Approved on February12, 2015
by the Management Board of VozrozhdenieBank
Minutes datedFebruary12, 2014 No. 7
QUARTERLY REPORT
VozrozhdenieBank
Issuer’s code: 01439-В
for the 4thquarter of 2014
Issuer’slocation: the Russian Federation, 101000, Moscow, 7/4Luchnikov pereulok, building 1
Information within this Quarterly Report is subject to disclosure according to the legislation of the Russian Federation on securities
Chairman of the Management Boardof Vozrozhdenie Bank
Date: February___ 2015 / ______A. Dolgopolov
signature
Chief Accountant
of Vozrozhdenie Bank
Date: February___ 2015 / ______E. Volik
signature
Contacts: ElenaAbramova
Head of theIssuable SecuritiesDivision
Corporate Department
Telephone (fax): (495) 620 18 61 ext.13-45
E-mail:
Website where this Quarterly Report is disclosed:
Index
I. Summary of the members of the management board of the Issuer and information on bank accounts, the auditor, the appraiser and the financial adviser of the Issuer as well as the other persons who have signed the quarterly report
1.1. Persons included in the management board of the Issuer
1.2. Information on the Issuer's bank accounts
1.3. Information on the Issuer's Auditor (Auditors)
1.4. Information on the Issuer's Appraiser
1.5. Information on the Issuer's consultants
1.6. Information on other persons who have signed the quarterly report
II. Issuer’s financial and economic performance: basic information
2.1. Issuer’s financial and economic performance indicators
2.2. Issuer's market capitalization
2.3. Issuer's liabilities
2.3.1. Loans and payables
2.3.2. Issuer's credit history
2.3.3. Issuer's obligations from the security provided to the third parties
2.3.4. Issuer's other obligations
2.4. Risks, inherent with the acquisition of the placed issued securities
III. Detailed information on the Issuer
3.1. Issuer's history
3.1.1. Information on the company name (title) of the Issuer
3.1.2. Information on state registration of the Issuer
3.1.3. Information on foundation and development of the Issuer
3.1.4. Contacts
3.1.5. Taxpayer Identification Number
3.1.6. Issuer's affiliates and branches
3.2. Issuer’s main economic activity
3.2.1. Industry classification of the Issuer
3.2.2. Issuer’s main economic activity according to the All-Russia Classifier of Economic Activity
3.2.3. Information on availability of admissions (licences) or authorizations for particular types of activity
3.3. Future prospects for the Issuer's activity.
3.4. Issuer's participation in group banking, bank holdings, holdings and associations
3.5. Organisations controlled by the Issuer and that are essential for the Issuer
3.6. Composition, structure and value of the Issuer's fixed assets, information regarding plans for the acquisition, replacement, and disposal of fixed assets as well as of all the facts of encumbrance of the Issuer's fixed assets
3.6.1. Fixed assets
IV. Information on the financial and economic activity of the Issuer
4.1. Results of the financial and economic activity of the Issuer
4.2. Issuer's liquidity, capital adequacy and current assets
4.3. Issuer's Financial Investments
4.4. Issuer's Intangible Assets
4.5. Information on the policy and expenses of the Issuer in the field of scientific and technical development with regard to licences and patents, new developments and research
4.6. Analysis of development trends with regard to the Issuer's main activity
4.6.1. Analysis of the factors and conditions having an impact on the activity of the Issuer
4.6.2. Issuer’s competitors
V. Detailed information on the persons that are a part of the Issuer's management, the bodies controlling the financial and economic activity of the Issuer and brief information regarding the officers (employees) of the Issuer
5.1. Information about the structure and competence of the Issuer's management bodies
5.2. Information on members of the management bodies of the Issuer
5.3. Information on amount of remuneration, benefits and/or reimbursement of costs for every management body of the Issuer
5.4. Information about the structure and competence of the bodies carrying out control over financial and economic activity of the Issuer
5.5. Information on members of bodies of control over financial and business operations of the Issuer
5.6. Information on amount of remuneration, benefits and/or reimbursement of costs for the body of control over financial and business operations of the Issuer
5.7. Information on the number and structure of the staff (employees) of the Issuer as well as of changes in the number of the staff (employees) of the Issuer.
