Remuneration for members of the Bank’s management bodies

Remuneration for members of the Bank’s management bodies

Remuneration for members of the Management Board

Remuneration and compensation are paid under the contracts concluded with CEO, Chairman of the Bank’s Management Board, and members of the Bank’s Management Board. Sberbank of Russia has no practice of paying commission or other property representations to members of the Management Board.

In 2011, as in 2010, the Bank did not issue options for the Bank’s shares, did not provide interest-free or loss-making loans to its employees, and did not use any insurance, loan/deposit, or other indirect material incentive schemes.

In order to limit labor costs for members of the Management Board, the Supervisory Board of Sberbank of Russia has:

• 
  Set limits on official salaries of members of the Management Board
  
• 
  Placed limitations on bonus payments during the year, which depend on the net profit of Sberbank of Russia, project implementation, and compliance with key performance indicators by a member of the Management Board
  
• 
  Placed limitations on the amount of remuneration during the year as a percentage of the net profit of Sberbank of Russia.
  

Information about the amount of payments to members of the Management Board is available on the website as part of quarterly reports on securities.

The amount of all payments accrued for members of the Management Board for 2011, excluding payments during the time spent for business trips was RUB 1.96 bn, a 32 % increase on payments accrued for members of the Management Board for 2010, excluding payments during the time spent on business trips (RUB 1.48 bn).

The increase in payments to members of the Management Board in 2011 versus 2010 is due to a 78.5 % increase in net profit (from RUB 174.0 bn to RUB 310.5 bn).

Total remuneration for members of the Management Board of Sberbank of Russia OJSC in the Bank’s net profit decreased from 0.9 % in 2010 to 0.6 %. This is the lowest value among the largest Russian banks.

Remuneration for members of the Supervisory Board and members of the Audit Commission

In accordance with the resolution of the annual General Shareholders’ Meeting of the Bank held on 3 June 2011, remuneration for members of the Supervisory Board and members of the Audit Commission amounted to the following:

• 
  Remuneration paid to members of the Supervisory Board in 2011 amounted to RUB 11.9 mln (RUB 24 mln in 2010)
  
• 
  Remuneration for 2010 paid to members of the Audit Commission in 2011 and related to their participation in this control body of the Bank amounted to RUB 3 mln.
  

Major transactions

During 2011, Sberbank of Russia did not conduct any transactions recognized as major transactions in accordance with the Federal Law On Joint-Stock Companies or other transactions to which the procedure of approval of major transactions applies in accordance with the Charter of Sberbank of Russia OJSC.

Non arm’s-length transactions

The list of transactions recognized as non arm’s-length transactions in accordance with the Federal Law On Joint-Stock Companies and conducted by Sberbank of Russia in 2011 is given below. All such transactions were approved by the Supervisory Board of the Bank.

