Avialeasing” Company Annual Report of Closed Joint-Stock Company (zao)


Therefore increasing the efficiency of business activity, keeping its leading positions on the existing market will be achieved through



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Therefore increasing the efficiency of business activity, keeping its leading positions on the existing market will be achieved through:

  • maintaining high pace of development;

  • attracting of balanced and optimal loans on the capital and credit markets;

  • corporate management upgrading;

  • financial account prepared in compliance with International Financial Reporting Standards starting with the Company financial statement of 2007. Book keeping of an issuer is subject to a study upon the company credit solvency estimation, its securities attractiveness as an investment object. A special emphasis is placed upon reliability, accessibility, transparency, consistency and authenticity of disclosed financial information. Such characteristics are applied to financial statement consistent with International Financial Reporting Standards. Improving the quality of financial statements will contribute to an increase of investment appeal more than that it will permit the Company’s Board to receive a detailed notion of its actual results, operation and business activity performance.



11. Stock market tools. Capital raising tactics.
In Russia there is a growth of active market players’ interests in ways of capital raising with the aim to use them in further business activity.

At present among the main means of capital raising are the following: outside investor attraction (the volume of shares is less than the volume of a control stake); bill debts and bonded loans; borrowings against security (security deposit, bonds); international public offering (IPO); derivatives offering.

When a company decides to enter debt capital market it may choose the most appropriate financial instrument that will meet the requirements and financial standing of a borrower. Besides, it should satisfy expectations of investors, correspond their concept of the company’s ability to service debts.

Equities. Since its setup Russian stock market has been developing as a corporate control market and at present active stock listing process is considerably changing the board members that will boost property redistribution among stock market participants – shareholders. Modern stock market situation is characterized by decrease of volume of transactions that shapes portfolio investments and repurchase of shares increase with the aim to property redistribution that has a legal basis for fond market existence. Financial resources shortage in Russia shapes a fond market very limited in its volume and capacities to attract finance. Russian fond market adopted the main features of pre-revolutionary market: bank predominance, debts and insignificant role of shares; strong influence of the State and considerable share of state securities; bank operations such as primary distribution, operations with commissions, investments on own account in joint stock finance of companies.

As for positive and negative sides of joint-stock capital raising we can outline the following benefits of joint-stock capital:

  1. attraction of long term financial resources (during company’s life);

  2. there is no necessity of returning of attracted financial resources;

  3. authorized capital raising; opportunity to extend debt financing in future:

  4. fair market cost value of the company;

  5. increase of capitalization and liquidity of assets;

  6. image improving; brand awareness increase;



Among disadvantages of joint-stock capital there are:

  1. a voting right in the general meeting of shareholders;

  2. dividend right and apart of company’s property in case of its liquidation;

  3. a link of placed shares to the quantity of ‘declared’ shares, a link of net assets cost to an authorized capital;

  4. a necessity to consider the opinion of investment company, to forecast a decision taking influence on a market value of stock;

  5. no warranties of successful share placing;

  6. liabilities on systematic information disclosure, publication of data e4arlier considered to be confidential.

For medium businesses (to which category we belong) placing of shares in public costs very expensive procedure and economically unjustified.

Corporate bonds. Corporate bonds market is a green and dynamic market. One can notice a volume of turnover rapid increase and a number of issuers growth. It is connected with the fact that such type of investment is the most preferable for the investors (in the majority of cases bonds are alternatives to bank credits at the rate of borrowings and compared with additional issue of shares financing through corporate bonds doesn’t represent a threat of interference in the capital, from the viewpoint of shareholders).

In the present-day situation bond issue can provide the companies with big opportunities in the matter of investment by means of available funds attraction of a large group of investors. The benefits of corporate bonds financing are the following:

  1. a minimum risk compared with a risk related with shares as bonds are secured by issuers assets and has a priority in a satisfaction of a claim;

  2. high level of issuers financial responsibility for timely interest payment and principal amount of debt since recovery of this overdue amounts is realized by means of bankruptcy mechanism;

  3. fixed interest on bond pay-offs is more sustained than the average borrowing rate interest.