5.8. Information on any Issuer's liabilities to the staff (employees) regarding possible shares in the authorized capital (associated capital, share fund)of the Issuer
VI. Information on the Issuer's Participants (Shareholders) and on the interested party transactions executed by the Issuer
6.1. Information on the total number of the Issuer's Shareholders (Participants)
6.2. Information on the Issuer's Participants (Shareholders) holding not less than five percent of its authorized (share) capital (mutual fund) or not less than five percent of its ordinary shares as well as information with regard to the persons maintaining control over such Participants (Shareholders) and, in case of the absence of such persons, information about their Participants (Shareholders) holding not less than twenty percent of the authorized (share) capital (mutual fund) or not less than twenty percent of their ordinary shares
6.3. Information on the size of the state's or municipal unit's share in the authorized (share) capital (mutual fund) of the Issuer, and the special right ("gold share")
6.5. Information on changes in the composition and amount of participation of the Issuer's Shareholders (Participants) holding not less than five percent of its authorized (share) capital (mutual fund) or not less than five percent of its ordinary shares
6.6. Information on the interested party transactions executed by the Issuer
6.7. Accounts Receivable Information
VII. Accounting (financial) statements of the Issuer and other financial information
7.1. Annual accounting (financial) statements of the Issuer
7.2. Quarterly accounting (financial) statements of the Issuer
7.3. Consolidated accounting (financial) statements of the Issuer
7.4. Information on the accounting policies of the Issuer
7.5. Information on total exports and the share of exports in total sales
7.6. Information on significant changes in the structure of the Issuer's property after the end date of the last completed financial year
7.7. Information on the Issuer's participation in legal proceedings should such participation significantly reflect on the Issuer’s business and financial performance
VIII. Additional information on the Issuer and its placed securities
8.1. Additional information on the Issuer
8.1.1. Information on the volume and structure of the authorized (share) capital (mutual fund) of the Issuer
8.1.2. Information on changes in the authorized (share) capital (mutual fund) of the Issuer
8.1.3. Information on convocation procedure and holding a meeting (hearing) of the Issuer’s supreme management body
8.1.4. Information on commercial organisations in which the Issuer owns at least five percent of authorized capital (associated capital, share fund)or at least five percent of ordinary shares
8.1.5. Information on major transactions carried out by the Issuer
8.1.6. Information on the credit rating of the Issuer
8.2. Information on each category (type) of Issuer shares
8.3. Information on previous issues of the Issuer's securities save for the Issuer's shares
8.3.1. Information on issues where all the securities have been redeemed
8.3.2. Information on unredeemed issues of securities
8.4. Information on an individual (persons) who has (have) provided security on the Issuer’s secured bonds and the conditions for securing the fulfillment of obligations on the Issuer’s secured bonds
8.4.1. Conditions regarding securing the fulfillment of obligations under the mortgage-backed bonds
8.5. Information on organisations conducting the accounts on the Issuer’s equity securities
8.6. Information on legislative acts regulating issues relating to the import and export of capital, which may affect the payment of dividends, interest and other payments to non-residents
8.7. Description of the taxation procedure of income from the placed and to be placed issued securities of the Issuer
8.8. Information on declared (accrued) and paid dividends on the Issuer's securities, as well as on returns on Issuer's bonds
8.8.1. Information on declared and paid dividends on the Issuer’s securities
8.8.2. Information on accrued and paid dividends on the Issuer's shares
8.9. Other information
8.10. Information on presented securities and Issuer of the provided securities where the title is certified with by Russian depositary receipts
Introduction
According to cl. 5.1. of the RegulationsNo. 11-46/pz-n “On Information Disclosure by Issuers of Issuable Securities” as of October 4, 2011, approved by the Order of the FFMS, the Bank performs information disclosure via the quarterly reportof the IIssuer of securities, issues and prospectus thereof were officially registered by the state, in the event ofmarket release by public offering among other partiesoutnumbering 500.
This quarterly report includes assessments and forecasts of the authorized management bodies of the Issuer regarding future events and/or actions, perspectives of the development of economy sector, in which the Issuer conducts its main activities, as well as the results of those activities, including the Issuer's plans and possibilities of occurrence of certain events and actions. The investors should not fully rely upon the assessments and forecasts of the Issuer's management bodies, as actual results of the Issuer's actions in the future may vary from the predicted results due to various reasons. Acquisition of the Issuer's securities is subject tocertain risks as defined in this quarterly report.