1	Counterparty: Bank of Russia Interested parties: S.M. Ignatiev, G.I. Luntovsky, A.V. Ulyukaev, N.Y. Ivanova, S.A. Shvetsov, K.B. Shor
	Agency contract for performance by the Agent (Sberbank of Russia OJSC) for, on behalf of and at the expense of the Principal (Bank of Russia) of legal and other acts related to the sale of ordinary shares of Sberbank of Russia OJSC owned by the Principal	Actions related to the sale of no more than 1,712,994,999 ordinary shares of Sberbank of Russia OJSC
	Raising loans of the Bank of Russia secured by OAO Bank VTB (as part of the General Credit Agreement for provision of loans by the Bank of Russia secured by assets or sureties)	Total loan amount: no more than RUB 100 bn Lending period: up to 1 year
	Suretyship agreement between Sberbank of Russia OJSC (surety) and the Bank of Russia (creditor) for the fulfillment of obligations by OAO Bank VTB (debtor) for loan repayment	Total loan amount: no more than RUB 100 bn Lending period: up to 1 year
2	Counterparty: DB AO Sberbank (Republic of Kazakhstan) Interested parties: A.F. Golikov, S.N. Gorkov
	Contract between Sberbank of Russia OJSC and DB AO Sberbank (Republic of Kazakhstan) for general conditions of purchase/sale and acceptance/transfer of currency in cash for collection and transactions under the contract	The volume of transactions concluded in rubles and foreign currency for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 100 mln.
	Conclusion of transactions on the Precious Metals Market between Sberbank of Russia OJSC and DB AO Sberbank (Republic of Kazakhstan)	The volume of transactions concluded in rubles and foreign currency for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 50 mln.
	Sale to of DB AO Sberbank (Republic of Kazakhstan) coins made of precious metals by Sberbank of Russia OJSC	Such sale is concluded on a prepaid basis; the volume of transactions concluded in rubles for which the settlements have not been completed in part or in full shall not exceed RUB 50 mln.
	Conclusion of foreign exchange transactions between Sberbank of Russia OJSC and DB AO Sberbank (Republic of Kazakhstan)	The volume of foreign exchange transactions for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 600 mln.
	Deposits for placement of Sberbank of Russia OJSC funds in DB AO Sberbank (Republic of Kazakhstan)	The lump sum of deposited funds shall not exceed the amount equivalent to USD 600 mln.
	Deposits for borrowing of DB AO Sberbank (Republic of Kazakhstan) funds by Sberbank of Russia OJSC	The lump sum of borrowed funds shall not exceed the amount equivalent to USD 600 mln.
	Conclusion of additional agreements for the procedure for international Blitz transfers to correspondent account contracts of a non-resident bank in USD and euro	Rates and penalties are set for delayed overdraft credit repayment for USD and euro
	Issue of a license for the right to use trademarks in the form of the bank’s logo	Cost of the license: RUB 488 thousand.
	Indemnity agreement between DB AO Sberbank (Republic of Kazakhstan) and Sberbank of Russia OJSC	Indemnity amount: USD 52.6 mln. Indemnity period: till 22 December 2016.
	Indemnity agreement between DB AO Sberbank (Republic of Kazakhstan) and Sberbank of Russia OJSC	Indemnity amount: USD 3.5 mln. Indemnity period: till 31 January 2013.
	Indemnity agreement between DB AO Sberbank (Republic of Kazakhstan) and Sberbank of Russia OJSC	Indemnity amount: USD 180.5 mln. Indemnity period: till 3 December 2013.
	Indemnity agreement between DB AO Sberbank (Republic of Kazakhstan) and Sberbank of Russia OJSC	Indemnity amount: USD 221.8 mln. Indemnity period: till 4 March 2014.
	Indemnity agreement between DB AO Sberbank (Republic of Kazakhstan) and Sberbank of Russia OJSC	Indemnity amount: USD 20.5 mln. Indemnity period: till 8 December 2015.
3	Counterparty: AO Sberbank of Russia (Ukraine) Interested parties: H.O. Gref, S.N. Gorkov, A.V. Bazarov, D.A. Bugrov, A.V. Morozov, V.M. Orlovskiy
	Conclusion of foreign exchange transactions between Sberbank of Russia OJSC and AO Sberbank of Russia (Ukraine)	The volume of transactions for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 400 mln.
	Deposits for placement of Sberbank of Russia OJSC funds in AO Sberbank of Russia (Ukraine)	The lump sum of deposited funds shall not exceed the amount equivalent to USD 850 mln.
	Deposits for borrowing of AO Sberbank of Russia (Ukraine) funds by Sberbank of Russia OJSC	The lump sum of borrowed funds shall not exceed the amount equivalent to USD 400 mln.
	Sale of AO Sberbank of Russia (Ukraine) coins made of precious metals by Sberbank of Russia OJSC	Such sale is concluded on a prepaid basis; the volume of transactions concluded in rubles for which the settlements have not been completed in part or in full shall not exceed RUB 50 mln.
	Conclusion of additional agreements for the procedure for international Blitz transfers to correspondent account contracts of a non-resident bank in USD and euro	Rates and penalties are set for delayed overdraft credit repayment for USD and euro
