ruspetro plc
annual report and accounts 2013 welcome
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ruspetro plc
annual report
2013
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page or web url wwwruspetrocom ruspetro plc  
ruspetro is an independent  
oil and gas development and 
production company with assets 
in the western siberia region of 
the russian federation
our mission is to unlock the tight oil reservoirs 
in our asset base while building a leading 
regional independent ep company in a safe 
and environmentally responsible manner for 
the longterm benefit of our shareholders
contents
strategic report
1 highlights 
2 group overview
4 chairman’s statement
6 ceo’s statement
8 business model
10 operational and  
financial review
15 strategic review  
driving performance
16 sustainability report
directors’ report
20 board of directors
22 corporate governance report
28 principal risks and 
uncertainties
32 audit committee
36 nomination committee
38 directors’ report
41 directors’ responsibility 
statements
42 directors’ remuneration 
report
44 remuneration policy report
53 annual report on 
remuneration
financial statements
60 independent auditor’s report
63 consolidated statement of 
comprehensive income
64 consolidated statement of 
financial position
65 consolidated statement of 
changes in equity 
66 consolidated statement of 
cash flows 
67 notes to the consolidated 
financial statements 
parent company financial statements
92 independent auditor’s report
94 statement of financial 
position 
95 statement of changes in 
equity 
96 statement of cash flows 
97 notes to the financial 
statements 
101 shareholder information  1
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
highlights
– in 2013 ruspetro initiated a reappraisal of its field development 
strategy following significant changes to strengthen its board and 
management the company emerges with a clear set of strategic 
decisions as it reinitiates the development of the company’s reserves 
and resources
– the company in technical partnership with schlumberger revised 
its geological development model to incorporate the use of multiple 
fractured horizontal wells utilising bestinclass tight oil practices
– russian federal tax relief for a substantial reduction in the mineral 
extraction tax ‘met’ for tight oil reservoirs was passed into law 
and effective from september 2013
– production averaged 4797 barrels of oil equivalent per day ‘boepd’ in 
2013 an increase of 3 from 2012 despite significantly lower drilling 
activity natural decline in base production was mitigated through the 
implementation of our waterflood programme
– ebitda of us130 million in 2013 compared to negative us62 million 
in 2012 primarily due to a reduced met effective from september 2013 
lower operating expenses and higher production
– the company entered into a oneyear prepayment facility with 
glencore for us30 million with the obligation to export 15000 
metric tonnes of crude oil per quarter
– the company also successfully extended the maturity of its sberbank 
credit facility to 2018 as at yearend total debt was us4032 million 
including shareholder loans and cash was us158 million
– according to degolyer  macnaughton estimates as at 31 december 
2013 the company had proved reserves of 225 million barrels of  
oil equivalent ‘mmboe’ of which 191 mmboe was crude oil and 
condensate and 34 mmboe was natural gas
2013 2012 change
revenue usm 7985 7623 5
well head revenue per barrel usboe 2925 2450 19
oil and condensate production total boe 1748819 1697950 3
average production boe 4797 4639 3
proved reserves mmboe 225 234 –4
probable reserves mmboe 1662 1604 4 2
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
ruspetro plc uk
palyanovsky
‘south eastern’
licence
 
pottymsko
inginsky licence
vostochno
inginsky licence
ruspetro holding limited cyprus
ruspetro llc russia
ojsc transoil
russia 
ojsc inga
russia
100 100
100 54
946
group structure
west siberian basin
moscow
st petersburg
khanty
mansiysk
region
krasnoleninsky arch
group overview
our assets
ruspetro has three oil and gas exploration and 
production licences the pottymskoinginsky 
‘pi’ licence in the west of the field the 
vostochnoinginsky ‘vi’ licence at its centre 
and the palyanovsky licence on the north east 
of the field
our licence for the palyanovsky block is due to expire in 
december 2015 and our pi licence block expires in june 2017 
while the vi licence was due to expire in june 2014 we have 
successfully extended this licence for 20 years until june 2034
the russian federation’s subsoil law as currently in effect 
allows for the extension of a subsoil licence at the request 
of the licence holder if such extension is necessary to finish 
exploration or production in the fields covered by the 
licence provided that the licence holder has not violated 
the terms of the licence and fulfilled its conditions
as a result to the extent that we meet our obligations under the 
applicable minimum work programme required by the licences 
and are not in breach of any licence obligations or conditions 
each of our licences issued prior to this legislation can be 
extended upon expiration for the economic life of the field
199
 of employees  3
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
15km
substation 
500kv
1 10kv
1 10kv
35kv
6kv
6kv
500kv
pad27
oil processing facility
pad for early 
processing facility
pad31
oil pipeline ‘gazpromneft’
oil pipeline ‘gazpromneft’
oil pipeline ‘nazim expedition’
oil pipeline ‘lukoil’
tnkpump 
station 32
yendyr
ingapekh
shyshyegan
malaya rechka
bolotniy
lake verhovoye
pottym
maliy pottym
lake vagator
lake dolgoye
yem’yegan
y’endyr
lake mal’nskoye
lake yamnoye 
lake mokhovoye
lake bolshoye 
yemyekhovskoye
malaya rechka
siga
talinka
sales 
point
‘transneft’ oil pipeline
krasnoleninskaya – ubinka
pad38
pad4
pad25
waste pad
work camp
356kv
ruspetro sales pipeline
p454p
pad3
palyanovo
pad20
vostochno
inginsky block
palyanovsky
block
pottymsko
inginsky block
pad21
pad23
pad19
pad22
pad24
pad2
73х6
1750m
73 х6
2500m
168х7
15000m
159 х8
250m
219 х8
3118m 4
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
chairman’s statement
2013 has been a year of change for ruspetro – change 
in strategy team and approach we believe that the 
transformation we have undergone is for the better 
but we cannot deny that it has been a difficult year 
we are emerging from these changes stronger more 
focused and on a better footing for the future
since our performance has not been as successful 
as initially planned our duty to shareholders was 
to determine how to set ruspetro on the right 
track again we felt it was time to pause and review 
our operational performance and determine an 
effective strategy for the successful development 
of ruspetro’s large hydrocarbon assets the 
discussions led to a number of board changes 
i was elected chairman of the board and will 
continue my active involvement in the business 
both in the areas of strategy and our engagement 
with russia’s fiscal and legislative framework
in order to develop the business further john 
conlin was appointed as chief executive officer 
by the board in december 2013 he is not only 
an experienced ep executive but he is also a 
petroleum engineer most recently he was chairman 
of aurelian oil  gas a small independent ep 
company which recently merged with san leon 
energy prior to his move to the independent 
sector he spent 28 years at shell in various senior 
management and operational positions including 
the role of president of sakhalin energy in moscow 
in the late nineties with his extensive experience 
of the industry john has a clear strategy to lead 
ruspetro through a successful development phase to 
production these he articulates in his ceo report
the geological and operational expertise we are 
building inhouse is complemented at board 
level by significant input from a new non
executive director maurice dijols maurice was 
formerly president of schlumberger russia and 
is currently a nonexecutive director of igss 
the largest land seismic company in russia 
and eurasia drilling company the largest 
drilling company in russia his experience 
in the russian market and the practicalities of 
operating in western siberia is unrivalled and 
thus he has closed a key gap in our team
in our commitment to the highest corporate 
governance standards we have also made a 
number of strong appointments to the board 
appointing kirill androsov and frank monstrey 
as nonexecutive directors mr monstrey’s 
trackrecord in delivering production growth in 
kazakhstan and kirill’s deep knowledge of the 
russian energy market further strengthen our 
board the board reorganisation along with the 
various committees was completed in early 2014 
we are now confident we have strong leadership to 
support the implementation of the agreed strategy
alexander chistyakov
executive chairman
“while the past year has been 
undeniably challenging i believe that 
ruspetro emerges from it with a clear 
set of strategic decisions which will 
allow the management team in place 
to deliver growth”  5
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
the team in place is now empowered to lead ruspetro 
into a new phase which will reflect a different 
approach to geological challenge technology 
application and planning we are working to build 
a wellrounded and technically advanced team 
and with the support of schlumberger to develop 
the capability to successfully design and execute 
the complex horizontal wells which we believe will 
unlock the potential of our substantial resources
ruspetro’s immediate business plan objectives 
are both to develop and sustain its current oil 
production including through the initiation of 
horizontal drilling changes in the fiscal environment 
in which we operate have significantly improved 
our production economics in july 2013 the 
russian government signed a law to reduce mineral 
extraction tax ‘met’ with effect from 1 september 
2013 which has significantly enhanced the cash 
flow generation from our existing oil production 
this applies to oil produced from hardtorecover 
reservoirs such as our bazhenov and tyumen 
formations which have low permeability under 
this legislation virtually all the group’s current 
production qualifies for an 80 reduction in met
these fiscal policy changes have made it realistic to 
consider the development of our vast shale resources 
in the bazhenov formation we believe along 
with a large number of renowned global experts 
that the bazhenov could drive the new wave of 
investment in unconventional resources in russia 
from around the world while it is true to say that 
the successes in the us have not been replicated as 
quickly elsewhere in the world there are practical 
reasons to believe that significant early progress 
can be anticipated in russia these include the scale 
of the resources the advantageous geology the 
significant preexisting infrastructure in areas of 
lowdensity population access to technical expertise 
and importantly a favourable fiscal regime
in order to implement a sound strategy for the 
development of its large hydrocarbon assets 
ruspetro will begin drilling from existing financial 
resources but we acknowledge additional funds 
will be required to implement the full development 
programme initial drilling has been facilitated 
by the successful restructuring during 2013 of our 
existing mediumterm credit facility with sberbank 
as well as of our shareholder loans additionally 
the conclusion of a forward oil sale agreement with 
glencore in 2013 and which has been renewed in 
2014 is an important liquidity management initiative
the continued development of ruspetro’s extensive 
hydrocarbon resources will be funded through a 
combination of reinvested cash flow and additional 
financial resources the board is also considering 
a range of potential strategic transactions
while the past year has been undeniably challenging 
i believe that ruspetro emerges from it with a 
clear set of strategic decisions which will allow the 
management team in place to deliver growth i 
would like to thank all ruspetro’s employees who 
have shown dedication through these difficult times 
and who have worked hard to support myself and 
the executive team my consideration also goes to 
other board members who have and will i am sure 
continue to make a sustained valuable contribution 
to helping ruspetro deliver on its potential promises
finally and most importantly on behalf of the board 
and management i would like to thank all our 
shareholders for their continued support during what 
has been a challenging year for the company as we 
set out in this report ruspetro is now in a far better 
position to deliver value for all its stakeholders
alexander chistyakov
executive chairman 6
ruspetro plc annual report and accounts 2013
strategic report
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financial statements
ceo’s statement
“now that we have a firm strategy in 
place we are focused on delivery and 
establishing a trackrecord which 
demonstrates our subsurface 
understanding technical knowledge 
and operational capability”
having joined the company as an independent 
nonexecutive board member in august 2013 
i had the opportunity along with my board 
colleagues to think about the best way to take 
ruspetro forward consequently i welcomed the 
invitation to take on the role of chief executive 
officer and look forward to implementing the 
revised strategy developed by the board
what have we learned
2013 was the year in which reality bit hard the 
very aggressive drilling campaign in 2012 and 
2013 did not deliver the expected production while 
consuming much of our available capital the simple 
truth is that we underestimated the complexity 
of the development challenge in our pottymsko
inginsky core area we encountered a lower reservoir 
permeability range than expected 05–10md 
as well as greater structural complexity and more 
limited reservoir continuity along with these issues 
delayed implementation of water injection caused 
a large pressure sink to form in the reservoir
our first priority has been to stabilise production 
from our existing wells this has been a real success 
story we have scaled up the waterflood operations 
by converting a number of producing wells to water 
injection and have seen a very positive response in 
terms of slowing the previous production decline
perhaps the most important technical decision we 
have made is to switch to a development concept 
based on multiple fractured horizontal production 
wells in addition to the improved economics 
of these wells they critically mitigate by their 
design the observed reservoir heterogeneity
in order to further advance our understanding 
of the reservoir geology and develop complex 
horizontal wells the company began a search 
for a technical partner and was delighted to 
sign a technical partnership with schlumberger 
through this agreement schlumberger will 
provide horizontal well designs which capitalise on 
their worldwide experience with this technology 
and will support ruspetro in the operational 
execution of these wells subject to having the 
necessary funding in place we also consider 
to improve our subsurface understanding next 
winter by shooting additional 3d seismic in areas 
previously only covered by 2d seismic data
we therefore believe that we understand what 
went wrong in the past and that we can build 
a profitable business to repair our balance 
sheet and create shareholder value
john conlin
chief executive officer  7
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
pottymskoinginsky pad 23b development area
corporate strategy moving forward
now that we have a firm strategy in place we are 
focused on delivery and establishing a trackrecord 
which demonstrates our subsurface understanding 
technical knowledge and operational capability
our immediate objectives are to
• build production in 2014 through enhanced 
waterflooding of the core pottymskoinginsky ‘pi’ 
area and an initial horizontal well development of 
three areas adjacent to the pi core area
• create a horizontal well development toolbox of 
well designs and execution strategies
• appraise and mature a ranked inventory of 
development targets for drilling post 2014 outside 
the core area
we have successfully positioned a rig on pad 23b 
from which we can develop patterns north west of 
our existing producing area in early april 2014 
we spud our first multistage fractured horizontal 
well on the pottymskoinginsky licence block our 
strategy will comprise of drilling an initial series of 
horizontal production wells followed by a number of 
vertical wells designed in due course to be converted 
to water injectors after a period of test production
an important characteristic of this plan is that 
from this pad we can alternate drilling between 
areas thereby giving us the breathing space to 
assess well performance in each area before 
a followup well is drilled secondly keeping 
the rig on one pad gives us the opportunity to 
drive significant improvements in drilling and 
completion operations over the programme
mediumterm activity levels will be tuned to 
delivering production levels which are aimed  
at underwriting capital investment needs and  
debt servicing
longerterm opportunities
palyanovo
our significant gas reserve base in the palyanovo 
licence block is a valuable asset which we continue 
to assess opportunities to monetise we have a 
market and are currently in discussion with potential 
joint venture partners to develop the necessary 
processing facilities that being the case we closedin 
the field at the beginning of 2014 to conserve gas
bazhenov
russia’s unconventional resource base remains an 
area of interest particularly following the mineral 
extraction tax relief implemented in 2013 we 
are estimated to have 35 billion barrels of 3c oil 
in place across our 300000 acres of bazhenov 
shale given the attractive fiscal incentives we 
anticipate a collaborative effort within the industry 
to initiate the important first steps towards 
commercialisation of this potential giant resource
john conlin
chief executive officer 8
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
 
  
     
  
shareholder 
value 
 
g o v e r n a n c e
t e c h n o l o g y
s u s t a i n a b i l i t y
appraisal
production
 sales
development
business model
ruspetro’s focus is to economically 
develop its tight oil reservoirs in 
western siberia through the 
application of leading technology 
and practices longerterm 
development of its condensate and 
natural gas reserves and appraisal of 
its bazhenov oil shale may represent 
additional opportunities for growth
shareholder value
we aim to create value for shareholders 
through the accelerated lowcost 
development of our oil and gas reserves
we aim to achieve this through operational 
and capital efficiency as we derisk our asset 
through development and appraisal drilling 
while adhering to high standards of corporate 
governance and operating responsibly  9
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
what we do how we do it
governance
ruspetro is committed to the 
highest standards of corporate 
governance all the activities 
are governed by its board of 
directors who scrutinise every 
aspect of the business to ensure 
that the value is maximised in 
the interest of its shareholders
technology
access to and the selective 
application of the right technology 
is key to the success of our 
business ruspetro’s experienced 
team focuses on establishing strong 
contractor relationships which 
afford the company access to 
leading technology and practices 
the company also constantly 
improves its knowledge of the 
geology completion and drilling 
techniques to maximise the 
efficiency of its operations
sustainability
the objective of the business is  
to generate longterm value for  
its stakeholders the sustainable 
approach relies on the production 
growth becoming selffunding  
the company aims to achieve  
this in harmony with its broader 
environment including legal social 
or natural
appraisal
through geological and reservoir modelling supported by the 
use of advanced 3d seismic processing and interpretation our 
geologists and petrophysicists target prospective areas of the 
field and design drilling programmes focused on both derisking 
areas and the future development programme this initially 
involves drilling appraisal wells to delineate the size of the 
reservoir and the recoverability of the reserves within that area 
the company also reprocesses seismic data to improve its 
understanding of the geology of its assets
development
this appraisal work is the necessary preparation ahead  
of development and production enabling the drilling 
programme to be conducted with a higher degree of reservoir 
predictability and reduced drilling days and completion time 
in addition to a lowcost development drilling programme 
active reservoir management involves an extensive carefully 
modelled waterflood programme which allows the company 
to address natural declines in its base production and stabilise 
flow rates
production  sales
ruspetro produces light oil condensate and natural gas  
from its fields nearterm operations focus on the development 
of crude oil for which the company has existing sales options 
in both domestic and export markets including access  
to the national pipeline system with its companyowned 
metering point and yearround access to a federal highway  
as appropriate the company might sign offtake agreements 
with counterparties in exchange for a prepayment for its 
future deliveries of crude 10
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
average production bopd 
673
2011 2012 2013
4639
4797
1055
2560
2009 2010
operational and 
financial review
production
production in the year averaged 4797 boepd a 
3 increase from average production in 2012 of 
4639 boepd this increase was due to successful 
drilling activity and the implementation of 
waterflooding to reduce well decline rates
in 2013 only three wells were drilled and these were 
completed in the first quarter two in the gas and 
condensate producing area in the palyanovo licence 
block and one oil well drilled to the northwest of 
the main producing area in the pottymskoinginsky 
licence area this latter well 254b produced the 
highest initial flow rate of any well in the field 
to date it continues to be a strong producer and 
produced 750 boepd in december 2013 the two 
wells completed in palyanovo were not fracture 
completed and did not produce commercial volumes
fourth quarter 2013 production averaged 4010 
boepd a decline of 315 compared to a 5856 boepd 
average in the fourth quarter of 2012 crude oil 
production averaged 3680 boepd a decline of only 
115 compared to a 4160 boepd average in the 
fourth quarter of 2012 the larger decrease in total 
production is due to reduced condensate production 
from our palyanovo licence the limited decline 
in crude oil production was due to new production 
from well 254b and improved response from our 
waterflood programme crude oil comprised 
92 of production in the final quarter of 2013 
compared to 71 in the fourth quarter 2012
reservoir management and waterflood
during the year the subsurface team identified falling 
pressure support in our main crude oil producing 
area in the pottymskoinginsky licence area as an 
opportunity where effective reservoir management 
could stabilise and even build production without 
drilling they set about expanding and refining the 
waterflood programme such that crude oil production 
towards the end of the year was stabilised the 
waterflood was more compartmentalised than had 
been originally envisaged in line with the findings 
from our 3dseismic reprocessing 12 wells have 
now shown a response to the waterflood programme 
and more well conversions are planned for 2014 
to enhance the effectiveness of this programme 
further it has been calculated that the waterflood 
is currently yielding 800 boepd in excess of 
production purely from primary depletion  11
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
audited proved reserves million barrels 
57
aug
2011
dec
2011
dec
2013
june
2013
dec
2012
june
2012
234
225
157
173
may
2009
may
2010
120
183
222
revising the geological model
as a result of the analysis of ruspetro’s performance 
throughout the year it was decided that an extensive 
revision of the company’s geological model and 
overall approach to production was necessary 
greater permeability and more homogeneity within 
the reservoirs had been assumed for the 2012 drilling 
campaign however it became clear from well results 
during the period that this was not the case
the field required an integrated approach to the 
development of the reservoir including furthering 
our subsurface knowledge by reanalysing the 
data that was and has become available bringing 
new drilling and completion techniques to 
the field that are likely to be more appropriate 
to the field’s geology and more development 
planning for the lifecycle of the areas targeted
in 2013 the company began reprocessing the 
3d seismic data that covers 42 of the field the 
results of the reprocessing showed structural and 
stratigraphic compartmentalisation in our main area 
of production this poses challenges for an effective 
waterflood programme and demonstrates why 
production results from wells can vary drastically 
over quite small distances these findings add 
to our knowledge of the field and enable us to be 
more confident about selecting drilling locations 
and appropriate well technologies going forward
in parallel with this work the company 
entered into a technical partnership with 
schlumberger in september 2013 a team of 
technical experts from schlumberger joined the 
ruspetro subsurface team in our office and were 
commissioned to build a knowledge map of the 
field by reviewing the subsurface data helping 
the company select target areas to appraise and 
develop and to design and implement a number 
of horizontal multistage fractured wells
as a result of this technical partnership the 
company has now selected a number of target 
areas and has within those target areas several 
bottom hole locations to begin the appraisal and 
development of the reservoirs in that area
schlumberger in collaboration with ruspetro’s 
subsurface team have produced an initial ranking 
of subsurface areas by risk as well as to output 
production forecasts for individual wells with 
sensitivity tables for different well lengths and 
fracture numbers this will lead to more effective 
capital allocation within the new drilling campaign
resource potential
degolyer  macnaughton conducted a reserve audit  
for the company as of 31 december 2013 proved 
reserves were 225 million barrels of oil equivalent 
‘boe’ a decrease of 4 from the yearago estimate 
of 234 million boe mainly due to a reassessment 
of oil water contacts in the vostochnoinginsky 
licence area year end 2013 proved plus probable 
reserves were 19 billion boe a 3 increase from 
2012’s estimate of 18 billion boe primarily 
due to a removal of sales gas restrictions
of these reserves natural gas comprises 34 million 
boe of proved reserves and 232 million boe of proved 
and probable reserves
the company has 29 million barrels of proved 
developed reserves this compares to 16 million 
barrels as at 31 december 2012
degolyer  macnaughton estimate contingent 
resources in the bazhenov oil shale formation of  
35 billion boe in place
225 mmboe
proved reserves
4797 bopd
year average production 12
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
2013 revenue breakdown  
export crude
29
domestic crude
58
domestic condensate
12
other
1
operational and 
financial review
continued
sales and marketing
in 2013 ruspetro produced approximately 175 
million barrels of oil and condensate giving an 
average production of 4797 boepd of this 85 
was crude oil and 15 was condensate whereas 
the condensate is bought by a local offtaker and 
provided 12 of our revenues crude oil is sold 
into both the domestic market and for export 
of our crude oil revenues generated in 2013 66 
were sold domestically with revenues of us54 
million and 34 of our crude oil was exported 
generating revenues of us27 million
overall the company delivered 52 of its sales via 
the domestic pipeline network 15 was exported 
by pipeline 19 was delivered by rail as light oil 
and 14 of sales were condensate trucked directly 
from the processing facility by the offtaker
outlook for 2014
during this year of strategic reevaluation we have 
taken stock and evaluated our position at a technical 
level determining that our strategy must revolve 
around increasing pressure support and economic 
production from our low permeability reserves 
from our technical partnership with schlumberger 
to the positive effect of the federal met relief on our 
production economics to the longterm potential 
in our bazhenov resources it is clear that ruspetro 
has a diverse set of opportunities from which to 
gain a firm footing in the russian oil industry
development in 2014 is aimed at maximising cash 
generation from operations while increasing capital 
efficiency with the new 80 met relief creating 
a well head revenue per barrel of crude equal to 
that of condensate we have shut in our palyanovo 
licence and will focus solely on our crude production 
in 2014 in the pottymskoinginsky licence area
with the help of schlumberger our technical team 
has identified several bottom hole locations and plan 
to begin drilling from pad 23b in patterns north 
west of our existing producing area our strategy 
consists of drilling horizontal wells with roughly 
five multistage fracs each to both achieve a higher 
capital expenditure per barrel and to increase the 
probability of production per well in acknowledging 
the strong effects of waterflooding historically we 
also plan to drill a number of vertical wells designed 
to be converted to water injectors after an initial 
period of test production we expect to spud the 
first horizontal well from this pad in april 2014
financial summary
revenues and ebitda increased in 2013 over 2012 to 
us798 million and us130 million respectively due 
to a higher overall average production rate of 4797 
boepd reduced operating and general expenditures and 
the met relief in effect from 1 september 2013 as an 
illustration at a brent crude oil price of us110 the 
80 met relief helped boost the company’s well head 
revenue by approximately 50 to us41 per barrel in 
us130m
ebitda as at 31 december 2013  13
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
december 2013 from us27barrel in august 2013 the 
month before the met relief became effective overall 
well head revenue increased by 19 from 2012 and 
ebitda increased from negative us6 million in 2012 
to positive us13 million in 2013
further in august 2013 the company arranged 
a us30 million 360day prepayment facility 
with glencore energy uk ltd due in part 
to this facility the company had a 2013 year
end cash balance of us158 million
longterm debt restructured
ruspetro’s principal creditor akb ‘sberbank’ 
agreed to restructure its credit facility with the 
company in may 2013 the restructuring extended 
the maturity of the facility to april 2018 and 
included interest payment deferrals for 2013 and 
2014 the 2014 interest payment deferral was 
subject to covenants that have been met by the 
company in 2013 the two principal shareholders 
with loans outstanding also extended the maturities 
of these loans to the company with the debt of 
us21 million as at 31 december 2013 owed to 
makayla investments limited now maturing in 
may 2015 extended from august 2013 and the 
us69 million as at 31 december 2013 owed to 
limolines transport limited now maturing in 
may 2018 extended from may 2015 the company 
had longterm borrowings of approximately 
