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Rosneft 2015 Annual Financial Report

29 Apr 2016 17:29

RNS Number : 9143W
OJSC OC Rosneft
29 April 2016
 

Rosneft Oil Company

 

Consolidated financial statements

for the year ended December 31, 2015

 

with independent auditor's report

 

Contents

Page

Independent auditor's report

3

Consolidated balance sheet

5

Consolidated statement of profit or loss

6

Consolidated statement of other comprehensive income

7

Consolidated statement of changes in shareholders' equity

8

Consolidated statement of cash flows

9

Notes to consolidated financial statements

1. General

2. Basis of preparation

3. Significant accounting policies

4. Significant accounting judgments, estimates and assumptions

5. New and amended standards and interpretations issued but not yet effective

6. Capital and financial risk management

7. Acquisitions of subsidiaries and shares in joint operations

8. Assets held for sale

9. Segment information

10. Taxes other than income tax

11. Export customs duty

12. Finance income

13. Finance expenses

14. Other income and expenses

15. Personnel expenses

16. Operating leases

17. Income tax

18. Non-controlling interests

19. Earnings per share

20. Cash and cash equivalents

21. Other short-term financial assets

22. Accounts receivable

23. Inventories

24. Prepayments and other current assets

25. Property, plant and equipment and construction in progress

26. Intangible assets and goodwill

27. Other long-term financial assets

28. Investments in associates and joint ventures

29. Other non-current non-financial assets

30. Accounts payable and accrued liabilities

31. Loans and borrowings and other financial liabilities

32. Other short-term tax liabilities

33. Provisions

34. Prepayment under long-term oil and petroleum products supply agreements

35. Other non-current liabilities

36. Pension benefit obligations

37. Shareholders' equity

38. Fair value of financial instruments

39. Related party transactions

40. Key subsidiaries

41. Contingencies

42. Events after the reporting period

43. Supplementary oil and gas disclosure (unaudited)

 

Independent auditor's report

To the Shareholders

and the Board of Directors of Rosneft Oil Company

We have audited the accompanying consolidated financial statements of Rosneft Oil Company and its subsidiaries, which comprise the consolidated balance sheet as at December 31, 2015, and the consolidated statement of profit or loss, consolidated statement of other comprehensive income, consolidated statement of changes in shareholders' equity and consolidated statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory information.

Audited entity's responsibility for the consolidated financial statements

Management of Rosneft Oil Company is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards, and for such internal control as management determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

Auditor's responsibility

Our responsibility is to express an opinion on the fairness of these consolidated financial statements based on our audit. We conducted our audit in accordance with the federal standards on auditing effective in the

Russian Federation and International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free from material misstatement.

An audit involves performing audit procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The audit procedures selected depend on the auditor's judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the preparation and fair presentation of the consolidated financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by management of the audited entity, as well as evaluating the overall presentation of the consolidated financial statements.

We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Opinion

In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of Rosneft Oil Company and its subsidiaries as at December 31, 2015, and their financial performance and cash flows for the year then ended in accordance with International Financial Reporting Standards.

Other matter

Our audit was conducted for the purpose of forming an opinion on the consolidated financial statements taken as a whole. The information accompanying the consolidated financial statements which has been disclosed as Supplementary oil and gas disclosure on page 80 is presented for purposes of additional analysis and is not within the scope of International Financial Reporting Standards. Such information has not been subjected to the auditing procedures applied in our audit of the financial statements and, accordingly, we express no opinion on it.

 

D.E. Lobachev

General Director

Ernst & Young LLC

 

March 29, 2015

 

 

 

 

Rosneft Oil Company

 

Consolidated Balance Sheet

 

(in billions of Russian rubles)

 

 

As of December 31,

Notes

2015

2014

ASSETS

Current assets

Cash and cash equivalents

20

559

216

Restricted cash

20

2

1

Other short-term financial assets

21

986

723

Accounts receivable

22

367

554

Inventories

23

219

233

Prepayments and other current assets

24

271

404

Total current assets

2,404

2,131

Non-current assets

Property, plant and equipment

25

5,895

5,666

Intangible assets

26

48

49

Other long-term financial assets

27

510

281

Investments in associates and joint ventures

28

353

347

Bank loans granted

18

14

Deferred tax assets

17

25

24

Goodwill

26

227

215

Other non-current non-financial assets

29

8

9

Total non-current assets

7,084

6,605

Assets held for sale

8

150

-

Total assets

9,638

8,736

LIABILITIES AND EQUITY

Current liabilities

Accounts payable and accrued liabilities

30

476

494

Loans and borrowings and other financial liabilities

31

1,040

1,216

Income tax liabilities

8

39

Other tax liabilities

32

138

162

Provisions

33

28

36

Prepayment on long-term oil and petroleum products supply agreements

34

120

80

Other current liabilities

7

4

Total current liabilities

1,817

2,031

Non-current liabilities

Loans and borrowings and other financial liabilities

31

 2,283

2,190

Deferred tax liabilities

17

579

594

Provisions

33

143

107

Prepayment on long-term oil and petroleum products supply agreements

34

1,785

887

Other non-current liabilities

35

39

46

Total non-current liabilities

4,829

3,824

 

Liabilities associated with assets held for sale

8

63

-

Equity

Share capital

37

1

1

Additional paid-in capital

37

507

493

Other funds and reserves

(768)

(500)

Retained earnings

3,146

2,878

Rosneft shareholders' equity

2,886

2,872

Non-controlling interests

18

43

9

Total equity

2,929

2,881

Total liabilities and equity

9,638

8,736

 

 

 

President ___________________________ I.I. Sechin , 2016

Rosneft Oil Company

 

Consolidated Statement of Profit or Loss

 

(in billions of Russian rubles, except earnings per share data, and share amounts) 

 

 

For the years ended December 31,

Notes

2015

2014

Revenues and equity share in profits/(losses) of associates and joint ventures

Oil, gas, petroleum products and petrochemicals sales

9

5,071

5,440

Support services and other revenues

70

75

Equity share in profits/(losses) of associates and joint ventures

28

9

(12)

Total revenues and equity share in profits/(losses) ofassociates and joint ventures

5,150

5,503

Costs and expenses

Production and operating expenses

575

469

Cost of purchased oil, gas, petroleum products and refining costs

530

495

General and administrative expenses

130

114

Pipeline tariffs and transportation costs

542

471

Exploration expenses

13

19

Depreciation, depletion and amortization

25, 26

450

464

Taxes other than income tax

10

1,277

1,195

Export customs duty

11

925

1,683

Total costs and expenses

4,442

4,910

Operating income

708

593

Finance income

12

55

30

Finance expenses

13

(269)

(219)

Other income

14

75

64

Other expenses

14

(72)

(54)

Foreign exchange differences

86

64

Cash flow hedges reclassified to profit or loss

6

(123)

-

Income before income tax

460

478

Income tax expense

17

(104)

(128)

Net income

356

350

Net income attributable to:

- Rosneft shareholders

355

348

- non-controlling interests

18

1

2

Net income attributable to Rosneft per common share (in RUB) - basic and diluted

19

33.50

32.84

Weighted average number of shares outstanding (millions)

10,598

10,598

Rosneft Oil Company

 

Consolidated Statement of Other Comprehensive Income

 

(in billions of Russian rubles)

 

 

For the years ended December 31,

Notes

2015

2014

Net income

356

350

Other comprehensive (loss)/income - to be reclassified toprofit or loss in subsequent periods

Foreign exchange differences on translation of foreign operations

(194)

(87)

Foreign exchange cash flow hedges

6

(92)

(498)

Loss from changes in fair value of financial assetsavailable-for-sale

-

(1)

Income tax related to other comprehensive income -to be reclassified to profit or loss in subsequent period

6, 17

18

100

Total other comprehensive loss - to be reclassified toprofit or loss in subsequent periods, net of tax

(268)

(486)

Total comprehensive income/(loss), net of tax

88

(136)

Total comprehensive income/(loss), net of tax, attributable to:

- Rosneft shareholders

87

(138)

- non-controlling interests

1

2

 

 

 

Rosneft Oil Company

 

Consolidated Statement of Changes in Shareholders' Equity

 

(in billions of Russian rubles, except share amounts)

 

 

Numberof shares

(millions)

Share

capital

Additional paid-in capital

Other

funds andreserves

Retained earnings

Total share-holders' equity

Non-controlling interests

Total

equity

Balance at January 1,2014

10,598

1

477

(14)

2,666

3,130

39

3,169

Net income

-

-

-

-

348

348

2

350

Other comprehensive loss

-

-

-

(486)

-

(486)

-

(486)

Total comprehensive (loss)/income

-

-

-

(486)

348

(138)

2

(136)

Acquisition of non-controlling interest in a subsidiary (Note 18)

-

-

16

-

-

16

(32)

(16)

Dividends declared on common stock (Note 37)

-

-

-

-

(136)

(136)

-

(136)

Balance at December 31, 2014

10,598

1

493

(500)

2,878

2,872

9

2,881

Net income

-

-

-

-

355

355

1

356

Other comprehensive loss

-

-

-

(268)

-

(268)

-

(268)

Total comprehensive (loss)/income

-

-

-

(268)

355

87

1

88

Change of non-controlling interest in subsidiaries (Note 18)

-

-

14

-

-

14

32

46

Disposal of subsidiaries

-

-

-

-

-

-

1

1

Dividends declared on common stock (Note 37)

-

-

-

-

(87)

(87)

-

(87)

Balance at December 31, 2015

10,598

1

507

(768)

3,146

2,886

43

2,929

Rosneft Oil Company

 

Consolidated Statement of Cash Flows

 

(in billions of Russian rubles)

 

 

For the years ended December 31,

Notes

2015

2014

Operating activities

Net income

356

350

Adjustments to reconcile net income to net cash provided by operating activities:

Depreciation, depletion and amortization

25, 26

450

464

Loss on disposal of non-current assets

14

22

18

Impairment of assets

14

6

2

Dry hole costs

2

4

Foreign exchange (gain)/loss

(93)

146

Cash flow hedges reclassified to profit or loss

6

123

-

Equity share in losses/(profits) of associates and joint ventures

28

(9)

12

Gain on disposal of investments in associates and joint ventures

14

(15)

(56)

Loss from disposal of subsidiaries and non-production assets

14

11

6

Movements in bad debt provision

10

2

Gain on notes write-off

31

(20)

-

Gain from liability write off

(17)

-

Finance expenses

13

269

219

Finance income

12

(55)

(30)

Income tax expense

17

104

128

Changes in operating assets and liabilities:

Decrease/(increase) in accounts receivable, gross

82

(89)

Decrease/increase in inventories

17

(27)

Increase in restricted cash

(1)

-

Decrease/increase in prepayments and other current assets

134

(72)

(Decrease)/increase in accounts payable and accrued liabilities

(47)

145

(Decrease)/increase in other tax liabilities

(22)

1

Increase in current provisions

3

4

Increase in other current liabilities

3

1

Increase in other non-current liabilities

23

16

Increase in long-term prepayment on oil and petroleum products supply agreements

34

938

497

Interest paid on long-term prepayment on oil and petroleum products supply agreements

(17)

(11)

Long-term loans granted by subsidiary banks

(32)

(19)

Repayment of long-term loans granted by subsidiary banks

28

17

Acquisition of trading securities

(4)

(19)

Proceeds from sale of trading securities

9

19

Net cash provided by operating activities beforeincome tax and interest

2,258

1,728

Income tax payments

(112)

(115)

Interest received

31

12

Dividends received

18

1

Net cash provided by operating activities

2,195

1,626

Rosneft Oil Company

 

Consolidated Statement of Cash Flows (continued)

 

(in billions of Russian rubles)

 

 

For the years ended December 31,

Notes

2015

2014

Investing activities

Capital expenditures

(595)

(533)

Acquisition of pipeline capacity rights

-

(16)

Acquisition of licenses and auction fees

(1)

(28)

Acquisition of short-term financial assets

(327)

(547)

Proceeds from sale of short-term financial assets

213

341

Acquisition of long-term financial assets

27

(104)

-

Financing of joint ventures

(23)

(173)

Acquisition of interest in associates and joint ventures

28

(49)

(21)

Proceeds from sale of investments in associates and joint ventures

28

95

21

Acquisition of subsidiaries, net of cash acquired

7

(31)

(28)

Sale of property, plant and equipment

4

3

Placements under reverse REPO agreements

(5)

(9)

Receipts under reverse REPO agreements

10

11

Net cash used in investing activities

(813)

(979)

Financing activities

Proceeds from short-term loans and borrowings

31

825

274

Repayment of short-term loans and borrowings

(678)

(215)

Proceeds from long-term loans and borrowings

31

208

362

Repayment of long-term loans and borrowings

(1,125)

(817)

Interest paid

(137)

(96)

Proceeds from bonds issuance

31

-

35

Repayment of other financial liabilities

(143)

(12)

Proceeds from sale of non-controlling interest in subsidiary

18

46

-

Dividends paid to shareholders

(87)

(136)

Acquisition of non-controlling interests in subsidiaries

-

(169)

Net cash used in financing activities

(1,091)

(774)

 

Net increase/(decrease) in cash and cash equivalents

291

(127)

Cash and cash equivalents at the beginning of the year

20

216

275

Effect of foreign exchange on cash and cash equivalents

52

68

Cash and cash equivalents at the end of the year

20

559

216

 

General

 

Open joint stock company ("OJSC") Rosneft Oil Company ("Rosneft") and its subsidiaries (collectively, the "Company") are principally engaged in the exploration, development, production and sale of crude oil and gas and the refining, transportation and sale of petroleum products in the Russian Federation and in certain international markets.

 

Rosneft State Enterprise was incorporated as an open joint stock company on December 7, 1995. All assets and liabilities previously managed by Rosneft State Enterprise were transferred to the Company at their book value effective on that date together with the Government of the Russian Federation (the "State") ownership in other privatized oil and gas companies. The transfer of assets and liabilities was made in accordance with Russian Government Resolution No. 971 dated September 29, 1995, On the Transformation of Rosneft State Enterprise into an Open Joint Stock Company "Oil Company Rosneft". Such transfers represented a reorganization of assets under the common control of the State and, accordingly, were accounted for at their book value. In 2005, the State contributed the shares of Rosneft to the share capital of OJSC ROSNEFTEGAS. As of December 31, 2005, 100% of the shares of Rosneft less one share were owned by OJSC ROSNEFTEGAS and one share was owned by the Russian Federation Federal Agency for the Management of Federal Property. Subsequently, OJSC ROSNEFTEGAS's ownership interest decreased through additional issuance of shares during Rosneft's Initial Public Offering ("IPO") in Russia, an issuance of Global Depository Receipts ("GDR") for the shares on the London Stock Exchange and the share swap realized during the merger of Rosneft and certain subsidiaries during 2006. In March 2013 in the course of the acquisition of TNK-BP Limited and TNK Industrial Holdings Limited, its subsidiary, (collectively with their subsidiaries, "TNK-BP"), OJSC ROSNEFTEGAS sold 5.66% of Rosneft shares to BP plc. ("BP"). As of December 31, 2015 OJSC ROSNEFTEGAS' ownership interest in Rosneft was 69.50%.

 

Under Russian legislation, natural resources, including oil, gas, precious metals and minerals and other commercial minerals situated in the territory of the Russian Federation are the property of the State until they are extracted. Law of the Russian Federation No. 2395-1, On Subsurface Resources, regulates relations arising in connection with the geological study, use and protection of subsurface resources in the territory of the Russian Federation. Pursuant to the law, subsurface resources may be developed only on the basis of a license. A license is issued by the regional governmental body and contains information on the site to be developed and the period of activity, as well as financial and other conditions. The Company holds licenses issued by competent authorities for the geological study, exploration and development of oil and gas blocks, fields, and shelf in areas where its subsidiaries are located.

 

The Company is subject to export quotas set by the Russian Federation State Pipeline Commission to allow equal access to the limited capacity of the oil pipeline system owned and operated by OJSC AK Transneft. The Company exports certain quantities of crude oil through bypassing the OJSC AK Transneft system thus achieving higher export capacity. The remaining production is processed at the Company's and third parties' refineries for further sale on domestic and international markets.

 

 

Basis of preparation

 

These consolidated financial statements have been prepared in accordance with the International Financial Reporting Standards, including all International Financial Reporting Standards ("IFRS") and Interpretations issued by the International Accounting Standards Board ("IASB") and effective in the reporting period, and are fully compliant therewith.

 

These consolidated financial statements have been prepared on a historical cost basis, except certain financial assets and liabilities measured at fair value (Note 38).

2. Basis of preparation (continued)

 

Rosneft and its subsidiaries maintain their books and records in accordance with statutory accounting and taxation principles and practices applicable in respective jurisdictions. These consolidated financial statements were derived from the Company's statutory books and records.

 

The Company's consolidated financial statements are presented in billions of Russian rubles ("RUB"), unless otherwise indicated.

 

The consolidated financial statements were approved and authorized for issue by the President of the Company on March 29, 2016.

 

Subsequent events have been evaluated through March 29, 2016, the date these consolidated financial statements were issued.

 

 

Significant accounting policies

 

The accompanying consolidated financial statements differ from the financial statements issued for statutory purposes in that they reflect certain adjustments, not recorded in the Company's statutory books, which are appropriate for presenting the financial position, results of operations and cash flows in accordance with IFRS. The principal adjustments relate to: (1) recognition of certain expenses; (2) valuation and depreciation of property, plant and equipment; (3) deferred income taxes; (4) valuation allowances for unrecoverable assets; (5) accounting for the time value of money; (6) accounting for investments in oil and gas property and conveyances; (7) consolidation principles; (8) recognition and disclosure of guarantees, contingencies, commitments and certain assets and liabilities; (9) business combinations and goodwill; (10) accounting for derivative instruments; (11) purchase price allocation to the identifiable assets acquired and the liabilities assumed.

 

The consolidated financial statements include the accounts of majority-owned, controlled subsidiaries and special-purpose entities where the Company holds a beneficial interest. All significant intercompany transactions and balances have been eliminated. The equity method is used to account for investments in associates in which the Company has the ability to exert significant influence over the associates' operating and financial policies. The investments in entities where the Company holds the majority of shares, but does not exercise control, are also accounted for using the equity method. Investments in other companies are accounted for at fair value or cost adjusted for impairment, if any.

 

Business combinations, goodwill and other intangible assets

 

Acquisitions by the Company of controlling interests in third parties (or interest in their charter capital) are accounted for using the acquisition method.

 

Acquisition date is the date when effective control over the acquiree passes to the Company.

 

The cost of an acquisition is measured as an aggregate of the consideration transferred, measured at acquisition date fair value, and the amount of any non-controlling interest in the acquiree. For each business combination, the Company elects whether it measures the non-controlling interest in the acquiree either at fair value or at the proportionate share of the acquiree's identifiable net assets. Acquisition costs incurred are expensed and included in administrative expenses.

 

3. Significant accounting policies (continued)

 

Business combinations, goodwill and other intangible assets (continued)

 

Any contingent consideration to be transferred by the acquirer is recognized at fair value at the acquisition date. Subsequent changes to the fair value of the contingent consideration which is deemed to be an asset or a liability, should be recognized within profit or loss for the period if they do not represent measurement-period adjustments. If the contingent consideration is classified as equity, it should not be re-measured.

 

Goodwill is initially measured at cost being the excess of the aggregate of the consideration transferred and the amount recognized for non-controlling interest over the fair value of net identifiable assets acquired and liabilities assumed. If the aggregate of consideration transferred and the amount of non-controlling interest is lower than the fair value of the net assets of the subsidiary acquired and liabilities assumed, the difference is recognized in profit or loss for the period.

 

Associates

 

Investments in associates are accounted for using the equity method unless they are classified as non-current assets held for sale. Under this method, the carrying value of investments in associates is initially recognized at the acquisition cost.

 

The carrying value of investments in associates is increased or decreased by the Company's reported share in the profit or loss and other comprehensive income of the investee after the acquisition date. The Company's share in the profit or loss and other comprehensive income of an associate is recognized in the Company's consolidated statement of profit or loss or in the consolidated statement of other comprehensive income, respectively. Dividends paid by the associate are accounted for as a reduction of the carrying value of investments.

 

The Company's net investment in associates includes the carrying value of the investment in these associates as well as other long-term investments that are, in substance, investments in associates, such as loans. If the share in losses exceeds the carrying value of the investment in associates and the value of other long-term investments related to investments in these associates, the Company ceases to recognize its share in losses when the carrying value reaches zero. Any additional losses are provided for and liabilities are recognized only to the extent that the Company has legal or constructive obligations or has made payments on behalf of the associate.

 

If the associate subsequently makes profits, the Company resumes recognizing its share in these profits only after its share of the profits equals the share of losses not recognized.

 

The carrying value of investments in associates is tested for impairment by reconciling its recoverable amount (the higher of its value in use and fair value less costs to sell) to its carrying value, whenever impairment indicators are identified.

 

Joint arrangements

 

The Company participates in joint arrangements either in the form of joint ventures or joint operations.

 

A joint venture implies that the parties that have joint control of the arrangement have rights to the net assets of the arrangement. A joint venture involves establishing a legal entity where the Company and other participants have respective equity interests. Equity interests in joint ventures are accounted for under the equity method.

 

The Company's share in net profit or loss and in other comprehensive income of joint ventures is recognized in the consolidated statement of profit or loss and in consolidated statement of other comprehensive income, respectively, from the date when joint control commences until the date when joint control ceases.

3. Significant accounting policies (continued)

 

Joint arrangements (continued)

 

A joint operation implies that the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, relating to the arrangement. In relation to its interest in a joint operation the Company recognizes its assets, including its share of any assets held jointly, its liabilities, including its share of any liabilities incurred jointly, its revenue from the sale of its share of the output arising from the joint operation, its share of the revenue from the sale of the output by the joint operation, and expenses, including its share of any expenses incurred jointly.

 

Cash and cash equivalents

 

Cash represents cash on hand, in the Company's bank accounts, in transit and interest bearing deposits which can be effectively withdrawn at any time without prior notice or any penalties reducing the principal amount of the deposit. Cash equivalents are highly liquid, short-term investments that are readily convertible to known amounts of cash and have original maturities of three months or less from their date of purchase. They are carried at cost plus accrued interest, which approximates fair value. Restricted cash is presented separately in the consolidated balance sheet if its amount is significant.

 

Financial assets

 

The Company recognizes financial assets in its balance sheet when, and only when, it becomes a party to the contractual provisions of the financial instrument. When financial assets are recognized initially, they are measured at fair value, which is usually the price of the transaction, i.e. the fair value of consideration paid or received.

 

When financial assets are recognized initially, they are classified as one of the following, as appropriate: (1) financial assets at fair value through profit or loss, (2) loans issued and accounts receivable, (3) financial assets held to maturity, or (4) financial assets available for sale.

 

Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated as financial assets at fair value through profit or loss at initial recognition. Financial assets held for trading are those which are acquired principally for the purpose of sale or repurchase in the near future or are part of a portfolio of identifiable financial instruments that have been commonly managed and for which there is evidence of a recent pattern of actual short term profit taking, or which are derivative instruments (unless the derivative instrument is defined as an effective hedging instrument). Financial assets at fair value through profit or loss are classified in the consolidated balance sheet as current assets and changes in the fair value are recognized in the consolidated statement of profit or loss as Finance income or Finance expenses.

 

All derivative instruments are recorded in the consolidated balance sheet at fair value in either current financial assets, non-current financial assets, current liabilities related to derivative instruments, non-current liabilities related to derivative instruments. The recognition and classification of a gain or loss that results from recognition of an adjustment of a derivative instrument at fair value depends on the purpose for issuing or holding the derivative instrument. Gains and losses from derivatives that are not accounted for as hedges under International Accounting Standard ("IAS") 39 Financial Instruments: Recognition and Measurement are recognized immediately in the profit or loss for the period.

 

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Subsequent to initial recognition, the fair value of financial assets at fair value that are quoted in an active market is defined as bid prices for assets and ask prices for issued liabilities as of the measurement date.

3. Significant accounting policies (continued)

 

Financial assets (continued)

 

If no active market exists for financial assets, the Company measures the fair value using the following methods:

· analysis of recent transactions with peer instruments between independent parties;

· current fair value of similar financial instruments;

· discounting future cash flows.

 

The discount rate reflects the minimum return on investment an investor is willing to accept before starting an alternative project, given its risk and the opportunity cost of forgoing other projects.

 

Loans issued and accounts receivable include non-derivative financial instruments with fixed or determinable payments that are not quoted in an active market, not classified as financial assets held for trading and have not been designated as at fair value through profit or loss or available for sale. If the Company cannot recover all of its initial investment in the financial asset due to reasons other than deterioration of its quality, the financial asset is not included in this category. After initial recognition, loans issued and accounts receivable are measured at amortized cost using the effective interest rate method ("EIR"), less impairment losses. The EIR amortization is included in Finance income in the consolidated statement of profit or loss. The losses arising from impairment or gains from impairment reversals are recognized in the consolidated statement of profit or loss.

 

The Company does not classify financial assets as held to maturity if, during either the current financial year or the two preceding financial years, the Company has sold, transferred or exercised a put option on more than an insignificant (in relation to the total) amount of such investments before maturity unless: (1) the financial asset was close enough to maturity or the call date so that changes in the market rate of interest did not have a significant effect on the financial asset's fair value; (2) after substantially all of the financial asset's original principal had been collected through scheduled payments or prepayments; or (3) due to an isolated non-recurring event that is beyond the Company's control and could not have been reasonably anticipated by the Company.

 

Dividends and interest income are recognized in the consolidated statement of profit or loss on an accrual basis. The amount of accrued interest income is calculated using the effective interest rate.

 

All other financial assets not included in the other categories are designated as financial assets available for sale. Specifically, the shares of other companies not included in the first category are designated as available for sale. In addition, the Company may include any financial asset in this category at the initial recognition.

 

Financial liabilities

 

The Company recognizes financial liabilities on its balance sheet when, and only when, it becomes a party to the contractual provisions of the financial instrument. When financial liabilities are recognized initially, they are measured at fair value, which is usually the price of the transaction, i.e. the fair value of consideration paid or received.

 

When financial liabilities are recognized initially, they are classified as one of the following:

· financial liabilities at fair value through profit or loss;

· other financial liabilities.

 

3. Significant accounting policies (continued)

 

Financial liabilities (continued)

 

Financial liabilities at fair value through profit or loss are financial liabilities held for trading unless such liabilities are linked to the delivery of unquoted equity instruments.

 

At the initial recognition, the Company may include in this category any financial liability, except for equity instruments that are not quoted in an active market and whose fair value cannot be reliably measured. After initial recognition, however, the liability cannot be reclassified.

 

Financial liabilities not classified as financial liabilities at fair value through profit or loss are designated as other financial liabilities. Other financial liabilities include, inter alia, trade and other accounts payable, and loans and borrowings payable.

 

Subsequent to initial recognition, financial liabilities at fair value through profit or loss are measured at fair value, with changes in fair value recognized in profit or loss in the consolidated statement of profit or loss. Other financial liabilities are carried at amortized cost.

 

The Company writes off a financial liability (or part of a financial liability) from its balance sheet when, and only when, it is extinguished - i.e. when the obligation specified in the contract is discharged, cancelled or expires. The difference between the carrying value of a financial liability (or a part of a financial liability) extinguished or transferred to another party and the redemption value, including any transferred non-monetary assets and assumed liabilities, is recognized in profit or loss. Any previously recognized components of other comprehensive income pertaining to this financial liability are also included in the financial result and are recognized as gains and losses for the period.

 

Earnings per share

 

Basic earnings per share is calculated by dividing net earnings attributable to common shares by the weighted average number of common shares outstanding during the corresponding period. In the absence of any securities-to-shares conversion transactions, the amount of basic earnings per share stated in these consolidated financial statements is equal to the amount of diluted earnings per share.

 

Inventories

 

Inventories consisting primarily of crude oil, petroleum products, petrochemicals and materials and supplies are accounted for at the weighted average cost unless net realizable value is less than cost. Materials that are used in the production are not written down below cost if the finished products into which they will be incorporated are expected to be sold above cost.

 

Repurchase and resale agreements

 

Securities sold under repurchase agreements ("REPO") and securities purchased under agreements to resell ("reverse REPO") generally do not constitute a sale for accounting purposes of the underlying securities for accounting purposes, and so are treated as collateralized financing transactions. Interest paid or received on all REPO and reverse REPO transactions is recorded in Finance expense or Finance income, respectively, at the contractually specified rate using the effective interest method.

 

Exploration and production assets

 

Exploration and production assets include exploration and evaluation assets, mineral rights and oil and gas properties (development assets and production assets).

3. Significant accounting policies (continued)

 

Exploration and evaluation costs

 

The Company recognizes exploration and evaluation costs using the successful efforts method as permitted by IFRS 6 Exploration for and Evaluation of Mineral Resources. Under this method, costs related to exploration and evaluation (license acquisition costs, exploration and appraisal drilling) are temporarily capitalized in cost centers by field (well) until the drilling program results in the discovery of economically feasible oil and gas reserves.

 

The length of time necessary for this determination depends on the specific technical or economic difficulties in assessing the recoverability of the reserves. If a determination is made that the well did not encounter oil and gas in economically viable quantities, the well costs are expensed to Exploration expenses in the consolidated statement of profit or loss.

 

Exploration and evaluation costs, except for costs associated with seismic, topographical, geological, and geophysical surveys, are initially capitalized as exploration and evaluation assets. Exploration and evaluation assets are recognized at cost less impairment, if any, as property, plant and equipment until the existence (or absence) of commercial reserves has been established. The initial cost of exploration and evaluation assets acquired through a business combination is formed as a result of purchase price allocation. The cost allocation to mineral rights to proved properties and mineral rights to unproved properties is performed based on the respective oil and gas reserves information. Exploration and evaluation assets are subject to technical, commercial and management review as well as review for indicators of impairment at least once a year. This is to confirm the continued intent to develop or otherwise extract value from the discovery. When indicators of impairment are present, impairment test is performed.

 

If subsequently commercial reserves are discovered, the carrying value, less losses from impairment of the respective exploration and evaluation assets, is classified as oil and gas properties (development assets). However, if no commercial reserves are discovered, such costs are expensed after exploration and evaluation activities have been completed.

 

Development and production

 

Oil and gas properties (development assets) are accounted for on a field-by-field basis and represent (1) capitalized costs to develop discovered commercial reserves and to put fields into production, and (2) exploration and evaluation costs incurred to discover commercial reserves reclassified from exploration and evaluation assets to oil and gas properties (development assets) following the discovery of commercial reserves.

 

Oil and gas properties (development assets) costs include the expenditures to acquire such assets, directly identifiable overhead expenses, capitalized financing costs and related asset retirement (decommissioning) obligation costs. Oil and gas properties (development assets) are generally recognized as construction in progress.

 

Following the commencement of commercial production, oil and gas properties (development assets) are reclassified as oil and gas properties (production assets).

 

3. Significant accounting policies (continued)

 

Other property, plant and equipment

 

Property, plant and equipment are stated at historical cost as of the acquisition date, except for property, plant and equipment acquired prior to January 1, 2009, which is stated at deemed cost, net of accumulated depreciation and impairment. The cost of maintenance, repairs, and the replacement of minor items of property is charged to operating expenses. Renewals and betterments of assets are capitalized.

 

Upon the sale or retirement of property, plant and equipment, the cost and related accumulated depreciation are eliminated from the accounts. Any resulting gains or losses are included in profit or loss.

 

Depreciation, depletion and amortization

 

Oil and gas properties are depleted using the unit-of-production method on a field-by-field basis starting from the commencement of commercial production.

 

In applying the unit-of-production method to mineral licenses, the depletion rate is based on total proved reserves. In applying the unit-of-production method to producing wells and the related oil and gas infrastructure, the depletion rate is based on proved developed reserves.

 

Other property, plant and equipment are depreciated using the straight-line method over their estimated useful lives from the time they are ready for use, except for catalysts which are amortized using the unit-of-production method.

 

Components of other property, plant and equipment and their respective estimated useful lives are as follows:

 

Property, plant and equipment

Useful life, not more

Buildings and structures

30-45 years

Plant and machinery

5-25 years

Vehicles and other property, plant and equipment

6-10 years

Service vessels

20 years

Offshore drilling assets

20 years

 

Land generally has an indefinite useful life and is therefore not depreciated.

 

Land leasehold rights are amortized on a straight-line basis over their expected useful life, which averages 20 years.

 

Construction grants

 

The Company recognizes construction grants from local governments when there is a reasonable assurance that the Company will comply with the conditions attached and that the grant will be received. The construction grants are accounted for as a reduction of the cost of the asset for which the grant is received.

 

Impairment of non-current assets

 

The Company assesses at each balance sheet date whether there is any indication that an asset or cash-generating unit may be impaired. If any such indication exists, the Company estimates the recoverable amount of the asset or cash-generating unit.

 

 

3. Significant accounting policies (continued)

 

Impairment of non-current assets (continued)

 

In assessing whether there is any indication that an asset may be impaired, the Company considers internal and external sources of information. It considers at least the following:

 

External sources of information:

· during the period, an asset's market value has declined significantly more than would be expected as a result of the passage of time or normal use;

· significant changes with an adverse effect on the Company have taken place during the period, or will take place in the near future, in the technological, market, economic or legal environment in which the Company operates or in the market to which an asset is dedicated;

· market interest rates or other market rates of return on investments have increased during the period, and those increases are likely to affect the discount rate used in calculating an asset's value in use and decrease the asset's recoverable amount materially;

· the carrying amount of the net assets of the Company is more than its market capitalization.

 

Internal sources of information:

· evidence is available of obsolescence or physical damage of an asset;

· significant changes with an adverse effect on the Company have taken place during the period, or are expected to take place in the near future, in the extent to which, or manner in which, an asset is used or is expected to be used (e.g., the asset becoming idle and reassessing the useful life of an asset as finite rather than indefinite);

· information on dividends from a subsidiary, joint venture or associate;

· evidence is available from internal reporting that indicates that the economic performance of an asset is, or will be, worse than expected. Such evidence includes the existence of:

· cash flows for acquiring the asset, or subsequent cash needs for operating or maintaining it, that are significantly higher than those originally budgeted;

· actual net cash flows or operating profit or loss flowing from the asset that are significantly worse than those budgeted;

· a significant decline in budgeted net cash flows or operating profit, or a significant increase in budgeted loss, flowing from the asset;

· operating losses or net cash outflows for the asset, when current period amounts are aggregated with budgeted amounts for the future.

 

The following factors indicate that exploration and evaluation assets may be impaired:

· the period for which the Company has the right to explore in the specific area has expired during the period or will expire in the near future, and is not expected to be renewed;

· substantive expenditure on further exploration for and evaluation of mineral resources in the specific area is neither budgeted nor planned;

· exploration for and evaluation of mineral resources in the specific area have not led to the discovery of commercially viable quantities of mineral resources and the Company has decided to discontinue such activities in the specific area;

 

· sufficient data exist to indicate that, although a development in the specific area is likely to proceed, the carrying amount of the exploration and evaluation asset is unlikely to be recovered in full from successful development or by sale.

3. Significant accounting policies (continued)

 

Impairment of non-current assets (continued)

 

The recoverable amount of an asset or a cash-generating unit is the higher of:

· the value in use of an asset (cash-generating unit); and

· the fair value of an asset (cash-generating unit) less costs to sell.

 

If the asset does not generate cash inflows that are largely independent of those from other assets, its recoverable amount is determined for the asset's cash-generating unit.

 

The Company initially measures the value in use of a cash-generating unit. When the carrying amount of a cash-generating unit is greater than its value in use, the Company measures the unit's fair value for the purpose of measuring the recoverable amount. When the fair value is less than the carrying value impairment loss is recognized.

 

Value in use is determined by discounting the estimated value of the future cash inflows expected to be derived from the asset or cash-generating unit, including cash inflows from its sale. The value of the future cash inflows from a cash-generating unit is determined based on the forecast approved by management of the business unit to which the unit in question pertains.

 

Impairment of financial assets

 

At each balance sheet date the Company analyzes whether there is objective evidence of impairment for all categories of financial assets, except those recorded at fair value through profit or loss. A financial asset or a group of financial assets is deemed to be impaired if there is objective evidence of impairment as a result of one or more events that has occurred since the initial recognition of the asset (an incurred 'loss event') and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated. Evidence of impairment may include (but not limited to) indications that the debtors or a group of debtors is experiencing financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization and observable data indicating that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.

 

Capitalized interest

 

Interest expense related to the use of borrowed funds used for capital construction projects and the acquisition of property, plant and equipment is capitalized provided that the interest expense could have been avoided if the Company had not made capital investments. Interest is capitalized only during the period when construction activities are actually in progress and until the resulting properties are put into operation.

 

Capitalized borrowing costs include exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs.

 

Leasing agreements

 

Leases, which transfer to the Company substantially all the risks and benefits incidental to ownership of the asset, are classified as financial lease and are capitalized at the commencement of the lease at the fair value of the leased property or, if it is lower than the cost, at the present value of the minimum lease payments. Lease payments are apportioned between the finance expenses and reduction of the lease liability in order to achieve a constant rate of interest on the remaining balance of the liabilities. Finance expenses are charged directly to the consolidated statement of profit or loss.

 

3. Significant accounting policies (continued)

 

Leasing agreements (continued)

 

Leased property, plant and equipment are accounted for using the same policies applied to the Company's own assets. In determining the useful life of a leased item of property, plant and equipment, consideration is given to the probability of the title being transferred to the lessee at the end of the lease term.

 

If there is no reasonable certainty that the lessee will obtain ownership by the end of the lease term, the asset shall be fully depreciated over the shorter of the lease term and its useful life. Where such certainty exists, the asset is depreciated over its useful life.

 

Leases where the lessor retains substantially all the risks and benefits of ownership of the assets are classified as operating leases. Operating lease payments are recognized as an expense in the consolidated statement of profit or loss on a straight-line basis over the lease term.

 

Asset retirement (decommissioning) obligations

 

The Company has asset retirement (decommissioning) obligations associated with its core business activities. The nature of the assets and potential obligations are as follows:

 

The Company's exploration, development and production activities involve the use of wells, related equipment and operating sites, oil gathering and treatment facilities, tank farms and in-field pipelines. Generally, licenses and other regulatory acts require that such assets be decommissioned upon the completion of production. According to these requirements, the Company is obliged to decommission wells, dismantle equipment, restore the sites and perform other related activities. The Company's estimates of these obligations are based on current regulatory or license requirements, as well as actual dismantling and other related costs. These liabilities are measured by the Company using the present value of the estimated future costs of decommissioning of these assets. The discount rate is reviewed at each reporting date and reflects current market assessments of the time value of money and the risks specific to the liability.

 

In accordance with IFRS Interpretations Committee ("IFRIC") Interpretation 1 Changes in Existing Decommissioning, Restoration and Similar Liabilities, the provision is reviewed at each balance sheet date as follows:

· upon changes in the estimates of future cash flows (e.g., the costs of and timeframe for abandoning one well) or a discounting rate, changes in the amount of the liability are included in the cost of the item of property, plant, and equipment, whereby such cost may not be negative and may not exceed the recoverable value of the item of property, plant, and equipment;

· any changes in the liability due to its nearing maturity (change in the discount) are recognized in Finance expenses.

 

The Company's refining and distribution activities involve refining operations, marine and other distribution terminals, and retail sales. The Company's refining operations consist of major petrochemical operations and industrial complexes. Legal or contractual asset retirement (decommissioning) obligations related to petrochemical, oil refining and distribution activities are not recognized due to the limited history of such activities in these segments, the lack of clear legal requirements as to the recognition of obligations, as well as the fact that decommissioning period for such assets are not determinable.

 

Because of the reasons described above the fair value of an asset retirement (decommissioning) obligation of the refining and distribution segment cannot be reasonably estimated.

 

Due to continuous changes in the Russian regulatory and legal environment, there could be future changes to the requirements and contingencies associated with the retirement of long-lived assets.

3. Significant accounting policies (continued)

 

Income tax

 

From 2012 Russian tax legislation allows income taxes to be calculated on a consolidated basis. The main subsidiaries of the Company were therefore combined into the Consolidated group of taxpayers (Note 40). For subsidiaries which are not included in the Consolidated group of taxpayers, income tax was calculated on an individual subsidiary basis. Deferred income tax assets and liabilities are recognized in the accompanying consolidated financial statements in the amount determined by the Company in accordance with IAS 12 Income Taxes.

 

Deferred tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes.

 

A deferred tax liability is recognized for all taxable temporary differences, except to the extent that the deferred tax liability arises from:

· the initial recognition of goodwill;

· the initial recognition of an asset or liability in a transaction which:

· is not a business combination; and

· affects neither accounting profit, nor taxable profit;

· the investments in subsidiaries when the Company is able to control the timing of the reversal of the temporary differences and it is probable that the temporary differences will not reverse in the foreseeable future.

 

A prior period tax loss planned to reduce the current or future amount of income tax is recognized as a deferred tax asset.

 

A deferred tax asset is recognized only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences can be utilized, unless the deferred tax asset arises from the initial recognition of an asset or liability in a transaction that:

· is not a business combination; and

· at the time of the transaction, affects neither accounting profit nor taxable profit (tax loss).

 

The Company recognizes deferred tax assets for all deductible temporary differences arising from investments in subsidiaries and associates, and interests in joint ventures, to the extent that the following two conditions are met:

· the temporary difference will reverse in the foreseeable future; and

· taxable profit will be available against which the temporary difference can be utilized.

 

Deferred tax assets and liabilities shall be measured at the tax rates that are expected to apply to the period when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted by the end of the reporting period.

 

The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow from the manner in which the Company expects, at the end of the reporting period, to recover or settle the carrying amount of its assets and liabilities. Deferred tax assets and liabilities are offset when there is a legally enforceable right to set off current tax assets against current tax liabilities and when they relate to income taxes levied by the taxation authority of the same jurisdiction and the Company intends to settle its current tax assets and liabilities on a net basis.

3. Significant accounting policies (continued)

 

Income tax (continued)

 

The carrying amount of a deferred tax asset is reviewed at each balance sheet date.

 

The Company reduces the carrying amount of a deferred tax asset to the extent that it is no longer probable that sufficient taxable profit will be available to allow the benefit of part or all of that deferred tax asset to be utilized.

 

Deferred tax assets and liabilities are classified as Non-current Deferred tax assets and Non-current Deferred tax liabilities, respectively.

 

Deferred tax assets and liabilities are not discounted.

 

Recognition of revenues

 

Revenues are recognized when risks and rewards pass to the customer which usually occurs when the title passes to the customer, provided that the contract price is fixed or determinable and collectability of the receivable is reasonably assured. Specifically, domestic sales of crude oil and gas, as well as petroleum products and materials are usually recognized when title passes. For export sales, title generally passes at the border of the Russian Federation and the Company covers transportation expenses (except freight), duties and taxes on those sales (Note 10). Revenue is measured at the fair value of the consideration received or receivable taking into account the amount of any trade discounts, volume rebates and reimbursable taxes.

 

Sales of support services are recognized as services are performed provided that the service price can be determined and no significant uncertainties regarding the receipt of revenues exist.

 

Transportation expenses

 

Transportation expenses recognized in the consolidated statement of profit or loss represent all expenses incurred by the Company to transport crude oil for refining and to end customers, and to deliver petroleum products from refineries to end customers (these may include pipeline tariffs and any additional railroad transportation costs, handling costs, port fees, sea freight and other costs).

 

Refinery maintenance costs

 

The Company recognizes the costs of overhauls and preventive maintenance performed with respect to oil refining assets as expenses when incurred.

 

Environmental liabilities

 

Expenditures that relate to an existing condition caused by past operations, and do not have a future economic benefit, are expensed. Liabilities for these expenditures are recorded when environmental assessments or clean-ups are probable and the costs can be reasonably estimated.

 

 

3. Significant accounting policies (continued)

 

Accounting for contingencies

 

Certain conditions may exist as of the date of these consolidated financial statements which may further result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company's management makes an assessment of such contingent liabilities which is based on assumptions and is a matter of opinion. In assessing loss contingencies relating to legal or tax proceedings that involve the Company or unasserted claims that may result in such proceedings, the Company, after consultation with legal or tax advisors, evaluates the perceived merits of any legal or tax proceedings or unasserted claims as well as the perceived merits of the amount of relief sought or expected to be sought therein.

 

If the assessment of a contingency indicates that it is probable that a loss will be incurred and the amount of the liability can be estimated, then the estimated liability is accrued in the Company's consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability, together with an estimate of the range of possible loss if determinable and material, would be disclosed.

 

Loss contingencies considered remote are generally not disclosed unless they involve financial guarantees, in which case the nature of the guarantee would be disclosed. However, in some instances in which disclosure is not otherwise required, the Company may disclose contingent liabilities or other uncertainties of an unusual nature which, in the judgment of management after consultation with its legal or tax counsel, may be of interest to shareholders or others.

 

Taxes collected from customers and remitted to governmental authorities

 

Refundable taxes (excise, value-added tax ("VAT")) are deducted from revenues. Non-refundable taxes and duties are not deducted from revenues and are recognized as expenses in Taxes other than income tax in the consolidated statement of profit or loss.

 

VAT and excise receivable and payable are recognized as Prepayments and other current assets and Other tax liabilities in the consolidated balance sheet, respectively.

 

Functional and presentation currency

 

The consolidated financial statements are presented in Russian rubles, which is the functional currency of Rosneft Oil Company and all of its subsidiaries operating in the Russian Federation. A functional currency of the foreign subsidiaries is generally the U.S. dollar.

 

Transactions and balances

 

Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of these transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation of monetary assets and liabilities nominated in foreign currencies at year-end exchange rates are recognized in the profit or loss for the period.

 

Foreign exchange gains and losses resulting from the translation of monetary assets and liabilities designated as foreign currency cash flow hedging instruments are recognized within other comprehensive income and reclassified to profit or loss in the period when the hedged item affects profit or loss.

 

 

 

 

3. Significant accounting policies (continued)

 

Functional and presentation currency (continued)

 

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined.

 

The Company's subsidiaries

 

The results and financial position of all of the Company's subsidiaries, joint ventures and associates that have a functional currency which is different from the presentation currency are translated into the presentation currency as follows:

assets and liabilities for each balance sheet presented are translated at the closing rate at that reporting date;

income and expenses for each statement of profit or loss and each statement of other comprehensive income are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions); and

all resulting exchange differences are recognized as a separate component of other comprehensive income.

 

Prepayment on oil and petroleum products supply agreements

 

In the course of business the Company enters into long-term oil supply contracts. The contract terms may require the buyer to make a prepayment.

 

The Company considers long-term oil supply contracts to be a regular way sales entered into and continued to be held for the purpose of the receipt or delivery of a non-financial item in accordance with the Company's expected purchase, sale or usage requirements. A regular way sale contracts are exempted from the scope of IAS 32 Financial Instruments: Presentation and IAS 39 Financial Instruments: Recognition and Measurement.

 

Conditions for meeting the definition of a regular way sale are not met if either of the following applies:

the ability to settle net in cash or another financial instrument, or by exchanging financial instruments, is not explicit in the terms of the contract, but the Company has a practice of settling similar contracts net in cash or another financial instrument or by exchanging financial instruments (whether with the counterparty, by entering into offsetting contracts or by selling the contract before its exercise or lapse);

for similar contracts, the Company has a practice of taking delivery of the underlying item and selling it within a short period after delivery for the purpose of generating a profit from short-term fluctuations in price or dealer's margin.

 

Prepayments for the delivery of goods or respective deferred revenue are accounted for as non-financial liabilities because the outflow of economic benefits associated with them is the delivery of goods and services rather than a contractual obligation to pay cash or another financial asset.

 

 

3. Significant accounting policies (continued)

 

Changes in accounting policies and disclosures

 

The accounting policies adopted are consistent with those of the previous financial year except for the adoption of new standards and interpretations effective as of January 1, 2015. 

 

The following new standard was applied for the first time in 2015:

· Defined Benefit Plans: Employee Contributions - Amendments to IAS 19 Employee Benefits. The amendments simplify the accounting for contributions that are independent of the number of years of employee service, for example, employee contributions that are calculated according to a fixed percentage of salary.

 

The application of this standard had no significant impact on the Company's financial position or results of operations.

 

 

Significant accounting judgments, estimates and assumptions

 

The preparation of consolidated financial statements requires management to make a number of accounting estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities. The actual results, however, could differ from those estimates.

 

The most significant accounting estimates and assumptions used by the Company's management in preparing the consolidated financial statements include:

· estimation of oil and gas reserves;

· estimation of rights to, recoverability and useful lives of non-current assets;

· impairment of goodwill (Note 26 "Intangible assets and goodwill");

· allowances for doubtful accounts receivable and obsolete and slow-moving inventories (Note 22 "Accounts receivable" and Note 23 "Inventories");

· assessment of asset retirement (decommissioning) obligations (Note 3 "Significant accounting policies", Topic "Asset retirement (decommissioning) obligations" and Note 33 "Provisions");

assessment of legal and tax contingencies, recognition and disclosure of contingent liabilities (Note 41 "Contingencies");

assessment of deferred income tax assets and liabilities (Note 3 "Significant accounting policies", Topic "Income tax" and Note 17 "Income tax");

assessment of environmental remediation obligations (Note 33 "Provisions" and Note 41 "Contingencies");

fair value measurements (Note 38 "Fair value of financial instruments");

assessment of ability to renew operating leases and to enter into new lease agreements;

purchase price allocation to the identifiable assets acquired and the liabilities assumed (Note 7 "Acquisition of subsidiaries and shares in joint operations").

 

Significant estimates and assumptions affecting the reported amounts are those used in determining the economic recoverability of reserves.

 

Such estimates and assumptions may change over time when new information becomes available, e.g.:

obtaining more detailed information on reserves (either as a result of more detailed engineering calculations or additional exploration drilling activities);

conducting supplemental activities to enhance oil recovery;

changes in economic estimates and assumptions (e.g. a change in pricing factors).

 

New and amended standards and interpretations issued but not yet effective

 

In May 2014, the IASB issued IFRS 15 Revenue from Contracts with Customers. IFRS 15 establishes a single framework for revenue recognition and contains requirements for related disclosures. The new standard replaces IAS 18 Revenue, IAS 11 Construction Contracts, and the related interpretations on Revenue recognition. The standard is effective for annual periods beginning on or after January 1, 2018, with earlier application permitted. The Company is currently assessing the impact of the standard on the consolidated financial statements.

 

In May 2014, the IASB issued an amendment to IFRS 11 Joint Arrangements, entitled Accounting for Acquisitions of Interests in Joint Operations. The amendment adds new guidance on how to account for the acquisition of an interest in a joint operation that constitutes a business and requires the application of IFRS 3 Business Combinations, for such acquisitions. The amendment is effective for annual periods beginning on or after January 1, 2016, with earlier application permitted. The Company is currently assessing the impact of the amendment on the consolidated financial statements.

 

In May 2014, the IASB issued amendments to IAS 16 Property, Plant and Equipment, and IAS 38 Intangible Assets, entitled Clarification of Acceptable Methods of Depreciation and Amortization. Amendments clarify that the use of revenue-based methods to calculate the depreciation of an asset is not appropriate, because revenue generated by an activity that includes the use of an asset generally reflects factors other than the consumption of the economic benefits embodied in the asset. These amendments are effective for annual periods beginning on or after January 1, 2016 with earlier application permitted. The Company does not expect the amendments to have a material impact on the consolidated financial statements.

 

In July 2014, the IASB issued the final version of IFRS 9 Financial Instruments. The final version of IFRS 9 replaces IAS 39 Financial Instruments: Recognition and Measurement, and all previous versions of IFRS 9. IFRS 9 brings together the requirements for the classification and measurement, impairment and hedge accounting of financial instruments. In respect of impairment IFRS 9 replaces the 'incurred loss' model used in IAS 39, with a new 'expected credit loss' model that will require a more timely recognition of expected credit losses. The standard is effective for annual periods beginning on or after January 1, 2018, with earlier application permitted. The Company is currently assessing the impact of the standard on the consolidated financial statements.

 

In September 2014, the IASB issued amendments to IFRS 10 Consolidated Financial Statements and IAS 28 Investments in Associates and Joint Ventures entitled Sale or Contribution of Assets between an Investor and its Associate or Joint Venture. These narrow scope amendments clarify, that a full gain or loss is recognized when a transaction involves a business (whether it is housed in a subsidiary or not), and a partial gain or loss is recognized when a transaction involves assets that do not constitute a business. The IASB postponed the date the entities must change these aspects of accounting for the transactions between the investors and equity accounted investees. Application of the amendments, initially planned for annual periods beginning on or after January 1, 2016, was deferred. The Company does not expect the amendments to have a material impact on the consolidated financial statements as their requirements are already incorporated in the accounting policy of the Company.

 

In December 2014, the IASB issued amendments to IAS 1 Presentation of Financial Statements. These amendments are part of the initiative to improve presentation and disclosure in financial reports. These amendments are effective for annual periods beginning on or after January 1, 2016 with earlier application permitted. The Company does not expect the amendments to have a material impact on the consolidated financial statements.

 

 

5. New and amended standards and interpretations issued but not yet effective (continued)

 

In January 2016, the IASB issued IFRS 16 Leases. IFRS 16 eliminates the classification of leases as either operating leases or finance leases and establishes a single lessee accounting model. The most significant effect of the new requirements for the lessee will be an increase in lease assets and financial liabilities. The new standard replaces the previous leases standard, IAS 17 Leases, and the related interpretations. The standard is effective for annual periods beginning on or after January 1, 2019, with earlier application permitted for companies that also apply IFRS 15 Revenue from Contracts with Customers. The Company is currently assessing the impact of the standard on the consolidated financial statements.

 

 

Capital and financial risk management

 

Capital management

 

The Company's capital management objectives are to ensure its ability to continue as a going concern and to optimize the cost of capital in order to enhance value to shareholders.

 

The Company's management performs a regular assessment of the net debt to capital employed ratio to ensure it meets the Company's current rating requirements.

 

The Company's capital consists of debt obligations, which include long and short-term loans and borrowings, financial lease liabilities, liabilities related to derivative financial instruments, equity attributable to equity holders of Rosneft that includes share capital, reserves and retained earnings, as well as non-controlling interest. Net debt is a non-IFRS measure and is calculated as the sum of loans and borrowings and other financial liabilities as reported in the consolidated balance sheet, less cash and cash equivalents, other short-term financial assets and certain long-term deposits. The net debt to capital employed ratio enables users to see how significant net debt is relative to capital employed.

 

The Company's net debt to capital employed ratio was as follows:

 

As of December 31,

2015

2014

Total debt

3,323

3,406

Cash and cash equivalents

(559)

(216)

Other short-term financial assets and certain long-term deposits

(1,070)

(723)

Net debt

1,694

2,467

Total equity

2,929

2,881

Total capital employed

4,623

5,348

Net debt to capital employed ratio, %

36.6%

46.1%

 

Financial risk management

 

In the normal course of business the Company is exposed to the following financial risks: market risk (including foreign currency risk, interest rate risk and commodity price risk), credit risk and liquidity risk. The Company has introduced a risk management system and developed a number of procedures to measure, assess and monitor risks and select the relevant risk management techniques.

 

The Company has developed, documented and approved the relevant policies pertaining to market, credit and liquidity risks and the use of derivative financial instruments.

 

6. Capital and financial risk management (continued)

 

Foreign currency risk

 

The Company undertakes transactions nominated in foreign currencies and is exposed to foreign exchange risk arising from various currency exposures, primarily with respect to the U.S. dollar and Euro. Foreign exchange risk arises from assets, liabilities, commercial transactions and financing nominated in foreign currencies.

 

The carrying values of monetary assets and liabilities nominated in foreign currencies are presented in the table below:

Assets

Liabilities

As of December 31,

As of December 31,

2015

2014

2015

2014

US$

1,828

1,150

(2,793)

(2,687)

EUR

121

124

(113)

(163)

Total

1,949

1,274

(2,906)

(2,850)

 

The Company seeks to identify and manage foreign exchange rate risk in a comprehensive manner, including an integrated analysis of natural economic hedges, in order to benefit from the correlation between income and expenses. The Company chooses the currency in which to hold cash, such as the Russian ruble, U.S. dollar or other currency for short-term risk management purposes.