	Purchase of ordinary registered shares of an additional issue of AO Sberbank of Russia (Ukraine)	Total transaction amount: UAH 852.8 mln
	Issue of a license for the right to use trademarks made as the Bank’s logo	Cost of the license: RUB 222.8 thousand.
	Issue of a license for the right to use trademarks made as the Bank’s logo	Cost of the license: RUB 69.6 thousand.
4	Counterparty: OAO BPS-Sberbank (Republic of Belarus) Interested parties: S.N. Gorkov, A.A. Karamzin, D.A. Bugrov, V.M. Orlovskiy, A.V. Morozov
	Additional agreement for the procedure for international Blitz transfers to correspondent account contracts of a non-resident bank in USD and euro	The terms and conditions stipulate the prices for international express Blitz money transfers, payment of such transfers, and acceptance of cancellation applications. The terms and conditions for provision credit in the form of an overdraft under correspondent accounts are also set.
	Conclusion of transactions on the Precious Metals Market between Sberbank of Russia OJSC and OAO BPS-Sberbank (Republic of Belarus)	For each type of transactions with precious metals, the volume of transactions for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 700 mln.
	Conclusion of foreign exchange transactions between Sberbank of Russia OJSC and OAO BPS-Sberbank (Republic of Belarus)	The volume of foreign exchange transactions for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 900 mln.
	Deposits for placement of Sberbank of Russia OJSC funds in OAO BPS-Sberbank (Republic of Belarus)	The lump sum of deposited funds shall not exceed the amount equivalent to USD 900 mln.
	Deposits for borrowing of OAO BPS-Sberbank (Republic of Belarus) funds by Sberbank of Russia OJSC	The lump sum of borrowed funds shall not exceed the amount equivalent to USD 900 mln.
	Addendum to the Contract for opening and keeping a correspondent account of a non-resident bank in BYR	The procedure for crediting and debiting the correspondent account of Sberbank of Russia OJSC opened with OAO BPS-Sberbank (Republic of Belarus)
	Long-term subordinate loan agreement (borrower – OAO BPS-Sberbank (Republic of Belarus))	Subordinate loan amount: EUR 40 mln. Lending period: up to 7 years.
5	Counterparty: ZAO Sberbank AST Interested parties: S.K. Kuznetsov, V.M. Orlovskiy
	Issue of a simple (non-exclusive) license of ZAO Sberbank AST to Sberbank of Russia OJSC for the right to use protected trademark elements	Cost of the license: RUB 118
	Agreement on electronic document interchange as part of the electronic tender process for placing orders for the supply of goods, works and services for Sberbank of Russia OJSC	The agreement is concluded on a free-of-charge basis for an indefinite period.
	Amendments to the General Agreement between Sberbank of Russia OJSC and ZAO Sberbank AST governing the aspects of closed electronic auctions held as part of the project to reformat the Bank’s branch office network	The amount of the commission is fixed, irrespective of the volume of purchase.
6	Counterparty: OAO Universal Electronic Card Interested party: V.M. Orlovskiy
	Rental of non-residential premises of Sberbank of Russia OJSC (lessor) by OAO Universal Electronic Card (lessee)	Rental of non-residential premises in the city of Moscow for a period of 11 months with extension
	Transactions related to the entry of Sberbank of Russia OJSC to the DUET Program System as a Principal Member of the System and performance of functions of a settlement bank in such System	Conclusion of an Agreement for participation in the DUET Program System as a Principal Member of the System Conclusion of an Agreement for performance of functions of a Settlement Bank within the DUET Program System Conclusion of an Information Services Agreement Conclusion of an Agreement for a Special Bank Account in the Currency of the Russian Federation Conclusion of an Agreement for electronic document exchange with OAO UEC Conclusion of an Agreement for the primary issue of DUET cards
	Extension of a non-revolving credit facility to OAO Universal Electronic Card by Sberbank of Russia OJSC	Available facility: RUB 500 mln Lending period: up to 6 months
	Opening by the Bank of OAO Universal Electronic Card account in the currency of the Russian Federation in order to accumulate funds for discharging obligations during interbank settlements for transactions with the use of universal electronic cards within the Universal Electronic Card Single Payment and Service System (UEC SPSS)	The cost of services and terms and conditions for accrual of interest on cash balances are determined.
