significant devaluation of the national currency during the first half of 2009, growth of interest rates and qualitative deterioration of collateral and loans within the banking system. The Bank adopted and implemented a series of policy decisions to prevent a significant qualitative deterioration of its credit portfolio while maintaining stability and supporting the businesses of its borrowers. As a result, the Bank managed not only to preserve relations with the existing clients but also attract new partners. The setting of limits for lending and trade finance transactions for the leading companies in the basic sectors of economy allowed the procurement of a stably performing high quality credit portfolio. During the year, the Bank s corporate credit portfolio grew by 30% with more than a half of the portfolio made up of loans provided to the backbone companies of the Russian economy. The share of overdue loans in the Bank s credit portfolio at year-end was 3.9%, while total reserves were 6.9% of the credit portfolio. Trade finance and documentary transactions development The amount of bank guarantees issued declined by 12% in 2009 to RUR95.6 billion. The amount of guarantees advised by the Bank totaled RUR22 billion. In parallel with the types of guarantees which became standard at that time, the Bank started to issue guarantees in favor of tax authorities. The total amount of letters of credit opened by GPB (OJSC) increased by 67% to RUR23.8 billion in 2009.
54 Gazprombank Group. Annual Report 2009 Customer transaction dynamics in 2005-2009, number of transactions 1,425 1500 50,000 775 560 163 798 507 238 1,104 686 282 1,152 1,111 356 1,026 369 1000 500 0 9,525 2,039 0 9,046 3,323 5 15,133 10,595 8,424 42,663 33,520 27,572 25,066 13,288 12,002 40,000 30,000 20,000 10,000 0 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 Commercial lending Depository Transactions and Minimum balance Investment and syndicated loans Customer conversion Trade finance Factoring services The Bank mastered the practice of entering into letter of credit agreements which enabled significant reductions in document flow and the period required to open letters of credit without the account party s cash cover. A significant volume of transactions (RUR10 billion) with no cash cover by clients was associated with the opening of guaranteed letters of credit for enabling settlements within Russian Federation territory. GPB (OJSC) performed a systematic effort to promote the Russian Federation s national currency as an eligible payment medium for international settlements. To enable settlements with suppliers from non-cis countries in 2009, the Bank opened RUR1 billion of letters of credit denominated in Russian rubles. The majority of trade and structured finance transactions performed for corporate clients was associated with the confirmation of and fund raising for import contracts using trade finance instruments and funds raised from foreign banks. The total amount of such transactions amounted to RUR12 billion in 2009. In 2009, the Bank expanded the range of trade finance transactions performed for clients representing financial institutions. For the first time in the Bank s practice, transactions were performed such as opening letters of credit at the request of counterparty banks to enable payments under their clients foreign trade contracts. The Bank s top priority short-term prospects include the development of trade financing and the expansion of transactions with exporters under the government-backed industrial program to support the export of industrial products.
55 Key Performance Results for 2009 and Development Prospects Expansion of the banking product range One of Gazprombank s main missions is to satisfy client demand for innovative high-tech products. In 2009, the development of Cash Management, an all-inclusive product offering, was completed allowing clients to generate extra income by optimizing cash flow management processes and ensuring the financial control and transparency of settlements. The Cash Management product offering is founded on products such as Corporate Settlement Center, Cash Consolidation and Material Cash Pooling, Notional Cash Pooling as well as a number of additional services. In 2009, the number of clients using Cash Management services more than doubled. Notional Cash Pooling enables a group of clients to manage intra-group liquidity by effectively redistributing cash from group companies with excess liquidity to group companies which need credit resources. This re-distribution is performed without any real cash movement between companies. Cash Consolidation and Material Cash Pooling ensures the effective management of a group s liquidity by consolidating cash into a master account of the client s holding company and financing, as required, amounts payable by the group s subsidiaries to the extent necessary to make relevant payments. The Service may be integrated into the Corporate Settlement Center package. Notwithstanding the fact that the product was just developed in 2009, it is currently used by more than 30 enterprises. More than a thousand accounts have already been connected to the Corporate Settlement Center service. The service allows clients to pre-monitor payments made by their subsidiaries within the Bank s entire branch network, to monitor bank accounts maintained by affiliated companies and to attribute payments to client budget items. The service components are subject to ongoing improvement. The Client-Bank electronic document management system, along with standard document exchange that takes place between client and bank within the cash settlement services framework, enables the pre-authorization of payments by specialized custodians, document exchange per currency control requirements, etc. To date, more than two thousand clients are connected to the Client-Bank system in the Head Office alone. Within the full package of services provided to corporate clients, the Bank also offers services to the employees of its corporate clients (crediting salaries and other benefits to their bank card accounts), special lending programs based on bank cards issued to Gazprom employees, its subsidiaries and related entities; merchant acquiring for the holders of VISA, MasterCard and Union Card cards, and servicing of corporate bank cards. Commodity market operations Gazprombank is one of the most active players in the precious metals market, offering its clients a full range of services including various types of retail lending (including loans in precious metals), trade transactions and impersonal bullion accounts. In 2009, the amount of metals (gold, silver, platinum and palladium) purchased by the Bank from mining and processing enterprises was 18.8 tons (in gold equivalent).
56 Gazprombank Group. Annual Report 2009 loan portfolio, % 2008 2009 1.2% 6.9% 14.9% 11.5% 10.8% 14.8% 3.0% 3.5% 0.6% 5.0% 18.1% 12.2% 10.6% 10.1% 6.6% 6.0% 1% 2.3% 3.0% 5.7% 6.0% 6.1% 6.3% 3.3% 1.3% 2.0% 2.0% 3.2% 5.1% 5.2% 5.3% 6.0% 2008 2009 Metallurgy 14.9 18.1 Gas extraction, transportation and sale enterprises 11.5 12.2 Finance and investment companies 10.8 10.6 Individuals 14.8 10.1 Trading enterprises 3.0 6.6 Oil extraction, transportation, and sales enterprises and petrochemical industries 3.5 6.0 Mining 3.3 6.0 Nuclear industry 6.3 5.3 Electric power industry 6.1 5.2 Machine building 6.0 5.1 Real estate construction 5.7 3.2 Telecommunications 3.0 2.0 Agriculture 2.3 2.0 Chemical industry 1.0 1.3 Transportation 1.2 0.6 Other sectors 6.9 5.0
57 Key Performance Results for 2009 and Development Prospects Depository services In 2009, Gazprombank s depository technologies enabled clients to effectively trade on the exchange and OTC markets in all Russian and foreign instruments based on the system of inter-custodial relations comprising the major infrastructural institutes of the domestic and global market. Securities accounts and inter-depository accounts maintained with Gazprombank s custodian are used to record almost all types of securities. The total number of shares held by the custodian as of year-end 2009 was more than 2.1 trillion securities, 12.5% higher than 2008. In 2009, the total number of issuers whose shares were held with the Bank s custodian increased by almost 5% compared with the previous year. Moreover, in 2009 the volume of securities involved in monthly client transactions increased more than 7 times. In 2009, Gazprombank effectively performed the functions of a custodian under the tier 1 ADR issue program relating to Gazprom s shares. Efforts continued to improve process solutions involved in providing custodial services to clients. Thanks to its stable and effective operation, Gazprombank remains one of the largest Russian custodians servicing local issues of depositary receipts for the stock of domestic issuers and a leading Russian custodian in terms of providing infrastructural support to the market for pledge instruments and mortgage-backed securities. Gazprombank s own multi-branch custodian network and contracts with correspondent banks ensure the provision of high quality services to the documentary assets market. The year under review has demonstrated the high efficiency of the unique banking products created to: provide safe-custody and record services with respect to pledge instruments which technologically enable projects for the securitization of pools of pledge instruments (during the year, the number of pledge instruments held in custody increased by 16% with their monetary value growing by 26%; for the time being, the custodian network is holding more than half of all pledge instruments issued in the Russian market in accordance with the standards of OAO Agency for Housing Mortgage Lending); execute custodial transactions in promissory notes without their physical movement for clearing and settlement purposes as well as for ensuring their absolute reliability. Gazprombank s specialized custodian managed to register encouraging results in 2009, a year that was anything but simple. The net asset value of various investment funds for which the specialized custodian provided services was more than RUR17.5 billion as of year-end 2009, and the amount of pledge instruments securitized through mortgage funds and mortgage-backed pools was over RUR40.4 billion. Gazprombank traditionally provided its clients with payment agent services with respect to the payment of income on securities. During the year, the number of recipients of income on securities (primarily dividends) increased by 9.6%. The quality of the Bank s custodial services and its credibility were confirmed by winning the Best Custodian designation in the Stock Market Elite contest held by the Russian National Association of Securities Market Participants (NAUFOR) in May 2009. That was the Bank s second victory for that nomination out of three contests held by NAUFOR. The main work of the Bank s custodian in 2010 and 2011 will focus on improving existing custodial and related services, and on the creating new products and services in the area of financial infrastructure.
20 Years on the Front Line The Depository: 15 Years in the Custody Services Market Gazprombank s Depository is one of the oldest and largest in Russia. The working team comprised of specialists from the Bank and Gazprom began developing the concept for creating a depository during the second half of 1993, immediately after making Gazprom a joint-stock company. The Depository was expected to contract for services with more than 1 million clients who held shares in the largest Russian company, either working in the gas sector or citizens who acquired shares from check auctions. The Bank had to implement a project to establish a distributed regional custodian network capable of performing all types of transactions in shares within the shortest possible time. An order authorizing the creation of a consolidated depository operations department was issued in July 1994. The first securities account was opened on February 13, 1995, and by the end of that year, the Bank s depository centers were already providing services to 76% of Gazprom s shareholders holding 81% of all shares. Gazprombank s unified trading depository was commissioned in 1996, laying a foundation for establishing a liquidity center for organized trades in Gazprom s shares. In 1998, a system was launched based on the Bank s custodian network to provide note-based settlement services to Mezhregiongaz. That allowed note-based settlements and clearing payments without physically moving notes. For diversifying operations, the package of services offered covered lending, pledging, repurchase, brokerage, dealing and other transactions. Given the development of exchange trades, the Bank improved its remote access depository-client system in 1999.
By the end of 1999, the custodian network included 41 regional custodians, 25 of which operated in conjunction with Gazprombank s branches and 10 with affiliated organizations. The Depository held about 200 issues of shares and bonds issued by joint-stock companies, predominantly associated with gas production, transportation or processing. By 2000, the number of transactions the access to custody services for many Russian citizens. In December 2005, Gazprombank was appointed a Custodian under the tier-1 ADR issue program related to Gazprom s shares. The marketable value of shares in external and internal markets increased within a short time. The ADR issue program related to Gazprom s shares was recognized as the best among emerging offices, from Kaliningrad to Khabarovsk and from Arkhangelsk to Makhachkala. A distinctive feature of Gazprombank s depository is its client-oriented design. The Depository s client base, which is represented predominantly by private investors, is unprecedented for the Russian market and services about 600 thousand clients including inter alia major professional securities market players and Depository a professional player in the securities market providing safe-custody and/or title transfer registration services for securities. Custodian (lat. custos) a financial agent, normally a bank, holding securities in trust, at a client s instructions; custodial services normally do not involve performing any trading transactions in valuables owned by a client. in Gazprom s shares held by the Bank s custodian network exceeded 7 billion. The total number of securities issues for which services were provided reached 200. In 2000, the Depository obtained a special license authorizing it to provide services to investment and mutual funds. The Bank began providing services to nongovernment pension funds. In 2005, the number of the Bank s custodian network regional offices exceeded 100 with the amount of assets kept in custody reaching RUR700 billion. The Depository ensured proper record-keeping for all types of Russian and foreign securities, including pledge instruments and double storehouse certificates, and started providing nearly all services customarily provided by a custodial depository. The fact that no fees were charged for keeping client assets denominated in Rubles in securities accounts simplified markets and Gazprombank s operational efficiency as a Custodian was highly rated by international investors and partners. In 2007, the Bank won the Best Custodian nomination at the Stock Market Elite contest held by the NAUFOR Association. The Bank s Depository became the first custodian to provide infrastructural support to the national project Accessible Housing. In 2008, the Bank s specialists participated in reorganizing the accounting system of companies operating in the electric power industry and converting shares of OAO RAO UES of Russia into additional shares in spun-off companies. The technologies developed and introduced by the Bank over the course of 15 years, which are unique throughout the country, ensure the uninterrupted functioning of one of the largest custodian networks which currently includes more than 120 custodian investors. The Bank s total client assets have reached about 10% of the total capitalization of the Russian securities market. Based on that figure, Gazprombank s Depository is one of the largest in the Russian Federation. GPB s Depository has been assigned the highest reliability rating ААА (INFI- PARTAD) and meets the criteria for a proper custodian bank set for Russian entities by foreign clients. The Depository is going to celebrate its anniversary with new achievements and looks toward the future with confidence.
60 Gazprombank Group. Annual Report 2009 Total number of Customer securities transactions Transactions in mortgages held in custody 34.7 76.5 45.9 236.5 70.7 171.4 80.0 250 200 150 100 50 29.8 82.5 50.5 128.2 96.9 160.6 145.7 186.5 183.9 200 150 100 50 6.9 0 14.3 0 2006 2007 2008 2009 01 Jan. 2006 01 Jan. 2007 01 Jan. 2008 01 Jan. 2009 01 Jan. 2010 Average monthly number of transactions with customer securities (excluding promissory notes) (thousands) Average number of customer securities (excluding promissory notes) under transactions per month (billions) Total number of mortgages accepted for safekeeping, thousands Total mortgage volume in safekeeping, billion Rubles The top-priority objectives for that period shall be: improve existing processes for depository accounting and custodial services; expand opportunities for providing remote services to depositors; participate in the development of promising securities lending projects involving the leading exchange platforms in Russia; expand the Bank s participation as a Custodian in local issues of derivatives originating from the shares of Russian issuers; improve services provided to issuer divisions responsible for paying income on securities and divisions responsible for shareholder and investor relations; expand the Bank s participation in providing infrastructural support for settlement and clearing facilities and organized (on-exchange) trades in commodity supplies (primarily raw hydrocarbons) and commodity derivatives.
61 Key Performance Results for 2009 and Development Prospects Private banking Gazprombank is one of the leaders in the area of Private Banking in Russia, offering its clients a wide range of financial solutions including both classic banking products and capital management services in Russia and abroad. The top-priority areas of Private Banking in 2008 included investments in precious metals and structured investment products, expansion of the range of premium bank cards and client advisory services. Thanks to the Private Banking team s experience and professionalism as well as the Bank s unblemished reputation, the amount of assets and clients contracting for the Bank s services significantly increased in 2009. According to the results of an independent survey of professionals, Gazprombank became a nominee for Spear s Private Banking Award 2009. A sure sign of successful operations and a basis for further business growth is the fact that a significant number of new clients have joined the Bank based on recommendations by existing clients. Art Banking Project Art Banking is an important part of the service package offered to VIP clients for servicing investments in objects of art and deciding on matters associated with diversifying client assets, purchasing and selling cultural valuables and other tangible assets, and their financial valuation. The Bank provides financial and informational services for art and other alternative investment markets, regularly releases overviews of their various segments and the Art Banking bulletin containing analysis and current information about price trends in the art market and important events shaping market conditions, as well as materials concerning legislative work in the area of exchanging cultural valuables and the Bank s participation in the PPP established to preserve cultural heritage.
