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ANNUAL REPORT 2019 THE NATURE OF LEADERSHIP 2019 ANNUAL REPORT PJSC TransContainer | Annual report 20191 1 1 3 Contents STRATEGIC MARKET CORE SOCIAL CORPORATE FINANCIAL REPORT OVERVIEW ACTIVITIES RESPONSIBILITY GOVERNANCE REPORT 8 Company Profile 24 Global Container 38 Services 60 Human Resources 80 Corporate Governance 140 Financial Results Shipping Market System 10 Business Model 50 Client Service 69 Environmental 152 Statement of the Audit 26 Russian Rail Container and Sales Management 102 Corporate Governance Committee 12 Strategy Transportation Model 153 Market 56 Quality Control 73 Procurement Directors’ Responsibility 117 Key Performance Indicator Statement 33 The Company’s Position 75 Charity System 154 in the Industry Consolidated Statement of 118 Remuneration Report Financial Position under IFRS 120 Control System 127 Risk Management 131 Disclosure of Information and APPENDICES Interaction with Shareholders and Investors 228 Report on Compliance 298 The Structure of Remuneration with the Corporate for the Members of Executive Governance Code Bodies and Management 261 Major and Interested Party 300 GRI Content Index Transactions 304 Administrative Details 268 Corporate Risk Map PJSC TransContainer | Annual report 2019 1 Strategic Report Market Overview Core Activities Social Responsibility Corporate Governance Financial Report Appendices PRELIMINARILY APPROVED BY THE BOARD OF DIRECTORS Disclaimer OF TRANSCONTAINER ON 9 April 2020. Meeting Minutes No. 20. This Annual Report (the “Annual Report”) has been and other forward-looking statements may prove prepared using the information available to the Public unjustified. In light of these risks, uncertainties, APPROVED BY THE ANNUAL GENERAL SHAREHOLDERS Joint Stock Company Center for Cargo Container Traffic and assumptions, the Company warns that actual MEETING OF TRANSCONTAINER ON 14 May 2020. TransContainer (“TransContainer”, the “Company”) results may differ significantly from those expressed and its subsidiaries (the “Group”) at the time of its either directly or indirectly in such forward-looking Meeting Minutes No. 44. preparation, including information obtained from statements, which are only valid as of the date that third parties. The Company reasonably believes that this Annual Report was drafted. The Company does the information in the Annual Report was complete not represent or warrant that the results specified in and accurate as of the time of its publication. the forward-looking statements will be achieved. The About the Report However, it does not represent or warrant that the Company does not assume any liability for damages information will not be further refined, revised or that may be incurred by persons or legal entities acting Reporting period from 1 January 2019 to 31 December 2019. otherwise changed. This Annual Report may contain on the basis of forward-looking statements. Such certain forward-looking statements regarding the forward-looking statements in each case represent The Report of the Public Joint Stock Company TransContainer (“TransContainer”, the “Company”) operations, economic performance, financial condition only one of many possible outcomes and should for the year 2019 includes the outcomes of TransContainer and its subsidiaries (the “Group”). The and results of economic and industrial activities of not be considered as the most probable outcomes. composition of the Group and its equity interest in TransContainer are shown in the Consolidated the Company and the Group, its plans, projects and In particular, other factors that could influence the Financial Statements for 2019. expected results, policies in respect of dividends and financial and operational performance of the Company capital expenditures, as well as trends relating to or the Group, its plans, projects, capital expenditure The data in our Annual Report for 2019 is consolidated in accordance with the Federal prices, rates, transportation volumes, terminal handling and other aspects of its operations include changes Law No. 208-FZ On Joint-Stock Companies dated 26 December 1995; the Bank of Russia’s volumes, production and consumption volumes, costs, to macroeconomic or market conditions, actions of Regulation No. 660-P On Shareholders Meetings dated 16 November 2018; the Bank of Russia’s anticipated expenses, development prospects, useful the state bodies of the Russian Federation and other Regulation No. 454-P On Information Disclosure by the Issuers of Issue-Grade Securities dated service life of assets and other similar factors, the jurisdictions where the Group studies, develops or 30 December 2014; Letter of the Bank of Russia No. 06-52/2463 dated 10 April 2014 On the economic outlook for the industry and markets, dates uses assets, including changes to