The main bond loan benefits for the issuing company:

  1. an opportunity to mobilize considerable funds and finance large-scale investment projects on economically sound terms for an issuer without the threat of investors(bond holders) interference in company business of a borrower;

  2. a possibility to switch when defying issued bond characteristics: all values (an emission volume, interest rate, terms of conversion and amortization) are established by an issuer on his own with regards to investment project realized by means of raised funds;

  3. securing of optimal compromise between investor’s income, from one part, and issuing company level of costs decrease for a preparation & servicing of bond loans, from another,

In fact a bond loan is a constituent part of lease assets securitisation (lease portfolios and particular projects consolidation in a specially established company to create a basis for securities issue). That means that drawn funds serve as a source of financing new projects. Such tendency is traced through an increase in a number of closed deals related with lease projects purchase and sale implicitly reveals the abovementioned tendency. We assume that purchase of tailored lease portfolios will be the next development stage of lease market finance aspect.

Last years have witnessed a number of entries of several lease companies into a stock market. RTK-leasing was among the first to adopt this market instrument. It managed to pay off 3 loans of 500 mln rubles, 1 bln rubles, 1.5 bln rubles (1 and 2 coupon interest rate – 18% per annum, 3 and 4 coupons – 16% per annum). At the moment the 4th loan of 2.25 bln rubles issued in April 2005 (coupon income on bonds is paid once in half a year, 1-2 coupons interest rate is 9.69% ) and 5th loan of 2.25 bln rubles issued in July by RTK – leasing (8 coupons are to be issued each half a year with 1-2 coupon interest rate of 8.8% ) are in circulation. Bond loans of lease companies such as Globus- leasing (loan of 400 mln rubles, 14.4% of interest rate; 320 mln rubles, 1-4 coupon interest rate – 17%, 5-8 coupon interest rate – 15%; 500 mln rubles – 13% of interest rate; from June 2006 a loan of 500 mln rubles - 1 coupon interest rate is 12.7%), Inform-Service-Leasing (15 mln rubles – 1 coupon rate is 15%, 2-8 coupon interest rate is 12%; 150 mln rubles -15% of interest rate and 20 mln rubles) and PN-leasing (20 mln rubles, 20% of coupon interest rate) are also in circulation. In 2006 among the issuing leasing companies were Alyance Leasing (2.5 bln tenge, 9.5% coupon interest rate), OAO Uralsky Leasing Center (1 bln rubles). These issuing companies practiced at first a half-yearly floating, then yearly floating, yearly floating and 2 and 3 years floating.

Some other companies have an intention to issue bonds. That translates into new bond issues in 2007-2008. Nevertheless not all leasing companies consider bond issue an attractive tool for lease financing when bonds are issued to the amount of less then 200 mln rubles as it is not beneficial for them. The reason is that a part of loan costs is financed. Consequently, the less the loan is the bigger the relative expenses of the issuing companies are. Relatively small loans are deemed to be not liquid enough. According to our advisors’ opinion (KIT Finance), bond public offering is economically feasible and justified (apart from other factors) when starting with the amount of 300 mln rubles. Bond issuing at over- the- counter market is related with much fewer expenses and applied to local markets but is less liquid.

Bill of Exchange. Regarding the fact that bond issues are not subject to government authority registration, the exact number of a bill drawer company is impossible to identify. A bill of exchange market is the largest. Bill of exchange is primarily used to replenish operating assets. Due to contradictory regulatory laws a bill of exchange has been turned into highly risky tool that Company uses in its business activity as an instrument of subordinated debt. Pursuing the policy of conservative bill policy the Company doesn’t foreseen bills of exchange offering at the open market.

Derivatives. At present derivative financial instruments are mainly circulating on 2 market sectors. Deals with derivative financial instruments (largely share derivatives) are being closed within Russian trade system (FORTIS).Deals with other basic assets such as currency, oil, diesel fuel and others are being closed at St/ Petersburg Currency Exchange. Trade volume of derivatives at Moscow Interbank Currency Exchange is insignificant. In the whole derivatives market is expanding. The derivatives market growth is restricted by an absence of the relevant legislation.

All mentioned factors don’t allow the Company to use derivatives as a financing tool.

Mutual investment. According the investment practice among mutual investors are

  • Mutual funds

  • Credit unions,

  • Incorporated investment funds.

In economic terms mutual investment means investment business organization whereby the small investors’ capital intentionally put into certain project (fund) are accumulated at one pool that is managed by a professional manager in order to gain profits through further investment.

At present in Russia the idea of mutual investment is supported by the population interest in reliable and profitable investment of capital and companies’ demand in a reliable and beneficial investment of their income, from one part, and by a growth of Russian companies’ demand in external nongovernment sources of financing, from another.

Deposits. Average deposit rates for companies and individuals that were active during 2006 on the Russian territory and in Perm Region are represented in the following graphs.







