Annual Report JSC E4 Group, 2011
Transcription
Annual Report JSC E4 Group, 2011
Public Joint-Stock Company E4 Group Annual report 2011 ANNUAL REPORT of Public Joint-Stock Company «E4 Group» 2011 Approved by resolution of the sole shareholder of JSC «E4 Group» №41 dated June 29, 2012. Preliminarily approved by a resolution of the Board of directors of JSC «E4 Group» dated May 30, 2012. (Minutes No. 148) E4 Group is a full-cycle engineering company affiliated with RU-COM business group. E4 Group offers modern engineering solutions for the power engineering, mining and smelting, chemical, oil and gas and other industries as well as housing and community sector and infrastructure development. The company was established in 2006 and consolidated together leading Russian and foreign power and industrial companies. The main strategic goals of the Company is to increase the share on the power engineering market up to 25%, improve quality of the services provided, ensure and comply with the staff qualification highest standards. Mission of the Company Efficient electric power generation, provision of high-quality services to consumers and assistance to Russian power industry development. Besides, E4 Group promotes for social and economic development in the areas it works in and ensures sound use of natural resources. What we do E4 Group performs complex turn-key works as well as separate kinds of engineering tasks, such as: Energy auditing Design Development of feasibility study investment projects Equipment production and supply and Construction Installation Commissioning Servicing Key projects of the Company • Turn-key construction of the Nyaganskaya GRES 3х418 MW CCPP; • Turn-key construction of the Krasnodarskaya TPP 410 MW CCPP; • Turn-key construction of the Kursk North-West district boiler-house 115 MW CCPP; • Construction of the Serovskaya GRES 420 MW CCPP; • Construction of the Cherepovetskaya GRES 420 MW CCPP; • Construction of the Astrakhanskaya GRES 110 MW CCPP (Astrakhan-1 site); • Expansion of the Astrakhan Central boiler-house with construction of 120 MW CCPP and 115 MW CCPP (Astrakhan-2 site); • Modernization of spent fuel pool and construction of spent fuel dry storage facility in Zheleznogorsk (Krasnoyarsky Region); • Participation in construction of New Safe Confinement (NSC) under Chernobylskaya NPP; • Performance of feasibility study, main and basic projects as well as works related to design stage of the first Vietnam NPP; • Reconstruction of the Zhodinskaya TPP boiler house №3 in Borisov involving CCPP construction; • Reconstruction of the Izhevskaya TPP-1 involving 230 MW CCPP construction • Renewal of the Apatitskaya TPP and construction of heating main to Kirovsk with CHS installation. General Director V.V. Kalinin Chief Accountant N.A. Gorchukova TABLE OF CONTENTS SECTION 1. MESSAGE FROM THE MANAGEMENT OF THE COMPANY………………………..……………..……...…6 Message from the Chairman of the Board of Directors ..................................................................6 Message from the General Director..............................................................................................7 Key financial and economic indicators...........................................................................................8 Events calendar………………….......................................................................................................9 SECTION 2. COMPANY HISTORY……………………………………………………..…………………………………………….11 SECTION 3. THE COMPANY’S INDUSTRY POSITION…………………………..…..……………………………………….14 3.1. Industry ............................................................................................................................14 3.2. Geography.........................................................................................................................15 3.3. Competition.......................................................................................................................15 SECTION 4. PRIORITY ACTIVITY GOALS AND DEVELOPMENT PROSPECTS OF THE COMPANY AND E4 GROUP COMPANIES…………………………………………………………………..……………….……..…………..…………….19 4.1. Company’s priority activity directions in the accounting and current years………………………......19 4.2. E4 Group priority activity directions in the accounting and current years.................................20 4.3. Development prospects for the Company and E4 Group enterprises.......................................21 SECTION 5. KEY PERFORMANCE INDICATORS…………………..………………………………………………………..….24 5.1. Company’s key projects in 2011..........................................................................................25 5.2. Main financial and economic indicators of E4 GROUP companies...........................................35 5.3. Large projects implemented by E4 GROUP companies in 2011...............................................40 5.4. Brief description of JSC E4 GROUP fixed assets condition and cost……………………….................44 5.5. Fixed assets of JSC E4 GROUP companies……………………………..............................................45 SECTION 6. KEY INDICATORS OF COMPANY ACCOUNTING AND FINANCIAL REPORTING …………………47 6.1. Assessment of Company activity results and financial status..................................................47 6.2. Analysis of Company financial status....................................................................................48 6.3. Analysis of Company business results dynamics....................................................................50 6.4. Main financial factors..........................................................................................................51 6.5. Dynamics of the Company's net assets for the last three completed financial years, including the reporting year..................................................................................................................................52 SECTION 7. INVESTMENTS ………………………………………………..…………………………………………………….….54 7.1. Company investments, including the ones forwarded for reconstruction, technical upgrade and acquisition of fixed assets……………………………………………………………………………...................................54 7.2. Investment activity of E4 Group companies for the period from 2009 to 2011……………………...57 7.3. Investment plans...............................................................................................................57 SECTION 8. PROCUREMENT ACTIVITIES .………………………………………………………………………………..…….60 SECTION 9. CORPORATE GOVERNANCE.……………………………………………………………………………….……….64 9.1. Principles of Company corporate governance........................................................................64 9.2. Development of Company corporate governance..................................................................66 9.3. Information about the management and control bodies of the Company................................66 9.3.1. Sole shareholder.......................................................................................................67 9.3.2. Board of Directors....................................................................................................67 9.3.3. The Management.....................................................................................................72 9.3.4. General Director.......................................................................................................78 9.3.5. Audit Committee.......................................................................................................79 9.3.6. Financial Controller...................................................................................................80 3 9.4. Remunerations and compensations to the members of the management and control bodies of the Company…………………………………………….…………………………………………………………….……………….....80 9.5. Corporate Secretary of the Company...................................................................................81 9.6. Auditor of the Company......................................................................................................82 9.7. Securities of the Company...................................................................................................82 9.8. Dividend History.................................................................................................................83 9.9. Participation of JSC E4 Group in other organizations.............................................................83 SECTION 10. HR- AND SOCIAL POLICY.………………………………………………………………………….……..………85 10.1. Primary principles of HR- policy in the Company.................................................................85 10.2. Personnel development tasks for the reporting period and measures taken………………………..85 10.2.1. Personnel training and development in the Company……………………………………….…….85 10.2.2. Training of Customer’s personnel.............................................................................87 10.2.3. Work with young specialists.....................................................................................87 10.3. Employees structure by categories, salary and labour efficiency...........................................88 10.4. Social policy …………………………………………………………………………………………………………………90 10.5. Work safety.....................................................................................................................91 SECTION 11. DEVELOPMENT OF THE QUALITY MANAGEMENT SYSTEM.……………………………….………….93 11.1. Measures in relation to improvement of the QMS in 2011....................................................93 11.2. Assessment of the Company QMS performance in 2011…………………………………………………...96 11.3. Actions in relation to development of the QMS for 2012…………………………………...................96 SECTION 12. INNOVATIONS AND MODERNIZATION.…………………………………………….………….…………….99 12.1. Targets of E4 Group in the sphere of innovations and modernization………………………….........99 12.2. Areas of activities of Е4 Group in the sphere of innovations and modernization …………..……100 12.3. Modern methods of design and management applied and implemented by E4 Group ……....104 12.4. Company’s policy in IT-technologies field …………..............................................................107 SECTION 13. ENERGY SAVING AND POWER EFFICIENCY.……………………………………………..…….…………109 SECTION 14. RISK MANAGEMENT.………………………………………….……………………………………..….…………113 14.1. Risk Management Policy..................................................................................................113 14.2. Risk groups…………………………………………………………………………………….…………………………..115 CONTACT DETAILS………………………………………………………………………………………………….………………...118 4 1 5 SECTION 1. MESSAGE FROM THE MANAGEMENT OF THE COMPANY Dear colleagues! In year 2011 E4 Group showed high business results and today it is one of the Russian and CIS power construction leaders being the largest Russian engineering company ready to implement turn-key projects. At present the Russian economy is in a serious need of highly efficient energy complex and E4 Group is the one to apply complete and consequent approach to construction of new facilities and to management of the existing infrastructure. Due to collaboration of the company employees and partners, the largest power facilities were put in operation in 2011 in which E4 Group was a general contractor. The implemented projects are highly evaluated by the customers, state representatives and expert community. The Board of Directors played a significant role in the company financial and operating activities. JSC «E4 Group» Board is highly qualified whereby participation of the directors in the Company life allows performing effective risk management and improving permanently business activities. 37 Board meeting have been arranged in 2011 where the crucial issues related to financial deals, HR policy as well as internal documentation adoption have been resolved. Alexey Lavrov Due to efficient effective development strategy and stepChairman of the Board of Directors, by-step implementation of objectives in 2011, the Holding JSC «E4 Group» managed to reinforce its leading position on the market and increase considerably the order portfolio. At present the following largest Russian and foreign companies are among the E4 Group customers: Lukoil, Fortum, Quadra, KESHolding, GK Rosatom, Gazpromenergoholding, EVN (VietNam Electricity), RUP Minenergo and others. The trust that potential customers demonstrate towards the Company allowed concluding new EPC-contracts in 2011. Moreover, we extend our presence at the CIS market, e.g., the Zhodinskaya TPP project (Republic of Belarus) where the Company executes a set of works on construction of a new CCPP during the reconstruction of the existing TPP. In 2011 the Company also entered the market of SouthEast Asia; at the end of 2011 we got down to implementing the project on construction of the first NPP in Vietnam - Ninh-Thuan 1. The Holding international cooperation with partner companies in terms of, primarily, power efficiency and high-tech is growing dynamically. During the Sochi investment forum in September, 2011 RU-COM, E4 Group and DEA (Danish Energy Agency) signed an agreement on establishment of an open strategic alliance for promotion of power service contracts to the Russian regions together with Danish companies. Among the factors E4 Group thinks key ones for successful development is constant improvement of power efficiency of industrial operation what is an integral part of business and an input to the society stable development. I am sure we will continue with the positive dynamics of year 2011 while consistent and planned fulfillment of JSC «E4 Group» tasks will allow us in the near future stepping up steadily. Chairman of the Board of Directors of JSC «E4 Group» A.A. Lavrov 6 Dear colleagues! 2011 was the year of the Company leading market position growth, of further potential development and upgrade of efficiency of all the operating and business activity procedures. During this year we designed and implemented the state-of-the-art process solutions in various Russian regions considering whereby the territorial peculiarities and observing strictly all environmental standards. Under general contract activity we have finished implementation of the largest projects that are strategically important for the power industry and infrastructure development: - construction of new 110 MW CCPP at Astrakhanskaya GRES has been completed; - new 115 MW CCPP construction project at Kursk North-West boiler house has been executed; - 410 MW CCPP of Krasnodarskaya TPP, the largest power plant in the Kuban, has been solemnly started-up; - the first stage of the unique spent fuel storage facility (SFSF) in Zheleznogorsk has been commissioned. - exploration works’ commencement ceremony at the first NPP construction site in Vietnam has been conducted. E4 Group is continuing to build three 418 MW CC power units of the Nyaganskaya GRES in the Khanty-Mansiysk Autonomous District, implement the project on expansion of the Tsentralnaya boiler house in Astrakhan involving construction of 120 MW and 115 MW CCPP. Year 2011 renewed development of such construction projects as the Cherepovetskaya GRES 420 MW CCPP and Serovskaya GRES 420 MW CCPP. In 2011 we exceeded target earning yields in all key assets whereby the Holding financial and market stability has been Vladimir Kalinin confirmed by the business geography expansion and considerable increase of the order portfolio. General Director of JSC «E4 Group», May 11, 2011- present Highly professional work of the company employees in 2011 time contributed to JSC E4 Group winning a number of large-scale tenders among which the «Reconstruction of the Zhodinskaya TPP boiler house no.3 (RK-3) in Borisov involving 65 MW construction» project shall be specially mentioned. E4 Group will perform a complete facility construction including equipment supply, testing, design, installation, commissioning and putting in operation. The company management has decided to establish the JSC E4 Group representative office in Minsk (Republic of Belarus) for prompt resolution of the issues concerned with the project implementation. The office will be in charge of the activity arrangement management and project strategic management as well as of cooperation with RUP Minskenergo and control of construction performance. Business social responsiveness issues are also the focus of attention of the JSC E4 Group management. In 2011 the Holding has implemented a number of socially important projects including completion of nine houses under the program of resettlement from slum and hazardous dwelling, commissioning of houses for the GPW veterans; the largest Perinatal center construction in Blagoveshchensk, the Amur region, has been completed. Besides, the Holding pays attention to ensuring high-quality living conditions for its employees, improvement of labor conditions and development of social infrastructure in the operation areas. I would like to express my special gratitude to all the E4 Group staff for their professionalism, high commitment and endurance. Year 2011 has marked a new stage of the Company development. E4 Group has worthily overcome the 5-year boundary having proved whereby that a young, fast growing Company is able to implement the most complicated projects. We are looking to the future confidently and going on to move ahead. General Director V.V. Kalinin 7 KEY FINANCIAL AND ECONOMIC INDICATORS Planned 2011 Sales revenue (mln.rub.) Actual 2011 deviation 19 949 19 097 -852 EBITDA (mln.rub.) 447 1 170 722 Net profit (mln.rub.) 100 680 580 Current liquidity ratio 1,67 2,18 0,51 Average weighted profitability of contracts, % 12,5 19,7 7,2 8 EVENTS CALENDAR QUARTER I E4 Group has completed construction of the new airport terminal in Blagoveshchensk. Sberbank of Russia opened a revolving credit line of 500 million rubles to E4 Group and provided bank guarantees exceeding 5 billion rubles. Integration test of the «TORNADO-N» SHS for the Krasnodarskaya TPP 410 MW CCPP DCS was performed successfully. E4 Group received a new patent for invention №2411438 «The way to clean the boiler heating surfaces from ash and slag deposits». QUARTER II E4 Group completed construction of a new 110 MW CCPP at Astrakhanskaya GRES for JSC YGK TGK-8 (Lukoil). The Serovskaya GRES 420 MW CCPP project obtained the Glavgosexpertiza conclusion. E4 Group and LOGSTOR signed an agreement on cooperation in energy saving field and power efficiency increase in power distribution and consumption. E4 Group has constructed a new 115 MW CCPP in Kursk for JSC Quadra (ONEXIM Group). E4 Group conducted a presentation of «Novosibirsk heating circuits up to year 2030». QUARTER III E4 Group is going on the works at Novovoronezhskaya AES-2. E4 Group launched the project of “Student construction teams». E4 Group obtained the Glavgosexpertiza conclusion for construction of the Cherepovetskaya GRES 420 MW CCPP. E4 Group launched 3 projects under the program of «Lean production». The Blagoveshchensk regional perinatal center was constructed. RU-COM group, E4 group and Danish Energy Agency (DEA) пsigned an Agreement on establishment of an open strategic alliance for promotion of power service contracts to the Russian regions together with Danish companies. QUARTER IV E4 Group completed construction of the Krasnodarskaya TPP 410 MW CCPP ordered by JSC YGK TGK-8 (Lukoil). E4 Group will perform turn-key construction of the heating line from Apatitskaya TPP to Kirovsk involving building of the CHS. Nyaganskaya GRES gas received gas supply. E4 Group concluded an EPC contract for the «Reconstruction of the Zhodinskaya TPP boiler house no.3 (RK-3) in Borisov involving 65 MW construction» project ordered by RUP Minskenergo». E4 Group gets down to constructing the first nuclear power plant in Vietnam- Ninh Thuan 1. QUARTER I, 2012 E4 Group built the first stage of the unique spent fuel storage facility (SFSF) in Zheleznogorsk. E4 Group concluded an EPC contract for the Izhevskaya TPP reconstruction involving CCPP construction ordered by JSC KES. 9 2 10 SECTION 2. COMPANY HISTORY JSC E4 Group is the largest Russian engineering company forming a part of the RU-COM business group. The Group comprises the best industry enterprises, representative offices in Belarus and Vietnam are established. The Group production assets are located in all the constituent entities of the Russian Federation, the personnel number is almost 18 thousand people. Gained competencies, qualified staff, collaboration with leading world power companies, growing innovation development guarantee high-quality turn-key construction of power facilities on the highest global level. The company offers modern solutions in main country industries such as heat and nuclear power industry, housing and public utilities, industrial infrastructure construction, etc. 1924: incorporation of the Moscow division of the state joint-stock company Teplo i Sila (Heat and Power) that lead to formation of company Centroenergomontazh (now JSC E4-Centrenergomontazh). 1927: as part of the implementation of the State Committee of Electrification of Russia (GOERLO)'s plan a Scientific and Production Association for Research and Design of Power Equipment in the name of I.I. Polzunov (NPO TsKTI im. Polzunova) was incorporated (later it became a part of E4 Group) on the initiative of leading scientists of our country A. F. Ioffe, M.V. Kirpichev, M.A. Shatelen, V.N. Shreter, for the purposes of scientific and technical equipment of domestic power machinery and energy industries. 1941–1945: during the Great Patriotic War employees of Centroenergomontazh (TsEm) assembled and commissioned 89 turbo devices with a total capacity of 801 thousand KW. 1954: employees of TsEm participated in the assembly and commissioning of the first ever NPP in Obninsk. 1955 – 2005: enterprises that later would form the E4 Group companies carried out works on the territory of the Soviet Union and also participated in construction of power and industrial facilities in Iraq, Bangladesh, Finland, Pakistan, Iran, Morocco, Syria, Bulgaria, India, China, Romania. In total, with participation of such enterprises, power-producing facilities with aggregate capacity of more than 29GW were constructed. 2006: incorporation of JSC E4 Group. The JSC E4 Group design institute became the only Russian company mentioned in the rating of TOP-200 project organisations of the world, organised by international magazine ENR. 2006 – 2008: consolidation within E4 Group of the best Russian and foreign enterprises of power and industrial engineering: JSC Centrenergomontazh, JSC NPO CKTI, JSC KIEP, JSC Siberian ENTTs, JSC SibCOTES, JSC Dalenergomontazh, JSC Bureyagesstroy, JSC Information Technology and Communication, JSC Modular Systems Tornado and a range of other enterprises. 2006 – 2007: gain of the Company order portfolio participation in tenders for construction of “turn-key” power plants, construction of industrial facilities. 2007 – 2008: signing of the largest power plant construction projects with the leading Russian and international customers (JSC LUKOIL, JSC ONEXIM, JSC Fortum). 2008 Commissioning of the first facilities of E4 Group (plant Listvyanskaya-2, Yaroslavskaya TPP-2 and other). E4 Group and Siemens, with Chairman of the Board of Siemens AG Peter Lesher participating, signed a letter of intent governing the further cooperation of E4 Group and Siemens. E4 Group becomes the single private company to obtain the GK Rosatom order for for the construction of “dry” and reconstruction of “wet” storages for spent nuclear fuel in the Krasnoyarsky Region. JSC E4 Group acts as one of the founders of the National Association of Engineering Companies (NAEC). The International Infrastructure Forum held in Washington listed two projects of E4 Group among the five largest infrastructure projects in the world. Following the voting of the Russian Managers Association, E4 Group won the prize in the People Investor nomination (among companies investing into people category). 11 2009 Reconstruction of the Kashirskaya GRES was completed. Following the reconstruction the 300 MW has an output of 330 MW and is both natural gas- and coal-fired. Successful completion of work on the facility “Eastern Siberia – Pacific Ocean”. Construction of railway bridges and an external power supply for Special Sea Oil Port “Kozmino” is one of the largest projects in this direction. E4 Group pursuant to the proposal of SC Rosatom acted as one of the founders of SE Soyuzatomstroy, which later received the status of a self-regulating organisation. E4 Group commences the active implementation stage of the largest projects in the investment programme of RAO UES of Russia (Nyaganskaya GRES- construction of 3x420 MW combined-cycle power units, construction of a CCPP at the Kursk North-West district boiler house, building of the Krasnodarskaya TPP 410 MW CCPP). JSC E4 Group is rated number 164 in “Expert-400” rating, number 184 in the rating of “500 Largest Companies of Russia” of the Finance magazine and number 1 in the “Engineering in Russia” rating of the specialised business magazine Upravlenie Proizvodstvom (Production Management). 2010 E4 Group won tenders for two large “turn-key” projects: construction of a new 420MW CCPP at Cherepovetskaya GRES (Customer: JSC TGK-6) and construction of a new 420MW CCPP at Serovskaya GRES (customer: JSC OGK-2). For the purposes of the development of E4 Group in the areas of power networks and pipeline construction and repair, and to offer our customers transparent and effective methods of project implementation, the Board of Directors of E4 Group unanimously decided to incorporate a new subsidiary of the Company – LLC E4-Magistral. 2011 E4 Group obtained the Glavgosexpertiza conclusion for construction of the SErovskaya GRES 420 MW CCPP. New 110 MW CCPP of the Astrakhansya GRES construction for JSC YGK TGK-8 (Lukoil) was completed. E4 Group obtained the Glavgosexpertiza conclusion for construction of the Cherepovetsyaka GRES 420 MW CCPP. E4 Group completed construction of the Kursk 115 MW CCPP for JSC Quadra (ONEXIM Group). Termination of the Blagoveshchensk regional perinatal center construction under “Zdorovie” (Health) federal project. E4 Group is going on to develop partnership with Danish companies. RU-COM group, JSC E4 Group and Danish Energy Agency (DEA) signed an agreement on establishment of an open strategic alliance for promotion of power service contracts to the Russian regions together with Danish companies. E4 Group is finishing construction of the Krasnodarskaya TPP 410 MW CCPP ordered by JSC YGK TGK-8 (Lukoil). The Krasnodarskaya TPP is the largest power plant in the Kuban. It generates almost a half of the power consumed in the region. The TPP electric output is 744 MW, annual production is approximately 5 billion kWh. E4 Group wins the bid on turn-key construction of a heating line from the Apatitskaya TPP to Kirovsk involving construction of the CHS ordered by JSC Khibinskaya Heat Company. E4 Group signed an EPC contract for the “Reconstruction of the Zhodinskaya TPP boiler house №3 in Borisov involving CCPP construction” ordered by MUP Minenergo. E4 Group gets down to constructing the first NPP in Vietnam- Ninh Thuan 1. Under the primary works twenty well are passed for production, camps for workers and engineers are fixed, mine clearing works have been performed. Eight derricks and other auxiliary equipment are in operation. E4 Group completed the first stage of the unique spent fuel storage facility (SFSF) in Zheleznogorsk ordered by SC Rosatom. The SFSF consists of two compartments, for storage and encapsulation, correspondingly, and may contain up to 38 thousand tons of nuclear waste of HPCR and WCPR which are the main reactor types used today at Russian NPPs. 12 3 13 SECTION 3. THE COMPANY’S INDUSTRY POSITION 3.1. Power engineering is a basic industry of the Russian economic providing electric and heat power for domestic needs of the national economy and population as well as exporting electric energy to CIS and far-abroad countries. Stable development and reliable industry operation determine to a large extent security of energy supply for the country and are key factors of its economic growth. In recent years Russian power engineering radically changed: industry state regulation system has been modified, electric energy competitive market appeared, new companies have been established, etc. The industry structure has also changed: naturally monopolistic functions (electric energy transfer, supervisory control) and potentially competitive ones (generation and sales of power, repair and maintenance) have been divided; instead of vertically-integrated companies that previously performed all these functions companies specializing on separate kinds of activities have been established. In 2011 power market continued its growth accompanied with improvement of industry control regulatory background. The long-term power market launch was a key change. Five-year investment program of generating companies is aimed at power capacities’ introduction that exceeds the actual needs: so, 41.3 GW of new capacities are scheduled to be introduced within 2010-2015 while up to 2020 this figure will amount to 79.9 GW. Overall more than 6 GW of generating capacities were commissioned in 2011 what is the highest factor of the domestic power industry since 1985. This is the result of those large-scale programs that had been earlier approved and are implemented in recent years despite certain problems in overcoming crisis phenomena of years 2009-2010. Construction and renovation of large power facilities is performed consistently according to the program industry documents: Master plan of location of power facilities up to year 2030; Diagram and program of development of unified energy system of Russia for years 2011-2017. The main task of these documents is to create an infrastructure base for economic and social development for each region in particular and for the country in general. We may definitely say that the country has overcome all crisis phenomena in the power engineering. Next three years 3 trillion rubles more will be allocated for these purposes. 1 trillion rubles is supposed to be allocated to the power industry for the mains development within 2012-2014 while 1.9 trillion rubles will be directed for arrangement of new generation sources. For the last 10 years energy consumption in Russia increased almost by 20%. From the expert point of view, such a tendency will remain (by 2020 electric energy consumption may increase by 20-22 GW). The Russian economics is growing stably and its development shall be provided with creation of additional power reserves. Along with construction of new generating facilities serious attention should be paid to modernization of the so-called “out-of-date” capacity. At the beginning of year 2011 Prime-minister of the Russian Federation set a task to generating companies on double increase of introduction of new capacities. We may note that following the results of 2011 generating companies completed this task, they increased by 1.8 times commissioning of new capacities as compared with year 2010. The most significant projects from the point of view of capacity increase in 2011 are Mosenergo TPP-26 420 MW CCPP, Tyumenskaya TPP-1 190 MW CCPP, Chelyabinskaya TPP-3 200 MW CCPP, Surgutskaya GRES-2 2x400 MW CCPPs, Yuzhnaya TPP-22 425 MW CCPP, Pervomaiskaya TPP-14 180 MW CCPP, Nevinnomysskaya GRES 410 MW CCPP and others. Commissioning of new facilities in the Russian Federation 9,5 GW 5,8 3,2 GW GW 2010 2011 2012 14 3.2. Geography E4 Group is a full-cycle engineering company established in 2006 through the consolidation of the best Russian and foreign enterprises in the industry. E4 Group offers state-of-the-art engineering concepts for power engineering, mining and smelting, chemical, oil and gas, forest industries, housing and communal sector and infrastructure development. The first enterprises of the Company were established in the mid-20s of the last century; therefore, E4 Group’s experience and key competences have been developed over decades. Today, as a result of the above, the E4 Group companies have successful experience of implementation of various projects, including projects executed in permafrost conditions, in the tropical regions and in significantly-distant regions having very poor transport infrastructure. The JSC E4 Group headquarters is located in Moscow and specializes in EPC in construction of new facilities, technical upgrade and modernization of generating facilities as well as in parallel development of new business directions at nuclear power plants, grid construction, mining and smelting, chemical, oil and gas, forest industries, etc. In implementing general contracting projects JSC E4 Group not only manages the project but also provides for a significant scope of sub-contracting to Group companies. E4 Group comprises design institutes, construction and installation companies, enterprises producing process equipment, etc. This allows providing for a full cycle of turn-key works on its own on the whole area of the Russian Federation. The main sales markets for E4 Group are: the Central, North West, South, Siberian and Far East Districts of the Russian Federation. E4 Group’s geographical development as an EPC(M) contractor is targeted towards the CIS (Ukraine, Belarus, Uzbekistan, Kazakhstan), Asia (Vietnam, India), Middle East and Northern Africa (Iraq, Algeria, Sudan). Two E4 Group’s representative offices were established in 2011: 1. JSC E4 Group office in the Socialist Republic of Vietnam for the project execution under the contract for feasibility study development and construction of Ninh Thuan 1 NPP. 2. JSC E4 Group office in Belarus for the project implementation under the contract for the Zhodinskaya TPP boiler house no.3 reconstruction involving construction of 65 MW CCPP for RUP Minskenergo. E4 Group locations in the Russian Federation. 