RRaattiiffiieedd
bbyy tthhee rreessoolluuttiioonn ooff tthhee BBooaarrdd
ooff OOJJSSCC ““MMaaggnniitt”” ooff MMaarrcchh 2255,, 22001133,,
mmiinnuutteess ooff MMaarrcchh 2255,, 22001133
RRaattiiffiieedd
bbyy tthhee rreessoolluuttiioonn ooff tthhee AAnnnnuuaall
GGeenneerraall SShhaarreehhoollddeerrss MMeeeettiinngg
ooff OOJJSSCC ““MMaaggnniitt””,,
mmiinnuutteess №№ww//nn ooff MMaayy 2244,, 22001133
22001122 AANNNNUUAALL RREEPPOORRTT
OOPPEENN JJOOIINNTT--SSTTOOCCKK CCOOMMPPAANNYY
““MMAAGGNNIITT””
1155//55 SSoollnneecchhnnaayyaa ssttrreeeett,, KKrraassnnooddaarr,, 335500007722,, RRuussssiiaann FFeeddeerraattiioonn
CChhiieeff EExxeeccuuttiivvee OOffffiicceerr
__________________________________________ SS.. GGaalliittsskkiiyy
CChhiieeff AAccccoouunnttaanntt
__________________________________________
II.. KKuullaakkoovvaa
sseeaall
KKRRAASSNNOODDAARR 22001133
TTAABBLLEE OOFF CCOONNTTEENNTTSS
11.. KKEEYY FFIINNAANNCCIIAALL AANNDD OOPPEERRAATTIINNGG RREESSUULLTTSS ............................................................ 5
22.. MMIISSSSIIOONN .................................................................................................................................. 8
33.. CCHHIIEEFF EEXXEECCUUTTIIVVEE OOFFFFIICCEERR’’SS SSTTAATTEEMMEENNTT ................................................................ 9
44.. IINNFFOORRMMAATTIIOONN OONN TTHHEE PPEERRSSOONN IINN TTHHEE PPOOSSIITTIIOONN OOFF AA SSOOLLEE EEXXEECCUUTTIIVVEE
BBOODDYY ........................................................................................................................................... 10
55.. IINNFFOORRMMAATTIIOONN OONN TTHHEE CCOOLLLLEEGGIIAALL EEXXEECCUUTTIIVVEE BBOODDYY MMEEMMBBEERRSS
((MMAANNAAGGEEMMEENNTT BBOOAARRDD)) aass ooff DDeecceemmbbeerr 3311,, 22001122 ........................................................ 11
66.. IINNFFOORRMMAATTIIOONN OONN TTHHEE BBOOAARRDD MMEEMMBBEERRSS aass ooff DDeecceemmbbeerr 3311,, 22001122 ................ 16
77.. RREEPPOORRTT OOFF TTHHEE BBOOAARRDD OOFF DDIIRREECCTTOORRSS OONN 22001122 OOPPEERRAATTIIOONNSS ..................... 24
88.. MMAAIINN 22001122 CCOORRPPOORRAATTEE EEVVEENNTTSS .................................................................................. 30
99.. PPOOSSIITTIIOONN OOFF TTHHEE CCOOMMPPAANNYY IINN IINNDDUUSSTTRRYY ........................................................... 31
1100.. PPRRIIOORRIITTYY AARREEAASS OOFF TTHHEE CCOOMMPPAANNYY’’SS OOPPEERRAATTIIOONNSS ....................................... 46
1111.. PPRRIIOORRIITTYY DDIIRREECCTTIIOONNSS OOFF TTHHEE CCOOMMPPAANNYY’’SS DDEEVVEELLOOPPMMEENNTT ....................... 48
1122.. IINNFFOORRMMAATTIIOONN OONN TTHHEE PPAAIIDD DDIIVVIIDDEENNDDSS ............................................................ 51
1133.. SSEECCUURRIITTIIEESS ......................................................................................................................... 52
1144.. TTRRAANNSSAACCTTIIOONNSS EEXXEECCUUTTEEDD WWIITTHHIINN TTHHEE YYEEAARR 22001122 CCOONNSSIIDDEERREEDD MMAAJJOORR
TTRRAANNSSAACCTTIIOONNSS AACCCCOORRDDIINNGG TTOO TTHHEE FFEEDDEERRAALL LLAAWW ““OONN JJOOIINNTT--SSTTOOCCKK
CCOOMMPPAANNIIEESS”” ............................................................................................................................ 66
1155.. TTRRAANNSSAACCTTIIOONNSS EEXXEECCUUTTEEDD WWIITTHHIINN TTHHEE YYEEAARR 22001122 CCOONNSSIIDDEERREEDD
RREELLAATTEEDD--PPAARRTTYY TTRRAANNSSAACCTTIIOONNSS AACCCCOORRDDIINNGG TTOO TTHHEE FFEEDDEERRAALL LLAAWW OONN
““JJOOIINNTT--SSTTOOCCKK CCOOMMPPAANNIIEESS”” ............................................................................................ 67
1166.. MMAAIINN RRIISSKK FFAACCTTOORRSS IINNHHEERREENNTT IINN TTHHEE ССOOMMPPAANNYY’’SS OOPPEERRAATTIIOONN ......... 127
1177.. IINNFFOORRMMAATTIIOONN OONN TTHHEE CCOOMMPPLLIIAANNCCEE WWIITTHH TTHHEE CCOORRPPOORRAATTEE CCOODDEE OOFF
CCOONNDDUUCCTT OOFF FFFFMMSS OOFF TTHHEE RRUUSSSSIIAANN FFEEDDEERRAATTIIOONN ............................................ 155
1188.. IINNFFOORRMMAATTIIOONN OONN TTHHEE AAUUDDIITTOORR AANNDD TTHHEE CCOONNSSUULLTTAANNTT OOFF TTHHEE
CCOOMMPPAANNYY ............................................................................................................................... 170
1199.. IINNFFOORRMMAATTIIOONN OONN VVOOLLUUMMEESS OOFF TTHHEE UUTTIILLIIZZEEDD EENNEERRGGYY RREESSOOUURRCCEESS
DDUURRIINNGG 22001122 ........................................................................................................................... 172
AANNNNEEXX TTOO 22001122 AANNNNUUAALL RREEPPOORRTT OOFF OOJJSSCC ““MMAAGGNNIITT””
ANNEX № 1: Consolidated financial statements of OJSC “Magnit” for the year
ended on December 31, 2012.
ANNEX № 2: Consolidated financial statements of OJSC "Magnit" for the year 2012
prepared in accordance with the Federal law N 208-FZ "On consolidated financial
statements".
ANNEX № 3: Accounting report of JSC “Tander” for the year 2012 prepared in
accordance with RAS.
ANNEX № 4: Accounting report of OJSC “Magnit” for the year 2012 prepared in
accordance with RAS.
11.. KKEEYY FFIINNAANNCCIIAALL AANNDD OOPPEERRAATTIINNGG RREESSUULLTTSS
2012 Key Operating Results:
Number of opened stores, NET
Total number of stores,
Selling space, thousand sq. m.
Number of customers, million
convenience stores
hypermarkets
Magnit Family1
cosmetics stores
convenience stores
hypermarkets
Magnit Family1
cosmetics stores
convenience stores
hypermarkets
Magnit Family
cosmetics stores
convenience stores
hypermarkets
Magnit Family
cosmetics stores
1,575
1,040
36
17
482
6,884
6,046
126
20
692
2,549.26
1,977.46
387.62
24.36
159.83
2,033.43
1,863.62
137.69
8.87
23.25
1 On May 14, 2012 the Company announced the reformatting of 5 hypermarkets to Magnit Family stores. Detailed information can
be obtained from the press-release http://www.magnit-info.ru/upload/iblock/f08/f081571bdef1933b951446680a26bf40.pdf
LFL Results:
LFL growth 12М 2012 – 12М 20112
Convenience stores Hypermarkets Total
Average ticket (excl. VAT), RUR
5.73%
3.23%
5.63%
Traffic
Sales, RUR
(0.46%)
2.07%
(0.35%)
5.25%
5.36%
5.26%
2 Based on 2,465 convenience stores which were opened by July 1, 2010 and 25 hypermarkets which were opened by May 1, 2010, i.e.
based on the result of the convenience stores that had been operating for not less than six months and hypermarkets that had been
operating for not less than eight months and have achieved a mature level of sales.
2012 Key Financial Results:
Net sales, mn RUR
Net sales, mn US$45
Gross profit, mn RUR
Gross profit, mn US$5
Gross margin, %
EBITDAR4, mn RUR.
EBITDAR4, mn US$
EBITDAR4 margin, %
EBITDA, mn RUR
EBITDA, mn US$
EBITDA margin, %
EBIT, mn RUR
EBIT, mn US$
EBIT margin, %
Net profit, mn RUR6
Net profit, mn US$5
Net profit margin, %
Market capitalization, mn RUR7
Market capitalization, mn USD8
convenience stores3
hypermarkets4
Magnit Family4
cosmetics stores4
wholesale4
convenience stores4
hypermarkets4
Magnit Family4
cosmetics stores4
wholesale4
448 661,13
364 236,40
75 418,70
3 098,58
5 732,51
174,93
14 429,65
11 714,42
2 425,58
99,66
184,37
5,63
119 051,79
3 828,89
26,53%
57 770,83
1 858,00
12,88%
47 380,48
1 523,83
10,56%
36 110,82
1 161,38
8,05%
25 117,28
807,81
5,60%
456,929.92
14,990.75
3 Management accounts
4 Audited financial statements prepared in accordance with IFRS
5 Based on the average exchange rate for 2012 of 31,9030 RUR per USD 1
6 Based on consolidated financial statements prepared in accordance with the Federal Law No 208-FZ as of 27.07.2010 “On Consolidated
Financial Statements”
7 CJSC «MICEX Stock Exchange» as of December 28, 2012
8 Based on the exchange rate for December 28, 2012 of 32,0197 RUR per USD 1
22.. MMIISSSSIIOONN
“We work hard to increase the prosperity of our customers by minimizing
their expenditure on quality consumer goods through:
- Efficient use of the Company's resources;
- On-going improvements in technology;
- Adequate compensation for our employees”
33.. CCHHIIEEFF EEXXEECCUUTTIIVVEE OOFFFFIICCEERR’’SS SSTTAATTEEMMEENNTT
“2012 was the most successful year in Magnit’s history.
There’s not really much more I can add, since the results speak for themselves.”
Chief Executive Officer of OJSC “Magnit”
Sergey Galitskiy
44.. IINNFFOORRMMAATTIIOONN OONN TTHHEE PPEERRSSOONN IINN TTHHEE PPOOSSIITTIIOONN OOFF AA SSOOLLEE EEXXEECCUUTTIIVVEE
BBOODDYY
On April 13, 2006 Sergey Galitskiy was elected as a Chief Executive Officer by the
resolution of the Board of directors of April 12, 2006. On April 12, 2012 the Board of directors
(minutes of 12.04.2012) concluded to prolongate the chief executive officer’s authorities for the
new period.
Biographical information of the person in the position of a sole executive body:
Name: Sergey Galitskiy
Date of birth: 14.08.1967
Education: Mr. Galitskiy graduated from Kuban State University with a degree in
Economics in 1992.
Positions held in the Company and other companies in the last five years including plural
offices:
1) Period: 01.04.2004 – present day
Organization: OJSC “Magnit”
Position: member of the Board;
2) Period: 13.04.2006 – present day
Organization: OJSC “Magnit”
Position: CEO;
3) Period: 15.07.2010 – present day
Organization: OJSC “Magnit”
Position: Chairman of the Management board.
Stockholding of CEO in the Company’s share capital: 38,6659% (as of 31.12.2012).
Ordinary shares, owned by CEO: 38,6659% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the person in the position of a sole executive body during the reporting period:
During the reporting period no transactions of acquisition/disposal of the Company’s
shares were made.
CCRRIITTEERRIIAA AANNDD AAMMOOUUNNTT OOFF RREEMMUUNNEERRAATTIIOONN ((RREEFFUUNNDD OOFF CCHHAARRGGEESS)) OOFF
TTHHEE CCEEOO PPAAIIDD WWIITTHHIINN TTHHEE RREEPPOORRTTIINNGG YYEEAARR
Under Clause 6 of Regulations “On the chief executive officer of OJSC “Magnit”, ratified
by the resolution of the annual general shareholders’ meeting of 24.06.2010 (minutes of meeting
of 28.06.2010 and previous editions), the wage rate and other payments set upon CEO are
determined by the labor contract agreed with CEO.
Remuneration of CEO of OJSC “Magnit” paid
in 2012 amounted
to
146,527,130.91 rubles.
55.. IINNFFOORRMMAATTIIOONN OONN TTHHEE CCOOLLLLEEGGIIAALL EEXXEECCUUTTIIVVEE BBOODDYY MMEEMMBBEERRSS
((MMAANNAAGGEEMMEENNTT BBOOAARRDD)) aass ooff DDeecceemmbbeerr 3311,, 22001122
Name: Sergey Galitskiy - Chairman of the Management board
Date of birth: 14.08.1967
Education: Mr. Galitskiy graduated from Kuban State University with a degree in
Economics in 1992.
Positions held in the Company and other companies in the last five years including plural
offices:
1) Period: 01.04.2004 – present day
Organization: OJSC “Magnit”
Position: member of the Board;
2) Period: 13.04.2006 – present day
Organization: OJSC “Magnit”
Position: CEO;
3) Period: 15.07.2010 – present day
Organization: OJSC “Magnit”
Position: Chairman of the Management board.
Stockholding of the person in the Company’s share capital: 38, 6659% (as of 31.12.2012).
Ordinary shares, owned by the person: 38, 6659% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the person in the position of Chairman of the management board during the reporting period:
During the reporting period no transactions of acquisition/disposal of the Company’s
shares were made.
Name: Alexander Barsukov
Date of birth: 08.07.1977
Education: higher - in 1998 graduated from Rostov Law Institute of Ministry of the
interior of Russian Federation with a degree in law.
Positions held in the Company and other companies in the last five years including plural
offices:
1) Period: 02.10.2006 – 15.07.2008
Organization: JSC “Tander”
Position: Naberezhnye Chelny Branch Manager;
2) Period: 16.07.2008 – 16.12.2012
Organization: JSC “Tander”
Position: Hypermarkets sales director;
3) Period: 15.07.2010 – present day
Organization: OJSC “Magnit”
Position: Member of the Management Board;
4) Period: 17.12.2012 - present day
Organization: JSC “Tander”
Position: Director of hypermarkets sales department;
Stockholding of the person in the Company’s share capital: 0.0026% (as of 31.12.2012).
Ordinary shares owned by the person: 0.0026% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the person in the position of the management board member during the reporting period:
№
Date of
transaction
1
2
16.01.2012
28.12.2012
Type of
transaction
Acquisition of
securities
Acquisition of
securities
Quantity of
securities
1 000
1 050
Description of securities
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Name: Marina Ivanova
Date of birth: 02.01.1964
Education: higher - in 1990 graduated from Lenin Tadjik State University, chemistry and
biology teacher.
Positions held in the Company and other companies in the last five years including plural
offices:
1) Period: 04.03.2002– 31.08.2007
Organization: JSC "Tander"
Position: Purchasing Director (Head Office);
2) Period: 01.09.2007 – 11.08.2008
Organization: JSC "Tander"
Position: Corporate Purchasing Director (Head Office);
3) Period: 12.08.2008– present day
Organization: JSC "Tander"
Position: Business Director;
4) Period: 12.10.2012 – present day
Organization: OJSC "Magnit"
Position: Member of the Management Board;
Stockholding of the person in the Company’s share capital: 0.0061% (as of 31.12.2012).
Ordinary shares, owned by the person: 0.0061% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the person in the position of the management board member during the reporting period:
№
Date of
transaction
1
2
3
4
5
6
7
8
9
16.01.2012
18.01.2012
28.02.2012
29.02.2012
19.03.2012
18.04.2012
18.04.2012
17.05.2012
01.06.2012
10
06.06.2012
11
21.06.2012
12
17.07.2012
13
01.08.2012
14
17.08.2012
15
20.08.2012
16
25.09.2012
17
23.10.2012
18
29.10.2012
19
22.11.2012
20
24.12.2012
21
28.12.2012
Type of
transaction
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Disposal of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Quantity of
securities
1 340
30
165
3
26
42
69
30
149
1
52
5
135
117
48
46
44
97
44
41
1 500
Description of securities
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Name: Ilya Sattarov
Date of birth: 13.07.1976
Education: higher - in 1998 graduated from Kuban State University with a degree in
Economics.
Positions held in the Company and other companies in the last five years including plural
offices:
1) Period: 22.01.2007– 01.07.2007
Organization: Commercial joint-stock bank “Bank Societe Generale Vostok”, joint-
stock company
Position: CEO advisor for business development in Krasnodar (central office);
2) Period: 02.07.2007 – 07.12.2010
Organization: Commercial joint-stock bank “Societe Generale Vostok Bank”, joint-
stock company
Position: CEO (JSC “BSGV” Krasnodar Branch);
3) Period: 08.12.2010 – 31.01.2011
Organization: JSC “Tander”
Position: Director for Assets Acquisition and Management (Head Office);
4) Period: 01.02.2011 – 31.07.2011
Organization: JSC “Tander”
Position: Director for Transport (Transport Department);
5) Period: 01.08.2011 – present day
Organization: JSC “Tander”
Position: Deputy CEO for Logistics (Head Office);
6) Period: 12.10.2012 – present day
Organization: OJSC “Magnit"
Position: Member of the Management Board.
Stockholding of the person in the Company’s share capital: 0.0022% (as of 31.12.2012).
Ordinary shares, owned by the person: 0.0022% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the person in the position of the management board member during the reporting period:
№
Date of
transaction
1
28.12.2012
Type of
transaction
Acquisition of
securities
Quantity of
securities
1 500
Description of securities
Ordinary registered
uncertified shares
CCRRIITTEERRIIAA AANNDD AAMMOOUUNNTT OOFF RREEMMUUNNEERRAATTIIOONN ((RREEFFUUNNDD OOFF CCHHAARRGGEESS)) OOFF TTHHEE
CCOOMMPPAANNYY’’SS MMAANNAAGGEEMMEENNTT BBOOAARRDD MMEEMMBBEERRSS PPAAIIDD WWIITTHHIINN TTHHEE RREEPPOORRTTIINNGG
YYEEAARR
According to the Regulations on collegial executive body (Management Board) of OJSC
“Magnit” remuneration of a Management Board member consists of remuneration under a
labor contract or an additional agreement to it. Management Board members can be
remunerated every year from the amount of net profit according to the year accounting report.
Payment terms and order shall be determined by the Board of directors. Salary for the work
within the Management Board according to a labor contract constitutes 50 000 rubles.
Remuneration to the Management Board members of OJSC “Magnit” paid in 2012
amounted to 2,621,823.26 rubles (the amount does not include the remuneration received by
S. Galitskiy as a chief executive officer).
66.. IINNFFOORRMMAATTIIOONN OONN TTHHEE BBOOAARRDD MMEEMMBBEERRSS aass ooff DDeecceemmbbeerr 3311,, 22001122
Khachatur Pombukhchan – the Chairman of the Board
Date of birth: 16.03.1974.
Education: higher - graduated from Kuban State University with a degree in applied
mathematics in 1996; from Russian Distance-Learning finance & economics institute with a
degree in Economics in 2000.
Positions held in the issuer and other companies in the last five years including plural
offices
1) Period: 02.03.2006 – 03.05.2008
Organization: JSC “Tander”
Position: Marketing director;
2) Period: 29.11.2006 – 26.05.2009
Organization: JSC “Digital Gallery”
Position: member of the Board;
3) Period: 09.01.2008 – 03.05.2008
Organization: JSC “Tander”
Position: first Deputy CFO (joint appointment);
4) Period: 04.05.2008 – 30.06.2008
Organization: JSC “Tander”
Position: first Deputy CFO;
5) Period: 04.05.2008 – 30.06.2008
Organization: OJSC “Magnit”
Position: Deputy CFO;
6) Period: 19.06.2008 – 17.05.2012
Organization: LLC “Magnit Finance”
Position: CEO;
7) Period: 25.06.2008 – 23.06.2010
Organization: OJSC “Magnit”
Position: member of the BOD;
8) Period: 01.07.2008 – present day
Organization: JSC “Tander”
Position: CFO;
9) Period: 01.07.2008 – present day
Organization: OJSC “Magnit”
Position: CFO;
10) Period: 15.12.2008 – 01.04.2009
Organization: LLC “Magnit – Nizhniy Novgorod”
Position: member of the Board;
11) Period: 13.12.2008 –24.02.2009
Organization: LLC “Tandem”
Position: member of the Board.
12) Period: 24.06.2010 – present day
Organization: OJSC “Magnit”
Position: Chairman of the BOD.
Stockholding of the person in the Company’s share capital: 0.0022% (as of 31.12.2012).
Ordinary shares, owned by the person: 0.0022% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the Chairman of the BOD during the reporting period:
№
1
2
3
4
5
6
7
8
9
10
11
12
13
14
Date of
transactio
n
16.01.2012
20.01.2012
21.02.2012
19.03.2013
20.04.2012
21.05.2012
19.06.2012
18.07.2012
21.08.2012
27.09.2012
19.10.2012
20.11.2012
18.12.2012
28.12.2012
Type of
transaction
Quantity of
securities
Description of securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Disposal of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
Acquisition of
securities
1 670
280
90
75
80
95
80
125
6 825
70
65
65
65
1 887
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
Andrey Arutyunyan
Date of birth: 12.01.1969.
Period: higher – in 1993 graduated from Kuban State University with a degree in
Economics.
Positions held in the issuer and other companies in the last five years including plural
offices:
1) Period: 01.12.2003 – present day.
Organization: OJSC “Magnit”.
Position: first Deputy CEO;
2) Period: 01.04.2004 – 24.06.2008.
Organization: OJSC “Magnit”.
Position: Chairman of the Board;
3) Period: 01.10.2004 – 30.06.2009
Organization: JSC «Tander».
Position: Director of Development department;
4) Period: 30.01.2006 – 01.04.2009.
Organization: LLC “Magnit – Nizhniy Novgorod”.
Position: Chairman of the Board;
5) Period: 25.06.2008 – present day.
Organization: OJSC “Magnit”.
Position: member of the Board;
6) Period: 13.12.2008 – 24.02.2009.
Organization: LLC “Tandem”.
Position: member of the Board.
7) Period: 01.07.2009 – present day
Organization: JSC «Tander».
Position: Deputy chief executive officer in charge of development.
Shareholding of the person in the issuer’s charter capital: 0.2038% (as of 31.12.2012).
Ordinary shares owned by the person: 0.2038% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the BOD member during the reporting period:
№
Date of
transactio
n
1
18.01.2012
Type of
transaction
Quantity of
securities
Description of securities
Acquisition
securities
of
1 340
Ordinary registered uncertified
shares
Valeriy Butenko
Date of birth: 25.11.1965
Education: higher – in 1988 graduated from Novorossiysk higher engineering sea
school - navigator engineer.
Positions held in the issuer and other companies in the last five years including plural
offices:
1) Period: 01.03.2004- 31.07.2009
Organization: JSC «Tander»
Position: Director in charge of reviser and analytical job;
2) Period: 29.05.2005- 31.03.2009
Organization: JSC «Tander»
Position: Member of the Revision Committee;
3) Period: 01.04.2004- 24.06.2009
Organization: OJSC “Magnit”
Position: Chairman of the Revision Committee;
4) Period: 25.06.2009 – present day
Organization: OJSC “Magnit”
Position: Member of the Board of directors;
5) Period: 01.08.2009- present day
Organization: JSC «Tander»
Position: Deputy chief executive officer in charge of reviser and analytical job.
Shareholding of the person in the issuer’s charter capital: 0. 0798% (as of 31.12.2012).
Ordinary shares owned by the person: 0. 0798% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares made by
the BOD member during the reporting period:
№
Date of
transactio
n
1
18.01.2012
Type of
transaction
Quantity of
securities
Description of securities
Acquisition
securities
of
1 340
Ordinary registered uncertified
shares
Sergey Galitskiy
Date of birth: 14.08.1967
Education: higher – in 1992 graduated from Kuban State University with a degree in
Economics
1) Period: 01.04.2004 – present day
Organization: OJSC “Magnit”
Position: member of the Board;
2) Period: 13.04.2006 – present day
Organization: OJSC “Magnit”
Position: CEO;
3) Period: 15.07.2010 – present day
Organization: OJSC “Magnit”
Position: Chairman of the Management board.
Stockholding of the person in the Company’s share capital: 38, 6659% (as of 31.12.2012).
Ordinary shares, owned by the person: 38, 6659% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares, made by
the BOD member during the reporting period:
During the reporting period no transactions of acquisition/disposal of the Company’s
shares were made.
Alexander Zayonts
Date of birth: 10.01.1967
Education: higher - Moscow Institute of Chemical Engineering n.a. D.I.Mendeleev –
chemical process engineer.
Positions held in the Company and other companies in the last five years including plural
offices:
1) Period: 04.2003 - 12.2007
Organization: OJSC “M.Video Company”
Position: vice-president, BOD Member;
2) Period: 01.2008 – present day
Organization: LLC "Domashniy Interier"
Position: General Director;
3) Period: 01.12.2009 – present day
Organization: LLC "Obiedinennye resursy"
Position: BOD member;
4) Period: 24.06.2010 – present day
Organization: OJSC "Magnit"
Position: BOD member.
Shareholding of the person in the Company’s charter capital: no share.
Ordinary shares owned by the person: no share.
Information on transactions of acquisition/disposal of the Company’s shares made by
the BOD member during the reporting period:
During the reporting period no transactions of acquisition/disposal of the Company’s
shares were made.
Alexey Makhnev
Date of birth: 24.05.1976
Education: higher - in 1998 graduated from Saint Petersburg University of
economics and finance - Ph.D. in Economics
Positions held in the Company and other companies in the last five years including
plural offices:
1) Period: 12.2006 – 08.2007
Organization: LLC “Deutsche Bank”
Position: director, corporate finance governance.
2) Period: 09.2007– 12.2008
Organization: LLC “Morgan Stanley Bank”
Position: vice president, investment banking department;
3) Period: 12.2008 – 05.2009
Organization: LLC “Morgan Stanley Bank”
Position: executive director, investment banking department;
4) Period: 05.2009– present day
Organization: CJSC “VTB Capital”
Position: managing director, head of consumer sector and retail direction, investment
banking on global markets department;
5) Period: 25.06.2009 – present day
Organization: OJSC "Magnit"
Position: member of the board of directors.
Shareholding of the person in the issuer’s charter capital: no share.
Ordinary shares owned by the person: no share.
Information on transactions of acquisition/disposal of the Company’s shares made by
the BOD member during the reporting period:
During the reporting period no transactions of acquisition/disposal of the Company’s
shares were made.
Aslan Skhachemukov
Date of birth: 22.08.1962
Education: higher – in 1987 graduated from Krasnodar Polytechnic Institute of the
Order of Labour Glory - industrial engineer.
Positions occupied in the Company and other companies in the last five years including
plural offices:
1) Period: 01.07.2004 – 15.10.2007
Organization: OJSC "Kubanskiy Standart"
Position: Chairman of the BOD;
2) Period: 01.10.2007 – 10.03.2012
Organization: JSC «Tander»
Position: Deputy General Director;
3) Period: 23.06.2011 – present day
Organization: OJSC «Magnit»
Position: member of the BOD;
4) Period: 11.03.2012 – 10.03.2012
Organization: JSC «Tander»
Position: Deputy CEO for economic security and organizational issues.
Shareholding of the person in the issuer’s charter capital: 0.0024% (as of 31.12.2012).
Ordinary shares owned by the person: 0.0024% (as of 31.12.2012).
Information on transactions of acquisition/disposal of the Company’s shares made by
the BOD member during the reporting period:
№
1
2
Date of
transactio
n
16.01.2012
28.12.2012
Type of
transaction
Quantity of
securities
Description of securities
Acquisition
securities
Acquisition
securities
of
of
670
740
Ordinary registered uncertified
shares
Ordinary registered uncertified
shares
CCRRIITTEERRIIAA AANNDD AAMMOOUUNNTT OOFF RREEMMUUNNEERRAATTIIOONN ((RREEIIMMBBUURRSSEEMMEENNTT OOFF EEXXPPEENNSSEESS)) OOFF
EEVVEERRYY MMEEMMBBEERR OOFF TTHHEE CCOOMMPPAANNYY’’SS BBOOAARRDD OOFF DDIIRREECCTTOORRSS PPAAIIDD WWIITTHHIINN TTHHEE
RREEPPOORRTTIINNGG YYEEAARR
According to the Regulations “On the Board of Directors of OJSC “Magnit””, ratified by
the resolution of the annual General Shareholders’ meeting of 24.06.2010 (minutes of meeting of
28.06.2010), remuneration of the Board members is paid upon the resolution of general
shareholders’ meeting in the form of remuneration for participation in the board operation and
remuneration for the achieved results.
Remuneration for participation in the board operation amounts to 120,000 (one hundred
twenty thousand) rubles per month.
Remuneration to the independent director for participation in the board operation
amounts to 30,000 (thirty thousand) USD per year, additionally
- 2,000 (two thousand) US dollars for participation by personal presence in each meeting
in the form of joint presence of the board,
- 500 (hundred) US dollars for participation by directing the written opinion for each
meeting in the form of joint presence of the board, or for participation in each meeting in
absentee form.
Year-end bonus, based on the operation results, is also paid to the members of the board
in addition to remuneration. Fixed amount of year-end bonus is paid to the members of the
board after approval of appropriate annual financial report by the general shareholders’
meeting of the Company.
On May 28, 2012 the General shareholders´ meeting made a decision not to pay year-end
bonus, based on the operation results (minutes of 28.05.2012)
In 2012 upon the resolution of shareholders’ meeting of 28.05.2012 (minutes of meeting
of 28.05.2012) the Board members were paid remuneration for participation in the board
operation in 2011 in the amount of 10,875,097.25 (ten million eight hundred seventy five
thousand ninety seven) rubles 25 kopecks.
77.. RREEPPOORRTT OOFF TTHHEE BBOOAARRDD OOFF DDIIRREECCTTOORRSS OONN 22001122 OOPPEERRAATTIIOONNSS
The structure of the Board of directors (elected by annual general shareholders’
meeting on June 23, 2011, minutes of June 23, 2011):
№
Full name of a member of the board of directors
Date of birth
1. Andrey Arutyunyan
2. Valeriy Butenko
3. Sergey Galitskiy
4. Alexander Zayonts
5. Alexey Makhnev
6. Khachatur Pombukhchan
7. Aslan Shkhachemukov
12.01.1969
25.11.1965
14.08.1967
10.01.1967
24.05.1976
16.03.1974
22.08.1962
The structure of the Board of directors (elected by the annual general shareholders’
meeting on May 28, 2012, minutes of May 28, 2012) was not changed.
The current Board of directors includes four independent directors; they are Valeriy
Butenko, Alexander Zayonts, Alexey Makhnev, and Aslan Shkhachemukov.
Khachatur Pombukhchan was elected a Chairman of the Board of directors by the
unanimous resolution at the first Board meeting of 13.06.2012, Valeriy Butenko was appointed a
Deputy Chairman and Andrey Arutyunyan was elected a Secretary of the Board.
The Board of directors of the Company operated under the Law “On joint-stock
companies”, the Charter of the Company, Regulations of the Board of directors of OJSC
“Magnit” and Regulations of the Committees of the Board of directors.
According to the provisions of the corporate documents, during the reporting period the
following committees of the Board operated to provide its efficiency and prepare the most
important issues attributed to the competence of the Board of directors:
HR and Remuneration Committee of the Board of Directors:
Full name of a member of the board of
directors
Alexey Makhnev
Valeriy Butenko
Alexander Zayonts
Position in the committee
chairman of the committee
member of the committee
member of the committee
Audit Committee of the Board of Directors:
Full name of a member of the board of
directors
Position in the committee
№
1
2
3
№
1
2
3
Alexander Zayonts
Alexey Makhnev
Aslan Shkhachemukov
chairman of the committee
member of the committee
member of the committee
During 2012 the Board of directors held 16 meetings and examined 92 issues. All
meetings of the Board of directors were held in the form of joint presence.
Main issues considered by the Board of directors in 2012:
Date of
meeting
03.02.2012
03.02.2012
03.02.2012
Considered issues
Suggestions on the issues to be placed on the agenda of the annual
shareholders’ meeting were considered.
The nominees for election into the Board of directors were considered and put
in the list at the annual shareholders’ meeting.