us403 million as at 31 december 2013
cost of sales
2013 cost of sales including depreciation and 
production related taxes was us63222 
thousand and represented 792 of revenues 
as compared to the 981 of revenues in 2012 
the decrease in the cost of sales is primarily 
a result of the decreased expenditures in this 
year of reassessment and reduced drilling
the decreased sales related costs includes met 
which was 195 lower than 2012 largely due to the 
introduction of 80 met relief other sales costs 
decreased by 125 majoring to large decreases both 
in repairs and maintenance and in transportation 
services which is due to the construction and 
use of our own intra field pipeline decreasing 
dependency on oiltransport companies a full 
breakdown of cost of sales can be found on page 77 
operating expenses excluding depreciation and met 
amounted to approximately us19134 thousand 
as compared to us24048 thousand in 2012
compared with 2012 depletion depreciation  
and amortisation in 2013 increased by 32 to 
us18488 thousand
selling and administrative expenses ‘sa’
sa expenses excluding sharebased payments 
decreased by 123 to us24936 thousand from 
2012 these expenses include oil transportation 
costs payroll expenses rent professional services 
property and land taxes bank charges and other 
expenses including costs associated with ruspetro’s 
status as a public company a full breakdown 
of the sa begins on page 77 the decrease in 
sa is largely due to the reduced use of external 
audit and legal services and decreased lower oil 
transport services owing to the construction 
and use of our own intra field pipeline
comprehensive loss for the year
the company recorded a loss for the year of 
us74238 thousand this is approximately 
us46954 thousand higher than the 2012 loss of 
us27284 thousand after translating the results to 
the presentation currency which resulted in a loss 
of us11063 thousand the total comprehensive 
loss for the year was us85301 thousand
outstanding debt at year end 2013
debt and obligations principal
accrued 
interest
total as at  
31 dec 2013 maturity
annual  
interest rate
sberbank 2303 831 3134 april 2018 109
makayla 150 60 210 may 2015 libor  10
limolines 487 198 685 may 2018 3mlibor  10
crossmead 03 03 past due
total 2942 1090 4032
us41bbl
december whrbbl
us158m
cash balance as at 31 december 2013 14
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
operational and 
financial review
continued
cash flow
ruspetro started 2013 with us34416 thousand 
in cash in 2013 we did not receive any proceeds 
from the issue of share capital nor did we pay down 
principal of loans and borrowings in meeting 
certain covenants with sberbank ruspetro’s 
principal creditor we were entitled to an interest 
payment deferral in 2013 and therefore no interest 
was paid during the period in signing a forward 
oil sale prepayment agreement with glencore we 
received us30000 thousand from glencore in 
august 2013 we spent us31755 thousand on 
drilling and us12351 thousand on infrastructure 
development during the year after an operating 
cash outflow before working capital adjustments 
of positive us8105 thousand working capital 
adjustments of positive us18808 thousand 
and a currency translation difference of negative 
us391 thousand we ended the year with a 
closing cash balance of us15832 thousand
purchase of property plant and  
equipment ‘ppe’
the company invested us44106 thousand 
in property plant and equipment in 2013 
representing a decrease in investment over 
2012 of 586 ppe assets were us234203 
thousand at the end of the period an increase of 
104 whilst mineral rights and other intangibles 
decreased by 70 to us395533 thousand
financing of ruspetro’s current operations 
and future development
on the basis of its current financial resources and 
its existing external and shareholder debt financing 
the company recognises the need to raise additional 
funding in the short term this will allow ruspetro 
to implement the horizontal well programme in 
full and to generate sufficient revenues and cash 
flow to meet future liabilities as they fall due
while the existing us3134 million credit facility 
with sberbank is repayable at the end of april 2018 
securing financing is essential for the continued 
development of the field therefore ruspetro 
is evaluating several strategic transactions and 
financing alternatives including joint venture farm 
in merger sale or other capital raising alternatives
if additional financing is not obtained the group 
may need to amend its development plan and 
may be unable to realise its assets and discharge 
its liabilities in the normal course of business 
management considers that these circumstances 
represent a material uncertainty that may cast 
doubt on the group’s ability to continue as a 
going concern and we have described these risks 
in the accounts as a material uncertainty
“revenues and ebitda increased in 
2013 over 2012 to us798 million and 
us130 million respectively due to a 
higher overall average production rate 
of 4797 boepd reduced operating and 
general expenditures and the met 
relief in effect from 1 september 2013”  15
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
strategic review  
driving performance
kpis goals 2013 results
health safety and 
the environment
• to incur no fatalities or accidents
• to minimise pollution emissions
• no fatalities or major accidents occurred 
during the period
annual production
• to reach a level of production 
that organically funds a drilling 
programme which generates 
sustainable growth
• implemented an enhanced water injection 
programme which has stabilised production
capexbarrel
• target a development cost  
that allows us to economically 
develop our resources across the 
entire acreage
• completed a comprehensive analysis of  
our drilling and production performance
• prepared a development plan for the 
initiation of a horizontal well development 
programme
operating cost
barrel
• maintain tight cost controls  
to ensure safe and efficient 
production
• operating costs during the period declined 
21 from us15bbl in 2012 to us11bbl 
in 2013
funding the 
business
• to improve financial flexibility 
in order to aid the company’s 
growth strategy
• secured a new nondilutive us30 million 
forward oil sale prepayment facility  
with glencore 
• successfully restructured all longterm 
debt by extending maturities and 
negotiating an interest payment deferral 
for the sberbank credit facility for 2014
business integrity
• to maintain excellent  
legislative relationships
• to hold all licences in  
good standing
• in april 2014 the group renewed its  
subsoil vi licence for a further 20 years  
to june 2034
• ruspetro acted compliantly within best 
practice guidelines 16
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
sustainability report
introduction
the company holds three licence blocks on the 
krasnoleninsky arch near khantymansiysk in 
western siberia there are two communities 
based within these licence blocks talinka with 
a population of about 4000 and palyanovo with 
a population of some 200 we recognise that we 
have a duty to safeguard the environment in our 
area of operations and support the way of life 
of those who live in the communities there
to meet our sustainability obligations we focus  
on the following themes
• to increase operational and cost efficiencies  
in production
• to recycle waste and minimise environmental harm
• to have open and positive communication with the 
communities in which we operate
• to work closely with local governmental agencies in 
meeting our obligations
• to ensure the safety of our assets and employees and
• to create a high quality working environment for 
our employees
2013 has been a year of consolidation for the 
company while drilling operations have been 
limited we have focused on improving the efficiency 
of our production system and reducing the 
environmental impact of our operations in line with 
our sustainability goals we are also working hard to 
improve the safety and security of our operations and 
building relationships with the local communities 
in which we work the company’s operational 
base is in talinka from where we manage day
today field operations by basing our operations 
in talinka we are bringing increased investment 
activity and employment to this community
health safety and the environment
as is true for any oil and gas company safety in 
both our drilling and production operations is 
absolutely essential concerns for maintaining 
ethical standards employee and community 
satisfaction and environmental protection are 
equally important for ruspetro and are reflected 
in everyday operations as such every employee is 
held accountable for adhering to such regulations 
ruspetro is dedicated to developing the resources 
within its asset base in a responsible manner 
whilst respecting all key stakeholders
safety performance
operating safely is a strict priority to the 
ruspetro team who firmly adhere to the view 
that injuries are preventable not only is this 
essential for the care of our employees but 
for the benefit of stakeholders communities 
and environment within which we operate  17
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
ruspetro bases its internal management of 
safety on the following four safety statistics
lost time injury ‘lti’
a lost time injury is calculated as the sum of 
fatalities and lost time accidents an lti will be one 
which results in an employee or contractor being 
absent from work for three days or work shifts 
during 2013 ruspetro incurred one minor lti
accident frequency rate ‘afr’
the accident frequency rate measures the number 
of lost time accidents per 200000 work hours 
the afr for ruspetro in 2013 was 050
total recordable incident frequency ‘trif’
total recordable incident frequency is a broad 
metric defined as the total number of recordable 
incidents per million working hours it aims to 
capture all incidents incurred during the year 
that required treatment of a medical professional 
including fatalities lost time injuries and any 
incidents treated with first aid there were four 
incidents recorded in total for ruspetro in 2013 
of which only two required medical attention 
therefore the company’s trif was 504
motor vehicle incident frequency ‘mvif’
mvif refers to the total number of vehicle incidents  
per 1000000 km in 2013 the company recorded  
three incidents therefore incurring a motor vehicle  
incident frequency of 541
internal safety standards
in 2012 the company introduced internal safety 
standards and procedures to improve our approach 
to safety these are based upon recognised 
international guidelines within the industry 
and have been developed to address the main 
risks faced by the oil and gas industry in 2013 
these have been implemented by supervisors 
and employees who have been trained to ensure 
that the workforce is in compliance with these 
procedures and processes these include
• an occupational health and safety and industrial 
safety management system
• occupational health and safety initial orientation 
programmes and initial toolbox talks
• explicit hse instructions and hse requirements 
information
• maintenance of specific job descriptions for all 
responsible employees
• regulation on inprocess control and maintenance 
of an action plan to ensure industrial safety and
• instruction on standard operating procedures for 
employees involved in crane operation
security
for 2013 ruspetro’s main security goals were to 
protect its people assets data and technology 
infrastructure in order to do this the company 
established transparent processes and procedures 
for its operations finances and procurement of goods 
and services this work will continue in 2014
19 security cameras were successfully fitted 
across the company’s operational locations 
furthermore 54 gps tracking devices were 
installed in both the company’s own and contractor 
vehicles to ensure their efficient utilisation
environmental performance
the company’s duty of care to the environment 
is of key importance during 2012 the company 
adopted an environmental protection programme 
for its main production subsidiaries inga 
and transoil and this programme has been 
continued through 2013 the production of oil 
causes four possible routes of contamination
• atmospheric emissions – principally through  
the flaring or venting of associated gas
• water emissions – mainly from produced water
• solid waste – mainly drilling cuttings and
• oil spillages and leaks
the programme aims to
• reduce waste at source through design  
and operation
• reinjection of produced water
• protect the natural water bodies and soil from 
contamination or damage from operations
• optimise the use of existing land for pipeline  
and transportation routes and operational sites 
while also minimising land use in sensitive 
natural community or historical areas
• monitor the impact of operations on the 
environment and
• clean up any waste materials or oil spills using 
recognised reclamation procedures to allow the 
environment to recover 18
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
sustainability report
continued
in november 2012 the russian federal government 
adopted a decree significantly increasing penalties 
for associated petroleum gas flaring where overall 
cumulative production exceeds 5 of the reserves 
of the reservoir this decree came into effect from 
1 january 2013 with the aim of improving the 
utilisation of associated gas by the oil industry 
due to this decree increased monitoring has been 
required in 2013 and four additional gas meters 
were installed in the first quarter to provide the 
required data the company’s low level of current 
reservoir depletion at approximately 1 means 
that within the framework of the new decree no 
penalties were paid in 2013 for gas flaring or are 
expected to be paid in 2014 total fees incurred 
and paid at inga and transoil for negative 
environmental impact were us230 thousand in 
2013 in addition inga at the end of 2013 had 
recycled over 95 of associated gas in compliance 
with the russian federation legislation
in 2013 there were no oil spills recorded however 
over us74000 was spent on reclamation 
works on previously contaminated areas 
the following actions were carried out
• the technical phase of remediation of 
contaminated land is still in progress the 
reclamation of 46 hectares of land from oil 
contamination was completed during 2013
• the processing of 22040 cubic metres of  
drilling cuttings
• the reclamation of 24990 square metres  
of sludge pits and
• in early september 2013 four electric gas 
generators were put into use plans have been 
made for the installation of 27600 mw generators 
in 2014 in order to address atmospheric emissions 
as well as to supply infield power demands
community relations
in 2013 ruspetro renewed agreements with the local 
authorities in talinka and the oktyabrsky district 
in order to support the communities in which the 
company operates during the year the company 
invested approximately us140000 into the local 
community to provide support for a school in talinka 
and to increase road infrastructure for the village 
of palyanovo these specific investments include
• for the village of palyanovo oktyabrsky district
– expenditure on the financing of social activities
– purchase of equipment and goods to support 
the kindergarten ‘cheburashka’ in the village of 
palyanovo
– purchase of equipment and goods to support 
the school in the village of palyanovo and
– purchase of equipment and goods to support 
the country club in the village of palyanovo
• for talinka
– purchase of equipment for oktyabrskaya 
central regional hospital
– financing the construction of an electrical  
grid for the ski centre in talinka
– funding school trips
– expenditure on the financing of social activities 
for the talinka community and
– purchase of equipment and goods for talinka’s 
centre of culture and sports
human rights
our performance as a corporate entity is dependent 
upon the performance of our employees as 
individuals we therefore aim to achieve maximum 
employee satisfaction and ultimate standards of 
performance to that end we are committed to
• respect and promote employees’ human rights 
including freedom of association and the right to 
collective bargaining
• provide a safe and healthy working environment
• realise each employee’s individual potential 
through training and job promotion
• respect the cultural diversity of our employees and 
support employment of local professionals from 
small communities and
• ensure equal opportunity without discrimination 
on the basis of age culture disability gender race 
and religion  19
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
employee breakdown by department  
executive 
management
2
operations
63
production and
development
5
subsurface
7
legal
3
finance
10
admin hr and it
12
hr policy
key objectives
the company’s human resources strategy centres 
on the following set of key principles and priorities
• fair and competitive salaries and benefits  
for all employees
• appropriate incentive schemes to reward  
excellent performance
• thoughtful and constructive development  
of all staff
• preservation of contractor relationships
• a safe working environment and
• equal opportunities for all employees for 
professional and career development
the recruitment and retention of top performers 
is one of the main goals for ruspetro’s human 
resources team during 2013 the company put 
in place processes to employ and retain staff 
and enable them to grow and develop within the 
organisation ruspetro also offers a competitive set 
of benefits including life and medical insurance for 
all employees as well as a longterm incentive plan 
the group’s remuneration policy has been refined 
and is presented in this report ruspetro recruited 
additional staff in 2013 across our locations and 
focused on employees with experience in horizontal 
drilling in west siberia during the year the 
ruspetro headcount decreased by 34 people
as at 31 december 2013 63 of the company’s 
total 199 employees were based in western siberia 
and 25 were female no females are currently 
on the board or in executive management we 
have developed a semiannual performance 
review system for all staff which will be further 
refined in 2014 to clearly identify highperforming 
employees and to improve the transparent link 
between company performance an individual’s 
contribution and subsequent reward
“as at 31 december 2013 63 of the 
company’s total 199 employees were 
based in western siberia and 25 
were female the recruitment and 
retention of top performers is one of 
the main goals for ruspetro’s human 
resources team during 2013 the 
company put in place processes to 
employ and retain staff and enable 
them to grow and develop within  
the organisation” 20
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
board of directors
alexander chistyakov
executive chairman
nomination committee chairman
john conlin
chief executive officer
thomas reed
chief financial officer
mr chistyakov aged 41 prior to joining 
ruspetro was the chief operating officer 
and first deputy chairman of the russian 
federal grid company ‘fgc’ and an 
executive director of unified energy 
systems ‘rao ues’ from 2001 until 
2009 having joined in 1999 in 1998 he 
was the head of the economic analysis 
department and deputy director of the 
financial department at russia’s federal 
agency on industry ‘rosprom’ prior to 
that he was deputy director of investment 
management at menatep bank and deputy 
general director of alliance menatep
mr chistyakov has a master’s degree  
in marketing and finance and a phd in 
economics from st petersburg university  
of economics and finance
mr conlin aged 61 is a petroleum engineer 
with more than 36 years’ experience in 
the oil and gas industry he spent 28 
years with shell international in various 
senior management and operational 
positions during this time he also gained 
significant experience outside shell through 
secondments with maersk woodside 
petroleum and exxonmobil he served as 
president of sakhalin energy in moscow in 
the late 90s since leaving shell mr conlin 
has held nonexecutive board roles with 
hardman resources plc and delphian 
technologies limited and chaired the 
boards of fuelture limited nautical 
petroleum plc and aurelian oil and gas plc
mr conlin has a bsc in chemical 
engineering and mathematics from 
edinburgh university
mr reed aged 43 is an entrepreneur based 
in moscow and a cofounder of ruspetro 
mr reed has been an investor and advisor 
in russian private equity for 17 years he 
has worked on the origination trading and 
research of equity and equity derivatives 
distressed debt and debt derivatives since 
1995 mr reed has been an advisor to vr 
capital and raven russia in moscow and 
was a founding shareholder of rising star 
media previously he worked with menatep 
bank and alliance menatep during the 
privatisation of the russian oil industry
mr reed graduated from the university of 
southern california with a ba in humanities 
emphasis in philosophy minor in finance  21
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
kirill androsov
nonexecutive director
remuneration committee member
maurice dijols
independent nonexecutive director
audit committee member 
remuneration committee chairman
robert jenkins
senior independent nonexecutive director
audit committee chairman 
nomination committee member
mr androsov aged 41 is a director of 
altera investment fund luxembourg 
which via limolines transport limited is a 
major shareholder in ruspetro currently 
mr androsov is chairman of aeroflot jsc 
and russian railways jsc and is a board 
member of a number of russian companies 
including ojsc russian machines ojsc 
lsr group and ojsc channel 1 television 
prior to this mr androsov was deputy 
chief of staff in the prime minister’s office 
of the russian federation and deputy 
minister of economic development and 
trade in russia he joined this ministry 
as the director of the tariff regulation 
and infrastructure reform department 
during his six years in government he also 
served on the boards of rao ues rosneft 
zarubezhneft bank vtb and svyazinvest
mr androsov received an mba from the 
university of chicago and has a doctorate 
of economics from the st petersburg state 
university of economics and finance
mr dijols aged 62 is an engineer by training 
and has over 37 years’ experience in the oil 
and gas industry 34 of which were spent 
with schlumberger limited the oilfield 
services group mr dijols has held a variety 
of executive positions during his career with 
schlumberger and from 2003 to 2011 he 
served as president of schlumberger russia 
where he substantially grew the business 
in the past mr dijols served as president of 
schlumbergersema north central europe 
and cis mr dijols also held positions as the 
chief information officer of schlumberger 
and as the president of schlumberger 
oilfield services north and south america 
mr dijols is also currently a nonexecutive 
director of ig seismic services plc and 
eurasia drilling company limited
mr dijols holds engineering diplomas 
from ecole superieure d’electricite de paris 
supelec and ecole d’ingenieur de marseille
mr jenkins aged 60 qualified as a chartered 
accountant with kpmg and has over 20 
years’ russiarelated investment experience 
he previously comanaged two russian 
private equity funds for framlington group 
he subsequently became finance director 
of uk aim listed russian focused mining 
exploration company eurasia mining 
and then chief financial officer of urals 
energy an oil exploration and production 
company mr jenkins is a partner of 
northstar corporate finance a russia 
focused financial advisory business
mr jenkins has an ma in modern history 
and modern languages russian from 
oxford university
james mcburney
independent nonexecutive director
audit committee member 
nomination committee member
frank monstrey
independent nonexecutive director
nomination committee member 
remuneration committee member
mr mcburney aged 55 was previously ceo of 
white tiger gold limited hcf international 
advisors and jnr uk limited he headed 
the european natural resources investment 
banking at bank of america in london was 
a managing director with merrill lynch’s 
energy  power group in new york and was 
an executive director in ma with goldman 
sachs in new york and london prior to his 
banking career he served for five years as an 
infantry officer in the us marine corps
mr mcburney received an mba from 
harvard business school and a ba 
cum laude from yale college
mr monstrey aged 48 is chairman and 
founder of nostrum oil  gas lp formerly 
zhaikmunai lp since 2004 an oil and gas 
business in northwest kazakhstan with 
global depositary receipts listed on the 
london stock exchange mr monstrey also 
founded probel capital management in 1991 
a private equity and asset management firm 
based in belgium specialising in longterm 
capital management in emerging markets
mr monstrey holds a graduate degree 
in business economics from the 
university of louvain kul 22
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
corporate governance report
chairman’s introduction
dear shareholder
at ruspetro we continue to develop appropriate policies and 
procedures to help maintain high standards of corporate 
governance the system of governance supports the board as  
it runs the company in the best interests of our shareholders 
and wider stakeholder community the governance structure 
also provides the executives with the support and delegation 
necessary for the ongoing management of the business and  
to enhance its longterm performance
the board has undergone significant change during the year  
with the departure of the former chairman of the board and  
our founding chief executive officer in july we are grateful to  
tom reed our chief financial officer for his leadership of the 
business as acting ceo while we developed a clear understanding 
of the skill set required for the ongoing role having attracted 
john conlin a highly experienced oil and gas professional as an 
independent nonexecutive director in august it became clear 
that he was the most appropriate candidate to take the business 
forward therefore on 17 december 2013 john was formally 
appointed as chief executive officer
at the same time we strengthened the nonexecutive 
membership of the board by identifying appropriate 
experienced and strong candidates with the assistance  
of odgers berndtson
together maurice dijols frank monstrey and kirill androsov 
the last of whom was appointed under the terms of the 
company’s shareholder agreement with limolines bring  
a wealth of knowledge and understanding of the oil and gas 
exploration business and of russia their contribution to the 
company through its board and committee meetings has been 
considerable and much valued alongside robert jenkins and 
james mcburney the nonexecutive directors as a whole 
provide challenge and support to executive management which 
is of benefit to management and to the company 
in addition to reviewing its composition during the year the 
board focused on reappraising and developing an effective 
strategy for growing its oil and gas resources the board has 
considered the most appropriate strategy for the business  
at length and the results of these discussions are set out on 
page 8 of the annual report
other board discussions on matters such as risk profile liquidity 
and directors’ duties have been enhanced by the willingness of 
the nonexecutive directors to share their experience and to fully 
enter into debates with openness and candour
with the appointment of robert jenkins as senior 
independent director in early 2014 and amendments to  
the membership of board committees we look forward to 
continuing to strengthen our governance structure during the 
year for the continued benefit of our employees shareholders 
and the communities in which we operate
alexander chistyakov
executive chairman
governance 
compliance statements
uk corporate governance code
as a uk registered company listed on the london stock 
exchange the company is required to comply with the uk 
corporate governance code 2012 the ‘code’ which is publicly 
available on the website of the financial reporting council  
wwwfrcorguk 
this report together with the individual reports from the audit 
nomination and remuneration committees which follow the 
strategic report on pages 2 to 19 and the directors’ report  
on pages 38 to 40 give shareholders an understanding of the 
company’s corporate governance arrangements and how the 
company has applied the main principles of the code during  
the year
the company has complied with the main principles and 
provisions of the code throughout this financial year and to the 
date of this report with the exception of code provision a31 
independent chairman 
mr alexander chistyakov an executive director of the company 
and formerly the president of ruspetro llc a russian subsidiary 
company was appointed as executive chairman on 1 august 
2013 in selecting a successor to the outgoing chairman the 
board considered the requirements of the role in the context of 
the group’s size geographical location development and ongoing 
strategy it was agreed that the new chairman should provide 
continuity have extensive experience of operating within the 
russian market possess a full understanding of the challenges 
facing the company and be able to actively promote the 
company’s strategic initiatives 
following comprehensive consideration by the nomination 
committee excluding the outgoing chairman and after 
discussion with the company’s largest shareholders the board 
agreed that the appointment of alexander chistyakov as 
executive chairman was in the best interests of the company  
and its shareholders
disclosure and transparency rules
certain additional information that is required to be disclosed 
pursuant to dtr72 may be found in the directors’ report on 
pages 38 to 40  23
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
board of directors
executive chairman
2 executive directors
5 nonexecutive directors – 4 of whom 
are independent nonexecutives
nomination committee
executive chairman
3 independent neds
audit committee
3 independent neds
remuneration committee
3 nonexecutive directors – 
2 of whom are independent
balance and independence of board members
the board comprises an appropriate balance of expertise 
experience independence and depth of knowledge of the 
company and its business to enable its members to discharge 
their respective duties and responsibilities effectively the board 
includes a mix of executive and nonexecutive directors 
including independent nonexecutives which provides a wide 
range of perspectives and ensures that no individual director or 
group of directors can dominate the decision making process 
during the year the nonexecutive directors including the 
former chairman met on a number of occasions without 
executive management being present
division of responsibilities of the chairman and  
chief executive officer
whilst retaining a close working relationship the chairman and 
chief executive officer have clearly defined and separate 
responsibilities which are set out in writing they meet regularly 
between board meetings to ensure a full understanding of 
evolving issues and to facilitate swift decision making 
role of the chairman
alexander chistyakov was appointed as executive chairman on  
1 august 2013 the chairman is responsible for the leadership  
of the board and in particular for ensuring that the board and  
its committees operate in a way that conform to expected high 
standards of corporate governance he sets the style and tone of 
board discussions promoting constructive challenge and debate 