During 2006 an individual deposit interest rate has been declining. This tendency can be explained by a dependence of a rate on the following factors: a bank deposit policy, Central Bank refinancing rate, a domestic inflation rate, capital market status. According to fiscal year results domestic interest rates have dropped by 1%. In 2006 a refinancing rate decreased twice – from 12 to 11.5% per annum in June, from 11.5 to 11% per annum in October. With the help of the refinancing rate Central Bank of Russia influences on company and general public deposit rate and credits for general public. Therefore, when fixing deposit interest rate for general public, commercial banks consider to a great extent the Central Bank rate. Currently the Central refinancing rate is higher then inflation rate. According to the results of macroeconomic study carried out by BDO Unikon in 2006 it were ruble deposits that ensured protection of general public savings against inflation and showed a real income rate of 0.39% (an average figure derived from analysis of 15 major Russian companies’ activity). Introduction of endowment insurance system was one of important reasons to reduce a deposit interest rate. Participation in this system entails additional expenses on the organization process and, as a result, banks are trying to find free funds for their clients account by reducing deposit rate. Lately, besides the endowment insurance system, very low interbank lending rate has also influenced the deposit rates (approximately 1%). Nevertheless deposits bring profits for general public if to take into account the fact that according to Ministry of Finance estimation the inflation rate in 2007 amounts to from 6.5 to 8%, a half – year ruble deposits profit will surpass the predicted rate. The ruble strengthening and oil price fall made companies as well as general public believe in ruble. At present making deposit in rubles is considered to be safer and more convenient. A general tendency of ruble deposit increase is evident at the market. As per RBK estimations, in 2006 drawn bank deposit gains made up 34%, 3.4 trillion rubles (in 2005 this index increased by 26%). One year ruble deposits are the most fast growing deposits. In response the bankers reduced ruble deposit rates especially “long term” deposits without changing and even sometimes increasing mid-term currency rate. In 2006 currency rate didn’t practically change.

Investment in Foreign Currency. Considering Central Bank of RF active implementation of ruble to US dollar and to euro exchange rate adjustment mechanism we can assume that income rate on foreign currency investment is low and negative compared with ruble investment. For 2006 the official dollar exchange rate adjustment to ruble fell by 8.25%, euro rate increased by 1.5% that is less than inflation rate. With regards to ruble strengthening a national currency deposit is the most attractive way of depositors’ savings keeping. An income on such deposits is now higher even when rubles are converted into foreign currency and kept on currency deposits.



Investment in Precious Metals. In Russia such kind of investment is viewed as an exotic form of money accruing. The liquidity rate on precious metal investment is low and method of quote formation and liquidity maintenance of the market are ambiguous.

Inflation. Inflationary factor is the most important factor when considering investment projects. Besides in different region an inflation rate differs from the state inflation index. As per official data in 2006 in RF inflation rate (consumer price index) amounted to 9%. Our specialists consider that inflation indices should be calculated by the Fischer formula. Calculated inflation indices by the Fischer formula differ a lot from those issued by Goscomstat (Russian State Statistics Committee) mass media (see a diagram).

Basing on above said factors study we can assume that in order to draw direct investors the Company shall offer returns on investment not less than refinance rate (after taxation inclusive of monthly interest yield reinvestment).
Credits. According to a survey made by our specialists a bank credit remains the main source of lease projects financing. In 2006 to develop operating activities the Company pursued an active credit borrowing policy. In 2006 weighted average cost of borrowings amounted to 14.37% per annum. In such a way, credit fund and money statistic market data and inflation allows to forecast an investment cost range to carry on business in 2007.
In our opinion, regarding price/volume ratio and speed/volume of investment ratio in 2007 the most reasonable solution is crediting under a rate that will secure a weighted average cost not exceeding the one in 2006 and borrowing by means of bond issuing for a certain number of investors with a 12-16% yield level per annum and quarterly interest payment.
An average stated interest rate on credits (MIBOR) in 2006 is shown in the diagram.


12. Board of Directors’ Report

The Companies’ management during the fiscal year was performed by the Board of directors. In accordance with joint stock company law and Articles of association ZAO PIFK “Avialeasing” Board of directors consisting of 5 members is elected at the annual stockholder meeting.

For the fiscal year the Board of directors hasn’t seen any changes in its structure. Following the results of voting a current Board of Directors was re-elected at the annual stockholder meeting. Sergey Sopov was re-elected as a President, Viktor Novikov and Vladimir Kinderkneht – as President’s deputies.