The nominees for the auditor position were considered and put in the list at
the annual shareholders’ meeting.
03.02.2012
The decisions on approval of the related party transactions were adopted.
07.03.2012
The decisions on approval of the related party transactions were adopted.
07.03.2012
The Regulations on the information policy of OJSC “Magnit” were ratified in
the new edition.
26.03.2012
The decision on approval of the related party transaction was adopted.
26.03.2012
26.03.2012
The decision on determination of the main business priorities of OJSC
“Magnit” was adopted.
The decisions on early termination of the OJSC “Magnit” Management Board
member and election of the OJSC “Magnit” Management Board member were
adopted.
03.04.2012
The decision on calling of the annual shareholders’ meeting was adopted.
03.04.2012
The decisions on approval of the related party transactions were adopted.
12.04.2012
12.04.2012
The decision on prolongation of the OJSC “Magnit” CEO’s powers was
adopted.
The decision on disposal of the share in the charter capital of LLC AgroTorg
owned by OJSC “Magnit” was adopted.
12.04.2012
The decisions on approval of the related party transactions were adopted.
20.04.2012
20.04.2012
20.04.2012
The annual report over 2011 financial year was preliminarily approved and
submitted for consideration of the general shareholders’ meeting.
The recommendations to the general shareholders’ meeting on the profit
distribution, including the dividend amount on OJSC “Magnit” shares and
procedure of its payment, and losses following the results of 2011 financial
year were approved.
The recommendations to the general shareholders’ meeting on the dividend
amount on OJSC “Magnit” shares and procedure of its payment following the
results of the 1st quarter of 2012 financial year were approved.
20.04.2012
The decisions on approval of the related party transactions were adopted.
20.04.2012
20.04.2012
The decision on determination of the price of the transaction the approval of
which as major related-party transactions is included to the agenda of the
general shareholders’ meeting of OJSC “Magnit” was adopted.
The decision on determination of the price of the transaction the approval of
which as related-party transactions is included to the agenda of the general
shareholders’ meeting of OJSC “Magnit” was adopted.
20.04.2012
The payment amount for the auditor’s services was determined.
17.05.2012
The contract with the registrar was ratified in the new edition.
17.05.2012
The decisions on approval of the related party transactions were adopted.
13.06.2012
13.06.2012
13.06.2012
The Chairman of the Board of directors, the Deputy Chairman of the Board of
directors and the Secretary of the Board of OJSC “Magnit” were elected.
The members of the Audit Committee of the Board of directors of OJSC
“Magnit” and its Chairman were elected.
The members of the HR and Remuneration Committee of the Board of
directors of OJSC “Magnit” and its Chairman were elected
13.06.2012
The members of the Management Board were elected.
13.06.2012
The decisions on approval of the related party transactions were adopted.
06.07.2012
The decision on determination of the main business priorities of OJSC
“Magnit” was adopted.
06.07.2012
The decisions on approval of the related party transactions were adopted.
19.07.2012
19.07.2012
The recommendations to the general shareholders’ meeting on the dividend
amount on OJSC “Magnit” shares and procedure of its payment following the
results of the 2nd quarter of 2012 financial year were approved.
The decision on calling of the extraordinary shareholders’ meeting was
adopted.
19.07.2012
The decision on approval of the related party transaction was adopted.
06.09.2012
06.09.2012
11.10.2012
11.10.2012
29.10.2012
29.10.2012
29.10.2012
The Regulations on the information policy of OJSC “Magnit” were ratified in
the new edition.
The Regulations on the dividend policy of OJSC “Magnit” were ratified in the
new edition.
The decision on determination of the main business priorities of OJSC
“Magnit” was adopted.
The decisions on early termination of the OJSC “Magnit” Management Board
members and election of the OJSC “Magnit” Management Board members
were adopted.
The decisions on securities issue (bonds to the bearer of 01, 02 and 03 series)
were made.
The Decisions on securities issue (bonds to the bearer of 01, 02 and 03 series)
and the Prospectus were ratified.
The decision on approval of the major transaction (several associated
transactions) on placement of the bonds to the bearer of 01, 02 and 03 series by
open subscription was made.
29.10.2012
The decision on approval of the related party transaction was adopted.
22.11.2012
The decision on approval of the related party transaction was adopted.
25.12.2012
The decision on payment of bonus to the person in the position of CEO of
OJSC “Magnit” following 2012 results was adopted.
25.12.2012
The decision on approval of the related party transaction was adopted.
28.12.2012
The decision on approval of the additional agreement to the contract with a
person exercising the sole executive body powers of OJSC “Magnit” was
adopted.
28.12.2012
The decision on approval of the related party transaction was adopted.
Besides, within the reporting period the issues related to determination of the position of
OJSC “Magnit” representative on realization of the voting rights on the Company’s stocks and
shares in other organizations (companies) were examined by the Board of directors of OJSC
“Magnit” in accordance with the Clause 14.2 of the Charter. Thus, the meetings on the issues
concerning determination of the position of OJSC “Magnit” representative on realization of the
voting rights on the Company’s shares of CJSC “Tander”, shares in LLC “Magnit Finance”, LLC
“Tandem”, LLC “Alcotrading” and “AgroTorg” were held in February, March, April, May,
June, July, September, October, November, and December 2012.
The management of the Company achieved the following results in 2012:
1. Revenue of the Company increased by 33.65% from 335,699.95 million rubles in 2011
to 448,661.13 million rubles in 2012. Top line growth was due to an increase in selling space as
well as to a 5.26% increase of like-for-like sales (excl. VAT). Revenue growth in dollar terms
amounted to 26.32%: from US$ 11,423.26 million to US$ 14,429.65 million9.
2. During 2012 the Company added 1,575 stores (1,040 convenience stores, 36
hypermarkets, 17 “Magnit Family” stores and 482 cosmetics stores). The total store base as of
December 31, 2012 reached 6,884 stores (6,046 convenience stores, 126 hypermarkets, 20
“Magnit Family” stores and 629 cosmetics stores). Total selling space of the stores increased by
29.39% from 1,970.16 thousand sq. m. to 2,549.26 thousand sq. m.
3. Number of customers increased by 23.66% from 1,644.43 million in 2011 to 2,033.43
million in 2012.
9 Based on the average exchange rate for 2012 of 31.0930 RUR per 1 US$, 2011 – 29.3874 RUR per 1 US$.
4. Sales of private label products as a % of sales in 2012 amounted to 13%, the number of
private label SKUs in 2012 amounted to 613.
5. In 2012 the Company opened four distribution centers: Lermontov (Stavropol region),
Sterlitamak (Republic of Bashkortostan), Omsk and Tula. Launch of the new distribution
centers improved the quality of service in the North-Caucasian, Volga, Siberian and Central
regions. Total space of 18 distribution centers as of December 31, 2012 amounted to 460,603
thousand sq. m.
6. During the reporting year the fleet of the Company’s vehicles increased by 495 trucks,
total number of vehicles amounted to 4,401 which resulted in the considerable reduction of
transportation costs.
On May 30, 2012 LLC “Selta”, transportation enterprise of “Magnit” group of
companies, was named “Carrier of the year - 2012” in the Southern federal district in the “50
and more vehicles” category by ASMAP (Association of International Automobile Carriers).
The leadership is supported, among other factors, by significant contribution to the
international operations of the Russian Federation, the greatest number of international
carriages (over 5,000 rounds) in 2011, introduction of hundreds of new trucks to the global
transportation and new job formation.
7. In 2012 the Company increased the share of the products processed via its distribution
centers from 82% in 2011 to 83% which is also one of the gross margin drivers.
8. The Company was actively working with its employees increasing their loyalty and
developing corporate culture. In 2012 average number of the Company’s employees amounted
to 140,198 out of which 96,249 are in-store personnel; 28,393 people are engaged in distribution;
10,673 people - in regional branches and 4,884 are employees of the head office. Average
monthly salary in the Company in 2012 amounted to 22 858 rubles.
As of December 31, 2012 total number of employees amounted to 181,429 people. Based
on the publicly available information the management of the Company assumes that OJSC
“Magnit” is the largest private employer in Russia.
9. LFL revenue growth in 2012 vs. 2011 in ruble terms amounted to 5.26%, LFL average
ticket increased by 5.63% and LFL traffic decreased by 0.35%.
10. Gross margin increased from 24.33% in 2011 to 26.53% in 2012 primarily due to
continued improvement of purchasing terms. Gross profit in rubles increased by 45.78% from
81,663.45 million RUR (US$ 2,778.86 million) to 119,051.79 million RUR (US$ 3,828.89 million).
11. EBITDA increased by 71.64% from 27,604.14 million RUR (US$ 939.32 million) in
2011 to 47,380.48 million RUR (US$ 1,523.83 million) in 2012. EBITDA margin in 2012 amounted
to 10.56%. Net debt/EBITDA ratio (in ruble terms) at the end of 2012 amounted to 1.1.
12. Net income in 2012 increased by 104.14% and amounted to 25,117.2810 million RUR
(US$ 807.81 million) vs. 12,303.84 million RUR (US$ 418.68 million) in 2011. Net income margin
in 2012 amounted to 5.6%.
In general, the Board of Directors of the Company considers the achieved financial and
economic results positive and in line with 2012 targets.
Following the results of the conducted work the Board of the Company’s directors
recommends the annual general shareholders’ meeting to approve the activity of the
Company’s management bodies during 2012 and to ratify 2012 annual report submitted for
the meeting agenda.
10 Based on consolidated financial statements prepared in accordance with the Federal Law No 208-FZ as of 27.07.2010 “On Consolidated
Financial Statements”
88.. MMAAIINN 22001122 CCOORRPPOORRAATTEE EEVVEENNTTSS
February
The National Rating Agency affirmed individual credit rating “AA” of OJSC
“Magnit” - very high reliability level 2.
April
Standards & Poors Rating Agency assigned the individual credit rating BB-
of OJSC “Magnit”, Outlook Stable.
The new membership of the OJSC “Magnit” Board of directors including
four independent directors was formed by the annual general shareholders’
meeting.
May
The decision to pay dividends following the results of 2011 financial year
and the 1st quarter of 2012 financial year was adopted by the annual general
shareholders’ meeting.
The decisions on approval of major related party transactions were adopted
by the annual shareholders’ meeting.
The membership of the OJSC “Magnit” Management Board was formed by
the Board of directors.
The Board of directors formed the committees of the BOD, appointed the
chairman, deputy chairman and secretary of the BOD.
The OJSC “Magnit” Chief Executive Officer was elected
administrative office of
Entrepreneurs.
the Russian Union of
the
Industrialists and
to
June
August
The decision to pay dividends following the results of the 2nd quarter of
2012 financial year was adopted by the extraordinary general shareholders’
meeting.
September
Within one day OJSC “Magnit” placed exchange-traded bonds of BO-07
series for a total amount of 5 billion rubles.
Exchange-traded bonds of BO-07 series were admitted to trading in the
process of circulation within listing procedure by inclusion into the
quotation list “A” level 1 of CJSC “MICEX Stock Exchange”.
October
The decision on securities issue - bonds to the bearer of 01, 02, 03 series –was
adopted by the BOD.
December
The OJSC “Magnit” CEO Sergey Galitskiy was named the winner of the
“Russian leaders in corporate governance” award for the Best corporate
manager at the annual Corporate Governance roundtable of the Investor
Protection Association (IPA).
OJSC “Magnit” also won the Award for the Company with the best
corporate governance.
99.. PPOOSSIITTIIOONN OOFF TTHHEE CCOOMMPPAANNYY IINN IINNDDUUSSTTRRYY
RRUUSSSSIIAANN MMAARRKKEETT
This section was prepared with the use of the following materials: IA Infoline, public
sources of companies.
Retail turnover amounted to 21 319.9 billion RUR in 2012 which is 105.9% to the level of 2011 in
terms of mass of commodities. In December 2012 turnover increased by 105% compared to
December 2011 and amounted to 2 299.5 billion RUR. The key trend of September-October was
food retail turnover dynamics in Russia remaining under the level of 1%. However, in
November-December 2012 there was a recovery and the dynamics of the food retail turnover
Russia amounted to 1.2% and 2% respectfully.
Dynamics of the key figures of the consumer market in 2005-2012, % Y-o-Y
25
20
15
10
5
0
-5
-10
-15
18,7 19,6
21,6
20,5
18,7
16,7
14,4 14,4
17,9 17,6
16,5
15,1 15,1
13,8
11,8 12,3 12,1
15,4 16,1
14,8
13,4
12,5
15,8 15,8
16,7 15,9
15
13,8 13,3 14,1
11,9
10,7 10,4
12,7
10,5
8,4
13,3
13,4
11,2
9
10,1
11,3 10,8
9,3
7,2
10,5
8,2
5,4
0,3
0,4
0,2
-0,7
-1,2
11
12,3
10,7
9,5
8,4
7,3
7,4
8,1
6,9
5,7
3,7
2,2
0,9
3,7
7,6
5,1
6,4
8,7
5,7
5
7,9
3,4
1,3 0,8
11,1 10,8
9
6,7
7
9,7 9,1
7,6
7
5,2 4,6
3,2
7,9 7,5 8,4
5,9
3
4,8 4,5
1,4 1,3
5
0
Q
1
5
0
Q
2
5
0
Q
3
5
0
Q
4
6
0
Q
1
6
0
Q
2
6
0
Q
3
6
0
Q
4
7
0
Q
1
7
0
Q
2
7
0
Q
3
7
0
Q
4
8
0
Q
1
8
0
Q
2
8
0
Q
3
8
0
Q
4
9
0
Q
1
9
0
Q
2
9
0
Q
3
9
0
Q
4
0
1
Q
1
0
1
Q
2
0
1
Q
3
0
1
Q
4
0
1
0
2
1
1
Q
1
1
1
Q
2
1
1
Q
3
1
1
Q
4
1
1
0
2
2
1
Q
1
2
1
Q
2
2
1
Q
3
2
1
Q
4
2
1
0
2
Growth rate of retail turnover
Growth rate of food turnover
Growth rate of non-food turnover
-5,1
-4,4
-5,5
-8,6
-9,1
-9,3
-12,3
Source: IA Infoline
Monthly dynamics of the retail turnover in Russia in 2005-2012 is provided in the diagram. The
monetary base (broad definition) characterizing money supply by the monetary regulation
agencies decreased by 0.6 trillion RUR within 11 months in 2012 (for the same period in 2011 –
by 0.93 trillion RUR).
Dynamics of retail turnover and monetary base in 2005-2012, bn RUR
Retail turnover (in current prices), bn RUR
Monetary base (in broad definition), bn RUR
2400
2200
2000
1800
1600
1400
1200
1000
800
600
400
10 000
9 000
8 000
7 000
6 000
5 000
4 000
3 000
2 000
1 000
0
5
0
n
a
J
5
0
r
p
A
5
0
l
u
J
5
0
t
c
O
6
0
n
a
J
6
0
r
p
A
6
0
l
u
J
6
0
t
c
O
7
0
n
a
J
7
0
r
p
A
7
0
l
u
J
7
0
t
c
O
8
0
n
a
J
8
0
r
p
A
8
0
l
u
J
8
0
t
c
O
9
0
n
a
J
9
0
r
p
A
9
0
l
u
J
9
0
t
c
O
0
1
n
a
J
0
1
r
p
A
0
1
l
u
J
0
1
t
c
O
1
1
n
a
J
1
1
r
p
A
1
1
l
u
J
1
1
t
c
O
2
1
n
a
J
2
1
r
p
A
2
1
l
u
J
2
1
t
c
O
Source: IA Infoline
Dynamics of retail turnover in Russia in 2006-2012
Period
Turnover, bn RUR11As a %12 to the corresponding period
8 693,4
FY 2006
10 757,8
FY 2007
13 853,2
FY 2008
14 599,2
FY 2009
3 625,7
1Q
3 934,5
2Q
7 560,2
1H
4 203,8
3Q
4 704,6
4Q
16 499
FY 2010
4 180,1
1Q
4 568,3
2Q
8 748,4
1H
4 895,0
3Q
5 439,2
4Q
19 082,6
FY 2011
4 669,9
1Q
5 095,6
2Q
9 765,5
1H
3Q
5 466,9
December 20122 299,5
6 087,5
4Q
21 319,9
FY 2012
of the preceding year
113,9
115,2
113,0
94,9
102,2
106,9
104,6
108,4
107,4
106,4
105,0
105,7
105,4
107,9
109,0
107,0
107,6
107,0
107,3
104,8
105,0
104,5
105,9
Source: data of the Federal State Statistics Service and the Ministry of Economic Development and Trade
SSTTRRUUCCTTUURREE OOFF RREETTAAIILL TTUURRNNOOVVEERR BBYY TTYYPPEESS OOFF PPRROODDUUCCTTSS
Retail turnover in 2012 increased by 5.9% compared to 2011 and amounted to 21 319.9 billion
RUR, at that consumption of food products increased by 3%, non-food – by 8.4%.
Long-term dynamics and structure of retail turnover by types of products is presented in the
diagram.
11 The data are updated according to the results of Rosstat survey of small business enterprises as of April 2011
12 Dynamics of retail turnover in terms of mass of commodities
25
20
15
10
5
0
-5
-10
Dynamics of retail turnover by types of products in 2000-2012, %
20,4
19,1
13,9
13,5
13,3
11
10,5
7,6
9
7,5
5,4
10,1
9,3
8,6
10,3
9,7
8,8
7,7
16,8
16,1
15,1
15,1
14,1
12,8
12,1
11,4
10,5
8,7
11
5,9
12,6
8,5
15,1
13,6
11,5
5,7
7,6
7
6,3
5,1
-1,8
1,2
3,6
3,1
10,7
7,6
5,2
9,7
7
9,1
8,1
4,6
4,6
4,5
2,1
0,9
1,3
8,4
7,5
5,9
3
2,7
2000
2001
2002
2003
2004
2005
2006
2007
2008
2010
2011
1Q12
2Q12
3Q12
4Q12
2012
2009
-2,7
-5,1
-8,2
Total retail turnover
Food products
Alcohol drinks
Non-food
Source: IA Infoline
In December 2012 positive dynamics of consumption was noted, retail turnover in December
2012 increased by 5%, consumption of food products increased by 2%, non-food – by 7.8%.
Herewith, for 4Q 2012 retail turnover increased by 4.5%, consumption of food products
increased by 1.3%, non-food – by 7.5%.
Note that the data of the Federal State Statistics Service for 2009-2012 and for preceding years
are not fully compatible as in 2002-2008 the data on food products including beverages were
provided by the Federal State Statistics Service without tobacco products but starting from 2009
– with tobacco products. Therefore, the graph below provides the adjusted data on the share of
food products (excluding tobacco products).
Dynamics of share of food products in retail turnover in 2005-2012, %
50
49
48
47
46
45
44
5
0
n
a
J
5
0
r
p
A
5
0
l
u
J
5
0
t
c
O
6
0
n
a
J
6
0
r
p
A
6
0
l
u
J
6
0
t
c
O
7
0
n
a
J
7
0
r
p
A
7
0
l
u
J
7
0
t
c
O
8
0
n
a
J
8
0
r
p
A
8
0
l
u
J
8
0
t
c
O
9
0
n
a
J
9
0
r
p
A
9
0
l
u
J
9
0
t
c
O
0
1
n
a
J
0
1
r
p
A
0
1
l
u
J
0
1
t
c
O
1
1
n
a
J
1
1
r
p
A
1
1
l
u
J
1
1
t
c
O
2
1
n
a
J
2
1
r
p
A
2
1
l
u
J
2
1
t
c
O
Share of food products in retail turnover (excl. tobacco products), %
Share of food products in retail turnover (incl. tobacco products), %
Polynomial (Share of food products in retail turnover (incl. tobacco products), %
Source: IA Infoline
Since the beginning of 2012 due to outstripping sales growth rates of non-food products the
share of food products continued to demonstrate the tendency towards the decline and
approached the pre-crises level in August-December 2012. At that, in 2012 the share of food
products amounted to 46.5% vs. 47.7% for 2011.
Structure of retail turnover by groups of products in 2002-201213
Figures
Retail turnover
food products
non-food products
share of food products, %
share of non-food products, %
2002 2003 2004 2005 2006 2007 2008 2009 2010
3765 4530 5642 7042 8712 10869 13915 14599 16499 19083 21319,9 2044,0 2299,5
9913,8 966,8
1822 2164 2671 3316 4061 5022 6510 7095 8035
1078,5
11406,1 1077,2 1221,0
1944 2365 2972 3725 4651 5847 7405 7504 8464
46,5
48,4 47,8 47,3 47,1 46,6 46,2 46,8 48,6 48,7
53,4
51,6 52,2 52,7 52,9 53,4 53,8 53,2 51,4 51,3
Source: data of the Federal State Statistics Service
9122
9961
47,8
52,2
2012 Dec2011 Dec2012
47,3
52,7
46,9
53,1
2011
Structure of retail turnover by groups of products in 2011-2012 (monthly), bn RUR
2500
2000
1500
1000
689
681
749
765
792
808
835
876
873
903
898
672
673
716
720
740
743
764
777
771
798
796
500
0
food-products
non-foof products
1077
967
798
798
865
877
909
931
957
994
997
1023
1017
722
719
767
765
793
809
825
842
841
870
876
1221
1079
I-11
II-11 III-11 IV-11 V-11 VI-11 VII-11 VIII-
IX-11 X-11 XI-11 XII-11 I-12
II-12 III-12 IV-12 V-12 VI-12 VII-12 VIII-
IX-12 X-12 XI-12 XII-12
11
12
Source: IA Infoline
In December 2012 the share of food products amounted to 46.9%, while the share of non-food
products in the retail turnover in Russia amounted to 53.1% (in December 2011 – 47.3% and
52.7% correspondingly).
Structure of retail turnover by groups of products in 2011-2012 (monthly), %
100%
90%
80%
70%
60%
50%
40%
30%
20%
10%
0%
50,6% 50,3% 51,1% 51,5% 51,7% 52,1% 52,2% 53,0% 53,1% 53,1% 53,0% 52,7% 52,5% 52,6% 53,0% 53,4% 53,4% 53,5% 53,7% 54,1% 54,2% 54,1% 53,7% 53,1%
49,4% 49,7% 48,9% 48,5% 48,3% 47,9% 47,8% 47,0% 46,9% 46,9% 47,0% 47,3% 47,5% 47,4% 47,0% 46,6% 46,6% 46,5% 46,3% 45,9% 45,8% 45,9% 46,3% 46,9%
I-11
II-11 I II-11 IV-11 V-11 VI-11 VII-
11
VI II-
11
IX-11 X-11 XI-11 XII-
11
I-12
II-12 III-12 IV-12 V-12 VI-12 VII-
12
VIII-
12
IX-12 X-12 XI-12 XII-
12
share of food products, %
share of non-food products, %
Source: IA Infoline
SSTTRRUUCCTTUURREE OOFF RREETTAAIILL TTUURRNNOOVVEERR BBYY TTYYPPEESS OOFF OORRGGAANNIIZZAATTIIOONNSS
At the end of 2012 in terms of structure of retail turnover by types of organizations the trend of
decrease of the share of marketplaces (by 1 percentage point), individual entrepreneurs (by 0.5
percentage point) and small enterprises (by 0.5 percentage point) continued. At the same time
the share of large and mid organizations (mostly these are retail networks) increased by 2.1
percentage points.
In 2012 89.4% of the retail turnover was formed by trading organizations and individual
entrepreneurs operating outside of the marketplace and the share of retail marketplaces and
fairs amounted to 10.6% (in 2011 – 88.4% and 11.6% correspondingly). Dynamics of the
structure of retail turnover in Russia by types of organizations is presented in the diagram.
13 For comparison with 2009-2011 data on the turnover and the share of food products in 2002-2008 are adjusted for tobacco products
100%
80%
60%
40%
20%
0%
Str ucture of formation of retail turnover in 2006-2012 by types of
organizations, %
32,7
22,3
25,3
19,5
2006
37,3
22,2
25,2
15,3
2007
35,2
26,3
25,2
13,3
2008
34,5
25,8
26,1
13,6
2009
36,5
25,5
25,9
12,5
2010
38,2
25,5
24,7
11,6
2011
40,2
25,0
24,2
10,6
2012
Open markets
Individual entrepreneurs
Small enterprises
Large and mid enterprises
In December 2012 89.8% of retail turnover was formed by trading organizations and individual
entrepreneurs operating outside of the marketplaces, the share of retail marketplaces and fairs
amounted to 10.2% (in December 2011 – 88.9% and 11.1% correspondingly).
Turnover of trading organizations and marketplaces in 2002-2012, bn RUR
Source: IA Infoline
Figure
Retail turnover
turnover of trading
organizations
sales of open markets
share of trading organizations,
%
share of open markets, %
2002 2003 2004 2005 2006 2007
2012 Dec2011 Dec12
3765 4529 5642 7038 8690 10866,2 13853,2 14599,2 16499 19082,6 21319,9 2044,0 2299,5
2010
2008
2011
2009
2838,8 3451,1 4420,5 5558,2 6987 9214,5 12015,9 12613,7 14403,6 16697,3 19060,0 1817,1 2065,0
926,2 1077,9 1254,1 1479,8 1703 1651,7 1837,3 1985,5 2095,4 2385,3 2259,9 226,9
234,5
75,4
76,2
77,9
79,0
80,4 84,8
86,7
86,4
87,3
88,5
89,4
88,9
89,8
24,6
23,8
22,1
21,0
19,6 15,2
13,3
11,5
Source: data of the Federal State Statistics Service
12,7
10,2
13,6
11,1
10,6
Compared to December 2011 the turnover of trading organizations increased by 6% and sales of
the marketplaces decreased by 3.1%.
Dynamics of turnover of trading organizations and markets in 2011-2012 (monthly), trn RUR
0,17
0,17
0,17
0,17
0,17
0,17
0,18
0,19
0,19
0,20
0,20
0,23
1,82
Sales of marketplaces, trn RUR
Turnover of trading organizations, trn RUR
0,17
0,17
0,17
0,17
0,18
0,18
0,19
0,19
0,20
0,20
0,20
0,21
2,30
1,19
1,18
1,30
1,32
1,36
1,38
1,42
1,47
1,45
1,50
1,49
1,35
1,35
1,46
1,47
1,52
1,56
1,59
1,64
1,64
1,69
1,69
2,5
2
1,5
1
0,5
0
I-11
II-11 III-11 IV-11 V-11 VI-11 VII-11 VIII-
IX-11 X-11 XI-11 XII-11 I-12
II-12 III-12 IV-12 V-12 VI-12 VII-12 VIII-
IX-12 X-12 XI-12 XII-12
11
12
Source: IA Infoline
In December 2012 compared to November 2012 the turnover of trading organizations increased
by 21.5% while the sales of the marketplaces grew by 15.2%.
Structure of retail turnover in 2011-2012 (monthly), %
12,8% 12,5% 11,6% 11,4% 11,2% 11,2% 11,2% 11,3% 11,6% 11,6% 11,8% 11,1% 12,5% 11,2% 10,6% 10,6% 10,4% 10,5% 10,5% 10,6% 10,7% 10,6% 10,7% 10,2%
100%
90%
80%
70%
60%
50%
40%
30%
20%
10%
0%
I-11
II-11 III-11 IV-11 V-11 VI-11 VII-
11
VIII-
11
IX-11 X-11 XI-11 XI I-
11
I-12
II-12 III-12 IV-12 V-12 VI-12 VII-
12
VIII-
12
IX-12 X-12 XI-12 XII-
12
share of trading organizations, %
share of open markets, %
Source: IA Infoline
The continuing decrease of share of open markets in the retail turnover is conditioned by the
decrease of their competitiveness and is accompanied by the reduction of their number and the
total number of market slots, inter alia owing to the decrease in the level of use of market slots.
Decrease of competitiveness of retail markets is explained by the improvement of the quality of
the product mix in the fresh category in retail chains, by the stiffening of the organizational
conditions of the non-organized trade (conversion of retail markets to shopping centers) as well
as by the fact that the dynamics of prices on food sold on retail markets generally repeats the
trend of change of consumer prices on the peer food products sold in all retail formats, while
the level of prices on most of food products sold at open markets was higher than in the retail
chains. The main reason of the reduction of the number of the retail markets is their gradual
transformation to the shopping centers (roofed shopping rows). Thus, in 2004-2012 the decline
of the share of open markets in the retail turnover was accompanied by the reduction of their
number (the most active reduction was in 2007 and 1Q 2008 after which the situation stabilized)
due to liquidation or conversion to the shopping centers.
Dynamics of the number of open markets in the Russian Federation and their share in the
retail turnover in 2001-2012
6444
5780
25,3%
5926
24,6%
6016
23,8%
5831
5892
22,1%
21,0%
4771
19,6%
3728
15,3%
3497
3427
3159
13,3%
13,6%
12,7%
30%
25%
20%
15%
11,6%
2162
10,6%
10%
5%
0%
7000
6000
5000
4000
3000
2000
1000
0
2001
2002
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
Source: IA Infoline
As of January 1, 2013 there were 2 162 retail markets functioning on the territory of the Russian
Federation. 997 markets were closed or converted to the shopping centers and nonpermanent
trading objects from January 1, 2012. To a greater extent the reduction in numbers was related
to multipurpose markets (856 markets), merchandize markets (101 markets) and food markets
(51 markets). However, the number of agricultural and agricultural cooperative markets
increased by 75 markets in 2012. As a result the breakdown of the retail markets by types has
changed towards the increase of the share of agricultural and agricultural cooperative markets
(from 7.9% as of January 1, 2012 to 15.0% as of January 1, 2013) on the back of the decrease of
the share of multipurpose markets (from 73.2% to 67.3%), merchandise markets (from 8.8% to
8.2%) and food products markets (from 4.2% to 3.7% correspondingly). The number of market
slots on the marketplaces as of January 1, 2013 amounted to 625.0 thousand, their number
reduced by 271.2 thousand or 30% compared to January 1, 2012. The level of actual use of the
market slots as of January 1, 2013 y-o-y decreased from 72.4% to 71.3%. The number of market
slots also decreased on the multipurpose markets (from 72.6% to 71.6% correspondingly), radio
and electrical household appliances (from 62.1% to 56.0%) and agricultural cooperative markets
(from 54.6% to 47.6%). At that the level of actual use of the market slots on merchandise
markets increase from 73.7% as of January 1, 2012 to 74.6% as of January 1, 2013, on agricultural
markets – from 63.3% to 64.1% correspondingly, on specialized food markets and construction
markets it has not essentially changed and as of January 1, 2013 amounted to 81.5% and 88.9%
correspondingly.
Individual entrepreneurs still remain the principal economic entities, but the share of their
market slots decreases. As of January 1, 2013 entrepreneurs rented 471.1 thousand market slots
or 75.4% of their total number (as of January 1, 2012 – 77.8%). The level of their use amounted to
75.2% (as of January 1, 2012 – 76.2%).
RREEGGIIOONNAALL SSTTRRUUCCTTUURREE OOFF RREETTAAIILL TTUURRNNOOVVEERR
Regional structure of retail turnover in Russia is uneven: 11 constituent territories generated
51.17% of retail turnover in 2012 (Moscow, Moscow region, Saint-Petersburg, Sverdlovsk
region, Krasnodar region, Samara region, Republics of Tatarstan and Bashkortostan, Tyumen
region, Chelyabinsk and Rostov regions), which is 0.62 p.p. lower than in 2011.
In 2012 the share of Volga and North-Caucasian federal districts increased in retail turnover by
federal districts of the Russian Federation, while the share of Southern and Siberian federal
districts remained unchanged vs 2011; the share of Central, Urals, North-Western and Far-
Eastern federal districts decreased by 0.1-0.2 pp.
Structure of retail turnover by federal
districts of the Russian Federation in
2011, %
Structure of retail turnover by federal districts
of the Russian Federation in 2012, %
Southern
9,0%
North-
Caucasian
5,0%
North-Western
9,3%
Volga
18,1%
Urals
9,6%
Southern
9,0%
North-Caucasian
5,1%
Volga
18,3%
Urals
9,5%
North-Western
9,2%
Central
34,3%
Far-Eastern
3,9%
Siberian
10,8%
Central
34,1%
Far-Eastern
3,8%
Siberian
10,8%
In 2012 the share of Republic of Tatarstan increased by 0.3 pp., Rostov region – by 0.1 p.p. in the
retail turnover by regions in the Russian Federation. At that the share of Chelyabinsk, Samara,
Tyumen regions, Republic of Bashkortostan and Saint-Petersburg remained unchanged vs.
2011. The share of Moscow, Moscow and Sverdlovsk regions decreased, while the share of other
chains in retail turnover grew by 0.62 pp.