and ensuring that there is a timely flow of accurate and clear 
information to directors the chairman is also responsible  
for fostering effective relationships between the executive and 
nonexecutive members and for the dissemination of the views  
of the company’s stakeholders 
role of the chief executive officer 
john conlin was appointed as chief executive officer on 
17 december 2013 supported by the executive directors 
and senior management team the chief executive officer is 
responsible for the daytoday management of the group within 
the authorities delegated by the board in particular he will 
propose develop and supervise the group’s strategy and overall 
commercial objectives and ensure that those agreed by the 
board are implemented by the business he should build an 
organisational structure which is appropriate for the business 
establish processes and systems and plan resourcing to ensure 
role of the board
the board is responsible for the overall management of the 
company and its strategy and longterm objectives it provides 
entrepreneurial leadership for the company’s business within a 
framework of prudent and effective controls which enables risk  
to be assessed and managed the board sets out its vision for the 
company’s strategic aims ensures that the necessary financial 
and human resources are in place for the company to meet its 
objectives and reviews management performance the board also 
sets out the company’s values and standards and ensures that its 
obligations to its shareholders and other stakeholders are 
understood and met 
as part of the governance framework the board has formally 
adopted a schedule of matters which are reserved for its approval 
and has delegated other matters to board committees and 
management as appropriate their remits are illustrated in the 
individual committee reports which follow 
the matters specifically reserved for board decision are set out in 
writing and summarised below
• strategy and longterm objectives
• acquisitions mergers disposals major capital transactions 
contracts and investments
• business plans annual operating and capital expenditure 
budgets and trading performance
• capital structure and adequacy of funding
• changes to the size and structure of the board
• preliminary announcements of interim and final results and 
reports to shareholders
• ensuring effectiveness of internal controls and risk management
board composition
the board currently comprises eight directors the executive 
chairman the chief executive officer the chief financial officer 
and five nonexecutive directors four of whom are considered to 
be independent the biographies of these directors can be found 
on pages 20 and 21 and details of all persons who were directors 
of the company at any point during the year are set out in the 
table on page 24
governance framework 24
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
that the company has the resources and capability to achieve its 
aims the chief executive officer should promote the group’s 
values culture and standards of conduct and behaviour which 
underpin the company reputation and supports the delivery 
of the company’s development plan and production output
nonexecutive directors
the nonexecutive directors bring independent and objective 
judgement on issues of strategy performance and compliance 
with governance standards throughout the organisation  
the company considers all of its nonexecutive directors  
to be independent with the exception of mr kirill androsov  
mr androsov was elected to the board under the terms of a 
shareholder agreement between the company and limolines a 
major shareholder the company confirms that all nonexecutive 
directors have sufficient time available to fulfil their obligations 
to the company details of the terms of appointment of the 
nonexecutive directors are set out on page 51 of the directors’ 
remuneration report
corporate governance report continued
senior independent director
the senior independent director is responsible for assisting the 
chairman with effective communications to the shareholders  
 and is available to shareholders who wish to raise issues with the 
board which cannot be resolved through the usual channels of 
the chairman or executive directors the senior independent 
director is also responsible for leading the annual review of the 
chairman’s performance by the nonexecutive directors
rolf stomberg was senior independent director for the whole of 
2013 following his retirement from the board at the end of 2013 
the board appointed robert jenkins as senior independent 
director with effect from 30 january 2014
meetings
the board meets on a regular basis and is responsible for 
organising and directing the company and the group in a manner 
that promotes the success of the company and is consistent with 
good corporate governance during 2013 the board met ten 
times details of all directors who served during the year and 
their attendance at those meetings are set out below 
executive directors date appointed if during the year date resigned attendance at board meetings
alexander chistyakov 910
john conlin 1 august 2013 33
tom reed 1010
nonexecutive directors
robert jenkins 1010
kirill androsov 1 august 2013 33
maurice dijols 6 november 2013 22
james mcburney 1010
frank monstrey 1 august 2013 33
rolf stomberg 31 december 2013 1010
chris clark 31 july 2013 77
don wolcott 9 july 2013 46
james gerson 31 july 2013 77
joe mach 9 july 2013 66
 mr chistyakov was unable to attend one board meeting due to a prior commitment
 mr conlin was appointed as a nonexecutive director of the company on 1 august 2013 and as ceo on 17 december 2013
   25
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
key items considered by the board during its meetings in the year include
leadership and strategy • the review of operational and financial reports and business plans
• the approval of budgets and the threeyear extension of the sberbank credit facility to 
april 2018 
• approving changes to the composition of the board following a recommendation by 
the nomination committee
• considering and approving a reduction in directors’ remuneration
• approval and oversight of strategic options for capital raising and costs reductions
• approving company policies relating to expenses remuneration and reward 
performance risk and internal control • review of financial statements and approval of annual report half year and interim 
management statements 
• review of monthly financial reports and liquidity statements
• review of the effectiveness of the company’s risk management processes and review 
of principal business risks and of the internal control systems and procedures 
including financial operational and compliance controls
• review of the effectiveness of the board 
shareholder communications • approving preliminary announcement of annual results annual report  
half yearly report quarterly announcements and the release of any other  
company announcements
• maintaining relationships and continued engagement with shareholders and  
major stakeholders
the chairman in conjunction with the chief executive officer 
and the company secretary is responsible for drafting the 
agenda for each board meeting which is circulated to the 
directors together with supporting papers during the week 
before the meeting board meetings are held at either the 
company’s offices in london or moscow nonexecutive directors 
are encouraged to visit the operational sites in western siberia in 
order to broaden their understanding of the company and the 
markets in which it operates
appointment information and training
the chairman is responsible for ensuring that new members of 
the board receive a tailored induction programme which includes 
visits to the group’s operations and meetings with senior 
management as appropriate they are also provided with 
information on relevant company policies and governance  
related matters together with guidance on the legal duties and 
responsibilities of directors of a listed company board members 
receive ongoing training and assistance with professional 
development as appropriate to their needs and roles they have 
access to the advice and services of the company secretary and 
are able to take independent professional advice at the company’s 
expense in support of the proper discharge and execution of  
their duties
reelection of directors 
all continuing directors will stand for reelection at the 2014 
annual general meeting in accordance with article 113 of the 
company’s articles of association and the provisions of the code 
board committees
the board has established three standing committees the audit 
committee the nomination committee and the remuneration 
committee the composition of which are reviewed from time  
to time each committee has specific terms of reference which 
have been set down in writing and approved by the board  
the committee chairmen report to the board following  
each committee meeting and where appropriate make 
recommendations to the board within their terms of reference 
the minutes of committee meetings are circulated to all board 
members unless it would be inappropriate to do so 
to ensure directors are kept up to date on developing issues  
and to enhance the overall effectiveness of the board and its 
committees the committee chairmen regularly communicate 
with the chairman of the board the chief executive officer and 
other directors 26
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
conflicts of interest
under the companies act 2006 the ‘act’ directors are required 
to avoid situations where they have or could have a direct or 
indirect interest that conflicts or possibly may conflict with  
the company’s interests the act allows directors to authorise 
conflicts and potential conflicts where appropriate and where  
the articles of association contain a provision to this effect 
the company’s articles of association give the board authority  
to authorise potential conflicts of interest that may arise and to 
impose such limits or conditions as it thinks fit directors are 
required to give notice of any potential situational andor 
transactional conflicts and if considered appropriate situational 
conflicts are authorised we do not allow any director to 
participate in such considerations or to vote regarding their  
own conflicts
performance evaluation
in view of the changes to the composition of the board during the 
year it was agreed that the most effective method of evaluating 
its performance and that of its committees would be by the 
completion of a selfassessment questionnaire the main 
consideration was the way in which the board and its standing 
committees functioned both individually and collectively for the 
benefit of shareholders responses were collated by the company 
secretary and the resulting report was presented to the board  
for consideration 
notwithstanding the fact that a number of the directors had  
only been board members for a short period the evaluation did 
not identify any significant areas for concern the evaluation 
concluded that the committees were appropriately constituted 
and that they and the board as a whole continued to  
operate effectively 
the board received collective training on key governance matters 
such as the uk bribery act inside information and the ruspetro 
share dealing code during the year the focus for 2014 will  
be to continue this collective training and to review and if 
necessary enhance the induction programme for new directors
communication with shareholders 
the annual report is sent to all shareholders and all regulatory 
announcements on the company’s activities including published 
financial results and periodic operational updates can be found 
on the company’s website wwwruspetrocom regular dialogue 
takes place with institutional shareholders and the chairman and 
the executive directors regularly meet investors to discuss the 
company’s business and financial performance shareholders’ 
views are communicated to the board as a whole by way of verbal 
briefings and formal reports
annual general meeting
shareholders are encouraged to attend and participate in general 
meetings to discuss the progress of the company the 2014 
annual general meeting ‘agm’ of ruspetro plc will be held  
at the offices of white  case llp 5 old broad street london 
ec2n 1dw on 2 june 2014
 
internal controls and risk management 
board responsibility 
the board is responsible for determining the nature and extent  
of the significant risks it is prepared to accept in achieving the 
company’s strategic objectives 
control environment 
responsibility levels are communicated throughout the business 
through documented board policy and implemented through a 
matrix of control procedures including the segregation of duties 
there is also a formal schedule of matters specifically reserved for 
decision by the board
internal control
the board implements and maintains risk management and 
internal control systems to support the company’s activities and 
ensure they comply with the minimum requirements of the code 
specifically the company is establishing a continuous process  
for identifying evaluating and managing the significant risks  
of the business and to regularly review the effectiveness of the 
company and its subsidiaries’ risk management and internal 
control systems the internal control regime is supported by  
the operation of a whistleblower reporting function the system 
is operated by a specialist external thirdparty service provider 
and allows employees to report concerns anonymously and  
in confidence
 
corporate governance report continued  27
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
business risk
the company has an ongoing process in accordance with  
best practice that identifies evaluates and manages risks  
faced by the company which are designed to manage rather  
than eliminate the risk of failure in order to achieve business 
objectives this process is based on each operational and 
corporate function producing a risk matrix which identifies the 
key business risks the probability of those risks occurring their 
impact if they do occur and the actions being taken to manage 
those risks to the desired level from these the company has 
compiled a risk register containing the key risks facing the 
company during conduct of its business the register is  
regularly reviewed and discussed by the audit committee 
risk acceptance and reduction objectives are defined with 
particular attention given to safety and environmental factors 
and applied to ensure that the risks are at a level that is as  
low as reasonably practicable the directors work closely with 
operational and functional management to ensure compliance 
with the company’s policies procedures and risk management 
processes 
financial reporting
the company maintains an effective and reliable accounting 
system and broader management information system the board 
receives a monthly report that monitors actual performance 
against budget and forecasts for oil and gas production  
gross revenue and well head revenue capital expenditure and 
development progress it also provides the board with information 
on key issues including treasury cash flow forecasting and the 
financial implications of sensitivities to changes in commodity 
prices and exchange rates the company also maintains an 
effective and reliable suite of policies procedures and controls  
in preparing consolidated financial statements these controls 
include rigorous review of the process and output data and 
technical support and review to ensure accounting tools and 
business systems are robust
budgetary process
there is a comprehensive budgeting system with an annual 
budget approved by the board including income statement 
balance sheet cash flow and capital expenditure projections 
monthly results are reported against budget and revised forecasts 
are prepared where necessary separate approval processes and 
authority limits are in place for budgeted and unbudgeted 
expenditure items
corporate accounting and procedures
responsibility levels are communicated throughout the  
company and its subsidiaries using a table of delegated 
authorities appropriate to each part of the business through 
group corporate accounting procedures and policies and through 
subsidiary specific procedures and controls each of these is 
continually reviewed and updated as required the review  
of the application of internal financial control and operational 
procedures is carried out during visits to the field operations 
offices by the directors and senior moscow office management
investment appraisal
capital investment is regulated by the budgetary process and 
authorisation levels for expenditure beyond specified levels 
detailed written proposals have to be submitted to the board 
capital expenditures are reviewed with major overruns in terms 
of cost and time being investigated 
quality and integrity of personnel
the integrity and competence of personnel is ensured through 
high recruitment standards and subsequent training courses 
high quality personnel are seen as an essential part of the control 
environment the ethical standards expected of employees  
are communicated through corporate presentations of policies 
including identification and prevention of fraud antimoney 
laundering and bribery including the uk bribery act whistle
blower ethical practices and a share dealing code
internal audit
the audit committee conducted a review into whether it was 
appropriate for the company to establish an internal audit 
function the board endorsed the audit committee’s conclusion 
that the company was not yet of a sufficient size or complexity to 
require a separate internal audit function nevertheless the board 
places great emphasis on the importance of risk management and 
control at all operating levels in the business and continues to 
develop its internal control procedures and systems  28
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
principal risks and uncertainties
internal and operational risks
risk description
inherent 
probability
potential  
impact our approach
production performance ruspetro’s hydrocarbon reservoirs may not perform as expected exposing the group to  
reduced cash flow and challenges in development funding this under performance may  
be due to unforeseen geological complexity or related factors which negatively impact well 
production performance 
medium
high
high ruspetro’s senior management is focused on the application of appropriate technology to improve 
our understanding of our reservoirs including 3d seismic ruspetro has engaged schlumberger an 
international oil services group to assist with field development planning and drilling execution 
reduction in reserves inherent uncertainties in predicting oil recovery in our complex reservoirs may necessitate a 
downward reassessment or reclassification of stated reserves as appraised on a professional third 
party basis
medium high ruspetro’s strategy is to utilise internationally proven appraisal and development techniques 
including 3d seismic hydraulic fracturing and horizontal wells to maximise the economically 
recoverable hydrocarbons for our reservoirs
health safety 
environment and 
community relations 
‘hsec’
failure to meet hsec obligations and expected standards could endanger life disrupt operations 
and have a material adverse effect on the group’s financial position if severe this could result in 
licence revocation adverse publicity from any poor performance in these areas could negatively 
affect both ruspetro and its stakeholders it could be held responsible for failing to address any 
contamination or damage to licence and surrounding areas with significant associated costs
low high ruspetro treats hsec as a priority and its board has formally adopted appropriate policies across 
the hsec area ruspetro has appointed a russiabased senior hsec manager reporting directly to 
the ceo along with local managers responsible for ensuring the implementation and the regular 
monitoring of ruspetro’s policies across the hsec area
ruspetro has put in place appropriate insurance arrangements to manage and mitigate its potential 
financial exposure to risks in the hsec area
loss of production 
licence 
renewal of ruspetro’s exploration and production licences expiring in 2015 2017 and 2034 is of 
critical importance
low high applicable licence conditions are being fulfilled compliance with these licence conditions is closely 
monitored by the group licence renewal is not expected to be problematic but it will be essential to 
demonstrate an effective gas utilisation programme
recruitment and 
retention of key people 
and critical skills
ruspetro’s ability to delineate an appropriate development plan and maintain and implement an 
effective business strategy depends to a large degree on recruiting and retaining the services of its 
senior operational management team and contractors with the requisite skills 
medium
high
high the group has recruited qualified staff and renowned contractors in key functional and technical 
areas to achieve its oil field development plan objectives 
procurement and 
contract management 
capital and operating 
expenditure
lack of effectiveness in negotiating and managing purchases and contracts could increase costs for 
ruspetro andor cause delays to project completions and operations
the vetting of counterparties in particular for business ethics and integrity as well as financial and 
operating capability represents an associated risk area
low high ruspetro operates effective policies procedures and controls in relation to prior approval of supplier 
counterparties and competitive procurement within strict levels of delegated authority with the 
objective of achieving armslength transparent purchasing
ruspetro its board and audit committee monitor carefully and undertake close regular scrutiny of 
the effectiveness of the company’s counterparty policies
protection of company 
property
damage theft or interference to ruspetro’s assets in the field can stop or limit production resulting 
in reduced cash flow and increased costs
medium medium development and implementation of a security strategy which includes improved training processes 
and procedures for security personnel and improved technological components of physical security
the principal risks and uncertainties highlighted below are 
considered to have the most significant relevant potential effect 
on ruspetro’s business integrity financial results and future 
prospects at its current stage of development not all these risk 
factors are within our direct control and those listed below are 
not exhaustive there may be risks and uncertainties that are 
unknown to us and the list is expected to change many broad 
risks however are outside ruspetro’s full control for example 
changes in general economic conditions including currency and 
interest rate fluctuations changes in government regulation and 
macroeconomic issues
our approach is to actively understand and monitor the risks  
we are exposed to and then to manage those risks by using a 
practical and flexible framework which provides a consistent and 
sustained approach to risk assessment so that their potential 
adverse effects are mitigated where possible  29
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
internal and operational risks
risk description
inherent 
probability
potential  
impact our approach
production performance ruspetro’s hydrocarbon reservoirs may not perform as expected exposing the group to  
reduced cash flow and challenges in development funding this under performance may  
be due to unforeseen geological complexity or related factors which negatively impact well 
production performance 
medium
high
high ruspetro’s senior management is focused on the application of appropriate technology to improve 
our understanding of our reservoirs including 3d seismic ruspetro has engaged schlumberger an 
international oil services group to assist with field development planning and drilling execution 
reduction in reserves inherent uncertainties in predicting oil recovery in our complex reservoirs may necessitate a 
downward reassessment or reclassification of stated reserves as appraised on a professional third 
party basis
medium high ruspetro’s strategy is to utilise internationally proven appraisal and development techniques 
including 3d seismic hydraulic fracturing and horizontal wells to maximise the economically 
recoverable hydrocarbons for our reservoirs
health safety 
environment and 
community relations 
‘hsec’
failure to meet hsec obligations and expected standards could endanger life disrupt operations 
and have a material adverse effect on the group’s financial position if severe this could result in 
licence revocation adverse publicity from any poor performance in these areas could negatively 
affect both ruspetro and its stakeholders it could be held responsible for failing to address any 
contamination or damage to licence and surrounding areas with significant associated costs
low high ruspetro treats hsec as a priority and its board has formally adopted appropriate policies across 
the hsec area ruspetro has appointed a russiabased senior hsec manager reporting directly to 
the ceo along with local managers responsible for ensuring the implementation and the regular 
monitoring of ruspetro’s policies across the hsec area
ruspetro has put in place appropriate insurance arrangements to manage and mitigate its potential 
financial exposure to risks in the hsec area
loss of production 
licence 
renewal of ruspetro’s exploration and production licences expiring in 2015 2017 and 2034 is of 
critical importance
low high applicable licence conditions are being fulfilled compliance with these licence conditions is closely 
monitored by the group licence renewal is not expected to be problematic but it will be essential to 
demonstrate an effective gas utilisation programme
recruitment and 
retention of key people 
and critical skills
ruspetro’s ability to delineate an appropriate development plan and maintain and implement an 
effective business strategy depends to a large degree on recruiting and retaining the services of its 
senior operational management team and contractors with the requisite skills 
medium
high
high the group has recruited qualified staff and renowned contractors in key functional and technical 
areas to achieve its oil field development plan objectives 
procurement and 
contract management 
capital and operating 
expenditure
lack of effectiveness in negotiating and managing purchases and contracts could increase costs for 
ruspetro andor cause delays to project completions and operations
the vetting of counterparties in particular for business ethics and integrity as well as financial and 
operating capability represents an associated risk area
low high ruspetro operates effective policies procedures and controls in relation to prior approval of supplier 
counterparties and competitive procurement within strict levels of delegated authority with the 
objective of achieving armslength transparent purchasing
ruspetro its board and audit committee monitor carefully and undertake close regular scrutiny of 
the effectiveness of the company’s counterparty policies
protection of company 
property
damage theft or interference to ruspetro’s assets in the field can stop or limit production resulting 
in reduced cash flow and increased costs
medium medium development and implementation of a security strategy which includes improved training processes 
and procedures for security personnel and improved technological components of physical security 30
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
principal risks and uncertainties continued
external and financial risks
risk description
inherent 
probability
potential 
impact our approach
adverse government 
policy and political 
environment
the political environment in the russian federation is volatile there is the risk of actions by 
its executive and judicial authorities that may adversely affect the performance of any business 
operating in the country
political instability in russia or an increase in the perceived risk of investing in russia could be 
materially detrimental to ruspetro’s business
high high this risk cannot be mitigated by ruspetro however ruspetro monitors changes in the political 
environment and reviews changes to the relevant legislation policies and practices the continuing 
need for oil production as a vital source of state revenue and the recent changes in legislation for 
mineral extraction tax indicate that the environment for oil producers remains favourable
exchange rate and 
inflation
ruspetro’s oil revenues and many of its services costs are linked to international market prices and 
quoted in dollars as a result it is not exposed to the negative effect of continuing cost inflation in 
russia eg currently at over 675 per annum or demand led industry specific inflation
the exchange rate movement in the rubusd could impact negatively on ruspetro’s financial 
position this reflects in particular the current profile of its costs revenues and sources of capital
medium medium ruspetro’s policy and practice is to match as far as practicable receipts and payments in the same 
currency in particular in relation to russian rouble transactions
ruspetro’s risk monitoring includes the review of its actual projected financial position with 
particular regard to its usdollar denominated debt
access to finance implementation of a development plan for its oil and gas assets will require ruspetro to raise 
additional finance of either debt or equity and market conditions may preclude this on terms which 
ruspetro considers satisfactory in addition ruspetro’s existing level of borrowings may act as a 
constraint to raising additional debt finance this may result in ruspetro being unable to implement 
its development plan and realise the inherent value of the oil and gas in its existing licence areas 
ruspetro has a significant level of bank and shareholder debt with the risk that it may not be able to 
meet its debt service obligations either out of cash flow or refinancing
high high ruspetro considers that its stepwise strategy of delineating the production potential of its sizeable oil 
and gas reserves and resources will maximise its ability to attract both debt and equity finance
ruspetro renegotiated the interest repayments on the debt owed to sberbank in 2013 and 2014 
subject to meeting ebitda targets and extended the maturity to 2018 in addition ruspetro has put 
in place a preexport facility with glencore to provide us30 million accelerated working capital in 
return for the supply of an agreed barrelage of oil each month by way of repayment of such facility 
ruspetro’s board will closely monitor its operations and performance so as to enable the current debt 
service and other financial obligations to be met 
oil and gas market prices although russia’s taxation regime for its oil producers does give some protection against  
declines in market prices the reduced level of russian mineral extraction tax now applying  
to much of its current production means that ruspetro is proportionately more significantly  
affected by movements in oil prices ruspetro is exposed to both russian domestic market and 
international oil and gas price movements it does not currently enter into any forward sales price 
hedging agreements
medium medium in order to manage such potential well head revenue risks ruspetro’s policy is to ensure that its 
development and production costs are competitive and robust against lower oil prices than current levels
in this connection ruspetro will give consideration and may enter into hedging transactions in order 
to secure future projected revenues
