Consolidated Financial Statements Year Ended 2014
Shareholding of the Bank (based on voting rights) 2014 2013 Non-State Pension Fund Gazfond * 49.65% 49.65% OAO Gazprom 35.54% 35.54% State Corporation Bank for Development and Foreign Economic Affairs (Vnesheconombank) 10.19% 10.19% Treasury stock ** 4.40% 4.22% Individuals 0.22% 0.40% 100.00% 100.00% * - including 43.57% managed by ZAO Leader (an asset management company) on behalf of Non-State Pension Fund Gazfond ** - shares held by OOO New Financial Technologies (NFT), a subsidiary of the Bank; of them 0.35% managed by ZAO Leader on behalf of NFT. Board of Directors Alexey B. Miller Chairman of the Board of Directors Chairman of ОАО Gazprom Management Board Andrey I. Akimov Deputy Chairman of the Board of Directors Chairman of Gazprombank Management Board Mikhail L. Sereda Deputy Chairman of the Board of Directors Deputy Chairman of OAO Gazprom Management Board Yury N. Shamalov Deputy Chairman of the Board of Directors President of Non-State Pension Fund Gazfond Kirill A. Dmitriev Member of the Board of Directors Chief Executive Officer of Russian Direct Investment Fund Iliya V. Eliseev Member of the Board of Directors Deputy Chairman of Gazprombank Management Board Anatoliy A. Gavrilenko Member of the Board of Directors Chief Executive Officer of ZAO Leader Sergey S. Ivanov Member of the Board of Directors Chairman of ОАО Sogaz Management Board Yuliya S. Karpova Member of the Board of Directors Deputy Chairman of Vnesheconombank Management Board Andrey V. Kruglov Member of the Board of Directors Deputy Chairman of OAO Gazprom Management Board Kirill G. Selesnev Member of the Board of Directors Member of OAO Gazprom Management Board Elena A. Vasilieva Member of the Board of Directors Deputy Chairman of OAO Gazprom Management Board, Chief Accountant of OAO Gazprom The composition of the Board of Directors is presented as of 21 April 2015. 2
Management Board Andrey I. Akimov Chairman of the Board Natalia A. Deputy Chairman of the Board Corporate lending, Trade finance Chervonenko Iliya V. Eliseev Deputy Chairman of the Board Compliance, Media assets Viktor A. Komanov Deputy Chairman of the Board Merchant banking, M&A advisory, Direct investments in resource-based industries Nikolay G. Korenev Deputy Chairman of the Board Corporate governance Svetlana E. Maluseva Deputy Chairman of the Board Chief Accountant Aleksey A. Matveev Deputy Chairman of the Board Direct investments, Project and structured finance, Capital markets, Trading activities, Brokerage, Asset management Alexander Y. Muranov Deputy Chairman of the Board Corporate clients relations, Corporate lending policy, Precious metals, Real estate development business Famil K. Sadygov Deputy Chairman of the Board Strategy, Liquidity management, Heavy machinery assets Alexander I. Sobol Deputy Chairman of the Board Chief Financial Officer Oleg M. Vaksman Deputy Chairman of the Board Chief Risk Officer Dmitriy V. Zauers Deputy Chairman of the Board Chief of Administration Yan V. Center First Vice-President Regional network Andrey A. Pimenov First Vice-President Procurement Igor V. Rusanov First Vice-President Assets & liabilities management, Wholesale funding and investor relations, Financial institutions Valeriy A. Seregin First Vice-President Retail business, Custody services Ekaterina V. Trofimova First Vice-President Chief Analytical Officer, Public relations Vladimir N. Vinokurov First Vice-President Corporate security Alexander M. Stepanov First Vice-President Strategic industrial assets The composition of the Management Board is presented as of 21 April 2015. Auditors JSC KPMG 3
TABLE OF CONTENTS AUDITORS REPORT 5 CONSOLIDATED STATEMENT OF PROFIT OR LOSS AND OTHER СOMPREHENSIVE INCOME 8 CONSOLIDATED STATEMENT OF FINANCIAL POSITION 9 CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 10 CONSOLIDATED STATEMENT OF CASH FLOWS 12 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS: NOTE 1 PRINCIPAL ACTIVITIES AND ORGANIZATION... 14 NOTE 2 BASIS OF PRESENTATION... 15 NOTE 3 PRINCIPAL ACCOUNTING POLICIES... 16 NOTE 4 SEGMENT REPORTING... 32 NOTE 5 NET INTEREST INCOME... 37 NOTE 6 PROVISIONS AND IMPAIRMENT LOSSES... 38 NOTE 7 FEES AND COMMISSIONS INCOME AND EXPENSE... 39 NOTE 8 NON-INTEREST LOSS FROM FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS, NET. 39 NOTE 9 NON-BANKING OPERATING PROFITS... 40 NOTE 10 BANKING SALARIES, EMPLOYMENT BENEFITS AND ADMINISTRATIVE EXPENSES... 41 NOTE 11 PROFIT TAX... 42 NOTE 12 CASH AND CASH EQUIVALENTS, OBLIGATORY RESERVE WITH THE CENTRAL BANK OF THE RUSSIAN FEDERATION AND DUE FROM CREDIT INSTITUTIONS... 45 NOTE 13 FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS... 46 NOTE 14 DERIVATIVE FINANCIAL ASSETS AND LIABILITIES HELD FOR TRADING... 48 NOTE 15 LOANS TO CUSTOMERS... 49 NOTE 16 INVESTMENTS AVAILABLE-FOR-SALE AND INVESTMENTS IN ASSOCIATES... 54 NOTE 17 RECEIVABLES AND PREPAYMENTS... 62 NOTE 18 INVESTMENTS HELD-TO-MATURITY... 62 NOTE 19 PLANT, PROPERTY AND EQUIPMENT... 63 NOTE 20 INTANGIBLES... 64 NOTE 21 GOODWILL... 64 NOTE 22 AMOUNTS OWED TO CREDIT INSTITUTIONS... 66 NOTE 23 AMOUNTS OWED TO CUSTOMERS... 67 NOTE 24 BONDS ISSUED... 68 NOTE 25 SUBORDINATED DEBTS... 69 NOTE 26 OTHER LIABILITIES... 69 NOTE 27 SHAREHOLDERS EQUITY... 70 NOTE 28 PERPETUAL DEBT ISSUED... 71 NOTE 29 FINANCIAL COMMITMENTS AND CONTINGENCIES... 71 NOTE 30 CORPORATE GOVERNANCE AND INTERNAL CONTROLS... 73 NOTE 31 RISK MANAGEMENT... 76 NOTE 32 PRINCIPAL SUBSIDIARIES OF THE GROUP... 96 NOTE 33 RELATED PARTIES... 98 NOTE 34 CAPITAL ADEQUACY... 103 NOTE 35 FAIR VALUE OF FINANCIAL INSTRUMENTS... 106 NOTE 36 ANALYSIS BY MEASUREMENT CATEGORY... 110 NOTE 37 ACQUISITIONS OF INTERESTS IN SUBSIDIARIES... 111 NOTE 38 SUBSEQUENT EVENTS... 112 4
JSC KPMG 10 Presnenskaya Naberezhnaya Moscow, Russia 123317 Telephone +7 (495) 937 4477 Fax +7 (495) 937 4400/99 Internet www.kpmg.ru Auditors Report To the Shareholdes and Board of Directors of Gazprombank (Joint-stock Company) We have audited the accompanying consolidated financial statements of Gazprombank (Jointstock Company) (the Bank ) (and its subsidiaries (the Group )), which comprise the consolidated statement of financial position as at 2014, and the consolidated statements of profit or loss and other comprehensive income, changes in equity and cash flows for 2014, and notes, comprising a summary of significant accounting policies and other explanatory information. Management s Responsibility for the Сonsolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error. Auditors Responsibility Our responsibility is to express an opinion on the fair presentation of these consolidated financial statements based on our audit. We conducted our audit in accordance with Russian Federal Auditing Standards and International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the entity s preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to express an opinion on the fair presentation of these consolidated financial statements. Audited entity: Gazprombank (Joint-stock Company). Registered by the State Bank of the USSR on 31 July 1990, Registration No. 354. Registered by the Central Bank of the Russian Federation on 23 January 1992, Registration No. 354. Entered in the Unified State Register of Legal Entities on 28 August 2002 by Moscow Division of the Ministry of taxes and duties of the Russian Federation, Registration No. 1027700167110, Certificate series 77 No. 004890355. Address of the audited entity: 16, Nametkina street, bldging 1, Moscow, 117420. Independent auditor: JSC KPMG, a company incorporated under the Laws of the Russian Federation, a member firm of the KPMG network of independent member firms affiliated with KPMG International Cooperative ( KPMG International ), a Swiss entity. Registered by the Moscow Registration Chamber on 25 May 1992, Registration No. 011.585. Entered in the Unified State Register of Legal Entities on 13 August 2002 by the Moscow Inter-Regional Tax Inspectorate No.39 of the Ministry for Taxes and Duties of the Russian Federation, Registration No. 1027700125628, Certificate series 77 No. 005721432. Member of the Non-commercial Partnership Chamber of Auditors of Russia. The Principal Registration Number of the Entry in the State Register of Auditors and Audit Organisations: No.10301000804.
Auditors Report to the Shareholdes and Board of Directors of Gazprombank (Joint-stock Company) Page 2 Opinion In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Group as at 2014, and its financial performance and its cash flows for 2014 in accordance with International Financial Reporting Standards. Report of findings from procedures performed in accordance with the requirements of Article 42 of the Federal Law dated 2 December 1990 No 395-1 On Banks and Banking Activity Management is responsible for the Group s compliance with mandatory ratios and for maintaining internal control and organising risk management systems in accordance with requirements established by the Bank of Russia. In accordance with Article 42 of the Federal Law dated 2 December 1990 No 395-1 On Banks and Banking Activity (the Federal Law ), we have performed procedures to examine: the Group s compliance with mandatory ratios as at 1 January 2015 as established by the Bank of Russia; and compliance of elements of the Group s internal control and organization of its risk management systems with requirements established by the Bank of Russia. These procedures were selected based on our judgment and were limited to enquiries, analyses, inspections of documents, comparisons of the Bank s internal policies, procedures and methodologies to applicable requirements established by the Bank of Russia, as well as recalculations, comparisons and reconciliations of numerical data and other information. Our findings from the procedures performed are reported below. Based on our procedures with respect to the Group s compliance with mandatory ratios as established by the Bank of Russia, we found that the Group s mandatory ratios as at 1 January 2015 were within the limits established by the Bank of Russia. We have not performed any procedures on the accounting records maintained by the Group other than those which we considered necessary to enable us to express an opinion as to whether the Group s consolidated financial statements present fairly, in all material respects, the financial position of the Group as at 2014, and its financial performance and its cash flows for 2014 in accordance with International Financial Reporting Standards. Based on our procedures with respect to compliance of the Group s internal control and organization of its risk management systems with requirements established by the Bank of Russia, we found that: - as at 2014, the Bank s Internal Audit Department was subordinated to, and reported to, the Board of Directors, and the risk management function was not subordinated to, and did not report to, divisions accepting relevant risks in accordance with regulations and recommendations issued by the Bank of Russia; - the Bank s internal documentation, effective on 2014, establishing the procedures and methodologies for identifying and managing the Group s significant credit, operational, market, interest rate, legal, liquidity and reputational risks, and for stress-testing was approved by the authorized management bodies of the Bank in accordance with regulations and recommendations issued by the Bank of Russia; -
Auditors Report to the Shareholdes and Board of Directors of Gazprombank (Joint-stock Company) Page 3 - as at 2014, the Bank maintained a system for reporting on the Group s significant credit, operational, market, interest rate, legal, liquidity and reputational risks, and on the Group s capital; - the frequency and consistency of reports prepared by the Bank s risk management function and the Internal Audit Department during 2014, which cover the Group s credit, operational, market, interest rate, legal, liquidity and reputational risk management, was in compliance with the Bank s internal documentation. The reports included observations made by the Bank s risk management function and the Internal Audit Department as to their assessment of the effectiveness of the Group s procedures and methodologies, and recommendations for improvement; - as at 2014, the Board of Directors and Executive Management of the Bank had responsibility for monitoring the Group s compliance with risk limits and capital adequacy ratios as established by the Bank s internal documentation. With the objective of monitoring effectiveness of the Group s risk management procedures and their consistent application during 2014 the Board of Directors and Executive Management of the Bank periodically discussed reports prepared by the risk management function and the Internal Audit Department, and considered proposed corrective actions. Our procedures with respect to elements of the Group s internal control and organization of its risk management systems were performed solely for the purpose of examining whether these elements, as prescribed in Federal Law and described above, are in compliance with the requirements establish ed by the Bank of Russia. Malyutina M.S. Director, power of attorney dated 16 March 2015 No. 16/15 JSC KPMG 21 April 2015 Moscow, Russian Federation
Consolidated Statement of Profit or Loss and Other Сomprehensive Income for the Year Ended 2014 Notes 2014 2013 Interest income 269 623 213 196 Interest expense (173 004) (128 476) Net interest income 5 96 619 84 720 Impairment of interest earning assets 6 (54 152) (12 370) Net interest income after impairment of interest earning assets 42 467 72 350 Fees and commissions income 7 22 505 18 586 Fees and commissions expense 7 (8 129) (6 317) Non-interest loss from financial assets and liabilities at fair value through profit or loss, net 8 (25 335) (4 380) Gain from investments available-for-sale and investments in associates, net 16 16 403 13 707 Gain from trading in foreign currencies, operations with foreign currency derivatives and foreign exchange translation, net 3 884 3 450 Other operating income 9 334 6 480 Non-interest income 18 662 31 526 Non-banking operating revenues 172 438 154 537 Non-banking operating expenses (164 129) (146 425) Non-banking operating profits 9 8 309 8 112 Banking salaries and employment benefits 10 (30 043) (34 687) Banking administrative expenses 10 (28 162) (24 920) Impairment of assets and provisions for other risks 6 (12 990) (8 510) Impairment of goodwill 6,21 (2 035) (290) Non-interest expense (73 230) (68 407) (Loss) profit before profit tax (3 792) 43 581 Profit tax expense 11 (9 906) (10 539) (Loss) profit for the year (13 698) 33 042 Other comprehensive (loss) income Items that are or may be reclassified to profit or loss in subsequent periods: Investments available-for-sale: Net change in fair value of investments available-for-sale 305 7 964 Net change in fair value transferred to profit or loss (142) (10 398) Net impairment of available-for-sale investments transferred to profit or loss 1 222 1 385 Net change in cash flow hedge reserve 29 - Exchange differences on translation of foreign operations 11 547 1 940 Movements in other comprehensive income of associates (450) - Total other comprehensive income, net of tax 12 511 891 Total comprehensive (loss) income for the year (1 187) 33 933 (Loss) profit for the year attributable to: Group s shareholders (16 546) 32 062 Non-controlling interests 32 2 848 980 (13 698) 33 042 Total comprehensive (loss) income attributable to: Group s shareholders (8 184) 32 853 Non-controlling interests 32 6 997 1 080 (1 187) 33 933 Signed on behalf of the Management Board: Andrey I. Akimov Chairman of the Board 21 April 2015 Alexander I. Sobol Deputy Chairman of the Board.
Consolidated Statement of Financial Position as of 2014 Notes 2014 2013 Assets Cash and cash equivalents 12 830 345 521 861 Obligatory reserve with the Central Bank of the Russian Federation 12 32 591 26 155 Due from credit institutions 12 7 921 7 346 Financial assets at fair value through profit or loss 13,14 205 473 293 277 of which pledged under sale and repurchase agreements 71 528 123 914 Loans to customers 15 3 022 863 2 355 869 Investments available-for-sale 16 19 152 45 609 of which pledged under sale and repurchase agreements 7 251 18 312 Investments in associates 16 66 197 52 862 Receivables and prepayments 17 110 300 81 098 Investments held-to-maturity 18 174 859 33 320 of which pledged under sale and repurchase agreements 82 745 4 080 Inventories 59 207 57 152 Deferred tax assets 11 26 425 19 780 Property, plant and equipment 19 103 553 81 649 Intangibles 20 55 710 33 516 Goodwill 21 35 847 23 795 Other assets 18 077 13 691 Total assets 4 768 520 3 646 980 Liabilities Financial liabilities at fair value through profit or loss 13,14 23 839 3 214 Amounts owed to credit institutions 22 585 612 430 222 Amounts owed to customers 23 2 867 539 2 260 816 Bonds issued 24 537 210 341 074 Deferred tax liabilities 11 8 791 6 628 Subordinated debts 25 131 880 97 092 Other liabilities 26 174 666 104 869 Total liabilities 4 329 537 3 243 915 Equity Share capital 27 76 324 36 370 Additional paid-in capital 110 063 109 103 Treasury shares 27 (9 020) (8 060) Perpetual debt issued 28 56 258 32 729 Foreign currency translation reserve 9 367 1 969 Fair value reserve for securities available-for sale and cash flow hedge reserve 911 (503) Retained earnings 181 105 225 866 Total equity attributable to the Group s shareholders 425 008 397 474 Non-controlling interests 32 13 975 5 591 Total equity 438 983 403 065 Total liabilities and equity 4 768 520 3 646 980 Signed on behalf of the Management Board: Andrey I. Akimov Chairman of the Board 21 April 2015 Alexander I. Sobol Deputy Chairman of the Board The accompanying notes are an integral part of these consolidated financial statements. 9
Consolidated Statement of Changes in Equity for the Year Ended 2014 Share capital Additional paid-in capital Treasury shares Perpetual debt Foreign currency translation reserve Fair value reserve for securities available-forsale and cash flow hedge reserve Retained earnings Equity attributable to Group s shareholders Noncontrolling interests 2012 36 370 102 201 (11 163) 30 373 129 546 201 304 359 760 3 702 363 462 Total equity Profit for the year - - - - - - 32 062 32 062 980 33 042 Items that are or may be reclassified to profit or loss in subsequent periods: Net change in fair value of investments available-for-sale - - - - - 7 964-7 964-7 964 Net change in fair value of investments available-for-sale transferred to profit or loss - - - - - (10 398) - (10 398) - (10 398) Net impairment of investments availablefor-sale transferred to profit or loss - - - - - 1 385-1 385-1 385 Exchange differences on translating foreign operations - - - - 1 840 - - 1 840 100 1 940 Total items that are or may be reclassified to profit or loss in subsequent periods - - - - 1 840 (1 049) - 791 100 891 Total comprehensive income - - - - 1 840 (1 049) 32 062 32 853 1 080 33 933 Coupon paid on perpetual debt issued - - - - - - (2 483) (2 483) - (2 483) Foreign exchange translation of perpetual debt issued - - - 2 356 - - (2 356) - - - Transaction costs on perpetual debt issued (Note 28) - - - - - - (2 146) (2 146) - (2 146) Tax effect on perpetual debt issued - - - - - - 1 397 1 397-1 397 Acquisition and disposal of non-controlling interests in subsidiaries - - - - - - 2 426 2 426 943 3 369 Dividends paid - - - - - - (5 791) (5 791) (134) (5 925) Acquisition and sale of treasury shares - 7 577 3 103 - - - - 10 680-10 680 Transfer of putable instruments to liability - (675) - - - - - (675) - (675) Other movements - - - - - - 1 453 1 453-1 453 2013 36 370 109 103 (8 060) 32 729 1 969 (503) 225 866 397 474 5 591 403 065 The accompanying notes are an integral part of these consolidated financial statements. 10
Consolidated Statement of Changes in Equity for the Year Ended 2014 Share capital Additional paid-in capital Treasury shares Perpetual debt Foreign currency translation reserve Fair value reserve for securities available-for-sale and cash flow hedge reserve Retained earnings Equity attributable to Group s shareholders Noncontrolling interests 2013 36 370 109 103 (8 060) 32 729 1 969 (503) 225 866 397 474 5 591 403 065 Total equity Loss for the year - - - - - - (16 546) (16 546) 2 848 (13 698) Items that are or may be reclassified to profit or loss in subsequent periods: Net change in fair value of investments available-for-sale - - - - - 305-305 - 305 Net change in fair value of investments available-for-sale transferred to profit or loss - - - - - (142) - (142) - (142) Net impairment of investments availablefor-sale transferred to profit or loss - - - - - 1 222-1 222-1 222 Net change in cash flow hedge reserve - - - - - 29-29 - 29 Exchange differences on translating foreign operations - - - - 7 398 - - 7 398 4 149 11 547 Movements in other comprehensive income of associates - - - - - - (450) (450) - (450) Total items that are or may be reclassified to profit or loss in subsequent periods - - - - 7 398 1 414 (450) 8 362 4 149 12 511 Total comprehensive income - - - - 7 398 1 414 (16 996) (8 184) 6 997 (1 187) Preference share issue (Note 27) 39 954 - - - - - - 39 954-39 954 Coupon paid on perpetual debt issued - - - - - - (2 808) (2 808) - (2 808) Foreign exchange translation of perpetual debt issued - - - 23 529 - - (23 529) - - - Tax effect on perpetual debt issued - - - - - - 5 267 5 267-5 267 Acquisition and disposal of non-controlling interests in subsidiaries - - - - - - (537) (537) 1 462 925 Acquisition of subsidiaries - - - - - - - - 10 10 Dividends paid - - - - - - (6 334) (6 334) (85) (6 419) Acquisition and sale of treasury shares - 1 174 (960) - - - - 214-214 Transfer of putable instruments to liability - (214) - - - - - (214) - (214) Other movements - - - - - - 176 176-176 2014 76 324 110 063 (9 020) 56 258 9 367 911 181 105 425 008 13 975 438 983 Signed on behalf of the Management Board: Andrey I. Akimov Chairman of the Board 21 April 2015 Alexander I. Sobol Deputy Chairman of the Board
Consolidated Statement of Cash Flows for the Year Ended 2014 Notes 2014 2013 Cash flows from operating activities Interest received 258 315 206 272 Fees and commissions received 22 591 18 450 Interest paid (162 241) (124 513) Fees and commissions paid (8 229) (6 139) Non-interest (payments) receipts from financial assets and liabilities held for trading (6 549) (3 260) Payments from derivative contracts with foreign currency 13 722 (2 490) Foreign exchange receipts (payments) (16 093) 9 276 Media business operating receipts 71 524 51 182 Media business operating payments (35 276) (21 496) Machinery business operating receipts 49 863 57 036 Machinery business operating payments (48 312) (58 640) Other segment operating receipts 50 505 34 440 Other segment operating payments (46 767) (38 242) Other operating receipts 6 562 3 369 Banking salaries and employment benefit payments (36 712) (35 847) Banking administrative expenses and other operating payments (24 304) (20 458) Cash flows from operating activities before changes in operating assets and liabilities 88 599 68 940 (Increase) decrease in operating assets Obligatory reserve with the Central Bank of the Russian Federation (6 436) 2 031 Due from credit institutions 2 249 (335) Financial assets held for trading 71 137 (53 119) Loans to customers (123 825) (546 871) Other operating assets (20 084) 908 Increase (decrease) in operating liabilities Amounts owed to credit institutions 43 879 112 763 Amounts owed to customers 65 900 453 749 Other operating liabilities 51 592 (2 817) Net cash flows from (used in) operating activities before profit taxes 173 011 35 249 Profit taxes paid (11 433) (17 183) Net cash flows from (used in) operating activities 161 578 18 066 Cash flows from investing activities Property, equipment and intangibles purchased (61 913) (47 011) Property, equipment and intangibles sold 4 786 5 442 Acquisition of subsidiaries, net of cash acquired (22 357) - Investments available-for-sale and associates purchased and sold 1 035 (3 507) Investments held-to-maturity purchased (41 288) (19 964) Dividends received 2 778 3 079 Net cash flows used in investing activities (116 959) (61 961) The accompanying notes are an integral part of these consolidated financial statements. 12
Consolidated Statement of Cash Flows for the Year Ended 2014 Notes 2014 2013 Cash flows from financing activities 1 (43 895) Proceeds from issuance of share capital 39 954 - Treasury shares sold and acquired (868) 10 005 Bonds issued 116 132 105 697 Bonds redeemed or repurchased (75 490) (39 271) Coupon and transactions costs on perpetual debt paid (3 038) (4 629) Syndicated loans received - 15 972 Syndicated loans redeemed (43 499) (15 972) Subordinated debts received 27 048 39 809 Subordinated debts repaid (40 405) (1 667) Acquisition of non-controlling interests - (240) Disposal of non-controlling interests 925 3 609 Financing of non-banking activities received 11 137 3 966 Financing of non-banking activities redeemed (7 367) (2 546) Dividends paid (6 419) (5 925) Net cash flows from financing activities 18 110 108 808 Effect of change in exchange rates on cash and cash equivalents 245 755 24 810 Change in cash and cash equivalents 308 484 89 723 Cash and cash equivalents, beginning of the year 521 861 432 138 Cash and cash equivalents, end of the year 12 830 345 521 861 Signed on behalf of the Management Board: Andrey I. Akimov Chairman of the Board 21 April 2015 Alexander I. Sobol Deputy Chairman of the Board The accompanying notes are an integral part of these consolidated financial statements. 13
NOTE 1 PRINCIPAL ACTIVITIES AND ORGANIZATION The Gazprombank Group (the Group) primarily consists of: Gazprombank (Joint-stock Company), which is the parent company, subsidiary banks, including GPB-Mortgage, CreditUralBank, Gazprombank (Switzerland) Ltd., Gazprombank International S.A. and Areximbank, and a number of smaller financial companies, which support the banking business, several significant non-banking companies. Gazprombank (Joint-stock Company) (the Bank) was established in 1990. The Bank has a general banking license and a license for operations with precious metals from the Central Bank of the Russian Federation (the CBR), and licenses for securities operations and custody services from the Federal Financial Markets Service of Russia, which in 2013 became a part of the CBR. Its subsidiary banks and companies also have general banking licenses for operations in Switzerland, Luxembourg and Armenia and investment, brokerage and asset management licenses for operations in Cyprus, Luxembourg and Hong Kong. The Bank is the third largest bank in the Russian Federation in terms of assets and equity, and it provides a broad range of commercial and investment banking services to many of Russia's leading corporations, including, among others, OAO Gazprom and its related parties (the Gazprom Group). The principal corporate banking services include: commercial lending, project and acquisition finance, trade finance, financial and operating leasing, deposit taking, settlements and cash management, capital markets transactions, asset management, brokerage, corporate finance and mergers & acquisitions advisory, depositary and custodian services. The Bank is also involved in private equity transactions, foreign exchange and securities trading, and operations with precious metals. The Bank provides a range of services to private individuals, including employees of its corporate clients, high net worth individuals and the general public. Retail services include: lending, deposit taking, debit and credit card services, brokerage, asset management and a range of other services. The Bank has controlling stakes in several non-banking investments, which are consolidated in these financial statements and are presented as separate segments (see Note 4), including: OAO Gazprom-Media Holding and its subsidiaries (the Media segment), a Russian media group of companies, the principal activities of which are TV and radio broadcasting, advertising, publishing, film production and distribution primarily undertaken in the Russian Federation, OAO OMZ and its subsidiaries (the OMZ Group) and a number of other industrial assets (together - the Machinery segment). OMZ Group produces nuclear power plant equipment, specialty steels, machinery equipment, manufacturing and mining equipment. The OMZ Group manufacturing facilities are based in the Russian Federation and the Czech Republic. The legal address of the Bank is: Bld.1, 16, Nametkina Str., Moscow, 117420, Russian Federation. As of 2014, OAO Gazprom owns 35.54% of the outstanding ordinary shares of the Group. A substantial portion of the Group s funding is from the Gazprom Group. As such the Group is economically dependent on the Gazprom Group (Note 33). These consolidated financial statements are published on a Bank's website www.gazprombank.ru. These consolidated financial statements were authorized for issue by the Management Board of the Bank on 21 April 2015. 14
NOTE 2 BASIS OF PRESENTATION a) General These consolidated financial statements are prepared in accordance with International Financial Reporting Standards (IFRS). Management is responsible for the preparation of the consolidated financial statements in accordance with IFRS. The preparation of consolidated financial statements in accordance with IFRS requires management to make judgments and key estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the financial information and the reported amounts of revenues and expenses during the reporting periods. Actual results could differ from those estimates. Key areas of judgments and key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year, include: estimation of allowance for impairment losses for financial assets measured at amortized cost. These include mainly loans to customers, amounts due from credit institutions, receivables and other assets. The estimation of allowance for impairment losses involves the exercise of judgment and is based on internal credit risk rating systems and statistical data. valuation of complex and illiquid financial instruments. Valuation of complex and illiquid financial instruments involves the exercise of judgment and use of valuation models. In the absence of an active market management has to make assumptions in respect of appropriate inputs used in valuation models, some of which may not be based on observable market data. estimation of fair values of identifiable assets and liabilities acquired in business combinations. Estimation of fair values of identifiable assets and liabilities acquired in business combinations involves the exercise of judgment and use of valuation models, which among others include assumptions about future business performance and cash flows and appropriate discount rates. estimation of impairment losses for non-financial assets (including goodwill). Estimation of impairment losses for non-financial assets involves the exercise of judgment and use of valuation models, which among others include assumptions about future business performance, estimation of cash flows from assets assessed for impairment and estimation of appropriate discount rates. assessment of whether the Group has control or significant influence for investments where control or significant influence is determined by contractual arrangements or other factors other than voting rights held by the Group. recognition of income from investments, including equity-accounted investees, and estimation of allowance for impairment losses for exposures to counterparties that are located in regions with social unrest and unstable political situation, such as Venezuela (Note 16) and Ukraine (Note 31). b) Russian economic environment The Group s operations are primarily located in the Russian Federation. Consequently, the Group is exposed to the economic and financial markets of the Russian Federation which display characteristics of a developing market. The legal, tax and regulatory frameworks continue development, but are subject to varying interpretations and frequent changes which together with other legal and fiscal impediments contribute to the challenges faced by entities operating in the Russian Federation. Management of the Group believes that it takes all the necessary efforts to support the economic stability of the Group in the current environment. Since September 2014 a drop of oil prices led to significant devaluation of the Russian Rouble against major foreign currencies which in turn accelerated inflation. The political and economic instability witnessed in Ukraine has had and may continue to have a negative impact on the Russian economy. In 2014 the United States OFAC and the European Council implemented coordinated sectoral sanctions against some of the Russian banks and corporations, including the Bank, and some of the Russian officials and businessmen. The sanctions prohibit the U.S. and EU citizens or entities operating on the territory of the U.S. and EU transacting in, providing financing for, or otherwise dealing in the debt instruments of the Group with a maturity of longer than 30 days issued after the date of the sanctions announcement. 15
These consolidated financial statements reflect management s assessment of the impact of the Russian business environment on the operations and the financial position of the Group. The future business environment may differ from management s assessment. The Group is not exposed to significant seasonal or cyclical variations in operating income during the financial year. c) Basis of measurement These consolidated financial statements are prepared on the historical cost basis except that financial instruments at fair value through profit or loss and available-for-sale financial assets are stated at fair value. d) Functional and presentation currency The functional currency of the Bank and the majority of its subsidiaries is the Russian Rouble (RUB) as, being the national currency of the Russian Federation, it reflects the economic conditions of the majority of underlying events and circumstances relevant to them. Some of the Group's principal subsidiaries have functional currency different from the Russian Rouble: Name GPB Global Resources B.V Gazprombank Latin America Ventures B.V. ZAO Areximbank Gazprombank Switzerland Ltd GPB International SA ŠKODA JS a.s. Centrex Europe Energy & Gas AG Functional currency US dollar US dollar Armenian dram Swiss franc Euro Czech crown Euro The consolidated financial statements are presented in millions of RUB, unless otherwise stated. NOTE 3 PRINCIPAL ACCOUNTING POLICIES a) Principles of consolidation and accounting for associates (i) Business combinations and goodwill For acquisitions on or after 1 January 2010 the Group measures goodwill at the acquisition date as the fair value of the consideration transferred (including the fair value of any previously-held equity interest in the acquiree if the business combination is achieved in stages) and the recognised amount of any non-controlling interest in the acquiree, less the net recognised amount (generally fair value) of the identifiable assets acquired and liabilities assumed, all measured as at the acquisition date. When the excess is negative, a bargain purchase gain is recognised immediately in profit or loss. The Group elects on a transaction-by-transaction basis whether to measure noncontrolling interests at fair value, or at their proportionate share of the recognised amount of the identifiable net assets of the acquiree. Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurs in connection with a business combination are expensed as incurred. For acquisitions before 1 January 2010 goodwill represents the excess of the cost of the acquisition over the Group s interest in the recognised amount (generally fair value) of the identifiable assets, liabilities and contingent liabilities of the acquiree. When the excess was negative, a bargain purchase gain was recognised immediately in profit or loss. Transaction costs, other than those associated with the issue of debt or equity securities, that the Group incurred in connection with business combinations were capitalised as part of the cost of the acquisitions. The loss of control is, among other factors, evidenced by an arrangement that principally transfers to a third party the power to govern and the economic benefits related to activities of the subsidiary. In certain cases the exercise of judgment is required to determine whether an arrangement between a Group and a third party results in a loss 16