Members of the Board

Shareholdings in the Company

Sergey Alekseevich Sopov, the President

0%

Vladimir Viktorovich Kinderkneht, First Deputy of the Board President

0%

Viktor Yurievich Novikov, Deputy Chairman of the Board

0%

Oleg Leonidovich Kislukhin

0%

Anatoly Arkadievich Chudinov

0%


During 2006 the Board of Directors held 12 meetings (all meetings were held in presence). At the meetings all current financial and economic issues were discussed as well as interim and bottom-line results, sales and marketing, A/C airworthiness status maintenance, prospects for the Company’s development in a current economic situation, priority trends of development and other issues that fell under competence of the Board of Directors.

General Director of ZAO “Avialeasing” Perm Investment and Finance Company” is Mr. Oleg Leonidovich Kislukhin (DOB 1971), higher education (1. Perm State University, Law department; 2. Perm State University, Accounting, Analysis and Audit department). In 1991-1996 he worked as a legal adviser in “Zarya Urala” bank, in 1996-2001 in ZAO “Avialeasing” Corporation”. Since 2001 he has been working in ZAO “Avialeasing” Perm Investment and Finance Company”.

There is no established joint executive body in the Company.
13. Finance Figures over the Reporting Period
Authorized capital in the Company is 5,000,000.00 rubles.

Proceeds from services rendered in 2006 totalled 84,139,000 rubles, including:

  • lease of Tu-154M (Reg.No.85789) – 32,750,000 rubles,

  • lease of Tu-154B (Reg.No.85557) – 15,316,000 rubles,

  • lease of Tu-154B (Reg.No.85504) – 15,295,000 rubles,

  • lease of Tu-154B (Reg.No.85550) – 13,788,000 rubles,

  • lease of Tu-154M (Reg.No.85013; airframe, engines, APU) – 5, 628, 000 rubles,

Other earnings in 2006 amounted to 93,086,000 rubles including;

  • Tu-154M (Reg.No.85788) sale – 87,575,000 rubles,

  • conversion of securities (bill of exchange) – 2,700,000 rubles.

Receivable interests (under agreements with servicing banks for settlement and cash services, interests upon cash balances on the settlement accounts) totalled 81,000,000 rubles in 2006.

Cost of value of services rendered (depreciation of fixed assets- A/C, engines, APU, engine lease, A/C spare parts and materials; A/C servicing, A/C insurance) amounted to 46,285,000 rubles.

Administrative expenses of core business were 23,628,000 (wages, withholdings, and administrative expenses, etc).

Non-sales proceeds totalled 81,836,000 rubles consisting of:

  • acquisition value of TU-154M Reg.No85788 – 73,559,000 rubles,

  • interest on bank credits – 16,591,000 rubles,

  • taxes and receipts – 3,017,000 rubles,

  • acquisition value of securities (bill of exchange) – 2,700,000 rubles,

  • interest on bill of exchange – 1,194,000 rubles,



Sales proceeds from the core business in 2006 totalled 14,225,000 rubles.

Income before tax – 7,691,000 rubles.

Net income of 2006 – 7,693,000 rubles (in the course of a comparative check of IFTS interest fine was reversed).

Net assets as of 31 December 2006 totalled 17,027,000 rubles.

According to the charter documents, capital reserve was set up of the amount of 5% of the authorized capital (250 thousand rubles).

Distributed profit was paid off in the amount of 1,275,000 rubles for 2005.

Borrowings raised in 2006 totalled 222,180,000 rubles, including:

  • OOO KB Natzionalny Standart – 107,180,000 rubles

  • credit from Zapadno-Uralsky Bank of Sberbank of the Russian Federation – 115,000,000 rubles

Borrowings repaid in 2006 totalled 32,453,000 rubles, including:

  • credit from Zapadno-Uralsky Bank of Sberbank of the Russian Federation – 24,696,000 rubles,

  • issued interest-bearing promissory notes – 7,757,000 rubles.

Interests paid upon bank credits16,032,000 rubles, interests paid upon borrowed funds – 323,000,000 rubles.
Balance-sheet value of the main production assets (fixed assets) as of 31 December 2006 totalled 293,516,000 rubles, including:

  • vehicles, equipment, means of transport, including aircraft – 290,889,000 rubles,

  • office (two-storeyed with total floor area 633.5 sq.m in a 12-storeyed building in the centre of Perm) – 2,080,000 rubles.

  • other fixed assets – 547,000 rubles.


Long-term financial assets – 2,799,000 rubles.

