One of the largest insurers was prepared for sale

Yesterday, the insurance company RESO-Garantia reported that the owner of 50% of its shares was the company Stanpik Limited, registered in Cyprus. However, the beneficiaries of the company remained the same. According to participants in the insurance market, the appearance of a Cypriot offshore in the structure of RESO-Garantiya's owners indicates that foreign investors have become interested in the insurer.

Last Friday, as part of the disclosure of information about a material fact, RESO-Garantiya reported that a certain “private joint stock company with limited liability 'Stanpik Limited' became the new owner of 50% of its shares.” As Andrey Savelyev, member of the board of directors of RESO-Garantia, explained to Kommersant, “this company is registered under the laws of the Republic of Cyprus.” Thus, according to him, “a consolidation of the block of shares took place without a change in beneficial ownership.”

According to the Federal Insurance Supervision Service at the end of 2006, RESO-Garantiya ranks 4th in terms of collections (RUB 22.5 billion). Previously, the shareholders of RESO-Garantia were LLC Ran-Invest (19.98%), LLC DILA (19.95%), LLC Dal-Invest (19.84%), LLC RESODON (19.73% ) and RESO-Pharm LLC (19.39%). The insurer's largest beneficiaries are Sergei and Nikolai Sarkisov.

According to yesterday's message from the insurer, RESO-Pharm and RESODON left the shareholders, and Dal-Invest's share was reduced to 9.61%. “This is part of the project to reorganize RESO,” says Andrey Savelyev. Back in November last year, Sergei Sarkisov announced that the insurance company intended to hold an IPO in the spring of 2007. RESO-Garantiya planned to place 15-25% of its shares on Russian exchanges (see Kommersant on November 27).

Market participants believe that changes in shareholders are related to the public offering. “The changes are most likely being made in preparation for the IPO,” Vladimir Skvortsov, head of AlfaStrakhovanie, told Kommersant. “As far as I know, such preparations are really underway.” According to him, a company must enter an IPO with a clear and simple ownership structure, therefore a number of LLCs among the shareholders of RESO-Garantiya have been replaced by one nominal owner.

However, according to a number of experts, the foreign registration of Stanpick Limited indicates that foreign investors are interested in the company. “Usually, a Russian asset is transferred to a foreign holding when there are potential foreign investors,” said the former head of Renaissance Insurance, independent analyst Nikolai Klekovkin. “This allows the company’s shareholders to include in their agreements a number of provisions not provided for by Russian legislation, for example, types of options ". Oksana Belevich, managing partner of Russian Investment Consulting, agrees with him: “I believe that we are talking about future cash injections into the company that foreign shareholders are preparing to make.” It is important for foreigners to be guided by foreign law, which will be used to conclude a so-called shareholders agreement, which determines the parameters of the transaction for several years in advance. “When transferring shares to a Cypriot company, tax aspects could also be taken into account: there is an agreement between Cyprus and the Russian Federation on the avoidance of double taxation,” she believes.

Rumors that foreigners are interested in purchasing RESO-Garantiya appeared on the market last summer. Italian insurance giant Generali was named as the buyer. However, Sergei Sarkisov denied this information to Kommersant. However, according to one market participant, the transfer of the RESO-Garantiya package to a foreign company may indicate the sale of the insurer to a major strategist. “The company is trying to sell,” one of the participants in the insurance market told Kommersant. “They are 'cleaning up' before the sale - they are putting things in order among the shareholders, they have slowed down the pace of growth.” Thus, back in 2005, RESO-Garantiya ranked second in terms of fees, and in 2006, the growth rate of premiums decreased by 3.6%.

In turn, Mr. Savelyev did not comment on the connection between the appearance of a Cypriot company in the ownership structure and subsequent transactions with RESO-Garantia shares. “I cannot confirm or deny this, I can only say that our plans have not changed.”

Tatyana Kommersant-Grishina

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