62 Gazprombank Group. Annual Report 2009 Retail business and E-services Based on 2009 results, Gazprombank has become one of the four largest Russian banks in terms of deposits, thanks largely to a high level of brand credibility, a contemporary range of deposits offered and high quality client services. The proportion of deposits received from individuals is a little bit higher than 11% of the Group s liabilities. The amount of funds raised from individuals increased by 29% during the year. The Bank traditionally offers special term deposits coinciding with particular dates or events. In 2009, the GPB-New Year s deposit in Rubles and foreign currency was introduced for a period of 367 days (between December 7, 2009 and February 28, 2010). The total funds attracted during this time were RUR15.06 billion, USD118.42 million and EUR128.2 million. In the second half of 2009, the Bank introduced a new banking product opening and servicing of impersonal bullion accounts for individuals in the Bank s head office. In 2009, Gazprombank s retail credit portfolio decreased by 16%, which resulted from its outstripping growth rates in the previous years, and tightening underwriting criteria and procedures applicable to borrowers and collateral. Gazprombank also cancelled the loan advanced repayment moratorium declared in the previous year and, meeting the needs of its clients, offered debt restructuring programs (debt conversion, deferral of repayment/ payment dates for principal and interest, and extension of loan repayment dates). Corporate employee lending programs were implemented for Gazprom, Gazprom Neft, OAO SIBUR Holding, OOO Gazpromenergo, OAO AC Transaero and a number of other strategic clients. The Bank s mortgage program was introduced together with HF Gazpromipoteka as part of implementing the employee lending program launched by Gazprom and its subsidiaries in accordance with the Housing Mortgage Lending Concept of Gazprom. Loans to individuals in 2009, % 15.7% 0.6% 14.9% 68.8% Mortgage loans 68.8 Car purchase loans 14.9 Consumer loans 15.7 Bank card indebtedness 0.6 The auto loan program was put into effect providing for the funding of interest on loans with the funds of the Federal Budget. In the course of implementing auto loan programs, partnerships were established with the official representative offices of KIA and Hyundai operating in the Russian Federation (KIA Motors RUS and Hyundai Motor CIS). The composition of the Bank s credit portfolio remained almost unchanged from 2008. Based on 2009 results, the amount of credit card debt increased more than 2.4 times. However, the share of credit cards in the total retail credit portfolio was 0.6%. The amount of loans provided to individuals that remained overdue for more than 90 days totaled 5.2% as compared to 1.9% in 2008.
63 Key Performance Results for 2009 and Development Prospects Bank card servicing dynamics IN 2005 2009, RUR BILLION Bank card servicing dynamics at the Head Processing Center (HPC) 400 300 200 24.7 22.9 316.7 250.4 16.5 187.2 29.1 363.1 30 20 77.9 145.5 151.1 158.0 160 140 120 100 80 100 10.9 122.2 10 55.5 60 40 20 0 0 0 2005 2006 2007 2008 2009 2005 2006 2007 2008 2009 Bank card account balance (average for Q4) Bank card account turnover Total number of financial transactions processed at HPC, millions Gazprombank s bank card payment system covers about one hundred of cities in Russia (administrative centers of Russian Federation constituencies and major industrial centers) with more than 2,900 ATMs, over 2,000 cash-out points and 12,400 POS terminals installed. Based on 2009 results, the total turnover of non-cash transactions via the Bank s ATMs and information terminals were about RUR6.5 billion (more than 11 million transactions). Gazprombank offers its clients the bank cards for the international payment systems VISA and MasterCard, including chip cards as well as new Premium products (VISA Infinite, MasterCard World Signia) for VIP clients. The Bank s ATMs and payment kiosks offer more than 200 types of services: payments for the services of various communication, internet and commercial TV service providers, payment of utility bills, payments for shares in mutual funds and charitable transfers, repayment of loans received from Gazprombank, instant card-to-card money transfers, etc. In 2009, nearly 950 organizations contracted for payroll card projects including 79 subsidiaries and organizations of Gazprom. The total number of payroll card projects increased by 20% to over 6,000. As of year-end 2009, the Bank had issued more than 52,000 credit cards. A joint project to issue and service Pension Cards has been under implementation since 2007 with NPF GAZFOND, and as of the beginning of 2010, more than 20,600 cards had been issued. In 2009, a technological solution was developed enabling the Fund s members to request and obtain information on the status of their personal pension accounts through the Bank s ATMs (the service is expected to be introduced in 2010). The Bank, jointly with its Depository Center, services Shareholder Cards, of which 8,200 had been issued by year-end.
20 Years on the Front Line Bank Card Business Development Gazprombank is one of the first Russian banks to have mastered the non-cash settlement technology based on bank cards. The program was commenced in 1994. At first, non-cash settlements were conceived as a sector-based system to provide settlement services to gas industry workers, members of their families, pensioners and shareholders. Its implementation anticipated Gazprombank s partial preservation of the sector-based wage fund and its further use as a source of finance to enterprises within the industry on favorable conditions. During crisis conditions when cash payment forms were unavailable, the sector-based payment system partially alleviated social tension in companies, especially in the remote regions of the country. A processing center accepting the chip-based Union Card system cards in the electronic wallet mode began functioning in 1995 in the Bank s Yugorsk branch in the interests of DP Tiumentransgaz. Gazprombank s head office commissioned a central processing center with 8 ATMs installed on Gazprom s premises. The first bank cards were issued to employees of Gazprom s central administrative offices, DP Tiumentransgaz, NPF GAZFOND and ZAO Leader. The Bank s clients were able to access credit, via more than 3,000 merchants, hundreds of ATMs and cash points in Moscow, 75 regions of Russia, CIS countries and the Republic of Cyprus. The Program to Developing Gazprom s Non-Cash Settlement System Based on Gazprombank s Bank Cards was approved in 1996 and was focused on creating a widescale corporate payment system, both on the basis of its own branches and banks in which Gazprombank held shares. The Bank became a principal member of the international payment systems
MasterCard (Europay) and VISA. In 1997, the Bank became one of three Russian leaders in terms of the number of bank cards issued (18,000). Following the introduction of a new hardware and software platform in the Head Processing Center in 1998, the system had an opportunity for further able to make wire payments using ATMs and card-to-card transfers, and to access the System s information service Telecard, cash-in functions and round-the-clock Call- Center. The system is being developed in close connection with the Retail Business Development Strategy. The system is been launched and offered. Much attention is paid to developing and introducing resource-saving banking technologies (self-service banking kiosks, remote access services, product range unification, etc.) in parallel with technological improvements aimed at reducing banking risks in all areas undergoing development. Processing Center a legal entity or organizational subdivision which provides an informational and process interface between parties to a settlement transaction. A processing center maintains a database containing information about payment system members and cardholders to process authorization requests in case the issuing bank doesn t maintain its own database and forwards inquiries to the issuing bank authorised via an acquirer. ACQUIRING a type of business associated with bank cards; the settlement market between banks and card accepting companies that provide services to cardholders, which is subject to agreements executed between payment system participants. accelerated growth. The quality of services provided to clients was significantly improved, together with the effectiveness of acquiring services provided for its own cards branded by international payment systems. The uninterrupted servicing of bank cards during the financial crisis significantly strengthened Gazprombank s credibility. By the end of 1998, the Bank s cards were accepted in 23 branches and 4 subsidiary banks to provide services to more than 90,000 Gazprom employees, 30 industry enterprises and organizations, including payroll projects. The system s support and development functions were delegated to OOO Gazcardservice, a subsidiary processing company, in 1999. By 2003, the System had been implemented in all of the Bank s branches and partner banks, covering more than 70 regions of the Russian Federation. Cardholders were growing beyond industry boundaries and will become available to all private clients of the Bank in both public and VIP segments. Services associated with bank cards and electronic banking developed especially rapidly during the last 5 years. Apart from debit bank cards, clients are offered credit cards and various co-branded cards such as the Shareholder s Card (jointly with the Depository Center), Pension Card (jointly with NPF GAZFOND), Gazprombank-Aeroflot Bonus, the Gazprombank- Express Card (jointly with the Moscow Metro Railroad), Gazprombank-FK Zenit and others. Holders of Gazprombank s bank cards are now offered a package of extra insurance services thanks to cooperation with the insurance company Sogaz. New premium-grade products (VISA Infinite, MasterCard World Signia) for VIP clients have
66 Gazprombank Group. Annual Report 2009 Key quantitative indicators of corporate network (jointly with partner banks) Indicator 2005 2006 2007 2008 2009 Total number of bank cards, millions 1.58 1.95 2.31 2.57 3.20 Total number of self-service banking terminals, including ATMs and Cash-In terminals, thousands 1.3 1.7 2.1 2.4 3.0 Total number of cash counters, thousands 1.3 1.7 1.7 1.9 2.0 Total number of POS terminals, thousands 3.7 5.6 7.8 10.2 12.4 Thanks to joint work with Sogaz, an insurance company, the holders and Gazprombank s bank cards are provided additional insurance services including discount programs providing savings ranging between 10 and 30 %. The Bank s near-term plans include the development and launch of client loyalty programs, including the issue of co-branded cards (the cards of football team Zenit, Aeroflot, Express Card, Gazprom Neft and others have already been issued). The Bank plans to introduce new non-cash payment services at its ATMs and information and payment terminals (payment of taxes, fines imposed by the State Road Safety Inspectorate, etc.) and the full-scale implementation of internet-based remote banking services ( Home-Banking ). Investment-banking business The Bank s investment banking business started to take shape in the 2000s as a result of the expansion of client operations, the emergence of complex modern products and in connection with increased business volume. In the last five years, the investment banking business, along with corporate and retail businesses, has formed into an accurately structured business block and Gazprombank Group s newly created subsidiaries have been charged with a number of specific tasks relating to the Bank s investment business. The economic crisis which affected 2009 performance has created a definite tension in investment banking. However, the reserves created in the previous years have smoothed them over relatively painlessly. Furthermore, as the crisis eased, the Group s investment banking business successfully managed to boost its business. Project and structured finance Gazprombank holds stable leading positions in the Russian project and structured finance market. The amount of the Bank s project and structured finance portfolio has increased from RUR210 billion to RUR242 billion. In 2009, under crisis conditions,
67 Key Performance Results for 2009 and Development Prospects Composition of project and structured finance by industry, % 2008 2009 35% 24% 24% 20% 11% 11% 4% 4% 14% 8% 16% 7% 11% 11% Industry 2008 2009 Oil & gas industry 35 24 Real estate 24 20 Agricultural sector 8 11 Machine building 14 11 Metallurgy 4 11 Construction material production 4 7 Other 11 16 the main efforts were focused on upkeep of the portfolio and maintenance of its quality. The result of efforts aimed at the further sector-based diversification of the funded project portfolio was an increase in the share of projects relating to the agro-industrial complex (+3 percentage points) and metallurgy (+7 percentage points). At the same time, the share of projects in the oil and gas sector and in the real estate industry reduced by 11 and 4 percentage points respectively. The scope of financing provided for joint regional investment projects with the branches (7 branches involved in total) significantly increased (by 4 percentage points). The development of project and export financing is associated with an increase in the amount of resources raised by the Bank which exceeded USD2.3 billion by the end of 2009, both as direct interbank loans and against ECA cover (from export credit agencies).
68 Gazprombank Group. Annual Report 2009 Major projects in 2009 Project Role of the Bank Total financing Eriell Holding OAO Tatneft after V.D. Shashin Acquiring drilling and auxiliary equipment in order to execute drilling contracts in Libya, Kazakhstan and Turkmenistan. Implementation of an oil refinery construction project in the Republic of Tatarstan USD224 million USD250 million CVG Pre-export financing for product delivery USD200 million OOO Serebryansky Cement Plant ZAO RemStroiTrest-701 (Sistema-Gals) Construction and commissioning of a cement plant in Ryazan region Financing the owner of an office building at the Novodanilovskaya embankment under a project for the Company s shares purchase. USD153 million USD108 million OOO Karasjeozersk-2 Construction of a cottage settlement near the city of Yekaterinburg RUR3 billion (approx. USD100 million) ZAO Gazprom neft Orenburg Exploration, development and facility construction of the Eastern part of the Orenburg oil-gas condensate field USD46 million Cooperation with Chinese banks and the SINOSURE Agency was actively pursued a USD21.2 million refinancing transaction designed to refinance Eriell Group by the Export-Import Bank of China was completed. Moreover, a USD48 million loan facility agreement was signed with EDC (Canadian Export Credit Agency) to finance an associated gas utilization plant construction project being implemented by Obgazprocessing (Roza Mira Group of Companies). The Bank continues its partnership with Eriell Group, an independent international oil service company specializing in drilling and major repairs of wells, both in the areas of financial consulting and financing investment projects. In particular, the Bank provided USD115 million of financing in 2009 for the second phase of the company s investment program for purchasing modern high-efficiency drilling and auxiliary equipment manufactured by Russian and foreign producers, as well as for developing infrastructure in the company s new operating regions. Within the government-backed anti-crisis program, the Bank, jointly with the State corporation Bank for Development and Foreign Economic Affairs (Vneshekonombank), continued to lend funds out of the proceeds of subordinated loans to the toppriority sectors of economy, in particular, for financing projects initiated by the agro-industrial complex (AIC). As part of implementing AIC Development, a toppriority national project, the Bank increased the scope of financing provided to existing projects which provide loans to major companies such as OOO Znamensky CSG, OOO Eksima-Agro and ZAO Svinokompleks Uralsky, producing and processing pork.
69 Key Performance Results for 2009 and Development Prospects In the field of structured finance, the Bank significantly expanded its existing range of services offered in 2009, such as lending collateralized by shares, mezzanine lending, financing corporate acquisitions and financial derivative transactions. A transaction designed to finance the acquisition of the Chelyabinsk Zinc Plant by UGMK Group was successfully closed. Under the transaction, financing was provided to OAO Uchalinsky GOK and OAO Chelyabinsk Zinc Plant. Gazprombank continued to provide loans for projects being implemented by Gazprombank-Invest Group, notable for a high degree of completion, in the amount of RUR7.5 billion in 2009. Additional financing was committed in the amount of RUR1.5 billion under the loan facility provided to complete the 1 st phase of OAO Karasjeozersk-2 s project (construction of a cottage settlement in Yekaterinburg). The following projects continued to receive financing: ZAO DZGI construction of a plant for manufacturing gas-concrete products; OOO PO GOFRA construction of a facility for producing corrugated board packaging materials; OOO Biaksplen construction of a plant for producing biaxial polymeric films in Balakhna; OOO Serebryansky Cement Plant construction and commissioning of a cement plant in the Ryazan region. The main objectives for developing project and structured financing in 2010 and 2011 are: strengthen the leading positions of the Bank as a heavy contributor to the development of mid-size and major enterprises in the Russian Federation; continue to diversify client base and boost the number of funded projects in various sectors of the economy (focusing on raising financial resources from external markets); expand activity with Gazprom Group s companies and other strategic clients of the Bank, in particular, in the area of financial advisory services for arranging large-scale project financing; develop and introduce new structured banking products, and expand the range of the Bank s investment products in the area of project and structured financing. Investment and financial advisory services Within strategic partnerships with Gazprom Group, the Bank acted as a global financial adviser for a series of Gazprom s key strategic projects in 2009. The most significant projects completed with the Bank s direct involvement included the acquisition of a 20 percent stake in Gazprom Neft and 51 per cent stake in OOO SeverEnergiya from Eni and Enel a consortium of Italian companies, and an asset swap deal with E.ON AG, a German concern. In addition, Gazprombank acted as a financial adviser in a number of other strategic investment projects: Sakhalin-2 as part of efforts to raise project financing for Sakhalin Energy, advisory services were provided to Gazprom and additional financing in the amount of USD1.4 billion was arranged. Shtockman Field development project a mandate was obtained to provide financial advice to the project company Shtockman Development AG, implementing the development project for the Shtockman Gas-Condensate Field. EuRoPol Gas advisory services were provided to Gazprom in seeking to optimize rates and repayment conditions related to a long-term loan raised by EuRoPol Gas from Gazprom. Apart from assistance in implementing Gazprom Group s projects, the Bank is developing its advisory services for projects outside the gas sector. In particular, the Bank acted as an adviser in the number of major advisory projects in 2009: OAO Glavnaya Doroga a concession agreement was signed in relation to the project New Exit to the Moscow Beltway from Federal Motor-Road M-1 Belarus Moscow Minsk, where the Bank acted as a financial adviser;
70 Gazprombank Group. Annual Report 2009 OAO Mosenergo advisory services were successfully provided on arranging financing for the supply of Siemens Aktiengesellschaft s power islands and with respect to the cost refinancing project relating to the general contract with Alstom, Alstom Ltd. and OAO EMAlliance executed for constructing power unit PGU-420 on Station 8 of Heat Power Plant-28. According to the international agency THOMSON REUTERS, Gazprombank was ranked No.1 among financial advisers in 2009 in terms of completed M&A transactions with the involvement of Russian companies, and No.2 among financial advisers regarding M&A transactions with the involvement of Eastern European companies by having completed over USD10.3 billion worth of transactions. Apart from M&A transactions completed under the aforementioned Gazprom projects, Gazprombank s most significant transactions completed in 2009 include: sale of two companies pertaining to the agricultural industry by STG-Invest Group; acquisition by Volga Resources SICAV-SIV fund of a share in Sovag company from Ingosstrakh Group; sale of a controlling stake in Beleggingsmaatschappij Lemore BV, one of the largest distributors of medical items in Russia and CIS-countries with total payouts in 2008 2009 of about GBP85 million. Gazprombank s main objectives in 2010 for the M&A market are maintaining the Bank s leading positions as an M&A adviser and performing transactions of any degree of complexity in the interest of its clients. Arrangement of customer borrowings in the debt market The rehabilitation of the external debt market and the Bank of Russia s measures to refinance the banking system in the second half of 2009 created a background for resuming the primary market for Russian bonds. Gazprombank, having preserved its market positions, became a pioneer and one of the leaders in the restored Ruble debt market. In April 2009, the Bank was the first to offer RUR10 billion of Gazprom Neft s bonds on the market (series 04). In total, the Bank has arranged the offering of 30 issues of Ruble-denominated bonds for 13 leading Russian companies such as Gazprom, OAO RZD, OAO AC Transneft, Gazprom Neft, OAO ANC Bashneft, OAO NLMK, OAO Mechel, OAO Mosenergo, OAO TGK-1, OAO Enel OGK-5, OAO MRSK Yuga, OAO MTS and OAO Dalsviaz. Based on 2009 results, in Cbonds rankings for issue arrangers, Gazprombank ranked No.2 within the Corporate Sector, without Banks and Banking Institutions with a market share of 14.6% (RUR107.7 billion). In the rankings for exchange-traded bond issue arrangers, the Bank ranked No.1 by the number of issuers (5 issuers) for whom placement of exchange-traded bonds was arranged in 2009. In April and October 2009, the Bank arranged USD600 million of financing for Gazprom for a period of 5 years and USD1 billion for a period of 2 months. Financing was provided in the form of an issue of the Company s Eurobonds. The first issue of Eurobonds in the amount of USD600 million was listed on the Ireland Stock Exchange and rated by two international agencies Moody s Investors Service: Baa1 and Fitch: BBB (i.e. at the same level as the existing traded issues of Gazprom s Eurobonds). The arrangement of those issues, according to Cbonds, allowed Gazprombank to rank No.3 among arrangers of Russian Eurobonds issues in 2009, with a market share of 10.9% and total financing arranged of USD1.7 billion. Trading in financial and stock markets Gazprombank traditionally holds leading positions in all sectors of the Russian financial and stock markets.