15 3.3. Competition JSC E4 Group is among the largest companies in terms of sales results in the power facilities’ construction section. Following the results of 2011 the Company keeps the leading position both on the engineering market and in terms of the overall capacity under the concluded EPC contracts and those under execution. JSC E4 Group 3179 3834 Companies with overall projects less than 600 MW Overall capacity under contracts(MW) 640 GSKSCC VIS 640 МВт 760 JSC 760 Mosenergospetsremont МВт 810 МВт 1905 810 JSC Tekhnopromexport JSC Sevzapenergomontazh 1025 JSC Energoproekt 1050 GK KVARZ The following engineering companies are the main players on the EPC market on construction of generating facilities in heat power industry: Russian companies: JSC Tekhnopromexport GK KVARZ JSC Energoproekt JSC Sevzapenergomontazh JSC TEK-Mosenergo GSK VIS JSC Stroytransgaz JSC Energostroyinvest-holding JSC ESK SOYUZ JSC EMAlliance JSC IC UES UK OPEK Intertechelectro-New Generation group Foreign companies: Iberinco, ENKA, Siemens, GAMA. Main competitors of JSC E4 Group on construction of heat power facilities: 1. Design Engineering centres of former RAO UES of Russia that became part of Russian engineering companies: ItsE Urala SevZapNTTs South ITs VNIPIEnergoprom Design institutes within the structure of holding companies: PiTs UralTEP JSC Energostroyinvest-Holding EPC-New Generation SC Intertechelectro-New Generation JSC Zarubezhenergoproekt LLC «EvroSibEnergoengineering 16 Independent engineering enterprises operating locally and in certain segments: JSC Lonas technology JSC TEPENGINEERING JSC Interavtomatika SC KOTES Foreign design institutes: BelVNIPIenergoprom Dnepr-VNIPIenergoprom Citec Enprima Fichtner Black&Veatch Poyry Bateman 2. Construction and installation works NPP new construction market: JSC JSC JSC JSC Titan-2 Sevzapenergomontazh Atomstroyexport Energospetsmontazh LLC Stroytransgaz JSC PO CJSC Uralenergomontazh JSC Elektrocentrmontazh LLC Volgodonsk Assembly Unit Retooling and monernization of NPP: JSC Atomenergoremont LLC Volgodonsk Assembly Unit JSC Energospetsmontazh New construction of power generating facilities (OGK and TGK facilities of the RF): JSC Sevzapenergomontazh JSC Zentrenergomontazh 3. Repair of power equipment Former repair subsidiaries and associates of the power generating companies JSC JSC JSC JSC Tulenergoremont Ivenergoremont Novgorodenergoservis Smolenskenergoremont JSC Kurskenergospezremont JSC Lipetskenergoremont JSC Khabarovsk repair and assembly company Other repair companies JSC Mosenergoremont LLC LER-Turbo SC RMS JSC Komsomolskenergoremont 17 4 18 SECTION 4. PRIORITY ACTIVITY GOALS AND DEVELOPMENT PROSPECTS OF THE COMPANY AND E4 GROUP COMPANIES 4.1. Company’s priority activity directions in the accounting and current years The main business directions of JSC E4 Group are: ЕРС(М)-contracts’ execution; Management of E4 Group companies. EPC(M)-contracts execution. The Company development strategic goal to enhance its leading positions in the power engineering market focusing on compliance with the highest quality standards and application of state-of-the-art technologies as well as to strengthen its influence on the neighbouring markets. To achieve these aims the Company strives to meet the following challenges in 2012: Increase of sales volumes allowing the Company expanding the power engineering market share not only in Russia but also abroad. Development of strategic partnership with main equipment manufacturers and contractors as well as recruitment of partners interested in mutually-beneficial business. Development of own production and material and technical facilities to perform construction, installation and commissioning works. Ensuring high-grade management of generating capacities’ construction the Company has already signed the contracts for including proceeding with the project management system implementation. Enhancement of the Company competence in equipment and materials’ supplies as well as maintaining a transparent purchase system under EPC-projects performance. Management of E4 Group companies. The Company strategic target in E4 Group management is to higher profitability of E4 Group of companies due to establishment of the company efficient management system. To achieve this, the Group shall settle the following key tasks in 2012: Marketing and sales: to diversify the order portfolio in various economics segments and to ensure a stable cash flow due to permanent contraction with market average prices and marginal profitability of 10-15%. Operating activities: Expansion of the business range and development of new competences, implementation of management system using main production funds, gain of partners manufacturing major equipment, integration of E4 Group operating activities, and improvement of quality management system. Personnel management: improvement of the staff recruitment and retention system, elaboration of motivation and labor remuneration, realization of programs for personnel qualification upgrade and training. Financial activity management: change-over to international finance accounting system, finance administration automation, management accounting and budgeting system, reduction of credit portfolio, implementation of common credit policy, establishment of insurance coverage of E4 Group companies. Corporate governance: flexible and efficient governance in the Group of companies considering the best practices and being based on the optimum division of competence and responsibility. Year 2011 was successful for the Company: As far as the Russian market of heat power industry generating facilities’ construction on OGK and TGK investment programs is concerned, the following contracts have been signed: Renovation of Apatitskaya TPP and construction of a heat main to Kirovsk involving CHS installation. Customer – JSC Khibinskaya Heat Company; Astrakhanskaya GRES – renewal and construction of 110 MW CCPP. Customer- LLC LukoilEnergoengineering. 19 The Company has entered the foreign market of generating capacities’ construction: Heat power industry- the contract on “Reconstruction of the Zhodinskaya TPP boiler house №3 in Borisov involving 65 MW CCPP construction” in Belarus was signed. JSC Belinvestenergosberezheniye is the customer of this project. Nuclear power – the contract on consulting services for the site and feasibility study development of NPP Ninh Thuan 1 located in the Socialist Republic of Vietnam. Vietnam Electricity is the customer. The “Kransnodarskaya TPP expansion involving 410 MW CCPP construction» facility has been commissioned. Along with that, E4 Group got down to implementing the main stage of the following facilities: Construction of the Cherepovetskaya GRES 420 MW CCPP (Vologda region); Construction of the Serovskaya GRES 420 MW CCPP (Serov town, Sverdlovsk region). Large-scale construction and installation works on the Nyaganskaya GRES 3x418 MW CCPP in Khanty-Mansiysk autonomous district has proceeded. 4.2. E4 Group priority activity directions in the accounting and current years The priority business directions for E4 Group companies in 2011 remained as follows: Nuclear power industry (design, technical upgrade and reconstruction of NPPs); OGK, TGK and RusHydro (R&D, design, new construction, technical upgrade, power equipment installation and repair, survey and commissioning works). Municipal power. Housing and community amenities. Industrial and military infrastructure power facilities. If E4 Group companies were interested by 2009 in cooperation mostly with power industry enterprises, then in 2009-2011 the range of customers expanded substantially. The company managed to take certain positions in mining, chemical, oil & gas and ship-building industries. Company of E4 Group Main counter parties Business direction JSC E4 Group Installation works Rosatom NPP technical upgrade and repair JSC E4 Group GRES design NPP of Ukraine NPP design in Ukraine JSC FSK UES Design and survey works JSC Siberian ENTTs Industrial companies Design and survey works JSC E4-SibCOTES Russian and foreign generating companies Design and survey works, development of quotations TPP Electric and heat power sales R&D R&D for TPP and NPP JSC E4 Group Engineering services TGK TGK-1, TGK-9: overhaul and scheduled repair of main and auxiliary equipment Rosavtodor Construction of bridges and federal routes JSC E4-Centrenergomontazh JSC KIEP JSC NPO CKTI JSC Sibtekhenergo JSC E4-Sevzapenergoservis JSC Dalmostostroy OSK Rosatom JSC Bureyagesstroy HydroOGK Dyke construction Nuclear waste storage construction Construction of Boguchanskaya GRES and Bureyskaya GRES 20 In 2011 E4 Group companies have actively developed business directions earlier mastered keeping constant attention to quality and terms of the works and services performed and have opened new markets: one of the top priority directions was development of business relations and cooperation with power industry and fuel sector companies in South and South-East Asia (Vietnam, India) and Middle East (Syria) countries. 4.3. Development prospects for the Company and E4 Group enterprises JSC E4 Group strategic goal for years 2012-2016 is to diversify the order and customer portfolio in various economic sectors of Russian and global markets and, having become a versatile engineering company, to occupy not less than 20% of the engineering market on the following directions: Large generation (over 100 MW) Industrial generation (construction of power facilities in industry sectors: oil & gas, smelting industry, fertilizer manufacturing, chemical industry, wood processing and cellulose and paper production); Small generation (below 100 MW); Grid construction; CIW on power and industry facilities ( as subcontractor and general contractor); Repair and service works on power and industry facilities. Innovations and modifications are the basic components of the Company development strategy for the coming years. Modern engineering solutions we use allow us converting chark and slug wastes of heat power plants to a valuable strategic raw stock used in road construction, building materials’ concrete and fertilizers’ production. The company is actively mastering interesting industry and geographical markets for the purpose of diversification and order portfolio balancing: Prospective directions: NPP construction in terms of design & survey and construction & installation works; Power facility construction in housing and community sector; Power efficient technologies; Renovation; Transport infrastructure construction (roads, bridges, tunnels, railways, sea coast and river bank infrastructure, airports); Long-term repair and maintenance services. Geographical markets of potential interest are: CIS countries (Ukraine, Belarus, Kazakhstan, Uzbekistan); Northern Africa; Middle East; Central Asia; South Asia; South-East and East Asia. 21 Main projects implemented in 2011 by the Group PROJECT Construction of Krasnodarskaya TPP (410 MW) CUSTOMER LLC LUKOIL-Kubanenergo (TGK-8) Construction of Nyaganskaya GRES (3 * 418 MW) JSC Fortum (TGK-10) Construction of NWD boiler house, Kursk (117 MW) JSC Quadra (TGK-4) Construction of Serovskaya GRES (400 MW) JSC OGK-2 Construction Cherepovetskaya GRES (420 MW) JSC OGK-6 Expansion of Astrakhanskaya GRES involving CCPP-410 construction Construction of Apatitskaya TPP involving CHS construction LLC LUKOIL-Astrakhanenergo (TGK-8) JSC Khibinskaya heat company Design (Construction of Novobogoslovskaya TPP involving CCPP-230 MW) JSC TGK-9 Design (Construction of NovoBereznikovskaya HPP involving CCPP-230 MW construction) JSC TGK-9 Design (Reconstruction of Izhevskaya TPP-1 involving CCPP230 MW construction) JSC TGK-5 Design (Reconstruction of Vladimirskaya TPP involving CCPP230 MW construction) JSC TGK-6 Design (Reconstruction of Bereznikovskaya TPP ) JSC TGK-9 In 2012 E4 Group intends to increase sales results by means of existing and prospective contraction on the following projects: PROJECT CUSTOMER Construction of Nizheturinskaya GRES (2x230 MW) JSC KES-Holding (TGK-9) Construction of 120 MW HPP in Sovetskaya Havan JSC RAO UES of East Replacement of two 200 MW units at Belovskaya GRES JSC Kuzbasenergo Construction of two 120 MW units at Tom’-Usinskaya GRES JSC Kuzbasenergo Reconstruction of Zhodinskaya HPP boiler house no.3 involving 65 MW CCPP construction JSC Belinvestenergosberezheniye Construction of 400 MW TPP for JSC OEMK LLC MC Metalloinvest Construction of HPP-5 CCPP (city of Ufa) JSC Bashkirenergo 22 5 23 SECTION 5. KEY PERFORMANCE INDICATORS In 2011 determined the procedure of profit and production cost generation in accounting under construction contracts according to PBU (Accounting regulations) 2/2008 «Accounting of construction contracts». The profit estimation under construction contracts is done on a monthly basis using a «when ready» approach and considering a grade of works’ completion on each contract (project) individually. As a result of the first use of PBU 2/2008 the Company accounting indicators have changed considerably as of 31.12.2008, 31.12.2009 and 31.12.2010. Performance of key financial and economic indicators (thous.rub.) Growth rate Abs. Rel. 2009 2010 2011 1 496 159 12 380 914 19 096 625 6 715 711 35,17 Gross profit -95 503 1 196 219 2 267 990 1 071 771 47,26 Net profit -606 540 173 500 680 026 506 526 74,49 Sales revenue 24 5.1. COMPANY’S KEY PROJECTS IN 2011 Krasnodarskaya TPP, 410 MW CCPP Expansion of Krasnodarskaya TPP involving turn-key construction of 410 CCPP, design and main and auxiliary equipment supply. Site peculiarities Construction at the working facility located within the city boundaries of Krasnodar, the regional center; Complicated procedure of large-sized equipment transportation considering the existing city infrastructure; The most powerful combined cycle cogeneration mono-block unit in Russia, installed capacity being 449 MW; The first MITSUBISHI project in Russia for GT unit, class F, type M701F4 Nnom=303,54 MW (ISO 3977-2:1997); Specially designed UTZ turbine, type Т-113/145-12,4, output is 145,7 MW and installed heat capacity is 220 Gcal; The first in Russia HRSG having vertical configuration, natural circulation, manufactured fully in the RF; Power efficient water treatment based on integrated membrane technology. Main process equipment Dual fuel gas turbine M701F4 303,54 MW (Mitsubishi), statically excited МВN generator, output up to 350,2 MW, hydrogen cooled Vertical HRSG (JSC EMAlliance) Steam turbineТ-113/145-12,5 145.7 MW (JSC Ural Turbine Plant) Steam turbine generator, TF-160P-2UZ (NPO JSC ELSIB) CCPP performance indicators Installed electric capacity (gross) – 449 MW Rated heat output – 220 Gcal/h in cogeneration mode Power unit efficiency (gross) in condensation mode – 57,7% Results: 100% high-quality completion of construction and installation works; The unit is operating at the electric energy wholesale market; Load gain and drop tests are successful; Guarantee testing and reserve fuel tests preparation is launched. 25 Commissioning of Krasnodarskaya TPP 440 MW CCPP cogeneration unit The Krasnodarskaya TPP is the largest power plant in the Kuban, which generates almost a half of power consumed in the region. Commissioning new capacities is highly important for the dynamically developing South of Russia on the edge of the winter Olympics2014. CCPP-440 will make it possible to supply heat to another 200 K square meters of housing. The companies of E4 Group have completed the entire work package: engineering, construction, delivery and installation of equipment. CCPP-410 efficiency ratio is 57.4%, which is one and a half times higher than that of conventional combined power units of existing Russian power plants (32–38%). The E4 Group experts have managed to integrate the latest feats of engineering by the leading domestic and foreign power plant and engineering companies, and combination of high-tech solutions and low construction cost make the facility unique for Russia. The gas turbine M701F4 by Mitsubishi Heavy Industries (Japan) operates as a set with hydrogen cooled turbo-generators by Mitsubishi Electric Corporation. This is the first large-scale project by the MITSUBISHI concern in Russia. The powerful CCPP M701F4 in its cost-effectiveness and environmental compliance is comparable to developments by ALSTOM, SIEMENS, GE Energy, and is superior to them in its reliability. The gas compressor station is completed with equipment by Cameron (USA). The heat recovery boiler without fuel afterburning with three circuits of steam reheat has been designed and manufactured by JSC EM-Alliance (Russia) in partnership with AustrianEnergy&Environment. This is the first heat recovery boiler of vertical configuration, suspended type, with natural circulation, fully Russian-sourced. The new steam turbine Т-113/145-12,4 has been designed and delivered by JSC The Ural Turbine Works. Generator and Steam Turbine of Krasnodarskaya TPP The complex makeup water system implementing the integrated membrane technology has been designed and delivered by the Russian innovative enterprise Research and Production Company MEDIANA-FILTER. Its application makes it possible to produce demineralized water of required quality, to reduce consumption of reagents, to eliminate formation of high-mineralized drains, provides for a higher degree of organics and colloid silicic acid removal compared to conventional solutions. The circulating cooling system of condensers is equipped with highly efficient ventilation cooling towers by GEA Polacel Cooling Towers B.V. (Germany), operates independently and does no harm to the Kuban River. In process of construction the project after the state expertise, being fully compliant with requirements of regulatory documents, has been finalised at the Customer's initiative (JSC LUKOILKubanenergo) to stiffen emission requirements. NOx, CO, SO2 emissions have been reduced 3–18 times compared to existing boilers of the TPP. The combination of actions taken to reduce environmental impact has made it possible to avoid increasing the size of the sanitary protective zone (SPZ) on the background of considerable rise of the Krasnodarskaya TPP capacity. 26 Nyaganskaya GRES 3хCCPP-420 MW Turnkey construction of 3х420 MW combined cycle gas turbines of the Nyaganskaya GRES (Khanty-Mansi Autonomous Area), engineering and delivery of main and auxilliary equipment. Site features Limited time of outdoor work performance and equipment storage because of severe climate of the Extreme North Location of the construction facility at a distance of material and human resources centres, complicated logistics to deliver freight by sea under severe climatic conditions The world's No. 1 TPP of 1,256.7 MW rated capacity in the Extreme North (latitude 62·08‘, temperatures to -49°С); The heat recovery boiler by JSC EM-Alliance under the license by NOOTER/ERIKSEN (USA) with steam capacity of 270/317/47 t/hr; Composition of main process equipment Three gas turbines of SGT5-4000F type with auxilliary systems by SIEMENS AG Three steam turbines of condensation type, model SST5-3000, with auxilliary systems and a condenser of SCon1000 model by SIEMENS AG Common generator for gas and steam turbines, model SGen5-2000H, with hydrogen cooling system and static excitation system by SIEMENS AG Horizontal heat recovery boiler without fuel afterburning with natural circulation in evaporating circuits of high, medium and low pressure by JSC EM-Alliance CCPP performance data Rated power (gross) of one power unit – 418.9 MW; Power unit efficiency ratio (gross) – 58.75%. Achieved result: 1 Start-up Complex: The Office Building has been built and handed over to the Customer The detailed documentation development has been finalised The start-up heating boiler has been started with gas The Main Building of the Unit No. 1 has been erected; the thermal circuit has been closed The power plant equipment has been delivered and installed The heat recovery boiler has been delivered and installed Assembly works on auxilliary equipment, metal structures and pipelines are 80% done 2 and 3 Start-up Complexes: The detailed documentation development has been finalised Power plant equipment has been delivered Heat recovery boilers have been delivered The Main Building of the Unit No. 2 has been erected; the thermal circuit has been closed Driving of the piling field of the main building No. 3 has been completed, foundation arrangement is in process 27 North-West Boiler house, Kursk, CCPP-125 MW Construction of CCPP-125 MW in the boiler house of the North-West district of Kursk, including engineering and delivery of the main and auxilliary equipment. Site features Two gas turbines LM6000PD Sprint by General Electric with a low-emission combustion chamber, operating time statistics of 15 million hours Two vertical heat recovery boilers Pp-75-3,9-440 with fuel afterburning by JSC ZiO Circulating cooling system with efficient ventilation cooling towers Erection in conditions of the power plant in operation in a congested area, 500 meters off residential development Composition of main process equipment Gas turbines with a low-emission combustion chamber LM6000PD Sprint as a set with turbo generators (GE PACKAGED POWER INC.) 45.96 MW (2 pcs.) Vertical heat recovery boilers Pr-75-3,9-440D, JSC Machine-Building Plant ZiO-Podolsk Steam turbine Т-25/34-3,4/0,12 JSC Kaluga Turbine Works of higher capacity from 12 to 24 MW Turbo generator Т-32-2V3, manufacturer – Electrotyazhmash-Privod LLC (1 pcs.) CCPP performance data Rated power (gross) – 115 MW Rated thermal power – 115 Gcal/hr in heat-extraction mode Specific consumption of equivalent fuel by power release in condensation mode - not more than 246 g of equivalent fuel/kWh Achieved result Civil and installation works are 100% complete Successful comprehensive testing, signed report of finished construction facility acceptance The unit has been introduced to the wholesale power market Unit power pickup and shedding tests have been completed Preparation has been started for warranty tests and tests on back-up fuel 28 Serovskaya GRES 2xCCPP-420 MW Construction of power units CCPP-420 (st. No. 9, 10) with allocation of the first start-up complex – power unit st. No. 9 (Sverdlovsk Region), including engineering and delivery of main and auxilliary equipment. Site features: The Serovskaya GRES is located in the industrial Ural region. The power shortfall of the SerovskoBogoslovskiy power centre is 700 MW Construction under conditions of the coal power plant 538 MW in operation. Year of construction 1954–1959 Severe climatic conditions (abs. minimum -49°С) Lack of water resources, construction of "dry" ventilation cooling towers Composition of main process equipment: Dual fuel gas turbine of SGT5-4000F model with auxilliary systems by SIEMENS AG Steam turbine of condensation type, model SST5-3000, with auxilliary systems and a condenser of SCon1000 model by SIEMENS AG Common generator for gas and steam turbines, model SGen5-2000H, with hydrogen cooling system and static excitation system by SIEMENS AG Horizontal heat recovery boiler without fuel afterburning with natural circulation in evaporating circuits of high, medium and low pressure by JSC EM-Alliance CCPP performance data Rated power (gross) – 419.5 MW Power unit efficiency ratio (gross) – 58.59% Achieved result The temporary circuit of power supply to the Construction Site has been commissioned The construction office and food services are have been arranged Masts of lightning protection and lighting of the Construction Site have been installed Suppliers for auxilliary equipment of long-term manufacturing have been selected Foundations have been completed for the frame of the main building, heat recovery boiler, Gas Insulated Switchgear-220 Installation of metal structures of the main building and Gas Insulated Switchgear-220 has been started Supply of components (assemblies) of the heat recovery boiler has been started 29 Cherepovetskaya GRES CCGY-420 MW st.No.4 Turnkey construction of a combined cycle gas turbine with unit rated capacity of at least 400 MW on site of the branch of JSC OGK-6 - Cherepovetskaya GRES (Vologda Region), including engineering and delivery of main and auxilliary equipment. Site features Construction under conditions of the power plant 630 MW in operation. Circulating cooling system with efficient ventilation cooling towers Composition of main process equipment Dual fuel gas turbine of SGT5-4000F model with auxilliary systems by SIEMENS AG; Steam turbine of condensation type, model SST5-3000, with auxilliary systems and a condenser of SCon1000 model by SIEMENS AG; Common generator for a gas and steam turbine, model SGen5-2000H, with hydrogen cooling system and static excitation system by SIEMENS AG; Horizontal heat recovery boiler without fuel afterburning with natural circulation in evaporating circuits of high, medium and low pressure by JSC EM-Alliance under the license by NOOTER/ERIKSEN, INC (USA) CCPP performance data Rated power (gross) – 418.9 MW; Power unit efficiency ratio (gross) – 58.7%. Achieved result Positive opinion by the Federal State Institution "RF Glavgosekspertiza (Main State Expert Review Board)" has been obtained The construction office has been installed Suppliers for auxilliary equipment of long-term manufacturing have been selected Foundations have been arranged for the frame of the main building, foundations have been started for the heat-recovery boiler, Gas Insulated Switchgear-220, Turning Gear, Circulating Pump Station, Office Building, gas facilities Installation of metal structures of the main building and Gas Insulated Switchgear-220 has been started The bridge crane of 370 t has been delivered Supply of components (assemblies) of the heat recovery boiler has been started Novo-Bogoslovskaya TPP Design and survey works Site features Design of the Novo-Bogoslovskaya TPP facilities on the site free of buildings within the town of Krasnoturinsk, Sverdlovsk Region Composition of main process equipment (Customer supply) Gas turbine of GTE-160 type, unit capacity of 173 MW by JSC Power Machines with a turbo generator of TZFGГ-180-2UZ type Horizontal heat recovery boiler of two pressures, Е-236/40,5-9,3/1,5-514/299-22,2vv type by JSC EM-Alliance Extraction steam turbine T-63/76-8,8 of 63/76 MW unit capacity by CJSC The Ural Turbine Works Turbo generator of TF-80-2UZ type, delivery by Scientific Production Association Elsib Gas conditioning station BPPG-SN-94000-3,5-2,4/0,1 with capacity of 94 K nm3/hr Automated process control system based on hardware and software suite TECON (CJSC E4SibCOTES) Two steam boilers of E-16-1,4-225G type (JSC Holding Company Energomash-Stroy) Two water heating boilers of KV-GM-116,3-150 type (JSC Dorogobuzhkotlomash) Gas Insulated Switchgear-110 kV, supplied by CJSC Alstom Grid CCPP performance data CCPP power unit rated capacity – 236 MW (at outdoor t = - 5.5°С). Lead-in thermal power of CCPP – 109.1 Gcal/hr (at outdoor t = -5.5°С), water heating boilers – 200 Gcal/hr (at outdoor t = - 37.2°С), steam boilers – 18.3 Gcal/hr (at outdoor t = -37.2°С) Achieved result Engineering survey has been completed, Design Documentation (Feasibility Study) has been developed and sent to the Customer in scope required for submittal to the Federal Autonomous Establishment "Glavgosekspertiza (Main State Expert Review Board) of Russia" for consideration 30 Astrakhanskaya GRES CCPP-110 MW Turnkey construction of the facility: "Reconstruction of the Astrakhanskaya GRES with erection of CCPP-110", including engineering and delivery of main and auxilliary equipment Site features Construction is being carried out within the territory of the existing facility Composition of main process equipment GTU LM 6000 PF-Sprint, capacity of 46.64 MW, by General Eleсtric as a set with a generator BDAX7-290ERJT Heat recovery boilers KGT-44/4,6-435-13/0,5-210, by CJSC Energomash (Belgorod) Steam turbine Т-14/23-4,5/0,18, capacity of 23 MW, by JSC Kaluga Turbine Works Turbo generator TTK-25-2UHL4 CCPP performance data: Rated power (gross) – at least 110 MW. Specific consumption of equivalent fuel for released power – 246 g of equivalent fuel/kWh Achieved result Civil and installation works have been completed, the facility has been commissioned CCPP has been successfully operated in the autumn-winter period "Central" boiler house in Astrakhan 2хCCPP-110 MW Supply of "power island" equipment (main equipment – gas and steam turbines with turbo generators, heat recovery boilers, auxilliary equipment), TPP APCS and performance of erection and commissioning supervision works Site features The project is being implemented on the existing facility Construction of CCPP in a detached building in accordance with the scheme of two-boiler singleturbine units Composition of main process equipment Four gas turbines LM6000 PF DF Sprint by General Electric as a set with a generator BDAX7290ERJT, Two steam turbines Т-17/23-4,5/0,18, by JSC Kaluga Turbine Works Two turbo generators of TTK-25-2UZ-P type, 10.5 kV, by Electrotyazhmash-Privod LLC for joint operation with steam turbines Four heat recovery boilers KGT-44/4,6-435-13/0,5-210, by CJSC Energomash (Belgorod) with smoke stacks of 48.5 m CCPP performance data Rated power – at least 220 MW Rated thermal power – at least 45 Gcal/hr in heat-extraction mode Specific consumption of equivalent fuel for released power – not more than 246 g/kWh Specific consumption of equivalent fuel for thermal power release – not more than 155 kg/Gcal Achieved result "Power island" equipment has been made, factory testing has been carried out, as well as preservation and preparation for shipping 31 Construction of heating main from Apatitskaya TTP to Kirovsk with installation of central heat supply stations and heat pipelines Construction features Construction is being carried out in the Extreme North at the foothills of Khibinskie mountains. Complicated arrangement for delivery of lengthy pipeline parts and bulk equipment with account of installation of a larger part of the heating main in forest and marsh area, and in Kirovsk – existing city infrastructure with a developed network of engineering utilities. The heating main crosses rivers, railway and motor roads. Public and social implication Construction of the Facility is carried out in order to ensure development of heat supply in the Apatitsko-Kirovskiy district and to improve the environmental condition in the region. Currently the heat supply of Kirovsk is carried out from a boiler house operating on black oil and located within the sanitary protection zone of the municipal water intake. The project of heat pipeline construction to Kirovsk includes changeover of the municipal heat supply system to heat energy consumption from the coal Apatitskaya TPP. It will make it possible to displace black oil from the fuel balance of the Kirovsko-Apatitskiy district, and also to increase load and efficiency of the plant that nowadays has a considerable power reserve. Besides, de-commissioning of old inefficient black oil boilers in Kirovsk will make it possible to considerably reduce the rates for thermal energy consumption for population. The heating main will become the first external heat pipeline in Russia designed