of control over a subsidiary before the Group legally transfers the ownership rights to third party, in particular, where such transfers are subject to further regulatory approval. (ii) Subsidiaries Subsidiaries are investees controlled by the Group. The Group controls an investee when it is exposed to, or has rights to, variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. In particular the Group consolidates investees that it controls on the basis of de facto circumstances. The financial statements of subsidiaries are included in the consolidated financial statements from the date that control commences until the date that control ceases. (iii) Structured entities A structured entity is an entity designed so that voting or similar rights are not the dominant factor in deciding who controls the entity. In assessing whether the Group has power over such investees in which it has an interest, the Group considers factors such as the purpose and design of the investee; its practical ability to direct the relevant activities of the investee; the nature of its relationship with the investee; and the size of its exposure to the variability of returns of the investee. (iv) Funds management The Group manages and administers assets held in unit trusts and other investment vehicles on behalf of investors. The financial statements of these entities are not included in these consolidated financial statements except when the Group controls the entity. (v) Transactions eliminated on consolidation Intra-group balances and transactions, and any unrealised gains arising from intra-group transactions, are eliminated in preparing the consolidated financial statements. Unrealised gains arising from transactions with associates are eliminated to the extent of the Group s interest in the enterprise. Unrealised gains resulting from transactions with associates are eliminated against the investment in the associate. Unrealised losses are eliminated in the same way as unrealised gains except that they are only eliminated to the extent that there is no evidence of impairment. (vi) Non-controlling interests The portion of the net assets and the post acquisition profit or loss of a subsidiary attributable to equity interests that are not owned, directly or indirectly, by the Group is presented as non-controlling interests in the consolidated financial statements. The difference, if any, between the consideration paid to acquire the non-controlling interests and its carrying amount is recorded in equity. Dividends paid to non-controlling shareholders decrease the carrying amount of non-controlling interests recorded in equity. (vii) Consolidation of limited liability companies domiciled in the Russian Federation In substance the partners' equity of certain limited liability companies domiciled in the Russian Federation meets the definition of a liability according to the statutory legislation. Stakeholder should they decide to exit the limited liability company, are entitled to a payout equal to their share in net assets of the company as of the latest reporting date. The "buy-back" payout performed by the limited liability company is not subject to approval by other stakeholders. Therefore the Group s non-controlling interests in such limited liability companies consolidated in the Group s financial statements are accounted for as liabilities. (viii) Associates Investments in associated companies where the Group exercises significant influence are accounted for using the equity method. Goodwill arising on the acquisition is included in the carrying value of the investment (net of any accumulated impairment loss). When the investee incurs losses, the Group recognises its share of losses until the carrying amount of the investment is reduced to nil. Recognition of further losses is discontinued. 17
b) Acquisition of subsidiaries from a parent or entities under common control Acquisitions of subsidiaries from a parent or entities under common control are accounted for using the predecessor cost accounting method. The assets and liabilities of a subsidiary purchased from a parent or entities under common control are consolidated into the financial statements using their carrying amounts in the IFRS financial statements of the predecessor company, i.e. using their predecessor cost starting from the date of obtaining control over the subsidiary purchased. As a result, when the Group purchases a group of entities, the goodwill arising from the original acquisitions of entities that are parts of the purchased group is included in the consolidated financial statements as an asset. Any difference between the fair value of consideration paid by the Group and the predecessor cost of the Group s share of net assets purchased (including the predecessor entity s goodwill) is accounted as an adjustment of equity. c) Foreign currency translation Income and expenses, and non-monetary items included in the consolidated statement of financial position at period-end, denominated in currencies other than the functional currency, are recorded by applying the exchange rate prevailing at the date of the transaction. Foreign currency denominated monetary items included in the period end consolidated statement of financial position are translated at the exchange rate prevailing at the period end. Foreign currency differences arising on retranslation are recognised in the profit or loss as gain or loss from foreign exchange, except for differences arising on the retranslation of available-for-sale equity instruments, which are recognised in other comprehensive income, and differences arising from perpetual debt issued, which are recorded in retained earnings. Net gain from foreign exchange dealing includes both the currency spread realised in the transaction and the built-in foreign exchange trading commission. If foreign subsidiaries or foreign associates have functional currencies that are different from the functional currency of the Bank (the Russian Rouble), the resulting exchange differences arising from translation to Russian Roubles of their financial statements (in the case of a subsidiary) or of their net assets (in the case of an associate) are included in other comprehensive income as a part of the foreign currency translation reserve. The official USD/RUB exchange rates of the Central Bank of the Russian Federation were as follows (Roubles per 1 USD): 2014 2013 Exchange rate as at 56.2584 32.7292 Average rate for the year ended 38.4217 31.8480 The Russian Rouble is not a readily convertible currency outside of the Russian Federation and, accordingly, any conversion of Rouble to USD should not be construed as a representation that the Rouble amounts have been, could be, or will be in the future, convertible into USD at the exchange rates disclosed, or at any other exchange rates. d) Income and expense recognition Interest income and expense are recognised on an accrual basis using the effective interest method. The effective interest method is a method of calculating the amortized cost of a financial asset or a financial liability (or group of financial assets or financial liabilities) and of allocating the interest income or interest expense over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments or receipts through the expected life of the financial instrument or, when appropriate, a shorter period to the net carrying amount of the financial asset or the financial liability. All borrowing costs are recognised in profit or loss using the effective interest method, except for borrowing costs related to qualifying assets, which are recognised as part of the cost of such assets. Transaction costs and interest payments related to perpetual debt issued included in equity are recorded in retained earnings. The Group capitalises borrowing costs directly attributable to the acquisition, construction or production of a qualifying asset as part of the cost of that asset. 18
Once a financial asset or a group of similar financial assets has been written down (partly written down) as a result of an impairment loss, interest income is thereafter recognised using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. Interest earned on assets at fair value is classified within interest income. Loan origination fees are deferred, together with the related direct costs, and recognised as an adjustment to the effective interest rate of the loan. Loan servicing fees and all other commissions are recognised as revenue as the services are provided. The Group recognizes advertising revenue net of value added tax (VAT) and discounts when broadcasting or publishing of the related advertisement occurs. Revenue from selling of programming rights is recognised net of VAT and discounts when all of the following conditions are met: sale of the related rights can be confirmed; programs are complete and delivered to clients or ready for delivering; license agreement period has started and clients may use the airtime; and revenue can be reliably measured. Revenues from sales of goods in the machinery segment are recognised at the point of transfer of risks and rewards of ownership of the goods, normally when the goods are shipped. If the Group agrees to transport goods to a specified location, revenue is recognised when the goods are passed to the customer at the destination point. Sales of services in the machinery segment are recognised in the accounting period in which the services are rendered, by reference to the stage of completion of the specific transaction assessed on the basis of the actual service provided as a proportion of the total services to be provided. Sales are shown net of VAT and discounts. Revenues are measured at the fair value of the consideration received or receivable. When the fair value of goods received in a barter transaction cannot be measured reliably, the revenue is measured at the fair value of the goods or services given up. e) Financial instruments (i) Classification Financial assets or liabilities at fair value through profit or loss are financial assets or liabilities held for trading that are: acquired or incurred principally for the purpose of selling or repurchasing in the near term part of a portfolio of identified financial instruments that are managed together and for which there is evidence of a recent actual pattern of short-term profit-taking derivative financial instruments (except for derivative financial instruments that are effective hedging instruments) or upon initial recognition, designated as at fair value through profit or loss. The Group may designate financial assets and liabilities at fair value through profit or loss where either: the assets or liabilities are managed, evaluated and reported internally on a fair value basis the designation eliminates or significantly reduces an accounting mismatch which would otherwise arise or the asset or liability contains an embedded derivative that significantly modifies the cash flows that would otherwise be required under the contract. All trading derivatives in a net receivable position (positive fair value), as well as options purchased, are reported as assets. All trading derivatives in a net payable position (negative fair value), as well as options written, are reported as liabilities. Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market, other than those that the Group: intends to sell immediately or in the near term upon initial recognition designates as at fair value through profit or loss upon initial recognition designates as available-for-sale or may not recover substantially all of its initial investment, other than because of credit deterioration. 19
As part of its acquisition and equity-backed finance business the Group purchases or keeps certain assets, including equity investments, and simultaneously enters into derivative contracts linked to these assets that effectively transfer the risks and economic benefits associated with the assets to the counterparty of the derivative contract. The pricing of derivatives is usually designed in a way that the Group is earning a return representing compensation for the time value of money and the credit risk of the counterparty. To the extent that the substance of the transactions is that the Group provides the acquisition financing to the counterparty with the underlying assets used as collateral, the Group classifies such transactions as loans and receivables. Investments held-to-maturity are non-derivative financial assets with fixed or determinable payments and fixed maturity that the Group has the positive intention and ability to hold to maturity, other than those that: the Group upon initial recognition designates as at fair value through profit or loss the Group designates as available-for-sale or, meet the definition of loans and receivables. Investments available-for-sale are those financial assets that are designated as available-for-sale or are not classified as loans and receivables, investments held-to-maturity or financial instruments at fair value through profit or loss. Management determines the appropriate classification of financial instruments at the time of the initial recognition. Derivative financial instruments are not reclassified out of at fair value through profit or loss category. Financial assets that would have met the definition of loan and receivables may be reclassified out of the fair value through profit or loss or available-for-sale category if the entity has an intention and ability to hold it for the foreseeable future or until maturity. Other financial instruments may be reclassified out of at fair value through profit or loss category only in rare circumstances. Rare circumstances arise from a single event that is unusual and highly unlikely to reoccur in the near term. (ii) Recognition and de-recognition of financial instruments Financial assets and liabilities are recognised in the consolidated statement of financial position when the Group becomes a party to the contractual provisions of the instrument. All regular way purchases of financial assets are accounted for at the settlement date. The Group derecognises a financial asset when the contractual rights to receive cash flows from the asset expire, or it transfers the rights to receive the contractual cash flows from the financial asset in a transaction in which substantially all the risks and rewards of ownership of the financial asset are transferred. The Group derecognises a financial liability when its contractual obligations are discharged or cancelled or expire. If the Group purchases its own debt, it is removed from the consolidated statement of financial position and the difference between the carrying amount of the liability and the consideration paid is included in gains or losses arising from early retirement of debt. The Group enters into transactions whereby it transfers assets recognised in its consolidated statement of financial position, but retains either all risks and rewards of the transferred assets or a portion of them. If all or substantially all risks and rewards are retained, then the transferred assets are not derecognised. In transactions where the Group neither retains nor transfers substantially all the risks and rewards of ownership of a financial asset, it derecognises the asset if control over the asset is lost. The rights and obligations created or retained in the transfer are recognised separately as assets and liabilities as appropriate. In transfers where control over the asset is retained, the Group continues to recognise the asset to the extent of its continuing involvement, determined by the extent to which it is exposed to changes in the value of the transferred assets. The Group also derecognises and writes off assets which are deemed to be uncollectible. 20
(iii) Measurement A financial asset or liability is initially measured at its fair value plus, in the case of a financial asset or liability not at fair value through profit or loss, transaction costs that are directly attributable to the acquisition or issue of the financial asset or liability. Subsequent to initial recognition, financial assets, including derivatives that are assets, are measured at their fair values, without any deduction for transaction costs that may be incurred on sale or other disposal, except for: loans and receivables which are measured at amortized cost using the effective interest method investments held-to-maturity that are measured at amortized cost using the effective interest method equity instruments that do not have a quoted market price in an active market and whose fair value can not be reliably measured which are measured at cost. All financial liabilities, other than those at fair value through profit or loss and financial liabilities that arise when a transfer of a financial asset carried at fair value does not qualify for derecognition, are measured at amortized cost. Amortized cost is calculated using the effective interest method. Premiums and discounts, including initial transaction costs, are included in the carrying amount of the related instrument and amortized based on the effective interest rate of the instrument. Where a valuation based on observable market data indicates a fair value gain or loss on initial recognition of an asset or liability, the gain or loss is recognised immediately in profit or loss. Where an initial gain or loss is not based entirely on observable market data, it is deferred and recognised over the life of the asset or liability on an appropriate basis, or when prices become observable, or on disposal of the asset or liability. (iv) Gain and loss on subsequent measurement A gain or loss arising from a change in the fair value of a financial asset or liability is recognised as follows: a gain or loss on a financial instrument classified as at fair value through profit or loss is recognised in profit or loss a gain or loss on an investments available-for-sale is recognised as other comprehensive income in equity (except for impairment losses and foreign exchange gains and losses on debt financial instruments availablefor-sale) until the asset is derecognised, at which time the cumulative gain or loss previously recognised in equity is recognised in profit or loss. Interest in relation to investments available-for-sale is recognised as earned in profit or loss using the effective interest method. For financial assets and liabilities carried at amortized cost, a gain or loss is recognised in profit or loss when the financial asset or liability is derecognised or impaired, and through the amortization process. (v) Repurchase and reverse repurchase (repo) agreements The Group, as an element of its treasury management and trading business, utilizes repo agreements and reverse repo agreements with securities. Repo agreements are accounted for as financing transactions. The related payable is included as amounts owed to credit institutions or amounts owed to customers, as appropriate. Any related expense arising from the pricing spreads for the underlying securities is recognised as interest expense and accrued over the period that the related transactions are open using the effective interest method. Securities pledged as collateral under repo agreements are also included in the consolidated financial statements. Reverse repo agreements are accounted for as due from credit institutions or loans to customers, as appropriate. Any related income arising from the pricing spreads for the underlying securities is recognised as interest income over the period that the related transactions are open using the effective interest method. Securities received as collateral under reverse repo agreements are not recognised in the consolidated financial statements. If assets purchased under an agreement to resell are sold to third parties, the obligation to return securities is recorded as a trading liability and measured at fair value. 21
(vi) Securitisation and transfer of assets For securitised financial assets, the Group considers both the degree of transfer of risks and rewards on assets transferred to another entity and the degree of control exercised by the Group over the other entity. When the Group, in substance, controls the entity to which financial assets have been transferred, the entity is included in these consolidated financial statements and the transferred assets are recognised in the consolidated statement of financial position. When the Group has transferred financial assets to another entity, but has retained substantially all the risks and rewards relating to the transferred assets, the transferred assets are recognised in the consolidated statement of financial position. When the Group transfers substantially all the risks and rewards relating to the transferred assets to an entity that it does not control, the assets are derecognised from the consolidated statement of financial position. If the Group neither transfers nor retains substantially all the risks and rewards relating to the transferred assets, the assets are derecognised if the Group has not retained control over the assets. (vii) Derivative financial instruments The Group enters into derivative contracts for trading purposes. Derivative financial instruments include swap, forward, futures, spot transactions and options in interest rate, foreign exchange, precious metals and stock markets, and any combinations of these instruments. The Group classifies these financial instruments as financial assets or liabilities held for trading. Derivatives are initially recognised at fair value, which is normally the transaction price (i.e. the fair value of the consideration given or received for them), and subsequently are measured at their fair value. Fair values are obtained from quoted market prices (if available) or are estimated using appropriate valuation models and available market prices. The realised trading profits from derivatives and unrealised changes in the fair value of derivative contracts are recognised immediately in profit or loss. Derivatives may be embedded in another contractual arrangement (a host contract). An embedded derivative is separated from the host contract and is accounted for as a derivative if, and only if the economic characteristics and risks of the embedded derivative are not closely related to the economic characteristics and risks of the host contract, a separate instrument with the same terms as the embedded derivative would meet the definition of a derivative; and the combined instrument is not measured at fair value with changes in fair value recognised in profit or loss. Derivatives embedded in financial assets or financial liabilities at fair value through profit or loss are not separated. Derivatives held for risk management purposes include all derivative assets and liabilities that are not classified as trading assets and liabilities. Derivatives held for risk management purposes are measured at fair value in the statement of financial position. The group designates certain derivatives held for risk management as hedging instruments in qualifying hedging relationships. On initial designation of the hedge, the Group formally documents the relationships between the hedging instruments and hedged items, including the risk management objective and strategy in undertaking the hedge, together with the method that will be used to assess the effectiveness of the hedging relationship. The Group makes an assessment, both at inception of the hedge relationship and on an ongoing basis, of whether the hedging instruments are expected to be highly effective in offsetting the changes in the fair value or cash flows of the respective hedged items during the period for which the hedge is designated, and whether the actual results of each hedge are within a range of 80-125%. (viii) Cash flow hedge When a derivative is designated as the hedging instrument in a hedge of the variability in cash flows attributable to a particular risk associated with a recognised asset or liability that could affect profit or loss, the effective portion of changes in the fair value of the derivative is recognised in other comprehensive income and presented 22
in the hedging reserve within equity. Any ineffective portion of changes in the fair value of the derivative is recognised immediately in profit or loss. The amount recognised in other comprehensive income is reclassified to profit or loss as a reclassification adjustment in the same period as the hedged cash flows affect profit or loss, and in the same line item in the statement of profit or loss and other comprehensive income. If the hedging derivative expires or is sold, terminated or exercised, or the hedge is no longer meets the criteria for cash flow hedge accounting, or the hedge designation is revoked, then hedge accounting is discontinued prospectively. (ix) Due from credit institutions In the normal course of business, the Group lends or deposits funds for various periods with other credit institutions. Such amounts are categorized as loans originated by the Group and are carried at amortized cost. As these placements of funds are typically unsecured extensions of credit, some of the assets may be impaired. The principles used to create allowance for loan impairment on amounts due from credit institutions are described below for financial assets carried at amortized cost. (x) Promissory notes In the normal course of business the Group acquires promissory notes of third parties. These notes generally have short-term to medium-term maturity. Promissory notes are categorized as securities at fair value through profit or loss, investments available-for-sale or held-to-maturity or or amounts due from credit institutions or loans to customers depending on their economic substance. Promissory notes are measured by the Group according to the appropriate accounting policies for the respective assets. (xi) Trade receivables (payables) Trade receivables (payables) are initially recognised at fair value, which is the fair value of the consideration given (received), and are subsequently measured at amortized cost. An allowance for impairment of trade receivables is established if there is objective evidence that the Group will not be able to collect all amounts due according to the original terms of receivables. The amount of the allowance is determined using the principles described below for financial assets carried at amortized cost. (xii) Amounts owed to credit institutions and to customers and subordinated debts Amounts owed to credit institutions and to customers and subordinated debts are initially recognised at fair value less transaction costs that are directly attributable to the acquisition or issue of the financial liability. Subsequently amounts due are stated at amortized cost and any difference between the carrying amount and the redemption value is recognised in profit or loss over the period of the borrowings using the effective interest method. If the Group purchases its own debt, it is removed from the consolidated statement of financial position and the difference between the carrying amount of a liability and the consideration paid is included in net interest income. (xiii) Bonds issued Bonds issued represent bonds issued by the Group to domestic customers and eurobonds. Eurobonds represent mainly internationally traded Euro Medium Term Notes and Loan Participation Notes issued by the Group. Bonds issued are accounted for according to the same principles used for amounts owed to credit institutions and to customers. (xiv) Offsetting Financial assets and liabilities are offset and the net amount reported in the consolidated statement of financial position when there is a legally enforceable right to set off the recognised amounts and there is an intention to settle on a net basis, or realize the asset and settle the liability simultaneously. 23
f) Impairment (i) Financial assets carried at amortized cost Financial assets carried at amortized cost consist principally of loans to customers, investments held-to-maturity and other receivables. The Group reviews its loans, investments held-to-maturity and receivables to assess impairment on a regular basis. A loan or receivable is impaired and impairment losses are incurred if, and only if, there is objective evidence of impairment as a result of one or more events that occurred after the initial recognition of the loan or receivable and that event (or events) has had an impact on the estimated future cash flows of the loan that can be reliably estimated. Objective evidence that financial assets are impaired can include default or delinquency by a borrower, breach of loan covenants or conditions, restructuring of a loan or advance by the Group on terms that the Group would not otherwise consider, indications that a borrower or issuer will enter bankruptcy, the disappearance of an active market for a security, deterioration in the value of collateral, or other observable data relating to a group of assets such as adverse changes in the payment status of borrowers in the group, or economic conditions that correlate with defaults in the group. The Group first assesses whether objective evidence of impairment exists individually for loans and receivables that are individually significant, and individually or collectively for loans and receivables that are not individually significant. If the Group determines that no objective evidence of impairment exists for an individually assessed loan or receivable, whether significant or not, it includes the loan in a group of loans and receivables with similar credit risk characteristics and collectively assesses them for impairment. Loans and receivables that are individually assessed for impairment and for which an impairment loss is or continues to be recognised are not included in a collective assessment of impairment. If there is objective evidence that an impairment loss on a loan or receivable has been incurred, the amount of the loss is measured as the difference between the carrying amount of the loan or receivable and the present value of estimated future cash flows including amounts recoverable from guarantees and collateral discounted at the loan or receivable s original effective interest rate. Contractual cash flows and historical loss experience adjusted on the basis of relevant observable data that reflect current economic conditions provide the basis for estimating expected cash flows. In some cases the observable data required to estimate the amount of an impairment loss on a loan or receivable may be limited or no longer fully relevant to current circumstances. This may be the case when a borrower is in financial difficulties and there is little available historical data relating to similar borrowers. In such cases, the Group uses its experience and judgment to estimate the amount of any impairment loss. The allowance for impairment losses covers losses where there is objective evidence that incurred losses are present in the loan portfolio at the reporting date. These have been estimated based upon historical patterns of losses in each component of the loan portfolio, the credit ratings allocated to borrowers and reflecting the current economic conditions in which the borrowers operate. All impairment losses in respect of loans and receivables are recognised in profit or loss and are only reversed if a subsequent increase in the recoverable amount can be related objectively to an event occurring after the impairment loss was recognised. When a loan is uncollectable, it is written off against the related allowance for loan impairment. The Group writes off a loan balance (and any related allowance for impairment losses) when management determines that the loans are uncollectible and when all necessary steps to collect the loan are completed. Loans are regarded as non-performing if the loan has been in default as to payment of principal or interest for 90 days or more. Loans are considered contractually overdue when a borrower fails to make a scheduled payment of principal or interest for more than five days from the date stated in the loan agreement. If the amount of the impairment losses subsequently decreases due to an event occurring after the write-down, the recovery of the impairment is credited to the provision for impairment losses in profit or loss. 24
(ii) Available-for-sale Impairment losses on available-for-sale financial assets are recognised by transferring the cumulative loss that is recognised in other comprehensive income to profit or loss as a reclassification adjustment. The cumulative loss that is reclassified from other comprehensive income to profit or loss is the difference between the acquisition cost, net of any principal repayment and amortisation, and the current fair value, less any impairment loss previously recognised in profit or loss For an investment in an equity security available-for-sale, a significant or prolonged decline in its fair value below its cost is objective evidence of impairment. If, in a subsequent period, the fair value of an impaired available-for-sale debt security increases and the increase can be objectively related to an event occurring after the impairment loss was recognised in profit or loss, the impairment loss is reversed, with the amount of the reversal recognised in profit or loss. However, any subsequent recovery in the fair value of an impaired available-for-sale equity security is recognised in other comprehensive income. (iii) Financial assets carried at cost Financial assets carried at cost include unquoted equity instruments included in investments available-for-sale that are not carried at fair value because their fair value can not be reliably measured. If there is objective evidence that such investments are impaired, the impairment loss is calculated as the difference between the carrying amount of the investment and the present value of the estimated future cash flows discounted at the current market rate of return for a similar financial asset. All impairment losses in respect of these investments are recognised in profit or loss and can not be reversed. (iv) Non financial assets Other non financial assets, other than deferred taxes, are assessed at each reporting date for any indications of impairment. If any such indication exists, then the asset s recoverable amount is estimated. The recoverable amount of non financial assets is the greater of their fair value less costs to sell and value-in-use. In assessing value-in-use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate cash inflows largely independent of those from other assets, the recoverable amount is determined for the cash-generating unit to which the asset belongs. An impairment loss is recognised if the carrying amount of an asset or its related cash-generating unit (CGU) exceeds its estimated recoverable amount. All impairment losses in respect of non financial assets are recognised in profit or loss. Impairment losses recognised in respect of CGUs are allocated first to reduce the carrying amount of any goodwill allocated to the CGU (group of CGUs), and then to reduce the carrying amounts of the other assets in the CGU (group of CGUs) on a pro rata basis. An impairment loss is reversed only if there has been a change in the estimates used to determine the recoverable amount. An impairment loss is reversed only to the extent that the asset s carrying amount does not exceed the carrying amount that would have been determined, net of depreciation or amortisation, if no impairment loss had been recognised. g) Assets held for sale A non-current asset is classified as held for sale if it is highly probable that the asset s carrying amount will be recovered through a sale transaction rather than through continuing use. Such sale transactions should be principally completed within one year from the date of classification of an asset as held for sale. Immediately before classification as held for sale, the assets are remeasured in accordance with the Group s accounting policies. Thereafter generally the assets held for sale are measured at the lower of their carrying amount and fair value less costs to sell. If the fair value less costs to sell of an asset held for sale is lower than its carrying amount, an impairment loss is recognised in profit or loss. Any subsequent increase in an asset s fair value less 25