71 Key Performance Results for 2009 and Development Prospects Total number of the Bank s stock market transactions Transactions 2005 2006 2007 2008 2009 Securities stock market trading, thousands 54.2 136.7 249.9 228.5 212.6 OTC-Securities stock market trading, thousands 2.3 11.9 15.7 16.3 8.7 Trust management, thousands 2.9 13.1 20.7 19.2 39.4 Brokerage servicing, thousands 38.4 127.6 198.0 370.6 924.6 In 2008 and 2009, the Bank focused its efforts on further expanding its product range, taking into account the peculiarities of its client base that, in turn, allowed the Bank to increase its share of fee revenues from market operations in 2009. The cost recovery of financial assets and continued recovery liquidity in financial markets provided good opportunities for the further improvement of the employed financial product development priority model, focusing on the needs of the Bank s clients. In the first half of 2009, the main activities of Bank and client operations focused on external debt instruments held by Russian borrowers. Those assets were unreasonably undervalued as a result of the credit crisis which occurred in the Autumn of 2008. Therefore, the foremost recovery of the Eurobond sector was natural which, in turn, made Russian investors focus their attention on it. According to MICEX, Gazprombank ranked No.1 throughout 2009 in Bonds: basic trading. The Bank s leading position in that market allowed it to promptly expand its client base thanks to a wide range of institutional investors. Gazprombank twice accomplished early redemption of its own Eurobonds, redeemed from the public market, thus yielding significant savings on debt service expenses. The volatility of the national currency focused Russian companies attention on hedging risk. The development of a product range of derivatives market instruments was in the spotlight during the second half of 2009 and, from all appearances, will remain one of the main strategies for developing the Bank s services in financial markets in the years to come. Structured transactions In May and June 2009, the Bank restructured an issue of Goldman Sachs Eurobonds whereby the Ruble-denominated issue of Eurobonds (RUR20 billion) maturing in 2011 was replaced by a new RUR21.1 billion issue of Eurobonds maturing in 2011. In December 2009, Eurobonds from the aforementioned issue, for the first time among comparable foreign company securities, passed a compliance test for eligibility requirements to be included on the Bank of Russia s Lombard list. In February 2009, in the interests of the Bank s clients, OAO Novatek GDRs were exchanged for ordinary shares of OAO Novatek. The Bank actively participated in the implementation of the KIT Finance bank rehabilitation program which provided for a package of measures designed to purchase a bank s mortgage loan portfolio, to execute and transfer more than 23,000 mortgage deeds to the Bank s Depository Center for safekeeping, to arrange record-keeping processes for those mortgage deeds and to resell the portfolio to an ultimate investor.
20 Years on the Front Line Gazprombank Forwarder of the Russian Financial Market Gazprombank has deservedly had a reputation as one of the key players in the Russian financial market for a long time. Throughout the past 10 years, the Bank has held a strong position among the top ten operators in terms of trading participation in the MICEX FX market. Since 2004, Gazprombank s FX dealing operations have repeatedly been recognized as the winner of the The Year s Best FX Dealing nomination, and FX dealers have won the Year s Best Dealer nomination as the result of a survey among market players held by the International Foreign Exchange Association. The introduction of a client-oriented business model required the Bank to establish a specialized subdivision in 2004 to provide services to corporate clients in the financial markets, and to implement GPB-Dealing, an information and trading system allowing clients to enter into transactions with the Bank in principal financial instruments on a real-time basis. In the beginning of 2006, Gazprombank made a strategic decision to develop a consolidated trust management business covering assets of corporate and private clients both from Russia and abroad. During the past four years, the amount of client assets under Bank management has increased from USD50 million to almost USD4 billion with more than 20 investment funds created in Russia and abroad. The Bank ranks No.2 in Russia in terms of its trust management business volume, with Leader, a management company, holding the top position. The Bank has successfully created one of the most professional teams of portfolio managers in Russia, which throughout the past four years held leading positions in terms of the profitability of investment products
pertaining to the relevant risk category. The nearly three-fold growth in assets under Gazprombank s management in 2008 illustrates that Gazprombank s trust management business is highly rated by its clients for reliability. Gazprombank emerged in the market for bond issue arrangement services in 2005, and as early as its debut year, it ranked third in the ratings for arrangers of Ruble-denominated corporate bonds. Gazprombank holds strong positions among the leaders of the rating and ranked No.1 or No.2 from 2006 to 2009. During those years, Gazprombank arranged 110 issues at a total face value of more than RUR800 billion. etc. via Gazprombank s subsidiary, Cyprus, and the relevant Russian subsidiary company. In 2005, the Bank started to provide services for arranging initial and secondary public offerings of shares of Russian companies as well as private offerings of shares. Having taken part as a co-manager in the initial public offering of NC Rosneft s shares, Gazprombank has ensured demand for one third of all shares allocated. In October 2001, a debut issue of the Bank s Eurobonds for a total amount of EUR 200 million was placed, which became the first issue of Eurobonds by a Russian issuer since the crisis of 1998. Since that time, Gazprombank has regularly approached The Bank s position in the rankings of the National Stock Association: No.1 (2006 2009) for total turnover in all sectors of the Russian stock market and total transactions held in organized markets; No.1 (2008) for total transactions on the OTC market; No.1 (2006 2008) for total transactions in government securities; No.1 (2005 2009) for total transactions in corporate securities. DEALING the execution of commercial transactions on organized markets for the purposes of generating profits on the margin resulting from the purchase and sale of assets. MARGIN TRADING executing trades using money and/or goods lent to the trader against the pledge of an agreed amount, i.e. the margin. A margin loan differs from a simple loan in that the amount of money (or the value of goods) to be received usually exceeds the pledged property (margin) by several times. Securitization (securities (Eng)) one of the forms of raising funds by issuing securities freely tradable in capital markets secured by assets that generate stable cash flows. The history of Gazprombank s brokerage services began in 2002 after the Bank had implemented GPB-I-Trade, an information and trading system. An extra impetus for the expansion of the Bank s client base was provided by the offering of shares in OAO NC Rosneft. From that point forward, the business has shown growth both in terms of the number of clients, total assets, and in terms of launching new services (e.g. the margin lending service was launched in 2008). One objective of the process currently underway to centralize brokerage services is to provide branch network clients with access to the Bank s standard package brokerage products. Since 2008, Russian and foreign clients representing investment funds have gained access to trading in Russian shares and depositary receipts on various platforms including MICEX, RTS, and the stock exchanges in London, Frankfurt, New York, the international market with its own issues of Eurobonds and syndicated loans. In February 2007, Gazprombank issued 3-year RUR10 billion Eurobonds at 7.25% APR on the international financial market. That issue became the first Russian issued, Ruble-denominated Eurobonds in which not only bonds were denominated in Rubles, but all settlements including coupon payments were made in Rubles via international settlement systems. In 2006, Gazprombank took the leading position in the securitization market after arranging 2 transactions for ACB Sovfintrade the first Russian issue of Ruble-denominated mortgage bonds and first Russian securitization of a Rubledenominated and regionally diversified portfolio of mortgages in the international market. In the area of structured and syndicated financing, Gazprombank arranged 2 transactions for refinancing large blocks of shares in Russian issuers in 2007. Financing was arranged for the Bank s client by issuing bonds exchangeable for shares in NC Rosneft (the largest issue of bonds exchangeable for shares in a Russian issuer) and financing was raised for a total amount of USD795 million through the refinancing of 50 million shares in Gazprom. Gazprombank emerged in the carbon financing market for investment projects in 2006. Contracts for the purchase of emission reduction units executed with major Russian enterprises allowed the Bank to take an 11% share in the Russian market for joint implementation projects. The performance of the Bank s Luxemburgbased subsidiary was awarded toppositions in the Environmental Rankings published by Energy Risk magazine in 2008 and 2009. The Bank s highly skilled team, competitive pricing, contemporary product range and modern technology have allowed the Bank to win the confidence of its clients and to multiply its client base and transaction volumes in financial markets, thus confirming Gazprombank s role as a recognized leader.
74 Gazprombank Group. Annual Report 2009 In March 2009, in the interest of a client, participation shares in a syndicated loan provided to OAO Mechel were purchased, and in July 2009, the loan was restructured with the Bank s participation by repaying the initial loan and providing 3 new syndicated loans to Mechel Group. Currency TRS deals executed by the Bank with Barclays Bank, Goldman Sachs and Dresdner Bank were restructured, whereby Gazprombank managed to rule out the possibility of early termination of the TRS deals by its counterparties which was rather undesirable to Gazprombank. The restructuring was made under a framework (transparent for the Bank of Russia) designed to finance the security under the said TRS deals, which regulated the accounting treatment of those transactions in terms of their influence on statutory requirements, mandatory reserve funds and loan loss provisions. The completion of the last restructuring stage of the swap deals executed between the Bank and Commerzbank AG will allow significantly reduce credit exposure assumed by the Bank towards Commerzbank AG. In 2010, a series of the projects started in 2009 are expected to be completed including, but not limited to, the acquisition of a block of shares in OAO Novatek, the issuance of mortgage-backed bonds meeting the requirements of Vneshekonombank for investing pension assets and the issuance of Gazprombank s exchange-traded bonds. Asset trust management Gazprombank is one of leaders in the Russian trust management business. According to the Expert RA agency, the Bank ranked No.2 in the country by the amount of funds held for trust management services. In 2009, thanks to professional management, market growth and client base, the inflow of client assets from corporate and private investors totaled more than RUR60 billion; thus, the amount of assets under the Bank s management increased 2.5 times to over RUR100 billion. The unique combination of capabilities by the Bank and other management companies in Russia and Luxemburg enables the creation of the widest possible range of investment products meeting the investment management requirements for various categories of Russian and foreign clients. These services include mutual funds, bank-managed mutual funds, international investment products, and services of the wholly-owned subsidiary management company of GPB Asset Management (Luxemburg). Currently, our clients are offered a range of 20 funds featuring an optimal combination of risk exposure and profitability. Competitive profitability levels for investment products in each category of risk exposure were achieved in 2009. For example, the profitability of Gazprombank Developing Sectors Mutual Fund totaled 240% with the profitability of Gazprombank Tier 2 Shares Mutual Fund reaching almost 180%. Given the requirements of the current situation, Gazprombank interacts with new industries for its clients by participating and winning tenders held to select trust managers for endowment funds. Russia s major funds, such as the Development Funds of MGIMO, StPGU and TumGU have entrusted their funds to Gazprombank. Gazprombank s share in the endowment management services market is 55%. The Bank continues to develop its retail business mutual funds (unit investment funds). As a result, MC Gazprombank Asset Management became one of the most popular for private investor among major management companies, and during the last three years it was one the three leaders in terms of attracting cash assets to mutual funds. MC Gazprombank Asset Management has 195 offices selling shares in mutual funds, a 20% increase in 2009, while the number of personal accounts in the register of shareholders reached 5,000, a 51% increase over 2008.
75 Key Performance Results for 2009 and Development Prospects Non-financial assets management Gazprombank Group controls large non-financial assets in industrial sectors such as petrochemicals, oil & gas, nuclear, power, energy and transportation machine-building, infrastructural, industrial construction and engineering, telecommunication, media and high technology. These assets accounted for 19 percent of the Group s consolidated assets in 2009. Petrochemical industry The negative consequences of the global financial crisis have impacted the industrial activities of OAO SIBUR Holding. Nevertheless, the company has shown an ability to operate stably in worsening market conditions. In 2009, the financial indicators of OAO SIBUR Holding, notwithstanding reductions from 2008, remained at a high level: EBITDA of RUR35.34 billion, a 13% decrease from 2008; revenue of RUR161.4 billion, a 7% reduction from 2008. Gazprombank Group s share of dividends declared in 2009, based on OAO SIBUR Holding s 2008 results, was RUR5.9 billion and has been paid in full. As part of the company s crisis-response measures, Gazprombank preserved the traditional scope of its banking partnership with OAO SIBUR Holding in 2009. The Bank provided RUR20 billion of financing on REPO transactions involving the company s bonds. Advisory services continued to be provided to the company regarding sale and purchase transactions involving petrochemical assets and potential investment projects. Oil and gas sector In April 2009, OAO Sibneftegas, a gas-production company, in which Gazprombank Group holds a 51% stake, put the Pyreynoye Gas Field in the Yamalo-Nenetsky Autonomous District into commercial operation, whereupon OAO Sibneftegas s annual gas-production capacity reached 11 billion m 3. The gas reserves in fields operated by OAO Sibneftegas are 397 billion m 3, with more than a half of them brought into development to date. The company conducts geological prospecting and design work to develop the remaining reserves that would allow increased gas-production output in the medium-term and maintainable for a long period of time. In 2009, Gazprombank Group sold the 25.1% stake in OAO Yamal SPG which it acquired in 2006, to a company holding a development license for the Yuzhno-Tambeyskoye Gas Field in the northern part of the Yamalo-Nenetsky Autonomous District. To manage Gazprombank s oil & gas projects, OOO GPB-Resource, a subsidiary company, was incorporated which has established a highly skilled team of technical engineering and financial specialists having significant expertise in the sector. Machine building Gazprombank actively participates in the implementation of government initiatives designed to develop the national machine-building industry. Within those efforts, Gazprombank has directly provided support to a number of major industrial companies which are strategically important for Russia s machine-building sector. Despite the negative impact of the global financial crisis and fall in demand for engineering products, the Bank has conducted a large-scale effort aimed at financing and implementing investment projects by OMZ Group s industrial enterprises. In particular, in June 2009, one of the largest last-generation steelmelting furnaces (DSP-120) was commissioned with the Bank s support within the first phase of the program to upgrade OMZ s Izhora Production Site, and the decision was made to proceed to the second phase to expand and upgrade the existing stock of mechanical processing units and heating furnaces.