bribery and corruption bribery and corruption is known to be an area of vulnerability for businesses operating in russia 
and as such ruspetro may be exposed to such risks in addition the uk bribery act requires that 
companies introduce adequate procedures to combat bribery at all levels and areas of their business
medium high ruspetro prohibits bribery and corruption in any form by all employees and by those working for and
or connected with its business
the company operates effective policies and procedures and controls in relation to prior approval 
of supplier counterparties and within strict levels of delegated authority the board and audit 
committee closely monitor and undertake close regular scrutiny of the effectiveness of the company 
policies in this area
employees are expected to report bribery or attempted bribery to their line managers even if it is only 
suspected or attempted in line with the company whistleblower policy which has been implemented 
across ruspetro’s business together with the introduction of an independent whistleblower hotline to 
enable any concerns of wrongdoing to be voiced without fear of reprisal
ruspetro has developed a code of conduct and a supporting statement of ethics which is compliant 
with the uk bribery act 2010 training has been provided to the directors senior management 
and senior employees in this code with the implementation in the forthcoming year by a training 
programme for the rest of the company employees and contractors globally  31
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
external and financial risks
risk description
inherent 
probability
potential 
impact our approach
adverse government 
policy and political 
environment
the political environment in the russian federation is volatile there is the risk of actions by 
its executive and judicial authorities that may adversely affect the performance of any business 
operating in the country
political instability in russia or an increase in the perceived risk of investing in russia could be 
materially detrimental to ruspetro’s business
high high this risk cannot be mitigated by ruspetro however ruspetro monitors changes in the political 
environment and reviews changes to the relevant legislation policies and practices the continuing 
need for oil production as a vital source of state revenue and the recent changes in legislation for 
mineral extraction tax indicate that the environment for oil producers remains favourable
exchange rate and 
inflation
ruspetro’s oil revenues and many of its services costs are linked to international market prices and 
quoted in dollars as a result it is not exposed to the negative effect of continuing cost inflation in 
russia eg currently at over 675 per annum or demand led industry specific inflation
the exchange rate movement in the rubusd could impact negatively on ruspetro’s financial 
position this reflects in particular the current profile of its costs revenues and sources of capital
medium medium ruspetro’s policy and practice is to match as far as practicable receipts and payments in the same 
currency in particular in relation to russian rouble transactions
ruspetro’s risk monitoring includes the review of its actual projected financial position with 
particular regard to its usdollar denominated debt
access to finance implementation of a development plan for its oil and gas assets will require ruspetro to raise 
additional finance of either debt or equity and market conditions may preclude this on terms which 
ruspetro considers satisfactory in addition ruspetro’s existing level of borrowings may act as a 
constraint to raising additional debt finance this may result in ruspetro being unable to implement 
its development plan and realise the inherent value of the oil and gas in its existing licence areas 
ruspetro has a significant level of bank and shareholder debt with the risk that it may not be able to 
meet its debt service obligations either out of cash flow or refinancing
high high ruspetro considers that its stepwise strategy of delineating the production potential of its sizeable oil 
and gas reserves and resources will maximise its ability to attract both debt and equity finance
ruspetro renegotiated the interest repayments on the debt owed to sberbank in 2013 and 2014 
subject to meeting ebitda targets and extended the maturity to 2018 in addition ruspetro has put 
in place a preexport facility with glencore to provide us30 million accelerated working capital in 
return for the supply of an agreed barrelage of oil each month by way of repayment of such facility 
ruspetro’s board will closely monitor its operations and performance so as to enable the current debt 
service and other financial obligations to be met 
oil and gas market prices although russia’s taxation regime for its oil producers does give some protection against  
declines in market prices the reduced level of russian mineral extraction tax now applying  
to much of its current production means that ruspetro is proportionately more significantly  
affected by movements in oil prices ruspetro is exposed to both russian domestic market and 
international oil and gas price movements it does not currently enter into any forward sales price 
hedging agreements
medium medium in order to manage such potential well head revenue risks ruspetro’s policy is to ensure that its 
development and production costs are competitive and robust against lower oil prices than current levels
in this connection ruspetro will give consideration and may enter into hedging transactions in order 
to secure future projected revenues
bribery and corruption bribery and corruption is known to be an area of vulnerability for businesses operating in russia 
and as such ruspetro may be exposed to such risks in addition the uk bribery act requires that 
companies introduce adequate procedures to combat bribery at all levels and areas of their business
medium high ruspetro prohibits bribery and corruption in any form by all employees and by those working for and
or connected with its business
the company operates effective policies and procedures and controls in relation to prior approval 
of supplier counterparties and within strict levels of delegated authority the board and audit 
committee closely monitor and undertake close regular scrutiny of the effectiveness of the company 
policies in this area
employees are expected to report bribery or attempted bribery to their line managers even if it is only 
suspected or attempted in line with the company whistleblower policy which has been implemented 
across ruspetro’s business together with the introduction of an independent whistleblower hotline to 
enable any concerns of wrongdoing to be voiced without fear of reprisal
ruspetro has developed a code of conduct and a supporting statement of ethics which is compliant 
with the uk bribery act 2010 training has been provided to the directors senior management 
and senior employees in this code with the implementation in the forthcoming year by a training 
programme for the rest of the company employees and contractors globally 32
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
audit committee
composition
the committee comprises three independent nonexecutive 
directors and is chaired by robert jenkins a chartered 
accountant by training and who has previous experience as  
both finance director and chief financial officer of russian  
mining and energy companies as a result mr jenkins meets the 
requirements of the code for at least one member to have recent 
and relevant financial experience 
details of the directors who served on the committee during 2013 
and their attendance at committee meetings are set out below 
committee members during the year
6 meetings  
in 2013
robert jenkins chairman 66
james mcburney 66
rolf stomberg  
1 january 2013 to 13 august 2013 44
john conlin  
14 august 2013 to 16 december 2013 22
following mr conlin’s appointment as chief executive officer he 
stood down from the committee subsequently on 13 january 
2014 maurice dijols was appointed as the third member of the 
committee therefore as at the date of this report the members 
of the committee are
• robert jenkins chairman
• james mcburney
• maurice dijols
the committee meets at least three times a year and meetings  
are attended by the company’s chief financial officer and 
representatives from pwc in addition to attending committee 
meetings the external auditor is provided with the opportunity  
to meet regularly with the committee without the presence  
of management 
role of the audit committee 
the primary responsibilities of the committee are
• to monitor the integrity of the company’s financial  
statements and regulatory announcements relating to  
its financial performance and review significant financial 
reporting judgements 
• to review the effectiveness of the company’s internal controls 
including financial controls and risk management systems 
• to provide the board with an independent assessment of the 
group’s accounting affairs and financial position 
• to ensure that the annual report and accounts taken as a 
whole are fair balanced and understandable and provides  
the information necessary for shareholders to assess the 
company’s performance business model and strategy 
• to oversee the relationship with the external auditors 
including the agreement of their remuneration and terms  
of engagement monitoring their independence objectivity  
and effectiveness and
• to ensure that policy surrounding the external auditors’ 
engagement to provide nonaudit services is appropriately 
applied and to make recommendations to the board on their 
appointment reappointment or removal 
dear shareholder
as set out below the role of the committee is to monitor the 
integrity of the group’s financial statements review the 
company’s internal control and risk management systems and to 
review the performance and effectiveness of the external auditor 
the code requires the committee to report to shareholders on  
the significant issues considered during the year full details are 
contained later in the report but from my perspective the most 
important were
going concern as the company continued with its exploration 
and drilling campaign it was essential that the committee ensure 
that the appropriate financing was in place to enable the company 
to continue as a going concern detailed consideration was given  
to this issue prior to recommending both the full year 2012  
and half year 2013 financial results to the board this included 
consideration of the external auditor’s reports into those audits  
and consideration of the group’s budget and funding proposals 
further information is set out on page 34
impairment the committee has considered the carrying values 
and any impairment of the company’s nonfinancial assets  
during the year to carry out this review detailed reports from 
management and the external auditor were considered including 
details of the methodology applied the committee concluded 
that the carrying value of the company’s nonfinancial assets  
was appropriate and that no impairment was required
pricewaterhousecoopers llp ‘pwc’ continues as the company’s 
external auditor and the committee’s relationship with them 
remains strong following a review of the audit process the 
committee is satisfied that the incumbent firm and audit partner 
are effective and that robust processes are in place for 
maintaining their objectivity and independence
robert jenkins
chairman of the audit committee  33
ruspetro plc annual report and accounts 2013
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directors’ report
financial statements
the committee reports to the board and will raise any matters to the board which it considers require the board’s attention the committee 
will make recommendations as appropriate including those for the board to put to shareholders at the agm 
the committee’s full terms of reference are available on the company’s website wwwruspetrocom
meetings
key items considered by the audit committee in 2013
internal controls and risk
accounting tax financial 
and business reporting external auditors
• reviewed the company’s compliance 
with the terms and conditions of its 
licences and the vostochnoinginsky 
licence extension application and the 
provision of statutory operating permits
• reviewed the annual and half year 
financial statements and interim 
management statements 
• considered and approved the audit plan 
by the external auditors as well as the 
approach and scope of the audit work  
to be undertaken and their fees for  
the audit 
• reviewed output from the risk reviews 
and considered the assessment of 
relevant key risks identified and the 
mitigating actions and contingency 
plans for those risks
• reviewed all financial related 
announcements issued to the london 
stock exchange via a regulatory 
information service
• reviewed reports on audit findings in 
respect of the company’s annual and 
half year results
• reviewed internal controls and business 
processes including counterparties 
policy it security and systems risks 
field security policies antibribery  
and corruption and whistleblower 
policy implementation and training  
and the development of the company’s 
proposed the enterprise resource 
planning system 
• reviewed disclosures in connection  
with internal controls risk management 
principal risks and uncertainties and the 
work of the committee
• reviewed the independence of the 
auditors and their effectiveness by 
considering
– nonaudit work undertaken by the 
auditors and compliance with the 
company’s policy in relation to this 
– the committee’s own assessment of 
the external auditors
• considered reports on material 
litigation security whistleblowing 
health  safety and environment and 
reviewed the related parties list
• considered the liquidity risk and the 
basis for the preparation of the group 
half year and annual financial 
statements on a going concern basis and 
related disclosures
• considered and approved letters  
of representation issued to the  
external auditors
• considered reports from the external 
auditors on their assessment of the 
control environment
• carried out private review meetings 
with the external auditors
• considered and approved the structure 
scope of cover and renewal terms of the 
group’s insurance programme
• considered the recommendations in  
the code regarding the tender of the 
external audit contract
• considered reports on group tax 
planning and a report from the external 
auditors on group tax optimisation 
• received an accounting standards update
• considered options for the development 
of an internal audit function in the 
context of the development of the 
company’s internal controls and 
business processes 
• reviewed the committee’s terms  
of reference 34
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
significant issues considered by the audit committee
after discussion with management and the external auditor the committee considers that the significant risks of misstatement of the 
group’s financial statements which were discussed with management during the year and with the external auditor during the review 
of both the half year and interim financial statements and at the conclusion of the audit of the financial statements are listed below
significant financial judgements and 
financial reporting for 2013 how the audit committee addressed these judgements
going concern in order to satisfy itself that the company has adequate financial resources for the future 
and to underpin the use of the going concern assumption in preparing the financial 
statements the committee regularly reviews the group’s committed funding and liquidity 
positions its ability to generate cash from trading activities and to raise external funding 
the committee challenged management’s funding projections and sensitivity analysis 
together with possible combinations of adverse events and considered mitigating actions 
available to management the committee considered detailed reporting from and held 
discussions with the external auditors the committee subsequently recommended to the 
board that it was appropriate to prepare the financial statements on a going concern basis 
and to include the going concern statement in the annual report and accounts
impairment of nonfinancial assets the committee considered the carrying values and need for impairment of the 
company’s nonfinancial assets in particular oil and gas properties and mineral 
rights the committee considered detailed reports from management and also 
reviewed the methodology applied including to ensure that the discount rates used 
are within an acceptable range in addition the committee constructively challenged 
the underlying assumptions used in the company’s short and longterm projections 
for the development of the company’s oil and gas assets including consideration of 
different scenarios the committee also considered detailed reporting from and held 
discussions with the external auditors the external auditors explained their audit 
procedures to test management’s impairment assessment and on the basis of their audit 
work considered that the carrying values of the nonfinancial assets were appropriate 
in the context of the financial statements as a whole following consideration of these 
reports the committee concluded that the nonfinancial assets were not impaired 
other significant matters considered
by the committee in 2013 how the audit committee addressed these matters
recognition of deferred tax assets the committee considered the effectiveness of the group’s corporate structure and 
financial management for the purposes of its optimising utilisation of the group’s tax 
losses the committee considered a detailed report from management proposing changes 
in the allocation of revenues and costs between group companies in order to reduce the 
company’s future tax burden the committee also considered detailed reporting from 
and held discussions with the external auditors regarding deferred tax accounting
audit committee continued  35
ruspetro plc annual report and accounts 2013
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financial statements
independence of the external auditors
pwc has been the company’s external auditor since december 
2011 the committee maintains an armslength relationship  
with pwc and as stated above meets them regularly without 
management being present
in order to ensure the independence and objectivity of the 
external auditor the company has adopted a policy on the 
provision of nonaudit services by the external auditor this 
policy provides clear definitions of services that the external 
auditor can and cannot provide with any such services only being 
provided where they do not conflict with the external auditor’s 
independence the policy also establishes a formal authorisation 
process and preapproval by the committee for permissible 
nonaudit work by the external auditor 
to ensure compliance with this policy the committee carried out 
a review during the year of the remuneration received by pwc  
for both audit and nonaudit related services the outcome of the 
review was that the performance of nonaudit services by pwc as 
detailed in note 9 on page 78 was in compliance with the policy 
no conflicts of interest were found to exist and the committee 
considers that the company continues to receive an independent 
audit service 
audit quality and approach to audit tender 
as part of a formal review process audit effectiveness 
questionnaires are completed by members of the committee  
and members of management based on the responses to the 
questionnaires the company secretary produces a report for 
consideration by the committee
based on the committee’s review together with an ongoing 
assessment of the quality of the external auditor’s reports to  
and the audit partner’s interaction with the committee the 
committee remains satisfied with the efficiency and effectiveness 
of the audit and of the external auditor the committee has not 
therefore considered it necessary to require a tender of external 
audit services following the introduction of the audit tendering 
provisions in the code the committee will annually consider if 
the audit should be put out to tender 
pwc has expressed its willingness to continue as the company’s 
auditor and the committee has therefore recommended that a 
resolution be put to the forthcoming agm for the reappointment 
of pwc as external auditor 
internal audit
during the year the committee reviewed the requirement for the 
company to establish an internal audit function the committee 
was of the opinion supported by the board that the size and 
scale of the company did not currently warrant the establishment 
of an inhouse internal audit team this decision will be kept 
under review and considered by the committee at least annually 
statement of auditors’ responsibilities
the statutory auditors are responsible for forming an 
independent opinion on the financial statements of ruspetro plc 
as presented by the directors in addition they also report on 
other elements of the annual report and accounts as required  
by legislation or regulation and report their opinion to members 
their opinions are included on pages 60 to 62 
robert jenkins
chairman audit committee 36
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
nomination committee
composition of the nomination committee 
details of the directors who served on the nomination 
committee during the year and their attendance at committee 
meetings are set out below
committee members during the year
12 meetings 
in 2013
alexander chistyakov chairman  
from 14 august 2013 44
james mcburney 1212
chris clark 1 january 2013 to 31 july 2013 77
joe mach 1 january 2013 to 9 july 2013 55
robert jenkins  
10 june 2013 to 13 august 2013 55
rolf stomberg  
14 august 2013 to 31 december 2013 44
following the resignation of rolf stomberg as a director and as  
a member of the committee on 31 december 2013 the board 
approved the appointment of frank monstrey and robert jenkins 
with effect from 30 january 2014 therefore as at 30 january 2014 
and the date of this report the members of the committee are
• alexander chistyakov chairman
• robert jenkins
• james mcburney
• frank monstrey
mr chistyakov is executive chairman of the company and is  
not considered to be independent however the board considers 
that messrs jenkins mcburney and monstrey are independent 
nonexecutive directors and therefore the committee complies 
with provision b21 of the uk corporate governance code
role and responsibilities of the nomination committee 
the primary responsibilities of the committee are
• to regularly review the structure size and composition of the 
board and board committees to ensure that there is a balance 
of skills knowledge and experience 
• to oversee board succession plans to initiate and manage the 
recruitment process of additional directors
• to consider the board development programme and the 
induction process for new directors and
• to undertake an annual evaluation of the committee’s 
effectiveness and to lead the annual evaluation of the board
the committee’s full terms of reference can be found on the 
company’s website wwwruspetrocom
dear shareholder
the nomination committee has had a challenging year with  
the various changes to the board and to the membership of the 
committee itself with the assistance of odgers berndtson we made 
several recommendations to the board regarding the appointment 
of new independent nonexecutive directors recommended the 
appointment of a new nonexecutive director under the terms of  
the company’s shareholder agreement with limolines transport 
limited and recommended the appointment of a new chief 
executive officer towards the end of the year
as a result of these changes 2014 will see the attention of the 
committee focusing on a review of the training and development 
needs of both executive and nonexecutive directors in order to 
enhance their knowledge skills and experience for the benefit of 
the company its shareholders and other stakeholders 
alexander chistyakov
chairman of the nomination committee  37
ruspetro plc annual report and accounts 2013
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financial statements
appointment procedure
the committee ensures that there is a formal rigorous and 
transparent procedure for the appointment of new directors 
which includes the preparation of appropriate and objective job 
descriptions for each role recommendations are made to the 
board taking into account the experience skills knowledge and 
independence of each candidate and the diversity and gender 
composition of the board 
during the year ended 31 december 2013 the committee engaged 
odgers berndtson to assist with the identification and selection of 
potential nonexecutive directors based solely on the merit and 
suitability of those candidates each of messrs monstrey conlin 
and dijols were appointed following due process undertaken by 
odgers berndtson who have no connection with the company
mr androsov was appointed following his nomination by limolines 
in accordance with the terms of the relationship agreement dated 
19 january 2012 between limolines and the company
boardroom diversity
the board is supportive of providing equal opportunities in 
recruitment and succession planning at all levels of the business 
and of gender diversity in particular the aims and objectives of 
the davies report on ‘women on boards’ continue to be valued 
and as the committee considers future board composition and 
succession planning it will seek to identify applicants from  
a wide experience and background having due regard for the 
benefit of diversity on the board however the committee also 
recognises that the traditionally male oil and gas industry faces  
a particular challenge on gender diversity in order to address  
this matter the company operates equal opportunity policies  
in all areas of its activities with the aim being that over time  
the female workforce population will increase thereby creating  
a pool of talent from which to recruit future senior positions
alexander chistyakov
chairman nomination committee
meetings
the committee met 12 times during the year mainly to consider new board appointments and board committee membership the 
committee chairman provides a verbal update to the next board meeting on matters considered by the committee and the minutes 
are circulated to all directors except when it would be inappropriate to do so
key items considered in 2013
appointment of new  
nonexecutive directors
in light of the resignations of joe mach and james gerson and the company’s development 
requirements the committee considered the composition of the board and its skill set  
and implemented a search to identify suitable independent candidates with appropriate  
oil and gas experience as well as experience of doing business in russia international 
finance and investment this culminated in recommendations to the board regarding  
the appointment of john conlin frank monstrey and maurice dijols as independent 
nonexecutive directors
appointment of a new chairman in connection with the resignation of chris clark as nonexecutive chairman of the 
board the committee implemented a search for a candidate with russian oil experience 
having considered a number of candidates and following consultation with major 
shareholders the committee recommended to the board that alexander chistyakov  
be appointed as executive chairman of the company 
appointment of new a chief executive following the departure of don wolcott chief executive officer on 9 july 2013 the 
committee recommended that tom reed be appointed as acting chief executive officer 
whilst the search for a permanent candidate was undertaken having considered the 
criteria for the role and the requirement for indepth russian oil and gas development 
experience and having noted the matching skill set knowledge and experience of  
john conlin an independent nonexecutive director the committee recommended  
to the board that john conlin be appointed as chief executive officer 
composition of board committees a review of the size composition and skill set of the board committees and in 
conjunction with the chairman of each committee made recommendations to the  
board regarding ongoing membership
committee effectiveness a review of the committee effectiveness was undertaken by means of an internal 
evaluation questionnaire 38
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
directors’ report 
the directors present their annual report and audited accounts 
for the year ending 31 december 2013
this annual report contains the consolidated financial  
statements of ruspetro plc the ‘company’ and its subsidiaries 
the ‘group’ for the year ended 31 december 2013 and the 
financial statements of ruspetro plc the ‘parent’ for the period 
ended 31 december 2013
strategic report
the companies act 2006 requires the company to present a fair 
review of the business during the year to 31 december 2013 and 
of the position of the group at the end of the financial year along 
with a description of the principal risks and uncertainties faced 
the strategic report can be found on pages 2 to 19
corporate governance statement
the disclosure and transparency rules require certain 
information to be included in a corporate governance statement 
in the directors’ report information that fulfils this requirement 
can be found in the corporate governance report on pages 22 to 
37 and is incorporated into this directors’ report by reference 
corporate information 
ruspetro plc was incorporated as a public limited company in 
england and wales on 20 october 2011 with company number 
07817695 the registered office is situated at 1st floor berkeley 
square house berkeley square london w1j 6bd
results and dividends
the company’s results for the year are set out in the company’s 
consolidated income statement on page 63 the directors  
have not recommended a final dividend for the year ended 
31 december 2013 and did not declare any interim dividends 
during the year 
directors and their interests
the names and biographies of current directors are set out on 
pages 20 to 21 and the names of all persons who were directors  
at any time during the year are set out on page 24 details of  
the service contracts of the executive directors letters of 
appointment of the nonexecutive directors and the interests of 
all directors in the ordinary shares of the company and in any 
longterm incentive and other share schemes are set out in the 
directors’ remuneration report which can be found on pages 42 
to 59 
no director had a material interest in any significant contract 
other than a service contract or contract for services with the 
company or any of its subsidiary companies at any time during 
the year
directors’ appointment and retirement
directors may be appointed by the board or by ordinary 
resolution of shareholders in line with the company’s articles  
of association any director appointed during the year will  
be required to retire at the first agm following his or her 
appointment and to offer themselves for election by shareholders 
all continuing directors offer themselves for reelection at each 
subsequent agm
diversity
as stated previously the board is supportive of providing equal 
opportunities in recruitment and succession planning at all levels 
of the business and will seek to identify applicants from a wide 
experience and background having due regard for the benefit of 
diversity on the board the company operates equal opportunity 
policies in all areas of its activities with the aim of creating a 
diverse pool of talent from which to recruit future senior positions
directors’ indemnities
the company has purchased and maintains appropriate insurance 
cover in respect of directors’ and officers’ liabilities in addition 