costs to sell is recognised to the extent of the cumulative impairment loss that was previously recognised in relation to that specific asset. h) Goodwill Goodwill on acquisitions of subsidiaries is separately presented in the consolidated statement of financial position. In respect of associates, the carrying amount of goodwill is included in the carrying amount of the investment in the associate. Goodwill is tested for impairment annually on the reporting date or more frequently if events or changes in circumstances indicate that it might be impaired and is carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold. i) Property, plant, equipment and intangibles Property, plant and equipment and intangibles are recorded at historical cost less accumulated depreciation (amortization) and any accumulated impairment losses. Furthermore, the historical cost of property, plant and equipment and intangibles of the subsidiaries that used the Russian Rouble as the functional currency of their financial statements during the period when the Russian Federation met the criteria of a hyperinflationary economy, is restated to the equivalent purchasing power of the Russian Rouble at 2002 for assets acquired prior to that date. Depreciation (amortization) is provided to write off the cost on a straight-line basis over the estimated useful economic life of the asset. The economic lives are as follows: Years Buildings 20-50 Office equipment 3-20 Leasehold improvements Over expected life of the lease Software and other intangible assets 3-10 Programming rights include licenses for broadcasting of films and TV programs owned by the Group. Programming rights are amortized depending on the number of contracted airings as follows. Amortization rate for 1 airing is 100%. If the limitation to the number of airings is higher than two or there is no such limitation for a product, amortization is calculated agreed to category of broadcasting of films and TV programs and appropriate amortization rate. Assets under construction are not depreciated. Depreciation of these assets will begin when the related assets are ready to be placed in service. Repairs and maintenance are charged to profit or loss at the date the services are provided. j) Construction contracts The Group also enters into construction contracts, which generally represent long-term contracts to manufacture design-build equipment, including nuclear power plant equipment, continuous casting machines, handling machinery and equipment for cryogen products. Contract costs are recognised when incurred. When the outcome of a construction contract cannot be estimated reliably, contract revenue is recognised only to the extent of contract costs incurred that are probable of recovery. When the outcome of a construction contract can be estimated reliably and it is probable that the contract will be profitable, contract revenue is recognised over the period of the contract. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognised as an expense immediately. The Group uses the percentage of completion method to determine the appropriate amount of revenues to be recognised in a given period. The stage of completion is measured by reference to the contract costs incurred up to the reporting date as a percentage of total estimated costs for each contract. Costs incurred in the year in connection with future activity on a contract are excluded from contract costs in determining the stage of completion. They are presented as inventories, prepayments or other assets, depending on their nature. 26
The Group presents as an asset the gross amount due from customers for contract work for all contracts in progress for which costs incurred plus recognised profits (less recognised losses) exceeds progress billings. Progress billings not yet paid by customers are included within trade and other receivables. The Group presents as a liability the gross amount due to customers for contract work for all contracts in progress for which progress billings exceed costs incurred plus recognised profits (less recognised losses). k) Inventories The Group regards non financial assets (property) that are held for sale in the ordinary course of business as inventories. Inventories are measured at the lower of cost and net realizable value. The cost of inventories held by the Group comprises all costs of purchase including purchase price, duties and other taxes, transportation and other costs directly attributable to acquisition. The Group recognizes the amount of any write-down of inventories to net realizable value and all losses of inventories as an expense in the period the write-down or loss occurs. l) Exploration and evaluation assets The Group recognizes the following expenditures associated with finding of specific mineral resources (e.g. oil and gas) as exploration and evaluation assets: (a) acquisition of rights to explore; (b) topographical, geological, geochemical and geophysical studies; (c) exploratory drilling; (d) trenching; (e) sampling; and (f) activities in relation to evaluating the technical feasibility and commercial viability of extracting a mineral resource. Expenditures related to the development of mineral resources are not recognised by the Group as exploration and evaluation assets. Exploration and evaluation assets are capitalized and measured at cost. The Group distinguishes between tangible or intangible exploration and evaluation assets. To the extent that a tangible asset is consumed in developing an intangible asset, the amount reflecting that consumption is part of the cost of the intangible asset. Exploration and evaluation assets are assessed for impairment when facts and circumstances suggest that the carrying amount of an exploration and evaluation asset may exceed its recoverable amount. Any impairment losses is recognised immediately in profit or loss. m) Investment property Investment property is property held by the Group to earn rentals or for capital appreciation, or both, rather than for use for administrative purposes or sale in the ordinary course of business. Investment properties are stated at cost, less accumulated depreciation and allowance for impairment. If any indication exists that investment properties may be impaired, the Group estimates the recoverable amount as the higher of value-in-use and fair value less cost to sell. n) Operating and finance leases The Group enters into operating lease agreements as a lessee. The total payments made under operating leases are charged to profit or loss on a straight-line basis over the period of the lease. The Group also enters into finance lease agreements as a lessor. Assets held under finance lease in the consolidated statement of financial position are presented as a receivable at an amount equal to the net investment in the lease. Under a finance lease substantially all the risks and rewards incidental to legal ownership are transferred by the lessor, and thus the lease payment receivable is treated by the lessor as repayment of principal and finance income to reimburse and reward the lessor for its investments and services. The recognition of finance income is based on a pattern reflecting a constant periodic rate of return on the lessor s net investment in the finance lease. Lease payments relating to the period, excluding costs for services, are applied against the gross investment in the lease to reduce both the principal and unearned finance income. o) Fiduciary activities The Group provides trustee services to its customers. Also the Group provides depositary services to its customers, which include transactions with securities on their depo accounts. Assets and liabilities incurred under the trustee and depository activities are not included in the consolidated financial statements. The Group accepts the 27
operational risk on these activities, and the customers bear the credit and market risks associated with such operations. p) Dividends, treasury shares and additional paid-in capital Dividends on ordinary shares are reflected as an appropriation of retained earnings in the period in which they are declared. Dividends for the year, which are declared after the reporting date, are treated as a subsequent event under IAS 10 Events After the Reporting Period. The Bank s shares that are reacquired by the Bank or its subsidiaries are referred to as treasury shares and are shown as a deduction from total equity. Gains and losses on sales of own shares are charged or credited to equity. The amounts received on the issuance of the Bank s shares exceeding their par value are referred to as additional paid-in capital and are accounted as a part of equity. q) Provisions Provisions are recognised in the consolidated statement of financial position when the Group has a present legal or constructive obligation as a result of past events, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and a reliable estimate of the amount of the obligation can be made. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. A provision for restructuring is recognised when the Group has approved a detailed and formal restructuring plan, and the restructuring either has commenced or has been announced publicly. Future operating costs are not provided for. r) Taxation Profit tax comprises current and deferred tax. Profit tax is recognised in profit or loss except to the extent that it relates to items recognised in other comprehensive income or directly in equity, in which case it is recognised within other comprehensive income or directly in equity. The current taxation charge is calculated in accordance with the regulations of the Russian Federation and other jurisdictions in which the Bank has offices and branches or where its subsidiaries are located and is based on the results reported in the statements of profit or loss of the Bank and its subsidiaries prepared under statutory tax legislation. Deferred profit taxes are provided on temporary differences between the tax base of an asset or liability and its carrying amount in the statement of financial position. The tax base of an asset or liability is the amount attributed to that asset or liability for tax purposes. Deferred profit tax assets and liabilities are measured at the tax rates that are expected to apply in the period when the asset is realised or the liability is settled. The following temporary differences are not provided for: goodwill not deductible for tax purposes, the initial recognition of assets or liabilities that affect neither accounting nor taxable profit and temporary differences related to investments in subsidiaries and associates where the parent is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the temporary differences, unused tax losses and credits can be utilised. Deferred tax assets are reduced to the extent that it is no longer probable that the related tax benefit will be realised. Deferred tax assets and liabilities are offset if the Group has a legally enforceable right to offset current tax assets and liabilities, and they relate to income taxes levied by the same tax authority on the same taxable entity, or on different tax entities, but they intend to settle current tax liabilities and assets on a net basis or their tax assets and liabilities will be realised simultaneously. 28
In accordance with the tax legislation of the Russian Federation, tax losses and current tax assets of a company in the Group may not be set off against taxable profits and current tax liabilities of other Group companies. In addition, the tax base is determined separately for each of the Group s main activities and, therefore, tax losses and taxable profits related to different activities cannot be offset. The Russian Federation also has various other taxes that are relevant to the Group s activities. These taxes (except recoverable value added tax) are included as a component of administrative expenses in profit or loss. s) Value added tax VAT related to sales of products and services is payable to tax authorities at the earlier of (a) receipt of advances from customers or (b) delivery of the goods or services to customers. Input VAT is generally recoverable against output VAT upon receipt of the VAT invoice. The tax authorities permit the settlement of VAT on a net basis. VAT related to sales and purchases, which have not been settled at the reporting date (VAT recoverable and deferred VAT payable), is recognised on a gross basis and disclosed separately as other assets and other liabilities. Where an allowance has been made for impairment of receivables, the impairment loss is recorded for the gross amount of the debtor, including VAT. The related VAT deferred liability is maintained until the receivable is written off for tax purposes. t) Cash and cash equivalents Cash and cash equivalents comprise cash balances, current accounts with the Central Bank of the Russian Federation and amounts due from credit institutions with maturity of three months or less when originated that are subject to insignificant risk of changes in their fair value. Cash balances with contractual limitations on immediate disposal and overdue amounts are excluded from cash and cash equivalents. u) Credit related commitments In the normal course of business, the Group enters into credit related commitments, comprising undrawn credit lines, letters of credit and guarantees, and provides other forms of credit insurance. Financial guarantees issued by the Group represent an obligation to pay a certain amount to a beneficiary as a compensation of loss, incurred as a result of the debtor s failure to make payment when due in accordance with the original or modified terms of the financial instrument. Such guarantees are initially recognised at fair value. Subsequently they are measured at the higher of created provision and initial cost less, where applicable, accumulated amortization of commission income, received under the financial guarantee. Provisions for losses under financial guarantees and other credit related commitments are recognised when losses are considered probable and can be measured reliably. Financial guarantee liabilities and provisions for other credit related commitment are included within other liabilities. v) Share capital (i) Ordinary shares Ordinary shares are classified as equity. Incremental costs directly attributable to the issue of ordinary shares and share options are recognised as a deduction from equity, net of any tax effects. (ii) Repurchase of share capital When share capital recognised as equity is repurchased, the amount of the consideration paid, including directly attributable costs, is recognised as a decrease in equity. 29
(iii) Preference shares Non-cumulative preference shares that do not include fixed or determinable dividends are classified as equity. w) Perpetual instruments Perpetual non-redeemable debt instruments issued by the Group which carry no mandatory interest payments are classified as equity. x) Transactions with shareholders Transactions with the Group's shareholders may include various contributions by and distributions to shareholders other than investment in share capital or dividend payout. Such transactions are accounted for in equity and are presented separately from other changes in equity in the consolidated statement of changes in equity for the year. y) Share-based payments As a part of its remuneration policy the Group uses share-based payments (including share options) for services of its employees and directors. The fair value of services received is measured indirectly, i.e. by reference to the fair value of the share-based instruments granted. The fair value of the instruments is measured (i) by use of a market quotation for the instruments that are traded on an active market or (ii) by use of valuation techniques that are commonly used for valuation of such instruments if the share-based instrument is not actively traded. Expenses related to the options are accrued starting from the grant date through to the vesting date regardless of the service period covered. Equity-settled share-based payments are measured at the fair value of the equity instrument at the grant date. The fair value determined at the grant date is expensed on a straight-line basis over the vesting period, based on the Group s estimate of the number of shares that will eventually vest. For cash-settled share-based payments (share appreciation rights), a liability equal to the portion of the services received is recognised at the current fair value determined at each reporting date. Share-based payment transactions with a cash alternative are structured so that the employee has the right to choose whether the transaction is settled in equity instruments or in cash-settled share appreciation rights and at the day of settlement the fair value of one settlement alternative is the same as the other. As a result, such transactions are accounted for in the same way as cash-settled share-based payments. At the date of settlement the liability is re-measured to its fair value. If the employee chooses settlement in equity instruments, the liability is transferred directly to equity. z) Segment reporting An operating segment is a component of a group that: (i) engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same group); (ii) whose operating results are regularly reviewed by the group s chief operating decision maker to make decisions about resources to be allocated to the segment and assess its performance, and (iii) for which discrete financial information is available. Internal reports which are regularly reviewed by the chief operating decision maker are based on financial information prepared in accordance with IFRS as management believes that such information is the most relevant in evaluating the segment results. Intersegment balances and transactions are eliminated in the segment reporting reviewed by the chief operating decision maker. 30
aa) Changes in accounting policies Impairment of interest earning assets denominated in foreign currencies Following the devaluation of the Russian Rouble in the 4th quarter of 2014 (Note 2) the Group decided that the users of financial statements would benefit from the separate analysis of the following movements in the allowances for impairment losses on interest earning assets: movement arising from the changes in foreign currency exchange rates during the period, and movement arising from the changes in the risk of financial losses occurring due to the default by a borrower or counterparty on their obligation to the Group (credit risk). As a result, the Group has changed its accounting policy regarding the presentation of foreign currency exchange differences arising on impairment allowance for interest earning assets denominated in foreign currencies. Such foreign exchange differences are presented as a part of Gains/losses from foreign exchange translation in the consolidated statement of profit or loss and other comprehensive income. Previously such foreign exchange differences were included in Impairment of interest earning assets. For the year ended 2014 the effect of such differences was RUB 34 315 million. The change of accounting policy has been applied retrospectively, thus the comparative amounts for 2013 were also changed. Adjustment of As previously reported prior period amount As adjusted Impairment of interest earning assets (14 474) 2 104 (12 370) Gains (losses) from trading in foreign currencies, operations with foreign currency derivatives and foreign exchange translation 5 554 (2 104) 3 450 The change has no effect on consolidated statement of financial position or net profit for 2013. New standards adopted The Group has adopted the following amendments to standards, including any consequential amendments to other standards, with a date of initial application of 1 January 2014: Amendments to IAS 32 Financial Instruments: Presentation - Offsetting Financial Assets and Financial Liabilities do not introduce new rules for offsetting financial assets and liabilities; rather they clarify the offsetting criteria to address inconsistencies in their application. The amendments specify that an entity currently has a legally enforceable right to set-off if that right is not contingent on a future event; and enforceable both in the normal course of business and in the event of default, insolvency or bankruptcy of the entity and all counterparties. The Group does not expect that these amendments will have an impact on its consolidated financial statements. New standards and interpretations not yet adopted A number of new standards and amendments to standards are effective for annual periods beginning after 1 January 2015. However, the Group decided not to apply the following new or amended standards early in preparing these consolidated financial statements. IFRS 9 Financial Instruments IFRS 9 published in July 2014 replaces the existing guidance in IAS 39 Financial Instruments: Recognition and Measurement. IFRS 9 includes revised guidance on the classification and measurement of financial instruments, including a new expected credit loss model for calculating impairment on financial assets and new general hedge accounting requirements. It also carries forward the guidance on recognition and derecognition of financial instruments from IAS 39. 31
IFRS 9 is effective for annual reporting periods beginning on or after 1 January 2018 with early adoption permitted. The Group is assessing the potential impact on its consolidated financial statements resulting from the application of IFRS 9. IFRS 15 Revenue from Contracts with Customers IFRS 15 establishes a comprehensive framework for determining whether, how much and when revenue is recognised. It replaces existing revenue recognition guidance, including IAS 18 Revenue, IAS 11 Construction Contracts and IFRIC 13 Customer Loyalty Programmes. IFRS 15 is effective for annual reporting periods beginning on or after 1 January 2017 with early adoption permitted. The Group is assessing the potential impact on its consolidated financial statements resulting from the application of IFRS 15. The following new or amended standards are not expected to have a significant impact on the Group s consolidated financial statements after they become effective: Defined Benefit Plans: Employee Contributions (Amendments to IAS 19) IFRS 14 Regulatory Deferral Accounts Accounting for Acquisitions of Interests in Joint Operations (Amendments to IFRS 11) Clarification of Acceptable Methods of Depreciation and Amortisation (Amendments to IAS 16 and IAS 38) Agriculture: Bearer Plants (Amendments to IAS 16 and IAS 41) Equity method in Separate Financial Statements (Amendments to IAS 27) Sale of Contribution of Assets between an Investor and its Associate or Joint Venture (Amendments to IFRS 10 and IAS 28). NOTE 4 SEGMENT REPORTING (a) Operating segments Management determined that the Group operates in the following operating segments according to IFRS 8 Operating Segments: "Banking", "Media" and "Machinery", which are described in Note 1. Other operations include: real estate development, natural gas trading and project engineering in the power sector (the "Other" segment). For additional disclosures on types of products and services included in non-banking operating segments refer to Note 9. For additional information about companies forming each of the operating segments refer to Note 32. Assets of the banking segment include investments in subsidiaries representing other segments which are eliminated on consolidation. Information regarding the results of each operating segment is disclosed below. Performance is measured based on segment profit from operations after profit tax as included in the internal management reports that are reviewed by the Management Board. 32
Segment information for operating segments as of 2014 and 2013 and for the years then ended is as follows: Banking Media Machinery Other Eliminations Consolidated Profit and loss information Year ended 2014 Interest income External 268 569 123 169 762-269 623 Interest income Intersegment 8 620 524 91 190 (9 425) - Interest expense External (171 387) (1 455) (104) (58) - (173 004) Interest expense Intersegment (805) (1 722) (4 247) (2 651) 9 425 - Net interest income 104 997 (2 530) (4 091) (1 757) - 96 619 (Impairment) recovery of impairment of interest earning assets (53 501) - 95 (746) - (54 152) Net interest income (expense) after impairment of interest earning assets 51 496 (2 530) (3 996) (2 503) - 42 467 Fees and commissions income External 22 485 20 - - - 22 505 Fees and commissions income Inter-segment 159 - - - (159) - Fees and commissions expense External (8 092) - - (37) - (8 129) Fees and commissions expense Inter-segment - (23) (69) (67) 159 - Non-interest loss from financial assets and liabilities held for trading, net External (25 334) - - (1) - (25 335) Gain (loss) from investments available-for-sale and investments in associates, net External 17 054 (25) (195) (431) - 16 403 Gain (loss) from trading in foreign currencies, operations with foreign currency derivatives and foreign exchange translation, net External 7 204 (1 448) (101) (1 771) - 3 884 Other operating income External 7 769 256 2 1 307-9 334 Other operating income* Inter-segment 1 244 - - - (1 244) - Non-interest income (expense) 22 489 (1 220) (363) (1 000) (1 244) 18 662 Non-banking operating revenues External - 72 071 49 862 50 505-172 438 Non-banking operating revenues Inter-segment - - 9 25 (34) - Non-banking operating expenses External - (64 953) (51 646) (47 530) - (164 129) Non-banking operating expenses Inter-segment - (22) (2) (10) 34 - Non-banking operating profits (losses) - 7 096 (1 777) 2 990-8 309 Banking salaries and employment benefits External (30 043) - - - - (30 043) Banking administrative expenses External (28 162) - - - - (28 162) Impairment of assets and provisions for other risks External (11 874) (307) - (809) - (12 990) Impairment of goodwill External - (2 035) - - - (2 035) Non-interest expense (70 079) (2 342) - (809) - (73 230) Profit (loss) before profit tax 3 906 1 004 (6 136) (1 322) (1 244) (3 792) Profit tax expense (6 428) (3 098) (152) (228) - (9 906) Loss for the year (2 522) (2 094) (6 288) (1 550) (1 244) (13 698) 33
Banking Media Machinery Other Eliminations Consolidated Loss for the year attributable to: Group s shareholders (7 244) (2 136) (4 863) (1 059) (1 244) (16 546) Non-controlling interests 4 722 42 (1 425) (491) - 2 848 Loss for the year (2 522) (2 094) (6 288) (1 550) (1 244) (13 698) *Included in intersegment Other operating income for the year 2014 is RUB 1 224 million which represents dividends paid by OAO Gazprom Media Holding (2013: nill). 34
Banking Media Machinery Other Eliminations Consolidated Profit and loss information Year ended 2013 Interest income External 212 749 24 24 399-213 196 Interest income Inter-segment 6 974 806 102 146 (8 028) - Interest expense External (128 139) (758) (111) 532 - (128 476) Interest expense Inter-segment (1 054) - (4 677) (2 297) 8 028 - Net interest income 90 530 72 (4 662) (1 220) - 84 720 Impairment of interest earning assets (12 161) (33) (93) (83) - (12 370) Net interest income (expense) after impairment of interest earning assets 78 369 39 (4 755) (1 303) - 72 350 Fees and commissions income External 18 586 - - - - 18 586 Fees and commissions income Inter-segment 110 - - - (110) - Fees and commissions expense External (6 293) - - (24) - (6 317) Fees and commissions expense Inter-segment - (14) (70) (26) 110 - Non-interest loss from financial assets and liabilities held for trading, net External (4 211) - - (169) - (4 380) Gain (loss) from investments available-for-sale and investments in associates, net External 13 996 (25) (73) (191) - 13 707 Gain (loss) from trading in foreign currencies, operations with foreign currency derivatives and foreign exchange translation, net External 4 236 (114) (161) (511) - 3 450 Other operating income External 5 933 - - 547-6 480 Other operating income Inter-segment (288) (63) 369 (18) - - Non-interest income (expense) 32 069 (216) 65 (392) - 31 526 Non-banking operating revenues External - 56 161 61 628 36 748-154 537 Non-banking operating expenses External - (43 260) (62 441) (40 724) - (146 425) Non-banking operating profits (losses) - 12 901 (813) (3 976) - 8 112 Banking salaries and employment benefits External (34 687) - - - - (34 687) Banking administrative expenses External (24 920) - - - - (24 920) Impairment of assets and provisions for other risks External (4 753) (310) (387) (3 060) - (8 510) Impairment of goodwill External (258) (32) - - - (290) Non-interest expense (64 618) (342) (387) (3 060) - (68 407) Profit (loss) before profit tax 45 820 12 382 (5 890) (8 731) - 43 581 Profit tax (expense) benefit (8 981) (3 752) 1 276 918 - (10 539) Profit (loss) for the year 36 839 8 630 (4 614) (7 813) - 33 042 Profit (loss) for the year attributable to: Group s shareholders 35 703 8 886 (4 726) (7 801) - 32 062 Non-controlling interests 1 136 (256) 112 (12) - 980 Profit (loss) for the year 36 839 8 630 (4 614) (7 813) - 33 042 35
Banking Media Machinery Other Eliminations Consolidated Statement of financial position 2014 Cash and due from the CBR and credit institutions 864 987 12 077 4 100 8 333 (18 640) 870 857 Financial assets held for trading 205 572-102 150 (351) 205 473 Loans to customers 3 134 838 597 35 5 880 (118 487) 3 022 863 Investments available-for-sale and investments in associates 188 797 333 394 4 628 (108 803) 85 349 Receivables and prepayments 44 036 13 868 39 030 19 836 (6 470) 110 300 Investments held-to-maturity 174 856 - - 3-174 859 Inventories 1 248 437 21 156 36 366-59 207 Property, plant and equipment and intangibles 41 785 60 321 47 155 10 002-159 263 Goodwill 911 32 387 1 572 977-35 847 All other assets 27 349 4 836 6 206 6 128 (17) 44 502 Total assets 4 684 379 124 856 119 750 92 303 (252 768) 4 768 520 Financial liabilities held for trading 23 820 1 18 - - 23 839 Amounts owed to credit institutions 573 151 31 951 61 083 29 842 (110 415) 585 612 Amounts owed to customers 2 885 822 9 4 238 9 627 (32 157) 2 867 539 Bonds issued 537 210 - - - - 537 210 Subordinated debts 131 880 - - - - 131 880 All other liabilities 107 375 24 423 30 383 22 669 (1 393) 183 457 Total liabilities 4 259 258 56 384 95 722 62 138 (143 965) 4 329 537 Banking Media Machinery Other Eliminations Consolidated Statement of financial position 2013 Cash and due from the CBR and credit institutions 551 411 15 878 2 203 4 697 (18 827) 555 362 Financial assets held for trading 293 274-66 246 (309) 293 277 Loans to customers 2 430 849 1 221 5 386 (80 588) 2 355 869 Investments available-for-sale and investments in associates 194 374 101 721 4 281 (101 006) 98 471 Receivables and prepayments 25 413 14 342 32 017 11 858 (2 532) 81 098 Investments held-to-maturity 33 319 - - 1-33 320 Inventories 1 135 176 21 779 34 062-57 152 Property, plant and equipment and intangibles 32 447 33 904 42 175 6 639-115 165 Goodwill 911 20 335 1 572 977-23 795 All other assets 18 387 2 486 6 155 6 490 (47) 33 471 Total assets 3 581 520 87 223 106 909 74 637 (203 309) 3 646 980 Financial liabilities held for trading 3 113-57 44-3 214 Amounts owed to credit institutions 420 996 5 405 47 222 30 699 (74 100) 430 222 Amounts owed to customers 2 278 998 10 4 183 4 908 (27 283) 2 260 816 Bonds issued 341 074 - - - - 341 074 Subordinated debts 97 092 - - - - 97 092 All other liabilities 56 442 12 420 27 841 15 714 (920) 111 497 Total liabilities 3 197 715 17 835 79 303 51 365 (102 303) 3 243 915 36
(b) Geographical areas The Group primarily operates in the Russian Federation. The effect of operations of the Group's subsidiaries in other countries is presented below: Russian Federation 2014 2013 Other countries Adjustments Total Russian Other consolidated Federation countries Adjustments Total consolidated Net interest income 96 054 545 20 96 619 85 065 (361) 16 84 720 Noninterest income 4 390 14 345 (73) 18 662 27 344 4 700 (518) 31 526 Nonbanking operating profit, net 7 954 355-8 309 8 203 (91) - 8 112 Property, plant and equipment and intangibles 155 605 3 658-159 263 112 639 2 526-115 165 The total amount of revenues from each single external customer or group of connected customers does not exceed 10 per cent of revenues. Substantially all of non-current assets are located in the Russian Federation. NOTE 5 NET INTEREST INCOME Net interest income for the years ended 2014 and 2013 comprise: 2014 2013 Interest income Interest income on financial assets at amortized cost: Loans to customers: Loans to legal entities 197 545 153 317 Loans to individuals 37 928 30 485 Financial leasing 7 057 6 116 Investments held-to-maturity 5 539 1 926 Due from credit institutions 5 168 1 968 Due from the Central Bank of the Russian Federation 193 263 Interest income on financial assets at fair value through profit or loss and investments available-for-sale: Debt securities 16 193 19 121 269 623 213 196 Interest expense Interest expense on financial liabilities at amortized cost: Amounts owed to customers: Amounts owed to legal entities (86 139) (64 589) Amounts owed to individuals (14 850) (16 407) Promissory notes and certificates of deposit issued (5 289) (10 606) Ministry of Finance of the Russian Federation (3 192) (1 197) Bonds issued (27 978) (20 466) Amounts owed to the Central Bank of the Russian Federation (19 484) (3 659) Subordinated debts (8 662) (5 100) Amounts owed to credit institutions (5 283) (4 122) Other interest expense (2 127) (2 330) (173 004) (128 476) Net interest income 96 619 84 720 37
NOTE 6 PROVISIONS AND IMPAIRMENT LOSSES The allowance for impairment losses in the consolidated statement of profit or loss and other comprehensive income represents the charge required in the current period to establish the total allowance for losses carried forward in accordance with IFRS. The movements in the allowances for impairment losses on interest earning assets during the years ended 2014 and 2013 were as follows: Due from credit institutions Loans to customers Investments held-tomaturity Total allowance for impairment 2012 694 65 796 448 66 938 Impairment losses 245 12 057 68 12 370 Foreign exchange translation differences (Note 3(aa)) - 2 104-2 104 Effect of translation to presentation currency - 12-12 Amounts written off - (1 275) - (1 275) 2013 939 78 694 516 80 149 Impairment losses 526 52 864 762 54 152 Foreign exchange translation differences (Note 3(aa)) - 34 315-34 315 Effect of translation to presentation currency - 613-613 Amounts written off - (11 912) (118) (12 030) 2014 1 465 154 574 1 160 157 199 The movements in the allowances for impairment of other assets and provisions for other risks during the years ended 2014 and 2013 were as follows: Receivables Inventories Other assets Other risks Total allowance for impairment/ provisions 2012 2 782 3 383 478 2 284 8 927 Impairment losses 345 3 425 261 625 4 656 Amounts written off (138) (10) (211) (6) (365) 2013 2 989 6 798 528 2 903 13 218 Impairment losses 1 518 199 2 554 2 810 7 081 Effect of translation to presentation currency 262 49 (28) - 283 Amounts written off (657) (77) (76) - (810) 2014 4 112 6 969 2 978 5 713 19 772 The allowance for impairment on assets is deducted from the related assets. Provisions for other risks are recorded in other liabilities. The movements in the allowances for impairment for investments available-for-sale recognised for the years ended 2014 and 2013 were as follows: Investments available-forsale accounted for at fair value Investments available-forsale accounted for at cost Investments accounted for under the equity method Total impairment 2012 991 6 388 2 180 9 559 Impairment losses 1 731 2 123-3 854 Disposal of investments (991) (760) - (1 751) 2013 1 731 7 751 2 180 11 662 Impairment losses 1 411 4 178 320 5 909 Disposal of investments (562) - - (562) Effect of consolidation of subsidiaries - (825) - (825) 2014 2 580 11 104 2 500 16 184 38