for low temperatures specific for the Murmansk Region. NovoBereznikovskaya TPP Design and survey works Composition of main process equipment Two units CCPP-115 (2хCCPP-115), each within a gas turbine of PD6111FA type, capacity of 75.87 MW by General Electric Heat recovery boiler, steam, double-circuit, with fuel afterburning Steam turbine T-40/50-8,8 of 40.2/49.6 MW unit capacity (CJSC The Ural Turbine Works) Turbo generator of TF-50-2UHLZ type (JSC Scientific Production Association ELSIB) Gas conditioning station BPPG, supplier LLC Premium Engineering Automated process control system based on hardware and software suite TECON (JSC E4SibCOTES) Two steam boilers of E-25-1,4-225GM type (JSC Holding Company Energomash-Stroy) Two water heating boilers of KV-GM-116,3-150 type (JSC Dorogobuzhkotlomash) Gas Insulated Switchgear-110 kV (CJSC Alstom Grid) CCPP performance data Rated capacity of two CCPP power units – 115 MW each Lead-in thermal capacity of CCPP – 210 Gcal/hr Achieved result Land plot planning arrangement scheme and layout have been designed Works are being carried out on mining and geological substantiation Comprehensive engineering survey has been completed Technical Requirements have been developed for main and auxilliary equipment Design Documentation development is in progress 32 Reconstruction of Izhevskaya TPP-1 with application of CCPP Design and survey works Site features Design within the territory of the industrial site of the Izhevskaya TPP-1 in congested conditions Composition of main process equipment Gas turbine of GTE-160 type, unit capacity of 173 MW by JSC Power Machines with a turbo generator of TZFGГ-180-2UZ type Horizontal heat recovery boiler of two pressures, Е-236/40,5-9,3/1,5-514/299-22,2vv type (JSC EM-Alliance) Extraction steam turbine T-63/76–8,8 of 63/76 MW unit capacity (CJSC The Ural Turbine Works) Turbo generator of TF-80-2UZ type (JSC Scientific Production Association ELSIB) Automated process control system based on hardware and software suite TECON (JSC E4SibCOTES) Gas Insulated Switchgear-110 kV (CJSC Alstom Grid) CCPP performance data CCPP power unit rated capacity - 236 MW (at outdoor t = -5.5°С) CCPP power unit lead-in thermal capacity - 145.8 Gcal/hr (at outdoor t = -5.5°С) Achieved result Engineering survey has been completed Design Documentation has been submitted for consideration to the Federal Autonomous Establishment "Glavgosekspertiza (Main State Expert Review Board) of Russia", the positive opinion has been obtained Reconstruction of Vladimirskaya TPP-2 with installation of CCPP-230 Design and survey works Site features Design within the territory of the industrial site of the Vladimirskaya TPP-2 in congested conditions Composition of main process equipment Gas turbine of GTE-160 type, unit capacity of 173 MW by JSC Power Machines with a turbo generator of TZFGГ-180-2UZ type Horizontal heat recovery boiler of two pressures, Е-236/40,5-9,3/1,5-514/299-22,2vv type (JSC EM-Alliance) Extraction steam turbine T-63/76–8,8 of 63/76 MW unit capacity (CJSC The Ural Turbine Works) Turbo generator of TF-80-2UZ type (JSC Scientific Production Association ELSIB) Automated process control system based on hardware and software suite TECON (JSC E4SibCOTES) Gas Insulated Switchgear-110 kV (CJSC Alstom Grid) CCPP performance data Lead-in CCPP power unit power – 230 MW Lead-in thermal capacity of CCPP – 147.9 Gcal/hr Achieved result Engineering survey has been completed Existing building structures have been inspected Design Documentation has been submitted for consideration to the Federal Autonomous Establishment "Glavgosekspertiza (Main State Expert Review Board) of Russia" 33 Construction of boiler at Bereznikovskaya TPP-2 Design and survey works Site features Design of the Bereznikovskaya TPP-2 boiler house facilities is carried out within the territory of the existing industrial site of the Bereznikovskaya TPP-2 (Perm Region) Composition of main process equipment Water heating boiler PTVM-100 (2 pcs.) Steam boiler of E-16-1,4-225GM type (JSC Holding Company Energomash-Stroy) – 2 pcs. Water heating boiler of KV-GM-116,3-150 type (JSC Dorogobuzhkotlomash) – 2 pcs. Performance data Lead-in thermal capacity for heating, ventilation, hot water supply purposes in Berezniki – 200 Gcal/hr Lead-in thermal capacity for needs of the Industrial Enterprise AVISMA – 79 Gcal/hr Achieved result Land plot planning arrangement scheme and layout have been designed Works are being carried out on mining and geological substantiation Comprehensive engineering survey has been completed Technical Requirements have been developed for main and auxilliary equipment Design Documentation development is in progress Reconstruction of boiler house No.3, Zhodinskaya TPP in Borisov (Belarus) with construction of combined cycle gas turbine Scope of works Engineering, Procurement, Construction and Commissioning, including supply of plants, testing, design, installation, adjustment, completion and commissioning of the facility Site features The boiler house area is of complex configuration, with compact planning, full of subsurface and surface utilities, motor roads Composition of main process equipment Gas turbine of SGT-800 type, capacity of 45 MW by Siemens Vertical heat recovery boiler with horizontal heating surfaces of SteamGen 8 type, by Aalborg Engineering Slovakia, s.r.o. Condensation gas turbine of SGT-400 type, capacity of 20 MW by Siemens CCPP performance data Rated CCPP power unit power – 65 MW. Construction of Ninh Thuan NPP 1 (Vietnam) In November of 2011 in Hanoi, during the meeting of co-chairmen of the Russian-Vietnamese intergovernmental commission on trading-economic and scientific-technical cooperation, the Ministry of Finance of Russia and Vietnam, an intergovernmental agreement was signed on granting a State Loan for erection of the first Vietnamese NPP in accordance with the Russian technology. Moreover, the contracts have been signed to develop the Site Brief and Feasibility Study of NPP construction, afterwards the Russian party has immediately started fulfilling its obligations. In December of 2011 the official ceremony was held to start survey works on the site of NPP Ninh Thuan 1. Within the first-priority works, twenty wells have been allocated for production on two areas of the site, camps for workers and engineers have been deployed, demining activities have been completed. Eight drill towers and other auxilliary equipment have been involved. Contracts have been signed with local subcontractors, the first-priority scope of works has been identified, and permits have been obtained from the authorities of the Ninh Thuan province, which are required to enter the site. Works have been started to select process solutions for further development of the Feasibility Study. 34 5.2. MAIN FINANCIAL AND ECONOMIC INDICATORS OF E4 GROUP COMPANIES* K RUR (VAT excluded) 2009 2010 2011 Growth rate 2011/2010 abs. rel., % Contracting 14 574 677 14 579 167 12 671 981 -1 907 185 87 Revenues 13 786 363 12 517 143 17 955 217 5 438 074 143 Marginal profit 3 829 697 3 561 151 4 422 600 861 449 124 411 377 229 527 396 346 166 818 173 2,98% 1,83% 2,21% 0,37% 120 804 522 635 160 1 071 267 436 107 169 Net profit Net profit margin EBITDA *JSC Bureyagesstroy (Blagoveschensk) JSC E4-Centrenergomontazh (Moscow) JSC Sibtehenergo (Novosibirsk) LLC E4-Magistral (Moscow) JSC NPO CKTI named after I.I. Polzunov (St. Petersburg) JSC Siberian ENTTs (Novosibirsk) PJSC Kiev Research-and-Development and DesignEngineering Institute Energoprojekt (Ukraine, Kiev) 35 Including by activities Special construction* K RUR (VAT excluded) 2009 2010 Growth rate 2011/2010 2011 abs. rel., % Contracting 7 671 503 5 528 498 1 494 927 -4 033 571 27 Revenues 7 797 958 5 619 000 8 440 575 2 821 575 150 Marginal profit 1 554 461 1 136 677 1 063 454 -73 223 94 193 283 202 663 14 597 -188 066 7 Net profit margin 2,48% 3,61% 0, 17% -3% 5 EBITDA 37 244 389 356 294 905 -94 451 76 Net profit 8 440 575 7 797 958 7 671 503 5 619 000 Контрактация Contracting 5 528 498 Выручка Revenues 1 494 927 193 283 Чистая прибыль Net Profit 202 663 14 597 2009 2010 2011 * JSC Bureyagesstroy (Blagoveschensk) Failure to meet the objective of the key indicator "contracting" is attributable to long-term contracts signed during the previous period 36 Installation and commissioning works* 2009 2010 K RUR (VAT excluded) 2011 Growth rate 2011/2010 abs. rel., % Contracting 3 411 170 4 137 711 5 035 814 898 103 122 Revenues 2 598 633 2 846 485 4 259 770 1 413 285 150 Marginal profit 1 008 145 871 710 1 698 502 826 792 195 Net profit 30 716 -262 473 147 027 409,500 256 Net profit margin 1,18% -9,22% 3,45% 12.67% 237 141 735 -217 088 344 539 561 627 359 EBITDA K RUR (VAT excluded) 5 035 814 4 137 711 4 259 770 Контрактация Contracting 3 411 170 2 846 485 Выручка Revenues 2 598 633 147 027 30 716 2009 2010 2011 Net Profit Чистая прибыль -262 473 * JSC E4-Centrenergomontazh (Moscow) JSC Sibtekhenergo (Novosibirsk) LLC E4-Magistral (Moscow) 37 Engineering and design development* 2009 2010 K RUR (VAT excluded) 2011 Growth rate 2011/2010 abs. rel., % Contracting 3 492 004 4 912 958 6 141 240 1 228 282 125 Revenues 3 389 772 4 051 658 5 254 871 1 203 214 130 Marginal profit 1 267 091 1 552 764 1 660 643 107 879 107 187 378 289 337 234 722 -54 615 81 5,53% 7,14% 4,47% -2,67% 63 290 543 462 892 431 823 -31 069 93 Net profit Net profit margin EBITDA K RUR (VAT excluded) * JSC E4-SibCOTES (Novosibirsk) JSC NPO CKTI named after I.I. Polzunov (St. Petersburg) JSC Siberian ENTTs (Novosibirsk) PJSC Kiev Research-and-Development and Design-Engineering Institute Energoprojekt (Ukraine, Kiev) 38 Composition of revenues from E4 Group companies sales* by types of activities K RUR (VAT excluded) 2009 Total revenues 2011 2010 13 786 363 100% 12 517 143 100% 17 955 217 100% Special construction 7 797 958 57% 5 619 000 45% 8 440 575 47% Installation and commissioning works 2 598 633 19% 2 846 485 23% 4 259 770 24% Design and engineering 3 389 772 25% 4 051 658 32% 5 254 871 29% Design and engineering Installation and commissioning works Special construction * JSC Bureyagesstroy (Blagoveschensk) JSC E4-Centrenergomontazh (Moscow) JSC Sibtehenergo (Novosibirsk) LLC E4-Magistral (Moscow) JSC NPO CKTI named after I.I. Polzunov (St. Petersburg) JSC Siberian ENTTs (Novosibirsk) PJSC Kiev Research-and-Development and DesignEngineering Institute Energoprojekt (Ukraine, Kiev) 39 5.3. LARGE PROJECTS IMPLEMENTED BY E4 GROUP COMPANIES IN 2011 Construction and installation and commissioning companies of E4 Group in 2011 performed works on erection of hydraulic and heat power engineering facilities, construction of urban infrastructure facilities, industrial and civil construction. SPECIAL CONSTRUCTION – JSC BUREYAGESSTROY Construction of "dry" nuclear waste repository Zheleznogorsk. Customer – Federal State Unitary Enterprise GHK. The repository is a complex to receive, reload, tightly package and store spent nuclear fuel in a specially equipped room. The repository meets the most stringent requirements of safety, spent nuclear fuel may be kept in it for up to 100 years. The repository was commissioned in 2011. The "dry" repository construction will be fully completed before 2015. Revenues (VAT excluded) from the project made: 2010 – 2,326.5 million RUR, 2011 – 3,670.5 million RUR Erection of the regional perinatal center in Blagoveshchensk. Customer – State Budget Enterprise Stroitel. The center includes a five-storeyed building with an apparatus level (in monolithic execution with total area of 23,000 m2.), a backup emergency diesel power station, a store-room of cylinders, a guardhouse, a food unit, a transformer substation. Access lanes have been provided to each building taking into account the existing street and road network, landscaping and area fencing have been also arranged. The facility was commissioned in 2011. Revenues (VAT excluded) from the project made: 2010 – 441.4 million RUR, 2011 – 423.8 million RUR Construction of Bureyskaya HPP. Customer – JSC Rushydro. Having the rated capacity of 2010 MW, the Bureyskaya HPP is among the ten largest hydraulic power plants of Russia. Currently bank protection works are being carried out at the downstream of the Bureyskaya HPP. Completion of all works and acceptance for operation are scheduled for 2013. Revenues (VAT excluded) from the project made: 2010 – 1,107.9 million RUR, 2011 – 804.5 million RUR Construction of Boguchanskaya HPP. Customer – JSC Boguchanskaya HPP. The Boguchanskaya HPP is the largest hydraulic power engineering construction facility in the Eastern Siberia and Russia. Completion of the hydraulic power plant is of great importance for development of the Siberian economic region as a whole. It is planned to use more than a half of power generated by the HPP at the constructed aluminium plant. Construction completion is scheduled for 2012. Revenues (VAT excluded) from the project made: 2010 – 680.2 million RUR, 2011 – 593.3 million RUR 40 CIVIL, INSTALLATION AND COMMISSIONING WORKS JSC E4-CEM JSC SIBTEKHENERGO LLC E4-MAGISTRAL K RUR 2009 2010 2011 Growth rate 2011/2010 abs. rel., % Revenues 2 598 633 2 846 485 4 259 770 1 413 285 150 JSC E4-CEM 2 347 458 2 482 999 3 490 201 1 007 202 141 251 175 346 695 675 177 328 482 195 - 16 791 94 392 77 601 562 JSC Sibtekhenergo LLC E4-Magistral One of the key activities of E4 Group is implementation of turnkey projects of power engineering facilities construction. The following may be identified among the most important projects completed in 2011: Power units No. 1, 2, 3 CCPP-410 MW of the Nyaganskaya GRES JSC Fortum (civil and installation works). The plant will ensure power safety of the region during sharp rise in rates of oil and gas production. The Nyaganskaya GRES will become one of the largest heat power plants in the world, which operate at the latitudes higher than 62˚. The main equipment is supplied by Siemens. Commencement of works: October 2010. In 2011 thermal mechanical equipment was installed, works are in progress to start up the power unit No.1. Revenues (VAT excluded) from the project made: 2010 – 68 million RUR, 2011 – 1,106 million RUR. In 2012 it is planned to complete installation of equipment in the power units No. 2, 3 and start commissioning works. Power unit 420 MW of Krasnodarskaya TPP LLC LUKOILKubanenergo (civil and installation works). Expansion of the Krasnodarskaya TPP is designed to meet the demand of the Krasnodar Territory in power and heat supply with account of rates of regional economic growth, development of the resort sector, and also preparation for the Olympics-2014. Works were started in 2010. In 2011 the power unit was commissioned, works are in progress to put the power unit in operation. Revenues (VAT excluded) from the project made: 2010 – 309 million RUR, 2011 – 1,192 million RUR 41 ENGINEERING AND DESIGN JSC E4-SibCOTES JSC NPO CKTI named after I.I. POLZUNOV JSC Siberian ENTTs PJSC KIEP K RUR 2009 Revenues 2010 2011 Growth rate 2011/2010 abs. rel., % 3 389 772 4 051 658 5 254 871 1 203 214 130 JSC E4-SibCOTES 937 366 1 084 996 1 685 204 600 209 155 PJSC Kiev Research-and-Development and Design-Engineering Institute Energoprojekt 400 697 582 698 445 934 -136 764 77 1 121 852 1 237 809 1 841 725 603 916 149 929 857 1 146 155 1 282 008 135 853 112 JSC Siberian ENTTs JSC NPO CKTI named after I.I. POLZUNOV In 2011 Design Institutes included into the E4 Group developed design and detailed documents, did designer supervision, performed commissioning works in new construction facilities and repowered existing facilities, among which we may point out turnkey projects by the E4 Group: Construction of CCPP-410 MW of Krasnodarskaya TPP LLC LUKOIL-Kubanenergo Development of design estimate documents, designer supervision during construction – JSC E4-SibCOTES. Commencement of works: 2008. The facility was started in 2011. Revenues (VAT excluded) in 2009 – 143 million RUR, 2010 – 215 million RUR, 2011 – 151 million RUR. In 2012 it is planned to complete designer supervision works. APCS development work complex. Works were performed by JSC E4-SibCOTES. Commencement of works: 2009. In 2011 the main scope of works on APCS delivery, installation and commissioning was completed. Revenues (VAT excluded) made: 2009 – 3 million RUR, 2010 – 17 million RUR, 2011 – 196 million RUR. In 2012 it is planned to put the APCS into experimental industrial operation. Complex of commissioning works on main equipment and balance of plant. Works were performed by JSC Sibtekhenergo. Commencement of works: 2010. Revenues (VAT excluded) in 2010 – 9 million RUR, in 2011 – 196 million RUR. In 2012 it is planned to do performance tuning and fully complete the works. Construction of power units No. 1, 2, 3 CCPP-410 MW of the Nyaganskaya GRES JSC Fortum APCS development work complex. Works were performed by JSC E4-SibCOTES. Commencement of works: 2011. Planned timing of works completion: 2012. In 2011 deliveries were made, the APCS hardware and software suite was programmed, erection supervision and mock commissioning of the first start-up complex hardware and software suite were completed. Revenues (VAT excluded) in 2011 – 189 million RUR. In 2012 deliveries are planned, as well as programming of the second and third complex hardware and software suite. Commissioning and engineering support of construction. Works were performed by JSC Sibtekhenergo. Commencement of works: 2011. Planned completion in 2013. Revenues (VAT excluded) in 2011 – 85 million RUR 42 Construction of CCPP-420, Cherepovetskaya GRES Development of technical documents for turnkey construction of a combined cycle gas turbine with unit rated capacity of at least 400 MW on site of the branch of JSC OGK-6 – Cherepovetskaya GRES and designer supervision. Works were performed by PJSC KIEP. Commencement of works: 2010. In August 2011 the positive opinion by the Federal Autonomous Establishment RF Glavgosekspertiza (Main State Expert Review Board) on the Design Documents was obtained. Planned completion of works – 2014. Revenues (VAT excluded): 2010 – 32.9 million RUR, 2011 – 140.4 million RUR Besides, in 2011 the Design Institutes of the E4 Group performed works on facilities, which are not turnkey projects of the Group, such as: Development of design and estimate documents on the project "Expansion of Novgorodskaya TPP JSC TGK-2" with a gas turbine GTE-160 with a steam heat recovery boiler operating to the existing turbine PT-60-130/13". Works were performed by JSC E4SibCOTES. CCPP was started in 2011. Additional works were performed in 2011 to design individual assemblies, designer supervision over civil and installation works was carried out. Development of design and detailed documents on the facility "Construction of CCHT-90 at the Omskaya TPP-3 JSC TGK-11". Works were performed by JSC E4SibCOTES. In 2011 works were completed on development of design documentation, the positive opinion of the state expertise was obtained; the main scope of detailed documentation development was completed. In 2012 it is planned to complete development of design and estimate documentation and to do designer supervision over the facility construction. Complex of commissioning works at the power unit No. 1 of the Krasnoyarskaya TPP-3 JSC Eniseyskaya TGK. Works were performed by JSC E4-SibCOTES. In 2011 the power unit was tuned and comprehensively tested. In 2012 the power unit testing and equipment adjustment were carried out. Repowering of units No. 8 ,9 of the Barnaulskaya TPP-2 JSC Kuzbassenergo. Works were performed by JSC Siberian ENTTs. Design documentation was developed. The technical specification is being finalized in accordance with increased work scopes. Repowering of units No. 4, 6 of the Belovskaya GRES JSC Kuzbassenergo. Works were performed by JSC Siberian ENTTs. Design documentation was developed. The technical specification is being finalized in accordance with correction of the project title. Development of Feasibility Study of unit capacity of the main generating equipment and total rated power and heat capacity of TPP, design and detailed documentation for construction of TPP in Sovetskaya Gavan. Customer – JSC RAO Energy System of East. Works were performed by JSC Siberian ENTTs. Design Documentation was developed. The project was submitted to the Federal Autonomous Establishment RF Glavgosekspertiza (Main State Expert Review Board) in January 2012. 43 5.4. BRIEF DESCRIPTION OF JSC E4 GROUP FIXED ASSETS CONDITION AND COST The cost of fixed assets of JSC E4 Group as of December 31, 2011 made 259,485 K RUR. The growth of fixed assets in 2011 made 113,812 K RUR or 78%. K RUR (VAT excluded) Fixed assets (without incomebearing investments into fixed assets) – total including: Production implements and maintenance accessories Office equipment Machines and equipment (excluding office equipment) Transfer devices Vehicles Tools Buildings Structures Other types of fixed assets Taken into account within incomebearing investments into tangible assets – total including: Fixed assets handed over for lease As of the beginning of the year As of the end of the year initial cost initial cost abs. rel. 145 672 259 483 113 811 178 21 026 35 750 14 724 170 50 245 84 499 34 254 168 15 162 62 482 47 320 412 11 382 37 731 1 901 7 752 474 9 020 47 720 2 683 16 201 1 101 29 -2 362 9 989 782 8 449 627 29 79 126 141 209 232 0 268 685 529 086 260 401 197 268 685 529 086 260 401 197 Growth rate 2011/2010 Income-bearing investments include buildings in Novomichurinsk and St. Petersburg with total area of 21,282 m2. In 2011 the growth of income-bearing investments was attributable to leasing of a caterpillar crane with a lattice boom Liebherr LR 1750, weight-lifting capacity of 750 tons, cost of 264,142 K RUR. Nowadays the crane is used to perform works on the construction site of the Nyaganskaya GRES. Structure of JSC E4 Group fixed assets K RUR (VAT excluded) Cost as of January 01, 2011 Cost as of December 31, 2011 Buildings and structures 276 689 67% 282 023 68% Machines and equipment 15 170 4% 328 636 79% Transfer devices 11 382 3% 9 020 2% Office equipment (office appliances) 50 163 12% 82 415 10% Vehicles 37 731 9% 47 698 6% Furniture 18 861 5% 33 463 4% Other 4 361 1% 5 313 1% Total 414 357 100% 788 569 100% 44 5.5. FIXED ASSETS OF JSC E4 GROUP COMPANIES Cost of fixed assets of JSC E4 Group companies as of January 01, 2012 makes 4,729,957 K RUR. Versus January 01, 2011 the fixed assets increased by 328,362 K RUR. Variation of cost and structure of fixed assets of E4 Group companies K RUR as of January 01, 2011 as of December 31, 2011 Growth rate 2011/2010 initial cost share initial cost share abs. rel. 2 380 188 54% 2 441 449 52% 61 261 103% 1 282 009 29% 1 464 606 31% 182 597 114% Vehicles 544 351 12% 622 032 13% 77 680 114% Other types of fixed assets 195 046 5% 201 870 4% 6 824 104% 4 401 594 100% 4 729 957 100% 328 362 108% Buildings and structures Machines and equipment TOTAL The main share in the structure of fixed assets is represented by buildings and structures (54% as of the beginning and 52% as of the end of the year). The highest growth rate – 114% – for the reporting period was observed on assets of the main activity (machines and equipment, vehicles). Value of main activity assets versus the beginning of the year increased by 260,277 K RUR. The specific weight of main activity assets for the reporting period increased from 41% to 44%. Building and structures Machines and Equipment Vehicles Other Fixed Assets 45 6 46 SECTION 6. KEY INDICATORS OF COMPANY ACCOUNTING AND FINANCIAL REPORTING 6.1. Assessment of Company activity results and financial status When planning activities for 2011, the Company had 6 turnkey construction projects and 4 projects for design at the stage of implementation with total contract cost of 77,200 million RUR. During 2011 new contracts were signed for the total cost of 85,786 million RUR. It was planned to complete works on turnkey projects for 2011: "Construction of the boiler house in the North-West district of Kursk" "Construction of CCPP-410 MW of the Krasnodarskaya TPP" The project "Boiler house of the North-West district in Kursk" and the project "Astrakhanskaya TPP" were actually completed. For the project "Krasnodarskaya TPP" the revenues received were 91%, the project completion was postponed to 2012. In 2011 the revenues from implementation of projects made 18,934 million RUR. In 2011 the Company identified the procedure of revenues and prime cost generation under construction contracts in the accounting system in accordance with the Russian Accounting Standards 2/2008 "Accounting of construction contracts". As a result of actions carried out to apply the Russian Accounting Standards 2/2008, accounting indicators of the Company changed substantially as of December 31, 2008, December 31, 2009, and December 31, 2010. The main indicators of the Company's activity reflect positive dynamics of business development. Considerable growth of revenues and net profit is observed. K RUR 2009 2010 2011 Revenues 1 496 159 12 380 914 19 096 625 EBITDA -901 848 79 506 1 169 688 Net profit -606 540 173 500 680 026 KPI Loss produced as a result of application of the Russian Accounting Standards 2/2008 for the previous period is attributable to the following: (а) Non-compliance of dates reflecting works accepted by the customer under turnkey contracts in the accounting documents and dates reflecting works accepted from subcontractors in the accounting system. Such instances occurred in the previous reporting periods in connection with long-term approval and signature of documents received from subcontractors. At the same time the completed works were accepted by the customers upon completion and were reflected in the accounting system in connection with receipt of primary documents (KS-2, KS-3) signed by the customers. (б) Reflection of completed works reports in the accounting system signed by the customers, for instance, for an agency fee for organization of equipment delivery, in accordance with the schedule of works financing, which sometimes anticipates reflection of actual costs made by the Company in connection with performance of such works. Corrections of accounting data related to recalculation of revenues, prime cost of profits and deferred taxes as a result of the first application of the Russian Accounting Standards ПБУ 2/2008 are reflected in accounting of 2011 in the correspondence with the account of undistributed profit. The accounting data was recalculated retrospectively and is consistent. 47 6.2. Analysis of Company financial status Vertical analysis of balance sheet assets (in % to balance sheet currency) 2009 2010 2011 Abs. deviation 2011/2010 Intangible assets 0.00 0.00 0 0.00 Fixed assets 0.15 0.27 0.36 0.09 0.01 0.43 0.38 -0.05 0.04 0.74 1.02 0.28 25.44 16.54 13.82 -2.72 1.58 02.74 3.66 0.92 27.22 20.72 19.24 -1.48 Stocks and costs 8.20 7.72 4.89 -2.83 Accounts receivable 50.09 46.70 53.54 6.83 Cash and cash equivalents 0.13 0.71 0.16 -0.55 Other current assets 14.37 24.14 22.18 -1.97 72.79 79.28 80.76 1.48 100 100 100 0 Balance sheet asset item I. Non-current assets Construction in progress Income-bearing investments into tangible assets Long-term financial investments Other non-current assets Total for section I II. Current assets Total for section II Total assets The highest specific weight in the balance sheet currency is represented by current assets – 80.76%. Higher share of current assets is attributable to increased share of accounts receivable. Lower share of non-current assets is attributable to reduction of the share of long-term financial investments (2.72%). The specified items of the balance sheet assets are the highest in the structure of current and non-current assets accordingly. Non-current assets Inventories Ratio of main asset groups Accounts receivable Other current assets 48 In the structure of liabilities the shares were also redistributed between the capital and obligations by 1.87%. Reduction in the share of obligations mainly occurred as a result of the share of "other shortterm liabilities" (reverse charge of VAT from outstanding revenues). The share of equity capital increased as a result of profit share rise by 2.5%. Vertical analysis of balance sheet liabilities (in % to balance sheet currency) Balance sheet asset item I. Equity capital Chartered capital Added capital Reserves Undistributed profit Total for section I II. Liabilities Long-term liabilities Short-term liabilities including: short-term loans accounts payable other short-term liabilities Total for section II Total liabilities 2009 2010 2011 Abs. deviation 2011/2010 2.12 0.00 0.01 -2.94 -0.82 1.36 0 0.07 -3.25 -1.82 1.00 0.00 0.05 -1.00 0.05 -0.36 0.00 -0.02 2.25 1.87 73.68 27.14 74.83 26.98 62.90 37.05 -11.94 10.07 0.00 17.94 9.20 100.82 0.00 11.59 15.39 101.82 8.30 26.76 1.99 99.95 8.30 15.17 -13.40 -1.87 100 100 100 0% The structure of the Company's liabilities changed in respect to long-term and short-term obligations: the share of long-term liabilities reduced by 11.94%, the share of short-term liabilities increased by 10.07%. It is attributable to the fact that a part of long-term debt on advance payments received in connection with completion of the project "Krasnodarskaya TPP" was transferred to the item "accounts payable" as received short-term advance payments. For the reporting period the Company's current assets increased by 11,830 million RUR: Indicators Growth of current assets Growth K RUR % to growth 11 009 161 100 1. +/- capital and reserves 679 926 6.18% 2. +/- long-term liabilities 3 867 262 35.13% 3. +/- short-term loans 4 058 251 36.86% 4. +/- accounts payable 8 925 579 81.07% 5. +/- settlements on dividends -606 341 -5.51% -2 0.00% -629 521 -5.72% -3 324 302 -30.2% -78 668 -0.71% 307 0.00% 6. +/- deferred incomes 7. +/- provisions for future expenses 8. +/- other short-term liabilities 9. -/+ fixed assets 10. -/+ intangible assets 11. -/+ long-term financial investments -814 270 -7.40% 12. -/+ construction in progress 13. -/+ income-bearing investments into tangible assets 14. -/+ other non-current assets -32 038 -0.29% -230 794 -2.10% 806 229 -7.31% 11 009 161 100 Total Main factors that influenced growth of current assets were the following: - equity capital – profit growth; 49 - long-term and short-term credits and loans – increased credit portfolio; - accounts payable – employment of customer funds; Main factors that influenced reduction of current assets were the following: - other short-term liabilities (reverse charge of VAT from outstanding revenues); - reduction of long-term financial investments; - accrual of provisions for future expenses; 6.3. Analysis of Company business results dynamics Dynamics of main indicators of "Profit and Loss Statement" K RUR 2009 2010 2011 % deviation 11/10 Δ K RUR 11/10 Revenues from sales of goods 1 496 159 12 380 914 19 096 625 154 6 715 711 Cost of goods sold 1 591 661 11 184 695 16 828 635 150 5 643 940 - 95 502 1 196 219 2 267 990 190 1 071 771 380 971 359 734 79 842 699 287 74 315 1 129 058 93 161 -5 527 429 771 Profit (loss) from sales - 836 207 417 090 1 064 617 255 647 527 Interest receivable Interest payable Other income Profit from participation in other companies Other expenses 422 681 236 911 1 823 870 316 356 144 107 2 327 901 253 406 476 557 2 903 875 80 331 125 -62 950 332 450 575 974 1 346 9 820 13 250 135 3 430 1 909 684 2 697 510 2 889 190 107 191 680 Profit (loss) before taxation - 734 905 229 550 869 401 379 639 851 128 365 56 050 189 375 338 133 325 - 606 540 173 500 680 026 392 506 526 Indicator Gross Profit Commercial expenses Management expenses Profit tax and temporary differences Net profit (loss) In the Company there is a trend of net profit growth. Versus 2010 in 2011 the net profit increased by 506.5 million RUR. Growth of revenues and prime cost versus relative indicators of deviations are almost equal, 154% and 150% accordingly. It is reflected by change over to the Russian Accounting Standards 2/2008, since according to such accounting the calculation of revenues from construction contracts is done on a monthly basis by the "when completed" method, with account of extent of works completion under each contract (project) separately, and is recognized in the same period that actually incurred costs under the contract (project). Growth of management expenses was mainly caused by the Company move to a new office at the following address: World Trade Centre, 12, Krasnopresnenskaya naberezhnaya. The balance on other incomes and expenses in 2011 versus 2010 increased slightly (by 7.6 million RUR). 