Quarterly report
participation in the issuer’s share (reserve) capital (unit fund)
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participation in the issuer’s share (reserve) capital (unit fund)
The Issuer has no obligations to the Company employees regarding their possible partici- pation in the share capital of JSC FGS UES. There is no possibility of giving an option to issuer’s officers (employees). 128 VI. Information on issuer’s participants (shareholders) and non-arm’s length (interested parties) transactions made by issuer 6.1. Information on total number of issuer’s shareholders (participants) The total number of members registered in the shareholder register as of the end of I quarter of 2008 is 2. From among this number one is a nominee shareholder. Limited Liability Company “De- positary and corporate technologies” (LLC “Depositary and corporate technologies”), place of business is located at Ramenki street 17, building 1, Moscow, 119607). 6.2. Information on issuer’s participants (shareholders) holding not less than 5 percent of its share (reserve) capital (unit fund), or not less than 5 percent of its ordinary shares and in- formation on such persons’ participants (shareholders) holding not less than 20 percent of the share (reserve) capital (unit fund), or not less than 20 percent of their ordinary shares. Information on Issuer’s shareholders holding not less than 5 percent of its share capi- tal, or not less than 5% of its ordinary shares: 1. full and abbreviated firm names Russian open joint-stock energy and electrifica- tion company “UES of Russia”, OAO RAO UES of Russia taxpayer identification number 7705018828 place of business Vernadskogo prospect 101, building 3, Moscow, 119526 share in the Issuer’s share capital 83.87% fraction of ordinary shares held by the Issuer 83.87% This shareholder has the following shareholder holding not less than 20% of the share capi- tal and not less than 20% of Issuer’s ordinary shares: name Russian Federation represented by the Federal Agency for Federal Property Management (Rus- sian Property Agency) taxpayer identification number 7710542402 place of business Nikolsky pereulok 9, Moscow, 103685 share in the share capital of OAO RAO EUS of Russia 52.68% fraction of ordinary shares held by the OAO RAO UES of Russia 54.99% share in the Issuer’s share capital 16.13% fraction of ordinary shares held by the Issuer 16.13% Issuer’s shares, constituting not less than 5% of the share capital and not less than 5% of or- dinary shares, are registered in the Issuer’s shareholder register in favour of a nominee share- holder. Information of the nominee shareholder is as follows: full and abbreviated firm names of the nominee shareholder are Limited Liability Company “Depositary and corporate technologies” (LLC “Depositary and corporate technologies”): place of business: Ramenki street 17, building 1, Moscow, 119607; tel: (495) 641-30-31, 641-30-32, 641-30-33; fax: (495) 641-30-31; e-mail: dkt@depotech.ru; 129 number, date of issue and term of validity of a professional stock market participant’s li- cence, name of issuing authority: No 077-08381-000100, issued by the Federal Financial Markets Service of Russia dated 21.04.2005 for a period up to 21.04.2008; the number of issuer’s ordinary shares registered in the issuer’s shareholder register in fa- vour of the nominee shareholder is 399 523 055 376 shares. 2. full and abbreviated firm names Russian Federation represented by the Federal Agency for Federal Property Management (Rus- sian Property Agency) taxpayer identification number 7710144747 place of business Nikolsky pereulok 9, Moscow, 103685 share in the Issuer’s share capital 16.13% fraction of ordinary shares held by the Issuer 16.13% 6.3. Information on a share of participation of the government or a municipal formation in the issuer’s share (reserve) capital (unit fund), special right (“golden share”) The issuer’s share capital includes a share of the Russian Federation. Information on the share of the government in the issuer’s share capital and special rights: The value of share in the issuer’s share capital held by the federal authorities is 16.13%; The name, location of an authority holding a state-owned block of shares and a person who on behalf of the Russian Federation discharges the duties of the issuer’s shareholder: the Federal Agency for Federal Property Management (Russian Property Agency) located at Nikolsky pereu- lok 9, Moscow, 103685; special rights entitling the Russian Federation, constituent members of the Russian Federa- tion, municipal formations to participate in issuer’s management (“golden share”): nil. 6.4. Information on restrictions on participation in the issuer’s share (reserve) capital (unit fund) The Issuer’s Articles of association do not set any restrictions on the number of shares held by one shareholder and/or their total par value