As of 2014 the Group estimated recoverable amounts of its property, plant and equipment and intangible assets. As a result, their carrying values were impaired by RUB 2 373 million, which was recognised as part of non-banking operating profits in the consolidated statement of profit or loss and other comprehensive income for the year ended 2014 (2013: RUB 3 056 million) (Note 9). Also, as of 2014 the Group impaired goodwill previously recognised on acquisition of subsidiaries by RUB 2 035 million, which was recognised as impairment loss in the consolidated statement of profit or loss and other comprehensive income for the year ended 2014 (2013: RUB 290 million) (Note 21). NOTE 7 FEES AND COMMISSIONS INCOME AND EXPENSE Fees and commissions income for the years ended 2014 and 2013 comprise: 2014 2013 Debit and credit cards 9 568 7 739 Trade finance 3 849 3 289 Arrangement fees and other financial services 3 080 259 Cash related services 2 120 1 681 Credit related commitments and settlements 1 403 1 241 Asset management 884 470 Brokerage 564 226 Depository and custodian 125 2 302 Other 912 1 379 Fees and commissions income 22 505 18 586 Commissions from debit and credit cards represent commissions received from clients for issuance and processing of debit and credit cards and from other financial institutions for acquiring services. Settlements commissions represent commissions received for transfer of customer funds and from other transactions with clients. Fees and commissions expense for the years ended 2014 and 2013 comprise: 2014 2013 Debit and credit cards (4 935) (3 785) Settlements (782) (438) Brokerage (761) (361) Cash related services (512) (338) Arrangement fees and other financial services (453) (717) Depository and custodian (233) (152) Other (453) (526) Fees and commissions expense (8 129) (6 317) NOTE 8 NON-INTEREST LOSS FROM FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS, NET Net loss from financial assets and liabilities at fair value through profit or loss for the years ended 2014 and 2013 comprise: 2014 2013 Financial assets held for trading Corporate shares (48) 1 502 Corporate bonds (13 642) (2 321) Sovereign and municipal bonds (10 527) (4 429) Loss on financial assets held for trading (24 217) (5 248) Financial assets designated as at fair value through profit or loss Credit linked notes (3 066) - Corporate shares (797) - Loss on financial assets designated as at fair value through profit or loss (3 863) - 39
2014 2013 Derivative contracts - Interest swaps 603 411 - Commodity swaps 194 101 - Securities 2 195 312 - Bullion (247) 44 Gain on derivative contracts other than with foreign currency 2 745 868 Non-interest loss from financial assets and liabilities at fair value through profit or loss, net (25 335) (4 380) Interest income from debt securities at fair value through profit or loss in amount of RUB 14 541 million is reported as part of interest income (2013: RUB 17 626 million). NOTE 9 NON-BANKING OPERATING PROFITS The composition of non-banking operating profit for the years ended 2014 and 2013 is presented below. For more information on non-banking segments see Notes 1 and 4. 2014 2013 Media business operating profit 7 118 12 901 Machinery business operating loss (1 784) (813) Other businesses operating profit (loss), net 2 975 (3 976) Non-banking operating profit, net 8 309 8 112 The composition of non-banking revenues and expenses is as follows: 2014 2013 Advertising 55 425 46 087 Programming rights 7 063 1 680 Broadcasting 4 706 5 569 Publishing activities 1 053 1 071 Gain on bargain purchase (Note 37) 547 - Other 3 277 1 754 Media business operating revenues 72 071 56 161 Depreciation and amortization 27 301 21 702 Salaries and other employment benefits 12 340 8 733 Broadcasting services 5 956 4 611 Other costs to sell 5 793 3 690 Administrative expenses 4 720 2 524 Impairment of property, plant and equipment and intangible assets 2 356 106 Publishing 951 965 Cost of goods sold 899 591 Other 4 637 338 Media business operating expenses 64 953 43 260 Media business operating profit, net 7 118 12 901 Nuclear power plant equipment 12 891 14 198 Gas compressor units 8 243 5 748 Speciality steels 6 936 6 769 Machinery for chemical production 4 443 13 501 Mining equipment 4 194 8 495 Engineering revenue 2 320 1 107 Machinery equipment manufacturing 2 219 3 390 Equipment for cryogen products 2 150 2 570 Electrical equipment 1 108 440 Thermal and other equipment 856 1 352 Other equipment 4 502 4 058 Machinery business operating revenues 49 862 61 628 40
2014 2013 Materials 19 508 25 520 Salaries and other employment benefits 13 926 15 019 Production services received 7 344 8 512 Depreciation and amortization 3 311 3 426 Other production expenses 3 294 3 082 Engineering expense 2 427 3 041 Distribution costs 350 440 Impairment of property, plant and equipment and intangible assets 16 280 Other 1 470 3 121 Machinery business operating expenses 51 646 62 441 Machinery business operating loss, net (1 784) (813) Revenue from sale of natural gas 28 771 25 009 Engineering revenue 10 008 5 780 Revenue from sale of projects and premises 9 835 5 274 Other 1 891 685 Other businesses operating revenues 50 505 36 748 Cost of natural gas sold 27 426 25 750 Engineering expenses 9 480 5 588 Cost of projects and premises sold 7 818 5 404 Depreciation and amortization 763 548 Impairment of property, plant and equipment and intangible assets and other impairment - 2 670 Other 2 043 764 Other businesses operating expenses 47 530 40 724 Other businesses operating profit (loss), net 2 975 (3 976) NOTE 10 BANKING SALARIES, EMPLOYMENT BENEFITS AND ADMINISTRATIVE EXPENSES Banking salaries and administrative expenses for the years ended 2014 and 2013 comprise: 2014 2013 Salaries 25 119 28 959 Social security costs 4 065 4 440 Defined contribution pension plan 729 665 Annual remuneration of the Board of Directors 264 511 Share-option plans expenses (recovery of expenses) (134) 112 Banking salaries and employment benefits 30 043 34 687 Depreciation and amortization 4 456 3 147 Taxes other than on income 4 183 2 215 Repairs and maintenance 3 963 3 506 Operating lease expenses 3 705 3 611 Professional services 3 537 3 114 Charges to the State Deposit Insurance System 1 571 1 349 Charity and sponsorship 1 240 900 Advertising and marketing 1 101 1 962 Security expenses 1 090 1 013 Business development 1 042 980 Telecommunication and information services 887 856 Other 1 387 2 267 Banking administrative expenses 28 162 24 920 Bonus payments to the Bank's managers and remuneration of the Board of Directors are linked to the Group's performance according to IFRS financial statements. No accrued bonus to the members of the Management Board of the Bank was recognised for the year ended 2014 (2013: RUB 750 million). The service period that is the basis for remuneration of the Board of Directors represents the annual period starting from the election (re-election) by the Annual Shareholders meeting. The amount recognised as annual remuneration of the Board of Directors in 2014 relates to the service period from July 2013 to June 2014. 41
A part of annual employees bonuses that exceeds a specified amount is settled in own shares. In the year ended 2014 the payment to the Management Board and other employees of RUB 214 million for the year ended 2013 services was settled in own shares based on their fair value on the date of the bonus announcement (2013: RUB 675 million). The shares transferred to employees are puttable at the discretion of employees in two years, and the corresponding amount is recognised as a part of payable to employees in other liabilities. The Group has pension arrangements under the State pension system of the Russian Federation. The Russian Federation state pension system requires current contributions by the employer calculated as a percentage of current gross salary payments; such expense, included in social security costs, is charged to profit or loss in the period the related compensation is earned by each employee. Also, in 2005 the Bank set up a defined contribution pension plan for its employees. The Bank recognised RUB 729 million as an expense for the defined contribution plan attributable to services provided by employees in 2014 (2013: RUB 665 million). The liabilities under the defined contribution plan are included in other liabilities. Taxes other than on income include property tax, VAT, transport tax and other minor taxes paid according to Russian tax legislation. NOTE 11 PROFIT TAX The provision for profit tax for the years ended 2014 and 2013 comprises: Current tax expense Deferred tax benefit Profit tax expense 2014 2013 9 935 14 375 (29) (3 836) 9 906 10 539 In 2014 the applicable income tax rate for current and deferred tax in the Russian Federation is 20% (2013: 20%). The income tax rates in foreign countries where some of the Group's subsidiaries operate differ from the income tax rate in the Russian Federation. Also, each of the Group's subsidiaries is an independent income tax payer which manage its tax duties individually. The effective profit tax rate differs from the statutory profit tax rate. A reconciliation of the profit tax provision based on the statutory rate with the actual profit tax provision is as follows: 2014 2013 (Loss) profit before taxation (3 792) 43 581 Statutory profit tax rate 20% 20% Theoretical profit tax charge at statutory rate (758) 8 716 Tax effect of permanent differences 6 882 2 066 Tax paid on intragroup sale of an interest in a subsidiary 3 809 - Income and expenses taxed at different rates (2 134) (243) Unrecognized deferred tax asset 2 107 - Profit tax expense 9 906 10 539 As of 2014 and 2013 profit tax assets comprise: 2014 2013 Current tax assets 2 920 798 Deferred tax assets 26 425 19 780 Profit tax assets 29 345 20 578 The current profit tax assets arise from advance payments of profit tax and are usually realised either by offsetting with profit tax liabilities in subsequent periods or by reimbursement by the tax authorities. Deferred tax assets are the amounts of profit taxes recoverable in future periods in respect of: (i) deductible temporary differences; (ii) the carry forward of unused tax losses; and (iii) the carry forward of unused tax credits. 42
The Group has not recognised deferred taxes in respect of investments in subsidiaries arising from the differencies between the Group's share of the net assets of subsidiaries and the tax base of the investments as of 2014 in the amount of deferred tax liability of RUB 8 228 million and deferred tax asset of RUB 5 836 million (2013: deferred tax liability of RUB 10 971 million and deferred tax asset of RUB 5 735 million), because the Group is able to control the timing of reversal of such temporary differences, and it is probable that they will not reverse in the forseeble future. However, a current pofit tax expense of RUB 3 809 million was recognised for the year ended 2014 from an intragroup sale of an interest in one of the Group's subsidiries giving rise to taxable income for the selling company. As of 2014 tax assets in respect of the carry forward of unused tax losses of RUB 27 222 million were recognised as management considered it probable that future taxable profits will be available against which they can be utilised ( 2013: RUB 7 339 million). As of 2014 and 2013 profit tax liabilities comprise: 2014 2013 Current tax liabilities 991 390 Deferred tax liabilities 8 791 6 628 Profit tax liabilities 9 782 7 018 Deferred tax liabilities are the amounts of profit taxes payable in future periods in respect of taxable temporary differences. The following represents an analysis of the deferred tax position as of 2014 and 2013: 2014 2013 Tax loss carried forward 27 222 7 339 Tax effect of deductible temporary differences: Amounts owed to customers 5 168 805 Financial liabilities held for trading 4 113 627 Financial assets at fair value through profit or loss 3 967 41 Loans to customers 3 875 2 155 Property, plant and equipment 3 329 1 802 Inventories 2 271 4 032 Receivables and prepayments 2 217 2 411 All other assets 2 215 2 963 Investments available-for-sale and investments in associates 1 071 4 867 Intangible assets 624 634 Due from credit institutions 317 218 Amounts owed to credit institutions 177 239 All other liabilities 2 472 4 443 Total tax effect of deductible temporary differences 31 816 25 237 Deferred tax assets 59 038 32 576 Off-set with deferred tax liabilities (32 613) (12 796) Deferred tax assets, net 26 425 19 780 43
2014 2013 Tax effect of taxable temporary differences Financial assets at fair value through profit or loss (12 824) (1 362) Loans to customers (8 707) (1 634) All other assets (4 190) (1 380) Property, plant and equipment (3 532) (4 071) Intangible assets (2 909) (349) Inventories (1 741) (1 924) Investments available-for-sale and investments in associates (1 662) (4 029) Receivables and prepayments (1 262) (2 356) Amounts owed to credit institutions (753) (363) Amounts owed to customers (18) (18) Subordinated debts (74) (94) Bonds issued (6) (72) Due from credit institutions (5) (6) All other liabilities (3 721) (1 766) Deferred tax liabilities (41 404) (19 424) Off-set with deferred tax assets 32 613 12 796 Deferred tax liabilities, net (8 791) (6 628) Net deferred tax position 17 634 13 152 A reconciliation of changes in the net deferred tax position during the years ended 2014 and 2013 follows: Deferred tax position as of 2012 8 865 Recognised in profit or loss from continuing operations 3 836 Effect of acquisition of subsidiaries 372 Recognised in other comprehensive income 83 Translation into presentation currency (4) Deferred tax position as of 2013 13 152 Perpetual debt issued 5 267 Recognised in other comprehensive income (241) Effect of acquisition and disposal of subsidiaries 198 Recognised in profit or loss from continuing operations 29 Translation into presentation currency (771) Deferred tax position as of 2014 17 634 Income tax recognised directly in equity for the year 2014 in amount of RUB 5 267 million relates to unutilised tax loss carried forward on perpetual debt issued. The tax effects relating to components of other comprehensive income comprise: Amount before tax 2014 2013 Tax Amount Amount (expense) net of tax before benefit tax Tax benefit Amount net of tax Net change in the fair value reserve and cash flow hedge reserve 1 768 (354) 1 414 (1 132) 83 (1 049) Movements in other comprehensive income of associates (563) 113 (450) - - - Total 1 205 (241) 964 (1 132) 83 (1 049) 44
NOTE 12 CASH AND CASH EQUIVALENTS, OBLIGATORY RESERVE WITH THE CENTRAL BANK OF THE RUSSIAN FEDERATION AND DUE FROM CREDIT INSTITUTIONS Cash and cash equivalents as of 2014 and 2013 comprised: 2014 2013 Cash on hand 164 744 41 305 Current account with the Central Bank of the Russian Federation 53 944 45 564 Term deposit with the Central Bank of the Russian Federation 47 000 50 000 Due from credit institutions: Current accounts 515 835 213 005 Term deposits with maturities of three months or less when originated 30 703 152 830 Reverse sale repurchase agreements 18 119 19 157 Cash and cash equivalents 830 345 521 861 No cash and cash equivalents are impaired or past due. The Central Bank of the Russian Federation requires credit institutions to maintain a non-interest earning cash deposit (obligatory reserve) with the Central Bank of the Russian Federation, the amount of which depends on the level of funds attracted by a credit institution from its customers. The ability to withdraw such deposit is significantly restricted by the statutory legislation. As of 2014 the Group maintained RUB 32 591 million of obligatory reserve with the Central Bank of the Russian Federation ( 2013: RUB 26 155 million). Due from credit institutions comprise: 2014 2013 Term deposit agreements with maturities of more than three months when originated 9 386 8 285 Less allowance for impairment (1 465) (939) Due from credit institutions 7 921 7 346 As of 2014 RUB 494 408 million of current and term deposits due from credit institutions was placed with five credit institutions which are large Russian and international banks ( 2013: RUB 210 104 million). Also, as of 2014 RUB 372 853 million included in top five current deposits due from credit institutions were placed with Russian AKB Natsionalniy Clearingoviy Center ( 2013: RUB 47 108 million). As of 2014 and 2013 the Group had the following securities received as collateral under reverse repo agreements, which are not recognised as financial assets: Fair value of securities received under reverse repo agreement 2014 2013 Fair value of Fair value of Fair value of securities securities received securities received received under reverse under reverse repo under reverse repo repo agreement repledged agreement re-pledged agreement Corporate shares 290-12 407 - Corporate bonds 17 439 14 852 3 437 14 899 Sovereign and municipal bonds 1 596-5 241-19 325 14 852 21 085 14 899 45
NOTE 13 FINANCIAL ASSETS AND LIABILITIES AT FAIR VALUE THROUGH PROFIT OR LOSS Financial assets at fair value through profit or loss comprise: Note 2014 2013 Trading securities Not pledged Corporate bonds 23 046 74 822 Sovereign and municipal bonds 27 581 17 094 Corporate shares 7 614 31 405 Promissory notes 5 569 40 743 63 810 164 064 Pledged under sale and repurchase agreements Corporate bonds 14 906 56 651 Sovereign and municipal bonds 46 872 65 370 Corporate shares 9 750 1 893 71 528 123 914 Total trading securities 135 338 287 978 Financial assets designated as at fair value through profit or loss Credit linked notes 27 758 - Corporate shares 1 087 - Total financial assets designated as at fair value through profit or loss 28 845 - Derivative financial assets - foreign exchange contracts 37 008 3 832 - securities contracts 2 992 779 - bullion contracts 14 461 - interest rate contracts 825 210 - commodity contracts 425 17 41 264 5 299 Derivative financial assets held as cash flow hedge - foreign exchange contracts 26-26 - Total derivative financial assets 14 41 290 5 299 Total financial assets at fair value through profit or loss 205 473 293 277 Sovereign and municipal bonds comprise Rouble and foreign currency denominated government securities issued and guaranteed by the Ministry of Finance of the Russian Federation (OFZ), and municipal bonds issued and guaranteed by the government of the City of Moscow. Analysis by credit quality of debt securities at fair value through profit or loss as of 2014 is as follows: Investment Non-investment Not rated Total rating rating Corporate bonds 17 835 18 918 1 199 37 952 Sovereign and municipal bonds 74 453 - - 74 453 Promissory notes 488 5 077 4 5 569 Credit linked notes - - 27 758 27 758 Total trading securities 92 776 23 995 28 961 145 732 Credit linked notes are tied to underlying assets which have investment grade ratings. Analysis by credit quality of debt securities at fair value through profit or loss as at 2013 is as follows: 46
Investment Non-investment Not rated Total rating rating Corporate bonds 91 680 35 236 4 557 131 473 Sovereign and municipal bonds 82 464 - - 82 464 Promissory notes 34 275 6 468-40 743 Total trading securities 208 419 41 704 4 557 254 680 Investment rating includes AAA to BBB Standard & Poor's and Fitch Investor Services rating grades or Aaa to Baa3 Moody's rating grades. If international rating agencies have different ratings for the same security, the securities of the issuer are reported using the higher rating. Financial liabilities at fair value through profit or loss comprise: Note 2014 2013 Derivative financial liabilities held for trading - foreign exchange contracts 22 141 2 871 - bullion contracts 37 212 - interest rate contracts 1 100 44 - securities contracts - 29 - commodity contracts 425 58 Total derivative financial liabilities held for trading 23 703 3 214 Derivative financial liabilities held as cash flow hedge - foreign exchange contracts 136 - Total financial liabilities held as cash flow hedge 136 - Total financial liabilities at fair value trough profit or loss 14 23 839 3 214 Reclassification of financial instruments The Group determined that a significant increase of the key rate by the Central Bank of the Russian Federation from 10.5% to 17.0% on 16 December 2014 constituted a rare circumstance that permited the Group to reassess the intention of holding certain financial instruments held for trading. As a result, the Group reclassified certain securities out of held for trading category into investments held-to-maturity and investments available-for-sale. The table below sets out fair value losses recognised before reclassification, actual amount of impairment loss recognised in profit or loss after reclassification, as well as fair value losses that would have been recognised in the reporting period had the reclassification not been made: 2014 Fair value as at the date of reclassification Carrying value Fair value Тrading securities reclassified into investments held-to-maturity 55 846 56 161 55 216 Тrading securities reclassified into investments available-for-sale 2 305 2 162 2 162 58 151 58 323 57 378 47
The table below sets out fair value gains and losses recognised before the reclassification, actual amounts of gain, loss, income and expense recognised in profit or loss after reclassification, as well as the amounts that would have been recognised in the period following the reclassification had the reclassifications not been made: Non-interest loss recognised prior to the reclassification Non-interest loss that would have been recognised had the reclassifications not been made Impairment recognised for reclassified assets following the date of reclassification Тrading securities reclassified into investments held-to-maturity (4 863) (5 493) (191) Тrading securities reclassified into investments available-for-sale (314) (457) - (5 177) (5 950) (191) The amount of interest income recognised on the reclassified securities is not affected by the reclassification. At the date of reclassification the effective interest rates on trading securities reclassified to held-to-maturity investments range from 5.02% to 21.76%. The present value of the estimated cash flows, which the Group expects to recover, equals the fair value of the reclassified financial assets at the date of reclassification. NOTE 14 DERIVATIVE FINANCIAL ASSETS AND LIABILITIES HELD FOR TRADING The exposure to market risks on derivative positions and fair value of derivative financial assets and liabilities outstanding as of 2014 and 2013 is as follows: Notional amount equivalent Derivative assets Fair value of derivative contracts Notional amount equivalent 2014 Derivative liabilities Fair value of derivative contracts Foreign exchange contracts Option contracts 2 347 666 (3 766) (1 699) Forward contracts 20 242 2 855 (10 852) (2 971) Swap contracts 135 261 33 513 (76 581) (17 607) Interest rate contracts Swap contracts 52 682 825 (57 727) (1 100) Bullion contracts Forward contracts 2 943 14 (1 418) (13) Swap contracts - - (1 464) (24) Commodity contracts Option contracts 3 714 425 (1 296) (425) Securities contracts Option contracts 1 087 1 915 (12 513) - Forward contracts 15 241 1 077 - - Total derivative assets (liabilities) 41 290 (23 839) 48
Notional amount equivalent Derivative assets Fair value of derivative contracts Notional amount equivalent 2013 Derivative liabilities Fair value of derivative contracts Foreign exchange contracts Option contracts 64 827 377 (46 373) (642) Forward contracts 25 104 498 (20 227) (177) Swap contracts 83 014 2 957 (109 553) (2 052) Interest rate contracts Swap contracts 22 090 210 (17 701) (44) Bullion contracts Option contracts 19 882 408 (33 501) (135) Forward contracts 1 863 53 (1 424) (77) Commodity contracts Swap contracts 615 17 (615) (58) Securities contracts Option contracts 2 506 62 (10 779) (29) Forward contracts 18 796 717 (20) - Total derivative assets (liabilities) 5 299 (3 214) The notional amount equivalents of certain types of financial instruments, e.g. derivative contracts, provide a basis for comparison with instruments recognised on the consolidated statement of financial position, but do not necessarily indicate the amounts of future cash flows involved or the current fair value of the instruments and, therefore, do not indicate the exposure to credit or price risks. The derivative instruments become favorable (positive fair value) or unfavorable (negative fair value) as a result of fluctuations in current market prices relative to their contract terms. The aggregate market exposure of derivative financial instruments on hand, the extent to which instruments are favorable or unfavorable and, thus, the aggregate fair values of derivative financial assets and liabilities can fluctuate significantly over time. NOTE 15 LOANS TO CUSTOMERS Loans to customers as of 2014 comprise: Loans to customers, gross Allowance for impairment Loans to customers, net Loans to legal entities 2 847 016 (147 948) 2 699 068 Loans to individuals 330 421 (6 626) 323 795 Total loans to customers 3 177 437 (154 574) 3 022 863 Loans to customers as of 2013 comprise: Loans to customers, gross Allowance for impairment Loans to customers, net Loans to legal entities 2 146 974 (73 241) 2 073 733 Loans to individuals 287 589 (5 453) 282 136 Total loans to customers 2 434 563 (78 694) 2 355 869 As of 2014 total amount of pledged loans to legal entities amounted RUB 396 269 million ( 2013: RUB 128 641 million). The loans were pledged against the funds obtained from the Central Bank of the Russian Federation, which are presented as part of the Amounts owed to credit institutions. 49
As of 2014 loan exposures to the Gazprom Group accounted for 2.2% (RUB 68 399 million) of the gross loan portfolio ( 2013: 1.8% or RUB 43 214 million). Interests rates on loans to Gazprom Group by maturity and currency as of 2014 and 2013 were as follows: 2014 2013 Currency Original maturity Range of interest rates Original maturity Range of interest rates RUB 1 month - 8 years 9.8% - 25.0% 2 months - 8 years 8.2% - 12.0% Foreign currency 1 year - 10 years 4.3% - 9.5% 2 months - 10 years 1.7% - 9.0% As of 2014 the ten largest loan exposures accounted for RUB 714 633 million or 22% of the gross loan portfolio ( 2013: RUB 483 879 million or 20%). As of 2014, RUB 36 154 million of gross loans to customers were non-performing loans (default or past due for more than 90 days) ( 2013: RUB 23 801 million). a) Loans to legal entities Loans to legal entities by types of portfolios as of 2014 comprise: Loans to customers, gross Allowance for impairment Loans to customers, net Commercial lending 2 115 586 (86 224) 2 029 362 Specialised lending 731 430 (61 724) 669 706 Total loans to legal entities 2 847 016 (147 948) 2 699 068 Loans to legal entities by types of portfolios as of 2013 comprise: Loans to customers, gross Allowance for impairment Loans to customers, net Commercial lending 1 547 140 (46 400) 1 500 740 Specialised lending 599 834 (26 841) 572 993 Total loans to legal entities 2 146 974 (73 241) 2 073 733 The breakdown of loans to legal entities by industries of the borrowers as of 2014 and 2013 is as follows: % % 2014 2013 Metal manufacture 452 266 15.9 307 122 14.3 Chemical and petrochemical industry 446 080 15.7 268 440 12.5 Gas extraction, transportation and sale enterprises 321 181 11.3 269 540 12.5 Construction and production of construction materials 245 855 8.6 157 167 7.3 Mining 209 738 7.4 126 470 5.9 Electric power industry 168 591 5.9 134 985 6.3 Oil extraction, transportation and sale enterprises 143 510 5.0 141 311 6.6 Trading enterprises 128 231 4.5 98 014 4.6 Food industry 107 980 3.8 74 674 3.5 Transport 106 203 3.7 94 246 4.4 Finance and insurance companies 92 121 3.2 152 524 7.1 Agriculture 73 459 2.6 57 790 2.7 Mass media and telecommunications 56 859 2.0 28 989 1.3 Shipbuilding 37 026 1.3 30 292 1.4 Machine building 32 344 1.1 48 311 2.3 Aerospace industry 27 013 1.0 26 641 1.2 Timber industry 18 517 0.7 5 405 0.3 Nuclear industry 15 253 0.5 23 438 1.1 Other 164 789 5.8 101 615 4.7 2 847 016 100.0 2 146 974 100.0 Less allowance for impairment (147 948) (73 241) Loans to legal entities, net 2 699 068 2 073 733 50
Loans were issued to the following types of borrowers: 2014 2013 Private companies, gross 2 551 673 1 937 843 Less allowance for impairment losses (143 795) (71 470) Private companies, net 2 407 878 1 866 373 State controlled companies, gross 295 343 209 131 Less allowance for impairment losses (4 153) (1 771) State controlled companies, net 291 190 207 360 Loans to legal entities, net 2 699 068 2 073 733 Included in gross loans to legal entities as of 2014 is RUB 5 031 million ( 2013: RUB 610 million) of interest accrued on impaired loans. The ageing analysis of gross loans to legal entities as of 2014 and 2013 is presented below: Gross loans Impairment allowance 2014 Net loans Impairment to gross loans, % Loans without individual signs of impairment 2 429 961 (46 349) 2 383 612 1.9 Impaired loans: - Not overdue 388 629 (73 461) 315 168 18.9 - Overdue less than 30 days 631 (625) 6 99.0 - Overdue 30 89 days 1 159 (1 157) 2 99.8 - Overdue 90 179 days 3 028 (3 027) 1 100.0 - Overdue more than 180 days 23 608 (23 329) 279 98.8 Total impaired loans 417 055 (101 599) 315 456 24.4 Total loans to legal entities 2 847 016 (147 948) 2 699 068 5.2 Gross loans Impairment allowance 2013 Net loans Impairment to gross loans, % Loans without individual signs of impairment 2 104 969 (43 651) 2 061 318 2.1 Impaired loans: - Not overdue 25 094 (12 852) 12 242 51.2 - Overdue less than 30 days 743 (743) - 100.0 - Overdue 30 89 days 361 (340) 21 94.2 - Overdue 90 179 days 257 (124) 133 48.2 - Overdue more than 180 days 15 550 (15 531) 19 99.9 Total impaired loans 42 005 (29 590) 12 415 70.4 Total loans to legal entities 2 146 974 (73 241) 2 073 733 3.4 Included in gross loans to legal entities as of 2014 is RUB 5 031 million ( 2013: RUB 610 million) of interest accrued on impaired but performing loans. The Group estimates loan impairment for loans to legal entities based on an analysis of the future cash flows for impaired loans and based on its past loss experience on portfolios of loans for which no indications of individual impairment have been identified. Changes in these estimates could affect the loan impairment provision. For example, to the extent that the net present value of the estimated cash flows differs by plus/minus one percent, the impairment allowance on loans to legal entities as of 2014 would be RUB 26 991 million lower/higher ( 2013: RUB 20 737 million). The policy of the Group is to seek collateral for most of its exposures. Preferable collateral is in the form of a pledge of property, or a guarantee from a party with a sound credit standing. The value of the property or the amount of the guarantee should be sufficient to cover the principal amount of the loan and, in most cases, fees 51
and interest for the entire term of the loan and any possible expenses and commissions involved in the foreclosure of the property, unless otherwise provided for by the decision of the relevant committee (Note 31 (a)). An analysis of net loans to legal entities secured by collateral or guarantees as of 2014 and 2013 is as follows: 2014 Commercial Specialised Total lending lending Financial guarantees 964 339 313 758 1 278 097 Securities 189 622 51 831 241 453 Real estate 31 644 54 308 85 952 Cash 2 028 5 830 7 858 Other collateral 229 065 95 426 324 491 No collateral 612 664 148 553 761 217 Total 2 029 362 669 706 2 699 068 2013 Commercial Specialised Total lending lending Financial guarantees 658 733 218 454 877 187 Securities 112 044 173 678 285 722 Real estate 26 806 43 013 69 819 Cash - 5 730 5 730 Other collateral 187 908 50 540 238 448 No collateral 515 249 81 578 596 827 Total 1 500 740 572 993 2 073 733 The amounts disclosed in the tables above represent the carrying value of loans to the extent the asset is covered by collateral or other credit enhancements, using the value of collateral determined at inception date, and do not necessarily represent the fair value of the collateral. If a loan is partially covered by collateral, the uncovered portion is disclosed under "No collateral". The recoverability of loans to legal entities that are neither past due nor impaired is primarily dependent on the creditworthiness of the borrowers; the value of the high-quality collateral is also taken into account during impairment assessment. The financial effect of collateral is most significant for impairment assessment of specialised lending. The components of net investment in finance lease included in loans to customers as of 2014 and 2013 are as follows: 2014 2013 Minimum lease payments - not later than 1 year 14 220 13 656 - from 1 to 5 years 39 361 39 601 - over 5 years 21 020 18 971 Less Unearned finance income - not later than 1 year (5 753) (5 850) - from 1 to 5 years (14 068) (13 694) - over 5 years (5 570) (4 451) Net investment in finance lease 49 210 48 233 Current portion not later than 1 year, net 8 467 7 806 Long-term portion from 1 to 5 years, net 25 293 25 907 Over 5 years, net 15 450 14 520 Net investment in finance lease 49 210 48 233 Less allowance for impairment losses (1 796) (1 180) Net investment in finance lease after allowance for impairment losses 47 414 47 053 52
b) Loans to individuals Loans to individuals have been extended within the Russian Federation and comprise the following: 2014 2013 Mortgage loans originated 208 311 174 305 Mortgage loans acquired 15 966 21 405 Consumer loans 80 254 64 551 Car purchase loans 15 556 18 990 Credit cards and overdrafts 10 334 8 338 330 421 287 589 Less allowance for impairment (6 626) (5 453) Loans to individuals, net 323 795 282 136 The ageing analysis of loans to individuals as of 2014 and 2013 is presented below: Mortgage loans Consumer loans Car purchase loans Credit cards and overdrafts 2014 Total Loans to individuals - Not overdue 215 222 76 274 13 940 9 110 314 546 - Overdue less than 30 days 4 717 2 402 226 360 7 705 - Overdue 30-89 days 754 302 67 207 1 330 - Overdue 90-179 days 601 239 46 229 1 115 - Overdue more than 180 days 2 983 1 037 1 277 428 5 725 Total loans to individuals, gross 224 277 80 254 15 556 10 334 330 421 Allowance for impairment losses (2 901) (1 396) (1 689) (640) (6 626) Loans to individuals, net 221 376 78 858 13 867 9 694 323 795 Allowance for impairment to gross loans (%) 1.3 1.7 10.9 6.2 2.0 Mortgage loans Consumer loans Car purchase loans Credit cards and overdrafts 2013 Total Loans to individuals - Not overdue 188 613 62 640 17 512 7 606 276 371 - Overdue less than 30 days 2 202 991 258 311 3 762 - Overdue 30-89 days 706 282 111 123 1 222 - Overdue 90-179 days 475 171 61 109 816 - Overdue more than 180 days 3 714 467 1 048 189 5 418 Total loans to individuals, gross 195 710 64 551 18 990 8 338 287 589 Allowance for impairment losses (3 524) (737) (929) (263) (5 453) Loans to individuals, net 192 186 63 814 18 061 8 075 282 136 Allowance for impairment to gross loans (%) 1.8 1.1 4.9 3.2 1.9 The significant assumptions used by management in determining the impairment losses for loans to individuals include the assumption that loss migration rates are constant within one calendar year and can be estimated based on the historic loss migration pattern for one to three years depending on the type of loans. Changes in these estimates could affect the loan impairment allowance. For example, to the extent that the net present value of the estimated cash flows differs by plus/minus one percent, the loan impairment allowance on loans on individuals as of 2014 would be RUB 3 238 million lower/higher ( 2013: to the extent the net present value of the estimated cash flows differs by plus/minus one percent, the loan impairment allowance would be RUB 2 821 million lower/higher). 53