 

The long-term risk management strategy of the Company may involve the use of derivative or non-derivative financial instruments in order to minimize foreign exchange rate risk exposure.

 

Cash flow hedging of the Company's future exports

 

On October 1, 2014, the Company designated certain U.S. dollar nominated borrowings as a hedge of the expected highly probable U.S. dollar nominated export revenue stream in accordance with IAS 39 Financial Instruments: Recognition and Measurement.

 

A portion of future monthly export revenues expected to be received in U.S. dollars over the period from January 2015 through December 2019 was designated as a hedged item. The nominal amounts of the hedged item and the hedging instruments were equal. To the extent that a change in the foreign currency rate impacts the fair value of the hedging instrument, the effects are recognized in other comprehensive income or loss and then reclassified to profit or loss in the same period in which the hedged item affects the profit or loss.

 

The Company's foreign currency risk management strategy is to hedge future export revenue in the amount of the net monetary position in U.S. dollars. The Company aligns the hedged nominal amount to the net monetary position in U.S. dollars on a periodical basis.

 

Changes in the nominal hedging amount during 2015 are presented in the table below:

 

US$ million

The equivalent amount at the CBR exchange rate as ofDecember 31, 2015,

RUB billion

Nominal amount as of December 31, 2014

29,490

2,149

Hedging instruments designated

20,963

1,527

Realized cash flow foreign exchange hedges

(3,113)

(226)

Hedging instruments de-designated

(43,422)

(3,165)

Nominal amount as of December 31, 2015

3,918

285

 

6. Capital and financial risk management (continued)

 

Cash flow hedging of the Company's future exports (continued)

 

The impact of foreign exchange cash flow hedges recognized in other comprehensive income is set out below:

2015

2014

Before income tax

Income tax

Net of tax

Before income tax

Income tax

Net of tax

Total recognized in other comprehensive (loss)/income as of the beginning of the year

(498)

100

(398)

-

-

-

Foreign exchange effects recognized during the year

(215)

43

(172)

(498)

100

(398)

Foreign exchange effects reclassified to profit or loss

123

(25)

98

-

-

-

Total recognized in other comprehensive (loss)/income for the year

(92)

18

(74)

(498)

100

(398)

Total recognized in other comprehensive (loss)/income as of the end of the year

(590)

118

(472)

(498)

100

(398)

 

The schedule of the expected reclassification of the accumulated foreign exchange loss from other comprehensive income to profit or loss, as of December 31, 2015, is presented below:

 

Year

2016

2017

2018

2019

Total

Reclassification

(147.5)

(147.5)

(147.5)

(147.5)

(590)

Income tax

29.5

29.5

29.5

29.5

118

Total, net of tax

(118)

(118)

(118)

(118)

(472)

 

The expected reclassification is calculated using the Central Bank of Russia ("CBR") exchange rate as of December 31, 2015 and may be different using actual exchange rates in the future.

 

Sensitivity analysis for foreign exchange risk on financial instruments

 

The level of currency risk is assessed on a monthly basis using a sensitivity analysis and is maintained within the limits adopted in line with the Company's policy. The table below summarizes the impact on the Company's income before income tax and equity as a result of the depreciation/(appreciation) of the Russian ruble against the U.S. dollar and euro.

 

U.S. dollar effect

Euro effect

2015

2014

2015

2014

Currency rate change in %

27.22%

28.10%

27.69%

28.59%

Gain/(loss)

115/(115)

267/(267)

(1)/1

(8)/8

Equity

(379)/379

(148)/148

(41)/41

(34)/34

 

6. Capital and financial risk management (continued)

 

Interest rate risk

 

Loans and borrowings raised at variable interest rates expose the Company to interest rate risk arising from the possible movement of variable elements of the overall interest rate.

 

As of December 31, 2015, the Company's variable rate liability, based on LIBOR and EURIBOR alone, totaled RUB 2,337 billion (net of interest payable). In 2015 and 2014, variable rate funds raised by the Company were primarily nominated in U.S. dollars and euros.

 

The Company analyzes its interest rate exposure, including by performing scenario analysis to measure the impact of an interest rate shift on annual income before income tax.

 

The table below summarizes the impact of a potential increase or decrease in LIBOR on the Company's profit before tax, as applied to the variable element of interest rates on loans and borrowings. The increase/decrease is based on management estimates of potential interest rate movements.

 

Increase/decrease in interest rate

Effect on income before income tax

basis points

RUB billion

2015

+5

(1)

-5

1

2014

+3

(1)

-3

1

 

The potential impact of a change in EURIBOR is insignificant.

 

The sensitivity analysis is limited to variable rate loans and borrowings and is conducted with all other variables held constant. The analysis is prepared with the assumption that the amount of variable rate liability outstanding at the balance sheet date was outstanding for the whole year. The interest rate on variable rate loans and borrowings will effectively change throughout the year in response to fluctuations in market interest rates.

 

The impact measured through the sensitivity analysis does not take into account other potential changes in economic conditions, that may accompany the relevant changes in market interest rates.

 

Credit risk

 

The Company controls its own exposure to credit risk. All external customers and their financial guarantors, other than related parties, undergo a creditworthiness check (including sellers, who act on a prepayment basis). The Company performs an ongoing assessment and monitoring of the financial position and the risk of default. In the event of a default by the parties on their respective obligations under the financial guarantee contracts, the Company's exposure to credit risk will be limited to the corresponding contract amounts. As of December 31, 2015, management assessed such risk as remote.

 

In addition, as part of its cash management and credit risk function, the Company regularly evaluates the creditworthiness of financial and banking institutions where it deposits cash and performs trade finance operations. The Company primarily has banking relationships with the Russian subsidiaries of large international banking institutions and certain large Russian banks. The Company's exposure to credit risk is limited to the carrying value of financial assets recognized in the consolidated balance sheet.

 

6. Capital and financial risk management (continued)

 

Liquidity risk

 

The Company has mature liquidity risk management processes covering short-term, mid-term and long-term funding. Liquidity risk is controlled through maintaining sufficient reserves and the adequate amount of committed credit facilities and loan funds. Management regularly monitors projected and actual cash flow information, analyzes the repayment schedules of the existing financial assets and liabilities, and performs annual detailed budgeting procedures.

 

The contractual maturities of the Company's financial liabilities are presented below:

 

Year ended December 31, 2014

On demand

12 months

1 to 5 years

> 5 years

Total

Loans and borrowings

-

1,181

1,604

870

3,655

Finance lease liabilities

-

6

10

7

23

Accounts payable to suppliers and contractors

-

272

-

-

272

Salary and other benefits payable

-

55

-

-

55

Banking customer accounts

62

-

-

-

62

Other accounts payable

-

34

-

-

34

Derivative financial liabilities

-

137

-

-

137

Year ended December 31, 2015

On demand

12 months

1 to 5 years

> 5 years

Total

Loans and borrowings

-

1,025

1,623

978

3,626

Finance lease liabilities

-

8

23

33

64

Accounts payable to suppliers and contractors

-

263

-

-

263

Salary and other benefits payable

-

63

-

-

63

Banking customer accounts

69

-

-

-

69

Other accounts payable

-

26

-

-

26

Derivative financial liabilities

-

104

-

-

104

 

Loans and borrowings above exclude certain Yukos related borrowings and promissory notes payable that were carried in the books of the former Yukos subsidiaries that the Company acquired at auctions for the sale of Yukos's assets.

 

 

Acquisitions of subsidiaries and shares in joint operations

 

Acquisitions in 2015

 

Acquisition of AET-Raffineriebeteiligungsgesellschaft mbH

 

In November 2015 the Company acquired a 66.67% ownership interest in AET‑Raffineriebeteiligungsgesellschaft mbH, which represents a 16.67% effective interest in PCK Raffinerie GmbH refinery, Schwedt, Germany. The total consideration amounted to euro 321 million (RUB 23 billion at the CBR official exchange rate at the acquisition date) including related stocks of crude oil and petroleum products. The Company made the acquisition in order to develop its target business model in Germany in view of the planned transaction involving the reorganization of Ruhr Oel GmbH, a joint operation with BP Group, engaged in the processing and sale of crude oil in Western Europe.

 

The acquired interest was classified as a joint operation, and was accounted for through the recognition of assets, liabilities, income and expenses in respect of the Company's interests in accordance with IFRS 11, Joint Arrangements.

 

7. Acquisition of subsidiaries and shares in joint operations (continued)

 

Acquisitions in 2015 (continued)

 

As of December 31, 2015, the Company had not yet completed the fair value estimation of AET‑Raffineriebeteiligungsgesellschaft mbH's assets acquired and liabilities assumed. The allocation of the purchase price to the fair value of the assets acquired and liabilities assumed will be finalized within 12 months from the acquisition date.

 

The following table summarizes the Company's preliminary allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

 

ASSETS

Current assets

Accounts receivable

2

Inventories

2

Prepayments and other current assets

1

Total current assets

5

Non-current assets

Property, plant and equipment

22

Total non-current assets

22

Total assets

27

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

1

Total current liabilities

1

Non-current liabilities

Deferred tax liabilities

2

Other non-current liabilities

1

Total non-current liabilities

3

Total liabilities

4

Total identifiable net assets at fair value

23

Total consideration transferred

23

 

Had the AET‑Raffineriebeteiligungsgesellschaft mbH acquisition taken place at the beginning of the reporting period (January 1, 2015), revenues and net income of the combined entity would have been RUB 5,156 billion and RUB 356 billion, respectively, for the year ended December 31, 2015.

 

Acquisition of LLC Trican Well Service

 

In August 2015 the Company completed the acquisition of a 100% ownership interest in LLC Trican Well Service ("TWS"), engaged in pressure pumping services focused on the enhancement of production of conventional oil and gas deposits in Russia. The consideration paid amounted to RUB 10 billion (US$ 150 million at the CBR official exchange rate at the acquisition date).

 

As of December 31, 2015 the Company had not yet completed the fair value estimation of TWS' assets acquired and liabilities assumed. The allocation of the purchase price to the fair value of the assets acquired and liabilities assumed will be finalized within 12 months from the acquisition date.

7. Acquisition of subsidiaries and shares in joint operations (continued)

 

Acquisitions in 2015 (continued)

 

The following table summarizes the Company's preliminary allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

 

ASSETS

Current assets

Accounts receivable

4

Inventories

2

Cash and cash equivalents

1

Total current assets

7

Non-current assets

Property, plant and equipment

5

Total non-current assets

5

Total assets

12

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

1

Total current liabilities

1

Non-current liabilities

Deferred tax liabilities

1

Total non-current liabilities

1

Total liabilities

2

Total identifiable net assets at fair value

10

Total consideration transferred

10

 

The acquisition of TWS does not contemplate any contingent consideration, except for working capital and net debt adjustments.

 

Had the TWS acquisition taken place at the beginning of the reporting period (January 1, 2015), revenues and net income of the combined entity would have been RUB 5,154 billion and RUB 358 billion, respectively, for the period ended December 31, 2015.

 

Acquisition of LLC Petrol Market Company

 

In August 2015 the Company acquired a 100% ownership interest in LLC Petrol Market Company ("Petrol Market") which owns a network of gas stations and oil storage facilities in the Republic of Armenia. Consideration paid amounted to US$ 40 million (RUB 2.7 billion at the CBR official exchange rate at the acquisition date).

 

As of December 31, 2015 the Company had not yet completed the fair value estimation of Petrol Market's assets acquired and liabilities assumed. Preliminarily, the excess of the purchase price over the provisionally determined values of net assets was allocated to the fixed assets acquired. Allocation of the purchase price to the fair value of the assets acquired and liabilities assumed will be finalized within 12 months from the acquisition date.

 

 

7. Acquisition of subsidiaries and shares in joint operations (continued)

 

Acquisitions in 2015 (continued)

 

Acquisition of CJSC Novokuibyshevsk Petrochemical Company

 

In March 2015 the Company acquired a 100% share in CJSC Novokuibyshevsk Petrochemical Company ("NPC"). The acquisition allows the Company to integrate its gas processing assets with petrochemical production and to expand its presence in the petrochemical market sector. The total consideration amounted to US$ 300 million (RUB 18.3 billion at the CBR official exchange rate at the acquisition date).

 

The following table summarizes the Company's allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

 

ASSETS

Current assets

Accounts receivable

1

Inventories

2

Other current assets

3

Total current assets

6

Non-current assets

Property, plant and equipment

18

Deferred tax assets

1

Other non-current assets

1

Total non-current assets

20

Total assets

26

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

5

Loans and borrowings

7

Other current liabilities

2

Total current liabilities

14

Non-current liabilities

Loans and borrowings

5

Deferred tax liabilities

2

Total non-current liabilities

7

Total liabilities

21

Total identifiable net assets at fair value

5

Goodwill

13

Total consideration transferred

18

 

Goodwill in the amount of RUB 13 billion relates to the expected synergies arising from integration with the Company's nearby oil and gas refining facilities as well as the guaranteed processing of broad fraction of light hydrocarbons from the Company's oilfields. Accordingly, the goodwill was fully attributed to the Refining and distribution segment. The amount of goodwill arising from the acquisition is not tax deductible.

 

Had the NPC acquisition taken place at the beginning of the reporting period (January 1, 2015), revenues and net income of the combined entity would have been RUB 5,159 billion and RUB 358 billion, respectively, for the nine month period ended December 31, 2015. NPC's revenues and net income for the period from the acquisition date to December 31, 2015 amounted to RUB 13 billion and RUB 0.5 billion, respectively.

 

 

7. Acquisition of subsidiaries and shares in joint operations (continued)

 

Acquisitions in 2014

 

Acquisition of LLC Orenburg Drilling Company

 

In February 2014 the Company obtained control over LLC Orenburg Drilling Company ("ODC"). The acquisition of a 100% interest in this company was completed in April 2014. The consideration amounted to US$ 247 million (RUB 8.8 billion at the CBR official exchange rate at the date of the transaction).

 

The following table summarizes the Company's allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

 

ASSETS

Current assets

Accounts receivable

2

Inventories

2

Total current assets

4

Non-current assets

Property, plant and equipment

6

Intangible assets

1

Total non-current assets

7

Total assets

11

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

3

Loans and borrowings

1

Total current liabilities

4

Non-current liabilities

Loans and borrowings

1

Deferred tax liabilities

1

Total non-current liabilities

2

Total liabilities

6

Total identifiable net assets at fair value

5

Goodwill

4

Total consideration transferred

9

 

Goodwill in the amount of RUB 4 billion relates to the expected synergies arising from the improved efficiency of drilling project implementation at the Company's greenfields and brownfields through cost control at each stage of well construction. Accordingly, the goodwill was fully attributed to the Exploration and production segment.

 

In the fourth quarter of 2014 the allocation of the purchase price of ODC was finalized. The acquisition of ODC did not contemplate any contingent consideration.

 

 

7. Acquisitions of subsidiaries and shares in joint operations (continued)

 

Acquisitions it 2014 (continued)

 

Acquisition of assets from Weatherford International plc.

 

On July 31, 2014, the Company completed the acquisition of a controlling interest in 8 entities engaged in drilling and workover services in Russia and Venezuela from Weatherford International plc (the "Weatherford assets") for a total consideration of RUB 18 billion (US$ 0.5 billion at the CBR official exchange rate at the date of the transaction). This acquisition allows the Company to strengthen its position in the drilling and workover services market and to increase the efficiency of drilling and hydrocarbons production.

 

The allocation of the purchase price of Weatherford assets was finalized in the second quarter of 2015. The impact of the finalized estimate on the consolidated balance sheet and statement of profit or loss for 2014 was not significant.

 

The following table summarizes the Company's allocation of the purchase price to the fair value of assets acquired and liabilities assumed:

 

ASSETS

Current assets

Accounts receivable

6

Inventories

2

Total current assets

8

Non-current assets

Property, plant and equipment

16

Deferred tax asset

1

Total non-current assets

17

Total assets

25

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

5

Total current liabilities

5

Non-current liabilities

Deferred tax liabilities

2

Total non-current liabilities

2

Total liabilities

7

Total identifiable net assets at fair value

18

Total consideration transferred

18

 

Acquisition of CJSC Bishkek Oil Company

 

In September 2014 the Company acquired a 100% interest in four entities of the Bishkek Oil Company ("BOC") engaged in the retail and wholesale of petroleum products in the Republic of Kyrgyzstan through its own network of gas stations and a tank farm. The acquisition consideration amounted to US$ 39 million (RUB 1.5 billion at the CBR official exchange rate at the date of the transaction), including contingent consideration. The BOC purchase price allocation was completed in the second quarter of 2015. The impact of the finalized estimate on the consolidated balance sheet and statement of profit or loss for 2014 was not significant.

Assets held for sale

 

As of December 31, 2015 the Company classified certain assets as assets held for sale based on the Board of Directors decisions and binding agreements with the buyers of the assets.

 

The assets and liabilities of JV Ruhr Oel GmbH ("ROG") are classified as held for sale in the consolidated balance sheet as of December 31, 2015 and measured at the lower of their carrying amount or fair value less costs to sell, as presented in the table below:

 

ASSETS

Current assets

Accounts receivable

26

Inventories

2

Prepayments and other current assets

2

Total current assets

30

Non-current assets

Property, plant and equipment

110

Investments in associates and joint ventures

3

Total non-current assets

113

Total assets held for sale

143

LIABILITIES

Current liabilities

Accounts payable and accrued liabilities

13

Loans and borrowings and other financial liabilities

2

Other tax liabilities

3

Provisions

3

Total current liabilities

21

Non-current liabilities

Loans and borrowings and other financial liabilities

2

Deferred tax liabilities

8

Other non-current liabilities

31

Total non-current liabilities

41

Total liabilities associated with assets held for sale

62

Net assets associated with assets held for sale

81

Amounts included in accumulated other comprehensive income

Foreign exchange differences on translation of foreign operations

38

Other funds and reserves associated with assets held for sale

38

 

 

 

Segment information

 

The Company determines its operating segments based on the nature of their operations. The performance of these operating segments is assessed by management on a regular basis. The Exploration and production segment is engaged in field exploration and the production of crude oil and natural gas. The Refining and distribution segment is engaged in processing crude oil and other hydrocarbons into petroleum products, as well as in the purchase, sale and transportation of crude oil and petroleum products. Corporate and other unallocated activities are not part of the operating segment and include corporate activity, activities involved in field development, the maintenance of infrastructure and the functioning of the first two segments, as well as banking and finance services, and other activities. Substantially all of the Company's operations and assets are located in the Russian Federation.

 

Segment performance is evaluated based on both revenues and operating income which are measured on the same basis as in the consolidated financial statements, but with intersegment transactions revalued at market prices.

 

Operating segments in 2015:

 

Exploration and production

Refining and distribution

Corporate and other unallocated activities

Adjustments

Consolidated

Total revenues and equity share in profits of associates and joint ventures

2,487

5,152

97

(2,586)

5,150

Including: Equity share in profits of associates and joint ventures

2

6

1

-

9

Costs and expenses

Costs and expenses other than depreciation, depletion and amortization

1,530

4,896

152

(2,586)

3,992

Depreciation, depletion and amortization

359

84

7

-

450

Total costs and expenses

1,889

4,980

159

(2,586)

4,442

Operating income

598

172

(62)

-

708

Finance income

-

-

55

-

55

Finance expenses

-

-

(269)

-

(269)

Total finance expenses

-

-

(214)

-

(214)

Other income

-

-

75

-

75

Other expenses

-

-

(72)

-

(72)

Foreign exchange differences

-

-

86

-

86

Cash flow hedges reclassified to profit or loss

-

-

(123)

-

(123)

Income before income tax

598

172

(310)

460

Income tax expense

(120)

(34)

50

-

(104)

Net income

478

138

(260)

-

356

 

9. Segment information (continued)

 

Operating segments in 2014 (restated):

 

Exploration and production

Refining and distribution

Corporate and other unallocated activities

Adjustments

Consolidated

Total revenues and equity share in profits of associates and joint ventures

2,144

5,438

90

(2,169)

5,503

Including: Equity share in profits of associates and joint ventures

(10)

(2)

-

-

(12)

Costs and expenses

Costs and expenses other than depreciation, depletion and amortization

1,366

5,129

120

(2,169)

4,446

Depreciation, depletion and amortization

383

71

10

-

464

Total costs and expenses

1,749

5,200

130

(2,169)

4,910

Operating income

395

238

(40)

-

593

Finance income

-

-

30

-

30

Finance expenses

-

-

(219)

-

(219)

Total finance expenses

-

-

(189)

-

(189)

Other income

-

-

64

-

64

Other expenses

-

-

(54)

-

(54)

Foreign exchange differences

-

-

64

-

64

Cash flow hedges reclassified to profit or loss

-

-

-

-

-

Income before income tax

395

238

(155)

478

Income tax expense

(79)

(48)

1

-

(128)

Net income

316

190

(156)

-

350

 

 

Oil and gas and petroleum products and petrochemical sales comprise the following (based on the country indicated in the bill of lading):

2015

2014

International sales of crude oil, petroleum products and petrochemicals

3,690

4,090

International sales of crude oil and petroleum products - CIS, other than Russia

198

170

Domestic sales of crude oil, petroleum products and petrochemicals

995

1,012

Sales of gas

188

168

Total oil, gas, petroleum products and petrochemicals sales

5,071

5,440

 

The Company is not dependent on any of its major customers or any one particular customer as there is a liquid market for crude oil and petroleum products. As of December 31, 2015, the amount of current receivables from the Company's largest customer totaled RUB 37 billion, or around 12% of the Company's trade receivables.

 

 

 

Taxes other than income tax

 

Taxes other than income tax for the years ended December 31 comprise the following:

 

2015

2014

Mineral extraction tax

1,091

982

Excise tax

103

139

Property tax

31

28

Social charges

47

38

Other

5

8

Total taxes

1,277

1,195

 

 

Export customs duty

 

Export customs duty for the years ended December 31 comprises the following:

 

2015

2014

Export customs duty on oil sales

683

1,224

Export customs duty on petroleum products and petrochemicals sales

242

459

Total export customs duty

925

1,683

 

 

Finance income

 

Finance income for the years ended December 31 comprises the following:

 

2015

2014

Interest income on:

Deposits and certificates of deposit

19

12

Loans issued

24

10

Notes receivable

3

2

Bonds

2

3

Current/settlement accounts

2

1

Other interest income

-

1

Total interest income

50

29

 

Net gain from operations with derivative financial instruments

4

-

Gain from disposal of financial assets

-

1

Other finance income

1

-

Total finance income

55

30

 

 

 

Finance expenses

 

Finance expenses for the years ended December 31 comprise the following:

 

2015

2014

Interest expense on:

Loans and borrowings

(91)

(57)

Prepayment on long-term oil and petroleum products supply agreements (Note 34)

(58)

(28)

Other interest expenses

(2)

(2)

Total interest expenses

(151)

(87)

Net loss from operations with derivative financial instruments

(104)

(122)

Increase in provision due to the unwinding of a discount

(13)

(9)

Loss from disposal of financial assets

-

(1)

Other finance expenses

(1)

-

Total finance expenses

(269)

(219)

 

The weighted average rate used to determine the amount of borrowing costs eligible for capitalization is 8.83% and 5.42% p.a. in 2015 and 2014, respectively.

 

 

Other income and expenses

 

Other income for the years ended December 31 comprises the following:

 

2015

2014

Gain from the sale of LLC Yugragazpererabotka (Note 27)

-

56

Liability write-off (Note 41)

37

-

Compensation payment for licenses from joint venture parties

-

1

Effect from disposal of investments in affiliated companies (Note 28)

15

-

Insurance indemnity (Note 41)

17

-

Other

6

7

Total other income

75

64

 

 

Other expenses for the years ended December 31 comprise the following:

 

2015

2014

Sale and disposal of property, plant and equipment and intangible assets

(22)

(18)

Disposal of companies and non-production assets

(11)

(6)

Impairment of assets

(6)

(2)

Social payments, charity, sponsorship, financial aid

(14)

(12)

Other

(19)

(16)

Total other expenses

(72)

(54)

 

The impairment of assets relates to a number of market quoted financial assets and certain other assets which were impaired due to a sustained decrease in market prices.

 

 

 

Personnel expenses

 

Personnel expenses for the years ended December 31 comprise the following:

 

2015

2014

Salary

195

178

Statutory insurance contributions

47

39

Expenses on non-statutory defined contribution plan

5

5

Other employee benefits

10

9

Total personnel expenses

257

231

 

Personnel expenses are included in Production and operating expenses, General and administrative expenses and Other expenses in the consolidated statement of profit or loss.

 

 

Operating leases

 

Operating lease agreements have various terms and conditions and primarily consist of indefinite tenancy agreements for the lease of land plots under oilfield pipelines and petrol stations, agreements for the lease of rail cars and rail tank cars for periods over 12 months, and agreements for the lease of land plots for industrial sites of the Company's oil refining plants. The agreements provide for an annual revision of the rental rates and contractual terms and conditions.

 

Total operating lease expenses for the years ended December 31, 2015 and 2014 amounted to RUB 40 billion and RUB 25 billion, respectively. The expenses were recognized within Production and operating expenses, General and administrative expenses and Other expenses in the consolidated statement of profit or loss.

 

Future minimum lease payments under non-cancellable operating leases as of December 31 are as follows:

 

2015

2014

Less than 1 year

25

22

From 1 to 5 years

71

60

Over 5 years

200

173

Total future minimum lease payments

296

255

 

 

Income tax

 

Income tax expenses for the years ended December 31 comprise the following:

 

2015

2014

Current income tax

123

223

Prior period adjustments

(2)

(5)

Current income tax expense

121

218

Deferred tax relating to the origination and reversal of temporary differences

(17)

(90)

Deferred income tax benefit

(17)

(90)

Total income tax expense

104

128

 

Except for the applicable regional tax relief, the Russian income tax rate of 20% was applied to companies domiciled in the Russian Federation in 2015 and 2014. The income tax rate may vary from 20% for subsidiaries incorporated in other jurisdictions. The rate is calculated according to local fiscal regulations.

 

17. Income tax (continued)

 

Temporary differences between these consolidated financial statements and tax records gave rise to the following deferred income tax assets and liabilities:

Consolidated balance sheet

as of December 31,

Consolidated statement ofprofit or lossfor the years,ended December 31,

2015

2014

2015

2014

Short-term accounts receivable

5

3

2

1

Property, plant and equipment

8

8

-

3

Short-term accounts payable and accrued liabilities

8

12

(4)

5

Other current liabilities

23

31

(8)

26

Long-term loans and borrowings and other financial liabilities

6

3

3

-

Long-term provisions

9

12

(3)

-

Tax loss carry forward

96

67

28

58

Other

9

4

5

-

Less: deferred tax liabilities offset

(139)

(116)

-

-

Deferred tax assets

25

24

23

93

Property, plant and equipment and other

(463)

(447)

(14)

(6)

Mineral rights

(255)

(263)

8

3

Less: deferred tax assets offset

139

116

-

-

Deferred tax liabilities

(579)

(594)

(6)

(3)

Deferred income tax benefit

17

90

Net deferred tax liabilities

(554)

(570)

Recognized in the consolidated balance sheet as following

Deferred tax assets

25

24

Deferred tax liabilities

(579)

(594)

Net deferred tax liabilities

(554)

(570)

 

The reconciliation of net deferred tax liabilities is as follows:

 

2015

2014

As of January 1

(570)

(634)

Deferred income tax benefit, recognized in the consolidated statement of profit or loss

17

90

Acquisition of subsidiaries and shares in joint operations (Note 7)

(6)

(1)

Deferred tax expenses recognized in other comprehensive income

(3)

(2)

Reclassification to/(from) assets held for sale (Note 8)

8

(23)

As of December 31

(554)

(570)

 

 

17. Income tax (continued)

 

The reconciliation between tax expense and the product of accounting profit multiplied by the 20% tax rate for the years ended December 31 is as follows:

2015

2014

Income before income tax

460

478

Income tax at statutory rate of 20%

92

96

Increase/(decrease) resulting from:

Effect of income tax rates in other jurisdictions

3

5

Effect of income tax relief

(18)

(15)

Effect of tax on dividends received from non-resident company

-

32

Effect from change in unrecognized deferred tax assets

23

9

Effect of non-taxable income and non-deductible expenses

4

1

Income tax

104

128

 

Unrecognized deferred tax assets in the consolidated balance sheet for the years ended December 31, 2015 and 2014 amounted to RUB 37 billion and RUB 14 billion, respectively, related to unused tax losses. Tax loss carry forwards available for utilization by the Company expire in 2016-2025. In respect of recognized deferred tax assets on tax losses carried forward management considers it probable that future taxable profits will be available for the Company against which these tax losses can be utilized before their expiration.

 

In 2014 certain amendments were introduced in Russian tax legislation in respect of the profit of controlled foreign companies and income of foreign entities. According to these changes undistributed profit of foreign subsidiaries recognized as controlled foreign companies may form an additional tax base for Rosneft and for certain Russian subsidiaries holding investments in foreign entities. In particular, undistributed 2015 profits of controlled foreign companies should increase the tax base of the controlling entities in 2016. The consequences of taxation of subsidiaries' profits, including the taxation of controlled foreign companies, are accounted for within deferred tax liabilities.

 

 

Non-controlling interests

 

Non-controlling interests include:

 

As of December 31, 2015

2015

As of December 31, 2014

2014

Non-controlling interest

(%)

Non-controlling interest in net assets

Non-controlling interest in net income

Non-controlling interest

(%)

Non-controlling interest in net assets

Non-controlling interest in net income

LLC Taas-Yuriakh Neftegazodobycha

20.00

31

-

-

-

-

OJSC Grozneftegaz

49.00

3

-

49.00

3

-

SIA ITERA Latvija

34.00

2

1

34.00

1

-

OJSC Rosneft Sakhalin

45.00

2

-

45.00

2

-

JSC Russian Regional Development Bank (VBRR)

15.33

1

-

15.33

1

-

CJSC TZK Sheremetyevo

25.10

1

-

25.10

1

-

CJSC Vankorneft

-

-

-

-

-

3

Non-controlling interests in other entities

various

3

-

various

1

(1)

Non-controlling interests as of the end of the year

43

1

9

2

 

In November 2015 the Company completed the sale of 20% of LLC Taas-Yuriakh Neftegazodobycha,a Company subsidiary, to BP Russian Investments Ltd for US$ 750 million (RUB 55 billion at the CBR official exchange rate as of December 31, 2015) on a zero net debt basis.

 

 

Earnings per share

 

For the years ended December 31 basic and diluted earnings per share comprise the following:

 

2015

2014

Net income attributable to shareholders of Rosneft

355

348

Weighted average number of issued common shares outstanding (millions)

10,598

10,598

Total basic and diluted earnings per share (RUB)

33.50

32.84

 

 

Cash and cash equivalents

 

Cash and cash equivalents consist of the following:

As of December 31,

2015

2014

Cash on hand and in bank accounts in RUB

39

117

Cash on hand and in bank accounts in foreign currencies

393

84

Deposits

124

12

Other

3

3

Total cash and cash equivalents

559

216

 

Cash accounts nominated in foreign currencies represent primarily cash in U.S. dollars.

 

Deposits are interest bearing and nominated primarily in RUB.

 

Restricted cash comprises the obligatory reserve of subsidiary banks with the CBR in the amount of RUB 2 billion and RUB 1 billion as of December 31, 2015 and 2014, respectively.

 

 

Other short-term financial assets

 

Other short-term financial assets comprise the following:

As of December 31,

2015

2014

Financial assets available-for-sale

Bonds and promissory notes

46

65

Stocks and shares

129

61

Financial assets held-to-maturity

Bonds

1

6

Loans and accounts receivable

Loans granted

3

1

Loans issued to associates

2

7

Notes receivable, net of allowance

83

57

Deposits and certificates of deposit

714

512

Held-for-trading financial assets at fair value through profit or loss

Corporate bonds

5

9

State bonds

3

5

Total other short-term financial assets

986

723

 

 

21. Other short-term financial assets (continued)

 

As of December 31, 2015 and 2014 available-for-sale bonds and notes comprise the following:

 

Type of security

2015

2014

Balance

Interest rate p.a.

Date ofmaturity

Balance

Interest rate p.a.

Date ofmaturity

Corporate bonds

6

3.72-17.0%

January 2016 - September 2032

7

3.72-11.0%

February 2015 - October 2026

State and municipal bonds

2

8.0-14.5%

October 2017 - January 2025

-

Promissory notes

38

10.25%-11.1%

September 2019 - September 2020

58

9.5%-15.0%

September 2015 - September 2019

Total

46

65

 

As of December 31, 2015 and 2014 held-to-maturity bonds comprise the following:

 

Type of security

2015

2014

Balance

Interest rate p.a.

Date ofmaturity

Balance

Interest rate p.a.

Date ofmaturity

Corporate bonds

1

5.3-8.8%

February 2016 - April 2017

3

8.75-10.5%

March 2015 - November 2015

State and municipal bonds

-

3

7.0%

June 2015

Total

1

6

 

As of December 31, 2015, notes receivable include corporate notes receivable that are nominated in euro with a nominal interest rate of 2.843% p.a. and with maturity through April 2016 and corporate notes receivable that are nominated in U.S. dollars with a nominal interest rate of 4.357% p.a. and with maturity through August 2016.

 

As of December 31, 2014, notes receivable include corporate notes receivable that are nominated in euro with a nominal interest rate of 2.843% p.a. and with maturity through April 2016 and nominally interest-free corporate notes receivable that are nominated in RUB with a weighted average effective interest rate of 8.62% p.a. with maturity through September 2015.

 

As of December 31, 2015, deposits and certificates of deposit nominated in U.S. dollars amount to RUB 696 billion and earn interest ranging from 0.94% to 4.3% p.a. Deposits and certificates of deposit nominated in RUB amount to RUB 18 billion and bear interest rates ranging from 8.15% to 14.0% p.a.

 

As of December 31, 2014, deposits and certificates of deposit nominated in U.S. dollars amount to RUB 468 billion and bear interest rates ranging from 0.45% to 4.0% p.a. Deposits and certificates of deposit nominated in RUB amount to RUB 44 billion and bear interest rates ranging from 8.0% to 10.65% p.a.

 

As of December 31, 2015 and 2014 trading securities comprise the following:

 

Type of security

2015

2014

Balance

Interest rate p.a.

Date of maturity

Balance

Interest rate

p.a.

Date ofmaturity

Corporate bonds

5

5.375-11.3%

February 2016 - September 2032

9

5.375-11.3%

February 2015 - September 2044

State and municipal bonds

3

6.9-10.9%

November 2016 - February 2036

5

6.9-12.0%

August 2015 - February 2036

Total

8

14

 

Accounts receivable

 

Accounts receivable include the following:

As of December 31,

2015

2014

Trade receivables

318

413

Banking loans to customers

33

32

Other accounts receivable

37

120

Total

388

565

Allowance for doubtful accounts

(21)

(11)

Total accounts receivable, net of allowance

367

554

 

The allowance for doubtful accounts is recognized at each balance sheet date based on estimates of the Company's management regarding the expected cash inflows to repay accounts receivable.

 

The Company recognized an allowance for doubtful accounts for all significant past due accounts receivable as of December 31, 2015 and 2014.

 

As of December 31, 2015 and 2014 accounts receivable were not pledged as collateral for loans and borrowings provided to the Company.

 

 

Inventories

 

Inventories comprise the following:

As of December 31,

2015

2014

Crude oil and gas

62

70

Petroleum products and petrochemicals

99

115

Materials and supplies

58

48

Total

219

233

 

Materials and supplies mostly include spare parts. Petroleum products and petrochemicals include those designated both for sale and for own use.

 

For the years ended December 31:

2015

2014

Cost of inventories recognized as an expense during the period

690

640

 

The cost of inventories recognized as an expense during the period is included in Production and operating expenses, Cost of purchased oil, gas, petroleum products and refining costs and General and administrative expenses in the consolidated statement of profit or loss.

 

 

Prepayments and other current assets

 

Prepayments comprise the following:

As of December 31,

2015

2014

Value added tax and excise receivable

144

162

Prepayments to suppliers

58

40

Settlements with customs

31

142

Profit tax advance payments

29

49

Other

9

11

Total prepayments and other current assets

271

404

 

Settlements with customs primarily represent export duties related to the export of crude oil and petroleum products (Note 11). 

Property, plant and equipment and construction in progress

 

Explorationand production

Refining and distribution

Corporate and other unallocated activities

Total

Cost as of January 1, 2014

5,104

1,197

81

6,382

Depreciation, depletion and impairment losses as of January 1, 2014

(955)

(196)

(18)

(1,169)

Net book value as of January 1, 2014

4,149

1,001

63

5,213

Prepayments for property, plant and equipmentas of January 1, 2014

4

49

9

62

Total as of January 1, 2014

4,153

1,050

72

5,275

Cost

Acquisition of subsidiaries (Note 7)

22

-

-

22

Additions

411

226

16

653

Disposals

(41)

(6)

(3)

(50)

Reclassification from assets held for sale

151

-

-

151

Foreign exchange differences

138

48

11

197

Cost of asset retirement (decommissioning) obligations

(17)

-

-

(17)

As of December 31, 2014

5,768

1,465

105

7,338

Depreciation, depletion and impairment losses

Depreciation and depletion charge

(385)

(71)

(7)

(463)

Disposals and other movements

21

5

1

27

Impairment of assets

(1)

(2)

-

(3)

Foreign exchange differences

(103)

(17)

(2)

(122)

As of December 31, 2014

(1,423)

(281)

(26)

(1,730)

Net book value as of December 31, 2014

4,345

1,184

79

5,608

Prepayments for property, plant and equipment as of December 31, 2014

6

47

5

58

Total as of December 31, 2014

4,351

1,231

84

5,666

Cost

Acquisition of subsidiaries (Note 7)

5

42

-

47

Additions

518

184

14

716

Disposals

(34)

(6)

(6)

(46)

Reclassification to assets held for sale (Note 8)

-

(194)

-

(194)

Foreign exchange differences

99

27

7

133

Cost of asset retirement (decommissioning) obligations

27

-

-

27

As of December 31, 2015

6,383

1,518

120

8,021

Depreciation, depletion and impairment losses

Depreciation and depletion charge

(365)

(78)

(8)

(451)

Disposals and other movements

17

2

-

19

Impairment of assets

(4)

-

-

(4)

Reclassification to assets held for sale (Note 8)

-

79

-

79

Foreign exchange differences

(70)

(10)

(1)

(81)

As of December 31, 2015

(1,845)

(288)

(35)

(2,168)

Net book value as of December 31, 2015

4,538

1,230

85

5,853

Prepayments for property, plant and equipment as of December 31, 2015

9

27

6

42

Total as of December 31, 2015

4,547

1,257

91

5,895

 

25. Property, plant and equipment and construction in progress (continued)

 

The cost of construction in progress included in property, plant and equipment was RUB 1,273 billion and RUB 1,083 billion as of December 31, 2015 and 2014, respectively.

 

The depreciation charge for the years ended December 31, 2015 and 2014 includes depreciation which was capitalized as part of the construction cost of property, plant and equipment and the cost of inventory in the amount of RUB 6 billion and RUB 4 billion, respectively.

 

The Company capitalized RUB 99 billion (including RUB 48 billion capitalized interest expense) and RUB 54 billion (including RUB 39 billion capitalized interest expense) of expenses on loans and borrowings in 2015 and 2014, respectively.

 

During 2015 and 2014 the Company received government grants for capital expenditures in the amount of RUB 11 billion and RUB 10 billion, respectively. Grants are accounted for as a reduction of additions in the Exploration and production segment.

 

Exploration and evaluation assets

 

Exploration and evaluation assets included in the Exploration and production segment, including mineral rights to unproved properties, comprise the following:

 

2015

2014

Cost as of January 1

246

175

Impairment losses as of January 1

(10)

(10)

Net book value as of January 1

236

165

Cost

Capitalized expenditures

12

26

Reclassified to development assets

(13)

(13)

Reclassification from assets held for sale

-

53

Expensed

(1)

(3)

Foreign exchange differences

7

8

Cost as of December 31

251

246

Impairment losses

Impairment of assets

(3)

-

Impairment losses as of December 31

(13)

(10)

Net book value as of December 31

238

236

 

Provision for asset retirement (decommissioning) obligations

 

The provision for asset retirement (decommissioning) obligations was RUB 59 billion and RUB 37 billion as of December 31, 2015 and 2014, respectively, and included in Property, plant and equipment.

 

 

Intangible assets and goodwill

 

Intangible assets and goodwill comprise the following:

 

Rights for land lease

Otherintangibleassets

Totalintangibleassets

Goodwill

Cost as of January 1, 2014

23

22

45

210

Amortization as of January 1, 2014

(5)

(5)

(10)

-

Net book value as of January 1, 2014

18

17

35

210

Cost

Additions

-

17

17

-

Acquisition of subsidiaries (Note 7)

-

1

1

5

Disposals

-

(3)

(3)

-

Foreign exchange differences

4

-

4

-

As of December 31, 2014

27

37

64

215

Amortization

Amortization charge

(2)

(3)

(5)

-

Disposal of amortization

-

1

1

-

Foreign exchange differences

(1)

-

(1)

-

As of December 31, 2014

(8)

(7)

(15)

-

Net book value as of December 31, 2014

19

30

49

215

Cost

Additions

7

-

7

-

Acquisition of subsidiaries (Note 7)

-

-

-

13

Disposals

(1)

(7)

(8)

(1)

Foreign exchange differences

3

-

3

-

As of December 31, 2015

36

30

66

227

Amortization

Amortization charge

(3)

(2)

(5)

-

Disposal of amortization

-

3

3

-

Foreign exchange differences

(1)

-

(1)

-

As of December 31, 2015

(12)

(6)

(18)

-

Net book value as of December 31, 2015

24

24

48

227

 

The Company performs its annual goodwill impairment test as of October 1 of each year. The impairment test is carried out at the beginning of the fourth quarter of each year using the data that was appropriate at that time. Considering the significance of macroeconomic changes in the fourth quarter of 2015, the Company re-performed the test as of December 31, 2015, applying revised macroeconomic forecasts. The excess of fair value over identified net assets comprised RUB 3,061 billion and RUB 326 billion for the Exploration and production and Refining and distribution segments, respectively. As a result of the annual test, no impairment of goodwill was identified in 2015 and 2014.

 

Goodwill acquired through business combinations is allocated to the relevant groups of cash generating units that are its operating segments - the Exploration and production segment and the Refining and distribution segment. In assessing whether goodwill has been impaired, the current values of the operating segments (including goodwill) were compared with their estimated value in use.

As of December 31,

2015

2014

Goodwill

Exploration and production

75

75

Refining and distribution

152

140

Total

227

215

26. Intangible assets and goodwill (continued)

 

The Company has estimated the value in use of the operating segments using a discounted cash flow model.

 

Future cash flows have been adjusted for risks specific to the segment and discounted using a rate, that reflects current market assessments of the time value of money and the risks specific to the segment for which the future cash flow estimates have not been adjusted.

 

The Company's business plan, approved by the Company's Board of Directors, is the primary source of information for the determination of the operating segments' value in use. The business plan contains internal forecasts of oil and gas production, refinery throughputs, sales volumes of various types of refined products, revenues, operating and capital expenditures. As an initial step in the preparation of these plans, various assumptions, such as oil prices, natural gas prices, refining margins, petroleum product margins and cost inflation rates, are set. These assumptions take into account existing prices, U.S. dollar and RUB inflation rates, other macroeconomic factors and historical trends, as well as market volatility.

 

In determining the value in use for each of the operating segments, twelve-year period cash flows calculated on the basis of the Company management's forecasts have been discounted and aggregated with the segments' terminal value. The use of a forecast period longer than five years originates from the industry's average investment cycle. In determining the terminal value of the Company's segments in the post-forecast period the Gordon model was used.

 

Key assumptions applied to calculation

 

Discounted cash flows are most sensitive to changes in the following factors:

· The discount rate

The discount rate calculation is based on the Company's weighted average cost of capital adjusted to reflect the pre-tax discount rate and amounts to 13.1% p.a. in 2015 (11.0% p.a. in 2014).

· The estimated average annual RUB / U.S. dollar exchange rate

The average annual RUB / U.S. dollar exchange rate applied was as follows: RUB 68.0, RUB 66.0 and RUB 62.5 for 2016, 2017 and from 2018 onwards, respectively.

· Oil and petroleum products prices

The forecasted Urals oil price applied was as follows: RUB 2,924, RUB 3,168 and RUB 3,313 per barrel for 2016, 2017 and from 2018 onwards, respectively. The Company's petroleum products price forecasts with regard to the main sales destinations are based on these oil prices with a weighted average price of petroleum products (excluding petrochemicals) of RUB 23.5 thousand per tonne, RUB 25.1 thousand per tonne and RUB 26.2 thousand per tonne for 2016, 2017 and from 2018 onwards, respectively.

· Production volumes

Estimated production volumes were based on detailed data for the fields and take into account the field development plans approved by management through the long-term planning process. The model has used average rates of operation decline equal to the natural rates of production decline for the existing assets provided that there is no production drilling. These rates were 8.0% of annual decline for the period after 2027.

 

As of December 31, 2015 and 2014 the Company did not have any intangible assets with indefinite useful lives. As of December 31, 2015 and 2014 no intangible assets have been pledged as collateral.

 

 

26. Intangible assets and goodwill (continued)

 

Key assumptions applied to calculation (continued)

 

The effects of changes in key assumptions are as follows:

 

Changes in the pre-tax weighted average cost of capital - the long-term increase in the weighted average cost of capital above 14.4% may have a significant effect on the discounted cash flows of the Refining and distribution segment and may lead to the segment's goodwill impairment.

 

Changes in oil and petroleum prices - the long-term decrease in oil prices below RUB 2,980 per barrel for the period 2016 onwards may have a significant effect on the discounted cash flows of the Refining and distribution segment and may lead to the segment's goodwill being impaired. A similar effect can be caused by a long-term decrease (in the forecast period from 2016 onwards) in the weighted average price of petroleum products (excluding petrochemicals) below RUB 25.6 thousand per tonne holding oil prices at forecast levels.

 

 

Other long-term financial assets

 

Other long-term financial assets comprise the following:

As of December 31,

2015

2014

Bonds

4

4

Bank deposits

112

6

Financial assets available for sale:

Shares of OJSC INTER RAO UES

1

1

Shares of OJSC Russian Grids

1

1

Shares of AS Latvijas Gaze, ASE esti GAAS

4

3

Shares of SARAS S.p.A.

16

-

Shares of CJSC Modern Shipbuilding Technology

4

-

Long-term loans issued to associates and joint ventures

360

259

Long-term loans

4

-

Loans to employees

1

2

Other

3

5

Total other long-term financial assets

510

281

 

Pursuant to contracts, long-term loans issued to associates and joint ventures are mostly US$ nominated and have a maturity of three to nine years and bear interest rates ranging from 3.5% to 14.5% p.a. In 2014 the Company provided a long-term loan to one of its joint ventures in the amount of US$ 4 billion (RUB 226 billion at the CBR official exchange rate at the date of loan issuance), earning interest of 3.5% to 6% p.a. and maturing in 5 years.

 

As of December 31, 2015 and 2014, there were no overdue long-term financial assets for which no impairment provision was created.

 

As of December 31, 2015 and 2014, shares were impaired in the amount of RUB 1 billion and RUB 1 billion, respectively.

 

No long-term financial assets were pledged as collateral as of December 31, 2015 and 2014.

 

As of December 31, 2015 and 2014, no long-term financial assets were received by the Company as collateral.

Investments in associates and joint ventures

 

Investments in associates and joint ventures comprise the following:

 

Name of investee

Country

The Company's share

as of December 31,2015, %

As of December 31,

2015

2014

Joint ventures

LLC Polar Lights Company

Russia

-

-

1

Rosneft Shell Caspian Vent.

Russia

51.00

1

1

Taihu Ltd (OJSC Udmurtneft)

Cyprus

51.00

29

21

Lanard Holdings Ltd

Cyprus

50.00

18

18

CJSC Arktikshelfneftegaz

Russia

50.00

2

3

LLC National Oil Consortium

Russia

80.00

29

27

OJSC NGK Slavneft

Russia

49.94

144

143

Petroperija S.A., PetroMonagas S.A.

Venezuela

various

15

9

PETROVICTORIA S.A.

Venezuela

40.00

31

25

NVGRES Holdings Limited (NVGRES LLC)

Cyprus

25.01

5

4

CJSC Messoyakhaneftegaz

Russia

50.00

-

-

CJSC Modern Shipbuilding Technology

Russia

9.89

-

4

RN Pechora

Russia

50.10

8

-

Pipeline consortiums

various

various

-

3

Associates

Saras S.p.A.

Italy

12.00

-

17

Petrocas Energy International Limited

Cyprus

49.00

10

8

CJSC Purgaz

Russia

49.00

48

55

Other associates

various

various

13

8

Total associates and joint ventures

353

347

 

The equity share in profits/(losses) of associates and joint ventures comprise the following:

 

The Company's share

as of December 31,2015, %

Share in income/(loss)of equity investees

2015

2014

Taihu Ltd

51.00

12

11

OJSC NGK Slavneft

49.94

1

(17)

CJSC Purgaz

49.00

(6)

-

National Oil Consortium LLC

80.00

(6)

-

PetroMonagas S.A.

16,67

5

(2)

Saras S.p.A.

12.00

2

-

Other

various

1

(4)

Total equity share in (losses)/profits of associates and joint ventures

9

(12)

 

The unrecognized share of losses of associates and joint ventures comprise the following:

 

Name of investee

As of December31,

2015

2014

LLC Veninneft

2

4

LLP Adai Petroleum Company

6

4

Boqueron S.A.

1

-

Total unrecognized share of losses of associates and joint ventures

9

8

 

28. Investments in associates and joint ventures (continued)

 

Financial information of significant associates and joint ventures as of December 31, 2015 and 2014 is presented below:

As of December 31,

Taihu Ltd

2015

2014

Cash and cash equivalents

1

1

Accounts receivable

23

24

Other current assets

2

2

Other non-current assets

83

82

Total assets

109

109

Short-term loans and borrowings

(26)

(11)

Income tax liabilities

(1)

(1)

Other current liabilities

(13)

(16)

Long-term loans and borrowings

-

(27)

Deferred tax liabilities

(6)

(6)

Other non-current liabilities

(6)

(7)

Total liabilities

(52)

(68)

Net assets

57

41

The Company's share, %

51.00

51.00

The Company's total share in net assets

29

21

 

 

Taihu Ltd

2015

2014

Revenues

109

116

Finance income

6

6

Finance expenses

(1)

(1)

Depreciation, depletion and amortization

(5)

(4)

Other expenses

(78)

(90)

Income before income tax

31

27

Income tax

(7)

(6)

Net income

24

21

The Company's share, %

51.00

51.00

The Company's total share in net income

12

11

 

 

28. Investments in associates and joint ventures (continued)

 

The Company's share of the currency translation effect amounted to a loss of RUB 4 billion and RUB 10 billion for the years ended December 31, 2015 and 2014, respectively, which was included in foreign exchange differences in the translation of foreign operations in the consolidated statement of other comprehensive income for 2015 and 2014.

 

As of December 31,

OJSC NGK Slavneft

2015

2014

Cash and cash equivalents

8

14

Accounts receivable

5

7

Other current assets

11

10

Other non-current assets

418

415

Total assets

442

446

Short-term loans and borrowings

(27)

(44)

Tax liabilities

(15)

(15)

Other current liabilities

(26)

(30)

Long-term loans and borrowings

(55)

(47)

Deferred tax liabilities

(14)

(11)

Other non-current liabilities

(16)

(13)

Total liabilities

(153)

(160)

Net assets

289

286

The Company's share, %

49.94

49.94

The Company's total share in net assets

144

143

 

 

OJSC NGK Slavneft

2015

2014

Revenues

224

197

Finance income

2

1

Finance expenses

(5)

(30)

Depreciation, depletion and amortization

(50)

(54)

Other expenses

(163)

(150)

Loss before income tax

8

(36)

Income tax

(6)

1

Net loss

2

(35)

The Company's share, %

49.94

49.94

The Company's total share in net income/(loss)

1

(17)

 

 

28. Investments in associates and joint ventures (continued)

 

As of December 31,

CJSC Purgaz

2015

2014

Current assets

3

3

Non-current assets

8

8

Total assets

11

11

Current liabilities

(13)

(1)

Non-current liabilities

(1)

(1)

Total liabilities

(14)

(2)

Net assets

(3)

9

The Company's s share, %

49.00

49.00

The Company's total share in net assets

(2)

4

Goodwill

50

51

Total investment

48

55

 

 

CJSC Purgaz

2015

2014

Revenue

13

12

Cost of sales

(12)

(11)

Other expenses

(13)

(1)

Profit before tax

(12)

-

Income tax

-

-

Net income

(12)

-

The Company's share, %

49.00

49.00

The Company's total share in net loss

(6)

-

 

 

OJSC NGK Slavneft

 

As a result of the TNK-BP acquisition in 2013 the Company obtained a 49.9% interest in OJSC NGK Slavneft. The investment in OJSC NGK Slavneft of RUB 173 billion at the acquisition date is accounted for as an investment in a joint venture using the equity method.

 

OJSC NGK Slavneft holds licenses for the exploration and production of oil and gas at 31 license areas located in West Siberia and the Krasnoyarsk region. The annual production of OJSC NGK Slavneft is 15 million tonnes of crude oil. The crude oil produced (excluding export) is processed at OJSC NGK Slavneft's refineries. The OJSC NGK Slavneft's refineries process over 11 million tonnes of hydrocarbons and produce over 5 million tonnes of gasoline annually.

 

 

28. Investments in associates and joint ventures (continued)

 

Investments in Venezuela

 

As a result of the TNK-BP acquisition in 2013 the Company obtained equity interests in certain assets in Venezuela. The most significant of these investments is in PetroMonagas S.A. in which the Company holds a 16.7% interest. The investment in Venezuela of RUB 17 billion is accounted for as an investment in a joint venture using the equity method.

 

PetroMonagas S.A. is engaged in the exploration and development of oil and gas fields in the eastern part of the Orinoko Basin. In 2015 PetroMonagas S.A. produced 7.6 million tonnes of oil and 1.1 billion cubic meters of gas. PetroMonagas S.A. is an integrated project involving extra-heavy crude oil extraction and the upgrading, production and export of synthetic crude oil.

 

On May 23, 2013 the Company entered into a joint venture agreement with Corporación Venezolana del Petróleo, a subsidiary of Petróleos de Venezuela S.A. ("PDVSA"), a Venezuelan state oil company. On November 14, 2013 the Petrovictoria S.A. joint venture was incorporated to explore the heavy oil of Project Carabobo-2 in Venezuela. On August 27, 2014 the Company paid a 40% of bonus in the amount of $440 million (RUB 16 billion at the CBR official exchange rate at the transaction date) for participation in Petrovictoria S.A. as a minority partner.

 

LLC National Oil Consortium

 

In January 2013 the Company acquired an additional 20% ownership interest in LLC National Oil Consortium ("NOC") for RUB 6 billion. As a result of this acquisition and the TNK-BP acquisition, the Company's interest in NOC increased to 60%. NOC provides financing for the exploration project at Junin-6 block in Venezuela jointly with a subsidiary of PDVSA. The interest in NOC continues to be accounted for as an equity investment due to joint control under the shareholders' agreement.

 

On December 23, 2014 the Company and OJSC Lukoil entered into an agreement on the Company's acquisition of a 20% share in the NOC for the consideration of RUB 8 billion. The acquisition was completed in January 2015. Following the transaction, the Company's ownership interest in NOC increased to 80%, with the remaining 20% interest owned by OJSC Gazprom Neft.

 

Sale of interest in Saras S.p.A

 

In October 2015 the Company sold an 8.99% share in Saras S.p.A. ("Saras") for euro 162.4 billion (RUB 11.3 billion at the CBR official exchange rate at the transaction date). The gain from the sale is RUB 8 billion comprising RUB 4 billion of the difference between the carrying value of the investment in the associate and the sale price, and RUB 4 billion of the revaluation of the remaining 12% share to the market value on the basis of the sale price. The Company's remaining share in Saras was reclassified to Other long-term financial assets as available for sale investments.

 

Sale of interest LLC Polar Lights Company

 

In December of 2015 the Company sold its 50% share in LLC Polar Lights Company for US$ 97.6 million (RUB 6.9 billion at the CBR official exchange rate at the transaction date). The gain from the sale totaled RUB 6.9 billion.