and/or the maximum number of votes granted to one shareholder. The legislation of the Russian Federation or any other statutory acts of the Russian Federa- tion do not set any restrictions on a share of participation of foreigners in the issuer’s share capi- tal. Any other restrictions connected with the participation in the Issuer’s share capital: in ac- cordance with the requirements of Federal Law No 36-FZ dated 26.03.2003 “On the specifics of Electric Power Industry Functioning during the Transition Period, Introduction of Amendments into Certain Legislative Acts of the Russian Federation, and Repeal of Certain Legislative Acts of the Russian Federation due to the Adoption of the Federal Law “On Electric power Industry” the assignment of Issuer’s shares before ensuring the Russian Federation’s participation in the is- suer’s share capital of not less than 52% is not permissible. 6.5. Information on changes in the composition and amount of a share of participa- tion of issuer’s shareholders (participants) holding not less than 5% of its share (reserve) capital (unit fund), or not less than 5% of its ordinary shares. Compositions of issuer’s shareholders holding not less than 5% of the issuer’s share capital and not less than 5% of issuer’s ordinary shares determined as of the date of a regis- ter of persons entitled to participate in each issuer’s general meeting of shareholders held over last 5 completed fiscal years: 130 In 2002-2006 the issuer had only one shareholder - Russian open joint-stock energy and electrification company “Unified energy system of Russia”, OAO RAO UES of Russia, having its place of business at Vernadskogo prospect 101, building 3, Moscow, 119526. As a result of placing an additional issue of shares (state registration number 1-01-65018-D- 001D dated 20.03.2007) the second shareholder has emerged –the Russian Federation represented by the Federal Agency for Federal Property Management (Russian Property Agency). Dates of making a register of persons entitled to participate in the general meeting of sharehold- ers 29.05.2007 30.06.2007 26.10.2007 05.02.2008 Issuer’s shareholders holding not less than 5% of its share capital, or not less than 5% of ordinary shares: Full and abbreviated firm names (name), place of business Russian open joint-stock energy and electrification company “Unified energy system of Russia”, OAO RAO UES of Russia 1 Share in the issuer’s share capital and frac- tion of ordinary shares held by the issuer 87,56% (87,56%) 87,56% (87,56%) 89,81% (89,81%) 89,82% (89,82%) Full and abbreviated firm names (name), place of business Russian Federation represented by the Federal Agency for Fed- eral Property Management (Russian Property Agency) 2 Share in the issuer’s share capital and frac- tion of ordinary shares held by the issuer 12,44% (12,44%) 12,44% (12,44%) 10,19% (10,19%) 10,18% (10,18%) 6.6. Information on non-arm’s length transactions made by issuer. Name of index I quarter of 2008 Total number and total volume in money terms of non-arm’s transactions made by the issuer in the reporting period which required approval by an issuer’s author- ized management body, number/ rubles 47 Total number and total volume in money terms of non-arm’s transactions made by the issuer in the reporting period which were approved by the board of directors (supervisory board), number/ rubles 47 / 553 290 263,50 Total number and total volume in money terms of non-arm’s transactions made by the issuer in the reporting period which required approval but were not approved by an issuer’s authorized management body, number/ rubles - Information on each transaction (group of interconnected transactions) which price is 5 and more percent of the issuer’s balance sheet asset determined based on its accounting reports as of the latest reporting date before transaction made by the issuer in I quarter of 2008: – 6 transactions which price is 2% of the volume of actually applied capital investments, in addition to VAT in amount as set by law – 1 transaction which price is 2% of the volume of transferred-in costs for constructing In- stallations according to the assignments given to the Company, in addition to VAT as set by law – 15 transactions, which rental value totally amounts to 4239683 rubles 62 kopecks per month, including VAT of 18% – 1 transaction which rental value amounts to 464724 rubles 36 kopecks on the basis of 360 days – 1 transaction which rental value amounts to 95591 rubles 10 kopecks – 1 transaction which price is 1001000 rubles, including VAT – at a time for connecting the User to the System and 825000 rubles, including VAT – on a monthly basis for technical support services provided to 200 users of JSC FGS UES 131 – 20 transactions which price totally amounts to 547665264 rubles 41 kopecks – 2 transactions approved without determining a transaction price. 