Mortgage loans are secured by underlying housing real estate. Car purchase loans are secured by underlying vehicles. For mortgage and car purchase loans the fair value of collateral was estimated at inception of the loans and was not adjusted for subsequent changes to the reporting date. The Group estimates that the fair value of the collateral for overdue or impaired mortgage loans is at least equal to 60% of the mortgage balance. Management believes that it is impracticable to estimate fair value of collateral held in respect of other impaired or overdue loans to individuals. For further details on the credit risk profile of the loan portfolio see Note 31. NOTE 16 INVESTMENTS AVAILABLE-FOR-SALE AND INVESTMENTS IN ASSOCIATES Investments available-for-sale and investments in associates comprise: 2014 2013 Investments available-for-sale accounted for at fair value 8 019 32 431 Investments available-for-sale accounted for at cost: - unconsolidated subsidiaries 3 594 3 784 - associates 2 324 3 461 - other investments 5 215 5 933 Investments available-for-sale 19 152 45 609 Investments in associates accounted for under the equity method 66 197 52 862 a) Investments available-for-sale accounted for at fair value Investments accounted for at fair value comprise: 2014 2013 Investments available-for-sale accounted for at fair value Not pledged Corporate shares and GDRs 768 9 206 Fund participation shares - 3 115 Corporate and municipal bonds - 1 798 Pledged under sale and repurchase agreements Corporate shares and GDRs 7 251 - Corporate and municipal bonds - 18 312 Investments available-for-sale accounted for at fair value 8 019 32 431 In December 2014 certain securities held for trading were reclassified to the available-for-sale category (Note 13). As of 2014 investments available-for-sale accounted for at fair value are shown net of accumulated impairment of RUB 2 580 million ( 2013: RUB 1 731 million) (Note 6). As of 2014 corporate shares and GDRs include RUB 5 947 million of shares of Russian electric power and utility companies ( 2013: RUB 8 478 million). Reclassification of financial instruments In December 2014 the Group changed its intention to hold certain securities as available-for-sale investments. As a result of a changed intention and due to the ability to hold investments till maturity, the Group reclassified these securities from available-for-sale category into held-to-maturity category. The fair value of reclassified securities as at the date of reclassification was RUB 19 966 million. 54
b) Unconsolidated subsidiaries accounted for at cost As of 2014 and 2013, the Group had investments in the following unconsolidated subsidiaries: Name Principal activity Country of business ZAO "Raschetno- Depositarnaya Kompanya" OOO "Kriogaz-Vysotsk" Goodrock Industrial Assets Fund Ltd Clearing & custody Gas extraction, transportation and sale enterprises Finance and investment Russia Russia Cyprus Group s holding, % Cost of investment 2014 Impairment Carrying allowance value of investment 100.0% 1 572 (17) 1 555 100.0% 501-501 companies 100.0% 306 (47) 259 Cryoenergy Limited Other Cyprus 100.0% 244 (1) 243 Other 1 333 (297) 1 036 Total unconsolidated subsidiaries accounted for at cost 3 956 (362) 3 594 Name Principal activity Country of business Group s holding, % Cost of investment Impairment allowance 2013 Carrying value of investment OAO Morion Manufacturing Russia 92.2% 1 055 (585) 470 ZAO Raschetno- Depositarnaya Kompanya Clearing & custody Russia 70.3% 1 079 (17) 1 062 OOO GPB Energoeffekt Power efficiency projects Russia 100.0% 763 (240) 523 GPB International S.A. Banking Luxembourg 100.0% 873-873 Goodrock Industrial Assets Fund Ltd Finance and investment companies Cyprus 100.0% 306 (8) 298 Other 641 (83) 558 Total unconsolidated subsidiaries accounted for at cost 4 717 (933) 3 784 In 2014 the Group initiated consolidation of several subsidiary companies as their results and financial position became material for the Group: OAO Morion - starting from January 2014; GPB International S.A. - from April 2014; OOO "GPB - Energoeffekt" - from October 2014. c) Associates accounted for at cost As of 2014 and 2013 the Group has investments in the following associates accounted for at cost: Name Principal activity Country of business Group s holding, % Cost of investment 2014 Impairment Carrying allowance value of investment ZAO FC Zenit Sport Russia 51.0% 1 658 (1 658) - ZAO Optikovolokonnye sistemy Telecommunications Russia 47.7% 1 295-1 295 Polygon Gold Inc. Mining Russia 25.8% 413-413 OOO Nevskaya Oil extraction, Russia Truboprovodnaya Kompaniya transportation and sale enterprises 24.0% 364 (66) 298 OOO Kongress-centr Telecommunications Russia Konstantinovskiy 45.2% 265-265 Other 89 (36) 53 Total associates accounted for at cost 4 084 (1 760) 2 324 55
Name Principal activity Country of business Group s holding, % Cost of investment 2013 Impairment Carrying allowance value of investment ZAO FC Zenit Sport Russia 51.0% 1 658 (1 658) - ZAO Optikovolokonnye sistemy Telecommunications Russia 47.7% 1 295-1 295 Aeacus Holding Ltd. Telecommunications Russia 35.0% 1 127 (465) 662 Polygon Gold Inc. Mining Russia 25.8% 413-413 OOO Nevskaya Oil extraction, Russia Truboprovodnaya Kompaniya transportation and sale enterprises 24.0% 364 (5) 359 OOO Kongress-centr Telecommunications Russia Konstantinovskiy 20.0% 265-265 OOO Aprel Telecommunications Russia 21.6% 228-228 ООО Internet Gipermarket Other Russia 21.1% 225-225 Other 14-14 Total associates accounted for at cost 5 589 (2 128) 3 461 In 2014 the Group obtained control over OOO "Aprel" and ООО "Internet Gipermarket" by increasing its share in the companies (Note 37). In 2014 the Group lost significant influence over Aeacus Holding Ltd. and wrote off the carrying value of the investment. Unconsolidated subsidiaries and associates have neither been consolidated with the results of the Group nor accounted for under the equity method as the effect of consolidation or equity accounting would neither materially alter the financial position as of 2014 and 2013 nor the results of its operations or cash flows for the years ended 2014 and 2013. d) Other investments accounted for at cost Other investments accounted for at cost include minor stakes in various Russian and foreign companies. The equity instruments available-for-sale are carried at cost as they do not have a quoted market price in an active market and other methods of reasonably estimating fair value are not applicable due to the lack of reliable information for discounted cash flow analysis and the absence of comparable quoted companies. It is also currently impracticable to calculate the range of estimates within which fair value of these equity investments is highly likely to lie. As of 2014 other investments accounted for at cost are shown net of accumulated impairment of RUB 8 982 million ( 2013: RUB 4 690 million). 56
e) Investments in associates accounted for under the equity method As of 2014 and 2013 investments in associates accounted for under the equity method comprise: Name Principal activity Country of business 2014 2013 Carrying Group s Carrying value holding, value Group s holding, % % Petrozamora S.A. Oil production Venezuela 40.0% 22 825 40.0% 17 508 ОАО Sogaz Insurance Russia 19.0% 9 999 19.0% 9 587 OAO Belgazprombank Banking Belarus 49.7% 6 328 49.7% 4 627 Eriell Group International Ltd. Oil-field services Russia, Uzbekistan, Bangladesh 46.0% 4 127 46.0% 3 956 ZAO Sovremennie Shipbuilding Russia Technologii Sudostroeniya 50.0% 3 700 - - IGS Investments Ltd Oil-field services Russia 40.0% 2 925 40.0% 2 367 ООО Gazprom gazomotornoye toplivo Oil extraction, transportation and sale Russia enterprises 50.0% 2 911 50.0% 2 004 Ysmer Ltd Other Russia 41.5% 2 750 41.5% 2 690 OAO AKB Eurofinance Banking Russia Mosnarbank 25.0% 2 738 25.0% 3 426 Newtech Services Holding Ltd Oil-field services Russia 49.7% 2 734 40.0% 1 347 MIR Capital S.C.A., SICAR Investment fund Luxembourg 50.0% 1 781 50.0% 995 OOO Penoplex SPb Polystirol insulating Russia materials 36.0% 1 628 40.0% 1 492 Yugorosgaz a.d. Beograd Gas trading Serbia 25.0% 1 098 25.0% 1 036 Vemex s.r.o. Gas trading Czech Republic 33.0% 307 33.0% 336 OOO Siemens Electroprivod Machine building Russia 34.0% 157 34.0% 382 Inverton Enterprises Ltd Real estate Russia development - - 49.5% 584 Other 189 525 Total investments in associates accounted for under the equity method 66 197 52 862 The Group owns 19.04% voting shares of OAO SOGAZ, an insurance company operating in Russia. Additionaly, 1.2% voting shares of OAO SOGAZ is managed by the Group on behalf of one of Gazprom Group's subsidiaries under a trust management agreement. The Group also has representation in the Board of Directors of OAO SOGAZ. As a result, management determined that the Group has significant influence over OAO SOGAZ. Following certain governmental decisions on development of shipbuilding industry in Far Eastern region of the Russian Federation the Group has created a joint venture with OAO NK Rosneft - ZAO Sovremennie Technologii Sudostroeniya (STS). The Group owns 50% shares of the company at par value of RUB 3 700 million. STS will be developing as a shipbuilding company specializing in construction of oil sea rigs and high capacity sea vessels for the needs of OAO NK Rosneft. As of the date of these consolidated financial statements STS has not started operations yet. In 2014 the Group made several contributions to share capital of Newtech Services Holding Ltd (Newtech) and in addition converted part of equity loan to ordinary shares. Total amount of contributions to equity equals to RUB 989 million and as a result Group's ownership in Newtech increased to 49.7%. In 2nd quarter of 2014, a new shareholder of OOO Penoplex SPb made a contribution to its share capital, which resulted in dilution of the Group's share from 40% to 36%. As a result, the Group recognised income from deemed disposal of 4% in the amount of RUB 162 million in gains from investments in associates. In 2014 the Group and the controlling shareholder increased share capital and additional paid-in capital of ООО Gazprom gazomotornoye toplivo by making a cash contribution of RUB 1.3 million each. The holding and voting shares did not change. 57
Summarised financial information As of 2014 summarized financial information on significant investments in associates accounted for under the equity method is as follows: Name Total liabilities and noncontrolling interests of associates Total assets Operating income Net profit (loss) Comprehensive income (loss) Petrozamora S.A. 135 796 (78 734) 34 283 25 770 37 733 ОАО "Sogaz" 238 008 (185 491) 8 214 12 341 11 315 OAO "Belgazprombank" 85 268 (72 536) 1 064 705 529 Eriell Group International Ltd. 67 764 (65 970) 9 436 4 295 (647) ZAO "Sovremennie Technologii Sudostroeniya" 7 400 - - - - IGS Investments Ltd 19 000 (15 690) 2 630 1 393 1 393 ООО "Gazprom gazomotornoye toplivo" 6 436 (615) (998) (788) (788) Ysmer Ltd 66 292 (56 109) 380 261 348 OAO AKB "Eurofinance Mosnarbank" 47 001 (36 049) 1 016 629 (1 913) Newtech Services Holding Ltd 7 782 (3 908) 1 163 904 523 MIR Capital S.C.A., SICAR 3 720 (158) (133) 330 444 OOO "Penoplex SPb" 6 754 (5 143) 985 509 802 Yugorosgaz a.d. Beograd 14 100 (9 707) 482 (1 012) (1 361) Vemex s.r.o. 6 953 (6 023) (314) (457) (614) OOO "Siemens Electroprivod" 3 919 (3 458) (688) (617) (617) Inverton Enterprises Ltd 2 184 (1 005) 192 148 148 58
Name Net assets Share % Group's share in net assets Goodwill Intragroup transactions Impairment Carrying value Group's share in net profit (loss) Petrozamora S.A. 57 062 40.0% 22 825 - - - 22 825 10 308 ОАО "Sogaz" 52 517 19.0% 9 999 - - - 9 999 2 350 OAO "Belgazprombank" 12 732 49.7% 6 328 - - - 6 328 350 Eriell Group International Ltd. 1 794 46.0% 825 3 302 - - 4 127 1 976 ZAO "Sovremennie Technologii Sudostroeniya" 7 400 50.0% 3 700 - - - 3 700 - IGS Investments Ltd 3 310 40.0% 1 324 1 601 - - 2 925 557 ООО "Gazprom gazomotornoye toplivo" 5 821 50.0% 2 911 - - - 2 911 (394) Ysmer Ltd 10 183 41.5% 4 226 - (1 476) - 2 750 108 OAO AKB "Eurofinance Mosnarbank" 10 952 25.0% 2 738 2 180 - (2 180) 2 738 157 Newtech Services Holding Ltd 3 874 49.7% 1 925 809 - - 2 734 449 MIR Capital S.C.A., SICAR 3 562 50.0% 1 781 - - - 1 781 165 OOO "Penoplex SPb" 1 611 36.0% 580 1 368 - (320) 1 628 183 Yugorosgaz a.d. Beograd 4 393 25.0% 1 098 - - - 1 098 (253) Vemex s.r.o. 930 33.0% 307 - - - 307 (151) OOO "Siemens Electroprivod" 461 34.0% 157 - - - 157 (210) Other - - - - - - 189 (43) Total investments in associates accounted for under the equity method 66 197 15 552 Net profit (loss) is disclosed for the year ended 2014 or from the date of acquisition or reclassification until 2014 (if acquired or reclassified in 2014). 59
As of 2013 summarized financial information on significant investments in associates accounted for under the equity method is as follows: Name Total assets Total liabilities and non-controlling interests of associates Operating income Net profit (loss) Comprehensive income (loss) Petrozamora S.A. 123 106 (79 335) 25 100 8 210 8 725 ОАО "Sogaz" 167 549 (117 198) - - - OAO "Belgazprombank" 52 370 (43 061) 729 316 1 017 Eriell Group International Ltd. 44 402 (42 980) 4 005 (321) (252) IGS Investments Ltd 16 062 (14 146) 1 207 (290) 820 ООО "Gazprom gazomotornoye toplivo" 4 045 (37) - - - Ysmer Ltd 46 136 (37 132) - - - OAO AKB "Eurofinance Mosnarbank" 54 342 (40 638) 892 472 (239) Newtech Services Holding Ltd 3 727 (2 381) 422 856 918 MIR Capital S.C.A., SICAR 2 028 (38) - - - OOO "Penoplex SPb" 5 897 (5 587) 539 9 9 Yugorosgaz a.d. Beograd 6 162 (2 017) 359 (860) (900) Vemex s.r.o. 4 520 (3 503) 490 (159) (169) OOO "Siemens Electroprivod" 3 033 (1 909) (146) (172) (172) Name Net assets Share % Group's share in net assets Goodwill Intragroup transactions Impairment Carrying value Group's share in net profit (loss) Petrozamora S.A. 43 771 40.0% 17 508 - - - 17 508 3 284 ОАО "Sogaz" 50 351 19.0% 9 587 - - - 9 587 - OAO "Belgazprombank" 9 309 49.7% 4 627 - - - 4 627 157 Eriell Group International Ltd. 1 422 46.0% 654 3 302 - - 3 956 (148) IGS Investments Ltd 1 916 40.0% 766 1 601 - - 2 367 (116) ООО "Gazprom gazomotornoye toplivo" 4 008 50.0% 2 004 - - - 2 004 - Ysmer Ltd 9 004 41.5% 3 737 - (1 047) - 2 690 - OAO AKB "Eurofinance Mosnarbank" 13 704 25.0% 3 426 2 180 - (2 180) 3 426 118 Newtech Services Holding Ltd 1 346 40.0% 538 809 - - 1 347 342 MIR Capital S.C.A., SICAR 1 990 50.0% 995 - - - 995 - OOO "Penoplex SPb" 310 40.0% 124 1 368 - - 1 492 4 Yugorosgaz a.d. Beograd 4 145 25.0% 1 036 - - - 1 036 (215) Vemex s.r.o. 1 017 33.0% 336 - - - 336 (52) OOO "Siemens Electroprivod" 1 124 34.0% 382 - - - 382 (58) Inverton Enterprises Ltd 1 179 49.5% 584 - - - 584 73 Other - - - - - - 525 (79) Total investments in associates accounted for under the equity method 52 862 3 310 60
Net profit (loss) is disclosed for the year ended 2013 or from the date of acquisition or reclassification until 2013 (if acquired or reclassified in 2013). There are no quoted market prices for the Group's investments in associates accounted using the equity method. The Group does not have any significant restrictions on the ability of associates or joint ventures to transfer funds to the Group. There are no unrecognised contingent liabilities relating to its investments in associates. 61
NOTE 17 RECEIVABLES AND PREPAYMENTS As of 2014 and 2013 receivables and prepayments comprise the following: 2014 2013 Trade receivables 53 301 27 882 Accounts due from customers for contract work 21 734 14 757 Prepayments and advances 21 200 18 739 Settlements with budget for other taxes 6 215 6 846 Claims on letters of credit 5 677 6 546 Receivable on securities operations 1 227 4 332 Other receivables 5 058 4 985 114 412 84 087 Allowance for impairment (4 112) (2 989) Receivables and prepayments 110 300 81 098 Trade receivables and prepayments primarily consist of prepayments for raw materials and short- and mediumterm receivables for industrial products marketed and processing services rendered by non-banking business segments of the Group. NOTE 18 INVESTMENTS HELD-TO-MATURITY Investments held-to-maturity comprise: 2014 2013 Not pledged Corporate bonds 72 982 29 230 Sovereign and municipal bonds 19 669 223 Promissory notes 143 261 Deposit certificates 2 1 92 796 29 715 Pledged under sale and repurchase agreements Corporate bonds 73 520 4 121 Sovereign and municipal bonds 9 703-83 223 4 121 Total investments held-to-maturity, gross 176 019 33 836 Allowance for impairment (1 160) (516) Total investments held-to-maturity, net 174 859 33 320 As of 16 December 2014 certain trading securities and investments available-for-sale were reclassified into heldto-maturity investments (Note 13 and Note 16). 62
NOTE 19 PROPERTY, PLANT AND EQUIPMENT Land, buildings and facilities Used in banking business Machinery and vehicles Office, computer equipment and other Assets under construction Land, buildings and facilities Used in non-banking business Office and Machinery computer and vehicles equipments Assets under construction Other Total Cost of acquisition 2012 11 146 5 778 10 029 7 496 26 583 31 578 1 633 182 6 731 101 156 Reclassifications/Transfers 4 889 3 - (4 892) 556 2 500 (1 491) 1 477 (3 042) - Effect of acquisition of subsidiaries - - - - - 26-5 - 31 Additions 1 982 4 029 2 736 1 148 1 221 1 810 663 79 6 213 19 881 Disposals (49) (1 790) (553) (1 536) (300) (1 754) (173) (6) (247) (6 408) Impairment - - - - (5) (16) - - (259) (280) Translation differences 9 29 20-78 206 5-1 348 2013 17 977 8 049 12 232 2 216 28 133 34 350 637 1 737 9 397 114 728 Reclassifications/Transfers 107 371 58 (535) 450 2 442 14 36 (2 943) - Effect of acquisition of subsidiaries - - - - 87 924 167-112 1 290 Additions 1 218 6 168 3 555 2 872 539 2 953 89 92 12 614 30 100 Disposals (524) (830) (709) (682) (71) (1 013) (72) (22) (1 510) (5 433) Impairment - - - - - - - - (16) (16) Translation differences 104 301 202 662 1 509 1 619 75 - - 4 472 2014 18 882 14 059 15 338 4 533 30 647 41 275 910 1 843 17 654 145 141 Accumulated depreciation 2012 793 1 607 6 013-5 276 13 045 565 - - 27 299 Reclassifications/Transfers - - 641 - - (641) - - - - Charge for the period 492 942 964-1 310 3 853 73 125-7 759 Disposals (8) (138) (451) - (300) (1 043) (173) - - (2 113) Translation differences 4 12 7-29 78 4 - - 134 2013 1 281 2 423 7 174-6 315 15 292 469 125-33 079 Reclassifications/Transfers (20) 1 012 (992) - (150) 157 (1) (6) - - Charge for the period 417 842 2 259-920 3 516 141 62-8 157 Disposals (57) (669) (183) - (45) (617) (56) (21) - (1 648) Translation differences 23 296 216-625 773 67 - - 2 137 2014 1 644 3 904 8 474-7 665 19 121 620 160-41 725 Net book value 2013 16 696 5 626 5 058 2 216 21 818 19 058 168 1 612 9 397 81 649 2014 17 238 10 155 6 864 4 533 22 982 22 154 290 1 683 17 654 103 553 63
NOTE 20 INTANGIBLES Intangible assets used in banking business Used in non-banking business Rights for audio-visual products Other Total Cost of acquisition 2012 3 043 68 798 13 270 85 111 Reclassifications/Transfers - (254) 254 - Effect of acquisition of subsidiaries - - 359 359 Additions 1 605 22 908 1 347 25 860 Disposals (306) (7 858) (396) (8 560) Impairment - (106) (2 670) (2 776) Translation differences 3-167 170 2013 4 345 83 488 12 331 100 164 Additions acquired through acquisition of subsidiaries (Note 37) 1 5 604 15 350 20 955 Additions 1 337 27 502 2 800 31 639 Disposals (684) (9 183) (967) (10 834) Impairment - (2 356) - (2 356) Translation differences 139 12 806 957 2014 5 138 105 067 30 320 140 525 Accumulated amortisation 2012 917 48 909 3 995 53 821 Reclassifications/Transfers - (224) 224 - Charge for the period 749 19 002 1 313 21 064 Disposals (174) (7 738) (381) (8 293) Translation differences 2-54 56 2013 1 494 59 949 5 205 66 648 Charge for the period 938 24 761 1 975 27 674 Disposals (438) (8 783) (612) (9 833) Translation differences 56 8 262 326 2014 2 050 75 935 6 830 84 815 Net book value 2013 2 851 23 539 7 126 33 516 2014 3 088 29 132 23 490 55 710 NOTE 21 GOODWILL The movement of goodwill for the years ended 2014 and 2013 is as follows: Gross amount Accumulated impairment Net 2012 41 094 (17 009) 24 085 Impairment loss for the period - (290) (290) 2013 41 094 (17 299) 23 795 Business combination 14 087-14 087 Impairment loss for the period - (2 035) (2 035) Disposal of subsidiaries (382) 382-2014 54 799 (18 952) 35 847 64
Goodwill is allocated to cash-generating units (CGU). An operating segment-level summary of the goodwill allocation is presented below: CGU Activity 2014 2013 ZAO "REP Holding" Energy-conserving, turbocompressoring and gascompressoring production 838 838 ZAO PO "Uralenergomontazh" Installation of engineering equipment 596 596 OAO "Giprokislorod" Research and development projects 131 131 OOO "Technopark Promzona 2" Providing temporary use of property 7 7 Mashinery 1 572 1 572 ОАО "TNT-Teleset" TV channel broadcasting 11 599 11 599 OAO "Telecompania NTV" TV channel broadcasting 7 181 7 181 OOO "Telekompania Pyatnitsa" TV channel broadcasting 5 186 - OOO "Telekanal TV3" TV channel broadcasting 4 445 - OOO "Central Partnership" Film distribution and production 1 342 - OOO "Telekompania 2X2" TV channel broadcasting 1 000 - ОАО "VebTV" Internet project 581 - OOO "Internet Gipermarket" Internet project 461 - OOO "Aprel" Internet project 296 - ZАО "Izdatelstvo SEM DNEY" Publishing 264 1 443 ZAO "Echo Moskvi" Radio broadcasting 32 32 ZAO "Media-Press" Media Press Publishing - 80 Media 32 387 20 335 OAO "CreditUralBank" Banking services 911 911 Banking 911 911 ОАО "ENEKS" Energy construction and engineering 977 977 Other 977 977 Total goodwill 35 847 23 795 The recoverable amounts of each of the cash-generating units are determined based on value-in-use calculations. These calculations use pre-tax cash flow projections based on the financial budgets approved by the management for the next five years. The calculation of value-in-use for non-banking cash-generating units (CGUs) is most sensitive to the growth margin and pre-tax discount rates. Management estimated the growth margins based on past performance and its expectations of market conditions relating to the relevant operating segments. Discount rates reflect management s estimate of return on capital employed in each CGU. This is the benchmark used by management to assess operating performance and to evaluate future investment proposals. The effective discount rate applied to cash flow projections is based on the cost of equity (for banking business) and weighted average cost of capital or rates attrubutable to investment projects (for other segments) and are as follows: 2014 2013 Banking segment CGUs 14.1-19.3% 13.30% Media segment CGUs 14.1-20% 13.20% Machinery segment CGUs 15-19.3% 10-16% Other segment CGUs 12-34% 5.65-30% 65
NOTE 22 AMOUNTS OWED TO CREDIT INSTITUTIONS Amounts owed to credit institutions as of 2014 and 2013 comprise: 2014 2013 Amounts due to the Central Bank of the Russian Federation (CBR): - repo agreements 140 467 128 829 - term deposits 182 114 80 139 322 581 208 968 Credit institutions other than the CBR: - current accounts 16 860 23 656 - term deposits 216 310 141 938 - syndicated loans 28 106 55 434 - repo agreements 1 755 226 263 031 221 254 Amounts owed to credit institutions 585 612 430 222 As of 2014 the five largest exposures to credit institutions other than the Central Bank of the Russian Federation (including sale and repurchase agreements) comprise RUB 174 778 million or 30% of amounts owed to credit institutions ( 2013: RUB 110 756 million or 26%). Included in syndicated loans as of 2014 and 2013 is a USD 500 million three-year term loan facility agreement with a syndicate of banks that bears an interest of 3 months LIBOR+1.4%. In August 2011 the Group entered into a USD 1 200 million three-year term loan facility agreement with a syndicate of banks that bears an interest of 3 months LIBOR+1.5%, that was repaid as of 2014. Term deposits due to the CBR in the amount of RUB 182 114 million were received by the Group with loans to legal entities placed as the collateral ( 2013: RUB 80 139 million) (Note 15). Repo agreements represent short-term funding received by the Group with securities pledged as collateral to credit institutions. The following table presents information about assets sold under sale and repurchase agreements with credit institutions: 2014 2013 Securities pledged under sale and repurchase agreements (including Investments available-for-sale, Financial assets held for trading and Investments held-to-maturity) 161 524 146 306 Securities received as collateral under sale and repurchase agreements that are re-pledged, fair value (Note 12) 14 852 14 899 Total assets pledged under sale and repurchase agreements with credit institutions 176 376 161 205 The securities pledged or sold under sale and repurchase agreements are transferred to a third party and the Group receives cash in exchange. These financial assets may be repledged or resold by counterparties, but the counterparty has an obligation to return the securities at the maturity of the contract. The Group has determined that it retains substantially all the risks and rewards on these securities and therefore has not derecognised them. Sale and repurchase transactions are conducted under terms that are usual and customary to standard lending, and securities borrowing and lending activities, as well as requirements determined by exchanges where the Group acts as intermediary. 66
NOTE 23 AMOUNTS OWED TO CUSTOMERS Amounts owed to customers comprise: 2014 2013 Current accounts 1 282 683 923 314 Term deposits 1 471 146 1 160 635 Promissory notes issued 100 823 138 075 Euro commercial papers issued 12 884 38 789 Certificates of deposit issued 3 3 Amounts owed to customers 2 867 539 2 260 816 A breakdown amounts owed to customers by types of depositors is as follows: 2014 2013 Ministry of Finance of the Russian Federation: - term deposits 273 301 273 301 State controlled companies: - current accounts 744 385 505 696 - term deposits 447 742 344 884 1 192 127 850 580 Private companies: - current accounts 444 440 314 574 - term deposits 624 979 525 208 1 069 419 839 782 Individuals: - current accounts 93 858 103 044 - term deposits 398 152 290 242 492 010 393 286 Promissory notes issued 100 823 138 075 Euro commercial papers issued 12 884 38 789 Certificates of deposit issued 3 3 Amounts owed to customers 2 867 539 2 260 816 Promissory notes and certificates of deposit issued represent bearer on call or term interest notes. It is impracticable to identify the ultimate holders of these instruments as of the reporting dates as these instruments may be traded in the over-the-counter market or transferred by the initial holders; hence the Group does not disclose breakdowns of these notes by ownership. As of 2014 current accounts and term deposits of the Gazprom Group comprised 24% (RUB 696 328 million) of the total amounts owed to customers ( 2013: 18% or RUB 402 262 million). Current accounts and term deposits of the Gazprom Group bear interest from 0.15% to 20.00% per annum. The majority of the Gazprom Group s deposits mature from "on demand" to 2 years. Included in current accounts of state-controlled and private companies as of 2014 is RUB 907 682 million of minimum balances that customers are required to maintain during contractually specified periods of time ( 2013: RUB 529 190 million). 67
NOTE 24 BONDS ISSUED Bonds issued comprise: 2014 2013 Eurobonds 407 601 228 553 Rouble domestic bonds 129 609 112 521 Bonds issued 537 210 341 074 As of 2014 and 2013 eurobonds comprise: Issue % as of 2014 Final maturity date 2014 2013 USD 1 billion Eurobonds 6.25% December 2014-32 719 CHF 500 million Eurobonds 3.38% August 2015 28 719 18 567 USD 1 billion Eurobonds 6.50% September 2015 54 222 31 441 RUB 15 billion Eurobonds 8.62% December 2015 14 957 14 817 CNY 500 million Eurobonds 4.00% February 2016 4 595 2 730 USD 120 million Eurobonds 7.35% May 2016 6 714 3 718 RUB 20 billion Eurobonds 7.88% July 2016 20 639 19 057 RUB 20 billion Eurobonds 9.90% November 2016 20 143 20 142 CHF 200 million Bonds 2.38% December 2016 11 378 7 317 CNY 1 billion Eurobonds 4.25% January 2017 9 150 - USD 1 billion Eurobonds 5.63% May 2017 56 333 32 947 EUR 1 billion Eurobonds 3.98% October 2018 68 595 45 098 EUR 1 billion Eurobonds 4.00% July 2019 69 465 - USD 750 million Eurobonds 4.96% September 2019 42 691 - Eurobonds 407 601 228 553 As of 2014 and 2013 Rouble domestic bonds comprise: Issue % as of 2014 Final maturity date 2014 2013 RUB 10 billion domestic bonds 7.65% July 2014-10 348 RUB 10 billion domestic bonds 8.50% December 2014-10 026 RUB 10 billion domestic bonds 7.70% February 2015 10 316 10 352 RUB 10 billion domestic bonds 9.70% July 2016 10 484 10 420 RUB 10 billion domestic bonds 7.85% August 2016 10 327 10 327 RUB 10 billion domestic bonds 7.90% September 2016 10 210 10 210 RUB 10 billion domestic bonds 8.50% October 2016 10 168 10 165 RUB 10 billion domestic bonds 7.70% October 2016 10 148 10 148 RUB 10 billion domestic bonds 9.75% May 2017 10 102 - RUB 10 billion domestic bonds 9.60% June 2017 10 011 - RUB 10 billion domestic bonds 10.80% September 2017 10 284 - RUB 10 billion domestic bonds 8.50% October 2017 10 177 10 175 RUB 10 billion domestic bonds 8.50% October 2019 10 177 10 175 RUB 10 billion domestic bonds 8.50% October 2022 10 177 10 175 RUB 4.7 billion Mortgage Covered Bonds Class A 9.00% April 2048 4 691 - RUB 2.3 billion Mortgage Covered Bonds Class B 3.00% April 2048 2 337 - Rouble domestic bonds 129 609 112 521 In December 2014, the Group issued Mortgage Covered Bonds in the total nominal amount of RUB 7 000 million. The bonds have quarterly amortisation in the amount equal to the mortgages redeemed during the previous quarter. 68
NOTE 25 SUBORDINATED DEBTS As of 2014 and 2013 subordinated debts comprise: 2014 2013 Subordinated eurobonds 131 709 56 367 Deposits from Gazprom Group 94 470 Deposits from Vnesheconombank - 39 943 Other subordinated deposits 77 312 Subordinated debts 131 880 97 092 As of 2014 and 2013 subordinated eurobonds comprise: Issue % as of 2014 Final maturity date 2014 2013 USD 62.6 million subordinated Eurobonds 5.75% November 2018 3 538 2 083 USD 500 million subordinated Eurobonds 7.25% May 2019 28 385 16 466 USD 400 million subordinated Eurobonds 6.50% July 2020 23 163 13 471 USD 750 million subordinated Eurobonds 7.50% December 2023 42 056 24 347 CHF 350 million subordinated Eurobonds 5.13% May 2024 20 470 - RUR 13.5 billion subordinated Eurobonds 8.75% June 2019 14 097 - Subordinated eurobonds 131 709 56 367 As of 2013 included in subordinated debts is an amount of RUB 39 943 million that represented a deposit from State corporation Bank for Development and Foreign Economic Affairs (Vnesheconombank). This deposit bore an interest of 7.5% per annum and was redeemed before contractual marutity in December 2014 (Note 32). NOTE 26 OTHER LIABILITIES Other liabilities comprise: 2014 2013 Settlements with suppliers 83 486 28 487 Trade payables 22 006 12 724 Option premium payable to Vnesheconombank (Note 27) 13 421 15 112 Payables for transactions with securities 12 189 11 487 Liabilities on letters of credit 10 526 8 154 Operating taxes payable 7 145 4 676 Provision for other risks 5 713 2 903 Payable to employees 4 640 11 249 Deferred income 3 166 1 987 Amounts due to customers under contract work 2 321 825 Current tax liabilities 991 390 Payable under employee share-option plan and puttable instruments 657 1 660 Other 8 405 5 215 Other liabilities 174 666 104 869 As of 2014 and 2013, settlements with suppliers primarily represent amounts payable for materials and products delivered and services rendered to non-banking business segments of the Group. 69
NOTE 27 SHAREHOLDERS EQUITY (a) Share capital Authorized share capital of the Bank comprises 29 997 777 ordinary shares and 39 954 000 preference shares. Issued share capital as of 2014 and 2013 comprises: 2014 2013 Number of Par value, Nominal Number of Par value, Nominal amount, shares RUB amount, RUB shares RUB RUB Ordinary shares 24 532 277 1 000 24 532 277 000 24 532 277 1 000 24 532 277 000 Preference shares 39 954 000 1 000 39 954 000 000 - - - Total share capital 64 486 277 64 486 277 000 24 532 277 24 532 277 000 All issued shares are fully paid. Ordinary shares The holders of ordinary shares are entitled to receive dividends as annually declared and are entitled to one vote per share at annual and other general meetings of the Bank s shareholders. As of 2014, 1 079 651 ordinary shares were held by the Group as treasury shares ( 2013: 1 036 483 ordinary shares). Movements in the outstanding ordinary shares are presented below: 2014 2013 Opening balance as at 1 January 23 495 794 22 979 450 Shares purchased (56 127) (76 709) Shares sold to employees 12 959 37 498 Shares sold to investor with significant influence - 555 555 Closing balance as at 23 452 626 23 495 794 In June 2012 the Bank purchased from Vnesheconombank an American-style call option on 2 500 000 of the Bank s shares that matures in June 2020. The option premium is to be paid semi-annually by installments during the life of the option. The Group initially recognised a liability payable to Vnesheconombank for the option premium through 2020 of RUB 17 215 million. The amortisation of the liability of RUB 1 559 million is recognised as other interest expense in the statement of profit or loss and other comprehensive income for the year ended 2014 (2013: RUB 1 730 million). In case the option is exercised or otherwise cancelled before maturity the remaining portion of the liability is extinguished. Preference shares Following the adoption of amendments to the Federal Law dated 13 October 2008 #173-FZ "On additional measures to support the financial system of the Russian Federation" (the Law ), in December 2014 the Ministry of Finance of the Russian Federation acquired 39 954 000 non-cumulative preference shares with the nominal value of RUB 1 000, which were issued by the Bank under the closed subscription, for RUB 39 954 million. According to the Law, the acquisition of shares was executed using the proceeds from early redemption of a subordinated deposit provided by the State Corporation Bank for Development and Foreign Economic Affairs (Vnesheconombank) to the Bank in 2009. The terms of the preference shares (called Type A in the Bank s charter) do not include a fixed or determinable dividend and set no fixed share in liquidation value of the Bank. A dividend payout (if any) is to be approved annually by the general shareholders meeting of the Bank. Holders of Type A preference shares do not have voting rights. The preference shares are not included in determining of the quorum at general shareholders meetings. 70
(b) Dividend payout Dividends payable by the Bank are restricted to the maximum distributable reserves, which are determined by the amount of reserves as disclosed in the financial statements of the Bank prepared in accordance with the statutory legislation. As of 2014, the statutory financial statements of the Bank disclosed distributable reserves of RUB 151 375 million and non-distributable reserves of RUB 3 682 million ( 2013: distributable reserves of RUB 140 295 million and non-distributable reserves of RUB 3 682 million). In June 2014 the General shareholders meeting of the Bank approved a dividend payout for the year 2013 of RUB 270 per one ordinary share (dividends declared in 2013 for the year 2012 were RUB 252 per one ordinary share). NOTE 28 PERPETUAL DEBT ISSUED In October 2012 the Group issued perpetual Eurobonds of USD 1 billion bearing interest of 7.875% per annum. The Group has the right to call the Eurobond in 2018 and at each interest payment date thereafter. The coupon is paid semi-annually and the coupon rate is fixed until the first call date after which it is reset every 5 years. The coupon payment is not cumulative and may be cancelled at the discretion of the Group. The coupon payment becomes mandatory in case the Group pays or declares dividends in the preceding 6 months. In December 2013 the Group amended the terms of the perpetual Eurobonds by introducing a write-down of principal and cancellation of accrued interest if either of the following events occurs: (a) the Common Equity Tier 1 Capital Ratio of the Bank (according to the CBR Regulation 395-P) is less than 2%, or (b) the Agency on Deposit Insurance implements bankruptcy prevention measures in relation to the Bank (according to the Federal Law No 175-FZ). As the Group has discretion in relation to coupon and principal repayment, the Group classified this perpetual Eurobond as equity in the consolidated statement of changes in equity. The USD denominated perpetual Eurobonds are translated to their RUB equivalent at the period-end exchange rate with exchange differences recorded in retained earnings when incurred. Issuance costs are also recorded in retained earnings when incurred. While coupon payments are at the discretion of the Group, if and when dividends are paid or declared, the following coupon payment is accrued and recorded as a liability. NOTE 29 FINANCIAL COMMITMENTS AND CONTINGENCIES a) Credit related financial commitments The credit related financial commitments as of 2014 and 2013 comprise: 2014 2013 Undrawn credit lines 1 243 925 988 216 Guarantees given 507 673 367 000 Letters of credit 82 430 76 266 1 834 028 1 431 482 Management evaluated the likelihood of probable losses arising from credit related commitments and concluded that a provision of RUB 5 713 million was necessary as of 2014 ( 2013: RUB 2 903 million). As of 2014 RUB 917 million of letters of credit were secured by customer funds ( 2013: RUB 754 million). 71
