Annual report 2011 - VTB

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VTB BankNotes to the Consolidated Financial Statements – 31 December 2011 and 2010(in billions of Russian Roubles)41. Consolidated SubsidiariesThe principal subsidiaries, associates and joint ventures included in these consolidated financial statements arepresented in the table below:Percentage of ownershipNameActivityCountry ofregistration31 December201131 December2010“VTB Bank (Austria)” AG Banking Austria 100.00% 100.00%“Russian Commercial Bank (Cyprus) Limited” Banking Cyprus 60.00% 60.00%“VTB Bank”, PJSC (Ukraine) Banking Ukraine 99.97% 99.97%“VTB Bank (Armenia)”, CJSC Banking Armenia 100.00% 100.00%“VTB Bank (Georgia)”, JSC Banking Georgia 96.31% 96.31%“VTB Bank (Belarus)”, CJSC Banking Belarus 71.42% 71.42%“Bank VTB 24”, CJSC Banking Russia 100.00% 100.00%“TransCreditBank”, JSC Banking Russia 74.62% 43.18%“Bank of Moscow”, OJSC Banking Russia 94.85% –“Bezhitsa-Bank”, OJSC Banking Russia 100.00% –“Bank Moscow-Minsk”, OJSC Banking Belarus 100.00% –“BM Bank”, Ltd Banking Ukraine 100.00% –“Mosvodokanalbank”, OJSC Banking Russia 65.87% –“Bank of Moscow - Belgrade”, OJSC Banking Serbia 100.00% –“VTB Bank (Deutschland)”, AG Banking Germany 100.00% 100.00%“Bank VTB (Kazakhstan)”, JSC Banking Kazakhstan 100.00% 100.00%“VTB Bank (Azerbaijan)”, OJSC Banking Azerbaijan 51.00% 51.00%“Bank VTB North-West”, OJSC Banking Russia n/a 100.00%“VTB Bank (France)” Banking France 96.22% 87.04%“VTB Capital”, Plc Banking Great Britain 95.54% 95.54%“Banco VTB Africa S.A.” Banking Angola 66.00% 66.00%“VTB Capital (Namibia) (Proprietary)”, Ltd Investment Namibia 50.33% 50.33%“Multicarta”, LtdPlastic cards(processing) Russia 100.00% 100.00%“ITC Consultants (Cyprus)”, Ltd Finance Cyprus 100.00% 100.00%“VB-Service”, Ltd Commerce Russia 100.00% 100.00%“Almaz-Press”, CJSC Publishing Russia 100.00% 100.00%“VTB-Leasing”, OJSC Leasing Russia 100.00% 100.00%“Embassy Development Limited” Development Jersey 100.00% 100.00%“VTB-Development”, CJSC Development Russia 100.00% 100.00%“VTB Europe Strategic Investments Limited” Investment Great Britain 100.00% 100.00%“Nevsky Property”, Ltd Property Cyprus 100.00% 100.00%“Business-Finance”, Ltd Finance Russia 100.00% 100.00%“VTB Dolgovoi centre”, CJSC Finance Russia 100.00% 100.00%“VTB DC”, Ltd Finance Russia 100.00% –“Sistema Leasing 24”, CJSC Finance Russia 100.00% 100.00%“VTB-Capital”, CJSC Finance Russia 100.00% 100.00%“Insurance Company VTB-Insurance”, Ltd Insurance Russia 100.00% 100.00%“VTB-Leasing Ukraine”, Ltd Leasing Ukraine 100.00% 100.00%“Capablue”, Ltd Leasing Ireland 100.00% 100.00%“VTB Leasing (Europe)”, Ltd Leasing Cyprus 100.00% 100.00%"VTB-Leasing Finance”, Ltd Finance Russia 99.99% 99.99%“VTB-Leasing”, Ltd Leasing Belarus 99.00% 100.00%“VTB-Leasing Capital”, Ltd Finance Ireland 100.00% 100.00%"VTB Specialized Depository", CJSC Finance Russia 100.00% 100.00%“VTB Capital Asset Management”, CJSC Finance Russia 19.00% 19.00%“Holding VTB Capital”, CJSC Finance Russia 100.00% 100.00%“VTB Factoring”, Ltd Factoring Russia 100.00% 100.00%“Financial Assistant”, CJSC Finance Russia 100.00% –“VTB Registrar”, CJSC Finance Russia 100.00% 20.00%“Hals-Development”, OJSC Real Estate Russia 51.24% 51.24%“M”, CJSC Real Estate Russia 100.00% 100.00%“VTB Arena”, CJSC Real Estate Russia 77.30% 75.00%“VTB Real Estate”, LLC Real Estate Russia 100.00% –“Hotel and Office Complex ”Peking”, OJSC Real Estate Russia 100.00% –“Citer Invest”, B.V. Real Estate Netherlands 50.50% –“Pensionny Administator”, Ltd Finance Russia 100.00% –‘VTB Pension Fund’, NPF Pension fund Russia 100.00% 100.00%"Consolidated companies", OJSC Winery Russia 100.00% –In January 2011, Management Company “Dinamo”, CJSC sold its 50.92% stake in Football Club “Dinamo”, CJSC toPetrovsky Park Arena, CJSC. In July 2011 the Group renegotiated the investment agreements between co-investors(including Football Club “Dinamo”, CJSC) and developer Management Company “Dinamo”, CJSC and materiallyfinalized the Project concept. As a result of these transactions and other reallocations between subsidiaries of "VTBArena", CJSC non-controlling interest decreased by RUR 1.1 billion.93