20 Years on the Front Line Long-Term Projects in the Interests of the Real Economy Gazprombank, with nearly 13 years of positive experience in long-term investment projects, has been and continues to be one of the leading project financers in Russia. The first project of an international scale to receive financing from the Bank totaling about USD1 billion was to construct and commission the Polish segment of the first string of the Yamal-Europe pipeline (EuRoPol Gas Project). After a 684-km segment had been completed with an annual capacity of about 33 billion m 3, the debt was restructured and sold by the Bank with positive returns. During the following 5 7 years, Gazprombank implemented several other successful projects within the gas sector. As of year-end 2003, the total amount of loans provided by the Bank for OAO Gazprom s investment projects was about USD1.25 billion. The Bank provided loans to finance longterm projects to construct and expand the capacity of the following transit gas pipelines to supply gas to Turkey ( Blue Stream ) and to the countries of the Balkan region: the Rumanian segment of the Trans-Balkan gas pipeline for a total amount of USD117 million (Romgaz and Transgaz projects, Rumania); the Bulgarian segment of the Trans-Balkan gas pipeline for a total amount of USD47 million (Bulgargaz project, Bulgaria); the Ukrainian segment of the Trans-Balkan gas pipeline for a total amount of USD8 million (Gaztransit Project, Ukraine; a total amount of about USD21 million was financed jointly with the EBRD). The Bank participated in financing Gazprom s share in a project to construct a gas pipeline between Great Britain and continental Europe (Interconnector
project). The Bank also took part in preparing and implementing Gazprom s investment program covering a whole range of other restructuring and expansion projects related to gas transportation, production and processing facilities both in Russia and abroad (Central Asia, Slovakia and Rumania). Starting in 2003, participation in longterm investment projects is becoming an increasingly larger share of the Bank s business and one of its top-priority structured finance market has been significantly strengthening. The amount of financing as of year-end 2008 reached RUR210 billion. A purposeful work designed to diversify the project portfolio by sector and by region has significantly increased the Bank s share of projects in the real estate, agricultural, machine-building and metallurgical industries; the Bank s list of financed projects has expanded to include power industry projects. The amount of financing provided to investment projects (corporate acquisitions, lending against a pledge of shares, mezzanine lending, derivatives transactions) and is attaining leading positions within the Russian market for corporate transactions and subordinated lending. Gazprombank is actively developing its financial advisory services including those for major infrastructural projects not associated with the gas sector. The Bank has an exclusive adviser status for client transactions in industries such as food, Project finance one of the ways to attract investments. It represents a method of raising money for a project to be repaid with the expected cashflow from that project. An important element in raising funds for a project is the structuring of the financing mechanism in such a way as to achieve maximum returns for the borrower. Structured financing a set of financial mechanisms that combines the characteristics of one or several assets into one underlying asset being an instrument with optimal profitability and risk exposure parameters. The advantages of structured financing include the expansion of a range of pledged assets involved in turnover, a significant increase in the amount of capital raised, better borrowing terms and cheaper credit resources. activities. The Bank s leading position in the Russian market for that lending segment are significantly supported by its stable resource base, good indices of long-term liquidity and opportunities for borrowing funds from western capital markets at acceptable rates for comparatively long periods of time. In implementing its project financing programs, the Bank widely utilizes its ability to engage the resources of the leading foreign export credit agencies from Germany, France, USA and Austria. The Bank s loan portfolio is consistently being diversified by incoming projects to finance enterprises in industries such as gold-mining, agricultural, insurance, financial services, coal, gas-processing, food, ferrous metallurgy, chemical, petrochemical, construction materials, trade, social services, etc. In recent years, Gazprombank s leading position in the Russian project and implemented jointly with branches has more than doubled. The limits set for directly borrowing interbank funds against the coverage of export credit agencies had increased to USD 900 million by the end of 2008. The Bank has started to finance projects against the coverage of the Export Credit Agencies of Japan (JBIC/NEXI) and China (Sinosure). The Bank provides financing for projects included in the top-priority national and federal targeted projects Affordable Housing, Development of Russia s Nuclear Power Industry from 2007 to 2010 and through 2015, and Development of the Agricultural Complex. The Bank continues to provide financing for projects in the gas sector such as the investment programs of OAO Sibneftegaz, OAO Severneftegazprom and other companies. Since 2007, Gazprombank has actively promoted structured finance products pharmaceuticals, air transportation, automotive, ore mining, retail trading, software development and integration, insurance and banking. Since the end of 2008, there has been an active demand for the Bank s advisory services in the field of debt restructuring for Russian companies.
78 Gazprombank Group. Annual Report 2009 In addition, a program to reinstate the license to manufacture drilling units and metallurgical equipment on OAO Uralmashzavod s industrial site was launched with the direct involvement of Gazprombank. One of the top-priority areas for Gazprombank s business in 2009 remained its participation in the implementation of OMZ Group s complex development strategy, including the consolidation of assets in the petrochemical machine-building sector by uniting its leading engineering and production enterprises (OAO Kriogenmash (Balashikha city), OOO Khimmash Glazov Plant (Glazov city), the design institute of OAO Giprokislorod (Moscow), the engineering company CHETENG Engineering (Czech Republic), etc.). In 2009, OMZ Group s enterprises implemented a large-scale program to reduce their production costs. At the same time, social responsibility is one of Gazprombank Group s top-priorities which testifies to the failure of mass personnel reductions in the subsidiary enterprises of the Group. In parallel with upgrading industrial sites, significant efforts are devoted to developing human resources. Thus, in December 2009, a long-term training program was launched jointly with the Moscow Management School SKOLKOVO to provide advanced training to members of OMZ Group s top-management with the Gazprombank s active participation. The Professional training center, created with the support of Gazprombank at the Izhora site for providing standard and advanced employee training in several technical specialties, is still operating. OMZ Group s financial performance remained at a rather high level in 2009. OMZ Group s consolidated revenues were about RUR28 billion in 2009, a little more than 6% reduction compared with 2008. Construction and engineering Gazprombank Group s construction assets (ZAO Atom stroyexport, Stroytransgaz Group, Forpostenergo ZAO, engineering companies, etc.) represent a combination of the most advanced Russian companies specializing in the construction of large equipment and structures for power, oil & gas, petrochemical and infrastructural purposes in Russia and abroad. In managing those assets, the Bank has laid a foundation to consolidate and convert them into an effective player in Russian and global markets for specialized contractors, which has gained a footing in key industries like oil & gas (including offshore and underwater production), petro- and gas chemical, power and transportation construction. The portfolio of orders has been updated; a geographical and sector-based diversification policy has been implemented; work on developing new business areas and purchasing additional core assets and selling non-core assets has been performed; the process of financing operating activities has been optimized. In 2009, Gazprombank continued to actively search for new investment opportunities in infrastructural projects (construction and upgrading of airports, motor-roads and rail ways, ports, etc.). To date, the Bank actively participates (as an investor) in major Russian infrastructural projects implemented on the basis of PPP principles. In 2009, OAO Yuzhny Inzhenerny Tsentr Energetiki, a leading engineering company in Russia s power-generating industry and member of Gazprombank Group, continued implementing its strategy to participate in complex turn-key projects; a branch office was opened in Moscow with 107 employees; and relations with new major customers were established. In 2009, the company s revenues grew by 35% to RUR2.0 billion.
79 Key Performance Results for 2009 and Development Prospects In December 2009, a transaction designed to acquire Nukem Technologies GmbH, a German engineering company, was completed in the interests of ZAO Atomstroyexport with Gazprombank s direct involvement. This acquisition in favor of ZAO Atomstroyexport helps strengthen its credibility in decommissioning hazardous nuclear facilities and expands its presence in the European market. Power industry In the course of implementing its selected strategy in 2009, the Bank sold its shareholdings in OAO MOEK and OAO FSC UES, which were separated from OAO Mosenergo as a result of its reorganization. The conservative strategy and accurately implemented action plan have achieved high efficiency in selling these investments. The amount of proceeds from the asset sale totaled about RUR2.5 billion. The power-generating assets currently held in Gazprombank s portfolio include minority blocks of shares in major Russian power-generating companies, notable for good market positions, high growth potential, stable growth and also a high-quality asset base. These include OAO MOESK, OAO Mosenergosbyt, OAO RusHydro, OAO OGK-1 and OAO OGK-6. According to Gazprombank s energy asset strategy, the Bank will dispose of energy assets at a price reflecting their real value. Moreover, the Bank expects an increase in the value of electric energy assets due to both general market rehabilitation and further reformation of the electric power sector. The Bank actively supports initiatives for enhancing energy efficiency and tends to actively develop business in that area. The Bank offers project finance solutions for energy efficiency projects based on the best world practices and tailor-made credit products. In particular, active work started in 2009 with RUDEA, a Russian and German energy agency established as a result of Russian and German intergovernmental consultations in contemplation of large-scale cooperation on energy efficiency projects. Media, Telecom, Internet and advanced technologies In 2009, broadcasters NTV and TNT, which are members of OOO Gazprom-Media Holding owned by Gazprombank Group, managed to maintain their leading positions in the Russian television market. NTV ranks No.3 in terms of audience share in Russia and No.2 / 3 in Moscow. TNT ranks No.2 and No.3 after Channel-1 and STS in terms of the audience share of economically active viewers and No.5 in terms of audience share in Russia and Moscow. NTV covers 84% of Russia s population (over 125 million); TNT s potential audience is more than 100 million viewers. Net By Net, a high-speed internet service provider, in which Gazprombank holds a large share, continues to increase its share in the Moscow market and Moscow regional market while maintaining the highest operating profitability in the industry. At year-end, the company s subscriber base included 220,000 individuals and more than 4,000 corporate subscribers, moving it into 4 th place in the Moscow broadband access market, and into 3 rd place within the Moscow region. At year end, the company had received additional shareholder financing from new investors at an attractive price. Based on 2009 results, the company s revenues were USD36 million with EBITDA of USD20 million. Morion, a member of Gazprombank Group and the world s leader in manufacturing high precision frequency selection and stabilization devices, achieved its highest ever level of sales in 2009, and its financial results show that its operations were solidly profitable. The company has once again been recognized as one of the leading exporters of high-tech products based in Saint-Petersburg and the whole North-Western Federal District of Russia. The company s sales in 2009 were RUR548 million with net profits of RUR71 million.
80 Gazprombank Group. Annual Report 2009 Key business guidelines Since 2005, Gazprombank has been planning its business in five year intervals. In 2009, the Bank summarized the totals of the Bank s Key Business Guidelines for the period ending in 2010 and shaped its plans for the next 5 year period (through 2015). The main strategic business objective for the period ending in 2010 was to increase the Bank s shareholder value by creating a universal financial institute and improving on a customer-focused business development model. The basic quantitative targets included in the document were achieved as early as 2008. The growth rates of the Bank s assets notably outpaced the national averages in the banking sector. The Bank has maintained and strengthened its leading position in its individual businesses and in the financial industry in general; the Bank s client base and product range have significantly expanded; the network selling banking products has been expanded in promising areas for the business. The main strategic business objective for the period ending in 2010 was to increase the Bank s shareholder value A structural analysis has identified economically sound regularities which have been taken into account in developing strategic plans for the next period ending in 2015. Gazprombank s main strategic objective is to increase the Bank s shareholder value by preserving its leading position in the country s financial sector in terms of key business indicators, maintaining asset diversification, improving the structure of its liabilities, optimizing capital value and enhancing the efficiency of the Bank s operations. Furthermore, the long-term efficiency of operations shall be one of the Bank s main competitive advantages. The Bank s strategic goals for the period through 2015 include: Maintain position among the top-three leaders in the country s financial sector in terms of total assets; Distribute capital between businesses on a balanced basis while maintaining the existing risk profile and increasing profitability; Increase the share of regular income from the Bank s core business in the total financial result; Increase the share of commercial loans in the Bank s asset portfolio; Reduce the share of non-financial assets in the Group s consolidated assets; Preserve a cost-to-income ratio advantage relative to competitors; Increase efficiency by increasing the amount of assets per employee. Target quantitative and compositional indicators have been outlined by business areas in the Bank s Key Business Guidelines for the period up to 2015. As for the banking segment of GPB Group s business, maintaining a leading position among the top-three banks will require increasing assets by more than 2.5 times, primarily, by increasing the share of customer loans in the Bank assets.
81 Key Performance Results for 2009 and Development Prospects This increase shall be achieved by increasing the share of both mid-sized and major corporate borrowers. The high quality of assets will be preserved. The Bank s stability will be ensured by an adequate level of reserves. The Bank s main competitive advantages derive from maintaining working relations with largescale and major corporate clients, and knowledge of the specifics and patterns of development inherent in their respective industries and their financial and investment needs. The development of the strategic partnership with Gazprom Group will also remain one of the most important long-term objectives. Regarding relations with mid-sized clients in 2010 and 2011, the Bank s plans for the period between 2012 and 2015 include restoring the size of its credit portfolio to pre-crisis levels, further expanding its business scope, expanding the client base and optimizing the product suite. It is expected that by the end of the period, the share of the mid-sized business segment in the Bank s assets and liabilities will have more than doubled. Providing retail services to corporate client employees is an integral part of corporate service package. The strategic objectives for the retail business are still attracting a high rate of funds from individuals for deposit and impersonal bullion accounts, and further expanding the range of products including mortgage lending, credit card and internet-service programs. At the same time, the Bank will focus its main efforts on introducing new banking products and technologies in branches, which are the main channels to sell retail services to the Bank s clients. When market volatility persists and greater attention is paid to risk exposure and capital management issues, the Bank s main strategic goal with respect to financial markets is to reduce the capital-intensity of transactions while simultaneously maintaining a high level of revenues. The Bank plans to widely expand its brokerage operations and increase the share of corresponding fee revenues out of its total income from financial market transactions. That will enable the maintenance of leading positions in debt markets and among trust management service providers, and ensure that by 2012, the Bank will be among the three leading companies in the internet-based exchange market and among the five leading entities in terms of the number of client transactions on OTC platforms. GPB Group s investments in non-financial assets generated high profits for the Bank between 2006 and 2009. In accordance with the Bank s Key Business Guidelines through 2015, it is expected that the Bank will manage non-financial assets on a strategic and transactional basis to increase their value and inter alia expand its subsidiaries portfolios of orders, upgrade its production facilities, improve the corporate governance system and restructure its holdings. Given the expectation of outpacing growth in the core banking business, the share of non-financial assets in the Bank s portfolio must generally decrease by 5 to 8 percentage points. GPB (OJSC) Key Business Guidelines through 2015 anticipate the Bank s involvement in achieving public objectives aimed at preserving the stability of post-crisis economic growth. It is contemplated that credit support will be provided to backbone enterprises, companies in the national automotive, aircraft, defense, agriculture and other industries, and that the Bank will participate in resolving social issues and provide support to public communities.