the company has entered into deeds of indemnity which are 
qualifying thirdparty indemnity provisions under the companies 
act 2006 with each director of the company and the former 
directors who held office during the year ended 31 december 2013 
to the extent permitted by law and by the company’s articles of 
association in respect of all liabilities incurred in connection with 
the performance of their duties as a director of the company or its 
subsidiaries copies of these indemnities are available for review at 
the company’s registered office
employees
the group employed a total of 199 people at the end of the year 
most employees are based in the russian federation with eight 
employees at year end based in the uk since the group employs 
fewer than 250 employees in the uk the company is not required 
to disclose its policies in connection with employee involvement 
or the employment of disabled persons however full and fair 
consideration is always given to applications for employment 
from disabled persons having regard to their particular skills 
and abilities or to the continuing employment of colleagues who 
become disabled during their career
 
greenhouse gas emissions ‘ghg’
this is the first year we are reporting on greenhouse gas 
emissions in our annual report and therefore no comparative 
metrics are available our emissions have been published through 
trucost and are based on the ghg protocol corporate accounting 
and reporting standards for the financial year 2013 these 
emissions are reported using the following parameters 
• scope 1 direct energy emissions include operational fuel  
use vehicle fuel use and methane emissions from oil and  
gas field operations 
• scope 2 indirect emissions include electricity used across  
the company
• scope 3 other indirect supply chain emissions include air  
and rail travel for all employees across the company   39
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
in 2013 we recognised the following ghg emissions as split by 
source and scope
scope emission source unit 2013
1 operational fossil fuel tonnes co
2
e 123
vehicle fuel tonnes co
2
e 298
methane from oil and 
gas field operations tonnes co
2
e 378722
2 electricity tonnes co
2
e 25206
3 air travel tonnes co
2
e 143
rail travel tonnes co
2
e 019
total tonnes co
2
e 404492
the majority of ghg emissions produced by the company in  
2013 were scope 1 accounting for 94 of total emissions within 
scope 1 90 of emissions were methane from oil and gas field 
operations 3 from stationary fuel use and 7 from vehicle  
fuel use 
the ghg intensity measurement used by the company is total 
tonnes of carbon dioxide equivalent divided by total barrels 
produced in a given year for the year ending 31 december 2013 
during which the group produced circa 175 million barrels  
the intensity measured 023 tco
2
ebarrel
political donations
no political donations were made during the year 
financial instruments
the company’s use of financial instruments together with 
objectives and policies on financial risk and exposure to foreign 
currency credit commodity liquidity and interest rate risk can 
be found in note 25 to the financial statements
share capital
the issued share capital of ruspetro plc as at 31 december 2013 
was 333381480 ordinary shares of 10 pence each the company 
does not hold shares in treasury at the 2013 agm the company 
was authorised by shareholders to repurchase up to 33338148  
of its own ordinary shares representing 10 of its issued share 
capital as at the date of that agm no buyback programme has 
taken place to date while the board does not currently intend  
to exercise the repurchase authority it will seek a further renewal 
at the 2014 agm and will keep the use of the authority under 
review taking into account other investment opportunities
substantial interests
as at 31 december 2013 the company had been notified of the 
following substantial interests three per cent or more in its 
ordinary share capital
name
number of 
ordinary shares 
disclosed at 
31122013
 of issued 
capital at 
31122013
limolines transport limited 90150000 2704
makayla investments limited 72360539 2171
henderson global investors limited 30628000 919
schroder investment management 
limited 16857716 506
nervent limited  bristol 
technologies ltd 13758687 413
don wolcott and wind river 
management limited 12283341 368
securities services nominees 
limited 12270000 368
sberbank capital llc 10362632 311
 the disclosures by nervent limited and bristol technologies ltd relate to 
holdings in which alexander chistyakov has an interest
between 31 december 2013 and the date of this annual report the 
company has been notified that the interests of don wolcott and 
wind river management limited and those of securities services 
nominees limited have fallen below the 3 reporting threshold
transactions with related parties
there were no related party transactions during the year  
rights and obligations attaching to shares
the company’s articles of association may be found on the 
company’s website wwwruspetrocom a summary of the rights 
and obligations relating to the ordinary shares of the company 
are set out below
voting
holders of ordinary shares are entitled to
• receive all shareholder documents including notice  
of any general meetings of the company 
• attend speak and exercise voting rights at any general 
meetings of the company either in person or by proxy and
• subject to applicable law and the company’s articles  
of association
every shareholder shall have one vote for every share of which 
they are the holder if they are present in person by proxy or if  
a corporate shareholder by a duly authorised representative  
a shareholder entitled to attend and vote at a general meeting 
may appoint one or more proxies to attend and vote instead  
of him if a shareholder appoints more than one proxy the 
shareholder must specify the number of shares over which  
each proxy is entitled to exercise rights 
no shareholder holds securities carrying special rights as to  
the control of the company there are no agreements between 
holders of securities that are known to the company which may 
result in restrictions on the transfer of voting rights 40
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
transfer of shares
a member may transfer all or any of his certificated shares by an 
instrument of transfer in any usual form or in any form which the 
board may approve an instrument of transfer shall be signed by 
or on behalf of the transferor and unless the share is fully paid 
by or on behalf of the transferee an instrument of transfer need 
not be under seal the transferor shall remain the holder of the 
shares concerned until the name of the transferee is entered in 
the register in respect of the shares all transfers which are in 
uncertificated form shall be affected by means of the relevant 
system unless the crest regulations provide otherwise
the board may in its absolute discretion refuse to register the 
transfer of a certificated share which is not a fully paid share 
provided that the refusal does not prevent dealings in shares in 
the company from taking place on an open and proper basis the 
board may also refuse to register the transfer of a certificated 
share unless the instrument of transfer is
• lodged stamped if required at the office or at another place 
appointed by the board accompanied by the certificate for the 
share to which it relates and such other evidence as the board 
may reasonably require to show the right of the transferor to 
make the transfer
• in respect of one class of share only and
• in favour of not more than four persons
if the board refuses to register a transfer of a share in certificated 
form it shall send the transferee notice of its refusal within two 
months after the date on which the instrument of transfer was 
lodged with the company
no fee shall be charged for the registration of any instrument  
of transfer or other document relating to or affecting the title  
to a share
subject to the provisions of the crest regulations the board 
may permit the holding of shares in any class of shares in 
uncertificated form and the transfer of title to shares in that class 
by means of a relevant system and may determine that any class 
of shares shall cease to be a participating security
if a notice is given to a member in respect of a share which is 
subsequently transferred a person entitled to that share is bound 
by the notice if it was given to the member before the person 
entitled to that share was entered into the register as the holder  
of that share
amendments to the articles of association
any amendment to the articles of association of the company 
may be made by special resolution of the shareholders being a 
resolution proposed with not less than 21 days’ notice as a special 
resolution and passed by more than 75 majority of those voting 
on the resolution
significant agreements – change of control 
the prepayment facility which the company has entered into 
with glencore energy uk limited contains provisions entitling 
the counterparties to exercise termination or other rights in the 
event of the change of control of the company 
post balance sheet events
note 27 to the financial statements details all significant events 
after the balance sheet date of 31 december 2013
external auditors’ appointment
pricewaterhousecoopers llp the company’s auditor has 
indicated its willingness to continue in office resolutions to 
reappoint pricewaterhousecoopers llp as the company’s 
auditor and to authorise the directors to determine the auditor’s 
remuneration will be proposed at the 2014 agm
going concern
on the basis of the assumptions and cash flow forecasts prepared 
the directors have assumed that the group will continue to 
operate within both available and prospective financing facilities 
accordingly the group financial statements are prepared on the 
going concern basis and do not include any adjustments that 
would be required in the event that the loan holders request 
repayment and alternative finance is not available further detail 
on the basis of preparation of the financial statements is available 
in note 2 of the consolidated financial statements on page 67 of 
this report
auditors and disclosure of information to auditors
each of the directors in office at the date of approval of this 
annual report and accounts confirms that
• so far as they are aware there is no relevant audit information 
that is information needed by the company’s external 
auditors in connection with preparing their report of which 
the company’s external auditors are unaware and
• each director has taken all the steps that they ought to have 
taken as a director in order to make himself aware of any 
relevant audit information and to establish that the company’s 
external auditors are aware of that information
by order of the board
john conlin
chief executive officer  
22 april 2014
directors’ report continued  41
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
statement of directors’ responsibilities in relation to 
the group financial statements and annual report
company law requires the directors to prepare financial 
statements for each financial year under that law the directors 
have prepared the financial statements of the parent company 
and those of the group in accordance with international 
financial reporting standards ‘ifrss’ as adopted by the 
european union ‘eu’ and applicable law under company law 
the directors must not approve the financial statements unless 
they are satisfied that they give a true and fair view of the state of 
affairs of the group and the parent company and of their profit  
or loss for that period 
in preparing these financial statements the directors are 
required to
• select suitable accounting policies and then apply  
them consistently
• make judgements and accounting estimates that are 
reasonable and prudent
• state whether ifrss as adopted by the european union ‘eu’ 
have been followed subject to any material departures 
disclosed and explained in the group and parent company 
financial statements respectively and 
• prepare the financial statements on the going concern basis 
unless it is inappropriate to presume that the company will 
continue in business
the directors are responsible for keeping adequate accounting 
records that are sufficient to show and explain the company’s 
transactions and disclose with reasonable accuracy at any time 
the financial position of the company and the group and enable 
them to ensure that the financial statements and the directors’ 
remuneration report comply with the companies act 2006 and 
as regards the group financial statements article 4 of the ias 
regulation they are also responsible for safeguarding the  
assets of the company and the group and hence for taking 
reasonable steps for the prevention and detection of fraud  
and other irregularities 
the directors are responsible for preparing the strategic report 
the directors’ report the directors’ remuneration report and 
the corporate governance statement in accordance with 
applicable law and regulations 
john conlin thomas reed
chief executive officer chief financial officer
responsibility statement of the directors’ in respect of 
the annual report and accounts
the directors consider that the annual report and accounts 
taken as a whole is fair balanced and understandable and 
provides the information necessary for shareholders to assess  
the company’s performance business model and strategy 
each of the directors as at the date of this report whose names 
and functions are listed on pages 20 and 21 confirms that to the 
best of their knowledge
• the group’s financial statements which have been prepared in 
accordance with ifrss as adopted by the eu give a true and 
fair view of the assets liabilities financial position and loss  
of the group and
• the strategic report and the directors’ report include a fair 
review of the development and performance of the business 
and the position of the group together with a description of 
the principal risks and uncertainties that it faces
john conlin thomas reed
chief executive officer chief financial officer
directors’ responsibility statements 42
ruspetro plc annual report and accounts 2013
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directors’ remuneration report
alignment with shareholders
during the year the committee made the decision to pay a 
portion of executive directors’ salaries and nonexecutive 
directors’ fees in shares thereby strengthening the link between 
the interests of the directors and those of our shareholders  
this reduction in fees resulted in a cash saving of approximately 
us1 million for the year from 1 april 2013 a portion of each 
director’s salary or fees were converted into shares at the 2012 
ipo price of 134 pence these shares will be released to directors 
as soon as practicable after 31 march 2014 full details are 
provided on page 56 of this report
committee membership and activities  
during the year
chris clark rolf stomberg joe mach and james mcburney  
all stepped down from the committee during the year having 
served since the company listed on the london stock exchange 
john conlin briefly joined the committee in august but stepped 
down on his appointment as chief executive officer i would like 
to thank each of them for their significant contributions to the 
committee during the course of their tenure 
frank monstrey and kirill androsov were appointed to the 
committee on 14 august 2013 and 17 december 2013 respectively 
whilst i was appointed as a member on 13 january 2014 and as 
committee chairman on 30 january frank and kirill both bring 
with them a significant amount of experience and knowledge and 
i look forward to working with them
changes to the executive team
there were a number of changes to the executive team in the year 
following the departure of don wolcott in july tom reed the 
chief financial officer was appointed as acting ceo whilst the 
nomination committee undertook a search for a permanent  
ceo at the end of this process the board appointed john conlin 
as chief executive officer on 17 december 2013 at which time 
tom reed returned to his previous role
in addition the board elected alexander chistyakov as executive 
chairman on 31 july 2013 to replace the retiring nonexecutive 
chairman chris clark 
maurice dijols
chairman of the remuneration committee
statement from the chairman of the remuneration 
committee
dear shareholder
on behalf of the remuneration committee i am pleased to 
introduce the directors’ remuneration report for 2013 it has 
been a year of many changes for the company as outlined in the 
chairman’s statement on page 4 and not least for the committee 
where new members have been appointed while rolf stomberg 
retired as the committee’s chairman at the very end of the year 
on behalf of the board as a whole i would like to thank dr 
stomberg for his input and support the committee greatly 
benefitted from his wide experience and knowledge on all matters 
involving remuneration 2014 therefore sees the inception of a 
new committee which i look forward to serving as chairman
 
2013 performance
details of the company’s performance in 2013 and the financial 
results for the year ended 31 december 2013 are set out in pages 1 
to 14 of the strategic report
while the annual bonus targets set by the committee for 2013 
were partially met in the light of overall company performance 
during the year the committee has not recommended any 
payments to the executive directors in respect of the 2013 annual 
bonus plan  43
ruspetro plc annual report and accounts 2013
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changes to the executive remuneration structure  
for 2014
following discussion with the chief executive officer it has been 
agreed that his salary will be reduced to us970000 from the 
current level of us1050000 with effect from 1 april 2014
the committee has also decided to increase the maximum bonus 
opportunity for all executive directors to 150 of basic salary 
from 2014 this level is identical to the maximum opportunity 
granted to the ceo for the last two years 
following extensive consideration by the committee an award 
was made to executive directors under the performance share 
plan in early 2014 
further details are provided in the ‘implementation of 
remuneration policy in 2014’ section of this report
new remuneration reporting regulations
last year we took the opportunity to incorporate some of the 
disclosure changes proposed by the uk government into the  
2012 directors’ remuneration report following the publication 
of the final legislation a number of further changes have been  
made to this year’s report in order for it to be fully aligned with 
the new requirements we are supportive of the new regulatory 
requirements and hope that you find this report both concise  
and easy to use 
i will be happy to answer questions at the annual general 
meeting on our remuneration policy and the committee’s 
activities and look forward to receiving your support
maurice dijols
chairman remuneration committee
22 april 2014
remuneration policy report
this part of the directors’ remuneration report sets out the 
remuneration policy for the company and has been prepared in 
accordance with the large and mediumsized companies and 
groups accounts and reports amendment regulations 2013 
‘the act’ the policy has been developed taking into account  
the principles of the uk corporate governance code 2012 and 
the views of our major shareholders and describes the policy  
to be applied in relation to the current financial year and future 
financial years the policy report will be put to a binding 
shareholder vote at the 2014 agm and subject to receiving 
shareholder support the ‘effective date’ of the policy will  
be the date of the agm being 2 june 2014
remuneration policy
the committee’s purpose in developing an appropriate 
remuneration policy is to adequately attract motivate and  
retain executives of the highest calibre the remuneration 
structure for executive directors is made up of two elements 
fixed remuneration consisting of base salary and benefits and 
variable remuneration annual bonus and longterm incentives
details regarding the operation of this policy can be found on 
pages 53 to 59 44
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
policy table – executive directors
the following table summarises each element of the remuneration policy for executive directors with effect from the date of the 
company’s 2014 agm
element purpose and link to strategy operation maximum opportunity performance measures
salary • to provide fixed pay that is sufficient to attract 
and retain a management team with 
significant expertise and experience to deliver 
the company’s strategic objectives
• executives currently have two elements to their salary a uk 
element and a russian element
• executive director salaries may be paid in cash company 
shares or a mixture of both
• the committee takes a number of factors into account when 
setting executive directors’ salaries including
– the individual’s skills experience and recent performance
– the scope of the role
– business performance and affordability
– typical salary levels at comparable companies
– pay and conditions elsewhere in the company 
• salaries are typically reviewed annually with any change 
taking effect from 1 january however the committee may 
determine salary changes at any other time as it considers 
appropriate
• the 2014 salary levels are disclosed on page 53
• whilst there is no absolute maximum salary increases for 
executive directors will generally be in line with the average 
increase awarded in the wider employee population within 
the relevant geographic area
• higher increases may be awarded in certain circumstances 
at the committee’s discretion for example this may include
– an increase in the scope andor responsibility of the 
individual’s role 
– a new executive director being moved to market 
positioning over time or
– where the committee considers that there is a genuine 
commercial need to do so
• none 
• however the performance of the individual in the role is one 
of the considerations taken into account by the committee in 
setting the level of salary and any future changes
benefits • to provide appropriate benefits in line  
with similarly sized companies and typical 
market practice
• to support the recruitment and retention of 
executives of the necessary calibre
• benefits may include medical insurance for the executive and 
his immediate family life insurance and permanent health 
insurance accommodation and a personal travel allowance
• other benefits may be provided based on individual 
circumstances and business requirements such as 
appropriate relocation and expatriate allowances 
• the committee may remove and amend any benefit received 
by executive directors if it is appropriate to do so
• the company does not currently operate a pension scheme
• benefits are generally set at an appropriate market level 
taking into account a number of factors including market 
practice for comparable roles within appropriate pay 
comparators
• the committee may review the benefit allowance for an 
existing or new executive director at any point given the 
complexity of setting an absolute cap on benefits the cost of 
which may vary from year to year as a result of for example 
changes in healthcare premiums the committee has not set 
such a maximum 
• none
remuneration policy report  45
ruspetro plc annual report and accounts 2013
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element purpose and link to strategy operation maximum opportunity performance measures
salary • to provide fixed pay that is sufficient to attract 
and retain a management team with 
significant expertise and experience to deliver 
the company’s strategic objectives
• executives currently have two elements to their salary a uk 
element and a russian element
• executive director salaries may be paid in cash company 
shares or a mixture of both
• the committee takes a number of factors into account when 
setting executive directors’ salaries including
– the individual’s skills experience and recent performance
– the scope of the role
– business performance and affordability
– typical salary levels at comparable companies
– pay and conditions elsewhere in the company 
• salaries are typically reviewed annually with any change 
taking effect from 1 january however the committee may 
determine salary changes at any other time as it considers 
appropriate
• the 2014 salary levels are disclosed on page 53
• whilst there is no absolute maximum salary increases for 
executive directors will generally be in line with the average 
increase awarded in the wider employee population within 
the relevant geographic area
• higher increases may be awarded in certain circumstances 
at the committee’s discretion for example this may include
– an increase in the scope andor responsibility of the 
individual’s role 
– a new executive director being moved to market 
positioning over time or
– where the committee considers that there is a genuine 
commercial need to do so
• none 
• however the performance of the individual in the role is one 
of the considerations taken into account by the committee in 
setting the level of salary and any future changes
benefits • to provide appropriate benefits in line  
with similarly sized companies and typical 
market practice
• to support the recruitment and retention of 
executives of the necessary calibre
• benefits may include medical insurance for the executive and 
his immediate family life insurance and permanent health 
insurance accommodation and a personal travel allowance
• other benefits may be provided based on individual 
circumstances and business requirements such as 
appropriate relocation and expatriate allowances 
• the committee may remove and amend any benefit received 
by executive directors if it is appropriate to do so
• the company does not currently operate a pension scheme
• benefits are generally set at an appropriate market level 
taking into account a number of factors including market 
practice for comparable roles within appropriate pay 
comparators
• the committee may review the benefit allowance for an 
existing or new executive director at any point given the 
complexity of setting an absolute cap on benefits the cost of 
which may vary from year to year as a result of for example 
changes in healthcare premiums the committee has not set 
such a maximum 
• none 46
ruspetro plc annual report and accounts 2013
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element purpose and link to strategy operation maximum opportunity performance measures
annual 
bonus
• to incentivise and reward the achievement of 
both corporate and individual performance 
measures
• kpis are consistent with the company’s 
shortterm and mediumterm objectives
• awarded annually usually based on performance in the 
annual bonus year
• the relevant bonus year runs from 1 january to 31 december 
• targets are set annually by the committee and are assessed 
following the year end
• bonuses may be paid either in cash or in shares in the 
company at the committee’s discretion following the 
committee’s determination of bonus levels 
• where the committee decides to make awards in shares 
these may be deferred to such later date as the committee 
determines in such circumstances share awards may 
incorporate the right to receive the value of dividends  
which may assume reinvestment of those awards in the 
company’s shares 
• the committee may take such action as it considers 
appropriate to claw back any bonus paid or payable if  
events happen which may have an effect on bonus awards
• maximum award opportunity in respect of each bonus year is 
150 of salary for the executive directors
• the committee determines the precise measures at the  
start of each year ensuring that these are aligned to the 
company’s key strategic objectives for the year
• these will usually include production measures financial 
measures and key strategic and operational milestones  
the award based on overall company performance may be 
adjusted to reflect the executive’s individual contribution
• production and financial metrics will usually account for at 
least 40 of the award
• financial measures will be based on a sliding scale from 
threshold to maximum performance 
• all payments are subject to the committee’s discretion
• where the committee reasonably determines that any 
performance condition is no longer a fair measure of 
performance the committee may a waive that condition or  
b amend it provided that the amended performance condition 
is in the opinion of the committee a fairer measure
• the committee in its sole discretion may also determine 
that no performance condition will apply to all or some of  
the award
performance 
share plan
• to link a substantial proportion of reward to 
the achievement of longterm shareholder 
value creation as ruspetro moves into the 
next stage of its development
• eligible employees may receive awards the vesting of which 
is usually based on performance over a reasonable period as 
determined by the committee awards may be settled in cash 
or shares in the form of conditional share awards or nilcost 
or market value options 
• the committee sets performance targets which are assessed 
by it following the end of the relevant performance period
• the committee may determine that any awards vesting under 
the plan must be held by the company for an additional 
period following vesting before being released to directors
• share awards may be reduced or cancelled at any time prior 
to vesting at the discretion of the committee in certain 
circumstances such as a material misstatement of audited 
financial results a failure of risk management a breach of 
health and safety regulations or serious reputational damage 
to the company or one of its business units 
• awards may be a adjusted in the event of any variation of 
the company’s share capital demerger dividend in specie  
or any other exceptional event reasonably determined by the 
committee or b amended in accordance with the plan rules 
• the maximum value of shares over which an award may  
be granted in respect of any financial year of the company 
under the plan is 150 of salary for the executive directors 
subject to shareholder approval being received at the  
2014 agm 
• awards usually vest based on performance against a 
performance measure or combination of performance 
measures set by the committee 
• where the committee subsequently determines any such 
measures are no longer a fair measure it may a waive  
the target or b amend it provided that the amended  
target would be in its reasonable opinion a fairer measure 
in accordance with the rules of the plan 
• in 2014 the award will be based solely on the company’s 
share price performance 25 of the award will vest for 
threshold performance increasing on a straightline basis  
up to 100 for exceptional performance
• the committee in its sole discretion may also determine 
that no performance condition will apply to all or some of  
the award
remuneration policy report continued  47
ruspetro plc annual report and accounts 2013
strategic report
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financial statements
element purpose and link to strategy operation maximum opportunity performance measures
annual 
bonus
• to incentivise and reward the achievement of 
both corporate and individual performance 
measures
• kpis are consistent with the company’s 
shortterm and mediumterm objectives
• awarded annually usually based on performance in the 
annual bonus year
• the relevant bonus year runs from 1 january to 31 december 
• targets are set annually by the committee and are assessed 
following the year end