6.7. Information on the amount of accounts receivable. Structure of Issuer’s accounts receivable with the date of performance of obligations as of the end of 2007: Due date Type of accounts receivable Up to one year More than one year Trade receivables, thousand rubles 1 683 081 – including overdue accounts receivable, thousand rubles - Х Notes payable, thousand rubles - – Including overdue, thousand rubles - Х Receivables from participants (promoters) in respect of contribution to the share capital, thousand rubles - – Including overdue, thousand rubles - Х Advances issued, thousand rubles 22 635 275 – Including overdue, thousand rubles. - Х Other accounts receivable, thousand rubles 17 949 309 605 359 Including overdue, thousand rubles - Х Total, thousand rubles 42 267 665 605 359 Including total overdue, thousand rubles Х There are some debtors whose share is not less than 10% of the total amount of accounts receivable within Issuer’s accounts receivable: 1. full and abbreviated firm names, place of business: Open joint-stock company “Petersburg back- bone grids”, JSC “Petersburg backbone grids” in St. Petersburg; amount of accounts receivable is 4 732 347 thousand rubles; amount and conditions of overdue accounts receivable (interest rate, penalties, fines): debt is not overdue, penalties were not applied; debtor is an Issuer’s affiliated person. Issuer’s share of participation in the affiliated person’s (commercial entity’s) share capital is 49.00%; fraction of ordinary shares of the affiliated person held by the issuer is 57.40%; share of participation of the affiliated person in the issuer’s share capital: nil; fraction of issuer’s ordinary shares held by the affiliated person: nil. Structure of Issuer’s accounts receivable with the date of performance of obligations as of the end of I quarter of 2008: Due date Type of accounts receivable Up to one year Up to one year Trade receivables, thousand rubles 3 136 803 – including overdue accounts receivable, thousand rubles 726 085,16 Х Notes payable, thousand rubles – – Including overdue, thousand rubles – Х Receivables from participants (promoters) in respect of contribution to the share capital, thousand rubles – – Including overdue, thousand rubles – Х Advances issued, thousand rubles 25 128 106,00 – Including overdue, thousand rubles. 6 333,00 Х Other accounts receivable, thousand rubles 16 705 335,00 605 359,00 Including overdue, thousand rubles 3 624,00 Х Total, thousand rubles 44 970 244,00 605 359,00 Including total overdue, thousand rubles 736 042,16 Х There are some debtors whose share is not less than 10% of the total amount of accounts receivable within Issuer’s accounts receivable: 132 1. full and abbreviated firm names, place of business: Open joint-stock company “Petersburg back- bone grids”, JSC “Petersburg backbone grids” in St. Petersburg; amount of accounts receivable is 4 847 746 thousand rubles; amount and conditions of overdue accounts receivable (interest rate, penalties, fines): debt is not overdue, penalties were not applied; debtor is an Issuer’s affiliated person. Issuer’s share of participation in the affiliated person’s (commercial entity’s) share capital is 49.00%; fraction of ordinary shares of the affiliated person held by the issuer is 57.40%; share of participation of the affiliated person in the issuer’s share capital: nil; fraction of issuer’s ordinary shares held by the affiliated person: nil. 133 VII. Financial Statements of the Issuer and Other Financial Information 7.1. Annual Financial Statements of the Issuer The annual financial statements of the issuer attached to the quarterly report include the following: a) annual financial statements of the issuer for 2007 prepared in accordance with require- ments of the legislation of the Russian Federation with the attached auditor’s (auditors’) conclu- sion with regard to the said financial statements: - balance sheet; - profit & loss account; - statement of the change in the equity; - cash flow statement; - attachment to the balance sheet; - explanatory notes to the financial statements; - auditor’s conclusion on the financial statements; b) no financial statements in accordance with the International Financial Reporting Stan- dards were prepared by the issuer for 2007. 7.2. Quarterly Financial Statements of the Issuer for the Last Ended Reporting Quarter Quarterly financial statements of the issuer attached to the quarterly report include the following: a) quarterly financial statements for the 1 st quarter of 2008 prepared in accordance with requirements of the legislation of the Russian Federation: - balance sheet; - profit & loss account; b) no financial statements in accordance with the International Financial Reporting Stan- dards were prepared by the issuer for the 1 st quarter of 2008. 