b) Operating lease obligations In the normal course of business the Group enters into operating lease agreements for office equipment and branch facilities. Future minimum payments under non-cancellable operating leases are as follows: 2014 2013 Not later than 1 year 5 511 4 243 Later than 1 year and not later than 5 years 11 305 7 199 Later than 5 years 5 459 5 136 22 275 16 578 c) Fiduciary activities In the normal course of its business the Group enters into agreements with clients to manage their assets with certain limited rights on decision making in accordance with specific criteria established by the clients. The Group may be liable for losses or actions aimed at appropriation of the clients funds until such funds or securities are returned to the client. The maximum potential financial risk at any given moment is equal to the amount of the clients funds and securities plus (minus) any unrealised gain (loss) on the positions. As of 2014 the total amount of funds accepted by the Group on behalf of its clients does not exceed RUB 16 333 million ( 2013: RUB 15 505 million). As of 2014 the total amount of securities accepted by the Group on behalf of its clients does not exceed RUB 27 986 million ( 2013: RUB 61 015 million). Assets accepted and liabilities incurred under the trustee and depository activities are not included in the Group s financial statements. d) Capital commitments In the normal course of business the Group enters into various contracts for purchase of programming rights, property and equipment, construction and repair of buildings, with suppliers of consulting services and other services. As of 2014 and 2013 the future contracted liabilities with respect to these contracts are as follows: 2014 2013 Programming rights 36 288 18 961 Property, plant and equipment 8 460 4 064 Construction agreements 28 410 28 129 73 158 51 154 e) Environmental matters The enforcement of environmental regulation in the Russian Federation is evolving and the enforcement posture of government authorities is continually being reconsidered. The Group companies in the machinery and other business segments periodically evaluate their obligations under environmental regulations. As obligations are determined, they are recognised immediately. Potential liabilities, which might arise as a result of changes in existing regulations, civil litigation or legislation, cannot be reasonably estimated. Under the current levels of enforcement of existing legislation, management believes that there are no probable liabilities for environmental damage which would have a materially adverse effect on the financial position or the operating results of the Group. f) Legal In the ordinary course of business the Group is subject to legal actions and complaints. Management believes that the ultimate liability, if any, arising from such actions or complaints will not have a material adverse effect on the financial position or the operating results of the Group. 72
g) Insurance The insurance industry in the Russian Federation is in a developing state and many forms of insurance protection common in other parts of the world are not yet generally available. The Group does not have full coverage for its premises and equipment, business interruption, or third party liability in respect of property or environmental damage arising from accidents on the Group s property or relating to operations. Until the Group obtains adequate insurance coverage, there is a risk that the loss or destruction of certain assets could have a material adverse effect on operations and financial position. The Group has obtained an international comprehensive banking risk insurance policy ( BBB Bankers Blanket Bond) covering professional activities and crimes, including electronic and computer crimes. The amount of total insurance indemnity is limited to USD 100 000 thousand. h) Taxation The Group operates in a number of tax jurisdictions. In the normal course of business, management must interpret and apply existing legislation to transactions with third parties and its own activities. Current Russian tax legislation is principally based on the legal form in which transactions are documented and the underlying accounting treatment is applied as prescribed by Russian tax legislation. The interpretation of Russian tax legislation by the tax authorities and court practice, which are constantly changing, in the future may focus less on the form and more on the substance of a transaction. Recent events within the Russian Federation suggest that the tax authorities are taking a more assertive position in their interpretation and enforcement of tax legislation. Tax years remain open to normal audit by the Russian tax authorities for three years; during such time any change in interpretation or practice, even if there is no change in Russian tax legislation, could be applied retroactively. The interpretation and practice in other jurisdictions in which the Group operates are also changing, sometimes with retroactive effect. Such uncertainty could, in particular, be attributed to tax treatment of financial instruments/derivatives and determination of market prices for transactions for transfer pricing purposes. It could also lead to temporary taxable differences occurring due to loan impairment allowance and profit tax liabilities being treated by the tax authorities as understatement of the tax base. Management is confident that applicable taxes have all been accrued and, consequently, creation of respective provisions is not required. In management s opinion, the Group is in substantial compliance with the tax and other laws governing its operations in Russia and in other tax jurisdictions. However, a risk remains that the relevant authorities could take different positions with regard to interpretative issues or that court practice could develop adversely to positions taken by the Group and the effect on the financial position of the Group, should the authorities succeed in asserting their positions, could be significant. Starting from 1 January 2012 new transfer pricing rules came into force in Russia. They provide the possibility for tax authorities to make transfer pricing adjustments and impose additional tax liabilities in respect of controllable transactions if their prices deviate from the market interval or profitability range. According to the provisions of transfer pricing rules, the taxpayer should sequentially apply five methods of market price determination prescribed by the Tax Code. Tax liabilities arising from transactions between companies are determined using actual transaction prices. It is possible with the evolution of the interpretation of the transfer pricing rules in the Russian Federation and the changes in the approach of the Russian tax authorities, that such transfer prices could be challenged. NOTE 30 CORPORATE GOVERNANCE AND INTERNAL CONTROLS The principal management bodies of the Bank are the General Shareholders Meeting, the Board of Directors, the Management Board and the Chairman of the Management Board. The Bank complies with corporate governance principles set forth in the September 1999 Basel Committee Recommendations on Enhancing Corporate Governance for Banking Organisations (recommended by the Central Bank of the Russian Federation for use by Russian lending organisations) and the Code of Corporate Governance (approved by the Russian Government in November 2001 and recommended for use by Russian joint-stock companies). In addition, the Bank has established a Corporate Governance and Remuneration Committee that is responsible for the 73
supervision of compliance with international and Russian corporate governance principles, including transparency and management responsibility and accountability. The Bank has the following committees: Corporate Governance and Remuneration Committee Strategy Committee Client Policy Committee Asset and Liability Management Committee Technologies Committee Investment Committee Credit Committee Risk Management Committee The Board of Directors and the Management Board have responsibility for the development, implementation and maintenance of the Bank s internal control system that is commensurate with the scale and nature of operations. The purpose of internal control system is to ensure: proper and comprehensive risk assessment and management proper business, accounting and financial reporting functions, including proper authorization, processing and recording of transactions completeness, accuracy and timeliness of accounting records, managerial information, regulatory reports, etc. reliability of IT-systems, data and systems integrity and protection prevention of fraudulent or illegal activities, including misappropriation of assets compliance with laws and regulations Management is responsible for identifying and assessing risks, designing controls and monitoring their effectiveness. Management monitors the effectiveness of the Bank s internal controls and periodically implements additional controls or modifies existing controls in accordance with changes in external and internal environment. The Bank developed a system of standards, policies and procedures to ensure effective operations and compliance with relevant legal and regulatory requirements, including the following areas: requirements for appropriate segregation of duties, including the independent authorization of transactions requirements for the recording, reconciliation and monitoring of transactions compliance with regulatory and other legal requirements documentation of controls and procedures requirements for the periodic assessment of operational risks faced, and the adequacy of controls and procedures to address the risks identified requirements for the reporting of operational losses and proposed remedial action development of contingency plans training and professional development ethical and business standards risk mitigation, including insurance where it is effective. There is a hierarchy of requirements for authorization of transactions depending on their size and complexity. A significant portion of operations are automated and the Bank has put in place a system of automated controls. Compliance with the Bank s standards is supported by a program of periodic reviews undertaken by the Internal Audit Department. The Internal Audit Department is independent from management and reports directly to the Board of Directors. The results of Internal Audit Department reviews are discussed with relevant business process managers, with summaries submitted to the Audit Committee, the Board of Directors and senior management of the Bank. 74
Internal control functions are performed by: the Board of Directors and its committees, including the Audit committee the Chairman of the Management Board and the Management Board the Revision Commission the Chief Accountant (and deputies) Heads (and deputies) and Chief Accountants (and deputies) of branches the Internal Audit Department other business units and employees responsible for internal control execution in accordance with the established internal standards, policies and procedures, including: the internal control (compliance service) the risk management function the security function, including IT-security the human resource function the legal function the compliance officer and the compliance function the designated employee and division responsible for compliance with anti-money laundering requirements the control officers of branches professional securities market participant controller other employees/business-units with control responsibilities. In 2014 new requirements for the organisation of internal control system in credit organisations came into force. The new version of the Regulations of the Central Bank of the Russian Federation dated 16 December 2003 No 242-P On the organisation of internal control in credit organisations and banking groups sets out the specific requirements for the internal audit service and the internal control service (the compliance service). The main functions of the Internal Audit Department include the following: audit and efficiency assessment of the system of internal control as a whole, fulfillment of the decisions of key management structures audit of efficiency of methodology of assessment of banking risks and risk management procedures, regulated by internal documents in credit organisation (methods, programmes, rules and procedures for banking operations and transactions, and for the management of banking risks) audit of reliability of internal control system over automated information systems audit and testing of fairness, completeness and timeliness of accounting and reporting function and the reliability (including the trustworthiness, fullness and objectivity) of the collection and submission of financial information audit of applicable methods of safekeeping the credit organisation's property assessment of economic reasonability and efficiency of operations and other deals audit of internal control processes and procedures audit of internal control (compliance) service and risk management function. Internal control (compliance) service conducts compliance activities focused primarily on regulatory risks faced by the Group. The main functions of the internal control (compliance) service include the following: identification of compliance risks and regulatory risks monitoring of events related to regulatory risk, including probability of occurrence and quantitative assessment of its consequences monitoring of regulatory risk preparation of recommendations on regulatory risk management coordination and participation of design of measures to decrease regulatory risk monitoring of efficiency of regulatory risk management 75
participation in preparation of internal documents on regulatory risk management, anti-corruption, compliance with corporate behaviour rules, code of professional ethics and minimisation of conflicts of interest analysis of dynamics of clients complaints analysis of economic reasonableness of agreements with suppliers participation in interaction with authorities, self-organized organisations, associations and financial market participants. Russian legislation, including the Federal Law dated 2 December 1990 No 395-1 On banks and banking activity, Direction of the CBR dated 1 April 2014 No 3223-U On requirement to head of risk management service, head of internal control service, head of internal audit service of the credit organisation establish the professional qualifications, business reputation and other requirements for members of the Board of Directors, Management Board, Heads of Internal Audit Department, internal control (compliance) service and risk management function and other key management personnel. All members of the Bank s governing and management bodies meet with these requirements. Management believes that the Bank complies with the CBR requirements related to risk and capital management systems and internal control system, including requirements related to the internal control function, and that risk and capital management systems and internal control system are appropriate for the scale, nature and complexity of operations. NOTE 31 RISK MANAGEMENT Management of risk is fundamental to the banking business and is an essential element of the Group s operations. Management considers risk management and risk controls to be vitally important aspects of its business operations and management activities. Establishing and integrating risk management and control functions into the Group is a continuous process. The Group sets internal standards of risk transparency as the basis for controlling, limiting and managing risks. The Group s risk management and control system addresses the key banking risks: credit risk liquidity risk market risk operational risk. A risk appetite statement reviewed by the Board of Directors includes both quantitative and qualitative indicators designed to provide high level guidelines on type and amount of risk that the Group is willing to take in pursuit of its strategic goals. This risk appetite is further scaled and operationalized to the level of limits for separate risks and business lines. 76
Presented below is the consolidated statement of financial position in the format used for internal risk reporting and management: 2014 2013 Assets Cash and due from the Central Bank of the Russian Federation 298 264 163 012 Due from credit institutions 566 723 388 399 Financial assets held for trading and investments available-for-sale accounted for at fair value 172 301 320 409 Loans to customers 3 134 838 2 430 849 Investments available-for-sale accounted for at cost and investments in associates 71 976 60 935 Investments held-to-maturity 174 856 33 319 All other assets 156 618 83 591 Total banking segment assets 4 575 576 3 480 514 Net assets of non-banking subsidiaries (including related non-controlling interests) 122 665 120 266 Total assets 4 698 241 3 600 780 Liabilities Amounts owed to credit institutions 573 151 420 996 Amounts owed to customers 2 885 822 2 278 998 Bonds issued 537 210 341 074 Subordinated debts 131 880 97 092 All other liabilities 131 195 59 555 Total banking segment liabilities 4 259 258 3 197 715 Total equity attributable to the Group s shareholders 425 008 397 474 Non-controlling interests 13 975 5 591 Total equity 438 983 403 065 Total liabilities and equity 4 698 241 3 600 780 Guarantees and letters of credit issued 610 460 456 402 Risk management principles and organization The following key principles guide the approach to risk management: the Board of Directors approves the general risk management policy, as well as applicable levels of risk appetite, strategic objectives and priorities of risk management; monitors the Group s compliance with risk limits and capital adequacy ratios; reviews risk management systems and policies on an annual basis and approves the Bank risk management policies application and conflict of interest prevention. The Management Board provides overall risk management oversight for the Group s operations as a whole within the framework set by the Board of Directors. The Management Board monitors actual risk levels on a regular basis including risk limits and capital adequacy ratios and periodically reviews risk management approaches. Internal documentation establishing the procedures and methodologies for identifying and managing the Group s significant credit, operational, market, interest rate, legal, liquidity and reputational risks, and for stresstesting is approved by the authorized management bodies of the Bank in accordance with regulations and recommendations issued by the CBR. The Bank maintaines a system for reporting on the Group s significant credit, operational, market, interest rate, legal, liquidity and reputational risks, and on the Bank and Group s capital. the Group enforces a clear segregation between the business origination and risk management activities. The Chief Risk Officer (CRO) is a member of the Management Board and reports directly to the Board of Directors reports on credit, operational, market, interest rate, legal, liquidity and reputational risk prepared by the Bank s risk management and Internal Audit Department on a frequency and consistency stipulated by internal documentation include observations as to assessment of the effectiveness of the Group s 77
procedures and methodologies, and recommendations for improvement. With the objective of monitoring effectiveness of the Group s risk management procedures and their consistent application The Board of Directors and Executive Management of the Bank periodically discuss the reports and consider proposed corrective actions the Group manages credit, market, liquidity and operational risks in a coordinated manner at all levels of its operations and in branch operations the Group delegates local decision-making authority to local/decentralised risk management units within the framework of centralised risk management policies. The Group has an integrated risk management system which allows it to unify risk management approaches and enhance control over risk management in separate organisations of the Group, as well as to align the overall Group risk profile with its strategic objectives and to facilitate risk-based decision making on the Group level. The risk management system is based on advanced standards and practices of risk-based management of financial organisations. Decision making on the management and risk control issues is a function of authorized bodies, such as The Credit Committee, The Investment Committee, Assets and Liabilities Management Committee, The Risk Committee. The Credit Committee and the Investment Committee are responsible for approving operations that carry credit risk. The authority and responsibility of each committee in respect of a given transaction is determined by reference to the parameters of the transaction. The Investment Committee is responsible for approving investment transactions above RUB 1.2 billion, and all other transactions are reviewed by the Credit Committee. The primary objective of the Assets and Liabilities Management (ALM) Committee is to satisfy the dual requirements of controlling exposure to liquidity and market risks while maximising profitability through the appropriate structure of assets and liabilities. The Strategy Committee reviews results of the strategic business analysis, forecasts and conditions for strategic development of the Group; produces recommendations to the Management Board on the strategy of the Group with regard to the Bank of Russia regulatory restrictions; reviews implementation plans for the main strategic initiatives and strategies for specific lines of busineses; assesses the results of implementation of the Group's development strategy and strategies of specific lines of businesses. The Risk Committee makes decisions on matters of day-to-day management of market and operational risks. The commission is also responsible for operational risk management methodology development, market risk limiting, control and monitoring; oversees implementation of systems, models and procedures ensuring compliance with the regulatory requirements connected with the implementation of Basel II and III standards in the Russian Federation. In addition to these committees, the Risk Management Division is responsible for day-to-day management of risks based on standards, models and procedures it develops. The risk management information systems, measurement tools, and practices are adjusted to and support the Group s growth, structure, and risk appetite. Other control functions within the Group use the intelligence on key risks from the risk management function in their planning processes. The Group is constantly developing its risk management system in order to correspond to the best practices and recommendations of regulators. a) Credit risk The Group is exposed to credit risk, which is the risk of financial losses occurring due to the default by a borrower or counterparty on their obligation to the Group. Credit risk is managed in accordance with the Central Bank of the Russian Federation regulations, Basel Committee principles and guidelines, and internal documents developed to incorporate such principles, including credit risk management policies. 78
The main objective of credit risk management is timely credit risk identification, assessment, and mitigation. The Group applies the following key principles of credit risk assessment and management: use of a comprehensive methodological approach that includes qualitative (expert) and quantitative (statistical) credit risk assessment; application of credit risk assessment to each individual transaction and to portfolio as a whole limiting credit risk by setting limits; unified approach to credit risk assessment applied in the loan decision-making process, administration, credit risk monitoring and loan loss provisioning; minimization of credit risk through the transactions structuring and receiving collateral; loan loss provisioning and estimation of expected losses; forecasting the level of credit risk. Decision-making on acceptable credit risk levels is made by several authorized bodies, such as the Investment Committee, the Credit Committee and the Chairman of the Management Board. The Group introduced risk limits for a single borrower or a group of borrowers. Compliance with such limits is monitored on an ongoing basis. All transactions which are considered by the Credit Committee or the Investment Committee are subject to an independent expert assesment by the Risk Management Division. Qualitative assessment of credit risk involves the analysis of the quality of the counterparty's management and control, its ownership, transparency, counterparty's credit history, business reputation, its size and market share, industry trends, business activities of the counterparty, its geographical location, suppliers and customers. Qualitative assessment focuses on debt capacity, profitability, liquidity, cash flows and asset quality. Qualitative credit risk assessment is undertaken in respect of the following business segments: corporates, project finance, retail banking, transactions with financial institutions, sovereign and municipal bodies, and debt market transactions. The result of a credit risk assessment is an expert opinion used in decision making process and risk mitigation steps that are appropriate for a specific transaction. Quantitative assessment of credit risk allows to quantify the credit risk of separate borrowers and loan portfolio in total. Quantitative assessment of credit risk is carried out in accordance with models for estimating the probability of default (PD-models) developed by the Group for different types of counterparties: corporate clients (the largest, large, middle and other corporate clients, project finance); financial institutions (commercial banks, non-banking financial institutions, brokers, dealers and investment banks, management companies, hedge funds, mutual funds); retail banking rating models for auto, consumer and mortgage loans); sovereign and municipal bodies. The quantitative credit risk assessment framework is being developed according to recommendations issued by the Basel Committee on Banking Supervision, recommendations issued by the Bank of Russia on 29 December 2012 192-T and leading international banking practices. Clients are rated by internal ratings based on a unified internal rating scale that has twenty grades (from AAA to D ). Internal ratings are assigned in accordance with approved PD-models. For rating purposes all clients are divided into categories, for each of which a dedicated assessment methodology is applied. The assignment of internal ratings of counterparties and transactions is conducted using the Group s Rating system which is an industrial IT-solution. Internal credit ratings are used for setting of credit risk limits, calculations of expected losses, risk analysis of the loan portfolio and financial planning. Also within the quantitative framework, the Group regularly performs stress tests of the loan portfolio which includes assessment of the potential deterioration of the loan portfolio s quality in case of negative changes in the economy. The Group pays attention to the system of credit risk monitoring and control. There is a bank-wide information resource that contains results of monitoring process for all transactions exposed to credit risk to take early risk 79
mitigation actions. In case of identification of any negative trends for a specific transaction as a result of the monitoring process, such a transaction (depending on the degree of the negative trends) is included into one of the Watch List categories with the appropriate approach for further control and monitoring. The credit risk exposure on derivatives is managed as part of the overall credit risk for counterparties, together with potential exposures from market movements. Credit-related commitments ensure that financing is provided as per contractual agreements. Guarantees and standby letters of credit represent irrevocable commitments that the Group will honor customers obligations. Standby letters of credit are usually fully or partially covered by the funds deposited by customers and therefore bear lower credit risk. The Group s activities may give rise to settlement risk at the time of settlement of transactions. Settlement risk is the risk of loss due to the failure of counterparty to execute its obligations to deliver cash, securities or other assets as contractually agreed. For certain types of transactions the Group mitigates this risk by conducting settlements through settlement/clearing agents to ensure that a trade is settled only when both parties have fulfilled their contractual settlements obligations or executing trades on net basis. Acceptance of settlement risk on free of payment trades requires transaction specific and/or counterparty specific settlements limits that form part of credit risk limits. In order to reduce credit risk resulting from OTC derivative transactions, where OTC clearing is not available, the Group regularly seeks the execution of standard master agreements (such as master agreements for derivatives published by the International Swaps and Derivatives Association, Inc. (ISDA) with its clients. A master agreement allows the netting of rights and obligations arising under derivative transactions that have been entered into under such master agreement upon the counterparty s default, resulting in a single net claim owed by or to the counterparty (close-out netting). (i) Offsetting financial assets and financial liabilities The disclosures set out in the tables below include financial assets and financial liabilities that: are offset in the consolidated statement of financial position or are subject to an enforceable master netting arrangement or similar agreement that covers similar financial instruments, irrespective of whether they are offset in the statement of financial position. The similar agreements include derivative clearing agreements and global master repurchase agreements. Similar financial instruments include derivatives, sale and repurchase agreements and reverse sale and repurchase agreements. Financial instruments such as loans and deposits are not disclosed unless they are offset in the consolidated statement of financial position. The Group receives and accepts collateral in the form of marketable securities in respect of sale and repurchase agreements and reverse sale and repurchase agreements. Such collateral is subject to the standard industry terms of the ISDA Credit Support Annex. This means that securities received/given as collateral can be pledged or sold during the term of the transaction but must be returned on maturity of the transaction. The terms also give each counterparty the right to terminate the related transactions upon the counterparty s failure to post collateral. 80
As of 2014 and 2013 the Group did not offset financial assets and financial liabilities in the consolidated statement of finansial position. The table below presents financial assets and financial liabilities subject to enforceable master netting arrangements and similar arrangements as of 2014 and 2013: Gross amounts of recognised financial asset/liability Related amounts subject to offset in the event of default or bankruptcy 2014 2013 Related amounts Gross subject to amounts of offset in the recognised event of financial default or Net amount asset/liability bankruptcy Net amount Types of financial assets/liabilities Derivative trading assets 1 212 (1 212) - 276 (276) - Reverse sale and repurchase agreements 49 557 (49 557) - 55 302 (55 302) - Total financial assets 50 769 (50 769) - 55 578 (55 578) - Derivative trading liabilities 1 436 (1 212) 224 291 (276) 15 Sale and repurchase agreements 142 222 (142 222) - 129 055 (129 055) - Total financial liabilities 143 658 (143 434) 224 129 346 (129 331) 15 (ii) Geographical concentration of credit risk Below is a breakdown of the Group's assets and liabilities by geographical concentration of credit risk as of 2014 and 2013: Russia OECD Other non- OECD 2014 Total Assets Cash and due from the Central Bank of the Russian Federation 297 476 121 667 298 264 Due from credit institutions 399 073 153 619 14 031 566 723 Financial assets held for trading and investments available-for-sale accounted for at fair value 117 767 54 025 509 172 301 Loans to customers 2 475 114 66 259 593 465 3 134 838 Investments available-for-sale accounted for at cost and investments in associates 29 217 2 487 40 272 71 976 Investments held-to-maturity 101 416 70 155 3 285 174 856 All other assets 115 959 8 104 32 555 156 618 Total banking segment assets 3 536 022 354 770 684 784 4 575 576 Net assets of non-banking subsidiaries (including related non-controlling interests) 109 167 13 498-122 665 Total assets 3 645 189 368 268 684 784 4 698 241 Liabilities Amounts owed to credit institutions 347 575 80 063 145 513 573 151 Amounts owed to customers 2 754 698 14 245 116 879 2 885 822 Bonds issued 129 609 407 601-537 210 Subordinated debts 93 131 709 78 131 880 All other liabilities 47 125 25 680 58 390 131 195 Total banking segment liabilities 3 279 100 659 298 320 860 4 259 258 Net position 366 089 (291 030) 363 924 438 983 81
Russia OECD Other non- OECD 2013 Total Assets Cash and due from the Central Bank of the Russian Federation 162 304 64 644 163 012 Due from credit institutions 66 248 302 473 19 678 388 399 Financial assets held for trading and investments available-for-sale accounted for at fair value 267 390 50 959 2 060 320 409 Loans to customers 1 905 139 30 826 494 884 2 430 849 Investments available-for-sale accounted for at cost and investments in associates 20 905 2 586 37 444 60 935 Investment held-to-maturity 11 239 21 857 223 33 319 All other assets 71 972 2 664 8 955 83 591 Total banking segment assets 2 505 197 411 429 563 888 3 480 514 Net assets of non-banking subsidiaries (including related non-controlling interests) 111 522 8 744-120 266 Total assets 2 616 719 420 173 563 888 3 600 780 Liabilities Amounts owed to credit institutions 235 902 80 902 104 192 420 996 Amounts owed to customers 2 132 920 51 477 94 601 2 278 998 Bonds issued 112 522 228 552-341 074 Subordinated debts 40 413 56 367 312 97 092 All other liabilities 40 869 9 231 9 455 59 555 Total banking segment liabilities 2 562 626 426 529 208 560 3 197 715 Net position 54 093 (6 356) 355 328 403 065 As of 2014 included in loans to customers is USD 4 022 million, EUR 91 million (equivalent to RUB 232 511 million) of loans granted to corporate entities operating in Ukraine ( 2013: USD 4 478 million, EUR 101 million equivalent to RUB 151 097 million). Due to the structure of some of these transactions, the credit exposure in the amount of USD 2 514 million (equivalent to RUB 141 448 million) in substance represents non-payment risk on OAO "Gazprom" ( 2013: USD 2 610 million equivalent to RUB 85 431 million). (iii) Maximum credit risk exposure for financial instruments For financial assets the maximum exposure to credit risk equals the carrying value of those assets. For financial guarantees and other contingent liabilities the maximum exposure to credit risk is the maximum amount the Group would have to pay if the guarantee was called on or (in the case of commitments), if the loan amount was called on (Note 29). 82