Source: IA Infoline
Structure of retail turnover by subjects of the
Russian Federation in 2012, %
Republic of
Tatarstan
3,1%
Samara region
2,4%
Rostov region
2,9%
Republic of
Tatarstan
3,0%
Chelyabinsk
2,2%
Ot her
48,8%
Structure of retail turnover by subjects of
the Russian Federation in 2011, %
Rostov region
2,8%
Tyumen region
2,9%
Sverdlovsk
region
4,1%
Saint-Petersburg
4,0%
Moscow region
6,2%
Republic of
Tatarstan
2,8%
Samara region
2,4% Republic of
Bashkortostan
3,0%
Moscow
17,4%
Chelyabinsk
region
2,2%
Other
48,2%
Tyumen region
2,9%
Sverdlovsk region
4,0%
Saint-petersburg
4,0%
Moscow region
5,9%
Moscow
17,1%
Source: IA Infoline
The share of other regions (apart from 11 largest) increased in 2003-2009 and in 2010 for the first
time in 10 years there was a decline due to faster than average in Russia recovery of consumer
demand in Moscow, Sverdlovsk region and Republics of Bashkortostan and Tatarstan. In 2011
the share of other regions increased to 48.2%and in 2012 to 48.8%.
Dynamics of share of 69 regions of the Russian Federation (apart from 11
largest) in retail turnover in 2003-2012, %
47,1%
46,6%
47,8%
47,4%
48,8%
48,2%
44,7%
45,1%
45,4%
45,7%
50%
49%
48%
47%
46%
45%
44%
43%
42%
2003
2004
2005
2006
2007
2008
2009
2010
2011
2012
Source: IA Infoline
In 2012 the most dynamic growth of share in the total retail turnover was demonstrated by the
North-Western federal district (Saint-Petersburg in particular), North-Caucasian and Southern
(however, there was a decline compared to January-October 2011), Siberian, Volga and Urals
federal districts, while the retail turnover in the Central federal district (Moscow in particular)
and in the Far-Eastern federal district decreased in 2012.
Regional structure of retail turnover of the Russian Federation in 2003-2012, %
Region
Central federal district
Moscow region
Moscow
North-Western federal district
Saint-Petersburg
Southern federal district
North-Caucasian federal district
Volga federal district
Urals federal district
Siberian federal district
Far-Eastern federal district
2003
39,2
4,3
26,0
9,1
3,6
7,7
3,0
16,7
8,4
11,7
4,2
2004
38,4
5,1
24,3
9,3
3,8
7,8
3,4
16,7
8,7
11,6
4,1
2006
35,8
5,7
20,9
9,4
4,1
8,0
3,6
17,5
10,0
11,7
4,1
2005
2009
2010
36,9
33,83 34,21
5,3
6,12
6,16
22,5
17,31 17,47
9,5
9,36
9,35
4,0
4,15
4,15
7,9
8,99
8,73
3,7
4,66
4,85
16,9
18,27 18,20
9,3
10,14 9,69
11,7
10,95 10,72
4,1
3,98
4,07
Source: data of the Federal State Statistics Service
2012
34,15
5,90
17,07
9,17
3,96
9,01
5,14
18,33
9,54
10,83
3,84
2011
34,57
6,33
17,41
9,14
3,89
8,92
4,97
18,18
9,52
10,82
3,89
2007
34,4
6,1
18,8
9,4
4,1
8,5
3,8
17,9
10,4
11,7
3,9
2008
33,4
6,4
17,0
9,3
4,2
8,8
4,0
18,4
10,8
11,6
3,8
In 2012 there were no regions to demonstrate the highest decrease of retail turnover (more than
5%) and the decrease within 5% among largest regions (which share in retail turnover of the
Russian Federation is above 1%). The highest growth (more than 15%) was demonstrated by
Voronezh region (18.6%), Republic of Tatarstan (18.4%) and Stavropol region (15.6%).
Growth of retail turnover by districts in 2007 - 2012, % Y-o-Y, in comparable prices
114,5
108,3
104,8
107
104,5
107,6
106,3
106,7
110,3
108,7
107,6
106,6
107
105,1
113,9
110,3
108,3
106,1
105,3
104,9
100,7
117,7
120,1
2007
2009
2011
2012
95,9
94,4
94,8
95,1
90
89,4
125
120
115
111,7
110
105
100
95
90
85
80
Central
North-Western
Southern
North-Caucasion
Volga
Urals
Siberian
Far-Eastern
Source: IA Infoline
In 2001-2008 in most of the regions there was dynamic growth of retail turnover in physical
terms, after that within 10 months (from March to December 2009) the dynamics was negative.
At that from November 2009 the number of regions with the growing retail turnover started to
increase again and achieved its maximum (76) in August 2010. Afterwards, it started to
decrease. In general, in 2011 there was a y-o-y decline in turnover in 7 regions14 and in 8 regions
in 2012 vs. 2011.
Number of regions with positive dynamics of retail turnover in physical terms, Y-o-Y
80
70
60
50
40
30
20
10
0
Jan08
M ar08
M ay08
Jul08
Sep08
N ov08
Jan09
M ar09
M ay09
Jul09
Sep09
N ov09
Jan10
M ar10
M ay10
Jul10
Sep10
N ov10
Jan11
M ar11
M ay11
Jul11
Sep11
N ov11
Jan12
GGOOVVEERRNNMMEENNTT RREEGGUULLAATTIIOONN OOFF RREETTAAIILL
Jul12
Sep12
M ay12
M ar12
Source: IA Infoline
N ov12
According to the Federal Law № 381 – FZ “On fundamental principles of government
regulation of trade activity in the Russian Federation” which came into effect on
February 1, 2010, food retail chains (which threshold of dominance on retail market
within the boundaries of one region, municipality or urban district exceeds 25%) are
prohibited from acquiring and renting additional selling space within the boundaries of
the corresponding administrative-territorial entity. The law does not apply to
agricultural consumer cooperatives and organizations of consumer cooperation.
14 80 subjects of the Russian Federation were included in the analysis (excluding Khanty-Mansiisk Autonomous District, Yamal-
Nenets and Nenets Autonomous Area), which existed as of June 1, 2011 (data for 2006-2009 are adjusted for consolidation).
The law “On fundamental principles of government regulation of trade activity in the
Russian Federation” also aims to regulating the cooperation of retail chains and
suppliers. The law № 381 – FZ introduced special legal regulation with regard to food
supplies and set forth the list of terms which cannot be imposed by food suppliers and
their buyers (trading networks) upon each other. In particular, these terms include:
reduction of price by suppliers to the level which will not exceed the minimum selling
price of this product by economic entities performing corresponding activity subject to
the determination of the trade mark-up; payment for the change in the product mix;
responsibility for failure to perform obligations on goods supply on more favorable
terms than for other economic entities; fee paid by suppliers for access to trade objects
within one trading network. Wholesale trade under commission agreement is
prohibited. It is prohibited to set a ban on substitution of persons under the food supply
agreement through assignment of a claim and liability for noncompliance with this
regulation. Payment due date for some food products was set forth. For example,
products with up to 10-days expiry period should be paid for within 10 working days
from the date of acceptance of goods, for products with up to 30-days expiry period the
payment due period is up to 30 calendar days, and for the rest food products including
alcoholics drinks – up to 45 calendar days.
On December 14, 2012 first vice prime-minister of the Russian Federation Igor Shuvalov
announced that the government of the Russian Federation is considering the
liberalization of the retail law to the extent that trading networks can be allowed to
build new selling space or to convert other objects after they achieved 25% market
threshold.
MMAAIINN CCOOMMPPEETTIITTOORRSS1155
The concentration level of the Russian food retail market is quite low – the share of 3 largest
players is little over 10% of the market, which is considerably inferior to comparable figures in
Eastern and Western European countries.
Such a low capital concentration creates conditions for competition intensification
among retail chains in the nearest future. Currently, development of competition is
expressed in capturing extra markets due to growth of the chain itself including
franchising schemes as well as M&A deals. As a result, chains operating in the Russian
market actively increase their presence in Moscow and regions which leads to the
record rates of business growth.
X5 Retail Group
X5 Retail Group is Russia's largest retailer in terms of sales. The Company operates several
retail formats: the soft discounter chain under the Pyaterochka brand, the supermarket chain
under the Perekrestok brand, the hypermarket chain under the Karusel brand, the online retail
channel under the E5.ru brand and convenience stores under various brands.
At 31 December 2012, X5 had 3,802 Company-operated stores. It has the leading market
position in both Moscow and St. Petersburg and a significant presence in the European part of
15 Source: IA Infoline, public sources of companies.
Russia. Its store base includes 3,220 soft discounter stores, 370 supermarkets, 78 hypermarkets
and 134 convenience stores. The Company operates 29 DCs and 1,956 Company-owned trucks
across the Russian Federation. At 31 December 2012, the number of X5 employees totaled 109
thousand.
For the full year 2012, net sales totaled USD 15,795 mln, EBITDA reached USD 1,124 mln, and
net loss amounted to USD 126 mln.
METRO Cash & Carry
trading centers were opened
Metro Cash and Carry is the largest operating company of cash & carry international
business format (individual wholesale) of Metro Group. The holding is presented in 32
countries of the world by 2,200 stores.
As of January 1, 2013 "Metro Cash & Carry" LLC operates 68 trading centers in 45
regions of Russia. Total selling space of the company as of January 1, 2013 amounted to
539.7 thousand sq. m.
In 2006-2008 "Metro Cash & Carry" used to open 8-9 stores per year, however since 2009
“Metro group” reduced its expansion rates not only in Russia but in the other countries
(Bryansk,
as well. Four
Zheleznodorozhny, Kirov, Novosibirsk). In 2011 the company opened 7 Metro C&C
hypermarkets in Kemerovo region, Chelyabinsk region, Altai region, Republic of
Udmurtia, Tatarstan and Chuvash Republic, as well as in Smolensk region.
In 2012 the company opened 6 Metro C&C hypermarkets. The first store of the new
format of the chain – “Metro Punct” supermarket – was opened in May 2012. As of
January 1, 2013 the company operated 1 “Metro Punct” supermarket with the total
selling space of about 1.8 thousand sq. m. Moreover, in June 2012 the first two
franchised “Fasol” stores were opened in St. Petersburg. As of January 1, 2013 there
were 15 franchised “Fasol” stores: 10 in Saint-Petersburg and 5 in Rostov region.
Sales of METRO Cash & Carry, Russia for 2011 amounted to 3.422 billion euro (which
represents 16.8% growth vs 2010).
in Russia
in 2009
Auchan
Auchan is a large hypermarket chain operating on the Russian market since 2002. As of
January 1, 2013 Auchan in Russia operates 57 trading objects (including 1 under
reconstruction). 39 “Auchan” hypermarkets were opened in 14 regions (14 - in Moscow
and Moscow region, 5 – in Saint-Petersburg, 4 – in Samara, 3 – in Rostov-on-Don and
Novosibirsk, 2 – in Nizhniy Novgorod, 1 in Adygeya, Krasnodar, Ekaterinburg,
Ulyanovsk, Omsk, Voronezh, Ufa, Kazan, Ryazan and Chelyabinsk). Besides, Auchan
operates 15 “Auchan-city” mini-hypermarkets (that were opened as a result of
rebranding of hypermarkets of “Ramstore” chain) in Moscow (8 stores), Ekaterinburg
(1), Moscow region (2), Novosibirsk (1), Nizhniy Novgorod (1) and Saint-Petersburg (2).
The chain also consists of 4 stores of new format - “Nasha Raduga” - in Kaluga and
Penza opened in December 2009, in Yaroslavl – in November 2012 and in Kostroma – in
December 2012.
Total selling space as of January 1, 2013 amounted to more than 566.9 thousand sq. m.
In 2012 the company opened 6 “Auchan” hypermarkets in Rostov-on-Don, Ryazan,
Ulyanovsk, Nizhniy Novgorod, Saint-Petersburg, Samara, “Auchan-city” hypermarket
in Nizhniy Novgorod.
The company plans to increase the number of hypermarkets to 100 by 2015, to 150 by
2017, and the number of employees to 50 thousand people.
Dixy
“Dixy” Group of Companies is one of Russia's leading retailers of food and everyday
products. The company specializes in developing neighbourhood store supermarkets in
Moscow, St. Petersburg and three federal districts of Russia: Central, Northwestern and
Urals and also in Kaliningrad region, which together account for more than half of the
retail market for foods and everyday products in the Russian Federation. As of
December 31, 2012 the company operated 1,499 stores, including: 1,392 “Dixy”
neighbourhood stores, 45 neighbourhood stores under the “Kvartal”, “Deshevo”,
“Semeynaya Kopilka” brands, 31 “Victoria” supermarkets, 19 “MEGAMART” compact
hypermarkets, 11 “MINIMART” economic supermarkets and 1 “CASH” (“cash&carry”)
store.
The company is the third largest in terms of the amount of sales, selling space and the
number of stores among the national retailers operating in the food segment. The total
number of employees of the company exceeds 36 thousand.
Net selling space of the Group as of December 31, 2012 amounted to 514,934 sq. m.
In 2012 total sales of “Dixy” Group of Companies amounted to 147 billion rubles
(including the sales of “Victoria” Group of Companies from the acquisition date of June
15, 2011).
Lenta
“Lenta”, the company which operates the hypermarket chain under the same brand,
was founded in 1993. As of January 1, 2013 "Lenta" operates 56 hypermarkets located in
Saint-Petersburg, Nizhny Novgorod, Novosibirsk, Tyumen, Krasnodar, Volgograd,
Veliky Novgorod, Petrozavodsk, Astrakhan, Togliatti, Naberezhnye Chelny, Barnaul
and Biysk, Penza and Saratov, Omsk, Novorossiysk, Tver and Rostov region,
Cheboksary, Syktyvkar and Yaroslavl.
Total selling space of the chain as of January 1, 2013 amounted to 401.3 thousand sq. m.
In 2012 14 “Lenta” hypermarkets were opened in St. Petersburg (2), Barnaul and Biysk,
Kemerovo region (Prokopyevsk), Omsk, Voronezh, Cheboksary, Syktyvkar, Orenburg,
Yaroslavl (2), Vologda and Surgut.
The company has about 17 thousand employees. More than 5 million people
throughout Russia are holders of loyalty cards of the chain.
Sales of “Lenta” retail chain for 2012 amounted of 106.6 billion rubles and increased by
22.4% compared to 89.8 billion rubles for 2011.
О'KEY
“O’KEY” is one of the largest retail chains in Russia. Its primary retail format is the
modern Western European hypermarket under the “O’KEY” brand, complemented by
“O’KEY - Express” supermarkets.
As at January 1, 2013 "O'KEY" operated 83 stores in 20 cities across Russia: 16
hypermarkets and 19 supermarkets in Saint-Petersburg and Leningrad region, 1
hypermarket and 4 supermarkets in Moscow, 2 hypermarkets and 2 supermarkets in
Moscow region, 2 hypermarkets in Murmansk, 4 hypermarkets and 1 supermarket in
Krasnodar, 2 hypermarkets in Rostov-on-Don and 1 supermarket in Rostov region, 2
hypermarkets and 1 supermarket in Astrakhan, 2 hypermarkets and 1 supermarket in
Krasnoyarsk, 1 hypermarket and 3 supermarkets in Volgograd, 2 hypermarkets in
Voronezh, 2 hypermarkets in Ufa and Surgut, 1 hypermarket in Togliatti, Nizhniy
Novgorod, Stavropol, Lipetsk, Novosibirsk, Omsk, Saratov, Tyumen, Yekaterinburg,
Sochi.
As at January 1, 2013 total selling space of "O'KEY" chain amounted to about 429.5
thousand sq. m.
In 2012 10 hypermarkets of the chain were opened in Voronezh, Ufa, Tyumen,
Yekaterinburg, Sochi, Surgut, Saint-Petersburg and Moscow region and 2 supermarkets
in Moscow.
In accordance with unaudited operating results, the unaudited revenue of “О'KEY”
chain at the end of 2012 amounted to 115.92 billion rubles, increasing by 25.7%
compared to 92.212 billion rubles for 2011. In 2012 like-for-like revenue growth rate
amounted to 7.0% compared to 5.3% for 2011. Average ticket amounted to 4.3%
compared to 5.5% for 2011. Traffic for 2012 increased to 2.5% compared to -0.2% for
2011.
Number of stores of the largest FMCG retailers in 2007-2012, eop.
Legal name
Brand
X5 Retail Group N.V.
”Magnit”,OJSC
Pyaterochka
Perekrestok
Karusel
Perekrestok-Express, CityMag
Kopeyka
Magnit
Magnit Hypermarket
Magnit Kosmetik
Magnit Family
Auchan, Auchan-City, Nasha Raduga
Metro C&C, Metro Punct
“Auchan”, company
limited
“МЕТRО Cash and Carry”,
company limited
“O'key”, company limited O'key, O'key-express
“Lenta”, company limited Lenta
“Dixy-group”, OJSC
“Victoria” Group of
Companies, OJSC
Megamart, Minimart, Dixy
Victoria, Cash, Deshevo, Kvartal,
Semeynaya Kopilka
Main formats16
D
S
H
CS
CS, S
D
H
МК
MF
H
S, H
S, H
H
D, S, H
2007
2008
2009
2010 2011 2012
674
194
22
-
438
2194
3
-
-
18
39
24
26
388
848
207
46
-
517
2568
14
-
-
33
48
37
34
493
1039
275
58
-
587
3204
24
-
-
38
52
46
36
537
1392 1918 3220
301 321 370
78
77
71
134
45
70
657 616
-
4004 5006 6046
93
51
126
210 692
2
20
-
-
44
49
57
57
62
68
71
57
42
39
646 894 1422
83
56
CS, S, H, D
194
215
208
258 225 77
16 Key: D - Discounter, H - Hypermarket, S - Supermarket, CS - Convenience Store, МК – Cosmetics Store, MF – Magnit Family
Total selling space of FMCG retailers in Russia in 2007-2012, eop, thousand sq. m.
Legal name
X5 Retail Group N.V.
”Magnit”,OJSC
Brand
Pyaterochka
Perekrestok
Karusel
Perekrestok-Express, CityMag
Kopeyka, Kopeyka-Super
Magnit
Magnit Hypermarket
Magnit Kosmetik
Magnit Family
Metro C&C, Metro Punct
Auchan, Auchan-City, Raduga
“Auchan”, company
limited
“МЕТRО Cash and Carry”,
company limited
“O'key”, company limited O'key, O'key-express
“Lenta”, company limited Lenta
“Dixy-group”, OJSC
“Victoria” Group of
Companies, OJSC
Megamart, Minimart, Dixy
Victoria, Cash, Deshevo, Kvartal,
Semeynaya Kopilka
Main formats
D
S
H
CS
CS, S
D
H
МК
MF
2007
357,5
251,7
126
-
-
640,1
11,6
-
-
2008
419,2
222,4
232,5
-
-
767,1
56,4
-
-
2009
493
284,4
285,6
-
-
978,5
81,4
-
-
2010
586,3
313,0
351,8
9,2
296,0
1256,8
165,1
0,4
-
2012
2011
735,2
1191,4
333,89 383,5
368,2
371,3
26,7
12,7
274,2
-
1637,8 1977,5
387,6
282,2
159,8
50,1
24,4
-
H
S, H
S, H
H
Д, S, H
250,6
340,1
386,6
451,3
497,0
566,9
326,3
394,5
427,4
464,5
499,5
539,7
149,2
186,7
148,8
191,7
244,7
191
232,7
260,9
206
287,4
281,7
227,9
346,0
306,0
286,7
429,5
401,3
447,3
CS, S, H
99,8
109,7
104,6
121,3
118,4
67,6
Dynamics of net sales (excluding VAT) of the largest FMCG retailers in 2007-2012,
billion RUR
Legal name
X5 Retail Group N.V.
”Magnit”,OJSC
“Auchan”, company
limited
“МЕТRО Cash and
Carry”,
company limited
Brand
Pyaterochka
Perekrestok
Karusel, Pyaterochka-Maxi
Perekrestok-Express
Kopeyka, Kopeyka-Super
Main formats Data
D
S
H
CS
D, S
IFRS, 2011 –
unaudited
accounts
Pyaterochka, Perekrestok, Karusel,
Pyaterochka-Maxi, Perekrestok-
Express, Kopeyka
CS, D, S, H
Magnit
D, H
IFRS (2010-2012 –
incl. Kopeyka
stores), 2012 –
unaudited
accounts
IFRS
2012
2009
2008
2010
2011
2007
75,38 110,95 148,35 188,28 230,42 317,75
105,47
49,75 67,15 73,19
61,48
31,16 41,71 53,55
4,88
–
-
34,940 51,60 56,15
83,13
61,12
1,86
61,21
98,69
66,63
2,99
53,52
–
–
136,10 207,20 275,08 342,58 452,48 490,09
94,04 132,4 169,86 236,14 335,70 448,66
Auchan, Auchan-City, Nasha Raduga H
RAS
90,6
128,1 158,36 178,1
205,1
-
Metro C&Cб Metro Punct
S, H
IFRS
89,2
111,2 114,30 117,99 139,96 -
“O'key”, company limited O'key, O'key-express
“Lenta”, company limited Lenta
S, H
H
Megamart, Minimart, Dixy, Victoria,
Cash, Deshevo, Kvartal
CS, D, S, H
“Dixy-group”, OJSC
Dixy
Megamart
Minimart
V-mart
Marketing
D
H
S
CS
-
Victoria, Cash, Deshevo, Kvartal
CS, S, H
IFRS, 2012 –
unaudited
accounts
MA
IFRS, 2011-2012 –
consolidation
with “Victoria”
Group of
Companies
IFRS, 2012 –
неаудированная
отчетность
RAS (“Victoria”
Group of
Companies) 2011
– pro forma
“Dixy” Group of
Companies
30,533 51,14 67,88
82,67
92,21
115,9
32,9
50,8
55,60
70,60
89,8
109,9
36,65 48,3
54,26
64,80
102,23 147,05
32,25 40,65 45,13
6,32
3,2
2,00
1,2
0,07
0
0,74
0
5
2
0,24
0,49
54,39
7,26
2,18
0,00
0,90
68,9
8,52
2,43
0,00
1,28
96,44
10,86
2,92
-
-
26,5
31,9
32,89
36,80
40,63
35,43
CCOOMMPPEETTIITTIIVVEE AADDVVAANNTTAAGGEESS OOFF ““MMAAGGNNIITT””
Multi-format business
Implementation of the strategic decision to develop the additional format of hypermarket
allows the Group to conduct more profound segmentation of existing markets and consider
population with the different level of income as potential customers as well as to achieve high
results of turnover per store and of the average ticket and fast rates of business growth.
Moreover, pricing policy of the Group allows it to compete with open-air markets targeting
customers with the level of income below the average.
Strong regional coverage
“Magnit” group of companies has considerable experience of operation in regions: in 2002 –
2012 the impressive growth of the Group turnover was a result of its expansion into the cities
with a population of less than 500 thousand people. In the nearest future the regions are
expected to face the highest growth of consumer demand, which creates favorable conditions
for medium-term dynamics of the Group business.
Russia’s largest chain in terms of number of stores
In terms of number of stores “Magnit” chain takes the first place in Russia, which has a positive
impact on cooperation with the largest food and beverage producers promoting their products
on the regional markets. First of all, it is reflected in favorable purchasing terms and
corresponding efficiency improvement.
Recognized brand
According to the independent expert research, IGD in particular, Russian customers pay
significant attention to the brand when purchasing non-food and food items. Moreover, loyalty
of Russian customer to one or another brand is higher vs. European citizens, which makes
Russian customers less price-sensitive. Therefore, large store chain under “Magnit” brand
allows the Group to strengthen its positions in the occupied market niche.
Efficient logistics system
Developed logistics system, distribution centers and own fleet of vehicles enable the Group to
strictly monitor its delivery costs. Operating distribution centers results in lower purchasing
prices and less pressure on the store at goods acceptance which ultimately contributes to more
efficient business organization.
The Group employs highly efficient automated stock replenishment system, which gives
opportunity to achieve high turnover level as well as to reduce costs.
1100.. PPRRIIOORRIITTYY AARREEAASS OOFF TTHHEE CCOOMMPPAANNYY’’SS OOPPEERRAATTIIOONNSS
Headquartered in the southern Russia city of Krasnodar, open joint-stock company
“Magnit” is the holding company for a group of entities that operate in the retail trade under
the “Magnit” brand. The chain of “Magnit” stores is one of the leading food retail networks in
Russia. As of December 31, 2012 the chain consisted of 6,884 stores: 6,046 convenience stores,
126 hypermarkets, 20 “Magnit Family” stores and 692 cosmetics stores (drogerie) in 1,605 cities
and towns throughout the Russian Federation.
Approximately two-thirds of the Magnit’s stores are located in cities with a population
of less than 500,000 inhabitants. Most of its stores are located in the Southern, North-Caucasian,
Central and Volga regions. The Company also operates stores in the North-Western, Urals and
Siberian regions.
At the end of 2012 stores located in the Southern Federal district accounted for 1,531, in
the Volga region – 2,142, North-Caucasian – 375, Central – 1,692, North-Western – 504, the
number of stores in the Urals and Siberian regions amounted to 550 and 90 correspondingly.
As of December 31, 2012 the Company operates an in-house logistics system consisting
of 18 modern distribution centers (DCs): three of them are located in the Southern Federal
district (Bataysk, Kropotkin and Slavyansk-On-Kuban), six are in the Volga Federal district
(Engels, Togliatti, Erzovka, Dzerzhinsk, Izhevsk and Sterlitamak), another five DCs are based in
the Central Federal district (Ivanovo, Oryol, Tambov, Tver and Tula), one in the Urals Federal
district (Chelyabinsk), one in the North-Western Federal district (Veliky Novgorod), one in the
North-Caucasian Federal district (Lermontov) and one in the Siberian Federal district (Omsk).
City
Federal District
Warehousing
space, sq. m.
Number of
serviced stores
% of total DC
turnover
Bataysk
Southern
17,407
Kropotkin
Southern
30,048
Slavyansk-on-
Kuban
Engels
Togliatti
Erzovka
(Volgograd)
Dzerzhinsk
Izhevsk
Sterlitamak
Ivanovo
Oryol
Tambov
Tver
Tula
Southern
20,496
Volga
Volga
Volga
Volga
Volga
Volga
19,495
19,157
26,074
30,523
34,141
22,043
Central
52,929
Central
14,326
Central
26,733
Central
15,726
Central
51,205
Veliky Novgorod
North-Western
21,060
Chelyabinsk
Urals
17,623
Lermontov
North-Caucasian
34,503
437
417
314
316
406
427
425
541
432
742
376
426
196
308
280
367
323
151
6.46%
5.97%
7.44%
5.32%
6.85%
8,55%
5.96%
6.02%
3.16%
9.45%
6.65%
6.06%
4.21%
1.13%
4.81%
6.80%
4.46%
0.70%
100%
Omsk
Total
Siberian
7,114
460,603
6,884
The Company operates automated stock replenishment system and a fleet of 4,401
vehicles.
1111.. PPRRIIOORRIITTYY DDIIRREECCTTIIOONNSS OOFF TTHHEE CCOOMMPPAANNYY’’SS DDEEVVEELLOOPPMMEENNTT
The Company marks out the following mid-term development trends:
• Further expansion of the chain by increasing the density of coverage of the
key markets as well as organic expansion in the least developed regions of
Russia;
• Development of
through active
the multi-format business-model
implementation of the hypermarket format, continuing development of
cosmetics stores and the new format – “Magnit Family”;
• Building of the high level loyalty of the key audience to the brand
•
Implementation of additional measures to minimize costs and improve
profitability;
Chain expansion
In the nearest 2-3 years the Company plans to keep high pace of business growth
with the annual number of openings of not less than 500 convenience stores and not less
than 250 cosmetics stores in the cities with the population from 5,000 people and about
50 hypermarkets (including “Magnit Family” stores) in the cities with the population
from 25,000 people.
The key territories of presence for the Company are Southern, Volga and Central
regions, it is planned to increase the number of stores in Urals and Siberia regions. In
the long-term outlook the management of the chain does not exclude the opportunity of
entering the market of the Far East.
Development of the multi-format model
Currently the Company is actively expanding into four formats: “convenience
store”, hypermarket, “Magnit Family” and “cosmetics store” (drogerie).
The format of a convenience store is a neighbourhood store oriented all customers living
within 500 meters radius. The assortment of the convenience store consists of little more than
3,000 food and non-food essential items offered at reasonable prices. Average total space of a
store is 465 sq. m., average selling space is 328 sq. m.
As of December 31, 2012 “Magnit” retail chain operates 6,046 convenience stores, out of
which 1,040 were opened in 2012.
In 2007 the Company started its expansion in the new format – a hypermarket. As of
December 31, 2012 “Magnit” retail chain operates 126 stores of this format, out of which 36 were
opened in 2012.
The Company opens its hypermarkets mainly in the cities with population from
50,000 to 500,000 citizens, at that the retail outlet is located in the city (within the city
boundaries) and targets people living within the radius of 7 km.
Based on location (size of the location or of the area in a large city) there are 3 sub-
formats of the hypermarket:
“small” with the selling space of up to 3,000 sq. m. (excluding rental space);
“medium” with the selling space of 3,000 – 6,000 c (excluding rental space);
“large” with the selling space of over 6,000 sq. m.; (excluding rental space).
Strategic development of the hypermarket format enables to conduct deeper
segmentation of the existing markets and consider population with different income as
potential customers on the back of high turnover per store and average ticket as well as fast
pace of business growth.
In 2010 the Group started to study a new segment of the retail market and launched 2
trial stores of a new format – “drogerie”. Unlike convenience stores, stores under “Magnit
Kosmetik” brand offer a mix of non-food group of products: personal care products, household
cleaning products, cosmetics and perfumery goods. As of December 31, 2012 the chain of
cosmetics stores consists of 692 stores out of which 482 stores were opened during 2012.
In May 2012 the new format – “Magnit Family” was launched. One of the reasons to
expand into this format is to meet the needs of customers in wider assortment and aggressive
pricing in premises which are not suitable for a standard hypermarket due to space limitations.
Key features of the new format are:
- Selling space of up to 1,500 sq. m.;
- Assortment of more than 6,000 SKUs;
- Expanded fresh zone;
- Limited non-food assortment;
- Own production facilities (ready meals);
- Main technologies of the hypermarket format;
- Pricing of the hypermarket format;
- Location primarily in the leased premises of the shopping and entertainment malls.
The number of the new format stores is growing through opening of new objects as well as
reformatting certain convenience stores with excessive selling space for this format (about 1,000
sq.m.) and upside sales potential.
In 2012 the Group opened 20 “Magnit Family” stores.
Pricing policy of the Company allows it to compete with open markets considering
customers with income below average as the target audience.
Brand recognition and customer loyalty
The Company management takes measures to adjust its formats to changing
customers’ preferences. In the regions with the highest purchasing power the work is
carried out with the traditional assortment of the convenience store towards its
expansion in favor of more expensive products (for example, ready-made cookery and
semi-prepared meat).
Within the complex measures taken to increase the loyalty to the “Magnit” brand
the analysis is carried out to study the customers’ preferences to adjust marketing
program to the peculiarities of different formats.
As an additional factor of the brand popularity the management of the Company
plans to improve the service in its stores through corresponding work with its
employees.
Minimization of expenses
The main drivers of successful development in the above direction are further
improvement of the logistics processes and investments in the IT system which
provides the Company with maximum effective stock transport flow management
systems, and contributes to its transformation into the leader in terms of cost control.
Active introduction of private label products to the assortment is in place to
increase Company’s profitability.
The status of Russia’s largest chain in terms of number of stores and customers
supports the Company’s efficient cooperation with suppliers and achievement of most
favorable purchasing terms.
Development of direct import, first of all direct import of fresh fruits and
vegetables, also contributes to minimization of logistics costs.
1122.. IINNFFOORRMMAATTIIOONN OONN TTHHEE PPAAIIDD DDIIVVIIDDEENNDDSS
The annual general shareholders’ meeting held on May 28, 2012 (minutes of 28.05.2012)
decided to distribute dividends on ordinary registered shares of OJSC “Magnit” following the
results of 2011 financial year and the 1st quarter of 2012 financial year.
The extraordinary general shareholders’ meeting held on September 14, 2012 (minutes of
14.09.2012) decided to distribute dividends on ordinary registered shares of OJSC “Magnit”
following the results of the first half of 2012 financial year.
Information on the paid dividends:
Dividend period: FY 2011.