Streamlining the bank management system
Corporate governance Regional network development Infrastructure and technological development Risk management Internal control and auditing Institutional development and human resource (HR) management Charity and sponsorship
85 Streamlining the Bank Management System Corporate governance In 2009, the Bank established an Audit Committee under the Bank s Board of Directors, approved its compliance policy and created the Compliance Control Department. The corporate governance system is being developed and both the Group s and Bank s management systems and executive bodies are being improved based on recommendations issued by the Bank of Russia, and subject to legislative requirements imposed on market players. In 2009, the Bank established an Audit Committee under the Bank s Board of Directors, approved its compliance policy and created the Compliance Control Department. The Board of Directors owns the leading role for decisions on matters associated with ensuring effective interaction between the Bank s shareholders and the management team, and preventing conflicts of interest. The Board of Directors monitors the activities of the Bank and its executive bodies on a permanent basis, makes objective assessments as to whether their activities correspond to the nature, scope and conditions for Gazprombank s development including those related to the securities market and custodian business. A package of measures has been developed and is being implemented to improve the quality of the Bank s assets, diversify its client base, optimize its regional network and strengthen Gazprombank s positions in international and regional markets. In 2009, the Board of Directors approved the attraction of subordinated deposits into the Bank s capital (accountable in RAS-reporting) from shareholders. In 2009, the Board of Directors paid greater attention to improving the Bank s internal control system. A procedure for fully assessing the internal control system was approved and strategic and operational objectives were formulated for monitoring, planning and system performance assessment purposes. To further develop the integrated risk management system, Gazprombank Group s risk management policy and procedures for managing the Group s risk exposure to financial organizations were approved. Individual measures aimed at enhancing the efficiency of managing the Bank s operational risks were implemented. All matters referred to the Board of Directors were previewed by the Bank s Management Board. In its weekly meetings, the Management Board reviewed more than 300 matters of an operational or strategic nature relating to financial planning, management of assets and liabilities and developing the Bank s separate businesses. The Management Board has approved the Bank s Development Strategy and guidelines for managing the Group s assets. The Management Board regularly reviews reports on the performance results of subsidiary banks and has approved the Strategy for Developing ZAO AREX- IMBANK GAZPROMBANK GROUP for the period from 2010 to 2015.
86 Gazprombank Group. Annual Report 2009 In 2009, six committees of the Bank met on a regular basis to conduct business, including the Assets and liabilities management Committee, the Credit Committee, the Investment Committee, the Technological Committee, the Client policy Committee and Corporate governance Committee. The Committee s resolutions are binding on all subdivisions of the Bank. Work on further introducing project management standards was performed on a scheduled basis. In 2009, a procedure for implementing and maintaining a register of IT projects and the list of 2010 budget-funded projects were approved. Specialized seminars and training sessions are arranged to train personnel involved in project management functions.
87 Streamlining the Bank Management System Regional network development The methods and guidelines associated with managing the Group s regional network included in Gazprombank s approved regional policy were further developed in 2009. Along with the creation of new organizational subdivisions for the Bank (including branches, operational cash offices, supplementary offices, lending and cash services offices, and external cash counters), much emphasis was placed on optimizing existing points of sale and developing opportunities for the Group s banking segment. As of the end of 2009, the Bank s branch network included 43 branches and 227 points of sale (supplementary offices, operational cash offices, lending and cash services offices) for banking products. During the year, 5 new branch offices were opened in Belgorod, Vladivostok, Yoshkar-Ola, Murmansk and Yuzhno-Sakhalinsk. In the beginning of 2010, a new branch was opened in Kazan and a branch in Surgut is being prepared for opening. In the next three years, the Bank plans to open about 80 new service locations As part of Gazprombank s project to develop a network of supplementary offices in Saint- Petersburg, 5 supplementary offices were opened for business in 2009. In addition, 14 new organizational subdivisions of the Bank emerged in Yaroslavl, Kemerovo, Armavir, Novosibirsk, Tolyatti, Krasnoyarsk, Magnitogorsk, Nizhny Novgorod, Rostov-on-Don, Taganrog, and Yekaterinburg, and in some settlements of the Sverdlovsk, Tomsk and Tyumen regions. The branches operating in Beloyarsky (Tyumen region) and Tchaikovsky (Perm region) were assigned the status of supplementary offices and made subordinate to the Yugorsk, Novy Urengoy and Perm branches. The Bank s Saratov branch moved into a new office; and working conditions in a number of supplementary offices are being improved. In the next three years, the Bank plans to open about 80 new service locations including 5 branches in large industrial cities which are the administrative centers of the Russian Federation s constituencies, namely, Arkhangelsk, Voronezh, Kursk, Ryazan and Yaroslavl. In developing its network of supplementary offices, the Bank shall focus on two main tasks, namely, providing services to strategic clients in new regions and providing services to mid-sized businesses and private clients in cities where the Bank operates and which have sizable markets for banking services. Gazprombank s representative offices facilitate the promotion of business and implementation of individual projects for the Bank s corporate clients in China and Mongolia, and provide assistance in advancing projects in direct investments, project and trade finance, and commercial lending.
20 Years on the Front Line From Kaliningrad to Sakhalin The need for reliable and high-quality banking services in the regions of natural gas production, processing and transportation has predetermined Gazprombank s formation as a bank of federal importance. As early as the year of its incorporation, two branches were opened in Beloyarsky and Tula. Branches in Nizhniy Novgorod and Novy Urengoy followed them the next year. A strong impetus for developing the Bank s branch network was generated when Gazprom became a joint-stock company. The sector-based non-cash settlements development program pioneered by the Yugorsk branch is being implemented with the active involvement of the Bank s branches. In five years, the branch network has expanded to 20 branches and 6 representative offices in various regions of the country. The effective functioning of the branch regional network is based on the use of highspeed communication channels of the gas industry including space communication channels based on the Yamal satellites (since 1996) launched in the interests of the gas sector with Gazprombank s financial support. The creation of a network of subsidiaries and affiliated banks began in 1996. Gazenergoprombank was the first to become a subsidiary bank. To centralize payments for gas, a controlling stake was acquired in foreign Altalanos Ertekforgalmi Bank rt., a Hungarian bank. In 1997, a new support point for foreign economic activities was provided by Belgazprombank, a Belarus and Russian bank acquired by Gazprombank jointly with Gazprom. By that year, Gazprombank already held shares in as many as 8 credit organizations. In 1998, the Bank increased its shareholdings in the equities of a number of its associated banks; the list of subsidiary banks was
enlarged to include Sochigazprombank, Sibirgazbank and Intrustbank. In 1999, the Interregional Banking Group of the Gas Industry was established to increase the efficiency of services provided to gas sector enterprises, expand the available range of services and increase their quality. The Group was joined by 7 of Gazprombank s subsidiary and affiliated banks headed by Gazprombank. They jointly developed the non-cash settlement system based on bank cards and the range of depository services provided to Gazprom shareholders and created standards applicable to banking services. By 2000, regional infrastructure had generally been completed in the Volga and implementation of the Bank s plans in pursuing its investment policy, as well as developing Bank and client projects for direct investments, project and trade financing and commercial lending. In 2007, the structure of subsidiary banks was optimized a share in ZAO Gazenergoprombank was sold; OOO Sochigazprombank was sold; OAO Credit Ural Bank and ZAO AREXIM BANK (Armenia) were acquired, having their own extensive corporate and retail sale network. In 2008, the Bank increased its share of the charter capital of OAO Belgazprombank (to 48%) and ZAO AREXIMBANK (to 100%), and acquired a 99% stake in the charter capital of OOO CB Noyabrskneftekombank which bank development strategy will become a main part of the Group s strategic development plan. The year 2009 was marked by Gazprombank s penetration into Western Europe through the acquisition of 100% of the shares of Russian Commercial Bank (Russiche Kommerzial Bank AG) in Zurich (Switzerland). Having obtained a full banking license, RCB has managed to significantly expand both the range and quality of banking products and services it offers to Gazprombank Group clients. Russian clients of GPB (OJSC) are now able to directly access banking services in the European market offered in accordance with the highest international standards, Branch a detached subdivision of a credit organization (CO) operating in accordance with regulations of the Central Bank. It has a separate balance-sheet which is an element of the CO s aggregate balancesheet. A branch may maintain a correspondent sub-account with the Bank of Russia as well as accounts for performing settlement transactions with other COs. Subsidiary bank a company, in which another business entity holds a more than 50% share whereby such other business entity may determine the decisions and policies adopted by that company. Associated company a company, in which another business entity holds a 20 to 50% share in its authorised capital, whereby such other business entity may significantly influence that company s commercial and financial policies while formally it remains independent. Ural regions. In further development efforts, emphasis was placed on the expansion of the branch network in Siberia and the Far East. The main thrust of the regional network expansion program was to create bank offices based on the existing branches, develop of a chain of ATMs and cash points, and expand the POS-terminal network. The Bank s first overseas representative office was launched in 2006 in Beijing (PRC). The primary task of that and other representative offices was to facilitate specializes in providing services to corporate clients operating in the oil and gas industries. Uniform standards for the Group s business started to be implemented for planning, budgeting and reporting; a single client policy applying to large corporate clients and financial institutions was implemented; a gradual conversion to centralized risk management methods was completed based on international requirements. It is expected that a subsidiary and associated and the foreign corporate clients of RCB/ Gazprombank have obtained a quick and premium access to the Russian financial market. As of April 1, 2010, GPB s branch network included 43 branches and 224 points of sale offering banking products. Gazprombank s branch regional network includes five subsidiary Russian banks. Gazprombank also owns a share of the capital in three foreign banks based in Belarus, Armenia and Switzerland. Gazprombank s branch network expansion (* as of April 2010) Number of branch offices 2 5 7 13 17 18 20 22 23 24 27 28 31 31 32 32 33 37 39 42 43* Year 1990 1991 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010
90 Gazprombank Group. Annual Report 2009 The Banking Group, in addition to subsidiary banks such as Credit Ural Bank OAO, OOO CB Noyabrskneftekombank, OAO CB Severgazbank, ZAO AREXIMBANK GAZPROMBANK GROUP, includes the banks AB GPB-Ipoteka (OAO) and OAO Belgazprombank. In July 2009, the Group was joined by Russiche Kommerzial Bank AG (Zurich, Switzerland). The development of each bank in the Group is generally subject to the Group s development strategy. Standards for the Group s business and common approaches to planning, budgeting and reporting are being developed; a uniform client policy for large corporate clients and financial institutions is being implemented; a conversion to centralized risk management is being implemented based on international recommendations. The strengthening of the Group s regional positions is ensured through expanding the range of available banking services, introducing new financial instruments and developing equity in the banks. In 2009, the capital of AB GPB-Ipoteka (OAO), ZAO AREXIM BANK GAZPROMBANK GROUP and OAO Belgazprombank were increased via Gazprombank s funds. Gazprombank Group is actively participating in regional efforts to implementing top-priority national projects and various federal and regional programs such as the Development of the Agro- Industrial Complex project and the Home target program. In 2009, the Bank, acting through its branches, provided significant support to regional backbone enterprises, namely, coal and energy companies in the Kemerovo region, OAO Volga Pipe Plant in Volgograd, and the Komus group of agricultural enterprises in Udmurtia. The heads of the Bank s branches are currently members of teams, councils and committees established under regional administrations and provide advisory assistance in preparing and tailoring anticrisis measures within the regions. Banking technology is developed throughout the regional network on a scheduled basis. The specific attributes of the Bank s corporate client base encourages the development of unique settlement products oriented toward using the capabilities of the entire network. Clients showed strong demand for distributed systems designed for centralized corporate cash management and systems allowing the client to effectively and simultaneously manage its various bank account balances to increase the effectiveness of liquidity management. Brokerage services provided to clients in the securities market are being centralized; client participation in the Bank s unit investment funds is being encouraged. In 2009, the Bank s branches began to introduce common standards for administering lending transactions in order to enhance the level of centralized control and management of their credit portfolios with the aid of high tech IT solutions. Important work was carried out in the Tyumen region to employ new telecommunication frameworks to convert remote supplementary offices to use centralized IT infrastructure functioning in on-line mode. A number of the Bank s branches introduced the mortgage program Mortgage Two Cities in 2009, under which clients may apply to a branch in the region where they live for purchasing real estate in another city.
91 Streamlining the Bank Management System Infrastructure and technological development The ongoing development and improvement of the Bank s internal settlement system traditionally make it an important competitive advantage in its relations with clients. As early as 2008, the Bank introduced the modern settlement package SP SC CFT 1, which cut payment processing time nearly in half, to automate the selection of an optimal payment schedule and to increase the cut-off time for settlements by 5 hours throughout the Bank s entire regional network. The issue of minimizing operational risks in settlements was solved by employing a wide range of security, control and internal audit measures which comply with the most stringent standards adopted by leading international payment systems. The ongoing development and improvement of the Bank s internal settlement system traditionally make it an important competitive advantage in its relations with clients In 2009, the Bank s head office and the majority of its branches were connected to a new settlement center in the Bank of Russia real time electronic express payments system. The Wolfsberg Group s recommendations regarding 1 Software Package «Settlement Center Center of Financial Technologies». the standards for payment documents have been implemented, ensuring greater transparency of settlements in foreign currencies; a system for managing investigations of client payments developed by SYRACOM, a German company, has been introduced. The Bank s nearest plans provide for converting to a centralized process architecture for the Bank s settlement system on the basis of the SP SC CFT solution, creating a backup payment processing center and completing of the conversion to common standards for electronic document management in the Bank s settlement system. During the past 5 years, a centralized back-office support system has functioned in the Bank which ensures keeping records of banking transaction for multiple purposes, compliance with the terms and conditions of agreements as well as settlement and monitoring of all phases of a transaction s life. The creation of a centralized back-office has allowed the Bank to successfully introduce more than 50 new banking products for corporate clients and achieve the following objectives: unify rules for registering and keeping primary data related to all of the Bank s financial transactions; transition to an authorization system-based solution for exchanging electronic documents with clients; reduce the proportion of operating costs in the Bank s dynamically growing business operations;
92 Gazprombank Group. Annual Report 2009 monitor operational and compliance risks assumed by the Bank. The Bank has separated financial and tax accounting processes, thus eliminating any potential internal conflicts of objectives, enabling the maximum possible extent of compliance with the requirements of government regulatory authorities and setting a general development trajectory for the Bank s IFRS-based accounting system. A convincing achievement in recent years is the creation of technological infrastructure for the comprehensive performance of tax agent functions for transactions carried out by individual clients. The top-priority areas for developing the back-office include upgrading operating capacities for cash settlement transactions, cash flow and valuables turnover management systems based on the IBSO solution developed by ZAO CFT, as well as the hardware and technological reequipping of the Bank s subdivisions which deal with cash assets. The near-term accounting objectives include updating the Bank s account book based on CustIS, a solution developed by OOO Custom-Made IT Systems, upgrading the Bank s account preparation system (including the part dealing with the Bank Group s consolidated reporting) and implementing a project to prepare and keep accounting documents in electronic form.
93 Streamlining the Bank Management System Risk management Gazprombank manages its risk exposure on a centralized basis which ensures the uniformity of principles and processes for risk monitoring and assessment. The Bank s risk management policy is intended to coordinate efforts toward developing risk management system, improving methodology on a consistent basis and standardizing and automating management processes. The provisions of the policy are the basis for organizing risk management work in all subdivisions of the Bank and its subsidiaries. Ensuring the required level of financial stability is considered the strategic objective of risk management. The Bank internally distinguishes between such basic types of risks as credit risk, market risk, operational risk and liquidity risk. Reputation risk, legal risk and compliance risk are also taken into account. The Management Board regularly reviews reports on the Bank s most relevant risks and issues recommendations on their mitigation. Ensuring the required level of financial stability is considered the strategic objective of risk management The most important mechanism for managing risks on an integrated basis is the aggregation of various types of risks into the Bank s overall exposure. In aggregating risks, not only VaR methodologies and stress-tests are used but also models capable of as- sessing both the potential losses in the event that the total risk exceeds a defined threshold during a certain period of time and the probability of economic default. Credit risk is managed in accordance with Bank of Russia regulations, Basel Committee principles and guidelines, and internal Gazprombank documents developed to incorporate such principles, including credit and risk management policies. The uniformity of risk assessment results is a fundamental principle when making credit decisions, administering and monitoring risk and making corresponding provisions. The risk management system includes individual (individual transactions) and portfolio (risk concentrations) assessments using qualitative (expert) and quantitative (statistical) methods. The qualitative assessment results in an expert opinion on the acceptability of parameters suggested for a transaction and required measures to mitigate assumed credit risks with due consideration for cash flow, the designated purpose and transaction category. The availability of an expert opinion is mandatory when the Bank s collegial bodies are considering the assumption of credit risk, when assessing the greatest concentration of credit risks, when setting minimum requirements for branch transactions and when managing individuals loan portfolios. The qualitative risk assessment system used to measure credit risk is developed taking into account the best international banking practices and suggestions issued by the Bank of Russia.