 

Sale of interest in LLC Yugragazpererabotka

 

In February 2014 the Company entered into an agreement to sell 49% of LLC Yugragazpererabotka, owned through OJSC RN Holding, a subsidiary of the Company, to OJSC Sibur-Holding. The transaction was completed in March 2014. Proceeds from the disposal of the interest in LLC Yugragazpererabotka amounted to RUB 56 billion at the CBR official exchange rate at the date of the disposal.

 

28. Investments in associates and joint ventures (continued)

 

Acquisition of interest in Petrocas Energy International Limited and creation of a joint venture

 

In December 2014 the Company established a joint venture with Petrocas Energy International Limited ("Petrocas") by acquiring a 49% interest in its share capital. The payment of US$ 144 million (RUB 9.3 billion at the CBR official exchange rate at the transaction date) was made in January 2015.

 

Petrocas owns and operates high-technology storage assets in oil and petroleum products logistics as well as the largest retail network of 140 branded gas stations in Georgia, and engages in trading activities in the Caspian and Black Sea regions.

 

Creation of RN-Pechora joint venture

 

In December 2015 the Company and Alltech Group established a joint venture aimed at developing gas production and marketing projects in the Nenets Autonomous District. The Company's share in the joint venture is 50.1%. The Company's investment amounted to RUB 7.5 billion and was accounted for as an investment in a joint venture using the equity method.

 

 

Other non-current non-financial assets

 

Other non-current non-financial assets comprise the following:

As of December 31,

2015

2014

Long-term advances issued

6

6

Other

2

3

Total other non-current non-financial assets

8

9

 

 

Accounts payable and accrued liabilities

 

Accounts payable and accrued liabilities comprise the following:

As of December 31,

2015

2014

Financial liabilities

Accounts payable to suppliers and contractors

263

272

Salary and other benefits payable

63

55

Banking customer accounts

69

62

Dividends payable (Note 37)

1

-

Other accounts payable

26

34

Total financial liabilities

422

423

Non-financial liabilities

Short-term advances received

54

71

Total accounts payable and accrued liabilities

476

494

 

In 2015 current accounts payable were settled within 44 days (2014: 41 days) on average. Interest rates on banking customer accounts range from 0.00% to 5.00% p.a. Trade and other payables are non-interest bearing.

 

Loans and borrowings and other financial liabilities

 

Loans and borrowings comprise the following:

As of December 31,

Currency

2015

2014

Long-term

Bank loans

RUB

41

143

Bank loans

US$, Euro

1,741

2,067

Bonds

RUB

138

138

Eurobonds

US$

483

408

Customer deposits

RUB

6

6

Customer deposits

US$, euro

2

5

Borrowings

RUB

5

-

Borrowings

Euro

-

6

Promissory notes payable

US$

3

2

Other borrowings

US$

383

278

Other borrowings

RUB

15

-

Less: current portion of long-term loans and borrowings

(561)

(877)

Long-term loans and borrowings

2,256

2,176

Finance lease liabilities

31

18

Less: Current portion of long-term finance lease liabilities

(4)

(4)

Total long-term loans and borrowings and other financial liabilities

2,283

2,190

Short-term

Bank loans

RUB

100

53

Customer deposits

RUB

30

18

Customer deposits

US$, euro

19

6

Promissory notes payable - Yukos related (Note 41)

RUB

-

20

Obligations under a repurchase agreement

RUB

-

13

Other borrowings

RUB

-

15

Other borrowings

US$

222

73

Current portion of long-term loans and borrowings

561

877

Short-term loans and borrowings and current portion of long-term loans and borrowings

932

1,075

Current portion of long-term finance lease liabilities

4

4

Short-term liabilities related to derivative financial instruments

104

137

Total short-term loans and borrowings and other financial liabilities

1,040

1,216

Total loans and borrowings and other financial liabilities

3,323

3,406

 

 

 

31. Loans and borrowings and other financial liabilities (continued)

 

Long-term loans and borrowings

 

Long-term bank loans comprise the following:

Currency

Interest rate p.a.

Maturity date

As of December 31,

2015

2014

US$

LIBOR + 1.00% - LIBOR + 3.50%

2016-2029

1,665

1,964

EUR

EURIBOR + 0.35% - EURIBOR + 2.40%

2016-2020

79

108

RUB

7.50%-15.8%

2016-2021

41

143

Total

1,785

2,215

Debt issue costs

(3)

(5)

Total long-term bank loans

1,782

2,210

 

Long-term bank loans from foreign banks to finance special-purpose business activities nominated in US$ are partially secured by oil export contracts. If the Company fails to make timely debt repayments, the terms of such contracts normally provide the lender with the express right of claim for contractual revenue in the amount of the late loan repayments, which the purchaser generally remits directly through transit currency accounts with the lender banks. The outstanding balance of Accounts receivable arising from such contracts amounts to RUB 27 billion and RUB 22 billion as of December 31, 2015 and 2014, respectively, and is included in Trade receivables of purchasers and customers.

 

In March 2013, the Company drew down four long-term unsecured loans from a group of international banks for a total of US$ 31.04 billion to finance the acquisition of TNK-BP. The first debt agreement of US$ 4.09 billion was entered into with a syndicate of foreign banks for 5 years at floating rates. The second debt agreement was entered into with a syndicate of foreign banks at floating rates in the amount of US$ 12.74 billion for 2 years. The third debt agreement was entered into with a syndicate of foreign banks at floating rates for 2 years in the amount of US$ 11.88 billion. The fourth debt agreement in the amount of US$ 2.33 billion was entered into with a syndicate of foreign banks for 5 years at floating rates. In December 2013 the Company partially repaid a long-term loan from international banks in the amount of US$ 5.1 billion. In 2014, the Company partially repaid two out of four unsecured long-term loans from international banks in the amount of US$ 12.40 billion (RUB 603 billion at the CBR official exchange rate at the transaction date), including US$ 0.76 billion (RUB 28 billion at the CBR official exchange rate at the transaction date) repaid early. In February 2015, the Company repaid early an unsecured long-term loan (attracted to finance the TNK-BP acquisition) and interest to international banks in the amount of US$ 7.2 billion (RUB 473 billion at the CBR official exchange rate at the transaction date). As of December 31, 2015 the total debt for the above loans amounted to US$ 4.48 billion (RUB 327 billion at the CBR official exchange rate as of December 31, 2015).

 

In March 2014, the Company drew down funds under a long-term fixed rate unsecured loan from a Russian bank for a total amount of RUB 12.5 billion repayable in the first quarter of 2017.

 

In July-August 2014, the Company drew down funds under a floating rate long-term unsecured loans from Russian banks in the total amount of RUB 18.1 billion equivalent at the CBR official exchange rate as of December 31, 2014 for a term of 5 to 10 years.

 

In November 2014, the Company drew down funds under a long-term fixed rate loan from a Russian bank in the total amount of RUB 15 billion, repayable in the fourth quarter of 2018. In November 2015 this loan was repaid early.

 

In November 2015, the Company drew down funds under long-term fixed rate loan from a Russian bank in the total amount of RUB 15 billion, repayable in the fourth quarter of 2018.

 

31. Loans and borrowings and other financial liabilities (continued)

 

Long-term loans and borrowings (continued)

 

In May 2015, the Company repaid early unsecured long-term loans and interest to international banks in the amount of US$ 0.6 billion (RUB 30 billion at the CBR official exchange rate at the payment date), assumed through the TNK-BP acquisition.

 

Non-convertible interest-bearing RUB nominated bearer bonds in circulation comprise the following:

 

Security ID

Date of issue

Total volume in RUB billions

Coupon

(%)

 

As of December 31,

2015

2014

Bonds

04,05

October 2012

20

8.6%

20

20

Bonds

07,08

March 2013

30

8.0%

31

31

Bonds

06,09,10

June 2013

40

7.95%

40

40

SE Bonds*

БО-05, БО-06

December 2013

40

7.95%

11

11

SE Bonds

БО-01,БО-07

February 2014

35

8.90%

36

36

SE Bonds*

БО-02, БО-03, БО-04

БО-08, БО-09, БО-10

БО-11, БО-12, БО-13

БО-14

December 2014

225

11.9%**

-

-

SE Bonds*

БО-15, БО-16

БО-17, БО-24

December 2014

400

13.4%**

-

-

SE Bonds*

БО-18, БО-19, БО-20

БО-21, БО-22, БО-23

БО-25, БО-26

January 2015

400

11.9%**

-

-

Total long-term RUB bonds

138

138

_________________________________________

* On the reporting date these issues are partially used as an instrument under REPO transactions. 

** For the coupon period effective as of December 31, 2015. 

 

All of the above mentioned bonds are issued with a maturity period of 6 or 10 years with quarterly and semi-annual coupon payments, respectively. The bonds allow early repurchase at the request of the bond holder as set in the respective offering documents. In addition, the issuer, at any time and at its discretion, may purchase/repay the bonds early with the possibility of subsequent bonds circulation. Such purchase/repayment of the bonds does not constitute an early redemption.

 

Corporate Eurobonds comprise the following:

 

Coupon rate (%)

Currency

Maturity

As of December 31,

2015

2014

Eurobonds (Series 1)

3.149%

US$

2017

74

57

Eurobonds (Series 2)

4.199%

US$

2022

147

114

Eurobonds (Series 7)

6.250%

US$

2015

-

29

Eurobonds (Series 2)

7.500%

US$

2016

76

61

Eurobonds (Series 4)

6.625%

US$

2017

61

48

Eurobonds (Series 6)

7.875%

US$

2018

86

68

Eurobonds (Series 8)

7.250%

US$

2020

39

31

Total long-term Eurobonds

483

408

 

 

31. Loans and borrowings and other financial liabilities (continued)

 

Long-term loans and borrowings (continued)

 

In the fourth quarter of 2012, the Company raised funds through the placement of two Eurobonds in the total amount of US$ 3.0 billion. Eurobonds were placed in two tranches at a nominal value: one in the amount of US$ 1.0 billion (RUB 73 billion at the CBR official exchange rate as of December 31, 2015) with a coupon of 3.149% p.a. and a maturity in March 2017, and the other in the amount of US$ 2.0 billion (RUB 146 billion at the CBR official exchange rate as of December 31, 2015) with a coupon of 4.199% p.a. and maturity in March 2022. The funds received will be used for general corporate purposes.

 

Eurobonds of the second, fourth, sixth, seventh and eighth series were assumed through the acquisition of TNK-BP.

 

In February 2015, the Company fully repaid Eurobonds (Series 7) in the amount of US$ 0.5 billion (RUB 34.5 billion at the CBR official exchange rate at the transaction date) assumed through the TNK-BP acquisition.

 

Customer deposits represent fixed-term deposits placed by customers with the Company's subsidiary banks, nominated in RUB and foreign currencies. As of December 31, 2015, RUB nominated deposits bear interest rates ranging from 0.01% to 13.25% p.a. and deposits nominated in foreign currencies bear interest rates ranging from 0.01% to 4.30% p.a.

 

In the fourth quarter of 2015 the Company attracted other long-term fixed rate borrowed funds under repurchase agreements in the total amount of RUB 15 billion, repayable in the fourth quarter of 2018. Its own corporate bonds were used as an instrument for those transactions.

 

In December 2015 the Company settled other long-term floating rate borrowings under repurchasing agreements operations and entered into new transactions under more favorable terms. As of December 31, 2015 the liabilities of the Company under those transactions totaled the equivalent of RUB 383 billion (at the CBR official exchange rate as of December 31, 2015) repayable in the fourth quarter of 2017 and the first quarter of 2018. Its own corporate bonds were used as an instrument for those transactions.

 

The Company is obliged to comply with a number of restrictive financial and other covenants contained in several of its loan agreements. Such covenants include maintaining certain financial ratios.

 

As of December 31, 2015 and 2014 the Company was in compliance with all restrictive financial and other covenants contained in its loan agreements.

 

Short-term loans and borrowings

 

In the third quarter of 2014, the Company drew down funds from a Russian bank under fixed rate debt agreement totaling RUB 51.96 billion. All funds were repaid in March 2015.

 

In July 2015, the Company fully repaid a short-term loan and interest to a local bank in an amount equivalent to RUB 22 billion at the CBR official exchange rate at the transaction date.

 

In January-February 2015, the Company received short-term floating rate loans from a local bank totaling RUB 100 billion.

 

Customer deposits represent fixed-term deposits placed by customers with the Company's subsidiary banks, nominated in RUB and foreign currencies. As of December 31, 2015 the RUB nominated deposits bear interest rates ranging from 0.01% to 13.60% p.a. and deposits nominated in foreign currencies bear interest rates ranging from 0.01% to 5.40% p.a.

31. Loans and borrowings and other financial liabilities (continued)

 

Short-term loans and borrowings (continued)

 

In March-June 2015, certain OJSC Yukos Oil Company related promissory notes payable were returned to the Company pursuant to relevant agreements (Note 41).

 

In 2014-2015 the Company received cash under repurchase agreements and recognized these transactions as a collateralized loan. As of December 31, 2014, the liabilities of the Company under repurchase agreements and the fair value of the securities transferred amounted to RUB 13 billion and RUB 13.5 billion, respectively. In 2015 the Company fully met its obligations in relation to these repurchase agreements.

 

In the fourth quarter of 2015 the Company fully met its obligations in relation to other short-term fixed rate borrowings attracted under repurchase agreements in November 2014 and entered into new long-term fixed rate borrowings, repayable in the fourth quarter of 2018. Its own corporate bonds were used as an instrument for those transactions.

 

In 2014-2015 the Company attracted other short-term floating rate borrowings under repurchase agreements. As of December 31, 2015 and 2014, the liabilities of the Company under those transactions amounted to the equivalent of RUB 222 billion (at the CBR official exchange rate as of December 31, 2015) and to the equivalent of RUB 73 billion (at the CBR official exchange rate as of December 31, 2014), respectively. Its own corporate bonds were used as an instrument for those transactions. In 2015 the Company met its obligations in relation to other short-term floating rate borrowings under repurchase agreements, attracted in 2014-2015.

 

In the third quarter of 2015 the Company entered into a long-term river transportation services contract under "take or pay" terms through 2028 and recognized financial lease liabilities in a total amount of RUB 15 billion.

 

In 2015 the Company was current on payments under loan agreements and interest payments.

 

Finance leases

 

Repayments of finance lease obligations comprise the following:

As of December 31, 2015

Minimum

lease payments

Financeexpense

Present value of minimum lease payments

Less than 1 year

8

(4)

4

From 1 to 5 years

23

(14)

9

Over 5 years

33

(15)

18

Total

64

(33)

31

 

 

As of December 31, 2014

Minimum

lease payments

Financeexpense

Present value of minimum lease payments

Less than 1 year

6

(2)

4

From 1 to 5 years

10

(2)

8

Over 5 years

7

(1)

6

Total

23

(5)

18

 

 

31. Loans and borrowings and other financial liabilities (continued)

 

Finance leases (continued)

 

Finance leases entered into by the Company do not contain covenants and are long-term agreements, with certain leases having purchase options at the end of the lease term. Finance leases are nominated in RUB and US$.

 

Property, plant and equipment under capital leases recognized in Property, plant and equipment (Note 25) comprise the following:

As of December 31,

2015

2014

Plant and machinery

12

18

Vehicles

21

6

Total cost

33

24

Less: accumulated depreciation

(9)

(12)

Total net book value of leased property

24

12

 

Liabilities related to derivative financial instruments 

 

Short-term liabilities related to derivative financial instruments include liabilities related to cross-currency rate swaps and currency forward transactions.

 

In accordance with its foreign currency and interest rate risk management policy the Company enters into cross-currency rate swap transactions and currency forward transactions to sell US$. The transactions balance the currency of revenues and liabilities and reduce the overall interest rates on borrowings.

 

The cross-currency rate swaps and the currency forward transactions are recorded in the consolidated balance sheet at fair value. The measurement of the fair value of the transactions is based on a discounted cash flow model and consensus forecasts of foreign currency rates. The consensus forecasts include forecasts of the major international banks and agencies. The Bloomberg system is the main information source for the model.

 

Derivative financial instruments comprise the following:

 

Issue

date

Expiry date

Nominal amount as of December 31, 2015

Interest rate

type

Fair value of the liabilities

as of December 31,

US$ million

RUB billion*

2015

2014

Swaps

2012

2015

-

-

fixed

-

54

Swaps

2012

2017

641

47

floating

21

9

Swaps

2013

2018

2,138

156

floating

59

14

Swaps

2014

2015

-

-

fixed

-

29

Swaps

2014

2019

1,010

74

floating

24

6

Forwards

2012

2015

-

-

-

-

25

Total

3,789

277

104

137

* the equivalent nominal amount at the CBR official exchange rate as of December 31, 2015.

 

In 2015 the Company settled derivative financial instruments opened in 2012-2014 for a nominal amount of US$ 4,494 million (RUB 327 billion at the CBR official exchange rate as of December 31, 2015). 

 

 

Other short-term tax liabilities

 

Other short-term tax liabilities comprise the following:

As of December 31,

2015

2014

Mineral extraction tax

63

69

VAT

49

55

Excise duties

15

11

Personal income tax

1

1

Property tax

8

7

Other

2

19

Total other tax liabilities

138

162

 

 

Provisions

Asset retirement obligations

Environmental remediation provision

Legal, tax and other claims

Total

As of January 1, 2014, including

94

33

11

138

Non-current

91

24

1

116

Current

3

9

10

22

Provisions charged during the year (Note 41)

4

4

16

24

Increase/(decrease) in the liability resulting from:

Changes in estimates

(6)

2

(1)

(5)

Change in the discount rate

(15)

(1)

-

(16)

Unwinding of discount

7

2

-

9

Utilized

(1)

(5)

(1)

(7)

As of December 31, 2014, including

83

35

25

143

Non-current

80

24

3

107

Current

3

11

22

36

Provisions charged during the year (Note 41)

11

4

9

24

Increase/(decrease) in the liability resulting from:

Changes in estimates

(10)

(2)

(15)

(27)

Change in the discount rate

26

1

-

27

Reclassification to assets held for sale (Note 8)

-

-

(3)

(3)

Foreign exchange differences

5

-

-

5

Unwinding of discount

10

3

-

13

Utilized

(2)

(6)

(3)

(11)

As of December 31, 2015, including

123

35

13

171

Non-current

119

23

1

143

Current

4

12

12

28

 

Asset retirement (decommissioning) obligations represent an estimate of the costs of liquidating wells, the reclamation of sand pits, slurry ponds, disturbed lands, and the dismantling of pipelines and power transmission lines. The budget for payments under asset retirement obligations is prepared on an annual basis. Depending on the current economic environment the entity's actual expenditures may vary from the budgeted amounts.

 

Prepayment under long-term oil and petroleum products supply agreements

 

During 2013-2014 the Company entered into a number of long-term crude oil supply contracts which involve the receipt of prepayment. The total minimum delivery volume approximates 400 million tonnes. The crude oil and petroleum product prices are calculated based on the current market prices. The prepayment is settled through the physical deliveries of crude oil and petroleum products.

 

The prepayments started to be reimbursed in 2015. The Company considers these contracts to be regular sale contracts which were entered into for the purpose of the delivery of a non-financial item in accordance with the Company's expected sale requirements.

2015

2014

As of January 1

967

470

Received

1,027

497

Reimbursed

(89)

-

Total prepayment on long-term oil and petroleum products supply agreements

1,905

967

Less current portion

(120)

(80)

Long-term prepayment as of December 31

1,785

887

 

The shipments of oil in accordance with the terms of the prepayment contracts started on January 1, 2015. The off-set of prepayments made during the first nine months of 2015 amounted to RUB 89 billion (US$ 2.86 billion at the CBR official exchange rate at the prepayment dates, the prepayments are not revalued at each balance sheet date).

 

 

Other non-current liabilities

 

Other non-current liabilities comprise the following:

As of December 31,

2015

2014

Ruhr Oel GmbH liabilities due to BP (Note 8)

-

24

Shelf projects liabilities

26

19

Liabilities for investing activities

12

1

Other

1

2

Total other non-current liabilities

39

46

 

Other non-current liabilities mostly comprise shelf project liabilities and liabilities for investing activities.

 

 

Pension benefit obligations

 

Defined contribution plans

 

The Company makes payments to the State Pension Fund of the Russian Federation. These payments are calculated by the employer as a percentage of Salary expense and are expensed as accrued.

 

The Company also maintains a defined contribution corporate pension plan to finance the non-state pensions of its employees.

 

Pension contributions recognized in the consolidated statement of profit or loss were as follows:

 

2015

2014

State Pension Fund

37

34

NPF Neftegarant

5

5

Total pension contributions

42

39

Shareholders' equity

 

Common shares

 

As of December 31, 2015 and 2014:

Authorized common shares

quantity, millions

10,598

amount, billions of RUB

0.6

Issued and fully paid shares

quantity, millions

10,598

amount, billions of RUB

0.6

Nominal value of 1 common share, RUB

0.01

 

Since 2011 the Company has distributed dividends in the amount of 25% of IFRS net income attributable to the Company's shareholders. According to Russian legislation the basis of distribution is identified as the current period net profit of OJSC Rosneft Oil Company calculated in accordance with Russian accounting standards.

 

On June 27, 2014, the Annual General Meeting of Shareholders approved dividends on the Company's common shares for 2013 in the amount of RUB 136 billion, or RUB 12.85 per share. The dividends were paid in the third quarter of 2014.

 

On June 17, 2015, the Annual General Shareholders' Meeting approved dividends on the Company's common shares for 2014 in the amount of RUB 87 billion, or RUB 8.21 per share. The dividends were paid in the third quarter of 2015.

 

During the third quarter of 2014, additional paid-in capital of the Company increased by RUB 16 billion as a result of the acquisition of non-controlling interests in subsidiaries.

 

During the second quarter of 2015, additional paid-in capital of the Company decreased by RUB 1 billion as a result of the acquisition of non-controlling interests in subsidiaries.

 

During the fourth quarter of 2015, additional paid-in capital of the Company increased by RUB 15 billion as a result of the disposal of a 20% interest in a subsidiary (Note 18).

 

 

Fair value of financial instruments

 

The fair value of financial assets and liabilities is determined as follows:

· the fair value of financial assets and liabilities quoted on active liquid markets is determined in accordance with market prices;

· the fair value of other financial assets and liabilities is determined in accordance with generally accepted models and is based on discounted cash flow analysis that relies on prices used for existing transactions in the current market;

· the fair value of derivative financial instruments is based on market quotes. In illiquid and highly volatile markets fair value is determined on the basis of valuation models that rely on assumptions confirmed by observable market prices or rates as of the reporting date.

 

 

38. Fair value of financial instruments (continued)

 

Assets and liabilities of the Company that are measured at fair value on a recurring basis in accordance with the fair value hierarchy are presented in the table below.

 

Fair value measurement

as of December 31, 2015

Level 1

Level 2

Level 3

Total

Assets:

Current assets

Held-for-trading

4

4

-

8

Available-for-sale

2

173

-

175

Non-current assets

Available-for-sale

-

26

-

26

Derivative financial instruments

-

-

-

-

Total assets measured at fair value

6

203

-

209

Derivative financial instruments

-

(104)

-

(104)

Total liabilities measured at fair value

-

(104)

-

(104)

 

Fair value measurement

as of December 31, 2014

Level 1

Level 2

Level 3

Total

Assets:

Current assets

Held-for-trading

8

6

-

14

Available-for-sale

1

125

-

126

Non-current assets

Available-for-sale

-

5

-

5

Derivative financial instruments

-

-

-

-

Total assets measured at fair value

9

136

-

145

Derivative financial instruments

-

(137)

-

(137)

Total liabilities measured at fair value

-

(137)

-

(137)

 

The fair value of financial assets available for sale, held-for-trading financial assets at fair value through profit or loss and derivative financial instruments included in Level 2 is measured at the present value of future estimated cash flows, using inputs such as market interest rates and market quotes of forward exchange rates.

 

The carrying value of cash and cash equivalents and derivative financial instruments recognized in these consolidated financial statements equals their fair value. The carrying value of accounts receivable, accounts payable, loans issued and other financial assets recognized in these consolidated financial statement approximate their fair value.

 

There were no transfers of financial liabilities between Level 1 and Level 2 during the period.

 

Carrying value

Fair value (Level 2)

As of December 31,

As of December 31,

2015

2014

2015

2014

Financial liabilities

Financial liabilities at amortized cost:

Loans and borrowings with a variable interest rate

(2,441)*

(2,413)

(2,137)*

(1,994)

Loans and borrowings with a fixed interest rate

(748)

(838)

(777)

(736)

Financial lease liabilities

(31)

(18)

(31)

(18)

 

* including financial instruments designated as hedging instruments with a carrying value of RUB 285 billion and a fair value of RUB 250 billion.

Related party transactions

 

For the purpose of these consolidated financial statements, parties are considered to be related if one party has the ability to control the other party or exercise significant influence over the other party in making financial or operational decisions. In 2015 and 2014 the Company entered into transactions with shareholders and companies controlled by shareholders (including enterprises directly or indirectly controlled by the Russian Government and the BP Group), associates and joint ventures, key management and pension funds (Note 35).

 

Related parties may enter into transactions which unrelated parties might not, and transactions between related parties may not be effected on the same terms as transactions between unrelated parties.

 

The disclosure of related party transactions is presented on an aggregate basis for shareholders and companies controlled by shareholders, joint ventures and associates, and non-state pension funds. In addition, there may be additional disclosures of certain significant transactions (balances and turnovers) with certain related parties.

 

In the course of its ordinary business, the Company enters into transactions with other companies controlled by the Russian Government. In the Russian Federation, electricity and transport tariffs are regulated by the Federal Antimonopoly Service, an authorized governmental agency of the Russian Federation. Bank loans are recorded based on market interest rates. Taxes are accrued and paid in accordance with applicable tax law. The Company sells crude oil and petroleum products to related parties in the ordinary course of business at prices close to average market prices. Gas sale prices in the Russian market are regulated by the Federal Antimonopoly Service.

 

Transactions with shareholders and companies controlled by shareholders

 

Revenues and income

2015

2014

Oil, gas, petroleum products and petrochemicals sales

443

171

Support services and other revenues

2

-

Finance income

11

2

Other income

17

-

473

173

 

Costs and expenses

2015

2014

Production and operating expenses

4

8

Cost of purchased oil, gas, petroleum products and refining costs

131

9

Pipeline tariffs and transportation costs

447

395

Other expenses

11

6

Financial expenses

62

44

655

462

 

Other operations

2015

2014

Purchase of financial assets and investments in associates

-

(1)

Proceeds from sale of subsidiaries stock

46

-

Loans received

1

13

Loans repaid

(4)

(26)

Loans and borrowings issued

(13)

-

Deposits placed

(155)

(187)

Deposits repaid

-

83

 

39. Related party transactions (continued)

 

Transactions with shareholders and companies controlled by shareholders (continued)

 

Settlement balances

As of December 31,

2015

2014

Assets

Cash and cash equivalents

316

24

Accounts receivable

62

18

Prepayments and other current assets

36

38

Other financial assets

480

283

Assets held for sale

26

-

920

363

Liabilities

Accounts payable and accrued liabilities

42

8

Loans and borrowings and other financial liabilities

190

159

Liabilities associated with assets held for sale

44

-

276

167

 

Transactions with joint ventures

 

Crude oil is purchased from joint ventures at Russian domestic market prices.

 

Revenues and income

2015

2014

Oil, gas, petroleum products and petrochemicals sales

13

10

Support services and other revenues

3

2

Finance income

18

2

34

14

 

Costs and expenses

2015

2014

Production and operating expenses

3

1

Cost of purchased oil, gas, petroleum products and refining costs

168

115

Pipeline tariffs and transportation costs

8

10

Other expenses

3

2

182

128

 

Other operations

2015

2014

Loans received

-

5

Loans repaid

(4)

-

Loans and borrowings issued

(21)

(11)

 

 

39. Related party transactions (continued)

 

Transactions with joint ventures (continued)

 

Settlement balances

As of December 31,

2015

2014

Assets

Accounts receivable

19

15

Prepayments and other current assets

1

1

Other financial assets

320

246

340

262

Liabilities

Accounts payable and accrued liabilities

25

23

Loans and borrowings and other financial liabilities

2

5

27

28

 

Transactions with associates

 

Revenues and income

2015

2014

Oil, gas, petroleum products and petrochemicals sales

12

11

Support services and other revenues

-

1

Finance income

1

2

13

14

 

Costs and expenses

2015

2014

Production and operating expenses

1

6

Cost of purchased oil, gas, petroleum products and refining costs

6

-

Other expenses

3

3

10

9

 

Other operations

2015

2014

Loans and borrowings issued

-

(1)

 

Settlement balances

As of December 31,

2015

2014

Assets

Accounts receivable

2

17

Other financial assets

14

19

16

36

Liabilities

Accounts payable and accrued liabilities

1

2

1

2

 

 

39. Related party transactions (continued)

 

Transactions with non-state pension funds

 

Costs and expenses

2015

2014

Other expenses

5

3

 

Settlement balances

As of December 31,

2015

2014

Liabilities

Accounts payable and accrued liabilities

1

1

1

1

 

Compensation to key management personnel

 

For the purpose of these consolidated financial statements key management personnel include members of the Management Board of Rosneft Oil Company OJSC and members of the Board of Directors.

 

Short-term gross benefits of the Management Board members, taking into account personnel rotation, including payroll and bonuses, totaled RUB 2,884 million and RUB 2,779 million in 2015 and 2014, respectively (social security fund contributions, which are not Management Board members' income, totaled RUB 376 million and RUB 260 million, respectively, with the increase due to a change in the social security contributions calculation rules). Short-term benefits do not include a onetime bonus paid in 2015 for the achievements in implementing major projects in 2014 (the discovery of Kara oil and gas province, the commencement of commercial production at Berkut, the world's largest drilling platform, in the Sea of Okhotsk, the development of major projects in the Asia-Pacific region), following state awards by the President of the Russian Federation, and a part of 2014 compensation paid in 2015. Short-term gross benefits for 2015 were previously disclosed in accordance with the Russian securities law on information disclosure. There were no post-employment, severance or share-based benefits paid. There was no wages indexation in 2015.

 

On June 17, 2015, the Annual General Shareholders Meeting approved remuneration to the following members of the Company's Board of Directors for the period of their service in the following amounts: Mr. Andrey Akimov - US$ 530,000 (RUB 28.6 million at the CBR official exchange rate on June 17, 2015); Mr. Andrey Bokarev - US$ 530,000 (RUB 28.6 million at the CBR official exchange rate on June 17, 2015); Mr. Matthias Warnig - US$ 580,000 (RUB 31.3 million at the CBR official exchange rate on June 17, 2015); Mr. Nikolai Laverov - US$ 580,000 (RUB 31.3 million at the CBR official exchange rate on June 17, 2015); Mr. Alexander Nekipelov - US$ 660,000 (RUB 35.7 million at the CBR official exchange rate on June 17, 2015); Mr. Donald Humphreys - US$ 580,000 (RUB 31.3 million at the CBR official exchange rate on June 17, 2015); Mr. Artur Chilingarov - US$ 530,000 (RUB 28.6 million at the CBR official exchange rate on June 17, 2015). Remuneration does not include compensation of travel expenses. No remuneration was paid to state employee members of the Board of Directors (Andrey Belousov, Alexander Novak), nor to Mr. Igor Sechin, the Chairman of the Management Board, for their Board of Directors service.

 

 

39. Related party transactions (continued)

 

Compensation to key management personnel (continued)

 

On June 27, 2014, the Annual General Shareholders Meeting approved remuneration to the following members of the Company's Board of Directors for the period of their service in the following amounts: Mr. Matthias Warnig - US$ 580,000 (RUB 19.6 million at the CBR official exchange rate on June 27, 2014); Mr. Andrey Kostin - US$ 560,000 (RUB 18.9 million at the CBR official exchange rate on June 27, 2014); Mr. Nikolai Laverov - US$ 550,000 (RUB 18.6 million at the CBR official exchange rate on June 27, 2014); Mr. John Mack - US$ 580,000 (RUB 19.6 million at the CBR official exchange rate on June 27, 2014); Mr. Alexander Nekipelov - US$ 630,000 (RUB 21.3 million at the CBR official exchange rate on June 27, 2014); Mr. Donald Humphreys - US$ 560,000 (RUB 18.9 million at the CBR official exchange rate on June 27, 2014); Mr. Sergey Chemezov - US$ 530,000 (RUB 17.9 million at the CBR official exchange rate on June 27, 2014). Remuneration does not include compensation of travel expenses. No remuneration was paid to state employee members of the Board of Directors, nor to Mr. Igor Sechin, the Chairman of the Management Board, for their Board of Directors service.

 

 

Key subsidiaries

 

Name

Country of incorporation

Core activity

2015

2014

Preferred and common shares

Voting shares

Preferred and common shares

Voting shares

%

%

%

%

Exploration and production

PJSC Orenburgneft

Russia

Oil and gas development and production

100.00

100.00

100.00

100.00

JSC Samotlorneftegaz

Russia

Oil and gas development and production

100.00

100.00

100.00

100.00

OJSC Tumenneftegaz

Russia

Oil and gas development and production

100.00

100.00

100.00

100.00

PJSC Verkhnechonskneftegaz

Russia

Oil and gas development and production

99.94

99.94

99.94

99.94

JSC Vankorneft

Russia

Oil and gas development and production

100.00

100.00

100.00

100.00

RN-Yuganskneftegaz LLC

Russia

Oil and gas production operator services

100.00

100.00

100.00

100.00

Refining, marketing and distribution

JSC RORC

Russia

Petroleum refining

100.00

100.00

100.00

100.00

JSC Angarsk Petrochemical Company

Russia

Petroleum refining

100.00

100.00

100.00

100.00

JSC Novokuybyshev Refinery

Russia

Petroleum refining

100.00

100.00

100.00

100.00

LLC RN-Komsomolsky Refinery

Russia

Petroleum refining

100.00

100.00

100.00

100.00

JSC Syzran Refinery

Russia

Petroleum refining

100.00

100.00

100.00

100.00

JSC Achinsk Refinery

Russia

Petroleum refining

100.00

100.00

100.00

100.00

JSC Kuybyshev Refinery

Russia

Petroleum refining

100.00

100.00

100.00

100.00

PJSC Saratov Oil Refinery

Russia

Petroleum refining

85.48

91.13

85.48

91.13

JSC PCEC

Russia

Marketing and distribution

100.00

100.00

100.00

100.00

JSC RN-Stolitsa

Russia

Marketing and distribution

100.00

100.00

100.00

100.00

Rosneft Trading S.A.

Switzerland

Marketing and distribution

100.00

100.00

100.00

100.00

Rosneft Trade Limited

Cyprus Republic

Marketing and distribution

100.00

100.00

100.00

100.00

Other

OJSC RN Holding

Russia

Holding company

100.00

100.00

100.00

100.00

Neft-Aktiv LLC

Russia

Investing activity

100.00

100.00

100.00

100.00

Rosneft Finance S.A.

Luxemburg

Finance services

100.00

100.00

100.00

100.00

JSC Russian Regional Development Bank (VBRR)

Russia

Banking

84.67

84.67

84.67

84.67

 

Contingencies

 

Russian business environment

 

Russia continues economic reforms and the development of its legal, tax and regulatory frameworks as required by a market economy. The future stability of the Russian economy is largely dependent upon these reforms and developments and the effectiveness of the economic, financial and monetary measures taken by the Government. Management believes it is taking the appropriate measures to support the sustainability of the Company's business in the current circumstances.

 

In 2015, the Russian economy was impacted by a significant drop in crude oil prices and a significant devaluation of the Russian ruble, as well as by sanctions imposed on Russia by several countries in 2014. The ruble interest rates remained at high levels following the Central Bank of Russia's key rate increase in December 2014 with a subsequent gradual reduction in 2015. The combination of the above resulted in a higher cost of capital, increased inflation and uncertainty regarding further economic growth, which could negatively affect the Company's future financial position, results of operations and business prospects. Management believes it is taking the appropriate measures to support the sustainability of the Company's business in the current circumstances.

 

In 2014, the USA and EU issued a number of sectorial sanctions. These sanctions restrict certain U.S. and EU persons from providing financing, goods and services in support of exploration or production of deep water, Arctic offshore, or shale projects that have a potential to produce oil in the Russian Federation to certain entities. The Company considers these sanctions in its activities, continuously monitors them and analyses the effect of the sanctions on the Company's financial position and results of operations.

 

During 2014 and 2015 economic and political instability in Ukraine was increasing. The Company's assets and operations in Ukraine are not significant. The Company's assets and liabilities, related to its activities in Ukraine are recognized based on the appropriate measurements as of December 31, 2015. The Company continues to monitor the situation in Ukraine and to execute a number of measures in order to minimize the effects of possible risks. The risk assessment is constantly reviewed in order to reflect the current situation.

 

Guarantees and indemnities issued

 

An unconditional unlimited guarantee in favor of the Government and municipal authorities of Norway is effective in respect of the Company's operations on the Norwegian continental shelf. That guarantee fully covers all potential ongoing environmental liabilities of RN Nordic Oil AS. A parent company guarantee is required by Norwegian legislation and is an essential condition for licensing the operations of RN Nordic Oil AS on the Norwegian continental shelf jointly with Statoil ASA.

 

The Company's agreements with Eni S.p.A, Statoil АSА and the ExxonMobil Oil Corporation under the Russian Federation shelf exploration program contain mutual guarantees provided in 2013 and 2014, that are unconditional, unlimited and open-ended, and also provide that the partners will pay a commercial discovery bonus to the Company.

 

The partnership agreement with the ExxonMobil Oil Corporation for difficult to extract oil reserves in Western Siberia contains mutual guarantees that are unconditional, unlimited and open-ended, and provides for production bonus payments to the Company starting from the launch of commercial production.

 

In the fourth quarter of 2015 in accordance with the cooperation agreement on difficult to extract oil reserves with Statoil АSА, both parties issued parent guarantees on the discharging of the mutual liabilities of their related parties. These guarantees are unconditional, unlimited and open-ended.

 

 

41. Contingencies (continued)

 

Legal claims

 

In 2006, Yukos Capital S.a.r.l. ("Yukos Capital") initiated separate international commercial arbitration proceedings against OJSC Yuganskneftegaz, OJSC Samaraneftegaz and OJSC Tomskneft VNK alleging, as grounds for its claims, defaults under various ruble-nominated loans with principal amounts totaling RUB 11.2 billion (OJSC Yuganskneftegaz), RUB 4.35 billion (OJSC Tomskneft VNK) and RUB 2.4 billion (OJSC Samaraneftegaz) plus interest at 9% per annum under each loan. During 2006-2007, international arbitration tribunals issued awards in favor of Yukos Capital, after which Yukos Capital filed claims with various Russian and non-Russian courts seeking recognition and enforcement of the aforementioned international arbitration awards.

 

During 2007-2013, various Russian arbitration courts declared the above loan agreements to be void; moreover, a competent Russian court annulled the arbitral awards against OJSC Yuganskneftegaz and declined recognition and enforcement in Russia of the arbitral awards against OJSC Tomskneft and OJSC Samaraneftegaz.

 

The arbitral awards against OJSC Yuganskneftegaz were enforced in the Netherlands despite their annulment by a competent court. Although the Company opposes the judgments of the Netherlands courts for recognition and enforcement of the arbitral awards, on August 11, 2010, it complied with these judgments and made corresponding payments in respect of the claim brought against the Comapny. In foreign jurisdictions, the aforementioned disputes continued in England, seeking payment of the interest accrued on the arbitral award against Rosneft, in the USA, seeking enforcement of international arbitration awards against OJSC Samaraneftegaz and, in France, Ireland, and Singapore, seeking enforcement of award against OJSC Tomskneft VNK.

 

Further, Yukos International (UK) B.V. initiated proceedings in the Netherlands claiming damages of up to US$ 333 million (RUB 24 billion at the CBR exchange rate at December 31, 2015), plus statutory interest with effect from February 7, 2011, plus costs, against the Company and other co-respondents unrelated to the Company. In these proceedings, Yukos International (UK) B.V. alleged damages supposedly caused by an order by the Amsterdam court to freeze a bank account in 2008. On February 11, 2015, the Amsterdam District Court issued a judgment granting the claim of Yukos International (UK) B.V. that the orders to freeze the funds held in the bank account were issued improperly, but rejected the procedure for calculating damages used by the claimant, pointing out that the damages issue, including the question of whether Yukos International (UK) B.V. is liable itself for the damages it allegedly suffered, should be considered in separate court proceedings.

 

In March 2015, Rosneft and a number of its subsidiaries including OJSC Samaraneftegaz, OJSC Tomskneft VNK and ОJSC ANHK entered into a Settlement Deed with Yukos Finance B.V., Yukos Capital S.a.r.l, Stichting Administratiekantoor Yukos International, Stichting Administratiekantoor Financial Performance Holdings, Consolidated Nile, LP, General Nile, LLC, Yukos International (UK) B.V., Luxtona Limited, Financial Performance Holdings B.V., Yukos Hydrocarbons Investments Limited, CN & GN (PTC) Ltd. and with individuals controlling these entities. Pursuant to the terms and conditions of the Settlement Deed, the parties released all mutual claims and resolved all pending judicial and other disputes including the above disputes, and undertook not to bring any other claims against each other in the future in relation to the bankruptcy and liquidation of Yukos Oil Company. The Deed does not provide for any cash or other payments on the part of Rosneft or its subsidiaries. On March 31, 2015, the parties closed the transaction and executed all the documents necessary for the dismissal of all pending proceedings in the Netherlands, England, Russia, the U.S.A. and other jurisdictions.

 

 

41. Contingencies (continued)

 

Legal claims (continued)

 

On March 7, 2011, Norex Petroleum Limited ("Norex") filed a lawsuit against OJSC Tyumen Oil Company, a predecessor of OJCS TNK-BP Holding, subsequently renamed to OJSC RN Holding, TNK-BP Limited and certain other defendants in the amount of US$ 1.5 billion (RUB 109 billion at the CBR official exchange rate on December 31, 2015) claiming the recovery of damages and compensation of moral damages caused by the allegedly illegal takeover of the shares of LLC Corporation Yugraneft owned by Norex. The lawsuit was accepted by the Supreme Court of the State of New York (the court of first instance). On September 17, 2012, the Court dismissed Norex's action holding that it was time-barred. Norex filed an appeal against this judgment.

 

On April 25, 2013, the New York Appeal Department confirmed that the dismissal of Norex's claim was justified. On May 28, 2013, Norex filed a motion for leave to appeal the decision affirming the lower court's dismissal of Norex's complaint with the New York Court of Appeals.

 

On September 12, 2013, the New York Court of Appeals accepted Norex's claim and accepted the appeal for consideration. The hearing was held on May 6, 2014. On June 27, 2014 the New York Court of Appeals issued a decision, satisfying Norex's complaint and sent the case to the court of first instance. The hearing was held on January 12, 2015. On August 25, 2015 the Supreme Court of the State of New York dismissed Norex's lawsuit. On September 29, 2015 Norex requested to be allowed to appeal to the Appeals Board of the Supreme Court of the State of New York. The Court's decision is expected.

 

In October-November 2014 former minority shareholders of OJSC RN Holding filed a lawsuit against the Company claiming the recovery of damages caused by the forced redemption of shares. Cases are pending before the Court of First Instance.

 

On December 31, 2015, First National Petroleum Corporation ("FNPC") filed a lawsuit with the Arbitration Institute of the Stockholm Chamber of Commerce against OJSC Tyumenneftegaz ("TNG"), a subsidiary of Rosneft, seeking compensation of losses in the amount of US$ 200 million (RUB 15 billion at the CBR official exchange rate on December 31, 2015) plus interest and arbitration costs for the presumptive breach of the joint venture agreement on Tumtex between FNPC and TNG. The hearing is expected.

 

The amount and timing of any outflow related to the above claims cannot be estimated reliably.

 

Rosneft and its subsidiaries are involved in other litigations which arise from time to time in the course of their business activities. Management believes that the ultimate result of that litigation will not materially affect the performance or financial position of the Company.

 

Taxation

 

Legislation and regulations regarding taxation in Russia continue to evolve. Various legislative acts and regulations are not always clearly written and their interpretation is subject to the opinions of the local, regional and national tax authorities. Instances of inconsistent opinions are not unusual.

 

The current regime of penalties and interest with respect to reported and discovered violations of Russian laws, decrees and related regulations is severe. Interest and penalties are levied when an understatement of a tax liability is discovered. As a result, the amounts of penalties and interest can be significant in relation to the amounts of unreported taxes.

 

In Russia tax returns remain open and subject to inspection for a period of up to three years. The fact that a year has been reviewed does not close that year, or any tax return applicable to that year, from further review during the three-year period.

 

 

41. Contingencies (continued)

 

Taxation (continued)

 

Effective January 1, 2012, the rules for defining market prices for fiscal control purposes were changed and the list of entities that could be recognized as interdependent entities and the list of controlled transactions were expanded. Due to the absence of legal precedents based on the new rules and certain contradictions in the provisions of the new law, these rules cannot be considered clear and precise. To eliminate significant risks to the consolidated financial statements posed by related party transactions, the Company has developed methods for pricing major types of controlled transactions between related parties. The Company also researches databases to determine the market price levels (profit margins) for the controlled transactions annually.

 

As part of the new regime for fiscal control over the pricing of related party transactions in 2012-2014 the Company and the Federal Tax Service have signed a pricing agreement with respect to the taxation of oil sales transactions in Russia.

 

Due to the fact that the Company has provided the Russian Federal Tax Service and the regional tax authorities with sufficient explanations concerning the related party transactions made during 2012-2013, the Federal Tax Service did not exercise its right to conduct an examination of the calculation and payment of taxes on related party transactions made during 2012-2013. The period for the Federal Tax Service to make such decisions expired on June 30, 2014 and December 31, 2015 respectively. The Company believes that the risks concerning the related party transactions in 2015 and earlier will not have a material effect on its financial position or results of operations.

 

In line with the consolidated income tax taxpayer institute enacted in 2012 the Company created a consolidated group of taxpayers which included Rosneft and its 21 subsidiaries from January 1, 2012. Rosneft became the responsible taxpayer of the group. Since January 1, 2016, under the terms of the agreement the number of members of the consolidated group of taxpayers has been 63 (51 in 2015).

 

The Company management believes that the creation of the consolidated group of taxpayers does not significantly change the tax burden of the Company for the purpose of these consolidated financial statements.

 

In 2014, amendments to tax legislation were adopted aimed at fiscal stimulation of the Russian economy via deoffshorization, and they took effect on January 1, 2015. In particular, these amendments covered the terms of beneficial ownership, fiscal residence of legal entities, and income tax rules for controlled foreign companies. The Company management accounted for these amendments in the current and deferred income tax estimates (Note 17).

 

During the reporting period, the tax authorities continued their inspections of Rosneft and some of its subsidiaries for the fiscal years 2010-2015. Rosneft and these subsidiaries are disputing a number of claims by the Federal Tax Service in pre-court and court appeals. The Company management does not expect the results of the inspections to have a material impact on the Company's consolidated balance sheet or results of operations.

 

Overall, management believes that the Company has paid or accrued all taxes that are applicable. For taxes other than income tax, where uncertainty exists, the Company has accrued tax liabilities based on management's best estimate of the probable outflow of resources that will be required to settle these liabilities. Potential liabilities that management has identified at the reporting date as those that can be subject to different interpretations of tax laws and regulations are not accrued in the consolidated financial statements.

 

 

41. Contingencies (continued)

 

Capital commitments

 

The Company and its subsidiaries are engaged in ongoing capital projects for the exploration and development of production facilities and the modernization of refineries and the distribution network. The budgets for these projects are generally set on an annual basis.

 

The total amount of contracted but not yet performed deliveries related to the construction and acquisition of property, plant and equipment amounted to RUB 421 billion and RUB 351 billion as of December 31, 2015 and 2014, respectively.

 

Environmental liabilities

 

The Company periodically evaluates its environmental liabilities pursuant to environmental regulations. Such liabilities are recognized in the consolidated financial statements as and when identified. Potential liabilities that could arise as a result of changes in existing regulations or regulation of civil litigation or of changes in environmental standards cannot be reliably estimated but may be material. With the existing system of control, management believes that there are no material liabilities for environmental damage other than those recorded in these consolidated financial statements.

 

In June 2014, an accident took place at the Company's Achinsk refinery. In December 2015, the Company and international insurance companies completed the assessment and calculation of insurance payments, and signed an agreement on the amount of insurance indemnity payable for damages caused by the production break and recovery of the damaged and destroyed property at the Achinsk refinery. The total amount of the insurance indemnity amounted to RUB 17 billion (Note 14).

 

Other matters

 

In August 2014, the Company and North Atlantic Drilling Limited ("NADL") signed a framework agreement anticipating the Company's acquisition of shares in NADL through an exchange of assets and investments in NADL share capital. In April 2015, the Company and NADL agreed to extend the date of termination of the Framework Agreement to May 31, 2017, until which date the parties have the right to effectively terminate the transaction at any time at no cost. The addendum signed also provides for possible renegotiations of the terms of the transaction.

 

In September 2015 the Company and ONGC Videsh Limited ("ONGC") entered into sale purchase agreement and a shareholders agreement on the sale of 15% of OJSC Vankorneft to ONGC. As of the date of these consolidated financial statements the parties had not yet complied with all of the conditions precedent, including obtaining the necessary regulatory approvals, in order to complete the transaction in accordance with the terms and conditions of the sale purchase agreement.

 

 

Events after the reporting period

 

In March 2016, the Company and Oil India, Indian Oil and Bharat Petroresources entered into a legally binding share sale agreement of a 29.9% interest in LLC Taas-Yuryakh Neftegasodobycha. The document provides for the entry of the Indian companies' consortium into the joint venture established by the Company and BP on the basis of LLC Taas-Yuryakh Neftegasodobycha. The Company will retain a controlling share in the joint venture. The transaction will be closed after the set of condition precedents is met.

 

 

 

Supplementary oil and gas disclosure (unaudited)

 

IFRS do not require information on oil and gas reserves to be disclosed. While this information has been developed with reasonable care and is disclosed in good faith, it is emphasized that the data represents management's best estimates. Accordingly, this information may not necessarily represent the current financial condition of the Company and its future financial results.

 

The Company's activities are conducted primarily in Russia, which is considered as a single geographic area.

 

Capitalized costs relating to oil and gas production are presented below

 

Consolidated subsidiaries and joint operations

 

As of December 31:

2015

2014

Oil and gas properties related to proved reserves

6,132

5,522

Oil and gas properties related to unproved reserves

251

246

Total capitalized costs

6,383

5,768

Accumulated depreciation and depletion

(1,845)

(1,423)

Net capitalized costs

4,538

4,345

 

Costs incurred in oil and gas property acquisition, exploration and development activities are presented below

 

Consolidated subsidiaries and joint operations

 

For the years ended December 31:

2015

2014

Acquisition of properties - proved oil and gas reserves

5

28

Acquisition of properties - unproved oil and gas reserves

8

15

Exploration costs

16

27

Development costs

506

379

Total costs incurred

535

449

 

The results of operations relating to oil and gas production are presented below

 

Consolidated subsidiaries and joint operations

 

For the years ended December 31:

2015

2014(restated)

Revenue

2,485

2,154

Production costs (excluding production taxes)

(278)

(254)

Selling, general and administrative expenses

(100)

(75)

Exploration expense

(13)

(19)

Depreciation, depletion and amortization

(359)

(383)

Taxes other than income tax

(1,139)

(1,018)

Income tax

(120)

(79)

Results of operations relating to oil and gas production

476

326

 

 

43. Supplementary oil and gas disclosure (unaudited) (continued)

 

Reserve quantity information

 

Beginning from 2014 the Company discloses its reserves calculated in accordance with the Petroleum Resources Management System (PRMS). For the purposes of the evaluation of reserves as of December 31, 2015 and 2014 the Company used the oil and gas reserve information prepared by DeGolyer and MacNaughton, independent reservoir engineers. Proved reserves are those estimated quantities of petroleum which, through the analysis of geoscience and engineering data, can be estimated with reasonable certainty to be commercially recoverable from a given date forward from known reservoirs and under defined economic conditions and operating methods. In certain cases, the recovery of such reserves may require considerable investments in wells and related equipment. Proved reserves also include additional oil and gas reserves that will be extracted after the expiry date of license agreements or may be discovered as a result of secondary and tertiary extraction which have been successfully tested and checked for commercial benefit. Proved developed reserves are those quantities of crude oil and gas expected to be recovered from existing wells using existing equipment and operating methods.

 

Proved undeveloped oil and gas reserves are reserves that are expected to be recovered from new wells on undrilled acreage, or from existing wells where a relatively major expenditure is required for recompletion. Reserves on undrilled acreage are limited to those drilling units offsetting productive units that are reasonably certain of production when drilled. Due to inherent industry uncertainties and the limited nature of deposit data, estimates of reserves are subject to change as additional information becomes available.

 

The Company management included in proved reserves those reserves which the Company intends to extract after the expiry of the current licenses. The licenses for the development and production of hydrocarbons currently held by the Company generally expire between 2016 and 2058, and the licenses for the most important deposits expire between 2017 and 2044. In accordance with the effective version of the law of the Russian Federation, On Subsurface Resources (the "Law"), licenses are currently granted for a production period determined on the basis of technological and economic criteria applied to the development of a mineral deposit which guarantee the rational use of subsurface resources and necessary environmental protection. In accordance with the Law and upon the gradual expiration of old licenses issued under the previous version of the Law, the Company extends its hydrocarbon production licenses for the whole productive life of the fields. Extension of the licenses depends on compliance with the terms set forth in the existing license agreements. As of the date of these consolidated financial statements, the Company is generally in compliance with all the terms of the license agreements and intends to continue complying with such terms in the future.

 

The Company's estimates of net proved liquid hydrocarbons and gas reserves and changes thereto for the years ended December 31, 2015 and 2014 are shown in the table below and expressed in million barrels of oil equivalent (liquid hydrocarbons production data was recalculated from tonnes to barrels using field specific coefficients; gas production data was recalculated from cubic meters to barrels of oil equivalent ("boe") using an average ratio).

 

 

 

43. Supplementary oil and gas disclosure (unaudited) (continued)

 

Reserve quantity information (continued)

 

Consolidated subsidiaries and joint operations

2015

2014

mln boe

mln boe

Beginning of year

40,607

39,330

Revisions of previous estimates

761

2,398

Extensions and discoveries

691

566

Improved recovery

-

-

Purchase of new reserves

-

-

Sale of reserves

-

-

Production

(1,700)

(1,687)

End of year

40,359

40,607

of which:

Proved reserves under PSA Sakhalin 1

276

220

Proved reserves of assets in Canada

4

5

Proved reserves of assets in Vietnam

19

24

Proved developed reserves

19,068

18,034

Minority interest in total proved reserves

118

63

Minority interest in proved developed reserves

48

43

 

 

Standardized measure of discounted future net cash flows and changes therein relating to proved oil and gas reserves

 

The standardized measure of discounted future net cash flows related to the above oil and gas reserves is based on PRMS. Estimated future cash inflows from oil, condensate and gas production are computed by applying the projected prices the company uses in its long-term forecasts to year-end quantities of estimated net proved reserves. Future development and production costs are those estimated future expenditures necessary to develop and produce estimated proved reserves as of year-end based on current expenses and costs and forecasts. In certain cases, future values, either higher or lower than current values, were used as a result of anticipated changes in operating conditions.

 

Estimated future income taxes are calculated by applying appropriate year-end statutory tax rates. These rates reflect allowable deductions and tax credits and are applied to estimate future net pre-tax cash flows, net of the tax bases of related assets.

 

Discounted future net cash flows are calculated using a 10% p.a. discount factor. Discounting requires year-by-year estimates of future expenditures to be incurred in the periods when the reserves are extracted.

 

The information provided in the table below does not represent management's estimates of the Company's expected future cash flows or of the value of its proved oil and gas reserves. Estimates of proved reserves change over time as new information becomes available. Moreover, probable and possible reserves which may become proved in the future are excluded from the calculations. The arbitrary valuation requires assumptions as to the timing and the amount of future development and production costs. The calculations should not be relied upon as an indication of the Company's future cash flows or of the value of its oil and gas reserves.

