APPENDIX NO. 3
Information on Non‑Core Assets of the Company Company’s Participation in Commercial and Non‑Commercial Organisations
Non‑core asset register of the Company
Pursuant to Russian Presidential Decree No. 596 dated 7 May 2012 and Russian Government Order No. 894‑r dated 10 May 2017 (as amended), a new version of the Non‑core Asset Disposal Programme was approved by the Board of Directors’ resolution dated 24 November 2023 (Minutes No. 540/2023 dated 27 November 2023).
Prior to the above resolution, the Company had in place the Programme approved by the resolution of the Board of Directors dated 27 December 2021 (Minutes No. 460/2021 dated 28 December 2021).
The Programme defines the basic principles, the mechanism for identifying and disposing of non‑core assets, establishes the criteria for classifying assets as non‑core, the procedure for maintaining the non‑core asset register and reporting on the progress of the non‑core asset register.
By resolution of the Board of Directors of the Company dated 21 February 2025 (Minutes No. 585/2025 dated 21 February 2025), an up‑to‑date register of non‑core assets generated in line with the programme requirements was approved (the register is published on the Company’s website at: About the Company / Non‑Core Assets).
By resolution of the Company’s Board of Directors dated 7 March 2024 (Minutes No. 547/2024 dated 7 March 2024), taking into account the amendments approved by resolution of the Company’s Board of Directors dated 25 November 2024 (Minutes No. 576/2024 dated 25 November 2024), the register of the Company’s non‑core assets effective in 2024 was approved.
During the reporting year, one non‑core asset was disposed of on the electronic trading platform LLC RTS‑Tender.
Disclosure link.
No. | Asset | Inventory number (if applicable) | The balance sheet line where the asset was recorded at the balance sheet date prior to the disposal of the asset | Ledgers (analytics included) containing income and expenditure from asset disposal (91.1. 91.2) | Carrying amount of an asset, RUB ‘000 | Effective realisable value, RUB ‘000 | Deviation of effective realisable value from carrying amount, RUB ‘000 | Reasons for the deviation of effective realisable value from carrying amount of an asset |
---|---|---|---|---|---|---|---|---|
1 | 1/2 share of a residential house with a basement, attic, verandas | 12073 | 1132 | 91.01 91.02.1 | 868.620 | 8168.544 | 7299.924 | disposition value was formed in the course of open tenders |
Total | ‑ | ‑ | ‑ | 868.62 | 8168.54 | 7299.92 | ‑ |
Participation of the Company in commercial organisations
As of 31 December 2024, Rosseti Kuban PJSC owned stakes in three joint stock companies, including two subsidiaries.
Abbreviated corporate name of a company | Region of operation | Core business | Purpose of participation | Company’s share in the Company’s share capital as at 31.12.2024 | Financial performance for 2024 | Dividends received in the reporting year on shares held by the company,RUB ‘000 | |
---|---|---|---|---|---|---|---|
Revenue, RUB ‘000 | Net profit, RUB ‘000 | ||||||
Core companies | |||||||
Energoservice Kuban JSC | Krasnodar Krai | Design, installation and commissioning of metering units for electricity, gas and process equipment, hot and cold water supply | Holding of shares | 100 | 2,163,391 | 19,663 | 7,556 |
Non‑core companies | |||||||
Energetik Health Resort JSC | Krasnodar Krai | Organisation of recreation and health improvement for children and adults, primarily employees of Rosseti Kuban PJSC and their families; organisation and holding of seminars and conferences | Holding of shares | 100 | 135,724 | 10,364 | 0 |
RITEK‑SOYUZ JSC (The legal entity is declared insolvent (bankrupt), with insolvency proceedings nstituted against it) | Krasnodar Krai | Organisation, implementation and support of research and development, engineering, construction and installation and commissioning works; monitoring and controlling | Holding of shares | 1 | 0 | 0 | 0 |
Blocks of shares of the above joint stock companies are included in the non‑core asset register.
The disposal method for blocks of shares is “retention of interest”. The method of disposal is established prior to making a separate systemic decision regarding these assets.
The size of the stake in the voting shares of RITEK‑SOYUZ CJSC owned by the Company does not allow it to independently make decisions on the functioning of these commercial organisations, including determining the composition of their management and control bodies.
Interaction of Rosseti Kuban JSC with subsidiaries is based on the requirements of the legislation of the Russian Federation, articles of association and internal documents of the Company and its S&As, including the procedure for interaction of the Company with business entities, shares (interests) in which the Company holds, approved by the Board of Directors of the Company (Minutes No. 69/2009 dated 27 March 2009).