The amount of declared (accrued) dividends on shares of this category (type) per share,
RUB:
-the amount of dividend accrued per one ordinary registered uncertified share following
the results of 2011 financial year - 18.26 rubles.
The total amount of the declared (accrued) dividends on all shares of this category
(type), RUB:
-the total amount of dividends accrued on the ordinary registered uncertified shares
following the results of 2011 financial year - 1,726,690,342.30 rubles.
Dividend period: First quarter of FY 2012.
The amount of declared (accrued) dividends on shares of this category (type) per share,
RUB:
- the amount of dividend accrued per one ordinary registered uncertified share following
the results of the first quarter of FY 2012 - 5.18 rubles.
The total amount of the declared (accrued) dividends on all shares of this category
(type), RUB:
-the total amount of dividends accrued on the ordinary registered uncertified shares
following the results of the first quarter of FY 2012 financial year - 489,827,818.90 rubles.
Dividend period: First half of FY 2012.
The amount of declared (accrued) dividends on shares of this category (type) per share,
RUB:
-the amount of dividend accrued per one ordinary registered uncertified share following
the results of the first half of FY 2012 - 21.15 rubles.
The total amount of the declared (accrued) dividends on all shares of this category
(type), RUB:
-the total amount of dividends accrued on the ordinary registered uncertified shares
following the results of the first half of FY 2012 - 1,999,972,658.25 rubles.
The total amount of dividends paid on all shares of the issuer of one category (type),
RUB: 4,216,485,424.06.
1133.. SSEECCUURRIITTIIEESS
AAUUTTHHOORRIIZZEEDD CCAAPPIITTAALL SSTTOOCCKK
The authorized capital stock of the Company determines the minimum amount of assets
that guarantees its creditors’ interests.
As of December 31, 2012 authorized capital stock of the open joint-stock company
“Magnit” amounts to 945,613.55 rubles. It consists of 94,561,355 ordinary registered uncertified
shares with a nominal value per share of 0.01 ruble.
The Company is entitled to offer additional ordinary registered shares in the amount of
106,288,645 with the nominal value per share of 0.01 ruble (authorized shares).
Information on the listed shares of OJSC “Magnit” as of 31.12.2012:
Description of
security
Number of state
registration
Date of state
registration
Nominal,
RUR
Total number
of securities
Ordinary registered
uncertified shares
Total:
1-01-60525-Р
04.03.2004
0.01
94,561,355
94,561,355
Structure of OJSC “Magnit” share capital as of 31.12.2011:
Number of registered
entities
Name
Share in the charter
capital, %
Legal entities
including nominal holders
Individuals
Total:
9
8
16
25
57.78
57.77
42.22
100
Information on OJSC “Magnit” outstanding shares listed outside the Russian
Federation in accordance with the foreign law of securities of foreign issuers certifying rights
in respect of the above shares of the Company:
Category (type) of shares outstanding outside the Russian Federation: ordinary
registered shares;
Percentage of shares outstanding outside the Russian Federation as a % of the total
number of shares of the corresponding category (type): 29.94%;
name, address of the foreign issuer which securities certify the rights in respect of the
shares of the Company of the corresponding category (type): JP Morgan Chase Bank, N. A., 4
New York Plaza, 13th Floor, New York, 10004 New York United States of America);
short description of the program (type of the program) of the securities issue of the
foreign issuer certifying the rights in respect of the shares of the corresponding category (type):
in accordance with foreign law JPMorgan Chase Bank, N. A. issued securities (global depositary
receipts, “GDRs”) certifying the rights in respect of the ordinary registered shares of OJSC
“Magnit”;
information on obtaining a permit of the federal executive body for the securities market
to list the issuer’s shares of the corresponding category (type) outside the Russian Federation (if
applicable):
- in accordance with the order of FFMS of Russia of March 27, 2008 № 08-661/pz-i
placement and listing outside the Russian Federation of the ordinary registered uncertified
shares of OJSC “Magnit”, state registration number of the securities issue 1-01-60525-P of
04.03.2004, state registration number of the additional securities issue 1-01-60525-Р-004D of
20.03.2008 in the amount of 11,522,000 (eleven million five hundred and twenty two thousand)
ordinary registered uncertified shares is permitted;
- in accordance with the order of FFMS of Russia of October 02, 2009 № 09-3132/pz-i
offering and listing outside the Russian Federation of ordinary registered uncertified shares of
OJSC “Magnit”, state registration number of the securities issue 1-01-60525-P of 04.03.2004, state
registration number of the additional securities issue 1-01-60525-Р-005D of 02.10.2009 in the
amount of 16 792 946 (sixteen million seven hundred ninety two four thousand nine hundred
forty six) ordinary registered uncertified shares is permitted;
name of the foreign trade organizer (trade organizers) through which securities of the
foreign issuer certifying the rights in respect of the issuers’ shares are listed (if there is such a
listing): London Stock Exchange.
BBOONNDDSS
Bond issue of LLC “Magnit Finance” of 01 series:
In 2005 the Company entered the stock market and offered its investors bond issue of
limited liability company “Magnit Finance”, subsidiary of OJSC “Magnit”. The bond issue
enabled the Company to optimize its debt portfolio and develop the process of cooperation
with investors for the purpose of further introduction of the Company’s shares to the market.
Issue comprised 2 million securities with the nominal value of 1 thousand rubles
guaranteed by OJSC “Magnit” and JSC “Tander”. Maturity of the bonds was 3 years. The main
objective of the bond issue was to refinance short-term debt of the group. Not less than 75% of
the raised funds were channeled for these purposes, and the remaining funds were spent on the
development of “Magnit” retail chain.
Placement of the certified interest-bearing non-convertible bonds payable to bearer of 01
series with the obligatory centralized custody of LLC “Magnit Finance” on the MICEX stock
exchange commenced on November 23, 2005. The number of the placed securities amounted to
2,000 thousand bonds which constitutes 100% of the total number of securities subject to
placement. The entire bond issue was realized in full in the course of auction in the fist day of
placement.
On November 19, 2008 LLC “Magnit Finance” fulfilled its obligations to bond holders on
time and in full and redeemed the nominal value of bonds of 01 series.
Bond issue of LLC “Magnit Finance” of 02 series:
In 2007 the Company offered its investors the second bond issue of limited liability
company “Magnit Finance”, subsidiary of OJSC “Magnit”.
Issue comprised 5 million securities with the nominal value of 1 thousand rubles
guaranteed by OJSC “Magnit” and JSC “Tander”. Maturity of the bond issue was 5 years.
Similar to the first issue, the second bond issue was conditioned by the necessity of refinancing
short-term liabilities of the group.
Placement of the certified interest-bearing non-convertible bonds payable to bearer of 02
series with the obligatory centralized custody of LLC “Magnit Finance” on the MICEX stock
exchange commenced on March 30, 2007. The number of the placed securities amounted to
5,000 thousand bonds which constitutes 100% of the total number of securities subject to
placement. The entire bond issue was realized in full in the course of auction in the first day of
placement.
Parameters of the bond issue of LLC “Magnit Finance” of 02 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
7 coupon interest rate
8 coupon interest rate
9 coupon interest rate
10 coupon interest rate
№ 4-02-36102-R of March 6, 2007
5,000,000,000 rubles
5,000,000 bonds
1,000 rubles
100% of nominal value
30.03.2007
open subscription
1,820th day from the date of placement
(23.03.2012)
10
RU000A0JP4W7
RU000A0JP4W7
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
8.20 %
The first coupon yield of 02 series bond issue was paid on September 28, 2007. The total
amount of yield paid on the first coupon amounted to 204.45 million rubles, the amount of yield
of the first coupon paid per one bond amounted to 40.89 rubles.
The second coupon yield of 02 series bond issue was paid on March 28, 2008. The total
amount of yield paid on the second coupon amounted to 204.45 million rubles, the amount of
yield of the second coupon paid per one bond amounted to 40.89 rubles.
The third coupon yield of 02 series bond issue was paid on September 26, 2008. The total
amount of yield paid on the third coupon amounted to 204.45 million rubles, the amount of
yield of the third coupon paid per one bond amounted to 40.89 rubles.
The forth coupon yield of 02 series bond issue was paid on March 27, 2009. The total
amount of yield paid on the forth coupon amounted to 204.45 million rubles, the amount of
yield of the forth coupon paid per one bond amounted to 40.89 rubles.
The fifth coupon yield of 02 series bond issue was paid on September 25, 2009. The total
amount of yield paid on the fifth coupon amounted to 204.45 million rubles, the amount of yield
of the fifth coupon paid per one bond amounted to 40.89 rubles.
The sixth coupon yield of 02 series bond issue was paid on March 26, 2010. The total
amount of yield paid on the sixth coupon amounted to 204.45 million rubles, the amount of
yield of the sixth coupon paid per one bond amounted to 40.89 rubles.
The seventh coupon yield of 02 series bond issue was paid on September 24, 2010. The
total amount of yield paid on the seventh coupon amounted to 204.45 million rubles, the
amount of yield of the seventh coupon paid per one bond amounted to 40.89 rubles.
The eighth coupon yield of 02 series bond issue was paid on March 25, 2011. The total
amount of yield paid on the eighth coupon amounted to 204.45 million rubles, the amount of
yield of the eighth coupon paid per one bond amounted to 40.89 rubles.
The ninth coupon yield of 02 series bond issue was paid on September 23, 2011. The total
amount of yield paid on the ninth coupon amounted to 204.45 million rubles, the amount of
yield of the ninth coupon paid per one bond amounted to 40.89 rubles.
The tenth coupon yield of 02 series bond issue was paid on March 23, 2012. The total
amount of yield paid on the tenth coupon amounted to 204.45 million rubles, the amount of
yield of the tenth coupon paid per one bond amounted to 40.89 rubles.
On March 23, 2012 LLC “Magnit Finance” fulfilled its obligations to bond holders on
time and in full and redeemed the nominal value of bonds of 02 series.
Based on trading for the period from 03.01.2012 to 23.03.2012 the weighted average price
of transactions with bonds of 02 series varied from min 96.73 % (24.02.12) to max 100.14 %
(03.01.12) of the nominal value. Acknowledgeable quote within this period fluctuated from min
96.73% (24.02.12) to max 100.1% (03.01.12, 04.01.12, 06.01.12).
Bond issue of OJSC “Magnit” of BO-01 series:
In 2010 the Company offered its investors the first Exchange-traded bond issue.
The issue comprised 1 million securities with the nominal value of 1 thousand rubles.
The maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of
BO-01 series was to attract funds to finance operating activity and expansion of “Magnit” group
of companies, to reduce the cost of credit portfolio as well as to build public credit history.
Placement of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-01 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on September 13, 2010. The number of the placed
securities amounted to 1 million bonds which constitutes 100% of the total number of securities
subject to placement. The entire bond issue was realized in full in the course of auction in the
first day of placement.
Parameters of the bond issue of OJSC “Magnit” of BO-01 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
№ 4B02-01-60525-P of February 02, 2010
1,000,000,000 rubles
1,000,000 bonds
1,000 rubles
100% of nominal value
13.09.2010
open subscription
1,092nd day from the date of placement
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
(09.09.2013)
6
RU000A0JR118
RU000A0JR118
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
The first coupon yield of BO-01 series Exchange-traded bond issue was paid on March
14, 2011. The total amount of yield paid on the first coupon amounted to 41.14 million rubles,
the amount of yield of the first coupon paid per one bond amounted to 41.14 rubles.
The second coupon yield of BO-01 series Exchange-traded bond issue was paid on
September 12, 2011. The total amount of yield paid on the second coupon amounted to 41.14
million rubles, the amount of yield of the second coupon paid per one bond amounted to 41.14
rubles.
The third coupon yield of BO-01 series Exchange-traded bond issue was paid on March
12, 2012. The total amount of yield paid on the third coupon amounted to 41.14 million rubles,
the amount of yield of the third coupon paid per one bond amounted to 41.14 rubles.
The forth coupon yield of BO-01 series Exchange-traded bond issue was paid on
September 10, 2012. The total amount of yield paid on the forth coupon amounted to 41.14
million rubles, the amount of yield of the forth coupon paid per one bond amounted to 41.14
rubles.
Based on trading for the period from 03.01.2012 to 28.12.2012 the weighted average price
of transactions with the Exchange-traded bonds of BO-01 series varied from min 99.26 %
(18.01.12) to max 101.1 % (21.03.2012) of the nominal value. Acknowledgeable quote within this
period fluctuated from min 99.91% (12.04.2012) to max 100.16% (08.08.2012).
Bond issue of OJSC “Magnit” of BO-02 series:
In 2010 the Company offered its investors the second Exchange-traded bond issue.
The issue comprised 1 million securities with the nominal value of 1 thousand rubles.
Maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of BO-02
series was to attract funds to finance operating activity and expansion of “Magnit” group of
companies, to reduce the cost of credit portfolio as well as to build public credit history.
Placement of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-02 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on September 13, 2010. The number of the placed
securities amounted to 1 million bonds which constitutes 100% of the total number of securities
subject to placement. The entire bond issue was realized in full in the course of auction in the
first day of placement.
Parameters of the bond issue of OJSC “Magnit” of BO-02 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
№ 4B02-02-60525-P of February 02, 2010
1,000,000,000 rubles
1,000,000 bonds
1,000 rubles
100% of nominal value
13.09.2010
open subscription
1,092nd day from the date of placement
(09.09.2013)
6
RU000A0JR126
RU000A0JR126
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
The first coupon yield of BO-02 series Exchange-traded bond issue was paid on March
14, 2011. The total amount of yield paid on the first coupon amounted to 41.14 million rubles,
the amount of yield of the first coupon paid per one bond amounted to 41.14 rubles.
The second coupon yield of BO-02 series Exchange-traded bond issue was paid on
September 12, 2011. The total amount of yield paid on the second coupon amounted to 41.14
million rubles, the amount of yield of the second coupon paid per one bond amounted to 41.14
rubles.
The third coupon yield of BO-02 series Exchange-traded bond issue was paid on March
12, 2012. The total amount of yield paid on the third coupon amounted to 41.14 million rubles,
the amount of yield of the third coupon paid per one bond amounted to 41.14 rubles.
The forth coupon yield of BO-02 series Exchange-traded bond issue was paid on
September 10, 2012. The total amount of yield paid on the forth coupon amounted to 41.14
million rubles, the amount of yield of the forth coupon paid per one bond amounted to 41.14
rubles.
Based on trading for the period from 03.01.2012 to 28.12.2012 the weighted average price
of transactions with the Exchange-traded bonds of BO-02 series varied from min 96.12%
(06.12.2012) to max 100.3% (20.04.2012, 26.04.2012, 05.10.2012) of the nominal value.
Acknowledgeable quote within this period fluctuated from min 99.87% (12.04.2012) to max
100.14% (08.08.2012, 29.11.2012, 30.11.2012, 03.12.2012, 04.12.2012).
Bond issue of OJSC “Magnit” of BO-03 series:
In 2010 the Company offered its investors the third Exchange-traded bond issue.
Issue comprised 1.5 million securities with the nominal value of 1 thousand rubles. The
maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of BO-03
series was to attract funds to finance operating activity and expansion of “Magnit” group of
companies, to reduce the cost of credit portfolio as well as to build public credit history.
The offering of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-03 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on September 13, 2010. The number of the placed
securities amounted to 1.5 million bonds which constitutes 100% of the total number of
securities subject to placement. The bond issue was realized in full in the course of auction in
the first day of placement.
Parameters of the bond issue of OJSC “Magnit” of BO-03 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
№ 4B02-03-60525-P of February 02, 2010
1,500,000,000 rubles
1,500,000 bonds
1,000 rubles
100% of nominal value
13.09.2010
open subscription
1,092nd day from the date of placement
(09.09.2013)
6
RU000A0JR142
RU000A0JR142
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
The first coupon yield of BO-03 series Exchange-traded bond issue was paid on March
14, 2011. The total amount of yield paid on the first coupon amounted to 61.71 million rubles,
the amount of yield of the first coupon paid per one bond amounted to 41.14 rubles.
The second coupon yield of BO-03 series Exchange-traded bond issue was paid on
September 12, 2011. The total amount of yield paid on the second coupon amounted to 61.71
million rubles, the amount of yield of the second coupon paid per one bond amounted to 41.14
rubles.
The third coupon yield of BO-03 series Exchange-traded bond issue was paid on March
12, 2012. The total amount of yield paid on the third coupon amounted to 61.71 million rubles,
the amount of yield of the third coupon paid per one bond amounted to 41.14 rubles.
The fourth coupon yield of BO-03 series Exchange-traded bond issue was paid on
September 10, 2012. The total amount of yield paid on the fourth coupon amounted to 61.71
million rubles, the amount of yield of the fourth coupon paid per one bond amounted to 41.14
rubles.
Based on trading for the period from 03.01.2012 to 28.12.2012 the weighted average price
of transactions with Exchange-traded bonds of BO-03 series varied from min 88.10 %
(26.09.2012) to max 100.20% (18.04.2012, 16.08.2012, 29.10.2012) of the nominal value. There was
no acknowledgeable quotation within this period. Acknowledgeable quote within this period
fluctuated from min 99.42% (26.06.2012 – 29.06.2012, 02.07.2012 – 05.07.2012) to max 100.20%
(16.08.2012, 17.08.2012, 21.08.2012).
Bond issue of OJSC “Magnit” of BO-04 series:
In 2010 the Company offered its investors the fourth Exchange-traded bond issue.
Issue comprised 2 million securities with the nominal value of 1 thousand rubles.
Maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of BO-04
series was to attract funds to finance operating activity and expansion of “Magnit” group of
companies, to reduce the cost of credit portfolio as well as to build public credit history.
Placement of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-04 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on September 13, 2010. The number of the placed
securities amounted to 2 million bonds which constitutes 100% of the total number of securities
subject to placement. The bond issue was realized in full in the course of auction in the first day
of placement.
Parameters of the bond issue of OJSC “Magnit” of BO-04 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
№ 4B02-04-60525-P of February 02, 2010
2,000,000,000 rubles
2,000,000 bonds
1,000 rubles
100% of nominal value
13.09.2010
open subscription
1,092nd day from the date of placement
(09.09.2013)
6
RU000A0JR159
RU000A0JR159
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
8.25 %
The first coupon yield of BO-04 series Exchange-traded bond issue was paid on March
14, 2011. The total amount of yield paid on the first coupon amounted to 82.28 million rubles,
the amount of yield of the first coupon paid per one bond amounted to 41.14 rubles.
The second coupon yield of BO-04 series Exchange-traded bond issue was paid on
September 12, 2011. The total amount of yield paid on the second coupon amounted to 82.28
million rubles, the amount of yield of the second coupon paid per one bond amounted to 41.14
rubles.
The third coupon yield of BO-04 series Exchange-traded bond issue was paid on March
12, 2012. The total amount of yield paid on the third coupon amounted to 82.28 million rubles,
the amount of yield of the third coupon paid per one bond amounted to 41.14 rubles.
The fourth coupon yield of BO-04 series Exchange-traded bond issue was paid on
September 10, 2012. The total amount of yield paid on the fourth coupon amounted to 82.28
million rubles, the amount of yield of the fourth coupon paid per one bond amounted to 41.14
rubles.
Based on trading for the period from 03.01.2012 to 28.12.2012 the weighted average price
of transactions with Exchange-traded bonds of BO-04 series varied from min 95.25%
(06.12.2012) to max 100.91 % (29.08.2012) of the nominal value. Acknowledgeable quote within
this period fluctuated from min 99.25% (17.01.2012 - 20.01.2012, 23.01.2012) to max 100.54%
(03.09.2012, 10.09.2012).
Bond issue of OJSC “Magnit” of BO-05 series:
In 2011 the Company offered its investors the fifth Exchange-traded bond issue.
Issue comprised 5 million securities with the nominal value of 1 thousand rubles.
Maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of BO-05
series was to attract funds to finance operating activity and expansion of “Magnit” group of
companies, to reduce the cost of credit portfolio as well as to build public credit history.
Placement of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-05 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on March 4, 2011. The number of the placed securities
amounted to 5 million bonds which constitutes 100% of the total number of securities subject to
placement. The bond issue was realized in full in the course of auction in the first day of
placement.
Parameters of the bond issue of OJSC “Magnit” of BO-05 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
№ 4B02-05-60525-P of February 16, 2011
5,000,000,000 rubles
5,000,000 bonds
1,000 rubles
100% of nominal value
04.03.2011
open subscription
1,092nd day from the date of placement
(28.02.2014)
6
RU000A0JR9N3
RU000A0JR9N3
8.00 %
8.00 %
8.00 %
8.00 %
8.00 %
8.00 %
8.00 %
The first coupon yield of BO-05 series Exchange-traded bond issue was paid on
September 2, 2011. The total amount of yield paid on the first coupon amounted to 199.45
million rubles, the amount of yield of the first coupon paid per one bond amounted to 39.89
rubles.
The second coupon yield of BO-05 series Exchange-traded bond issue was paid on
March 2, 2012. The total amount of yield paid on the second coupon amounted to 199.45 million
rubles, the amount of yield of the second coupon paid per one bond amounted to 39.89 rubles.
The third coupon yield of BO-05 series Exchange-traded bond issue was paid on August
30, 2012. The total amount of yield paid on the third coupon amounted to 199.45 million rubles,
the amount of yield of the third coupon paid per one bond amounted to 39.89 rubles.
Based on trading for the period from 03.01.2012 to 28.12.2012 the weighted average price
of transactions with Exchange-traded bonds of BO-05 series varied from min 98.35 %
(16.02.2012, 02.03.2012) to max 99.75 % (02.04.2012) of the nominal value. Acknowledgeable
quote within this period fluctuated from min 96.96% (10.01.12) to max 99.65% (28.12.2012).
Bond issue of OJSC “Magnit” of BO-06 series:
In 2011 the Company offered its investors the sixth Exchange-traded bond issue.
Issue comprised 5 million securities with the nominal value of 1 thousand rubles.
Maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of BO-06
series was to attract funds to finance operating activity and expansion of “Magnit” group of
companies, to reduce the cost of credit portfolio as well as to build public credit history.
Placement of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-06 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on April 26, 2011. The number of the placed securities
amounted to 5 million bonds which constitutes 100% of the total number of securities subject to
placement. The bond issue was realized in full in the course of auction in the first day of
placement.
Parameters of the bond issue of OJSC “Magnit” of BO-06 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
№ 4B02-06-60525-P of February 16, 2011
5,000,000,000 rubles
5,000,000 bonds
1,000 rubles
100% of nominal value
26.04.2011
open subscription
1,092nd day from the date of placement
(22.04.2014)
6
RU000A0JRFQ4
RU000A0JRFQ4
7.75 %
7.75 %
7.75 %
7.75 %
7.75 %
7.75 %
7.75 %
The first coupon yield of BO-06 series Exchange-traded bond issue was paid on October
25, 2011. The total amount of yield paid on the first coupon amounted to 193.2 million rubles,
the amount of yield of the first coupon paid per one bond amounted to 38.64 rubles.
The second coupon yield of BO-06 series Exchange-traded bond issue was paid on April
24, 2012. The total amount of yield paid on the second coupon amounted to 193.2 million rubles,
the amount of yield of the second coupon paid per one bond amounted to 38.64 rubles.
The third coupon yield of BO-06 series Exchange-traded bond issue was paid on October
23, 2012. The total amount of yield paid on the third coupon amounted to 193.2 million rubles,
the amount of yield of the third coupon paid per one bond amounted to 38.64 rubles.
Based on trading for the period from 03.01.2012 to 28.12.2012 the weighted average price
of transactions with Exchange-traded bonds of BO-06 series varied from min 96.72 %
(11.01.2012) to max 99.8 % (14.09.2012) of the nominal value. Acknowledgeable quote within
this period fluctuated from min 97.42% (19.01.2012, 20.01.2012) to max 99.27% (27.09.2012).
Bond issue of OJSC “Magnit” of BO-07 series:
In 2012 the Company offered its investors the seventh Exchange-traded bond issue.
Issue comprised 5 million securities with the nominal value of 1 thousand rubles.
Maturity of the issue is 3 years. The purpose of the issue of the exchange-traded bonds of BO-07
series was to attract funds to finance operating activity and expansion of “Magnit” group of
companies, to reduce the cost of credit portfolio as well as to build public credit history.
Placement of the certified interest-bearing non-convertible Exchange-traded bonds
payable to bearer of BO-07 series with the obligatory centralized custody of OJSC “Magnit” on
the MICEX stock exchange commenced on September 24, 2012. The number of the placed
securities amounted to 5 million bonds which constitutes 100% of the total number of securities
subject to placement. The bond issue was realized in full in the course of auction in the first day
of placement.
Parameters of the bond issue of OJSC “Magnit” of BO-07 series:
Date and the number of state registration
Volume of the issue
Number of securities
Nominal value of each security
Placement price
Date of placement
Method of placement
Redemption date
Number of coupons
Trading code
ISIN code
Interest rate on the basis of the auction results
1 coupon interest rate
2 coupon interest rate
3 coupon interest rate
4 coupon interest rate
5 coupon interest rate
6 coupon interest rate
№ 4B02-07-60525-P of August 10, 2011
5,000,000,000 rubles
5,000,000 bonds
1,000 rubles
100% of nominal value
24.09.2012
open subscription
1,092nd day from the date of placement
(21.09.2015)
6
RU000A0JT121
RU000A0JT171
7.75 %
7.75 %
7.75 %
7.75 %
7.75 %
7.75 %
7.75 %
Based on trading for the period from 25.09.2012 to 28.12.2012 the weighted average price
of transactions with Exchange-traded bonds of BO-07 series varied from min 99.67%
(01.11.2012) to max 101.25 % (02.11.2012) of the nominal value. Acknowledgeable quote within
this period fluctuated from min 100.07% (09.11.2012, 12.11.2012, 13.11.2012, 19.11.2012,
20.11.2012) to max 100.87% (04.12.2012, 06.12.2012).
SSHHAARREESS TTRRAADDIINNGG
The shares of OJSC “Magnit” entered the Russian stock market in April 2006.
On April 14, 2006 the shares of OJSC “Magnit” were admitted to trading in the section of
the List “Listed securities but not included into the quotation lists” of non-profit partnership
““Russian Trading System” Stock Exchange”.
On April 24, 2006 trading of OJSC “Magnit” shares in the List of non-listed securities of
Close joint-stock company “MICEX Stock Exchange” commenced.
On April 28, 2006 the IPO of OJSC “Magnit” on the Russian Trading System (RTS) and
the Moscow Interbank Currency Exchange (MICEX) was completed.
The price of one share of OJSC “Magnit” in the course of offering on RTS and MICEX
was determined on the level of 27 USD. Proceeds from the stock comprising 18.94% of the
charter capital amounted to 368,355 million USD. Deutsche UFG functioned as an IPO
coordinator; foreign investors could participate by purchasing the securities of “Magnit”
according to the rule “S”.
Since December 11, 2007 the shares of OJSC “Magnit” have been included into the
Quotation list “B” of OJSC “Russian Trading System” Stock Exchange”. OJSC “Magnit” shares
have been admitted to trading in the corresponding list on December 13, 2007.
On December 21, 2007 OJSC “Magnit” shares were included in the quotation list “B” of
CJSC “MICEX SE” and admitted to trading in the corresponding list.
On February 13, 2008 OJSC “Magnit” announced its intention to list global depositary
receipts (“GDRs”) representing its ordinary shares on the London Stock Exchange in connection
with an offering by the Company of 11,300,000 newly issued ordinary shares in the form of
GDRs and shares (including as part of the exercise of statutory pre-emptive rights by the
existing shareholders of the Company and by a Company’s shareholder of ordinary shares in
the form of shares and GDRs.
The offer price was set at 42.50 USD per share. The offer price in ruble terms was set
based on the rate of 23.4450 rubles per dollar.
A total of 9,719,638 shares including the shares in the form of GDRs were allocated to
international institutional investors. In connection with the offering the selling shareholders has
granted the joint bookrunners an over-allotment option to purchase up to an additional 506,585
shares in the form of GDRs at the offer price per GDR which was exercised in full.
Conditional dealings in the GDRs commenced on the London Stock Exchange on April
16, 2008 (5 GDRs representing an interest in one share). Admission of the GDRs to the Official
List of the UK Listing Authority occurred on April 22, 2008.
Free float of OJSC “Magnit” as of 30.06.2008 amounted to 35.48%. Proceeds from the
offering amounted to approximately 480.25 million USD and were used to finance further
expansion of the Company’s chain of hypermarkets as well as to continue the expansion of its
convenience store operations and further development of its logistics capabilities.
In 2009 ordinary shares of the Company were included (transferred) into the Quotation
list “A” of the second level at the Moscow Interbank Currency Exchange and “Russian Trading
System” Stock Exchange”.
On September 2, 2009 OJSC “Magnit” announced its intention to offer additional shares
at 65 USD per ordinary share and 13 USD per GDR.
A total of 5,680,000 newly issued ordinary shares in the form of GDRs have been
allocated to international institutional investors, resulting in a total free float of 46.51% of the
Company’s issued share capital as of December 31, 2009.
Gross proceeds to the Company from the follow-on offering amounted to approximately
369.2 USD and were used to finance further expansion of its chain of hypermarkets as well as to
continue the expansion of its convenience stores operations and further development of its
logistic capabilities.
Since November 14, 2010 shares of OJSC “Magnit” have been included (transferred) into
the Quotation list “A” of the first level at the “Russian Trading System” Stock Exchange”.
According to the Instruction of CJSC “MICEX Stock Exchange ” № 1387-p of 29.12.2010
OJSC “Magnit” shares are included in (transferred to) the quotation list “A” of the first level of
CJSC “MICEX Stock Exchange”.
On November 30, 2011 OJSC “Magnit” announced its intention to offer newly issued
ordinary shares via an accelerated bookbuild placing to Russian and international institutional
investors.
In connection with the placement the Company has registered with the Russian Federal
Financial Market Service 10,813,516 new shares to be placed through an open subscription.
The offer price in the Placement has been set at US$ 85 per new share. Payments for
shares in rubles were made at an exchange rate of US$1 = RUB 30.8486.
The Company placed 5,586,282 ordinary shares out of which 4,117,648 shares were
allocated to investors resulting in a free float of 53.83% of the Company’s issued share capital as
of December 31, 2011.
Gross proceeds to the Company from the placement of additional shares amounted to
approximately US$ 475 mn and used to finance its capital expenditure program aimed at
further expansion of its chain of hypermarkets as well as the expansion of its convenience store
operations and the further development of its logistics capabilities.
On December 19, 2011 ordinary shares of OJSC “Magnit” were excluded from the
Quotation list “A” of the first level of OJSC “RTS Stock Exchange” as a result of its
reorganization through merger with CJSC MICEX.
According to trading held from 01.01.2012 to 31.12.2012 on MICEX Stock Exchange the
average weighted price of transactions with shares varied from min 2,854.7 rubles (04.01.2012)
to max 4,866.4 (20.12.2012).
The growth of OJSC “Magnit” shares in 2012 amounted to 69%.
According to trading held from 01.01.2012 to 31.12.2012 on the London Stock Exchange
the price of transactions with the global depositary receipts as of closing varied from min $21.30
(05.01.2012) to max $40.10 (31.12.2012).
The growth of OJSC “Magnit” global depositary receipts in 2012 amounted to 79%.
Market capitalization of OJSC “Magnit” as of December 28, 2012 amounted to 456,929.92
million rubles according to OJSC “MICEX SE”.
1144.. TTRRAANNSSAACCTTIIOONNSS EEXXEECCUUTTEEDD WWIITTHHIINN TTHHEE YYEEAARR 22001122 CCOONNSSIIDDEERREEDD
MMAAJJOORR TTRRAANNSSAACCTTIIOONNSS AACCCCOORRDDIINNGG TTOO TTHHEE FFEEDDEERRAALL LLAAWW ““OONN JJOOIINNTT--
SSTTOOCCKK CCOOMMPPAANNIIEESS””
During the year 2012 the Company did not execute any transactions considered major
transactions according to the Federal Law “On joint-stock companies”.