 

 

43. Supplementary oil and gas disclosure (unaudited) (continued)

 

Standardized measure of discounted future net cash flows

 

Consolidated subsidiaries and joint operations

2015

2014

Future cash inflows

80,084

78,961

Future development costs

(3,975)

(3,934)

Future production costs

(42,578)

(41,894)

Future income tax expenses

(6,145)

(6,157)

Future net cash flows

27,386

26,976

Discount for estimated timing of cash flows

(17,636)

(17,694)

Discounted value of future cash flows as of the end of year

9,750

9,282

 

Share of other (minority) shareholders in discounted value of future cash flows

 

Consolidated subsidiaries and joint operations

UOM

2015

2014

Share of other (minority) shareholders in discounted value of future cash flows

RUB bln

50

15

 

Changes therein relating to proved oil and gas reserves

 

Consolidated subsidiaries and joint operations

2015

2014

Discounted value of future cash flows as of the beginning of year

9,282

6,136

Sales and transfers of oil and gas produced, net of production costs and taxes other than income taxes

(968)

(807)

Changes in price estimates, net

238

3,282

Changes in estimated future development costs

(130)

109

Development costs incurred during the period

506

379

Revisions of previous reserves estimates

184

677

Increase in reserves due to discoveries, less respective expenses

167

161

Net change in income taxes

(79)

(1,019)

Accretion of discount

928

614

Net changes due to purchases (sales) oil and gas fields

-

-

Other

(378)

(250)

Discounted value of future cash flows as of the end of year

9,750

9,282

 

Company's share in costs, inventories and future cash flows of the joint ventures and associates

 

UOM

2015

2014

Share in capitalized costs relating to oil and gas producing activities (total)

RUB bln

208

54

Share in results of operations for oil and gas producing activities (total)

RUB bln

2

(10)

Share in estimated proved oil and gas reserves

mln boe

1,932

2,069

Share in estimated proved developed oil and gas reserves

mln boe

1,130

1,244

Share in discounted value of future cash flows

RUB bln

424

417

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION ANDRESULTS OF OPERATIONS FOR THE THREE MONTHS ENDED DECEMBER 31, 2015 AND

SEPTEMBER 30, 2015 AND FOR THE TWELVE MONTHS ENDED DECEMBER 31, 2015, 2014 AND 2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following discussion of Rosneft's financial condition and results of operations is based on, and should be read in conjunction with, the Company's financial statements and the notes thereto for the periods ended December 31, 2015, 2014 and 2013 (the "Consolidated Financial Statements"). Such terms as "Rosneft", "Company" and "Group" in their different forms in this report mean Rosneft Oil Company and its consolidated subsidiaries, its equity share in associates and joint ventures. This report contains forward‑looking statements that involve risks and uncertainties. Rosneft's actual results may materially differ from those discussed in such forward‑looking statements as a result of various factors.

Except as otherwise indicated, oil and gas reserves and production are presented pro-rata for associates and joint ventures and 100% for fully consolidated subsidiaries.

Except as otherwise indicated, all amounts are provided in billions of RUB. All figures are rounded; however, figures per unit of production are provided based on the actual data.

To convert tonnes to barrels a 7.404 ratio is used. To convert a thousand of cubic meters of gas to barrels of oil equivalent a 6.09 ratio is used. To convert Rospan gas condensate to barrels of oil equivalent a 8.3 ratio is used.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Overview

Financial and operating highlights

Significant events in the fourth quarter of 2015

Macroeconomic factors affecting results of operations

Changes in Crude Oil, Petroleum Product and Gas Prices

USD/RUB and EUR/RUB Exchange Rates and Inflation

Taxation

Mineral Extraction Tax (MET)

Export Customs Duty on Crude Oil

Export Customs Duty on Petroleum Products

Changes in Transport Tariffs of Pipeline and Railway Monopolies

Business Segments and Intersegment sales

Financial performance by segments for the periods: fourth and third quarters of 2015

Upstream Operating Results

Operating indicators

Production of Crude Oil and NGL

Production of Gas

Financial indicators

Equity share in profits/(losses) of upstream associates and joint ventures

Upstream production and operating cost

Exploration Expenses

Mineral extraction tax

Downstream Operating Results

Operating indicators

Petroleum Product Output

Financial indicators

Revenues and equity share in profits/(losses) of associates and joint ventures1

Downstream production and operating cost

Cost of Purchased Oil, Gas and Petroleum Products and Refining Costs

Pipeline Tariffs and Transportation Costs

Excise tax

Export Customs Duty

Operating results of segment "Corporate and others"

Separate indicators of the consolidated financial statement

Costs and Expenses

General and Administrative Expenses

Depreciation, Depletion and Amortization

Taxes Other than Income Tax

Finance Income and Expenses

Other income and other expenses

Foreign Exchange (Loss)/Gain

Cash flow hedges reclassified to profit or loss

Income Tax

Net Income

Liquidity and Capital Resources

Cash Flows

Net cash provided by operating activities

Net cash used in investing activities

Net cash used in financing activities

Capital Expenditures

Debt Obligations

Key consolidated financial highlights (in RUB terms)

Calculation of Free Cash Flow

Calculation of EBITDA

Calculation of EBITDA Margin

Calculation of Net Income Margin attributable to Rosneft

Current ratio

Calculation of Capital Employed and Related Indicators

Calculation of Return on Average Capital Employed (ROACE)

Calculation of Return on Average Equity (ROAE)

Consolidated financial highlights (in USD terms)1

Consolidated statement of profit or loss

Key consolidated financial highlights (in USD terms)

Calculation of Free Cash Flow

Calculation of EBITDA Margin

Calculation of Net Income Margin

Current ratio

Appendix: Average monthly RUB/USD exchange rates, calculated using the Bank of Russia data

 

Overview

Rosneft is a vertically integrated oil and gas company with core activities and assets located principally in Russia. The Company is primarily engaged in exploration and production of hydrocarbons, oil refining and product marketing.

Rosneft is one of the world's largest publicly traded companies in terms of proved hydrocarbon reserves and in terms of hydrocarbon production.

According to oil and marketable gas reserve information prepared by DeGolyer and MacNaughton, independent reservoir engineers, proved hydrocarbon reserves amounted to 34 billion boe per SEC classification and 43 billion per PRMS classification as of December 31, 2015.

In the fourth quarter of 2015 Rosneft's average hydrocarbon production amounts to 5.2 million boe per day. The production of natural and associated gas was 16.62 billion cubic meters in the fourth quarter of 2015.

Domestic crude oil processing amounted to 0.20 million tonnes per day (average for the fourth quarter of 2015) at Company's own refineries. The remaining volumes of crude oil are mostly exported to Europe, Asia and CIS countries. Rosneft also holds a 50% stake in Ruhr Oel GmbH (ROG) where the Company processes both own and procured crude oil. Rosneft also processes crude oil, gas and petroleum products at external refineries (which are outside the Group).

Financial and operating highlights

For 3 months ended

% change between

 4th  and 3d quarters

For 12 months ended

December 31,

% change for 12 months ended December 31,

December 31,

2015

September 30, 2015

2015

2014

2013

2015 - 2014

2014 - 2013

Financial results, RUB billion

Revenues and equity share in profits of associates and joint ventures

1,196

1,296

(7.7)%

5,150

5,503

4 694

(6.4)%

17.2%

EBITDA

278

297

(6.4)%

1,245

1,057

947

17.8%

11.6%

Net income attributable to Rosneft

53

112

(52.7)%

355

348

549

2.0%

(36.6)%

Capital expenditures

186

140

32.9%

595

533

560

11.6%

(4.8)%

Free cash flow*

140

177

(20.9)%

657

596

204

10.2%

>100%

Net Debt

1,694

1,622

4.4%

1,694

2,467

1,878

(31.3)%

31.4%

Operational results

Hydrocarbon production (th. boe per day)

5,207

5,081

2.5%

5,159

5,106

4,873

1.0%

4.8%

Crude oil and NGL production (th. barrels per day)

4,107

4,099

0.2%

4,116

4,159

4,196

(1.0)%

(0.9)%

Gas production (th. boe per day)

1,100

982

12.1%

1,043

947

677

10.2%

39.9%

Production of petroleum products and petrochemical products in Russia (mln tonnes)

20.08

21.47

(6.5)%

82.91

83.88

74.89

(1.2)%

12.0%

Production of petroleum products and petrochemical products outside Russia (mln tonnes)

3.15

3.40

(7.4)%

12.45

13.19

12.22

(5.6)%

7.9%

*Excluding the effect of operations with trading securities and one-off effect from prepayments under long-term supply oil agreements in the amount of RUB 1.027 billion (received in the third quarter 2015), RUB 497 billion and RUB 470 billion in 2015, 2014 and 2013, respectively, and the effect of offsetting of prepayments: RUB 25 billion and RUB 22 billion in the fourth and the third quarters respectively, and RUB 89 billion in 2015.

For reference only: Financial highlights in USD terms*

For 3 months ended

% change between

 4th  and 3d quarters

For 12 months ended December 31,

Changes % 2015 - 2014

December 31,

2015

September 30, 2015

2015

2014

Financial results, USD billion

Revenues and equity share in profits of associates and joint ventures

18.6

21.1

(11.8)%

86.9

146.7

(40.8)%

EBITDA

4.3

4.7

(8.5)%

20.8

29.0

(28.3)%

Net income attributable to Rosneft

0.8

1.8

(55.6)%

6.1

9.3

(34.4)%

Capital expenditures

2.8

2.2

27.3%

9.7

13.9

(30.2)%

Free cash flow

2.5

3.0

(16.7)%

12.2

15.8

(22.8)%

Net Debt

23.2

24.5

(5.3)%

23.2

43.8

(47.0)%

*Calculated using average monthly exchange rates of Bank of Russia for the reporting periods (Appendix), except for "Net debt".

 

 

Significant events in the fourth quarter of 2015

 

Rosneft creates JV with Alltech Group

In December 2015 the Company and an Alltech group created a joint venture RN-Pechora (JV) aiming at gas production and marketing projects' development in the Nenets Autonomous District. The Company's share in the JV is 50.1%.

Rosneft divest its shares in LLC Polar Lights Company

In December 2015 Rosneft announces the closing of the transaction for the divestment of 50% shares of LLC Polar Lights Company.

Rosneft have closed the acquisition of 16.67% share in PCK Raffinerie GmbH from Total

Rosneft and Total have closed the sale and purchase transaction concerning the 66.67% share in AET-Raffineriebeteiligungsgesellschaft mbH, representing a 16.67% effective share in PCK Raffinerie GmbH (Germany).

 

Rosneft and BP Sign Agreement to Dissolve the Joint Venture Ruhr Oel GmbH as Part of German Refining Venture Restructuring

A binding agreement to dissolve the existing refining JV Ruhr Oel GmbH (ROG) under restructuring German refining and petrochemical venture process was approved by the Rosneft Board of Directors at the meeting in December 2015. When the restructuring is completed later this year, Rosneft will become a direct shareholder and increase its shareholding in the Bayernoil refinery from 12.5% to 25%; the MiRO refinery from 12% to 24%; and the PCK refinery - from 35.42% to 54.17%. In exchange, BP will consolidate 100% of the equity of the Gelsenkirchen refinery and the solvent production facility DHC Solvent Chemie. In December of 2015, Rosneft received approval of the deal from the Bundeskartellamt. The restructuring of Ruhr Oel GmbH will enable Rosneft and BP to re-focus their refining and petrochemicals strategies in Europe.

Rosneft and BP completed the transaction to sell 20% share of Taas-Yuryakh Neftegazodobycha

In November 2015 the Company completed the transaction to sell 20% share of Taas-Yuryakh Neftegazodobycha to BP Russian Investments Ltd (BP).

Rosneft and EVRAZ signed agreement on natural gas supply

Itera Oil and Gas Company, a Rosneft subsidiary, signed long-term contracts on natural gas supply with: Nizhny Tagil Metallurgical Plant and Kachkanarsky Ore Mining and Processing Plant, both EVRAZ Group companies.

The signed agreements provide for supplies of natural gas in a volume around 14 bcm of gas to the companies of EVRAZ Group, effective from January 1, 2016 for 10 years.

Rosneft closed the deal with petrorio and becomes the holder of 100% of the solimoes project

Rosneft Brasil (100% owned Rosneft subsidiary) and Petro Rio S.A. (PetroRio) closed of the Rosneft Brasil transaction to acquire PetroRio's 55% in the Solimões project. The finalization of the transaction will lead to Rosneft Brasil receiving 100% control and full operatorship in the Solimões project to the company. The acquisition of the remaining interest in the Solimoes Project will allow Rosneft Brasil to continue the exploration program in frontier areas, focused on oil opportunities, and advance joint work with Petrobras on the monetization of proven gas resources.

Rosneft sold 8.99% interest in Saras S.p.A.

Rosneft JV Projects S.A. (Luxembourg), an indirect subsidiary of Rosneft Oil Company, sold to institutional investors 85,481,816 ordinary shares in Saras S.p.A., representing approximately 8.99% of the total share capital in Saras S.p.A.

 

 

 

 

 

 

Macroeconomic factors affecting results of operations

Main factors, affecting Rosneft's results of operations are:

· Changes in crude oil, petroleum product and gas prices;

· RUB/USD exchange rate and inflation;

· Taxation including changes in mineral extraction tax, export customs duty and excises;

· Changes in tariffs of natural monopolies (for pipeline and railway transport);

· Changes in electricity prices.

Changes in prices, export customs duty and transport tariffs may have a significant impact on the mix of products and distribution channels the Company selects seeking to maximise netback prices of the produced crude oil.

Changes in Crude Oil, Petroleum Product and Gas Prices

World crude oil prices are highly volatile and fluctuate depending on the global balance of supply and demand on the world crude oil market, political situation mainly in the oil producing regions of the world and other factors. Crude oil exported by Rosneft via the Transneft's pipeline system is blended with crude oil of other producers that is of a different quality. The resulting Urals blend is traded at a discount to Brent. Crude oil exported via Eastern Siberia - Pacific Ocean ("ESPO") pipeline is sold at a price which is linked to the price of "Dubai" blend.

Petroleum product prices on international and Russian markets are primarily determined by the level of world prices for crude oil, supply and demand for petroleum products and competition on different markets. Price dynamics depends on the type of petroleum products.

 

The table below sets forth the average crude oil and petroleum product prices worldwide and in Russia in USD and RUB. The prices nominated in USD are translated into RUB at average USD/RUB exchange rate for the respective period.

For 3 months ended

change between 4d and 3th quarters

For 12 months ended December 31,

change for 12 months ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 - 2014

2014 - 2013

World market

(US$ per barrel)

%

(US$ per barrel)

%

Brent (dated)

43.7

50.3

(13.1)%

52.4

98.9

108.6

(47.0)%

(8.9)%

Urals (average Med and NWE)

41.9

49.4

(15.1)%

51.4

97.6

107.7

(47.3)%

(9.4)%

Urals (FOB Primorsk)

39.5

47.6

(17.0)%

49.1

95.8

106.2

(48.7)%

(9.8)%

Urals (FOB Novorossiysk)

41.2

48.5

(15.0)%

50.3

96.6

107.1

(47.9)%

(9.9)%

Dubai

40.7

49.8

(18.3)%

50.9

96.5

105.5

(47.3)%

(8.5)%

(US$ per tonne)

%

(US$ per tonne)

%

Naphtha (av. FOB/CIF Med)

395

409

(3.5)%

441

816

884

(46.0)%

(7.7)%

Naphtha (av. FOB Rotterdam/CIF NWE)

410

427

(4.0)%

459

834

901

(44.9)%

(7.4)%

Naphtha (CFR Japan)

439

461

(4.8)%

489

859

918

(43.1)%

(6.5)%

Fuel oil (av. FOB/CIF Med)

189

247

(23.6)%

261

532

594

(50.9)%

(10.4)%

Fuel oil (av. FOB Rotterdam/CIF NWE)

181

239

(24.4)%

253

524

589

(51.7)%

(11.0)%

High sulphur fuel oil 180 cst(FOB Singapore)

217

274

(20.8)%

293

561

619

(47.7)%

(9.4)%

Gasoil (av. FOB/CIF Med)

397

470

(15.7)%

486

838

920

(42.0)%

(9.0)%

Gasoil (av. FOB

Rotterdam/CIF NWE)

400

476

(15.8)%

491

842

921

(41.7)%

(8.6)%

Gasoil (FOB Singapore)

399

459

(12.9)%

477

830

911

(42.5)%

(8.9)%

(th. RUB per barrel)

%

(th. RUB per barrel)

%

Brent (dated)

2.88

3.17

(9.1)%

3.19

3.80

3.46

(15.9)%

9.9%

Urals (average Med and NWE)

2.76

3.11

(11.1)%

3.14

3.75

3.43

(16.3)%

9.3%

Urals (FOB Primorsk)

2.61

3.00

(13.1)%

2.99

3.68

3.38

(18.7)%

8.8%

Urals (FOB Novorossysk)

2.72

3.05

(11.0)%

3.07

3.71

3.41

(17.4)%

8.7%

Dubai

2.68

3.14

(14.4)%

3.10

3.71

3.36

(16.4)%

10.4%

(th. RUB per tonne)

%

(th. RUB per tonne)

%

Naphtha (av. FOB/CIF Med)

26.1

25.8

1.1%

26.9

31.4

28.2

(14.3)%

11.4%

Naphtha (av. FOB Rotterdam/CIF NWE)

27.1

26.9

0.5%

28.0

32.0

28.7

(12.6)%

11.7%

Naphtha (CFR Japan)

28.9

29.0

(0.3)%

29.8

33.0

29.2

(9.7)%

12.8%

Fuel oil (av. FOB/CIF Med)

12.5

15.6

(20.0)%

15.9

20.5

18.9

(22.1)%

8.1%

Fuel oil (av. FOB Rotterdam/CIF NWE)

11.9

15.1

(20.9)%

15.4

20.1

18.8

(23.4)%

7.3%

High sulphur fuel oil 180 cst (FOB Singapore)

14.3

17.3

(17.0)%

17.9

21.5

19.7

(17.0)%

9.3%

Gasoil (av. FOB/CIF Med)

26.1

29.6

(11.7)%

29.6

32.2

29.3

(7.9)%

9.8%

Gasoil (av. FOB Rotterdam/CIF NWE)

26.4

29.9

(11.9)%

29.9

32.3

29.3

(7.5)%

10.2%

Gasoil (FOB Singapore)

26.3

28.9

(8.8)%

29.1

31.9

29.0

(8.7)%

9.9%

Russian market(net of VAT, including excise tax)

(th. RUB per tonne)

%

(th. RUB per tonne)

%

Crude oil

12.0

12.6

(4.3)%

12.8

11.6

10.6

10.5%

9.7%

Fuel oil

5.5

7.4

(25.6)%

7.2

9.0

8.8

(20.9)%

3.1%

Summer diesel

28.0

28.5

(2.0)%

28.0

26.5

25.3

5.6%

4.7%

Winter diesel

31.0

30.4

1.8%

29.9

29.0

28.5

3.0%

1.8%

Jet fuel

28.2

28.2

0.2%

26.9

25.3

23.9

6.3%

6.0%

High octane gasoline

30.6

35.1

(12.8)%

31.2

31.1

27.2

0.1%

14.2%

Low octane gasoline

28.9

31.2

(7.3)%

28.4

28.1

24.9

1.3%

12.7%

Sources: average prices were calculated from unrounded data of analytical agencies.

The difference between price movements denominated in USD and those denominated in RUB is explained by nominal RUB depreciation against USD by 4.5% in the fourth quarter of 2015 compared to the third quarter of 2015 and nominal RUB depreciation against USD by 37.0% in 2015 compared with 2014. 

The Russian Government regulates the price of the gas sold in Russia by Gazprom and its affiliates which is considered as the benchmark for domestic gas market. While the regulated price is expected to continue to rise to a level closer to parity with export netbacks, it is currently still below this level.

 

Starting from July 1, 2015 regulated gas price which is set by the FAS increased by 7.5%. The regulated price has affected, and is likely to continue to affect, the pricing of Rosneft gas sales. Rosneft's average domestic gas sales price (net of VAT) was RUB 3.33 thousand per thousand cubic meters and RUB 3.16 thousand per thousand cubic meters in the fourth and in the third quarters of 2015, respectively, and RUB 3.17 thousand per thousand cubic meters, RUB 2.96 thousand per thousand cubic meters and RUB 2.52 thousand per thousand cubic meters in 2015 and 2014, respectively.

USD/RUB and EUR/RUB Exchange Rates and Inflation

The USD/RUB and EUR/RUB exchange rates and inflation in Russia affect Rosneft's results as most of the Company's revenues from sales of crude oil and petroleum products are denominated in USD, while most of the Company's expenses are denominated in RUB.

The table below provides information on the exchange rates movements and inflation during the periods analysed:

For 3 months ended

For 12 months ended December 31,

December 31,

2015

September 30,

2015

2015

2014

2013

Consumer price index (CPI) for the period*

2.3%

1.7%

12.9%

11.4%

6.5%

Average RUB/USD exchange rate for the period**

65.94

62.98

60.96

38.42

31.85

RUB/USD exchange rate at the end of the period

72.88

66.24

72.88

56.26

32.73

Average RUB/EUR exchange rate for the period

72.27

70.11

67.78

50.82

42.31

RUB/EUR exchange rate at the end of the period

79.70

74.58

79.70

68.34

44.97

Source: Central Bank of Russian Federation.

* Producer price index amounted to 10.7% as at the end of 2015.

**See Average monthly RUB/USD exchange rates in the Appendix.

Taxation

The table below provides information on the average enacted tax rates specific to the Russian oil and gas industry:

For 3 months

ended

% changebetween

4d and 3d quarters

For 12 months

ended December 31,

% change for

12 months endedDecember 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 - 2014

2014 -

 2013

Mineral extraction tax

Crude oil (RUB per tonne)

5,099

6,263

(18,6)%

6 312

5,827

5,330

8,3%

9.3%

Export customs duty for crude oil

Crude oil (US$ per tonne)

92.3

128.7

(28.3)%

120.3

366.0

392.1

(67.1)%

(6.7)%

Crude oil (RUB per tonne)

6,085

8,104

(24.9)%

7,334

14,062

12,489

(47.8)%

12.6%

Crude oil (RUB per barrel)

822

1,095

(24.9)%

991

1,899

1,697

(47.8)%

11.9%

Export customs duty for petroleum products

Gasoline (RUB per tonne)

4,743

6,319

(24.9)%

5,718

12,654

11,239

(54.8)%

12.6%

Naphtha (RUB per tonne)

5,169

6,886

(24.9)%

6,231

12,654

11,239

(50.8)%

12.6%

Light and middle distillates (RUB per tonne)

2,920

3,886

(24.9)%

3,517

9,280

8,242

(62.1)%

12.6%

Diesel (RUB per tonne)

2,920

3,886

(24.9)%

3,517

9,138

8,242

(61.5)%

10.9%

Liquid fuels (fuel oil) (RUB per tonne)

4,620

6,155

(24.9)%

5,571

9,280

8,242

(40.0)%

12.6%

*Starting from July 1, 2014 mineral extraction tax on gas and gas condensate is estimated for each oil field separately depending on the production complexity at each oil field.

Federal law 366-FZ of November 24, 2014 "On amendments to Part Two of the Tax Code and Other Legislative Acts of the Russian Federation" enables reduction of crude oil export duties and petroleum products export duties depending on type of the petroleum products and simultaneous increase in oil and gas condensate mineral extraction tax.

 

In accordance with the Tax legislation the excise tax rates on the petroleum products are differentiated in line with quality requirements to petroleum products:

Excise on petroleum products

2015

2016

2017

High octane gasoline (RUB per tonne)

High octane gasoline non-compliant with euro-3,4,5 (RUB per tonne)

7,300

10,500

9,700

High octane gasoline euro-3 (RUB per tonne)

7,300

10,500

9,700

High octane gasoline euro-4 (RUB per tonne)

7,300

10,500

9,700

High octane gasoline euro-5 (RUB per tonne)

5,530

7,530

5,830

Naphtha (RUB per tonne)

11,300

10,500

9,700

Diesel (RUB per tonne)

3,450

4,150

3,950

Lubricants (RUB per tonne)

6,500

6,000

5,400

Benzol, paraxylene, ortoxylene (RUB per tonne)

2,300

3,000

2,800

Middle distillates

-

4,150

3,950

In accordance with Federal law 366-FZ the producer is able to apply an increased coefficient to excise duty deduction (from 1.37 to 3.4 depending on type of the oil product subject to excise duty and deduction period). This rule is applied only to the petrochemical products, benzole, paraxylene and ortoxylene produced from naphthaIn the twelve months of 2015, the Company exercised its right to apply increased coefficient to excise duty deduction and had a positive effect of RUB 1.4 billion.

Effective tax burden of the Company was 40.3% and 46.9% in the fourth and third quarters of 2015, respectively.

The mineral extraction tax and the export customs duty accounted for approximately 34.4% and 41.1% of Rosneft's total revenues in the fourth and third quarters of  2015, respectively. Tax withdrawing share in the financial results excluding forex and one off effects was up to 85% in 2015.

 Mineral Extraction Tax (MET)

The rate of mineral extraction tax (MET) for crude oil is linked to the Urals price in the international market and changes every month. It is calculated in USD per barrel of crude oil produced using average exchange rate established by the Central Bank of Russia for the respective month.

Starting from January 1, 2015 the mineral extraction tax rate will be calculated by multiplying the tax rate of RUB 766 (in 2016 - RUB 857, in 2017 - RUB 919) by the adjustment ratio of ((P ‑ 15) x Eхchange rate / 261), where "P" is the average Urals price per barrel and "Exchange rate" is the average RUB/USD exchange rate established by the Central Bank of Russia in the respective month and minus the factor which characterizes crude oil production at a particular oil field, "Dm".

The coefficient "Dm" is calculated using base rate (in 2015 - RUB 530, starting from 2016 - RUB 559) and factors which characterize the degree of depletion of a particular field, reserves of a particular field, the degree of difficulty of extraction and region of production and oil properties.

In 2015 the Company applied reduced and zero MET tax rates at certain fields:

Tax relives in 2015

Applicable in the Company

Reduced rates

Crude oil from deposits with permeability of less than 2 × 10-3 square micrometres and tyumen formation

Zero rates

Oil fields with hard to recover reserves, including bazhenov, abalak, khadum, domanic formations

Reduced MET by coefficient "Dm", which characterizes crude oil production at a particular oil field

Oil fields located:

· In Irkutsk region, the republic of Sakha (Yakutia) and Krasnoyarsk territory which is applicable for the first 25 million tonnes of production

· On the territory of the Nenets Autonomous district, Yamalo-nenets Autonomous district - for the first 15 million tonnes of production

· Okhotsk sea fields subject to zero mineral extraction tax rate which is applicable for the first 30 million tonnes of production

Oil fields with reserve depletion rate of over 80%.

Oil fields with the volume of initial recoverable reserves being less than 5 million tonnes.

Oil fields with high-viscosity crude oil (in-situ viscosity more than 200 mPas and less than 10 000 mPas)  

Special tax regime exempting the Company from paying mineral extraction tax.

Exploration projects in the Sakhalin-1 psa.

 

 

On September 30, 2013 the amendments to tax law specifying tax regime for offshore projects in Russian Federation were approved. Following new tax amendments the offshore projects are categorised into one of four groups depending on its complexity and specifies MET rates for each project group ranging from 5% to 30% of hydrocarbon prices (natural gas projects of 3 and 4 groups of difficulty - 1.3% and 1.0%, respectively).

Changes in MET rate calculation for natural gas and gas condensate

Starting from July 1, 2014 new formula is applied to MET rate calculation оn natural gas and gas condensate.

In accordance with Tax Code of Russian Federation, base rate of MET for gas condensate is RUB 42 per 1 tonne and for natural gas - RUB 35 per 1 thousand cubic metres. Base rates are multiplied by basic rate of standard fuel unit and coefficient,

Starting from the second half of 2014 the reduced coefficient was applied:

· at rate of 0.5 applicable to gas deposits with specific depth characteristics at Rospan and Russko-Rechenskoe licensed fields and also at fields of Krasnodar and Stavropol regions, at rate of 0.64 to Kynsko-Chaselskoye fields and at a number of fields of Sibneftegaz, and also at Nenets Autonomous District, the Chechen republic and Krasnodar region;

· at rate of 0.1 applicable to reserves disposed in Irkutsk region, in Krasnoyarsk region and in region of Far East or the sea of Okhotsk;

· at rate of 0.21 applicable to Turon deposits reserves of the Kharampurskoye field;

· at rate of 0.5-1 applicable to gas produced at the fields with reserve depletion rate of over 70%.

In the fourth and third quarters of 2015, 2015 and 2014 average extraction tax for natural gas was RUB 535 and 536 per th. cubic meters, RUB 520 and RUB 484 per th. cubic meters, respectively. Until July 2014 the mineral extraction rate for gas condensate was fixed and amounted to RUB 471 per th. cubic meters.

Mineral extraction gas condensate tax rate

The production of gas condensate is mainly subject to MET rate for crude oil because the purification of gas condensate is compounded in the crude oil production. Mineral extraction gas condensate tax rate is applied in separate purification of gas condensate. Significant volume of gas condensate produced at Rospan fields is subject to mineral extraction gas condensate tax rate, which was RUB 2,287* and 2,318* per tonne in the fourth and third quarters of 2015 and RUB 2,331* and 578 per tonne in 2015 and 2014, RUB 647 per tonne was till July 2014.

* In accordance with amendments to Tax legislation starting from January 1 until December 31, 2015 mineral extraction gas condensate tax rate is adjusted by the multiplying coefficient 4.4; starting from January 1 until December 31, 2016 - 5.5; starting from January 1, 2017 - 6.5.

 

Export Customs Duty on Crude Oil

The rate of export customs duty on crude oil is linked to the Urals price in the international market and is denominated in USD per tonne.

The table below sets forth the calculation of the ordinary export customs duty for crude oil:

Urals price (USD per tonne)

Export customs duty (USD per tonne)

Below and including 109.5 (15 USD per barrel)

Export customs duty is not levied

Above 109.5 to 146 including………………………(15 to 20 USD per barrel)

35% of the difference between the average Urals price in USD per tonne and USD 109.5

Above 146 to 182.5 including........................(20 to 25 USD per barrel)

USD 12.78 plus 45% of the difference between the average Urals price in USD per tonneand USD 146

Above 182.5 (25 USD per barrel)...................

USD 29.2 plus 42% of the difference between the average Urals price in USD per tonneand USD 182.5 (since January 1 through December 31, 2016)

USD 29.2 plus 30% of the difference between the average Urals price in USD per tonneand USD 182.5 (since January 1, 2017)

The export customs duty is changed every month and the duty for the next month is based on the average Urals price denominated in USD for crude oil for the period from the 15th day of the previous month to the 14th day (inclusive) of the current month.

The law on the introduction of a special tax regime in respect of projects on the continental shelf of the Russian Federation provides a full exemption of hydrocarbons produced at offshore fields from the export customs duties, which commercial production will start from January 1, 2016. Such an exemption is set for various terms depending on complexity of a field development project.

In accordance with Federal law of May 21, 1993 № 5003-1 the Government of the Russian Federation is entitled to establish special formulas for calculating the rates of export customs duties on crude oil in respect of:

- high-viscous oil for a 10 years period starting from the date of application of the reduced export duty rate, but not later than January 1, 2023.

The table below sets forth the calculation of the marginal export customs duty for high-viscous oil:

Marginal export customs duty rate for high-viscous oil (USD per tonne)

10% of USD 29.2 per tonne and 57% of the difference between the average Urals price in USD per tonne and USD 182.5 (since January 1 through December 31, 2015)

 

10% of USD 29.2 per tonne and 55% of the difference between the average Urals price in USD per tonne and USD 182.5 (since January 1, 2016)

 

Calculated negative marginal export customs duty rate equals 0 (export customs duty is not levied)

- crude oil with special physical and chemical characteristics produced at certain oil fields located in Irkutsk, Krasnoyarsk regions, Sakha (Yakutia), Nenets Autonomous District, on shores and off shores.

The table below sets forth the calculation of the marginal export customs duty for such oil:

Marginal export customs duty rate for crude oil with special physical and chemical characteristics produced at certain crude oil fields

(USD per tonne)

42% of the difference between the average Urals price in USD per tonne and USD 182.5 deducting 14% of the average Urals price in USD per tonne and USD 56.57 (since January 1 through December 31, 2015)

 

42% of the difference between the average Urals price in USD per tonne and USD 182.5 deducting 14% of the average Urals price in USD per tonne and USD 56.57 (since January 1 through December 31, 2016)

 

30% of the difference between the average Urals price in USD per tonne and USD 182.5 deducting 14% of the average Urals price in USD per tonne and USD 56.57 (since January 1, 2017)

 

Calculated negative marginal export customs duty rate equals 0 (export customs duty is not levied)

Export customs duty on crude oil export to CIS

In accordance with the Eurasian Economic Agreement dated May 29, 2014 and effective from January 1, 2015 export duties are not payable on crude oil export to countries-participants of Eurasian Economic Agreement. Meanwhile, the Eurasian Economic Agreement enables some export limits on oil and oil products.

Export duties are not payable on crude oil exports to CIS countries that are members of the Customs Union. No new amendments were introduced in 2015 in respect of regime of export customs duty on crude oil export to CIS.

Export Customs Duty on Petroleum Products

Export customs duty on petroleum products (except liquefied petroleum gas ("LPG")) is set every month as the marginal export customs duty rate on crude oil multiplied by the estimated ratio depending on the type of petroleum product.

Export customs duty on LPG is based on the average price of LPG at Poland board (DAF Brest) denominated in USD per tonne for the period from the 15th day of the previous month to the 14th day (inclusive) of the current month.

Starting from January 2014 export duty rate for light and dark petroleum products was 66% of crude oil duty rate, export duty rate for diesel was 65% of crude oil duty rate and export duty for naphtha and gasoline was 90% of crude oil export duty.

Starting from January 1, 2015 marginal export customs duty for petroleum products is set as a percentage of the marginal export customs duty for crude oil as listed in table below:

 

 

Type of petroleum product

Marginal export customs duty (% of the marginal export customsduty for crude oil) for the period

Since January 1throughDecember 31, 2015

Since January 1throughDecember 31, 2016

Since January 1, 2017

Light and middle distillates (excluding: naphtha and gasoline), benzene, toluene, xylenes, lubricants, diesel

48

40

30

Naphtha

85

71

55

Gasoline

78

61

30

Fuel oil, bitumen oil, other dark oil products

76

82

100

Starting from January 1, 2015 calculation of the export duty rate for petroleum products is based on the above marginal rates for each type of petroleum product.

 

Changes in Transport Tariffs of Pipeline and Railway Monopolies

Rosneft transports most of its crude oil and petroleum products via pipeline network owned and operated by OJSC "AK "Transneft" ("Transneft"), which is a natural state-owned pipeline monopoly. Rosneft also transports crude oil and petroleum products via railway network mainly owned and operated by Russian railways ("RZD"), another natural state-owned monopoly.

Starting from July 21, 2015 the FAS[1] is a governmental body regulating natural monopolies. The FAS has the authority to set Transneft's base tariffs for transportation of crude oil and petroleum products in Russia, which include a dispatch tariff, a pumping tariff, loading, charge-discharge, transshipment and other tariffs. Tariffs for railroad transportation are also regulated by the FAS. The tariffs are set in roubles and are not linked to the exchange rate.

The FAS sets tariffs for each separate route of the pipeline networks depending on the length of relevant routes, transportation direction and other factors, alternatively tariffs may be set for the entire route of the pipeline network. Tariffs for railroad transportation often depend on the type of cargo and the transportation route.

The FAS sets regularly tariffs for gas pipeline transportation. The tariff includes two parts. First part of tariff is fixed for "input and output" facilities and mostly depends on the remoteness of facilities. The second part of the tariff depends on gas transportation by Gazprom in gas supply system and actual distance of gas transmission in a gas pipeline. Tariffs are set in roubles and are not linked directly to the exchange rate.

Recent changes of Transneft transportation tariffs

Crude oil

Starting from January 1, 2016 Transnet tariffs for oil pipeline transportation increased up to 5.76%. Some changes to special export tariffs were also applied. In particular, special export tariff for crude oil transportation from fields of Western Siberia to the ports of Primorsk and Ust-Luga was cancelled. Alternately, special export tariff was applied to crude oil transportation from stations "Aprelskaya", "Vatiegan", "Pur-Pe" to the ports of Primorsk and Ust-Luga.

Starting from February 1, 2015 Transneft increased transit tariffs for crude oil transportation via Belarus by 9.7%.

Starting from January 1, 2015 Transneft tariffs for oil pipeline transportation increased up to 6.5%, and for oil transportation via ESPO in the eastern direction - up to 7.5% compared to 2014. Starting fromJanuary 1, 2015, special export tariff is applied to crude oil transportation from fields of Western Siberia to the ports of Primorsk and Ust-Luga.

Petroleum products

Starting from January 1, 2016 Transneft increased export transportation tariffs for petroleum productsby 12% in most directions. Particularly, export transportation tariff increased up to 16% in the direction of "Ryazan NPK - Primorsk Port". Dispatching tariffs did not changed.

Starting from June 1, 2015 Transneft export transportation tariffs for petroleum products (mostly in the direction of Primorsk) increased, domestic tariffs for fuel pumping were mixed but essentially downdrifted.

Starting from February 1, 2015 Transneft increased transportation tariffs for petroleum products by 10%.

Recent changes in gas transportation tariffs

Starting from July 1, 2015, gas pipeline transportation tariff in Russia to the third-party suppliers via PAO Gazprom pipeline which is the part of the unified gas supply system increased by 2%.

Recent changes in railroad transportation tariffs

Starting from January 1, 2016 indexation of railroad tariffs, fees and charges was 9% compared to 2015. Multiplying factor 1.074 applied to domestic railroad tariffs for transportation of diesel was also cancelled from January 1, 2016.

Starting from September 16, 2015 multiplying factor 1.074 was applied to domestic railroad tariffs for transportation of diesel.

Starting from January 29, 2015 multiplying factor 1.134 was applied to export tariffs for transportation of stable natural gasoline and gas condensate via land border crossings, export tariffs for transportation of diesel and export tariffs for transportation of petroleum products (except diesel) via port stations of Kaliningrad railway.

Starting from January 1, 2015 multiplying factor 1.125 on railroad tariffs for transportation of diesel was cancelled.

Starting from January 1, 2015 indexation of railroad tariffs, fees and charges was 10%.

The table sets forth the Rosneft's average transportation tariffs applied to major transportation routes in 2015 excluding transshipment:

For 3 months ended

December 31, 2015

September 30, 2015

th. RUB/tonne

CRUDE OIL

Domestic

Pipeline

Orenburgneft (Pokrovka) - Novokuibyshevsk refinery

0.13

0.13

Samotlorneftegaz - Angarsk refinery (short route)

1.00

1.00

Yuganskneftegaz (Karkateevy) - Ryazan NPK

1.23

1.23

Yuganskneftegaz (Karkateevy) - Syzran refinery

0.91

0.91

Export

Pipeline

Vankorneft (Purpe) - China

2.35

2.35

Verkhnechonskneftegaz (Talakan) - Kozmino

2.24

2.24

Yuganskneftegaz (Karkateevy) - Germany

1.75

1.75

Uvatneftegaz (Demyanskoe) - China via Kazakhstan

1.39

1.39

Yuganskneftegaz (Karkateevy) - Primorsk Port/ Ust-Luga Port

1.70

1.70

Yuganskneftegaz (Yuzhny Balyk) -Mozyr refinery

1.53

1.53

Samaraneftegaz (Kuleshovka) - Novorossyisk Port

0.90

0.90

 

PETROLIUM PRODUCTS (EXPORT)

Railroad

Diesel

Angarsk refinery - Nakhodka Port

5.46

5.46

Komsomolsk refinery - Nakhodka Port

2.14

2.14

Saratov refinery - Novorossyisk Port

2.01

2.01

Fuel oil

Samara refineries - Novorossyisk Port

2.43

2.43

Achinsk refinery - Taman Port

5.82

5.82

Ryazan refinery - Ust-Luga Port

2.05

2.05

Yanos - Ust-Luga Port

1.67

1.67

Naphtha

Samara refineries - Tuapse Port

2.57

2.57

Achinsk refinery - Arkhangelsk Port

5.14

5.14

Komsomolsk refinery - Nakhodka Port

2.08

2.08

Nizhnevartovsky refinery- Tuapse Port

3.19

3.19

Source: Transneft, RZD, Rosneft.

Rosneft operates proprietary transportation and transshipment facilities. This allows the optimization of Company's logistics (netbacks). These facilities include: the Arkhangelsk, De-Kastri, Tuapse and Nakhodka export terminals, the Okha - Komsomolsk-on-Amur pipeline, Vankor-Purpe pipeline and the Caspian Pipeline Consortium ("CPC"). Rosneft owns a stake of 51% in joint venture "Rosneft Shell Caspian Ventures Ltd" (Cyprus) which has a 7.5% stake at CPC.

Business Segments and Intersegment sales

Most of all of Rosneft's operations and assets are located in the Russian Federation. As geographical regions of the Russian Federation have similar economic and legal characteristics, Rosneft does not present geographical segments separately. Rosneft also carries out projects outside Russia, including exploration and production projects in Algeria, the Gudautsky area in the Black Sea territorial waters of Abkhazia, United Arab Emirates, Canada, Brazil, Vietnam, Venezuela and the USA and also stakes in refineries in Germany and Belarus.

Operating Segments

As at the reporting date the activities of Rosneft are divided into two main operating segments, based on the nature of their operations:

Exploration and production (Upstream). Geological exploration and development of fields and crude oil and gas production both on the onshore and offshore in the territory of Russia and abroad and internal oilfield service companies;

Refining and distribution (Downstream). Refining of crude oil, as well as the purchase, transportation, sale of crude oil and petroleum products to the third parties in Russia and abroad;

● Other activities form the "Corporate" segment and include banking, financial services and other corporate services.

Intersegment Sales

Rosneft's two main business segments are interconnected: the majority of the revenues of one main segment is included in the expenses of the other main segment. In particular, Upstream Group companies provide operator services for Downstream Group companies, which sell part of crude oil on the domestic market or outside of Russia, and processes the remaining part at own refineries or at the refineries of affiliates and third parties. Refined petroleum products are then either sold by the Company through wholesale in international or domestic markets or sold to the Company's sale subsidiaries for subsequent wholesale and retail distribution in Russia.

Intercompany sales present operational activity of segments as if the segments operate separately from each other within the vertically integrated company using transfer prices for settlements between segments. For the estimation of upstream revenues within vertically integrated company the price of Upstream (and the purchase price of Downstream) was recalculated using the export market price minus transportation cost, minus export duty, dispatches and other expenses relating to current sales. As the result segments use the price established at oil gathering facility (point of sales) where Upstream dispatches the oil to Downstream. Intercompany operations from internal oilfield service companies and corporate service companies are eliminated on the consolidation level.

 

Financial performance by segments for the periods: fourth and third quarters of 2015 

(Consolidated statement of profit or loss in RUB billions)

For 3 months

ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

% change for12 months ended

December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 - 2014

2014 - 2013

Revenues and equity share in profits/(losses) of associates and joint ventures

Oil, gas, petroleum products and petrochemicals sales

1,180

1,277

(7.6)%

5 071

5 440

4 624

(6.8)%

17.6%

Support services and other revenues

15

18

(16.7)%

70

75

58

(6.7)%

(29.3)%

Equity share in (losses) /profits of associates and joint ventures

1

1

9

(12)

12

>100%

>(100)%

Total revenues and equity share in (losses) /profits of associates and joint ventures

1,196

1,296

(7.7)%

5,150

5,503

4,694

(6.4)%

17.2%

Costs and expenses

Production and operating expenses

186

134

38.8%

575

469

 

389

22.6%

20.6%

Cost of purchased oil, gas, petroleum products and refining costs

123

146

(15.8)%

530

495

432

7.1%

14.6%

General and administrative expenses

44

27

63.0%

130

114

111

14.0%

2.7%

Pipeline tariffs and transportation costs

134

134

542

471

392

15.1%

20.2%

Exploration expenses

4

2

100.0%

13

19

17

(31.6)%

11.8%

Depreciation, depletion and amortization

85

121

(29.8)%

450

464

392

(3.0)%

18.4%

Taxes other than income tax

268

322

(16.8)%

1 277

1 195

1 024

6.9%

16.7%

Export customs duty

187

257

(27.2)%

925

1 683

1 382

(45.0)%

21.8%

Total costs and expenses

1,031

1,143

(9.8)%

4,442

4,910

4,139

(9.5)%

18.6%

Operating income

165

153

7.8%

708

593

555

19.4%

6.8%

Finance income

16

12

33.3%

55

30

21

83.3%

42.9%

Finance expenses

(68)

(60)

13.3%

(269)

(219)

(56)

22.8%

>100%

Other income

38

-

75

64

246

17.2%

(74.0)%

Other expenses

(28)

(16)

75.0%

(72)

(54)

(59)

33.3%

(8.5)%

Foreign exchange differences

(9)

83

>100%

86

64

(71)

34.4%

Cash flow hedges reclassified to profit or loss

(35)

(30)

16.7%

(123)

-

Income before income tax

79

142

(44.4)%

460

478

636

(3.8)%

(24.8)%

Income tax expense

(26)

(29)

(10.3)%

(104)

(128)

(81)

(18.8)%

58.0%

Net income

53

113

(53.1)%

356

350

555

1.7%

(36.9)%

Net income attributable to Rosneft

53

112

(52.7)%

355

348

549

2.0%

(36.6)%

 

 

 

 

 

 

 

 

 

 

 

Upstream Operating Results

The segment includes Rosneft Group companies that provide operating services, the independent enterprises that produce oil, gas and gas condensate in Russia and abroad, the joint ventures, and exploration units in Russia and abroad. The segment includes revenues generated by the transfer of oil, gas and NGL to downstream segment for subsequent sales to third parties and all operating costs associated with production and exploration.

For 3 months

ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

% change for12 months ended

December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 - 2014

2014 - 2013

Operational results

Hydrocarbon production

(th. boe per day)

5,207

5,081

2.5%

5,159

5,106

4,873

1.0%

4.8%

Crude oil and NGL production

(th. barrels per day)

4,107

4,099

0.2%

4,116

4,159

4,196

(1.0)%

(0.9)%

Gas production (th.boe per day)

1,100

982

12.1%

1,043

947

677

10.2%

39.9%

Hydrocarbon production (mln boe )1

443.8

433.9

2.3%

1,744.9

1,721.7

1,478.1

1.3%

16.5%

Financial results, RUB billion

EBITDA

240

231

3.9%

1,044

778

810

34.2%

(2.8)%

Capital expenditures 2

140

110

27.3%

456

350

330

30.3%

6.1%

Upstream operating expenses3

73.4

67.7

8.4%

277.6

253.6

201.9

9.5%

25.6%

Indicators per boe

EBITDA, RUB/boe

541

532

1.7 %

598

452

548

32.3%

(16.6)%

Capital expenditures, RUB/boe

315

254

24.0%

261

203

223

28.6%

(9.0)%

Upstream operating expenses, RUB/boe

165

156

5.8%

159

147

137

8.2%

7.3%

Upstream operating expenses, USD/boe

2.5

2.5

-

2.6

3.9

4.3

(33.3)%

(9.3)%

1 Excluding associates and joint ventures.

2 Ref. to "Capital expenditures".

3Excluding the effect of ecological reserve estimation in the amount of RUB 0.0 billion in the fourth quarter of 2015, RUB 0.2 billion in the third quarter of 2015, RUB 0.8 billion, RUB 3.2 billion and RUB 1.7 billion in 2015, 2014 and 2013.

 

 

Upstream EBITDA

 

For 3 months

ended

% changebetween

4th and 3d quarters

For 12 monthsended December 31,

%

change for

December 31, 2015

September 30, 2015

2015

2014

2015 и 2014

Revenues and equity share in profits/(losses) of associates and joint ventures

554

588

(5.8)%

2,487

2,144

16.0%

Including equity share in profits/(losses) of associates and joint ventures

-

(1)

-

2

(10)

-

Expenses net of depreciation

342

380

(10.0)%

1,530

1,366

12.0%

including

Upstream operating expenses

73

68

7.4%

278

254

9.4%

General and administrative expenses, pipeline tariffs and transportation costs and other costs

29

23

26.1%

100

75

33.3%

Exploration expenses

4

2

100.0%

13

19

(31.6)%

Taxes other than income tax

236

287

(17.8)%

1,139

1,018

11.9%

Effect of prepayments offsetting

28

23

21.7%

87

-

-

EBITDA

240

231

3.9%

1,044

778

34.2%

*Percentage is calculated from unrounded data

 

 

 

 

 

 

 

 

Operating indicators

 

Production of Crude Oil and NGL

Rosneft has main fully consolidated production and development enterprises, which produce crude oil in Western Siberia, Eastern Siberia, Timan Pechora, Central Russia, southern part of European Russia and the Russian Far East. The Company also has a 20% stake in the Sakhalin-1 project and a 50% stake in JSC "Tomskneft" VNK, both accounted for using proportionate consolidation method. In addition, Rosneft participates in major production joint ventures accounted for using the equity method: Udmurtneft - 49.54%, and Slavneft - 49.94%. The share in Polar Lights was sold in December 2015. The Company also participates in international projects in Vietnam, Venezuela and Canada.

The following table sets forth Rosneft's crude oil and NGL production1:

For 3 months ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

change for 12 monthsended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

(million of barrels)

(%)

(million of barrels)

(%)

Yuganskneftegaz (Western Siberia)

116.7

115.3

1.2%

462.1

477.4

487.2

(3.2)%

(2.0)%

Vankorneft (Eastern Siberia)

40.9

41.1

(0.5)%

162.9

162.9

157.8

3.2%

Samotlorneftegaz (Western Siberia)

38.4

39.0

(1.5)%

155.1

162.8

136.4

(4.7)%

19.4%

Orenburgneft (Central Russia)

32.8

33.6

(2.4)%

134.0

145.5

119.4

(7.9)%

21.9%

Samaraneftegaz (Central Russia)

23.0

22.9

0.4%

89.6

85.1

81.1

5.3%

4.9%

RN-Uvatneftegaz (Western Siberia)

21.1

21.1

81.9

73.9

52.8

10.8%

40.0%

Verkhnechonskneftegaz (Eastern Siberia)

16.0

16.2

(1.2)%

64.0

60.7

44.6

5.4%

36.1%

Varyeganneftegaz (Western Siberia)

11.5

11.7

(1.7)%

46.5

49.0

43.5

(5.1)%

12.6%

RN-Nyaganneftegaz (Western Siberia)

11.1

11.2

(0.9)%

44.8

46.5

36.9

(3.7)%

26.0%

Purneftegaz (Western Siberia)

10.1

10.5

(3.8)%

41.1

44.7

47.5

(8.1)%

(5.9)%

Tomskneft (Western Siberia)

9.1

9.3

(2.2)%

36.7

36.8

37.4

(0.3)%

(1.6)%

Severnaya Neft (Timan Pechora)

5.7

5.4

5.6%

21.2

21.0

22.7

1.0%

(7.5)%

RN-Shelf Dalniy Vostok (Far East )

4.4

2.9

51.7%

14.3

2.1

>100%

Sakhalin-1 (Far East)(net of royalty and government share)

3.0

2.6

15.4%

11.0

9.6

8.7

14.6%

10.3%

Taas-Yuryakh (Eastern Siberia)

1.9

1.7

11.8%

6.8

6.7

1.6

1.5%

>100%

Other

8.2

8.5

(3.5)%

34.4

34.9

34.5

(1.4)%

1.2%

Crude oil and NGL production by fully

and proportionately consolidated enterprises

353.9

353.0

0.3%

1,406.4

1,419.6

1,312.1

(0.9)%

8.2%

Slavneft

14.2

14.4

(1.4)%

57.2

59.8

47.9

(4.3)%

24.8%

Udmurtneft (Central Russia)

6.0

5.9

1.7%

23.6

23.6

23.6

Verkhnechonskneftegaz (Eastern Siberia)

3.1

Polar Lights (Timan Pechora)2

0.3

0.3

1.3

1.5

1.6

(13.3)%

(6.3)%

Other

3.4

3.5

(2.9)%

13.7

13.6

9.3

0.7%

46.2%

Total share in production of associates

23.9

24.1

(0.8)%

95.8

98.5

85.5

(2.7)%

 15.2%

Total crude oil and NGL production

377.8

377.1

0.2%

1,502.2

1,518.1

1,397.6

(1.0)%

8.6%

Daily crude oil and NGL production

(th. barrels per day)

4,107

4,099

0.2%

4,116

4,159

4,196

(1.0)%

(0.9)%

1In 2013 all production volumes of new assets are included from the acquisition date and a 7.362 ratio was used to convert tonnes to barrel.

2 The share is disinvested in December 2015.

In the fourth quarter of 2015 crude oil and NGL production increased by 0.2% up to 377.8 mln barrels compared to the third quarter of 2015.

In 2015 the Company increased drilling meterage by 36% to 6.9 mln meters and commissioned 1,839 new wells (+15% vs. 2014). The Company continues the implementation of strategy to develop the internal drilling services which contributes to improvement of Upstream's efficiency even in challenging macroeconomic conditions. Commissioning of horizontal wells increased by 24% y-o-y to over 555 wells which accounted for ca. 30% of total number of commissioned wells.

As a result of successful wellwork program and optimization of well operations a number of assets achieved a steady growth and increased contribution to total production of the Company in 2015 compared with 2014: average daily production growth in Uvatneftegaz + 10.8%, in Samaraneftegaz + 18.1%, in Verkhnechonskneftegaz + 5.4%.

As a part of setting the Eastern production Hub in the South of the Tyumen Region RN-Uvatneftegaz commissioned 3 new fields - Protozanovskoe, Yuzhno-Gavrikovskoe and Malyka fields and started development drilling at Zapadno-Epasskoe field in 2015. Rosneft produced over 2 mln t of oil since the start of the development of the Northern tip of Chayvo in 2014 in the Sakhalin shelf.

Currently, oil at the field is produced via three extended reach wells with horizontal length of 10 km and total daily production of over 6,000 t, drilling of the fourth well is under way.

The Company's strategy is aimed at restraining natural production decline at Brownfields of Western Siberia and Orenburg region supported by increased quantity and quality of wellworks.

In 2014 oil and NGL production was driven mainly by the acquisition of new assets and also by the employment of new oil recovery technologies, including massive implementation of horizontal wells with multi-stage hydrofracturing.

Production of Gas

The table below sets forth Rosneft's used gas1 production:

For 3 months ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

change for 12 monthsended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

(bcm)

(%)

(bcm)

(%)

NGK ITERA (Western Siberia) 2

3.16

2.78

13.7%

11.81

10.97

0.04

7.7%

>100%

Vankorneft (Eastern Siberia) 3

2.27

2.09

8.6%

8.71

5.32

0.63

63.7%

>100%

Samotlorneftegaz (Western Siberia)

1.49

1.45

2.8%

5.82

5.67

4.33

2.6%

30.9%

Purneftegaz (Western Siberia)

1.47

1.41

4.3%

5.53

4.77

4.17

15.9%

14.4%

Yuganskneftegaz (Western Siberia)

1.18

1.16

1.7%

4.58

4.50

3.78

1.8%

19.0%

Rospan International (Western Siberia)

1.22

1.01

20.8%

4.24

3.98

2.93

6.5%

35.8%

Varyeganneftegaz (Western Siberia)

0.82

0.71

15.5%

3.10

3.03

2.33

2.3%

30.0%

Orenburgneft (Central Russia)

0.69

0.67

3.0%

2.79

2.87

2.18

(2.8)%

31.7%

Krasnodarneftegaz (Southern Russia)

0.74

0.56

32.1%

2.75

3.05

3.06

(9.8)%

(0.3)%

RN-Nyaganneftegaz (Western Siberia)

0.39

0.38

2.6%

1.54

1.49

1.12

3.4%

33.0%

Tomskneft (Western Siberia)

0.25

0.24

4.2%

0.92

0.88

0.86

4.5%

2.3%

RN-Shelf Far East (Far East)

0.31

0.15

>100%

0.72

0.05

>100%

Samaraneftegaz (Central Russia)

0.11

0.11

0.43

0.40

0.50

7.5%

(20.0)%

Sakhalin-1 (Far East)(net of royalty and government share)

0.13

0.07

85.7%

0.43

0.43

0.40

7.5%

Severnaya Neft (Timan Pechora)

0.06

0.06

0.24

0.24

0.26

(7.7)%

Other

0.48

0.44

9.1%

1.98

1.95

1.67

1.5%

16.8%

Total gas production by fully and

proportionately consolidated enterprises

14.77

13.29

11.1%

55.59

49.60

28.26

12.1%

75.5%

Purgaz (NGK ITERA)

1.66

1.37

21.2%

6.23

6.49

5.40

(4.0)%

20.2%

Sibneftegaz (NGK ITERA)

-

4.03

-

Slavneft

0.12

0.12

0.46

0.42

0.31

9.5%

35.5%

Other

0.07

0.05

40.0%

0.26

0.22

0.17

18.2%

29.4%

Total share in production of associates

1.85

1.54

20.1%

6.95

7.13

9.91

(2.5)%

(28.1)%

Total gas production

16.62

14.83

12.1%

62.54

56.73

38.17

10.2%

48.6%

Natural gas

7.84

6.76

16.0%

29.67

28.52

18.54

4.0%

53.8%

Associated gas

8.78

8.07

8.8%

32.87

28.21

19.63

16.5%

43.7%

Daily gas production (mcm per day)

180.7

161.2

12.1%

171.3

155.4

115.1

10.2%

35.0%

1 Production volume equals extracted volume minus flared volume and gas used for NGL production. In 2013−2014 all production volumes of acquired assets are included from acquisition date.

