Reliable Energy – Strong Kazakhstan Annual 2016 Report KEGOC JSC Annual 2016 Report KEGOC JSC Table of Contents // 2016 Annual Report Table of Contents ABOUT COMPANY 04 MESSAGE FROM THE CHAIRMAN OF KEGOC’S BOARD OF DIRECTORS 08 MESSAGE FROM THE CHAIRMAN OF KEGOC’S MANAGEMENT BOARD 10 KEY EVENTS IN 2016 12 MARKET OVERVIEW 14 State Regulation. Structure of Power Industry in Kazakhstan 16 Kazakhstan Electricity Market 17 Electricity Balance 18 KEGOC’s Development Strategy 19 GOAL 1. ENSURE RELIABLE OPERATION OF THE UNIFIED POWER SYSTEM OF KAZAKHSTAN 20 Operating Activity 22 Electricity Transmission 22 Technical Dispatch Control 23 Management of Electricity Production and Consumption Balancing 23 Electricity Purchase/Sale Activities 24 Investment Activity 24 Technological Development 26 GOAL 2. ENSURE STABLE FINANCIAL POSITION OF THE COMPANY AND CASH FLOWS FOR SHAREHOLDERS AND DEVELOPMENT 28 Financial and Economic Indicators 30 Tariff Policy 33 Corporate Governance 34 Equity 34 General Meeting of Shareholders 35 Dividend Policy 35 Report on the Board of Directors Activities 36 KEGOC’s Management Board 47 Internal Audit Service 52 Risk Management and Internal Control 53 Information Policy 54 Information on Compliance with KEGOC’s Corporate Governance Code in 2016 56 International Cooperation 84 02 www.kegoc.kz KEGOC JSC Table of Contents // 2016 Annual Report GOAL 3. SUSTAINABLE DEVELOPMENT 86 HR Policy 88 Environmental Protection 90 Operational Safety 91 KEGOC’s Business Transformation Programme 92 FINANCIAL STATEMENTS 94 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 107 APPENDICES 158 Appendix 1. KEGOC’s Subsidiaries 158 Appendix 2. Corporate Calendar for 2017 159 Appendix 3. Glossary 160 CONTACTS 162 www.kegoc.kz KEGOC JSC 03 About Company // 2016 Annual Report About Company Kazakhstan Electricity Grid Operating Company (KEGOC) joint-stock company (hereinafter referred to as ‘KEGOC’, the ‘Company’) was established in accordance with Resolution of the Government of the Republic of Kazakhstan No. 1188 dated 28 September 1996 on Some Measures to Restructure Power System Management in the Republic of Kazakhstan. The date of initial state registration of KEGOC is 11 July 1997. Until 2006, 100% of KEGOC shares had been owned by the state-of-the-art technical, economic, environmental Government. In 2006, state share (100%) was transferred requirements and occupational health-and-safety to Samruk JSC (the Kazakhstan holding company for standards. management of public assets) as a payment for the placed In accordance with the laws of the Republic of Kazakhstan shares. In 2008, Samruk-Kazyna JSC (the sovereign wealth in electric power industry as System Operator of the fund) was established through merger of Kazyna JSC (the Unified Power System KEGOC performs the following core sustainable development fund) and Samruk (Kazakhstan operations: holding for management of state assets). Samruk-Kazyna • electricity transmission in the national power grid; became a legal successor of Samruk. • technical dispatching of the electricity supply and On 18 December 2014 as part of the Programme for consumption in the grid; public offering of shares of affiliates and subsidiaries • management of the electricity production and of Samruk-Kazyna Sovereign Wealth Fund (hereinafter consumption balancing. referred to as ‘Samruk-Kazyna’) on the stock market, The above mentioned services fall under the sphere of KEGOC placed 25,999,999 authorized ordinary natural monopoly; and thus KEGOC’s operations are shares on the Kazakhstan Stock Exchange through regulated by the Law of the Republic of Kazakhstan on subscription. Natural Monopolies and Regulated Markets. As of 31 December 2016, KEGOC declared and placed KEGOC operates throughout the territory of the Republic 260,000,000 ordinary shares in total, including of Kazakhstan. The structure of the Company includes 9 234,000,001 of them (90 % plus one ordinary share) intersystem electric networks branches (MES branches), owned by Samruk-Kazyna, 25,998,609 shares belonging the National Dispatch Centre of the System Operator to minority shareholders and 1,390 shares repurchased by branch (NDC SO) and the Representative Office in KEGOC at request of minority shareholder. Almaty. MES branches render system services in operational control of the branch. The NDC SO performs Address: 59, Tauyelsizdik Ave., Almaty District, 010010, the centralized dispatch control of the UPS of the Astana. Republic of Kazakhstan. The centralized operational and dispatch control is organised as direct operational The mission of the Company is to ensure the reliable subordination of nine regional dispatch centres (RDCs) operation and effective development of Kazakhstan to NDC SO; these RDCs are the structural subdivisions Unified Power System (UPS) in accordance with of MES branches. 