1155.. TTRRAANNSSAACCTTIIOONNSS EEXXEECCUUTTEEDD WWIITTHHIINN TTHHEE YYEEAARR 22001122 CCOONNSSIIDDEERREEDD
RREELLAATTEEDD--PPAARRTTYY TTRRAANNSSAACCTTIIOONNSS AACCCCOORRDDIINNGG TTOO TTHHEE FFEEDDEERRAALL LLAAWW OONN
““JJOOIINNTT--SSTTOOCCKK CCOOMMPPAANNIIEESS””
1
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in per cent of the issuer’s
balance sheet assets as of the termination date of
the last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
195,000
0.33
01.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
none
2
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
fulfillment of obligations under
195,000
0.33
02.06.2012
on
fulfillment
of mentioned
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
none
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
3
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
195,000
0.33
03.06.2012
for
related-party
fulfillment of obligations under
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
4
Date of transaction
Subject and essentials of transactionSubject and
essentials of transaction
of mentioned
fulfillment
on
Parties of transactionParties of transaction
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
none
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
terms,
rubles.Transaction amount
thousand rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
in money
for
195,000
0.33
Joint-Stock Company “Tander” (JSC "Tander")
on
fulfillment of obligations under
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
None
04.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
5
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
195,000
0.33
05.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
6
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
Joint-Stock Company “Tander” (JSC "Tander")
195,000
0.33
08.06.2012
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
7
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
195,000
0.33
09.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
8
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
195,000
0.33
10.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
9
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
195,000
0.33
11.06.2012
10
Date of transaction
12.01.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
Subject and essentials of transaction
Parties of transaction
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
150,000
0.25
06.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
11
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
83,700
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the None
fulfillment of obligations under
of mentioned
fulfillment
0.14
on
07.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
issuer’s discretion
12
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.01.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
111,300
0.19
12.06.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the annual
general shareholders’ meeting on June 23, 2011,
minutes № w/n of June 23, 2011.
None
13
Date of transaction
Subject and essentials of transaction
Parties of transaction
21.02.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
fulfillment of obligations under
of mentioned
fulfillment
on
10,000
0.02
21.03.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
The
the
transaction was approved by
extraordinary general shareholders’ meeting on
December 8, 2011, minutes № w/n of December
8, 2011.
Other information on transaction indicated at the
issuer’s discretion
None
14
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.02.2012
Provision of the non-living premises, located
at 34 B, Lenina Avenue, Marks, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
21,600
0.04
27.02.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on December 22, 2011, minutes № w/n
of December 22, 2011.
None
15
Date of transaction
Subject and essentials of transaction
Parties of transaction
29.02.2012
Provision of the non-living premises, located
at 2, Kirpichnaya Street, Sochi, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand 33,600
related-party
for
Joint-Stock Company “Tander” (JSC "Tander")
fulfillment of obligations under
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
0.06
28.02.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on December 22, 2011, minutes № w/n
of December 22, 2011.
None
16
Date of transaction
Subject and essentials of transaction
Parties of transaction
02.03.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
fulfillment of obligations under
of mentioned
fulfillment
on
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
125,000
0.21
11.03.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The
the
transaction was approved by
extraordinary general shareholders’ meeting on
December 8, 2011, minutes № w/n of December
8, 2011.
Other information on transaction indicated at the
issuer’s discretion
None
17
Date of transaction
Subject and essentials of transaction
Parties of transaction
11.03.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
100,000
0.17
10.03.2012
The Lender´s and the Borrower’s obligations
are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
18
Date of transaction
Subject and essentials of transaction
Parties of transaction
19.03.2012
Provision of the non-living premises, located
at 32/1 Sukhumi Road/Golmana Street,
Novorossiisk, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
16,680
0.03
18.03.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on February 3, 2012, minutes № w/n of
February 3, 2012.
none
19
Date of transaction
Subject and essentials of transaction
Parties of transaction
19.03.2012
Provision of the non-living premises, located
at 29 Sedina Street, Ivanovskaya stanitsa,
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander")
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
10,200
0.02
18.03.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on February 3, 2012, minutes № w/n of
February 3, 2012.
None
20
Date of transaction
Subject and essentials of transaction
Parties of transaction
29.03.2012
Provision of the non-living premises, located
at 61 Moskovskaya Street, Tsimliansk, Rostov
the
Region, Russia,
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
into
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
for
17,400
0.03
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
28.03.2022
on
fulfillment
fulfillment of obligations under
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
None
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on April 3, 2012, minutes № w/n of
April 3, 2012.
21
Date of transaction
Subject and essentials of transaction
Parties of transaction
30.03.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
277,000
0.46
29.03.2015
22
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
related-party
for
The Lender´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
02.04.2012
Provision of the non-living premises, located
at 14 Lenina Street, Kalach, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
Company
"Tander");
LAVRENO LIMITED
“Tander”
(JSC
12,720
0.02
01.04.2022
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on February 3, 2012, minutes № w/n of
February 3, 2012.
None
23
Date of transaction
Subject and essentials of transaction
Parties of transaction
06.04.2012
Provision of the non-living premises, located
at 21a Tsentralnyi lane, Zimovniki village,
Rostov Region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
41,040
0.07
05.04.2022
24
Date of transaction
11.04.2012
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on April 3, 2012, minutes № w/n of
April 3, 2012.
None
Subject and essentials of transaction
Parties of transaction
Provision of the non-living premises, located
street, Pereslavl-
at 39B Oktiabrskaya
Zalessky, Russia,
into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
25
Date of transaction
fulfillment of obligations under
of mentioned
fulfillment
on
33,336
0.06
10.04.2022
Subject and essentials of transaction
Parties of transaction
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
fulfillment of obligations under
of mentioned
fulfillment
on
36,240
0.06
19.04.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on February 3, 2012, minutes № w/n of
February 3, 2012.
None
20.04.2012
Provision of the non-living premises, located
at 12 Erzi boulevard, Saransk, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
The Lessor’s obligations are fulfilled.
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The transaction was approved by the BOD
meeting on March 26, 2012, minutes № w/n of
March 26, 2012.
26
Date of transaction
Subject and essentials of transaction
Parties of transaction
23.04.2012
Provision of the non-living premises, located
at build.2, 2 Yubileinaya street, Schekino, the
Tula Region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
16,800
0.03
22.04.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
27
Date of transaction
Subject and essentials of transaction
Parties of transaction
25.04.2012
Provision of the non-living premises, located
at 77 Ogorodnaya street, Saratov, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand 26,400
related-party
for
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
fulfillment of obligations under
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
0.04
24.04.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
28
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.04.2012
Provision of the non-living premises, located
at 18 Karl Marks street, Zernograd, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
69,444
0.12
27.04.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
29
Date of transaction
Subject and essentials of transaction
28.04.2012
Provision of the non-living premises, located
at 72 V. Klochkova street, Saratov, Russia, for
payment into the temporary possession and
Parties of transaction
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
51,600
0.09
27.04.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
30
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.04.2012
Provision of the non-living premises, located
at 18 Mezhdunarodnaya street, Saratov,
into the temporary
Russia,
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Joint-Stock Company “Tander” (JSC "Tander";
LAVRENO LIMITED)
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
fulfillment of obligations under
of mentioned
fulfillment
on
40,080
0.07
27.04.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
Other information on transaction indicated at the
issuer’s discretion
None
31
Date of transaction
Subject and essentials of transaction
Parties of transaction
02.05.2012
Provision of the non-living premises, located
at 39 Kirova street, Mozdok, the Kabardino-
Balkarian Republic, Russia, for payment into
the temporary possession and use to the Lessee
by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
79,200
0.13
01.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
none
32
Date of transaction
Subject and essentials of transaction
Parties of transaction
04.05.2012
Provision of the non-living premises, located
at 27 Shkolnaya street, Elektrougli, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
for
42,000
0.07
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
on
fulfillment of obligations under
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
None
03.05.2022
The Lessor’s obligations are fulfilled.
The transaction was approved by the BOD
meeting on April 3, 2012, minutes № w/n of
April 3, 2012.
33
Date of transaction
Subject and essentials of transaction
Parties of transaction
05.05.2012
Provision of the non-living premises, located
at 239 Sovietskoy Armii street, Armavir,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
24,000
0.04
04.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
34
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.05.2012
Provision of the non-living premises, located
at 36a Rubezhnaya street, Vyborg, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
53,760
0.09
11.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 26, 2012, minutes № w/n of
March 26, 2012.
None
35
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.05.2012
Provision of the non-living premises, located
at 27 Sevastopolskaya street, Azov, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
18,312
0.03
11.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
36
Date of transaction
Subject and essentials of transaction
Parties of transaction
17.05.2012
Provision of the non-living premises, located
at 118 Mira street, Labinsk, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
24,240
0.04
16.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
None
37
Date of transaction
Subject and essentials of transaction
Parties of transaction
22.05.2012
Provision of the non-living premises, located
at 7B Zhilaya street, Astrakhan, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
fulfillment of obligations under
36,000
0.06
21.05.2022
on
fulfillment
of mentioned
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
38
Date of transaction
Subject and essentials of transaction
Parties of transaction
23.05.2012
Provision of the non-living premises, located
at 85 Lenina street, Belorechensk, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
14,400
0.02
22.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
39
Date of transaction
Subject and essentials of transaction
Parties of transaction
24.05.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand 100,000
related-party
for
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
fulfillment of obligations under
0.17
23.05.2015
Information
obligations
on
fulfillment
of mentioned
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The Lender´s obligations are fulfilled on time.
Deadline for the fulfillment of the obligations
of the Borrower to repay the loan is not due.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
40
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.05.2012
Provision of the non-living premises, located
at 20 Truzhenikov street, Rostov-on-Don,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
26,160
0.04
27.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
41
Date of transaction
Subject and essentials of transaction
29.05.2012
Provision of the non-living premises, located
at 138 Kalinina street, Krasnodar, Russia, for
Parties of transaction
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
30,240
0.05
28.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 20, 2012, minutes № w/n of
April 20, 2012.
None
42
Date of transaction
Subject and essentials of transaction
Parties of transaction
29.05.2012
Provision of the non-living premises, located
at 12 Gidrostroiteley street, Krasnodar,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
fulfillment of obligations under
of mentioned
fulfillment
on
36,600
0.06
28.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 20, 2012, minutes № w/n of
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
April 20, 2012.
43
Date of transaction
Subject and essentials of transaction
Parties of transaction
29.05.2012
Provision of the non-living premises, located
at 20A Kislovodskaya street, Essentuki,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
39,600
0.07
28.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
44
Date of transaction
Subject and essentials of transaction
Parties of transaction
29.05.2012
Provision of the non-living premises, located
at 72 Mira street, Smolenskaya stanitsa,
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s 0.02
related-party
for
12,600
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
fulfillment of obligations under
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
None
28.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 20, 2012, minutes № w/n of
April 20, 2012.
45
Date of transaction
Subject and essentials of transaction
Parties of transaction
30.05.2012
Provision of the non-living premises, located
at 198 Uralskaya street, Krasnodar, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
47,424
0.08
29.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 20, 2012, minutes № w/n of
April 20, 2012.
None
46
Date of transaction
Subject and essentials of transaction
Parties of transaction
31.05.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Full and short firm name (names) of the legal Joint-Stock
Company
“Tander”
(JSC
"Tander");
LAVRENO LIMITED
for
related-party
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
fulfillment of obligations under
2,150,000
3.57
29.05.2015
Information
obligations
on
fulfillment
of mentioned
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The Lender´s obligations are fulfilled on time.
The Borrower’s obligations have not been
matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
47
Date of transaction
Subject and essentials of transaction
Parties of transaction
31.05.2012
Provision of the non-living premises, located
at 11a Ordzhonidze street, Pyatigorsk, Russia,
for payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
104,400
0.17
30.05.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
none
48
Date of transaction
Subject and essentials of transaction
Parties of transaction
04.06.2012
Provision of the non-living premises, located
at 106A Lenina street, Zheleznovodsk, Russia,
for payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
61,080
0.1
03.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
49
Date of transaction
Subject and essentials of transaction
Parties of transaction
07.06.2012
Provision of the non-living premises, located
at 55 Zvezdnaya street, Astrakhan, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
fulfillment of obligations under
50,160
0.08
06.06.2022
on
fulfillment
of mentioned
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
50
Date of transaction
Subject and essentials of transaction
Parties of transaction
5 Tobolskaya
07.06.2012
Provision of the non-living premises, located
street, Novorossiisk,
at
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
49,200
0.08
06.06.2022
51
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
07.06.2012
Provision of the non-living premises, located
at 62/2 Anapskoe Shosse/Lunacharskogo street,
Novorossiisk, Krasnodar region, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
Company
"Tander");
“Tander”
(JSC
LAVRENO LIMITED
for
the
related-party
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
128,528.4
0.21
06.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
52
Date of transaction
Subject and essentials of transaction
Parties of transaction
164A Vidova
07.06.2012
Provision of the non-living premises, located
street, Novorossiisk,
at
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
53
24,000
0.04
06.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
Date of transaction
Subject and essentials of transaction
Parties of transaction
07.06.2012
Provision of the non-living premises, located
at 66 Engelsa street, Novorossiisk, Krasnodar
region, Russia, for payment into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock Company “Tander” (JSC "Tander";
LAVRENO LIMITED)
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
33,600
0.06
06.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
54
Date of transaction
Subject and essentials of transaction
Parties of transaction
08.06.2012
Provision of the non-living premises, located
at 89 Sovetskaya street, Akhtyrskiy village,
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
fulfillment of obligations under
13,800
0.02
07.06.2022
on
fulfillment
of mentioned
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
55
Date of transaction
Subject and essentials of transaction
Parties of transaction
08.06.2012
Provision of the non-living premises, located
at 29A Budennogo street, Ilovlia workers’
settlement, Ilovlia Region, Russia, for payment
into the temporary possession and use to the
Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
22,560
0.04
07.06.2022
56
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
related-party
for
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
09.06.2012
Provision of the non-living premises, located
at 25 Fadeeva street, Krymsk, Krasnodar
region, Russia, for payment into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
Company
"Tander");
LAVRENO LIMITED
“Tander”
(JSC
22,800
0.04
08.06.2022
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
57
Date of transaction
Subject and essentials of transaction
Parties of transaction
15.06.2012
Provision of the non-living premises, located
at 38 Kosmonavtov street, Lipetsk, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
56,805.6
0.09
14.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
58
Date of transaction
Subject and essentials of transaction
20.06.2012
Provision of the non-living premises, located
Parties of transaction
for payment
at 3A Ostrovskogo street, Novokuibyshevsk,
into the temporary
Russia,
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
36 840
0,06
19.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 20, 2012, minutes № w/n of
April 20, 2012.
None
59
Date of transaction
Subject and essentials of transaction
Parties of transaction
21.06.2012
Provision of the non-living premises, located
at 116 Kutuzovskaya street, Novorossiisk,
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
fulfillment of obligations under
of mentioned
fulfillment
on
22,320
0.04
20.06.2022
The Lessor´s obligations are fulfilled on time.
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
60
Date of transaction
Subject and essentials of transaction
Parties of transaction
23.06.2012
Provision of the non-living premises, located
at 45 Komsomolskaya street, Kamyshin,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
19,500
0.03
22.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
61
Date of transaction
Subject and essentials of transaction
Parties of transaction
25.06.2012
Provision of the non-living premises, located
at 28a, 28 Kommunisticheskiy prospect,
Kurchatov, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand 16,920
related-party
for
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
fulfillment of obligations under
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
0.03
24.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
62
Date of transaction
Subject and essentials of transaction
Parties of transaction
26.06.2012
Provision of the non-living premises, located
at 21a Sovietskikh Kosmonavtov street,
Dmitriev, Russia,
into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
18,474
0.03
25.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
63
Date of transaction
Subject and essentials of transaction
27.06.2012
Provision of the non-living premises, located
at 15 Lenina street, Praskoveya village,
Parties of transaction
for payment
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
31,302
0.05
26.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
None
64
Date of transaction
Subject and essentials of transaction
Parties of transaction
27.06.2012
Provision of the non-living premises, located
at 71 Gorkogo street, Kanevskaya stanitsa,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
fulfillment of obligations under
of mentioned
fulfillment
on
27,943.2
0.05
26.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
May 17, 2012.
65
Date of transaction
Subject and essentials of transaction
Parties of transaction
street, Vyselki
28.06.2012
Provision of the non-living premises, located
stanitsa,
at 57 Lenina
Krasnodar region Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
52,800
0.09
27.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
66
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.06.2012
Provision of the non-living premises, located
at 34B Lenina street, Marks, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s 0.04
related-party
for
22,620
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
fulfillment of obligations under
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
None
27.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
67
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.06.2012
Provision of the non-living premises, located
at 95a Zhukova prospect, Volgograd, Russia,
for payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
60,000
0.1
27.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
68
Date of transaction
Subject and essentials of transaction
Parties of transaction
29.06.2012
Provision of the non-living premises, located
at 18 Stroiteley prospect, Engels, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
58,920
0.1
28.06.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on June 13, 2012, minutes № w/n of
June 13, 2012.
None
69
Date of transaction
Subject and essentials of transaction
Parties of transaction
02.07.2012
Provision of the non-living premises, located
at 52 Oktyabrskaya street, Dolzhanskaya
stanitsa, Russia,
the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
into
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
14,400
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the None
fulfillment of obligations under
of mentioned
fulfillment
0.02
on
01.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
issuer’s discretion
70
Date of transaction
Subject and essentials of transaction
Parties of transaction
04.07.2012
Provision of the non-living premises, located
at 40 Lenina street, Starominskaya stanitsa,
Krasnodar region, Russia, for payment into the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
49,524
0.08
03.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
71
Date of transaction
Subject and essentials of transaction
Parties of transaction
05.07.2012
Provision of the non-living premises, located
at 59B 51st Gvardeiskoy street, Volgograd,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
for
47,400
0.08
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
04.07.2022
on
fulfillment
fulfillment of obligations under
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
None
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
72
Date of transaction
Subject and essentials of transaction
Parties of transaction
05.07.2012
Provision of the non-living premises, located
at 59B 51st Gvardeiskoy street, Volgograd,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
27,840
0.05
04.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
73
Date of transaction
Subject and essentials of transaction
Parties of transaction
05.07.2012
Provision of the non-living premises, located
street, Pavlovskaya
at
48 Sovietskaya
stanitsa, Krasnodar
for
region, Russia,
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
06.07.2012
Provision of the non-living premises, located
at 191 Lazorevaya street, Volgograd, Russia,
for payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
74
Date of transaction
fulfillment of obligations under
of mentioned
fulfillment
on
Subject and essentials of transaction
Parties of transaction
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
75
25,380
0.04
04.07.2022
40,560
0.07
05.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
None
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.07.2012
Provision of the non-living premises, located
at 29 Kirova street, Armavir, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
17,160
0.03
11.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on July 6, 2012, minutes № w/n of July
6, 2012.
None
76
Date of transaction
Subject and essentials of transaction
Parties of transaction
12.07.2012
Provision of the non-living premises, located
at 13a Golubye Dali street, Adlerskiy Region,
Sochi, Russia, for payment into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
fulfillment of obligations under
fulfillment
on
66,854.4
0.11
11.07.2022
of mentioned The Lessor´s obligations are fulfilled on time.
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
None
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
77
Date of transaction
Subject and essentials of transaction
Parties of transaction
18.07.2012
Provision of the non-living premises, located
at 11 Frunze street, Kazan, Russia, for payment
into the temporary possession and use to the
Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
93,844.8
0.16
17.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on June 13, 2012, minutes № w/n of
June 13, 2012.
none
78
Date of transaction
Subject and essentials of transaction
Parties of transaction
18.07.2012
Provision of the non-living premises, located
at 23 Proizvodstvennaya street, Sovkhozniy
village, Russia,
the
temporary possession and use to the Lessee by
the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
into
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
Joint-Stock
"Tander");
LAVRENO LIMITED
Company
“Tander”
(JSC
12,720
0.02
17.07.2022
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
none
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 12, 2012, minutes № w/n of
April 12, 2012.
79
Date of transaction
Subject and essentials of transaction
Parties of transaction
20.07.2012
Provision of the non-living premises, located
at 5 Kominterna street, Ramenskoe village,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
31,200
0.05
19.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
none
80
Date of transaction
Subject and essentials of transaction
20.07.2012
Provision of the non-living premises, located
at 429 Mira street, Stavropol, Russia, for
Parties of transaction
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
44,760
0.07
26.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on May 17, 2012, minutes № w/n of
May 17, 2012.
none
81
Date of transaction
Subject and essentials of transaction
Parties of transaction
25.07.2012
Provision of the non-living premises, located
at 182 Krymskaya street, Anapa, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
fulfillment of obligations under
of mentioned
fulfillment
on
44,280
0.07
24.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on July 6, 2012, minutes № w/n of July
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
6, 2012.
none
82
Date of transaction
Subject and essentials of transaction
Parties of transaction
25.07.2012
Provision of the non-living premises, located
at 28 Lenina street, Priozersk, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Company
“Tander”
(JSC
Joint-Stock
"Tander");
LAVRENO LIMITED
for
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
fulfillment of obligations under
of mentioned
fulfillment
on
28,200
0.05
24.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 3, 2012, minutes № w/n of
April 3, 2012.
none
83
Date of transaction
Subject and essentials of transaction
Parties of transaction
27.07.2012
Provision of the non-living premises, located
at 2/1 Privokzalnaya street, Novocherkassk,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
for payment
related-party
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
for
28,800
0.05
Company
Joint-Stock
"Tander");
LAVRENO LIMITED;
“Tander”
(JSC
on
fulfillment of obligations under
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
none
26.07.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on June 13, 2012, minutes № w/n of
June 13, 2012.
84
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
4,080,000
6.79
28.11.2015
06.08.2012
Provision of guarantee to the contract on the
revolving credit facility №120529/0249018 of
May 29, 2012.
The Lender: commercial
“Rosbank” (open joint-stock company),
The Guarantor: OJSC “Magnit”,
The Beneficiary: JSC “Tander”.
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
joint-stock bank
Company
“Tander”
(JSC
The Borrower’s obligations have not been
matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
85
Date of transaction
Subject and essentials of transaction
Parties of transaction
08.08.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
Company
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
“Tander”
(JSC
100,000
0.17
07.08.2015
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
none
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
17.08.2012
Provision of guarantee to the contract on the
opening of revolving credit facility №5574 of
17.08.2012.
The Lender: Sberbank of Russia Open joint-
stock company
The Guarantor: OJSC "Magnit"
The beneficiary: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
86
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
fulfillment of obligations under
of mentioned
fulfillment
on
1,250,000
2.08
14.08.2018
The Borrower’s obligations have not been
matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
Other information on transaction indicated at the
issuer’s discretion
none
87
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
20,000
0.03
23.08.2015
88
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
50,000
0.08
fulfillment of obligations under 03.09.2015
24.08.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
none
04.09.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
on
fulfillment
of mentioned
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
none
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
89
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
2,720,000
4.53
29.02.2016
none
of
credit
revolving
06.09.2012
Provision of guarantee to the contract on the
opening
facility
№120831/0249018 of 31.02.2012.
joint-stock bank
The Lender: commercial
“ROSBANK” (open joint-stock company) The
Guarantor: OJSC "Magnit"
The beneficiary (The Borrower): JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
The Borrower’s obligations have not been
matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
90
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
related-party
for
18.09.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
Company
“Tander”
(JSC
transaction
GUMOSKI ENTERPRISES LIMITED
100,000
0.17
17.09.2015
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
none
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the BOD
meeting on March 7, 2012, minutes № w/n of
March 7, 2012.
91
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
4,999,250
8.32
29.03.2015
25.09.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
92
Date of transaction
Subject and essentials of transaction
07.11.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
73,000
0.11
06.11.2015
93
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
related-party
for
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
for payment
08.11.2012
Provision of the non-living premises, located
at 44, Gvardeiskaya street, Dimitrovgrad,
Russia,
into the temporary
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
Company
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
“Tander”
(JSC
55,200
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on The transaction was approved by the BOD
The Lessor´s obligations are fulfilled on time.
fulfillment of obligations under
of mentioned
fulfillment
07.11.2022
0.08
on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
none
meeting on July 6, 2012, minutes № w/n of July
6, 2012.
94
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
49,400
0.08
22.11.2015
none
95
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s 0.05
32,400
23.11.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
02.12.2012
Provision of the non-living premises, located
at 20, Molodezhniy lane, Samara, Russia, for
payment into the temporary possession and
use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
Company
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
“Tander”
(JSC
fulfillment of obligations under
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
none
01.12.2022
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on April 20, 2012, minutes № w/n of
April 20, 2012.
96
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
04.12.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
1,900
0.003
Term
for
transaction
fulfillment of obligations under
03.12.2015
on
fulfillment
of mentioned
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
none
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
97
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
06.12.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
Company
“Tander”
(JSC
person considered
transaction
related-party
for
the
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
25,000
0.04
05.12.2015
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
none
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
98
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
33,000
0.05
13.12.2015
99
Date of transaction
20.12.2012
14.12.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
The Lender’s obligations are fulfilled.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
16,500
0.03
19.12.2015
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
Company
“Tander”
(JSC
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
100
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
27.12.2012
Provision of the interest-bearing loan by the
Company.
The Lender: OJSC "Magnit"
The Borrower: JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
TOMIANA INVESTMENTS LIMITED;
Company
“Tander”
(JSC
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
for
Term
transaction
Information
obligations
fulfillment of obligations under
of mentioned
fulfillment
on
4,610,000
7.06
27.07.2013
The Lender’s obligations are fulfilled. The
Borrower’s obligations have not been matured.
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
none
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
101
Date of transaction
Subject and essentials of transaction
Parties of transaction
28.12.2012
Provision of guarantee to the “Revolving
credit
contract №108-
credit
facility”
ВKL/КRD-12 of 14.12.2012.
The Lender: commercial joint-stock bank
“Absolut Bank” (joint-stock company);
The Guarantor: OJSC "Magnit"
The beneficiary (Borrower): JSC "Tander"
Joint-Stock
Company
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
TOMIANA INVESTMENTS LIMITED;
“Tander”
(JSC
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
1,250,000
1.91
31.07.2013
102
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
the
person considered
related-party
for
The Borrower’s obligations have not been
matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
for payment
29.12.2012
Provision of the non-living premises, located
at 12, Gidrostroiteley street, Krasnodar,
into the temporary
Russia,
possession and use to the Lessee by the Lessor.
The Lessor: OJSC "Magnit"
The Lessee: JSC "Tander"
Joint-Stock
Company
"Tander");
LAVRENO LIMITED;
“Tander”
(JSC
transaction
GUMOSKI ENTERPRISES LIMITED
TOMIANA INVESTMENTS LIMITED;
29,232
0.04
28.12.2022
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
none
The Lessor´s obligations are fulfilled on time.
The transaction was approved by the BOD
meeting on November 22, 2012, minutes № w/n
of November 22, 2012.
103
Date of transaction
Subject and essentials of transaction
Parties of transaction
Full and short firm name (names) of the legal
entity or surname, name, patronymic name of a
person considered
the
transaction
related-party
for
fulfillment of obligations under
Transaction amount in money terms, thousand
rubles.
Transaction amount in percent of the issuer’s
balance sheet assets as of termination date of the
last accounting period preceding the date of
transaction, %
Term
for
transaction
Information
obligations
Issuer’s authority which made a decision on
approval of the transaction, date of decision (date
and number of minutes of proceedings)
Other information on transaction indicated at the
issuer’s discretion
of mentioned
fulfillment
on
196,000
0.3
27.12.2013
29.12.2012
Provision of guarantee to the Additional
Agreement № 7 of 29.12.2012 to the bank
account contract №0249018/RUB of 25.10.2007.
The Lender: commercial
joint-stock bank
“ROSBANK” (open joint-stock company)
The Guarantor: OJSC "Magnit"
The beneficiary (The Borrower): JSC "Tander"
Joint-Stock
"Tander");
LAVRENO LIMITED;
GUMOSKI ENTERPRISES LIMITED
TOMIANA INVESTMENTS LIMITED;
Company
“Tander”
(JSC
The Borrower’s obligations have not been
matured.
The transaction was approved by the annual
general shareholders’ meeting on May 28, 2012,
minutes № w/n of May 28, 2012.
none
1166.. MMAAIINN RRIISSKK FFAACCTTOORRSS IINNHHEERREENNTT IINN TTHHEE ССOOMMPPAANNYY’’SS OOPPEERRAATTIIOONN
Since OJSC “Magnit” and its subsidiaries operate within one group of companies - OJSC
“Magnit” (hereafter - “the Group”, “Magnit” retail chain”, “the Company” or “the Issuer“), the
description of risks to the greater extent is provided for the entire Group.
The description of risk factors provided herein is not complete, it only reflects the view
of the Company and its individual assessment. Apart from the risks specified in this
report, other risks which are not included in this report may negatively affect the cost of
investments in the shares of OJSC “Magnit”. Other risks, including those which the
Company is not aware of or which it considers immaterial at the present time, may lead
to the decrease of earnings, increase of expenses or other events and (or) consequences,
in the result of which the price of the Company’s securities may fall.
In case one or several risks hereof occur, OJSC “Magnit” will take all possible measures to
minimize the effect of negative changes. Today it is impossible to determine specific acts of the
Company if any out of the provided risks occur because the elaboration of measures adequate
to the corresponding events is complicated due to uncertainty of the situation in future.
Parameters of the taken measures will depend on the specific situation on a case-by-case basis.
OJSC “Magnit” cannot guarantee that the measures taken to overcome negative changes will
remedy the situation, as the majority of the described risks are beyond the Company’s control.
Risk Management Policy of the Company
The Company and the Group apply systematic approach to risk management. The key elements
of the risk management policy in each area are:
Risk identification
Assessment methodology
Elaboration and implementation of risk management framework
Ongoing monitoring of risks
Risk management is carried out in respect of the entire Group.
In respect of the industry risks the mid and long-term assessment of the industry is made based
on the macroeconomic forecasts of the Ministry of Economic Development and Trade and
investment analysts. The assessment covers the future demand based on the forecasts of the
population incomes and the level of consumption. The assessments includes industry trends in
respect of various channels, segmentation of demand by channels and competitive
environment.
Based on the analysis the strategy of development is worked out to strengthen the competitive
position and increase the market share of the Company.
In respect of the country and regional risks, the Company monitors political and economic
situation and estimates the level of risk of acts of elements, possible disruption of transportation
in the regions of “Magnit” stores’ presence. Territorial diversification of operation of “Magnit”
group of companies contributes to additional reduction of these risks.
In respect of the financial risks, the level of interest rate, currency, credit and liquidity risks is
estimated.
Interest risk is managed by means of choosing the most optimal financing methods and
matching of timing of mobilization of resources with the timing of the projects which are
financed by them. To optimize the resources the Company develops its credit history, expands
the data base of potential creditors and diversifies instruments to receive the funds.
The reduction of cost of the received resources is achieved due to the policy aiming at
improvement of the information transparency. One of the tools of interest risk management is
the forecasting the changes of interest rates and assessment of the appropriate leverage level of
the Company adjusted for this possible change of interest rates.
In respect of the currency risk, the Company estimates forecasts of the analysts on the possible
change of the exchange rates and makes decisions on the acceptable amount of assets and
liabilities in the foreign currency.
In respect of the liquidity risks, the Company and the Group in general maintain well-balanced
ratio of assets and liabilities in terms of timing.
In respect of credit risks, the Company analyzes financial position of counteragents and applies
the system of limits.
Legal risks management is based on the strict compliance with the applicable Russian
legislation. Legal department monitors all changes in legislation concerning the Company’s
activity, and conducts legal examination of all contracts and agreements.
IINNDDUUSSTTRRYY RRIISSKKSS
Risks related to the consumer demand and competition
Negative changes of macroeconomic conditions and decrease of consumer demand in Russia
may negatively affect sales and income of the Group
The Group operates in the FMCG retail sector.
The development of the retail sector, in which the Group operates, in many aspects depends on
macroeconomic factors because the demand for the consumer goods is conditioned by the
disposable income of population.
In case of economic instability the decrease of the real disposable income of population may
lead to weaker dynamics of growth and profitability of the industry. It should be noted that the
state of the Russian economy is conditioned a lot by the oil price and other energy and mineral
resources on the world market. The reduction of prices on the mineral resources will negatively
influence the economy of the Russian Federation overall due to prevailing share of the raw
material component in the GDP. Deterioration of the economic situation will also result in the
decline of the effective demand in the country.
Consumer demand on the markets where the Group operates depends on the number of factors
which are beyond the Group’s control, including demographic factors, consumer preferences
and their purchasing power. The decline of the consumer demand or the change of the
consumer preferences may significantly reduce sales and income of the Group and negatively
influence the business activity, financial condition and the results of the Group and the
Company. Besides, seasonality of the consumer demand may lead to considerable fluctuations
of the Group’s results in different periods of time.
High level of competition may lead to the decline of the Group’s market share and
the reduction of its revenue.