50 6.4. Main financial factors 2009 2010 2011 Instant liquidity 1.20 1.54 Current liquidity 1.59 Ratio of accounts receivable and payable (more than 1) Factor Change 10/09 11/10 1.41 1.29 0.92 2.00 1.91 1.25 0.96 1.85 1.99 1.50 1.08 0.75 Receivables turnover in days days 806,21 145,05 240,57 0.18 1.66 Payables turnover in days days 887,24 131,45 170,73 0,15 1.30 Turnover of inventory days 475,85 68,70 47,91 0.14 0.70 -123.47 -56.01 1 844.88 0.45 -32.94 -0.01 -0.02 0.00 2.23 -0.03 Ratios of debt and equity capital Equity ratio (financial independence) Return on sales % -55.9% 3.4% 5.6% -0.06 1.65 Net profit margin % -40.5% 1.4% 3.6% -0.03 2.54 Return on equity % 513,8% -41.2% -216,9% -0.08 5.26 Instant liquidity ratio reflects payment capabilities of the Company for timely and quick repayment of its debt. The normative value of this ratio is > 1. This ratio during the entire considered period is within the permissible range. As of the end of 2011 the ratio increased versus 2010 by 0.26 and is within the permissible range. This indicates availability of sufficient liquid assets in the JSC E4 Group. Ratio of current liquidity gives a general estimate of current assets liquidity. It shows how many roubles of current assets fall per one rouble of short-term liabilities. The normal level of total cover ratio shall be equal to 1.5–3 and shall not go below 1. As of the end of 2011 the ratio increased versus 2010 by 0.1, but is within the permissible range. Coefficient of ratio of accounts receivable and payable during the considered periods of activity reduces. The normative level of the coefficient is less than or equal to 1.Deviation of this coefficient from 1 poses a threat to financial stability and causes the necessity to employ additional sources of financing. As of the end of 2011 the coefficient reduced by 0.06, which gives evidence of indicator deterioration. Turnover of receivables and payables in days reduces versus 2010. Coefficient of debt and equity capital ratio indicates sharp rise of the indicator value in 2011, since the Company during the year employed external credits and loans, to support the Company's business and implement the projects. Equity ratio shows the share of enterprise owners in the total amount of funds advanced into its business. The higher the value of this ratio, the more financially stable and independent on external creditors is the enterprise. Versus 2010 this indicator increased by 0.98 and reached the positive value. Return on sales in 2011 increased versus 2010 by 2.21%, which is a positive trend, since the Company profit from the main activity and business and financial performance for this period. Net profit margin – in 2011 the indicator increased by 2.16%. Return on equity describes the business viability. As of the 2011 results it amounted to 44%, which is a negative trend, but versus 2009 the fall rates are much lower. 51 6.5. Dynamics of the Company's net assets for the last three completed financial years, including the reporting year K RUR 2009 -188 646 2010 -653 424 2011 26 501 Change 10/09 11/10 -464 778 679 925 Net assets of the Company are intended to continue the business, and as of the end of the reporting period they make 26,501 K RUR, which is 579,925 K RUR higher versus the last year. The main driver that caused the fact that according to the results of 2011 the cost of the Company's net assets was less than the Company's chartered capital, in opinion of the Company's Board of Directors, was considerable cumulative reduction of net profit from the start of the Company's business when changing over to the Russian Accounting Standards 2/2008. However, in 2011 the indicator improvement is evident (increase by 579.9 million RUR), which indicates further positive prospects in the Company development. The main actions that will make it possible for the Company to bring the cost of net assets in compliance with its chartered capital following the results of 2012 are as follows: 1. Signature of profitable contracts in the amount that makes it possible to both operate at the breakeven point level and have continuous profitability of at least 15%. 2. Reduction of management and commercial costs by implementation of austerity actions. 3. Contracting of expenditure contracts with mandatory observation of the price level of not more than 85% of the profitable contract price. 52 7 53 SECTION 7. INVESTMENTS 7.1. Company investments, including the ones forwarded reconstruction, technical upgrade and acquisition of fixed assets for The main activity of JSC E4 Group is performance of general contractor functions in construction of power facilities, as well as corporate management and coordination of companies included into the Group. Investment programmes and projects of the Company are developed on the basis of the industry features, performed works and services under planned and executed contracts. The volume of the Company's capital investments for 2009–2011 is given in the table: K RUR Investment patterns New construction (SMB) Upgrade and reconstruction of fixed assets Purchasing shares of other companies Establishment of new entities Purchasing machines and mechanisms, equipment and accessories Acquisition of a building Infrastructure (management) Total 2009 2010 2011 - 143 890 219 047 - - 207 323 2 780 101 174 000 5 - 99 990 29 997 862 18 109 277 370 - 260 850 - 68 771 74 957 81 544 2 849 734 771 795 815 286 In 2011 versus 2010 the volume of investments increased by 5.6%. The uneven volume of capital investments is observed along investment patterns. In 2011 within the framework of upgrade and reconstruction of fixed assets the project "Move to the new office" was implemented, a crane Liebherr LR 1750 was purchased costing 264,142 K RUR (investment pattern – purchasing machines and equipment). In part of investment into securities (shares), into establishment of new entities, on the contrary, there is negative dynamics observed. Dynamics of main indicators variation in 2009–2011 is given in charts: Volume of capital investments, K RUR Purchasing machines, mechanisms, K RUR 54 In 2011 the main volumes of investments by JSC E4 Group were forwarded to upgrade and reconstruct fixed assets, to purchase machines and mechanisms and new construction. Structure of all capital investments in 2011 (K RUR) Infrastructure (management) New construction Purchasing machines, mechanisms, equipment and accessories Upgrade and reconstruction of fixed assets Establishment of new entities The start of 2011 was marked by execution of one of the largest deals in the real estate market of Moscow, in which JSC E4 Group was the tenant of more than 10,000 m2 of office premises in the World Trade Centre. Already in July, upon completion of finishing works, the official move of the Company's headquarters took place. We are absolutely confident that arrangement of optimal labour conditions for the Company employees is a key factor supporting stable dynamic development of the Company for many years. Within the framework of the project the leased areas were expanded, finishing and reconstruction of premises were done, an integrated security complex was created, fire-fighting and video surveillance systems were established, multimedia service equipment was installed, IT-infrastructure was built, workplaces were equipped with state-of-the-art office equipment, furniture. New office after finishing and reconstruction of premises Being a holding company, E4 Group supports implementation of large-scale projects aimed at optimisation of tenure, usage, disposal of real estate in all regions of its presence, in particular, in St. Petersburg there were actions taken to purchase a land plot with total area of more than 20,000 m2 from the government, which is located under the Company's real estate facilities. In 2011 the funds were invested into the following facilities of the fixed assets (machines and mechanisms, equipment and accessories) required for the production process: • A caterpillar crane with a lattice boom Liebherr LR 1750 A hydraulic loader (within the turnkey projects for testing of bridge cranes, delivered and mounted, when obtaining a permit to commission bridge cranes from the Federal Service of Environmental, Technological and Nuclear Supervision (Rostekhnadzor) authorities • A forklift truck (required in connection with growing volumes of equipment arriving on site and the necessity to store it). 55 The main reason behind higher volume of investments for purchasing machines and mechanisms in 2011 versus 2010 (by 276,176 K RUR) is purchase of a caterpillar crane with a lattice boom Liebherr LR 1750, weight-lifting capacity of 750 tons, cost of 264,142 K RUR. The crane was purchased by the resolution of the Board of Directors to fulfill the Company's obligations under turnkey contracts, to handle bulk and large-tonnage facilities of construction when performing works on the construction site of the Nyaganskaya GRES, and in the nearest future on sites of the Cherepovetskaya GRES and Serovskaya GRES. The purchase was carried out within the framework of the developed strategy of JSC E4 Group, which is based on availability of a continuous contract base. In connection with limitation on availability of such equipment in the territory of the Russian Federation (nowadays there are hardly ten such cranes in the territory of the country), there are risks related to impossibility to lease the equipment, and as a result, risks of failure in fulfillment of the Company's obligations. Crane Liebherr LR 1750 on site of Nyaganskaya GRES construction In 2011 in connection with implementation of the new project "Reconstruction of the Astrakhanskaya GRES with erection of CCPP 110", with the active stages of "Serovskaya GRES" and "Cherepovetskaya GRES" projects, the Company headcount increased, which required purchasing additional vehicles, office equipment, furniture and upgrade of data storage equipment. K RUR Name Internal funds Profit of previous years Depreciation Other internal sources 1 Financial lease (leasing) Total 2009 2010 2011 2 849 734 771 795 551 144 - - 173 500 15 448 19 624 77 137 2 834 285 752 171 300 507 - - 264 142 2 849 733 771 795 815 286 Mainly the current needs of the Company are supported with internal funds of financing. Leasing Other internal sources 1 Depreciatio Profit of previous years Crane Liebherr LR 1750 56 7.2. Investment activity of E4 Group companies for the period from 2009 to 2011. The main purpose of the investment activity of the companies included into E4 Group is provision of reliable, safe operation and uninterrupted production activity aimed at increase of market value of enterprises by rational investments into upgrade, development and expansion of the business scale. Volume of capital investments by E4 Group companies into fixed assets for the period of 2009–2011 of the following activities VAT excluded, K RUR 2009 2010 2011 0 5 540 49 420 Upgrade and reconstruction of fixed assets 10 334 91 691 87 637 Acquisition of buildings and structures 20 134 0 0 Purchasing machines and mechanisms 367 583 321 788 260 400 Infrastructure (software, office equipment, etc.) 48 142 0 0 446 193 419 019 397 457 Name New construction Total Most significant investment projects by E4 Group companies completed within 2010–2011 and scheduled for 2012 VAT excluded, K RUR Company JSC E4-Centrenergomontazh JSC E4-Centrenergomontazh Project name Line for production of NKMZ beams Reconstruction of NKMZ railway tracks Cost Year of completion 22 435 2010 10 304 2012 JSC Bureyagesstroy Construction of a concrete plant 42 373 2012 JSC Bureyagesstroy Reconstruction of the head office 90 132 2012 7.3. Investment plans Investment plans for the current year include actions aimed at implementation of turnkey projects, support of the Company's current business and also at improvement of business quality. To implement newly executed and to be executed turnkey projects, investments are planned to establish new local divisions and the Representative Office in Belarus. JSC E4 Group is active in the field of nuclear power engineering – a strategically important sector of the country. On October 31, 2010 there was an agreement signed to develop cooperation in the sphere of power engineering between EVN, the State Corporation ROSATOM and JSC E4 Group on construction of the first NPP in Vietnam, "Ninh Thuan-1". Therefore additional capital investments are required in 2012 for development of the Representative Office in Vietnam. 57 Investment activity of E4 Group companies in 2012. Investment programmes of E4 Group companies for 2012 include several important projects aimed at implementation of the main activities and improvement of competitiveness of companies. Besides, the programmes are designed to update the fixed assets of the companies and to purchase large construction equipment to complete Turnkey Projects. The total amount of investment costs of E4 Group companies in 2012 makes 429,692 K RUR (VAT excluded). Taking into account the indicator of 2011 (397,442 K RUR), the volume of investments versus the previous year will increase by 32,250 K RUR in absolute terms, and by 7.5% in relative terms. Volume of capital investments of E4 Group companies in 2012. K RUR, VAT excluded Short-term investment programme 2011 Financial investments (actual) Company Commissioni ng 2012 (plan) Item Construction of new facilities Reconstruction, upgrade Acquisition of fixed assets Construction of new facilities Reconstruction, upgrade Acquisition of fixed assets Acquisition of fixed assets Reconstruction, upgrade Acquisition of fixed assets Reconstruction, upgrade Acquisition of fixed assets Acquisition of fixed assets Reconstruction, upgrade Acquisition of fixed assets Acquisition of fixed assets Capital investments 50 000 42 373 78 814 55 300 46 864 46 864 97 411 33 305 82 551 3 300 2 797 2 797 29 389 24 906 24 906 224 160 179 821 179 821 59 159 50 134 50 134 23 359 19 758 18 270 61 803 51 553 58 034 32 121 27 221 23 403 7 987 6 779 6 779 16 371 13 874 14 074 2 599 2 203 2 203 43 769 37 093 37 093 27 602 19 079 16 169 16 169 397 457 725 807 554 850 1. Construction of new facilities 49 420 53 300 45 170 81 611 2. Reconstruction, upgrade 87 637 142 768 120 952 115 646 260 400 529 739 388 728 444 655 JSC Bureyagesstroy JSC E4-CEM LLC E4-Magistral PJSC KIEP JSC NPO CKTI JSC E4-SibCOTES JSC Siberian ENTTs JSC Sibtekhenergo Total, including 3. Total acquisition of fixed assets 180 350 46 218 3 427 25 432 42 930 7 979 63 517 641 912 58 8 59 SECTION 8. PROCUREMENT ACTIVITIES Nomenclature and procedural base of procurement activities In order to improve efficiency and transparency of procurement activities in 2011 the Procurement Activity Organisation Policy was analyzed (approved by the resolution of the Board of Directors JSC E4 Group in 2009). The new version of the Policy was approved by the resolution of the Board of Directors, Minutes No. 127 dated October 14, 2011. The following amendments were made to the Policy: The Policy was brought in compliance with requirements of the Quality Management System The complex procurement programme (hereinafter referred to as CPP) format was modified A list of documents that are mandatory to a request for modification of procurement parameters in the CPP or for inclusion of an off-schedule purchase in the CPP was regulated A list of documents submitted to a request for initiation of a procurement procedure was regulated A concept of Prequalification was introduced The timing was set for procurement procedure stages The procedure was introduced for procurement of the "Competitive List" method The procedure was regulated on how to perform actions to improve procurement terms (competitive negotiations, reverse auction) The procedure to approve procurement by the "single source" method was regulated. Besides, a new version of the Regulation on the Company's Central Procurement Committee (CPC) was also updated and introduced (approved by the resolution of the Board of Directors, Minutes No. 124 dated September 15, 2011). The new version of the document regulates the procedure of procurement approval by the Central Procurement Committee; the annexes to the Regulation on the CPP were the new formats of CPP, a format of a request for making changes or to include a purchase into a CPP. In connection with the start of implementation of JSC Gazprom Energoholding projects, the Policy on cooperation of JSC E4 Group and General Customer in process of procurement procedures on the project "Construction of the power unit No. 4 of the Cherepovetskaya GRES on the basis of combined cycle technology", power unit No. 4 (CCPP-420) was approved and introduced (approved by the resolution of the Board of Directors, Minutes No. 136 dated December 30, 2011). In 2011 the procurement activity of JSC E4 Group was carried out on the basis of the Quarterly Complex Procurement Programmes approved by the Company's CPC. Correction of the procurement programme or its amendment was also approved on the basis of resolutions by the official meetings of the CPC. The Central Procurement Committee of the Company includes most Deputy General Directors of the Company in charge of various activities, which ensures making good and reliable decisions related to the procurement activities of the company. The scheme of the procedure to apply to the CPC in order to approve a purchase: 60 Transparency of procurement Competitive procurement procedures for the needs of JSC E4 Group for the purposes to implement the turnkey projects, to support the current activity of the Company, in 2011 were carried out by the Authorized Specialized Procurement Company LLC ESSK-Invest. In accordance with the terms of the turnkey projects for construction of the Serovskaya and Cherepovetskaya GRES, the procurement commissions for selection of suppliers / contractors include representatives of the Customer (JSC OGK-2 and LLC MRES accordingly), which provides for maximum economic efficiency in organisation of procurement and accelerates the timing for decision-making, and also makes it possible to take into account the Customer's interests at all stages of construction. Information on procurement was published in the open sources: at the Electronic Trading Facility Interbranch Trading System "Fabrikant" (website www.fabrikant.ru), the official website of the Company, the information was forwarded to the Chambers of Industry and Commerce in the Regions, where construction facilities of JSC E4 Group are located. Work within the Electronic Trading Facility makes it possible to select high-quality affordable goods and services, expands the number of potential suppliers / contractors, makes it possible to speed up competitive procedures by application of electronic documents and to considerably reduce the procurement prices. Free access of suppliers and contractors is provided to information on procurement, as well as an option of electronic trading for orders of any cost without geographic barriers. On the basis of analysis of the performed procurement procedures, monthly reports are made on efficiency of JSC E4 Group procurement activities for the company management and the Board of Directors. Fulfillment of Complex Procurement Programme Following the results of 2011 the Complex Procurement Programme of JSC E4 Group planned and additionally approved purchases for the amount of 58,032,960 K RUR, VAT included. Actually in 2011 the procurement procedures were completed for the total cost of 25,764,666 K RUR, VAT included. Out of those the planned purchases amounted to 8,477,507 K RUR, VAT included. Off-schedule purchases made 17,287,159 K RUR, VAT included. Completed out of the offschedule purchases 17 287 159 32 268 294 Completed out of the planned purchases Planned, but not completed 8 477 507 The main reasons for deviation of the actual purchase amount versus the amount of the ones planned in the CPP are as follows: Transfer of purchases under turnkey projects to the next quarters as a result of non-completion of a few procedures, since no detailed documentation approved by the Customer was available. Changes in the detailed documentation and accordingly collection of corrected technical and commercial proposals and extension of timing for procurement procedures. Availability of purchases undone from the number of the ones planned in the CPP, as a result of variation, unavailability or delay in the issue of the design and estimate documents, detailed documents. Execution of new contracts in the current quarter. Reduction of actual cost of purchasing due to efficiency of completed procurement procedures. 61 According to the data of the Authorized Specialized Procurement Organisation LLC ESSK-Invest, 217 competitive procedures were held in the reporting period with application of the following methods of procurement: open and closed request for proposals. For the reporting period the savings index achieved versus the budget cost of procurement amounted to 3,819,574 K RUR, VAT included (42%). Quality assessment of completed purchases broken down by procurement method K RUR, VAT excluded Open request for proposals Closed request for proposals Single source Main reasons of the high index of procurement from a single source are as follows: Required material and technical resources may be manufactured / supplied or the works may be performed / services rendered by the only contractor, and their equivalent replacement is not accepted in compliance with the requirements of the end Customer. The necessity of additional purchases on the grounds of standardization, unification, and also to ensure compatibility or succession (for works, services) with the previously purchases goods (new purchases may only be made from the same supplier / contractor). For instance, similar equipment is purchased for the three power units on the project of the Nyaganskaya GRES power island construction. Provision of one proposal only, but performance of new procedures, by resolution of the Procurement Committee / Procurement Organizer, is not reasonable (for instance, time limits for procurement procedures have been exhausted, new competitive procedures will not result in changes of the participant circle and appearance of another winner, considerable procurement cost, etc.); Urgent need of the Customer in a purchase, failure to complete which within the shortest possible period of time may result in considerable financial or other losses (such tight deadlines are, for instance, specific to: pre-commissioning of the first power unit of the Nyaganskaya GRES, commissioning of the Krasnodarskaya TPP and Astrakhanskaya GRES). Higher efficiency of procurement activities: Purchasing from a single source undergoes the full-scale procedure of approval by the CPC with preliminary elaboration and analysis of data provided by those who order purchasing. Within the framework of the procurement procedures, the cost of material and equipment contained in the estimates of contractors is assessed. For the purpose of expert appraisal of technical capabilities, financial stability of the companies, production visits are organized to monitor goods shipped, to confirm qualification of E4 partners both within the territory of the Russian Federation and abroad. These actions will make it possible to rationalize the basis of market cost of equipment and materials to negotiate with participants of procurement procedures and to get maximum saving of funds. 62 9 63 SECTION 9. CORPORATE GOVERNANCE In the reporting year JSC E4 Group celebrated its first anniversary – five years of the Company. For the time of our existence we have managed to develop new activities at nuclear power engineering enterprises, construction of power grids, metallurgical industry, oil and gas, forest, chemical industries, and also to expand the map of presence. JSC E4 Group has become a large holding, which includes companies of various orientation located within the entire territory of Russia: design institutes, construction and installation companies, enterprises manufacturing process equipment. In order to support implementation of projects using internal resources through combination of various companies of the Group within a single project, the main objectives of JSC E4 Group in part of corporate governance are as follows: Achievement of integration cooperation of separate companies of the Group within the business of the Holding as a whole; Consolidation of positions of multiple shareholders / participants of enterprises included into E4 Group; Efficient organsation and coordination of interaction of all companies between each other, and also with the environment; Provision of unity in planning, setting tasks and monitoring of their completion; Efficient management of current business of the companies. Management of E4 Group companies is built on the system of making decisions by collective management bodies (boards of directors) of subsidiaries and affiliates, the competence of which cover a wide spectrum of issues taking into account the specific nature of each company's business. The vertical system of corporate governance makes it possible for the management of the parent company to solve strategic objectives through involvement of each separate entity of the Group in this process. The Company management follows best Russian and international practices of corporate governance, strives to improve quality of holding management, provides for strict observance of legislation requirements, rights and interests of other shareholders of the Group companies. 9.1. Principles of Company corporate governance Management by JSC E4 Group and companies of the Group is carried out on the basis of the following principles of corporate governance: Efficient distribution of competence Establishment of efficient structure and optimal operation of Divide et impera management bodies of E4 Group of companies is achieved by strict distribution of powers between executive branches, boards of directors Divide and conquer and general meetings of shareholders / participants. The principle of competence division is implemented through approval of policies and internal documents regulating powers of management bodies in JSC E4 Group and its subsidiaries and affiliates. Therefore, apart from division of competence specified by the mandatory legislative requirements, powers of a sole executive body in charge of operating management on most important issues are additionally limited in favour of the Board of Directors representing interests of shareholders and making strategic decisions on organisation of the appropriate company's business and development and also supervision over its management activities. Transparency and disclosure of information The management of JSC E4 Group pays close attention to issues Ubi facta loquuntrur nоn of timely and accurate information disclosure. All companies of the opus est verbis Group strictly adhere to legislation in part of transparency of their business and provision of requested information to shareholders, state Where facts speak, words authorities and all stakeholders. are not required For consistent and open communication with shareholders, websites of the Group companies contain data on provision of documents to shareholders, with indication of the procedure of their making and issue and also people in charge of their preparation. Besides, corporate websites of the Holding companies contain the entire required volume of information on business, management and internal documents of the companies. Special attention is paid 64 to updating, visualization and availability of information placed on webpages of JSC E4 Group and its subsidiaries and affiliates. Methodology and information exchange To ensure efficient management, coordination and supervision Ipsa scientia potestas est over the business of the Group companies, a system of regular information exchange was established in the Holding, also via active The knowledge itself is participation of the boards of directors in management of the power companies. Information exchange makes it possible to take into account features of business of each separate company within the Group, to consolidate positions of multiple shareholders, to manage risks, to ensure unity of planning and setting tasks, as well as to efficiently respond to arising problems in process of their completion. Within the framework of the information exchange, the Group companies review management reports to the Board of Directors on a quarterly basis in respect to completion of the business plan, achievement of specified key performance indicators, special tasks, as well as reports on completion of decisions made by boards of directors and general meeting of shareholders. Lawfulness and control Steady adherence to legislation requirements is the basic principle of Dura lex sed lex Group companies’ management. All decisions made on organisation of the Holding business and internal documents prepared to develop them strictly Law is harsh, but it's law follow the mandatory requirements of the Russian Federation regulations and laws. Besides, the company management adheres to the policy of observing optional standards and recommended norms contained, for instance, in the Corporate Conduct Code. To ensure compliance with legal requirements and effective control of the business, special subdivisions of internal audit and financial control were established in JSC E4 Group and the Group companies, which report to the Board of Directors; the activities of the management are regularly reviewed by the audit committees and external auditors. Principal documents of corporate governance The following internal documents containing rules and standards of corporate governance are approved by JSC E4 Group: Charter of JSC E4 Group Regulation on the Order of Convening and Holding of the Meetings of the Board of Directors Regulation on the Management Regulation on the Audit Committee Regulation on Preparation and Approval of Materials for Meetings of the Board of Directors Standards of Corporate Operation Standard of Efficient Minutes of Meeting Standard on Disclosure and Provision of Information in Securities Market Standard on Organisation of Efficient Work of the Board of Directors Standard on Corporate Governance of Subsidiaries and Affiliates Rules to Keep Register of Owners of Registered Securities Regulation on Requirements to Format, Structure and Contents of the Annual Report Plan of JSC E4 Group Board of Directors Work for the Next Period Information on the Company's observance of the Corporate Conduct Code provisions recommended by the Regulation of the Federal Commission for the Securities Market of Russia No. 421/r dated April 4, 2002 is given in the Annex 1 to the Report. 65 9.2. Development of Company corporate governance To achieve the objectives in the sphere of corporate governance set by the management of JSC E4 Group for 2011, the following actions were taken: Within the framework of the objective to improve internal documents of the Company the following was approved: - Standards of corporate operation of JSC E4 Group - Standard of Efficient Minutes of Meeting - Standard on Disclosure and Provision of Information in Securities Market - Standard on Organisation of Efficient Work of the Board of Directors - Standard on Corporate Governance of Subsidiaries and Affiliates - Regulation on the Management Besides, a new version of the Company's Charter and Rules to Keep Register of Owners of Registered Securities of JSC E4 Group were approved. In order to build the optimal management system, plants of board of directors work were approved in JSC E4 Group and all companies of the Group, a system of business planning, KPI and special task setting for each company of the Group was established. To motivate the management, bonuses are paid depending on completion of tasks set, achievement of specified indicators. The system of quarterly reports by the General Directors of the Group of companies to boards of directors has been introduced on all main activities, also on fulfillment of decisions made by the general meetings of shareholders and boards of directors. In the reporting year the special attention was paid to improvement of corporate sites of E4 Group of companies in the Internet. Thus the structure of the section "For Shareholders and Investors" on the webite of JSC E4 Group was modified, the website of JSC Siberian ENTTs was completely changed. Employees of the Corporate Procedures Organisation Department of JSC E4 Group in 2011 received further training under programmes "Special (extraordinary) transactions in JC: purchasing more than 30% of shares, large transactions and related party transactions" and "Corporate transactions: relevant legal and practical issues". Apart from the above, improvement of corporate governance in the reporting year found its reflection in establishment of a collective executive body of JSC E4 Group – the Management, which made it possible to considerably increase quality and efficiency of taken management decisions. 