(iv) Internal credit rating of financial assets Internal rating grades are based on credit quality of the counterparties: Grades Credit quality Risk level AAA Highest credit quality Minimal credit risk АА+ Very high credit quality Very low credit risk AA Very high credit quality Very low credit risk АА- Very high credit quality Very low credit risk A+ High credit quality Low credit risk A High credit quality Low credit risk A- High credit quality Low credit risk BBB+ Good credit quality Adequate credit risk BBB Good credit quality Adequate credit risk BBB- Good credit quality Adequate credit risk BB+ Average credit quality Average credit risk BB Average credit quality Average credit risk BB- Average credit quality Average credit risk B+ Low credit quality Substantial speculative credit risk B Low credit quality Substantial speculative credit risk B- Low credit quality Substantial speculative credit risk CCC Speculative High credit risk CC Speculative Very high credit risk C Speculative Exceptionally high credit risk D Default Default The classification of major banking financial assets according to the internal credit rating system as of 2014 and 2013 is represented below: 2014 AAA-A BBB-B CCC-C D Not rated Total Due from credit institutions, gross 442 922 8 458 563 876 115 369 568 188 Less allowance for impairment - (373) (216) (876) - (1 465) Loans to customers, gross 441 291 2 298 523 129 628 27 361 390 239 3 287 042 Less allowance for impairment (2 102) (70 111) (43 633) (27 361) (8 997) (152 204) Investments held-to-maturity, gross 107 360 60 764 - - 7 748 175 872 Less allowance for impairment (336) (680) - - - (1 016) Financial guarantees and other commitments 228 838 366 313 12 278 1 103 1 928 610 460 Less provisions for losses (437) (3 579) (1 131) (551) (15) (5 713) 1 217 536 2 659 315 97 489 552 506 272 4 481 164 2013 AAA-A BBB-B CCC-C D Not rated Total Due from credit institutions, gross 318 128 21 913 1 602 50 47 645 389 338 Less allowance for impairment (1) (318) (52) (50) (518) (939) Loans to customers, gross 518 853 1 502 787 121 634 16 451 348 182 2 507 907 Less allowance for impairment (2 278) (29 681) (21 481) (16 451) (7 167) (77 058) Investments held-to-maturity, gross 13 240 19 900 - - 433 33 573 Less allowance for impairment (70) (184) - - - (254) Financial guarantees and other commitments 117 433 304 745 32 237 366 1 621 456 402 Less provisions for losses (239) (2 343) (138) (183) - (2 903) 965 066 1 816 819 133 802 183 390 196 3 306 066 83
b) Liquidity risk The Group manages its liquidity position to ensure that sufficient liquidity is available to meet its commitments to customers, creditors and note holders, and to meet the demand for new business. Both qualitative and quantitative approaches to liquidity risk assessment are used to identify and measure actual and potential risks. The liquidity management system is an integrated solution of risk identification, evaluation and control across the banking segment level. It is an essential part of the assets and liabilities management (ALM) system and covers operations on a Group-wide basis, including the head office and regional branches. The liquidity management system consists of two main components: short-term liquidity management is conducted by the Internal Treasury Department on a regular basis medium-term and long-term liquidity management are performed by the ALM Committee and the Internal Treasury Department (ALM unit) as part of the ALM function, ultimately for the purpose of setting an effective risk-return ratio. The liquidity policy is approved by the Management Board in order to clearly articulate the liquidity risk tolerance. On executive level, liquidity risk is managed by the ALM Committee. The ALM Committee determines the policies for asset and liability management, that aim to build up a robust framework for setting maturity profiles for assets and liabilities, to maintain controls over permitted variances, to provide effective diversification of funding sources and availability of sufficient funding in stressed conditions. The Risk Management Division conducts regular liquidity risk assessments and reports on the liquidity risk status to the Chief Risk Officer weekly, to the ALM Committee quaterly and to the Management Board twice a year. Risk reporting includes qualitative and quantitative risk estimations, stress-testing results, and an evaluation of additional liquidity sources (liquidity buffer). The Internal Treasury Department on a real-time basis executes necessary transactions to regulate liquidity gaps, and performs day-to-day liquidity management. The Internal Treasury Department reports to the ALM Committee on a regular basis. (i) Liquidity risk management methods Liquidity (funding) risk analysis covers the whole range of banking operations and allows to identify possible periods of (and reasons for) potential liquidity shortage. The system of liquidity risk management includes planning of operations and immediate borrowing facilities, using a wide set of risk evaluation methods: static and dynamic gap analysis, scenario approach, including stress-testing, liquidity ratios and liquidity cost estimates. The Group uses a system of Liquidity Risk Indicators and Limits to constrain the liquidity risk exposure, and maintains a liquidity cushion (buffer) to ensure it is able to cover unexpected (stress) fund withdrawals. The Bank performs an assessment of the adequacy of the applied models (back-testing) on a regular basis and revises parameters and methodological approaches to the liquidity risk evaluation if required. (ii) Gap analysis The gap analysis estimates the excess or shortfall of cash inflows over cash outflows grouped by maturity in each time bucket and in each significant currency as well as totally in all currencies and thus allows for identifying and managing open liquidity exposures. Hereinafter gap stands for cumulative gap (i.e. sum of inflows net of sum of outflows in the given time bucket and all time buckets before it). The classic gap analysis is enhanced with incorporating subdivision of contractual, planned or probable cash flows into several tiers. These tiers comprise Tier 0 (highly probable cash flows) and Tiers 1-4 which form liquidity reserves. The gap analysis allows estimating the future liquidity position along with readily available sources of extra liquidity needed to cover possible shortages. The Risk Management Division monitors liquidity reserves and borrowing facilities including the Liquidity Buffer for the case of a liquidity shortage. 84
The following table provides information of the liquidity tiers included in the gap analysis: Tier Facilities Description Tier 0 Contractual cash flows, new likely-to-happen operations (rollover, new business, etc.) Tier 1 Committed lending facilities provided by the CBR Borrowing facilities committed by the CBR and considered as the most stable funding sources. Secured funding from the CBR forms a liquidity cushion or Liquidity buffer and is available in stress conditions Tier 2 Market funding facilities Borrowing facilities available in the market in normal conditions, but restricted in case of a stress scenario: money market, client deposits Tiers 3-4 Medium-term funding facilities Additional borrowing facilities restricted by the longer arrangement period, relatively high cost of funding or by negative effect on the business plans realization: market REPO, bond issue, potentially available opportunities of secured borrowing from the CBR where availability confirmation is pending Cumulative tier composition shows an estimate of the future liquidity position (for instance, when a liquidity shortage may occur) along with indications of readily available sources of liquidity to cover possible liquidity shortages. (iii) Scenario analysis and stress-testing The gap analysis is supported by the scenario analysis, which includes a realistic scenario (business as usual) and a liquidity stress scenario. The scenario analysis is performed as a part of regular risk evaluation. Realistic scenario: demonstrates the average expected liquidity level; Stress scenario: demonstrates stress tolerance and the ability to maintain sufficient liquidity without applying restrictions on assets-related banking transactions. All scenario assumptions and parameters are approved by the ALM Committee and are widely used throughout the Bank. Basic scenario assumptions are as follows: Financial instrument/ portfolio Realistic scenario Stress scenario Loan portfolio According to the Assets and Liabilities Plan Normal credit risk According to the Assets and Liabilities Plan for 1 month, lending ceases in later periods, if needed Stressed credit risk Securities No revaluation Stress repricing: equities -25%, fixed income -8% Current accounts* Realistic (historical simulation based) outflow Stress outflow: -100% of less stable, -20% of stable Corporate and retail term deposits According to the Assets and Liabilities Stress outflow: -25% Plan Long term debt Contractual maturity, excl. Roublenominated Contractual maturity debt Additional funding sources Secured (CBR collateralized debt, REPOs) and unsecured (money market, capital markets) sources Unsecured sources largely unavailable; Secured sources decay because of stress collateral repricing: equities -25%, fixed income -8% * Current accounts have a minimal stable volume that can be accounted for as having maturities: from 1 month to 12 months less stable ; over 12 months stable. This volume is estimated regularly on the basis of historical simulation. 85
(iv) Contingency planning In addition to the integrated liquidity risk management system, the Bank has a contingency funding plan (CFP) that sets out the strategies for addressing liquidity shortfalls in emergency situations. The CFP outlines policies to manage a range of stress scenarios and establishes lines of responsibilities, including escalation procedures. The CFP is updated on an annual basis. (v) Quantitative liquidity risk analysis The analysis below is presented using the remaining contractual maturities for assets and liabilities except for so-called core deposits. The Management believes that in spite of a substantial portion of deposits from customers being on demand (customer current/settlement accounts), diversification of these deposits by number and type of depositors and the past experience of the Bank indicate that these deposits provide a long-term and stable source of funding for the Bank. For such deposits remaining expected maturities were used for the analysis. According to estimates based on the realistic scenario as of 2014 and 2013 withdrawals from current customer accounts will occur in the following periods: 2014 2013 On demand 921 778 625 227 From 1 month to 12 months 23 672 46 099 Over 12 months 337 233 251 988 1 282 683 923 314 The following tables show the banking segment cash flows cumulative gap, which equals the sum of gross amounts to be received within or before each relevant time period according to maturities/redemptions of financial instruments (assets/claims) less gross amounts to be repaid within or before each time period according to maturities/redemptions of financial instruments (liabilities/obligations). The result of the banking segment gap analysis as of 2014 is as follows: Realistic scenario Time bucket, months less than 1 1-2 2-3 3-4 4-5 5-6 6-9 9-12 Contractual gap (628 405) (683 097) (604 972) (621 954) (517 058) (535 620) (823 505) (1 042 825) Tier 0 388 843 367 256 318 612 309 677 307 146 302 193 157 355 107 218 Tiers 0-1 882 646 840 058 770 414 740 479 720 088 715 135 570 297 480 065 Tiers 0-4 937 978 917 178 847 535 817 123 796 732 791 779 646 941 556 710 Stress scenario Time bucket, months less than 1 1-2 2-3 3-4 4-5 5-6 6-9 9-12 Contractual gap (628 405) (683 097) (604 972) (621 954) (517 058) (535 620) (823 505) (1 042 825) Tier 0 388 868 85 142 (31 208) (62 556) (82 336) (113 158) (343 569) (309 139) Tiers 0-1 849 731 525 005 387 655 335 307 297 371 266 253 35 545 135 Tiers 0-4 855 063 552 125 414 775 361 951 324 015 292 898 62 190 26 780 86
The following graphs illustrate the liquidity gap analysis as of 2014 and are presented in billions of Russian Rubles: Realistic scenario Stress scenario Based on the results of the above analysis management assessed the liquidity of the Bank as follows. Realistic scenario: current liquidity position is estimated slightly excessive, including readily available stock of liquidity reserves, with no significant probability of future cash shortage. Stress scenario: the Bank is stress tolerant and able to maintain a sufficient liquidity level without implying serious restrictions on new operations within a one year period. The result of the banking gap analysis as of 2013 is as follows: Realistic scenario Time bucket, months less than 1 1-2 2-3 3-4 4-5 5-6 6-9 9-12 Contractual gap (588 717) (681 360) (830 563) (809 263) (785 406) (826 025) (946 820) (1 074 289) Tier 0 104 399 69 133 65 898 86 234 89 324 79 988 61 812 27 355 Tiers 0-1 416 398 382 772 374 495 401 262 399 139 389 804 367 796 321 405 Tiers 0-4 499 165 536 282 526 963 553 591 536 515 527 179 496 196 446 553 Stress scenario Time bucket, months less than 1 1-2 2-3 3-4 4-5 5-6 6-9 9-12 Contractual gap (588 717) (681 360) (830 563) (809 263) (785 406) (826 025) (946 820) (1 074 289) Tier 0 15 979 (166 152) (248 387) (253 035) (237 581) (243 015) (261 863) (336 432) Tiers 0-1 308 778 128 287 41 011 42 793 53 035 47 601 24 921 (61 582) Tiers 0-4 339 821 230 139 141 875 143 526 139 601 134 167 102 985 13 400 87
The following graphs illustrate liquidity gap analysis as of 2013 and are presented in billions of Russian Rubles: Realistic scenario Stress scenario The tables below show the consolidated undiscounted cash flows on the financial liabilities on the basis of their contractual maturity (including financial liabilities of non-banking segment). The total amount of outflows disclosed is the contractual, undiscounted cash flows on financial liabilities, which is therefore different from the carrying amount of the corresponding financial instrument. The expected cash flows on these financial liabilities commitments may significantly vary from this analysis. Less than 1 month 1 to 3 months 3 months to 1 year 1 to 5 years Over 5 years 2014 Total Amounts owed to credit institutions 165 569 87 390 221 099 107 497 41 958 623 513 Amounts owed to customers 1 663 790 171 417 582 196 523 459 5 256 2 946 118 Bonds issued 11 718 6 093 120 669 447 602 33 913 619 995 Subordinated debts 41-78 42 901 177 427 220 447 Other financial liabilities 83 486 36 625 15 175 6 623 13 421 155 330 Total liabilities 1 924 604 301 525 939 217 1 128 082 271 975 4 565 403 Guarantees and letters of credit issued 590 103 - - - - 590 103 Less than 1 month 1 to 3 months 3 months to 1 year 1 to 5 years Over 5 years 2013 Total Amounts owed to credit institutions 214 012 5 771 169 052 29 214 21 985 440 034 Amounts owed to customers 1 233 466 296 426 539 997 223 086 6 639 2 299 614 Bonds issued 1 871 1 283 72 056 308 027 24 638 407 875 Subordinated debts 24 1 7 358 30 620 110 906 148 909 Other financial liabilities 28 487 36 168 2 382 5 665 15 112 87 814 Total liabilities 1 477 860 339 649 790 845 596 612 179 280 3 384 246 Guarantees and letters of credit issued 443 266 - - - - 443 266 c) Market Risks Market risk arises from exposure to changes in the value of certain market variables, such as interest rates or foreign exchange rates, equity or commodity prices, or the correlations among them and their levels of volatility. The Group is exposed to market risk in both trading and non-trading activities. Market risk arises from taking 88
positions in debt, equity, foreign exchange and commodities, as well as in interest rate, equity, foreign exchange and commodity derivatives. The Group s strategy for managing market risk includes the identification, measurement and monitoring of market risks that affect its banking business. The market risk management function is centralised and is run by the Risk Management Division. To estimate currency risk and other price risks the Bank uses a value-at-risk (VaR) methodology. Sensitivity analysis is used for interest rate risk exposure assessment. Value-at-risk is a technique that estimates the potential losses that could occur on risk positions as a result of movements in market rates and prices over a specified time horizon and to a given confidence level. The Bank uses 10-day VaR for reporting with 98.8 per cent confidence level. A single factor model based on market quotes is used to calculate VaR for equity. 1-day VaR for equities is calculated by a volatility-weighted historical simulation method with five years of history. To consider volatility clusterisation, volatility-weighted historical returns are used to construct a historical sample and exponential weights are then applied to calculate VaR for equities. To construct a sample of historical returns for equities with a short history of quotes, beta coefficients estimations and market returns are used. A single factor model based on a yield to maturity or to put (offer) is used to calculate VaR for bonds. The modified historical simulation method is applied for calculation the VaR of bonds. Missing quotes are generated using Monte-Carlo simulations. In order to take into account current market circumstances, the relevant historical time series are scaled by the ratio between the current and historical volatility. 10-day VaR for FX positions is calculated based on the EWMA (exponentially weighted moving average) model using volatilities and correlations with one year of history. Derivatives are taken into account in positions by deltas. Although VaR is a valuable tool for measuring market risk exposures, it has a number of limitations, especially in less liquid markets: the use of historical data as a basis for determining future events may not encompass all possible scenarios, particularly those that are of an extreme nature the use of a 10-day holding period assumes that all positions can be liquidated or hedged within that period. This is considered to be a realistic assumption in almost all cases, but may not be the case in situations in which there is severe market illiquidity for a prolonged period VaR is only calculated on the end-of-day balances and does not necessarily reflect exposures that may arise on positions during the trading day the VaR measure is dependent upon the position, correlation and the volatility of market prices. The VaR of an unchanged position reduces if market volatility declines and vice versa the use of a 98.8 per cent confidence level does not take into account losses that may occur beyond this level. There is about a one per cent probability that the loss could exceed the VaR estimate. The Bank recognizes all limitations concerning VaR as described above and takes it into account in its market risk measurement by supplementing VaR limits with other position and sensitivity limits, including limits to address potential concentration risks within each trading portfolio. The verification of the portfolio VaR model is supported by back testing that is based on the Basel standards. Back testing shows a good quality of the Bank's models. In addition to a VaR assessment, the Bank also uses portfolio stress testing to supplement market risk exposure analysis. Stress testing provides senior management with an assessment of the impact of extreme scenarios on market risk exposure. A set of market variables is estimated for a stress scenario of a decrease in the oil price based on a macroeconomic analysis. 89
Currently the stress scenario is based on the overall economy recession with a GDP decline, unemployment increase, emerging market currency depreciation and market indexes decline. The final stress exposure assessment takes into account expected management actions (position hedging, changes in the size of positions). (i) Interest rate risk The Bank is exposed to the effects of fluctuations in the levels of market interest rates on its financial position and cash flows. Interest rate risk is measured by the extent to which changes in market interest rates impact the fair value of the debt securities portfolio (bonds and derivatives in the trading book), net present (economic) value of interest related instruments (classified to the banking book), margins and net income and include: the risk of a parallel shift, change in the slope and shape of the yield curve resulting from the maturities (repricing) mismatch of assets and liabilities sensitive to interest rate changes basis risk, which results from a mismatch in the degree of interest rate sensitivity of assets and liabilities with similar maturity (repricing term) and risk of repricing of interest rate sensitive assets and liabilities. Increasing interest rates can drive the cost of borrowed funds up faster and at a higher growth rate than return on investments, thus worsening financial results and interest rate margin. An increase in interest rates will also cause a negative revaluation of the bond portfolio. The objective of managing interest rate risk is to reduce the impact of possible changes in market interest rates on net interest income and potential decreases in security values. Interest rate risk is assessed using scenario analysis for both trading and banking books and the VaR approach for positions in trading bonds. Forecasting of possible changes in interest rates is carried out separately for Russian Rouble positions and positions in foreign currencies. The Bank s interest rate policy is reviewed regularly and approved by the ALM Committee. The Risk Management Division reports on a regular basis to the ALM and Risk Committee on the levels of interest rate gaps, VaR and results of stress testing. The ALM Committee sets limits on all levels of interest rate risk exposure in accordance with the Bank s risk appetite. The limits include: net present value sensitivity limits for all assets and liabilities structural limits (i.e. limits on the gap in assets and liabilities volume for each time bucket) net interest income sensitivity limits for assets and liabilities from the banking book net fair value sensitivity limits for assets and liabilities from the trading book. The Bank also has the following limits for trading bonds and derivatives: net present value sensitivity limits for trading bonds net present value sensitivity limits for derivatives for time buckets limits on total nominal amount. Sensitivity analysis for interest-earning assets and interest-bearing liabilities A sensitivity analysis shows how profit and loss for the reporting periods would have been affected by changes in the relevant interest rates as of 2014 and 2013. The table below presents the analysis of net interest income sensitivity to interest rate repricing risk based on a 100 basis points (b.p.) symmetrical fall or rise in all yield curves. The interest rate sensitivity analysis is performed for positions of banking interest-earning assets and interest-bearing liabilities existing as of 2014 and 2013, except for current accounts which are considered to have negligible and stable interest rates, and therefore the analysis is not taking into account the effect such changes may have on the fair values of financial instruments. 90
Effect on net interest income Currency Interest rate increase, b.p. 2014 2013 RUB 100 (1 009) (1 564) USD 100 15 178 EUR 100 263 287 GBP 100 (58) (3) Other 100 (59) (73) Total (848) (1 175) The table above shows an estimate based on yield curve shift of +100 b.p. A shift of the yield curve of 100 b.p. will have a positive effect on net interest income of approximately the same scale (+RUB 848 million) The decrease in net interest income sensitivity in 2014 was due to gap narrowing between assets and liabilities as liabilities duration increased and assets duration decreased. The interest rate risk methodology was updated in 2014 with a behavioral model for corporate loans repricing. The statistical model estimates real loan portfolio duration including prepayments which occur due to customer behavior or negotiation process to revise the interest rate. Comparative figures for 2013 were also updated following the update of methodology. In the stress scenario the effect on net interest income assuming relevant management actions could be up to RUB 1 860 million (a 200 b.p. increase in the RUB interest yield curve and a 100/100 b.p. increase in the USD and EUR yield curves). (ii) Currency risk The Bank has assets and liabilities denominated in foreign currencies. The financial positions and cash flows are exposed to the effects of fluctuations in the foreign currency exchange rates and precious metal rates. Currency risk does not arise from financial instruments that are non-monetary items or from financial instruments denominated in the functional currency. The ALM Committee sets limits on the level of currency risk exposure for each foreign currency (including different types of limits on derivatives) and each portfolio (trading, investment, the Group, the Bank, subsidiaries). These limits comply with the minimum requirements of the Central Bank of the Russian Federation. 91
The exposure of the Group to foreign currency exchange rate risk as of 2014 and 2013 is as follows: 2014 RUB USD EUR Other Total Monetary items Assets Cash and due from the CBR 177 872 59 913 57 317 3 162 298 264 Due from credit institutions 21 463 239 779 193 949 111 532 566 723 Financial assets held for trading and investments available-for-sale accounted for at fair value 77 135 92 454 1 008 1 704 172 301 Loans to customers 1 743 266 1 239 038 150 523 2 011 3 134 838 Investments held-to-maturity 110 366 57 546 3 178 3 766 174 856 All other monetary assets (excluding derivatives) 54 958 5 393 8 043 14 678 83 072 Total monetary banking segment financial assets 2 185 060 1 694 123 414 018 136 853 4 430 054 Liabilities Amounts owed to credit institutions 228 026 297 897 45 758 1 470 573 151 Amounts owed to customers 1 497 826 1 085 167 259 797 43 032 2 885 822 Bonds issued 185 347 159 960 138 060 53 843 537 210 Subordinated debt 14 098 97 235-20 547 131 880 All other monetary liabilities (excluding derivatives) 56 911 51 435 8 252 11 890 128 488 Total monetary banking segment financial liabilities 1 982 208 1 691 694 451 867 130 782 4 256 551 Non-monetary items Investments available-for-sale accounted for at cost and investments in associates 41 042 22 825 1 781 6 328 71 976 Net assets of non-banking subsidiaries (including related non-controlling interests) 109 167-9 254 4 244 122 665 All other non-monetary assets and liabilities, net 68 147 2 107 115 470 70 839 Net recognised position (excluding derivatives) 421 208 27 361 (26 699) 17 113 438 983 Derivatives position - Forwards 9 157 2 590 - Options (3 882) 22 - Swaps (14 472) 19 807 - Spot deals 7 054 8 038 Net derivatives position (2 143) 30 457 Net foreign currency position 25 218 3 758 92
2013 RUB USD EUR Other Total Monetary items Assets Cash and due from the CBR 156 189 2 506 3 792 525 163 012 Due from credit institutions 25 750 222 545 104 028 36 076 388 399 Financial assets held for trading and investments available-for-sale accounted for at fair value 245 644 72 536 1 033 1 196 320 409 Loans to customers 1 499 198 888 200 41 679 1 772 2 430 849 Investments held-to-maturity 15 087 17 799-433 33 319 All other monetary assets (excluding derivatives) 17 272 3 483 4 443 184 25 382 Total monetary banking segment financial liabilities 1 959 140 1 207 069 154 975 40 186 3 361 370 Liabilities Amounts owed to credit institutions 225 989 173 997 18 668 2 342 420 996 Amounts owed to customers 1 285 646 874 922 105 808 12 622 2 278 998 Bonds issued 166 539 100 825 45 097 28 613 341 074 Subordinated debt 39 942 56 447-703 97 092 All other monetary liabilities (excluding derivatives) 34 939 14 626 5 554 508 55 627 Total monetary banking segment financial liabilities 1 753 055 1 220 817 175 127 44 788 3 193 787 Non-monetary items Investments available-for-sale accounted for at cost and investments in associates 37 720 17 593 995 4 627 60 935 Net assets of non-banking subsidiaries (including related non-controlling interests) 111 522-5 921 2 823 120 266 All other non-monetary assets and liabilities, net 54 281 210 - (210) 54 281 Net recognised position (excluding derivatives) 409 608 4 055 (13 236) 2 638 403 065 Derivatives position - Forwards 17 658 10 033 - Options 799 14 - Swaps (2 977) 396 - Spot deals (9 384) 164 Net derivatives position 6 096 10 607 Net foreign currency position 10 151 (2 629) 2014 2013 Total foreign exchange VaR (10 days) 3 052 541 The main reason for the increase in the foreign exchange VaR during 2014 was the increase of foreign currency rates volatilities. The Bank also assesses the sensitivity of net profit to foreign exchange rate changes as a part of a systemic stress scenario, where stress levels of USD, EUR and other exchange rates are assumed as follows: 42% rise of USD and precious metals, and 40% rise of EUR. The total loss in the stress scenario was not significant because the FX position was balanced. 93
(iii) Price risks The Group has significant investments in quoted securities, which consist of both short-term trading positions and medium or long-term strategic investments. Also, the Group enters into derivatives for trading purposes. Financial positions and cash flows are exposed to the effects of fluctuations in the market prices of the securities. The Risk Committee sets limits on position levels (nominal limits, structure limits, VaR limits, stop-loss limits) and also concentration limits by issuer/instrument. The Bank measures financial instruments at fair value based on positions existing as of 2014 and 2013 for VaR analysis purposes as follows: 2014 2013 Position VaR Position VaR Debt instruments 79 907 6 363 143 518 2 324 Equities 11 724 3 129 18 539 2 934 Effect of covariance for equities - (1 098) - (905) 91 631 8 394 162 057 4 353 Because of the expected considerable decrease of the bond market in the year 2014 the Group with the help from Risk Management cut the exposure by selling large part of the bond portfolio. At the same time the HTM positions were increased. But the position reduction did not fully compensate volatility increase, and as a result the VaR of the bonds increased. A part of the equity position was also sold, that led to a stable VaR estimate of the equity portfolio in spite of volatility increase. The VaR methodology is applied only to quoted (Level I) instruments. Non-quoted instruments are excluded from the VaR calculation. Forwards and option positions (delta equivalent) are also included in the VaR calculations. Routine back-testing in 2014 resulted in changing the VaR estimation methodology for debt securities from parametric to historical VaR. VaR is calculated on a portfolio basis and correlation between securities price moves within a portfolio is automatically included into the result VaR. The position of the Group in non-quoted instruments is represented by investments in the non-banking segments (strategic and private equity investments). These instruments are not included into the traditional VaR model and a separate model is used to calculate the economic capital charge for these instruments. These instruments are not liquid and will not be affected by market volatility, thus using VaR is not relevant. The main tool for managing this risk is allocating capital to cover the risk of depreciation over the horizon of financial planning (one year) and strategic planning (five years). Potential risk exposure for non-quoted financial instruments is restrained by the position limits set by the ALM Committee and the Risk Committee. The Group also assesses the sensitivity of its net profit to securities price changes as a part of a systemic stress scenario, where the stress level assumes a 25% decrease in quotes for equities and a 2% increase in YTM for debt securities. The total loss in the stress scenario is estimated at RUB 2.9 billion as of 2014, assuming appropriate management responses. d) Operational risk Operational risk is defined as the risk of a loss resulting from inadequate or ineffective internal processes, personnel and systems or external events. Losses from staff errors, internal or external fraud, computer system failures, settlement errors, model errors or natural disasters, to name a few, are considered as losses due to operational risk. By their nature these risks are difficult to measure or quantify compared to other types of risk and therefore an integrated operational risk management system is vital for effective management of operational risk. 94
Today the Bank s operational risk framework consists of the following key elements: risks identification and escalation process qualitative and quantitative risk assessment (including controls efficiency assessment) scenario analysis and stress-testing business continuity and disaster recovery planning (BCP&DRP improvement is in progress) risk monitoring (including the system of key risk indicators) reporting. Together these components provide the advantage of quick detection and correction of deficiencies in the policies, processes and procedures for adequate operational risk management. Promptly detecting, assessing and addressing these deficiencies to risk owners of the corresponding management level can substantially reduce the potential frequency and (or) severity of an operational risk and (or) event. The Bank is focused on implementing a systematic approach to regular monitoring and reporting of its operational risk profiles and material exposures to operational losses. In order to ensure effective operational risk management the Bank uses principles, methods and approaches based on best practices of operational risk governance and control such as follows. A. The Bank develops internal documents regulating: employee's job descriptions banking operations processes business continuity and disaster recovery plans information disclosure policies. B. The Bank implements principles for segregation of duties and conflict of interests policies. C. The Bank implements new products and processes only after proper documentation of relevant procedures and controls. Internal regulatory documents are accepted only after Risk management, Internal audit, Compliance and Security departments' approval. D. The Bank organizes procurement of goods and services on a competitive basis. E. As for legal risk management, as a part of operational risk management, the Bank: provides the legal expertise of internal documents and contracts and other relevant correspondence with counterparties monitors changes in the regulatory base for the timely changes in contracts and the Bank`s processes. Furthermore, in order to reduce the negative effects from specific types of operational risks the Bank has a complex insurance programme which includes: Comprehensive Crime & Professional Indemnity Insurance (Banker s Blanket Bond, Electronic and Computer Crime and Professional Indemnity) voluntary medical insurance of employees property insurance, including ATM insurance. Risk management of non-banking segments Each of the principal non-banking subsidiaries Gazprom Media Group, OMZ Group and other subsidiaries of the machinery segment and other Group subsidiaries independently manage their financial risks, within the requirements and limitations prescribed by applicable corporate procedures. For example, the risk management of Gazprom Media Group is carried out by the central finance function of the company. The company s treasury department identifies, evaluates and hedges market risks in accordance with the policies approved by the governing body of the company. The Treasury Department also manages credit risks in relation to transactions with financial institutions. Credit and liquidity risks in relation to the operating transactions are managed by business units in accordance with relevant risk management policies established by the company. 95
NOTE 32 PRINCIPAL SUBSIDIARIES OF THE GROUP Significant entities of the Group as of 2014 and 2013 are as follows: Country of incorporation Ownership interest 2014 2013 Type of activity Banking Bank GPB AO Russian Federation Banking services 100.0% 100.0% OAO AB GPB Ipoteka Russian Federation Mortgage lending 90.1% 90.1% ОАО CreditUralBank Russian Federation Banking services 100.0% 100.0% ZAO Areximbank Armenia Banking services 100.0% 100.0% Gazprombank Switzerland Ltd Switzerland Banking services 100.0% 100.0% GPB International SA Luxemburg Banking services 100.0% 100.0% OOO GPB-Factoring Russian Federation Factoring 100.0% 100.0% ZAO Gazprombank Leasing Russian Federation Leasing 100.0% 100.0% GPB-DI Holdings Limited Cyprus Private equity 100.0% 100.0% GPB Global Resources B.V The Netherlands Investment 100.0% 100.0% banking Gazprombank Latin America Ventures The Netherlands Oil and gas 50.6% 50.6% B.V. investment Nagelfar Trade & Invest Limited British Virgin Islands Asset management 100.0% 100.0% ZAO Gazprombank Upravlenie Russian Federation Asset management 100.0% 100.0% aktivami OOO Gazkardservis Russian Federation Card processing 100.0% 100.0% OOO New Financial Technologies Russian Federation Finance 100.0% 100.0% GPB Financial Services Cyprus Cyprus Brokerage 100.0% 100.0% Machinery ZAO Forpost Holding Russian Federation Investment holding OAO OMZ Russian Federation Engineering procurement constructor OAO Izhorskiye Zavody Russian Federation Production of equipment for nuclear power plants and mining equipment OOO OMZ Spetsstal Russian Federation Production of speciality steels OOO IZ-Karteks Russian Federation Production of mining equipment ŠKODA JS a.s. Czech Republic Production of equipment for nuclear power plants OAO Uralmashzavod Russian Federation Production of metallurgy, mining, oil and gas equipment OAO Kriogenmash Russian Federation Production of oil and gas, airseparating equipment OAO Uralhimmash Russian Federation Production of petrochemical equipment ZAO PO Uralenergomontazh Russian Federation Installation of engineering equipment 100.0% 100.0% 100.0% 97.8% 85.8% 83.9% 100.0% 97.8% 88.1% 86.2% 100.0% 97.8% 99.5% 99.5% 98.7% 94.5% 100.0% 100.0% 100.0% 100.0% 96