As of December 31, 2012 the Group operates in 7 federal districts in more than 1,605 cities and
towns of the Russian Federation with the highest concentration in the Southern, North-
Caucasian, Central and Volga regions. Magnit stores also operate in the North-West, Urals and
Siberian regions. Retail market of the Southern Federal district is competitive enough and is
represented by most of the large Russian players as well as by the number of foreign
companies.
Russian retail is characterized by a high level of competition. The Group competes with a the
significant number of Russian and international companies. In recent years the growth of
consumer demand in Russia has attracted new market participants and resulted in the increase
of competition. Retail chains compete with each other primarily on the ground of the store
locations, product quality, service and price, product mix and store conditions. Entrance of
additional players to the Russian market may further intensify competition and reduce the
efficiency of the Group. Main competitors of the Group in “the convenience store” format are
“Pyaterochka” and “Dixy”, while in “the hypermarket” format these are “Auchan”,
“Perekrestok”, “Karusel”, “Lenta”, “O’key”. The Group also competes with regional and local
retail chains, individual groceries and open markets.
Some of the Group’s competitors which are present on the market today, and also those
planning to enter the Russian market, are large international companies and have better
opportunities to mobilize the resources than the Group. Moreover, many other international
players including those with better financial and other opportunities vs. the Group will enter
the Russian market in the nearest years through acquisition of local players or building up their
own greenfield networks.
If the above process is intensive, competition may substantially increase, which may negatively
influence the market share of the Group and its competitive position. The ability of “Magnit”
retail chain to retain its competitive position depends on its opportunities to maintain and
adjust the existing stores and open new stores in favorable locations, as well as to offer
competitive prices and services. There is no guarantee that the Group will be able to
successfully compete with the existing or new competitors in future.
At the current stage of competitive activity considerable risks for the Group are also
linked to the fact that the main competitors of the Group use more aggressive methods,
such as winning the additional target markets through expansion of franchising
schemes. Such approach enables the competitors to expand their presence rapidly in
many regions of Russia as well as to considerably reduce the costs of the new store
openings. Non-use of the franchising schemes by the Group which may lead to serious
reduction of flexibility in geographical coverage, and as a result to the loss of a
considerable market share.
These factors together with the economic environment and strategy of the discount pricing may
lead to further competition intensification and negatively affect business, financial position and
operational results of the Group and the Company.
Risks related to the intensive growth.
Failure of the Group’s strategy of intensive expansion may hamper its further growth.
As of December 31, 2012 the stores operating under “Magnit” brand are located in the
Southern Federal district (1,531), Central Federal district (1,692), Volga Federal district
(2,142), North-Caucasian Federal district (375), North-Western Federal district (504),
Urals Federal district (550) and Siberian Federal district (90).
Following its strategy the Group plans to considerably increase the number of its stores
in the above regions maintaining the same development rates as well as to further
expand its chain in a number of subjects of Russian Federation. The development
strategy of the Group makes it dependent on the economic conditions and some other
factors.
The successful roll-out of the Group’s development strategy depends on its ability to
identify and acquire the suitable premises or land plots for store construction on
commercially reasonable terms, to open new stores in due time in compliance with the
Group standards, to employ, train and keep extra store and management personnel and
to integrate new stores into the Group’s existing operation on a profitable basis. It is
impossible to guarantee that the Group will achieve the target growth and that the new
stores will profit. Among other factors, the development strategy plans also depend on
the general economic situation, availability of financing and no negative changes in
legislation. There is no guarantee that operational, administrative, financial and human
resources will be sufficient for successful implementation of the Group’s development
strategy. Moreover, there is no guarantee that the expansion plans, if carried out, will
have no negative impact on the quality of service and sales profitability.
Expansion of the Group through acquisition of other companies or their assets may be
fraught with different risks which may have serious negative impact on the economic
activity of the Group and its financial position.
The Group does not rule out the possibility to expand its operation through acquisitions.
Acquisition opportunities presuppose certain risks, including failure to identify the objectives
for acquisition, and/or to carry out adequate complex inspection of their operation and/or
financial position, financial risks and operation expenses which may be considerably higher
than the estimated ones. Moreover, there is a risk of incapability to assimilate the operation and
employees of the acquired companies, deficiency of installation and integration of all the
required systems and control, the risk of customer loss, as well as the risk of entering the
markets, where the Group has no or minor experience, and/or markets with the limited access
to the necessary logistic support and distribution network, as well as the risk of business
interruption and diffusion of the Group management resources. If the Group is not able to
successfully integrate its acquisitions, such failures may have a material negative effect on its
financial position and results of operation.
Failure to raise enough funds may prevent the Group from realization of its expansion plans.
Implementation of the Group’s expansion strategy may require large capital expenditures.
There’s no guarantee that the operational cash flow of the Group and/or borrowings from
financial institutions or proceeds received from the stock market would be enough to finance its
scheduled expenses in the nearest future. If the Group fails to raise enough funds to finance its
capital expenditures, there is risk of reduction or cease of expansion.
Rapid growth of the Group may lead to deficiency of administrative, industrial and financial
resources.
Historically volume of the Group’s operations has been growing fast. The growth is expected to
continue in the projected future which may lead to the significant lack of administrative,
operational and financial resources. As a result, “Magnit” retail chain will have particularly to
continue the improvement of its operational and financial systems, administrative management
and techniques. The Group will also have to achieve strict coordination of operation of
transportation, technical, accounting, legal, financial, marketing, warehouse and store
personnel. If the Group fails to manage the above tasks, its operation and financial position may
seriously suffer.
Moreover, the Group may experience difficulties with application, expansion and improvement
of its management information system due to the ongoing growth. If the Group fails to
maintain its management information system, financial accounting and in-house audit systems
at a proper level, its economic activity and financial position may substantially suffer.
There is a risk of target audience reduction in the course of time. Gradual increase/decrease of
population income may lead to the attrition of “Magnit” chain customers, and as a result to the
material negative effect on the Group. The Russian food retail market is subject to changing
customers’ preferences, needs and trends. The Group’s target audience is mainly the consumers
with low or medium income level. If the level of disposable consumer income continues to
grow nationwide (either generally or in certain federal districts, especially in the Southern
Federal District where the Group collects a larger share of the total revenue), the Group may not
be able to adjust quickly enough the product assortment in the stores to the changes in
consumer trends, and thus will lose a part of its target audience. As a result of such changes, the
number of customers shopping at “Magnit” stores may decline (or increase more slowly than
previously), or the average ticket in “convenience” format may decline (or increase more slowly
than previously), which would have a material adverse effect on business, results of operation,
financial position and prospects of the Group.
Risks related to investments in and lease of real estate.
Lack of reliable information about the real estate market in Russian Federation makes it
difficult to estimate the value of the real estate owned by the Group.
The amount of reliable public information and research concerning the real estate market in
Russia is limited. The volume of the available data is not that comprehensive and complete as
similar data on the real estate market in other industrially developed countries. The lack of
information makes it difficult to assess the market value and the rent price of the real estate in
Russia. Therefore, there is no confidence that the price set to the real estate of the Group reflects
its market value.
The value of Group’s investments into real estate may decline.
The Group in whole and the Company in particular make substantial investments into the real
estate for store premises. The market of any goods including commercial property is subject to
fluctuations. Market value of the real estate may decline or grow due to different factors, i.e.:
changes in the competitive environment;
changes of the attractiveness level of the real estate on the Russian market in general and on the
regional markets where the property objects of the Company are located due to the changes of
the country and regional risks;
fluctuations of the demand for commercial real estate.
As a result of any negative changes on the real estate market, the value of the real estate
acquired by the Company or its subsidiaries may decline and thus negatively affect the assets’
value of the Group. Thus, in case of disposal of such property the Group won’t be able to
compensate its acquisition costs, what may negatively affect the financial position of the Group
and the Company.
Inability to obtain rights on the suitable real estate object on commercially reasonable terms,
to protect rights of the Group for the real estate or to construct new stores on the acquired
land plots may have a material adverse effect on the economic operation and financial
position of the Group.
Ability of the Group to open new stores largely depends on identification and lease and/or
acquisition of the premises appropriate for its needs on commercially reasonable terms. The
property market in large cities of Russia is highly competitive, and in conditions of favorable
economic environment the competition for and therefore the cost of high quality land plots may
increase. However, there’s no guarantee that the Group will manage to exercise it in the future.
If due to any reason, including competition from the third parties seeking similar land plots and
premises, the Group is not able to identify and obtain the new objects in due time, the Group’s
anticipated growth will be negatively affected. Even after the Group procures rights on the
suitable land plots and premises, it may experience difficulties or delays when obtaining
permissions from various regional authorities, required for the exercise of the Group rights to
use, renovate or reequip the stores. Therefore, there’s no guarantee that the Group will
successfully identify, lease and/or purchase the suitable property objects on acceptable terms or
upon the necessity.
Failure to renew lease contracts for the stores or extend them on reasonable terms may have
materially adverse effect on the economic activity and financial position of the Group.
There can be no guarantee that the Group will be able to extend the lease contracts on
reasonable terms, and even that there will be the opportunity itself to extend the lease contracts
as they expire, the share of which is large enough. If the Group is not able to extend the lease
contracts for its stores as they expire or lease another suitable objects on reasonable terms, or if
the actual lease contracts of the Group are terminated for any reason (including loss of right on
such objects by the lessor), or if the contract terms are revised in the prejudice of the Group, it
may have a negative impact on its financial position and operation results.
Deficiency of professional building contractors may negatively affect the development
strategy of the Group.
The ability of the Group to construct and update specially constructed new stores is extremely
important for its strategy and commercial success. The Group operates in the markets which
face the deficiency of highly-skilled contractors able to build new stores in due time and in
compliance with standardized requirements of the Group. There’s no guarantee that the Group
will be able to find the properly trained and experienced team of designers for building and
launching new stores in due time. Failure of the Group to construct and develop new stores on
the newly acquired land plots may have a substantial negative impact on its potential to follow
its strategy and to achieve the required financial position and operation results.
Dispute of the Group’s rights for the real estate or cessation of the Group’s projects
for new stores’ construction may have materially adverse effect on the economic
activity and financial position of the Group.
Group’s activity includes obtaining ownership and lease rights for land plots and premises for
the new stores. In addition, the Group owns buildings and facilities where its offices are
located. Russian land and property legislation is complex and often ambiguous, and may
contain contradictory provisions at the federal and regional levels. In particular, it is not always
clear which state authority is entitled to lend particular land plots, besides the procedures of
construction approval are complex and subject to challenge or complete abolition. Construction
and environmental regulations often contain the requirements which are in practice impossible
to meet in full. As a result, ownership and lease rights of the Group for land plots and premises
may be challenged by governmental authorities and third parties, and thus, its construction
projects may be delayed or cancelled.
Under Russian law, real estate transactions may be disputed on many grounds, including
ineligibility of the property seller or right holder to dispose such property, breach of internal
corporate requirements of the counterparty and failure to register the transfer of rights in the
unified state register. As a result, violations in previous real estate transactions may lead to
invalidation of such transactions with individual property objects, and thus, may affect the
rights of the Group for this property.
Moreover, Russian law does not require certain encumbrances over real estate (including leases
for less than one year and uncompensated use agreements) to be registered with the unified
state register to legally validate the charge. In addition, the time limits within which the charge
liable for registration in the unified state register should be entered into this register, are not
stipulated in the law. Therefore, there is always a risk that the third parties may register at any
moment or claim the existence of encumbrances (of which the Group had not been aware of)
over the real estate of the Group whether owned or leased.
Risks related to the increase of costs
Unionization of the Group employees may have a material adverse effect on its
financial position and operation results.
At the present time the majority of Group employees do not league any labor unions. If the
considerable part of Group employees league labor unions, it may substantially affect the
payroll costs of the Group and/or settlement of labor conflicts, and as a result may have a
substantial negative impact on financial position and operation results of the Group.
Risks related to the possible fluctuations of the prices for raw materials, services applied by
the Group within its activity (separately on the internal and external markets), and their
influence on the Group’s activity and its fulfillment of obligations on the securities:
The Company and the Group operate only on the Russian internal market. The Company and
the Group do not operate on or plan to expand into the external market. The information about
the risks described refers to the internal market.
The increase of the Group’s expenses may have a material adverse effect on its profitability.
The operating efficiency of the Company and its subsidiaries largely depend on the prices for
the products purchased for the retail sale, as well as on the prices for the services used by them
in their operation and on the amount of rent payment for movable and real property and
construction, acquisition and opening costs. Changes in the agreement processes and
procedures of obtaining rights for the land plots (including lease right), fluctuations of the
norms and regulations applicable to the Group activity, town-planning, tax and environmental
legislations in particular, may entail the increase of new opening costs or costs for the use of the
premises, as well as the increase of the payback period of the stores.
The growth of the Group’s expenses may affect its profitability. The growth of the
purchase prices, the installation costs, the price for land plots (other real estate) and
amount of rent payment, as well as the growth of employees’ wages may lead to the
substantial growth of the Group’s expenses, and thus, seriously affect the Company
profitability in case if the Group is not able to adequately increase the sale prices due to
low purchasing capacity of the population in particular. Since the retail chain of the
Group while working with one of the most economical formats mainly targets at
customers with the income below the average, the Group is substantially subject to the
above risk. Decrease of profitability may negatively affect the ability of the Company’s
relevant authority to decide on the payment of yield on the securities and the market
value of the Company’s securities as well as affect the fulfillment of obligations on the
placed bonds in full.
Risks related to the possible fluctuations of the prices on products and/or services of
the Company (separately on the domestic and foreign markets), and their influence
on the Company’s activity and its fulfillment of obligations on the securities:
The Company and the Group operate only on the Russian local market. The Company
and the Group do not operate on or plan to expand into the foreign market. The
information about the risks described refers to the internal market.
The reduction of prices for products at “Magnit” stores may lead to the profitability decrease
of the Group.
Changes of product prices at “Magnit” stores are largely determined by changes of purchase
prices of the Group. The Group is doing their best not to increase the mark up for the products.
Product price changes may affect the level of purchasing capacity of the population. The price
growth is mainly forecasted within the inflation, which as well affects the decrease of the
purchasing capacity of the population. The deterioration of macroeconomic environment and
decrease of the purchasing capacity of the population may also lead to the decline of selling
prices. If the purchase prices are less reduced than the selling prices, it will lead to the decline of
Group profitability. The dramatic deterioration of macroeconomic situation and intensification
of competition may force “Magnit” chain to cut the prices for products in order to maintain the
target turnover growth and market share, which may also lead to the profitability decline.
The assumed actions of the Company in case of industrial fluctuations:
In case one or several risks arise the Company will undertake all possible measures to reduce
the effect of the existing fluctuations. It deems impossible to determine the specific measures of
the Group regarding any risk hereof, as it is hard to work out adequate measures due to
uncertainty of further situation development. The character of the applied actions will depend
on the specific situation of every case. The Company cannot guarantee that the activities taken
to overcome negative fluctuations will lead to considerable changes in the situation, as most of
the risks hereof are out of the Company’s control.
In case of situation deterioration in the industry sector the Company plans:
if possible, to further expand its operation in order to reduce the prime cost of goods and
diversify some risks;
to carry out the diversification between the most and the least perspective stores and to cut the
most unattractive stores;
to extend the territory of its operation by choosing the most profitable regions of Russian
Federation in terms of growth prospects;
to carry out adequate changes in pricing policy for maintaining the demand for goods on the
necessary level;
to optimize the expenses;
to continue engaging of highly-skilled specialists as well as to enter into agreements with
reliable specialists only, counteragents, contractors, which will allow to minimize risks and
carry out the detailed analysis of the scheduled operation of the Company in order to reduce
the prime cost of the investments, minimize the expenses’ structure and receive more profit.
CCOOUUNNTTRRYY AANNDD RREEGGIIOONNAALL RRIISSKKSS
The Company and JSC “Tander” (the main operating company of the Group which controls
trading assets and is the Group’s center of revenue consolidation) are registered as a tax-payer
in the Southern Federal district, Krasnodar. As of December 31, 2012 the Group operates in 7
federal districts in 1,605 locations of the Russian Federation. The Group does not operate
outside the Russian Federation.
As the Group operates in the Russian Federation, the main country and regional risks
affecting the operation of the Group and the Company are the risks within the Russian
Federation. However, due to the globalization of the world economy, considerable
deterioration of the economic situation in the world may lead to the serious economic
recession in Russia and as a result to the reduction of demand for consumer goods.
Despite the fact that during the last few years all public spheres in Russia saw positive changes,
i.e. the economy grew, some positive political stability was achieved, Russia is still the state
with the rapidly developing and changing political, economic and financial systems. The risks
of the industrial production decline, inflation, the increase of the national debt, negative
dynamics of the currency exchange rates, increase of unemployment, etc., have significantly
increased within the global financial and economic crisis. All this may lead to the drop in the
living standards in the country and negatively affect the operation of the Group, as the main
target customers of the “Magnit” chain are people with average income and income below
average. Apart from the risks of economic character, Russia is subject to the political and
regulatory risks to a greater extent than other countries with the developed market economy.
Political risks:
Political instability in Russia may have a negative effect on the investments in the country as
well as on the price for the Company’s shares.
Since 1991 Russia has moved from one party state with the centralized planned economy to
democratic state with the market economy. Russian political system remains vulnerable to the
public discontent and disorders among individual social and ethnic communities. Substantial
political instability may have a considerable negative effect on the value of foreign investments
into Russia including the price for the Company’s shares.
Changes in the government, major political changes and lack of consensus between different
branches of government and economic groups may also lead to disruption or converse turn of
economic, political and judicial reforms. Any significant contradictions on the course of the
future reforms, breakdown or resignation of reform policy, political instability and rise of
conflicts between powerful economic groups may negatively affect the operation of the Group,
its financial results and development prospects as well as the value of investments into Russia
and the price for the Company’s shares.
Reconsideration of reforms or state policy in respect of some individuals may have an
adverse negative effect on Company’s business and on the investment potential of Russia.
During the presidential term of Vladimir Putin and after the election of Dmitry Medvedev the
political and economic situation in Russia has generally become more stable and favorable for
investors. After the election of Vladimir Putin to the presidency in March 2012 the situation
remained stable. However any political discussions over the course of future reforms or
reconsideration of the existing reforms may lead to deterioration of Russian investment climate
that may limit the ability of the Group to receive financing on the international financial
markets, reduce Company’s sales in Russia or otherwise negatively affect Group’s business,
operation results, financial position and prospects.
In the recent past our law-enforcement authorities have opened cases against some Russian
companies, their officials and shareholders for tax evasion and related tax violations. Some
cases resulted in the imprisonment and repayment of understated taxes. Reportedly, such
companies were Yukos, TNK-BP and Vimpelcom. Some analysts consider that such
prosecutions demonstrate a willingness to reconsider key political and economic reforms of the
recent decade. Other analysts, however, believe that these prosecutions are isolated cases and
do not signal any deviation from large-scale political or economic reforms.
Conflicts between federal and regional authorities and other conflicts may set an
unfavorable economic environment which may have an adverse effect on the operation and
financial position of the Group.
Distribution of powers between federal and regional authorities, as well as between different
authorities on the federal level in some cases remains obscure. Therefore, Russian political
system is subject to certain internal contradictions and conflicts between federal and regional
authorities regarding different issues, particularly, tax collection, property right for land,
powers to regulate individual industry sectors and regional autonomy. Conflicts between
different authorities may have serious adverse effect on the price of the Company’s shares.
Besides, ethnical, religious and other segregations periodically provoke public tension and
sometimes result into conflicts including the armed ones. For example, the continuous conflict
in Chechnya negatively affected economic and political situation in Chechnya, the neighboring
regions and Russia on the whole. Terrorist activity and counter measures aimed at the
elimination of violence, particularly by imposing emergency rule in certain territorial subjects of
the Russian Federation may have an adverse negative effect on the potential of Russian
business on the whole and Group performance in particular, especially, taking into
consideration the significant scale of Group’s operation in the Southern federal district.
Social instability may lead to frustration among population, induce the call for powers’
change, outbreaks of nationalism or violence.
Failure of the Russian government to adequately address social problems led in the past and
may lead in the future to frustration among population. Such frustration may have social,
economic and political consequences, e.g. call for the change of powers, growth of nationalism
enhanced by the call for property nationalization, expropriation and constraints on overseas
property in Russia, as well as the increase of violence. Any of the above may have an adverse
negative effect on confidence in Russia’s social environment and investment potential, restrict
our operations and lead to the losses or otherwise affect Group’s business, operation results,
financial position and prospects.
Economic risks:
Deterioration of the economic situation in the Southern Federal district may arise from the
substantial changes in the economic situation in Russia, including dramatic fluctuations of the
national currency exchange rate, which may result in the reduction of the number of the
roundabout industrial enterprises and agriculture of all forms of ownership, unemployment
growth, decrease of the purchasing power of population. Such a scenario may lead to the
interruption of the investment program of the Group, slowdown of Group development rates
on the territory of the Southern Federal district and other regions of the Russian Federation, as
well as the slowdown of the revenue base growth.
Economic instability in Russia may affect the consumer demand which may have a serious
negative impact on the Company’s business.
Any of the risks provided herein previously experienced by the Russian economy may
seriously influence the investment climate in Russia and the Company’s activity.
Russian economy suffered from the following negative events in the past:
Significant declines in GDP;
Hyperinflation;
Currency instability;
High ratio level of state debt/GDP;
Weak banking system which provides Russian enterprises with the limited
liquidity;
Large amount of unprofitable enterprises which continue to operate due to deficiency of
effective bankruptcy procedure;
Wide use of barter and non-liquid bills in settlements of commercial transactions;
Prevalent practice of tax evasion;
Growth of black economy;
Continuous capital outflow;
High level of corruption and penetration of the organized crime into the
economy;
Serious growth of unemployment and underemployment level;
Low living standards of the substantial part of the Russian population
Russian economy faced abrupt downturns. In particular, the period of rapidly deteriorating
economic situation after August 17, 1998 when government defaulted on its ruble-denominated
bonds, the Central Bank of Russia stopped to support the ruble, and temporary restrictions
were imposed on certain foreign currency payments. These actions resulted in immediate and
severe ruble devaluation and sharp increase of inflation rate, dramatic decline of Russian share
and bonds quotes as well as failure of the Russian issuers to raise funds on the international
capital markets.
The problems were aggravated by almost a complete collapse of Russian banking sector after
the events of August 17, 1998, which is proved by the recall of banking licenses of a number of
Russian top banks. This even more reduced the opportunity of banking sector to provide stable
liquidity to Russian companies and resulted in the widespread loss of bank deposits.
Crisis of bank liquidity and consequently possible substantial reduction of legally
capable units of the credit and financial systems, substantial appreciation of the
borrowed resources which will result in economy growth slowdown, rise of
unemployment level and significant increase of the inflation rate are possible effects of
crisis situations in the global and European economy. Moreover, fluctuations of the
world prices for oil and gas, ruble weakening to US dollar and other currencies, as well
as consequences of monetary policy regression or other factors may in future negatively
affect Russian economy and Group’s business, especially its expansion plans.
Physical infrastructure of Russia is in extremely poor condition which may lead to
interruptions in the effective financial and economic activity.
Physical infrastructure of Russia was mainly set up in the soviet times and has not been
adequately funded and maintained in the recent years. The rail and road networks, power
generation and transmission, communication system and building stock were particularly
affected. Electricity and heat deficiency in some regions of Russia dramatically disrupted their
economies. Condition of roads throughout Russia is also improper, and many of them do not
meet the minimum requirements of safety standards.
Deterioration of Russian physical infrastructure damages the national economy, disrupts goods
and cargo transportation, adds costs to business activity in Russia and may lead to interruptions
in financial and economic activity thus negatively affecting the business of the Group and price
of the Company’s shares.
The fluctuations of global economy may negatively affect the economy of Russia,
limiting the access of the Company to the capital and negatively influencing the
purchasing power of the final consumers of the products sold by “Magnit” chain
stores.
Russian economy is vulnerable to market downturns and economic slowdowns in other
countries of the world. According to former practice, financial problems or exacerbated
perception of investment risks in the countries with developing economy may reduce
the volume of foreign investments in Russia, thus affecting Russian economy. As Russia
produces and exports large volume of natural gas, oil and other energy and mineral
resources, Russian economy is especially vulnerable to commodity prices, and decline
in such prices may slowdown or shake the economic development of Russia. These
events may severely limit Group’s access to the capital and have a negative effect on the
purchasing power of the Group’s consumers.
Social risks:
Social instability may lead to the increased support of resumption of the statism, nationalism
and violation, having serious negative effect on the opportunities of the Group to effectively
operate its business.
Social instability may lead to the increased support of resumption of the statism, nationalism
and violation, having serious negative effect on the opportunities of the Company to effectively
operate its business. Inability of the government and many private companies to pay out the
wages in time, and altogether deceleration of wages and benefits vs. rapidly growing living
costs, led in the past and may lead in the future to labor and social disorders. Similar actions,
labor and social disorders may have negative political, social and economic consequences
including the nationalism growth, imposing limitations on the foreign involvement in Russian
economy and the violence growth. All of the events above may lead to the restrictions on
activity of the Group and loss of its profits.
Crime and corruption may have an adverse negative effect on the operation and financial
position of the Group.
According to the reports of the local and international press, the level of the organized criminal
activity has considerably grown. Additionally, diverse publications indicate that some members
of the Russian media regularly publish biased articles for remuneration. The Group activity
may be affected by illegal actions, corruption and accusation of the Group of illegal operation
and therefore have a negative impact on the Group’s operation and price of Company’s shares.
Risks related to the fiscal policy of the Government of the Russian Federation:
The Company pays taxes to the federal, regional and local budgets. Within the economy
transformation there is a risk of changes of the enterprise activity tax treatment. Tax legislation
and peculiarities of tax accounting in Russia often change and bear ambiguous interpretation.
The process of tax legislation reforming has not been completed yet. In case of stiffening of the
tax legislation and increase of tax burden, the financial position of the Group may deteriorate.
Prospective measures of the Company in case if changes of the situation in the
country and region have negative effect on the Group’s operation.
The majority of the above risks of economic, political and legal character are out of the
Company’s control due to the global scale of the threat they present.
The Companies of the Group have reached the certain level of financial stability which helps to
overcome the short-term negative economic fluctuations in the country. In case if significant
political and economic instability which will negatively affect the operation and the profit of the
Group arises in Russia, the Company plans to undertake comprehensive measures of crisis
management aiming at mobilization of business and maximum reduction of the negative effect
of political and economic situation in the country and region on the business of the main
companies of the Group.
It deems impossible to determine the specific measures of the Group regarding any risk
hereof, as it is hard to work out adequate measures due to uncertainty of further
situation development. The character of the applied actions will depend on the specific
situation of every case. Company cannot guarantee that the activities taken to overcome
negative fluctuations will lead to considerable change in the situation as most of the
risks hereof are out of the Company’s control.
However, in case of negative effect of the country and regional fluctuations on the Group’s
operation, the Company plans to carry out the following common arrangements to maintain the
Group’s profitability:
if possible, to save main assets until the situation improves;
to undertake measures focused on the life support of the Group employees and on its
productivity;
to carry out adequate pricing adjustments to keep up the demand on the products on the proper
level;
to optimize the expenses, including measures on purchasing prices reduction and wages
expenses limitation;
to revise the program of capital investment.
To minimize the risks related to the force majeure circumstances (military conflicts, riots,
natural disasters, state of emergency) the Company reflects the possibility of such events within
its contract activity.
The Company acts under paragraph 401 of the Civil Code of the Russian Federation which
states that the person who does not exercise the obligations due to force majeure circumstances
provided herein does not bear responsibility to the counterparty.
To reduce the above risks the Group plans to further operate in different regions of Russia to
diversify risks.
Risks related to the possible military conflicts, state of emergency and strikes in the country
and regions where the Company is registered as a tax payer and/or operates its business:
The Company is a registered taxpayer and operates mainly in the Southern Federal District.
Political and social risks are of primary concern for the Southern Federal District among the
factors of the regional investment risk due to the potential hot spots on the frontiers of
territories of the Northern Caucasian republics and proximity to the Chechen republic.
Major risks are connected with the fact that private capitals (investments) may be nationalized
in case of a sudden change of policy course or destroyed in case of the armed conflict. However
the major area of the Southern Federal District is occupied by the subjects of the Russian
Federation with favorable conditions for business development and with the regional risk level
of not below average figures throughout the country. It’s worth noting that the Company does
not operate in the territory of the Chechen republic and Ingushetiya, social and political
instability of which substantially aggravate the integral index of the Southern Federal District
risks.
Practically all Northern Caucasian republics face substantial social-ethnical instability, thus,
economic and political risks remain high. Along with that, the South of Russia is characterized
by the rapid growth of industrial production, accommodation provision, increase of the real
income of population, and the financial market of the region playing a significant part in the
process.
Russian Federation is a multinational country consisting of the regions with different social and
economic development levels; thus, it is impossible to completely eliminate the possibility of
internal tension in Russia including the armed conflicts. The Company as well cannot
absolutely exclude risks related to the emergency state.
Risks related to the geographical peculiarities of the country (countries) and the region
where the Company is registered as a tax payer and/or performs the main activity, including
high threat of natural disasters, possible stop of transport connection due to remoteness
and/or inaccessibility, etc.
According to EMERCOM of Russia, factors of industrial, natural or terrorist character represent
one of the most real threats to the stable social-economic development of the country, increase
of the living standards of population and fortification of the national security of Russian
Federation.
The terrorism level recently escalated leads to the continuous danger of terrorism acts on the
whole territory of the Group’s operation.
The regions with the Group’s presence may face the drastic consequences of conflagrations on
the economic objects and in the public sector, accidents and failures of utility systems and
transport, natural fire, dangerous hydro-meteorological phenomena (strong winds, frosts,
heavy snowfalls and heavy rains), earthquakes, land subsidence and sinkhole collapse,
contagion outbreaks among people and animals. For example, exposure to natural and climatic
is distinctive
risks,
geographical feature of the Southern Federal District.
The geographical peculiarities of the region do not eliminate the risk of possible stop of
transport connection due to remoteness and/or inaccessibility of the city.
including natural disasters (hurricanes, floods, earthquakes, etc)
Ecological risks:
Accidents at the environmentally hazardous industrial facilities of the Russian Federation
and environmental pollution may have a negative effect on the Group’s activity.
In respect of all four components of the environment (air, water sources, soil and land
resources, wildlife) large industrial cities face the unfavorable ecological situation for
population. According to some reports, up to 15% of the Russian territory is zones of ecological
disaster. The above factors negatively affect the health of the nation. Moreover, nuclear and
other dangerous objects are located in the territory of Russia, while the system of control over
ecologically dangerous objects is not sufficiently effective. Accidents on these objects and an
unfavorable ecological situation in large Russian industrial cities may have an adverse negative
effect on the Group’s activity.
FINANCIAL RISKS
Exposure to risks inherent in the interest rates, foreign currency exchange rates
related to the Company’s operation or to hedging effected by the Company to reduce
unfavorable consequences of the above risks:
The Company is exposed to risks inherent in the interest rates. The entities of the Group raise
borrowed funds to finance the development of the Group’s operation and to expand its
resource base. Changes of the interest rates may have substantial negative effect on the results
of the Group’s operations.
The Group does not export products, and all its main obligations are ruble denominated.
Imported products comprise a certain share of revenue, which brings certain dependency on
possible fluctuations of exchange rates.
The Company does not hedge risks.
Exposure of the financial position of the Company, its liquidity, funding sources, operating
results, etc., to the changes of the foreign exchange rates (currency risks).
Over the last fifteen years Russia was exposed to considerable fluctuations of the exchange rate
of the Russian ruble to the foreign currencies. Substantial ruble devaluation may result in the
reduction of the relative cost of ruble-denominated sales and assets of the Group, such as bank
deposits and accounts receivable. Besides, decrease of the ruble exchange rate may lead to the
decrease of the dollar cost of tax deductions arising from the realization of capital investments,
since the balance sheet assets will reflect their ruble value at of the date of their acquisition.
The Group does not export products, and all its main obligations are ruble denominated.
Imported products comprise a certain share of revenue, which brings certain dependency on
the possible fluctuations. Should such fluctuations arise, the Group can change the structure of
sale of products in favor of Russian subsitutes, which may result in slowdown of revenue
growth. Therefore, this risk may negatively influence revenue and profitability of the Group.
The Group purchases and plans to continue purchasing the imported retail equipment and
vehicles for foreign currency, which may increase the expenses of the Group in rubles and
negatively influence its operating results should there be a significant decline in the ruble.
Significant change of the exchange rate may influence the economy of the country in
general and results in the slowdown of the consumer demand.
Prospective actions of the Company in case of negative influence of the change of the
exchange and currency rates on the Company’s operations.
