A bet on state-owned companies is not accidental - the locomotives of the national economy being accumulated in the fat years cash fat, in a crisis they should act as a pillar for the country's budget deficit experiencing. However, apparently, some companies not only do not want to share with the state and other shareholders of its profits, but, on the contrary, worsen their situation by allowing flagrant examples of inefficiency in the process of corporate governance
The latter is perhaps the most important because of the state-owned health depends largely on the situation on the markets in general and in the economy. And if in a period of stability for errors and defects could still turn a blind eye, but now any miscalculation becomes fatal - decreases the value of companies reduced investment attractiveness, etc.
It is worth noting the following: at the beginning of 2014, wanting to insure against possible future shocks, the Central Bank of Russia with the filing of the RF Government has developed and put into action the Corporate Governance Code, address it to companies with state teachingpation. "In fact it is a set of basic rules, which are aimed at improving the various aspects of corporate relations, such as the equality of shareholders, to protect the interests of investors", - he said then Prime Minister Dmitry Medvedev. Since more than two years. Last spring, the expert council of the Russian Government and the working group on the creation of an international financial center analyzed how the provisions of the Code are met. As it turned out, only half of the state-owned companies seriously and thoughtfully approached the implementation of the provisions of the Code. Among the companies that effectively meets the requirements according to "Kommersant", entered the Railways, "Gazprom", "Sovcomflot" and "Transneft".
The latter, according to observers, was on the black list is to be expected. However, expect that the company is under the direction of Nikolai Tokarev could be a model of transparency, it would be at least short-sighted. Foreign investors complain of "Transneft"
Alas, we have to admit - in recent years, the image of "Transneft" was seriouslystained. The reason for this is the policy of the company's management. He continues to be at the hearing the scandal with one of the minority of "Transneft" - investment fund UCP Industrial Holdings Ilya ShCherbovicha caused by the company's decision to understate the payment of dividends on preferred shares. Let us briefly recall the essence: at the beginning, it became known - on payment of dividends for 2015 "Transneft" plans to invest 100% of its net profit under RAS, and the holders of preferred shares will get only 10%. This means that per one preferred share owned by private individuals, the payment may be 2.5 times less than in the ordinary, the package which is fully owned by the state. At the same time leave the shareholders without payment laid his company decided for the second time - first with the same contemptuous arrogance to "preferred shares" owners treated in 2014. All this resulted in the end in a huge scandal, which was released to the international level, and then Vice-President "Transneft" Maxim Grishanin promised in 3-4 quarter of 2015 to approve Mr.a marketing dividend policy shall not prejudice the interests of the holders of preferred shares. "The company will move to a new approach of dividend payment - will direct on dividends 25% under IFRS using various correction factors. The new dividend policy is not planned to change the proportion of the distribution of profits on dividends: 10% on the preference shares, 15% of the ordinary, "- said Grishanin. Since then, it took more than one and a half years - the promised new policy and has not appeared. History also with UCP Industrial Holdings shows change seems to have nothing planned.
And this is the result - in mid-September, a number of foreign and Russian investors have turned to the Russian authorities with complaints about the actions of "Transneft". The leitmotif of all requests one - policy of the company Nikolai Tokarev leads to deterioration of the investment climate in Russia.
"We are concerned about the various problems in the field of" Transneft "of corporate governance, which significantly undermine the attractiveness of investment in the Russian state-owned <...> Of particular concern is the approach & laquo; Transneft "to the distribution of dividends, which, in the case of saving in the future will lead to unfair towards investors and the negative impact on the image of the Russian state", - quotes Forbes letter fund UFG Asset Management, addressed to Prime Minister Dmitry Medvedev, First Deputy Prime Minister Igor Shuvalov, presidential aide Andrei Belousov and head of the Federal Property Management Agency Dmitry Pristanskovu.
Similar statements were made by Deutsche Bank and Prosperity Capital Management fund. However, they raise the question of wider - noting that adopted in the "Transneft" dividend distribution principles make investors wonder whether to invest in Russian securities, letters authors quite transparently hinted: "Transneft" artificially understate the size of its net income, translating it into subsidiaries . As a result - may receive less money, not only minorities, but also a major shareholder in the face of the state. Secrets of the profit distribution
It talks about the fact that "Transneft", apparently, a few liberties with making money go davno, but if we are about it begin to foreign financiers, it's a wake-up call. Nikolai Tokarev himself has repeatedly stressed that for him in the first place there are the interests of the state: "I do not care how they [prefs] listed, how much are. Marshall dividend policy of "preferred shares" does not consider it necessary "," We have only one shareholder - the State. We do not have minority shareholders ... It's not really. " However, it seems that talk about following the public interest are only a screen, hiding the other, more mundane purpose.
It's enough to see the statements.
It is clear from the data given that the results of 2015 the profit distribution state received less than 9% of the total profits of the "Transneft". The lion's share of the assets remains with the subsidiaries.
Against this background, recall the words, said in December 2014 Mr. Vladimir Putin: "I want to remind - we agreed on the general rule of payment d.ividendov for state-owned companies: at least 25% of net profit. However, according to the results of the last two years this requirement is met a little more than half of state-owned ... Let's agree: if the decisions are made, they should be executed. " It is easy to see that the policy of "Transneft" directly contradicts the president's request. Interestingly, the attitude in the Kremlin to ignore the direct words of the head of state?
It can be assumed that the federal authorities rely on state-owned data. Thus, according to the manual, "Transneft" "took 2nd place" among Russian companies with state control on payments of dividends in 2014. However, in fact this is also untrue. The report "Transneft", the following information about dividends and net profit under RAS for 2014 The information in the report of Transneft for 2014 (dividends / net profit under RAS):
However, the actual data looks a little different.