The main objectives of the Company’s interaction with S&As:
- Stable financial development and profitability of S&As
- Protection of the rights and interests of shareholders of the Company and S&As
- Higher investment attractiveness of the Company and subsidiaries by providing the investment community with complete, timely, reliable information about the activities of S&As, as well as the balance and predictability of corporate policy in general
- Development and implementation of a coordinated and effective investment policy of S&As
S&As are managed and controlled by the Company through the following corporate governance mechanisms:
- In accordance with the Articles of Association of Rosseti Kuban JSC, the functions of general meetings of shareholders of 100% S&As are performed by the Management Board of the Company
- Overall management of S&As is carried out by their boards of directors, the majority of whose members are representatives of Rosseti Kuban JSC
- Company’s position on the main issues of the agenda of general meetings of shareholders and meetings of the boards of directors of S&As is determined by the Board of Directors of the Company
- Financial and economic activities of S&As are regularly controlled by their auditing commissions, consisting of the Compnya’s representatives
The operational management of each S&A is within the remit of the sole executive body — the Director General. The Articles of Association of S&As do not include language allowing for collective executive bodies (management boards).
Detailed information on S&As of Rosseti Kuban JSC is published on the Company’s website in the About the Company / Subsidiary Companies section.
Data on activities of Energetik Health Resort JSC in the reporting year
Sr. No. | Name | 2024 | 2023 | 2022 |
---|---|---|---|---|
1 | Revenue, RUB ‘000 | 135,724 | 118,710 | 91,458 |
2 | Gross profit, RUB ‘000 | 12,697 | 8,780 | 4,069 |
3 | Net profit (retained profit / uncovered loss), RUB ‘000 | 10,364 | 6,316 | 2,220 |
4 | Return on equity (ROE)Return on Equity (ROE) was calculated according to the following methodology: • Return on equity (ROE) = Net profit / Avg. equity value х 100%., % | 20.5 | 14.9 | 5.8 |
5 | Return on total assets (ROTA) for profit before taxIndicator of “Return on total assets (ROTA) for profit before tax” are calculated in accordance with the following methodology: • Return on total assets (ROTA) for profit before tax = Profit before tax / Avg. total assets value х 100%., % | 20.4 | 14.3 | 6.3 |
6 | Net profitability index, % | 7.6 | 5.3 | 2.4 |
7 | Product (sales) profitability, % | 9.4 | 7.4 | 4.4 |
8 | Amount of uncovered loss as of the reporting date, RUB ‘000 | ‑ | ‑ | ‑ |
9 | Ratio of uncovered loss as at the reporting date and balance sheet currency, % | ‑ | ‑ | ‑ |
Information on material transactions made by Energetik Health Resort JSC in 2024
In 2024, Energetik Health Resort JSC did not conclude:
- Transactions outside the ordinary course of business recognised as major transactions in accordance with the current legislation of the Russian Federation,
- Transactions of expenditure for it that are recognised as related‑party transactions in accordance with the applicable laws of the Russian Federation and require approval by the governing bodies of S&As; pursuant to clause 2.11, Art. 2 of the Articles of Association of Energetik Health Resort JSC, the provisions of Chapter XI of the Federal Law on Joint Stock Companies shall not apply to transactions profitable for this company that are made with legal entities directly or indirectly controlled by Rosseti PJSC,
- Sale and purchase agreements for shares, participatory interest, shares in economic partnerships and companies of Energetik Health Resort JSC,
- transactions with property (including interrelated transactions), the value of which exceeds the amount specified in the Articles of Association of S&As or which is material to the business activities of S&As.
No legal entities controlled by Energetik Health Resort JSC, which are material for the activities of Energetik Health Resort JSC, were established in 2024.
Data on activities of Energoservice Kuban JSC in the reporting year
Sr. No. | Name | 2024 | 2023The figures for 2023 are based on the balance sheet for 2024 (As at 31 December 2023 column), the income statement for January — December 2024 (For January — December 2023 column). | 2022 |
---|---|---|---|---|
1 | Revenue, RUB ‘000 | 2,163,391 | 1,722,494 | 2,035,829 |
2 | Gross profit, RUB ‘000 | 148,212 | 132,522 | 143,960 |
3 | Net profit (retained profit / uncovered loss), RUB ‘000 | 19,663 | 15,112 | 7,886 |
4 | Return on equity (ROE)Return on Equity (ROE) was calculated according to the following methodology: • Return on equity (ROE) = Net profit / Avg. equity value х 100%., % | 22.1 | 19.0 | 10.9 |
5 | Return on total assets (ROTA) for profit before taxIndicator of “Return on total assets (ROTA) for profit before tax” are calculated in accordance with the following methodology: • Return on total assets (ROTA) for profit before tax = Profit before tax / Avg. total assets value х 100%., % | 2.5 | 1.9 | 1.1 |
6 | Net profitability index, % | 0.9 | 0.9 | 0.4 |
7 | Product (sales) profitability, % | 1.9 | 1.5 | 1.7 |
8 | Amount of uncovered loss as of the reporting date, RUB ‘000 | ‑ | ‑ | ‑ |
9 | Ratio of uncovered loss as at the reporting date and balance sheet currency, % | ‑ | ‑ | ‑ |
Information on material transactions made by Energoservice Kuban JSC in 2024
In 2024, Energoservice Kuban JSC did not conclude:
- Transactions outside the ordinary course of business recognised as major transactions in accordance with the current legislation of the Russian Federation,
- Transactions of expenditure for it that are recognised as related‑party transactions in accordance with the applicable laws of the Russian Federation and require approval by the governing bodies of S&As; pursuant to clause 2.11, Art. 2 of the Articles of Association of Energoservice JSC, the provisions of Chapter XI of the Federal Law on Joint Stock Companies shall not apply to transactions profitable for this company that are made with legal entities directly or indirectly controlled by Rosseti PJSC,
- Sale and purchase agreements for shares, participatory interest, shares in economic partnerships and companies of Energoservice Kuban JSC,
- transactions with property (including interrelated transactions), the value of which exceeds the amount specified in the Articles of Association of S&As or which is material to the business activities of S&As.