9.3. Information about the management and control bodies of the Company Sole Shareholder External Control Board of Directors Auditor Committees of the Board of Directors: Human Resources, Remunerations and Personnel Development; Audit Committee; Technical Policies, Procurement and Investments; Economics, Finance and Development Audit Committee Internal Control Financial Controller (functions performed by Directorate for Internal Control) Management General Director 66 9.3.1. Sole shareholder In 2011 the sole shareholder of JSC E4 Group took 8 decisions: Date Issue 21.01.2011 On approval of transactions to establish the Consortium and participate in the tender on the project "Construction of the high-voltage line 220 kV "Chernyshevsk – Mirniy – Lensk – Peleduy", the Republic of Sakha (Yakutia)" 02.06.2011 1. On approval of a new version of the Company Charter 2. On approval of the Regulation on the Management of JSC E4 Group 30.06.2011 1. On approval of the annual report, the annual financial statements, including the profit and loss statement of the Company for 2010, and also on distribution of profit (also on payment of dividends) and losses of the Company following the results of the 2010 financial year 2. On election of the members to the Board of Directors of the Company 3. On election of the members to the Audit Committee of the Company 4. On approval of the Company's Auditor 20.07.2011 On approval of a related party transaction, the subject of which is property with cost of more than 2% of the Company's assets balance cost2 18.08.2011 On approval of related party transactions that may be closed in the future 01.09.2011 1. On approval of a new version of the Company Charter 2. On approval of a related party transaction, the subject of which is property with cost of more than 2% of the Company's assets balance cost 03.10.2011 On approval of related party transactions that may be closed in the future 15.12.2011 On approval of a related party transaction, the subject of which is property with cost of more than 2% of the Company's assets balance cost 9.3.2. Board of Directors The Board of Directors of JSC E4 Group is a management body, the competence of which covers a broad range of the Company's activities as specified by the Company's Charter: from the development strategy for the Company, approval of annual business plans, list and descriptions of key performance indicators, to preliminary approval of the most important transactions executed by the Company and regulation of the main processes in JSC E4 Group and review of the Company management reports on their activities. Issues falling within the competence of the Board of Directors can be found on the corporate website of JSC E4 Group: http://e4group.ru/?id=64. In 2011 the meetings of the Board of Directors of JSC E4 Group were held on a regular basis twice per month in accordance with the approved Plan of the Company's Board of Directors Work for 2011. Out of 37 meetings of the Board of Directors, 11 were off-schedule. 2 See details in the Annex 67 Key decisions by the Board of Directors of JSC E4 Group taken in 2011 Date Issue 15.04.2011 On leasing a caterpillar crane Liebherr LR 1750 10.05.2011 On election of V.V. Kalinin the General Director of the Company 02.06.2011 1. On recommendations to the sole shareholder of the Company on the issue of approving the new version of the Company's Charter. 2. On recommendations to the sole shareholder of the Company on the issue of approving the Regulation on the Management of JSC E4 Group. 03.06.2011 On identification of the Company's Management numerical composition and election of its members. 15.12.2011 On establishment of the Open Joint-Stock Company E4 Group in the Republic of Belarus. The Board of Directors of JSC E4 Group consists of 6 members, 4 of which are independent directors (N.V. Stepanov, A.N. Lavrov, O.N. Serebrennikov, E.A. Balakin). Composition of the Board of Directors of JSC E4 Group in 2011 1) The composition of the Board of Directors acting from November 15, 2010 (Resolution by the sole shareholder No. 31) to June 29, 2011 (inclusive): 1. Abyzov Mikhail Anatolievich; 2. Stepanov Nikolay Vladimirovich; 3. Nikitin Daniil Nikolaevich; 4. Serebrennikov Oleg Nikolaevich; 5. Sobolev Evgeny Viktorovich; 6. Lavrov Aleksey Anatolievich. 2) The composition of the Board of Directors acting from June 30, 2011 (Resolution by the sole shareholder No. 34) to January 15, 2012 (inclusive): 1. Abyzov Mikhail Anatolievich; 2. Stepanov Nikolay Vladimirovich; 3. Nikitin Daniil Nikolaevich; 4. Serebrennikov Oleg Nikolaevich; 5. Balakin Evgeny Anatolievich; 6. Lavrov Aleksey Anatolievich; 7. Kalinin Vladimir Vasilievich. 3) By the resolution of the sole shareholder on January 16, 2012 (Resolution No. 40) the following members were elected to the Board of Directors of the Company: 1. Stepanov Nikolay Vladimirovich; 2. Kalinin Vladimir Vasilievich; 3. Lavrov Aleksey Anatolievich; 4. Nikitin Daniil Nikolaevich; 5. Balakin Evgeny Anatolievich; 6. Serebrennikov Oleg Nikolaevich. 68 Information on the Members of the Board of Directors Abyzov Mikhail Anatolievich Year of Birth: 1972 Education: higher education, Lomonosov Moscow State University, Faculty of Economics Positions held in the last five years: 2004–2005: Member of the Management of JSC RAO UES of Russia, Managing Director of Business Unit No. 1 2005–2006: General Director of JSC UK Kuzbassrazrezugol 2006–January 16, 2012: Chairman of the Board of Directors, LLC RU-COM. Citizenship: Russian Federation Stepanov Nikolay Vladimirovich General Director, LLC RU-COM Year of Birth: 1974 Education: higher education, 1996: Irkutsk State Economic Academy, majored in "State and Regional Management" 1998: All-Russian Academy of Foreign Trade, Ministry of Trade of the Russian Federation, foreign trade management Positions held in the last five years: 2005–2007: Deputy Chairman of the Management – Executive Director of the Management of the JSC Russian Communal Systems 2008–2009: Deputy General Director for Management – Head of the Management Centre of LLC RU-COM 2009–present time: General Director LLC RU-COM Citizenship: Russian Federation Lavrov Aleksey Anatolievich Deputy General Director for Economics and Finance: LLC RU-COM Year of Birth: 1973 Education: higher education: 2007: Antwerp University Management School (UAMS), Executive MBA 1996, 1997: Baltic State Technical University, St. Petersburg, Manager, Mechanical engineer Positions held in the last five years: 2005–2006: Head of Financial Planning Department of LLC Gazpromenergo 2007–2008: Deputy Executive Director – Head of Economic and Finance Department of JSC Russian Communal Systems 2008–2009: Financial Director of CJSC Eurasia-EnergoService Citizenship: Russian Federation 69 Nikitin Danil Nikolaevich Deputy Chairman of the Board of Directors of JSC E4 Group Year of Birth: 1972 Education: higher education, Finance Academy under the Government of the Russian Federation, specialisation "Finance and Credit" Positions held in the last five years: 2004–2005: Deputy Managing Director, Executive Director of Business Unit No. 1 JSC RAO UES of Russia 2005–2006: First Deputy General Director of CJSC UK Kuzbassrazrezugol; 2006–2009: General Director, LLC RU-COM from September 2009 to May 10, 2011: General Director of JSC E4 Group Citizenship: Russian Federation Serebrennikov Oleg Nikolaevich Deputy General Director for Technical Policy and Investments of LLC RU-COM Year of Birth: 1968 Education: higher, Chita Polytechnic Institute, Hydraulic Engineer Positions held in the last five years: 2004–2007: Chief of the Production and Technical Department of OJSC Russian Communal Systems 2008– 2009: Deputy Head of the Management Centre of LLC RU-COM Citizenship: Russian Federation Sobolev Evgeny Viktorovich Deputy General Director LLC RU-COM for Public Relations Year of Birth: 1973 Education: higher, Military University of the Ministry of Defence of the Russian Federation, linguist, intercultural communications (Arabic, English) Positions held in the last five years: 2005–2006: PR consultant of the General Director of CJSC UK Kuzbassrazrezugol Citizenship: Russian Federation Balakin Evgeny Anatolievich Security Director, LLC RU-COM Year of Birth: 1955 Education: higher education, Omsk Higher Police School Positions held in the last five years: 2006–2008: Deputy Security Department Director, The Oil Transporting Joint Stock Company Transneft 2008–2009: Deputy Security Department Director, State Corporation Olympstroy Citizenship: Russian Federation 70 Kalinin Vladimir Vasilievich General Director of JSC E4 Group Year of Birth: 1959 Education: higher education, Ukhta Industrial Institute, specialisation "Mining Engineer on Development of Oil and Gas Deposits" Positions held in the last five years: 2000–2007: First Vice-President of Transneft 2007–2008: Member of the Management of the State Corporation Olympstroy 2008–2009: Deputy Chairman of the Management of JSC FGC UES 2010–2011: Vice-President of TNK-BP Citizenship: Russian Federation Has state awards, including Order of Friendship. Members of the Board of Directors do not own Company shares, during the reporting period no transactions on acquisition or carve-out of the Company shares were made. Committees of the Board of Directors Committees of the Board of Directors are special permanent bodies established by the Board of Directors and responsible for efficient implementation of management and control functions of the Board of Directors in the spheres that are most important for the successful business of the Company, through preliminary review of issues referred by the Company's Charter to the competence of the Board of Directors. Resolutions by the committees are of advisory nature. The following Committees of the Board of Directors of JSC E4 Group were established and are currently in action by the resolution of the Board of Directors dated January 29, 2010 (Minutes No. 73): Audit Committee Human Resources, Remunerations and Personnel Development Committee Technical Policies, Procurement and Investment Committee Economic, Finance and Development Committee Economic, Finance and Development Committee Committee Objectives: Formation of policies, as well as approval, coordination and control of the Company's activity in the field of economics and finances; Control over payment discipline and effective functioning of the system of execution of the Cash Flow Budget; Coordination and organisation of Company's actions aimed for optimisation of its financial and economic condition; Preliminary consideration and issue of recommendations on a range of issues within the competence of the Board of Directors of the Company. Technical Policies, Procurement and Investment Committee Committee Objectives: Optimisation of investment and production processes to improve technical condition of the Company, provision of quality materials required for adoption of corporate decisions by the General Shareholders’ (Participants') Meeting and the Board of Directors of the Company; Control over revenue and expenses parts of the investment budget and over production costs; Provision of payment discipline and effective functioning of the system of execution of the investment budget; Coordination and organisation of actions of the executive bodies of the Company with the purpose to improve technical condition of the Company through optimisation of investment and production processes; 71 Provision for effective operations and control over procurement; Preliminary consideration and issue of recommendations on a range of issues within the competence of the Board of Directors of the Company. Human Resources, Remunerations and Personnel Development Committee Committee Objectives: Formation of policies, as well as approval, coordination and control of the Company's activity in the field of human resources, remuneration and organisational development; Coordination of the Company's activities in formation of effective business processes; Formation of proposals (recommendations) regarding the candidates for position of the sole executive body and other official positions within the Company; Formation of proposals (recommendations) regarding the remuneration system for the sole executive body and other officials within the Company; Analysis and assessment of actions of the sole executive body and other officials of the Company; Preliminary consideration and issue of recommendations on a range of issues within the competence of the Board of Directors of the Company. Audit Committee Committee Objective: Preliminary consideration and recommendations in relation to the candidate for position of the Auditor of the Company, remuneration of the Audit Committee of the Company and payment for services of the Auditor of the Company, as well as in relation to the range of issues within the competence of the Board of Directors of the Company. 9.3.3. The Management On June 2, 2011 a collective executive body – the Management – was established in JSC E4 Group. The Company Management is responsible for practical implementation of objectives, development strategy and policy of the Company and manages the current business of the Company within the competence identified by the Company's Charter, resolutions by the sole shareholder and the Board of Directors of the Company. Main objectives of the Company's Management are as follows: (а) Supporting observance of rights and legal interests of the Company shareholder; (b) Development of proposals on the development strategy of the Company (including branches and representative offices) and its subsidiaries and affiliates; (c) Development and implementation of the Company's business policy, making decisions on important issues of its current business and coordination of its divisions operation; (d) Increased efficiency of internal control and risk monitoring systems; (e) Provision for high level of Company assets profitability and maximum profit from the Company's business. Compositions of the Management: 1) From June 03, 2011 (Minutes of the Meeting of the Board of Directors No. 116) to August 15, 2011: 1. Kalinin Vladimir Vasilievich (Chairman of the Management); 2. Khaydarov Farit Rifovich; 3. Zagretdinov Ilias Shamilevich; 4. Umrikhin Alexander Anatolievich; 5. Khmaruk Nikolay Petrovich; 6. Shmakov Maxim Evgenievich; 7. Starshinova Olga Viktorovna; 8. Grigoriev Sergey Viktorovich; 9. Molchanov Dmitry Evgenievich; 10. Melyakin Yury Ivanovich; 11. Artemiev Yury Anatolievich; 12. Blokhina Svetlana Vladimirovna; 13. Anisimov Vladimir Leonidovich. 72 2) From August 15, 2011 (Minutes of the Meeting of the Board of Directors No. 122) to September 30, 2011: 1. Kalinin Vladimir Vasilievich (Chairman of the Management); 2. Khaydarov Farit Rifovich; 3. Zagretdinov Ilias Shamilevich; 4. Umrikhin Alexander Anatolievich; 5. Khmaruk Nikolay Petrovich; 6. Grigoriev Sergey Viktorovich; 7. Melyakin Yury Ivanovich; 8. Artemiev Yury Anatolievich; 9. Blokhina Svetlana Vladimirovna; 10. Anisimov Vladimir Leonidovich. 3) From September 30, 2011 (Minutes of the Meeting of the Board of Directors No. 126) to January 30, 2012: 1. Kalinin Vladimir Vasilievich (Chairman of the Management); 2. Khaydarov Farit Rifovich; 3. Martianova Elena Mikhailovna; 4. Zagretdinov Ilias Shamilevich; 5. Umrikhin Alexander Anatolievich; 6. Khmaruk Nikolay Petrovich; 7. Grigoriev Sergey Viktorovich; 8. Melyakin Yury Ivanovich; 9. Artemiev Yury Anatolievich; 10. Anisimov Vladimir Leonidovich. 4) By the resolution of the Board of Directors on January 30, 2012 (Minutes No. 139), the following were elected as the members to the Management of the Company: 1. Kalinin Vladimir Vasilievich (Chairman of the Management); 2. Khaydarov Farit Rifovich; 3. Martianova Elena Mikhailovna; 4. Zagretdinov Ilias Shamilevich; 5. Umrikhin Alexander Anatolievich; 6. Khmaruk Nikolay Petrovich; 7. Grigoriev Sergey Viktorovich; 8. Melyakin Yury Ivanovich; 9. Anisimov Vladimir Leonidovich. Information on the members of the current Management (as of the moment of the Annual Report approval) Kalinin Vladimir Vasilievich General Director of JSC E4 Group Chairman of the Management Year of Birth: 1959 Education: higher education, Ukhta Industrial Institute, specialisation "Mining Engineer on Development of Oil and Gas Deposits" Positions held in the last five years: 2000–2007: First Vice-President of Transneft 2007–2008: Member of the Management of the State Corporation Olympstroy 2008–2009: Deputy Chairman of the Management of OJSC FGC UES 2010–2011: Vice-President of TNK-BP Citizenship: Russian Federation Has state awards, including Order of Friendship. 73 Khaydarov Farit Rifovich First Deputy General Director on Operations Year of birth: 1966 Education: higher education, Ufa Oil Institute, specialisation "Agricultural water supply, watering and protection of water resources", Cand. Sc. (Engineering). Positions held in the last five years: 2005–2007: General Director, JSC Project Management Centre Stroyneft 2007–2008: Vice President – Executive Director on Sochi, State Corporation Olympstroy 2008–2011: management positions in CJSC VNIIST – Diagnostika, JSC FGC UES, JSC TNK-ВР management Citizenship: Russian Federation Martianova Elena Mikhailovna First Deputy General Director for Economics and Finance Year of birth: 1963 Education: higher education, Moscow Power Engineering Institute, specialisation "Cybernetics of electric systems" Positions held in the last five years: 2007–2008: Deputy Centre Supervisor-Unit Supervisor in the Engineering and Construction Management Centre in OJSC RAO UES of Russia 2008–2011: Deputy General Director for Economics and Finance OJSC Engineering and Construction Management Centre of Unified Energy System Citizenship: Russian Federation Zagretdinov Ilias Shamilevich First Deputy General Director - Technical Director Year of birth: 1956 Education: higher education, Moscow Power Engineering Institute, specialisation "Thermal power plants", Moscow Management Institute, specialisation "Organisation and management in power engineering" Positions held in the last five years: 2004–2008: Deputy Managing Director, Business Unit No.1 JSC RAO UES of Russia 2008: General Director of OJSC TGK-14 Citizenship: Russian Federation Umrikhin Alexander Anatolievich First Deputy General Director – Executive Director, BU 1 – Commercial Director Year of birth: 1967 Education: higher education, Ivanovo Power Engineering Institute, specialisation "Automation of technological processes and production (by branches)" Positions held in the last five years: 2007: Deputy General Director for Capital Construction JSC OGK-3 2007–2008: Director for Projects Implementation LLC ERA, Holding Complex Energy Systems 2008–2011: Deputy General Director for Capital Construction JSC Quadra Citizenship: Russian Federation 74 Grigoriev Sergey Viktorovich Deputy General Director for General Issues Year of birth: 1959 Education: higher education, Grozny Oil Institute, specialisation "Machines and equipment of oil and gas fields" Positions held in the last five years: 1999–2007: Vice-President of JSC Transneft 2007–2008: Vice President for General Issues, Branch of State Corporation Olympstroy Citizenship: Russian Federation Melyakin Yury Ivanovich Deputy General Director for Security Year of birth: 1959 Education: higher education, Tyumen Higher Police School, Ministry of Internal Affairs, Russian Federation, specialisation "Science of law" Positions held in the last five years: 2006–2007: Consultant to Chairman of the Management, OJSC CB Stroykredit 2007–2009: Deputy Chairman of the Management, OJSC CB Stroykredit 2009–2010: Security Department Manager, OJSC Sibibank Citizenship: Russian Federation Anisimov Vladimir Leonidovich Deputy General Director for Legal Issues Year of birth: 1966 Education: higher education, Belarus Polytechnic Institute, specialisation "Power plants" International Law and Economics Institute named after A.S. Griboedov, specialisation "Legal studies" Positions held in the last five years: 2005– 2006: Deputy General Director for Corporate Governance, JSC Lenenergo Citizenship: Russian Federation Lysyaniy Konstantin Kirillovich Deputy General Director for Supplies Year of birth: 1960 Education: higher education, Ivano-Frankovsk Oil and Gas Institute, qualification "Mining engineer" Positions held in the last five years: 2007–2008: Deputy General Director for Production – Chief Engineer, General Director, CJSC Transport Company LUKoil-Trans 2009–2010: Deputy General Director for Production, JSC ESKO UES 2011–2012: General Director, LLC E4-Magistral Citizenship: Russian Federation 75 Cherepanov Vladimir Vladimirovich Deputy General Director for Inspections Year of birth: 1963 Education: higher education, Moscow Finance Institute, specialisation "Accounting and analysis of economic activities" Positions held in the last five years: 2000–2011: worked in the investment and production group "GUTA" at the positions of the First Deputy Supervisor of Internal Control Service, Deputy Chairman of the Management, Vice President CJSC Guta-Insurance, First Vice President OJSC GUTA-Bank Citizenship: Russian Federation Bondarev Vladimir Ignatievich, Deputy General energoholding Director for Turnkey Projects, Gazprom Year of birth: 1954 Education: higher education, Belarus Institute of Agricultural Mechanization, specialisation "Use of electric power in farming" Positions held in the last five years: 2004–2011: Deputy General Director for Construction, Chief Engineer, Deputy General Director for Operation in Foreign Enterprise Lukoil-Belarus 2012: Manager of Representative Office of JSC E4 Group in the Republic of Belarus Citizenship: Russian Federation Members of the Management do not own Company shares, during the reporting period no transactions on acquisition or carve-out of the Company shares were made. 76 Information on the members of the earlier Managements Artemiev Yury Anatolievich Year of Birth: 1961 Education: higher education, Almetievsk Oil Technical College, specialisation "Operation of oil and gas wells", Moscow State Open University, specialisation "Designing, erection and operation of gas and oil pipelines and gas and oil storage tanks" Positions held in the last five years 2011: Deputy General Director for Capital Construction JSC E4 Group 2010–2011: Director for Capital Construction UKP BN PIT 2009–2010: First Deputy General Director in Engineering and Construction Management Centre of UES, FGC UES 2008–2009: Head of Capital Construction Department in CJSC VNIIST-Diagnostika 2007–2008: Head of Trade Department, State Corporation Olympstroy Khmaruk Nikolay Petrovich Year of birth: 1970 Education: higher education, Moscow State Institute of Foreign Affairs (Univesity), Ministry of Foreign Affairs of Russia, specialisation "Foreign economic relations" Positions held in the last five years: 2010–2012: Deputy General Director for Turnkey Projects Gazpromenergoholding, JSC E4 Group 2009–2010: Deputy General Director for Grid Construction CJSC Intertehenergo 2007–2008: Consultant to General Director OJSC IDGC of Volga Starshinova Olga Viktorovna Year of birth: 1954 Education: higher education, Moscow Power Engineering Institute, specialisation "Heating Engineer" Positions held in the last five years: 2007–2011: Deputy General Director for Sales, JSC E4 Group 2004–2007: Deputy Head of Logistics and Procurement Department OJSC RAO UES of Russia Blokhina Svetlana Vladimirovna Year of birth: 1966 Education: higher education, Kalinin State University, mathematician, teacher Moscow State University, postgraduate course, PhD, management sociology Positions held in the last five years: 2008–2011: Deputy General Director for HR Management, JSC E4 Group 2007–2008: HR Director, JSC Company Rubin Shmakov Maxim Evgenievich Year of birth: 1974 Education: higher education, Astrakhan State Technical University, specialisation "Accounting and audit" Positions held in the last five years: 2006–2011: Deputy General Director for Economics and Finance, JSC E4 Group Molchanov Dmitry Evgenievich Year of birth: 1976 Education: higher education Positions held in the last five years: 2010–2011: Deputy General Director for Supplies, JSC E4 Group 2010: General Director of LLC ESSK-Invest 2007–2010: Commercial Director of LLC ESSK-Invest 77 9.3.4. General Director Nikitin Danil Nikolaevich (until May 10, 2011) Year of Birth: 1972 Education: higher education, Finance Academy under the Government of the Russian Federation, specialisation "Finance and Credit" Positions held in the last five years: 2004–2005: Deputy Managing Director, Executive Director of Business Unit No. 1 JSC RAO UES of Russia 2005–2006: First Deputy General Director of CJSC UK Kuzbassrazrezugol; 2006–2009: General Director, LLC RU-COM from September 2009 to May 10, 2011: General Director of JSC E4 Group Citizenship: Russian Federation. Share in the Company's chartered capital: none. Share of own ordinary shares of the Company: none. Information on transactions to acquire or carve out the Company shares made in the reporting year: none. Kalinin Vladimir Vasilievich (from May 11, 2011) Year of Birth: 1959 Education: higher education, Ukhta Industrial Institute, specialisation "Mining Engineer on Development of Oil and Gas Deposits" Positions held in the last five years: 2000–2007: First Vice-President of Transneft 2007–2008: Member of the Board of the State Corporation Olympstroy 2008–2009: Deputy Chairman of the Board of JSC FGC UES 2010–2011: Vice-President of TNK-BP Has state awards, including Order of Friendship. Citizenship: Russian Federation. Share in the Company's chartered capital: none. Share of own ordinary shares of the Company: none. Information on transactions to acquire or carve out the Company shares made in the reporting year: none. 78 9.3.5. Audit Committee To control the commercial and financial activities of the Company, the General Shareholders' Meeting annually elects an Audit Committee, which has a broad range of powers allowing it to effectively execute its duties. Competence of the Audit Committee is determined by the Charter of the Company, and its procedures – by the Regulation on the Audit Committee, JSC E4 Group. Before June 29, 2011 the Audit Committee elected by the resolution of the sole shareholder of the Company on June 30, 2010 (Resolution No. 29) operated with the following members: 1. Lavrov Mikhail Vladislavovich 2. Snisar Galina Vladimirovna 3. Pilipenko Marina Petrovna By the resolution of the sole shareholder on June 30, 2011 (Resolution No. 34) the Audit Committee was elected with the following members: 1. Lavrov Mikhail Vladislavovich 2. Snisar Galina Vladimirovna 3. Skakalin Evgeny Sergeevich Lavrov Mikhail Vladislavovich Deputy Director for Internal Control of LLC RU-COM Year of birth: 1966. Education: higher education Positions held in the last five years: 2006–2009: Head of the Financial Audit Department of CJSC Complex Energetic systems Citizenship: Russian Federation. Snisar Galina Vladimirovna Chief Expert of the Directorate of Internal Control of LLC RU-COM Year of birth: 1963. Education: higher education. Positions held in the last five years: 2005 –2009: Head of the Regional Department of Internal Audit, Head of Department of Planning and Control of JSC TNK-BP Management Citizenship: Russian Federation. Skakalin Evgeny Sergeevich Year of birth: 1983 Education: higher education Positions held in the last five years: 2007: Assistant Auditor, LLC Respekt-Audit 2007–2009: Assistant Auditor of the Representative Office in Volgograd and Volgograd Region, CJSC Auditing and Consulting Group "Development of Business Systems" 2009: Expert of 1st category of Field Audit Department, Federal Tax Agency Inspectorate of the Central District, Volgograd 2009–2010: Tax Consultant, LLC Legal Supermarket Citizenship: Russian Federation. Pilipenko Marina Petrovna Year of birth: 1982 Education: higher education Positions held in the last five years: 2005–2010: Chief State Tax Inspector of the Department of Field Audits of the Russian Federation Federal Tax Agency Inspectorate No. 5 of the City of Moscow 2010–07.2010: Chief Expert of the Directorate of Internal Control of LLC RU-COM Citizenship: Russian Federation. Members of the Audit Committee do not own Company shares, during the reporting period no transactions on acquisition or carve-out of the Company shares were made. 79 9.3.6. Financial Controller In accordance with the Regulation on Internal Control of Finance and Business Activities of JSC E4 Group the functions of the Financial Controller are carried out by the Internal Control Directorate, which is a structural subdivision of the Company. Main functions of Financial Controller: Establishment of the internal control system in the Company, identification of internal control activities, detection, analysis and control of risks. Organisation and implementation of financial control in the Company in accordance with the Regulations on Financial Control in the Company approved by the Board of Directors of the Company. Inspection of procurement activities in the Company. Assessment of economic feasibility and efficiency of transactions made by the Company. Detection of prerequisites and conditions for losses, shortages and fraud with the Company resources. Inspections of the Company's financial and economic activities. Internal control over financial and commercial activities of the Company is carried out in accordance with the requirements of existing legislation of the Russian Federation, the Company's Charter, Regulation on the Board of Directors of the Company, Regulation on Internal Control over Financial and Commercial Activities of the Company, and also Regulation on Organisation of Financial Control. 9.4. Remunerations and compensations to the members of the management and control bodies of the Company 9.4.1. Remunerations and compensations to executive bodies By Resolution of the Sole Shareholder of the Company No. 25 dated April 13, 2009 the new version of the Regulation on Payment to the Members of the Board of Directors of JSC E4 Group of Remunerations and Compensations was approved providing for no payment of any remuneration for the members of the Board of Directors for their work as such members. Therefore, no remuneration was paid to the members of the Board of Directors of JSC E4 Group for 2011. The total remuneration to the members of the JSC E4 Management (proportionately to the duration of their membership in 2011) made 102,565,880 RUR. 9.4.2. Remunerations and compensations to members of the Audit Committee By Resolution of the Sole Shareholder of the Company No. 25 dated April 13, 2009 the new version of the Regulation on Payment to the Members of the Audit Committee of JSC E4 Group of Remunerations and Compensations, providing for payment for participation in audit (review) of the financial and commercial activities to each member of the Audit Committee in the amount equal to six and a half minimum wages used to manage labour remuneration and established by the federal law as of the date of completion of the audit (review). In the reporting year no remunerations (compensations) were paid to the members of the Audit Committee. 