VTB BankNotes to the Consolidated Financial Statements – 31 December 2011 and 2010(in billions of Russian Roubles)41. Consolidated Subsidiaries (continued)In March 2011, “VTB Dolgovoi centre”, CJSC, a 100%-owned Group’s subsidiary, issued 2,825.2 million additionalordinary shares with nominal value of RUR 2,825.2 million, which are fully purchased by VTB at par.In March 2011, “Bank VTB North-West”, OJSC ceased its operations as a subsidiary of VTB following the legalmerger of VTB and “Bank VTB North-West”, OJSC. As a result of the legal merger RUR 2.4 billion of currencytranslation difference was transferred to the retained earnings.In June 2011, “Bank VTB (Kazakhstan)”, JSC issued 1,100,000 additional ordinary shares with nominal value ofKZT 10,000 each for KZT 11 billion (RUR 2.1 billion), which were fully purchased by the Group.In July and August 2011, the Group increased its ownership share in "TransCreditBank", JSC from 43.18% to 74.48%by purchasing 715,694,742 shares from the non-controlling interests for RUR 17.4 billion including 6,957,836 sharespurchased under the binding offer.In November 2011, the Group increased its ownership share in "TransCreditBank", JSC from 74.48% to 74.62% bypurchasing 3,186,312 shares from the non-controlling interests for RUR 0.1 billion.In December 2011, the Group increased its stake in “VTB Bank (France)” to 96.22%, receiving 15,275 shares of“VTB Bank (France)” from the Central Bank of the Russian Federation. This transfer was executed under the dealsigned in 2006, which was subject to successful completion of the legal suit in relation to these shares between theCentral Bank of the Russian Federation and the previous shareholder.In December 2011, "VTB Arena", CJSC issued 135,248 additional ordinary shares with notional amount ofRUR 24,010 each for the total amount of RUR 3.2 billion. 101,436 of these shares were purchased by the Group,which resulted in the increase of VTB's ownership in "VTB Arena", CJSC from 75% to 77.3%. The non-controllingshareholders can exercise their right to buy the remaining part of shares till August 2012.In December 2011, "VTB Dolgovoi centre", CJSC purchased 20,967,789 shares of "Bank of Moscow", OJSC fromnon-controlling shareholders which are related parties to the Group for RUR 17.3 billion. Also in December 2011"Bank of Moscow", OJSC placed an additional share issue of 100 million shares at RUR 1,111 per share. Thetransaction has been made in line with financial support program of “Bank of Moscow”, OJSC. The Group hasacquired share totally worth about RUR 102 billion. As a result of these transactions, the Group’s stake in “Bank ofMoscow”, OJSC has increased to 94.85%.42. Business Combinations and Disposal of SubsidiariesIn March 2011, the Group acquired a 100% ownership share in OJSC “Hotel and Office Complex “Peking” forRUR 1.7 billion which was equal to the fair value of the identifiable net assets at the acquisition date.In April 2011, VTB established a 100% subsidiary “VTB Real Estate”, LLC to manage its investment property projects.In May 2011, the Group purchased 80% of shares of “VTB Registrar”, CJSC (former “Central United Registrar” CJSC)for USD 4.5 million (RUR 0.1 billion) increasing its share to 100% in “VTB Registrar”, CJSC.In June 2011, the Group sold its 51% stake in “TCB Capital”, CJSC (a subsidiary of “TransCreditBank”, JSC) forRUR 0.4 billion to a third party. As at the date of disposal the net assets of “TCB Capital”, CJSC amounted toRUR 0.9 billion and cash items disposed amounted to RUR 1.5 billion.In June 2011, the Group purchased 50.5% of shares of “Citer Invest”, B.V. for USD 45.6 million (RUR 1.3 billion). Asat the date of acquisition the fair value of the net assets was RUR 2.4 billion and the share of non-controlling interestin the net assets of the acquired company was RUR 1.2 billion. As a result of the acquisition the Group recognizedgoodwill of RUR 0.1 billion.In October 2011, the Group purchased 100% share in Closed Investment Real Estate Fund Aruji Real Estate 1 forRUR 2.1 billion which was equal to the fair value of the identifiable net assets at the acquisition date.On 30 September 2011, the Group obtained control in “Bank of Moscow”, OJSC increasing its share to 80.57%through a 100% subsidiary of the Group “VTB Dolgovoi centre”, CJSC. “VTB Dolgovoi centre”, CJSC acquired “Bankof Moscow”, OJSC shares from the third parties, which are not related to the Group, and the Group’s associate. Thetransaction was done in accordance with the General Agreement on measures for financial support of “Bank ofMoscow”, OJSC which was signed in July 2011 by “Bank of Moscow”, OJSC, DIA and the Group companies. TheGroup acquired “Bank of Moscow”, OJSC implementing its strategy of further increasing its retail and corporatemarket share and improving profitability through economies of scale.94
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VTB Annual Report 2011Statement of
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VTB Annual Report 20111. Financial
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VTB Annual Report 201111. Other Gro
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VTB Annual Report 201112. Sharehold
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VTB Annual Report 2011144VTB places
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Annual report 2011 - VTB

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