tax, environmental Code of Corporate Conduct; the Procedure for Submission of Information and Reports to Public for beginning and end of individual projects, as well as and other laws and regulations. This list of material Joint-Stock Company “Moscow Exchange MICEX-RTS” dated 24 July 2015; the Bank of Russia’s acquisition, closing, conservation or disposal of certain factors is not exhaustive. When taking into account the Information Letter No. IN-06-52/8 On Disclosure of the Corporate Governance Code Compliance entities (including related costs). The words “intends”, forward-looking statements, the above factors, and in Report in the Public Joint Stock Company’s Annual Report dated 17 February 2016; the FRC’s “strives”, “projects”, “expects”, “estimates”, “plans”, particular the economic, social, and legal environment Guidance on the Strategic Report (2014) and Guidance on Risk Management, Internal Control and “believes”, “anticipates”, “may”, “should”, “will” and “will in which the Company or the Group operates, Related Financial and Business Reporting (2014); the Guidelines on Non-financial Reporting under continue”, as well as similar expressions, generally should be carefully considered. Except as explicitly Directive 2014/95/ EU; and the GRI’s Sustainability Reporting Guidelines. indicate forward-looking statements. Forward-looking required by applicable law, the Company assumes no statements, by their nature, involve inherent risks and obligation to publish updates or changes to forward- The information provided in the Report has been subjected to an internal audit and reviewed by uncertainties, both general and specific, and there is looking statements based on any new information or the Audit Committee and the Nominations and Remuneration Committee of the Company’s Board a danger that assumptions, forecasts, projections, subsequent events. of Directors. PJSC TransContainer | Annual report 2019 2 3 Strategic Report Market Overview Core Activities Social Responsibility Corporate Governance Financial Report Appendices Message from the Chairman of the Board of Directors of PJSC TransContainer 2019 turned out to be one of the most I would like to express my gratitude to the management of important in the corporate life of PJSC PJSC TransContainer and the Company’s former shareholders, TransContainer. Over the course of this whose efforts allowed us to create and develop this valuable 13 period, the Company joined Delo Group, asset on the transport market for over 13 years, which has a a major transport and logistics holding unique rolling stock fleet, a terminal network and a range of years in Russia, which manages sea container competencies in the field of container transportation. PJSC TransContainer terminals in the Azov-Black Sea, Baltic is the most valuable and Far Eastern basins, along with a network of railway container terminals, asset of the transport I know for sure that TransContainer won’t become just market and a fleet of containers and flatcars. another of Delo’s assets, but will contribute to strengthening the transport and logistics sector of the Group. By combining the holding’s capabilities with those of our Company as the leading intermodal container operator in the post-Soviet region, we can achieve unprecedented synergy. This will be instrumental in meeting our most ambitious goals: to create a national leader in the transport and logistics sector, to enhance the role of Delo Group and all its member companies on the international transportation market, to improve work efficiency, and to ensure a high level of social responsibility and fulfillment of the country’s development objectives, which the government sets for business. Sergey SHISHKAREV Chairman of the Board of Directors of PJSC TransContainer Sincerely yours, Sergey Shishkarev PJSC TransContainer | Annual report 2019 4 5 STRATEGIC REPORT +23% 17,257 Net profit growth compared Total investments, to 2018 RUB mln PJSC TransContainer | Annual report 2019 6 7 Strategic Report Market Overview Core Activities Social Responsibility Corporate Governance Financial Report Appendices Company Profile SUBSIDIARIES AND JOINT VENTURES OF PJSC TRANSCONTAINER PJSC TRANSCONTAINER Subsidiaries Joint Ventures PJSC TransContainer (hereinafter, the “Company”) is the LLC SpecTransContainer, a Company subsidiary, major Russian intermodal container operator of the provides the opportunity to transport cargo in largest flatcar fleet across the 1520-gauge railway containers designed for liquid and chemical goods: tank network. containers and flexitanks. TRANSCONTAINER LOGISTIC SYSTEM FVKS LLC The Company’s has a unique experience of effective The Company’s core services: EUROPE GMBH MANAGEMENT B.V. (Austria) (Russia) (Netherlands) fleet management of over
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