Accounts receivable as of the end of 2006 totalled to 53,005,000 rubles, including:

  • customers and clients – 8,269,000 rubles.

Overdue receivable equals to 125,604,000 rubles as of 31.12.2006, in particular;

  • suppliers and contractors – 106,971,000 rubles

  • taxes payable – 1,417,000 rubles.

Debt under credit including interest – 217,013,000 rubles.

The accounts payable are current (there is no any debt in arrears).
14. Supplementary Information for the Shareholders
In the reporting year the Company carried out a number of transactions aimed at expansion of activities in Tu-154 leasing segment.

Four Tu-154М aircraft acquisitions (A/C with Reg.No.85789, 85013, 85016 were acquired for onward lease, A/C with Reg. No 85788 – for onward sale) were the main projects of 2006.

To implement the said projects the Tu-154М aircraft contract of purchase and sale (Reg.No.85789 and No85788) with KD-Avia and OOO RegionSbytService (Reg.No.85013 and 85016) were concluded. These transactions that are regarded as major ones as per Federal Law ‘On joint-stock companies’ were approved by the Company’s general meeting.

Avialeasing concluded a lease agreement with UTair Aviation on Tu-154М (Reg.No.85789) lease in February 2006. In 2006 lease agreements on TU-154M (Reg. No 85013, 85016) lease were signed with Utair Aviation, the A/C were handed over to the operator in October and December relatively.

The acquired TU-154M A/C (Reg.No 85788) from KD-Avia in January 2006 was sold to Utair Aviation in March 2006.

In addition in 2006 to expand its activity Avialeasing signed three more contracts on TU-154M (Reg.No 90A852, 90A845, 90A863) purchase with OOO RegionSbytservice. The A/C are currently undergoing overhaul at VARZ-400, JSC; the terms of delivery envisaged by the contract – the first half a year of 2007.

In order to finance purchase of the aircraft of Reg.No.85789, the Company concluded an agreement with Joint-Stock Commercial Sberbank of the Russian Federation to open a non-revolving credit line limited to 115,000,000.00 (one hundred fifteen million) rubles under 15% per annum, for 5 years.

In order to secure performance under this agreement, pledge agreements were concluded for the TU-154B aircraft (Reg.No.85504, 85550, and 85557); a pledge agreement was concluded for the premises owned by the company on the 4th ad 5th stories of the building in 47 Kuibysheva St., Perm; a pledge agreement for the rights under Lease Agreement No. 1/85789/05/85/05 for Tu-154М aircraft (Reg.No.85789) dated 15 December 2006; pledge agreement for the land plot owned by Mr. V.Yu. Novikov at 1a Pyataya Liniya St, Perm. Agreements on the non-revolving credit line, pledge of the aircraft and premises owned by the company, as major transactions, were approved by the general meeting of the Company. The agreement with Mr. V.Yu. Novikov to pledge his property to the bank in order to secure performance of the Company under the credit agreement was approved by the Board of Directors of the Company as a transaction of the Company’s interests.

In view of an extinguishment of debt under abovementioned credits an encumbrance was released from the following property: 3 TU-154B A/C (Reg.No 85504, 85550, 85557) and a land plot owned by Viktor Novikov. Besides, an interest rate under credit contract with Joint Stock commercial Savings Bank of the Russian Federation No 282-I-NKL as of 30.12.2005 (to the amount of 115 000 000,00 rubles) and No 289-I-NKL as of 20.12.2004 (to the amount of 15 000 000,00 rubles) was reduced to 14 % per annum.

For the purpose of financing A/C with Reg.No 85013 a credit contract with the National Standard Bank LLC Commercial Bank to the amount of 107 180 000,00 rubles under the rate of 14% per annum was signed for a 5-year period. As collateral of the said contract a pledge agreement of TU-154M Reg.No 85013 with 3 engines and an APU installed was signed.

To finance acquisition of TU-154M Reg.No85016 a credit contract with the National Standard Bank LLC Commercial Bank to the amount of 106 280 000,00 rubles under the rate of 14% per annum was signed for a 5-year period. As collateral of the said contract a pledge agreement of TU-154M Reg.No 85016 with 3 engines and an APU installed was signed.

The settlements of such major transactions as signing credit contracts with the National Standard Bank LLC Commercial Bank and creation of a pledge of TU-154M, Reg.No 85016 and 85013 as collateral of credit contracts were approved at the general meeting of the shareholders.

