In the practical field, 7 unitary enterprises have already been reorganized by way of merger, and the authorities have taken the decisions as to privatizing another 8 FSUEs earmarked for inclusion in the USC.
As regards the USC, blocks of shares in 4 JSCs (only one of them is a controlling block) have been additionally contributed to its authorized capital).
An even more interesting example of the creation of integrated structures was the pooling of state and private assets of the 5 air companies comprising the alliance “Air Union”, by way of creating a new air carrier – the OJSC “Airunion”, third largest in the country”. The State’s contribution will be in the form of its blocks of shares in “The Krasnoyarsk Airlines” (51%), “The Domodedovo Airlines” (50.04%), and in “The Air Company “Samara” (46.5%).
It should be noted that, in contrast to the majority of holding companies created in recent years, the State may not get a controlling block of shares in the structure being formed, and will limit its ambitions to obtaining just 45% of shares, although the final proportions in share-distribution should be determined later on. Such a structure of capital is fraught with a high risk of conflicts between the State and the rest of the shareholders, which became apparent almost immediately, in the beginning of the current year, when the constituent shareholders’ meeting failed to come to any decision because of the disagreements in estimating the value of the assets being contributed.
In early 2007, the approval of a corresponding draft law opened way to the creation of a new big state-owned company on the basis of assets of the civilian part of the Russian nuclear industry. 100 % of shares in this company will belong to the State. Edict of the RF President, of 27 April 2007, No 556, initiated the creation of a holding company, the OJSC “The Nuclear Power Engineering Complex” (NPEC), with 100% of shares in federal ownership. To be contributed to its authorized capital are federal blocks of shares in 31 previously created OJSCs, and in another 55 OJSCs which should be created after the reorganization of FSUEs, as well as in 3 federal state educational establishments (FSE) in the sphere of additional professional training (or advanced training), related to the organizations of the nuclear power engineering complex. The united integrated company “The Nuclear Power Engineering Complex” (NPEC) will become a big corporation of the full cycle, including the extraction of uranium, the production of fuel for nuclear power plants, the construction of nuclear power plants in Russia and abroad, nuclear machine-building, planning and designing organizations, and research establishments. By the end of 2007, the first stage of creating the OJSC “The Nuclear Power Engineering Complex” had been fully completed in the part of contributing, to the authorized capital of the said company, of the federal shares in 31 JSCs and the property complexes of FSUEs, and the corporatization of 20 FSUEs had also been completed.
In the second half of 2007, the authorities made public the plans for creating as many as 4 holding companies in the sphere of motor-building. The first step in this direction was the announced reorganization of the FSUE “ The Moscow Motor-Building Production Plant “Salute”, by way of annexing to it another FSUE, “The Omsk P. I. Baranov Motor-Building Corporation”; the authorized capital of the reorganized enterprises was additionally increased by the contribution of the federal blocks of shares in 4 JSCs (two blocks of 38% each, and another two of 25.5% each).
RUSSIAN ECONOMY IN trends and outlooks A beginning has been made to the long-expected formation of a holding company for armored vehicles production on the basis of the FSUE “The F. E. Dzershinsky Industrial Association “Uralvagonzavod” [The Urals car-building plant] (Niznii Tagil, Sverdlovsk Oblast), which is being transformed into a OJSC with 100% of shares in federal ownership. As in the case of “Salute”, it is planned to increase its authorized capital by all the shares (minus one) in the JSCs created on the basis of transforming 7 FSUEs, and of the blocks of shares in OJSCs (four of them of more than 50% of shares each). By the end of 2007, the decisions had been made as to the terms of privatization of 6 FSUEs for the purpose of contributing the corresponding JSCs’ to the authorized capital of the OJSC “The Research and Production Corporation “Uralvagonzavod”, including the creation of the head company of this integrated structure.