I. Summary of the members ofthe managementboardof the Issuer and information on bank accounts, the auditor, the appraiser and the financial adviser of the Issuer as well as the other persons who have signed the quarterly report
1.1. Persons included in the management boardof the Issuer
Information onthe personal composition of the Issuer's Board of Directors:
Full name / Birth yearGoncharova Lyudmila / 1958
Dolgopolov Alexander / 1961
Zatsepin Nikolay / 1951
Kuimov Igor / 1952
Lapushkin Oleg / 1941
Malinin Vladimir / 1940
Malinin Sergey / 1963
Margania Otar / 1959
Mikhalkov Nikita / 1945
Orlov Dmitry[1] / 1943
Poletaev Yuri / 1943
Eskindarov Mukhadin / 1951
Chairman of the Board of Directors
Otar Margania / 1959
Information on the personal composition of the Board of Directors:
Full name / Birth yearAbdullin Rushan / 1968
Bolvinov Alexander / 1962
Bondareva Tatiana / 1965
Goncharova Lyudmila / 1958
Dolgopolov Alexander / 1961
Dmitriev Evgeny / 1965
Ivanov Alexey / 1972
Malinin Sergey / 1963
Nakhmanovich Mark / 1957
Orlova Tatiana / 1986
Semko Mikhail / 1963
Shalimov Andrey / 1973
Information on the person holding the position of the sole executive body of the Issuer:
Full name / Birth yearDolgopolov Alexander / 1961
1.2. Information on the Issuer's bank accounts
No changes were introduced into the content of this clause within the reporting period.
1.3. Information on the Issuer's Auditor (Auditors)
No changes were introduced into the content of this clause within the reporting period.
1.4. InformationontheIssuer's Appraiser
No changes were introduced into the content of this clause within the reporting period.
1.5. Information on the Issuer's consultants
No securities market'sfinancial consultants have been engaged in the12 months prior to the end of the financial quarter.
1.6. Information on other persons who have signed the quarterly report
Full name / ElenaVolikYear of birth / 1962
Main workplace / VozrozhdenieBank
Title / Chief Accountant
Grounds / OrderNo. 199/k as ofApril 14, 2014
II. Issuer’s financial and economicperformance: basic information
2.1. Issuer’s financial and economicperformance indicators
Is not to be specified for the Quarterly report for the fourth quarter.
2.2. Issuer'smarketcapitalization
Informationon the Issuer's market capitalization by the end of the last complete financial yearand by the end of financial quarter:
Date / Market operator / Individual state registration number of securities / Number of shares / Market price per share, rubles / Market capitalization(gr.4*gr.5), rubles
1 / 2 / 3 / 4 / 5 / 6
30.12.2013 / CJSC MICEX Stock Exchange / 10101439В / 23,748,694 / 438.90 / 10,423,301,796.60
20201439В / 1,294,505 / 119.22 / 154,330,886.10
30.12.2014 / 10101439В / 23,748,694 / 452.00 / 10,734,409,688.00
20201439В / 1,294,505 / 69.00 / 89,320,845.00
2.3. Issuer's liabilities
2.3.1. Loans and payables
Is not to be specified for the Quarterly report for the fourth quarter.
2.3.2. Issuer's credit history
The Issuer had no liabilities on credit agreements or loan agreementsthat were in force during the last complete financial year and the current fiscal year, including agreements concludedby the issuance and sale of bonds for which the amount of debt is 5 (five)or more percent of the book value of the Issuer's assets, as of the date of last completed reporting period (quarter, year) preceding the conclusion of the corresponding agreement, with respect to which the termfixed for the submission of accounting (financial) statements has expired.
2.3.3. Issuer'sobligationsfrom the securityprovided to the third parties
Information on total volume of obligations of the credit organization – issuer of the provided collateral and total volume of the obligations of third parties under which the credit organization – issuer granted collateral to third parties, including in the form of pledge, guarantee or banking guarantee as of the date of the end of the reporting quarter.
as ofJanuary1, 2015
No. / Item / Value,RUB thousand
1 / Bank's total liabilities from the security provided / 11,597,201
2 / Third parties total liabilities which have been secured by the Bank, including / 11,597,201
in the form of a pledge or guarantee with due consideration of the Bank's limited liability to such an obligation of the third party, determined due to the conditions of collateral and actual remainder of the third party's loan debt. / -----
3 / Total liabilities of security in the form of a bank guarantee provided by the Bank / 11,597,201
4 / Third parties total liabilities which have been secured by the Bank in the form of a bank guarantee provided to the third parties / 11,597,201
TherearenoIssuer obligationsfromthesecurityprovidedtothirdpartiesasofthebeginningofthecurrentfinancialyearandtotheendofthefinancialquarter, including in the form of a pledge or guarantee, comprising not less than five (5)percentfrom the Issuer's balance sheet assets by the end of the last completed financial period preceding to the pledging.
2.3.4. Issuer'sotherobligations
The Issuer has noagreements, includingforwardcontractsnotrecordedinitsaccounting (financial) statements, thatmayhave an impact ontheIssuer's financial position, its liquidity, financing sources and conditions of their use, or results of activity andexpenses inasubstantialway.
2.4. Risks, inherentwiththeacquisition of the placed issued securities
Due to toughening of regulatory requirements and tighter control from the Bank of Russia over compliance with the capital adequacy ratios and liquidity risk, the Bank improves its risk management system and IT-system on the basis of best international practices and Basel Committee on Banking Supervision (Basel III).
