Insider information — Annual report 2011

Annual Report 2011
To the bank’s web-site ïî-ðóññêè

- Portrait of the Bank
- Letter from the Chairman of the Management Board
- Strategy
- Main Events of 2011
- Russian Economy and Banking Sector
- Business Overview
- Shareholder Structure
- Corporate Governance
  - Achievements in 2011
  - Management bodies
  - Committees of the Board of Directors
  - Members of the Board of Directors
  - Management Board
  - Internal Control and Audit
  - Dividend policy
  - Insider information
- Risk Management
- Human Resources
- Environment
- Social Responsibility
- Financial Statements
- Branches in Russia
- Offices of Vozrozhdenie Bank
- Address and Contacts

# Insider information

Bank Vozrozhdenie places paramount importance on information disclosure as a part of corporate governance. It considers its main priority in this area to be providing the market with information that is complete, transparent, accessible and accurate enough to make decisions and evaluate the potential and reliability of investing in its shares, in line with legislative requirements and ethical principles.

To do this, the Bank organizes press conferences and distributes press releases and electronic communications dedicated to key operational events. Every quarter, it publishes the results of its activities according to International Financial Reporting Standards. It also holds regular meetings and conference calls (web casts) with financial analysts, shareholders and investors. The management takes part in major industry and investment conferences. Every year, the Bank publishes an annual report detailing its activities in the previous reporting period and the prospects for future development.

One important channel for providing information is the corporate website, which is updated regularly and contains details about major events and achievements, the management structure, and the results of financial and economic activities. The website contains financial results (both IFRS and RAS), lists of affiliated parties, key facts and other documents required by Russian legislation and international best practice. In 2010, the Bank opened a Twitter account, making access to corporate information easier and accelerating its distribution to all interested parties.

Last year, the Bank’s work with shareholders and investors was again recognized by the business community. Bank Vozrozhdenie came third in the “Best IR Manager” category of a rating of small and mid-cap companies by IR magazine Russia and CIS, while its annual report won the “Best Information Disclosure for Clients” category at an annual report competition organized by the RTS exchange. Bank Vozrozhdenie also came first in the third annual “IR Cases” competition organized by Interfax Business Service and the Securities Market magazine.

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## Deals

### Deals with interested parties

In accordance with a decision by the Annual General Meeting of Shareholders on 25 June 2010, the Bank has concluded certain transactions (loan issuance, guarantees, deposits, and other operations) in respect of which members of the Board of Directors and the Bank’s executive bodies are deemed to be interested parties, in accordance with the Russian Federal Law On Joint-Stock Companies.

The abovementioned transactions were concluded during ordinary business activities. The significant terms of such deals did not differ from the standard terms of similar deals.

The amount of each transaction (a series of related transactions) concluded by the Bank with each of the interested parties did not exceed the limit (RUB6,900,000,000) approved by the decision of the Annual General Meeting of Shareholders.

The amount of each of the interested-party transactions, bearing credit risk, did not exceed the limit of RUB2,500,000,000, while the sum of several inter-related deals with each of the interested parties did not exceed the limit of RUB5,000,000,000, as approved by the General Meeting of Shareholders.

In 2010, the total sum of interested-party transactions was RUB2.7 billion, including:

- loans granted of RUB1.3 billion
- interbank loans granted/received of RUB1 billion
- guarantees on loan agreements, transactions involving securities and open accreditations of RUB0.4 billion

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### Deals with related parties

In 2010, Bank Vozrozhdenie concluded deals with counterparties recognized by International Financial Reporting Standards as being related parties. Parties are considered related if they are under common control, one is able to control the other, or if one can exert significant influence over the other in making financial and operational decisions. As a rule, when considering relations with all related parties, not only the legal form, but also the economic nature is taken into account.

At the end of the reporting period, the volume of loans and advances made to shareholders and the management, as well as dependent companies totaled RUB721 million. In 2010, the Bank granted RUB699 million in loans to related parties, of which RUB328 million was repaid during the year. The funds placed by related parties in short-term deposits and current and settlement accounts rose by 50.2% year-on-year to RUB3,467 million, while the overall subordinated deposits placed by shareholders more than halved, reaching RUB305 million.

More information about deals with related parties can be found in Note No. 35 to the IFRS accounts.

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### Information on large transactions

During 2010, Bank Vozrozhdenie did not carry out any large transactions (as defined by Article 78 of the Federal Law No. 208 On Joint Stock Companies).

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## IR contacts

Tel.: +7 (495) 620 9071
Fax: +7 (495) 620 1953
Web-site: http://www.vbank.ru
Email: investor@voz.ru

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Related sections:

- Shareholder Structure
- Portrait of the Bank
- Social Responsibility

See also:

- Corporate Governance
- Information Disclosure
- Auditor
- Internal Documents