• bonuses may be paid either in cash or in shares in the 
company at the committee’s discretion following the 
committee’s determination of bonus levels 
• where the committee decides to make awards in shares 
these may be deferred to such later date as the committee 
determines in such circumstances share awards may 
incorporate the right to receive the value of dividends  
which may assume reinvestment of those awards in the 
company’s shares 
• the committee may take such action as it considers 
appropriate to claw back any bonus paid or payable if  
events happen which may have an effect on bonus awards
• maximum award opportunity in respect of each bonus year is 
150 of salary for the executive directors
• the committee determines the precise measures at the  
start of each year ensuring that these are aligned to the 
company’s key strategic objectives for the year
• these will usually include production measures financial 
measures and key strategic and operational milestones  
the award based on overall company performance may be 
adjusted to reflect the executive’s individual contribution
• production and financial metrics will usually account for at 
least 40 of the award
• financial measures will be based on a sliding scale from 
threshold to maximum performance 
• all payments are subject to the committee’s discretion
• where the committee reasonably determines that any 
performance condition is no longer a fair measure of 
performance the committee may a waive that condition or  
b amend it provided that the amended performance condition 
is in the opinion of the committee a fairer measure
• the committee in its sole discretion may also determine 
that no performance condition will apply to all or some of  
the award
performance 
share plan
• to link a substantial proportion of reward to 
the achievement of longterm shareholder 
value creation as ruspetro moves into the 
next stage of its development
• eligible employees may receive awards the vesting of which 
is usually based on performance over a reasonable period as 
determined by the committee awards may be settled in cash 
or shares in the form of conditional share awards or nilcost 
or market value options 
• the committee sets performance targets which are assessed 
by it following the end of the relevant performance period
• the committee may determine that any awards vesting under 
the plan must be held by the company for an additional 
period following vesting before being released to directors
• share awards may be reduced or cancelled at any time prior 
to vesting at the discretion of the committee in certain 
circumstances such as a material misstatement of audited 
financial results a failure of risk management a breach of 
health and safety regulations or serious reputational damage 
to the company or one of its business units 
• awards may be a adjusted in the event of any variation of 
the company’s share capital demerger dividend in specie  
or any other exceptional event reasonably determined by the 
committee or b amended in accordance with the plan rules 
• the maximum value of shares over which an award may  
be granted in respect of any financial year of the company 
under the plan is 150 of salary for the executive directors 
subject to shareholder approval being received at the  
2014 agm 
• awards usually vest based on performance against a 
performance measure or combination of performance 
measures set by the committee 
• where the committee subsequently determines any such 
measures are no longer a fair measure it may a waive  
the target or b amend it provided that the amended  
target would be in its reasonable opinion a fairer measure 
in accordance with the rules of the plan 
• in 2014 the award will be based solely on the company’s 
share price performance 25 of the award will vest for 
threshold performance increasing on a straightline basis  
up to 100 for exceptional performance
• the committee in its sole discretion may also determine 
that no performance condition will apply to all or some of  
the award 48
ruspetro plc annual report and accounts 2013
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notes to the policy table
performance measures 
annual bonus plan the actual bonus measures and targets are set 
by the committee at the start of each year to ensure that executive 
directors are appropriately focused on the company’s shortterm 
and mediumterm objectives the aim is to provide an appropriate 
balance between incentivising the achievement of annual production 
and financial targets and to deliver key strategic and operational 
milestones this balance allows the committee to effectively reward 
performance against the key elements of our strategy 
in exceptional circumstances the committee reserves the 
flexibility to make a minority element of the bonus not subject  
to any performance conditions such circumstances will include 
situations where retention of management is considered to be a 
key priority for the year and where this is considered to be in the 
best interests of the company’s shareholders
performance share plan ‘psp’ the committee considers that 
performance measures based on either financialoperational 
performance and on value delivered to shareholders would be 
appropriate for the psp the exact measures are chosen to be 
aligned with the longterm strategy of the company however  
the committee considers that strong performance under these 
measures should result in sustainable value creation for both 
shareholders and executive directors 
provisions for the recovery of sums paid and the withholding  
of payments apply to payments in the manner explained in this 
report there are no other such provisions relating to directors
legacy plans
the committee reserves the right to make any remuneration 
payments and payments for loss of office notwithstanding that 
they are not in line with the policy set out above where the terms 
of the payment were agreed i before the policy came into effect 
or ii at a time when the relevant individual was not a director of 
the company and in the opinion of the committee the payment 
was not in consideration for the individual becoming a director  
of the company for these purposes ‘payments’ includes the 
committee satisfying awards of variable remuneration and  
in relation to an award over shares the terms of the payment  
are ‘agreed’ at the time the award is granted
recruitment policy
the committee’s policy on recruitment is to offer remuneration 
packages which facilitate the employment of individuals with the 
requisite knowledge expertise and experience to deliver the 
company’s strategic objectives when appointing a new executive 
director the committee seeks to ensure that remuneration 
arrangements are appropriate and in the best interests of both  
the company and its shareholders 
generally pay on recruitment will be consistent with the usual 
policy for executive directors as set out in the policy table above 
however the committee may in its absolute discretion include 
remuneration components or awards which are not set out in  
the policy table where this would facilitate the recruitment of 
candidates of an exceptional calibre and skillset including 
market competitive pension arrangements where necessary  
the committee will ensure that this is only done where there is a 
genuine commercial need and where this is in the best interests of 
the company and its shareholders the absolute maximum level 
of variable pay set on recruitment will be in accordance with the 
policy table the committee does not propose to make any 
nonperformance related payments on recruitment 
in certain circumstances the committee may need to buyout 
longterm incentive arrangements relinquished on leaving a 
previous employer when doing so the committee will take a 
number of relevant factors into account including but not limited 
to performance conditions attached to these awards and the time 
and likelihood of vesting any payments or awards made under 
these circumstances are excluded from the maximum level of 
variable remuneration referred to above
the committee may in a recruitment scenario rely upon the 
listing rules exemption from shareholder approval to implement 
arrangements to facilitate the recruitment of a director
service contracts
each of the executive directors has a uk plc and a russian 
service contract details of which are shown below
uk plc contracts
name commencement of appointment date of service contract notice period by either party
john conlin 17 december 2013 31 january 2014 6 months
tom reed 1 december 2011 16 december 2011 12 months
alexander chistyakov 1 december 2011 12 january 2012 12 months
russian contracts
name commencement of appointment date of service contract notice period by either party
john conlin 1 december 2013 11 december 2013 6 months
tom reed 1 june 2011 1 january 2012
fixed term contract which 
expires on 31 may 2014 
alexander chistyakov 12 june 2012 12 june 2012 none
  in accordance with russian law relating to the termination of general directors it is anticipated that no more than three months’ average salary will be payable on 
termination provided the reasons for such termination comply with russian law the average salary is calculated on the basis of certain payments made to the employee 
in the preceding 12 months which includes base salary and certain other payments such as bonus payments received during the 12 months preceding termination 
remuneration policy report continued  49
ruspetro plc annual report and accounts 2013
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financial statements
since the end of the financial year the company has renewed 
tom reed’s russian contract for a further period of three years 
on the same terms as the previous contract 
both alexander chistyakov and tom reed have agreed that with 
effect from 1 april 2014 their notice periods under their uk 
contract will be reduced to six months’ notice by either party the 
company may terminate employment under the uk contracts by 
making a payment in lieu of the individual’s notice period plus  
the cost to the company of providing the contractual benefits  
for the notice period the executive directors do not have any 
contractual entitlement to any bonus amounts under the annual 
bonus plan or the vesting of awards under the psp upon 
termination of employment
in respect of the russian contracts there is no equivalent right  
to bring the fixed term contract to an immediate end a director’s 
contract can be brought to an immediate end in limited 
circumstances provided the reasons for such termination comply 
with russian law in addition contracts may be terminated by 
mutual agreement of the parties on payment of six months’ salary
copies of the executive directors’ service contracts are available 
from the company secretary
policy on payment to executive directors for loss  
of office
the committee takes a number of factors into account when 
determining leaving arrangements for executive directors
• the committee will give due consideration to the 
circumstances under which a director left 
• the committee must satisfy any contractual obligations 
agreed with the executive director this is dependent on the 
contractual obligations i not being in contradiction with the 
policy set out in this report or ii if so not having been 
entered into or amended on or after 27 june 2012 in 
accordance with the relevant legislation
in such circumstances the committee may use its discretion to 
determine that an executive director may be eligible to receive  
an appropriate bonus amount for the year in which he left  
which would be subject to performance up to the date of 
termination and prorated for time unless the committee 
determines otherwise the committee may also approve a 
contribution towards a departing executive’s legal or other 
professional costs where appropriate 
details on the treatment of the incentive plans operated by the 
company on the departure of executive directors are set out in 
the table below
plan good leaver reasons treatment for good leavers treatment for other leavers
annual bonus 
plan
• illness injury or disability
• employing company ceasing to be 
under the control of the company
• transfer of employing business 
outside group
• any other reason at the 
committee’s discretion
• death
bonuses may be paid at the  
discretion of the committee
unvested deferred awards will vest  
in full on the normal vesting date or 
earlier in full or in part at the 
committee’s discretion 
if a participant dies deferred  
awards which have not yet vested  
vest in full on death
unless the committee determines 
otherwise any entitlement to a bonus 
or rights to receive deferred bonus 
shares will be forfeited for leavers 
prior to the normal payment date 
performance 
share plan
• illness injury or disability
• redundancy
• employing company ceasing to be 
under the control of the company
• transfer of employing business 
outside group
• any other reason at the 
committee’s discretion
• death
awards may either vest at the normal 
vesting date or at the time of cessation 
at the committee’s discretion
the award shall vest to the extent to 
which the performance condition has 
been met where the condition is 
assessed early in such manner as the 
committee considers reasonable
where the awards vest in these 
circumstances awards will also vest  
pro rata to reflect the elapsed proportion 
of the performance period unless the 
committee determines otherwise in 
relation to a particular grant
in the case of death awards vest to the 
extent performance conditions have 
been met as determined by the 
committee and reduced pro rata to 
reflect the number of complete months 
elapsed in the vesting period 
awards lapse in full 50
ruspetro plc annual report and accounts 2013
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financial statements
executive chairman – alexander chistyakov chief executive officer – john conlin chief financial officer – tom reed
0
500
1000
1500
2000
2500
3000
3500
810k
1401k
1710k
75
25
44
14
37
5
36
12
36
16
1110k
2554k
3210k
100 43
52
5
35
49
16
1187k
2076k
2541k
75
25
43
38
14
5
35
12
37
16
minimum in line with
expectations
maximum
performance
minimum in line with
expectations
maximum
performance
minimum in line with
expectations
maximum
performance
fixed pay – regular
’000
fixed pay – irregular
performancerelated annual bonus
longterm incentive
fixed pay – regular
fixed pay – irregular
performancerelated annual bonus
longterm incentive
fixed pay 
annual bonus
longterm incentive
change of control
bonus
in the event of a takeover or merger the committee may make bonus awards early having made such adjustments to the size of  
awards and any relevant performance targets as it considers appropriate where bonus awards are made in shares in the event of any 
variation of the company’s share capital demerger special distribution change of control delisting or other transaction which would 
in the opinion of the committee affect the current or future value of shares the committee may allow awards to vest early or amend 
the terms of any such awards 
psp
in the event of a takeover of the company outstanding awards under the psp will vest on the date on which the change of control occurs 
taking into account the extent to which any performance condition has been satisfied the level of vesting of awards may also be reduced 
in these circumstances at the committee’s discretion alternatively awards may be exchanged for shares in the acquiring company 
in the event of a demerger special distribution or other transaction or arrangement that in the opinion of the committee would affect 
the current future value of the awards the committee may allow awards to vest on the same basis as for a takeover 
illustration of the remuneration policy
the charts below illustrate the values of the remuneration package for the executive directors under various performance scenarios in 2014
remuneration policy report continued
the illustrations for 2014 are based on the following assumptions
minimum in line with expectations maximum
fixed pay regular base salary as at 1 january 2014 
the annual value of benefits has been estimated at 60000 
fixed pay irregular the discretionary bonuses of 200000 and 300000 to be paid to alexander chistyakov and tom reed 
respectively subject to continued employment until the end of 2014 have been included as part of fixed pay 
for the purposes of this illustration this will not form part of our regular fixed pay policy going forward
performancerelated  
annual bonus
none 125 of salary ceo95 of salary 
other directors
150 of salary ceo114 of salary 
other directors 
other directors’ performancerelated annual bonus potential is lower than  
the equivalent figure for the ceo in 2014 due to the discretionary bonuses 
described above the committee reserves the right to offer a standard level  
of performancerelated annual bonus potential to all directors in future years
performance share plan none 25 vesting under the psp 100 vesting under the psp 
the charts show share options granted under the psp in 2014 which have 
been valued at a third of the ‘face value’ of 150 of salary at maximum in line 
with the methodology set out by the financial reporting lab however the 
committee reserves the right to grant conditional awards of shares under the 
psp in the future
no share price growth has been assumed in this illustration psp awards in this illustration assume that shareholder approval is 
received at the 2014 agm for an increase in the size of permitted awards to the executive chairman and the cfo  51
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financial statements
policy table – nonexecutive directors
role purpose operation
nonexecutive director fees to enable the company to attract and retain high 
calibre nonexecutive directors with substantial 
experience of leading and advising large 
international companies within the company’s 
sector and with russian and uk experience
fees may be paid in cash in shares in the 
company or a mixture of both taking account 
of the typical time commitment and the 
level of involvement required as well as the 
challenging sector and geography within 
which the company operates insofar as this 
impacts the demands placed on the role 
the company’s articles of association do 
not set a maximum level of fees payable
in addition to the basic nonexecutive 
director fee additional fees may be paid 
for the performance of special services 
including but not limited to the election of one 
of their number as chairman of the board 
as senior independent director or to the 
chairmanship of any committee details of 
fees payable in 2014 are set out on page 55
fees are determined by the chairman of 
the board except in relation to his or her 
own fees and the executive directors 
and are reviewed periodically 
benefits to reimburse nonexecutive directors for 
reasonable expenses where relevant
nonexecutive directors are reimbursed for 
travel and accommodation expenses incurred in 
connection with their duties eg for attendance 
at board and board committee meetings if any 
such expenses are recognised as a taxable benefit 
then the nonexecutive directors may receive 
the grossedup costs of the expense as a benefit
nonexecutive director letters of appointment
nonexecutive directors do not have service contracts and their terms are set out in a letter of appointment each appointment is for 
an initial term of three years subject to reelection at each agm and may be terminated by either party on one month’s notice other 
than the former chairman christopher clark whose notice period was set at three months by either party nonexecutive directors 
are not entitled to any compensation on leaving the board but may in certain circumstances receive their fee during the notice 
period copies of the letters of appointment for nonexecutive directors are available from the company secretary details of each 
nonexecutive director’s date of appointment and notice period are set out below
name commencement of appointment date of letter of appointment notice period
unexpired term as at  
31 december 2013
james mcburney 2 december 2011 9 december 2011 1 month 12 months
robert jenkins 2 december 2011 9 december 2011 1 month 12 months
frank monstrey 1 august 2013 30 july 2013 1 month 31 months
kirill androsov 1 august 2013 30 july 2013 1 month 31 months
maurice dijols 6 november 2013 5 november 2013 1 month 34 months 52
ruspetro plc annual report and accounts 2013
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consideration of pay and conditions elsewhere in  
the company
when considering the remuneration arrangements for the 
company’s executive directors the committee gives due regard 
to the pay and conditions of employees throughout the company 
the committee recognises that the roles and responsibilities of 
executive directors are such that the structure of remuneration 
will be different from that of the wider employee population  
with a greater proportion of executive director remuneration 
being linked to the financial performance of the company  
the committee is advised of the salary increases across the 
company when considering executive directors’ salaries and 
while due regard is given to employee views the committee  
does not directly consult with employees on executive 
remuneration matters
remuneration arrangements across the company
the remuneration policy for our executive directors has been 
designed in line with the remuneration philosophy and principles 
that underpin remuneration for the wider group while the 
structure may differ all reward arrangements are built around 
the common objectives and principles outlined below
• reward should be driven by performance – rewards provided 
through the remuneration policy are fairly earned and justified 
by performance to that effect a proportion of remuneration 
should be performancerelated and linked to both individual 
and corporate performance the intention is to ensure that 
individuals are rewarded based on their contribution to the 
group and on the success of the group
• pay should be competitive in the relevant market – rewards 
are intended to be competitive in the market without paying 
more than is necessary to recruit and retain individuals 
within this framework reward packages may differ based  
on the location seniority and level of responsibility of  
each individual
consideration of the views of our shareholders
the committee is committed to ongoing dialogue with our 
shareholders and welcomes comments on our remuneration 
policy and its application we would normally seek to consult 
with our major shareholders regarding any significant future 
changes to remuneration policy or arrangements
 
remuneration policy report continued  53
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
this part of the remuneration report has been prepared  
in accordance with part 3 of schedule 8 to the large and 
mediumsized companies and groups accounts and reports 
amendment regulations 2013 and 986r of the listing rules 
the annual report on remuneration will be put to an advisory 
shareholder vote at the 2014 agm the information on pages 55 
to 59 has been audited 
membership and attendance
the committee met nine times during the year under review the 
members of the committee during the year ended 31 december 
2013 together with details of their individual attendance at 
committee meetings during the year are set out below
committee member
meetings 
attended
rolf stomberg committee chairman
1
99
christopher clark 1 january 2013 to 31 july 2013 55
joe mach 1 january 2013 to 9 july 2013 45
james mcburney 1 january 2013 to 13 august 2013 66
frank monstrey from 14 august 2013
3
33
john conlin 14 august 2013 to 16 december 2013
3
33
kirill androsov from 17 december 2013
23
–
1 rolf stomberg resigned from the board and the committee on  
31 december 2013 
2 no meetings were held between the date of kirill androsov’s appointment  
to the committee and the end of the financial year
3 these directors also attended meetings as observers prior to their formal 
appointment to the committee
 
subsequent to the year end on 13 january 2014 maurice dijols 
was appointed as a member of the committee and with effect 
from 30 january 2014 as committee chairman
members of the committee are appointed by the board and at 
least two of its members are considered to be independent apart 
from committee members the former chief executive officer 
the acting ceo and chief financial officer the former hr  
hsse director and the company secretary attended meetings 
where appropriate and materially assisted the committee in  
their consideration of executive remuneration none of these 
individuals were present at any part of the meeting in which  
their own compensation was discussed 
role and activities of the remuneration committee 
the role of the committee is to determine the remuneration policy 
of the company in order to facilitate the recruitment retention 
and motivation of the executive directors and key senior 
management the policy is reviewed at least annually in order to 
ensure that it remains consistent with the business strategy and 
appropriate for a company of its size and development 
the committee’s full terms of reference are reviewed regularly 
and are available on the company’s website
during the year the committee considered a number of issues 
including to
• assess the performance of executive directors and determined 
annual bonuses for 2013
• establish the executive directors’ key performance indicators 
for 2014
• set bonus targets for the executive directors for 2014
• review and determine that all executive directors should 
receive part payment of remuneration in ruspetro plc shares 
until 31 march 2014 
• review remuneration benchmarking for executive directors 
and senior management and determine base salaries for 
executive directors
• consider remuneration market trends and corporate 
governance developments 
• review and revise the company’s remuneration policy 
• approve a long term incentive plan policy
• approve and establish an employee benefit trust 
• review the revised remuneration reporting regulations and
• review committee effectiveness
advisers to the committee
during the year the committee received independent advice on 
executive remuneration matters from deloitte llp during the 
year deloitte’s executive compensation practice provided advice 
in relation to a number of factors total fees for advice provided 
during the year were £38700 of which the majority related to 
advice on compliance with new legislation on directors’ 
remuneration the committee is satisfied that the advice they 
have received has been objective and independent deloitte  
is a founding member of the remuneration consultants group 
and adheres to its code in relation to executive remuneration 
consulting in the uk in addition to these services other parts of 
deloitte llp provided unrelated taxation services to the group 
the committee does not consider there to be any conflict of 
interest in this regard
in addition the committee received independent advice from 
white  case llp in connection with the preipo share options 
the shares in lieu of pay arrangement and the performance  
share plan
implementation of remuneration policy in 2014
base salary
the table below shows base salaries for 2014 
base salary from 1 january 2014
us’000 uk salary
russian 
salary total salary
john conlin 200000 850000 1050000
tom reed 200000 627000 827000
alexander chistyakov 250000 300000 550000
 from 1 april 2014 john conlin’s total salary will reduce to us970000 as a 
result of a reduction in his uk salary to us120000
annual report on remuneration 54
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
until 31 march 2014 john conlin and tom reed received their entire uk salary pro rata in company shares and alexander 
chistyakov received 40 of his uk salary pro rata in company shares as a result john conlin and tom reed will receive 24711 
ordinary shares each in lieu of 50000 of uk salary and alexander chistyakov will receive 12355 ordinary shares in lieu of 25000 
of uk salary from 1 april 2014 john conlin tom reed and alexander chistyakov’s uk salaries will revert to being paid entirely in 
cash with payments made on a monthly basis 
benefits
there will be no changes to the benefits package for executive directors in 2014
annual bonus
in 2014 the annual bonus for executive directors will be up to 150 of salary and consist of two parts as detailed below
‘performance’ bonus
for this portion of the bonus the maximum opportunity for the ceo will be 150 of salary with a target opportunity of 125 and for 
the other executive directors the maximum opportunity will be 114 of salary with a target of 95 the table below provides further 
information on the kpis and targets against which performance will be measured 
kpi target performance weighting description
average production 4233 bd avg 20 –
capexbbl 47bbl 20 drilling capex and engineering capex
operating costbbl 32bbl 15 production opex and sa opex
funding the business trade and strategic deal targets 25 funding
cash management
trade debt financing or joint ventures
payables and treasury cash management
hse no serious incidents or spills 10 safety
environment
incidents and ltis
limited oil spills and co
2
 emissions
business integrity strict adherence 10 licences in good standing 
legal robustness 
procurement 
legislative relationships 
governance 
licences permits and renewals 
penalties fines and violations 
acl adherence and competitiveness 
russia fca and uk code 
ukba fcpa rf bribery laws 
‘discretionary’ bonus – for 2014 only
alexander chistyakov and tom reed will receive a ‘discretionary’ bonus of us200000 and us300000 respectively in 2014 this 
award will be dependent on continued employment with the company until the end of the calendar year the committee is satisfied 
that there is a need to ‘lock in’ these individuals if we are to realise the company’s full potential and as such a bonus of this nature  
is justified
performance share plan
in 2013 the maximum potential award levels for the chief executive officer and other executive directors were 150 and 125  
of salary respectively shareholder approval is being sought at the 2014 agm to increase this maximum to 150 of salary for all 
directors conditional awards have been granted at this level for 2014 but should shareholder approval not be obtained the portion  
of the award above 125 will lapse in respect of the chief finance officer and executive chairman
awards take the form of a notional number of share options the notional share options will have an exercise price of 33p compared  
to a share price at the date of grant of 2475p directors will only be able to realise value from the increase in share price above the 
exercise price vesting will be on a straight line basis and is dependent on the company’s performance against a share price target  
as set out in the table below
share price at the end of the performance period 495p 495p 66p 825p 99p
 vesting 0 25 50 75 100
the committee believes that share price growth is the most appropriate measure of performance for the year ending 31 december 
2014 given the current price of a ruspetro plc share by setting this as the performance measure for the psp executive directors  
will be encouraged to deliver strong share price growth as a priority the share price used to assess performance will be the average 
for the 90 days ending on 31 december 2014 however in order to fully align the interests of executive directors with those of our 
shareholders the executive directors will not be able to exercise any resulting award for a further three years ie until at least four 
years after grant not only will this incentivise directors to increase share price as a priority over the coming 12 months but will also 