In order to minimize risks in Q4 2014 the Bank developed and approved a number of documents improving credit risk monitoring on the Bank’s corporate borrowers. The Bank has developed an algorithm for revealing indicators of credit risk expansion and risk factors used within the early warning system as well as the procedure for defining actions on credit risk assessment on loans with heightened risk level.
According to the Bank of Russia requirements, the Bank has developed a plan forfinancial activity in emergency situations. The plan defines stress scenarios describing emergency situation which can affect financial stability of the Bank and the list of actions necessary to minimize consequences of the scenarios implementation.
III. Detailed information on the Issuer
3.1. Issuer's history
3.1.1. Information on the companyname (title) of the Issuer
Full companyname of the Issuer till January 12, 2015:
Bank Vozrozhdenie
Company name valid from:24.12.2002
Abbreviated companyname of the Issuer:
V.Bank
Date of introduction of the company name:24.12.2002
Full company name of the Issuer from January 12, 2015:
Vozrozhdenie Bank
Company name valid from:12.01.2015
Abbreviated companyname of the Issuer:
V.Bank
Date of introduction of the company name:12.01.2015
Reason for introduction of the companyname: Resolution of the extraordinary General Meeting of Shareholders (Minutes №2 dated October 23, 2014)
The Issuer's companyname is not registered as a trademark or a service mark.
Neither the full nor the abbreviatedcompanyname of the Issueris similar to the name of any other legal entity.
All previous Issuer's names during the time of its existence:
Full company name: Moscow Joint Stock Commercial Bank Vozrozhdenie
Form of incorporation: open joint stock company
Abbreviated companyname: none
Company name valid from:12.04.1991
Reason for introduction of the companyname: Founders' Resolution (Minutes No.1 of 12.10.1990)
Full companyname: Open Joint Stock Company Moscow Commercial Bank Vozrozhdenie
Abbreviated companyname: MJSCB Vozrozhdenie
Form of incorporation: open joint stock company
Date of introduction of the companyname:29.11.1996
Reason for introduction of the companyname: Resolution of the General Meeting of Shareholders (Minutes No. of 29.03.1996)
Fullcompanyname: Bank Vozrozhdenie
Abbreviated company name: V.Bank
Form of incorporation: open joint stock company
Date of introduction of the company name:24.12.2002
Reason for introduction of the companyname: Resolution of the General Meeting of Shareholders (Minutes №1 dated June 28, 2002)
3.1.2. Information on state registration of the Issuer
Registration number of the Issuer in accordance with the Ledger of State Registration of Credit Institutions / 1439Date of registration with the Bank of Russia / 12.04.1991
Primary state registration number (PSRN) of the legal entity / 1027700540680
Date of assignment (date of entry of the legal entity registered before June 1 2002 in the Unified State Register of the Legal Entities) / 17.12.2002
Name of the registering body that made an entry on the legal entity registered before June 1 2002 in the Unified State Register of the Legal Entities / Administration of Ministry of Taxes and Levies of Russia in the city of Moscow
3.1.3. Information on foundation and development of the Issuer
No changes were introduced into the content of this clause within the reporting period.
3.1.4. Contacts
Issuer location:
The Russian Federation, 101000, Moscow, Luchnikov pereulok 7/4, building 1
Postal address:
The Russian Federation, 101000, Moscow, Luchnikov pereulok 7/4, building 1, city mail service, 101990
Telephone, fax: (495) 620-18-88, (495) 620-19-99
E-mail:
Web site (sites) containing information about the Issuer and the securities it has placed (is going to place):
Information on Issuer's special department for shareholders and investors relations:
Shareholders Department
Location:
The Russian Federation, 101000, Moscow, Luchnikov pereulok, 7/4, building 1
Telephone, fax: (495) 641-32-87
E-mail:
Web site:
Investor Relations Division
Location:
The Russian Federation, 101000, Moscow, Luchnikov pereulok, 7/4, building 1
Telephone, fax: (495) 620-90-71
E-mail:
Web site:
3.1.5. Taxpayer Identification Number
5000001042
3.1.6. Issuer's affiliates and branches
Changes in the composition of the branches’ management:
Title: / 4.VOLGODONSKbranch of Bank VozrozhdenieDate of foundation: / 09.06.1993
Location in accordance with the Articles of Association (constituent documents): / 347371, Rostov Oblast, Volgodonsk,Velikoy Pobedy boulevard 38а
Telephone: / (86392) 2-89-29
Full name of the Director / From September 1, 1994 – Deputy Head of the branch
From October 21, 2014 – Head of the branch Sergey Studenikin
Term of the director's power of attorney: / 31.12.2014
3.2.Issuer’s main economic activity