In 2007, the formation of several integrated structures was completed - mostly those in respect of which the decisions concerning their creation had been made earlier, namely: the OJSC “The Concern Sozvezdie” [“Constellation”]; “The Concern “Avionics” (whose authorized capital was formed by shares in 6 JSCs previously created by way of privatizing corresponding unitary enterprises); “Zarubezhneft” (foreign oil) (whose authorized capital was formed by shares in 2 JSCs); “The State Joint – Stock Company “Obronpromkomplex” (defense – industrial complex) (whose authorized capital was formed by shares in 9 JSCs); and “The Concern “Granite – Electron” (whose authorized capital was formed by shares in JSCs).
Apart from this, the formation of a number of integrated structures, in regard of which the decisions concerning their creation had been made earlier, was going on unabated. The said structures are as follows: “The Corporation “Roskhimzashchita” (Russian gas defense) (FSUE was transformed into a corporation); and “The Russian Corporation of Aero-Space Instrument Making and Information Systems” (the decisions were made as to the terms of privatizing all the 7 FSUEs earmarked for the consequent contribution of shares in the newly created JSCs to the authorized capital of the corporation).
The authorized capital of the OJSC “The Corporation ‘Tactical Missile Armament’” has been augmented by the federal blocks of shares in 11 JSCs, and yet another 4 FSUEs are being transformed into joint-stock companies. The authorized capital of the OJSC “The AntiAircraft -Defense Concern “Almaz – Antei” ties up shares in all the 4 FSUEs earmarked for joining the corporation. In the end of 2007, the decision was made that the additional issue of shares in this company should be repaid with the federal blocks of shares in yet another OJSCs.
The first stage of development of the OJSC “Morinformsistema – Agate” (the naval information system “Agate”) was brought to conclusion. The federal blocks of shares in 3 JSCs were contributed to its authorized capital, and the decisions were taken as to the terms of privatization of all the three FSUEs to be integrated within its framework. Blocks of shares in another 4 JSCs, created earlier by way of privatizing the corresponding unitary enterprises were contributed to the authorized capital of the OJSC “The Concern “Morinformsistema – Agate” in pursuance of the decisions made earlier. Similarly, the authorized capital of the OJSC “The Concern “Submarine Armament – Gidropribor” (hydraulic instruments) tied up the federal blocks of shares in 2 JSCs, earmarked for this purpose, and the decision was made as to the terms of privatization of 1 FSUE. The extension of the two latter structures, as well Section Institutional Problems as that of “The Concern “Granite – Electron”, should be considered within the framework of the afore-mentioned measures concerning the integration of the shipbuilding industry.
Apart from this, so far as the creation of integrated structures is concerned, one could note the adoption of decisions on the terms of privatizing 4 FSUEs for the purpose of the subsequent contribution of shares in the corresponding joint-stock companies to the authorized capital of the OJSC “The Academician V. P. Makeev State Missile Center”, and the corporatization of the FSUE “The Kumertau Aircraft Production Enterprise” (Bashkortostan) for the purpose of the subsequent contribution of its shares to the authorized capital of the OJSC “The United Industrial Corporation “Oboronprom” (defense industry), a holding company engaged in consolidating Russian helicopter construction.
The trend toward active property expansion on the part of natural monopolies (“Gazprom” and the RJSC “The UES of Russia”), which had been on the rise over the previous two years, manifested itself yet again in the RZhD’s intention to obtain the blocking parcels of shares in the ports of Ust-Luga and Novorossiisk, which was made public in early 2007. As regards the former, the case in point is the potential purchase of 16.5% of shares in addition to the existing 8.5%; as regards the latter, the privately owned 16% of shares in the port of Novorossiisk were already transferred into trust management to the RZhD in February 2007.
Talks are under way with regard to purchasing shares in the ports of Vladivostok and Nakhodka20. Similar conclusions can be made concerning the information on the reorganization of “Transmashholding” (the Transport Machinery Holding Company – TMHC) to be accompanied by the consolidation of the assets controlled by the holding companies and listed with its fixed assets. A blocking parcel of shares in the TMHC could be also sold to the RZhD. It should be recalled that the TMHC is the biggest Russian company in the sphere of railroad machine – building, which comprises such enterprises as “Metrovagonmash” and “The Kolomna Plant” (Moscow Oblast), “The October Electric-Car Repair Plant”, “Penzadieselmash” (the Penza Diesel Engine-Building Plant), the Briansk Machine–Building Plant, and “Bezhitsa Steel” (Briansk Oblast)21. In the past year, the authorized capital of the RZhD was increased by blocks of shares in 4 joint-stock companies, including the OJSC “Yakutia’s Railroads” (50% of shares), “Transkreditbank” (75%), “Speedways” (87.4%) and “The Newspaper ‘Gudok’” (100% minus 1 share).