encourage them to maintain a strong share price over the longer term on exercise the gain in the notional share options will be 
payable wholly in cash 
annual report on remuneration continued  55
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
given that full vesting of this award will only be achieved where the share price has increased significantly over a 12month period 
the committee considers the target to be extremely stretching 
nonexecutive director remuneration
the nonexecutive directors have agreed to reduce their basic fee and additional fees for committee membership with effect from 
1 january 2014 therefore the fees for the nonexecutive directors will be payable wholly in cash at the levels set out below
2014 fees  
us
nonexecutive director basic fee 120000
additional fee for chairmanship of the audit committee 20000
senior independent director includes basic fee for appointment as nonexecutive director 140000
single total figure of remuneration
the following table sets out the total remuneration for executive directors and nonexecutive directors for the year ended  
31 december 2013 with prior year figures also shown 
salaryfees
1
benefits
2
annual bonus
3
lti awards
4
total
us’000 2013 2012 2013 2012 2013 2012 2013 2012 2013 2012
executive 
directors
john conlin
5
58 – 5 – – – – – 63 –
tom reed 696 883 45 27 – – – – 741 910
alexander chistyakov 420 615 60 30 – – – – 480 645
nonexecutive 
directors
rolf stomberg 221 288 – – – – – – 221 288
robert jenkins 198 273 – – – – – – 198 273
james mcburney 187 268 – – – – – – 187 268
frank monstrey
6
59 – – – – – – – 59 –
kirill androsov
6
54 – – – – – – – 54 –
maurice dijols
7
21 – – – – – – – 21 –
directors who 
resigned during  
the year
don wolcott
89
680 1433 34 36 – – – – 714 1469
christopher clark
10
259 576 – 12 – – – – 259 588
joe mach
8
102 240 – – – – – – 102 240
james gerson
10
93 200 – – – – – – 93 200
1  the salaryfees figure in the table above comprise total salaryfees payable and include cash payments and the value of shares in lieu of salaryfees during the year and 
with the agreement of the directors in place at that time the committee determined that from 1 april 2013 or later in the case of directors who joined the company 
after this date a portion of directors’ salaries or fees would be paid in shares salaries and fees were converted into ruspetro plc shares at the 2012 ipo price being 134 
pence per share these shares are valued in this table at 1525 pence each being the closing midmarket share price on 31 march 2014 further details on the 2013 
salaries of the executive directors are set out in the ‘additional disclosures’ section below
2  benefits relate to the cost to the company of items such as medical insurance life insurance permanent health insurance housing allowance and private travel allowance
3  no annual bonus paid in 2013 or 2012
4  no psp awards with performance conditions vested during the years ended 31 december 2012 or 31 december 2013 
5  john conlin was appointed to the board as a nonexecutive director on 1 august 2013 and was subsequently appointed as ceo on 17 december 2013 the fees shown are 
in relation to his nonexecutive fees prior to his appointment as ceo and the uk element of his ceo salary paid in shares for the period from 17 to 31 december 2013 
john conlin did not receive any salary in relation to his russian contract in 2013 
6  frank monstrey and kirill androsov were appointed as directors on 1 august 2013
7 maurice dijols was appointed as a director on 6 november 2013
8  don wolcott and joe mach resigned as directors on 9 july 2013
9  don wolcott’s salary is shown in this table based only on the cash value for the period he was a director the company is in discussion with don wolcott as to the precise 
form of his salary payment post 1 april 2013
10 christopher clark and james gerson resigned as directors on 31 july 2013 56
ruspetro plc annual report and accounts 2013
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financial statements
additional disclosures in respect of the single total 
figure of remuneration table
base salary and fees
set out below are details of the basic salaries for each executive 
director who served during 2013 either in whole or in part 
salaries are set in us dollars for the uk contract and russian 
roubles for the russian contract although paid in us dollars 
any difference in the disclosures in the 2012 annual report  
relate to changes in the usrur exchange rate
• between 1 january and 13 august 2013 alexander 
chistyakov’s annual salary was us500000 which consisted 
of a uk salary of us200000 and a russian salary of 
us300000 following his appointment as executive 
chairman his uk salary was increased to us250000 to 
reflect the significant increase in scope and responsibilities  
as well as the additional time commitment required there 
was no change to his russian salary
• john conlin was appointed as a nonexecutive director on  
1 august 2013 receiving an annual fee of us200000  
pro rata on 17 december 2013 john was appointed  
as the company’s chief executive officer with a salary of 
us1050000 consisting of a uk salary of us200000 and  
a russian salary of us850000 john has agreed a reduction 
in his overall basic salary with effect from 1 april 2014 at that 
date his uk salary element will reduce to us120000 while 
his russian salary element remains at us850000 giving an 
overall basic salary of us970000
• tom reed’s salary throughout the year was us827000 
which consisted of a uk salary of us200000 and a russian 
salary of us627000 the committee considered that the 
salary payable to tom remained appropriate during his tenure 
as acting ceo and therefore did not award any increase for 
that period
• don wolcott’s salary prior to his resignation was 
us1360000 which consisted of a uk salary of us200000 
and a russian salary of us1160000 the figures in the table 
above only relate to the period prior to his resignation as a 
director of the company
• in making decisions regarding basic salary the committee has 
taken a number of factors into account including market data 
wider employee pay current business conditions and the 
unique circumstances of the business
for the period from 1 january to 31 march 2013 all executive 
salaries were paid entirely in cash with effect from 1 april 2013 
with the agreement of the executive directors in place at that 
time the committee determined that each director’s uk salary 
would be paid in shares with salaries converted into shares  
at the 2012 ipo price being 134 pence per share for the year 
ending 31 march 2014 the committee considered that paying 
part of the salary in the form of shares would strengthen the link 
between the interests of the directors and those of the company’s 
shareholders whilst also demonstrating the board’s confidence  
in the company’s potential this reduction resulted in a cash  
cost saving of approximately us1 million when alexander 
chistyakov’s salary was reviewed following his appointment as 
executive chairman it was agreed that us100000 of the uk 
salary payable from 1 august 2013 equating to 40 of his uk 
salary would be paid in shares with the remainder paid in cash
as a result of this determination on 31 march 2014 or shortly 
thereafter in relation to their 2013 salary alexander chistyakov 
will receive 55599 ordinary shares in the company john conlin 
will receive 21453 ordinary shares in the company part of 
which relates to shares issued in lieu of his nonexecutive 
director fee and tom reed will receive 74133 ordinary shares  
in the company the company is in discussions with mr wolcott 
regarding the precise form of his salary payment for the period 
post 1 april 2013
with regard to the nonexecutive directors all fees were paid in 
cash for the period from 1 january to 31 march 2013 with effect 
from 1 april 2013 and with the agreement of all the non
executive directors the board determined that 40 of each 
nonexecutive director’s fees for the remainder of 2013 would  
be paid in shares at the same conversion rate as for the executive 
directors above 
as a result the following shares will be released to the non
executive directors on 31 march 2014 or shortly thereafter
director period of eligibility
number of 
shares
robert jenkins 1 april – 31 december 2013 38605
james mcburney 1 april – 31 december 2013 37066
rolf stomberg 1 april – 31 december 2013 44480
frank monstrey 1 august – 31 december 2013 17689
maurice dijols 6 november – 31 december 2013 5322
chris clark 1 january – 31 october 2013 64117
joe mach 1 april – 9 july 2013 13030
 includes shares in relation to his notice period
due to their relationship with limolines neither kirill androsov 
nor james gerson is able to receive ordinary shares in the 
company the company will therefore transfer the cash value of 
the ordinary shares due to them being 16474 shares and 13179 
shares respectively on 31 march 2014 or shortly thereafter
benefits in kind
the single total figure of remuneration table on page 55 sets out 
the total amount of benefits received by each executive director 
during the year executive directors received private medical 
insurance cover life insurance permanent health insurance 
housing allowance and the cost of the preparation of tax returns 
to the relevant tax authorities 
the company does not operate any pension plans for executive 
directors or any other employees
annual report on remuneration continued  57
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
annual bonus
the target bonus for 2013 was 100 of base salary for the ceo and 75 of base salary for the other two executive directors with a 
maximum opportunity of 150 and 100 of base salary respectively
the actual bonus payable in respect of 2013 has been determined by the committee taking into account the following factors
kpi and target weighting performance outcome
production in excess of 3200 bopd 25 the final production rate averaged a daily rate of 4800 bopd
ebitda of us123 million 125 ebitda exceeded target
hse zero fatalities 125 zero hse fatalities
strategic transaction 50 although a number of strategic options involving the sale of assets and a 
farmin have been progressed during the year no transformation 
transaction was completed or presented to the board for approval prior to 
the end of 2013
the committee retains overall discretion to adjust awards 
including a recommendation that no payment or award be 
granted dependent on its assessment of exceptional items  
such as major health safety and environmental incidents  
major changes in oil price or actions by third party companies 
despite satisfying three of the required kpi targets the 
committee determined that in the light of overall company 
performance no payments should be awarded to the executive 
directors under the 2013 annual bonus plan
performance share plan 
no awards were granted under the psp in 2013
outstanding awards – preipo options
prior to the company’s ipo on the london stock exchange  
the company granted market priced options to don wolcott and 
tom reed on 17 january 2012 with an exercise price equal to  
the ipo offer price these awards were intended to enhance the 
alignment between executive directors and shareholders as the 
inherent share price hurdle will ensure that rewards will only be 
earned if shareholder value has been created in addition these 
options were intended to reward the contribution of the directors 
in preparing the company for ipo 
these options vest onethird annually on the first second and 
third anniversaries of the date of grant but can only be exercised 
between the third and tenth anniversary of the date of grant  
the vesting of these options is not subject to the satisfaction  
of any performance criteria other than continued employment 
the number of options granted to each executive director is 
shown on page 58 of the report
directors’ external appointments
with the agreement of the chairman or in the case of the executive 
chairman the senior independent director executive directors 
may normally be permitted to take one nonexecutive directorship 
in a uk listed company outside the group such appointments  
must be notified to the board as a whole and the time commitment 
required for the appointment is taken into consideration  
executive directors may retain fees for external appointments
during the year ended 31 december 2013 or in the case of john 
conlin since his appointment as chief executive officer none of 
the company’s executive directors held any such directorship
payments to past directors
no payments other than those disclosed below have been made to 
past directors during the year
payments for loss of office
don wolcott’s leaving arrangements
prior to his departure on 9 july 2013 don wolcott was employed 
under two separate employment contracts a russian contract 
and a uk contract 
his russian contract was for a fixed term and expires on 19 april 
2014 following his departure on 9 july 2013 he continued to 
receive a monthly salary and benefits for the remainder of his 
contract which comprises us858441 for salary and us15871 
for benefits
the company is in discussions with mr wolcott regarding his 
entitlement to payment for loss of office when his uk contract 
was terminated the maximum sum payable to mr wolcott would 
be 12 months’ base salary related benefits and a contribution 
towards professional costs
don wolcott was granted share options prior to the company’s 
ipo on the london stock exchange under the terms of the 
scheme a third of these vested on the first anniversary of the 
grant and he will be entitled to exercise these at any time until 
january 2022 the remaining options lapsed upon his departure 
from the company details of these awards are set out in the 
table headed ‘outstanding share option awards to executive 
directors’ on page 58
christopher clark
in accordance with his letter of appointment christopher clark 
received three months’ pay in lieu of notice on his departure  
the total sum paid to him in lieu of notice was us90371 58
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
statement of directors’ shareholdings and share interests
directors’ shareholdings 
there are currently no shareholding guidelines in place for directors the directors’ shareholding in the company as at 31 december 
2013 or the date of resignation for those directors who stood down during the year are set out below 
shareholding as 
at 31 december 
2013 or date of 
resignation if 
earlier share options
1
alexander chistyakov 13758687 –
john conlin – –
tom reed 3271440 4145053
robert jenkins 100000 –
james mcburney 40000 –
frank monstrey – –
kirill androsov
2
90150000 –
maurice dijols 175000 –
rolf stomberg 100000 –
former directors
christopher clark 100000 –
donald wolcott 12786288 2072526
joe mach – –
james gerson
2
90150000 –
1  no performance conditions apply to the share options which vest in equal tranches over a threeyear period from grant being 17 january 2012 the share options will be 
exercisable on 17 january 2015
2  limolines owns 90150000 shares kirill androsov and previously james gerson are deemed to be beneficially interested in such shares by virtue of their relationship 
with limolines
subsequent to the year end on 30 january 2014 alexander chistyakov john conlin and tom reed were awarded conditional awards 
over a maximum of 2011667 ordinary shares 3840456 ordinary shares and 3024816 ordinary shares respectively under the 
terms of the psp 
between the end of the financial year and the date of this report there have been no changes to the shareholdings of the continuing 
directors however on 31 march 2014 the directors became entitled to the shares which are being issued in lieu of salary as set out  
on page 56 and which will be released as soon as practicable
outstanding share option awards to executive directors
director date of grant
number of 
options 
granted
options 
exercised in 
the year
options 
vested in the 
year
options 
lapsed in the 
year
unvested 
options 
outstanding 
at year end
exercise  
price  
p
date from 
which 
exercisable expiry date
tom reed 17 jan 2012 4145053 – 1381684 – 2763369 134 17 jan 2015 17 jan 2022
don wolcott 17 jan 2012 6217579 – 2072526 4145053 – 134 17 jan 2015 17 jan 2022
options vest onethird annually on the first second and third anniversaries of date of grant the exercise of these options is not 
subject to the satisfaction of any performance criteria 
the highest and lowest closing prices for the company’s shares during the year ended 31 december 2013 were 835p and 1475p 
respectively the closing price for a ruspetro plc share on 31 december 2013 was 275p 
annual report on remuneration continued  59
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
historical company performance and ceo pay
total shareholder return
the chart below shows the company’s total shareholder return since trading for ruspetro shares began on the london stock 
exchange on 19 january 2012 against the ftse all share oil and gas producers index this index was chosen as it is a broad based 
index of which the company is a constituent
 
jul 13 jan 13 jul 12 jan 12
200
180
160
140
120
100
80
60
40
20
0
ruspetro plc ftse all share oil and gas producers index
total shareholder return 
dec 13
source thomson reuters datastream
historical chief executive officer remuneration outcomes
the table below shows the single total figure of remuneration for the ceo over the same period as the chart above ie over the last 
two years it is based on remuneration received by don wolcott who served as ceo of ruspetro plc until 9 july 2013 tom reed the 
acting ceo until 16 december 2013 and john conlin the current ceo 
2012 2013
us000s don wolcott don wolcott tom reed john conlin
ceo single total figure of remuneration us1469 us714 us303 us6
annual bonus payout  of maximum opportunity – – – –
psp vesting  of maximum opportunity na na na na
percentage change in remuneration of the ceo compared to employees elsewhere in the group
the table below sets out the increase in salary benefits and annual bonus for the ceo compared to that of the rest of the company’s 
employees
 change in 
base salary 
20132012
 change in 
benefits 
20132012
 change in 
annual bonus 
20132012
chief executive officer 32 50 0
all employees 12 29 11
relative importance of spend on pay
the table below illustrates the current and prior year overall expenditure on pay and distributions made to shareholders during the year
us000s 2012 2013  change
overall expenditure on pay 15609 17030 9
distributions to shareholders 0 0 0
shareholder voting
the table below outlines the result of the vote on the 2012 directors’ remuneration report at the 2013 agm
number of votes cast for against withheld
276830831 260002176 9393 16818655 607 14357614
maurice dijols
chairman of the remuneration committee
22 april 2014 60
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
independent auditor’s report  
to the members of ruspetro plc
report on the group financial statements
our opinion  
in our opinion the financial statements of ruspetro plc 
• give a true and fair view of the state of the group’s affairs as at 
31 december 2013 and of the group’s loss and cash flows for 
the year then ended
• have been properly prepared in accordance with international 
financial reporting standards ‘ifrss’ as adopted by the 
european union and
• have been prepared in accordance with the requirements of 
the companies act 2006 and article 4 of the ias regulation
this opinion is to be read in the context of what we say in the 
remainder of this report
emphasis of matter – going concern
in forming our opinion on the financial statements which is not 
modified we have considered the adequacy of the disclosures  
made in note 2 to the financial statements concerning the  
group’s ability to continue as a going concern this ability is  
dependent on whether the group can obtain additional financing  
and successfully complete its investment programme resulting  
in increase in production those conditions along with other 
matters explained in note 2 to the financial statements indicate  
the existence of material uncertainty which may cast significant 
doubt about the group’s ability to continue as a going concern  
the financial statements do not include the adjustments that would 
result if the group was unable to continue as a going concern
what we have audited
the group financial statements which are prepared by  
ruspetro plc comprise
• the consolidated statement of financial position as at 
31 december 2013
• the consolidated statement of comprehensive income  
for the year then ended
• the consolidated statement of changes in equity and 
consolidated cash flow statement for the year then ended and
• the notes to the financial statements which include the 
accounting policies and other related notes
the financial reporting framework that has been applied in their 
preparation comprises applicable law and ifrss as adopted by 
the european union
what an audit of financial statements involves 
we conducted our audit in accordance with international 
standards on auditing uk and ireland ‘isas uk  ireland’ 
an audit involves obtaining evidence about the amounts and 
disclosures in the financial statements sufficient to give 
reasonable assurance that the financial statements are free  
from material misstatement whether caused by fraud or error 
this includes an assessment of
• whether the accounting policies are appropriate to the group’s 
circumstances and have been consistently applied and 
adequately disclosed
• the reasonableness of significant accounting estimates made 
by the directors and 
• the overall presentation of the financial statements 
in addition we read all the financial and nonfinancial 
information in the annual report to identify material 
inconsistencies with the audited group financial statements  
and to identify any information that is apparently materially 
incorrect based on or materially inconsistent with the 
knowledge acquired by us in the course of performing the audit 
if we become aware of any apparent material misstatements or 
inconsistencies we consider the implications for our report
overview of our audit approach
materiality
we set certain thresholds for materiality these helped us to 
determine the nature timing and extent of our audit procedures 
and to evaluate the effect of misstatements both individually 
and on the financial statements as a whole 
based on our professional judgement we determined materiality 
for the group financial statements as a whole to be 33 million 
this represents 05 of total assets we selected total assets  
as a benchmark because revenues or profit before tax were  
not considered suitable benchmark as the company is in the 
development stage 
we agreed with the audit committee that we would report to 
them misstatements identified during our audit above 328000 
as well as misstatements below that amount that in our view 
warranted reporting for qualitative reasons
overview of the scope of our audit
the group has five reporting units ruspetro plc ruspetro 
holding limited ruspetro llc inga and transoil the group 
financial statements are a consolidation of these reporting units 
and centralised functions 
in establishing the overall approach to the group audit we 
determined the type of work that needed to be performed  
at reporting units by us as the group engagement team or 
component auditors from other pwc network firms operating 
under our instruction where the work was performed by 
component auditors we determined the level of involvement we 
needed to have in the audit work at those reporting units to be 
able to conclude whether sufficient appropriate audit evidence 
had been obtained as a basis for our opinion on the group 
financial statements as a whole 
we performed an audit of the complete financial information for 
the following reporting units
• ruspetro plc
• ruspetro llc 
• inga and 
• transoil
this together with additional procedures performed at the 
group level gave us the evidence we needed for our opinion on 
the group financial statements as a whole
   61
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
areas of particular audit focus
in preparing the financial statements the directors made a number of subjective judgements for example in respect of significant 
accounting estimates that involved making assumptions and considering future events that are inherently uncertain we primarily 
focused our work in these areas by assessing the directors’ judgements against available evidence forming our own judgements and 
evaluating the disclosures in the financial statements
in our audit we tested and examined information using sampling and other auditing techniques to the extent we considered 
necessary to provide a reasonable basis for us to draw conclusions we obtained audit evidence through testing the effectiveness  
of controls substantive procedures or a combination of both 
we considered the following areas to be those that required particular focus in the current year this is not a complete list of all risks 
or areas of focus identified by our audit we discussed these areas of focus with the audit committee their report on those matters 
that they considered to be significant issues in relation to the financial statements is set out on page 34
area of focus how the scope of our audit addressed the area of focus
going concern
we considered the directors’ decision to adopt the going concern 
basis in preparing the financial statements
we obtained the directors’ forecast of the group’s funding 
requirements for the next 12 months from the date of approval of 
these financial statements and details of the available financing 
facilities we considered whether appropriate account had been 
taken of the seasonal cash flows inherent in the group’s business 
we discussed and challenged the actions the directors said they 
could take to alter the timing andor amount of cash flows and 
the status of the directors’ negotiations with the group’s 
providers of finance our conclusion on going concern is below
carrying value of noncurrent assets
we focused on this area because the carrying value of non
current assets is us6297m and the annual impairment review 
involves complex and subjective judgements by management  
over the future results of the business
we have assessed management’s production profiles and cost 
and challenged the key assumptions for reservoirs quantities 
discount rates and other factors we also performed sensitivity 
analysis over these key assumptions having ascertained the 
extent of change in those assumptions that either individually or 
collectively would be required for the assets to be impaired we 
also considered the likelihood of such movements
risk of fraud in revenue recognition
auditing standards require that we consider the risk of fraud  
in revenue recognition we have focused on the potential 
manipulation of revenue by the manual posting of journal  
entries on top of the daytoday recording of transactions 
we tested the amount and timing of revenue recognition taking 
into account the key revenue streams contractual obligations 
and validity of manual journal entries we also tested the 
reconciliations between the revenue systems used by the group 
and its financial ledgers
management override of controls 
auditing standards require that we consider the risk that 
management may override controls within their organisation
employees in management positions are incentivised by financial 
performance measures and as a result fraud risk due to 
override of controls andor manipulation of results may  
be increased
we tested key reconciliations and manual journal entries  
we considered whether there was any evidence of bias by the 
directors in the significant accounting estimates and judgements 
relevant to the financial statements we also assessed the overall 
control environment of the group including the arrangements 
for staff to ‘whistleblow’ inappropriate actions and interviewed 
senior management and the group’s internal audit function
going concern
under the listing rules we are required to review the directors’ statement set out on page 40 in relation to going concern we have 
nothing to report having performed our review
as noted in the directors’ statement the directors have concluded that notwithstanding the existence of a material uncertainty that 
may cast significant doubt about the group’s ability to continue as a going concern it is appropriate to prepare the group’s financial 
statements using the going concern basis of accounting the going concern basis presumes that the group has adequate resources to 
remain in operation and that the directors intend them to do so for at least one year from the date the financial statements were 
signed as part of our audit we have concluded that the directors’ use of the going concern basis is appropriate
however because not all future events or conditions can be predicted these statements are not a guarantee as to the group’s ability  
to continue as a going concern refer also to the emphasis of matter described above 62
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
opinion on matter prescribed by the companies  
act 2006
in our opinion the information given in the strategic report and 
the directors’ report for the financial year for which the group 
financial statements are prepared is consistent with the group 
financial statements
other matters on which we are required to report  
by exception
adequacy of information and explanations received
under the companies act 2006 we are required to report to you 
if in our opinion we have not received all the information and 
explanations we require for our audit we have no exceptions to 
report arising from this responsibility
directors’ remuneration
under the companies act 2006 we are required to report to you 
if in our opinion certain disclosures of directors’ remuneration 
specified by law have not been made we have no exceptions to 
report arising from these responsibilities 
corporate governance statement
under the listing rules we are required to review the part of the 
corporate governance statement relating to the company’s 
compliance with nine provisions of the uk corporate 
governance code ‘the code’ we have nothing to report having 
performed our review
on page 41 of the annual report as required by the code 
provision c11 the directors state that they consider the annual 
report taken as a whole to be fair balanced and understandable 
and provides the information necessary for members to assess the 
group’s performance business model and strategy on page 34  
as required by c38 of the code the audit committee has set  
out the significant issues that it considered in relation to the 
financial statements and how they were addressed under isas 
uk  ireland we are required to report to you if in our opinion
• the statement given by the directors is materially inconsistent 
with our knowledge of the group acquired in the course of 
performing our audit or
• the section of the annual report describing the work of the 
audit committee does not appropriately address matters 
communicated by us to the audit committee we have no 
exceptions to report arising from this responsibility
other information in the annual report
under isas uk  ireland we are required to report to you if in 
our opinion information in the annual report is
• materially inconsistent with the information in the audited 
group financial statements or
• apparently materially incorrect based on or materially 
inconsistent with our knowledge of the group acquired in the 
course of performing our audit or
• is otherwise misleading
we have no exceptions to report arising from this responsibility
responsibilities for the financial statements  
and the audit
our responsibilities and those of the directors 
as explained more fully in the directors’ responsibilities 
statement set out on page 41 the directors are responsible for 