2 Including Kynsko-Chaselskoye Neftegaz and Bratskecogaz from the third quarter of 2013 and Sibneftegaz from 2014.

3 Including gas injection to maintain reservoir pressure.

In the fourth quarter of 2015 gas production increased by 12.1% compared to the third quarter of 2015 and amounted to 16.62 bcm, mainly through the implementation of scheduled maintenance in the third quarter of 2015, commissioning in the fourth quarter of 2015 (in integrated testing mode) of the second stage of Novo-Urengoy gas and gas processing plant of Rospan and third well at Northern tip of Chayvo field.

In 2015 production of gas reached 62.54 bcm, having increased by 10.2% compared to 2014. The growth of gas production was mainly provided by increased gas supply to the unified gas supply system from Vankor field, where pipeline Vankor - Khalmerpayutinskoe field was built in 2014, also due to the start of production of natural gas at Khadyryakhinsky license block of Sibneftegaz in December 2014 and commissioning of gas wells at Tarasovskoye field of Purneftegaz in second half of 2014 and commissioning of gas well at the Northern tip of Chayvo field.

The level of utilization of associated petroleum gas ("APG") reached 87.9% in 2015 compared to 80.9% in 2014.

In 2014 Rosneft increased gas production by 48.6% due to incorporation of new production units and implementation of associated gas utilization program (up to 81% in 2014 compared to 70% in 2013).

 

Financial indicators

Equity share in profits/(losses) of upstream associates and joint ventures

The equity share in financial results of upstream associates and joint ventures was RUB 0.4 billion and RUB 1 billion losses in the fourth and third quarters of 2015, respectively, that is mainly due to the effect of loss recognition from the operating activity of the upstream associate in the fourth and third quarter of 2015.

In 2015 the equity share in financial results amounted to RUB 2 billion of profit compared to the loss of RUB 10 billion in 2014.

 

Upstream production and operating cost

Upstream production and operating expenses include materials and supplies, equipment maintenance and repairs, wages and salaries, activities to enhance oil and gas recovery, procurement of fuel and lubricants, electricity and other costs of Rosneft's consolidated exploration and production units.

Upstream production and operating expenses amounted to RUB 73.4 billion (or 165 RUB/boe) and increased by 8.4% (or 5.8% per boe) in the fourth quarter of 2015 compared with the third quarter of 2015 due to seasonal factor and increased energy expenses and wellworks.

Upstream production and operating expenses increased by 9.5% (or 8.2% per boe) inof 2015 compared with RUB 253.6 billion (147 RUB/boe) in 2014 mainly due to increased volume of wellworks, natural growth of water cut of Brownfields and growth of electricity tariffs.

In 2014 upstream production and operating expenses increased by 25.6% (or 7.3% per boe) compared with 2013 due to incorporation of operating expenses of the acquired production units from the date of acquisition and increased electricity expenses, intensive wellworks in 2014 in terms of restructuring the Company's drilling business.

Exploration Expenses

Exploration expenses mainly relate to exploratory drilling, seismic and other geological and geophysical works. Exploratory drilling costs are generally capitalised if commercial reserves of crude oil and gas are discovered or expensed in the current period in the event of unsuccessful exploration results.

In the fourth quarter of 2015 the Company exploration expenses increased by RUB 2 billion compared to the third quarter of 2015 due to seasonal increased volumes of exploration works.

In 2015 the Company performed 22.6 thousand km of 2D seismic exploration works and 7.2 thousand square km of 3D seismic exploration works. The Company continued implementation of unique 2D offshore seismic program mainly in the Arctic region (over 20,000 km).

In 2015 exploration expenses amounted to RUB 13 billion in comparison with RUB 19 billion in 2014. The decreasing dynamic of exploration expenses is mainly explained by the capitalization of 3D geological and seismic works starting from 2015.

In 2014 exploration expenses increased by 11.8% compared with 2013 due to the incorporation of new assets expenses from the acquisition date.

Mineral extraction tax

The amount of mineral extraction tax was RUB 224 billion in the fourth quarter of 2015 compared withRUB 276 billion in the third quarter of 2015. The decrease in mineral extraction tax was mainly due to decreased monthly rate caused by significant decrease in "Urals" price partially offset by rouble depreciation.

The following table sets actual mineral extraction tax rate for the periods analysed:

For 3 months ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

change for 12 monthsended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

(thousand RUB per tonne, except %)

Average enacted oil mineral extraction tax rate

5.10

6.26

(18.6)%

6.31

5.83

5.33

8.3%

9.3%

Actual mineral extraction tax expense per tonne of oil equivalent produced*

3.68

4.63

(20.5)%

4.62

4.27

4.17

8.2%

2.4%

(RUB per thousand cubic metres, except %)

Аverage actual gas extraction tax rate

535

536

(0.2)%

520

484

334

7.4%

44.9%

*Including consolidated oil and gas volumes.

 

The actual mineral extraction tax rate is lower than generally established tax rates for the analysed periods primarily due to tax exemptions which are active in the form of reduced rates at particular fields, zero rates and reduced extraction tax rate by "Dm" coefficient which characterizes complexity of crude oil production at a particular oil field according to the Russian tax legislation (See section: "Mineral extraction tax").

Downstream Operating Results

The segment includes Group companies that provide services for oil and gas processing, petrochemical production in Russia and abroad, joint ventures, sales units of oil, gas and petroleum products to counterparties in Russia and abroad. The segment includes revenue generated from the sale of oil, gas, petrochemical products and petroleum products to third parties, and all operating costs associated with processing, trading and logistics.

For 3 months ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

change for 12 monthsended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Operational results, mln t

Crude oil processing at refineries

23.59

25.21

(6.4)%

96.90

99.83

90.12

(2.9)%

10.8%

Processing at Company's own refineries in Russia

18.53

19.96

(7.2)%

77.07

78.94

71.89

(2.4)%

9.8%

Processing at Company's own refineries outside Russia

2.88

2.59

11.2%

10.80

10.55

10.60

2.4%

(0.5)%

Processing at Associate's refineries

2.18

2.66

(18.0)%

9.03

10.34

7.63

(12.7)%

35.5%

Financial results, RUB billion

EBITDA

52

79

(34.1)%

256

309

193

(17.2)%

63.2%

Capital expenditures1

32

22

45.5%

108

165

195

(34.5)%

(15.4)%

Operating expenses of processing in Russia

21.03

19.65

7.0%

77.08

68.0

57.46

13.4%

18.3%

Operating expenses of processing outside Russia

9.35

7.72

21.1%

28.48

19.39

15.81

46.9%

22.6%

Indicators per tonne of the output2

EBITDA, RUB per tonne

2,429

3,503

(30.7)%

2 913

3 453

2 340

(15.6)%

50.4%

Capital expenditure, RUB per tonne

1,495

976

53.2%

1,229

1,844

2,364

(33.4)%

(22.0)%

Operating expenses for processing in Russia, RUB per tonne

1,135

984

15.3%

1,000

853

799

17.2%

6.8%

Operating expenses for processing outside Russia, RUB per tonne

3,247

2,981

8.9%

2 638

1 838

1 492

43.5%

23.2%

1 Refer to "Capital expenditures".

2 Calculated from unrounded data.

 

 

Downstream EBITDA

 

For 3 months

ended

% changebetween

4th and 3d quarters

For 12 monthsended December 31,

%

change for

December 31, 2015

September 30, 2015

2015

2014

2015 и 2014

Revenues and equity share in profits/(losses) of associates and joint ventures

1,201

1,306

(8.0)%

5,152

5,438

(5.3)%

Including equity share in profits/(losses) of associates and joint ventures

1

3

(67,0)%

6

(2)

>100%

Expenses net of depreciation

1,149

1,227

(6.4)%

4,896

5,129

(4.5)%

including

Operating expenses at refineries, Cost of additives and materials procured for processing and Operating expenses of retail companies

66

61

8.2%

231

196

17.9%

Cost of purchased oil, gas, petroleum products and refining costs, includinhg intragroup turnover

676

735

(8.0)%

3,001

2,637

14.0%

General and administrative expenses, pipeline tariffs and transportation costs and other costs

190

142

33.8%

615

451

36.3%

Taxes other than income tax

30

32

(6.3)%

124

161

(23.0)%

Export customs duty

187

257

(27.2)%

925

1 683

(45.0)%

EBITDA

52

79

(34.1)%

256

309

(17.2)%

 

 

Operating indicators

Petroleum Product Output

Rosneft processes produced and procured crude oil at its refineries: the Tuapse refinery on the Black Sea coast in the South of Russia, the Komsomolsk refinery in the Russian Far East, the Achinsk and Angarsk refineries in Eastern Siberia, the Kuibyshev, Novokuibyshevsk and Syzran refineries in the Samara region, the Saratov refinery and the Ryazan refinery (the European part of Russia) and others. Rosneft also owns production capacity at four Ruhr Oel GmbH (ROG) refineries in Germany and processes crude oil in Belarus. In November 2015, the Company acquired 16.67% additional share in PCK Raffinerie GmbH. This deal is of strategic nature and contributes to extension of the Company's presence on the European market. In the first quarter of 2015 the Company acquired the Novokuibyshevsk petrochemical refinery (the Company of "SANORS" group located in Samara region). The refinery production capacity enables processing of 1.7 mln tonnes of hydrocarbon crude p.a. to produce competitive petrochemical products in terms of quality and technology concept on the Russian market.

The following table sets forth Rosneft's crude oil processing and petroleum product output volumes1:

For 3 months ended

changebetween

4th and 3d quarters

For 12 monthsended December 31,

change for 12 monthsended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

mln of tonnes

%

mln of tonnes

%

Crude oil processing at s refineries in Russia2

20.52

21.96

(6.6)%

84.70

86.59

77.78

(2.2)%

11.3%

Crude oil processing at refineries outside Russia

3.07

3.25

(5.5)%

12.20

13.24

12.34

(7.9)%

7.3%

including crude oil processing at Ruhr Oel GmbH (ROG)3

2.885

2.59

11.2%

10.805

10.55

10.60

2.4%

(0.5)%

including crude oil processing in Belarus

0.19

0.66

(71.2)%

1.40

2.69

1.74

(48.0)%

54.6%

Total Group crude oil processing

23.59

25.21

(6.4)%

96.90

99.83

90.12

(2.9)%

10.8%

Petroleum product output:

High octane gasoline

2.74

2.85

(3.9)%

11.10

10.56

10.08

5.1%

4.8%

Low octane gasoline

0.05

0.05

0.16

0.20

0.19

(20.0)%

5.3%

Naphtha

1.37

1.52

(9.9)%

5.58

5.79

4.64

(3.6)%

24.8%

Diesel

6.32

6.81

(7.2)%

26.26

26.94

24.08

(2.5)%

11.9%

Fuel oil

6.35

6.68

(4.9)%

26.62

28.16

25.28

(5.5)%

11.4%

Jet fuel

0.72

0.94

(23.4)%

3.12

3.50

3.01

(10.9)%

16.3%

Petrochemicals

0.27

0.19

42.1%

0.95

0.77

0.70

23.4%

10.0%

Other4

2.26

2.43

(7.0)%

9.12

7.96

6.91

14.6%

15.2%

Product output at Rosneft's own refineries in Russia

20.08

21.47

(6.5)%

82.91

83.88

74.89

(1.2)%

12.0%

Product output at refineries outside Russia

3.15

3.40

(7.4)%

12.45

13.19

12.22

(5.6)%

7.9%

including crude oil output at Ruhr Oel GmbH (ROG) 5

2.97

2.78

6.8%

11.15

10.71

10.60

4.1%

1.0%

including product output in Belarus

0.18

0.62

(71.0)%

1.30

2.48

1.62

(47.6)%

53.1%

Total Group product output

23.23

24.87

(6.6)%

95.36

97.07

87.11

(1.8)%

11.4%

1 In 2013 all production volumes of acquired assets are included from acquisition date.

2Including processing at YaNOS refinery.

3Excluding additives obtained for processing.

4Including production of petroleum products at gas refineries and 0.5 mln t of liquefied gas produced at SANORS in 2015.

5Including share in PCK Raffinerie GmbH.

In the fourth quarter of 2015 Rosneft's total refinery throughput in Russia amounts to 20.52 mln tonnes, lower by 6.6% compared to the third quarter of 2015. The decrease in the refinery throughput inside Russia resulted from increased seasonal turnarounds.

Refinery throughput inside Russia decreased by 2.2% in 2015 compared to 86.59 mln tonnes in 2014 and mainly was caused by reallocation of resources to higher margin sales channels in terms of negative effect of changes in tax legislation (tax manoeuvre) on refining margin and negative macroeconomic environment.

The volume of crude oil processing increased by 11.3% at Rosneft's refineries in Russia in 2014 compared to 2013, due to large-scale upgrade refinery program and new assets acquisition.

In the fourth quarter of 2015 processing volume at German refineries increased by 11.2% compared to the third quarter of 2015 due to the acquisition of additional share in PCK Raffinerie GmbH.

 Processing volume at German refineries in 2015 increased by 2.4% compared with 2014 due to turnarounds at German refinery during extended period in 2014.

Financial indicators

 

Revenues and equity share in profits/(losses) of associates and joint ventures1

 

In the fourth quarter of 2015 revenues and equity share in profits/(losses) of associates and joint ventures amounted to RUB 1,196 billion in comparison with RUB 1,296 billion in the third quarter of 2015. The revenue decrease was caused by drop in worldwide price and decreased petroleum products sales volumes.

The table below presents revenues from sales of crude oil, gas, petroleum and petrochemical products and other revenues in billions of RUB2:

For 3 months

ended

changebetween

4th and 3d quarters

For 12 months

ended December 31,

change for12 months

ended

December 31,

December  31, 2015

September 30,

 2015

2015

2014

2013

 2015 -

2014

 2014 -

2013

%

of total revenue

%of total revenue

%

%of total revenue

%of total revenue

%of total revenue

%

RUB billion, except %

Crude oil

International Sales to non-CIS

475

39.6%

540

41.7%

(12.0)%

2,111

40.9%

2,458

44.6%

2,116

45.1%

(14.1)%

16.2%

Europe and other directions

259

21.5%

325

25.1%

(20.3)%

1,232

23.8%

1,614

29.3%

1,574

33.6%

(23.7)%

2.5%

Asia

216

18.1%

215

16.6%

0.5%

879

17.1%

844

15.3%

542

11.5%

4.1%

55.7%

International sales to CIS

36

3.0%

26

2.0%

38.5%

135

2.6%

100

1.8%

128

2.7%

35.0%

(21.9)%

Domestic sales

14

1.2%

17

1.3%

(17.6)%

79

1.5%

112

2.0%

81

1.7%

(29.5)%

38.3%

Total crude oil

525

43.8%

583

45.0%

(9.9)%

2,325

45.0%

2,670

48.4%

2,325

49.5%

(12.9)%

14.8%

Gas

54

4.5%

43

3.3%

25.6%

188

3.7%

168

3.1%

103

2.2%

11.9%

63.1%

Petroleum products

International Sales to non-CIS

298

24.9%

331

25.5%

(10.0)%

1,426

27.8%

1,492

27.2%

1,165

24.8%

(4.4)%

28.1%

Europe and other directions

228

19.0%

257

19.8%

(11.3)%

1,099

21.5%

1,157

21.0%

871

18.5%

(5.0)%

32.8%

Asia

70

5.9%

74

5.7%

(5.4)%

327

6.3%

335

6.2%

294

6.3%

(2.4)%

13.9%

International Sales to CIS

13

1.1%

24

1.9%

(45.8)%

64

1.2%

70

1.3%

84

1.8%

(8.6)%

(16.7)%

Domestic sales

222

18.6%

247

19.1%

(10.1)%

875

17.0%

860

15.6%

794

16.9%

1.7%

8.3%

Wholesale

118

9.9%

136

10.5%

(13.2)%

475

9.2%

469

8.5%

455

9.7%

1.3%

3.1%

Retail

104

8.7%

111

8.6%

(6.3)%

400

7.8%

391

7.1%

339

7.2%

2.3%

15.3%

Sales of bunker fuel to end-users

12

1.0%

20

1.5%

(40.0)%

52

1.0%

74

1.3%

59

1.3%

(29.7)%

25.4%

Total petroleum products

545

45.6%

622

48.0%

(12.4)%

2,417

47.0%

2,496

45.4%

2,102

44.8%

(3.2)%

18.7%

Petrochemical products

30

2.5%

29

2.2%

3.4%

115

2.2%

106

1.9%

94

2.0%

8.5%

12.8%

International sales

24

2.0%

25

1.9%

(4.0)%

95

1.8%

88

1.6%

82

1.7%

8.0%

7.3%

Domestic sales

6

0.5%

4

0.3%

50.0%

20

0.4%

18

0.3%

12

0.3%

11.1%

50.0%

Amendments to sales 2015-20143

26

2.2%

100.0%

26

0.5%

100.0%

Sales of petroleum products and petrochemicals

601

50.3%

651

50.2%

(7.7)%

2,558

49.7%

2,602

47.3%

2,196

46.8%

(1.7)%

18.5%

Support services and other revenues

15

1.3%

18

1.4%

(16.7)%

70

1.4%

75

1.4%

58

1.2%

(6.7)%

29.3%

Equity share in profits/(losses) of associates and joint ventures

1

0.1%

1

0.1%

0.0%

9

0.2%

(12)

(0.2)%

12

0.3%

>(100)%)

>100%

Revenues and equity share in profits/(losses) of associates and joint ventures

1,196

100.0%

1,296

100.0%

(7.7)%

5,150

100.0%

5,503

100.0%

4,694

100.0%

(6.4)%

17.2%

1 Under IFRS consolidated financial statements.

2 The difference between percentages presented in the above table and other section is a result of rounding.

3Amendments to sales and costs 2015-2014 are disclosed on gross basis with net impact of RUB (3.2) billion for the reporting period. In view of updating of invoices issued previously necessary amendments were made in the accounting records.

 

 

 

Sales Volumes

The table below analyses crude oil, gas, petroleum and petrochemical product sales volumes1:

For 3 months

ended

 

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for12 months

ended

December 31,

December 31,

2015

September  30,

2015

2015

2014

2013

mln

bbl

%of total volume

mln

bbl

%of total volume

mln

bbl

%of total volume

mln

bbl

%of total volume

mln

bbl

%of total volume

 2015 -

2014

 2014 -

2013

Crude oil

International Sales to non-CIS

188.0

48.5%

189.6

48.0%

(0.8)%

741.1

47.3%

700.4

45.6%

644.2

45.4%

5.8%

8.7%

Europe and other directions

108.8

28.1%

116.3

29.4%

(6.4)%

447.2

28.6%

452.4

29.4%

468.2

33.0%

(1.1)%

(3.4)%

Asia

79.2

20.4%

73.3

18.6%

8.0%

293.9

18.7%

248.0

16.2%

176.0

12.4%

18.5%

40.9%

International Sales to CIS

19.2

5.0%

13.3

3.4%

44.4%

66.6

4.2%

57.8

3.8%

72.1

5.1%

15.2%

(19.8)%

Domestic

8.2

2.1%

8.8

2.3%

(6.8)%

40.0

2.5%

65.2

4.2%

50.1

3.5%

(38.7)%

30.1%

Total crude oil

215.4

55.6%

211.7

53.7%

1.7%

847.7

54.0%

823.4

53.6%

766.4

54.0%

3.0%

7.4%

Crude oil

mln

tonnes

mln

tonnes

mln

tonnes

mln

tonnes

mln

tonnes

International Sales to non-CIS

25.4

48.5%

25.6

48.0%

(0.8)%

100.1

47.3%

94.6

45.6%

87.5

45.4%

5.8%

8.7%

Europe and other directions

14.7

28.1%

15.7

29.4%

(6.4)%

60.4

28.6%

61.1

29.4%

63.6

33.0%

(1.1)%

(3.4)%

Asia

10.7

20.4%

9.9

18.6%

8.0%

39.7

18.7%

33.5

16.2%

23.9

12.4%

18.5%

40.9%

International Sales to CIS

2.6

5.0%

1.8

3.4%

44.4%

9.0

4.2%

7.8

3.8%

9.8

5.1%

15.2%

(19.8)%

Domestic sales

1.1

2.1%

1.2

2.3%

(6.8)%

5.4

2.5%

8.8

4.2%

6.8

3.5%

(38.7)%

30.1%

Total crude oil

29.1

55.6%

28.6

53.7%

1.7%

114.5

54.0%

111.2

53.6%

104.1

54.0%

3.0%

7.4%

Petroleum products

International Sales to non-CIS

13.9

26.5%

14.1

26.4%

(1.4)%

59.5

28.2%

55.3

26.7%

47.5

24.6%

7.6%

16.4%

Europe and other directions

10.7

20.4%

11.1

20.8%

(3.6)%

46.3

22.0%

43.6

21.1%

35.8

18.5%

6.2%

21.8%

Asia

3.2

6.1%

3.0

5.6%

6.7%

13.2

6.2%

11.7

5.6%

11.7

6.1%

12.8%

International Sales to CIS

0.5

1.0%

0.7

1.3%

(28.6)%

2.0

0.9%

2.3

1.1%

3.1

1.6%

(13.0)%

(25.8)%

Domestic sales

7.4

14.1%

8.0

15.0%

(7.5)%

29.7

14.0%

31.5

15.2%

31.8

16.5%

(5.7)%

(0.9)%

Wholesale

4.6

8.8%

5.1

9.6%

(9.8)%

18.8

8.9%

20.3

9.8%

21.6

11.2%

(7.4)%

(6.0)%

Retail

2.8

5.3%

2.9

5.4%

(3.4)%

10.9

5.1%

11.2

5.4%

10.2

5.3%

(2.7)%

9.8%

Sales of bunker fuel to end-users

0.7

1.3%

1.2

2.3%

(41.7)%

3.0

1.4%

4.0

1.9%

3.3

1.7%

(25.0)%

21.2%

Total petroleum products

22.5

42.9%

24.0

45.0%

(6.3)%

94.2

44.5%

93.1

44.9%

85.7

44.4%

1.2%

8.6%

Petrochemical products

0.8

1.5%

0.7

1.3%

14.3%

3.2

1.5%

3.1

1.5%

3.1

1.6%

3.2%

0.6%

International sales

0.6

1.1%

0.5

0.9%

20.0%

2.2

1.0%

2.1

1.0%

2.3

1.2%

4.8%

(7.5)%

Domestic sales

0.2

0.4%

0.2

0.4%

0.0%

1.0

0.5%

1.0

0.5%

0.8

0.4%

0.0%

21.3%

Total crude oil and products

52.4

100.0%

53.3

100.0%

(1.7)%

211.9

100.0%

207.4

100.0%

192.9

100.0%

2.5%

7.5%

Gas

bcm

bcm

bcm

bcm

bcm

Sales Volumes

15.97

13.51

18.2%

58.68

56.53

39.07

3.8%

44.7%

1To convert tonnes to barrels a 7.404 ratio is used in 2015 and 2014, 7.362 in 2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Crude Oil, Gas and Petroleum Product Sales Prices 

The following table sets forth Rosneft's average export and domestic prices of crude oil, gas and petroleum products (the average sales prices may differ from official market prices provided by specialized agencies due to different quality of products and sales terms)*:

For 3 months ended

% change between 4th and 3d quarters

For 12 months ended

% change for12 months ended

December 31,

December 31,

2015

September 30,

2015

December 31,

2015

December 31,

2014

December 31,

2013

(th.RUB/barrel)

(th.RUB/tonne)

(th.RUB/barrel)

(th.RUB/tonne)

(th.RUB/barrel)

(th.RUB/tonne)

(th.RUB/barrel)

(th.RUB/tonne)

(th.RUB/barrel)

(th.RUB/tonne)

 2015 -2014

 2014 -2013

Average prices on foreign markets*

Crude oil, non-CIS

2.70

20.0

3.03

22.4

(10.7)%

3.01

22.3

3.64

26.8

3.40

25.0

(16.8)%

7.2%

Europe and other directions**

2.62

19.4

2.96

21.9

(11.6)%

2.96

21.9

3.57

26.4

3.37

24.8

(17.0)%

6.5%

Asia**

2.84

21.0

3.15

23.3

(9.9)%

3.14

23.3

3.75

27.6

3.52

25.9

(15.6)%

6.6%

Crude oil, CIS

1.85

13.7

1.91

14.2

(3.5)%

2.01

14.9

1.74

12.9

1.76

13.0

15.5%

(0.8)%

Petroleum products, non- CIS

21.5

23.6

(8.9)%

24.0

27.0

24.5

(11.1)%

10.2%

Europe and other directions

21.3

23.2

(8.2)%

23.8

26.6

24.3

(10.5)%

9.5%

Asia

22.0

24.8

(11.3)%

24.8

28.2

25.2

(12.1)%

11.9%

Petroleum products, CIS

30.4

31.5

(3.5)%

32.5

30.5

27.0

6.6%

13.0%

Average domestic prices

Crude oil

1.88

13.9

1.87

13.8

0.7%

2.00

14.8

1.73

12.8

1.61

11.9

15.6%

7.6%

Petroleum products

30.1

30.8

(2.3)%

29.5

27.3

24.9

8.1%

9.6%

Wholesale

25.7

26.8

(4.1)%

25.3

23.1

21.1

9.5%

9.5%

Retail

37.4

37.8

(1.1)%

36.7

35.0

33.0

4.9%

6.1%

Gas (th.RUB. /th. cubic meter)***

3.33

3.16

5.4%

3.17

2.96

2.52

7.1%

17.5%

Sales of bunker fuel to end-users

15.7

16.8

(6.5)%

17.1

18.6

18.0

(8.1)%

3.3%

Petrochemical products

35.2

39.9

(11.8)%

35.3

33.8

29.9

4.4%

13.0%

International sales

41.7

47.5

(12.2)%

42.8

41.8

35.8

2.4%

16.8%

Domestic sales

20.8

20.2

3.0%

19.3

17.7

14.3

9.0%

23.8%

*Average price is calculated from unrounded figures.

**Price excludes revenues under prepaid long-term crude oil supply contracts and revenues from crude oil sales to Transneft (RUB 25 billion and RUB 23 billion in the fourth and in the third quarters of 2015, respectively).

***Including gas sales outside Russian Federation average gas prices were 3.35 th.RUB./th. cubic meter in the fourth quarter of 2015 and3.19 th.RUB./th. cubic meter in the third quarter of 2015, 3.20 th.RUB./th. cubic meter, 2.96 th.RUB./th. cubic meter and 2.63 th.RUB./th. cubic meter in 2015, 2014 and 2013, respectively.

 

International Crude Oil Sales to non-CIS

Revenues from international crude oil sales to non-CIS countries in the fourth quarter of 2015 amounted to RUB 475 billion compared to RUB 540 billion in the third quarter of 2015. Revenue decrease by RUB 59 billion was due to reduction of average sales price by 10.7% in rouble terms and was accompanied by insignificant decrease in sales volumes by 0.8% (negative impact on revenue of RUB 1 billion).

In 2015 revenues from international crude oil sales to non-CIS countries decreased by 14.1% or RUB 347 billion compared to 2014 due to significant decrease in worldwide crude oil prices.

In 2014 revenues from international crude oil sales to non-CIS countries increased by 16.2% or RUB 342 billion compared to 2013. Sales volumes growth by 8.7% (positive impact on revenues of RUB 172 billion) was accompanied by an increase in average prices by 7.2% (favourable impact on revenues of RUB 170 billion).

The deviation between crude oil sales prices on the Asian markets and average world market prices in the region (Dubai) in the fourth quarter of 2015 was due to regular delivery of 6 million tonnes (44.42 million barrels) of crude oil per year to Transneft under the contract signed in 2009. These volumes are sold to Transneft for further delivery to China, under the basis of equal profitability with Company's direct export to China. These volumes are included in total Company's international crude oil sales to non-CIS, at a price that is free from export custom duty.

Scheduled settlement of prepayments under long-term supply agreements started in 2015. Offsetting of prepayments on the above mentioned contracts was RUB 89 billion in 2015.

 

International Crude Oil Sales to CIS

Revenue from sales of crude oil to CIS in the fourth quarter of 2015 increased by 38.5% compared to the third quarter of 2015 and amounted to RUB 36 billion. The increase in crude oil sales volumes by 44.4% (positive effect of RUB 11 billion) was partially compensated by average sales price downturn of 3.5% in rouble terms (unfavourable impact on revenues of RUB 1 billion). The increase in sales volumes was due to extended supply schedule of oil exports to Belarus in the fourth quarter of 2015.

In 2015 revenues from international crude oil sales to CIS countries increased by 35.0% in comparison with 2014, which was mainly attributable to increased crude oil sales volumes by 15.2% (favorable effect on revenue of RUB 15 billion) due to additional supply schedule of crude oil exports to Belarus, accompanied by average sales price upturn of 15.5% (positive effect on revenue of RUB 20 billion).

In 2014 revenues from international crude oil sales to CIS countries dropped by 21.9% in comparison with 2013, which was mainly attributable to decrease in crude oil sales volume by 19.8% (unfavourable impact on revenues of RUB 26 billion) and was accompanied by average price downturn of 0.8% (negative impact on revenues of RUB 2 billion).

Domestic Sales of Crude Oil

Revenue from domestic sales of crude oil in the fourth quarter of 2015 amounted RUB 14 billion which is 17.6% lower than in the third quarter of 2015, mainly due to sales volumes decrease by 6.8% or RUB 3 billion.

In 2015 revenues from domestic crude oil sales dropped by 29.5% in comparison with 2014 and amounted to RUB 79 billion, which was mainly attributable to downturn of crude oil sales volumes due to reallocation of resources to the more efficient distribution channels in terms of negative macroeconomic environment.

In 2014 revenues from domestic sales of crude oil were 38.3% higher compared to 2013 and amounted to RUB 112 billion. Sales volumes growth by 30.1% (positive impact on revenues of RUB 24 billion) was accompanied by an increase in average prices by 7.6% (favourable impact on revenues of RUB 7 billion).

International Petroleum Product Sales to Non-CIS

 

The table below sets forth Rosneft's revenue, volume and average price per tonne of petroleum products sold to non-CIS countries in the fourth and third quarters of 2015*:

For 3 months ended

% change

December 31, 2015

September 30, 2015

RUB billion

mln of tonnes

Average price th. RUB/tonne

RUB billion

mln of tonnes

Average price th. RUB/tonne

RUB billion

mln of tonnes

Average

price th. RUB/tonne

High octane gasoline

4

0.1

34.7

4

0.1

41.9

0.0

0.0

(17.2)

Low octane gasoline

1

0.0

29.4

1

0.1

40.7

0.0

(100.0)

(27.8)

Naphtha

21

0.8

27.6

24

0.9

27.2

(12.5)

(11.1)

1.5

Diesel (Gasoil)

88

3.5

25.1

98

3.4

28.1

(10.2)

2.9

(10.7)

Fuel oil

85

6.0

14.4

106

6.2

17.0

(19.8)

(3.2)

(15.3)

Jet fuel

0

0.0

38.3

1

0.0

39.8

(100.0)

(3.8)

Other

19

0.7

26.6

23

0.9

26.8

(17.4)

(22.2)

(0.7)

Petroleum products exported to non-CIS

218

11.1

19.7

257

11.6

22.1

(15.2)

(4.3)

(10.9)

Petroleum products sold from ROG refineries

72

2.5

29.0

61

2.1

29.7

18.0

19.0

(2.4)

Petroleum products bought and sold outside Russia

8

0.3

26.7

13

0.4

33.2

(38.5)

(25.0)

(19.6)

Total petroleum products exported including sales outside Russia

80

2.8

28.8

74

2.5

30.2

8.1

12.0

(4.6)

Total

298

13.9

21.5

331

14.1

23.6

(10.0)%

(1.4)%

(8.9)%

*average price is calculated from unrounded figures.

Revenues from the international sales of petroleum products to non-CIS countries were RUB 298 billion in the fourth quarter of 2015, which is 10.0% lower compared to the third quarter of 2015. Downturn of average price by 8.9% (negative impact on revenues of RUB 33 billion) was accompanied by decrease in sales volumes by 1.4% (unfavourable impact on revenues of RUB 5 billion). Average price downturn for petroleum products sold outside Russia was mainly due to the worldwide decline in prices.

 

The table below sets forth Rosneft's revenue, volume and average price per tonne of petroleum products sold to non-CIS countries in 2015, 2014 and 2013*:

For 12 months ended December 31,

% change between12 months ended December 31,

2015 and 2014

% change between12 months ended December 31,

2014 and 2013

2015

2014

2013

RUB billion

million of tonnes

Average price th.RUB/

tonne

RUB billion

million of tonnes

Average price th.RUB/

tonne

RUB billion

million of tonnes

Average price th.RUB/

tonne

RUB billion

million of tonnes

Average price th.RUB/

tonne

RUB billion

million

of

tonnes

Average price th.RUB/

tonne

High octane gasoline

17

0.5

36.5

19

0.6

34.9

17

0.6

29.2

(10.5)

(16.7)

4.6

11.8

0.0

19.5

Low octane gasoline

3

0.1

34.1

4

0.0

36.9

2

0.1

34.9

(25.0)

(7.6)

100.0

(100.0)

5.7

Naphtha

94

3.4

28.1

118

3.8

31.3

118

4.1

28.7

(20.3)

(10.5)

(10.2)

0.0

(7.3)

9.1

Diesel (Gasoil)

448

15.5

28.7

489

15.6

31.4

322

11.1

29.1

(8.4)

(0.6)

(8.6)

51.9

40.5

7.9

Fuel oil

459

26.2

17.5

510

23.9

21.3

397

20.7

19.2

(10.0)

9.6

(17.8)

28.5

15.5

10.9

Jet fuel

1

0.0

36.1

0

0.0

39.5

2

0.0

37.6

(8.6)

(100.0)

5.1

Other

78

3.0

26.1

65

2.2

30.3

50

1.9

26.4

20.0

36.4

(13.9)

30.0

15.8

14.8

Total petroleum products exported to non-CIS

1,100

48.7

22.6

1,205

46.1

26.2

908

38.5

23.6

(8.7)

5.6

(13.7)

32.7

19.7

11.0

Petroleum products sold from ROG refineries

278

9.1

30.6

275

8.9

31.0

245

8.6

28.5

1.1

2.2

(1.3)

12.2

3.5

8.8

Petroleum product purchased and sold outside Russia

48

1.7

28.9

12

0.3

31.9

12

0.4

30.1

>100.0

>100.0

(9.4)

0.0

(25.0)

6.0

Total petroleum products exported including sales outside Russia

326

10.8

30.4

287

9.2

31.0

257

9.0

28.6

13.5

17.4

(1.9)

11.7

2.2

8.4

Total

1,426

59.5

24.0

1,492

55.3

27.0

1,165

47.5

24.5

(4.4)

7.6

(11.1)

28.1

16.4

10.2

* Average price is calculated from unrounded figures.

In 2015 revenues from sales of petroleum products to non-CIS countries were 4.4% lower compared to 2014. Decrease in average price by 11.1% (negative impact on revenues of RUB 179 billion) was partially offset by increase in sales volumes by 7.6% (favourable impact on revenues of RUB 113 billion) due to sales of accumulated inventories of 2014 and effective trading.

In 2014 revenues from sales of petroleum products to non-CIS countries were 28.1% higher compared to 2013. Increase in sales volumes by 16.4% (favourable impact on revenues of RUB 191 billion) was accompanied by upturn in average price by 10.2% (positive impact on revenues of RUB 136 billion).

International Petroleum Product Sales to CIS

Revenues from sales of petroleum products to CIS countries were RUB 13 billion in the fourth quarter of 2015, which is 45.8% lower compared to the third quarter of 2015. A 28.6% decrease in petroleum products sales volumes (unfavourable impact on revenues of RUB 7 billion.), was accompanied by downturn of average price by 3.5% or RUB 4 billion.

Revenues from sales of petroleum products to CIS countries in 2015 were 8.6% or RUB 6 billion lower than in 2014 due to petroleum product sales volume decrease by 13.0% (negative effect on revenue of RUB 9 billion) which was partially offset by growth of average price by 6.6% (positive effect on revenue of RUB 3 billion).

Revenues from sales of petroleum products to CIS countries in 2014 were 16.7% or RUB 14 billion lower than in 2013. The decrease was due to downturn in sales volumes of 25.8% (unfavorable impact on revenues of RUB 22 billion) which was partially offset by growth of average prices by 13.0% (positive impact on revenues of RUB 8 billion).

 

Domestic Sales of Petroleum Products

The table below sets forth Rosneft's revenue, volume and average price per tonne of petroleum products sold in Russia in the fourth and third quarters of 2015*:

For 3 months ended

% change

December 31, 2015

September 30, 2015

RUB billion

million of tonnes

Average price th. RUB/tonne

RUB billion

million of tonnes

Average price th. RUB/tonne

RUB billion

million of tonnes

Average price th. RUB/tonne

High octane gasoline

112

3.0

37.1

116

3.0

39.0

(3.4)%

0.0%

(4.9)%

Low octane gasoline

0

0.0

34.7

1

0.1

37.5

(100.0)%

(100.0)%

(7.5)%

Diesel (Gasoil)

74

2.3

32.3

83

2.6

31.2

(10.8)%

(11.5)%

3.5%

Fuel oil

4

0.6

7.2

3

0.3

8.5

33.3%

100.0%

(15.3)%

Jet fuel

23

0.7

30.1

30

1.0

30.1

(23.3)%

(30.0)%

0.0%

Other

9

0.8

13.0

14

1.0

13.9

(35.7)%

(20.0)%

(5.8)%

Total

222

7.4

30.1

247

8.0

30.8

(10.1)%

(7.5)%

(2.3)%

*average price is calculated from unrounded figures.

Revenues from sales of petroleum products on the domestic market were RUB 222 billion in the fourth quarter of 2015, which is 10.1% lower compared to the third quarter of 2015.

Decreased sales volumes in the fourth quarter 2015 by 7.5% (negative effect RUB of 19 billion) was accompanied by 2.3% downturn of average sales price (unfavourable effect on revenue of RUB 6 billion).

The table below sets forth Rosneft's revenue, volume and average price per tonne of petroleum products sold in Russia in 2015, 2014 and 2013, respectively*:

For 12 months ended December 31,

% change between12 months ended December 31,

2015 and 2014

% change between12 months ended December 31,

2014and 2013

 

2015

2014

2013

 

RUB billion

million of

tonnes

Average price th.RUB/

tonne

RUB billion

million of

tonnes

Average price th.RUB/

tonne

RUB billion

million of

tonnes

Average price th.RUB/

tonne

RUB billion

million of

tonnes

Average price th.RUB/

tonne

RUB billion

million

 of

tonnes

Average price th.RUB/

tonne

 

High octane gasoline

423

11.6

36.4

398

11.4

35.0

334

10.5

31.7

6.3%

1.8%

4.0%

19.2%

8.6%

10.4%

Low octane gasoline

2

0.1

33.9

3

0.0

30.7

4

0.2

24.0

(33.3)%

10.4%

(25.0)%

(100.0)%

27.9%

Diesel (Gasoil)

297

9.6

31.0

278

9.3

30.2

305

10.7

28.4

6.8%

3.2%

2.6%

(8.9)%

(13.1)%

6.3%

Fuel oil

14

1.7

8.0

26

2.5

10.4

19

1.9

10.2

(46.2)%

(32.0)%

(23.1)%

36.8%

31.6%

2.0%

Jet fuel

94

3.2

29.2

96

3.4

28.1

77

3.1

25.4

(2.1)%

(5.9)%

3.9%

24.7%

9.7%

10.6%

Other

45

3.5

13.0

59

4.9

12.3

55

5.4

10.1

(23.7)%

(28.6)%

5.7%

7.3%

(9.3)%

21.8%

Total

875

29.7

29.5

860

31.5

27.3

794

31.8

24.9

1.7%

(5.7)%

8.1%

8.3%

(0.9)%

9.6%

*average price is calculated from unrounded figures.

Revenues from sales of petroleum products on the domestic market in 2015 were 1.7% higher than in 2014 and amounted to RUB 875 billion. The increase was due to average sales price upturn by 8.1% (favourable effect on revenue of RUB 64 billion) partially offset by decrease in sales volume by 5.7% (negative impact on revenue of RUB 49 billion).

Revenues from sales of petroleum products on the domestic market in 2014 were 8.3% or RUB 66 billion higher than in 2013. The increase was due to 9.6% upturn in average prices (favorable impact on revenues of RUB 73 billion) and was partially offset by sales volumes downturn of 0.9% (unfavorable impact on revenues of RUB 7 billion). The Company extended its customer base of jet fuelling (high premium margin sales) due to new assets acquisition. Sales volumes of jet fuel in 2014 increased by 9.7% in comparison with 2013.

Sales of bunker fuel

The Company sells bunker fuel (fuel oil, low-viscosity marine fuel and diesel fuel) in the seaports (the Far East, the North, the North West and South of the European part of Russia) and river ports (the Volga-Don basin and in the rivers of Western Siberia) of the Russian Federation and in the ports outside the Russian Federation.

Revenues from sales of bunker fuel in the fourth quarter of 2015 were RUB 12 billion, a decrease by 40.0% in comparison with the third quarter of 2015, which is mainly attributable to seasonal factor (end of navigation period) and decrease in number of foreign ship entering.

Revenues from sales of bunker fuel in 2015 decreased by 29.7% in comparison with 2014 and amounted to RUB 52 billion. The main reason for the change was the redirection of fuel oil volumes to export in 2015 due to decreased eхport customs duties and changes of price environment for crude oil and petroleum products.

Revenues from sales of bunker fuel in 2014 increased by 25.4% or RUB 15 billion in comparison with 2013 mainly due to increased supplies in the Far East region under the long-term contracts nominated in foreign currency and increased supply to local consumers at the rivers of Western Siberia.

Petrochemical Product Sales

Revenues from sales of petrochemical products in the fourth quarter of 2015 amounted to RUB 30 billion (0.8 mln tonnes).

Petrochemical product sales volumes from Ruhr Oel GmbH (ROG) amounted to 0.5 mln tonnes in the fourth quarter of 2015. Petrochemical product sales volumes in 2015 from Ruhr Oel GmbH (ROG) increased by 4% y-o-y (calculated from unrounded figures) and amounted to 2.0 mln tonnes caused by redaction of idle time and turnarounds at Gelsenkirchen refinery.

In 2014 revenues from sales of petrochemical products increased by 12.8% compared to 2013, which was due to 13.0% average price upturn (positive impact on revenues of RUB 16 billion). Effect from decrease in international sales volumes amounted to RUB 7 billion and was partially offset by increased sales volumes on the domestic market by 21.3% or RUB 3 billion. In 2014 sales volumes of petrochemical product from Ruhr Oel GmbH (ROG) decreased and amounted to 1.9 mln tonnes in comparison with 2.2 mln tonnes in 2013.

Gas Sales

The Company strategy envisages gas business expansion on the Russian gas domestic market. In order to increase its share on the gas domestic market Rosneft implements gas program aimed at diversification of trading channels and building of long-term contracts portfolio.

The table below sets forth revenues, volumes and average price of gas sales by Rosneft*:

For 3 months ended

Changebetween

4th and 3d quarters

For 12 months

ended December 31,

Change for

12 months endedDecember 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Revenue

(RUB billion)

%

(RUB billion)

%

Western Siberia and Ural

28.0

17.5

60.0%

90.0

93.5

55.4

(3.7)%

68.8%

South Russia

2.5

2.1

19.0%

9.7

10.6

9.7

(8.5)%

9.3%

Far East

0.8

0.5

60.0%

2.6

1.7

1.3

52.9%

30.8%

European part of Russia

21.4

22.1

(3.2)%

81.7

59.6

29.9

37.1%

99.3%

Outside Russian Federation

0.8

0.9

(11.1)%

3.8

2.3

6.6

65.2%

(65.2)%

Total

53.5

43.1

24.1%

187.8

167.7

102.9

12.0%

63.0%

Sales volumes

(bcm)

(bcm)

Western Siberia and Ural

9.04

6.38

41.7%

31.13

34.49

24.02

(9.7)%

43.6%

South Russia

0.67

0.54

24.1%

2.69

3.12

3.11

(13.8)%

0.3%

Far East

0.23

0.16

43.8%

0.78

0.61

0.58

27.9%

5.2%

European part of Russia

5.90

6.29

(6.2)%

23.43

17.66

10.42

32.7%

69.5%

Outside Russian Federation

0.13

0.14

(7.1)%

0.65

0.65

0.94

(30.9)%

Total

15.97

13.51

18.2%

58.68

56.53

39.07

3.8%

44.7%

Average price

(th. RUB/th. of cubic metres)

(th. RUB/th. of cubic metres)

Western Siberia and Ural

3.10

2.74

13.1%

2.89

2.70

2.24

7.0%

20.5%

South Russia

3.71

3.83

(3.1)%

3.60

3.40

3.12

5.9%

9.0%

Far East

3.50

3.40

2.9%

3.42

2.73

2.29

25.3%

19.2%

European part of Russia

3.62

3.52

2.8%

3.48

3.38

2.91

3.0%

16.2%

Outside Russian Federation

6.44

6.21

3.7%

5.88

3.67

6.97

60.2%

(47.3)%

Total

3.35

3.19

5.0%

3.20

2.96

2.63

8.1%

12.5%

*average price is calculated from unrounded figures.

In the fourth quarter of 2015 revenues from gas sales increased in comparison with the third quarter of 2015 and amounted to RUB 53.5 billion due to increased seasonal gas consumption.

Growth of sales volume by 3.8% (positive effect on revenue of RUB 6 billion) in 2015 compared to 2014 was due to starting of supplies under new contracts concluded in 2014, which was accompanied by average price upturn by 8.1% followed by gas price indexation by 7.5% from July 2015 (positive impact on revenues of RUB 14 billion).

 

Since October 2014 the Company participates in the natural gas exchange trading at the St. Petersburg international commodity exchange. At the closing of trading sessions the Company supplied 387 mln cubic metres in the fourth quarter of 2015 and 1,214 mln cubic metres of gas to end-customers in the third quarter of 2015. In 2015 the volume of gas sales on the gas exchange amounted to 35% share in the total volume of gas sales on the gas exchange.

Support Services and Other Revenues

Rosneft owns service companies which render drilling, construction, repair and other services mainly to the companies within the Group. Revenues from services rendered to third parties are reported in the consolidated statements of profit or loss.

The following table sets forth Rosneft's other revenues for the periods analysed:

For 3 months

ended

% changebetween

4th and 3d quarters

 

For 12 months

ended December 31,

% change for

12 months endedDecember 31,

 

December 31, 2015

September 30, 2015

2015

2014

2013

%

of revenue

%

of revenue

%

of revenue

%

of revenue

%

 of revenue

2015 -

2014

2014 -

2013

(RUB billion, except %)

Drilling services

1.6

10.7%

2.9

15.8%

(44.8)%

9.5

13.6%

11.0

14.7%

2.9

5.0%

(13.6)%

>100.0%

Sales of materials

4.2

28.0%

6.2

33.6%

(32.3)%

21.8

31.1%

23.1

30.9%

19.8

33.9%

(5.6)%

16.7%

Repairs and maintenance services

0.5

3.3%

0.7

3.8%

(28.6)%

2.7

3.9%

4.0

5.3%

2.7

4.6%

(32.5)%

48.1%

Rent services

0.8

5.3%

1.0

5.4%

(20.0)%

3.7

5.3%

3.6

4.8%

3.6

6.2%

2.8%

Construction services

0.0

0.0%

0.2

1.1%

(100.0)%

0.3

0.4%

0.7

0.9%

0.7

1.2%

(57.1)%

Transport services

2.4

16.0%

3.0

16.3%

(20.0)%

12.8

18.3%

9.9

13.2%

8.5

14.6%

29.3%

16.5%

Electric power sales and transmission

1.6

10.7%

1.5

8.2%

6.7%

7.3

10.4%

9.7

13.0%

6.2

10.6%

(24.7)%

56.5%

Other revenues

3.9

26.0%

2.9

15.8%

34.5%

11.9

17.0%

12.8

17.2%

14.0

23.9%

(7.0)%

(8.6)%

Total

15.0

100.0%

18.4

100.0%

(18.5)%

70.0

100.0%

74.8

100.0%

58.4

100.0%

(6.4)%

28.1%

Support services and other revenues were 18.5% lower in the fourth quarter of 2015 compared to the third quarter of 2015 due to the seasonal factor including decreased volume of drilling and construction services and decrease in sales of materials. 

Support Services and other revenues in 2015 decreased by 6.4% compared with 2014.

Support services and other revenues were 28.1% higher in 2014 compared with 2013 mainly due to acquisition of drilling units. In 2013 support services and other revenues were 40.4% higher than 2012 and amounted to RUB 58.4 billion.

 

Equity share in profits/(losses) of downstream associates and joint ventures

The equity share in net financial results (profits) of downstream associates and joint ventures amounted to RUB 1 billion in the fourth and RUB 3 billion in the third quarters of 2015, respectively[2].  The equity share in net financial results of downstream associates and joint ventures was RUB 6 billion of profit in 2015.

 

 

 

Downstream production and operating cost

Downstream operating expenses include:

For 3 months ended

Changebetween

4th and 3d quarters

For 12 months

ended December 31,

Change for

12 months endedDecember 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Operating expenses at refineries in Russia

21.0

19.7

7.0%

77.1

68.0

57.5

13.4%

18.3%

Operating expenses at refineries outside Russia

9.4

7.7

21.1%

28.5

19.4

15.8

46.9%

22.6%

Cost of additives and materials procured for processing outside Russia

16.8

13.0

29.2%

53.8

38.7

30.7

39.0%

26.4%

Operating expenses of retail companies

18.6

20.2

(7.9)%

71.5

69.8

50.8

2.4%

37.4%

including materials for blending

7.9

8.9

(11.2)%

29.8

30.7

18.0

(2.9)%

70.6%

Downstream operating expenses

65.8

60.6

8.6%

230.9

195.9

154.8

17.9%

26.6%

Intragroup inventory effect and others

13.5

3.4

>100.0%

15.4

(21.9)

(0.8)

>100.0%

>100.0%

Amendments to costs 2015-2014

28.7

28.7

Total Downstream Operating expenses

108

64

82.1%

275

174

154

58.0%

13.0%

Downstream operating expenses increased by 8.6% in the fourth quarter of 2015 compared with the third quarter of 2015 and amounted to RUB 65.8 billion. The increase is attributable mainly to seasonal increase in energy consumption, inflation effect and increase in expenses nominated in Euro (outside Russia) due to rouble depreciation.

Operating expenses at Company's refineries

The table below shows operating expenses at Rosneft's refineries:

For 3 months ended

% change between

4th and 3d quarters

For 12 months

ended December 31,

% change for

12 months endedDecember 31,

December 31,

2015

September 30,

2015

2015

2014

2013

2015 -

2014

2014 -

2013

Operating expenses at refineries in Russia (RUB billion)

21.03

19.65

7.0%

77.08

68.00

57.46

13.4%

18.3%

Operating expenses per tonne of petroleum product and petrochemical output (RUB per tonne)

1,156

1,003

15.3%

1,018

879*

829

15.8%

6.0%

Operating expenses per tonne of crude oil throughput (RUB per tonne)

1,135

984

15.3%

1,000

853*

799

17.2%

6.8%

Operating expenses at refineries outside Russia (RUB billion)**

9.35

7.72

21.1%

28.48

19.39

15.81

46.9%

22.6%

Operating expenses per tonne of petroleum product and petrochemical output (RUB per tonne)

3,143

2,967

5.9%

2,556

1,811

1,492

41.1%

21.4%

Operating expenses per tonne of crude oil throughput (RUB per tonne)

3,247

2,981

8.9%

2,638

1,838

1,492

43.5%

23.2%

Total operating expenses at Rosneft's refineries (RUB billion)

30.38

27.37

11.0%

105.56

87.39

73.27

20.8%

19.3%

*Maintaining cost in the period of emergency response operations at Achinsk refinery in the amount of RUB 0.6 billion were excluded from estimation of operating expenses per tonne in 2014.

**Refineries outside Russia also procured the additives and materials for processing: in the fourth quarter of 2015 - RUB 16.8 billion, in the third quarter of 2015 - RUB 13.0 billion, in 2015 - RUB 53.8 billion, in 2014 - RUB 38.7 billion, in 2014 - RUB 30.7 billion.

Operating expenses of Rosneft's refineries were RUB 30.38 billion in the fourth quarter of 2015, which is an increase by 11.0% compared with the third quarter of 2015. In 2015 operating expenses were RUB 105.56 billion, compared with RUB 87.39 billion in 2014.

In comparison with 2013 operating expenses of Rosneft's refineries in 2014 increased by 19.3% due to incorporation of expenses of new assets from the acquisition date in 2013.

Operating expenses of Rosneft's refineries in Russia were RUR 21.03 billion in the fourth quarter of 2015, an increase by 7.0% compared with the third quarter of 2015. The increase resulted from seasonal increase in energy consumption and increased material costs and turnaround expenses.

In 2015 operating expenses of Rosneft's refineries in Russia increased by 13.4% compared with 2014 mainly due to growth of raw materials costs resulted from an increase in production of ecological fuel of level Euro 4/5.

In 2014 operating expenses of Rosneft's refineries in Russia increased to RUB 68.00 billion (or by 18.3%) in comparison with RUB 57.46 billion in 2013, mainly as a result of incorporation of expenses of new assets from the acquisition date in 2013.

Operating expenses of Rosneft's refineries outside of Russia increased in the fourth quarter of 2015 by 21.1% in comparison with the third quarter of 2015 due to acquisition of additional share in PCK Raffinerie GmbH and due to RUB depreciation which had negative impact on operating expenses denominated in EUR currency. The increase in operating expenses of Rosneft's refineries outside of Russia in 2015 was 46.9% in comparison with 2014 due to RUB depreciation which had negative impact on operating expenses denominated in EUR currency at Rosneft's units outside Russia.

Operating expenses of Rosneft's refineries outside of Russia increased in 2014 by 22.6% in comparison with 2013 due to RUB depreciation which had negative impact on operating expenses denominated in EUR currency at Rosneft's units outside Russia.

In the fourth quarter of 2015 operating costs per tonne of crude oil throughput of Rosneft's refineries in Russia increased by 15.3% compared with the third quarter of 2015 and amounted to RUB 1,135 per tonne. The increase was mainly due to seasonal increase in energy consumption and increased turnaround expenses.

The increase in operating costs per tonne in 2015 compared to 2014 of 17.2% was due to increased material supply and electricity tariffs. 

Operating costs per tonne of crude oil throughput of Rosneft's refineries in Russia in 2014 increased by 6.8% compared with 2013 and amounted to RUB 853 per tonne. Growth was mainly due to increase in material and supply expenses, turnaround expenses and increased electricity tariffs.