80 9.5. Corporate Secretary of the Company In accordance with the subclause 20 of the clause 14.1 of the Company's Charter, to organise activities of the Board of Directors of the Company, the Board of Directors elects a Corporate Secretary, and also a person is assigned to perform the functions of the Corporate Secretary for the period of its temporary absence (acting Corporate Secretary). In accordance with the Charter of JSC E4 Group, a broad range of issues fall within the competence and functions of the Corporate Secretary, including: Preparation (approval) of all materials submitted for consideration of the Company's Board of Directors; Assistance to the members of the Board of Directors in obtaining information they require to perform their functions; Clarification to the members of the Board of Directors of the requirements of the current laws of the Russian Federation, the Charter and the internal documents of the Company in relation to procedural issues for the preparation for and holding of meetings of the Board of Directors; Review of all transactions executed by the Company to ensure their compliance with the corporate (shareholding) laws; Disclosure (provision) of information about the Company; Corporate management of E4 Group companies, etc. By the Resolution of the Board of Directors dated April 15, 2009 (Minutes No. 49), the following person was elected as the Corporate Secretary of JSC E4 Group Dubinsky Evgeny Sergeevich Director for Corporate Management Year of Birth: 1977 Education: higher education, the People's Friendship University of Russia, Faculty of Law Positions held in the last five years: 2005–2006: Chief of the Corporate Management Department of Business Unit No. 1 JSC RAO UES of Russia 2006–2009: Chief of the Corporate Management Department of LLC RUCOM Citizenship: Russian Federation Acting Corporate Secretary of the Company In accordance with the Company Charter, for the period of temporary absence of the Corporate Secretary of the Company (business trip, vacation, sick leave), its functions are performed by a person authorized to do so by the Resolution of the Board of Directors of the Company (acting Corporate Secretary). By the Resolution of the Board of Directors of the Company dated June 30, 2011 (Minutes No. 118) the person elected as authorized to perform functions of the Corporate Secretary for the period of its temporary absence is Stodolnikova Yulia Vyacheslavovna Chief Legal Counsellor of Corporate Procedures Organisation Department Year of birth: 1983 Education: higher education, Moscow State Law Academy, Russian School of Private Law (Institute) Positions held in the last five years: 2006–2009: lawyer, Bar Association "Sergunin and Partners" Citizenship: Russian Federation. 81 9.6. Auditor of the Company Legal Name Limited Liability Company RSM Top-Audit, LLC RSM Top-Audit Location 119017, Moscow, Bolshaya Ordynka str., 54, bld.2 Contact Details tel.: (495) 363-28-48; fax: (495) 981-41-21; mail@top-audit.ru, omakarov@top-audit.ru Audit License Details, Full Name and Location of the Self Regulatory Organisation of Auditors, where the Auditor is a member License No. E004827 to carry out audit, valid until August 1, 2013. LLC RSM Top-Audit is a member of the self-regulatory organisation Non-commercial Partnership Russian Collegium of Auditors (membership certificate No. 984-yu, ORNZ 10305006873), location: 107045, Moscow, Kolokolnikov per., 2. Not more than 1,000,000 RUR (VAT excluded), approved on September 15, 2011 by the Board of Directors of the Company (Minutes No. 124) Total Auditor's Fee 9.7. Securities of the Company 9.7.1. Shareholder's capital The charter capital of the Company amounts to 490,000,000 RUR. Number of issues and outstanding ordinary shares: 490,000,000 pcs., par value of 1 RUR each. The Company did not issue preference shares. 100% shares of the Company belong to the sole shareholder – the company EFORG ASSET MANAGEMENT LIMITED. There are no own shares in the balance of the Company. 9.7.2. Issue and handling of shares in the market JSC E4 Group issued the following sets of ordinary shares: 1. Ordinary registered shares: State registration number: 1-01-11519-А. Date of state registration of the securities issue: July 31, 2006. Authority that performed the state registration of the securities issue: Regional Branch of the FSFM of Russia in the Central Federal District. Par value of each security in the issue: 1 RUR. Number of the placed securities in the issue 30,000,000 pcs. Date of state registration of the securities issue report: July 31, 2006. Placement method: distribution of shares among the founders of the joint-stock company. 2. Ordinary registered shares (additional issue): State registration number: 1-01-11519-А-001D; Date of state registration of the additional securities issue: October 14, 2008; Authority that performed the state registration of the additional securities issue: FSFM of Russia; Par value of each security in the additional issue: 1 RUR; Number of placed securities of the additional securities issue: 460,000,000 pcs.; Date of state registration of the additional securities issue results report: January 13, 2009; Method of placement of securities of the additional issue: private subscription in favour of the sole shareholder of the Company. By the resolution of the FSFM of Russia on August 05, 2010 the individual number (code) 001D was cancelled. Securities of JSC E4 Group are not traded on the stock market. 82 9.8. Dividend History Information on the distribution of profits of the Company in accordance with the decisions of the General Shareholders' Meetings of the Company for the past three years is shown in the table below. K RUR 2008 Profit distribution Leave within undistributed profit 23 665 Reserve fund 1 246 2009 2010 23 098 1 400 Investments 1 326 022 Other expense items 920 012 Dividends 638 253 0 The General Shareholders' Meeting made no decisions on the payment of interim dividends on shares of the Company during the period in question. As of the moment of approval of the Annual Report the dividends for 2009 were paid in full. 9.9. Participation of JSC E4 Group in other organizations LLC ESSK-Invest LLC E4-Magistral LLC NPP-Buran JSC E4-Sevzapenergoservis JSC e2 CJSC Siberian ENTTs JSC E4-SibCOTES JSC Bureyagesstroy PJSC KIEP JSC Dalenergomontazh JSC Sibenergostroy JSC E4-CEM JSC Sibtekhenergo JSC NPO CKTI JSC Elektrocentromontazh Detailed information on the main companies included into E4 Group, their business and performance is given in the Sections 4 and 5 of the Report. JSC E4 Group is a member of the Self Regulatory Organisation of Non-Commercial Partnership "Union of Companies Performing Architectural and Construction Design of Nuclear Industry Facilities" SOYUZATOMPROEKT (registration number in the state register of self regulatory organizations dated June 30, 2009 No. SRO-P-010-30062009). 83 10 84 SECTION 10. HR- AND SOCIAL POLICY 10.1. Primary principles of HR- policy in the Company The principles of HR- policy in the Company in 2011 met the goals of transformation of the Company into a modern high-tech enterprise conducting different projects in the energy area, capable to compete efficiently within the market of engineering services and to develop new activities by taking into account requirements of the market. That’s why HR- policy of the Company is based on proper manpower deployment, creating conditions for the most complete application of unique knowledge and skills of the Company employees, as well as maintaining the personnel, formation of professional and highly productive, team-oriented personnel. The main principles of HR- policy Cost effectiveness: any expenditure for any HR- measures must be paid off and produce financial performance results of the Company. Equal share: balance the individual interests of the employees and the Company. Results: all HR-related measures should be aimed for increase of personnel productivity. Prospects: all HR-related measures should be pro active. Priorities of HR- policy in 2011 Recruitment and maintenance of qualified, resilient and loyal employees, aimed at long-term and efficient work Formation of a close-knit team of fellow-thinkers Development of professional competences of personnel Maintenance and further development of the competences in conducting the Company projects in combination with search and application of new progressive ideas High-quality and full-scale training of the Customers’ personnel in operating and maintenance of the plant units constructed by JSC Е4 Group Rising of the Company image in the labour market as that of an attractive employer. High-rise erection at construction of the Bureyskaya HPP 10.2. Personnel development tasks for the reporting period and measures taken 10.2.1 Personnel training and development in the Company Orientation of JSC Е4 Group policy in the area of personnel development and training determines strategic goals and tasks of the Company. The choice of the contents and forms of the Company personnel training comes from a rising competition in the engineering services and a necessity of the fastest acquirement of present knowledge and innovative technologies in solving professional tasks by the Company key specialists and managers. In 2011 compulsory training programmes of operational personnel and the personnel training within business needs were developed and carried out. As such, with the aim of compliance to the regulatory authorities requirements as to safe working practices, JSC Е4 Group puts into practice the compulsory training programme of operational personnel, that takes target preparation on a regular basis with subsequent mandatory induction qualification aimed at obtaining competence certificates for the jobs mainly carried out within the main construction trade projects accomplishment. In 2011 more than 500 employees completed their training in the following areas: Work safety 85 Basics of fire safety General requirements of industrial safety Gas distribution and consumption objects Safe operation of pressure equipment Safety rules for lifting appliances and mechanisms Requirements for work procedure of electricity generating equipment Requirements for work procedure at heating plants and heat supply networks Requirements for work procedure at electric power stations and networks Visual inspection of painting works’ quality, etc. Besides, JSC Е4 Group puts into practice personnel development programmes. In 2011 more than 150 employees of production engineering services completed their specialized qualification courses in the following directions: Commissioning of automatic equipment, power supply, protective relay devices, power and instrument transformers, hot-water boilers and boilers for central heating Works on management of construction, reconstruction, major repairs and building inspection implementation on AE usage objects Arrangement of power networks for voltage under 330 kV Environmental safety insurance when working in the area of hazardous waste management Energy inspection of objects Conducting of technical supervision over design and construction of gas distribution and consumption systems Implementation of quality assurance management system in the flow of construction works. etc. As a part of personnel qualification development programmes in 2011 the course of IAEA trainings was carried out, the aim of which was competence developing in the area of project management and monitoring with due consideration of the IAEA international industrial requirements. Among the measures on competence developing in the area of project management we should mention the workshops conducted within January and July, 2011, for the employees in training on how to use Primavera software. In total more than 200 employees completed their trainings. Due to the fact that operational personnel training is an essential priority of “The Company personnel training and development” direction, in 2011 the corporate remote educational system “OLYMP: OKS” was started in all enterprises of the Company. Such system allows not only to conduct training and certification of employees according to the programmes of personnel compulsory training without interruption of main activities, but also to improve qualification on the job by self-tuition in business activities. By means of corporate remote educational system more than 400 employees of E4 Group got training in various areas. The Company carries out educational activities for employees of non-production services of various functional orientation: Price formation, budgeted norm setting and contract relations in construction Documentation check for construction, reconstruction and repair of major construction objects Purchasing activity arrangements within JSC Е4 Group Time management and many others. In total, about 150 people got training in business-related needs of the Company. Careful attention is paid to personnel training in the area of Quality management system. In 2011 the Company developed and carried out the programme “Quality management system on basis of ISO standards series 9000: JSC Е4 Group basic course”. Within period August to December 2011 more than 100 people completed their studies according to the programme. For the top-management the Company holds activities combining educational elements and advisory format. During such activities called “strategic sessions” an exchange of knowledge and experience, actualization of the Company strategic plans and goals, management in changes in the Company take place. In 2011 we carried out a schedule program of quarterly strategic sessions (total 4 sessions were held). 86 10.2.2. Training of Customer’s personnel As Е4 Group is a full-cycle engineering Holding, the task of full-scale (“turn-key”) training of Customer’s personnel in relation to operation and maintenance of constructed power facilities is included in “turn-key” preparation of power units. Contractual obligations of the Company as to training of operation and maintenance crews are carried out in Complex educational programmes that are formed and put into practice according to the requirements of generating companies toward their operating personnel training, with direct involvement of manufactures and suppliers of equipment, partners in sub construction and commissioning as well as specialized training centers. Complex, systematic and centralized approach towards training of operation and maintenance personnel allows us to carry out principles of successive training courses, to balance excess of educational material, to react fast and flexible to changes of situations in construction sites, to adapt training process according to work schedule of the employees and to the level of their initial training. Training of the personnel of 115 MW CCGT unit of Kurskaya TPP lasted for a year and a half and it was completed in 2011, as well as the training project for the personnel of 410 MW CCGT unit of Krasnodarskaya TPP, started in 2010 and embodied more than 130 000 academic hours. Within the frames of above mentioned project for the Customer personnel we carried out training and certification in accordance with the requirements of regulatory authorities; internship programmes at active power plants; theoretic education n specialized training centers on how to work with equipment; practical training on how to work with the equipment in the process of commissioning and subcontracted works; training with simulators; instructions, consulting services, etc. Besides, within 2010 and 2011 the Company held 25 training courses for the personnel of 410 MW CCGT unit of Nyaganskaya GRES. For achievements in the area of relations with business partners and clients, the project «Training of Customer’s Personnel in Relation to Operation and Maintenance of the “Turn-Key” Power Facilities» the Е4 Group JSC was awarded with Grand-Prix of PEOPLE INVESTOR contest. 10.2.3 Work with young specialists Since 2010 JSC Е4 Group is taking an active part in the re-launching of Student Construction Teams (SCT) and organizing of their work on the base of main construction trade projects sites. For example, in 2011 JSC Е4 Group formed 2 construction teams, the number of students in them has doubled (compared to year 2010) and came up to 40 students. The students of the following leading higher educational establishments of energy industries were engaged into the project – Ivanovo State Power University (ISPU), Moscow Power Engineering Institute (Technical University) (MPEI TU), Bryansk State Technical University (BSTU). When working in the Student Construction Teams the students obtain real practical skills, adopt their senior colleagues’ experience, get familiarized with peculiarities and characteristics of modern power engineering equipment and unique features of power system objects construction. 87 With the aim of gaining more profound theoretical knowledge the participants of SCT went through additional training in methodology of power engineering, modern equipment operation, as well as requirements for work and industrial safety. JSC Е4 Group pays close attention in order to attract promising, professionally trained youth. Selected students are invited for practical training and pre-degree internship, subsequently the best of them are hired by the Company. In 2011, 22 students of specialized higher educational establishments were in training in JSC Е4 Group, 11 of them were afterwards hired by the Company. In total for the reporting year the Company hired 23 young specialists who graduated from specialized faculties of some specialized universities, some of them participated in pre-degree studies or took part in E4 Group projects SSA-2010/2011. 23% of the hired young specialists got promoted within their first year of work. With the aim of attracting students and young specialists, аs well as creating a positive image of the employing Company the following measures were taken in 2011: Participation in preliminary students for pre-degree internship allocation of Organization of pre-degree internship Allocation of high school post-graduates Organization of “Days of JSC Е4 Group” Making partnership agreements specialized higher educational establishments with Student Construction Teams Organization of additional trainings for students in pre-degree internship with the aim of more profound study of specific features of energy industry. Day of JSC Е4 Group in MSU 10.3. Employees structure by categories, salary and labour efficiency Average scheduled number of employees of the Company (categories of administrative and managerial personnel (AMP)) Number (empl.) / Share in the total number (%) 2009 Category 2010 2011 Average scheduled number of employees 258 100% 415 100% 797 100% Managers 81 31,4% 115 27,7% 173 21,7% Specialists 168 65,1% 271 65,3% 498 62,5% 9 3,5% 29 7,0% 126 15,8% Service employees Compared to 2010 the staff increase is 92%. 88 The staff increase is also expected in the future. At present the Company is in a phase of dynamic growth: by 2012 almost twofold increase in scope of the works executed is being planned in comparison to those of 2010 that assumes intensive growth in terms of personnel. The surplus in amount mainly results in active enrollment of personnel on construction sites of the Company for the purposes of main construction trade projects. Change in structural relation of personnel categories in 2011 reflects a need of the Company in qualified specialists, and is also connected with restructuring of the Company. In 2011 there was a rise in labour productivity as compared to the year 2010 at the expense of efficient management, increase of labour efficiency, headcount optimization and business-related process reengineering within the Company. Labour productivity dynamics for 1 person, RUB (thousand) / empl. 490,9 348,1 310,3 2009 2010 2011 Along with the rise of labour productivity in the Company there was increase in average salary of the Company personnel. The changes in average monthly salary of employees, in RUB (thousand) 117,9 114,4 112,2 2009 2010 2011 Maintaining of the salary competitiveness of the Company personnel is the main accent of HR- policy in the Company. As such, in 2011 there was a raise in monthly salary of the employees compared to 2010 and it was equal to 5,1%. The increase in question was due to increase in number of highly qualified specialists, retention of key employees, as well as by development and implementation of new kinds of material incentive. During 2011 salaries of the Company personnel were paid in time, without violation of time periods specified in JSC E4 Group Personnel Compensation Policy. 89 10.4. Social policy Social policy of the Company as a part of its overall HR- policy is aimed at solving of key tasks in the area of personnel management (engaging and retaining of qualified employees, the rise of labour productivity, etc.), as well as at the achievement of the Company goals (in particular, at increase of its financial efficiency). The main principles of social policy within the Company Assurance of salary competitiveness of employees and promptitude in payment Creation of conditions for professional competence development of employees Create friendly social climate in the Company Ensure safe working conditions, maintain legislative and work safety rules High-level fulfillment of tax obligations toward funds of all levels The key corporate social programmes Provide employees with voluntary medical insurance Casualty insurance Maternity grant for women—the Company employees with birth of a child Provide recovery for housing expenses for specific categories of employees Provide recovery for relocation costs for specific categories of employees In 2011 medical insurance of the employees in the Company was organized under terms of Voluntary Medical Insurance Agreement with LLC IC «Soglasiye». Premium total over an effective period of the Agreement was 4 803 960 RUB. Total number of the assured was 880 employees, that is twice as more than the number of the assured employees in 2010. Out of the total number, 38% of the assured are the employees of separate subdivisions and subsidiaries of the Company. With the aim of protecting from the risk of complete or partial loss of health, in 2011 the Company carried out the insurance programme against accidents and diseases, also under terms of the Agreement with LLC IC “Soglasiye”. The Agreement ensured accidents and diseases coverage for 213 employees, amount of investments was 871 150 RUB. Recovery for relocation costs and for renting expenses were carried out for the employees of separate subdivisions and subsidiaries of the Company, moving for work within structural subdivisions of JSC E4 Group, situated in Nyagan (Tyumen region), Astrakhan, Serov (Sverdlovsk region), Cherepovets (Vologodsk region). Employees health safety measures In 2011 the following measures were taken to provide health safety of employees: In-office flu vaccine prophylaxis In-office tick-borne encephalitis for employees going on business trips to areas endemic to tickborne encephalitis Awards In 2011 the employees of E4 Group Companies were nominated for Ministry of Power of the Russian Federation awards: Title “Fuel & Energy Complex Honorable Employee” (1 employee), Title “Honorable Power Engineer” (2 employees), Certificate of Appreciation (6 employees), Letters of Acknowledgement (8 employees). Besides, about 300 employees of E4 Group enterprises were awarded with corporate awards on the occasion of Power Engineers’ Day and the fifth anniversary of the Company. Awarding of the Company employees 90 10.5. Work safety Activities of E4 Group JSC in relation to work safety are among the priorities for the management of the Company. The Company constantly strives for reduction of occupational injuries and risk of work-related diseases of employees. Within the frames of work safety in the Company the following measures were taken: Provide the personnel with certified equipment for the personal and collective protection, devices for safe execution of work Carry out engineering and administrative controls aimed at safe execution of work Personnel training with the aim of its qualification within the frames of work safety, instructions on labour safety Review, study and analyze information on accidents Scheduled and unscheduled inspections of work places of construction sites in the Company To solve the above mentioned tasks the Company created health and safety departments, departments of industrial and environmental safety in construction projects, ongoing “Medical stations”, on the base of which all drivers receive pre-trip medical check-ups, and also organized first aid treatment to those injured at work or in case of diseases. In 2011 the Company completed verification of totally 1104 work places with respect to working conditions. To provide work safety The Company invested RUB 26, 333 (thousand), of which: Trainings on occupational, fire and industrial safety: RUB 10, 204 (thousand). Purchase of special outfit and other individual protective aids: RUB 5, 777 (thousand). Reconstruction and renovation of premises: RUB 1, 445 (thousand). Verification services of work places: RUB 930 (thousand). Furniture, equipment for relaxation and kitchenette areas: RUB 378 (thousand). Other services in connection with providing of safe work conditions and occupational safety: RUB 7, 592 (thousand). The Company pays a lot of attention to personal training on labour, industrial and environmental safety: in 2011 the following training was carried in training centers: Work safety - 206 managers and specialists Basics of fire safety - 69 specialists Industrial safety - 149 managers and specialists Electrical safety - 99 managers and specialists Environmental safety - 17 managers and specialists. Control over the safety of works, in construction projects of the Company is laid upon the Department of labour, industrial and environmental safety by means of planned and random inspections of conditions and types of work and production control. To familiarize the employees with the requirements of labour safety, the Company issued a range of regulatory and administrative documents (e.g. Procedural Guidelines “Work planning and organization of labour, industrial, fire and environmental safety”, that are to coordinate work of E4 Group companies on work safety. To implement new approaches to work safety management, in 2011 the E4 Group initiated Occupational Health and Safety Management System (OHSAS 18001:2007), that gives a possibility to control work related injuries and diseases, to improve industrial effectiveness. The Company has developed OHSAS Standards. The Policy of E4 Group JSC was put in force in the area of work safety by General Director of JSC E4 Group V. V. Kalinin’s order. The aim of the Company is to raise each employee’s responsibility and motivation in creating safe work conditions in accordance with the requirements of the State Legal Work Safety regulations. 91 11 92 SECTION 11. DEVELOPMENT OF THE QUALITY MANAGEMENT SYSTEM The main operational principle of JSC «Е4 Group» is to meet customer requirements while creating socially significant facilities of industrial construction in accordance with all modern requirements. To carry out this principle the Company has developed, implemented and maintained the Quality Management System (the QMS) as an instrument to embody the Policy in relation to quality, to achieve goals in the area of quality and to make sure that goods meet the requirements of customers and the Laws. The Company and the Group Companies set a course for constant improvement of QMS efficiency in accordance with the requirements of standard GOST R ISO 9001-2008. With the aims of development and improvement of the QMS the following was established and created in JSC «Е4 Group»: QMS Management Representative Quality Department (a structural subdivision accountable for the development and implementation of the QMS, for the personnel training in QMS principles and for internal audit) Quality Council Committee under the General Director (the collegial consultative body accountable for the QMS management decision making) In April 2010 JSC «Е4 Group» successfully passed certification audit with Certification Authority AFNOR (France). Compliance with the QMS was confirmed by the following certificates: Certificate of Compliance with the Requirements of the International Standard ISO 9001:2008 Certificate of Compliance with the Requirements of Standard GOST R ISO 9001-2008 Certificate IQNet, evidencing the acknowledgement of the Company’s QMS by the International Certification Associations (IQNet consolidates 37 leading certification authorities representing 33 countries advanced in the area of quality management systems) 11.1. Measures in relation to improvement of the QMS in 2011 According to the results of the QMS analysis the following inconsistencies were revealed: lack of documented indicators in relation to certain processes carried out by the Company description of the processes are different from the actual operations carried out by the personnel insufficient analysis of the performance of certain processes insufficient monitoring of the data in relation to satisfaction of the consumers, including subcontractors In relation to all inconsistencies correcting measures were taken. The main reasons for the above mentioned inconsistencies during implementation of the QMS in 2010 were determined: insufficient informing of the personnel and management on the QMS and requirements of standard GOST R ISO 9001-2008 insufficient educative and information events in relation to new internal and external regulatory documents and requirements lack of indicators and assessment procedure for accumulation of statistic data on performance processes To increase performance results of the Quality Management System the following measures were planned and carried out in 2011: 93 1. Updating of the Policy and development of the Goals in relation to quality with reference to strategic and business goals of the Company Extension of stock of orders in the Company and approaching the market of NPP construction determined increasing attention of the Company management to safety matters, work safety and ecology. The management reconsidered the list of the Company liabilities (obligations) to customers to provide quality of running projects. Goal planning in the area of quality for 2011 was carried out for the main processes and for severally general contracting projects. The Company developed indicators for each goal, assessment criteria, appointed responsible executives for the performance monitoring. 2. Development of Process Model of the Company In accordance with the established organization structure a graphic model of business processes in the Company was formed. In relation to each process we defined criteria of efficiency, a computation scheme for assessment results, a list of regulatory documents. Within the description of business processes plans for development / actualization of internal regulatory documents were arranged and put into practice. The Company developed and introduced a procedure of mandatory planning and reporting, that specifies format, planning structure and its periodicity (frequency). The above mentioned system allows us to control: workload of executives in relation to processes correlation of work schedules in relation to projects execution of the management decisions The information from subdivisions is analyzed by Central Dispatch Office that gets a status ready for the management consideration and decision making in relation to processes. 3. The Programme of competence development in relation to the QMS was developed and carried out. According to the requirements of Standard GOST R ISOВ 9001-2008 and the approved schedule of the quality management system development in the Company for 2011 the Department for Quality prepared and put into practice the Training programme for the employees of the Company and the Group Companies in the following training courses: Introduction to the QMS The QMS audit The Maintenance Programme of the QMS at the general contracting projects Tools of Lean Production 5С Practice in office. The curriculum content was developed separately for each stage of training in accordance with the structure of training groups that were formed in relation to position categories. The programme was aimed at providing the employees with knowledge in the following directions: background information on the management system in the Company, the QMS structure, document layout and implemented activities for new joiners understanding of the requirements of GOST R ISO 9001-2008 (in relation to the industry-based requirements in work processes of the Company) by executives in charge knowledge of structure of internal regulatory documents of the Company, each project by itself, implementation scheme of industrial processes knowledge of compulsory procedure organization scheme of the QMS (internal audit, planning and implementation of corrective / preventive) comprehension of structure, operating principle of the QMS improvement instruments (Lean production, 5С – office) determination of the main requirements of the Company towards the QMS of its subsidiaries 4. The development of the assessment procedure for consumer satisfaction assessment Improvement and implementation of the procedure is planned for 2012. At the moment a procedure of internal environment monitoring (assessment of the Company employees’ satisfaction) is not developed or put into practice in the Company that does not allow us to recognize the general procedure for assessment of consumer satisfaction as all-inclusive. 