No Energoservice Kuban’s controlled legal entities that are material to Energoservice Kuban’s operations were established in 2024.
Participation of the Company in commercial organisations
Sr. No. | Non‑commercial organisation | Organisation details | Purpose of participation | Financial parameters |
---|---|---|---|---|
1 | Energy Institute for Advanced Training — Further Professional Education Institution of Public Joint Stock Company of Energy and Electrification of Kuban | Established on 10 September 2004 by decision of the Board of Directors of Kubanenergo JSC (Minutes No. 3 dated 30 July 2004). Core activities:
| Providing the Company with qualified personnel through professional training, professional retraining and professional development of the Company’s employees, improving their business qualities, preparing them for new job functions | – |
2 | Union “Interregional Construction “Alliance Self‑Regulatory Organisation” | The main objectives of the Union are:
| Compliance with current legislation and elimination of the risk of administrative liability under Clause 1, Art. 9.5.1 of the Code of Administrative Offences of the Russian Federation | The monthly membership fee to NOSTROINOSTROI — the National Association of Builders. is RUB 7,000. The target quarterly membership fee for NOSTROY is RUB 2,000. |
3 | Energoprojekt Association | The scope of the Association members’ activities covers all types of design works that influence the safety of capital construction facilities, including particularly hazardous, technically complex, unique facilities, as well as nuclear facilities | Compliance with current legislation and elimination of the risk of administrative liability under Clause 1, Art. 9.5.1 of the Code of Administrative Offences of the Russian Federation | The monthly membership fee is RUB 23,000. Quarterly targeted membership fee for NOPRIZNOPRIZ is the National Association of Surveyors and Designers. needs is RUB 2,000. |
4 | All‑Russian Branch Association of Employers of the Electric Power Industry “Energy Employment Organisation Association of Russia” (ERA of Russia Association) | Main goals:
|
| The annual membership fee is RUB 2.0 million |
5 | Non‑Profit Partnership Territorial Grid Organisations Association | NPP TGO Association consolidates, represents and protects the professional interests of participants of the partnership in government bodies of all levels, infrastructure, non‑commercial and public organisations. The partnership platform is a centre for communication of partnership participants and dissemination of the best business practices in the power grid complex. The Supervisory Board of NPP TGO Association includes the Heads of the specialised offices of the Energy Committee of the State Duma of the Russian Federation, the Ministry of Energy of Russia | Association and promotion of activities of commercial organisations that provide electric power transmission services using power grid facilities. Improvement of efficiency and reliability of power supply to consumers. Creation of an efficient competitive electricity market in the Russian Federation. Formation of favourable conditions for attracting investments in the electric power industry | The amount of the entrance fee (one‑time) fee is RUB 300,000. The quarterly current (regular) membership fee is RUB 100,000. |
6 | Union “Chamber of Commerce and Industry of the Krasnodar Krai” | Promotion of interaction between business entities and local authorities, all‑round development of trade and economic, investment and scientific and technical cooperation between entrepreneurs of the Krasnodar Krai and entrepreneurs of foreign countries. Coordination and representation of the interests of all members of the Chamber, entrepreneurs and their associations, regardless of ownership, subordination and location within the Krasnodar Krai |
| The annual membership fee of the Company is RUB 20,000. |
7 | Association “Non‑Profit Partnership Market Council for Organising an Efficient System of Wholesale and Retail Electricity and Capacity Trade” | The main objectives (subject) of the activities of NPP Market Council Association are:
| Ensuring the Company’s compliance with the requirements of the wholesale market in the event that the functions of a guaranteeing supplier are assigned to Rosseti Kuban JSC | The amount of the entrance fee (one‑time fee) is RUB 1 million. The amount of quarterly current (regular) membership fee is to be determined by the Supervisory Board of NPP Market Council Association. In 2024, it was RUB 367,000 per quarter |
8 | Self‑Regulatory Organisation Association of Persons Engaged in Energy Inspection “EnergoProfAudit” | EnergoProfAudit SRO Association was established under Federal Law No. 261 dated 23 November 2009 “On Energy Saving” (261‑FZ) as one of the first in 2010 and entered into the State Register of SROs in the field of energy inspection of the Ministry of Energy of the Russian Federation No. SRO‑E‑015 dated 27 August 2010. Currently, the SRO:
| Possibility to carry out energy inspection activities Receives from the SRO
| The quarterly current (regular) membership fee is RUB 240,000. |