Operating expenses per tonne of crude oil throughput of Rosneft's refineries outside Russia were RUB 3,247 per tonne in the fourth quarter of 2015 which is an increase of 8.9% compared with the third quarter of 2015. The increase in operating expenses per tonne of crude oil throughput was mainly due to RUB depreciation which had negative impact on operating expenses denominated in EUR currency at Rosneft's units outside Russia. Operating expenses per tonne of crude oil throughput of Rosneft's refineries outside Russia increased in 2015 by 43.5% due to increased turnarounds and RUB depreciation.

Operating expenses per tonne of crude oil throughput of Rosneft's refineries outside Russia were RUB 1,838 per tonne in 2014 which is an increase of 23.2% compared with 2013. The increase in operating expenses per tonne of crude oil throughput was mainly due to RUB depreciation which had negative impact on operating expenses denominated in EUR currency at Rosneft's units outside Russia.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cost of Purchased Oil, Gas and Petroleum Products and Refining Costs

The following table shows Rosneft's crude oil, gas and petroleum products procurement costs and volumes and third-party refining costs1:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Crude oil procurement

Cost of crude oil procured (RUB billion)

89

109

(18.3)%

396

403

341

(1.7)%

18.2%

including Domestic market

34

44

(22.7)%

167

144

108

16.0%

33.3%

International market

55

65

(15.4)%

229

259

233

(11.6)%

11.2%

Volume of crude oil procured (million of barrels)

41.8

44.5

(6.1)%

169.8

163.9

143.3

3.6%

14.4%

including Domestic market

23.1

26.1

(11.5)%

98.2

96.0

77.0

2.3%

24.7%

International market

18.7

18.4

1.6%

71.6

67.9

66.3

5.4%

2.4%

Inventory revaluation write-off (RUB billion)

-

14

(100)%

Gas procurement2

Cost of gas procured (RUB billion)

5.9

3.9

51.3%

20.1

23.2

26.0

(13.4)%

(10.8)%

Volume of gas procured (bcm)

3.38

2.10

61.0%

11.45

13.29

14.9

(13.8)%

(10.8)%

Petroleum products procurement

Cost of petroleum product procured (RUB billion)3

20

23

(13.0)%

80

41

35

95.1%

17.1%

Volume of petroleum product procured

(million of tonnes)

0.54

0.69

(21.7)%

2.52

1.42

1.35

77.5%

5.2%

Crude oil, gas and petroleum products refining services

Cost of refining of crude oil under processing agreements (RUB billion)

8.6

10.2

(15.7)%

34.2

28.3

15.6

20.8%

81.4%

Volumes of crude oil and petroleum products, refined under processing agreements (million of tonnes)

2.5

3.0

(16.7)%

10.4

11.3

8.4

(8.0)%

34.5%

Volumes of refining of gas under processing agreements (bcm)

2.9

2.9

11.2

9.2

3.7

21.7%

>100%

Total cost of procured oil, gas and petroleum products and refining costs (RUB billion)

123

146

(15.8)%

530

495

432

7.1%

14.6%

1Cost of purchases under IFRS consolidated financial statements.

2 Including cost of Upstream segment in the amount of RUB 5 billion, RUB 3 billion, RUB 17 billion, RUB 17 billion and RUB 0 billion, in the fourth quarter of 2015, in the third quarter of 2015, in 2015, 2014 and 2013, respectively,

3Average procurement price of petroleum products from third parties may be higher than the average selling price of petroleum products due to differences in the mix of procured and sold petroleum products.

 

Crude oil procurement

Rosneft purchases crude oil primarily from its associates to process it at own refineries or export. Rosneft procures crude oil on the international market to supply it to Ruhr Oel GmbH refineries.

The structure of crude oil purchases is provided in the table below:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

mln barrels

mln barrels

International market

18.7

18.4

1.6%

71.6

67.9

66.3

5.4%

2.4%

Udmurtneft

5.6

6.8

(17.6)%

25.8

25.9

19.7

(0.4)%

31.5%

Slavneft

15.2

14.5

4.8%

58.0

57.7

48.0

0.5%

20.2%

Others

2.3

4.8

(52.1)%

14.4

12.4

9.3

16.1%

33.3%

Total

41.8

44.5

(6.1)%

169.8

163.9

143.3

3.6%

14.4%

Rosneft performs oil swap operations in order to optimize transportation costs of deliveries to refineries. Revenues and costs related to these operations are shown on a net basis in the "Pipeline tariffs and Transportation costs" line of the consolidated statement of profit and loss.

The volume of swap was 6.8 mln barrels and 2.3 mln barrels in the fourth quarter of 2015 and in the third quarter of 2015, respectively. The volume of swap was 12.8 mln barrels, 7.6 mln barrels, 68.7 mln barrels in 2015, 2014 and 2013, respectively.

Petroleum products procurement

Petroleum products from third parties are procured primarily to cover current needs of Rosneft's retail subsidiaries. Procurement of petroleum products is exposed to seasonal fluctuations of volumes and mix. Procurement prices may significantly vary depending on regional markets. Petroleum products outside Russia were purchased primarily for sale on the international markets.

The table below sets forth Rosneft's costs, volumes and average prices per tonne of petroleum products procured from third parties in the fourth and third quarter of 2015:

For 3 months ended

% change

December 31, 2015

September 30, 2015

RUB

billion

million of tonnes

th. RUB/

tonne

RUB

billion

million of tonnes

th. RUB/

tonne

RUB

 billion

million of tonnes

th. RUB/

tonne

Petroleum products procurement in Russia

High octane gasoline

2

0.06

33.9

5

0.13

37.9

(60.0)%

(53.8)%

(10.6)%

Diesel

4

0.11

33.6

3

0.08

33.6

33.3%

37.5%

Jet fuel

1

0.01

28.3

2

0.08

28.6

(50.0)%

(87.5)%

(1.0)%

Other

2

0.03

22.2

0

0.02

25.1

50.0%

(11.6)%

Petroleum products and petrochemicals procured outside Russia

11

0.33

31.3

13

0.38

33.3

(15.4)%

(13.2)%

(6.0)%

Total

20

0.54

32.0

23

0.69

33.7

(13.0)%

(21.7)%

(5.0)%

The volume of petroleum product procured in the fourth quarter of 2015 reduced by 13.0% compared to the third quarter of 2015 due to fulfillment demand by Company's own resources. Procurement of petroleum products outside Russia meets the contractual obligation under long-term agreements for sales of petroleum products. Decreased volume of petroleum products procured outside Russia was mainly due to temporary decrease in sales under long-term agreements caused by significant fluctuations on oil market.

The table below sets forth Rosneft's costs, volumes and average prices per tonne of petroleum products procured from third parties in 2015, 2014 and 2013:

For 12 months ended December 31,

% change for 12 months

ended December 31,

 2015 and 2014

% change for 12 months ended December 31,

2014 and 2013

2015

2014

2013

RUB billion

million

of

tonnes

th. RUB/

tonne

RUB billion

million

of

tonnes

th. RUB/

tonne

RUB billion

million

of

tonnes

th. RUB/

tonne

RUB billion

million

of

tonnes

Average price th. RUB/tonne

RUB billion

million

of

tonnes

th. RUB/

tonne

Petroleum products procurement in Russia

High octane gasoline

10

0.30

35.7

11

0.33

32.3

6

0.24

28.2

(9.1)%

(9.1)%

10.5%

83.3%

37.5%

14.5%

Diesel

11

0.31

32.5

10

0.36

28.9

4

0.17

27.0

10.0%

(13.9)%

12.5%

>100%

>100%

7.0%

Fuel oil

0

0.00

2

0.18

13.6

1

0.05

11.9

(100.0)%

(100.0)%

(100.0)%

100%

>100%

14.3%

Jet fuel

3

0.10

28.4

2

0.05

27.3

2

0.09

25.9

50.0%

>100%

4.0%

(44.4)%

5.4%

Other

5

0.11

25.4

3

0.09

24.3

2

0.07

22.8

66.7%

22.2%

4.5%

50.0%

28.6%

6.6%

Petroleum products and petrochemicals procured outside Russia

51

1.70

29.6

13

0.41

31.9

20

0.73

28.7

>100%

>100%

(7.2)%

(35.0)%

(43.8)%

11.1%

Total

80

2.52

31.0

41

1.42

28.7

35

1.35

26.4

95.1%

77.5%

8.0%

17.1%

5.2%

8.7%

Average purchase prices may be different from average sale prices depending on different regional structure of purchases (mix structure) and sales and difference in quality of the petroleum products.

Volume of petroleum products procured in Russia decreased in 2015 compared to 2014 due to fulfilment demand in petroleum products by Company's own resources.

The petroleum product volume procured in Russia increased in 2014 compared to 2013 resulted from insufficient fulfillment in petroleum products consumption by the Company's own resources caused by turnarounds at refineries.

 

Petroleum products and petrochemicals procurement outside Russia

Petroleum products and petrochemicals procured outside Russia amounted to RUB 11 billion in the fourth quarter of 2015. Procurement of petroleum products outside Russia meets the contractual obligation under long-term agreements for sales of petroleum products. Decrease in volume of petroleum products procurement outside Russia was mainly due to temporary decrease in sales under long-term agreements caused by significant fluctuations on oil market.

Petroleum products procured outside Russia in 2015 was higher up to RUB 51 billion (1.7 mln tonnes) in comparison with RUB 13 billion (0.41 mln tonnes) which was caused by increase in sales under long-term contracts. In 2013 petroleum products procured outside Russia amounted to RUB 20 billion (0.73 million tonnes).

Gas procurement and crude oil and gas processing, petroleum products processing

Starting from April 2014, associated petroleum gas sales to Sibur Holding and purchases of dry stripped gas from "Sibur" are presented on a net basis in the Company's financial statements in processing costs in the amount of RUB 4.24 billion in the fourth quarter of 2015 and RUB 4.53 billion in the third quarter of 2015.

Gas purchases billion increased in the fourth quarter of 2015 to RUB 5.9 billion compared with RUB 3.9 billion in the third quarter of 2015 which was due to seasonal gas volume sales increase.

Gas purchases in 2015 decreased by 13.4% compared with 2014 due to implementation of new commercial supply scheme with Sibur with simultaneous increase in processing of associate gas volumes.

Crude oil and gas processing expenses decreased in the fourth quarter of 2015 in comparison with the third quarter of 2015 mainly due to turnarounds at Mozyr refinery in the fourth quarter of 2015.

 

 

Pipeline Tariffs and Transportation Costs

Transportation costs are costs incurred by Rosneft to transport crude oil for refining and to end customers, and to deliver petroleum products from refineries to end customers (these may include pipeline tariffs and railroad tariffs, handling costs, port fees, sea freight and other costs) and also costs to transport gas via gas pipeline system.

In the fourth quarter of 2015 Rosneft's transportation costs have not changed and amounted toRUB 134 billion compared to the third quarter of 2015.

The table below sets forth the comparison (quarter-on-quarter basis) of costs per tonne of crude oil and petroleum products transported by pipeline, railroad and mixed transportation and gas transportation costs via gas pipeline system:

For 3 months ended

% change

December 31, 2015

September 30, 2015

 Volume, mln

 tonnes

Share in export volumes

Cost, bln RUB

Cost per tonne, th.RUB/t

 Volume, mln

tonnes

Share in export volumes

Cost, bln RUB

Cost per tonne, th.RUB/t

Volume

Cost

Cost

per tonne

CRUDE OIL

International sales

Pipeline

26.5

94.6%

48.1

1.82

26.3

96.0%

47.1

1.79

0.8%

2.1%

1.7%

Railroad and mixed

1.5

5.4%

4.9

3.30

1.1

4.0%

3.5

3.19

36.4%

40.0%

3.4%

Transportation to refineries

Pipeline1

22.1

17.3

0.79

23.2

19.1

0.83

(4.7)%

(9.4)%

(4.8)%

Railroad and mixed

1.5

6.0

4.07

1.9

7.2

3.78

(21.1)%

(16.7)%

7.7%

PETROLEUM PRODUCTS

International sales

Pipeline

0.9

5.8%

2.7

2.94

0.6

3.7%

2.0

3.03

50.0%

35.0%

(3.0)%

Railroad and mixed

12.3

79.4%

32.2

2.62

13.1

81.4%

33.0

2.52

(6.1)%

(2.4)%

4.0%

Pipeline and FCA2

2.3

14.8%

2.4

14.9%

(4.2)%

GAS

bcm

RUB/cm

bcm

RUB/cm

Pipeline 3

11.1

11.9

1,07

9.4

9.6

1,02 

18.1%

24.0%

4.9%

Other transportation expenses 4

11

12

(8.3)%

Total

67.1

134

68.6

134

(2.2)%

0.0%

1 Including crude oil purchased on international market, which was directed to Ruhr Oel GmbH.

2 Rosneft exported part of petroleum products in the fourth quarter of 2015 and in the third quarter of 2015 through its own pipeline in the town of Tuapse, and on FCA terms, where Rosneft does not bear transportation expenses directly, except for transshipment and dispatching cargo costs.

 3 Part of gas volumes was dispatched on terms under which Rosneft does not bear transportation expenses. In the fourth quarter of 2015 and third quarter of 2015 these volumes amounted to 4.9 bcm and 4.1 bcm respectively.

4 Other transportation expenses include cost of railroad transportation of petroleum products from refineries to tank farms and road transportation from tank farms to fuel filling station.

Crude oil pipeline transportation cost per tonne of international sales in the fourth quarter of 2015 did not change significantly and amounted to RUB 1.82 thousand per tonne.

The increase in crude oil railroad and mixed transportation cost per tonne of international sales was 3.4% due to the change in transportation structure.

Crude oil pipeline transportation cost per tonne of supplies to refineries decreased by 4.8% in the fourth quarter of 2015 compared to the third quarter of 2015 due to change in transportation routes structure.

Crude oil railroad and mixed transportation cost per tonne of supplies to refineries in the fourth quarter of 2015 increased by 7.7% compared to the third quarter of 2015 due to change in transportation structure and increased share of expensive routes.

The decrease in pipeline cost per tonne of petroleum product international sales by 3.0% in the fourth quarter of 2015 compared to the previous quarter was mainly due to change in transportation structure (decrease in share of transportation routes with the tariff partially denominated in USD).

Railroad and mixed transportation cost per tonne of petroleum product international sales in the fourth quarter of 2015 increased up to RUB 2.62 thousand due to increased share of expensive routes.

Gas transportation costs increase by 4.7% in the fourth quarter of 2015 compared to the third quarter of 2015 resulted from increase in average transportation distance to final consumers. In the fourth quarter of 2015 indexation of gas transportation tariffs was not carried out.

The table below sets forth comparison for costs per tonne of crude oil and petroleum products transported by pipeline, railway and mixed transportation and gas transportation costs via gas pipeline system in 2015, 2014 and 2013:

 

For 12 months ended December 31,

%

change between

12 months ended December 31,2015 and 2014

%

change between

12 months ended December 31,2014and 2013

2015

2014

2013

Volume, mln. tonnes

Share in export volumes

Cost, bln. RUB

Cost per tonne, th.RUB/t

Volume, mln. tonnes

Share in export volumes

Cost, bln. RUB

Cost per tonne, th.RUB/t

Volume, mln. tonnes

Share in export volumes

Cost, bln. RUB

Cost per tonne, th.RUB/t

Volume

Cost

Cost per tonne

Volume

Cost

Cost per tonne

CRUDE OIL

International sales

Pipeline

103.8

95.1%

185.4

1.79

96.9

94.6%

155.9

1.61

91.9

94.5%

153.0

1.66

7.1%

18.9%

11.2%

5.4%

1.9%

(3.0)%

Railroad and mixed

5.3

4.9%

17.7

3.28

5.5

5.4%

14.4

2.65

5.4

5.5%

11.4

2.19

(3.6)%

22.9%

23.8%

1.9%

26.3%

21.0%

Transportation to refineries

Pipeline 1

90,0

73.3

0.82

92.2

74.9

0.81

75.1

54.0

0.72

(2.4)%

(2.1)%

1.2%

22.8%

38.7%

12.5%

Railroad and mixed

6.5

26.3

4.04

6.8

27.6

3.98

6.1

23.5

3.83

(4.4)%

(4.7)%

1.5%

11.5%

17.4%

3.9%

PETROLEUM PRODUCTS

International sales

Pipeline

4.1

6.2%

11.4

2.79

4.5

7.2%

10.3

2.32

3.9

7.1%

8.1

2.10

(8.9)%

10.7%

20.3%

15.4%

27.2%

10.5%

Railroad and mixed

52.2

79.5%

140.6

2.69

50.5

80.4%

114.5

2.26

40.4

73.5%

76.0

1.88

3.4%

22.8%

19.0%

25.0%

50.7%

20.2%

Pipeline and FCA2

9.4

14.3%

7.8

12.4%

10.7

19.5%

20.5%

(27.1)%

GAS

bcm

RUB/

cm

bcm

RUB/

cm

bcm

RUB/

cm

Pipeline 3

41.1

42.2

1,03

35.4

34.2

0,97

27.4

22.9

0,84

16.1%

23.4%

6.2%

29.2%

49.3%

15.5%

Other transportation expenses 3

45

39

42

15.4%

(9.3)%

 

Total

271.3

542

264.2

471

233.5

392

2.7%

15.1%

13.1%

20.2%

1 Including crude oil purchased on international market, which was directed to Ruhr Oel GmbH (ROG).

2 Rosneft exported part of petroleum products in 2015, 2014 and 2013 through its own pipeline in the town of Tuapse, and on FCA terms, where Rosneft does not bear transportation expenses directly, except for transshipment and dispatching cargo costs.

3 Part of gas volumes was dispatched on terms where Rosneft does not bear transportation expenses. In 2015, 2014 and 2013 these volumes amounted to 17.6 bcm, 21.1bcm and 11.7 bcm respectively.

4 Other transportation expenses include cost of railroad transportation of petroleum products from refineries to tank farms and road transportation from tank farms to fuel filling stations.

The increase in transportation costs per tonne of products sold (for crude oil and petroleum products) almost for each type of transport in 2015 compared to 2014 mainly resulted from tariffs indexation and change in transportation structure.

Excise tax

In the fourth quarter of 2015 excise tax was RUB 25 billion in comparison with RUB 27 billion in the third quarter of 2015. In 2015 and 2014 excise tax was RUB 103 billion and RUB 139 billion respectively.

Excises amount in 2014 was RUB 139 billion increased by 2.2% in comparison with 2013 due to increased volumes of petroleum products sales subject to excise tax and increase in excise base rate.

Export Customs Duty

Export customs duties include crude oil and petroleum products export customs duties. The export customs duties are also discussed above under "Macroeconomic Factors Affecting the Results of Operations - Taxation".

The following table sets forth Rosneft's export customs duties for the periods analysed:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

RUB billion, except %

Export customs duty for crude oil

145

192

(24.5)%

683

1,224

1,025

(44.2)%

19.4%

Export customs duty for gas

-

-

-

-

-

1

-

(100.0)%

Export customs duty for petroleum products

42

65

(35.4)%

242

459

356

(47.3)%

28.9%

Total export customs duties

187

257

(27.2)%

925

1,683

1,382

(45.0)%

21.8%

Export customs duty decrease of 27.2% in the fourth quarter of 2015 in comparison with the third quarter of 2015 was mostly due to decreased export duty rate in RUB terms (decrease of 25%). 

Decrease in export customs duty in 2015 compared to 2014 mainly resulted from lower export duty rates due to the latest amendments to the tax legislation and decrease in oil prices.

In 2014 export customs duty growth was 21.8% compared to 2013 due to the increase in export volumes and rouble-denominated customs duty rate.

The following table sets forth certain information about the export customs duty:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Urals (average Med and NWE) (USD/bbl)

41.9

49.4

(15.2)%

51.4

97.6

107.7

(47.3)%

(9.4)%

Average enacted export customs duty (th. RUB/tonne)

6.08

8.10

(24.9)%

7.33

14.06

12.49

(47.9)%

12.6%

Hypothetical export customs duty1 (th. RUB/tonne)

5.31

6.49

(18.2)%

6.60

12.77

12.50

(48.3)%

2.2%

Average customs duty on crude oil exports to non-CIS countries subject to regular rate (th. RUB/tonne)

6.04

8.06

(25.1)%

7.28

13.85

12.49

(47.4)%

10.9%

1 Hypothetical customs duty is calculated using the average Urals price for the period (i.e. without time lag).

The actual average customs duty on exports subject to regular duty deviates from the enacted export customs duty due to different monthly export volumes and due to part of oil exports being realized under FCA terms.

Operating results of segment "Corporate and others"

Segment includes the Group companies that provide corporate services, as well as banks and other.

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Financial results, RUB billion

EBITDA

(18)

(7)

>(100.0)%

(55)

(45)

(56)

(22.2)%

19.6%

Capital expenditures1

7

4

75.0%

15

11

20

36.4%

(45.0%)

1Refer to "Capital expenditures".

Separate indicators of the consolidated financial statement

Costs and Expenses

General and Administrative Expenses

General and administrative expenses include wages, salaries and social benefits (except for wages of technical staff of production and refining entities), banking commissions, third-party fees for professional services, insurance expenses (except for insurance of oil and gas production and refining entities), maintenance of social infrastructure, lease expenses, allowances for doubtful accounts and other general expenses.

In terms of changes of macroeconomic environment the Company accrued one off non-cash provision in the amount of RUB 11 billion. Excluding one effect of accruals general and administrative expenses in the fourth quarter of 2015 were RUB 33 billion compared with RUB 27 billion in the third quarter of 2015. Company keeps constant monitoring of administrative expenses. General and administrative expenses were up to RUB 119 billion (excluding one-off effect of accruals) compared with RUB 114 billion in 2014 that is below inflation in the reporting period.

In 2014 general and administrative expenses were RUB 114 billion, which is 2.7% higher than in 2013 due to incorporation of expenses of the new assets from the date of acquisition in 2013.

Depreciation, Depletion and Amortization

Depreciation, depletion and amortization include depreciation of crude oil and gas producing assets, and other production and corporate assets.

Depreciation, depletion and amortization was down to RUB 85 billion in the fourth quarter of 2015 compared to RUB 121 billion in the third quarter of 2015 mainly due to updating of depletion rate of certain oil objects.

Depreciation, depletion and amortization in 2015 was RUB 450 billion.

In 2014 depreciation, depletion and amortisation increased by 18.4% compared with 2013 due to the incorporation of new assets from the acquisition date.

Taxes Other than Income Tax

Taxes other than income tax include the mineral extraction tax, the excise tax, the property tax and other taxes. The basis for calculation of mineral extraction tax is described under "Macroeconomic Factors Affecting Results of Operations - Mineral Extraction Tax" above.

The following table sets forth Rosneft's taxes other than income tax (excluding export duties) for the periods analysed:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

Mineral extraction tax

224

276

(18.8)%

1,091

982

829

11.1%

18.5%

Excise tax

25

27

(7.4)%

103

139

136

(25.9)%

2.2%

Social security tax

11

12

(8.3)%

47

38

31

23.7%

22.6%

Property tax

8

7

14.3%

31

28

22

10.7%

27.3%

Other taxes, interest, penalties and other payments to budget

5

8

6

(37.5)%

33.3%

Total taxes other than income tax

268

322

(16.8)%

1,277

1,195

1,024

6.9%

16.7%

Taxes other than income tax were RUB 268 billion and decreased by 16.8% in the fourth quarter of 2015, compared with RUB 322 billion in the third quarter of 2015. The decrease was mainly due to decline in mineral extraction tax rate (by 18.6% in rouble term).

In 2015 taxes other than income tax increased by 6.9% in comparison with 2014 mainly due to increase in extraction tax base rate (by 8.3% in rouble terms).

Taxes other than income tax in 2014 were RUB 1,195 billion in comparison with RUB 1,024 billion in 2013. The increase by 16.7% was mostly due to indexation of the base rate of mineral extraction tax in 2014 and consolidation of new assets in 2013 from the date of acquisition.

Finance Income and Expenses

Finance income and expenses include interest received on deposits, deposit certificates and loans issued, interest paid on loans and borrowings received, results from changes in fair value of financial assets measured at fair value, results from operations with derivative financial instruments, increase in provision due to unwinding of discount, results from disposal of financial assets and other finance income and expenses.

In the fourth quarter of 2015 net finance expenses increased to RUB 52 billion compared to RUB 48 billion in the third quarter of 2015 mainly due to the increase in interest expenses on prepayments received under long-term oil and petroleum products supply agreements, and the increase in expenses related to fair value re-measurement of derivative financial instruments, caused by RUB depreciation against USD.

In 2015 net finance expenses increased to RUB 214 billion compared to RUB 189 billion in 2014 mainly due to the increase in interest expenses caused by increased interest rates and the receipt of a new tranche under long-term prepayment agreements. In 2015 the Company settled derivative financial instruments opened in 2012-2014 for the nominal amount of US$ 4,494 million, and through this reduced the negative results from operations with derivative financial instruments, caused by significant RUB depreciation against USD.

In 2014 net finance expenses increased to RUB 189 billion compared to RUB 35 billion in 2013 mainly due to the increase in negative results from operations with derivative financial instruments, caused by significant RUB depreciation against USD, and the increase in interest expenses, including interest expenses under long-term prepayment agreements.

Other income and other expenses

In the fourth quarter of 2015 other income increased to RUB 38 billion due to recognition of income from insurance indemnity, effect of disposal of equity investments and others.

In 2015, 2014 and 2013 other income was RUB 75 billion, RUB 64 billion and RUB 246 billion (including effect from acquired new assets revaluation), respectively.

In the fourth quarter of 2015 other expenses amounted to RUB 28 billion compared with RUB 16 billion in the previous quarter. Other expenses include effect of fixed assets disposal in the course of operating activities and other expenses. In 2015, 2014 and 2013 other expenses were RUB 72 billion, RUB 54 billion and RUB 59 billion, respectively.

Foreign Exchange (Loss)/Gain

Foreign exchange effect is mostly attributed to monthly revaluation of assets and liabilities denominated in foreign currency at the exchange rate at the end of the period.

In the fourth quarter of 2015 foreign exchange loss recognized in profit and loss statement wasRUB 9 billion.

The effect from capitalization of the foreign exchange differences on capital loans to fund capital expenditures amounted to RUB 51 billion in 2015 and RUB 15 billion in the fourth quarter of 2014.

In 2014 and 2013 foreign exchange loss/(income) was RUB 64 billion and RUB (71) billion. In nine months of 2014 and in twelve months of 2013 in accordance with effective IFRS accounting polices separate effect of capitalization of foreign exchange differences from foreign currency loans taken out to fund capital expenditures was not calculated.

Cash flow hedges reclassified to profit or loss

 

In the fourth quarter of 2015 foreign exchange recognized in "Other comprehensive (loss)/income" was a profit of RUB 9 billion before tax (RUB 7 billion after tax). Upon the completion of the hedged transaction the related exchange differences temporarily held within equity are recognized in the consolidated statement of profit or loss for the period separately in line "Cash flow hedges reclassified to profit or loss". The amount recognized in the consolidated statement of profit or loss was a loss of RUB 35 billion and RUB 30 billion in the fourth and third quarters 2015, respectively.

In 2015 cash flow hedges reclassified to profit or loss was RUB 123 billion.

 

Income Tax

The following table sets forth the Company's effective income tax rate under IFRS for the periods analysed:

For 3 months ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

Effective rate of income tax

24.4%*

20.4%

21.1*%

20.1%

22.5%

* Excluding effect from deferred tax assets write-off in the amount of RUB 6.7 billion.

The Company applies the provisions of IAS 12 "Income taxes" to determine effective tax rate.

In accordance with Statement of comprehensive income, income tax expense was RUB 26 billion (including effect from deferred tax assets write-off in the amount of RUB 6.7 billion), RUB 29 billion, the fourth and the third quarters of 2015, respectively. In 2015, 2014 and 2013 income tax was RUB 104 billion, RUB 128 billion and RUB 81 billion, respectively. Decrease of 18.8% in the income tax in 2015 compared with 2014 was caused by decrease in the tax base.

Net Income

Net income amounted to RUB 53 billion in the fourth quarter of 2015 compared to the net income ofRUB 113 billion in the third quarter of 2015. Net income amounted to RUB 356 billion, RUB 350 billion and RUB 555 billion in 2015, 2014 and 2013 respectively.

 

Liquidity and Capital Resources

Cash Flows

The principal items of the statement of cash flows for the periods analysed are as follows:

For 3 months ended

Changebetween

4th and 3d quarters

For 12 months

ended December 31,

Change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

RUB billion

%

RUB billion

%

Net cash provided by operating activities

303

1,323

(77.1)%

2,195

1,626

1,216

35.0%

33.7%

Net cash (used in) investing activities

(339)

(374)

(9.4)%

(813)

(979)

(2,220)

(17.0)%

(55.9)%

Net cash (used in)/ provided by financing activities

(95)

(518)

(81.7)%

(1,091)

(774)

965

41.0%

-

 

Net cash provided by operating activities

Net cash provided by operating activities amounted to RUB 303 billion in the fourth quarter of 2015 compared to RUB 1,323 billion in the third quarter of 2015.

Operating cash flow includes operations with trading securities as part of the Company's efforts to manage cash resources (net inflow was RUB 2 billion in the fourth quarter of 2015 and RUB 1 billion in the third quarter of 2015).

Net cash provided by operating activity adjusted for the above mentioned operations amounted to RUB 301 billion in the fourth quarter of 2015 (adjusted for operations with trading securities in the amount ofRUB 2 billion), RUB 1,322 billion in the third quarter of 2015 (adjusted for operations with trading securities in the amount of RUB 1 billion).

Net cash provided by operating activities amounted to RUB 2,190 billion in 2015 (in comparison with RUB 1,626 billion in 2014 and RUB 1,234 billion in 2013 (adjusted for operations with trading securities in the amount of RUB (5) billion and RUB 18 billion in 2015 and 2013, respectively).

Net cash provided by operating activity through the presented periods is given in the table below:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

RUB billion

%

RUB billion

%

Net cash provided by operating activity

303

1,323

(77.1)%

2,195

1,626

1,216

35.0%

33.7%

Effect from operations with trading securities

(2)

(1)

100%

(5)

-

18

-

-

Adjusted net cash provided by operating activity

301

1,322

(77.2)%

2,190

1,626

1,234

34.7%

31.8%

Offsetting of prepayments under long term supply contracts1

25

22

13.6%

89

-

-

-

-

Receipt of prepayments under long term supply contracts

-

(1,027)

-

(1,027)

(497)

(470)

>100%

5.7%

Adjusted net cash provided by operating activity

326

317

2.8%

1, 252

1,129

764

10.9%

47.8%

1Settlement of prepayments received in prior periods under long-term supply contracts started in 2015.

In the fourth quarter of 2015 operating cash flow was RUB 326 billion compared to RUB 317 billion in the third quarter of 2015. In 2015, 2014 and 2013 adjusted operating cash flow was RUB 1,252 billion, RUB 1,129 billion and RUB 764 billion, respectively.

Net cash used in investing activities

Net cash used in investing activities was RUB 339 billion in the fourth quarter of 2015 compared to RUB 374 billion used in investing activities in the third quarter of 2015. The decrease in cash used in investing activities was mainly due to decreased acquisition of short-term financial assets compared to the third quarter of 2015 compensated by the increase in capital expenditures, acquisitions of new assets and other long-term financial assets.

In 2015, 2014 and 2013 net cash used in investing activities was RUB 813 billion, RUB 979 billion and RUB 2,220 billion, respectively.

Net cash used in financing activities

Net cash used in financing activities was RUB 95 billion in the fourth quarter of 2015 compared to RUB 518 billion in the third quarter of 2015. The decrease in cash used in financing activities in the fourth quarter of 2015 was mainly due to significant scheduled settlement of liabilities in the third quarter of 2015.

In 2015 and 2014 net cash used in financing activities was RUB 1,091 billion, RUB 774 billion, respectively. In 2013 cash provided by financial activity was RUB 965 billion.

Capital Expenditures

The table below sets forth Rosneft's capital expenditures by operating segments and license acquisition costs:

For 3 months ended

% changebetween

4th and 3d quarters

For 12 months

ended December 31,

% change for 12 months

ended December 31,

 

December 31, 2015

September 30, 2015

2015

2014

2013

2015 -

2014

2014 -

2013

 

RUB billion, except %

 

Yuganskneftegaz

 40

24

66.7%

 111

87

100

27.6%

(13.0)%

Vankorneft

 7

8

(12.5)%

 32

39

62

(17.9)%

(37.1)%

Orenburgneft

 9

4

125.0%

 29

26

23

11.5%

13.0%

Samotlorneftegaz

 9

8

12.5%

 32

25

16

28.0%

56.3%

Projects on Sakhalin

 11

10

10.0%

 37

23

12

60.9%

91.7%

Uvatneftegaz

 8

7

14.3%

 27

21

21

28.6%

-

Verkhnechonskneftegaz

 4

4

 16

17

16

(5.9)%

6.3%

Purneftegaz

 4

5

(20.0)%

 16

16

18

(11.1)%

Rospan International

 9

5

80.0%

 23

15

7

53.3%

>100%

Samaraneftegaz

 6

7

(14.3)%

 22

15

11

46.7%

36.4%

Varyoganneftegaz

 3

3

 13

12

9

8.3%

33.3%

VSNGK

 8

3

>100%

 17

9

3

88.9%

>100%

Tomskneft VNK

1

2

(50.0)%

 6

7

7

(14.3)%

-

Nyaganneftegaz

 2

2

 9

7

6

28.6%

16.7%

Severnaya Neft

 4

2

100.0%

 11

7

5

57.1%

40.0%

Suzun

 7

3

>100%

 15

3

1

>100%

>100%

Taas-Uryakh Neftegazdobycha

 3

5

(40.0)%

 13

5

4

>100%

25.0%

Sibneftegaz

 2

1

100.0%

 5

3

-

66.7%

>100%

Other

 10

8

25.0%

 33

23

16

43.5%

43.8%

Government grants

(7)

(1)

>100%

(11)

(10)

(7)

10.0%

42.9%

Total upstream segment

 140

110

27.3%

 456

350

330

30.3%

6.1%

Tuapse refinery

2

2

-

19

57

69

(66.7)%

(17.4)%

Kuibyshev refinery

5

6

(16.7)%

16

16

17

-

(5.9)%

Novokuibyshevsk refinery

4

2

100.0%

11

15

21

(26.7)%

(28.6)%

Syzran refinery

5

1

>100%

12

13

14

(7.7)%

(7.1)%

Angarsk refinery

4

2

100.0%

10

12

13

(16.7)%

(7.7)%

Achinsk refinery

2

2

10

12

16

(16.7)%

(25.0)%

Ryazan refinery

1

2

(50.0)%

6

8

9

(25.0)%

(11.1)%

Komsomolsk refinery

1

2

(50.0)%

6

8

12

(25.0)%

(33.3)%

Saratov refinery

1

-

>100%

1

2

3

(50.0)%

(33.3)%

Other refineries

7

3

>100%

17

22

21

(22.7)%

4.8%

Marketing Business Units and others

7

4

75.0%

16

7

15

>100%

(53.3)%

Total downstream segment

39

26

50.0%

124

172

210

(27.9)%

(18.1)%

Other activities

7

4

75.0%

15

11

20

36.4%

(45.0)%

Total capital expenditures

186

140

32.9%

595

533

560

11.6%

(4.8)%

Acquisition of licenses

7

1

>100%

14

28

12

(50.0)%

>100%

Return of auction advances

(1)

(13)

In the fourth quarter of 2015 total capital expenditures amounted to RUB 186 billion which is 32.9% higher than in the third quarter of 2015. The growth of capital expenditures in 2015 compared with 2014 was caused by extension of drilling program and increased investments in the development of Company's Greenfields.

In 2014 total capital expenditures (including construction material purchases) were RUB 533 billion in comparison with RUB 560 billion in 2013.

In the fourth quarter of 2015 upstream capital expenditures amounted to RUB 140 billion. In 2015 upstream capital expenditures amounted to RUB 456 billion.

 

An increase in capital expenditures of 30.3% compared to 2014 was due to increased volume of production drilling (+36% − drilling and +15% − commissioning of new wells) and reconstruction using side-tracking (increase in number of operations for over 44%). In 2014 upstream capital expenditures amounted to RUB 350 billion compared with RUB 330 billion in the 2013.

In the fourth quarter of 2015 downstream capital expenditures increased and amounted to RUB 39 billion. In 2015 downstream capital expenditures amounted to RUB 124 billion.

In the fourth quarter of 2015 capital expenditures of refineries increased by 45.5% to RUB 32 billion compared with RUB 22 billion in the third quarter of 2015. In 2015 capital expenditures of refineries amounted to RUB 108 billion. Capital expenditures funding of Downstream referred mainly to the implementation of modernization program and refinery capacities development for the purpose of transition to production of Euro-5 gasoline for the Russian market and conversion rates; to the projects aimed at maintaining the existing capacities and import substitution (oil and catalysts), and also design and survey works at VNHK project.

Downstream capital expenditures in 2014 were equal to RUB 172 billion, including capital expenditures of refineries in the amount of RUB 165 billion, in comparison with RUB 210 billion, including capital expenditures of refineries in the amount of RUB 195 billion, in 2013.

Capital expenditures of other activities related to scheduled purchases of transport and other equipment were RUB 15 billion, RUB 11 billion and RUB 20 billion in 2015, 2014 and 2013 respectively.

The license acquisition costs in the fourth quarter of 2015 amounted to RUB 7 billion and referred to the advance payments for participation in the auction aimed at acquiring new licenses for research, exploration and production at blocks of East and West Siberia: Lebyagy, Yuzhno-Tarkosalinsky, Western Bagansky and Taytymsky blocks.

The license acquisition costs in Samara region in the third quarter of 2015 amounted to RUB 1 billion. In July the Company refunded advance in the amount of RUB 1.2 billion paid in second quarter for the participation in the auction aimed at acquiring new licenses for research, exploration and production at Heyginsky and Anomalny fields.

In the second quarter of 2015 the Company refunded advance in the amount of RUB 4.5 billion paid in the first quarter of 2015 for the participation in the auction aimed at acquiring new licenses for research, exploration and production at Ai-Yaunsky blocks located in West-Siberian region.1

The license acquisition costs in 2014 in the amount of RUB 28 billion refer to acquisition of licenses for research, exploration and production at blocks located in the Khanty-Mansi Autonomous Area, Yamal-Nenets Autonomous Area, Krasnoyarsk region and Samara region and in the Okhotsk Sea.

1 Starting from 2015 all cash receipts from the repayment of advances issued for the participation in the auctions which were called off or were won by other participants are recorded in line "Acquisition of licenses and auction advances" of Consolidated Statement of cash flows.

 

Debt Obligations

Rosneft net debt amounts to RUB 1,694 billion as of December 31, 2015 compared to RUB 1,622 billion as of September 30, 2015.

Rosneft's total loans and borrowings and other financial liabilities was RUB 3,323 billion as of December 31, 2015 compared to RUB 3,148 billion as of September 30, 2015. The increase was mainly attributable to the effect of foreign currency debt revaluation.

Portion of Rosneft's long-term loans is secured by oil export contracts. If the Company fails to make timely debt repayments, the terms of such contracts normally provide the lender with an express right of claim for contractual revenue in the amount of failing loan repayments.

As of December 31, 2015, September 30, 2015, and December 31, 2014: 34.8%, 33.8% and 28.3% respectively, of Rosneft's borrowings were secured by crude oil export contracts (excluding exports to the CIS).

As of December 31, 2015, September 30, 2015, and December 31, 2014 pledged oil exports constituted 4.8%, 4.8% and 4.3% respectively, of the total crude oil export sales for the analysed period (excluding exports to the CIS).

The net debt саlculation is disclosed in the following table:

As of the date

December 31,

2015

September 30,

2015

December 31,

2014

RUB billion

Short-term loans and borrowings and other financial liabilities

1,040

980

1,216

Long-term loans and borrowings and other financial liabilities

2,283

2,168

2,190

Total debt

3,323

3,148

3,406

Cash and cash equivalents

559

657

216

Short-term financial assets and part of long-term deposits

1,070

869

723

Net debt

1,694

1,622

2,467

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Key consolidated financial highlights (in RUB terms)

Rosneft monitors and evaluates its activities on an ongoing basis. Key financial ratios for the periods indicated are set forth below:

For 3 months

ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

EBITDA margin

23.2%

22.9%

24.2%

19.2%

20.2%

Net income attributable to Rosneft shareholders margin

4.4%

8.6%

6.9%

6.3%

11.7%

Net debt to annualised EBITDA

1.36

1.40

1.36

2.33

1.81

Current ratio

1.32

1.42

1.32

1.05

1.05

RUB / bbl

EBITDA/bbl

786

841

885

745

722

Upstream capital expenditures/bbl

396

312

324

247

252

Upstream operating expenses/bbl

207

192

197

179

154

Free cash flow before interest/bbl

396

501

467

420

155

RUB / boe

EBITDA/boe

626

684

714

614

641

Upstream capital expenditures/boe

315

254

261

203

223

Upstream operating expenses/boe

165

156

159

147

137

Free cash flow before interest/boe

315

408

377

346

138

The Company considers EBITDA/bbl, upstream operating expenses/bbl, upstream operating expenses/boe and the related indicators as important measures of its operating performance. In addition, these measures are frequently used by financial analysts, investors and other interested parties in the evaluation of oil and gas companies. These measures have limitations as analytical tools and should not be considered in isolation, or as a substitute for analysis of the Company's operating results as reported under IFRS.

All the 'per unit of production' indicators are calculated by dividing the total amount in RUB by the total production volume in bbl or boe (in mln bbl or mln boe) and are not adjusted for the effect of changes in inventories.

The following tables set forth relevant numbers relating to these measures for and as of the periods indicated:

Upstream Measures1

For 3 months

ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

20142

20132

Crude oil and NGL production (mln bbl)

353.9

353.0

1,406.4

1,419.6

1,312.1

Crude oil, NGL and gas production (mln boe)

443.8

433.9

1,744.9

1,721.7

1,478.1

1 Excluding share in production of associates.

2 All production volumes of new assets are included from the acquisition date.

 

Calculation of Free Cash Flow

For 3 months

ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

RUB billion

Net cash provided by operating activities

303

1,323

2,195

1,626

1,216

Capital expenditures

(186)

(140)

(595)

(533)

(560)

Trading securities operations*

(2)

(1)

(5)

18

Receipt of prepayments under long term supply contracts

(1,027)

(1,027)

(497)

(470)

Offsetting of prepayments under long term supply contracts

25

22

89

Free cash flow

140

177

657

596

204

*In accordance with IFRS Consolidated statement of cash flows "Acquisition and proceeds from trading security".

 

Calculation of EBITDA

For 3 months

ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

RUB billion

Revenues and equity share in profits/(losses) of associates and joint ventures

1,196

1,296

5,150

5,503

4,694

Expenses

(1,031)

(1,143)

(4,442)

(4,910)

(4,139)

Depreciation, depletion and amortization

85

121

450

464

392

Effect of prepayments offsetting

28

23

87

EBITDA

278

297

1,245

1,057

947

One-off effects1

1

23

EBITDA adjusted

278

297

1,245

1,058

970

1 In 2014 one off effect from the recognition of commission expenses under long term oil contracts. In 2013 one-off effect relates to commissions under loan term crude oil supply agreements and consulting services incurred during integration process in the amount of RUB 7 billion and the effect of inventory evaluation of RUB 14 billion under TNK-BP purchase price allocation.

Calculation of EBITDA Margin

For 3 months

ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

RUB billion (except %)

EBITDA

278

297

1,245

1,057

947

Revenues and equity share in profits/(losses) of associates and joint ventures

1,196

1,296

5,150

5,503

4,694

EBITDA margin

23.2%

22.9%

24.2%

19.2%

20.2%

Calculation of Net Income Margin attributable to Rosneft

For 3 months

ended

For 12 months

ended December 31,

December 31, 2015

September 30, 2015

2015

2014

2013

RUB billion (except %)

Net income

attributable to Rosneft shareholders

53

112

355

348

549

Revenues and equity share in profits/(losses) of associates and joint ventures

1,196

1,296

5,150

5,503

4,694

Net income margin

4.4%

8.6%

6.9%

6.3%

11.7%

Current ratio

As of the date

December 31, 2015

September 30, 2015

December 31, 2014

RUB billion (except coefficients)

Current assets

2,404

2,526

2,131

Current liabilities

1,817

1,775

2,031

Current ratio

1.32

1.42

1.05

 

 

 

 

 

 

 

 

 

 

Calculation of Capital Employed and Related Indicators

 

For 12 months ended December 31,

2015

2014

2013

(RUB billion)

Short‑term loans, other liabilities and current portion of long‑term debt

1,040

1,216

701

Long‑term debt

2,283

2,190

1,684

Cash and cash equivalents

(559)

(216)

(275)

Short-term financial assets and part of long -term deposits

(1,070)

(723)

(232)

Net debt1

1,694

2,467

1,878

Shareholders' equity

2,886

2,872

3,130

Minority interest in subsidiaries' earnings

43

9

39

Equity

2,929

2,881

3,169

Capital employed

4,623

5,348

5,047

Average equity, including minority interest2

2,905

3,025

2,746

Average capital employed3

5,143

4,959

3,986

1 The net debt estimation is set presented in "Debt obligations" section.

2 Average equity including minority interest is calculated as a simple average of the equity including minority interest at the start and end of the given period.

3 Average capital employed is calculated as a simple average of the capital employed at the start and the end of the given period on a monthly basis.

Calculation of Return on Average Capital Employed (ROACE)

For 12 months ended December 31

2015

2014

2013

(RUB billion, except %)

Revenue and equity share in profits/(losses) of associates and joint ventures

5,150

5,503

4,694

Total costs and expenses

(4,442)

(4,910)

(4,139)

Effect of prepayments offsetting

87

Income tax expense

(104)

(96)*

(81)

Return used for calculation of ROACE

691

497

474

Average capital employed

5,143

4,959

3,986

ROACE

13.4%

10.0%

11.9%

*Excluding one-off effect from withholding tax in the amount of RUB 32 billion in 2014.

Calculation of Return on Average Equity (ROAE)

For 12 months ended December 31

2015

2014

2013

(RUB billion, except %)

Net income

355

348

549

Average equity, including minority interest

2,905

3,025

2,746

ROAE

12.2%

11.5%

20.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Consolidated financial highlights (in USD terms)1

 

Consolidated statement of profit or loss

For 3 months ended

For 12 months ended

December 31,

2015

September 30,

2015

December 31,

2015

December 31,

2014

USD billion

Total revenues and equity share in profits/(losses) of associates and joint ventures

18.6

21.1

86.9

146.7

Costs and expenses

Production and operating expenses

2.8

2.1

9.4

12.3

Cost of purchased oil, gas and petroleum products and

refining costs

1.9

2.3

8.8

13.1

General and administrative expenses

0.6

0.5

2.1

2.9

Pipeline tariffs and transportation costs

2.0

2.2

8.9

12.3

Exploration expenses

-

0.1

0.2

0.5

Depreciation, depletion and amortization

1.3

1.9

7.5

12.2

Taxes other than income tax

4.2

5.1

21.4

31.8

Export customs duty

2.8

4.1

15.3

44.8

Total cost and expenses

15.6

18.3

73.6

129.9

Operating income

3.0

2.8

13.3

16.8

Finance income

0.2

0.2

0.9

0.7

Finance expenses

(1.1)

(0.9)

(4.4)

(5.3)

Other income

0.5

-

1.2

1.8

Other expenses

(0.5)

(0.2)

(1.2)

(1.5)

Foreign exchange differences

(0.4)

0.9

0.1

(0.1)

Accounting hedge

(0.5)

(0.5)

(2.0)

-

Income before income tax

1.2

2.3

7.9

12.4

Income tax

(0.4)

(0.5)

(1.8)

(3.1)

Net income

0.8

1.8

6.1

9.3

Net income attributable to Rosneft

0.8

1.8

6.1

9.3

1Calculated using average monthly Bank of Russia exchange rates for the reporting period (Appendix)

Key consolidated financial highlights (in USD terms)

Key financial ratios in USD equivalent for the periods indicated are set forth below:

For 3 months ended

For 12 months ended

December 31,

2015

September 30,

2015

December 31,

2015

December 31,

2014

EBITDA margin

23.1%

22.3%

23.9%

19.8%

Net income margin

4.3%

8.5%

7.0%

6.3%

Net debt to annualised EBITDA

1.12

1.18

1.12

1.51

Current ratio

1.33

1.42

1.33

1.05

USD/bbl*

EBITDA/bbl

12.2

13.3

14.8

20.4

Upstream capital expenditures/bbl

6.0

5.0

5.3

6.5

Upstream operating expenses/bbl

3.1

3.0

3.2

4.7

Free cash flow /bbl

7.3

8.2

8.7

11.1

USD/boe*

EBITDA/boe

9.7

10.8

11.9

16.8

Upstream capital expenditures/boe

4.8

4.0

4.3

5.3

Upstream operating expenses/boe

2.5

2.5

2.6

3.9

Free cash flow /boe

5.8

6.7

7.0

9.1

*Calculated from unrounded data

 

Calculation of Free Cash Flow

For 3 months ended

For 12 months ended

December 31,

2015

September 30,

2015

December 31,

2015

December 31,

2014

USD billion

Net cash provided by operating activities

4.5

20.3

34.9

44.4

Capital expenditures

(2.8)

(2.2)

(9.7)

(13.9)

Trading securities operations*

(0.1)

(0.1)

0.1

Receipt of prepayments under long term supply contracts

(15.7)

(15.7)

(14.8)

Offsetting of prepayments under long term supply contracts

0.8

0.7

2.8

Adjusted free cash flow

2.5

3.0

12.2

15.8

*In accordance with IFRS Consolidated statement of cash flows "Acquisition and proceeds from trading security".

Calculation of EBITDA Margin

For 3 months ended

For 12 months ended

December 31,

2015

September 30,

2015

December 31,

2015

December 31,

2014

USD billion (except %)

Revenue and equity share in profits/(losses) of associates and joint ventures*

18.6

21.1

86.9

146.7

Operating income

(15.6)

(18.3)

(73.6)

(129.9)

Depreciation, depletion and amortization

1.3

1.9

7.5

12.2

EBITDA

4.3

4.7

20.8

29.0

Revenue and equity share in profits/(losses) of associates and joint ventures

18.6

21.1

86.9

146.7

EBITDA margin

23.1%

22.3%

23.9%

19.8%

*Including effect from offsetting of prepayments under long-term contracts in the amount of 2.9 billion USD in 2015.

Calculation of Net Income Margin

For 3 months ended

For 12 months ended

December 31,

2015

September 30,

2015

December 31,

2015

December 31,

2014

USD billion (except %)

Net income

0.8

1.8

6.1

9.3

Revenues and equity share in profits/(losses) of associates and joint ventures*

18.6

21.1

86.9

146.7

Net income margin

4.3%

8.5%

7.0%

6.3%

*Including effect from offsetting of prepayments under long-term contracts in the amount of 2.9 billion USD in 2015.

Current ratio

As of the date

December 31,

2015

September 30,

2015

December 31,

20154

USD billion (except %)

Current assets

33.0

38.1

37.9

Current liabilities

24.9

26.8

36.1

Current ratio

1.33

1.42

1.05

 

 

 

 

 

Appendix: Average monthly RUB/USD exchange rates, calculated using the Bank of Russia data

2015

RUB/USD

2014

RUB/USD

January

61.88

January

33.46

February

64.68

February

35.23

March

60.26

March

36.21

April

52.93

April

35.66

May

50.59

May

34.93

June

54.51

June

34.41

July

57.08

July

34.64

August

65.20

August

36.11

September

66.77

September

37.88

Octobert

63.09

October

40.77

November

65.03

November

45.91

December

69.68

December

55.54

 

Corporate governance

4.1. Key principles of the Corporate Governance System in 2015

Rosneft is a public joint stock company with securities traded on Russian and overseas stock markets. Public trading binds the Company to meet the highest corporate governance standards.

Rosneft corporate governance is a system of relations between the executive bodies, the Board of Directors, its share- and stakeholders that aims to:

- exercise of shareholders and investors rights;

- increase of Company's investment potential;

- create viable mechanisms of risk assessment capable of influencing the Company value;

- ensure efficient use and safety of the funds contributed by the shareholders (investors).

The current corporate governance model of Rosneft provides separate functions of strategic leadership, control and operating management of the Company.

The General Shareholders Meeting is the supreme governing body of the Company responsible for the following key issues:

- approval of the Charter and regulations on the management and control bodies, introduction of changes and amendments;

- election of the Board of Directors, the Audit Commission and the Auditor;

- approval of the annual reports and the annual accounting (financial) statements;

- distribution of profit and loss based on the results of the fiscal year, payment (declaration) of dividends;

- increase or reduction of the charter capital;

- reorganization or liquidation of the Company;

- split or consolidation of the shares.

Board of Directors acts on behalf and in the interests of all the shareholders and the Company, is accountable to the General Meeting of Shareholders, and is responsible for strategic management and control of performance of the executive bodies of the Company. The Board of Directors is competent for the following:

- to determine the priority directions of the Company's activity, and to approve the long-term development program;

- to implement the strategic business projects and to execute transactions;

- to elect the executive bodies of the Company, to determine their key performance indicators and to estimate their activities;

- to determine the Company's policy on internal control, risk management and audit; in remuneration to the management of the Company; in managing conflicts of interest; in innovations; in dividend, information, HR and social policies of the Company;

- to determine the Company's policy on strategic issues for the companies of Rosneft Group.

Committees within Board of Directors

Audit Committee is responsible for oversight of completeness, accuracy and reliability of the Company's accounts; of reliability and efficiency of the internal control and risk management system; of assurance of independence and objectiveness of the internal and external audit functions.

HR and Remuneration Committee, which functions include assessing effectiveness of the HR policy and remuneration system, setting criteria for candidate selection to the Company's Board of Directors and Management board; assessing performance of the Board of Directors, of the executive bodies and of top managers of the Company.

Strategic Planning Committee assisting the Board of Directors in defining the Company's strategic goals and assessing its performance in the long term.

Executive bodies, being accountable to the General Meeting of Shareholders and to the Board of Directors, ensure implementation of resolutions taken by the General Meeting of Shareholders and by the Board of Directors of Rosneft; provide effective management of the Company's operations and determine the Company's position on significant issues of the Rosneft Group companies. The JSC Rosneft Oil Company's executive bodies system consists of the Management Board - a collective executive body and the President - a sole executive body of the Company which govern the Company's current activities and which are accountable to the General Meeting of Shareholders and to the Company's Board of Directors.

External Audit is a commercial organization which is a part of one of self-regulating audit organizations with a right to examine economic subjects of social importance and which meets purchase documentation requirements.

Audit Commission controls the financial and economic activities of the Company, identifies and assesses the risks arising as a result or in the course of its business and financial operations, including:

- audit of the Company operations based on the annual performance of the Company;

- audit of the Company operations at any time on the initiative of the Audit Commission, under a resolution of the General Meeting of Shareholders or of the Board of Directors, or upon request of the shareholder(s) holding at least 10 percent of the shares;

- assessment of reliability and accuracy of the data in annual reports and other financial documents of the Company

Internal Audit Service assists the Board of Directors in raising the Company's management efficiency, improving its financial and economic activities including systematic and gradual assessment of the internal control and risk management system and of the corporate governance system representing the rational assurance in the Company's goals and helps to provide:

- the reliability and integrity of the provided information concerning the Company's financial and economic activities including the Group companies.

- efficiency and productivity of the activities of the Company and the Group companies.

- research of internal resources to raise finantial and economic activities of the Company and of the Group companies.

- the safety of the property of the Company and of the Group companies.

Corporate Secretary provides efficient execution of the Corporate Policy and organization of efficient communications between the Company and its shareholders, the governing and control bodies, in particular to:

- implement the procedures to protect the shareholders' rights;

- ensure efficient work of the Board of Directors and its committees;

- arrange for information disclosure and protection of insider information;

- provide for interactions with the securities' regulator, registrar and professional traders;

- improve the corporate governance system.

The Charter of Rosneft and the internal documents of the Company provide guidelines for all the members of the corporate management system.

One of the key documents to regulate the corporate governance of the Company is the Corporate Governance Code of Rosneft approved by the Board of Directors on June 11, 2015 (hereinafter the Code)[3].