Information on the group Transneft for 2014 (dividends / net profit of the group):
In the para. 6.1. Charter of the parent company "Transneft" stated that the aim of the company is to make profit. That is, the actual financial results of "Transneft", in comparison with its subsidiaries, is clearly not consistent with the Constitution.
However, Nikolai Tokarev has his own explanation as to why the difference between the profit of the parent company of OJSC "AK" Transneft "and its subsidiaries so great. What is to consolidate the gains? It is to take it from "daughters", which are the major taxpayers. Today, they are paid in the region more than 50 billion rubles of taxes ... ", - he said.
However, such an explanation is bordered by deceit. Since 2012 "Transneft" is the responsible party to the consolidated group of taxpayers. Because even if all of the profit will be formed exclusively at the parent company, tax revenues to the regions of this does not change.
As a result of all of this circuit is similar to the classic attempt to withdraw funds - waspsmain part of the profit remains in the "daughter", because of which the shareholders receive less substantial sum. And this scheme there was not yesterday. "Historically," Transneft "forms on the parent company consistently low net income (4-20% of the consolidated net income of the entire group" Transneft ")" - leads the Forbes appeal Criminal Code "Leader" to the Minister of Economic Development Alexei Ulyukayev.
The question arises - what is "Transneft" spends "saved" so the money?
How do effective managers
In this respect, again, there is an opinion Nikolai Tokarev - the "Transneft" giant economy, which is necessary to maintain, as well as extensive investment program. For all this requires considerable resources. "... Having a hard investment as we do, giving away money right and left?" - Said Tokarev.
But here's the rub - if you compare the work of "Transneft" to the activities of similar foreign companies, the comparison will not in favor of the company Nikolai Tokarev. Odit that the effectiveness of "Transneft" is on the appallingly low: one Canadian pipeline company TransCanada serves almost 13 times (!!!) over pipelines than one employee of "Transneft" (see the FAQ.).
Another point: according to the accounting policy of "Transneft" in accordance with IFRS, the useful life of pipelines and tanks is 26.5 years, which is significantly less than that of the western pipeline companies. This allows the company to overstate and understate depreciation net profit under IFRS, which should be the basis for calculating the dividend. Also high depreciation help of "Transneft" to justify the inflated capital expenditure for the replacement, modernization and reconstruction of oil pipelines and reservoirs.
It is reasonable to ask - is it worth spending endless repairs, if you can send money to pay high dividends to the state and other shareholders?
By the way, back in 2011, "Transnebe "promised that in the period up to 2017 on average will spend on modernization and reconstruction of pipeline network is more than 90 billion rubles. annually, which is approximately in line with depreciation. However, in late 2013 the company's management suddenly changed its position, stating that in the period from 2015 to 2020 intends to spend on average and reconstruction is already 238 billion rubles. annually, which is more than 2 times higher than the historical figures 2010-2014. and previous calculations. Not surprisingly, the validity of numerous costly investment and repairs is highly questionable. It seems that at a time when the whole country strives to cut costs and save money, the state company management has decided to live on a grand scale.
Financial and oil talents
Meanwhile, "Transneft" and still continues to borrow money. So, in early October it became known - the company placed on the Moscow Stock Exchange for a total amount of 15 billion rubles bonds. Earlier in September, "Transneft" has posted on the Stock Exchange in the amount of 17 bln. Rubles bonds. Before Ody on the stock exchange were carried out in August and July. In total, according to the decision of the Board of Directors, is expected to issue in the amount of 280 billion rubles bonds. The maturity of the bonds under the program - 30 years. Obviously, thinking about how to pay off a huge debt, is no longer current management of the company ...
However, financial policy of "Transneft" is sometimes confusing. So, Nikolai Tokarev has decided to insure the risks of falling rates. Not the ruble and the dollar ... despite the fact that the company's entire activity is conducted in rubles and foreign currency loans have been Transneft Large Live than foreign currency deposits. As a result, after the US dollar exchange rate has grown, "Transneft" has lost 76 billion rubles, which is almost 10% of annual revenues.
Even more strange looks choice of banks to place free funds. January 21, 2016 the Central Bank of the Russian Federation has deprived Vneshprombank license, in which at Transneft and its controlled company "Novorossiysk sea trading port" (NCSP) was taken by 9 billion rubles. and 18.6 billion rubles. respectively. After eight days the CBR FIXEDl temporary administration in "Interkommerts" bank, and in February 2016 deprived the bank license. In "INTERKOMMERTS" "Transneft" kept about 6.6 billion rubles. As a result of unsafe investments in banks only in 2015 write-offs and losses of "Transneft" and NCSP amounted to a total of 34.2 billion rubles.
Particularly piquant is against this background look amount remitted "Transneft" for charity - from 2007 to 2014 GG the company's management sent to different projects about 33 billion. (!) rubles, which is 1.5 times the volume of dividends paid during the same period. So, apparently, to count the money, "Transneft" will help lean budget, the Finance Ministry is clearly not worth it. At least, until at the helm of the company is its current captain.
BY THE WAY
In 2015, "Transneft" leadership has once again demonstrated the financial statements manipulation skills. Thus, in 2015 the parent company recognized in the financial statements under RAS loss on currency derivatives (liabilities to it in 2015 were repaid by the bank for these transactions).
In Rezatate the net profit of the parent company of the "Transneft" for 2015 could be sharply negative, which would have caused a lot of questions from the state and investors. To hide the losses of Transneft leadership first ordered to raise dividends from subsidiaries to the parent. Following the manipulation of net profit of PJSC "Transneft" for 2015 it was 8.6% higher than in 2014
All this encourages observers to believe that the management of "Transneft" company draws RAS results on your own, though the figures do not reflect the real picture. Such large-scale manipulation of the profits, it seems, is only characteristic of a state company in Russia - "Transneft".