94 5. Implementation of the Programme of the QMS development at general contracting projects In relation to each project the Company developed and carried out plans of measures in the QMS development including: creation of normative base of the project in accordance with contract liabilities, internal documents of the Company, the Process model and organization structure of the project development of the Project Quality Plan development of plans of inspections and testing in relation to kinds of works implementation of measures aimed at competence development and exchange of experience carrying out of mandatory procedures of the QMS (internal audit, work with inconsistencies) introduction of technical control in relation to kinds of works development of process description, assessment criteria for processes, scheme of information collection and analysis in relation to process efficiency creation of data bases for project decisions to use in other projects 6. The implementation of the procedure of interaction in relation to the QMS with the Group Companies Within work on integration of the Company QMS with the QMS of E4 Group Companies the following measures were taken: determination of the requirements towards the QMS of Subsidiaries and Associates of the Company (SAC) determination of format and content of reported data in relation to the measures within realization of SAC special tasks / special projects in relation to the QMS development audit procedures of the QMS SAC were launched projects on collective training in the QMS were launched development of general principles of the QMS implementation in cooperative projects creation of a unified knowledge base in relation to the QMS (within the Internet portal of JSC Е4 Group) 7. Development of the basic contract requirements in relation to the QMS of the Company and counteragents As a part of Quality Assurance Programme at the general contracting projects we specified basic requirements for the QMS of the suppliers of production and services as well as obligations of the Company to customers. These requirements were included into standard forms of contracts. The structure of basic contract requirements to the QMS is shown in the picture Our general contract obligations E4 contract obligations to the QMS in GC project Project quality plan in accordance with GOST R ISO 9001 GOST R ISO 10005 Our requirements in subcontract agreements / supplies E4 contract requirements to the QMS of subcontractors in GC projects Project quality plan for ITP project E4 contract requirements to the QMS of the suppliers Quality assurance plan for manufacturing worksх 95 11.2. Assessment of the Company QMS performance in 2011 Development of the Company QMS can be estimated by the results of reaching the goals in specified indicators in relation to quality. Results of reaching the Goals in relation to quality in 2011 %- of reaching a goal Lack of scrapping of ICT at incoming inspection Development and handover of “6D” technology into production Acceptance of LTI stages in accordance to the plan Number of LTI returns for rework Weight-average profitability of contracts Attestation of the working places according to the plan Deficiency of injuries Fulfillment of the plan of the personnel training and qualification Employee turnover reduction Deficiency of repeated instructions Observation of deadlines in instruction performance Departure from SE planned budged (less than 10%) Departure from SE project realization(less than 10%) Implementation of the QMS development schedule The QMS efficiency Receiving customers’ reviews in relation to all objects Deficiency of official claims Profits from sales Procurement Basing on the results of analysis in accomplishment of the goals in 2011 the Company developed correcting actions by taking into account revealed potentials to improve the management system. In March 2011 the Company successfully passed the first surveillance audit with Certification Authority «Afnor» in relation to compliance with the requirements of Standard GOST R ISO 9001-2008. In May 2011 the Company passed SRO inspection in relation to compliance with the requirements of competency certification and meeting the requirements of Standards of SRO NPO “Soyuzatomstroy”. 11.3. Actions in relation to development of the QMS for 2012 1. Further improvement of the QMS of the Company. In accordance with the schedule of works in relation to the QMS development for 2012 we are planning to go on the work begun and to carry out the following measures: optimize the procedure of documentation management in the Company improve processes and increase performance in reaching the goals in the area of quality in the Company implement the procedure of assessment criteria in relation to consumers’ satisfaction 96 further implementation and development of the QMS at general contracting projects further development of the personnel competences in the area of quality management. 2. Integration of quality management systems In 2011 JSC Е4 Group began to develop and introduce the environmental management system and safety management system in accordance with the requirements of Standard GOST R ISO 14001 and OHSAS 18001. The management made a decision to consolidate all management systems into an integrated system (IMS): quality management system (QMS) work safety management system (WSMS) environmental safety management system (ESMS) information security management system (ISMS) risk management system (RMS). The QMS is specified as a core system in accordance with GOST R ISO 9001-2008. To consolidate all systems the Company created a working group of the employees supervising the above mentioned management systems. 97 12 98 SECTION 12. INNOVATIONS AND MODERNIZATION «Innovation distinguishes leader from the follower». Steve Jobbs 12.1. Targets of E4 Group in the sphere of innovations and modernization E4 Group OJSC is an innovation-active company: innovation activity is a vital necessity, a key factor of economical growth, and a basis for development and prosperity of the country in XXI century. Innovations are the lever which is able to increase essentially the capitalization of any company. The problem of general interpretation of innovation activity was successfully solved in Russia in 2011. Definition of «innovation» term is given in the Federal Law No254-FZ dated 21.07.2011. «On changes in the Federal Law «On Science and state scientific-technical policy»: «Innovations» - is a newly introduced or significantly improved product (good, service) or a process, a new sales method or a new organizational method in business activity, in organization of work places or external relations. Strategic task of the Company and E4 Group is a drastic increase of innovation activity to provide worldwide business competitive ability and scientific-technical leadership at the market of overall electrical engineering at expense of wide use of innovative solutions, breakthrough technologies, equipment, methods, technological and world-class management processes. Targets of the Company activity in the sphere of innovations and modernization Development and implementation of strategy and programs of the Company innovation-based development according to resolutions of «Russian Federation innovation development Strategy for the period up to 2020», «The Russia Energy Strategy for the period up to 2030», conclusions of Commission at President of Russia on modernization and technological development of Russia economy, Government High Technologies and Innovation Committee, State Program «Innovative Power Engineering», oriented at technological breakthrough and modernization of domestic power engineering. Active search, selection and commercialization of advanced innovative solutions. Qualitative renewal and diversification of business aiming at entering the neighboring, prospective and growing markets with world-class hi-tech products. Formation and development of innovative infrastructure. Creating of effective management system and coordination of Holding innovative activity according to «open innovations» model, providing free inflow of both internal and external ideas and developments, using of advanced experience, best technological innovations and world practices. Optimization of organization structure, reinforcement of interaction with external scientifictechnological environment. Development of partnership relations and providing of effective interaction with profile companies and structures: Bright Capital Foundation, OJSC «е2», Research & Development Directors Club (iR&Dclub), RUSNANO, Skolkovo Science & Technology Institute (SkTECH), Skolkovo Foundation, Russian Venture Company, Russia Technological Development Foundation, Committee of Russian Union of Industrials and Entrepreneurs on technical control, standardization, development and conformance evaluation, Innovative Technologies Committee at Self Regulating Organizations Counsel (СРО) of Nuclear branch, National Engineering Companies Association etc. Significant reduction of bureaucracy level while making decisions in sphere of innovative activity. Creation of risk tolerance atmosphere in the Company, formation of favorable «innovative climate», innovation sensitive environment, involvement of personnel in the Company development, including creation of conditions and incentives for innovative activity, development or transfer on innovative technologies in preferred directions of Company development, as well as favorable conditions to use innovations and the best positive practices in all types of activity. 99 Strengthening of Company’s competitive positions at the market by way of resources consolidation, complete utilization of available intellectual, scientific-technical and industrial potential, scientific reserve, know-how of leading engineering institutions of companies which are the part of E4 Group (Scientific-Production Association Central Boiler & Turbine Plant OJSC, «Siberian Energy Scientific and Technical Center» OJSC). Proactive position and efforts concentration at basic trends. Integration of Е4 Group into national innovative projects, expansion of international co-operation with world leading technological companies, creation of international strategic alliances. Expansion of constructive co-operation and partnership relations with Danish Energy Agency (DEA) and Danish Board of District Heating (DBDH), occupying leading positions in the world in creation and practical use of energy efficiency technologies and equipment. Creation of common intellectual property management system of the Company. Providing of maximum protection and effective use of right for intellectual property objects. Organizational structure of innovative activity management Coordination of innovative activity in the Holding is carried out by Energy Efficiency and Innovations Department of Е4 Group OJSC, which basic tasks are as follows: 1. Identification of progressive innovative developments of domestic and foreign manufacturers, new energy-efficient technologies and solutions for their type assignment and replication, development of proposals on their practical application. 2. Organization of international co-operation in the sphere of innovative activity and energy efficiency, partnership and interaction with leading world and domestic manufacturers of equipment and high technologies, development of proposals on alliances creation. 3. Organization of scientific-technical, methodological and informational support for subdivisions of the Company and the Group companies while implementation of innovative projects, mastering of new competitive types of products, using of innovative technologies and energy saving equipment. 4. Conducting of training seminars for employees of the Company and of E4 Group companies on mastering of up-to-date methods for design, erection and commissioning of a new generation of energy equipment together with global producers of energy equipment. 5. Development of co-operation in innovative activity issues with Innovative Technologies Committee at Self Regulating Organizations Counsel of Nuclear branch, profile subdivisions of Commission at the President of Russian Federation on modernization and technological development of Russia economy, Ministry of Energy of Russian Federation, Russia Energy Agency, Energy Policy & Energy Saving Committee, Committee of Russian Union of Industrials and Entrepreneurs on technical control, standardization, development and conformance evaluation, State Corporation RUSNANO, the Russian and foreign scientific organizations. 6. Organization of the Company’s Scientific & Technical Counsel performance to develop recommendations on priority direction of activities involving leading experts, scientists and specialists of the branch. 7. Implementation of pilot projects and creation of high energy-efficient demonstration sites. 8. Formation and support for intellectual property management system of the Company (patents, licenses, industrial models, databases, know-how). 9. Preparation of proposals for Federal Agencies of State Authorities on implementation of state policy in the sphere of modernization, technological and innovative development of energy and energy saving in Russia. 12.2. Areas of activities of Е4 Group in the sphere of innovations and modernization State and private partnership in Technological Platforms Program Companies of Е4 Group take an active part in implementation of Technological Platforms Program (TP) approved in April 2011 by Hi-tech & Innovation Government Committee. TP is important element of national innovative system, providing resources consolidation at priority trends of innovative development, forming of scientific co-operation, determination of possible consortiums at the expense of development of 100 scientific-technical partnership. Out of the 27 approved Technological Platforms in “Energy” branch the four basic ones were emphasized: №14. Intellectual Energy System of Russia №15. Environmentally friendly thermal power №16. Advanced technologies of renewable energy №17. Small distributed energy The specialists of OJSC Scientific-Production Association “Central Boiler & Turbine Institute” (St. Petersburg) take part in the project. They develop home pulverized coal power unit with the power of 800 МW for super above-critical steam parameters, advanced boilers of light and medium power for burning of low grade fuels (peat, slates, waste wood). In Platform No 14 being «Intellectual Energy System of Russia» the following companies of the Group are involved: OJSC «е2», «Sibtechenergo» OJSC and «Siberian Energy Scientific and Technical Center» CJSC. «Scientific-Production Association “Central Boiler & Turbine Institute”» OJSC takes an active part in other state programs aimed at creation of new generation energy equipment: Within the frames of Federal Target Oriented Programs «National technological base»: Development and bench testing of technological solutions on increase of adjustment range of high pressure radial-axial turbine with improved energy cavitation characteristics Development of technical solutions for basic energy equipment of coal energy units with a power of 660-900 МW for super above-critical steam parameters up to 30 МPa, 600/620С Development of basis for mass production of steam boilers with the steam output of 670 t/h and 1000 t/h with circulating fluidized furnace. Within the frames of innovative projects for Atomic Power Station-2006 and Atomic Power Station 2009: For turbine plants К-1200-6,8/50 LNPP-2 and NPP-2 – development of technical projects of deaerators, low-pressure heaters ПНД-1,3,4, delivery water heaters ПСВ-1,2,3, principal diagram and algorithm for heating ПВД-К-5, ПВД-К-6, creation of new typical size condensate hydro electric pump КГТН 415-305А. Besides, having a unique competences in the sphere of development, testing and finishing of up-todate high efficient energy equipment Scientific-Production Association “Central Boiler & Turbine Institute” OJSC in 2011 together with leading home and foreign power plant construction companies developed advanced hydraulic units with extended frequency and power control range, development of diagnostic systems for steam and hydraulic turbines. The following trends are considered to be the most prospective: development of technology for creation of welded composite rotors for steam turbines for super abovecritical steam parameters, testing and finishing of home-made medium-power gas turbines, bench processing of home-made medium-power gas turbines units, development and model testing of hydraulic turbines with variable speed, extension of service life of energy equipment, development and manufacturing of high-efficiency heat exchange equipment for Thermal Power Stations and Atomic Power Stations, development of technologies for steam and gas turbines servicing. «Е4-Centrenergomontazh» OJSC: the new technology providing resources saving and reduction of erection period was used while erection of the vertical type recovery boiler heating services at the most powerful in Russia heating block CCPP-440 МW at Krasnodarskaya Heat Power Station. The boiler manufacturer proposed to erect heating surface by way of sequential module blocks laying from top to bottom, what required use of 22 rope-type jacks with a lifting capacity of not less than 45 t each, with further repositioning of them to the next three rows. High cost for the jacks’ rent, additional work on repositioning for the next rows as well as the modules production technology at works made us to develop another erection technology: using 4 rope-type jacks of lifting capacity of 70 t each, allowing us to reduce expenditures for rent of expensive equipment without increasing terms for work execution. While execution of work at the 4th block of Kalinskaya Atomic Power Station a new technology for erection of diagonal vertical circulating pumps of HYUNDAI production was mastered and implemented. OJSC «Sibtechenergo» actively uses new technique as well as modernization of technological equipment in their projects in 2011: new manufacturing technologies enabled to install new major units at Aksukskaya Heat Power Station into the module of exhausted 300 МW block (boiler unit, steam turbine, generator) with the power of 350 МW. The up-to-date control and measurement facilities were used – fullscale Automatic Process Control System. 101 The research on implementation of complex for cleaning of boiler units heating surfaces from slag and ash deposits developed by JSC “Sibtechenergo” in continued for Nazarovskaya State District Power Plant. The complex is constructed on the basis of air-pulse unit and blowing-off automated monitoring system, developed in the Institute of Theoretical and Applied Mechanics of Russian Academy of Sciences. The solution on using of such a cleaning package was made at the time of major reconstruction of existing boiling units at Barnaulskaya Heat Power Station-2. The using of the package allowed to increase the power of pulverized coal boiler units by 10%. The technology of controlled electric heating of formwork with the help of computer technologies was implemented in Khabarovsk branch of OJSC «Dalmostostroy». The heating cables were laid on the outside of metal formwork. The quantity and diameter of mentioned cables in different zones of formwork was calculated in accordance with thermo-physical calculations of concrete strength gain and heat losses through the formwork surface. Temperature control was done with a computer based on information, obtained from temperature sensors located on formwork surface. Energy consumption for heating of one girder during two day until formwork removal is approximately 800 кW*h (34 кW*h/m3). Such technology of heating up enables to reduce costs for fuel & energy resources spent for production needs while manufacturing of concrete structures. Participation in the program of innovation centre Skolkovo creation Construction of energy saving building «ECO-OFFICE» The idea of construction of a unique energy saving building was born in innovation centre Skolkovo during the visit of the President of Russian Federation D.A. Medvedev to Denmark in April 2010 during visiting the University building (Green Light House) in Copenhagen. The Green Light House has no analogues in the world and was constructed to opening of Kyoto Protocol international summit in 2009. The most up-to-date energy saving technologies and materials were used here, energy consumption was reduced by 75% due to unique energy concept combining utilization of heating and the sun energy, central municipal heating and natural ventilation. The excess electrical energy is sold out. The construction project of the first in Russia «Eco-office» with lowest possible energy consumption in Skolkovo is implemented together with RU-COM Group and Joint Shipbuilding Corporation. The 100% subsidiary company of OJSC “E4 Group” – OJSC “e2” is responsible for the project implementation. The purpose of the project is not only implementation of energy saving project in within a relatively short time according to XXI century technologies, but also create conditions for further replication of up-todate solutions. Danish company Ramboll Group has been involved with the project, architectural and engineering concept of the building has been already developed, measures on efficiency have been established. The building with the total area of 1,5 thou m2 will consist of four sub-ground and one 102 underground floors. It will look like pentagon with sloped, South-oriented, roof where the sun batteries will be mounted. Targeted parameters of the project Total capital investments volume - 150 000 000 rubles. Total area of the building - 1570 m² The unit cost of construction ~ 96 thou rubles /m² Specific need in loss-free energy for heating ≤ 40 кW∙h/(m²∙year) Specific need in final (purchased) energy for heating, cooling, ventilation, hot water supply and lighting ≤ 20 кW∙h/(m²∙year) Basic implemented energy saving solutions Compact geometry of the building Increased thermal insulation of walls and windows Minimization of thermal bridges Increased air tightness of building envelope Using of natural ventilation through automatically opened windows Using of energy saving lighting appliances Automation of ventilation, heat supply and lighting systems Using of thermal pump with efficiency coefficient =3,5 will cover ~ 71% of the building’s need in heat energy for heating Using of sun collectors (60 m²) will cover ~ 58% of the building’s need in heat energy for hot water supply Utilization of photo-electrical panels (180 m²) will cover ~ 76% of total building’s need in electrical energy. Participation of E-4 Group OJSC in international forums and conferences Managers and specialists of the Group took part and made reports in important international forums and specialized conferences: XV St. Petersburg International Economic Forum BP International Panel on “Development prospects of the World Energy Market for the period up to 2030 in the Institute of World Economy and International Relations of the Russian academy of sciences: BP has been preparing the annual forecast on world energy sector development tendencies already 60 years and the seminar is public from 1956 Conference of the Department of Energy on “Extension of field of use of coaling stations ashes and slag waste” III User Conference of AVEVA solutions in Russia and CIS “ATOMEXPO-2011” International Forum. Under the forum, E-4 Group introduced its new company – “Buran Nuclear Power Plant” – which is oriented on work package implementation in nuclear field VIII International Conference on “Renewable и small-scale energy sector” ELECTRO-2011 X International Innovation Forum Sochi-2011 ENERGY FRESH 2011: III International Forum on renewable energy sources and energy saving IV Water Chemistry Forum in Skolkovo Seminar and business program on the occasion of the official visit of Her Majesty Queen Margrethe II of Denmark, His Majesty Prince Consort and His Majesty Crown Prince to the Russian Federation Conference in Skolkovo on “Energy efficient technologies for the industry of the Russian Federation” Yaroslavl Energetic Forum Seminar on “Energy efficient technologies in building” (“Business Russia”) Annual International Research and Practice Conference on “Energy equipment efficiency increase 2011” 103 Interaction of society in national innovative system creation E4 Group is an active participant of the “Club of directors of research and innovation” («iR&Dclub»). The aim of «iR&Dclub» is to further the development of innovation culture in the country. The main purpose is to create favourable environment for exchange of experience and innovation process improvement in Russian companies for professional community in the field of researches, development and innovations. Tasks of «iR&Dclub» also are: 1. Professional community formation, horizontal communication establishment and consolidated position elaboration on issues being of general interest for Club members. 2. Independent public professional expertise of state initiatives in the field of innovation development, working out of proposals and recommendations on improvement of regulation in economics, innovation infrastructure development, coordination of working out and matching of long-term development plans, industry and interindustry road maps 3. Interindustry cooperation development, working out of innovations omnibus order mechanisms, stimulation of demand for innovation production, control of innovation activities results 4. Working out of communication mechanisms with research and education foundations, formation of requirements for personnel and education programs, formation of the basis for professional activity standards iR&Dclub became an important element of domestic national system formation in a relatively short time, it provides efficient interaction with state structures and international community. http://irdclub.ru 12.3. Modern methods of design and management applied and implemented by E4 Group Innovative technologies of automated 3D design and general contractor management (6D) Engineering company’s main purpose is quality performance of contract in a timely manner. For performing this task effectively mutual coordination and control of all processes, process and analyze of vast amounts of information are necessary. E4 Group companies use in their activities intelligent technology “Multi-D” design, covering main stages of energy facility life cycle: design, construction, equipment supply and installation, mounting, etc. OJSC "E4 Group" is a leader in Russia for use in practice the most advanced technology- automated 3D design -based design software AVEVA Global PDMS and 6D general contractor activities management on the basis of single software for all engineering companies of the Holding Company. 6D technology has a clear formula - a system of three-dimensional design, which integrates calendar, network planning, resource planning and catalog information about power equipment and materials. Technology 6D combine all six coordinate in single integrated system. All coordinates are now in E4 Group and are standards: AVEVA Global PDMS, KEDO, Primavera, 1C. 6D = SED KEDO + AVEVA 3D + PRIMAVERA + 1C + E4 data center with communication channels Innovative technologies of automated 3D design and general contractor management (6D), working in real time, allow: • Control and manage project resources and timelines operational • Solve interaction problems a large number of companies in construction of large complex objects effectively • Solve complex technological and design problems 104 • Provide choice of equipment, logistics, construction • Create complex schedules Benefits of technology are obvious: • Compliance with large tenders’ competitive conditions with foreign co-investors and foreign technical advisors • Implementation of high-quality project works in a short time through use of automated design system (3D-CAD) • Establishing a common knowledge base • Synchronization of all project companies and divisions 6D general contractor of construction management technology of major energy facilities includes following components: 1. 3D object ‘s model, which contains permanent information stored in directories, variable information entered into model by design organization in form of attribute database, and graphical information received while creating model 2. Design calendar-network schedule, procurement of equipment, supplies, construction, installation and commissioning operations 3. Requirements schedule of human, operational and material resources 4. Hardware database characteristics containing information on technical, cost, performance equipment 3D design technology was put into operation in all six E4 Group design institutes, including extensive branch network. In addition, company has experience in rapid introduction of 3D technology institute to work as a subcontractor. 3D piece of technology – Digital three-dimensional object‘s model Software Developer - British company AVEVA since 2009 holds user conference AVEVA PDMS in Russia and CIS. Over 100 organizations take part in these conferences and conduct an annual competition for design in 3D. 4 conferences have already been held and at 2 of them Company’s design institutes received first prizes: in 2010 - CJSC "E4-SibCOTES", in 2012 - PJSC "KIEP." 4D technology. Calendar-network planning Using modern 3D technology to create parts’ models and assemblies of construction projects in connection with project implementation schedule (fourth dimension) makes it possible to obtain building information modeling (BIM). 4D-modeling provides and links together in time, such stages of project as: planning, production of construction documents, procurement and supply management, cost and risk. It also allows to prevent and 105 respond with maximum efficiency to any deviations from plan of construction and to identify exact reasons for these deviations. The result of 4D-modeling is an integrated information construction model, consisting of 3D-geometry of the object and interactive part of object’s changing in a stepwise creating process (visualization of construction project). This model is compatible with modern hardware and software that ensures its accessibility and ease of implementation in a traditional building. 4D-modeling planned schedule takes into account all stages of project’s implementation, including design and survey, construction and commissioning works and informational related to 3D object model, technology uses integrated information that allows you to monitor all stages of project’s realization and makes whole course of construction absolutely transparent. 