7.3. Consolidated Financial Statements of the Issuer for the Last Ended Financial Year In accordance with the Order of the Ministry of Finance of the RF dated 30.12.1996 № 112 “On Methodical Guidelines to Prepare and Submit Consolidated Financial Statements”, “FNC of UES” JSC is not obliged to prepare consolidated financial statements due to the follow- ing reasons: - the Company prepares consolidated financial statements under the International Finan- cial Reporting Standards (IFRS), as developed by the Board for the International Financial Re- porting Standards; - the Company ensures the trustworthiness of the financial statements prepared based on the IFRS; - the explanatory notes to the consolidated financial statements contain a list of applied re- quirements to be met by financial statements, disclose bookkeeping methods, including evalua- tions differing from rules, as provided by legal regulations and methodical guidelines for the bookkeeping by the Ministry of Finance of the Russian Federation. As of the date of signing the quarterly report, the issuer did not prepare the consolidated financial statements in accordance with the International Financial Reporting Standards for 2007. 7.4. Information about the Accounting Policy of the Issuer The information about the accounting policy of the Issuer for 2008 is provided in the at- tachment to the quarterly report. 7.5. Information about the Export Amount as well as about the Share Constituted by Ex- ports in the Overall Volume of Sales The issuer does not export any products (goods, works, services). 134 The issuer renders services related to the export of products outside the Russian Federa- tion: Agreement № 1055 dated 19.02.04 with “INTER RAO UES” CJSC, Agreement № 4119 dated 02.05.06 with “TGK № 1” JSC. Revenues for the 1 st quarter of 2008 reach Rb 27,373,947.69. The share is 0.17% in revenue from ordinary activities. 7.6. Information about the Real Estate of the Issuer and Material Changes in Assets of the Issuer after the End of the Financial Year The total value of the real estate and the amount of the accrued depreciation as of the end of the 1 st quarter of 2008 (Rb) Group Original cost (subject to the revaluation) Depreciation Depreciated cost Buildings 11,031,380,727 2,732,868,175.27 8,298,512,551.8 Constructions 20,689,275,153.75 6,373,742,008.03 14,315,533,145.72 Transfer mechanisms 105,990,230,097.29 52,841,679,608.87 53,148,550,488.42 Land plots 5,645,791.75 0.0 5,645,791.75 TOTAL 137,716,531,769.94 61,948,289,792.17 75,768,241,977.77 No material changes in the real estate of the issuer occurred during 12 months after the end of the reporting quarter. Neither acquisitions, nor disposals of assets of the issuer with the value of more than 5 percent of the book value of the issuer’s assets occurred due to any reasons after the end of the last ended financial year before the end of the reporting quarter. No changes in the issuer’s assets material for the issuer occurred after the end of the last ended financial year before the end of the reporting quarter. 7.7. Information about the Involvement of the Issuer in Court Proceedings if Such Involve- ment may Significantly Affect the Financial & Economic Operations of the Issuer The issuer was not involved in any court proceedings the involvement in which may affect its economic operations over the three years previous to the end of the reporting quarter. 135 VIII. Additional Information about the Issuer and Issued Securities Allocated by It 8.1. Additional Information about the Issuer 8.1.1. Information about the Amount, Structure of the Charter (Share) Capital of the Issuer The amount of the charter capital of the issuer as of end of the last reporting quarter: Rb 238,173,731,077.50. 1 The division of the charter capital of the issuer into ordinary and preferred shares with the specified total nominal value of each category of shares and the number of shares of each cate- gory of shares in the charter capital of the issuer is as follows: the charter capital of the issuer only consists of ordinary shares (ordinary shares constitute 100% of the charter capital) with the nominal value of Rb 238,173,731,077.50. Shares of the issuer are not outstanding outside the Russian Federation under the foreign law regulating securities issued by foreign issuers certifying rights with regard to the said shares of the issuer. 