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Rosneft. Annual Report 2008 Regions of Rosneft Operation LEGEND %FWFMPQNFOUBOEQSPEVDUJPO Efficiency Transparency Social Responsibility Innovation Sustainable Growth ROSNEFT is the leading Russian petroleum company and ranks among the world’s top publicly traded oil and gas corporations REGIONS OF OPERATIONS: the Company’s operations span almost all regions of Russia and several foreign states CORE ACTIVITIES: hydrocarbon exploration and production, production of petroleum products and petrochemicals, and marketing of outputs in Russia and abroad STRONG AND DIVERSIFIED PORTFOLIO: SUSTAINED COMPETITIVE EDGE: proved reserves: 17.7 bln barrels unique and highly efficient reserve of oil and 784 bcm of gas base 394 producing fields, more than 2.1 mln Russia’s biggest new upstream barrels of oil per day and 12 bcm projects of gas per year lowest upstream operating expenses 86 exploration blocks, access to per barrel 53 bln boe of prospective resources strategic Russian enterprise 7 refineries with an aggregate capacity more than 20% of Russia’s oil of 1.1 mln barrels per day production and refining 1,683 service stations in 38 regions proprietary export terminals of Russia ROSNEFT’S STRATEGIC OBJECTIVE: to be among the world’s top-3 oil & gas companies by overall efficiency and scale of operations Contents Chairman’s Address 5 President’s Address 9 Key Events in 2008 12 Company Profile 15 History 16 Structure 20 Rosneft Today 22 Development Prospects and Strategy 27 Performance Review 31 Licensing 32 Geological Exploration 35 Reserves 43 Production 47 Refining, Petrochemicals and Gas Processing 57 Marketing 69 Key Macroeconomic Factors 79 Key Financial Results 85 Research and Innovation 99 Corporate Scientific Research Complex 101 Main Objectives in R&D 102 Innovation Management 106 IT Infrastructure Development 111 Social Responsibility 113 Personnel 114 Social Policy and Charity 123 Health, Safety and Environment 134 Corporate Governance 141 System of Corporate Governance 142 Remuneration of Members of the Board of Directors and Management 160 Internal Control and Audit 162 Authorized Capital 168 Dividend Policy 172 Information Disclosure 174 Appendix 1 Consolidated Financial Statements under US GAAP 176 Appendix 2 Non-Consolidated Financial Statements under RAS 216 Appendix 3 Risk Analysis 250 Appendix 4 Information on Observation of the Corporate Governance Сode 256 Appendix 5 Major Transactions and Related-Party Transactions 270 Appendix 6 Taxation of Dividends and Capital Gains 290 General Information about Rosneft and Contact Details 297 1 Rosneft. Annual Report 2008 Regions of Rosneft Operation LEGEND %FWFMPQNFOUBOEQSPEVDUJPO 3FGJOFSJFT .BSJOFUFSNJOBMT )FBERVBSUFST 0JMQJQFMJOFT #FMPLBNFOLB 1PMBS-JHIUT "SLIBOHFMTL 4FWFSOBZB/FGU .PTDPX 7BOLPSOFGU 1VSOFGUFHB[ 4UBWSPQPMOFGUFHB[ 4BNBSBOFGUFHB[ ,SBTOPEBSOFGUFHB[ :VHBOTLOFGUFHB[ 4BNBSB 6ENVSUOFGU &BTU4JCFSJBO0JMBOE(BT$PNQBOZ 1SJB[PWOFGU 4BLIBMJO 5PNTLOFGU 7FSLIOFDIPOTLOFGUFHB[ $BTQJBO0JM$PNQBOZ "DIJOTL 4BLIBMJONPSOFGUFHB[ 5VBQTF (SP[OFGUFHB[ %F,BTUSJ ,PNTPNPMTL %BHOFGU "OHBSTL /BLIPELB 2 Rosneft. Annual Report 2008 3 Rosneft. Annual Report 2008 Igor Sechin Chairman of the Board of Directors of Rosneft 4 Rosneft. Annual Report 2008 Chairman’s Address Dear Shareholders, Rosneft marked many new and important achieve- includes striking a balance between shareholder in- ments in 2008, but the year also brought some tough terests and the Company's business needs. challenges. Determined work in recent years has won us a leading position in the industry and created a The sharp correction of oil prices in the second half solid base for rapid growth in the future. Results for of 2008 put the flexibility and efficiency of Rosneft’s 2008 are convincing proof that the Company has built management system to the test. We passed the test a powerful growth engine, and that we have forged with flying colors, reacting swiftly to the changed price the tools for systematic implementation of our devel- environment. Rosneft began implementation of a spe- opment strategy, despite a very challenging macro- cial program, which will minimize the negative impact economic environment. of the financial crisis on sustainability and pace of development. The program includes reduction of all Rosneft strengthened its competitive position and re- types of costs and adherence to strict financial dis- inforced earlier successes in 2008 thanks to unswerv- cipline. ing commitment to the highest operating standards and to efficient business planning. The Company Rosneft has played and continues to play a very ac- showed a high level of reserve replacement despite tive role in developing amendments to the current the substantial fall in oil prices at the end of the year, system of oil sector taxation. Joint work in 2008 led to achieved strong