In the reporting year TU-154B No 85504, No85557, No85550 A/C projects monitoring were accomplished: NK-8-2U engine, TA-6A APU were acquired, engine schedule replacement was carried out, the first disk of low pressure compressor of NK-8-2U engine was replaced, an out-of -service reverser replacement of NK-8-2U engine was realized. The end-of-service life engines were replaced by acquired engines as well as by leased engines from JSC UZGA (Ural civil aviation plant). The end-of-life engines were sold under sale and purchase contract to APKRosaviatechnika, LLC and JSC UZGA.

Under the projects of Tu-154B (Reg.No.85504 and 85557), appraisal of the aircraft technical status and the designed life extension were arranged and performed. Technical condition appraisal and designed life extension of NK-8-2U engines and ТА-6А auxiliary power unit were also performed.

In 2006 aircraft insurance agreements (insurance agreement on aircraft Reg.No.85557, 85504, 85550, 85789, 85013, 85016) were concluded and accomplished on a routine basis. The insurer was JSC “Voenno-Strahovaya Kompaniya”.

These agreements are classified as deals performed by the Company on a routine basis

In the reporting year the Company had no other transactions classified as major transactions or transactions of interests under the Federal Law “On Joint-Stock Companies”.

Voting Results of the Company’s Annual Shareholders Meeting for 2006
At the general shareholders’ meeting held on 29 March 2007 upon the results of 2006 the following decisions were made:

1. To approve the annual report, balance sheet, profit and loss statement of the Company for 2006.

To allocate profit for 2006 to the amount of 7,692,884.63 rubles for the following:

  • dividend payments to the Company shareholders of 1,280,000.00 rubles, that equals to 25.6% of the Company’s authorized capital that is 256.00 rubles per one share of 1,000.00 rubles (25.6% per annum); to pay dividends in the second quarter of 2006;

  • to retain the remaining net profit of 6,412,884.63 rubles at Company’s disposal.

2. To elect the following Board of Directors of the Company:

Vladimir Viktorovich Kinderkneht

Oleg Leonidovich Kislukhin

Vicktor Yurievich Novikov

Sergey Alekseevich Sopov

Anatoly Arkadievich Chudinov

3. To elect Ms. Yulia Vladimirovna Moskalenko as a Company’s controller.

4. To approve OOO “Invest-Audit”, 7-89 Revolutsii St., 614007, Perm, Professional Audit License No. Е 004545, registration No. 195 dated 27 June 2003, issued by the Ministry of Finance of the Russian Federation, as the Company’s auditor.
15. Information on Securities Issued by the Company
As of 2006, the Company issued the following securities:

  1. Type, category of the securities:

Common registered non-documentary shares.

Type of the securities: shares.

Category: common.

  1. Form of the securities: registered non-documentary.

  2. Face value per one security: 1,000 rubles.

  3. Number of securities in the issue: 5,000.

  4. Distribution of the securities.

  1. Method of distribution: distributed among the founders.

  2. Term and order of distribution of the securities: as of state registration of the Company (25 September 2001), all shares were distributed among the founders.

  3. Distribution price per issued security: the shares were distributed at face value, 1,000 rubles per share.

  4. The issued securities payment conditions and procedure: mode of payment for issued securities - money.

  5. The issue of securities was registered upon No. 275 resolution (dated 26 February 2002) of the Regional Division of the Federal Committee on Security Market in Volga (Privolzhsky) Federal District.

  6. The state registration number of the issue is 1-01-17177-P.



Authorized Equity Distribution
at the End of the Reporting Period:



No.

Shareholder

Voting shares owned by the shareholder, %

1

OOO ‘‘URAL CONSULTING’’ Consulting Company



34

2

ZAO ‘‘Avia Consulting”

33

3

ZAO ‘‘Assets”

33


In 2006 the Company issued no securities, including bonds.

Repaid liabilities:

- upon bonds issued prior to 2006 – 8,080,198.68 rubles, including interest to the amount of 323,449.32 rubles.

16. Audit Conclusion

on Finance (Accounting) Reports of

ZAO “Avialeasing” Perm Investment & Finance Company”

For the period from 1 January 2006 till 31 December 2006
Addressee:

Executive body of ZAO “Avialeasing” Perm Investment & Finance Company”.

Shareholders of ZAO “Avialeasing” Perm Investment & Finance Company”.

Auditor:

Name: OOO “Invest-Audit”

Address: 50 Lenina St., 614000, Perm, Russia.

State registration: State Registration Certificate No. 2644 issued by Leninsky District Administration of Perm dated 24 November 1994.