8.1.2. Information about Changes in the Amount of the Charter (Share) Capital of the Is- suer Information for 2003 – 1 st quarter 2008: Amount and structure of the charter (share) capital of the issuer as of the date of the com- mencement of the said period: after the moment of the State registration the charter capital was Rb 127,000,000,000 (254,000,000,000 (two hundred and fifty-four milliard) ordinary shares con- stituting 100% of the charter capital); Alteration 1: Name of the governing body of the issuer which took a decision to modify the charter (share) capital of the issuer: annual general shareholders’ meeting (under the Charter of “FNC of UES” JSC functions of the annual general shareholders' meeting are performed by the Board of Directors of the sole shareholder – RAO “UES of Russia” JSC); Date of the preparation and number of the minutes of the meeting of the governing body of the issuer which passed a decision to change the charter (share) capital of the issuer: (extract from the Minutes of the meeting of the Board of Directors of RAO “UES of Russia” JSC dated 25.06.2004 № 172). The decision taken is to decrease the charter capital of “FNC of UES” JSC by redeeming 10,785,516,441 (ten milliard seven hundred and eighty-five million five hundred and sixteen thousand four hundred and forty-one) ordinary shares in “FNC of UES” JSC the title for which passed to “FNC of UES” JSC as a result of a partial payment of the charter capital by the shareholder what constituted 4.24% of the charter capital of “FNC of UES” JSC; the nominal value of such shares was 50 kopecks and their total value was Rb 5,392,758,220.5. The amount of the charter capital of the issuer after the alteration: 121,607,241,779 (one hundred and twenty-one milliard six hundred and seven million two hundred and forty-one thou- sand seven hundred and seventy-nine) rubles 50 kopecks (243,214,483,559 ordinary registered shares constituting 100% of the charter capital). Changes in the Charter were filed with Inspector- ate № 4716 of the Ministry of Taxes and Levies of Russia on 09.07.2004. Alteration 2: Name of the governing body of the issuer which took a decision to modify the charter (share) capital of the issuer: annual general shareholders’ meeting (under the Charter of “FNC of 1 As of the end of the 1 st quarter of 2008 such changes in the charter capital of “FNC of UES” JSC were not filed with State authorities for the State registration. Changes were filed with Interregional Inspectorate of the Federal Tax Ser- vice № 46 for the city of Moscow on 06 May 2008. 136 UES” JSC functions of the annual general shareholders' meeting were performed by the Board of Directors of RAO “UES of Russia” JSC); Date of the preparation and number of the minutes of the meeting of the governing body of the issuer which passed a decision to change the charter (share) capital of the issuer: (extract from the Minutes of the meeting of the Board of Directors of RAO “UES of Russia” JSC dated 21.11.2005 № 208). The decision taken is to increase the charter capital of “FNC of UES” JSC by 160,000,000,000 (one hundred and sixty milliard) ordinary shares in “FNC of UES” JSC with the nominal value of 50 kopecks each and with the total value of Rb 80,000,000,000 (eighty milliard) by placing, under the closed subscription, in favor of RAO “UES of Russia” JSC and the Russian Federation. On 21 March 2006 FSFR of Russia registered the additional issue of registered book- entry shares in “FNC of UES” JSC № 1-01-65018-D-001D. As a result 118,167,724,361 ordinary shares in “FNC of UES” JSC were placed. In accordance with Order of FSFR of Russia № 07- 1030/pz-n dated 15.05.2007, the report on the results of the additional issue of 118,167,724, 361 ordinary registered book-entry shares in “FNC of UES” JSC was registered, № 1-01-65018-D- 001D. Amount of the charter capital of the issuer after the alteration: 180,691,103,960 (one hun- dred and eighty milliard six hundred and ninety-one million one hundred and three thousand nine hundred and sixty) rubles 50 kopecks (361,382,207,920 (ordinary registered shares constituting 100% of the charter capital)). Amendments to the Charter were filed with Interregional Inspector- ate of the Federal Tax Service № 46 for the city of Moscow on 19 July 2007. Alteration 3: Name of the governing body of the issuer which took a decision to modify the charter (share) capital of the issuer: annual general shareholders’ meeting (under the Charter of “FNC of UES” JSC functions of the annual general shareholders' meeting were performed by the Board of Directors of RAO “UES of Russia” JSC); Date of the preparation and number of the minutes of the meeting of the governing body of the issuer which passed a decision to change the charter (share) capital of the issuer: 06 March 2007, minutes dated 06 March 2007 № 246. On 23 August 2007 FSFR of Russia registered the additional issue of ordinary registered book-entry shares in “FNC of UES” JSC under № 1-01-65018-D-002D. As a result 114,965,254,235 ordinary registered book-entry shares in “FNC of UES” JSC with the nominal value of 50 kopecks each were placed. The placement of shares was made within the framework of the closed subscription in favor of RAO “UES of Russia” JSC and the Russian Federation. The placement was completed on 17.03.2008. The amount of the charter capital of the issuer after the alteration is as follows: Rb 238,173,731,077.50. 2 Download 5.01 Kb. Do'stlaringiz bilan baham: 
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