Country of incorporation Type of activity Media OAO Gazprom-Media Holding Russian Federation Investment holding ОАО Telekompaniya NTV Russian Federation TV channel broadcasting OAO NTV-Plus Russian Federation Satellite broadcasting OAO TNT-Teleset Russian Federation TV channel broadcasting Ownership interest 2014 2013 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% 100.0% ZAO Izdatelstvo Sem Dney Russian Federation Publishing 75.0% 75.0% OOO Teleradiokompaniya 2Х2 Russian Federation TV channel 100.0% - broadcasting ООО Telekompaniya Pyatnitsa Russian Federation TV channel 100.0% - broadcasting ООО Telekanal TV3 Russian Federation TV channel broadcasting 100.0% - Other Centrex Europe Energy & Gas AG Austria Gas trading 100.0% 100.0% OOO GPB Invest Russian Federation Real estate development 100.0% 100.0% Non-controlling interests in subsidiaries The following table summarises the information relating to the Group s subsidiaries that have material noncontrolling interests (NCI), before any intra-group eliminations: OAO Izhorskiye Zavody and its subsidiaries Gazprombank Latin America Ventures B.V. NCI effective ownership interest in holding company 14.2% 49.4% Other entities 2014 Total for category Total assets 26 582 32 533 Total liabilities (17 512) (10 705) Net assets 9 070 21 828 Carrying amount of NCI 1 285 10 792 1 898 13 975 Non-banking operating revenues 10 317 - Non-banking operating expenses (10 763) - Income from associate - 10 308 Other income (expense), net 531 (1 186) Net profit 85 9 122 Other comprehensive income - 8 879 Total comprehensive income 85 18 001 Profit (loss) allocated to NCI 39 4 510 (1 701) 2 848 Other comprehensive income (loss) allocated to NCI - 4 390 (241) 4 149 Dividends paid to NCI - - (85) (85) 97
OAO Izhorskiye Zavody and its subsidiaries Gazprombank Latin America Ventures B.V. Cash flows used in operating activities (103) (988) Cash flows (used in) from investment activities (1 773) 19 160 Cash flows from (used in) financing activities, before dividends to NCI 2 434 (8 876) Cash flows from financing activities cash dividends to NCI - - Effect of exchange rate changes on cash and cash equivalents - - Net increase in cash and cash equivalents 558 9 296 Other entities Total for category OAO OMZ subsidiaries Gazprombank Latin America Ventures B.V. NCI effective ownership interest in holding company 2.2% 49.4% Other entities 2013 Total for category Total assets 44 722 17 271 Total liabilities (27 232) (13 448) Net assets 17 490 3 823 Carrying amount of NCI 1 577 1 890 2 124 5 591 Non-banking operating revenues 33 313 - Non-banking operating expenses (32 055) - Income from associate - 3 284 Other expense, net (1 222) (891) Net profit 36 2 393 Other comprehensive income 47 271 Total comprehensive income 83 2 664 Profit (loss) allocated to NCI 172 1 183 (375) 980 Other comprehensive income allocated to NCI 1 73 26 100 Dividends paid to NCI - - (134) (134) Cash flows used in operating activities (5 564) (410) Cash flows used in investment activities (202) (2 472) Cash flows from financing activities, before dividends to NCI 4 510 2 698 Effect of exchange rate changes on cash and cash equivalents 98 - Net decrease in cash and cash equivalents (1 158) (184) NOTE 33 RELATED PARTIES The Group distinguishes between the following categories of related parties: entities with significant influence: (a) OAO Gazprom and its subsidiaries; (b) Non-State Pension Fund Gazfond and ZAO Leader (on behalf of Non-State Pension Fund Gazfond ) and their subsidiaries unconsolidated subsidiaries and associates of the Group key management personnel of the Bank, including members of the Management Board of the Bank and the Board of Directors of the Bank other state controlled companies. 98
The Group is under significant influence of OAO Gazprom, a company controlled by the state, and in the ordinary course of business operates with various state controlled companies. A significant volume of transactions with state controlled entities relates to Gazprom Group (see below for details). Other significant transactions with the state include the acquisition of preference shares of the Bank in the total amount of RUB 39 950 million by the Ministry of Finance of the Russian Federation in December 2014. The acquisition of shares was executed using the proceeds from early redemption of subordinated deposit provided by Vnesheconombank to the Bank in 2009 (Note 27). Other deposits placed by state controlled companies are disclosed in Note 23. Balances due from and due to the Central Bank of the Russian Federation are disclosed in Notes 12 and 22. In considering each possible related party relationship, attention is directed to the substance of the relationship, and not merely the legal form. 99
The Group had the following transactions outstanding with related parties: NPF "Gazfond", ZAO "Leader" and their subsidiaries OAO "Gazprom" and its subsidiaries Unconsolidated subsidiaries and associates Key management personnel 2014 Total Total category as per financial statements caption Cash and cash equivalents - - 1 196-1 196 830 345 Due from credit institutions, gross - - 4 782-4 782 9 386 Allowance for impairment, due from credit institutions - - (230) - (230) (1 465) Financial assets held for trading - 2 072 - - 2 072 205 473 Loans to customers, gross - 68 399 51 581 155 120 135 3 177 437 Allowance for impairment, loans to customers - (606) (6 166) - (6 772) (154 574) Investments available-for-sale, investments in unconsolidated subsidiaries and associates 1 441 72 115-72 557 85 349 Receivables and prepayments, gross - 5 585 11 166-16 751 114 412 Allowance for impairment, receivables and prepayments - - (11) - (11) (4 112) Other assets - 81 1 950-2 031 18 077 Amounts owed to credit institutions - - 289-289 585 612 Amounts owed to customers 15 609 696 328 32 835 32 359 777 131 2 867 539 Subordinated debts - 94 - - 94 131 880 Other liabilities 363 10 142 43 687 454 54 646 174 666 Undrawn credit lines - 129 201 11 369 387 140 957 1 243 925 Guarantees given - 11 991 31 479 18 43 488 507 673 Provisions for losses under guarantees given - (29) (261) - (290) (5 586) Letters of credit - 23 203 1 794-24 997 82 430 Provisions for losses under letters of credit - (21) (3) - (24) (127) 100
NPF "Gazfond", ZAO "Leader" and their subsidiaries OAO "Gazprom" and its subsidiaries Unconsolidated subsidiaries and associates Key management personnel 2013 Total Total category as per financial statements caption Cash and cash equivalents - - 1 456-1 456 521 861 Due from credit institutions, gross - - 2 782-2 782 8 285 Allowance for impairment due from credit institutions - - (171) - (171) (939) Financial assets held for trading - 5 546 - - 5 546 293 277 Loans to customers, gross - 43 214 39 871 244 83 329 2 434 563 Allowance for impairment loans to customers - (275) (4 638) - (4 913) (78 694) Investments available-for-sale, investments in unconsolidated subsidiaries and associates 1 142 440 60 107-61 689 98 471 Receivables and prepayments, gross 1 6 742 1 521-8 264 84 087 Allowance for impairment, receivables and prepayments - - (169) - (169) (2 989) Other assets - 41 262-303 13 691 Amounts owed to credit institutions - - 277-277 430 222 Amounts owed to customers 4 157 402 262 15 955 15 317 437 691 2 260 816 Subordinated debts - 470 - - 470 97 092 Other liabilities 107 10 040 1 153 1 588 12 888 104 869 Undrawn credit lines - 152 915 4 401 66 157 382 988 216 Guarantees given - 23 986 21 637 11 45 634 367 000 Provisions for losses under guarantees given - (87) (177) - (264) (2 744) Letters of credit - 20 487 785-21 272 76 266 Provisions for losses under letters of credit - (74) (2) - (76) (159) 101
NPF "Gazfond", ZAO "Leader" and their subsidiaries OAO "Gazprom" and its subsidiaries Unconsolidated subsidiaries and associates Key management personnel Year ended 2014 Total Total category as per financial statements caption Interest income - 5 086 4 663-9 749 269 623 Fees and commissions income 246 1 288 1 919-3 453 22 505 Gain from investments available-for-sale and investments in associates, net - - 15 720-15 720 16 403 Media business operating revenues - 2 721 1-2 722 72 071 Machinery manufacturing revenues - 9 567 1 359-10 926 49 862 Other segment operating revenues - 1 487 25-1 512 50 505 Other operating income - 305 2 574-2 879 9 334 Interest expense (1 711) (25 337) (1 268) - (28 316) (173 004) Impairment of interest earning assets - (337) (1 859) - (2 196) (54 152) Other segment operating expenses - (8 710) (5) - (8 715) (47 530) Banking salaries and employment benefits - - - (972) (972) (30 043) NPF "Gazfond", ZAO "Leader" and their subsidiaries OAO "Gazprom" and its subsidiaries Unconsolidated subsidiaries and associates Key management personnel Year ended 2013 Total Total category as per financial statements caption Interest income - 4 467 3 727-8 194 213 196 Fees and commissions income 71 3 106 118-3 295 18 586 Gain from investments available-for-sale and investments in associates, net - - 12 723-12 723 13 707 Media business operating revenues - 3 004 - - 3 004 56 161 Machinery manufacturing revenues - 10 875 784-11 659 61 628 Other segment operating revenues - 242 - - 242 36 748 Other operating income - 644 756-1 400 6 480 Interest expense (1 094) (14 205) (497) - (15 796) (128 476) Impairment of interest earning assets - (24) (113) - (137) (12 370) Other segment operating expenses - (9 553) (1) - (9 554) (40 724) Banking salaries and employment benefits - - - (2 523) (2 523) (34 687) 102
The table below shows the details of banking salaries and employment benefits of key management personnel for the years ended 2014 and 2013: 2014 2013 Short-term employee benefits 959 2 496 Post-employment benefits 13 40 Share-based expense - 7 Other (reversal) expense - (20) Total banking salaries and employment benefits 972 2 523 NOTE 34 CAPITAL ADEQUACY Monitoring of Capital adequacy At the beginning of 2013 the Centre for Monitoring of Capital Adequacy was formed as a separate unit to monitor and forecast economic capital, as well as to manage implementation of Basel II and Basel III recommendations in the Bank. In 2013 a Basel II and Basel III implementation programme was launched in the Bank to manage development of risk management procedures and methodologies in accordance with the Basel Committee on Banking Supervision recommendations. The main objectives of the Centre for Monitoring of Capital Adequacy are (1) managing and monitoring of Basel II & Basel III implementation programme, (2) further development of internal capital adequacy assessment process and models, (3) monitoring of relevant Russian and international legislation, (4) further enhancement of corporate governance procedures for Risk management, (5) management of risk data, and (6) independent validation of the Bank s credit rating models. The Bank calculates capital adequacy ratios in accordance with the Basel III-compliant CBR requirements on a stand-alone basis and for a consolidated group. For the purposes of the statutory capital adequacy ratios calculation, the composition of the group, as well as accounting treatment of certain transactions and methods applied for valuation of assets and liabilities may be different from those applied in these consolidated financial statements. In addition, for the purpose of comparability with other international financial institutions, the Group calculates capital adequacy ratios according to Basel II Framework based on amounts recognized in these consolidated financial statements. As such, the methodology used for capital adequacy ratios calculation according to Basel II Framework and underlying data are different from those used for statutory capital adequacy ratios. The Bank and the Group were in compliance with the statutory ratios, including statutory capital adequacy ratios, as at 2014 and 2013. The CBR requirements and the Bank's statutory capital adequacy ratios as of 2014 and 2013 were as follows: 2014 2013 CBR minimum requirement Bank's ratios Bank's ratios Common equity Tier 1 (N1.1 ratio) 5.0% 7.8% 7.2% Tier 1 Capital (N1.2 ratio) 5.5% 8.1% 7.6% Total capital (N1.0 ratio) 10.0% 12.3% 11.2% The consolidated CBR requirements and the Group s consolidated capital adequacy ratios as of 2014 were as follows: CBR minimum requirement Group s ratios (unaudited) Common equity (N20.1 ratio) 5.0% 8.7% Tier 1 capital (N20.2 ratio) 5.5% 9.3% Total capital (N20.0 ratio) 10.0% 13.1% 103
Capital adequacy according to Basel II Framework The Group applies the Basel II Framework for the purpose of capital adequacy calculation using the simplified standardised approach for credit risk measurement, the standartised measurement method for market risk and the basic indicator approach for operational risk measurement. The Basel II Framework prescribes that all banking and other relevant financial activities (both regulated and unregulated) of the Group are captured through consolidation. Since the Group holds significant majority investments in non-banking entities that are consolidated according to IFRS requirements, these investments were de-consolidated and accounted for using the equity method in order to comply with the Basel II Framework. The resulting values of significant investments in non-banking entities which exceed the materiality level determined as 15% of capital for individual investments and 60% of capital for the aggregate of such investments are deducted from capital. As of 2014 and 2013 the carrying values of significant investments in non-banking entities did not exceed these materiality levels. The Group assesses that the USD denominated perpetual debt has loss absorption capacity equal to its historic cost of RUB 31 304 million. Therefore, the Group adjusts retained earnings for the effect of foreign exchange differences related to perpetual debt in the amount of RUB 24 954 million (2013: RUB 1 425 million) for the purpose of Tier 1 applicable reserves calculation. An analysis of risk-weighted asset calculation as of 2014 and 2013 according to Basel II requirements is as follows: Consolidated statement of financial position (IFRS) 2014 Adjustment for investments in nonbanking entities Statement of financial position (Basel II) Riskweighted assets (Basel II) 2013 Risk-weighted assets (Basel II) Cash, obligatory reserve with the CBR and due from banks 870 857 (5 870) 864 987 511 447 114 021 Loans to customers 3 022 863 111 975 3 134 838 3 017 939 2 354 964 Investments held for trading and investments available-for sale accounted at fair value: - debt 145 732 249 145 981 118 360 182 379 - equity 26 470 (150) 26 320 38 942 67 967 Investments accounted at cost and under the equity method 77 330 (5 354) 71 976 44 230 35 721 - including goodwill 7 080-7 080 - - Investments in non-banking entities - 120 527 120 527 120 527 117 588 Investments held-to-maturity 174 859 (3) 174 856 174 856 33 319 Goodwill 35 847 (34 936) 911 - - All other assets 414 562 (258 855) 155 707 181 209 79 168 Total assets 4 768 520 (72 417) 4 696 103 Total liabilities 4 329 537 (70 279) 4 259 258 Total equity attributable to Group s shareholders 425 008-425 008 Non-controlling interests 13 975 (2 138) 11 837 Total equity 438 983 (2 138) 436 845 Total liabilities and equity 4 768 520 (72 417) 4 696 103 4 207 510 2 985 127 Credit-related financial commitments 584 390 20 357 604 747 604 747 390 463 Foreign exchange risk 7 392 17 197 Operational risk 189 551 173 341 Risk-weighted assets 5 009 200 3 566 128 104
2014 2013 Share capital 76 324 36 370 Additional paid-in capital 110 063 109 103 Treasury shares (9 020) (8 060) Applicable reserves 215 426 229 260 Goodwill (7 991) (7 376) Non-controlling interests 11 837 2 913 Significant investments in financial entities (10 333) (9 374) Tier I Capital 386 306 352 836 Fair value reserve 911 (503) Subordinated debts 125 728 96 819 Hybrid capital instruments 31 304 31 304 Significant investments in financial entities (10 333) (9 374) Tier II Capital 147 610 118 246 Total Capital 533 916 471 082 Risk weighted assets: - credit risk 4 654 955 3 125 244 - market risk 164 694 267 543 - operational risk 189 551 173 341 Risk weighted assets 5 009 200 3 566 128 Capital adequacy ratios: Tier I ratio 7.7% 9.9% Total capital ratio 10.7% 13.2% Economic capital adequacy Since 2010 the Group has been using an economic capital allocation framework, which serves the purpose of ensuring sufficient capital adequacy, increased transparency of risk-taking and governance of the internal limits framework, as well as optimizing the balance of risk and return. Economic capital adequacy is one of the elements of the risk appetite statement. The Group regularly monitors its actual risk profile against the risk appetite approved by the Bank's Board of Directors and corrective actions are taken if necessary. The capital allocation framework is used to assess the overall solvency of the Group by relating economic capital requirements to available economic capital (available financial resources). Economic capital requirements are defined as the maximum possible losses over a one-year period at a confidence level relevant for the Bank s credit rating, that the Group could incur on its open risk positions and portfolios as at the reporting date, and relevant risk factors as captured by the internal models. The economic capital requirements model captures all significant quantifiable risks to which the Group is exposed as at the reporting date, as well as diversification of risk across the portfolio types, business lines and risk types. The model is calibrated based on history of risk factor data, long enough for the amount of required capital to be assessed on a through-the-cycle basis, and potential losses to be captured irrespective of the current phase of the business cycle. 105
During the reporting period the Group, the Group was adequately capitalized from the economic capital perspective. The risk profile of the Group, as measured by the economic capital requirements as of the reporting date, is shown at the diagram below (unaudited): 2014 2013 The structure of required economic capital is consistent with the Bank s risk appetite statement. Investments in non-banking subsidiaries (presented above as a part of direct investments) are a part of the private equity activities of the Group. As a result, management estimates integrated risk on direct investments that includes both the risk that a company may default (credit risk) on its obligation to the Bank and the risk that its market value may deteriorate (market risk). Consequently, for the purposes of risk management analysis nonbanking investments are presented based on their net asset values (including related non-controlling interests). NOTE 35 FAIR VALUE OF FINANCIAL INSTRUMENTS The Group performed an assessment of its financial instruments as required by IFRS 7 Financial Instruments: Disclosures and IFRS 13 Fair Value Measurement. The estimates of fair value are intended to approximate the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants under the current market conditions. However given the uncertainties and the use of subjective judgment, the fair value should not be interpreted as being realisable in an immediate sale of the assets or settlement of liabilities. The estimated fair values of financial assets held for trading, investments available-for-sale and held-to-maturity which are quoted in the active market are based on quoted market prices at the reporting date without any deduction for transaction costs. For securities held for trading, available-for-sale and held-to-maturity and derivative financial instruments not traded in the active market, the fair value is estimated by using valuation techniques, which include the use of recent arm s length transactions, discounted cash flow analysis and other valuation techniques commonly used by market participants. Where discounted cash flow techniques are used, estimated future cash flows are based on management s best estimates and the discount rate is a market related rate at the reporting date for an instrument with similar terms and conditions. Where pricing models are used, inputs are based on market related measures at the reporting date. Risk adjusted spreads for derivative financial instruments are derived from the CDS market (when this information is available) and from historical defaults and prepayment trends adjusted for current conditions. 106
The estimated fair values of all other financial assets and liabilities, except as described below, are calculated using discounted cash flow techniques based on estimated future cash flows and discount rates for similar instruments at the reporting date. The Group measures fair values using the following fair value hierarchy that reflects the significance of the inputs used in making the measurements: Level 1: quoted market price (unadjusted) in an active market for an identical instrument. Level 2: inputs other than quotes prices included within Level 1 that are observable either directly (i.e. as prices) or indirectly (i.e. derived from prices). This category includes instruments valued using: quoted market prices in active markets for similar instruments; quoted prices for similar instruments in markets that are considered less than active; or other valuation techniques where all significant inputs are directly or indirectly observable from market data. Level 3: inputs that are unobservable. This category includes all instruments where the valuation technique includes inputs not based on observable data and the unobservable inputs have a significant effect on the instrument s valuation. This category includes instruments that are valued based on quoted prices for similar instruments where significant unobservable adjustments or assumptions are required to reflect differences between the instruments. The Group has a control framework with respect to the measurement of fair values. This framework includes a Product Control function, that is independent from front office management and reports to the Chief Financial Officer, and which has overall responsibility for independent verification of the trading and investment results and all significant fair value measurements. Specific controls include: verification of observable pricing re-performance of model valuations the Risk Management Division is responsible for the derivatives pricing and CVA (credit value adjustment) models and specification of market observable parameters a review and approval of new models and changes to models involving both Product Control and Risk Management Division. The methodology is also approved by the ALM Committee the analysis and investigation of significant daily valuation movements review of significant unobservable inputs, valuation adjustments and significant changes to the fair value measurement of Level 3 instruments compared to a previous month, by a committee of senior Product Control and Group Market Risk personnel. Where third-party information, such as broker quotes or pricing services, are used to measure fair value, Product Control assesses and documents the evidence obtained from the third parties to support the conclusion that such valuations meet the requirements of IFRS. This includes: verifying that the broker or pricing service is approved by the Group for use in pricing of this financial instrument understanding how fair value has been arrived and the extent to which it represents actual market transactions when prices for similar instruments are used to measure fair value, how these prices have been adjusted to reflect the characteristics of the instrument subject to measurement where a number of quotes for the same financial instrument have been obtained, how fair value has been determined using those quotes. 107
The following table shows an analysis as of 2014 and 2013 of financial instruments recorded at fair value, between those whose fair value is based on quoted market prices (Level I) and those whose fair value was calculated using valuation techniques where all the model inputs are observable in the market (Level 2): 2014 2013 Level 1 Level 2 Total Level 1 Level 2 Total Financial assets Securities held for trading 108 767 55 416 164 183 254 390 33 588 287 978 Derivative financial instruments - 41 290 41 290-5 299 5 299 Investments available-forsale 8 019-8 019 9 082 23 349 32 431 Financial liabilities Financial liabilities held for trading - (23 839) (23 839) - (3 214) (3 214) There were no transfers between Levels 1 and 2 during the period, except that during 2014 there was a reclassification of fund participation shares accounted for in investments available-for-sale at fair value to investment available-for-sale at cost (Note 16). As of 2014 the discount rates used for fair value calculation of Level 2 financial instruments are as follows: RUB USD EUR Financial assets Securities held for trading - 7.00% - 12.91% - Derivative financial instruments 9.83% - 22.65% 0.09% - 1.89% 0.01% - 0.15% Financial liabilities Financial liabilities held for trading 9.83% - 22.65% 0.09% - 1.89% 0.01% - 0.15% As of 2013 the discount rates used for fair value calculation of Level 2 financial instruments are as follows: RUB USD EUR Financial assets Securities held for trading 8.41% - 8.50% - - Derivative financial instruments 6.02% - 6.48% 0.08% - 1.52% 0.22% - 0.29% Investments available-for-sale 7.10% - 7.40% - - Financial liabilities Financial liabilities held for trading 6.03% - 6.46% 0.08% - 2.43% 0.20% - 0.56% Unquoted investments available-for-sale are stated at cost. As of 2014 unquoted investments available-for-sale amount to RUB 11 133 million ( 2013: RUB 13 178 million). There is no market for these investments and there have not been any recent transactions that provide evidence of the current fair value. In addition, discounted cash flow techniques yield a wide range of fair values due to the uncertainty regarding future cash flows in this industry. The following table analyses the fair value of certain financial instruments not measured at fair value, by the level in the fair value hierarchy into which each fair value measurement is categorised as of 2014 and 2013. The estimation of Level 2 and Level 3 fair values was made only for the instruments with original maturity of more than 1 year. The estimated fair values of other instruments are deemed to approximate their carrying values. 108
2014 Level 1 Level 2 Level 3 Total fair values Total carrying amount Assets Due from credit institutions - - 7 626 7 626 7 921 Loans to customers - - 2 676 862 2 676 862 3 022 863 Investments held-to-maturity 166 437 - - 166 437 174 859 Liabilities Amounts owed to credit institutions - 561 450-561 450 585 612 Amounts owed to customers - 2 836 562-2 836 562 2 867 539 Bonds issued 447 425 - - 447 425 537 210 Subordinated debts 54 523 31 104-85 627 131 880 2013 Level 1 Level 2 Level 3 Total fair values Total carrying amount Assets Due from credit institutions - - 7 623 7 623 7 346 Loans to customers - - 2 384 669 2 384 669 2 355 869 Investments held-to-maturity 32 709 - - 32 709 33 320 Liabilities Amounts owed to credit institutions - 425 595-425 595 430 222 Amounts owed to customers - 2 259 432-2 259 432 2 260 816 Bonds issued 344 413 - - 344 413 341 074 Subordinated debts 42 502 53 765-96 267 97 092 As of 2014 and 2013, the discount rates used for fair value calculation are as follows: 2014 RUB USD EUR Term deposits due from and to credit institutions 16.00% - 23.43% 0.03% - 7.63% 0.91% - 5.65% Loans to customers 19.00% - 27.75% 8.0% - 10.0% 8.0% - 10.0% Term deposits owed to customers 16.00% - 23.43% 0.03% - 7.63% 0.91% - 5.65% Subordinated debts 23.43% 2.35% - 7.65% - 2013 RUB USD EUR Term deposits due from and to credit institutions 6.86% - 8.8% 0.13% - 4.8% 0.01% - 0.98% Loans to customers 7.9% - 10.5% 1.8% - 6.9% 1.8% - 6.9% Term deposits owed to customers 6.86% - 7.72% 0.04% - 5.88% 0.01% - 4.62% Subordinated debts 7.72%-8.83% 0.26% - 5.88% - 109
NOTE 36 ANALYSIS BY MEASUREMENT CATEGORY The table below sets out the carrying amounts of financial assets and financial liabilities by measurement categories as of 2014: At fair value through profit or loss Loans and receivables Availablefor-sale Other amortised cost Total carrying amount Cash and cash equivalents - 830 345 - - - 830 345 Obligatory reserve with the CBR - 32 591 - - - 32 591 Due from credit institutions - 7 921 - - - 7 921 Financial assets held for trading 205 473 - - - - 205 473 Loans to customers - 3 022 863 - - - 3 022 863 Investments available-for-sale: - measured at fair value - - 8 019 - - 8 019 - measured at cost - - 11 133 - - 11 133 Investments held-to-maturity - - - 174 859-174 859 Other financial assets - 72 073 - - - 72 073 205 473 3 965 793 19 152 174 859-4 365 277 Financial liabilities held for trading 23 839 - - - - 23 839 Amounts owed to credit institutions - - - - 585 612 585 612 Amounts owed to customers - - - - 2 867 539 2 867 539 Bonds issued - - - - 537 210 537 210 Subordinated debts - - - - 131 880 131 880 Other financial liabilities - - - - 155 330 155 330 23 839 - - - 4 277 571 4 301 410 The table below sets out the carrying amounts and fair values of financial assets and financial liabilities as of 2013: At fair Loans and value receivables through profit or loss Investments held-tomaturity Availablefor-sale Investments held-tomaturity Other amortised cost Total carrying amount Cash and cash equivalents - 521 861 - - - 521 861 Obligatory reserve with the CBR - 26 155 - - - 26 155 Due from credit institutions - 7 346 - - - 7 346 Financial assets held for trading 293 277 - - - - 293 277 Loans to customers - 2 355 869 - - - 2 355 869 Investments available-for-sale: - - - - - - - measured at fair value - - 32 431 - - 32 431 - measured at cost - - 13 178 - - 13 178 Investments held-to-maturity - - - 33 320-33 320 Other financial assets - 50 763 - - - 50 763 293 277 2 961 994 45 609 33 320-3 334 200 Financial liabilities held for trading 3 214 - - - - 3 214 Amounts owed to credit institutions - - - - 430 222 430 222 Amounts owed to customers - - - - 2 260 816 2 260 816 Bonds issued - - - - 341 074 341 074 Subordinated debts - - - - 97 092 97 092 Other financial liabilities - - - - 87 814 87 814 3 214 - - - 3 217 018 3 220 232 110
NOTE 37 ACQUISITIONS OF INTERESTS IN SUBSIDIARIES Acquisitions of subsidiaries In 2014, the Group aquired control of the following investments within the Media segment: Prof Media Group Red Media Group ООО Internet Gipermarket OOO Aprel Fair value of consideration given 20 766 46 1 386 1 288 Cash and cash equivalents 989 53 38 48 Intangible assets 20 386 205 80 263 Accounts receivable 3 115 333 64 75 Other assets 2 429 125 327 397 Borrowings (9 903) - (249) (131) Trade and other payables (4 881) (88) - (60) Other liabilities (3 494) (35) (111) (56) Non-controlling interest in subsidiary 152 - - (39) Fair value of identifiable net assets 8 793 593 149 497 Share aquired 100.00% 100.00% 100.00% 82.60% Share in net assets aquired 8 793 593 149 411 Goodwill (gain on bargain purchase) 11 973 (547) 1 237 877 Prof Media In January 2014 the Group acquired 100% of the share capital and obtained control over ProfMedia Limited (Cyprus) and its subsidiaries (ProfMedia Group). The acquired subsidiaries increase the Group s presence in the media market. As at the acquisition date the fair value of the total purchase consideration paid by the Group was RUB 20 766 million, which consists of cash consideration of USD 602 051 thousand (RUB 21 027 million) and an indemnification asset of RUB 261 million. The goodwill of RUB 11 973 million is primarily attributable to the significant synergies and combined cost saving expected to arise to the Gazprom Media Group as a whole. The goodwill will not be deductible for income tax purposes in future periods. The ProfMedia Group was consolidated in these financial statements from 1 January 2014. The acquired Group contributed loss of RUB 1 063 million to the Group for the period from 1 January to 2014. Red Media In May 2014 the Group acquired 100% stake of Broadcasting and Production Union Red Media LLC and obtained control over 12 theme-based channels for cable and satellite broadcasting. The Red Media Group was consolidated in these financial statements from 1 June 2014. The acquired Group contributed loss of RUB 88 million to the Group for the period from the date of acquisition to 2014. 111
ООО "Internet Gipermarket" In 2014, the Group increased its share in ООО "Internet Gipermarket" to 100% from 21.1% as of 2013 and obtained control over ООО "Internet Gipermarket". The business of the company is substantially an internet-platform delivery service operating in the Russian Federation. The aquired entity contributed loss of RUB 178 million from the date of acquisition to 2014. As of 2014 an impairment test was performed in relation to cash-generating unit ООО "Internet Gipermarket". As a result, impairment loss in amount of RUB 776 million was recognised (Note 21). OOO "Aprel" In 2014 the Group has increased its shareholding in ООО "Aprel" to 82.6% from 21.6% as of 2013 and obtained control over the company. OOO "Aprel" is a holding company for various internet businesses including OAO "Web TV", which formed a major part of the holding. The Group has initiated a restructuring of OOO "Aprel Group" after its acquisition. NOTE 38 SUBSEQUENT EVENTS Share capital In March 2015 following the decision of the Bank s General shareholders meeting the Board of Directors has approved an issue of 490 645 540 ordinary shares with the par value of RUB 50 each. The new share issue was registered by the Central Bank of the Russian Federation on 27 March 2015. The newly issued shares were fully paid by the Bank s existing shareholders through the conversion of previously issued 24 532 277 ordinary shares with the par value of RUB 1 000 each. The holders of newly issued ordinary shares are entitled to receive dividends and are entitled to one vote per share at Annual and other general meetings of the Bank s shareholders. Wholesale borrowings The following wholesale borrowings were made by the Group on domestic debt capital market after 2014: Borrowings Currency Notional in currency units Rate, % Issue Maturity Bond RUB 5 000 000 000 15.90 % February 2015 February 2018 Subordinated debts On 15 April 2015 the Government of the Russian Federation has approved a subordinated deposit with the Bank in amount of RUB 38.5 billion. Deposit will be funded by the Ministry of Finance and will be used by the Bank for the purpose of funding of one of the governmental infrastructure projects. Management expects that deposit documentation will be signed by the end of April 2015. 112
Capitalisation of subsidiary and affiliated banks Subsequently to the balance sheet date the Group has increased capitalization of some of the subsidiary and affiliated banks either through additional ordinary shares issue acquired by the Bank or through the placement of subordinated debt. Banks Type of capitalization Date of transaction Notional amount Maturity % rate ZAO "Areksimbank" Ordinary shares issue 21 January 2015 USD 20 million - - GPB International S.A. Ordinary shares issue 8 January 2015 EUR 10 million - - OAO "Belgazprombank" Subordinated debt 15 January 2015 USD 75 million 14 January 2022 8.25% Also, in 2015 the Group has approved CHF 35 million additional share issue which will increase the share capital of Gazprombank (Switzerland) Ltd. The share issue will be finalised in May 2015. Signed on behalf of the Management Board: Andrey I. Akimov Chairman of the Board 21 April 2015 Alexander I. Sobol Deputy Chairman of the Board (end) 113