5D technology. Database of equipment, catalogs, contract specifications There is a need to create and update database of equipment and materials - such database should be the same for all Company units and Group companies. Updating the database should be conducted on an ongoing basis. The amount of information should cover not only information needs for major construction period, but also in the initial period. Equipment database, formed with participation of design organizations and manufacturing plants on basis of equipment HUB - SATELLITES, becomes Engineering database and a single point of storage and updating of information necessary for 6D technology implementation. Engineering solutions database 6D technology. Resource planning Information composition: resource planning diagram (personnel, machinery, materials, finance). Information composition includes terms, period, man-hours, operation hours, volume and weight characteristics of materials, funds flow. 12.4. Company’s policy in IT-technologies field Company’s policy in IT-technologies field aimed at creating a single information space for business needs and optimizing IT ownership costs. For automation and informatization of Company’s business processes was selected an approach based on implementation of best in class information systems applications with using common principles of integration on common integration platform. In target model corporate information systems cover all significant areas of automation, closely integrate at data level and provide information to strategic management and decision making information analysis system. Information systems choice is based on the following criteria: • Applicability • Functionality • Flexibility (architecture, adaptability) • Scalability • Cost of ownership • Cost of implementation Currently, following information systems and facilities were implemented and function in E4 Group (other than described in Section p.12.3): • 1C Industrial Enterprise Management (accounting and tax accounting) • Electronic document management and control orders on basis of Directum 106 • • • Relationship Management with contractors based on MS Dynamics CRM Project Management System based on Oracle Primavera A single integration platform IBM Websphere ESB In 2012, further development of information space is planned in following areas: • • • • • • • Contract activities management automation Management accounting automation Treasury operations automation Control process automation MTR from acquisition to delivery to Customer Budgeting system automation Corporate portal creating Transition to single corporate directory and a single e-mail system As part of software licensing agreement policy concluded follows: • Agreement with Microsoft in corporate licensing program (Microsoft Enterprise Subscription Agreement) • Corporate License Agreement with Autodesk on software products and on design platform • Strategic agreement with Kaspersky Lab • Corporate License Agreement with Adobe • Implemented a software asset management system (Software Asset Management) based on MS SCCM. As part of Company’s IT-infrastructure development following projects were implemented: • Project to create a single corporate network was Implemented (ECTS), bringing together the OJSC "E4 Group" and Group’s companies with secured communication channels and ensuring provision of high quality corporate telecommunications services (IP-telephony, video conferencing, access to corporate information systems, etc.). • Corporate network video conferencing was significantly expanded, central node of video conferencing was commissioned in office of OJSC "E4 Group" in Moscow • Corporate conference call system was implemented, based on Cisco Call Manager and IPForum • System of video surveillance review for progress of construction at the sites was implemented. Today, the system integrates five construction sites with central node in Moscow • Company's computer network capacity has doubled in size and includes more than 1,000 jobs in two Moscow and four regional offices • Building information security management system project was implemented (ISMS) - ISO: 27000 • Protection of personal data in accordance with federal law project was implemented • Monitoring corporate computer networks project based on MS SCOM was implemented. 107 13 108 SECTION 13. ENERGY SAVING AND POWER EFFICIENCY Among priority tasks of E4 Group regarding energy saving program are development of partner relations and establishment of alliances with the leading international and national manufacturers of energysaving technologies of the following areas: Generation: turn-key construction of modern steam-to-gas power generating units CCPP 125-450 MW with coefficient of efficiency (COE) 1.5 times higher than COE of conventional steam-power units Complex approach to development of combined heat and power sources, mini-heat and power plants, heating system installation, power-efficient buildings on modern technological base Development and turn-key implementation of standard power-efficient solutions for energy sector, industry, municipal facilities Interaction with NPO JSC ELSIB on promotion of new product in the market – system of variablefrequency electric drive «Е4-VEDA ELSIB» for electric motors of 250-8200 kV, 6-10 kV Development of steam and hot-water boilers for industrial and municipal energy sector 4 - 58 MW, namely furnaces with low-temperature and high-temperature fluid bed for combustion of turf, shale, wood waste Development of zero-discharge technologies of water-processing, usage of deaerators of new generation Development and upgrade of hydropower equipment, namely for midget power plants (up to 2 MW) and micro power plants (up to 100 kW). Development of cooperation with Denmark Е4 Group gradually expands scope and trends of cooperation with Danish companies, which hold world leading positions in power efficiency sphere. Agreement on strategic cooperation with DEA (Danish Energy Agency) and DBDH (Danish Board of Distant Heating) with participation of leading Danish companies Danfoss, Grundfos, Aalborg Engineering, APV AN SPX BRAND, LOGSTOR, BROEN, OKP CLEARING, Kamstrum was signed on November 9, 2009. Purpose of the Agreement is development of partner relations and joint work on making and implementation of standard design solutions for fuel and energy sector and housing and communal services; conduction of educational seminars for specialists of designing institutes and engineering companies. Almost in every large-scale project of the JSC power-efficiency equipment Danfoss and pumping equipment Grundfos are used. «Reconstruction of the Zhodinskaya TPP boiler house no.3 (RK-3) in Borisov (Republic of Belarus) involving CCPP-65 MW construction» project provides for delivery of boiler-utilizers produced by Danish company Aalborg Engineering. On April 27, 2011 during visit of V.V. Putin to Denmark E4 Group signed agreement on cooperation with LOGSTOR, designer of production technology and world leader in production of pre-insulated tubes. Development of cooperation between E4 and LOGSTOR is an important part of the process of implementation of the Russian Federation state policy on upgade of Russian economy and increase of its power efficiency. Within the framework of the agreement E4 Group and LOGSTOR intend to exchange their experience and knowledge in the sphere of power efficiency, coordinate work on extensive implementation of energy-saving and power-efficient technologies, materials and equipment when developing heat supply systems. At the same time the parties are planning joint realization of display and pilot drafts as well as projects on construction of new and upgrade of the existing heating systems. As a separate clause of the agreement between the companies there is training of specialists of designing and engineering companies, including subdivisions of E4 Group, in modern technology of complex designing, construction and fitting of power-efficient heat-insulated piping by means of conducting educational seminars, conferences, presentations. In advance of an official visit of the Queen Margrethe II of Denmark, Prince Consort, as well as His Royal Highness Crown Prince to the Russian Federation on September 6-9, 2011, JSC E4 Group, JSC «e2» and RU-COM group signed an agreement on formation of Open strategic alliance in the sphere of energy saving with Danish companies Danfoss, Grundfos Holding, Logstor, ABB, Danish Energy Solutions, Amplex, WEXPO International, Teplotex APV LTD. 109 Interaction with Partners on Power-Efficient Projects In 2011 a list of prospective partners of E4 Group on establishment of strategic alliances in the sphere of power efficiency was created. The JSC will continue expanding cooperation with AVEVA (Great Britain) concerning usage of innovating technologies of automated 3D designing and 6D turnkey contract control in the projects. AVEVA technology is also used in global power industry by the following companies: Alstom Power, AREVA, EDF, Foster Wheeler Energy, Mitsubishi Heavy Industries, Siemens Industrial Turbines and others. Partner relations with WILO (Germany), Flakt Woods Group (France) in the sphere of application of new generation of pumping units and draught machines are established. In the sphere of distant heating arrangements on cooperation with SMIT-Yartsevo (Russia), Tateploizolyatsia (Kazan) are reached. In the sphere of development of gas-turbine and gas-piston power plants of average and low power, including cogeneration, mini-heat and power plant - with Wartsila Corporation (Finland). Consultations with Solid Cell Inc (USA) and GK RUSNANO are being held regarding chemical generators on the basis of solid-oxide fuel cells. In the sphere of membrane technologies of water-processing cooperation with SPC Mediana-Filter and Voronezh-Aqua is being developed, regarding thermal technologies of water-processing – with IKSA (Russia) and Ivanovo State Power University. The main service subdivision, which takes active part in the market of energy saving sphere and implements unique power efficient pilot turnkey projects is JSC «е2» (www.e2-ru.com) – 100% subsidiary enterprise of JSC E4 Group, established on December 20, 2010. Principal trends of activity of JSC «е2» are the following: preparation of application programs for increase of power efficiency, complex development of energy sector and housing and communal services for entities of the RF and municipal formations implementation of advanced experience and energy-saving technology in design, construction and operation of objects of infrastructure, industry and housing and communal services, as well as within the framework of energy service contracts in consideration of accumulated experience, in partnership with the leading international and Russian equipment manufacturers, as well as expert organizations conductance of energy audit in cooperation with designing institutes implementation of energy management, which underwent stage of practical realization and proved to be highly efficient energetic simulation, evaluation and improvement of PSD buildings and structures for the purpose to increase their power efficiency on the basis of experience received when designing and construction power-efficient office building «Eko-office» in Skolkovo global search for the most advanced energy saving technologies and proposal of high tech complex solutions for different areas of agriculture, entities of the RF and municipal formations. In the JSC’s projects a wide use of plasma lamps of new generation is planned. JSC «е2» concluded an exclusive contract with the American company LUXIM for supply of innovative plasma lamps in the territory of Russia and CIS countries. Plasma lamp has a variety of advantages in comparison with lightemitting diode lamps: natural white light, electric energy saving up to 60%, service life – 50000 hours. Priority trends of further mutually beneficial cooperation and development of partner relations between JSC E4 Group and NPO JSC ELSIB and VASSA engineering Ltd, Russian representative office of the Finnish company VEO concerning promotion of power efficient technology of frequency-controlled joint product E4ELSIB VEDA, are already determined. 1. Variable-frequency electric drive Е4- ELSIB -VEDA – power up to 5.2 MW. a. On the basis of two transformers circuit with low-voltage frequency converter and high-voltage electric motor; b. On the basis of low-voltage frequency converter and low-voltage electric motor; 110 2. Variable-frequency electric drive, power up to 8 MW on the basis of frequency converters 6kV, 10kV. 3. Excitation systems of synchronous machines ELSIB -VEMA: a. Excitation systems of generators ELSIB -VEMA-G; b. Excitation systems of electric motors ELSIB -VEMA-М. Mini-heat and power plant on the basis of gas-piston power plants On June 15, 2011 in Novosibirsk a routine educational seminar Wartsila took place. It was conducted for E4 Group companies in the format of videoconference and broadcasted in all and every company of the engineering Holding. WARTSILA is a world leader in development of multifuel internal combustion engines with unit capacity of power plants 18.2 MW. The purpose of the conducted seminar is to familiarize managers and specialists of designing and engineering companies of the Group with equipment, technologies, approaches to design and engineering, as well as economic justification of projects of Wartsila power stations construction. Information about volume of energy resources used in 2011 Volume of consumption accounting on the basis of quantities Unit of measurement Volume of consumption, thous.rub. 16 945 151 kW-h 34 464 Electric energy required for household needs 232 450 kW-h 720 Thermal energy required for household needs 125 thous. m3 2 839 Energy resource type Electric energy required for industry 111 14 112 SECTION 14. RISK MANAGEMENT 14.1 Risk Management Policy Policy of the Risk management of the Company is based on a complex approach to the risks analysis and to the methods of reducing risks probability as well as minimization of their negative effect. The existing structure of managing the risks within the Company: The first level of management The second level of management The Board of Directors of E4 Group JSC Council on the risks of E4 Group JSC. Risk manager Specialists of the Department of Insurance and Risk Management of E4 Group JSC The third level of management Operational level Structural and separate divisions: the risks owner Structural and separate units responsible for the activities Defining the objectives of risk management - Organization of work on risk management. - Determining the tolerance level of risks. - The decision making on risks of disputes. - Making decisions on current issues of risk management. - Evaluation of the IRMS implementation (Integrated Risk Management System). - Adoption of a risk management program. - Identification of prospective project risks in the flow of examination of tender documentation. - Control of correctness of risk assessment methodology. - Consolidation of information on risks. - Monitoring compliance of activities to risks identified. - Preparation of schedules and reports on risks. - IRMS assessment. - Formation of the list of risks. - Description of risks. - Quantitative and qualitative assessment of risks. - Determination of risk management methods. - Allocation of the implementation personnel with respect to risks. - Develop action plans for risks, monitoring of their execution. - Monitoring of risk assessment. - Informing about the case of implementation risks. - Implementation of activities on risks. - Communicating the status of activities at risks. As part of risk management program being implemented in 2011 the Company conducted the following measures: Risk management activity (RM) was integrated into the duties of a Risk Manager of the Company (Organizational development plan for 2011) Reactions to all kind of risks of the Company’s Risk Map were scheduled; long-term strategies of reacting to the risks selected. Plans of measures to manage top risks scheduled in compliance with terms, set forth for each plan. Self-assessment of the existing RM system performed. The objectives of risk management systems for the management of the Company for 2012 are: 1. Creation and development of databases and knowledge to track key performance and risk indicators 2. Increase of staff motivation with respect to risk management 3. Identification of risks of key business processes based on the descriptions of business processes, identification of response measures. 4. Self-evaluation and optimization of risk management: Description of key actions / areas of risk management of all risks and opportunities in the risk map Updating maps of risks and opportunities, taking into account new information Creating a unified database and registry of regulation documentation on risk management with the shared access (as part of work to create IMS (Integrated Management System) Definition and implementation of necessary updates/amendments to database of regulatory documents. 113 Constant tasks of risk management system include regular execution and optimization of the following activities: Timely inform about the risks The allocation of responsibility for risk management The identification and systematic analysis of risks A mandatory account of risks when making management decisions Increasing the effectiveness of managerial decision-making Improving the effectiveness of risk management Development of internal control system • Maintaining and developing the risk management system • Accumulation of knowledge in the field of risk management In 2012, the development of risk management is planned under collaboration with department of quality with respect to creation of an Integrated Management System. 14.2 Risk groups Country risks 2011 was marked by political stability in the country. The worsening of political situation in the country in 2012 is unlikely. Therefore, the risks associated with the political situation in the country, are negligible. Market risks There is a risk of underfunding of programs for regional and industrial development due to high federal budget deficit and reducing subsidies to regional budgets. A long and successful experience of the competitors in projects in the EPC format, as well as the tried and tested contacts with foreign partners, threatens release of the Company to foreign markets. Insufficient demand of the majority of potential customers for innovation component of the Company. Leveling of such risks and minimization of consequences of their occurrence are possible through: Geographic diversification: access to markets of infrastructure construction of foreign countries; Industrial diversification: reducing dependence on funding in the sectors with different structure of funding sources (presence in industries dominated by both the private and public funding); Further work to strengthen relationships with technology leaders; Conduct marketing activities aiming at increase in demand for innovative services component of the Company (environmental friendliness, efficiency, safety); Forming alliances with leaders of local markets for EPC services when entering foreign infrastructure construction markets; Increase operational efficiency in terms of personnel, technology and management systems to maintain rated profitability under conditions of high market power and concentration of customers. Project risks One of the most significant types of risks for the Company are the risks associated with the implementation of EPC / M-contracts. For leveling of such risks: The Company has established and successfully operates a project management system, based on information system named Primavera and its integrated modules. Methodology for risk management projects of general contractor of the Company is created and permanently improving. During on-line operation the identification and qualitative assessment of risks and challenges, associated with the project (degree of detail depends on the stage of the project life cycle) is being made. As part of project risks assessment measures to mitigate the effects of risk the actions are developed with appointment of those responsible for their implementation. Ownership risks As part of participation in competitive procedures for selection of contractors The Company has repeatedly faced the problem of missing information (document certifying the ownership right) on the ownership of land, buildings and structures that fall into a site of construction, what leads to price rise and delay in the project schedule. Minimization of such a risk may be achieved through: Considering of the issue by the customer before the announcement of tender and submission of publicly available information to the participants; 114 Formation conditions of agreement in such a way that the contractor has the right to change the terms of project in case of delay in submission of legal property confirming documents. Such approach to the organization of contractual scope of work will significantly reduce risks of the General Contractor and reduce the time of construction. Design decision risks Design errors, low efficiency of technical solutions, used in the project, can either lead to a rise in the cost of the project or to reduce the Company rating on the market of services provided. For leveling of such risks, the Company is working on the following areas: Involvement of customer in discussion of major technical decisions, substantiating the effectiveness of certain technical proposals usability within the project; Search, self-development and introduction of innovative technologies, new equipment, devices and machinery; Participation in specialized exhibitions and conferences; Use of modern technologies of three-dimensional design on the basis of AVEVA in the flow of implementation of own projects, which allows yet at the stage of project development to prevent potential risks and problems. Construction and erection risks Poor execution of construction works due to errors in design documentation, poor organization of work leads to a deviation from the targeted parameters of the project. For leveling of such risks the Company is working on the following areas: Execution of maximum possible amount of work on their own with the involvement of experts of the Group; Organization of competitive procedures to select contractors for the work that can not be performed in-house; Implementation of operational monitoring of progress of works on site, including those of the subcontractors; Continuous improvement of personnel skills; Involvement of equipment manufacturers experts into execution of sub-contractor work; Insurance of construction/erection risks. Logistics risks The reasons for the logistics risks are outdated transportation infrastructure, a limited number of companies able to perform complex logistics projects, complex system of preparation of documentation for transportation of bulky equipment. For leveling of this type of risk, the Company carries out procedures for competitive selection of logistics companies. Reducing the likelihood of risk events associated with transportation of bulky goods to construction sites can be achieved by applying to this type of work of project management methods, development of a detailed schedule for its implementation, identification of all possible types of permits and approvals (yet at the stage of the E4 Group participation in the bidding procedures). Also, the leveling of this risk is possible through a detailed consideration of the proportion of suppliers that are in the area of logistics efficiency relative to the object of construction as well as through clear understanding by specialists of the Company of necessary routes and delivery terms. Risks associated with manufacturing cycle of individual equipment Key risks as to ЕРС/М-projects are associated with the supply of equipment of individual manufacturing cycle. This is the most resource-consuming production the result of which affects all key parameters of the project: time, cost, quality (achievement by the object the targeted indices). For leveling these risks, the Company conducts: Mandatory selection of supplier on the basis of competitive procedures; Working closely with suppliers of major equipment yet at the stage of the Company's participation in competitive procedures of a client; Mandatory requirements to suppliers as to availability at a supplier of the quality management system, to scheduling a quality plan Operational work progress monitoring (design, manufacture, supply); The manufacturer inspection prior to signing the contract in order to check its level of facilities, the reference list check out; Mandatory submission of requirements to suppliers as to certification of equipment, its packaging and marking, as well as insurance; Implementation of operational monitoring of term of fulfillment of work on the basis of developed calendar/network schedules for execution of each type of work combined with the schedule of ODA implementation at suppliers; 115 Mandatory participation of general designer’s specialists while selecting the suppliers of major equipment and developing technical specifications for manufacturing. Organizational risks In order to improve project management effectiveness and organizational risk leveling, project teams are created in the Company, the project manager is assigned, highly qualified specialists in all areas of the project are being selected for all directions of the project implementation, calendar-network planning and progress forecasting of the project progress are being done. Staff risks Three main reasons cause the emergence of the risks associated with personnel management: Lack of skilled engineering staff and project managers on the market; Availability of possibility of employees’ transfer to competing companies (or to other companies in the industry); Low motivation of personnel. Lack of qualified engineering personnel in the projects can be covered by rotations within the Company. Currently the E4 Group includes companies operating virtually the entire range of activities within the project "turnkey". The company has a training program for project managers, project management training, as well as occupational training and retraining. In order to reduce the risks associated with the transfer of key personnel to other companies, the E4 Group has developed a system of motivation of staff, benefits package is proposed, as well as the measures are being implemented to promote the retention of key personnel. In order to improve staff motivation, in addition to the above, various activities related to intangible incentives and team building (the formation of teams) are conducted: Education and team building training; Internship; Corporate events’ are being organized; Celebration of the events, significant to employee; Confirmation of importance of employee and his/her contribution to the reaching of project objectives (article in the corporate newspaper, commendation, awards and gifts, etc.). Legal risks Risks associated with lack of perfection of the Russian legislation. Constant change in regulatory/legislative documents, contradiction of legislative norms and their varying interpretations can lead to increased costs and become an obstacle in development of the Company. Constant monitoring of regulations governing activities of the Company, study of legal practice and, if necessary, engagement of the leading Russian legal experts contributes to proper legal support to the Company and reduction of legal risks. Possible changes in foreign exchange regulations and customs control and dues. Change in legislative acts that govern monetary relations, import and export issues may hinder the proper executions of obligations under contracts concluded earlier with foreign counterparts, providing for the need to make payments in foreign currency and require additional agreements to such contract. To reduce the impacts associated with the risk, the company carries out continuous monitoring of legislation in this area, including those prepared for approval, diversifies portfolio of suppliers increasing the share of domestic producers. Protection from currency exchange rate changes for imported equipment can be carried out by fixing the exchange rate in the contract, separation of the agreed amount with the customer into the Russian and foreign currency (for payments to foreign suppliers), the conclusion of direct contracts by the customer with foreign suppliers and involvement of the Company as a project manager only. Risks associated with changes in judicial practice on issues of activity of the Company The risks of this type can affect negatively the performance of the Company, as well as results of ongoing trials, in which the Company is involved. In order to minimize this type of risk the Company constantly monitors the current legislation and legislative initiatives. Safety risks Safety risks may be associated with violation of occupational safety rules, industrial safety, economic safety, environmental standards and requirements at the site. In order to prevent occurrence of risk events mentioned the Company focuses on quality management system, providing safe working conditions, ensuring industrial and ecological safety in the area of 116 construction objects. For this purpose, while implementing projects the programs on labor and environment protection are being developed, corporate policy is tightened in the field of environmental compliance; after completion of construction work the measures to restore the natural environment are provided. Financial risks Risks associated with the violation by customer of financial obligations Violation of terms of payment by the Customer may result in suspension of work on the project, in necessity to attract credit resources of the Company to cover cash shortages and to reduce the Company's gross margin. To level the risks in question it is necessary to: Include into General Contract terms the provisions of guarantees by customers of execution of financial obligations as well as (if possible) receipt from the customer a documented confirmation of creditability to finance the project; Conclude sub-contractual agreements directly connected to payment by the customer of these works; To change over from the fixed-price contract for a fixed bonus which will increase the level of customer involvement in the project and the transparency of financial relations; Translate financial obligations of contract with customer into agreements with subcontractors. Interest risks Change the refinancing rate can cause higher interest rates on loans; consequently, costs are likely to rise, as the increase in cash flow to service loans will be required. Conversely, if the funds are placed on deposit on which interest is paid, there is a risk of reducing the income of the Company in case of interest rate cuts. To reduce the impact of this type of risk it is necessary to negotiate the establishment of fixed rates on loans, as well as to optimize credit policy, taking into account forecast in changes of refinancing rate and interest rates on loans. In addition, in order to reduce interest rates on loans and improve relationships with banks the openness in providing information about the company, submission to banks quality support, control and reduction of accounts receivable (including negotiations with clients) is required. Price risks The occurrence of risk events associated with changes in cost of works executed, equipment and materials, can lead to both negative and positive consequences depending on the increase or decrease in price. Transition to the EPCM contract and development and implementation of incentive schemes of the Company by the customer through participation in savings from the project, is the optimum solution for the customer and the Company. In addition, it is possible to hedge the risks by entering into long-term and wholesale contracts for supply of equipment / materials (for example, for a number of projects under implementation in the Company). Tax risks The Company does not exclude the possibility of tightening tax laws, particularly in the state budget proposed deficit of the Russian Federation. In case of introduction of new taxes or changes in procedure for payment of current taxes, the Company would be forced to pay higher taxes, which may have a negative effect on its operations and financial results. For leveling the risks, the provisions which give a possibility to review terms in case of changes in tax legislation should be included into the EPC / M contract. Currency risks (convertible quotes) This risk may affect the results of the Company operation both positively and negatively. In case of a positive change in quotations the Group can earn extra income, while in case of a negative one - there is a possibility of not getting profit from the impact of exchange rate changes on the expected cash flows. To reduce the negative consequences of this risk it is necessary to: Discuss with customers the transition from a fixed-price contract (EPC) to contracts with a fixed reward (EPCM), which will assist in reduction of the risks of General contractor associated with an increase in the value of contracts concluded in currency values; Insurance the currency risks by entering into foreign exchange transactions. Risks of emergencies Consequences of occurrence of risk of accidental loss or accidental damage to object under construction may be lowered by implementing a comprehensive system of insurance coverage in accordance with international quality standards. 117 CONTACT DETAILS Full company name Public Joint-Stock Company Е4 Group Abbreviated name JSC Е4 Group Name in English JSC E4 Group Address of location Mailing address for correspondence Telephone / Fax 12, entrance 9, Krasnopresnenskaya emb., 123610, Moscow 12, entrance 9, Krasnopresnenskaya emb., 123610, Moscow Tel: (495) 642-83-44 Fax: (495) 642-83-45 Web page http://www.e4group.ru E-mail address e4@e4group.ru Registrar The Company maintains a register of their own 118