	Transactions governing the relations between Sberbank of Russia OJSC and OAO Universal Electronic Card within the Universal Electronic Card Single Payment and Service System (UEC SPSS)	Interchange of electronic documents between OAO Universal Electronic Card and Sberbank of Russia OJSC under the Agreement for performance of functions of a settlement bank within UEC SPSS and the Agreement for a Special Bank Account in the Currency of the Russian Federation Provision of services by the Bank to the UEC SPSS Operator for ranking and monitoring the rating of UEC SPSS candidate banks and participating banks and communication of such information to the UEC SPSS Operator Provision of services, on a paid basis, for clearing payments between UEC SPSS participating banks and the UEC SPSS Operator for transactions using universal electronic cards Provision of information to the UEC SPSS Operator by the Bank about balances on correspondent accounts and bank deposit accounts, as well as on transfer orders Establishment of the procedure and conditions for relations between the Operator and the Member within UEC SPSS
7	Counterparty: OOO Sportloto Interested party: H.O. Gref
	Provision of agency services under the Agreement for distribution of lottery tickets and payment of cash prizes	Distribution of lottery tickets to support the organization and holding of the XXII Winter Olympic Games and the XI Winter Paralympic Games in 2014 in Sochi.
8	Counterparty: OAO Krasnaya Polyana Interested party: S.K. Kuznetsov
	Participation in the shared construction of a facility in the Gornaya Karusel Sports and Tourist Complex	The facility is designed to house the Corporate Center of Sberbank of Russia OJSC. The facility will be transferred in Q3 2013.
	Participation in the shared construction of a hotel complex in the Gornaya Karusel Sports and Tourist Complex	The facility is designed to house a business unit of Sberbank of Russia OJSC (South-Western Bank). The facility will be transferred in Q3 2013.
	Amendments to the terms and conditions of transactions under the agreements for participation in the shared construction of facilities to house the Corporate Center of Sberbank of Russia OJSC and a business unit of South-Western Bank	Amendments to the terms and conditions regarding the procedure and period of payment
	Agreement for extension of a non-revolving credit facility for financing construction costs of the Gornaya Karusel Sports and Tourist Complex and a complex of ski jumps	Available facility: RUB 2.0 bn Lending period: up to 6 months
	Agreement for the direct debit of funds from the borrower’s accounts until loan repayment	Available facility: RUB 2.0 bn Lending period: up to 6 months
	Amendments to the Agreement for extension of a non-revolving credit facility	With regard to the period, interest rate, security, payment for early repayment, and penalties
9	Counterparty: ZAO MICEX Interested parties: B.I. Zlatkis, A.V. Ulyukaev, S.A. Shvetsov, N.Y. Ivanova, A.F. Golikov
	Amendments to the terms and conditions of the Agreement for provision of integrated process service for purchase and sale of foreign currency on the stock exchange market	The amendments are related to the replacement of organizations acting as regional representatives of ZAO MICEX in the Siberian and North-West Federal Districts
	Provision of integrated process service by the technical center (ZAO MICEX) to the user (Sberbank of Russia OJSC) on the ZAO MICEX Stock Exchange terminal market
	Acquisition of ordinary shares of Closed Joint-Stock Company “Moscow Interbank Currency Exchange” (ZAO MICEX) by Sberbank of Russia OJSC	Ordinary shares of ZAO MICEX in an amount not exceeding 6,200 shares
	Accession to the Framework Agreement between ZAO MICEX and OAO RTS majority shareholders with regard to combination of ZAO MICEX and OAO RTS businesses	Accession for the purpose of acquiring the rights and obligations set forth in such Framework Agreement when becoming its party
10	Counterparty: ZAO MICEX Stock Exchange Interested parties: B.I. Zlatkis, A.V. Ulyukaev, S.A. Shvetsov, N.Y. Ivanova, A.F. Golikov
	Determination of mutual rights and obligations of ZAO MICEX Stock Exchange and Sberbank of Russia OJSC in connection with the Bank’s participation in trading on ZAO MICEX Stock Exchange terminal market
11	Counterparty: OOO MICEX Finance Interested parties: B.I. Zlatkis, A.V. Ulyukaev, S.A. Shvetsov, N.Y. Ivanova, A.F. Golikov
	Acquisition of ordinary shares of Open Joint-Stock Company RTS Stock Exchange (OAO RTS) by Sberbank of Russia OJSC	Ordinary shares of OAO RTS in the amount of 1,190,588 shares
12	Counterparties: ZAO MICEX, MICEX (Cyprus) Limited, Investment Company Troika Dialogue COJSC Interested parties: B.I. Zlatkis, S.A. Shvetsov, N.Y. Ivanova
	Cession by Investment Company Troika Dialog COJSC, and acceptance by Sberbank of Russia OJSC, of rights, benefits and obligations under the put option agreement between MICEX (Cyprus) Limited and OAO RTS shareholders
13	Counterparty: ZAO AKB National Clearing Center Interested party: A.F. Golikov
	Brokerage agreement between Sberbank of Russia OJSC and ZAO AKB National Clearing Center	Accession of the counterparty to the Terms and Conditions for Provision of Brokerage Services by Sberbank of Russia OJSC
	Purchase and sale of foreign currency on the stock exchange market within the Unified Trading Session of interbank currency exchanges	The volume of transactions concluded in rubles and foreign currency for which the settlements have not been completed in part or in full shall not exceed the amount equivalent to USD 10 bn.