94 Gazprombank Group. Annual Report 2009 The Bank has developed and is implementing an internal rating methodology to be used to assign ratings to basic client segments. Credit risk assessment procedures include assessing the probability of default for individual counterparties, measuring credit risk for credit portfolios subject to the effects of migrating internal ratings, and stress-testing the credit portfolio. In the persisting economic crisis in 2009, the Bank adopted a series of policies promptly limiting the level of credit risk assumed with respect to selected lending activities, including inter alia: introduce a system for conducting quarterly stress-tests of corporate client borrowing portfolios and an improved procedure for early identification of potentially troubled debts; develop a rating methodology to take into account accumulated statistics and the results of applying risk management methodologies in crisis conditions and loan portfolio loss projection models; improve the quality of lending transaction monitoring by analyzing pre-financing forecasts which have come true and cash flow forecasts made regarding borrowers; improve the list of project financing transactions and set additional requirements for the selecting and assessing additional transactions; set additional requirements for branch transactions within the limits determined for the independent assumption of credit risks; improve the list and parameters for standard retail lending programs; approve conditions for transactions with the banks included in the Compensation Agreement executed with the Bank of Russia. The market risk management system (MRM) provides for the management of interest rate risk, price risk, currency risk and market liquidity risk. The system is based on a qualitative and quantitative market risk assessment involving VaR methodology, stress-testing and scenario analysis. The MRM methodology, which is continually being developed, relies on a regulatory framework and provides for: identifying and analyzing market risks when setting limits and approving all internal regulations; regular monitoring of and control over the adequacy of pre-set limits given current market conditions, and developing recommendations for risk hedging arrangements; using financial derivatives to mitigate currency, interest rate and price risks; mandatory procedures for setting discounts and margin call levels; updating the securities accepted by the Bank and eligible for inclusion on the Pawn List; regularly preparing management accounts and recommendations regarding each type of market risk for submission to the Bank s Management Board and Committees. Gazprombank s MRM system demonstrated its adequacy and reliability during the financial turmoil of 2008 and 2009. A project to automate limit monitoring for securities transactions within Gazprombank Group has been under implementation since 2009. Nevertheless, a number of measures were required to mitigate the crisis s consequences, including, but not limited to: revising limits set for transactions in securities and financial derivatives; tightening or closing lending programs collateralized by securities; stress-testing Gazprombank s portfolios; revising previous parameters set for stress-tests with respect to all types of market risks; introducing procedures to monitor basic indicators for early detection and prevention of crisis situations in financial markets; preparing to introduce a capital allocation system based on the existing risk assessment methodology.
95 Streamlining the Bank Management System Gazprombank s liquidity risk management system is an integral part of its assets and liabilities management system and includes managing short-term liquidity (Treasury) and prospective liquidity in order to achieve an optimal risk/profitability ratio (Assets & Liabilities Management Committee). The Bank employs qualitative (scenario-based gap analysis) and quantitative (economic capital diversion) approaches to liquidity risk assessments. The system aggregates liquidity risk measurements with due consideration for Gazprombank Group s general operations, encompasses the whole range of the Bank s operations and allows weekly monitoring and liquidity forecasting, including possibilities for emergency fund raising. In 2009, in order to bring the main principles of liquidity risk management processes into compliance with existing practices, the major regulations were updated and effective cooperation and informational exchange between the Bank s subdivisions were established for any case of liquidity deficit. The models, parameters and assessment methodology are assessed for adequacy on a regular basis. A monitoring system has been introduced to monitor liquidity risk of subsidiary banks. The Bank s operational risk management system provides for: keeping a register of operational risks; independently identifying and assessing the risk exposure for Bank subdivisions; collecting and registering data relating to risk events and their consequences; conducting an integrated assessment of the Bank s exposure to operational risk and determining the capital reserve for operational risk; taking operational risks into account when making business decisions; planning for the Bank s response to unforeseen (force-majeure) situations. The operational risk management system is being enhanced on a scheduled basis with the consistent integration of system components. Information about risk events since 2007 has been collected from all subdivisions of the Bank including its branches. The operational risk management policy, which was updated in 2009, applies a proactive approach using a system which relies on key operational risk indicators. A single set of requirements has been developed for emergency action plans and procedures, and abnormal and alert situations which were also developed in 2009. The Bank s main approach to assessing operational risk today is a qualitative assessment based on rating risks by degree of significance. The Bank has developed and documented its methods for quantitative risk assessments pursuant to Basel II requirements which have been in place since 2009. As a medium-term prospect, their results will be included into integral risk assessment criteria. To ensure feed-back from Gazprombank s management, a reporting system is used to generates reports on operational risks for submission to the Corporate Governance Committee to approve measures for mitigating significant operational risks for the Bank s business. These reports are later included in the report on major risks submitted to the Management Board. An IT project is being implemented to introduce SAS Oprisk Management, an automated system for managing the Bank s operational risks, which is expected to increase performance efficiency by improving management processes and bringing them into compliance with Basel II requirements. In order to improve the general culture, remote training courses on how to manage operational risk were developed and introduced in 2009, and as of 2010, any officer of the Bank may pass those training courses.
96 Gazprombank Group. Annual Report 2009 In the risk management policy, insurance is treated as one of the managing methods. A procedural base has been developed for risk insurance including eligibility requirements for insurers. During conditions of financial instability, the Bank monitors insurance agencies for financial stability. For purposes of managing credit risks, the Bank maintains insurance against default loss risks, requires its counterparties to insure property used as security and borrowers (guarantors) to obtain life and health insurance. For purposes of managing operational risks, the Bank annually executes package property insurance contracts under the Bankers Blanket Bond (BBB) program which covers electronic and computer crime and professional responsibility (USD 25 million of responsibility limits). Furthermore, the Bank obtains insurance against its risks as a bank card issuer and for its own ATMs. Gazprombank Group s integrated risk management system is being jointly developed with PriceWaterhouseCoopers. The system is based on current risk management control standards employed by the Group s financial organizations and designed for decision-making and ensuring that the Group s risk profile complies with its strategic goals. The regulatory guidelines developed as part of the project take into account recommendations issued by the Basel Committee and modern corporate governance and internal control practices employed by banks in general (COSO ERM). The high-level documents (organization s policy and procedures) which lay a foundation for such a system have been approved by the Bank s Board of Directors. The Bank has also developed and approved guidelines setting out requirements for introducing a system to manage the primary types of risks, coordinate subdivision operations, standardize risk management approaches and methods, and to prepare, submit and consolidate risk-related reports.
97 Streamlining the Bank Management System Internal control and auditing In accordance with generally accepted international practices, Gazprombank uses a complex approach to developing internal controls which encompass all levels of the Bank s management, all its organizational units and types of business. In 2009, the conversion to unified internal control systems (ICS) standards for subsidiary banks was continued. A fundamental component of the ICS is developing a culture of internal control, i.e. all moral and ethical principles, professional standards and the corporate culture are aimed at ensuring all levels of personnel are aware of the importance, significance of and need for controls. The Bank s management bodies are responsible for creating an adequate corporate culture and ensuring the understanding of the importance of internal controls at all levels. The Audit Committee under the Bank s Board of Directors was established in 2009. The Audit Committee s powers include assessing the efficiency of the Bank s internal control system and procedures, and developing recommendations on how to improve them. The Bank s management bodies are responsible for creating an adequate corporate culture and ensuring the understanding of the importance of internal controls at all levels To ensure the effective functioning of the ICS, an important role is played by the Banks internal control service, the functions of which are based on the principles of permanency, independence, impartiality and professional competence. The service performs its monitoring functions by inspecting and verifying the activities of all Bank subdivisions (branches) and the performance of its individual employees for compliance with applicable Russian Federation laws, statutory regulations, professional standards, and internal regulations which govern the Bank s business and determine its policies and job descriptions. Reports and recommendations from these inspections are submitted by the Internal control service to the Bank s Board of Directors and the Chairman of the Management Board, as well as to the heads of the organizational subdivisions which have been inspected. The Service also promptly notifies the Bank s managing bodies on measures taken to implement recommendations and eliminate any identified violations. A package of measures designed to mitigate the Bank s potential losses if any risks occur has been developed and is currently under implementation. An integral part of internal control processes is the implementation of procedures to guarantee a complete separation of business areas to avoid any heightened operational risks and conflicts of interest, to ensure an adequate mechanism for approving transactions and the safety of funds for shareholders, investors, depositors and clients. The Bank s internal documents establish methods for handling any conflicts of interest as well as methods for mitigating any related negative consequences.
98 Gazprombank Group. Annual Report 2009 The Bank has implemented procedures for the integrated assessment of the ICS including an independent assessment of the existing rules and procedures for adequacy and compliance monitoring. The Bank s management reports to the Board of Directors on the condition of the ICS, its assessed performance, any deficiencies identified and measures taken to eliminate such deficiencies. Gazprombank s Revision Commission represents the Bank s major shareholders. Its functions include regularly reviewing matters associated with current operations as well as preparing and performing scheduled and, if required, extraordinary inspections. The Bank is committed to transparency. The Bank prepares financial statements on a regular basis under both Russian and international standards. The Bank s financial statements are reviewed by external auditors since 1997; the Bank s external audit has been carried out by KPMG (1997 to 2001 and from 2008 until the present day) and Deloitte and Touche (from 2002 to 2007).
99 Streamlining the Bank Management System MANAGEMENT ORGANIZATION CHART FOR GAZPROMBANK (OPEN JOINT-STOCK COMPANY) Meeting of shareholders Bank s auditor Board of Directors Revision Commission Audit Committee Management Board Chairman of the Management Board Committees of the Bank Vice Presidents, advisers to the Management Board s Chairman, advisers to the Management Board Deputy Chairman of the Management Board (financial planning, equity development, subsidiary companies) Deputy Chairman of the Management Board (administrative and corporate governance, HR management, branch network, subsidiary banks) Deputy Chairman of the Management Board (Treasury, client financial market transactions, capital market, trust management, correspondent relations) Deputy Chairman of the Management Board, Chief Accountant (Financial and tax accounts, back-office, noncash settlements) Deputy Chairman of the Management Board (Corporate client base, factoring, private banking) Deputy Chairman of the Management Board (Legal support to corporate policy, management of media assets, compliance monitoring) Deputy Chairman of the Management Board (Lending policy, transactions in precious metals, IT) Management Board Member, First Vice President (Legal support to banking operations, troubled debts) Management Board Member, First Vice President (Corporate lending, trade finance transactions) Deputy Chairman of the Management Board (Security, management of industrial assets, financial monitoring, administrative support) Deputy Chairman of the Management Board (Investment banking, noncore assets) Deputy Chairman of the Management Board (Competitive procurement, day-to-day management of Internal Control Service) Management Board Member, First Vice President (Corporate financing, direct investments) Deputy Chairman of the Management Board (Security Policy and general coordination of security-related matters) Deputy Chairman of the Management Board (Bank s development strategy, custodial services, retail business, participation in government programs) Management Board Member, First Vice President (Risk Management Policy, Limit Policy) Management Board members general coordination of joint decision-making general management
100 Gazprombank Group. Annual Report 2009 Institutional development and human resource (HR) management Gazprombank s skilled and motivated team is one of the key components of its long-term success as a backbone lending financial institution in the Russian Federation. Amidst the recession in 2009, the Bank managed not only to preserve its HR potential but also to increase its employee headcount to some extent by opening new branches, increasing the number of points of sale, introducing new products and services, and expanding its presence in traditional markets. By the end of 2009, the Bank s team exceeded 8,000 employees. At the same time, while the Bank s average annual assets have increased 6.7 times since 2005, the average number of employees has increased by only 1.7 times. The successful achievement of goals set by the Bank is largely facilitated by the traditionally high level of education of its managers and specialists, and their experience working for leading banks in Russia and abroad. The team includes 9 Doctors of Science and 146 Philosophy Doctors, with almost 85% of all positions in the Bank held by employees with a higher-degree education. Amidst the recession in 2009, the Bank managed not only to preserve its HR potential but also to increase its employee headcount to some extent The average length of service with the Bank is 4.6 years (more than 1,200 employees have over 10 years of service). Intergenerational continuity creates a favorable environment for developing the Bank s corporate culture, for strengthening and developing high standards of production activity, preserving positive traditions, their own handwriting and recognizable image. The average age of the Bank s employees has gradually decreased in recent years. That is driven, on the one hand, by the inflow of talented youth and, on the other hand, by the Bank s social policy which enables Bank veterans to take a timely, well-deserved rest while feeling relatively protected. The Bank also pays close attention to the nearest personnel reserves, i.e. the most talented and clever students from leading Russian institutes of higher education (M. V. Lomonosov Moscow State University, GU-VSE, Russian Federation Financial Academy, Moscow Aviation Institute, Moscow Institute of Physics and Technology, and G. V. Plekhanov REA). Based on results from the 2009 summer examination period, 20 students have received personal annual scholarships from Gazprombank. The high level of employee loyalty, their wish to work right in Gazprombank and their commitment to achieve goals set by shareholders and management are evidenced by a minimum level of personnel turnover the average is 2 to 3 times lower than for other leading financial institutions. The Bank has implemented and is being introduced to the most advanced and effective processes in the field of HR management relating, in particular, to regular employee assessments, key performance indicators, grading of jobs, professional and personal diagnostics, modular and remote training, preparation of reserve personnel, etc.
101 Streamlining the Bank Management System Cumulative average annual growth rate in assets and employee headcount, by times Age structure of the Bank s staff as of year-end 2009, % 13% 25% 6.7 7 6 5.1 5 4 3.2 3 1.0 1.5 1.1 2.4 1.2 1.4 1.5 1.7 2 1 2004 2005/ 2004 2006/ 2004 2007/ 2004 2008/ 2004 2009/ 2004 24% 38% Growth rate in average annual assets Growth rate in average number of employees Under 30 25 From 30 to 40 38 From 40 to 50 24 Over 50 13 Even during crisis conditions and after taking stringent measures to reduce general administrative expenses, these efforts were not fully frozen. There is a certainty that the modeling of the post-crisis future and achievement of high performance results are not the result of circumstances but are made possible by own task-oriented efforts and system work including preserving and expanding HR potential. In the near-term, HR relations will be developed in line with the general development strategy for Gazprombank s business per the HR management policy approved for 2008 2011. The top priority of the policy is the most effective utilization of the Bank s HR capital. For these purposes, incentives are provided for effective performance, improving the professionalism and skills of employees, ensuring effective interaction and exchange of experience and information, optimizing personnel costs and increasing the degree of the employer s social responsibility. The Bank s employees are the Bank s main intangible asset, the value of which must only increase over the years. The commitment of Gazprombank s shareholders and management to that principle will continue to improve its competitive strength and strengthen its leading positions in the financial sector of the national economy.