04 www.kegoc.kz KEGOC JSC About Company // 2016 Akmolinskiye MES Aktyubinskiye MES Almatinskiye MES Vostochnye MES Zapadnye MES Annual Report 10 substations 7 substations 11 substations 6 substations 5 substations 8,137 MVA 2,426 MVA 4,229 MVA 3,695 MVA 950 MVA 4,230 km OHTL 967 km OHTL 3,551 km OHTL 1,161 km OHTL 1,682 km OHTL Sarbaiskiye MES Severnye MES Tsentralnye MES Yuzhnye MES NDC SO 8 substations 8 substations 10 substations 13 substations 6,570 MVA 3,521 MVA 3,742 MVA 3,395 MVA 9 RDCs 2,444 km OHTL 3,379 km OHTL 3,482 km OHTL 4,201 km OHTL As of 31 December 2016 the MES branches own: KEGOC is a parent company of subsidiaries EnergoInform • 360 electricity transmission lines of 0.4 – 1,150 kV with JSC and Financial Settlement Centre for Renewable Energy the total length of 25,096.597 km (circuits); Sources Support LLP. EnergoInform provides informational • 78 electric substations, 35 – 1,150 kV, with transformer support of the Company activity. The Financial Settlement installed capacity of 36,662.55 MVA. Centre for Renewable Energy Sources Support LLP was KEGOC’s substations have in total: established in 2013 to encourage investments in renewable • 273 power transformers and autotransformers of energy sector and increase the share of renewable energy in 1,150-10 kV (8 of them are owned by third parties); the Kazakhstan energy mix through government-guaranteed • 184 shunt reactors of 1,150-35 kV (9 of them are and centralized electricity purchase from all renewable owned by third parties); energy resources (who have chosen such support scheme) in • 1,570 circuit breakers of 1,150-35 кV (air-blast, oil, accordance with the fixed rates. More detailed information SF6, vacuum) (97 of them are owned by third parties); about subsidiaries is given in Appendix 1. • 1,581 phases of 1,150-35 kV voltage transformers In addition, KEGOC is a co-founder (20% of shares) of (75 of them are owned by third parties); Batys Transit JSC established in 2005 to to implement • 3,699 phases of 1,150-35 kV current transformers the project for the construction of inter-regional power (238 of them are owned by third parties); transmission line linking the North Kazakhstan with • 111 storage batteries (2 of them are owned by third Aktobe Oblast. parties); • 52 compressor units; Any information concerning the plans referred to in this • 108 devices and tools for the treatment of solid Annual Report is forward-looking and reflects the current insulation and transformer oil; views of KEGOC with respect to future events and is • 62,199 relay protection and automation and exposed to certain risks, uncertainties and assumptions emergency automation devices; relating to the business, financial condition, operating • 31,194 metering tools. results, growth strategy and liquidity of KEGOC. www.kegoc.kz KEGOC JSC 05 About Company About Company // 2016 // 2016 GEOGRAPHY OF OPERATIONS Kurgan Annual Report Tavricheskaya Annual Report 4,230 km of OHTL Irtyshskaya Chelyabinsk Barnaul 3,379 km of OHTL Altay Russia Rudniy Akmolinskiye MES Severnye MES BAES 2,444 km of OHTL Rubtsovsk Ekibastuz 10 SS N. Troitsk 8 137 MVA 1,161 km of OHTL 967 km of OHTL Sarbaiskiye 8 SS Astana MES 3 521 MVA Aktobe Ust-Kamenogorsk 8 SS 6 570 MVA Vostochnye MES Aktyubinskiye MES 3,482 km of OHTL Karaganda Zapadnye MES 6 SS Atyrau 3 695 MVA 7 SS Tsentralnye MES 2 426 MVA 10 SS 3 742 MVA 3,551 km of OHTL 1,682 km of OHTL 11 SS 4,201 km of OHTL 4 229 MVA Yuzhnye MES Almatinskiye MES 5 SS Almaty China 950 MVA 13 SS 3 395 MVA Uzbekistan Shymkent Kyrgyzstan Turkmenistan 06 www.kegoc.kz KEGOC JSC www.kegoc.kz KEGOC JSC 07 Message from the Chairman of KEGOC’s Board of Directors // 2016 Annual Report Message from the Chairman of KEGOC’s Board of Directors In 2016 KEGOC fully met the expectations of its major the stock market the Company paid KZT 17.5 billion as shareholder, Samruk-Kazyna Sovereign Wealth Fund. dividends. The Company’s performance confirmed the adequate KEGOC has an extensive experience in implementing choice for management model, which conforms to the infrastructural projects aimed at developing the National highest corporate standards. The reporting year expanded Power Grid and ensuring the overall energy security in KEGOC’s Board of Directors with the Fund’s representatives Kazakhstan. In 2016 again KEGOC’s team proved its high Suinshlik Tiyessov and Zhanna Yegimbayeva professional status having completed, one year ahead demonstrating a balanced number of independent of schedule, the commissioning of the 500 kV OHTL directors and Samruk-Kazyna’s representatives. Ekibastuz – Semey – Ust-Kamenogorsk. The coordinated work between the Board of Directors and KEGOC has successfully been implementing the Company’s top managers resulted in positive financial Business Transformation Programme initiated by performance. The Company reported 2016 profits the Fund. Thus, the results of 2016 showed financial exceeding KZT 27.59 billion. This is the highest level in benefits from the Programme amounting to over KZT the entire KEGOC’s development history. 7,150 million, this exceeded the planned figures by The results of 2016 justified the confidence of KEGOC’s KZT 1,920 million.