The holding company “Russpetsstal” [“Russian Special Steel”], controlled by “Rosoboroneksport” and oriented to production of special sorts of steel, is in the process of organization. It comprises the metallurgical plant “The Red October” (Volgograd), and the Stupino Metallurgical Company (Moscow Oblast). On the agenda is the purchase of a controlling parcel of shares in the enterprise “Ruspolimet” (Nizhnii Novgorod Oblast), and there was information as to the plans to acquire shares in such giants of ferrous metallurgy as the Magnitogorsk Metallurgical Integrated Works and “Mechel”.
“Rosneft” was the major buyer of “Yukos”’ numerous assets, which were put on sale in the course of bankruptcy proceedings. Although “Gazprom” was much less active in this respect, the gas monopoly did buy from the company TNK-BP 62.8% of shares in the company “RUSIA Petroleum”, a licensee of the potentially lucrative Kovyktino gas field and the holder of 50% of shares in the East-Siberian Gas Company (ESGK), engaged in the regional gasifica Dagaeva, A. RZhD skupaet porty [The RZhD is buying up ports] // Vedomosti, 18 April 2007.
Kudriashov, D. “Transmashholding” sobiraet aktivy [“Transmashholding” is amassing assets] // RBK daily, March 2007, p. 6.
RUSSIAN ECONOMY IN trends and outlooks tion project for Irkutsk Oblast. Also, “Gazprom” participated in the redemption of additional issues of shares (for example, in “Mosenergo”) and in the acquisition of blocks of shares in energy companies in the course of reform of electric-power engineering industry, and made it clear that it was going to make investments in the coal industry (when implementing a number of projects in cooperation with the Siberian Coal Power-Engineering Company (SCPEC). It should also be mentioned that “Rosneftegaz” (created at the end of 2004 by way of tying-up, in its authorized capital, shares in “Rosneft” for the purpose of effecting a transaction aimed at increasing the state-owned block of shares in “Gazprom to a controlling size) is going to carry out an additional issue of shares, which would be paid for by the State with 90.6% of shares in “Kamchatgazprom”.
Very important not only for the state sector, but also for the Russian economy as a whole was the completion of setting up the contour of the new structure of the powergenerating industry within the framework of reforming the RJSC “The UES of Russia”.
It should be recalled that the process of transforming the regional JSCs-energo - the subsidiary companies of the energy monopoly, started as early as 2003 with the implementation of several pilot projects, including the reforming of the OJSC “Kalugaenergo”, the OJSC “Orelenergo”, the OJSC “Brianskenergo”, and the OJSC “Tulenergo”. Most actively, the structural changes were carried out in the year 2004. The process of reforming involved more than 30 companies. By April 2004, the procedure of reorganizing the first regional energy company, the OJSC “Kalugaenergo”, had been completed, and by the end of that year 5 JSCsenergo had been subdivided by type of activity.
Also in 2004, new interregional companies began to be formed. In the final months of that year, the first 3 OGKs and 2 TGKs were created (received State registration). In October 2004, the board of directors of the RJSC “The UES of Russia” made the decision to establish 4 interregional power-distributing grid companies (MRSK). Also in that year, a new vertical of on-line supervisory control was practically set into place: the functions of regional supervisory departments were transferred (with some exceptions) from JSCs-energo to the System’s Operator.
In 2005, the process of reforming embraced the majority of JSCs-energo, and many of them were split by the end of the year. Also in 2005, the majority of the remaining interregional companies were constituted: by March, the last of 7 wholesale power-generating companies (OGK) had been registered, and by August – 13 out of 14 territorial power – generating companies (TGK) had been entered into the register. And finally, 4 MRSK were created in that same year.