organic growth of oil production in a a number of important changes in this area. The rate context of decline across the industry, and made sig- of mineral extraction tax was lowered and the time lag nificant progress in oil refining volumes and structure in calculation of export duties was reduced. This will of refined products. Rosneft continued implementa- contribute to the Company’s resilience in unfavorable tion of its main strategic projects, such as develop- macroeconomic conditions. ment of the Vankor field and modernization and ex- pansion of refining capacities. Improving the corporate governance system, to fully reflect existing legal requirements and the latest in- Record production indicators and the favorable price ternational experience is a key element of Rosneft’s environment in the first half of 2008 ensured out- development strategy. In 2008 the Company enact- standing financial results. Based on these results ed a Code of Business Ethics, in addition to internal the Board of Directors was able to recommend that governance documents already in force, establishing the General Shareholders’ Meeting increase divi- principles and rules of business conduct based on dends to RUB 1.92 per share, which is 20% higher ethical and professional standards. The new Code of than the previous year. The recommendation is Business Ethics is a gauge of our commitment to gen- fully in line with Company dividend policy, which erally accepted principles of business responsibility. 5 Rosneft. Annual Report 2008 Chairman’s Address A number of changes were also made to Rosneft’s Development Reports in 2008, complying with best internal rules and standards in order to raise levels of international practices. transparency and ensure more efficient protection of shareholder rights. Today we can say with confidence that Rosneft has laid a firm foundation for rapid growth in the long term. Complying with the initiative by the Russian Federal We continue to work efficiently for the good of our Government to reduce the number of state officials shareholders and the Russian economy, maintain- on boards of directors of companies with Govern- ing the highest production, environmental and social ment stakes, Rosneft decided to increase the num- standards in all our operations. To conclude, I would ber of independent directors on its Board. This will like to express my gratitude to all our shareholders for help to improve corporate governance, raise trans- their confidence in our Company. My thanks also to parency levels and strengthen the Company’s com- the Management Board, the Board of Directors and petitive advantages thanks to extensive industry all employees for their successful work in 2008, their experience of the new independent directors. Ros- professionalism and tireless devotion to the standards neft’s management is convinced that this important of Rosneft. I am confident that our combined efforts initiative will have the full support of Company share- put us in a strong position to meet all the challenges, holders. which lie before us. Rosneft makes ongoing, substantial contributions to social and economic development in all of the regions where it has operations, steadily increasing the scale of housing, pension, education, charity and other socially important programs. The Company works consistently to improve and increase transparency of its social policy and to raise standards of interaction Igor Sechin with all interested parties. As part of this policy the Chairman of the Board of Directors Company issued the latest of its regular Sustainable of Rosneft 6 Rosneft. Annual Report 2008 EFFICIENCY SOCIAL RESPONSIBILITY cost optimization and control industrial safety and environmental protection logistical improvements safe working conditions optimization and diversification of asset portfolio healthcare capital structure enhancements commitment to improving employees’ quality of life continuous improvement to governance support for education SUSTAINABLE GROWTH socioeconomic development of host regions prudent strategic planning efficient production growth and refining TRANSPARENCY capacity expansion increasing higher value-added outputs compliance with Russian and international regulations improvements to risk management information accessible to all commitment to increasing interested parties shareholder value regular information updates INNOVATION quarterly financial results under international standards continuous enhancement of innovative development system ongoing dialogue with minority shareholders and institutional investors ongoing technology research, development and deployment monitoring and adoption of global best practices personnel training and professional development 7 Rosneft. Annual Report 2008 Sergey Bogdanchikov President of Rosneft
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