102 Gazprombank Group. Annual Report 2009 Charity and sponsorship Gazprombank not only provides support to the key sectors of economy but also participates in the preservation and development of spiritual and cultural values by supporting significant projects and endeavors. In 2009, the Bank implemented more than 130 charities and sponsored targeted projects to support low-income segments of the population, cultural, scientific and educational institutions, social organizations and funds, the Russian Orthodox Church, sport teams and clubs, and a number of forums and conferences. Gazprombank considers its support for low-income segments of the population an integral part of its charitable activities. For this purpose, cooperation has been established with charitable organizations operating throughout the country. An important component of that activity is providing support to veterans of the Great Patriotic War and veterans of work, as well as to disable persons. Gazprombank considers its support for low-income segments of the population an integral part of its charitable activities One of the top-priority missions is supporting orphaned children. Real financial aid is provided to orphanages in many regions of Russia. These include Otrada, a shelter care facility for girls attached to the Sviato-Nikolayevsky Chernoostrovskiy Convent in Maloyaroslavets, the Saltikovo Orphanage in Balashikha (Moscow region), the charity school at- tached to the Sviato-Nikolo-Shartomsky Monastery in the Ivanovo region, the Kondrovo Orphanage in the Kaluga region, the Filimonkovsky Boarding School for Mentally Retarded and Orphaned Children in the Moscow region, as well as a number of other children s institutions to which support is provided via the Bank s branch network. A special place in Gazprombank s charitable efforts is occupied by the construction of family homes in Pskov. Throughout the duration of many years, the Bank has been one of the strategic donors to the Interregional Charitable Public Organization of Children Villages SOS Russian Committee. It is participating in the construction of two family homes which will be used to accommodate 90 orphaned children. Financial aid is allocated each year to provide charitable support to seriously ill children. A mandatory segment is the provision of support to children having oncological diseases. As a permanent participant in the All-Russian Charity Event Under the Flag of the Kindness!, the Bank facilitates the necessary fund raising to provide targeted medical aid to children who need very expensive surgical interventions and other extraordinary methods of treatment. The Bank s commitment to the ideas of charity also manifests itself through affording Gazprombank officers an opportunity to personally participate in the project implementation process. During the past six years, as part of the annual event Help Children!, the Bank has provided support to many children who needed bare essentials such as treatment, cloths and summer vacations.
103 Streamlining the Bank Management System Thus, in late 2009, the Bank s officers arranged for targeted New Year s gifts for children from the Filimonkovsky Boarding School. The long dreams of almost 60 ill children had come true orthopedic footwear, appliances, bicycles, snowboards, etc. were purchased. The Bank promotes historical and cultural projects. The most significant include providing support for the development of the State Museum Moscow Kremlin, studio schools of the Moscow Chekhov Art Theatre, Sviatoslav Richter s Fund and interaction with State Pushkin Museum of Fine Art. Understanding the special importance of upgrading the educational and training system for preparing skilled specialists, the Bank provides charitable aid to various types of institutions of general education as well as to institutions of continuing, secondary and higher professional education. For many years, financial aid has been provided to the Moscow School of Economics in the Lomonosov Moscow State University, State University Higher School of Economics, Plekhanov Russian Academy of Economics, Saint-Petersburg State University of Economics and Finances (FINEK), Saint-Petersburg State University of Engineering and Economics, etc. The students of 8 institutes of higher education receive personal scholarships. The Bank representatives are among the members of the guardianship boards of several institutions of higher education. The event Gazprombank s Working Scholars coinciding with the Bank s 20 th anniversary is aimed at popularizing trade specialties with in the professional education system. The project encompasses 23 primary and secondary educational institutions in 16 cities across our country. More than 1,600 students have taken part in the contests of professional skills, and winners will receive personal scholarships from the Bank. Understanding the social importance of the Russian Orthodox Church and its role in shaping the spiritual culture of society, the Bank provides financial support to orthodox cloisters and public organizations. The support is oriented toward monasteries and small temples, orphanages and public religious organizations, and is intended for reconstructing sacred places elsewhere in Russia. Large-scale restoration work is ongoing to restore the temple complex of the Valaamsy Monastery. Significant funds have been transferred for restoring the temples of the Solovetsky Monastery and the Marfo-Mariinskaya Tenement complex, as well as for reconstructing the Sretensky Monastery in Moscow. Aid is also provided to small temples in the Pskov, Moscow and other regions. The Bank is actively participating in the work of the Guardianship Board which was established to publish the Orthodox Encyclopedia, and has become one of the first commercial organizations to join the project which publishes 2 to 3 volumes per year. Welcoming a healthy lifestyle, Gazprombank supports the most outstanding sport projects as well as the high achievement sports which improve the country s image on the international stage and facilitates the development of wide public interest in physical exercise and sports. Providing support to bicycling, the Bank is a member of the Board of Trustees for the Cycling Development and Support Fund. Last year the Bank sponsored the Katiusha team which has won many international and national contests. In 2009, Gazprombank became the general sponsor of the Saint-Petersburg closing ceremony for the 9-month Volvo Ocean Race 2008-09, a roundthe-world sailing regatta which is the largest and most prestigious project in yachting. Throughout many years, the Bank has provided support to the Russian Dancing Union and its ongoing activities including European and Russian championships and the World Cup.
Summarised Consolidated Financial Information Extracted From a Full Set of Audited Consolidated Financial Statements For the Year Ended 31 December 2009
Independent Auditors Report The Summarised Consolidated Statement of Comprehensive Income The Summarised Consolidated Statement of Financial Position The Summarised Consolidated Statement of Changes in Equity The Summarised Consolidated Statement of Cash Flows
107 Summarised Consolidated Financial Information Independent Auditors Report ZAO KPMG Naberezhnaya Tower Complex, Block C 10 Presnenskaya Naberezhnaya Moscow 123317 Russia Telephone +7 (495) 937 4477 Fax +7 (495) 937 4400/99 Internet www.kpmg.ru To the Shareholders and the Board of Directors of Gazprombank (Open Joint-Stock Company) We have audited the consolidated financial statements of Gazprombank (Open Joint-Stock Company) and its subsidiaries (the Group ) as at and for the year ended 31 December 2009, from which the accompanying summarised consolidated financial information was derived, in accordance with International Standards on Auditing. In our report dated 20 May 2010 we expressed an unqualified opinion on the consolidated financial statements from which this summarised consolidated financial information was derived. In our opinion, the summarised consolidated financial information is consistent, in all material respects, with the consolidated financial statements from which it was derived. For a better understanding of the Group s consolidated financial position as at 31 December 2009 and its consolidated financial performance and its consolidated cash flows for the year then ended and the scope of our audit, the summarised consolidated financial information should be read in conjunction with the consolidated financial statements from which the summarised consolidated financial information was derived, and our audit report thereon. ZAO KPMG 20 May 2010 ZAO KPMG, a company incorporated under the Laws of the Russian Federation and a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ( KPMG International ), a Swiss entity.
108 Gazprombank Group. Annual Report 2009 The Summarised Consolidated Statement of Comprehensive Income for the Year Ended 31 December 2009 (in millions of Russian Roubles unless otherwise stated) 2009 2008 Interest income 141,690 75,971 Interest expense (107,164) (47,342) Net interest income 34,526 28,629 Impairment of interest earning assets (29,139) (13,980) Net interest income after impairment of interest earning assets 5,387 14,649 Non-banking operating revenues 238,513 226,379 Non-banking operating expenses (205,884) (184,430) Non-banking operating profits 32,629 41,949 Non-interest gain (loss) from financial assets and liabilities held for trading 27,911 (37,757) Gain from investments available-for-sale and investments in associates 11,783 5,556 Fees and commissions income 8,788 9,187 Fees and commissions expense (3,291) (2,322) Gain (loss) from derivative contracts with foreign currency 15,854 (96,924) Gain from foreign exchange 11,436 21,166 Other operating income 7,824 3,893 Non-interest income (loss) 80,305 (97,201) Banking salaries and employment benefits (15,211) (13,477) Banking administrative expenses (12,285) (11,835) Impairment of assets and provisions for other risks (8,543) (13,309) Impairment of goodwill (1,156) (4,140) Non-interest expense (37,195) (42,761) Profit (loss) from operations 81,126 (83,364) Result from acquisitions of subsidiaries and associates 6,152 (Loss) income from associates (2,114) 1,183 Profit (loss) before profit tax 79,012 (76,029)
109 Summarised Consolidated Financial Information 2009 2008 Profit tax (expense) benefit (20,244) 7,795 Net profit (loss) 58,768 (68,234) Other comprehensive income Investments available-for-sale: Net change in fair value of investments available-for-sale 7,349 (1,915) Net change in fair value transferred to profit or loss (380) (10,491) Exchange differences on translating foreign operations (620) (550) Effect of tax rate changes on deferred tax recognised in equity 30 Other comprehensive income (loss), net of tax 6,349 (12,926) Total comprehensive income (loss) 65,117 (81,160) Net profit (loss) attributable to: Group s shareholders 54,255 (72,773) Minority interest 4,513 4,539 58,768 (68,234) Total comprehensive income (loss) attributable to: Group s shareholders 60,351 (85,708) Minority interest 4,766 4,548 65,117 (81,160) Basic and diluted earnings (loss) per share (Russian Roubles) 2,941 (3,965) The summarised consolidated financial information was derived from the consolidated financial statements of Gazprombank Group, which were approved for issue by the Board of Directors of the Management Board of Gazprombank (Open Joint-Stock Company) and signed on its behalf on 20 May 2010. Andrey I. Akimov Chairman of the Board Alexander I. Sobol Deputy Chairman of the Board 20 May 2010 This summarised consolidated financial information should be read in conjunction with the consolidated financial statements of the Gazprombank Group from which it was derived.
110 Gazprombank Group. Annual Report 2009 The Summarised Consolidated Statement of Financial Position as of 31 December 2009 (in millions of Russian Roubles unless otherwise stated) 31 December 2009 31 December 2008 Assets Cash and due from the Central Bank of the Russian Federation 75,964 84,911 Due from credit institutions 352,466 594,217 Financial assets held for trading 138,138 173,496 Loans to customers 749,292 630,083 Investments available-for-sale and investments in associates 49,792 45,155 Receivables and prepayments 71,397 58,238 Inventories 53,331 52,492 Profit tax assets 38,638 36,002 Property, plant and equipment 155,798 133,954 Goodwill 28,565 22,344 Intangibles 20,757 16,047 Other assets 7,004 5,228 Total assets 1,741,142 1,852,167 Liabilities Amounts owed to the Central Bank of the Russian Federation 49,247 519,430 Amounts owed to credit institutions 139,654 118,814 Amounts owed to customers 880,751 642,566 Subordinated deposits 144,630 24,678 Financial liabilities held for trading 72,784 153,268 Eurobonds issued 88,227 92,496 Certificated debts 80,887 88,740 Profit tax liabilities 19,657 14,542 Other liabilities 69,311 69,753 Total liabilities 1,545,148 1,724,287
111 Summarised Consolidated Financial Information 31 December 2009 31 December 2008 Equity Share capital 31,836 31,836 Additional paid-in-capital 33,322 29,731 Treasury stock (1,661) (2,372) Foreign currency translation reserve (1,585) (712) Fair value reserve 6,366 (603) Retained earnings 83,757 30,256 Total equity attributable to the Group s shareholders 152,035 88,136 Minority interest 43,959 39,744 Total equity 195,994 127,880 Total liabilities and equity 1,741,142 1,852,167 This summarised consolidated financial information should be read in conjunction with the consolidated financial statements of the Gazprombank Group from which it was derived.
112 Gazprombank Group. Annual Report 2009 The Summarised Consolidated Statement of Changes in Equity for the Year Ended 31 December 2009 (in millions of Russian Roubles unless otherwise stated) Share capital Additional paid-in capital Treasury stock Foreign currency translation reserve Fair value reserve Retained earnings Equity attributable to the Group s shareholders Minority interests Total equity 31 December 2007 31,836 28,737 (2,395) (388) 11,773 105,312 174,875 26,678 201,553 Net loss (72,773) (72,773) 4,539 (68,234) Other comprehensive income Net change in fair value of investments available-for-sale Disposal of investments availablefor-sale Exchange differences on translating foreign operations Effect of tax rate changes on deferred tax recognised in equity Total comprehensive income Acquisition of minority interests in subsidiaries Acquisition of subsidiaries (1,915) (1,915) (1,915) (10,491) (10,491) (10,491) (324) (235) (559) 9 (550) 30 30 30 (324) (12,376) (73,008) (85,708) 4,548 (81,160) 112 112 (303) (191) 12,908 12,908 Dividends declared (2,160) (2,160) (4,087) (6,247) Employee share-option plan 994 23 1,017 1,017 31 December 2008 31,836 29,731 (2,372) (712) (603) 30,256 88,136 39,744 127,880
113 Summarised Consolidated Financial Information Share capital Additional paid-in capital Treasury stock Foreign currency translation reserve Fair value reserve Retained earnings Equity attributable to the Group s shareholders Minority interests Total equity Net profit 54,255 54,255 4,513 58,768 Other comprehensive income Net change in fair value of investments available-for-sale Disposal of investments availablefor-sale Exchange differences on translating foreign operations Total comprehensive income Acquisition of minority interests in subsidiaries Acquisition of subsidiaries 7,349 7,349 7,349 (380) (380) (380) (873) (873) 253 (620) (873) 6,969 54,255 60,351 4,766 65,117 480 480 (480) 18 18 Dividends declared (1,234) (1,234) (89) (1,323) Employee share-option plan 3,591 711 4,302 4,302 31 December 2009 31,836 33,322 (1,661) (1,585) 6,366 83,757 152,035 43,959 195,994 This summarised consolidated financial information should be read in conjunction with the consolidated financial statements of the Gazprombank Group from which it was derived.
