E. Bukanova

The government, as the main shareholder, will also make the heads of state-owned companies responsible for adjusting the procurement activities of the companies and their subsidiaries. Requirements for the counterparty to disclose the final beneficiaries will need to be included in the contracts already concluded, and in the procurement documentation – on the disclosure of similar information on new contracts. The latter has already been done by Inter RAO , Rosatom and RusHydro , their representatives said. Refusal to share the specified information in the first case should be grounds for terminating the agreements, in the second – grounds for not concluding new ones.

First Deputy Prime Minister Viktor Zubkov sent a letter to President Dmitry Medvedev (Vedomosti has a copy) in which he spoke about the preliminary results of state-owned companies disclosing information about the beneficiaries of their counterparties, as well as the income of their top managers and their relatives. This was ordered by Prime Minister Vladimir Putin in December. In January, Medvedev joined the fight against the affiliation of state-owned companies and their counterparties, instructing the government to ensure that state-owned companies provide the said information by April 1 and to take measures to prevent conflicts of interest in the future.

Not all of them provided the data in full and within the established deadlines, writes Zubkov. Deputy Prime Minister Igor Sechin reported this to Putin on March 5. About a third of the companies did not provide complete information, a federal official clarified to Vedomosti. Employees of the relevant ministries - the Ministry of Energy, the Ministry of Transport and the Ministry of Finance - did not name the finers. These are primarily energy companies, an employee of the government apparatus knows, but the documents are marked "for official use only."

The departments have been instructed to take “exhaustive measures” to correct the situation and hold officials accountable, Zubkov writes to the president, but does not disclose details.

By April 15, the Ministry of Economic Development will develop amendments to the legislation that will oblige state-owned companies to report on the income of top managers and their relatives and not allow conflicts of interest in their activities, the letter says. In the meantime, the department has prepared directives for the boards of directors of state-owned companies, providing for changes in labor contracts and internal documentation of state-owned companies, Zubkov reports: this will allow them to receive all the necessary information from companies now and eliminate conflicts of interest before the adoption of amendments to the laws, follows from the letter.

Vedomosti managed to get acquainted with the content of the directives. Changes will be made to contracts with heads of state companies, obliging them to disclose their income, as well as the income of spouses, children, parents, brothers and sisters. They will provide information to the relevant department, the tax service and Rosfinmonitoring, and inform the government about a possible conflict of interest.

The boards of directors will instruct the heads of state-owned companies to make similar changes to the contracts of other top managers (deputy heads, members of the boards, heads of structural divisions), as well as their advisers and assistants. The requirements for disclosing such information will also apply to the heads of subsidiaries and branches of state-owned companies and their deputies.

How to disclose beneficiaries is described in Sechin's January order. If the counterparty is a global public company, then it is enough to list the owners of more than 5% of the shares. For smaller companies that are also traded on stock exchanges or have more than 50 shareholders, it is necessary to indicate the beneficiaries with more than 5% of the shares and the total number of owners of smaller packages. In other cases, all beneficiaries must be indicated, but there are exceptions (see inset).

Putin's press secretary Dmitry Peskov does not know about the existence of the directives. They have not yet been signed, but a federal official in the property sector knows: "The purpose of the directives is to show state companies that the campaign against affiliation is not a one-time action, the government will constantly monitor this."

This should help the government gather all the necessary information, the White House staff member hopes. There should be no problems with the implementation of directives – the state has a majority in the boards of directors of the largest state-owned companies, he reminds: “If the company is reluctant to implement the December order, then now from the point of view of corporate procedures everything will be clean – the shareholder gives you specific orders through his representatives on the board – and be kind enough to implement them.”

Amendments to the legislation are needed – this will make it easier to provide information, says a representative of Transneft: “But we have also fully and on time fulfilled the government order.” “It is good that all the rules for providing information will be spelled out in laws – it will be clear what we must disclose and in what form,” adds an employee of another state company. He also agrees that the contracts of top managers will include the obligation to disclose the required information: “No problem – if we need to provide information, we will do it.”

The campaign launched by the government will most likely end with a couple of show resignations of major top managers, says Kirill Kabanov, Chairman of the National Anti-Corruption Committee: "We need to clear [places] for major officials who will not find a place in the new government." However, there will also be a positive effect: state-owned companies have already begun to develop internal audit systems to prevent affiliation deals, he notes: "Rosatom already has one, and power engineers are just starting to create them."

Government demands top managers disclose income