	Conclusion of foreign exchange transactions between Sberbank of Russia OJSC and ZAO AKB National Clearing Center	The volume of foreign exchange transactions for which the settlements have not been completed in part or in full shall not exceed an amount equivalent to USD 200 mln.
	Deposits for borrowing of ZAO AKB National Clearing Center funds by Sberbank of Russia OJSC	The lump sum of borrowed funds shall not exceed an amount equivalent to USD 200 mln.
	Development of correspondent banking relations	Opening of a correspondent loro account for the respondent (ZAO AKB NCC) in the currency of the Russian Federation
14	Counterparty: NKO ZAO NRD Interested party: B.I. Zlatkis
	Development of correspondent banking relations	Opening of a correspondent loro account for the respondent (NKO ZAO NRD) in the currency of the Russian Federation
15	Counterparty: S.N. Gorkov Interested party: S.N. Gorkov
	Provision of a loan to purchase real property	As required by regulatory documents of Sberbank of Russia OJSC with regard to lending to retail clients
16	Counterparty: Joint-Stock Company Atomic Energy Power Corporation Interested parties: A.V.Dvorkovich, A.R.Belousov
	Suretyship agreement with OJSC Atomic Energy Power Corporation for the fulfillment of obligations under the revolving credit facility extended to FGUP GNTs RF TRINITI to Sberbank of Russia OJSC	Available facility: RUB 20 mln Period of financing: up to 2 months
	Agreement for the direct debit of funds from the accounts of OJSC Atomic Energy Power Corporation to fulfill the obligations of FGUP GNTs RF TRINITI	Validity: until the discharge of obligations under the Suretyship Agreement
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a revolving credit facility for the borrower, FGUP Eleron	Available facility: RUB 100 mln Lending period: up to 18 months
	Agreement for the direct debit of funds from the accounts of OJSC Atomic Energy Power Corporation accounts to fulfill the obligations of FGUP Special Research and Production Association Eleron	Validity: until the discharge of obligations under the Suretyship Agreement
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a revolving credit facility for FGUP Research and Production Association V.G. Khlopin Radium Institute	Available facility: RUB 40 mln Lending period: up to 18 months
	Agreement for the direct debit of funds from the accounts of OJSC Atomic Energy Power Corporation accounts to fulfill the obligations of FGUP Research and Production Association V.G. Khlopin Radium Institute	Validity: until the discharge of obligations under the Suretyship Agreement
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a revolving credit facility for FGUP RF State Scientific Center – A.I. Leypunsky Institute of Physics and Power Engineering	Available facility: RUB 70 mln Lending period: up to 12 months
	Agreement for the direct debit of funds from the accounts of OJSC Atomic Energy Power Corporation accounts to fulfill the obligations of FGUP RF State Scientific Center – A.I. Leypunsky Institute of Physics and Power Engineering	Validity: until the discharge of obligations under the Suretyship Agreement
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a revolving credit facility for the borrower, FGUP Russian Federal Nuclear Center – Academician E.I. Zababakhin All-Russian Research Institute for Applied Physics	Available facility: RUB 50 mln Lending period: up to 6 months
17	Counterparty: OAO Ilyushin Finance Co. Interested parties: A.L. Kudrin, E.S. Nabiullina
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a non-revolving credit facility for the borrower, OOO IFC Asset Management	Available facility: USD 62.4 mln. Lending period: up to 7 years.
	Agreement for the direct debit of funds from the accounts of OAO Ilyushin Finance Co. accounts to fulfill the obligations of OOO IFC Asset Management	Validity: until the discharge of obligations under the Suretyship Agreement
18	Counterparty: Magnitogorsk Iron and Steel Works OJSC Interested party: A.V. Dvorkovich
	Agreement for opening of a revolving credit facility for Magnitogorsk Iron and Steel Works OJSC	Available facility: RUB 4.5 bn Lending period: up to 2 years.
19	Counterparty: Russian Technologies State Corporation Interested party: E.S. Nabiullina
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a non-revolving credit facility for the borrower, OOO RT-Capital	Available facility: RUB 800 mln Lending period: up to 2 years.
	Agreement for opening of a revolving credit facility for the Russian Technologies State Corporation	Available facility: RUB 700 mln Lending period: up to 1 year
20	Counterparty: OJSC MMC Norilsk Nickel Interested party: D.A. Bugrov
	Agreement for opening of a non-revolving credit facility for OJSC MMC Norilsk Nickel	Available facility: RUB 9 bn Lending period: up to 5 years.
	Suretyship agreement for the fulfillment of obligations under the Agreement for extension of a non-revolving credit facility for the borrower, OJSC Kolskaya MMC.	Available facility: RUB 61 bn Limit of liability for the surety: RUB 13.5 bn Lending period: up to 5 years.

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