Licenses:

- for professional auditing No. Е 004545, registration No. 195 dated 27 June 2003, issued by the Ministry of Finance of the Russian Federation for five years;

- for activities related to employment of data classified as state secret No. B 343821, registration No. 586 dated 22 November 2005, issued by Perm Regional Agency of Federal Security Service of the Russian Federation till 07 September 2008.

Membership in the public professional association accredited by the Russian Ministry of Finance:

OOO “Invest-Audit” is a member of the Non-Revenue Partnership “National Federation of Consultants and Auditors” according to the general meeting resolution dated 21 September 2000, certificate No.0097. Accreditation certificate of the professional audit association registered with the Russian Ministry of Finance No.5, issued on 17 July 2002.

Audited entity:

Name: ZAO “Avialeasing” Perm Investment & Finance Company”

Address: 47 Kuibusheva St, 614016, Perm, Russia.

State registration: Registration Certificate of the Legal Entity No.7578 dated 25 September 2001;

Entry Certificate of Unified State Register of Legal Entities (EGRUL): series 59 No. 001616430 dated 11 November 2002, Primary State Registration Number (OGRN) No. 1025900892335.

We had audited the annexed finance (accounting) reports of ZAO “Avialeasing” Perm Investment & Finance Company” for the period from 01 January 2006 till 31 December 2006 inclusively.

Finance (accounting) reports of ZAO “Avialeasing” Perm Investment & Finance Company” comprise:

  • balance sheet;

  • profit and loss statement;

  • statement of changes in stockholders equity;

  • cash flow statement;

  • annex to the balance sheet;

  • explanatory note to the balance sheet.

The executive body of ZAO “Avialeasing” Perm Investment & Finance Company” is responsible for development and submittal of these finance (accounting) reports.

Our responsibility is to conclude authenticity of these reports in all significant aspects and conformity of the maintained accounting records to the law of the Russian Federation, upon the performed audit.

We had carried out the audit in accordance with:

  • No. 119-FZ Federal Law dated 07 August 2001 “Professional Audit”;

  • the federal regulations (standards) of professional audit approved by the Government Regulation of the Russian Federation dated 23.09.2002 No696;

  • the federal regulations (standards) of professional audit approved by Professional Audit Committee of the President of the Russian Federation;

  • the internal regulations (standards) of professional audit of Non-Revenue Partnership “Russian auditors Colleagium”;

  • the internal regulations (standards) of professional audit of “Invest-Audit” company.

The audit had been planned and performed to reasonably ensure that the finance (accounting) reports are free from significant discrepancies.

The audit had been carried out on a selective basis and comprised test-based investigation of evidence confirming that information on finance and business activities was significant and properly shown in the finance (accounting) reports; appraisal of accounting principles and methods, documentation rules for finance (accounting) reports; definition of the main appraisal values determined by the management of the audited entity, as well as general opinion on the finance (accounting) reports.

We suppose that the performed audit reasonably allows us to conclude authenticity of the finance (accounting) reports in all significant aspects and conformity of the maintained accounting records to the law of the Russian Federation.

In our opinion, the finance (accounting) reports of ZAO “Avialeasing” Perm Investment & Finance Company”, in all significant aspects, correctly reflect finance status as of 31 December 2005, and results of finance (accounting) reports for the period from 01 January 2006 till 31 December 2006 inclusively.
28 March 2007

General Director

of OOO “Invest-Audit” E.A. Churin
Seal:
OOO “Invest-Audit”
Perm City
Russian Federation


17. Report on Revision Carried out for 2006
ZAO “Avialeasing” Perm Investment & Finance Company”

Perm 21-25 February 2007
According to the authorities under the Charter of ZAO “Avialeasing” Perm Investment & Finance Company”, Ms. Yu.V. Moskalenko, the controller, had performed the annual revision of finance and business activities of ZAO “Avialeasing” Perm Investment & Finance Company” for the period from 01 January 2006 till 31 December 2006.

During the inspected periods the officers of the company were:
- Mr. O.L. Kislukhin, General Director,

- Ms. Ya.S. Gorodko, Chief Accountant.
The inspection had been performed in order to determine credibility and conformity of the finance and business transactions shown in the accounting records to the regulations of the Russian Federation.
The inspection had been performed with the use of the audit documents of OOO “Invest-Audit” company (license No. E 004545 dated 27 June 2003) and data of the submitted primary accounting documents.
The inspection had revealed no substantial discrepancies able to significantly affect credibility of the annual balance sheet and the profit and loss statement of ZAO “Avialeasing” Perm Investment & Finance Company”. Accounting and reporting documents meet the relevant requirements and accounting rules and reflect the essence of finance & business transactions.
Net proceeds from the major activities totalled 84,139 thousand rubles.