According to the Code, the corporate governance system of Rosneft provides for:

- observance and protection of its shareholders rights, in particular:

§ the right to participate in the management of Rosneft through voting at the General Meeting of Shareholders;

§ the right to participate in establishing the Board of Directors under the terms stipulated by legislation of the Russian Federation;

§ the right to receive a part of the Company's profit as dividends;

§ the right to obtain any necessary information about the Company on a timely and regular basis;

§ the right to free and unencumbered disposal of the shares, reliable methods of record-keeping with respect to entitlements to the shares.

- equal conditions for all the shareholders;

- strategic management of the Company by the efficient and professional Board of Directors, control of the executive bodies by the Board of Directors, and accountability of the Board of Directors and executive bodies to the shareholders;

- recognition and protection of the stakeholders' rights, active cooperation with stakeholders, compliance with social responsibility standards;

- development of efficient internal audit and risk management system;

- timely and accurate disclosure of any information on all the key aspects of the Company activity.

The Code states and describes the principles which form the base of the corporate governance system of Rosneft and which meet the world's best practices.

The Corporate Governance Code stipulates the recommendations of the international and Russian corporate governance authorities that are strictly observed by the Company.

1. The Code includes the following rules in relation to observance and protection of the shareholders rights:

- information and materials for the General Meeting shall be available in the Russian and English languages at least 30 days prior to the date of the meeting;

- the materials for the General Meeting shall contain information on the person who proposed a particular item to be included to the agenda of the General Meeting or has nominated any candidates to be elected to the management bodies;

- directions on how to get to the venue of the General Meeting of Shareholders and a sample form of a proxy for the shareholders' representatives shall be posted at the official website of the Company;

- the Board of Directors of the Company shall approve the dividend policy containing transparent rules for the calculation and payment of dividends.

2. The Code includes the following newly accepted norms targeted at having the professional and effective Board of Directors:

- the Board of Directors shall have the self-assessment executed each year and the standard assessment to be made by an independent expert at least once in three years;

- the Board of Directors shall decide on its additional competences to be acquired; this issue shall be discussed at in-person meetings of the Board (except for ordinary meetings provided for in the Charter of Rosneft);

3. In information disclosure the Code stipulates the Company obligations to disclose not only the information provided for in the current legislation, but the information recommended for disclosure by the best corporate governance standards (including the Corporate Governance Code of the Bank of Russia).

Compliance to the highest corporate governance standards and maximum information transparency are the key factors to increase investment attractiveness and economic efficiency of Rosneft that gives a boost to the investors' and counterparties' confidence, reduces the risk of inefficient use of resources by the Company, increases the Company value and adds to prosperity of its shareholders.

The Company may ascertain the compliance of its corporate governance system with the listing rules of the Moscow and London stock exchanges, with the main corporate governance principles recognized by the global economic community (e.g., corporate governance principles of the Organization for Economic Co-operation and Development, European Shareholders, corporate practice norms of the European Bank for Reconstruction and Development), as well as to the key recommendations of the Bank of Russia.

The corporate governance is a complex multi-level system of relations, constantly developing under the influence of both internal factors and the external environment. As for the internal factors, the Company to apply high corporate governance standards is targeted at increase of investment attractiveness and trust of partners. The external factors, such as changes in macroeconomics, give the challenges, the solution of which affects further development of the Company.

In this regard, the Company should constantly monitor external and internal changes, and trends analysis in the global and national processes that may affect the corporate governance standards.

The key trends of the Russian corporate governance are stated in the Corporate Governance Code approved by the Board of Directors of the Bank of Russia on March 21, 2014 and recommended for application by the Russian joint-stock companies with securities admitted to trading.

On February 27, 2015, the Board of Directors approved the action plan (Roadmap) for implementation of the recommendations of the Corporate Governance Code of the Bank of Russia that were left uncovered, though they were among the key tasks of the Company in 2015.

In 2015, in addition to the revised Corporate Governance Code, the Board of Directors approved and revised a number of internal documents within the framework of the Roadmap implementation, including:

1. On June 11, 2015, the Board of Directors approved a new edition of the Regulations on the Corporate Secretary of Rosneft that defines the functions, powers, rights and duties of the Corporate Secretary, performance appraisal and remuneration for the Corporate Secretary, as well as requirements for disclosure of information on the Corporate Secretary, that comply with recommendations of the Corporate Governance Code.

2. On May 22, 2015, the Board of Directors approved amendments to the Regulations on HR and Remuneration Committee[4] of the Board of Directors of Rosneft that are targeted at implementing the recommendations of the Corporate Governance Code by the Bank of Russia.

The new edition of the Regulations stipulates the following key functions of the HR and Remuneration Committee:

- to define a methodology for self-assessment and develop proposals to select an independent consultant to assess the work of the Board of Directors of the Company;

- to hold an annual detailed assessment (self-assessment/external assessment) of the performance of the Board of Directors, its committees, and the members of the Board of Directors;

- to consider the assessment results and proposals of the Board of Directors regarding improvement of activities and procedures of the Board of Directors, to determine priority areas to improve the Board of Directors;

- to consider conformity of candidates to the members of the Board of Directors, to analyze compliance of the independent Directors (taking into account the information they provided) to independence criteria, to prepare and submit to the Board of Directors the conclusion on the independence of candidates (members of the Board of Directors), including information about the circumstances in which a member of the Board of Directors ceases to be independent;

- to consider whether it's rational to implement long-term incentive plans taking into account the business model of the Company, its planning horizons, objectiveness of long-term indicators, the expected motivational effectiveness and cost of implementing such a program (the Committee will discuss this issue in 2016).

3. In 2015, the Board of Directors approved the following internal documents:

- Policy on Internal Audit that stipulates among others that the internal audit division shall be subordinate to the Board of Directors;

- Policy on the Internal Control and Risk Management setting out goals, objectives and key principles of the Company's risk management and internal control systems as well as alignment of its agents responsibilities;

- Regulations on Remuneration to the members of the Board of Directors, stipulating in accordance to the Corporate Governance Code of the Bank of Russia that members of the Board of Directors shall be entitled to seek professional advice at the expense of the Company on issues related to the competence of the Board;

- Regulations on Remuneration and Compensations to the Audit Commission members, prepared in conformity with the Methodical recommendations by Rosimushchestvo (Russian Agency for State Property Management);

- Regulations on the induction of the members of the Board of Directors, stipulating the procedures to inform the members of the Board of Directors on the performance of the Company with the purpose of a quick, complete and effective immersion in the specifics of the Company;

- Regulation on Remuneration and Compensations to top managers, stipulating dependence of remuneration of the Company top managers on their achieving the key performance indicators developed in accordance with the long-term strategy of the Company and approved by Board of Directors.

The Board of Directors' activity assessment is carried out in order to estimate the efficiency of the Board and its committees performance and whether they meet the Company's development requirements and to determine the Board of Directors' activities demanding extra attention.

According to the plans for 2015 stated in the Roadmap, the Board of Directors held the self-assessment in May 2015 (for 2014-2015 membership) based on the questionnaire approved by the HR and Remuneration committee.

Members of the Board of Directors assessed:

- members and structure of the Board of Directors;

- key processes and functions of the Board of Directors;

- working procedures of the Board of Directors.

The results of the self-assessment were presented to the HR and Remuneration Committee and to the Board of Directors in June 2015. The following measures were taken with regard to the self-assessment results:

- in accordance with the stated Regulations on the induction of the members of the Board of Directors the newly elected members are familiarized with:

§ the Charter and the key internal documents of Rosneft regulating the Company operation and control;

§ strategic documents and plans of the Company financial and economic performance;

§ the organizational structure of the Company.

- working meetings were held with the assistants and experts authorized by the Board members to cooperate with the Company to provide help to the Board members in their activity; the following issues were discussed:

§ cooperation in preparation and holding the Board of Directors meetings;

§ documentation procedure of the Company;

§ procedure of working with confidential information;

§ preparation of the Company reports and information on the Board of Directors members to be included in such reports;

§ practice of corporate governance of the Company.

- The Company started to work with the certified information system Portal SD that helps the Corporate Secretary to place the materials for meetings in a secured information space and the Board members to see these materials, even with remote access;

- The work plans of the Board of Directors and its committees for the next corporate year include the following issues to be discussed and considered thoroughly: control of the executive bodies' performance, organization of the risk management and internal control system, assessment of risk management effectiveness, results of audits conducted by the internal audit service, assessing the level of corporate governance in the Company;

- The Board of Directors discussed the following key issues at their in-person meetings: financial and economic performance plans, the Company strategy, the long-term development program);

- If during a meeting any Board member has any questions, the Board gives a prompt response providing all the necessary additional information and the supporting documents;

- Regular business meetings were organized to discuss the Audit Committee competence as well as preliminary meetings on the items to be considered at the Board meetings.

In 2015, based on the self-assessment procedure for the corporate governance quality in the companies with state participation approved by the Order No. 306 of Rosimushchestvo (Russian Agency for State Property Management) dated August 22, 2014, and methodical recommendations for internal audit in joint-stock companies with state participation approved by the Order No. 249 of Rosimushchestvo dated July 4, 2014, the Company held an internal audit of the corporate governance system. According to the results, Rosneft complies with 88 percent of the recommendations stipulated in the Corporate Governance Code approved by the Bank of Russia that is significantly higher than the minimum (65 percent) recommended by Rosimushchestvo.

In 2016, the Roadmap will be furtherly implemented, including changes to the Charter and the regulations on the management bodies of Rosneft in order to formally fix the principles that are already implemented by the Company.

 

4.2. Local (internal) regulatory documents of the Company

The current system of local (internal) regulatory documents of Rosneft is an effective tool for corporate governance that formalizes the requirements to the existing processes, controls their implementation, and sets uniform standards and requirements for all the Group companies.

The Company developed and implemented standards in investment governance and efficient management of major projects, business planning, operational efficiency and cost cutting, pricing, internal audit and control, corporate governance, quality management, innovative development, etc.

The local regulatory documents are hierarchically structured and divided into four levels depending on the level of detail of activities and processes by activities. The current local regulatory document management system ensures timely and quality elaboration of documents, its organization and systematization, informing the Company employees on requirements of the local regulatory documents, and execution of the requirements.

The Company's local regulatory documents comply with legislation of the Russian Federation, international law, technical regulations and national standards, industry standards and requirements, and the regulator's recommendations.

The information on standard internal documents that form the basis of the Report is available in the Appendix to the Annual Report.

All the internal documents of the Company identifying the corporate governance system and its principles are available at the official website of Rosneft at www.rosneft.ru / www.rosneft.com.

 

4.3. Rosneft Board of Directors (BoD)

Rosneft Board of Directors acting with due professionalism and efficiency is a key element of the Corporate Governance System.

Rosneft Board of Directors reports to the General Shareholders' Meeting. It is responsible for observance and protection of rights and legitimate interests of the Company shareholders, acts under the Rosneft Charter and Regulations on the Board of Directors, approved by the Annual General Shareholders Meeting as of June 27, 2014[5] and carries out the strategic management of the Company business, including:

- approval of development strategy, determining priority development areas of the Company and the key strategic vectors of its activity in a long-term perspective, including key performance indicators and major business goals;

- approval of the Company business plans;

- oversight of performance of the approved strategy and development plans;

- formation of the Company executive bodies and oversight of their activities in terms of their conformance to the approved strategy and business plans of the Company;

- determination of the Company policy on compensations to members of the Board of Directors, executive bodies and other key managers of the Company;

- determination of the principles and approaches to risk management and internal control processes within the Company, setting directions for its internal audit;

- determination of the Company policy on sustainable development, investments, corporate management, information disclosure, prevention of corruption, etc.;

- approval of implementation and performance of material business projects and transactions;

- oversight of the Rosneft Group companies activities with regard to conducting corporate events and making transactions up to the amount exceeding the limit stated by the Company Charter.

The Company Board of Directors performs the above functions by making decisions within the competence determined by the Rosneft Charter.

Provisions of the Rosneft Charter and Regulations on the Board of Directors ensure transparency of the BoD members election, allowing the shareholders to get sufficient information to assess their personalities and professionalism.

Rosneft annual campaign provides for supplying the shareholders with all the relevant information on candidates nominated to the Board of Directors, as stated in the Corporate Governance Code of the Bank of Russia.

Assurance of the Board of Directors efficient performance, including interaction with the Company management and control bodies, lies with the Chairman of the Board of Directors elected at the first meeting upon the BoD membership approval. Powers of the BoD Chairman are stated in the Regulations on the Board of Directors.

The Board of Directors performs activities on a planned basis. The BoD meetings schedule, developed according to the resolution of the management bodies and proposals of members of the Board of Directors, the Management Board and the Audit Commission as well as the Chairman of the Management Board, the Auditor and the other Rosneft top managers, shall be approved by the Board of Directors every six months.

The Board of Directors meetings are held as often as required but at least every six weeks. The Company's Strategy performance and updating shall be discussed at the BoD meeting at least once a year.

The format of the meetings is determined subject to the importance and significance to the Company of items submitted for review. However the Company Charter determines the list of items to be reviewed in physical presence only. In addition to the above items determined by the Rosneft Charter, approved in June 2015, the Corporate Governance Code also contains the list of items recommended to be reviewed in physical presence of the Board of Directors.

The activities of the Board of Directors and its Committees are supported by the Corporate Secretary, performing functions of the BoD Secretary and the GSM Secretary according to clause 15.6 of the Rosneft Charter.

The procedure for preparing and holding the Board of Directors meetings, stated in Rosneft Regulations on the Board of Directors, ensures that its members are duly prepared for such meetings and get the required information to make sound and substantiated decisions.

High professionalism of the Board's directors and the mechanisms stipulated by the Charter and internal regulatory documents of the Company offset the risk of a conflict of interest when performing their duties.

The Board of Directors members assess each agenda item under review from the perspective of a potential conflict of interest between them and the Company (including related to participation of particular BoD members in management bodies of other companies), in which case the director concerned shall immediately notify the Board of Directors of both the fact of a conflict of interest per se (its potential occurrence), and the ground for it.

With regard to related-party transactions which create a conflict of interest for a Board director and with regard to other issues which create a conflict of interest between a Board director and the Company, such director shall not participate in voting thereon, and, if necessary, shall not be present during the discussion of the said agenda items.

As recommended by the Corporate Governance Code of the Bank of Russia, Rosneft shall disclose information concerning the Board of Directors activities, including details on the Board members, meetings held, and the work of the Board Committees in the form of press-releases, communications on material facts, and in annual reports of the Company.

The Board of Directors membership (as of December 31, 2015)

The makeup of the Rosneft Board of Directors is adequate to the size of the Company's operations and its business lines, and makes it possible to efficiently organise its activities, including formation of the Board Committees.

From January 01, 2015 through June 17, 2015 the powers of the Company Board of Directors were exercised by members elected by the Annual General Shareholders Meeting held on June 27, 2014.

On June 17, 2015 the Annual General Shareholders Meeting elected the new Board of Directors with the following members:

ANDREY BELOUSOV

Chairman of the Board of Directors (since 2015)

Born in 1959

Graduated from Lomonosov Moscow State University in 1981. Doctor of Economics, Honored Economist of the Russian Federation in 2007, Order of Honor (Russia) in 2009.

Member of the Rosneft Board of Directors since 2015

Director of Economics and Finance Department in the Russian Prime Minister's office from 2008 until 2012, Minister of Economic Development of the Russian Federation from 2012 until 2013, Assistant to the President of the Russian Federation from 2013 to date.

Has vast experience in economy and finance in terms of managing strategic enterprises of the Russian Federation.

Holds no shares of Rosneft.

IGOR SECHIN

Deputy Chairman of the Board of Directors

Born in 1960

Graduated from Leningrad State University in 1984. PhD in Economics. Chairman of the Board of Directors of Rosneft from 2004 until 2011

In November 2012, reelected to the Board of Directors of Rosneft, since June 2013 - Vice-Chairman of Board of Directors of Rosneft.

Deputy Head of the Executive Office of the President of the Russian Federation from 2000 until 2004, Deputy Head of the Executive Office of the President of the Russian Federation from 2000 until 2004, Deputy Prime Minister of the Russian Federation from 2008 until 2012.

Has unique experience and expertise in management and government regulation of energy enterprises.

Holds 13,489,350 shares in Rosneft (0.1273% of the share capital).

MATTHIAS WARNIG

Deputy Chairman of the Board of Directors, Chairman of the HR and Remuneration Committee, Member of the Audit Committee

Born in 1955

In 1981 graduated from the Bruno Leuschner Higher School of Economics (Berlin). Member of the Rosneft Board of Directors since 2011, Deputy Chairman of the Board of Directors since 2014

Managing Director of Nord-Stream AG since 2006; held executive positions in the Dresdner Bank Group from 1990 until 2006).

Has vast practical experience in delivering transnational investment projects, and banking experience.

Holds 92,633 shares in Rosneft (0.0009% of the share capital).

ANDREY AKIMOV

Member of the Board of Directors, Member of the HR and Remuneration Committee, Member of the Strategic Planning Committee

Born in 1953

Graduated from the Moscow Financial Institute in 1975.

Member of the Rosneft Board of Directors since 2014

Chairman of the Management Board of JSC Gazprombank since 2003, held executive positions in the Vneshtorgbank system from 1974 until 1987.

Has vast banking experience, specifically in working with large energy companies, as well as in raising investments and non-financial risks management, business ethics, corruption prevention and HR management.

Holds no shares of Rosneft.

OLEG VIYUGIN

Chairman of the Strategic Planning Committee, Member of the Audit Committee

Born in 1952

Graduated from Lomonosov Moscow State University in 1974. PhD in physics and mathematics.

Member of the Rosneft Board of Directors since 2015

Professor at the Finance Department of the State University Higher School of Economics from 2007, Chief Advisor for Russia and CIS to Morgan Stanley Bank LLC from 2013 until 2015 (under civil contract).

Wrote over 20 scientific works and publications on probability theories and macroeconomic model building.

Holds no shares of Rosneft.

ROBERT DUDLEY

Member of the Board of Directors Member of the Strategic Planning Committee

Born in 1955

Graduated from Illinois University in 1977 and Thunderbird School of Global Management in 1979.

Member of the Rosneft Board of Directors since 2013.

President of BP Group p.l.c. (since 2010), President of TNK-BP Management (2003-2008).

Has experience in managing Russian and international oil companies as well as professional skills in strategic planning.

Holds no shares of Rosneft.

GUILLERMO QUINTERO

Member of the Board of Directors Member of the HR and Remuneration Committee

Born in 1957

Graduated from the University of Southern California in 1979.

Member of the Rosneft Board of Directors since 2015.

SPUL (President) Middle East and Pakistan (BP p.l.c. group) from 2009 until 2010. Regional President Brazil, Uruguay, Venezuela and Colombia (BP Energy do Brasil and BP Brasil Ltda) from 2010 until 2015.

Has unique practical experience in exploration and field development under international projects.

Holds no shares of Rosneft.

ALEXANDER NOVAK

Member of the Board of Directors Member of the Strategic Planning Committee

Born in 1971

Graduated from Norilsk Industrial Institute in 1993 and from Lomonosov Moscow State University in 2009. Member of the Rosneft Board of Directors since 2015.

Deputy Minister of Finance of the Russian Federation from 2008 until 2012, Minister of Energy of the Russian Federation from 2012.

Experienced in achieving targets in fuel and power industry of the Russian Federation.

Holds no shares of Rosneft.

DONALD HUMPHREYS

Independent Director, Chairman of the Audit Committee

Born in 1948

Graduated from Oklahoma State University in 1971 and the Wharton School, University of Pennsylvania in 1976. Member of the Rosneft Board of Directors since 2013.

Managed financial operations of ExxonMobil Corporation from 2006 until 2013.

Has experience and expertise in financial management of international oil companies.

Holds 160,000 GDRs of Rosneft (0.0015% of the share capital).

Attendance by the Board of Directors members of the BoD and the BoD Committees meetings in 2015

BOARD OF DIRECTORS

Audit Committee

HR and Remuneration Committee

Strategic Planning Committee

Member of the Board of Directors

Executive Director

Independent Director

Attendance

PERSONS WHO WERE THE BOARD OF DIRECTORS MEMBERS THROUGHOUT 2015

Andrey Akimov

29/30

15/15

3/3

Matthias Warnig

25[6]/30

18/18

15/15

Robert Dudley

27[7]/30

6/6

Igor Sechin

241/30

Donald Humphreys

291/30

18/18

8/8

PERSONS WHO LEFT THE BOARD OF DIRECTORS ON JUNE 17, 2015

Andrey Bokarev

19/19

12/12

Nikolay Laverov

19/19

12/12

3/3

Alexander Nekipelov

19/19

8/8

3/3

Artur Chilingarov

19/19

3/3

PERSONS WHO JOINED THE BOARD OF DIRECTORS ON JUNE 17, 2015

Andrey Belousov

11/11

Oleg Viyugin

11/11

6/6

3/3

Guillermo Quintero

11/11

7/7

Alexander Novak

11/11

3/3

Note: the first figure shows the total number of meetings the director attended; the second one shows the total number of meetings the director could attend in 2015

The Board of Directors activities in 2015

In 2015 the Board of Directors held 30 meetings (5 - in presentia, 25 - in absentia) and made resolutions on the most significant matters of the Company business as follows:

- passed a number of resolutions following directives by the President and the Government of the Russian Federation on:

§ approving the action plan (road map) to implement provisions of the Corporate Governance Code in the Company activities, accepting local regulations (policies) to follow the approved road map;

§ reviewing the analyzed Company policies in terms of their conformance to the Methodical Recommendations of the Russian Government in performance of the Directive Pr-3013, and approving policies obligatory for implementation;

§ approving the analysis of Rosneft Non-Core Assets Disposal Program implementation as of the beginning of 2015;

§ approving strategies for and improving efficiency and transparency of Rosneft activities, operating costs reduction and import substitution;

§ reviewing the Company Sponsorship and Charity Report and further developing and implementing the respective internal regulations on sponsorship and charity;

- approved Disputes Settlement Agreement with Yukos Finance B.V., Yukos Capital sarl, Stichting Administratiekantoor Yukos International, Stichting Administratiekantoor Financial Performance Holdings, Consolidated Nile, LP, General Nile, LLC, Yukos International (UK) B.V., Luxtona Limited, Financial Performance Holdings B.V., Yukos Hydrocarbons Investments Limited, CN & GN (PTC) Ltd. and individuals controlling the above companies;

- reviewed the audit results of 2014 Rosneft Long-Term Development Program performance and recommendations of the independent auditor upon results of limited review of the report on 2014 Rosneft Long-Term Development Program performance;

- reviewed preliminary results of the Long-Term Development Program performance implementation;

- approved the Long-Term Development Program updated in line with the Company activities in 2014, the results of its performance audit in 2014 and recommendations of the independent auditor upon results of limited review of the report on its performance in 2014, previously approved strategies and labor productivity development efforts;

- approved the core principles for oil and petroleum products procurement by Rosneft from external suppliers;

- amended the Company 2015 Business Plan, reviewed the preliminary results of its performance and approved the Company 2016-2017 Business Plan;

- approved the results of KPI delivery by the Rosneft top managers and the general directors of key subsidiaries of the Group and the amounts of their 2014 annual performance-based remuneration, approved performance indicators for the Rosneft top managers and the general directors of key subsidiaries of the Group for 2015 annual bonus payment;

- agreed on performing self-assessment of the Board of Directors activities and reviewed the relevant results;

- made a number of decisions concerning the Rosneft Management Board membership[8];

- approved the report on 2014 Rosneft Innovative Development Program implementation;

- reviewed the reports on the Company internal audit activities;

- passed a number of corporate resolutions as follows:

§ on election of the Chairman and Deputy Chairmen of the Board of Directors;

§ on establishment of the Board of Directors Committees;

§ on approval of the Board of Directors meetings schedule;

§ on arrangement and preparation for holding the Annual General Shareholders Meeting on June 17, 2015;

§ on combining the positions in management bodies of the other companies by the Rosneft Management Board members;

- approved a number of the Company internal documents;

- endorsed the report on the Rosneft 2014-2018 Energy Saving Program implementation in 2014, including the results of the Rosneft Energy Performance Commission activities in 2014, approved the Rosneft 2016-2020 Energy Saving Program;

- endorsed a number of transactions at the St. Petersburg International Economic Forum and passed a number of resolutions on material business projects and transactions;

- endorsed over 1600 related party transactions.

Information on most significant matters is disclosed by the Company on a regular basis in the form of press releases[9] and in the form of communications on material facts[10].

Rosneft Board of Directors Committees

In order to have a preliminary review of the most important issues within the Rosneft Board of Directors' responsibility, three Board Committees were established. The Committees operating as of December 31, 2015 were established by the Board of Directors on June 17, 2015.

Audit Committee[11]

Responsible for the oversight of the completeness and accuracy of the Company financial and other statements, reliability and efficiency of the internal control and risk management system, compliance, corporate governance practices and assurance of independence and objectiveness of the internal and external audit functions.

Composition of the Audit Committee:

1. Donald Humphreys - Chairman (Independent Director)

2. Matthias Waring

3. Oleg Viyugin (Independent Director)

Key functions of the Audit Committee:

- oversight of completeness and accuracy of the Company accounts (financial statements);

- assurance of independence and objectiveness of the external audit;

- oversight of efficiency and reliability of the internal control and risk management system;

- monitoring of the Company corporate management system, assessment of corporate management practices, development of recommendations on improvement of the Company corporate management system;

- regular interaction with the Audit Commission;

- oversight of the efficiency of the system of communicating instances of fraudulent or unfair actions (including unfair use of insider and confidential information) by the Company employees and third parties and other non-compliant actions in the Company activities;

- assurance of the Board of Directors' regular engagement with the Company's executive bodies and structural subdivisions responsible for internal audit, internal control and risk management, and with the Audit Commission by having working meetings and joint sessions on matters within the Committee's remit.

HR and Remuneration Committee[12]

Assesses effectiveness of the HR policy and continuity policy, systems of candidate appointment to the positions and remuneration, assessing performance of the Company Board of Directors, executive bodies and top managers.

Composition of the HR and Remuneration Committee

1. Matthias Warnig - Chairman

2. Andrey Akimov

3. Guillermo Quintero

Key functions of the HR and Remuneration Committee:

- assurance that highly qualified professionals are hired to manage the Company and creating necessary incentives for their successful performance

- estimation of conformance of candidates to the criteria of selection to the Company Board of Directors, conformance of independent directors (with account of information submitted by them) to the criteria of independence, issuing opinions on independence of candidates (members of the Board of Directors) and reporting such opinions to the Board of Directors, including informing of circumstances when a BoD member loses independence;

- assessment of the management bodies' performance;

- continuous monitoring of HR and social policies of the Company, and of the incentive, evaluation and remuneration systems for compliance with the Company strategy, financial situation, and labor market environment

- assurance of the Board of Directors' regular interaction with the Company executive bodies and HR function by having working meetings and joint sessions on matters within the Committee's remit;

- oversight over disclosing information on remuneration policy and practices as well as on the Company shares holding by members of the Board of Directors, executive bodies and other top managers.

- development of self-assessment criteria and proposals for selecting independent adviser to assess activities of the Board of Directors, annual detailed assessment (self-assessment/external assessment) of efficiency of the Board of Directors activities and analysis of the results, including issuing proposals for the Board of Directors activities and procedures improvement, definition of priorities for the Board of Directors membership increase.

Strategic Planning Committee[13]

Oversees strategic development of the Company.

Composition of the Strategic Planning Committee

1. Oleg Viyugin - Chairman (Independent Director)

2. Andrey Akimov

3. Robert Dudley

4. Alexander Novak

Key functions of the Strategic Planning Committee:

- assisting the Board of Directors in the following areas within its remit:

§ setting strategic goals and guidelines for the Company development;

§ assessing the Company performance in the long term;

§ developing strategic and business planning;

§ setting the Company policy regarding the Group companies within the Board of Directors remit in terms of their corporate structure;

- participating in identifying the Company business priorities, assessing the top managers' strategic initiatives with regard to development and oversight of the delivery of the Company overall strategy and individual business stream strategies;

- analyzing the main trends in the economic policy pursued by the Russian Federation in what concerns the Company business, and communication of relevant information thereon to the Board of Directors;

- participating in overseeing delivery of the Company approved business plans;

- assessing efficiency of investor and shareholder relations.

The work of the Board Committees is regulated by the respective regulations on each of the Board Committees and the Rosneft Regulation on the Procedure for Formation and Opertaion of Rosneft Board of Directors Committees. According to the Regulation:

- Rosneft Board Committees were established at the first meeting of the newly elected Board of Directors -17.06.2015;

- personal composition of the committees was approved with regard to professional experience and knowledge of the BoD members in the relevant field, which allows efficient solution of challenges set to the committees;

- Each Board Committee is composed of at least three members, provided that one member of the Company Board of Directors shall not be a member of more than two committees.

Activities of the Board Committees in 2015

The procedure for development of the Rosneft BoD Committees and arrangement of their activities is stated in the Provisions for the Committees under the Board of Directors

The Committees annually submit their progress reports to the Rosneft Board of Directors.

In 2015 the Audit Committee held 18 meetings, and performed the activities as follows:

- assessed candidates for the Company auditors to perform audit of financial statements of Rosneft and its subsidiaries, recommended LLC Ernst and Young for the General Shareholders Meeting Approval and offered the recommended remuneration of the auditor's services in 2015;

- reviewed the candidacy of the external auditor proposed by the Company top management to audit implementation of Rosneft Long-Term Development Program in 2014 and the amount of its services remuneration;

- on a quarterly basis, reviewed the Company preliminary and final financial statements and the findings of their audit;

- within the year-round campaign made a preliminary review (jointly with the Audit Commission) of opinion of the Audit Commission on the 2014 audit findings with regard to Rosneft business activities;

- assessed the Rosneft auditor's findings on the Company 2014 financial statements (accounts) (including subdivisions and subsidiaries);

- reviewed the draft 2014 Rosneft Annual Report within the Committee's remit;

- preliminary reviewed the Internal Audit Provisions and submitted it to the Board of Directors, approved the Internal Audit Department Provisions;

- reviewed and submitted for approval the Company internal audit report and approved internal audit plan for 2015;

- reviewed and approved candidates for the positions of the Head of Rosneft Internal Audit and control Service and the heads of independent structural divisions of Rosneft Internal Audit Service;

- recommended the following internal policies for the Board of Directors approval: Dividends Policy, Regulation on Insider Information, Corporate Governance Code, Risks Management and Internal Control Policy;

- submitted recommendations to the Board of Directors for issuing proposals to the General Shareholders Meeting in terms of the Company profit distribution, amount of dividends upon results of 2014 and their payment procedure;

- reviewed the tender results in terms of signing an agreement or audit services rendering to the Company and assessment of candidates for the Company auditors when performing procurements.

Besides three conference calls featuring the Committee members, the Company top management and the external auditor's representatives were arranged in 2015 to discuss the draft details of the Company financial statements indicators and the results of its audit. Comments and recommendations of the Committee members were taken into account when finalizing the documents to be submitted to the Committee as a body under the Board of Directors.

During the reporting year the Committee also held meetings (conference calls) with the Head of the Company Internal Audit Service, representatives of the external auditor and the Audit Commission.

In 2015 the HR and Remuneration Committee held 15 meetings, and performed the activities as follows:

- according to the Company effective standards, made a preliminary review of reports of KPI achieved in 2014 by the Rosneft key employees and the general directors of the Group key companies, and the amount of the respective remuneration, and submitted them to the Board of Directors;

- reviewed the proposals of the Company HR Service related to estimating KPIs for 2015 by the Company key employees and the general directors of the Group key companies, thereafter approved by the Board of Directors as recommended by the Committee;

- issued recommendations to the Board of Directors in terms of quantity and personal composition of the Company Management Board;

- reviewed and recommended the following internal policies for the Board of Directors' approval.

§ Regulation on the procedure for performance indicators standardizing when making analysis and assessment of the Company top management activities for the reporting period for annual bonus calculation;

§ Regulation on remuneration and costs compensation of the Rosneft Board of Directors and Audit Commission members;

§ Regulation on instatement of the Rosneft BoD members;

§ Rosneft Code of Business Ethics and Corporate Conduct

§ Rosneft Regulation on the Corporate Secretary

- provided performance of self-assessment of Rosneft Board of Directors activities in the composition of the 2014-2015 fiscal year, including issuing questionnaires to be filled-in by BoD members, summarizing assessment results and submitting them to the Board of Directors;

- approved 2014 Rosneft Sustainability Report (posted on the Company official website http://www.rosneft.ru/Development/reports/).

In 2015 the Strategic Planning Committee held 6 meetings, made preliminary reviews of and prepared for the Board of Directors recommendations on the items as follows:

- approval of, adjustments to and acceptance of provisional results of the Company Business Plan performance in 2015;

- review of provisional results of Rosneft Long-Term Development Program performance in 2015;

- approval of updated Rosneft Long-Term Development Program ;

- approval of the Company internal HSE regulations;

- acceptance of internal regulations on operating and investment efficiency following directives by the President and the Government of the Russian Federation ;

- approval of the report on 2014 Rosneft Innovative Development Program implementation.

 

4.4. Rosneft Executive Bodies

Rosneft executive bodies consist of the Management Board, collegial executive body, and the President, the sole executive body, managing the Company day-to-day operations and accountable to the General Shareholders Meeting and the Board of Directors of the Company.

The Procedure for appointment and formation of the Company executive bodies as well as the principles and procedures of their activities are given in the Rosneft Regulation on the collegial executive body (the Management Board) and the sole executive body (the President).

Rosneft Management Board

Pursuant to paragraph 12.3 of the Rosneft Charter, Management Board members are appointed for a period of three years. The procedure for Management Board formation, the rights, duties and responsibilities of Management Board members are set by the Rosneft Regulation on the Collegial Executive Body (the Management Board).

In 2015 Rosneft Management Board membership was changed as follows:

- On April 23, 2015 A.V. Votinov and I.V. Pavlov were removed from the Management Board due to employment termination, Yu.A. Narushchevich,Vice-President for Internal Services, and A.N. Shishkin, Vice-President for Energy and Localization, became Management Board members as of April 24, 2015 (minutes 29 of April 24, 2015);

- On June 11, 2015 I.V. Maidannik was removed from the Management Board due to employment contract termination (minutes 36 of June 15, 2015);

- On October 01, 2015 R.R. Sharipov and N.M. Mukhitov were removed from the Management Board due to resignation (minutes 6 of October 05, 2015), V.N. Yurchenko, Acting Vice-President, Head of Security, became Management Board member from October 01, 2015

Due to rearrangement of several business segments of Rosneft the number of the Company Management Board members was reduced from 13 to 11 persons, as resolved by the Board of Directors on October 01, 2015. Rosneft Management Board includes the Heads of key business lines, operation service and support function segments of the Company.

Rosneft Management Board Members (as of December 31, 2015)

IGOR SECHIN

Chairman of the Rosneft Management Board, Deputy Chairman of the Rosneft Board of Directors.

Born in 1960

Graduated from Leningrad State University in 1984. PhD in Economics. Has government and industry awards.

Chairman of the Rosneft Board of Directors from 2004 until 2011.

Deputy Prime Minister of the Russian Federation from 2008 until 2012.

President, Chairman of the Rosneft Management Board since May 2012.

Member of the Rosneft Board of Directors since November 2012.

Deputy Chairman of the Rosneft Board of Directors since June 2013.

Chairman of the Board of Directors of OJSC ROSNEFTEGAZ, OJSC Inter RAO, LLC National Oil Consortium, CJSC SPbMTSB [St Petersburg International Commodities Exchange], Chairman of the Supervisory Board of LLC TsSKA Professional Hockey Club, member of the Boards of Directors of SARAS S.p.A., Pirelli & C. S.p.A.

Holds 13,489,350 shares in Rosneft (0.1273% of the share capital).

YURI KALININ

Deputy Chairman of the Management Board, Rosneft Vice President, HR and Social Affairs

Born in 1946

Graduated from the D.I. Kurskiy Saratov Institute of Law in 1979

Has government and industry awards: three orders: Order of Merit to the Fatherland, II,III, IV degree, two Orders of Courage, Order of the Red Banner of Labor, Medal of Labor Veteran, Merited Lawyer of the Russian Federation, Medal of Diligence, 1 and 2 degree, Medal of Valor, Letter of Acknowledgment of the Federation Council and the Chairman of the Federation Council, Certificate of Honor of the Government of the Russian Federation and other awards.

Rosneft Vice-President since December 2012.

Member the Rosneft Management Board since February 2013.

Rosneft Vice President, HR and Social Affairs since March 2013.

Deputy Chairman of the Management Board since October 2014.

Member of the NEFTEGARANT Non-Government Pension Fund Board

Holds 203,916 shares in Rosneft (0.0019% of the share capital).

LARISA KALANDA

State Secretary Rosneft Vice-President

Born in 1964

Graduated from the Sverdlovsk Institute of Law in 1985, completed a postgraduate course at the Institute of Philosophy and Law of the Belarus Academy of Sciences. Distinguished Lawyer of the Russian Federation in 1994.

Has government and industry awards: Certificate of Honor of the President of the Russian Federation, Order of Honor, Merited Lawyer of the Russian Federation.

Deputy Chairman of the Rosneft Management Board since since 2009 till May 2012.

Member the Rosneft Management Board since May 2012.

State Secretary - Vice President of Rosneft since December 2012 (in charge of government relations).

Acting Vice President - Head of Company Office since July 2015 (corporate governance and internal control of the Company).

Acting General Director, OJSC ROSNEFTEGAZ since 2007 (concurrently).

President of OJSC RN-Holding since September 2105 (concurrently).

Member of the Boards of Directors at OJSC ROSNEFTEGAZ, PJSC RusHydro.

Holds 2,171,818 shares in Rosneft (0.0205% of the share capital).

ERIC MAURICE LIRON

Rosneft First Vice-President

Born in 1954

Graduated from the School of Radio Engineering, Electronics and Computer Science (Paris, France) in 1980.

Rosneft Vice President, Drilling, Completions and Oilfield Services since April 2013.

Rosneft First Vice-President, Upstream (Production) since July 2013.

Member the Rosneft Management Board since September 2013.

Chairman of the Boards of Directors of Orenburgneft, PJSC Varyeganneftegaz, and member of the Boards of Directors of OJSC NGK Slavneft, OJSC Udmurtneft, and OJSC Tomskneft VNK, General Director of LLC RN Razvedka i Dobycha.

Holds 543,804 shares in Rosneft (0.0051 % of the share capital).

ZELJKO RUNJE

Rosneft Vice President for Offshore Projects

Born in 1954

Graduated with distinction from the University of Alaska.

Has a Letter of Acknowledgement from the President of the Russian Federation for significant contribution to strengthening interstate cooperation in oil and gas spheres, awarded with the Order of Friendship.

Rosneft Vice-President since October 2012.

Member the Rosneft Management Board since November 2012.

Rosneft Vice President, Offshore Projects since March 2013.

Chairman of the Board of Directors at CJSC RN-Shelf-Far East, as well as a member of the Board of Directors at LLC Arctic Science Center, CJSC Rosshelf, LLC Caspian Oil Company, RN Nordic Oil AS.

Holds 377,318 shares in Rosneft (0.0036% of the share capital).

DIDIER CASIMIRO

Rosneft Vice President, Refining, Petrochemical, Commerce and Logistics

Born in 1966

Graduated with distinction from Ghent University, Belgium, in 1991, and from Ghent University, Belgium/Lisbon University, Portugal, in 1992.

Rosneft Vice-President since May 2012.

Member the Rosneft Management Board since June 2012.

Rosneft Vice President, Commerce and Logistics since March 2013.

Rosneft Vice President, Refining, Petrochemical, Commerce and Logistics since January 2015.

General Director at LLC RN-Commerce (concurrently), Deputy Chairman of the Supply and Marketing Committee at Ruhr Oel GmbH; Chairman of the Board of Directors at PJSC Buryatnefteprodukt, PJSC NC Rosneft-Altainefteprodukt, PJSC NC Rosneft-Smolensknefteprodukt, PJSC NC Rosneft -Murmansknefterodukt, CJSC Rosneft-Armenia, PJSC Saratovnefteprodukt, PJSC Tulanefteprodukt, JSC RN-Yaroslavl, LLC LLC RN-West, PJSC Saratov Oil Refinery, PJSC NC Rosneft-KBTC, PJSC NC Rosneft-Kurgannefteprodukt, PJSC NC Rosneft-Yamalnefteprodukt, LLC RN-Erevan, Rosneft Trading S.A., RN-MMG Pte Ltd, Chairman of the PJSC Lisichanskneteprodukt Supervisory Board; member of the Board of Directors at LLC ITERA OGC, LLC RN-RDC, OJSC NC Rosneft-Artag, PJSC NC Rosneft - KarachaevoCherkessknefteprodukt, CJSC SPbMTSB, OJSC NGK Slavneft, OJSC NGK Slavneft-YANOS, Rosneft Trade Limited, Rosneft Global Trade S.A., Lanard Holdings Limited, Rosneft Techno S.A., Rosneft Finance SA, as well as a member of Council at SIA ITERA Latvia.

Holds 457,598 shares in Rosneft (0.0043% of the share capital).

PETER LAZAREV

Rosneft Financial Director

Born in 1967

Graduated from Plekhanov Moscow Institute of National Economy in 1990.

Member the Rosneft Management Board since June 2011.

Rosneft Financial Director since February 2012

General Director at LLC InvestM-kom (renaimed LLC YUKOS-Moscow) since 2007 (concurrently).

Executive Financial Director at JSC RN Managment (renamed TNK-BP Management) since 2013 (concurrently).

Financial Director, OJSC RN-Holding since 2013 (concurrently).

General Director at LLC RN-Foreign Projects since January 2015 (concurrenly).

Chairman of the Board of Directors at NEFTEGARANT Non-State Pension Fund, Chairman of the Council of NPF NEFTEGARANT, member of the Board of Directors at PJSC Far Eastern Bank, LLC Neftepromleasing, OJSC NC Rosneft - МP Nefteproduct, LLC ITERA OGC, Rosneft SH Investments Limited, TOC Investments Corporation, Taihu Limited.

Holds 448,066 shares in Rosneft (0.0042% of the share capital).

YURY NARUSHEVICH

Rosneft Vice President for Internal Services

Born in 1968

Graduated from Ivano-Frankovsk Oil and Gas Institute in 1992.

Has won institutional award Certificate of Honor of the Ministry of Energy of the Russian Federation, Letter of Acknowledgment of the Ministry of Energy of the Russian Federation.

Rosneft Vice President, Drilling, Completions and Services since June 2014.

Rosneft Vice President, Internal Service since March 2015.

Member the Rosneft Management Board since April 2015.

Member of the Board of Directors at LLC RN-Service.

Holds 6,888 shares in Rosneft (0.00006% of the share capital).

SVYATOSLAV SLAVINSKIY

Rosneft Vice President for Economics and Finance

Born in 1970

Graduated from Lomonosov Moscow State University in 1994 and l'Université Paris-Dauphine in 1995.

Order of Merit to the Fatherland, II degree

Rosneft Vice President, Economics and Finance since April 2013.

Member the Rosneft Management Board since September 2013.

Chairman of the Supervisory Board at JSC Bank RRDB

Holds 378,949 shares in Rosneft (0.0036% of the share capital).

ANDREY SHISHKIN

Rosneft Vice President for Energy and Localization of Rosneft

Born in 1959

Graduated from Gubkin Moscow Institute of Petrochemical and Gas Industry in 1985 from State Academy under the Government of Russian Federation in 1996 and from Moscow International Business Higher School MIRBIS in 2002.

Has government and industry awards: Order of Merit to the Fatherland, IV degree, Order of Honor, Letter of Acknowledgment of the Government of the Russian Federation and a number of titles of honor.

Rosneft Vice-President since July 2012.

Rosneft Vice President, Energy, Health, Safety and Environment since March 2013.

Rosneft Vice President, Energy and Localization since August 2014.

Member the Rosneft Management Board since April 2015.

Chairman of the Board of Directors at OJSC FESRC, RIG Research Pte. Ltd., member of the Supervisory Board at Association NP Market Council, member of the Board of Directors at PJSC Rosseti, JSC USC, PJSC RusHydro, LLC National Petroleum Consortium, OJSC Tyumen Energy selling company, LLC RN-RDC.

Holds 377,144 shares in Rosneft (0.0036% of the share capital).

 

* Vasiliy Yurchenko, Acting Rosneft Vice-President, Head of Security is also the Management Board member

 

Activities of the Management Board in 2015

In 2015 the Management Board reviewed 150 items within its remit and held 44 meetings, 5 of them in presentia. In particular in 2015 the Management Board acted as follows:

- reviewed the below issues within the Company priority business lines:

§ draft integration strategy for Refining and Petrochemicals and Commerce and Logistics segments;

§ CNG distribution network development concept;

§ RRDB Bank development strategy till 2019;

§ intermediate-range program of work for the offshore projects in the Russian Federation in 2015-2019;

- reviewed the results of implementing 2013 - 2014 Program for synergetic effect achievement from TNK-BP assets acquisition;

- approved amendment to the corporate organization chart;

- approved material transactions between the Company and the Group companies, including non-core and cost-ineffective assets disposal transactions;

- made several decisions on business projects performance, including joint ventures establishment;

- decided on dissolution and restructuring of several Group companies to provide the Company corporate structure rearrangement, assets management centralization, production resources optimization and current costs reduction;

- reviewed the Company gas business line development strategy;

- preliminary reviewed the updated Rosneft Long-Term Development Program thereafter submitted to the Company Board of Directors;

- approved the Company internal regulations, providing continuity of the key business operations of the Company, some of them were implemented in 2015 following directives by the President and the Government of the Russian Federation:

§ Policy on hydrocarbon reserves assessment and record;

§ Standard for the Rosneft corporate technical, engineering and geology appraisal arrangement and performance procedure;

§ Policy on IT and business processes automation;

§ Corporate Standard for Key Business Planning and Budgeting Principles;

§ Standard for coordination of the Company licensed activities in using subsurface resources and subsurface areas exploration licenses management;

§ Standard for technical requirements to the non-associated petroleum gas amount and properties assessment systems;

§ Corporate Standard for Corporate Risk Management System

§ Approval of the corporate Standard for innovative projects management;

§ Standard for the Company standard design engineering system for oil and gas fields on-site facilities;

§ Standard for the general pricing principles and motor fuel distribution procedure in the domestic market of the Russian Federation;

§ Corporate Standard for Rosneft Corporate Scientific and Engineering Complex Quality Management System. Quality Guidelines;

§ Corporate Regulation on Petroleum Products Quality Management System;

§ Rosneft Regulation on Purchasing Authorities;

§ Rosneft Regulation on Rosneft Business Ethics Council;

§ Corporate Regulation on the Procedure for development (updating) and performance of Rosneft Innovative Development Program

§ Corporate Regulation on the procedure for and operation of one contact system for innovative products implementation;

§ Corporate Standard for emergencies and accidents criteria. Procedure for prompt reporting of emergencies or accidents (threat of emergencies/accidents);

§ Corporate Standard for innovative operations efficiency management;

§ Corporate Standard for financial obligations limits management system;

§ Corporate Standard for FX transactions in Rosneft and the Group companies, etc.;

- reviewed the results of activities of the heads of independent structural divisions of Rosneft and the general directors of the Group companies in 2014, approved their KPIs for 2015;

- approved the list of candidates to boards of directors (supervisory boards) for 2015 and approved candidates to the positions in executive bodies of the Group Key Companies;

- approved standard charters and regulations on management and supervision bodies of the Group Key Companies.

Rosneft President and Chairman of the Management Board

Powers of the sole executive body of Rosneft are performed by the President acting under the Company Charter and the Regulation on Rosneft sole executive body approved by the General Shareholders Meeting. The President shall also perform functions of the Chairman of the Management Board by virtue of the position.

The Chairman of the Management Board reports to the Board of Directors and the General Shareholders Meeting of the Company, manages the Company day-to day operations following resolutions of the above management bodies and acts on behalf of the Company without power of attorney.

Competence of the Chairman of the Management Board covers issues related to business operations, including decisions on the transactions made by the Company and the Group companies and business projects implementation within the price limit set in the Rosneft Charter.

Pursuant to para 11.3 of the Rosneft Charter, the Chairman of the Management Board is appointed by the Board of Directors for the period of five years.

By virtue of the Rosneft Board of Directors resolution (Minutes No. 22 of 23 May, 2012) Igor Sechin was appointed the Company President from May 24, 2012. By virtue of the Rosneft Board of Directors resolution of April 30, 2015 Igor Sechin was appointed the Company sole executive body for the next five-year period (Minutes No. 32 of April 30, 2015).

Liability insurance of members of the Rosneft Board of Directors and Executive Bodies

Taking into account the scope of Rosneft projects, significance and materiality of the performed transactions as well as wide application of foreign law for project transactions structuring, Rosneft securities trading at foreign trading platforms, highest responsibility of members of the Board of Directors and executive bodies, including potential risk of adverse effect for the Company even in the case of rational and diligent performance of their duties, the Company for about 8 years is providing liability insurance to the Management Board members and the top managers at its own cost and expense.

Rosneft Corporate Secretary

Rosneft Corporate Secretary appointed by the Board of Directors supports the activities of the Board of Directors and its committees.

The Corporate Secretary is the officer of Rosneft assuring compliance of the Company with the applicable laws, the Rosneft Charter and internal documents which safeguard Company shareholders' rights and interests, efficient communication with Rosneft shareholders, support of the Board of Directors productivity, development of Rosneft corporate management in line with the interests of its shareholders and other parties concerned.

Functions, rights, duties and responsibilities of the Corporate Secretary as well as requirements to a candidate to the Corporate Secretary are determined by the Rosneft Regulation on the Corporate Secretary[14].

Functions of the Corporate Secretary include:

- involvement in improvement of the Company corporate governance system and practices;

- provision of communication with Rosneft shareholders and assistance in corporate conflict prevention;

- involvement in arrangement and performance of general shareholders meetings;

- support of activities of the Board of Directors and its committees;

- involvement in implementation of information disclosure policy at the stock market as well as provision of corporate documents safekeeping;

- support within its powers of the Company interaction with regulatory bodies, trade organizer, registrar and securities traders;

- support of implementation of procedures set by legislation and the Company internal regulation concerning shareholders' rights and lawful interests observation, and oversight of their performance.

Regulation on the Corporate Secretary is posted on the Company official website: http://www.rosneft.ru/Investors/corpgov/

The Rosneft Corporate Secretary performs functions of the secretary of the Company Board of Directors and the secretary of the General Shareholders Meeting.

By virtue of the Rosneft Board of Directors resolution as of April 28, 2014[15] the functions of the Rosneft Corporate Secretary are performed by the Director of the Rosneft Corporate Governance Department.

SVETLANA GRITSKEVICH

Born in 1974

Graduated from the Modern Knowledge Institute, Belorus State University (Minsk) in 1996. Graduated from the Russian Presidential Academy of Public Service in 2011. Has an МВА degree from MIRBIS (Moscow International Business School, 2011). Has considerable experience in corporate governance (since 1996) and management experience which enable her to efficiently and with high quality perform the functions of the Company Corporate Secretary.

Member of the Board of Directors of PJSC Orenburgneft, OJSC NGK Slavneft, PJSC Varyeganneftegaz, PJSC NC Rosneft-Kubannefteprodukt, OJSC Udmurtneft, PJSC Saratov Oil Refinery, PJSC NC Rosneft-Smolensknefteprodukt, LLC NGK Intera, OJSC FESRC, LLC RN-West, LLC RN-RDC, PJSC Far Eastern Bank, member of the Supervisory Board of JSC Bank RRDB. Svetlana Gritskevich holds 393 shares in Rosneft (0.000004% of the share capital).

4.5. Remuneration of the Board of Directors Members

In April, 2015 the Rosneft Board of Directors approved a new version of the Regulation on Rosneft Board Remuneration and Compensations (the Regulation)[16] with account of corporate management practices development in terms of the BoD members' incentive system, updated from the date of approval of the previous version of the document. The Regulation is posted on the Company official website: http://www.rosneft.ru / Investors / corpgov / 

The procedures for calculation and payment of remuneration to the Rosneft BoD members conform to recommendations of the Corporate Governance Code of the Bank of Russia, in particular:

- the fixed amount of base remuneration of a member of the Board of Directors (for performing functions of a BoD member) shall be USD 500,000 (five hundred thousand US dollars) for a fiscal year, similar to remunerations of boards of directors in major vertically integrated oil companies and sufficient to attract, motivate and hold duly competent and qualified persons within the Company Board of Directors;

- available list of all types of payments to the Board of Directors members and conditions of their receipt, providing absolute transparency of the directors' reimbursement estimation procedure;

- set principle of fair estimation of remuneration: remuneration shall be paid in proportion to the period of a BoD member functioning (performing functions of the BoD Chairman / committee member / committee chairman) and shall not be paid to a BoD member taking part in less than 2 / 3 of the held meetings;

- available opportunity to pay remuneration to BoD members with the Company shares and set limits for transactions with the shares received upon the relevant decision of the General Shareholders Meeting in order to correlate financial interests of the directors with the Company long-term development goals and financial interest of its shareholders (BoD members are advised not to sell the major part of their shares of the Company (over 50 % of the received shares) and not to apply any hedging instruments within at least 1 (one) year upon secession of their membership in the Board of Directors);

- set principles and conditions of costs compensations;

- specified list of costs to be reimbursed to BoD members (including the costs for giving expert advice on the issues within the Board of Directors' remit).

The Company does not provide any other forms of short-term motivation or any additional financial incentives to members of the Board of Directors, including participation in an optional program and / or extra payments or compensations, including the cases of early termination of powers of BoD members due to the change of control over the Company or other circumstances.

Remuneration for performing activities in the Company Board of Directors as required by the current Provision for Remuneration and Compensations to the Rosneft BoD Members shall not be paid to:

- Civil officers and persons restricted or not allowed to get any payments from business entities by the current legislation;

- The sole executive body and members of the collective executive body.

The Annual General Shareholders Meeting held on June 17, 2015 (unnumbered Minutes of June 22, 2015) resolved to approve the remuneration to the members of the Company Board of Directors for the period of their service in the following amounts:

- Andrey Akimov - USD 530,000 (USD 500,000 base remuneration and USD 30,000 - for performing functions of HR and Compensation Committee member);

- Andrey Bokarev - USD 530,000 (USD 500,000 base remuneration and USD 30,000 - for performing functions of Audit Committee member);

- Matthias Waring - USD 580,000 (USD 500,000 base remuneration, USD 50,000- for performing functions of the HR and Compensation Committee Chairman and USD 30,000 - for performing functions of Audit Committee member);

- Nikolay Laverov - USD 580,000 (USD 500,000 base remuneration, USD 50,000- for performing functions of the Strategic Planning Committee Chairman and USD 30,000 - for performing functions of Audit Committee member);

- Alexander Nekipelov - USD 660,000 (USD 500,000 base remuneration, USD 100,000 for performing functions of the Board of Directors Chairman, USD 60,000 for performing functions of HR and Compensation Committee and Strategic Planning Committee member);

- Donald Humphreys - USD 580,000 (USD 500,000 base remuneration, USD 50,000- for performing functions of the Audit Committee Chairman and USD 30,000 - for performing functions of HR and Compensation Committee member);

- Artur Chilingarov - USD 530,000 (USD 500,000 base remuneration and USD 30,000 - for performing functions of Strategic Planning Committee member);

Remuneration to Robert Dudley, member of the Company Board of Directors, was not paid according to his application. Remuneration to Igor Sechin, Vice-Chairman of the Board of Directors, was not paid either, as he is the sole executive body of the Company.

The total amount of the said remuneration in 2015 is equal to USD 3,990,000. As of December 31, 2015, the Company had fulfilled its obligation to pay remuneration approved by the General Shareholders Meeting to the said Rosneft Board of Directors members.

In addition to that, the above resolution of the General Shareholders Meeting approved reimbursement of expenses to the members of the Rosneft Board of Directors associated with performance of their functions.