114 Gazprombank Group. Annual Report 2009 The Summarised Consolidated Statement of Cash Flows for the Year Ended 31 December 2009 (in millions of Russian Roubles unless otherwise stated) 2009 2008 Cash flows from operating activities Interest received 136,409 69,262 Fees and commissions received 7,846 8,968 Interest paid (107,151) (46,840) Fees and commissions paid (3,454) (2,202) Non-interest receipts (payments) from financial assets and liabilities held for trading 10,314 (11,938) (Payments) receipts from derivative contracts with foreign currency (27,212) 22,729 Foreign exchange receipts (payments) 2,241 (2,148) Media business operating receipts 16,947 21,079 Petrochemical business operating receipts 31,593 43,133 Machinery business operating receipts (payments) 7,626 (2,523) Other segment operating receipts 907 717 Other operating receipts 5,768 3,056 Banking salaries and employment benefit payments (15,739) (16,459) Banking administrative expenses and other operating payments (10,909) (10,865) Cash flows from operating activities before changes in operating assets and liabilities 55,186 75,969 (Increase) decrease in operating assets Obligatory reserve with the Central Bank of the Russian Federation (8,496) 7,687 Due from credit institutions (9,355) (66,429) Financial assets held for trading 44,724 (67,470) Loans to customers (90,821) (220,040) Receivables and prepayments, inventories, and other assets (5,227) (41,630) Increase (decrease) in operating liabilities Financial liabilities held-for-trading (26,335) Amounts owed to the Central Bank of the Russian Federation (468,606) 519,430 Amounts owed to credit institutions (27,101) 9,888 Amounts owed to customers 222,966 239,380 Other liabilities (8,187) 16,713 Net cash flows (used in) from operating activities before profit taxes (321,252) 473,498 Profit taxes paid (19,678) (21,119) Net cash flows (used in) from operating activities (340,930) 452,379
115 Summarised Consolidated Financial Information 2009 2008 Cash flows from investing activities Investments available-for-sale and associates purchased (22,292) (47,882) Investments available-for-sale and associates sold 34,648 42,766 Property, equipment and intangibles purchased (52,714) (52,722) Property, equipment and intangibles sold 1,504 8,810 Acquisition of subsidiaries, net of cash acquired (8,549) (21,246) Investment property purchased (156) (1,074) Dividends received 1,930 242 Net cash flows used in investing activities (45,629) (71,106) Cash flows from financing activities Share premium 398 Treasury stock sold 193 63 Certificated debts issued 13,957 Certificated debts redeemed (6,441) Eurobonds issued 3,055 26,816 Eurobonds redeemed (8,652) (32,867) Syndicated loans received 1,308 Syndicated loans redeemed (17,034) Subordinated deposits received 115,000 10,913 Dividends paid (3,627) (2,160) Net cash flows from financing activities 82,892 18,030 Effect of change in exchange rates on cash and cash equivalents 16,406 17,260 Change in cash and cash equivalents (287,261) 416,563 Cash and cash equivalents, beginning of the year 598,900 182,337 Cash and cash equivalents, end of the year 311,639 598,900 This summarised consolidated financial information should be read in conjunction with the consolidated financial statements of the Gazprombank Group from which it was derived
REFERENCE INFORMATION
Branches and Representative Offices of GPB (OJSC) Subsidiary and affiliated banks Licenses and certificates
119 Reference Information Branches and Representative Offices of GPB (OJSC) Astrakhan Established 22 March 1994 Address 12, Bldg. 2 Vorobyova Drive, Astrakhan, 414057 Phone number: (851-2) 49-36-23 Head of the branch Gennadiy N. Sagunov Barnaul Established 6 March 2002 Address 20 Severo-Zapadnaya St., Barnaul, 656037 Phone number: (385-2) 36-15-13 Head of the branch Vyacheslav A. Neupokoyev Belgorod Established 13 July 2009 Address 36 Kostyukova St., Belgorod, 308012 Phone number: (472-2) 58-82-92 Head of the branch Gennady N. Koptyaev Bryansk Established 23 March 2000 Address 4 Partizan Sq., Bryansk, 241050 Phone number: (483-2) 74-59-17 Head of the branch Sergey V. Lomako Vladivostok Established 19 March 2009 Address 5a Uborevicha St., Vladivostok, Primorsky Territory, 690091 Phone number: (423-2) 65-08-35 Head of the branch Dmitry V. Gutnikov Volgograd Established 24 Aug. 1993 Address 34a Kozlovskaya St., Volgograd, 400074 Phone number: (844-2) 93-04-50 Head of the branch Larisa S. Turetskaya
120 Gazprombank Group. Annual Report 2009 Ekaterinburg Established 24 Jan. 2000 Address 134v Lunacharskogo St., Ekaterinburg, 620075 Phone number: (343) 355-58-00 Head of the branch Anatoly S. Shakhov Izhevsk Established 4 Feb. 1993 Address 89 Krasnogeroiskaya St., Izhevsk, Udmurt Republic, 426034 Phone number: (341-2) 68-05-63 Head of the branch Alexander N. Zarubey Irkutsk Established 31 July 2006 Address 41 Sverdlova St., Irkutsk, 664011 Phone number: (395-2) 28-31-82 Head of the branch Yury V. Gorshkov Yoshkar-Ola Established 17 Sept. 2009 Address 17 Uspenskaya St., Yoshkar-Ola, the Republic of Marij El, Russia, 424000 Phone number: (836-2) 41-66-16 Head of the branch Oleg A. Ovsyannikov Kazan Established 9 Feb. 2010 Address 32 Levo-Bulachnaya St., Kazan, 420111 Phone number: (843) 221-73-01 Head of the branch Boris P. Pavlov Kaliningrad Established 2 Aug. 2007 Address 5 Leninsky Ave., Kaliningrad, Kalinigrad Region, 236039 Phone number: (401-2) 30-52-00 Head of the branch Viktor E. Baranov Kemerovo Established 27 Feb. 2007 Address 3 Sobornaya St., Zavodskoy District, Kemerovo, Kemerovo Region, 650004 Phone number: (384-2) 34-50-90 Head of the branch Nelly D. Morozenko
121 Reference Information Kostroma Established 13 June 1997 Address 8a Sovetskaya St., Kostroma, 156000 Phone number: (494-2) 49-09-00 Head of the branch Sergey A. Voskresensky Krasnodar Established 3 Nov. 1992 Address 11 Dmitrievskaya Damba St., Krasnodar, 350033 Phone number: (861) 210-48-00 Head of the branch Vladislav D. Tsyganesh Krasnoyarsk Established 25 Jan. 2006 Address 87b Akademika Kirenskogo St., Krasnoyarsk, 660041 Phone number: (391) 274-58-00 Head of the branch Pavel G. Avdeev Lipetsk Established 17 Nov. 1995 Address 49a Gagarina St., Lipetsk, 398002 Phone number: (474-2) 42-01-01 Head of the branch Vladimir R. Arustamov Makhachkala Established 25 Aug. 1994 Address 24 Ermoshkina St., Makhachkala, the Republic of Dagestan, 367025 Phone number: (872-2) 67-53-45 Head of the branch Abdulatip M. Saypulaev Murmansk Established 1 June 2009 Address 15 Karla Marksa St., Murmansk Region, Russia, 183025 Phone number: (815-2) 55-36-00 Head of the branch Mikhail K. Samotaev Nadym Established 13 March 1996 Address 53 Orudzheva Embankment, Nadym, Tyumen Region, 629736 Phone number: (349-9) 52-00-20 Head of the branch Ekaterina N. Blagoveschenskaya
122 Gazprombank Group. Annual Report 2009 Nizhny Novgorod Established 4 Feb. 1993 Address 3, Bldg. 5, Piskunova St., Nizhny Novgorod, 603005 Phone number: (831) 421-82-00 Head of the branch Tamara A. Zhukova Novosibirsk Established 5 Feb. 2001 Address 2 Kavaleriyskaya St., Novosibirsk, 630105 Phone number: (383) 200-10-00 Head of the branch Namzhil N. Urbanaev Novy Urengoi Established 4 Feb. 1993 Address 4, 26-go S ezda KPSS St., Novy Urengoi, Tyumen Region, 629300 Phone number: (349-4) 93-53-81 Head of the branch Larisa G. Khomyakova Omsk Established 23 Sept. 2002 Address 20 Magistralnaya St., Omsk, 644088 Phone number: (381-2) 24-50-00 Head of the branch Elena P. Kholopova Orenburg Established 13 June 1997 Address 18 Pravdy St., Orenburg, 460000 Phone number: (353-2) 73-30-71 Head of the branch Elena S. Varnavskaya Perm Established 9 Oct. 2002 Address 77a Maksima Gorkogo St., Perm, 614007 Phone number: (342) 219-00-55 Head of the branch Sergey V. Yaremchenko Rostov-on-Don Established 11 Jan. 1996 Address 20 Voroshilovsky Ave., Rostov-on-Don, 344000 Phone number: (863) 249-77-60 Head of the branch Olga N. Ogurtsova
123 Reference Information Samara Established 9 March 2007 Address 191 Galaktionovskaya St. (through passage to 190 Samarskaya St.), Leninsky District, Samara, 443001 Phone number: (846) 273-83-93 Head of the branch Aleskey P. Anfimov St. Petersburg Established 13 Dec. 1993 Address 3 Lit a Proletarskoy Diktatury St., St. Petersburg, 191124 Phone number: (812) 301-99-99 Head of the branch Olga V. Dragomiretskaya Saratov Established 24 Sept. 1993 Address 2/10 Valovaya St., Saratov, 410031 Phone number: (845-2) 39-06-02 Head of the branch Viktor I. Sverchkov Stavropol Established 26 Dec. 1997 Address 419, Bldg. 2, Lenina St., Stavropol, 355012 Phone number: (865-2) 56-67-83 Head of the branch Valery V. Kostyukov Tomsk Established 19 Oct. 1993 Address 52 E Pushkina St., Tomsk, 634006 Phone number: (382-2) 61-00-63 Head of the branch Elena G. Novoselova Tula Established 4 Feb. 1993 Address 106 Lenina St., Tula, 300026 Phone number: (487-2) 50-05-55 Head of the branch Valery V. Kuznetsov Tyumen Established 31 Jan. 1994 Address 62 Respubliki St., Tyumen, 625000 Phone number: (345-2) 46-51-91 Head of the branch Lyubov G. Dorokhova
124 Gazprombank Group. Annual Report 2009 Ufa Established 3 Feb. 1999 Address 138 Mendeleeva St., Ufa, the Republic of Bashkortostan, 450022 Phone number: (347) 256-67-80 Head of the branch Anatoly I. Arkhipov Ukhta Established 23 Sept. 1994 Address 25 30-Letiya Oktyabrya, Ukhta, the Komi Republic, 169400 Phone number: (821-47) 9-67-57 Head of the branch Alexander A. Fadeev Khabarovsk Established 28 Oct. 2008 Address 46 Turgeneva St., Khabarovsk, 680000 Phone number: (421-2) 41-69-59 Head of the branch Yury A. Korolev Cheboksary Established 11 Dec. 2008 Address 2 Lenina Ave., Cheboksary, the Chuvashi Republic, 428000 Phone number: (835-2) 30-30-10 Head of the branch Oleg L. Simunov Chelyabinsk Established 28 June 2004 Address 116 Krasnoarmeiskaya St., Chelyabinsk, 454091 Phone number: (351) 247-91-90 Head of the branch Alexander E. Grabovsky Shchelkovo Established 23 June 2000 Address 1-1a Proletarsky Ave., Shchelkovo, Moscow Region, 141100 Phone number: (495) 526-47-36 Head of the branch Vadim V. Lisakovich Yugorsk Established 4 Feb.1993 Address 31 Lenina St., Yugorsk, Sovetsky District, Tyumen Region, 628260 Phone number: (346-75) 2-04-75 Head of the branch Andrey S. Bykov
125 Reference Information Yuzhno-Sakhalinsk Established 23 July 2009 Address 38 Kurilaskaya St., Yuzhno-Sakhalinsk, Sakhalinsk Region, Russia, 693020 Phone number: (4242) 45-40-00 Head of the branch Vladimir I. Shapoval Yakutsk Established 17 Oct. 2008 Address Floors 1 & 2, 18 Ammosova St., Yakutsk, the Republic of Sakha, Yakutia Phone number: (411-2) 42-14-03 Head of the branch Albert Z. Egorov Representative office in Kazan Established 30 Dec. 1994 Address 69 Moskovskaya St., Kazan, the Republic of Tatarstan, Russia, 420021 Phone number: (843-2) 92-30-61 Head of the branch Tatyana S. Ryabova Representative office in Beijing (China) Established 30 Aug. 2006 Address 1801, Tower D, Central International Trade Center, 6A, Jianguomenwai Dajie, Beijing, China, 100022 Phone number: (+86-10) 65 63 05 16 Head of the branch Alexander I. Kobin Representative office in Ulan Bator (Mongolia) Established 14 Feb. 2008 Address P.O. Box 661, 6 Peace Ave., Ulan Bator, Mongolia, 14250 Phone number: (+976) 99 10 99 02 Head of the branch Igor Y. Fedotov
126 Gazprombank Group. Annual Report 2009 Subsidiary and affiliated banks Subsidiary banks in Russia Severgazbank Commercial Bank, Open Joint-Stock Company Established in April 1994, under the Central Bank s General license No.2816 Gazprombank Group shareholding 98.37% Regional network 13 branches, 47 supplementary offices, 2 lending-and-cash services offices and 13 cash counters. Address 3 Blagoveshchenskaya St., Vologda, 160001 Phone number: (8172) 57-36-00 Web site www.severgazbank.ru Sibirgazbank Commercial Joint-Stock Bank, Closed Joint-Stock Company Established in August 1994, under the Central Bank s General license No.3042 Gazprombank Group shareholding 100% Regional network 5 supplementary offices and one cash counter. Address 1/1 Universitetskaya St., Surgut, Tyumen Region, 628400 Phone number: (3462) 502-502 Web site www.sibgazbank.ru GPB-Ipoteka, Open Joint-Stock Company Established in August 1994, under the Central Bank s General license No.2403 Gazprombank Group shareholding 98.21% Address 14, Kolomensky proezd, Moscow, 115446 Phone number: (495) 223-40-40 Web site www.gpb-ipoteka.ru Credit Ural Bank, Open Joint-Stock Company Established in November 1993, under the Central Bank s General license No.2584 Gazprombank Group shareholding 100.0% Regional network 1 branch, 2 supplementary offices, 1 lending-and-cash services offices and 8 cash counters. Address 17 Gagrina St., Magnitogorsk, Chelyabinsk Region, 455044 Phone number: (3519) 24-89-10 Web site www.creditural.ru
127 Reference Information Noyabrskneftekombank Commercial Bank, LLC Established in March 1993, under the Central Bank s General license No.2274 Gazprombank Group shareholding 99.164% Regional network 1 branch Address 73 Sovetskaya St., Noyabrsk, the Yamalo-Nenets Autonomous District, Tyumen Region, 629807 Phone number: (3496) 35-30-01 Web site nnkb.tngs.ru Subsidiary and affiliated foreign banks Belgazprombank, Open Joint-Stock Company Registered in 1998, under General license No.8 of the National Bank of the Republic of Belarus Gazprombank Group shareholding 49.02% Regional network 8 branches, 57 supplementary offices and 125 cash counters. Address 60/2 Pritytskogo St., Minsk, Republic of Belarus, 220121 Phone number: +7-10-(37517) 229-16-29 Web site www.belgazprombank.by ARMENIAN-RUSSIAN EXPORT-IMPORT BANK, Closed Joint-Stock Company Registered on 5 Aug. 1998, under License No.80 of the Central Bank of the Republic of Armenia Gazprombank Group shareholding 100.0% Regional network 15 branches Address 12 Mger Mkrtchyana St., Erevan, Republic of Armenia, 375010 Phone number: (495) 411-74-85 +7-10-(37410)-54-89-12 Web site www.areximbank.am RUSSIAN COMMERCIAL BANK (Russiche Kommerzial Bank AG) State registration certificate No.020.3.002.981-3 of 25 Sept. 1992 license No.92 Gazprombank Group shareholding 100.0% Location address: Postal address: Zollikerstrasse 183, 8008 Zurich Postfach 1274, CH-8032 Zurich Phone number: +41-(44) 386-86-86 +7-(495) 956-75-52 Web site www.rkb.ch
128 Gazprombank Group. Annual Report 2009 Licenses and certificates General License of the Bank of Russia No.354 of September 28, 2007 License of the Bank of Russia for Precious metals activities No.354 of September 28, 2007 Russian Federal Financial Markets Service license No.177-04464-000100 of January 10, 2001 for depository activities Russian Federal Financial Markets Service license No.177-04280-010000 of December 27, 2000 for dealing activities Russian Federal Financial Markets Service license No.177-04329-001000 of December 27, 2000 for securities management Russian Federal Financial Markets Service license No.177-04229-100000 of December 27, 2000 for brokerage activities Russian Federal Financial Markets Service license No.22-000-0-00021 of December 13, 2000 for operating a specialized depository of investment funds, unit funds and non-governmental pension funds Russian Federal Financial Markets Service license No.1327 of February 25, 2009 for the business of an exchange intermediary. General License No.ЛГ0270900300360 issued on June 17, 2009 by the Ministry of Industry and Trade of the Russian Federation (authorizing the export of gold in bars) General License No.ЛГ0270900300361 issued on June 17, 2009 by the Ministry of Industry and Trade of the Russian Federation (authorizing the export of silver in bars) Certificate series 77 No. 004890355 issued by the Interregional Department of the Ministry of Taxation of the Russian Federation on August 28, 2002 (OGRN) Certificate series 77 No. 010022158 issued by Moscow Interregional Inspectorate No.50 of the Federal Tax Service (INN/KPP) Certificate No.354 evidencing the registration of the credit organization JSB Gazprombank (CJSC) with state authorities issued by the Bank of Russia on November 13, 2001 (stamped by the Moscow Head Territorial Department of the Bank of Russia on September 27, 2007) Certificate No.629 issued by the State Corporation Deposit Insurance Agency on May 10, 2005 Certificate No.045 evidencing the registration of organization as a member of the National Stock Association of February 28, 2001 Certificate of membership in PARTAD series А No.0000193 of April 29, 2004 Notice from International Saint-Petersburg Inspectorate No.9 of the Federal Tax Service dated November 17, 2006 (KPP)
129 Reference Information Contact details Full Name: Abbreviated Name: Start of Business Operations: Legal Address: Location: Gazprombank (Open Joint-Stock Company) GPB (OJSC) July 31, 1990 16 Nametkina str., Building 1, Moscow, 117420 63 Novocheremushkinskaya str., Moscow 16 Raushskaya naberezhnaya, Moscow Single Help Desk: Fax: Telex: Web-site: E-mail: (495) 913-74-74 (495) 913-73-19 412027 GAZ RU www.gazprombank.ru mailbox@gazprombank.ru SWIFT Code: Reuters Dealing code: Correspondent Account: INN: KPP: BIK: OKPO: OKVED: GAZPRUMM GZPM 30101810200000000823 with the Operating Department of Moscow GTU of the Bank of Russia 7744001497 997950001 044525823 09807684 65.12