Miscellaneous profits totalled 93, 086 thousand rubles, including

  • TU-154M reg. No 85788 sale – 87,585 thousand rubles,

  • securities sale (bonds) – 2,700 thousand rubles.

Miscellaneous expenses totalled 81,836 thousand rubles, including:

  • cost of TU-154M reg. No 85788 – 73,599 thousand rubles,

  • interests on bank credits – 16,591 thousand rubles,

  • taxes and duties – 3,017 thousand rubles,

  • securities cost (bill of exchange)- 2,700.000 rubles,

  • interests on bonds – 1,194 thousand rubles.

As a result before-tax income of the reporting year amounted to 7,691,000 rubles.

Net profit of the year 2006 made up 7,693,000 rubles.

The controller checked conformity of a number of finance and business transactions to the law of the Russian Federation in order to ensure that the finance (accounting) reports are free from significant discrepancies.
Conclusion:

  1. The results of the inspection show that accounting and finance reporting was maintained, and finance and business transactions of ZAO “Avialeasing” Perm Investment & Finance Company” were carried out in accordance with the legislation effective in 2006.

  2. The results of the inspection allow concluding that the data comprised in the Annual Report of the Company and the annual accounting reports of 2006 are credible.

  3. The shareholders’ meeting is recommended to approve the Annual Report and the annual accounting reports of ZAO “Avialeasing” Perm Investment & Finance Company” for the year 2006.


Controller: Yu.V. Moskalenko

Annex No.11 to the Annual Report

ZAO “Avialeasing” Perm Investment & Finance Company”


  1. Finance Accounts for 2006.

Balance Sheet. Form No. 1

(unit – thousands of rubles)


Assets

At the beginning of the reporting
year


At the end of the reporting
year


I. Non-Working Assets

 

 

Intangible assets 

3

2

Fixed assets

30,676

293,516

Construction in progress 

27

0

Income-bearing investments in tangible values 

0

0

Long-term finance investments 

2,799

2,799

Deferred tax assets

0

0

Other non-working assets 

0

0

TOTAL for Section I

33,505

296,317

II. Working Assets

 

 

Inventory 

1,233

5,620

including: 

 

 

raw supplies, materials and similar values 

0

0

cost of production in progress 

0

0

finished products and goods for resale

0

0

goods delivered  

0

0

deferred expenses 

1,233

5,620

other inventories and expenses 

0

0

Value-added tax

65

0

Accounts receivable (with expected maturity over 12 months upon reporting date)

0

0

Accounts payable (with expected maturity within 12 months upon reporting date) 

9,285

53,005

including:

 

 

purchasers and customers 

3,952

8,269

other debtors

5,333

44,736

members’(founders) arrears of dues to authorized capital 

0

0

Short-term finance investments 

0

0

Cash 

4,704

4,702

Other working assets 

0

0

TOTAL for Section II 

15,287

63,327

Summary Total

48,792

359,645



Liabilities

In the beginning of the reporting
year



In the end of the reporting
year



III. Capital Stock and Reserves

 

 

Authorized capital 

5,000

5,000

Own treasury stock

0

0

Additional capital 

0

0

Capital reserves 

250

250

including: 

 

 

reserves established according to the law

250

250

reserves established according to the charter documents 

0

0

Target financing and receipts 

0

0

Retained earnings (uncovered loss) 

5,360

11,777

TOTAL for Section III 

10,610

17,027

IV. Long-Term Liabilities

 

 

Loans and credits 

9,669

207,616

Deferred tax liabilities 

0

0

Other long-term liabilities 

0

0

TOTAL for Section IV 

9,669

207,616

V. Short-Term Liabilities

 

 

Loans and credits 

16,284

9,398

Accounts payable 

12,229

125,604

including: 

 

 

suppliers and contractors 

1,220

106,971

debts to the staff 

0

0

debts to the state-run off-budget funds

0

0

liabilities on taxes and duties 

1,603

1,417

other creditors 

9,406

17,216

Debts to the members (founders) on profit payments 

0

0

Deferred income 

0

0

Reserves for future expenses 

0

0

Other sort-term liabilities 

0

0

TOTAL for Section V

28,513

135,001

Summary total

48,792

359,645


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