Rosneft shares held by the members of the Board of Directors and the Management Board

Member of the Rosneft Board of Directors and Management Board

Quantity of ordinary shares

Share in charter capital, %

Andrey Akimov

-

-

Andrey Belousov

-

-

Matthias Warnig

92,633

0.0009

Oleg Viyugin

-

-

Robert Dudley

-

-

Larisa Kalanda

2,171,818

0.0205

Yuri Kalinin

203,916

0.0019

Didier Casimiro

457,598

0.0043

Guillermo Quintero

-

-

Peter Lazarev

448,066

0.0042

Eric Maurice Liron

543,804

0.0051

Yury Narushevich

6,888

0.00006

Alexander Novak

-

-

Zeljko Runje

377,318

0.0036

Igor Sechin

13,489,350

0.1273

Svyatoslav Slavinskiy

378,949

0.0036

Donald Humphreys

160,000 (GDR)

0.0015

Andrey Shishkin

377,114

0.0036

Vasiliy Yurchenko

-

-

Transactions with Rosneft securities by members of the Board of Directors and of the Management Board

The effective Company Regulation on Insider Information obliges members of the Board of Directors, the Management Board and the President to disclose to the Company information on transactions which they execute with Rosneft securities.

In 2015, a member of the Rosneft Board of Directors executed a transaction with Company securities. Details of such transaction were presented to the Company (in compliance with the procedure and time limits stipulated by the internal documents) and were disclosed to the stock market in compliance with the applicable legislation.

Member of the Board of Directors

Transaction date

Quantity of purchased/sold shares

Type of transaction

Donald Humphreys

September 03, 2015

100,000

purchase

 

4.6. Remuneration of Rosneft Management

Rosneft developed and is successfully implementing an incentive system for its top managers. The core principles of the incentive system state that:

- incentive system for the top managers provides for the balance of the Rosneft shareholders' interests and the top managers' commitment to achieve the Company long-term strategic goals;

- The size of top managers' remuneration directly depends on the results of the Company operations, major projects implementation and their personal contribution to the said results achievement, which is shown by the Company KPI system.

The procedure for KPI determination and achievement includes:

- determination of KPI according to the Company Development Strategy, Long-Term Development Program, directives of the Federal Executive Authorities, Business Plan and the Company goals in the reporting year;

- approval by the Board of Directors of the collective KPI for operations of the Company and its business segments, as well as individual KPI for the top managers;

- calculation of the collective and individual KPI performance according to the audited consolidated accounting statements and management accounting upon results of the reporting period;

- approval by the Board of Directors of the size of the top managers' bonuses.

KPI structure and its connection to the Company Strategy and Long-Term Development Program is specified in section 2.5, KPI system definition and assessment of KPI achievement, hereof.

In April 2015[17] the Rosneft Board of Directors approved the Rosneft standard on payments and compensations to top managers setting the key principles of payroll and bonus systems, compensations and social benefits to Rosneft President, Vice-Presidents and officers in the rank of Rosneft Vice-President (the document is posted on the Company official website: http://www.rosneft.ru/Investors/corpgov/).

The standard sets the ceiling amount of the official salary of the Rosneft President, interest connection of the top managers' official salary to the one of the Rosneft President, list of the core paymens and compensations to the Rosneft top managers and the key principles and standard size of bonuses to the Rosneft top managers.

The document provides for all possible payments to the Company managers, calculation procedure and payment conditions.

Short-term remuneration to the Management Board members, with account of management team rotation, including salary and bonuses (VAT included) made RUB 2 884 and 2 799 million in 2015 and 2014 YOY (the non-profit social insurance contributions of the Management Board members, paid to the budget of the Russian Federation as required by law made RUB 376 and 260 YOY, the growth is due to the amended calculation of insurance contributions in 2015). The short-term remuneration does not include one-off bonuses paid in 2015 for major projects implementation in 2014 (Karsk oil-and-gas province opening, first commercial production at the world-largest Berkut drilling platform in the Okhotsk Sea, APR major projects performance), bonuses paid according to the resolution of the President of the Russian Federation on granting the state awards for achievements in 2014, and a part of remuneration for 2014. Payment of post-employment benefits, dismissal compensations or share-based payments was not effected. Salary indexation was not performed in 2015.

 

4.7. Risk management, internal control and audit

Continuous Development and Improvement of IC&RMS allows the Company to respond to changes both in the external and internal environment as appropriate, increase the effectiveness and efficiency of operations, safeguard and boost value of the Company.

General information

In accordance with the recommendations of the Corporate Governance Code of the Bank of Russia[18], requirements of the Russian Legislation[19] and other generally recognized best practices, an Internal Control and Risk Management System (IC&RMS) has been set up and is continuously improved in Rosneft.

The goals and objectives of the IC&RMS are set out in the Company Policy on the Internal Control and Risk Management[20] that has been developed in line with the recommendations of the international professional organizations specializing in risk management, internal control and internal audit services and provide reasonable assurance in the delivery of the Company goals, including

- strategic goals contributing to performance of the Company mission;

- operating goals, assuring effectiveness of financial and business operations of the Company and soundness of assets;

- goals assuring compliance with the applicable laws and local regulatory documents;

- goals assuring prompt issuing of reliable financial and non-financial statements, internal and/ or external reporting.

Continuous development and improvement of IC&RMS allows the Company to respond to changes both in the external and internal environment as appropriate, increase the effectiveness and efficiency of operations, safeguard and boost value of the Company.

The key lines of IC&RMS development atr included into the Long-Term Development Program approved by the Rosneft Board of Directors as of December 21, 2015 (minutes No. 10)

IC&RMS bodies

The key IC&RMS bodies of the Company are: the Board of Directors, the Board Audit Committee, the President, the Management Board, the Audit Commission, the Company management, heads of structural divisions and employees responsible for development and operation of risks management and internal control system, Risks Department, Internal Control Department, Internal Audit Service.

Summary of IC&RMS mandate and key achievements in 2015

Rosneft Board of Directors (BoD)

The Board of Directors performs the Company strategic management on behalf and in the best interests of all shareholders of the Company.

In accordance with the Regulations on the Board of Directors[21] the functions of the Board of Directors in the area of control over financial and business operations of the Company assumes approval of the main vectors of development of internal control and risk management systems, their implementation control, organization and execution of evaluation and assessment of the effectiveness of IC&RMS.

Rosneft Board Audit Committee

Rosneft Board Audit Committee was established to perform profound consideration of issues and preparation of recommendations to the Company Board of Directors on matters within its remit related to control of financial and business operations of the Company and on other matters delegated to the Committee.

Pursuant to the Regulations on the Rosneft Audit Committee under the Board of Directors the main task of the Committee shall be rendering assistance to the Rosneft Board of Directors in its assuring protection of interests of the Company shareholders by exercising control of completeness and reliability of financial statements of the Company and other reports, reliability and efficiency of the system of internal control and risk management, compliance, internal audit and corporate management system.

Audit Commission

As of December 31, 2015 the Internal Audit Commission consisted of 5 (five) members

The Company has adopted a new version of the Regulation on the Rosneft Audit Commission approved by the General Shareholders Meeting on June 27, 2014 and Regulation on Remuneration and Compensations to Audit Commitee Members, approved by the Rosneft Board of Directors on 27.05.2015.

An Audit Commission of five members is elected by the General Shareholders Meeting for the period until the next Annual General Shareholders Meeting. A Company shareholder or any person nominated by a shareholder may be a member of the Audit Commission. Audit Commission members cannot concurrently be members of the Board of Directors or hold other positions in the Company management bodies.

The Audit Commission shall inspect / audit the Company activities, including identification and assessment of risks arising from and in the course of business operations of the Company.

Rosneft Audit Commission shall audit / inspect financial and business operations of the Company, confirm reliability and accuracy of data included in the Rosneft Annual Report and annual accounting (financial) statements of the Company.

Two meetings of the Audit Commission were held during the reporting period.

In compliance with the approved 2015 - 2016 work plan and Guidelines on organizing the checking process for audit commissions of joint-stock companies with the participation of the Russian Federation, approved by Order No. 254 of the Federal Agency for Management of State Property dated 26 August 2013, the Audit Commission undertook a desktop review of financial and business operations of Rosneft and issued opinions on its review of the annual financial statements and on the accuracy of the data presented in the annual report.

Audit Commission membership (as of December 31, 2015)

By a decision of Rosneft's General Shareholders Meeting dated June 17, 2015, the following persons were elected members of the Internal Audit Commission:

ALEXEI AFONYASHIN

Born in: 1983 Education: higher

Entity: Ministry of Economic Development of the Russian Federation

Position: Deputy Director of State Regulation of Tariffs, Infrastructure Reforms and Energy Efficiency Department

OLEG ZENKOV

Born in: 1977 Education: higher

Entity: Federal Agency for State Property Management (Rosimushchestvo)

Position: Adviser to the Deputy Minister - Head of Rosimushchestvo

SERGEY POMA

Born in: 1959 Education: higher

Entity: Russian National Association of Securities Market Participants (NAUFOR)

Position: Deputy Chairman of the Management Board

ZAKHAR SABANTSEV

Born in: 1974 Education: higher

Entity: Ministry of Finance of the Russian Federation

Position: Head of banking sector monitoring and summary analytics unit, Financial Policy Department

TATYANA FISENKO

Born in: 1961 Education: higher

Entity: Ministry of Finance of the Russian Federation

Position: Director for Budget Planning and Accounting Department

Audit Commission members did not receive remuneration in the reporting year for their activities in the Audit Commission.

Risk Management Department

Responsibility for development and maintenance of the Corporate-Wide Risk Management System (CWRM) is assigned to the Risk Management Department. The Company risk management process is regulated by the Standard for the Corporate-Wide Risk Management System (CWRM)[22].

Reporting on the key risks of the Company, including risks related to the Long-Term Development Program implementation and risks related to financial and business operations, is issued in accordance with the Corporate-Wide Risk Management System. Risk reporting is communicated to the Company Board of Directors, management team and employees, and includes all the required information on risks and risks assessment as well as details of the activities for risks mitigation to the acceptable level.

The following steps were performed to improve the Corporate-Wide Risk Management System:

- Further development of risk assessment methods and approaches, including application of quantitative methods for the Company material (key) risks assessment.

- Regular analysis of the Company exposure to market risks performed on the basis of analysis and quantitative assessment of price and exchange risks influence to financial indicators of the Company as part of portfolio-based approach to market risks management.

- Development and updating of the Company risk reporting, including risks, having impact on the Long-Term Development Program implementation and current business operational risks (including risk modeling results).

- Step-wise integration of the Group companies into CWRM perimeter.

Corporate insurance

Rosneft considers insurance as a risk management tool which allows transferring financial losses from insurable risks in the event of risk occurrence to insurance companies. Insurance covers Rosneft ownership interests in relation to:

- ownership, usage and asset management (property damage insurance);

- obligatory indemnification (third-party liability insurance);

- entrepreneurial activities (entrepreneurial risks insurance).

Rosneft resorts to liability insurance as it is required under federal legislation, including Federal Law No. 225-FZ "On Mandatory Insurance of the Owner of a Hazardous Facility against Civil Liability for Harm Caused by an Accident at the Hazardous Facility". In accordance with Federal Law No.225 the subject of mandatory insurance is the proprietary interest of the owner of a hazardous facility, associated with his liability to cover for the damage inflicted upon victims[23].

Rosneft performs insurance of risks of property damaging (loss) and potential losses from business interruption as a result of site accidents or other accidental exposure. Also, the Company resorts to third-party liability insurance against potential damage resulting from onshore and offshore operations.

In 2015 the Company completed indemnified loss adjustment related to the accident on OJSC Achinsk Refinery.

Internal Control Department

In accordance with the Internal Control and Risk Management System Policy and the Standard for Internal Control[24] Rosneft implements and constantly improves its Internal Control System (ICS).

The Internal Control Department, a part of Rosneft Administration, provides methodological support and assistance to the Company management in formalizing and increasing the effectiveness of business processes through development and implementation of the requirements for the design of controls and their weight in the business processes.

Completeness of information on risks and control procedures within business processes allows the Management to make effective management decisions and accomplish the identified goals by means of due prevention of adverse events in business processes, which contributes directly to accomplishing strategic goals of the Company while ensuring a high level of management.

The objectives of the Internal Control are consistent with the objectives of the Internal Control and Risk Management System, identified in the respective Company Policy and are being delivered through Internal Control processes.

Delivery of Internal Control goals assumes accomplishment of the following objectives:

- development and upgrade of the key areas of IC development as consistent with the Company needs, requirements of the parties concerned, risk assessment of the business processes, etc.

- development, implementation and execution of control procedures, including methodological support to the organization and effective functioning of the internal control in the Company.

- identification of gaps in the existing control procedures, development and implementation of corrective actions; control procedures unification and optimization.

- development and implementation (with the help of IT systems among the rest) of a mechanism of interaction and sharing information related to internal controls and risk management among all structural divisions of Rosneft and the Group companies, including joint ventures.

The list of the key actions and initiatives implemented as part of internal controls development in 2015 includes:

- risk matrices and control procedures were generated for 14 business processes in the Rosneft Head Office and in 16 Group companies (over 100 matrices), reflecting gaps in the design of business processes controls. Improved efficiency of the controls design by means of implementing a series of corrective actions.

- standard risk matrices and controls were developed for key business processes. Implementation of standard control procedures in the Group companies is in progress.

- regular training on Internal Control is provided for Rosneft employees and the Heads of the Group companies and joint ventures. Development and launch into commercial operation of a multimedia course on risk management and internal control.

- update of consolidated corporate events program dedicated to compliance as part of the compliance system development in the Company by the relevant Task Force; specific training of the top managers, the heads of independent structural divisions and the Company employees, including online training (multimedia course on corruption and fraud management).

Internal Audit

The internal audit function in Rosneft is performed by the Head of Internal Audit Service and structural divisions: Operations Audit Department, Corporate Audit Department, Regional Audit Department, Economic and Administrative Analysis Division, Internal Audit Concept and Arrangement Division (structural divisions of the Internal Audit Service). In accordance with the administrative structure of Rosneft, approved by the Board of Directors, structural divisions of the Internal Audit Service directly report to the Head of Internal Audit Service.

The following regulations were approved in the Company to develop internal audit functions: the Company Policy on Internal Audit[25], the Company Regulation on the Internal Audit Quality Assurance Program[26], the Company Regulation on the Procedure for Cooperation of Rosneft Internal Audit Service with Rosneft Structural Divisions and the Group Companies when Performing Internal Audit[27].

Internal Audit assists the Board of Directors and the executive bodies of the Company in increasing efficiency of the corporate management, improving its financial and business operations through systemic and consistent approach towards analysis and assessment of the internal control and risk management system, as well as corporate governance as the tools providing reasonable assurance in the delivery of objectives set by the Company, and provides as follows:

- reliability and integrity of submitted information on financial and business operations of the Company and the Group companies;

- efficiency and productivity of operations of the Company and the Group companies;

- determination of internal reserves to raise efficiency of financial and business operations of the Company and the Group companies;

- safekeeping of property of the Company and the Group companies.

The Internal Audit Work Plan is endorsed by the Audit Committee and approved by the President of the Company; internal audit reports are reviewed by the Rosneft Board of Directors. The existing reporting line where the Head of Internal Audit Service reports to the Board of Directors and the executive bodies of the Company ensures independence sufficient for delivery of functions assigned to the internal audit.

The key areas of internal audits in 2015 were Upstream (20% of audits) and Downstream (18% of audits). Over 90% of the audits come to specific inspections and audits aimed at identifying opportunities to improve the most important business processes in the Company and activities of the key subsidiaries.

In 2015 over 180 audits were performed covering over 90% of the top business processes.

Upon results of the internal audits the Internal Audit Service together with the heads of business segments, develops the proposals for improving business processes and raising efficiency of the internal control and risk management system as well as action plans to correct the revealed violations and defects.

According to the Company Policy on Internal Audit, in 2015 the Internal Audit Service performed self-assessment of Rosneft internal audit and issued a report and action plan for developing internal audit function in the Company in 2016.

The Head of Rosneft Internal Audit Service executes functional management of internal audit in the Group companies and coordination of the activities of internal audit divisions organized in 97 Rosneft subsidiaries. Internal auditors and inspectors of the subsidiaries were involved in the audits carried out by the Internal Audit Service and performed standalone audits of areas recommended by the Internal Audit Service. This ensures implementation of a risk-based approach aimed at maximum auditing of the Company risks and enhances the internal audit efficiency at the level of the Group companies.

The Internal Audit Service was rearranged in January, 2016 to provide for the internal audit independence, administrative integrity and centralization of the Company's internal audit function. The employees of internal audit divisions of the Group companies were transferred to the Rosneft Internal Audit Service.

The Head of Rosneft Internal Audit Service interacts with the Company management and control bodies, external auditor and audit commissions of the subsidiaries and affiliates. The Head of Rosneft Internal Audit Service annually confirms to the Board of Directors (Rosneft Audit Committee under the Board of Directors) the fact of administrative independence of the internal audit.

 

SCIENCE AND INNOVATION

In the modern world, the level of technological development is one of the main factors of competitiveness and key to sustainable development of a Company.

Continuous growth of the Company's technological potential is stipulated by the 2011-2015 Innovative Development Program (approved by the Board of Directors on April 01, 2011, minutes No. 34). The document meets the requirements of regulatory, planning, and policy documents at the national, regional and corporate levels. Its targets and goals contribute to the performance of the Rosneft Long-Term Development Program.

The program consists of the following blocks:

- targeted innovation projects;

- targeted programs for modernization and increasing production efficiency;

- measures to improve innovation activity.

Innovative projects of the Program are focused on the following business lines:

- Geology and difficult oil production,

- Gas production and processing,

- Offshore exploration,

- Oil refining and petrochemicals,

- IT and management solutions.

Rosneft's innovative activities are aimed at the development and implementation of the newest technologies to achieve the following objectives:

- Upstream segment:

§ replenishment of hydrocarbon reserves at the level of at least 100% of the current production;

§ increase of hydrocarbon recovery rates on new deposits, development of systematic measures to increase oil and gas yield on existing fields;

§ efficient use of associated gas (95%);

§ development of technologies for cost-effective involvement of unconventional and hard-to-recover hydrocarbon reserves in the development.

- Downstream segment:

§ increase of the degree of oil refining;

§ introduction of new technologies for processing heavy residues and oil and gas chemistry;

§ development of its own catalysts (import substitution).

In 2015 the Company started updating its Innovative Development Program for 2016-2020 according to the Directives of the Government of the Russian Federation No. DM-P36-6057 of August 09, 2014 and No. DM-P36-7563 of November 07, 2015, and due to the termination timelines of the current Program performance (2011-2015).

In 2015, the innovation expenses of the Company amounted to RUB 116.9 bn while R&D costs amounted to RUB 36 bn.

All the planned activities for 2015 were fulfilled.

Targeted Innovation Projects

In the reported year, growth of patent activity was continued and special attention was paid to the implementation of R&D results and securing intellectual property rights. As a result of the implementation of targeted innovation projects in 2015, the Company filed 69 applications for security documents including 5 abroad.

The main results achieved in 2015 on key projects:

- The Company organized systematic work on research of promising gas fields of the Berezovskaya suite. A program of targeted field studies on additional exploration of the Berezovskaya suite was developed and approved. According to the 2015 assessment, the resource potential of the Berezovskaya suite exceeds 5 trillion m3 free gas. The planned development of reserve localization technologies and their cost-effective development will allow to put the reserves on the balance sheet of Rosneft and to increase the capitalization of the Company.

- The development of computer technology for processing three-dimensional seismic data, which is aimed at the research of unconventional hydrocarbon deposits in cavernous fractured reservoirs, was completed.

The developed technology has a number of advantages over similar technologies developed by leading oil and gas companies (Shell, Total, Saudi Aramco). The technology makes it possible not only to allocate scattered waves to forecast increased fracturing zones but also to determine the possible orientation of cracks by the scattered waves and predict fluid saturation in fracturing zones.

Especially effective is the use of this technology in the process of research of different reserves, which are widespread in Eastern Siberia, the Timan-Pechora oil and gas province, and on the Arctic shelf.

- Research was continued to assess the prospects of Upper Jurassic deposits in the license areas in the activity zone of LLC RN-Yuganskneftegaz, 2 wells were completed by drilling with coring and recording of an expanded GIS complex, which will enable a qualitative study of the object and design of a multi-stage hydraulic fracturing.

- Pilot projects were implemented at Prirazlomnoye field by LLC RN-Yuganskneftegaz to test its own technology for developing low-permeability reservoirs based on horizontal wells with multiple transverse fractures for hydraulic fracturing. The results showed high potential of the technology to increase well production.

The following was also developed as part of the project:

§ infill drilling technology in marginal zones drilled by directional wells of low permeability reservoirs. The technology allows for a multiple increase the effectiveness of the development of this collector type. A patent application for the technology was filed.

§ a software unit to optimize the modes of EDCP systems, the implementation of which only at LLC RN-Yuganskneftegaz will potentially increase the production by 1,000 tons/day.

- A new technology of acid gases removal (СО2, Н2S and mercaptans) from associated gas was developed based on the method of acid gas absorption through porous hollow fiber membranes in amine solutions (pertraction). Successful completion of the project will provide multiple reduction in capital and operating costs compared with traditional methods.

- Development was completed of a software unit for calculating a 3D formation model for geological support of horizontal drilling and sidetracking, which surpasses the existing analogs. The 3D formation model, in contrast to the standard one, improves the accuracy of calculation of synthetic logging.

In addition, the Company developed a software unit for combined calculation of detailed hydrodynamic models, which has no analogs, improves calculation accuracy, and reduces the time of modeling super-large fields (Priobskoye, Prirazlomnoe, Samotlor, Vankor, etc.) including the ones characterized by the presence of gas caps and high permeability formations/interlayers.

- The concept and the calculation core of the corporate hydraulic fracturing simulator were developed. According to test results, the developed algorithms surpass Western commercial analogs in calculating speed. The development of the unique competences in the field of geological and technical activities will allow the Company to improve the economic efficiency of oil services and to eliminate dependence on imported technology.

Arctic shelf

- Rosneft with the participation of the Arctic Research Center and experts of the Arctic and Antarctic Research Institute organized the Kara-Winter-2015 and Kara-Summer-2015 expeditions, in which 35 hummocks and 4 icebergs were studied comprehensively, morphometric parameters of ice formations and physical and mechanical properties of ice were measured, and large-scale experiments on research of dynamic processes in the sea ice - iceberg system were performed. Aerial filming was performed of glacier fronts on the east coast of Novaya Zemlya and glaciers and icebergs of the Severnaya Zemlya and Franz Josef Land archipelagos. Maintenance of six automatic weather stations and 13 autonomous oceanographic buoy stations was performed.

The Kara-Winter-2015 research expedition became the most ambitious Arctic expedition in the world by scale and composition over the past 20 years.

GTL

- A mini-channel reactor and a technology of the Fischer-Tropsch process in a compact version of the GTL (Gas-to-liquid) technology, which provides processing of natural / associated gas into synthetic oil. Implementation of this technology will provide an extra 20 mln tons of oil per year by processing natural / associated gas directly at the fields. The main advantages of the GTL technology are:

§ compact size allowing to use GTL on hard-to-reach and remote fields (including offshore projects),

§ block-modular design of the facility that enables easy scaling for different capacity fields

- A laboratory technique was designed for determining the compatibility of mineral and synthetic oil. Research has confirmed the compatibility of mineral oil with products that are obtained by Fischer-Tropsch synthesis, which allows their joint transportation via oil pipelines.

Refining and Petrochemicals

- IDW and hydrofinishing catalysts were developed that are used to produce low sulfur, winter, and arctic diesel fuel (EURO 5). Implementation of this project will enable import substitution of catalysts at two-stage hydrofining and IDW unit, at the Company's refineries.

- Development of catalysts for hydrofining of diesel fractions and pre-hydrofining of gasoline fractions was completed. Pilot industrial operation catalysts in the amount of 200 kg was completed. Independent comparative tests of hydrofining catalyst were performed with domestic and foreign analogs, which showed its competitiveness compared with the foreign analogs. Implementation of these catalysts will make the Company independent of supplies of foreign-made catalysts for hydrofining of diesel fractions and pre-hydrofining of gasoline fractions.

- Pilot industrial operation of a trial batch of reforming catalyst in a moving bed was completed. Implementation of this catalyst will enable import substitution at reforming plants.

- A modern technology was designed for producing synthetic PAO oils with a high viscosity index (140 - 170), low pour point (-50°C - -65°C), and excellent thermal oxidative stability. The developed technology has a number of advantages, such as lack of wastewater and toxic gas emissions as well as useful oligomerization heat. In 2015, the development of initial data was completed for the design of a pilot plant producing synthetic PAO base oil with 300 tons / year capacity of (OPU PAO-300).

- The development of anti-corrosion additives for environmental safety class 5 motor gasoline was completed. A multifunctional additive formula was designed, which includes the developed anti-corrosion additive. This project will enable import substitution of the multifunctional additive. Implementation of this project will allow the Company to produce the multifunctional additive from domestic raw materials and complete import substitution of foreign analogs.

Polymer materials

- A laboratory technology was designed for production of diethyl ruthenium catalyst for dicyclopentadiene polymerization with 6 kg / year capacity. This volume allows to produce up to 120 tons of new polymeric and composite materials based on polydicyclopentadiene with unique mechanical properties.

- The development of initial data was completed for the design of an industrial plant for dicyclopentadiene production (98.5 wt%) from the C5 pyrolysis fraction with 4,000 t / year capacity.

International cooperation

In 2015, a Center for Advanced Research and Technology was established together with General Electric; its task is to improve the existing technologies of partner companies and to develop new technologies for mutual benefit.

The first project agreement was signed for the development of an improved performance heat exchanger for liquefied natural gas plants (LNG). Draft technical specifications are worked out for conclusion of project agreements for the development of the following technology:

- renewable energy sources to improve the energy efficiency of pipeline transportation of hydrocarbons (remote control and diagnostic systems);

- plants with an organic Rankine cycle to reduce the thermal impact of refineries on the environment.

Methodical support of innovative activity

As part of the systematic work on the development and improvement of innovative activity of the Company in 2015, the following were developed and approved:

- Management of Innovation Efficiency Company Standard;

- Management of Innovation Projects Company Standard;

- Order of development (updating) and implementation of the Rosneft innovative development program;

- On the procedure and rules of the one stop shop system for implementation of innovative products Company Regulations;

- Guidelines Comprehensive assessment of innovation efficiency (calculation of the integral key performance indicator of innovation activity) Methodical Guidelines.

Thus, the Company has established an integrated system for managing the efficiency of innovative projects based on the best practices and standards. The system allows to identify risks of innovative projects in due time, to improve their performance, and to achieve mass effect from the technology implementation.

Adaptation and implementation of advanced technologies in 2015

Within the framework of attracting promising efficient technologies developed by domestic and foreign companies to the Company, in 2015, testing, adaptation, and adoption of new technologies was organized within the framework of the New Technologies System (NTS) and the Pilot Test Program (PTP) projects.

During the tests, the key features and technologies were determined and the assessment was conducted on the feasibility and effectiveness of their use in the geological and technical conditions of the Company. According to the technology applicability analysis, the 2016 - 2017 implementation plan was generated.

In 2015, 7 subsidiaries completed tests of 21 technologies in 4 areas within the NTS framework:

- fracturing and stimulation of wells;

- machine mining;

- new well technology;

- field development technology.

In 2015, 98 tests were performed within the NTS framework, in which 51 thousand tons of additional oil were produced and costs were reduced by RUR 66.1 mln.

In 2015, 240 pilot test projects were implemented in 8 areas:

- drilling and completion of wells;

- fracturing and stimulation of wells;

- machine mining;

- ground infrastructure and pipelines;

- new well technology;

- field development technology;

- use of chemicals in industrial processes;

- energy and energy efficiency.

In 2015, tests on 137 NTS projects were completed within the NTS framework. The additional oil production from the tests amounted to 68 thousand tons, and reduction of costs, RUB 294 mln.

As a result of NTS and PTP projects of 2011 - 14, in 2015, implementation of 137 successfully tested efficient technologies was organized with an overall budget of RUB 15,883.8 mln, additional oil production of 2,668 thousand tons, and an economic effect of RUB 1642.7 mln.

 

KEY RISK FACTORS

Type

Description and mitigation

Risk managementoperations

Industry-wide risks

Related to crude oil, gas and petroleum product prices

Crude oil, gas and petroleum product prices are key factors that impact the Rosneft financial performance and indirectly, its operations. The prices of the Company's products mainly depend on the global market environment, as well as demand and supply balance in some regions of Russia. Rosneft's abilities to control its own product prices are significantly limited.

A decline in oil, gas and petroleum product prices has an adverse impact on Rosneft's performance and financial standing.

Decreasing prices may result in less profitable oil and gas production by the Company which will in turn entail the reduction of Rosneft's effective reserves and financial viability of exploration.

Rosneft has sufficient capabilities to re-distribute its commodity flows in case of a significant price difference between the domestic and international markets. Furthermore, the Company may promptly reduce its CAPEX and OPEX to fulfill its commitments in case of a sharp decline in oil, gas, and petroleum product prices.

Besides, negative impact of price risk on financial performance of the Company is partially offset by FX rates changing (natural hedge effect).

Related to the dependency on monopoly service providers of oil, gas, and petroleum product transport and their tariffs

Rosneft depends on monopoly service providers of oil, gas, and petroleum product transport and cannot control the infrastructure they operate and payments they charge. JSC Transneft is a national monopoly providing oil and petroleum product transport services via its main pipelines. During their cooperation, the Company did not incur any substantial loss due to failures or leaks in Transneft pipelines.

However, any serious failure in Transneft pipeline operation or limited access to Transneft capacities may disrupt oil and petroleum product export and adversely impact Rosneft's performance and financial standing.

Rosneft similarly to other Russian oil producers, shall pay for Transneft transportation services. Transneft charges are regulated by the Federal Tariffs Service. Transneft periodically increases charges for the use of its network. Tariff increase results in higher costs for the Company which adversely impacts its performance and financial standing.

Similar risks may result from the use of Gazprom's pipeline system.

The Company is dependent on the railway transportation of its oil and petroleum products. Russian Railways (hereinafter, RZhD) is a national monopoly rendering railway transportation services. RZhD tariffs are subject to anti-monopoly control and traditionally they tend to grow. Further tariff increase entails higher costs for oil and petroleum product export and may have a negative effect on the Company's performance and financial standing.

Rosneft takes into account negative impact of changes in the natural monopolies' rate for hydrocarbons transportation for the Company future business operations planning. Decisions to change transportation flows and optimize the schedule of the Company products supply via the oil and gas pipeline system of Russia are made depending on the amount of the risk impact.

Related to geographical and climatic conditions

The regions where Rosneft operates have a stable climate and are mainly not exposed to natural calamities and disasters. However abnormally low temperatures in winter in some northern regions can make the operation of the Company's oil producing sites more difficult.

Delays at export terminals can be caused by climate peculiarities at their locations.

Rosneft exports some oil via its own offshore terminals and Transneft-controlled terminals. Petroleum products are exported via its offshore terminals in Tuapse (Krasnodar Territory) and Nakhodka (Primorsky Territory).

Export via the terminals in the Black Sea to Mediterranean ports may be limited by the capacity of the Bosporus and weather conditions of the Black Sea (storms) in fall. Complex ice conditions in winter may require the shutdown of export terminals in the Baltic Sea and DeKastri (Khabarovsk Territory).

Any long delay in export terminal operation may have a negative effect on the Company's performance and financial standing.

Rosneft offers options for redistribution of commodity flows with account of climatic conditions, including alternatives for oil and petroleum products transfer as well as the shipment schedule adjustment.

Related to the sale of own gas

The key factor that may have negative impact on gas sales of the Company - failure to take the required volume of gas by the consumers. The natural gas sales are also affected by the factors as follows:

- Nonconformance to the current Gasprom requirements to the quality of gas sent to gas transportation system, which may entail the risk of restricting the volume of gas accepted by the transportation system due to qualitative parameters as well as Gazprom penalties.

- Risk of Gazprom's restriction of the Company gas accepting to the transportation system by the volume of undistributed scopes.

The Company diversifies the consumers portfolio to ensure the planned gas consumption scopes, and lays claims to ensure efficient cash funds receipt for the sold gas.

Mitigation of risk due to the quality of gas sent to the natural gas transportation system may be performed by carrying out technical steps to raise the quality indicators up to the set standards.

The Company performs constant monitoring of conditions and ensures non-discriminating access to the Gazprom gas transportation system.

We also developed the action plan for mitigating the occurred risk of restricted access to the transportation system, including changes in gas supply schedules, volumes redistribution among various consumers and alternative gas supply scenarios to the consumers via the third producers.

Related to actual reserves

Oil and gas reserves are mere estimates and are inevitably uncertain. Actual reserves may significantly differ from these estimates.

Oil and gas reserves mentioned in this Report are estimations mainly based on the results of analytical work performed by DeGolyer&MacNaughton, Rosneft's independent consultant for oil production technology.

An oil production technology is subjective evaluation of underground oil and natural gas reserves which may not be accurately measured. Estimation and scoping of profitably recovered oil and gas reserves, production volumes, future funds, as well as expense periods for reserves development inevitably depend on a number of variables and assumptions.

Many of the assumptions used for reserves estimation do not depend on the Company and may turn out to be false with time. Estimation of reserves and use of alternative calculation systems according to the Russian classification system inevitably imply a high degree of uncertainty. The accuracy of estimation of any reserves and resources depends on the quality of available information and interpretation of oil production technology and geological data available. Post-evaluation exploration drilling, data interpretation, testing, and production may require significant upward or downward adjustment of Rosneft reserves and resources. Moreover, different specialists responsible for reserves and resources estimation may evaluate reserve and funds differently using the same data. Actual production volumes, revenue, and costs related to reserves and resources might significantly differ from the operations estimate.

Uncertainty is related to the Russian reserves classification system. It can consider geological factors only and ignores the feasibility of production.

Prospecting drilling also entails multiple risks, including the risk of the oil companies' failure to find pay oil or gas zones.

Rosneft is a global leader in oil production and has extensive resources which minimize any risk of lower oil production as a result of future reserves re-estimation.

Related to actual reserves

The Company performs prospecting in different geographical regions, including areas with unfavorable climate conditions and high costs. Well drilling, infrastructure, and operation costs are often uncertain. Therefore, Rosneft may incur additional costs or will have to downscale, suspend, or terminate drilling due to many factors. They include contingent geological conditions, abnormally high or low formation pressure; unforeseen non-homogeneity of geological formations; equipment breakdown or emergencies; unfavorable weather conditions; shortage or untimely delay of drilling rigs and equipment.

If Rosneft cannot perform efficient exploration or acquire assets with proven reserves, its proven reserves will decrease as it produces oil and gas and developed fields are depleted. The Company's future production efforts significantly depend on successful detection, acquisition, and development of oil- and gas-bearing fields. If Rosneft attempts do not pay off, it will have fewer proven reserves and decrease its hydrocarbon production, which will in turn have an adverse effect on the Company's performance and financial standing.

Competition-related

There is strong competition within the oil and gas industry. Rosneft mainly competes with other leading Russian oil and gas companies to:

- obtain exploration and development licenses at auctions and during bidding procedures held by Russian authorities;

- acquire other Russian companies that might hold licenses or existing assets related to hydrocarbon production;

- engage leading independent services companies with limited services capacity;

- purchase equipment for capital construction facilities in case of shortage;

- mobilize more skilled and experienced staff;

- acquire existing retail sites and land plots to established new retail sites;

- purchase or receive access to refining capacities.

The Company is one of the industry leaders in Russia and globally which significantly improves its competitive positions. It has an extensive new project portfolio to maintain and improve its competitive standing in the future.

By selling its products in the domestic and international markets, Rosneft bears risks of stiffer competition

The following measures are taken to minimize risks during the sale of petroleum products in the highly competitive domestic market.

· The Company plans to utilize its refining capacities based on market forecasts to prevent excess stock of individual petroleum products.

· It promptly re-distributes regional commodity flows in the domestic market and between the domestic market and export taking into account the current oil refining and petroleum product mix and own refining facilities and contractors covering almost all Russian regions.

· The Company rebuilds its refineries to satisfy the growing demand for high-octane gasoline and low-sulfur petroleum products which will in particular increase refinery volumes and yield.

· The Company maintains a focus on the development of own filling stations and facilities that meet the newest European requirements as the most stable sector for petroleum product sales in the domestic market, which is less exposed to spontaneous price changes and declines in demand. Additionally, to capture new corporate clients, the system for petroleum product delivery via filling stations is implemented on a wide scale using electronic cards, together with a filling station services system accepting the cards issued by other market players.

The most effective response measure to stiffer competition risks in the crude oil and petroleum product market includes geographical diversification which is instrumental with re-distributing products between regions.

 

Country and regional risks

Related to the country and region of operation

Rosneft operates in all federal districts of the Russian Federation. Their prospects and potential social and economic risks are outlined in the Program of Mid-Term Social and Economic Development of the Russian Federation. The Company believes that the risk of war conflicts, civil commotion, strikes, and announcement of a state of emergency in the regions where it operates is insignificant.

The Company comments on the impact of the risks related to changes in foreign policy.

It also encounters operational risks outside the Russian Federation. It is exposed to higher political, economic, social, and legal risks in developing economies as compared to more developed countries. The risks related to operation in such countries are in many respects similar to or may be higher than in Russia, also due to possible changes in foreign policy.

In case of any risks related to the political, economical, or social situation in Russia on the whole, or in some regions, or any risks related to global economic instability, the Company will take every effort to limit its negative effect. Its actions will depend on a specific situation and will be determined on a case-by-case basis.

In case of an adverse impact of country-related and regional changes on its operations, the Company plans to take the following measures aimed at maintaining its operations:

· take every effort to maintain the projects that are currently developed with its support;

· closely work with the executive authorities of the Russian Federation and its constituent entities and municipal governments;

· optimize and curtail costs.

 

Financial risks

Currency risks

A significant portion of Rosneft's gross revenue is oil and petroleum product export. Therefore, any FX fluctuations on RUB impact the Company's financial performance which is a currency risk factor.

The Company identifies and manages FX risks by using complex approach allowing for natural (economic) hedging application. To perform short-term FX risk management the Company selects a foreign currency for free cash funds balancing among Russian ruble, US dollar and other foreign currencies.

Long-term FX risk management strategy of the Company provides for using derivative and non-derivative instruments to mitigate potential openness to the risk of FX fluctuations.

Changes in interest rates

Being a major borrower, Rosneft is exposed to the risks related to changes in interest rates. The main source of borrowings is an international credit market. The majority of the Company's loan portfolio consists of USD loans. An interest rate on most of these loans is based on LIBOR and EURIBOR interbank lending rates. An increase in these interest rates may result in higher debt service fees for Rosneft. The growth of loan fees for the Company may have a negative effect on its solvency and liquidity.

As at end of 2015, the Company had the following credit ratings assigned by leading rating agencies: Moody's (Ва1), S&P (BВ+).

The Company analyses exposure to interest rates changes, including development of various scenarios to assess the influence of interest rate changes to financial indicators.

Inflation

Inflation rates in the Russian Federation significantly impact the Company's performance.

Planning business operations we take into account the impact of inflation growth rate to financial performance of the Company, including the impact of the cost of procured materials and equipment as well as the rate of the contractors' services cost changes. We develop activities to mitigate risk impact, including the search of alternative contractors and suppliers of materials and equipment.

 

Legal risks

Related to inspections by the regulator

Based on Order No. 824 / 14 dated December 31, 2014 of the Federal Antimonopoly Service, Rosneft was included in the 2015 legal entity and sole proprietor field inspection plan. FAS of Russia issued Order No. 882 / 15 dated September 25, 2015 and No. 1004 / 15 dated October 26, 2015 to conduct a scheduled field inspection from September 29, 2015 through December 29, 2015.

The inspection was aimed at checking compliance by the Company with Russian anti-trust laws during its operations in 2013 and 2014.

FAS of Russia drew up Inspection Report No. 368 dated December 25, 2015 based on the inspection results. The Company submitted its objections to the Inspection Report subject to compliance with the established administrative procedures.

Rosneft continuously monitors amendments to the current legislation, resolutions of the supreme courts and follows the trends of legal precedents. In the case of any legal precedents Rosneft submits the proposal for updating the legislation and applies to the state bodies for explanations and recommendations for implementing the specific regulations.

Related to the amendment to currency laws

Rosneft is actively involved in foreign trade and has FX assets and liabilities. Therefore, government currency regulation impacts the Company's business.

Generally, there were no significant amendments to Russian currency laws that could impact Rosneft operations in the reporting period.

Rosneft preforms ongoing monitoring of the resolutions on currency regulation and control procedures, made by the supreme court and assesses legal precedents. In the case of any legal precedents Rosneft submits the proposal for updating the legislation and applies to the state bodies for explanations and recommendations for implementing the specific regulations.

Related to the amendment to tax laws

Rosneft is a major tax payer with its operations built on the principles of good faith and transparency of information for tax authorities. The Company pays VAT, excise, income tax, severance tax, property tax, land tax, as well as other taxes and duties.

Tax laws are subject to rapid changes,

Rosneft implements ongoing monitoring of amendments to tax laws, evaluates, and forecasts the degree of the potential impact of such amendments on its operations, follows the appearing legal precedents with account of amendment to the legislation related to the Company business field, the Company specialists regularly take part in various task forces developing tax laws.

Related to amendments to customs regulation

Rosneft is actively involved in foreign trade. Therefore, the Company faces some risks related to amendments to government regulation of foreign trade and customs laws governing the procedure for goods movement across the border, determination, and use of customs procedures, determination, enactment, and collection of customs charges.

Review of the most significant changes in the customs regulations of the Russian Federation is given in Par. 1.7. of the Annual Report. Probability of any risks due to the effected amendments to the customs regulations in the reporting period in low.

Rosneft implements ongoing monitoring of amendments to customs laws, evaluates, and forecasts the degree of the potential impact of such amendments on its operations, the Company specialists regularly take part in various task forces developing customs laws.

Throughout 2015 the Rosneft specialists were actively involved in development of the EEU Customs code within the task forces and expert groups at various platforms of the European Economic Committee and the federal state bodies of the Russian Federation to promote the Company's initiatives for mitigating customs risks.

Related to the amendment to anti-trust laws

Rosneft has a significant share in the wholesale gasoline, diesel fuel, jet kerosene, and fuel oil market. Therefore, the Company shall meet additional requirements aimed at protecting competition and might face risks related to any amendments to anti-trust laws. Anti-trust regulation is in line with the federal laws of the Russian Federation and related

regulations that

were amended during the reporting period, and these amendments could affect the Company's operations.

Federal Law No. 275FZ dated October 05, 2015 significantly amended Federal Law on Protection of Competition (the so called "the fourth anti-trust package") effective from January 05, 2016. In particular, the following key amendments can be pointed out as capable of impacting the Company's operations.

The law contains a rule that allows the Government of the Russian Federation to set undiscriminating access to commodities in a specific commodity market if FAS of Russia establishes that an entity holding a share above 70% in this commodity market misused its dominant position;

- The Law was amended to the extent of the provisions establishing a collegial body in the central office of FAS of Russia authorized to revise any regulations of FAS regional divisions so that these regulations could be appealed both in court and in the superior anti-trust authority.

- The Law was amended to abolish the register of entities with a market share in a specific commodity market of over 35 %.

- Furthermore, the list of offenses subject to warning from FAS of Russia to discontinue any actions (omission) that violate antitrust laws was significantly expanded. Apart from misuse of dominant position in the form of imposing unfavorable conditions or conditions that do not pertain to the subject of an agreement and unjustified refusal to sign an agreement, avoidance of signing of an agreement, this list includes misuse of dominant position in the form of different pricing of the same commodity and discriminating conditions.

- The consent is to be obtained from FAS of Russia to sign agreements on joint activity between competitors in the Russian Federation if the total value of assets exceeds the maximum values stipulated by law.

- FAS of Russia shall make an opinion before the end of anti-trust law case review on any circumstances of the case that grants any persons involved more opportunity to impact the outcome after receiving information on the merits of charges before the case is settled.

A new joint order of FAS of Russia and the Ministry of Energy of the Russian Federation was enacted on April 25, 2015 on Approval of the minimum amount of petroleum products and individual categories of oil and gas refining products sold in the stock-exchange and requirements for stock trading involving transactions with petroleum products and individual categories of oil and gas refining products by an entity taking a dominant position in the relevant commodity markets and invalidation of Order No. 313 / 13 / 225 dated April 30, 2013 of FAS of Russia and the Ministry of Energy of Russia (hereinafter, the Order).

Rosneft preforms ongoing monitoring of the resolutions on anti-trust regulation and control procedures, made by the supreme court and assesses legal precedents. In the case of any legal precedents Rosneft submits the proposal for updating the legislation and applies to the state bodies for explanations and recommendations for implementing the specific regulations.

In 2015 the Company enacted the Regulation for General pricing principles and the procedure for selling motor fuel in the domestic market of the Russian Federation, approved by the FAS of Russia

Related to the amendment to anti-trust laws

The Order expanded the list of commodities to be sold at the stock-exchange by the entities with a dominant positions in the relevant commodity market: it also included LHGs (CPBM - commercial propane / butane mix, CP - commercial propane; CB - commercial butane, AGP&B - autogas (propane and butane), AGP - autogas (propane)). Once the Order is enacted and to generate objective stock indicators to be recognized by the market regulator, the Company shall ensure monthly sales of minimum petroleum product and gas refinery volumes at the exchange established by the Order subject to compliance with other stock trading established by the Order. The Company fully observes the specified requirements.

Legal statutory regulation of subsoil

Compliance with the requirements for subsoil regulation is one of the key components of the Company's core operation regulation which involves ongoing monitoring of amendments to industry laws for Rosneft to take them into account in its operations.

A series of amendments were made to the subsoil laws in the reporting year:

- key amendments were primarily related to geological information.

- Additionally to statutory information breakup into source and interpreted, imperative deadlines were determined for subsoil users to set conditions for information use, also for business purposes as follows: three years for source information and five years for interpreted information. Afterwards the rights to geological information will pass to the state;

- there is a possibility and maximum deferral periods for payment of subsoil charges in instalments in case of the occurrence of events specified in the license;.

- a procedure was developed to obtain rights to subsoil use for re-injection of associated water and process water of subsoil users generated during hydrocarbon exploration and production.

Apart from the aforementioned general amendments, the regulation of federal subsoil areas was also amended as follows:

- some provisions of the regulations governing exploration and mining in federal areas during and after prospecting were aligned with the Subsoil Law;

- The scope of authority of the Ministry of Economic Development of Russia was adjusted to the extent of procedures for rights to federal subsoil use and issuance of permits for the creation, operation, and use of artificial islands, structures, and installations, as well as the scope of authority of the bodies endorsing drilling conditions.

These adjustments pertain to the regulations governing federal subsoil areas and are intended to optimize the existing procedures.

It is worth noting that although significant, subsoil law amendments did not have a substantial impact on the Company's operations.

At present the Company is actively involved in law-making to develop the optimal and minimum required lists of geological information to be submitted to the funds. This shall allow the Company to keep the right of possessing the key geological information and, as a result, commercial value of the Rosneft capital assets - sites of subsurface resources.

Legal statutory regulation of land use

The enforcement of land laws is one of Rosneft priorities since land is the Company's key property.

- The Land Code of the Russian Federation was significantly amended during the reporting period as part of land use regulation. Despite substantial amendments that mainly affected the purchase and provision of government-owned or municipal land plots and provision of rights to land plots during an auction, the so called "preemptive" procedure for the acquisition of rights to land plots for some entities was provided. Such entities also include license holders which will benefit the Company.

- However, administrative liability for non-compliance with land laws stiffened: administrative fines grew, in particular fines for non-compliance with the established requirements and mandatory land improvement and protection measures and measures aimed at soil protection and mitigation of another environmental impact resulting in land deterioration.

The above changes shall economically stimulate the land users to keep the land plot in satisfactory condition.

Rosneft preforms ongoing monitoring of the amendments to the applicable legislation, resolutions and control procedures, made by the supreme court and assesses legal precedents. In the case of any legal precedents Rosneft submits the proposal for updating the legislation and applies to the state bodies for explanations and recommendations for implementing the specific regulations.

The Company continuously sticks to land protection principles as an integral part of the environment.

Industrial and environmental safety

Environmental safety:

The Federal Law No. 89FZ, On Industrial and Consumer Waste, as of June 24, 1998, was amended with the prohibition to operations with the Hazard Class 1 to 4 waste (except for detoxification and placement) without the relevant license for such waste collection, transportation, handling, and recycling.

The transition period was extended until July 01, 2016.

Industrial safety:

Many of Rosneft's facilities are categorized as hazardous facilities. In order to prevent production risks, Rosneft is guided by statutory provisions pertaining to the regulation of hazardous industrial facilities.

The following actions were taken during the reporting period as part of safety regulations at hazardous industrial facilities:

- rules for the development of emergency containment and response were changed, requirements for operators were expanded, and safety requirements for some work types and operation of some facilities were revised;

- federal executive authorities responsible for registration of the hazardous industrial facilities they control in the State Register were specified;

- it was determined that amendments could be made to the annual scheduled inspection plan of legal entities and sole proprietors in case of changes in the hazard class of an industrial facility to be inspected;

- requirements for the information to be submitted to the licensing authority to obtain or reissue a license for the operation of explosive, fire and chemically hazardous industrial facilities of Hazard Classes 1, 2, and 3 were revised.

The aforementioned amendments will not significantly impact the operations of Group companies related to the operation of hazardous industrial facilities.

Due to the amendments to the Federal Law No. 89FZ, On Industrial and Consumer Waste, as of June 24, 1998, and transition period prolongation, the Company and the Group companies made efforts to align their operations with statutory requirements throughout the reporting period. This will provide availability of Hazard Class 1 to 4 waste collection, transportation, handling, and recycling licenses.

Related to the court proceedings in progress the Company is involved in

Rosneft has been or is currently involved in the following court processes which may have a significant impact on its financial performance:

1. Since 2006, the Company has had court proceedings re demands YUKOS Capital S. a. r. l. against OJSC Yuganskneftegaz (Rosneft predecessor) to recover an alleged debt under the awards based on four loan agreements in the amount of about RUB 12.9 billion, demands of Glendale Group Ltd. regarding the recovery of about RUB 3.53 billion as principal, interest, penalty fee, and expenses due under eight promissory notes of OJSC Yuganskneftegaz, and the demands of Yukos International UK BV regarding a loss of up to USD 333 million plus interest allegedly inflicted by the order of the Amsterdam Court on freezing of a number of assets. These disputes were detailed earlier in the Company's quarterly reports.

Rosneft and some of its subsidiaries signed a Dispute Settlement Agreement in March 2015 with some companies, including YUKOS Capital S. a. r. l., Yukos International UK BV, and Financial Performance Holdings B. V. (successor of Glendale Group Ltd.) which resolved the aforementioned disputes. Under the Agreement, Rosneft and the said companies abandoned their mutual claims and terminated the court proceedings. The Agreement does not provide for any cash or other payments by Rosneft or its subsidiaries.

Rosneft performed regular monitoring of the judgments passed by supreme courts and evaluates the law enforcement trend in district arbitration courts, actively uses and applies it both during protection of its rights and legal interests in court and when settling any legal issues during its operations. Therefore, the risks related to changes in court practice are considered minor.

Related to the court proceedings in progress the Company is involved in

2. Rosneft is involved in the bankruptcy procedure of JSC NNGC Sakhneftegaz to recover its funds under individual loan agreements and suretyship agreements totally worth RUB 1.3 billion. A provision was created to cover the entire debt. The register of the creditors' claims includes Rosneft's demands worth RUB 1,625,526,926.64 (with interest accrued).

3. Former JSC RN-Holding shareholders filed claims against Rosneft in October and November 2014 to recover losses inflicted by incorrect (according to the claimants) determination of a share price during mandatory buyout. In the first instance the court rejected the claims. The appellation court currently reviews of the claimants' appeals.

Rosneft is involved in a number of other court proceedings which have arisen during its operations. According to Rosneft management, the outcome of such court proceedings will not have a significant effect on the Company's performance or financial standing.

EU and US sanctions

The United States and EU introduced a number of sectoral changes in 2014. These sanctions stipulate restrictions for US and EU persons to provide new financing to the persons specified in US and EU regulations, as well as work, goods, and services which may be used by certain persons in the Russian Federation for deep water exploration, oil production, oil exploration and production in the Arctic, and slate oil projects.

The Company takes these sanctions into account in its operations and is consistently monitoring the sanctions to minimize their adverse effects.

 

Responsibility Statement

I hereby confirm that to the best of my knowledge:

(a) the financial statements, prepared in accordance with IFRS, give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and the undertakings included in the consolidation taken as a whole,

(b) the management report includes a fair review of the development and performance of the business and the position of the Company and the undertakings included in the consolidation taken as a whole, together with a description of the principal risks and uncertainties that they face.

Igor Sechin

President of OJSC Rosneft Oil Company

March 29, 2016

 


[1] In accordance with the Executive Order of the President of the Russian Federation # 373 dated July 21, 2015 "On Certain Matters of State Governance and Control in the Area of Anti-Monopoly and Tariff Regulation" the functions of the "FTS" were transferred to the Federal Anti-Monopoly Service ("FAS").

[2] See the equity share in net financial results of upstream associates and joint ventures in the section "Upstream operating results".

[3] The Corporate Governance Code of Rosneft (English version) is available at the official website of the Company- www.rosneft.ru / www.rosneft.com

[4] Minutes No.34 as of May 25, 2015

[5] Unnumbered Minutes dated June 2, 2014

[6] The BoD members, M. Warnig, R. Dudley and D. Humphreys did not take part in the meetings if the items on the agenda contained any potential legal and

(or) commercial conflict of interests.

[7] Deputy Chairman of the Board of Directors, I. Sechin did not take part in the BoD meetings if the items on the agenda contained the approvals of related-party transactions as his voice could not be taken into account according to art. 83 of the Federal Law On Joint-Stock Companies

[8] For details see Executive Bodies section

[9] http://rosneft.ru / news / pressrelease /

[10] http://rosneft.ru / Investors / information / importantnotices /

[11] Provision for the Rosneft Audit Committee under the Board of Directors is approved by the Board (minutes No.6 as of October 06, 2014).

[12] Provision for the Rosneft HR and Remuneration Committee under the Board of Directors is approved by the Board (minutes No.6 as of October 06,

[13] Provision for the Rosneft Strategic Planning Committee under the Board of Directors is approved by the Board (minutes No.6 as of October 06, 2014).

[14] Regulation on the Rosneft Corporate Secretary is approved by the Board of Directors (minutes No. 36 as of June 15, 2015).

[15] Minutes No. 34 of May 05, 2014.

[16] Minutes №28 dated April 10, 2015

[17] Minutes 29 of April 24, 2015;

[18] Corporate Governance Code recommended by letter of the Bank of Russia No. 06-52/246 of April 10, 2014

[19] Federal Law No. 402-FZ, On Accounting, of December 06, 2011, Corporate Governance Code of the Bank of Russia, implemented in the Company according to the Instruction of the Government of the Russian Federation No. ISH-P13-5859 of July 31, 2014

[20] The Company Policy on the Internal Control and Risk Management No. P4-01 P-01 is approved by the Rosneft Board of Directors, minutes No. 8 of November 16, 2015.

[21] Provision on the Rosneft Board of Directors approved by the Rosneft General Shareholders Meeting on June 26, 2014 (minutes w/o No.)

[22] The Company Standard for the Corporate-Wide Risk Management System No. P4-05 C-0012, version 1.0 approved by the Rosneft Management Board as of October 16, 2015 (minutes No. Pr-IS-35p of November 16, 2015)

[23] Part 1 of article 1 of the Federal Law No. 225-FZ "On Mandatory Insurance of the Owner of a Hazardous Facility against Civil Liability for Harm Caused by an Accident at the Hazardous Facility"

[24] The Company Standard on Internal Control No.P4-01C-0018 of December 31, 2014

[25] The Company Policy on Internal Audit was approved by the Rosneft Board of Directors as of February 02, 2015 (minutes No. 20) and enacted by the Order No. 60 as of February 18, 2015.

[26] The Company Regulation on the Internal Audit Quality Assurance Program was approved by the Rosneft Order No. 215 of May 18, 2015.

[27] The Company Regulation on the Procedure for Cooperation of Rosneft Internal Audit Service with Rosneft Structural Divisions and the Group Companies when Performing Internal Audit was approved and enacted by the Rosneft Order No. 10 of January 21, 2016.

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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