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2010 Annual Report

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2010 Annual Report Appendix No. 1 to item No. 1 on the agenda of the Annual General Shareholders’ Meeting of JSC “Rostelecom” on the year 2010 APPROVED by the Annual General Shareholders’ Meeting of JSC «Rostelecom» June 27, 2011 Minutes #1 dated June 30, 2011 ANNUAL REPORT OF THE JOINT STOCK COMPANY OF LONG-DISTANCE AND INTERNATIONAL TELECOMMUNICATIONS “ROSTELECOM” BASED ON YEAR 2010 RESULTS President of JSC “Rostelecom” п/п A. Yu. Provorotov Chief Accountant of JSC “Rostelecom” п/п R.A. Frolov _________ year 2011 Moscow, 2011 ANNUAL REPORT FOR JSC “ROSTELECOM” CONTENTS JSC «ROSTELECOM» AT A GLANCE ............................................................................................................4 KEY FINANCIAL AND OPERATING HIGHLIGHTS.........................................................................................5 THE CHAIRMAN’S STATEMENT .....................................................................................................................7 THE PRESIDENT’S MESSAGE ........................................................................................................................8 CALENDAR OF 2010 EVENTS.........................................................................................................................9 COMPANY’S INDUSTRY POSITION..............................................................................................................12 THE COMPANY AND THE BOARD OF DIRECTORS’ REVIEW OF THE YEAR 2010 ................................25 DEVELOPING RETAIL RELATIONSHIPS...................................................................................................25 RUSSIAN OPERATORS MARKET ..............................................................................................................30 COOPERATION WITH GOVERNMENT ENTITIES.....................................................................................33 THE SOCHI 2014 OLYMPIC WINTER GAMES...........................................................................................34 OPERATING AND FINANCIAL RESULTS ..................................................................................................37 ENERGY RESOURCES USED....................................................................................................................39 REORGANIZATION.........................................................................................................................................40 THE COMPANY’S DEVELOPMENT PRIORITIES AND PLANS ...................................................................44 TELECOMMUNICATIONS NETWORK OF JSC “ROSTELECOM” ..............................................................46 BACKBONE NETWORK DEVELOPMENT ..................................................................................................46 DATA NETWORK.........................................................................................................................................47 INTELLIGENT NETWORK SERVICES........................................................................................................48 COMPANY’S INVESTMENTS IN NETWORK DEVELOPMENT .................................................................49 CORPORATE GOVERNANCE........................................................................................................................59 SHARE CAPITAL .........................................................................................................................................61 THE BOARD OF DIRECTORS.....................................................................................................................66 THE PRESIDENT AND THE MANAGEMENT BOARD ...............................................................................71 THE AUDIT COMMISSION ..........................................................................................................................74 SOCIAL RESPONSIBILITY..........................................................................................................................75 THE COMPANY’S SIGNIFICANT TRANSACTIONS...................................................................................79 CONTACT INFORMATION .............................................................................................................................82 2 ANNUAL REPORT FOR JSC “ROSTELECOM” CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS Certain statements in this Annual Report of JSC «Rostelecom» (hereinafter, the Annual Report) based on the year 2010 results are so-called “forward-looking statements” as defined by the U.S. Federal laws on securities and are intended to be covered by the safe harbors created thereby. Those forward-looking statements include, but are not limited to: • management’s assessment of JSC «Rostelecom»’s (hereinafter, the Company) future operating and financial results as well as forecasts of the present value of future cash flows and related factors; • the Company’s plans to participate in charter capital of other organizations; • the Company’s anticipated capital expenditures and plans to construct and modernize its network; • the Company’s expectations as to the growth of demand for its services, plans relating to the expansion of its range of services and their pricing; • the Company’s plans with respect to improving its corporate governance practices; • the Company’s expectations as to its position in the telecommunications market and the development of the market segments within which the Company operates; • economic outlook and expected industry trends; • the Company’s expectations as to the regulation of the Russian telecommunication industry and assessment of impact of regulatory initiatives on the Company’s activity; • other statements regarding matters that are not historical facts. Such forward-looking statements are subject to risks, uncertainties and other factors, which could cause actual results to differ from those expressed or implied by these forward-looking statements. These risks, uncertainties and other factors include: • risks relating to changes in political, economic and social conditions in the Russian Federation as well as changes in global economic conditions; • risks relating to Russian legislation, legal control and taxation, including laws, regulations, decrees and decisions governing the Russian telecommunication industry, securities industry as well as currency and exchange controls relating to Russian entities and their official interpretation by regulatory bodies; • risks relating to the Company’s operations, including the achievement of the anticipated results, levels of profitability and growth, ability to create and meet demand for the Company’s services, including their promotions, and the ability of the Company to remain competitive in the Russian liberalized telecommunications market; • technological risks associated with the functioning and development of the telecommunication infrastructure, technological innovations as well as the convergence of technologies; • other risks and uncertainties. For more detailed discussion of these and other factors, see this Annual Report and the Company’s other public documents. Most of these factors are beyond the Company’s ability to control or predict. Given these and other uncertainties, readers are cautioned not to place undue reliance on any of the forward-looking statements contained herein or otherwise. The Company does not undertake any obligation to release publicly any revisions to these forward-looking statements (which are made as of the date hereof) to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events, except as may be required under applicable laws. 3 JSC «ROSTELECOM» AT A GLANCE JSC «ROSTELECOM» AT A GLANCE In April 2011 a new leader emerged in the Russian telecommunications market following the consolidation of seven interregional telecommunication companies1 (hereinafter, the ITCs) and JSC “Dagsvyazinform” (hereinafter, the Merger companies) on the basis of JSC «Rostelecom», a national telecommunication company. The decision on the merger of the ITCs and JSC “Dagsvyazinform” to JSC «Rostelecom» was adopted in summer 2010 at the annual General Shareholders’ Meetings of all the companies involved in the reorganization. JSC «Rostelecom» became the owner of the biggest Russian backbone network, almost 500 thousand km long, and of the access infrastructure (so-called “last mile”) encompassing more than 35 million households and corporations as a result of the merger2. The unique combination of a highly powerful backbone infrastructure and exclusive rights to the “last mile” is the guarantee of successful development of the newly merged company as a world-class integrated operator; it also serves as a basis for introducing innovational services and forming and maintaining technological leadership, as well as for the realization of extensive marketing opportunities in the dynamic regional telecommunications market. In order to provide its customers with easy access to the widest possible range of modern telecommunication services throughout the whole territory of Russian Federation the Rostelekom PLC is intending to engage actively in further development and upgrades of its very own infrastructure. The larger company that JSC «Rostelecom» is today has all the necessary licenses and frequencies to render wire, wireless and convergent telecommunication services as well as possess successful experience in providing such services. Moreover, the
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