In case of the negative changes of the foreigh exchange rates for the Company and
interest rates, the Company plans to pursue tough policy of cost saving. However, it
should be noted that part of the risk cannot be mitigated in full, since the above risks
are to a greater extent beyond the control of the Company but depend on the general
economic situation in the country.
Influence of inflation on the payment on securities. Critical inflation rates in the Company’s
opinion as well as prospective actions of the Company to minimize the above risk.
The Company is exposed to inflation risks which may negatively influence its operating results.
Purchasing prices on products depend on the overall price level in Russia. Acceleration in the
inflation rates may negatively influence financial results of the Group. The growth of the
purchasing prices may lead to further growth of retail prices on products sold by the Company
and its subsidiaries. This may negatively influence the competitive environment of the Group.
If the ruble-dollar rate will increase together with inflation, the Group may be exposed to the
growth of dollar costs on several cost items caused by inflation. Certain cost items of the Group,
such as payroll, construction, rent and utilities are sensitive to the overall growth of the price
level in Russia. Due to pressure from competitors or regulatory restrictions the Group may not
be able to properly increase its prices in order to sustain its profitability level. As a result high
inflation rates may increase the costs of the Group. It is impossible to guarantee that the Group
will be able to sustain or increase its profitability level.
Inflation growth in the Russian Federation may also result in the overall growth of interest
rates.
Critical inflation rate according to the Company:
In the Group’s opinion, the critical level of inflation for the Company today is 30-35%. Serious
acceleration of the price growth may lead to the growth of the Company’s costs, the cost of
borrowings and may cause the decline of profitability. Therefore, in case of significant excess of
actual inflation over the forecasts of the Government of the Russian Federation, the Company
plans to take necessary measures to minimize the growth of other costs (not related to the
purchase of products for sale), to reduce the accounts receivable and its average term.
Risks arising from bank operations:
Russian bank system is yet underdeveloped, another bank crisis may negatively influence
the Group’s operations and its financial position
Russian bank and other financial systems are underdeveloped and undermanaged; the Russian
legislation related to banks and bank accounts can be construed in different ways and applied
inconsequently. Financial crisis of 1998 led to bankruptcy and liquidation of many Russian
banks and almost completely destroyed the developing market of commercial banks crediting.
From April till July 2004 the Russian bank sector suffered from another serious disruption. As a
result of rumors distributed on the market as well as certain problems with legislative
regulation and liquidity, several private Russian banks faced difficulties with liquidity and
were found unable to raise funds on the inter-bank market or from clients. Alongside with it,
they faced a large quantity of withdrawals of both individual and corporate deposits. Some of
these private Russian banks turned bankrupt, were liquidated or they significantly reduced the
scope of their operations. In general, Russian banks owned or managed by the government as
well as foreign banks were not exposed to the negative influence of this situation.
Additionally, many Russian banks do not comply with the international banking standards,
and the transparency of the Russian bank sector in some respects is yet below the international
level. Surveillance of banks is often insufficient, whereby many Russian banks do not comply
with the applicable regulations of the Central Bank of the Russian Federation with regard to
loan criteria, credit quality, loan loss provisions, diversification of risks and other requirements.
Application of stricter regulations or interpretations may result in undercapitalization or
insolvency of certain banks.
Before the global financial crisis Russian banks were rapidly increasing lending volumes,
which, as considered by many, was accompanied by lowering of the guarantee level of
repayment by borrowers. Moreover, stability of the local corporate security market led to the
accumulation of ruble bonds issued by the Russian companies in the portfolios of the Russian
banks, which raised the extent of the risks inherent in the assets of the Russian banks.
The global financial crisis led to collapse or buy-in of some Russian banks and significant
decline of liquidity of the other. Profitability level of the majority of the Russian banks also
suffered considerably. Indeed, due to the financial crisis and on the back of reports on
difficulties of the Russian banks and other financial institutions, the government had to make
substantial investments in the bank system. As a rule the Group pursue relations and keeps
accounts only with a limited number of creditworthy Russian banks. The Group raises and
allocates funds in several Russian banks, including open joint-stock company “Sberbank of
Russia” (OJSC “Sberbank of Russia”), OPEN JOINT-STOCK COMPANY “ALFA-BANK” (OJSC
“ALFA-BANK”), VTB Bank (open joint-stock company (OJSC “VTB Bank”), “Gazprombank”
(open joint-stock company) (GPB (OJSC), OJSC “Joint-stock commercial bank “Rosbank” (OJSC
AKB “ROSBANK”). Bankruptcy or insolvency of one or several of the above banks may
negatively influence our business. Continuation or exacerbation of the bank crisis, bankruptcy
or insolvency of banks which we keep our funds with may lead to the loss of access to them for
several days and influence our ability to complete bank operations in Russia or lead to the loss
of all our deposits, which may negatively influence our business, operational results, financial
position and prospects.
Risks of transfer pricing:
Ambiguity of legislation on the principles of transfer pricing as well as lack of exact
information on the market prices may negatively influence the financial performance of the
Group.
Russian legislation on principles of transfer pricing effective from 1999 provides that tax
authorities may allow for transfer pricing and accrue additional tax if the price differs from the
market price by more than 20%. As the Russian legislation on the principles of transfer pricing
is ambiguous, the applicable regulation can be construed broadly by the Russian tax authorities
and arbitration courts.
Due to varying interpretation of the principles of transfer pricing the tax authorities may try to
contest the prices of transactions of the Company and its subsidiaries and to correct the accrued
taxes.
Numbers of the financial statements of the Company which are most exposed to the
influence of the above financial risks. Risks, their probability and the nature of
changes in statements.
Expenses and the amount of profit are most exposed to the influence of the above financial
risks. In case of unfavorable changes of the situation, the expenses will increase in the first
place which will result in the corresponding decrease of profit.
In case of inflation and/or exchange rate increase accompanied by the increase of expenses, the
Group may raise the prices on the sold products.
In case of the negative influence of the exchange rate, inflation and interest rates on the Group’s
operations, the Group plans the following:
to revise the financing structure;
to optimize the costs;
to revise the Capex programs and borrowings;
to increase receivable turnover.
-
-
-
-
-
Today the above risks are not hedged.
Liquidity risks:
The above risks form the liquidity risk, i.e. the probability of loss due to cash tightness in the
required timescale, and as a result, failure of the Group to fulfill its obligations. Such risk may
lead to penalties, fines, damage to goodwill of the Group, etc.
The Group manages liquidity risk by means of analysis of the estimated cash flows.
Exposure of the numbers of the financial statements to the influence of the above
financial risks:
Risks
Probability
Nature of changes in statements
Increase of the
interest rates
High
Increase of interest rates may raise the cost of
borrowings for the Group, which may negatively
influence the financial position of the Group, in
particular, it may increase the operating expenses
of the Group and decrease its profit.
Increase of
High
Increase of inflation rates may lead to the increase
inflation rates
Change of the
exchange rate of
the US dollar to
ruble
High
Risk of late
fulfillment of
obligations
Medium
LLEEGGAALL RRIISSKKSS
of expenses of the cost of goods sold (cost of raw
materials, payroll expense, etc.). At the same time
the increase of inflation rates may result in the
growth of the consumer prices on the products of
the Group and correspondingly may increase the
revenue of the Group, so that the part of the
Group’s costs is offset by the growth of the prices
on products. The inflation may also result in the
devaluation of the real cost of obligations in ruble
terms.
It does not have significant influence as the
principal income and expenses of the Issuer are in
rubles.
Failure of the Group to fulfill its obligations in
due time may result in penalties, fines, etc., which
may lead to unbudgeted expenses and may
decrease the profit of the Group. In connection
herewith the Group pursues the policy of cash
flow planning.
The Company and the Group operate only on the Russian domestic market. The Company
and the Group do not operate and do not plan to operate on the international market. The
description of the risks refers to the domestic market.
If one or several of the below risks occur the Company and the Group will undertake all
possible measures to minimize the negative consequences. The Company does not guarantee
that the measures taken to overcome the negative changes would improve the situation as the
described factors are beyond control of the Company and the Group.
The Company is exposed to the following legal risks:
Common risks inherent to legal entities according to the legislation of the Russian Federation:
Certain transactions with participation of the Group’s companies may be acknowledged
related party transactions. These transactions may include, inter alia, sales and purchase
agreements of manufactured goods, purchase of shares, service contracts. If such
transactions or their actual approvals are successfully contested, or if the approval of
transactions of the Group’s companies which require special approval according to the
legislation of the Russian Federation is prevented in future, it may limit the flexibility of
the Group’s companies in the operational issues and may have negative effect on its
remain
operating activity.
In practice, standards of corporate governance
underdeveloped in many Russian companies, minority shareholders of these companies
may experience difficulties with the exercise of their legal rights and may bear losses.
Although the Federal Law “On Joint-Stock Companies” entitles the shareholder who
holds not less than 1% of the company’s outstanding shares to file a claim against the
management who caused damages to the company, Russian courts do not have enough
experience of handling with such claims. Therefore, the feasibility of investors to get the
compensation from the Company is limited. As a result, protection of interests of
minority shareholders is limited.
The Civil Code and the Federal Law “On Joint-Stock Companies” provide that the
shareholders of the joint-stock company are not liable for its obligations and are only
exposed to the risk of loss of the investments. However, if the bankruptcy of the legal
entity is caused by the founders (participants), the owner of the property of the legal
entity or other persons who are entitled to give instructions, which are mandative for
this legal entity, or otherwise determine its actions, may rest subsidiary liability for the
obligations of the legal entity on them in case of deficiency of the property of the legal
entity. Thus, being the parent company with regard to the subsidiaries in which OJSC
“Magnit” directly or indirectly owns more than 50% of the charter capital, the Company
may bear responsibility for the obligations in the above cases. Responsibility for
obligations of subsidiaries may have significant negative effect on the Company.
Ensuring the rights of shareholders accroding the Russian legislation may lead to
additional expenses, which may lead to the deterioration of the Company’s
performance. According to the Russian legislation, shareholders who voted against or
abstained from voting on certain issues have appraisal rights according to the Russian
legislation. Shareholders have the appraisal rights if they vote against or abstain from
voting on the following issues:
reorganization;
major transaction which is subject to approval by the general shareholders’
meeting;
amendments restricting the shareholders’ rights to the charter of the Company or
ratification of the Charter in a new edition;
decision to make the statement on delisting of the Company’s shares and (or)
issued securities of the company convertible into its shares.
Obligation of the Company to buy the shares back may have significant negative effect
on the cash flows of the Company and its ability to manage the debt of the Group.
Legal risks inherent in the Russian Federation:
Weakness of the Russian legal system and imperfection of the Russian legislation provide
vague environment for investments and business activity.
Efficient legal system essential for the function of the market economy in Russia is still in the
formation process. It is only in recent times that many crucial laws have come into effect.
Sometimes insufficient consensus on the scope, contents and time of economic and political
reforms, rapid development of the Russian legal system which is not always in phase with the
directions for the development of the market relations is expressed in uncertainty, inconformity
and inconsistency of the provisions of the law and subordinate acts.
Additionally, the Russian legislation often refers to the statutory acts which are to be adopted,
leaving considerable loopholes in the mechanism of the legal regulation. Sometimes new laws
and regulatory acts are adopted without being comprehensively discussed by the interested
participants of the civil and legal society and do not contain any adequate transitional
provisions, which creates serious complexities in their application. Defaults of the Russian legal
system may negatively influence the ability of the Group to exercise its rights in accordance
with contracts as well as the ability to defend against the claims of the third parties. Besides, the
Group cannot guarantee that the governmental and judicial agencies as well as the third parties
would not litigate the Group’s meeting of the requirements of the laws and subordinate acts.
Risks inherent in the currency regulation:
There are risks of the regulation of a number of the currency operations. Significant changes in
the currency regulation and currency control may complicate fulfillment of obligations under
the agreements with the counterparties. In the opinion of the Company’s management these
risks influence the Group as is the case with the other market entities.
The Company conducts continuous monitoring of the regulatory environment of the currency
regulation and control and conforms to the established rules. During the reporting period there
were no amendments introduced to the Russian legislation on the currency regulation and the
currency control which may influence the operations of the Company and the Group.
Risks inherent in the protection of investors:
Russian investor protection legislation may be less favorable than the legislation of the other
countries with the developed market economy. Besides, there is a risk of changes of the
applicable legislation in future which may be unfavourable for investors. Income of the foreign
investors from the investments into the Company’s shares may be taxed in accordance with the
Russian legislation. Deterioration of the general economic and political situation in the country
may result in tightening of the currency regulation and control and in limitation of the
performance of transactions with the Company’s shares.
Risks inherent in the tax legislation:
Tax legislation of the Russian Federation is exposed to frequent changes. In the Company’s
opinion these risks influence it as is the case with the other market participants. Amendments in
the Russian tax system may negatively influence the operations of the Group’s.
The following factors may negatively influence the operations of the Group:
Amendments of the acts of the tax and revenue legislation related to the increase of the tax
rates;
Introduction of new taxes.
These significant and other amendments of the tax legislation may result in the increase of tax
payments and consequently in the reduction of the net profit of the Company. Amendments of
the Russian tax legislation may negatively influence the attractiveness of investments in the
Company’s shares.
Russian companies make considerable tax payments of the great number of taxes. These taxes,
inter alia, include:
Income tax;
Value added tax;
Excise taxes;
Land tax;
Property tax.
Legislative and subordinate acts which regulate the above taxes lack sufficient history of
application compared to the other countries. Therefore, the law enforcement practice is often
ambiguous or is not yet established. Currently there are very few generally accepted
clarifications and interpretations of the tax legislation. Sometimes different ministries and
authorities have different interpretations of tax legislation, which creates uncertainty and
grounds for the conflict.
Tax system in Russia changes frequently, and the tax legislation is inconsistently applied on the
federal, regional and local levels. Due to vague legislation the Group is exposed to the risk of
material penalty fees despite the Group’s efforts to comply with the legislation, which may lead
to the increase of tax burden. The Company complies with the applicable tax legislation in full,
which, nevertheless, does not eliminate the potential risk of division of opinions with the
relevant regulatory bodies on controversial issues. At present, tax administration is relatively
inefficient, and the government may have to introduce new taxes to increase its income. Thus,
the Company may have to pay considerably higher taxes, which may negatively influence the
business of the Company. In the course of operations the Company conducts operational
monitoring of the tax legislation and enforcement of the applicable legal provisions. The
Company estimates and forecasts the extent of potential negative influence of amendments of
the tax legislation aiming efforts at minimization of such changes.
Generally, the tax risks inherent in the Company’s activity characterize most of the businesses
operating on the territory of the Russian Federation and may be regarded as national.
Risk inherent in the impossibility of foreign investors to export the return on shares
of the Company
Today, the Russian legislation on dividend payment set forth that dividends on shares
in rubles may be paid to the shareholders without limitations. Possibility of the foreign
investors to convert rubles into any freely convertible currency (FCC) depends on the
availability of such currency on the Russian exchange markets. Although there is the
market for conversion of rubles into FCC, including Moscow Interbank Currency
Exchange as well as over-the-counter markets and currency futures markets, further
development of this market remains vague.
Risks inherent in the customs control and duties
Changes of customs control and duties may entail the increase of the purchasing prices on the
imported goods, which may result in the decrease of the Group’s income.
The Company and the Group are exposed to certain risks inherent in the Customs legislation
regulating the setting of the procedure of movement of goods across the customs border of the
Russian Federation, setting and application of the customs regimes and introduction and
levying of customs payments.
The Company complies with the requirements of the customs control, processes all
documentation necessary for import transactions in time and has sufficient financial and
personnel resources to follow the regulations of the Customs legislation.
Risks inherent in the requirements of licensing of the primary activity of the company or
licensing of the right of use of objects which are limited in the turnover (including natural
resources).
The primary activity of the Company - coordination of operations of the companies of the
Group, lease of property and retail - are not subject to licensing. The companies of the Group
have the license for the retail sale of alcohol consumed not in the point of sale. If the licensing
requirements change, the Company will operate under the new requirements including re-
issuance and obtaining of the new licenses. The Company does not use the objects with the
limited presence in the turnover (including natural resources). The Company assesses risks
inherent in the the licensing requirements minimal.
RRIISSKKSS RREELLAATTEEDD TTOO TTHHEE CCOOMMPPAANNYY’’SS OOPPEERRAATTIIOONN
Risks peculiar for the Company
Risks related to the inability to extend the Company’s license for a particular type of activity
or for the use of objects limited in the turnover (including natural resources):
The core business of the Company is coordination of Group companies’ operation, the lease of
property and retail business which is not subject to licensing. The Group sells a wide range of
product assortment, and today the retail sale of alcohol is subject to licensing for all Group’s
enterprises engaged in such activity.
The Group has licenses for retail sale of alcohol consumed not at the point of sale. In case of
changes in the requirements for licensing, the Company will operate under the new
requirements, including the license re-issuance and new licenses’ obtaining.
During three years prior to the reporting period there were no breaches in the licensing
requirements in the operation of the companies of the Group which could have caused the
refusal to the license renewal.
Risks related to the possible liability of the Company for the third party’s debts including
the subsidiaries of OJSC “Magnit”:
The Issuer provided the mandate in the form of the guarantee for the purpose of obtaining of
credit by JSC “Tander” (the main operating company of the Group which controls trading
division and is the center of profit consolidation of the Group). The Issuer shall be liable to
creditors for the fulfillment by JSC “Tander” of its obligations in full, including repayment of
credit amounts, payment of interest in credit, fees and penalties. The total amount of liabilities
of the Issuer within the provided guarantee accounts for 19 650 122 945 rubles as of December
31, 2012.
At the moment the Issuer considers that JSC “Tander” is able to fulfill its obligations properly.
However, as the majority of the risks are out of the Issuer’s control, the Issuer cannot entirely
exclude their possibility in future, which may negatively affect the ability of JSC “Tander” to
fulfill its obligations properly, which may cause material adverse effects to the operation of the
Group.
Risks related to the possible customer loss the turnover of which amounts to not less than 10
percent of the total sales of products (works, services) of the Company:
The receivers of the OJSC “Magnit” services are its subsidiaries. Therefore, the operation of the
Company and the risk of loss of its main consumers are determined by the financial condition
and position of the entire Group.
Other risks related to the Company’s operation
As the Company exercise functions of the holding company of the Group the Company
significantly depends on the operations of its subsidiaries.
Risks related to the possible restriction of competition:
Russian legislation limits the activity of the bodies which occupy the dominant position on the
market. If any of the Group’s companies is declared the body occupying the dominant position,
its activity (including pricing policy) may be restricted. Such situation may have negative effect
on the economic activity of the Group and its regional expansion strategy.
Some legislation initiatives aimed at competition protection and regulation of trade activity may
have negative consequences for the Group’s business. Specifically, in accordance with the
Federal Law № 381 – FL “On the principles of state regulation of trade activity in the Russian
Federation” effective from February 1, 2010 food chains (which threshold of dominance on the
retail market within the boundaries of the region, municipal area or urban district exceeds 25%)
are prohibited from purchasing and renting additional selling space within the boundaries of
the relevant administrative-territorial entity. Agricultural consumer cooperatives and
organizations of consumer cooperation are not subject to this prohibition.
Risks related to the implementation of the long-term strategy of the Group:
One of the main components of the long-term strategy of the Group is the expansion of existing
store chain. The expansion of the chain will have the following directions: within the existing
formats and the introduction to the market of the new formats. Within geographical position
the chain will expand within the traditional framework of the Southern region as well as in the
other regions of Russia.
The strategy success will depend on a number of factors within and out of Company’s
control. These factors include:
-Ability to raise enough funds for capital investments. If the Group fails to raise enough funds
for chain expansion at the scheduled scale, the Group may have to considerably limit the scale
of expansion and take disadvantageous position versus competitors who will develop their
business activity faster, which may lead to the loss of the market share and deterioration of the
operation results;
-Ability of the operating professional team to carry out the projects on business expansion and
subsequently to manage it. The abilities of the operating management team may turn out to be
insufficient for maintenance of the operation efficiency within the conditions of dynamic
expansion. Business expansion makes it more complicated to manage the Group in terms of
operation and increases the workload upon employees. Therefore, the improvement of
operational and financial systems together with control measures and procedures will be
required. Furthermore, the systems of purchasing, logistics, information technologies,
accounting, financing, marketing and sales will need to be revised. If the Group fails to update
the management system in time, it may negatively affect the business activity, operating results
and financial position;
-Success of the Group’s regional expansion will largely depend on its ability to identify
attractive opportunities on the markets of the potential growth, on the ability to successfully
implement assortment matrix for each region and establish the purchasing system as well as on
ability to manage the operation on the new local markets. Thus, the Group may not achieve the
expected profit and/or lose the part of the funds invested in the new projects;
-Implementation of the effective marketing strategy which will provide not lower level
of the effectiveness of sales or insignificant decline of sales than the Group experienced
in the past. Due to the increase of the competition in retail sector, the effectiveness of the
Group’s marketing campaign may considerably decrease which will reduce the amount
of its customers and consequently reduce the sales turnover. The chain expansion in the
territory of one urban area may result in the cannibalization which will lead to the
reduction of the sales turnover in the average within the stores of the Group;
-The Group’s growth strategy foresees changes in the business activity model concerning the
ownership rights on the sales areas. Within the development of the operating formats the
Group will carry out the independent construction/acquisition of premises and purchase the
equipment for the stores, which will mainly affect the structure of its assets and operating
results and, therefore, the performance indicators;
-Availability of the necessary space areas and land plots for the new stores. The market
may not have the sufficient number of areas suitable for store constructions, which may
slowdown the expansion rates against the scheduled strategy and result in the loss of
the Group’s market share in favor of competitors;
-Competition level in the corresponding regions at the moment of the store openings by
the Group may prove to be extremely high for Group to penetrate, which will not allow
to achieve the required profitability level;
- Within the economic slowdown on the regional markets, geographical expansion may
turn out to be not as successful as expected by the Group, which may have negative
effect on the Company’s business and profitability.
The risk related to management members’ loss and failure to engage qualified employees in
the future:
The future success of the Group will largely depend on the ongoing cooperation with the top
management of the Group, particularly with the following managers: Vladimir Gordeychuk,
Andrey Arutyunyan, Khachatur Pombukhchan, Eduard Smetanin, Valeriy Butenko. According
to the labor contracts entered between the Group’s companies and the bodies indicated above,
they have the right to resign office by filing the notification 1 month prior to the dismissal. The
Group is not insured from the harm which can be caused to the Group by the loss (discharge) of
its leading specialists and top managers.
The Company strives to hire the most qualified and experienced personnel, and adjust its
compensation policy to the changing standards of the Russian labor market.
The loss of one or more managers or failure to attract and motivate extra highly skilled
employees required for effective management of a large-scale business may have
material negative effect on the business activity, operating results and financial position
of the Group
Risks related to the accounting and control system:
The system of the Group’s financial and management reporting currently operating is based on
the volume of operations exercised by the Group within the certain period of time. In case of
substantial business expansion of the Group, the technical level of the accounting and control
system may fail to meet the requirements of the information processing efficiency and lead to
the delays in receiving the adequate data for making tactic and strategic management decisions
and thus damage the effective operation of the Group.
The risks related to the computer network failure:
Managing and processing of operational and financial information in the Group is carried out
via electronic devices of information transmission and processing including the network of the
personal computers, access to Internet and system of financial accounting and automated
system of stock management. As a result, operational effectiveness of the Group as well as its
ability to render adequate data to adopt accurate management decisions depend on the correct
and stable work of computer and information networks.
The systems and their functioning are subject to operation failures, which may be caused by
human factor, natural disasters, blackouts, computer viruses, willful acts of vandalism and
similar factors. There is no guarantee that there will be no serious breakdowns and delays in the
future. Any blackout in computer network or system breakdowns and delays may lead to the
sudden service interruptions, failures in the stock registration system, degradation of the
customer service quality and damage to the goodwill of the Company, mistakes in the
management decisions which may result in the loss of customers, the growth of operating
expenses and financial losses.
Risks related to the operations with the large cash flows:
The specific character of the Company’s business activity and the current level of the bank
sector development in Russia provide that the substantial part of the Group’s operations is
exercised with the cash funds. Thus, the risk of insufficient payments caused by unintentional
actions of the Group’s personnel as well as by deliberate thefts and robberies increases.
Risks related to the sale of private label products:
As a way of attracting customers and strengthening the consumer loyalty for private label, the
Group plans to continue the sale of private label products. Therefore, there exists the
probability of potential customer claims to the quality of the Group’s private label products.
High product quality is of the utmost importance for the private label, and chain operators are
exposed to serious risks while promoting poor quality products under private label. Claims to
the quality or other characteristics of such products may dramatically damage the image of the
Company on the whole, the brand attractiveness for the Company customers and lead to
considerable financial losses.
Risks related to the quality of products for sale:
There is a risk related to the Group’s responsibility for the quality of products sold at
the Group’s stores as well as the risk of filing a claim due to the harm to life and health.
According to the agreements entered into with the majority of suppliers, the producer
takes the material liability for the quality of sold products, provided that the Group
observes the necessary storage conditions.
Such claims may also be addressed to the seller of the products at the discretion of a
complainant. Any similar situation may damage the Company’s image and reputation,
reduce the market share of the Group and negatively affect its financial position.
Moreover, there is a risk related to the careless attitude of the Group personnel to the
storage conditions of the products, which may lead to legal material liability of the
Group under such claims
Risks related to the protection of intellectual property:
If the Group fails to protect its rights for the intellectual property or withstand claims for the
intellectual property from the third parties, connected with the violation of their rights, the
Group may lose its rights or bear serious responsibility for damages
For execution and protection of its rights for intellectual property, the Group firstly relies on
copyright, trade marks rights, legislation on commercial secret protection, on its user policy, on
the license agreements and the restrictions on the information disclosure. Despite the above
precautionary measures, third parties may illegally copy or otherwise receive or use intellectual
property of the Group. On the whole Russia does not provide enough protection of the rights
for the intellectual property as compared to many other countries with the developed economy.
Failure of the Group to protect the rights for the intellectual property from violation and
misappropriation may negatively affect its financial position and the ability of the Group to
develop its business activity. Moreover, the Group may be involved in the legal proceedings on
protection of its rights for intellectual property or on establishing the validity and the scope of
rights of other parties. Any lawsuit may lead to substantial expenses, distraction of the
management and of the Group resources, which may negatively affect the operation and
financial position of the Group.
Conduct of premature policy on securing interests in terms of intellectual property of the
Group may seriously hinder its future business activity
The Group is on the stage of intensive development and expansion of all its business spheres.
Measures on securing the rights of the Group for certain objects of intellectual property have to
be taken on the basis of the existing plans of commercial development and go ahead of any
commercial activity. Insufficient experience of Russian companies in elaborating policy related
to the objects of intellectual property produces the whole set of risks of unfavorable effect,
including the inability of the Group to use the promoted trade marks for individual products
(services) in a number of countries, conflicts with employees, involved specialists and
organizations regarding determination of rights for jointly manufactured products and split of
the use rights on these products between the Group and other bodies.
The “Magnit” trade mark is used by other participants of the sales turnover as a component
of the company name, which may have material effect on the operation of the Group.
The Group invested substantial funds in promotion of its “Magnit” brand on the
Russian market, which is also the part of the company name for the private label
products of the Group. Due to “Magnit” brand the Group achieved great success in its
operation.
Meanwhile, the trademark “Magnet” in Latin letters in the certain classes is registered in the
name of the third party. Today, the scope of legal protection for trademarks rights for trading
organizations, provided by the Russian law, is not completely clear. A certain risk of interests’
conflict between the owners of the trademark “Magnit” (or ‘’Magnet”) definitely exists, the
Group might be forced to re-brand its stores. The expenses for such re-branding may negatively
affect the operation results of the Group.
Moreover, due to the fact that Russian legislation provides limited protection for the company
names on the market, there exist a number of other organizations using “Magnit” in their
names. Business activity of some of them has partially similar features to the operation of the
Group. The Group cannot prevent these organizations from using such names, and this may
result in negative effect of these companies’ activity on the business activity and reputation of
the Group.
Risks related to the development of a new brand:
The expansion strategy of the Group presupposes the growth of sales share of the
products under “Magnit” brand (“for “Magnit” stores”). As of December 31, 2012 this
figure amounted to 13%. However it should be noted that together with the increasing
number of hypermarkets, the sales share of “private label” represented by 613 items in
both formats may reduce as the total assortment of a hypermarket amounts 13,350
SKUs on average, while the product mix of a convenience store amounts to 3,000.
The scheduled growth may prove to be unachievable if the commercial expenses for
popularization of such brand will considerably exceed the Group’s relevant budget.
Alongside, the creation of the new brands may weaken the existing brands and require
additional investments for maintaining their market position.
Risks related to insufficiency of insurance coverage for damages arising from the
interruption of activity, damages to the Group’s property or responsibility to the
third parties:
Insurance may turn out to be ineffective.
The Group does not apply insurance for interruption of its business activity, bringing to
responsibility for products quality, fire (except for stocks and supplies) or changes in core
management, and does not enter into insurance agreements on real estate property, distribution
center, stores or stocks at the warehouses (with rare exception). Moreover, the Group does not
form special reserve or other funds to cover possible losses or settle claims with the third
parties. Thus, such events may drastically disrupt the Group’s operation, cause considerable
damage and/or require expenses which will not be compensated. All the foregoing
circumstances may have negative effect on the business activity of the Group, its financial
position and prospects.
A major accident may result in substantial property losses and incapability to restore it.
If in case of a major accident one or more objects of the Group (e.g. the headquarters in
Krasnodar, distribution center or hypermarket) are seriously damaged, the Company may not
be able to resume its activity within the established time period. The Group does not exercise
the insurance or form special funds to cover such accidents. Any such accident may have
negative effect on the Group’s business activity, its operation results, financial position and
prospects.
1177.. IINNFFOORRMMAATTIIOONN OONN TTHHEE CCOOMMPPLLIIAANNCCEE WWIITTHH TTHHEE CCOORRPPOORRAATTEE
CCOODDEE OOFF CCOONNDDUUCCTT OOFF FFFFMMSS OOFF TTHHEE RRUUSSSSIIAANN FFEEDDEERRAATTIIOONN 1177
№
Clause of the corporate code of conduct
Complied /
not complied
Note
General Shareholders’ Meeting
1.
2.
3.
4.
Notification of shareholders on holding the
general shareholders’ meeting not later than
30 days prior to the date of a meeting
irrespective of the questions of the agenda,
if otherwise
the
legislation.
is not provided by
in
the
Shareholders’ ability to study the list of
persons entitled to participate in the general
shareholders’ meeting, starting from the
date of notification on holding of the
general meeting up to the closing of the
general meeting
joint
presence, and in case if the general meeting
is held in absentee form – up to the closing
date of acceptance of the voting ballots.
Shareholders’
ability
the
is to be
information (materials) which
submitted within the preparation for the
general shareholders’ meeting via electronic
communication facilities, including Internet.
form of
study
to
extract,
Shareholder’s ability to introduce a question
to the general meeting agenda or to call the
general meeting without submitting the
the
shareholders’
register
registration of his/her share rights
is
recorded in the system of shareholders’
register, and in case if his/her rights are
registered
account
sufficiency of the custody account extract to
exercise the above rights.
custody
the
in
if
Complied
Paragraph 13.10 of the OJSC
“Magnit” Charter.
Complied
Article 24 of the Regulation on
the OJSC
“Magnit” general
shareholders’ meeting.
Paragraph 4.16 article 4 of the
Regulation on OJSC “Magnit”
information policy.
Article 22 of the Regulation on
the OJSC
“Magnit” general
shareholders’ meeting.
Paragraph 5.1.3, 5.1.4 article 5 of
the Regulation on
the OJSC
“Magnit” information policy.
Complied
Paragraph 13.11 of the OJSC
“Magnit” Charter.
Article 28 of the Regulation on
“Magnit” general
the OJSC
shareholders’ meeting.
Paragraph 5.4 article 5 of the
Regulation on OJSC “Magnit”
information policy.
Article 5 and paragraph 2, article
13 of the Regulation on the OJSC
“Magnit” general shareholders’
meeting.
Partially
complied
17 The information is disclosed according to the “Methodical recommendations on the content and form of information
disclosure in compliance with the corporate code of conduct in the annual reports of joint-stock companies”, ratified by the
FFMS of 30.04.2003 № 03-849/р.
Complied /
not complied
Complied
upon the fact
Not complied
Note
to provide
the
According to paragraph 2 article
29 of the Regulation on the OJSC
“Magnit” general shareholders’
meeting, the Company makes all
the
arrangements
general
attendance
of
the
shareholders’ meeting by
members of
the board of
directors, sole executive body,
members
auditing
committee and other bodies of
the company. They are liable for
providing qualified answers to
the questions of the meeting
participants.
-
the
of
Complied
Article 42 of the Regulation on
the OJSC
“Magnit” general
shareholders’ meeting.
Board of directors
Complied
Paragraph 14.2. of
“Magnit” Charter
the OJSC
№
Clause of the corporate code of conduct
Availability in the company Charter or
internal documents of the requirement on
the obligatory attendance of the general
CEO,
meeting
shareholders’
management board members, members of
the board of directors, members of the
auditing committee and the auditor of the
joint - stock company.
by
The obligatory attendance by the candidates
of the general shareholders meetings with
agenda items on the election of the members
of the board, CEO, management bodies,
members of the auditing committee, and
items on the appointment of the auditor of
the joint-stock company.
Availability in the internal documents of the
joint-stock company of
the registration
procedure of
the general shareholders
meeting participants.
Availability in the Charter of the joint-stock
company of the right of the board members
to annually
financial and
economic plan of the joint-stock company.
ratify
the
5.
6.
7.
8.
9.
Availability of
risk management
structure in the joint-stock company, ratified
by the board of directors.
the
Not complied
board
“Magnit”
Article 5 of the Regulation on the
OJSC
of
directors.
Paragraphs 6.6 and 6.7 of the
article 6 of the Regulation on the
Committees of the board of OJSC
“Magnit”, according to which the
assessment of efficiency and
internal control
procedures of
the
financial and
related
economic
the
of
activity
Company and arrangement of
recommendations
the
improvement of such system
refer to the competence of the
Audit Committee.
on
to
Paragraph 3.1. and 6 article 1,
paragraph 2.4., article 2 of the
Regulation on the internal control
№
Clause of the corporate code of conduct
Complied /
not complied
Note
of financial and economic activity
of OJSC “Magnit”.
Complied
Not applicable Under paragraph 14.2. of the
the
OJSC “Magnit” Charter,
election of the sole executive
body of the company refers to the
competence of the Company’s
board of directors.
Under paragraph 14.2. of the
OJSC “Magnit” Charter,
the
ratification of the agreement with
the person exercising the rights of
the company’s sole executive
body and members of collegial
the
to
executive body refers
competence
the OJSC
“Magnit” board of directors.
of
According to article 7 of the
Regulation on the committees of
the OJSC “Magnit” board of
the
directors, elaboration of
eligibility criteria of candidates
for
the positions of CEO,
members of collegial executive
the main
body, directors of
structural departments of
the
Company, and work-out of the
remuneration procedure for CEO,
Management board members and
highly qualified employees of the
Company,
the
refer
to
the HR and
competence of
Remuneration Committee.
According to paragraph 14.2. of
the OJSC “Magnit” Charter,
ratification of the agreement with
the person exercising the right of
the sole executive body and
members of collegial executive
body (Management board) of the
refers
company
the
competence
the OJSC
of
“Magnit” board of directors.
-
to
Complied
Not complied
10. Availability
in the
joint-stock company
charter of the right of the board to decide on
suspension of authority of CEO, appointed
by the general shareholders’ meeting.
11. Availability
in the
joint-stock company
charter of the right of the board to set the
requirements for the qualification and the
amount
of CEO,
management board members, directors of
the main structural departments of the joint-
stock company.
remuneration
of
12. Availability
in the
joint-stock company
charter of the right of the board to ratify the
conditions of the agreements with CEO and
management board members.
in the
internal documents of
joint-stock company
13. Availability
charter or
the
requirement that the votes of the board
and management
members,
members, are not counted in ratifying the
agreement conditions with CEO (managing
company, manager) and management board
if CEO
№
Clause of the corporate code of conduct
members.
14. Presence in the board of directors of the
joint-stock company of not less than 3
independent directors eligible for the Code
of corporate conduct.
Complied /
not complied
Complied
Complied
Complied
Complied
Complied
15. Absence in the joint-stock company board of
directors of members who were found
guilty of committing economic crimes and
crimes against the government, interests of
public service and local authorities, or
members
enforced
administrative penalty for entrepreneurial
or financial crimes, crimes related to taxes
and fees, securities market.
which
were
16. Absence in the joint-stock company board of
directors of members who are the member,
board
(manager), management
CEO
member or the employee of the legal entity
which is a competitor to the joint-stock
company.
in the
17. Availability
joint-stock company
Charter of the requirement on the election to
the board of directors by cumulative voting.
18. Availability in the internal documents of the
joint-stock company of the duty of the board
members to avoid any actions that will lead
or potentially may lead to the conflict
between their interests and interests of the
joint-stock company, and in case such a
conflict arises - the duty to disclose the
information about this conflict to the board
of directors.
Note
guilty
found
According to paragraph 1 article
33 of the Regulation on the OJSC
“Magnit” board of directors, the
board must include not less than
one independent member.
Four independent directors were
elected to the Board of directors,
they are:
1) Valery Butenko.
2) Alexander Zayonts;
3) Alexey Makhnev;
4) Aslan Shakhachemukov.
The company does not hold
information about any members
of the OJSC “Magnit” board of
directors
of
committing economic crimes and
crimes against the government,
interests of public service and
local authorities, or members
enforced
who
for
administrative
entrepreneurial
financial
crimes, crimes related to taxes
and fees, securities market.
The company does not hold
information about any OJSC
“Magnit” board of directors
members being
the members,
CEO
(manager), management
board member or the employee
of the legal entity which is a
competitor to OJSC “Magnit”.
Paragraph 14.7. of
“Magnit” Charter.
penalty
or
the OJSC
were
Article 7 and 32 of the Regulation
on the OJSC “Magnit” board of
directors.
Paragraph 7.4.10 article 7 of the
Regulation on the committees of
the OJSC “Magnit” board of
directors.
19. Availability in the internal documents of the
joint-stock company of the duty of the board
members to notify the board in writing on
the intention to make a transaction with
securities of the joint-stock company, being
Complied
Article 7 of the Regulation on the
of
OJSC
directors.
“Magnit”
board
Article 7, paragraphs 11.6-11.7
№
Clause of the corporate code of conduct
the member of this company or of its
subsidiary (dependant) companies, and to
disclose the information on the transactions
with such securities as well.
20. Availability in the internal documents of the
joint-stock company of the requirement to
hold the meetings of the board not less than
once in six weeks.
21. Holding of the joint-stock company board
meeting within
year
the
periodically but not less than once in six
weeks.
reported
22. Availability in the internal documents of the
joint-stock company of the board meetings
procedure.
Complied /
not complied
Note
article 11 of the Regulation on the
information policy of OJSC
“Magnit”.
Not complied According to paragraph 1 article
22 of the Regulation on the OJSC
“Magnit” board of directors,
board meetings are held upon
necessity but not less than once in
three months.
Not complied During 2012 the OJSC “Magnit”
board meetings were held not
less than once a month, except for
January and August, when board
meetings were not held.
The regulations on the Board of
directors of OJSC “Magnit”
Complied
23. Availability in the internal documents of the
joint-stock company of the Regulation on
the obligatory approval by the board of
company
directors of
transactions at the amount of 10 and more
percent of the assets value of the company
excluding transactions entered into on a
regular economic activity basis.
joint-stock
the
24. Availability in the internal documents of the
joint-stock company of the right of the
board of directors to get from the joint-stock
company executive bodies and directors of
the
the main
information which is essential for them to
exercise functions, and the responsibility for
failure to submit such information
structural departments
25. Presence of the board committee of strategic
planning or assignment of the functions
hereof to the other committee (except for the
audit committee and HR and remuneration
of
of
the
Not complied According to paragraph 14.2. of
the OJSC “Magnit” Charter, the
transactions
approval
interrelated
(including several
transactions)
on acquisition,
alienation, directly or indirectly,
by the company and possibility of
assets,
alienation
amounting to 5 or more percent
of the balance sheet assets of the
its subsidiaries
company and
(“the Group”), defined on the
basis of the
last consolidated
report of the Group, prepared in
IFRS,
accordance with
excluding
the
offering of the common shares of
the company and transactions in
the usual economic activity,
refers to the competence of the
board of directors.
Article 6 and 9 of the Regulation
on the OJSC “Magnit” board of
directors.
transactions on
Complied
the
Article 6 of the Regulation on the
OJSC
information
policy.
“Magnit
Not complied
The possibility of establishing the
committee is considered.
№
Clause of the corporate code of conduct
committee)
26. Presence of the board committee (audit
committee) which advises on the joint-stock
company auditor
the board, and
to
cooperates with the board and revision
committee of the joint-stock company.
27. Presence
in
committee of
the audit
independent and non-executive directors
only.
Complied /
not complied
Complied
Complied
28. Management of the audit committee is
executed by the independent director.
Complied
29. Availability in the internal documents of the
joint-stock company of the right of all the
audit committee members to access any
documents and information of the joint-
stock company, provided that the do not
disclose the confidential information.
30. Establishment of the board committee (HR
and Remuneration
committee), which
function is to set the candidates criteria for
the board members and work out the
remuneration policy of
joint-stock
company.
the
Complied
Complied
Note
Alexander
committees
The Audit Committee of the
is
board
“Magnit”
OJSC
established in the Company.
The document assigning
the
functions to the audit committee
is the Regulation on the board
committees of OJSC “Magnit”.
According to the paragraph 6.4,
article 6 of the Regulation on the
of OJSC
board
“Magnit”, the audit committee
must have
independent
an
director.
the Audit
The members of
Committee of OJSC “Magnit” are
independent directors:
1)
(independent director);
2) Alexey Makhnev (independent
director);
3) Aslan Shkhachemukov
(independent director).
According to the point 6.5 of the
article 6 of the Regulation on the
of OJSC
board
“Magnit”,
independent
director only can be in charge of
the Audit Committee.
The Chairman of the board Audit
Committee of OJSC “Magnit” is
Alexander
the
independent director.
Paragraph 4.8 of the article 4 of
the Regulation on
the board
committees of OJSC “Magnit”.
committees
the
Zayonts,
Zayonts
and
“Magnit”
Paragraphs 11.5, 11.8, 11.12 of the
article 11 of the Regulation on the
information
OJSC
policy.
HR
Remuneration
Committee of the board of OJSC
“Magnit” is established in the
Company.
the
The document assigning
functions
and
to
Remuneration committee is the
Regulation
board
on
committees of OJSC “Magnit”.
the HR
the
№
Clause of the corporate code of conduct
31. Management of the HR and Remuneration
Committee is executed by the independent
director.
Complied /
not complied
Complied
32. Absence
in the HR and Remuneration
Committee of the officials of the joint-stock
company
Complied
33. Establishment of the risks committee of the
board or assignment of the functions hereof
to the other committee (except for the audit
committee and the HR and Remuneration
committee).
Not complied
Note
the
the
and
According to the article 7.3 of the
Regulation
board
on
committees of OJSC “Magnit”
the HR and
Management of
Remuneration Committee
is
executed by
independent
director.
Alexey Makhnev (independent
director) is the Chairman of the
HR
Remuneration
Committee of the OJSC “Magnit”
board.
There are no officials of the
company
and
Remuneration Committee (except
members of
the Board of
directors).
Members of the Committee are:
1) Alexey Makhnev,
2) Valeriy Butenko,
3) Alexander Zayonts.
The committee establishment is
under consideration.
the HR
in
conflict management
34. Establishment of the board committee of
corporate
or
assignment of the functions hereof to the
other committee
the audit
committee and the HR and Remuneration
committee).
(except
for
35. Absence in the committee of the corporate
joint-stock
the
conflict management of
company officials.
36. Management of
the corporate conflict
management committee is executed by the
independent director.
37. Availability of the internal documents of the
joint-stock company ratified by the board,
which
of
the
establishment and operation of the board
committees.
procedure
provide
Not complied
The committee establishment is
under consideration.
Not complied
See clause 34
Not complied
See clause 34
Complied
The Regulation on the board
committees of OJSC “Magnit” is
ratified by the board of OJSC
“Magnit”.
38. Availability in the charter of the joint-stock
company of the procedure of the board
quorum determination, which provides the
obligatory participation of the independent
directors in the board meetings.
Not complied
-
Executive bodies
№
Clause of the corporate code of conduct
39. Presence of the collegial executive body
joint-stock
body)
the
of
(managing
company.
40. Presence
in
the
charter or
internal
documents of the joint-stock company of the
regulation on the obligatory managing body
approval of the transactions with real estate,
receipt of credit by the joint-stock company,
if the transactions herein do not refer to the
major transactions and do not relate to the
regular economic activity of the joint-stock
company.
41. Availability in the internal documents of the
joint-stock company of the coordination
procedure of operations which are outside
the framework of financial and economic
activity of the joint-stock company.
42. Absence
in
the
joint-stock
company
executive bodies of members who are the
member, CEO
(manager), management
board member or the employee of the legal
entity which is a competitor to the joint-
stock company.
in
the
penalty
joint-stock
43. Absence
administrative
crimes against
company
executive bodies of members who were
found guilty of committing economic crimes
the government,
and
local
interests of public service and
authorities, or members which were
enforced
for
entrepreneurial or financial crimes, crimes
related to taxes and fees, securities market.
If the functions of the sole executive body
are
the management
organization or the manager – compliance
of CEO and management members of the
management organization or the manager
with the requirements set to CEO and
management members of the joint-stock
company.
44. Presence
exercised
charter or
internal
documents of the joint-stock company of the
management
prohibition
to exercise
organization
similar
competing
company, and to be involved in any other
(the manager)
the
in
functions
the
the
for
by
in
Complied /
not complied
Complied
Note
OJSC “Magnit Charter
Complied
Paragraph 16.2 of the article 6 of
the Charter
Complied
Complied
Complied
The procedure of
the board
the Company
resolutions of
within its competence is provided
by the internal documents of
OJSC “Magnit” – the Charter of
the Company, the Regulation on
the board of OJSC “Magnit”.
The OJSC “Magnit” executive
bodies do not have among its
is a
members a person who
member,
(manager),
CEO
management board member or
the employee of the legal entity
which is a competitor to the joint-
stock company.
The company does not hold
information about any members
of the OJSC “Magnit” executive
bodies
of
committing economic crimes and
crimes against the government,
interests of public service and
local authorities, or members
administrative
were
penalty for entrepreneurial or
financial crimes, crimes related to
taxes and fees, securities market.
enforced
found
guilty
Not complied No management organization
(manager).
№
Clause of the corporate code of conduct
Complied /
not complied
Note
property relations with
joint-stock
company, except for providing services to
the
(the
management organization
manager).
the
45. Availability in the internal documents of the
joint-stock company of the duty of the
executive bodies to avoid any actions that
will lead or potentially may lead to the
conflict between their interests and interests
of the joint-stock company, and in case such
a conflict arises - the duty to disclose the
information about this conflict to the board
of directors.
46. Presence
in
the
charter or
internal
documents of the joint-stock company of the
selection criteria
the management
for
organization (manager).
47. Reporting by the executive bodies on their
activity to the board on a monthly basis.
48. Determination in contracts and agreements
entered into by the joint-stock company
with CEO
(management organization,
manager) and management board members
of the responsibility for breach and violation
of regulations on confidentiality and insider
information.
Complied
Paragraphs 18.1. – 18.2. of the
Charter of OJSC “Magnit”.
Article 5 of the Regulation on the
sole executive body of OJSC
“Magnit”.
Article 9 of the Regulations on
the
collegial executive body
(Management Board) of OJSC
“Magnit”.
Not complied
See clause 44
to
Not complied According to the article 69 of the
Federal Law “On the joint-stock
companies”, the executive bodies
of the joint-stock company are
the board of
accountable
directors, therefore the right of
the management board members
to get the information about the
operation and activity of the
executive bodies is essential and
does not require any special
prescription.
-
Complied
The secretary of the company
(the
secretary of
49. Presence in the joint-stock company of the
special official
the
company), whose duty is to provide the
compliance of the bodies and officials of the
joint-stock company with the procedural
requirements which ensure the exercise of
rights and legal interests of the joint-stock
company.
50. Availability
internal
documents of the joint-stock company of the
the charter or
in
Not complied
-
Not complied
-
№
Clause of the corporate code of conduct
procedure of appointment (election) of the
company’s secretary and assignment duties
to the secretary of the company.
51. Availability in the charter of the joint-stock
company of
the
candidates for the secretary position of the
company.
the requirements
to
Complied /
not complied
Note
Not complied
-
Substantial corporate actions
52. Presence
in
the
charter or
internal
documents of the joint-stock company of the
requirement on major transactions approval
before its settlement.
53. The
obligatory
the
independent appraiser for the assessment of
the subject of the major transaction.
involvement
of
the
share
stake of
54. Presence in the charter of the joint-stock
company of the prohibition on any actions
within the acquisitions (mergers) of the
major
joint-stock
company, aimed at the interests protection
of the executive bodies (members of such
joint-stock
bodies) and members of the
and
company
board
deteriorating
the
shareholders as compared to the present
(particularly, prohibition on the decision of
issue additional shares,
the board
securities
shares or
securities providing the right for acquisition
of company’s shares, before the end of the
presumptive date of shares acquisition,
even if the right to make such a decision is
provided by the Charter).
directors,
of
convertible
position
into
the
of
to
Not complied
-
Not complied
-
Since 01.07.2006
the prohibition on
realization of any
of such actions by
the company
management
authorities is
determined by the
article 84.6 of the
Federal Law “On
joint-stock
companies”,
which makes the
inclusion of such
regulations in the
Charter
unreasonable.
of
of
the offering by
the
According to the article 84.6 of
the Federal Law “On joint-stock
companies”, after receipt by the
open company of optional or
obligatory offer, the decisions on
the following issues are taken
only by the general shareholders’
meeting of the open company:
- increase of the charter capital of
the open company through the
offering of the additional shares
within the limits of number and
categories
the
(types)
announced shares;
the open
-
company
securities,
convertible into shares, including
the options of the open company;
- approval of the transaction or
several interrelated transactions
on acquisition, alienation or
possibility of alienation by the
open company of assets, directly
or indirectly, with the value of 10
or more percents of the balance
sheet value of the open company,
determined on the basis of its
accounting report for the last
if only such
reporting date,
transactions are not made in the
process of the ordinary economic
activity of the open company or
were not made before the open
company receives optional or
obligatory offer, and if the open
company receives the optional or
№
Clause of the corporate code of conduct
Complied /
not complied
Note
acquisition by
obligatory offer to acquire the
publicly traded securities, prior
to the information disclosure on
the delivery of the corresponding
offer to the open company;
- approval of the related party
transactions;
-
the open
company of the allocated shares
in cases provided by the present
Federal Law;
- increase of the remuneration to
the persons
the
positions
the management
in
bodies of the open company,
determination of conditions of
their authorities,
cessation of
including
of
increase of the compensations
paid out to these persons in case
of cessation of their authorities.
-
determination
occupying
Not complied
Complied
Paragraph 8.7 of the Charter of
OJSC “Magnit”.
Not complied
-
55. Availability in the charter of the joint-stock
company of the requirement on obligatory
involvement of the independent appraiser
for the assessment of the current market
price of the shares and possible changes of
their market price in the result of a merger.
56. Absence in the joint-stock company charter
of the acquirer’s release from the obligation
the
to offer
ordinary shares of the company, owned by
them, (securities convertible into ordinary
shares) within a merger.
the shareholders selling
57. Presence in the joint-stock company charter
or internal documents of the requirement on
obligatory involvement of the independent
appraiser for the assessment of shares’
conversion ratio within reorganization.
Information disclosure
58. Availability of
the
internal document
ratified by the board of directors, stipulating
the rules and approaches of the joint-stock
company
disclosure
(Regulations on information policy).
information
to
Complied
59. Availability in the internal documents of the
joint-stock company of the requirement to
information on the shares
disclose the
Not complied
is
on
Regulation
ratified by
the
The
information policy of OJSC
“Magnit”
the
resolution of
the board of
directors of OJSC “Magnit” on
September 6, 2012, minutes of
meeting w/o N of September 6,
2012.
Information disclosure is carried
the
in accordance with
out
actual
of
requirements
the
№
Clause of the corporate code of conduct
offering, on persons who intend to acquire
the offered shares, including the major share
stake, and on whether the senior officials of
the joint-stock company will take part in
acquisition of the shares offered by the
company.
Complied /
not complied
Note
legislation of Russian Federation.
Complied
Paragraph 13.11 of the Charter of
OJSC “Magnit”.
60. Availability
of
list
the
joint-stock company
in the
internal documents
of
information, documents and materials
the
should be provided
which
the
shareholders
questions
general
submitted
shareholders’ meeting.
to
for consideration of
to
the
Articles 26-28 of the Regulation
on
the general shareholders’
meeting of OJSC “Magnit”.
Paragraphs 5.4 article 5 of
Regulation on the OJSC “Magnit”
information policy.
The Company’s website on the
Internet:
http://www.magnit-
info.ru.
Beginning September 1, 2012 the
Company uses for information
disclosure the following internet
page rendered by the information
provider:
disclosure
http://www.e-
disclosure.ru/portal/company.asp
x?id=7671.
Information disclosure is carried
the
in accordance with
out
requirements
actual
of
legislation of Russian Federation.
the
61. Availability of the website of the joint-stock
company and regular disclosure of the
information about the joint-stock company
on its website.
Complied
Not complied
62. Availability in the internal documents of the
joint-stock company of the requirement to
disclose information about the transactions
of the joint-stock company with persons
referred to the top officials of the joint-stock
company by
, and about
the charter
transactions of joint-stock company with
organizations in which 20 or more percents
of the charter capital of the joint-stock
company directly or indirectly are owned
by
joint-stock
company, or organizations, which can be
otherwise considerably influenced by the
persons hereof.
top officials of
the
the
63. Availability in the internal documents of the
joint-stock company of the requirement to
disclose
the
transactions which may affect the market
joint-stock
value of the shares of the
company
information about all
the
Complied
Information disclosure is carried
the
in accordance with
out
requirements
actual
of
legislation of Russian Federation
the
Point 3.3 of the article 3, point 4.8
of the article 4 of the Regulations
on the information policy of OJSC
№
Clause of the corporate code of conduct
Complied /
not complied
Note
“Magnit”.
64. Availability of
the
internal document
ratified by the board of directors on the use
of material information on the activity of the
joint-stock company, shares and other
securities of the company and transactions
with them, which is not public and the
disclosure of which can considerably affect
the market value of shares and other
securities of the joint-stock company.
Complied
on
Regulation
(is ratified by
The
the
information policy of OJSC
“Magnit”
the
the board of
resolution of
directors of OJSC “Magnit” on
September 6, 2012, minutes of
meeting w/o N of September 6,
2012.
Control over financial and economic activity
65. Availability of procedures of the internal
control over the financial and economic
activity of the joint-stock company, ratified
by the board of directors.
Complied
Complied
Complied
Complied
66. Presence of a special department of the
joint-stock
the
company
compliance with the procedures of the
internal control (supervision and auditing
department)
regulating
67. Availability in the internal documents of the
joint-stock company of the requirement for
the board to determine the structure and
members of supervision and auditing
department of the joint-stock company
68. Absence
in
the revision and auditing
department of members who were found
guilty of committing economic crimes and
crimes against the government, interests of
public service and local authorities, or
enforced
members
administrative penalty for entrepreneurial
or financial crimes, crimes related to taxes
and fees, securities market
which
were
is
ratified by
Regulation on the internal control
over
financial and economic
activity of OJSC “Magnit” as
the
amended
resolution of the OJSC “Magnit”
board of directors on July 15,
2010, minutes w/o N as of July 15,
2010.
Internal audit department
is
established in the Company. The
document assigning the functions
to the service – Regulation on the
internal control over financial
and any economic activity of
OJSC “Magnit”.
Paragraph 3 of the article 3 of the
Regulation on the internal control
financial and economic
over
activity of OJSC “Magnit”.
The company does not hold
information about any members
of the OJSC “Magnit” revision
and auditing department found
guilty of committing economic
crimes and crimes against the
government, interests of public
service and local authorities, or
enforced
were
members
for
administrative
entrepreneurial
financial
crimes, crimes related to taxes
and fees, securities market.
penalty
or
Complied /
not complied
Complied
-
Note
№
Clause of the corporate code of conduct
69. Absence
in
the revision and auditing
department of members who are
the
member of the executive body of the joint-
stock company or who are the members,
CEO (manager), management member or
the employee of the legal entity which is a
competitor to the joint-stock company.
Not complied
-
70. Availability in the internal documents of the
joint-stock
the date of
company of
submitting the documents and materials for
assessment of the realized financial and
economic activity
the revision and
to
auditing department, and responsibility of
the officials and employees of the joint-stock
company for not submitting them in time.
71. Availability
in the
joint-stock company
internal documents of the obligation of the
revision and auditing department to inform
the audit committee of
the detected
breaches, and in case of absence of the audit
committee – to inform the board of directors
of the joint-stock company.
Complied
Paragraph 4.9 article 3 of the
Regulation on the internal control
over
financial and economic
activity of OJSC “Magnit”.
Not complied
-
72. Presence in the internal documents of the
joint-stock company of the requirement on
preliminary assessment by the revision and
auditing department of operations not
provided by the economic and financial
plan of the joint-stock company (irregular
operations).
73. Availability
in the
joint-stock company
approval
internal documents of
procedure for irregular operation with the
board.
the
74. Availability of
the
internal document
ratified by the board, which determines the
procedure of the revision commission’s
inspection of the financial and economic
activity of the joint-stock company.
Not complied
-
Complied
on
the
Regulation
revision
commission of OJSC “Magnit” is
ratified by the annual general
shareholders’ meeting of OJSC
“Magnit” on
June 24, 2010,
minutes of meeting w/o N of
June 28, 2010.
75. The assessment by the audit committee of
its
the
before
the shareholders at
auditors’
the
submission
to
general shareholders’ meeting.
conclusion
Complied
Paragraph 6.7. article 6 of the
Regulation on the committees of
the board of OJSC “Magnit”.
Dividends
№
Clause of the corporate code of conduct
76. Availability of
the
internal document
ratified by the board of directors, which
regulates
in adoption of
the board
the amount of
recommendations on
dividends (Regulations on dividend policy).
77. Availability in the Regulation on dividend
policy of the procedure of determination of
the minimum share of net profit of the joint-
stock company for dividend payment, and
conditions under which the dividends on
privileged shares are not paid out or paid
out partially, the dividend amount on
which is set in the charter of the joint-stock
company.
it
in
to
78. Release of the information on dividend
joint-stock company and
policy of the
the periodical,
amendments
provided by the charter of the joint-stock
company for release of the announcements
on holding of the general shareholders’
above
meeting
the
information on the
joint-stock company
website.
and placing of
Complied /
not complied
Complied
Complied
Complied
Note
the dividend
Regulation on
policy of OJSC “Magnit”
is
ratified by the resolution of the
board of OJSC “Magnit” on
September 6, 2012, minutes w/o
N as of September 6, 2012.
Paragraphs 2.4 and 2.5 of the
article 2 of the Regulation on
dividend
of OJSC
policy
“Magnit”.
There are no privileged shares in
the Company.
The Regulation on dividend
policy of OJSC “Magnit”
is
posted on the OJSC “Magnit”
website
(http://www.magnit-
info.ru), and on the internet page
information
rendered by
the
provider
disclosure
(http://www.e-
disclosure.ru/portal/company.asp
x?id=7671).
1188.. IINNFFOORRMMAATTIIOONN OONN TTHHEE AAUUDDIITTOORR AANNDD TTHHEE CCOONNSSUULLTTAANNTT OOFF TTHHEE
CCOOMMPPAANNYY
Under the resolution of the annual general shareholders’ meeting of May 28, 2012
(minutes of 28.05.2012) the auditing firm LLC AF “Faber Lex” was appointed as the Company
auditor for RAS for the year 2012.
Among the factors which were taken into account to choose the auditing firm are
duration, the cost of auditing services, the number of employees and their qualification.
Information on the auditor of the Company which conducted the audit on the
statements of the Company for the year 2012 in accordance with the Russian Accounting
Standards:
The auditor of the Company in 2012 was Limited Liability Company Auditing firm
“Faber Lex” (LLC AF “Faber Lex”), address: 144/2 Krasnykh Partizan street, Krasnodar, Russian
Federation.
LLC AF “Faber Lex” is the member of the Moscow Chamber of Auditors according and was
included in the register of auditors and audit firms of self-regulatory organization of auditors
on December 23, 2009 under the principal registration number 10203002910.
Telephone number: +7 (861) 220-03-20, 221-41-42, 226-41-41, 226-45-22, 226-38-15, 226-44-
54.
Information on the auditor of the Company which conducted the audit on the
statements of the Company for the year 2012 in accorddance with the IFRS:
2012 statements in accordance with the International Financial Reporting Standards
were audited by “Ernst&Young” Limited liability Company (Ernst&Young LLC); address:
building 1, 77, Sadovnicheskaya naberezhnaya, Moscow, 115035, Russian Federation.
Ernst&Young LLC is the member of the Russian Chamber of Auditors in accordance with
the the Decision of the Board of the Noncommercial partnership of the Russian Chamber of
Auditors as of December 28, 2009, certificate number 3028 of December 21, 2009, Principal
Register Applicant Number 10201017420.
Telephone number: +7 (495) 755-97-00
Information on the financial consultant of the Company on the securities
market, which signed the securities prospectus registered on 06.03.2006:
Full name of organization
Short name of organization
Open Joint-Stock Company «Federal Fund
Corporation»
OJSC «FFC»
Address
25 Ostozhenka str., Moscow, Russia
Phone number (including city code)
+7 (495) 737-86-30
Fax number (including city code)
+7 (495) 737-86-32
Website of the financial consultant to disclose
the information about the Issuer according to
the requirements of the Regulation on the
information disclosure by the issuer of
securities, approved by FFMS
The number of license of the professional on
the securities market
Date of issue
Period of validity
Issuing authority
www.fscorp.ru
License of the professional participant of
the securities market for brokerage activity
№ 077-06174-100000, License of the
professional participant of the securities
market for dealer activity № 077-06178-
010000
August 29, 2003
Without restriction on the period of validity
Federal Financial Markets Service
Services provided by the financial consultant:
- Preparation of the draft prospectus according to the information provided by the
Company;
-
Signing of the prospectus approved by the Company, after adequate verification
based on all the documents provided by the Company, according to the written inquiries of the
Financial consultant and receipt of the proper written certifications of the Company on
reliability, adequacy and completeness of the information contained in the above indicated
document and to be included in the prospectus, except for the part, verified by the auditor
and/or appraiser;
- Expertise of the documents filed to the registration authority for the prospectus
registration;
-
Signing of documentation, which might be required from the Company for
organization of stock trading with the trade organizers;
- Advice services on securities issue, including information disclosure on the
securities market according to the requirements of the legislation.
1199.. IINNFFOORRMMAATTIIOONN OONN VVOOLLUUMMEESS OOFF TTHHEE UUTTIILLIIZZEEDD EENNEERRGGYY RREESSOOUURRCCEESS
DDUURRIINNGG 22001122
Type of energy resources
Utilization
volume terms
capacity
in
Utilization capacity in money
terms, thousand rubles
Electrical energy
Thermal energy
Gas
2,727,133 kW
708.9 Gcal
17,720.8 thousand cubic
meters
11,835.8
716
103.1
AANNNNEEXX TTOO 22001122 AANNNNUUAALL RREEPPOORRTT OOFF OOJJSSCC ““MMAAGGNNIITT””
ANNEX № 1: Consolidated financial statements of OJSC “Magnit” for the
year ended on December 31, 2012.
ANNEX № 2: Consolidated financial statements of OJSC "Magnit" for the
year 2012 prepared in accordance with the Federal law N 208-FZ "On
consolidated financial statements".
ANNEX № 3: Accounting report of JSC “Tander” for the year 2012
prepared in accordance with RAS:
Auditor’s report of “Faber Leks” Audit Limited Liability Company of the annual
accounting report of JSC “Tander” for the financial year 2012
Accounting reports of JSC “Tander” for the year 2012
Explanations to the balance sheet and profit and loss statement of JSC "Tander" for
the year 2012
ANNEX № 4: Accounting report of OJSC “Magnit” for the year 2012
prepared in accordance with RAS:
Auditor’s report of “Faber Leks” Audit Limited Liability Company of the annual
accounting report of OJSC “Magnit” for the financial year 2012
Accounting reports of CJSC “Magnit” for the year 2012
Explanations to the balance sheet and profit and loss statement of OJSC "Magnit" for
the year 2012