the preparation of the group financial statements and for being 
satisfied that they give a true and fair view 
our responsibility is to audit and express an opinion on the 
group financial statements in accordance with applicable  
law and isas uk  ireland those standards require us to 
comply with the auditing practices board’s ethical standards  
for auditors 
this report including the opinions has been prepared for and 
only for the company’s members as a body in accordance with 
chapter 3 of part 16 of the companies act 2006 and for no other 
purpose we do not in giving these opinions accept or assume 
responsibility for any other purpose or to any other person to 
whom this report is shown or into whose hands it may come save 
where expressly agreed by our prior consent in writing
other matter 
we have reported separately on the parent company financial 
statements of ruspetro plc for the year ended 31 december 2013 
and on the information in the directors’ remuneration report 
that is described as having been audited that report includes an 
emphasis of matter 
kevin reynard senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
aberdeen
22 april 2014
notes
a the maintenance and integrity of the ruspetro plc website is the responsibility 
of the directors the work carried out by the auditors does not involve 
consideration of these matters and accordingly the auditors accept no 
responsibility for any changes that may have occurred to the financial 
statements since they were initially presented on the website
b legislation in the united kingdom governing the preparation and 
dissemination of financial statements may differ from legislation in other 
jurisdictions 
independent auditor’s report  
to the members of ruspetro plc continued  63
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
year ended 31 december
note 2013 2012
revenue 7 79849 76230
cost of sales 8 63222 73771
gross profit 16627 2459
selling and administrative expenses 9 25146 40481
other operating expensesincome 10 2086 19170
operating loss 10605 18852
finance costs 11 32996 29815
change in fair value of call option 17 – 3240
foreign exchange lossgain net 25586 23804
other expensesincome net 10 5062 –
loss before income tax 74249 28103
income tax benefit 12 11 819
loss for the period 74238 27284
other comprehensive lossincome that may be reclassified subsequently to 
lossprofit net of income tax
exchange difference on translation to presentation currency 11063 6061
total comprehensive loss for the period 85301 21223
the entire amount of loss and total comprehensive loss for the period are 
attributable to equity holders of the company
loss per share
basic and diluted loss per ordinary share us 26 022 009
john conlin thomas reed
chief executive officer chief financial officer
the accompanying notes on pages 67 to 91 are an integral part of these consolidated financial statements
consolidated statement of comprehensive income 
for the year ended 31 december 2013 presented in us thousands except otherwise stated 64
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
31 december
notes 2013 2012
assets
noncurrent assets
property plant and equipment 13 234203 226736
mineral rights and other intangibles 14 395533 425551
629736 652287
current assets
inventories 15 1681 2567
trade and other receivables 16 6660 19721
income tax prepayment 35 37
other current assets 17 – 24
cash and cash equivalents 18 15832 34416
24208 56765
total assets 653944 709052
shareholders’ equity
share capital 19 51226 51226
share premium 220506 220506
retained loss 153106 87741
exchange difference on translation to presentation currency 35124 24061
other reserves 11759 20517
total equity 95261 180447
liabilities
noncurrent liabilities
borrowings 20 402896 348493
provision for dismantlement 21 7940 7697
deferred tax liabilities 12 83502 89900
other noncurrent liabilities 17 – 15365
494338 461455
current liabilities
borrowings 20 303 21804
trade and other payables 22 43842 39721
taxes payable other than income tax 2265 4544
other current liabilities 17 17935 1081
64345 67150
total liabilities 558683 528605
total equity and liabilities 653944 709052
john conlin thomas reed
chief executive officer chief financial officer
the accompanying notes on pages 67 to 91 are an integral part of these consolidated financial statements
consolidated statement of financial position
as at 31 december 2013 presented in us thousands except otherwise stated  65
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
notes
share  
capital
share 
premium
retained 
earnings 
loss
exchange 
difference on 
translation 
to 
presentation 
currency
other 
reserves
equity 
attributable 
to owners of 
the company
non
controlling 
interest
total  
equity
balance as at  
1 january 2012 7 49994  60208 30122 – 40329 408 40737
loss for the period – – 27284 – – 27284 – 27284
other comprehensive 
income for the period – – – 6061 – 6061 – 6061
total comprehensive 
incomeloss for  
the period – – 27284 6061 – 21223 – 21223
reorganisation of the 
group 31818 49994 249 – 18176 249 408 159
issue of share capital 19401 220506 – – – 239907 – 239907
share options of 
shareholders – – – – 9694 9694 – 9694
sharebased payment 
compensation – – – – 12035 12035 – 12035
balance as at  
31 december 2012 51226 220506 87741 24061 20517 180447 – 180447
balance as at  
1 january 2013 51226 220506 87741 24061 20517 180447 – 180447
loss for the period – – 74238 – – 74238 – 74238
other comprehensive 
income for the period – – – 11063 – 11063 – 11063
total comprehensive 
loss for the period – – 74238 11063 – 85301 – 85301
share options of 
shareholders 17 – – 8873 – 8873 – – –
sharebased remuneration 
of board of directors – – – – 115 115 – 115
balance as at  
31 december 2013 51226 220506 153106 35124 11759 95261 – 95261
john conlin thomas reed
chief executive officer chief financial officer
the accompanying notes on pages 67 to 91 are an integral part of these consolidated financial statements
consolidated statement of changes in equity 
for the year ended 31 december 2013 presented in us thousands except otherwise stated 66
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
year ended 31 december
note 2013 2012
cash flows from operating activities
loss before income tax 74249 28103
adjustments for
depreciation depletion and amortisation 13 14 21748 19762
foreign exchange lossincome 25586 23804
finance costs 11 32996 29815
change in fair value of call option 17 – 3240
gain on settlement of makayla debt 10 – 21282
sharebased payment compensation 115 12035
other operating expenses 1909 826
operating cash inflowsoutflows before working capital adjustments 8105 7511
working capital adjustments
change in trade and other receivables 1565 964
change in inventories 886 43
change in trade and other payables 7140 12259
change in other taxes receivablepayable 12347 12629
net cash flows fromused in operating activities 26913 8802
cash flows from investing activities
purchase of property plant and equipment 44106 106583
net cash used in investing activities 44106 106583
cash flows from financing activities
proceeds from issue of share capital net – 213699
repayments of loans and borrowings – 18575
interest paid – 50645
cash inflow on reorganisation – 87
other financing charges paid 20 1000 –
net cash used ingenerated from financing activities 1000 144566
net decreaseincrease in cash and cash equivalents 18193 29181
effect of exchange rate changes on cash and cash equivalents 391 3941
cash and cash equivalents at the beginning of the period 34416 1294
cash and cash equivalents at the end of the period 15832 34416
john conlin thomas reed
chief executive officer chief financial officer
the accompanying notes on pages 67 to 91 are an integral part of these consolidated financial statements
consolidated statement of cash flows 
for the year ended 31 december 2013 presented in us thousands except otherwise stated  67
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
notes to the consolidated financial statements 
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted 
1 corporate information
the consolidated financial statements of ruspetro plc the ‘company’ or ‘ruspetro’ and its subsidiaries together referred to as ‘the 
group’ for the year ended 31 december 2013 were approved by its board of directors on 22 april 2014 
the company was incorporated in the united kingdom on 20 october 2011 as a public company under the provisions of the 
companies act 2006 of england and wales the company’s registered office is 1st floor berkeley square house berkeley square 
london w1j 6bd uk
the principal activities of the group are exploration for and production of crude oil the operating subsidiaries of the group – ojsc 
inga and ojsc transoil hereinafter referred to as inga and transoil respectively hold three licences for exploration for and 
extraction of crude oil and natural gas in the khantymansiysk region of the russian federation 
details of subsidiaries consolidated within the group are as follows
effective ownership
31 december
company business activity country of incorporation
year of 
incorporation 2013 2012
ruspetro holding limited holding company republic of cyprus 2007 100 100
ruspetro llc ‘ruspetro russia’ crude oil sale russian federation 2005 100 100
inga
exploration and production  
of crude oil russian federation 1998 100 100
transoil
exploration and production  
of crude oil russian federation 2001 100 100
2 basis of preparation
these consolidated financial statements of the company including those of its subsidiaries have been prepared in accordance with 
international financial reporting standards ‘ifrss’ as adopted by the european union the consolidated financial statements are 
prepared under the historical cost convention modified for fair values under ifrs
the consolidated financial statements are presented in us dollars us and all values are rounded to the nearest thousand unless 
otherwise indicated
going concern
these consolidated financial statements are prepared on a going concern basis which presumes that the group will be able to realise 
its assets and discharge its liabilities in the normal course of business in the foreseeable future
at the reporting date the group had net current liabilities of 40137 thousand which included cash in hand of 15832 thousand
the group’s continuing operations are dependent upon its ability to make further investments in field development in order to  
grow its hydrocarbon production and sales in the short term this field development is planned to involve in particular the drilling  
of a number of horizontal wells the success of which will only be known with certainty once each well is completed in the light  
of these results the nature and extent of the group’s drilling programme may change over time with a consequent change in 
investment requirements
the group finances its exploration and development activities using a combination of cash in hand operating cash flow generated 
mainly from the sale of crude oil production prepayment from a forward oil sale agreement and additional debt or equity financing 
as required 
during 2013 management renegotiated the terms of the outstanding credit facility with sberbank with a resulting roll up of interest 
accruing in 2013 and 2014 and the deferral of its capital repayment until 2018 see note 20 and obtained us30 million as a forward 
oil sale prepayment from glencore since the year end management has agreed with sberbank to defer the exercise period for the 
outstanding put option to april 2015 at the earliest refer to note 27 and negotiated a rollover of the us30 million advance 
financing arrangement with glencore
in addition to its operational requirements the group has debt obligations falling due in april 2015 and may 2015 totalling us56 
million to meet this obligation in addition to the measures already taken described above management has commenced a number 
of negotiations to 1 secure further shareholder finance 2 obtain prepayment finance in respect of domestic crude oil 3 
renegotiate the repayment terms of the shareholder loans and 4 secure a further restructuring of the sberbank loan and deferral of 
the sberbank put option additionally management is continuing to develop and evaluate potential strategic and capital raising 
options in relation to its assets to meet its longterm debt obligations 68
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
2 basis of preparation continued
management considers that there is a material uncertainty as to the realisation of these potential financing transactions and successfully 
complete its investment programme resulting in an increase in production to meet the group’s future capital requirements their 
occurrence may also be materially affected by the results of the group’s current appraisal activity and the success of future drilling 
activities as well as by a number of economic factors to which the group’s financial forecasts are particularly sensitive such as crude oil 
prices the level of inflation in russia and foreign exchange rates the outcome of these matters is a subject of material uncertainty and 
may give rise to significant doubt as to the ability of the group to continue as a going concern 
however on the basis of the assumptions and cash flow forecasts prepared management has assumed that the group will continue  
to operate within both available and prospective facilities accordingly the group financial statements are prepared on the going 
concern basis and do not include any adjustments that would be required in the event that the group were no longer able to meet its 
liabilities as they fall due
3 summary of significant accounting policies
principles of consolidation
subsidiaries
subsidiaries are those entities in which the group has an interest of more than one half of the voting rights or otherwise has power to 
exercise control over their operations subsidiaries are consolidated from the date on which control is transferred to the group and 
are no longer consolidated from the date that control ceases 
all intercompany transactions balances and unrealised gains on transactions between group companies are eliminated unrealised 
losses are also eliminated unless the transaction provides evidence of an impairment of the asset transferred where necessary 
accounting policies for subsidiaries have been changed to ensure consistency with the policies adopted by the group 
the financial statements of the subsidiaries are prepared for the same reporting year as the company using consistent accounting policies
business combinations 
the group uses the acquisition method of accounting to account for business combinations the consideration transferred for the 
acquisition of a subsidiary is the fair values of the assets transferred the liabilities incurred and the equity interests issued by the 
group the consideration transferred includes the fair value of any asset or liability resulting from a contingent consideration 
arrangement acquisitionrelated costs are expensed as incurred identifiable assets acquired and liabilities and contingent liabilities 
assumed in a business combination are measured initially at their fair values at the acquisition date on an acquisitionbyacquisition 
basis the group recognises any noncontrolling interest in the acquiree either at fair value or at the noncontrolling interest’s 
proportionate share of the acquiree’s net assets 
the excess of the consideration transferred the amount of any noncontrolling interest in the acquiree and the acquisitiondate fair 
value of any previous equity interest in the acquiree over the fair value of the group’s share of the identifiable net assets acquired is 
recorded as goodwill if this is less than the fair value of the net assets of the subsidiary acquired in the case of a bargain purchase  
the difference is recognised directly in profit or loss 
oil and natural gas exploration evaluation and development expenditure 
oil and gas exploration activities are accounted for in a manner similar to the successful efforts method costs of successful 
development and exploratory wells are capitalised
development costs
expenditure on the construction installation or completion of infrastructure facilities such as platforms pipelines and the drilling  
of development wells including unsuccessful development or delineation wells is capitalised within oil and gas properties
property plant and equipment mineral rights and other intangibles
oil and gas properties and other property plant and equipment including mineral rights are stated at cost less accumulated 
depletion depreciation and accumulated impairment losses 
the initial cost of an asset comprises its purchase price or construction cost any costs directly attributable to bringing the asset into 
operation the initial estimate of the decommissioning obligation and for qualifying assets borrowing costs the purchase price or 
construction cost is the aggregate amount paid and the fair value of any other consideration given to acquire the asset 
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   69
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
3 summary of significant accounting policies continued
depreciation and depletion
oil and gas properties are depreciated on a unitofproduction basis over proved developed reserves of the field concerned except in 
the case of assets whose useful life is shorter than the lifetime of the field in which case the straightline method is applied mineral 
rights are depleted on the unitofproduction basis over proved and probable reserves of the relevant area
other property plant and equipment are generally depreciated on a straightline basis over their estimated useful lives as follows 
years
buildings and constructions 30–50
other property plant and equipment 1–6
major maintenance and repairs
expenditure on major maintenance refits or repairs comprises the cost of replacement assets or parts of assets inspection costs and 
overhaul costs where an asset or part of an asset that was separately depreciated and is now written off is replaced and it is probable 
that future economic benefits associated with the item will flow to the group the expenditure is capitalised where part of the asset 
was not separately considered as a component the replacement value is used to estimate the carrying amount of the replaced assets 
which is immediately written off inspection costs associated with major maintenance programmes are capitalised and amortised 
over the period to the next inspection all other maintenance costs are expensed as incurred
intangible assets
intangible assets are stated at the amount initially recognised less accumulated amortisation and accumulated impairment losses 
intangible assets include computer software
intangible assets acquired separately are measured on initial recognition at cost the cost of intangible assets acquired in a business 
combination is fair value as at the date of acquisition following initial recognition intangible assets are carried at cost less any 
accumulated amortisation and any accumulated impairment losses amortisation is calculated on a straight line basis over their 
useful lives except for mineral rights that are depleted on the unitofproduction basis as explained above
impairment of assets
the group monitors internal and external indicators of impairment relating to its tangible and intangible assets
the recoverable amounts of cashgenerating units and individual assets have been determined based on the higher of valueinuse 
‘viu’ calculations and fair values less costs to sell ‘fvlcs’ these calculations require the use of estimates and assumptions it is 
reasonably possible that the oil price assumption may change which may then impact the estimated life of the field and may then 
require a material adjustment to the carrying value of longterm assets 
given the shared infrastructure and interdependency of cash flows related to the three licences the group holds the assets are 
considered to represent one cashgenerating unit ‘cgu’ which is the lowest level where largely independent cash flows are deemed 
to exist
share option plan 
the share option plan under which the group has the ability to choose whether to settle it in cash or equity instruments at the 
discretion of the board of directors is accounted for as an equity settled transaction the fair value of the options granted by the 
company to employees is measured at the grant date and calculated using the trinomial option pricing model and recognised in  
the consolidated financial statements as a component of equity with a corresponding amount recognised in selling general and 
administrative expenses over the time share reward vest to the employee
modifications of the terms or conditions of the equity instruments granted in a manner that reduces the total fair value of the 
sharebased payment arrangement or is not otherwise beneficial to the employee are accounted for as services received in 
consideration for the equity instruments granted as if the modification had not occurred
financial instruments
a financial instrument is any contract that gives rise to financial assets or liabilities
financial assets within the scope of ias 39 are classified as either financial assets at fair value through profit or loss loans and 
receivables held to maturity investments or available for sale financial assets as appropriate when financial assets are recognised 
initially they are measured at fair value plus directly attributable transaction costs for all financial assets not carried at fair value 
through profit or loss 
the group determines the classification of its financial assets at initial recognition 70
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financial instruments carried on the consolidated statement of financial position include loans and receivables cash and cash 
equivalent balances borrowings accounts payable and put and call options the particular recognition and measurement methods 
adopted are disclosed in the individual policy statements associated with each item
an obligation to acquire own shares is classified as a liability the liability to repurchase own shares is initially recognised at the fair 
value of consideration payable being the net present value of estimated redemption amount and it is recorded as deduction of equity 
subsequent changes revision of estimate unwinding of discount are recognised in profit or loss if options are not exercised the 
amount recognised as a liability is transferred to equity
rights to acquire own shares are classified as assets the right to repurchase own shares is initially recognised at the fair value of 
consideration payable estimated using the blackscholes option pricing model and it is recorded as increase of equity subsequent 
changes revision of estimate are recognised in profit and loss
loans and receivables
loans and receivables are nonderivative financial assets with fixed or determinable payments that are not quoted in an active 
market after initial measurement loans and receivables are subsequently carried at amortised cost using the effective interest 
method less any provision for impairment
a provision for impairment is recognised when there is an objective evidence that the group will not be able to collect all amounts due 
according to the original terms of the loans and receivables the amount of provision is the difference between the assets’ carrying 
value and the present value of the estimated future cash flows discounted at the original effective interest rate the change in the 
amount of the loan or receivable is recognised in profit or loss interest income is recognised in profit or loss by applying the effective 
interest rate
cash and cash equivalents
cash and cash equivalents in the consolidated statement of financial position comprise cash at banks and on hand and shortterm 
deposits with an original maturity of three months or less 
for the purpose of the consolidated cash flow statement cash and cash equivalents consist of cash and cash equivalents as defined 
above net of outstanding bank overdrafts if any
borrowings and accounts payable
the group’s financial liabilities are represented by accounts payable and borrowings 
borrowings are initially recognised at fair value of the consideration received less directly attributable transaction costs after initial 
recognition borrowings are measured at amortised cost using the effective interest method any difference between the initial fair 
value of the consideration received net of transaction costs and the redemption amount is recognised as an adjustment to interest 
expense over the period of the borrowings
a financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires where an existing 
financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability are 
substantially modified such an exchange or modification is treated as a derecognition of the original liability and the recognition of a 
new liability and the difference in the respective carrying amounts is recognised in the profit or loss
impairment of financial assets 
the group assesses at the end of each reporting period whether there is any objective evidence that a financial asset or a group of 
financial assets is impaired a financial asset or a group of financial assets is deemed to be impaired if and only if there is an 
objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset an 
incurred ‘loss event’ and that loss event has an impact on the estimated future cash flows of the financial asset or the group of 
financial assets that can be reliably estimated evidence of impairment may include indications that the debtors or a group of debtors 
is experiencing significant financial difficulty default or delinquency in interest or principal payments the probability that they will 
enter bankruptcy or other financial reorganisation and where observable data indicate that there is a measurable decrease in the 
estimated future cash flows such as changes in arrears or economic conditions that correlate with defaults
inventories
inventories are stated at the lower of cost and net realisable value cost of inventory is determined on the weighted average basis the 
cost of finished goods and work in progress comprises raw material direct labour other direct costs and related production overheads 
based on normal operating capacity but excludes borrowing costs net realisable value is the estimated selling price in the ordinary 
course of business less the estimated cost of completion and selling expenses
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   71
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provisions 
general
provisions are recognised when the group has a present obligation legal or constructive as a result of a past event it is probable that 
an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of 
the amount of the obligation the expense relating to any provision is presented in profit or loss net of any reimbursement if the effect 
of the time value of money is material provisions are discounted using rates that reflect where appropriate the risks specific to the 
liability where discounting is used the increase in the provision due to the passage of time is recognised as finance costs
provision for dismantlement
provision for dismantlement is related primarily to the conservation and abandonment of wells removal of pipelines and other oil and 
gas facilities together with site restoration activities related to the group’s licence areas when a constructive obligation to incur such 
costs is identified and their amount can be measured reliably the net present value of future decommissioning and site restoration 
costs is capitalised within property plant and equipment with a corresponding liability provisions are estimated based on 
engineering estimates licence and other statutory requirements and practices adopted in the industry and are discounted to net 
present value using discount rates reflecting adjustments for risks specific to the obligation
adequacy of such provisions is periodically reviewed changes in provisions resulting from the passage of time are reflected in profit 
or loss each year under finance costs other changes in provisions relating to a change in the expected pattern of settlement of the 
obligation changes in the discount rate or in the estimated amount of the obligation are treated as a change in accounting estimate  
in the period of the change and are reflected as an adjustment to the provision and a corresponding adjustment to property plant  
and equipment if a decrease in the liability exceeds the carrying amount of the asset the excess is recognised immediately in profit  
or loss
taxes
income tax
the income tax expense comprises current and deferred taxes calculated based on the tax rates that have been enacted or 
substantively enacted at the end of the reporting period current and deferred taxes are charged or credited to profit or loss except 
where they are attributable to items which are charged or credited directly to equity in which case the corresponding tax is also taken 
to equity
current tax is the amount expected to be paid to or recovered from the taxation authorities in respect of taxable profits or losses for 
the current and prior periods 
deferred tax assets and liabilities are calculated in respect of temporary differences using the liability method deferred taxes provide 
for all temporary differences arising between the tax bases of assets and liabilities and their carrying values for financial reporting 
purposes except where the deferred tax arises from the initial recognition of an asset or liability in a transaction that is not a business 
combination and at the time of the transaction affects neither the accounting profit nor taxable profit or loss
a deferred tax asset is recognised for all deductible temporary differences and carry forward of unused tax credits and unused tax 
losses only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences or 
carry forward losses can be utilised 
unrecognised deferred tax assets are reassessed at the end of each reporting period and are recognised to the extent that it has 
become probable that future taxable profit will allow the deferred tax asset to be recovered
deferred tax assets and liabilities are offset when the group has a legally enforceable right to set off current tax assets and liabilities 
when deferred tax balances are referred to the same governmental body ie federal regional or local and the same subject of 
taxation and when the group intends to perform an offset of its current tax assets and liabilities 
value added tax
russian value added tax ‘vat’ at a standard rate of 18 is payable on the difference between output vat on sales of goods and 
services and recoverable input vat charged by suppliers output vat is charged on the earliest of the dates either the date of the 
shipment of goods works services or the date of advance payment by the buyer input vat could be recovered when purchased goods 
works services are accounted for and other necessary requirements provided by the tax legislation are met 
vat related to sales and purchases is recognised in the consolidated balance sheet on a gross basis and disclosed separately as a 
current asset and liability 72
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3 summary of significant accounting policies continued
mineral extraction tax 
mineral extraction tax on hydrocarbons including natural gas and crude oil is due on the basis of quantities of natural resources 
extracted mineral extraction tax for crude oil is determined based on the volume produced per fixed tax rate adjusted depending on 
the monthly average market prices of the urals blend and the rurus exchange rate for the preceding month the ultimate amount of 
the mineral extraction tax on crude oil depends also on the depletion and geographic location of the oil field mineral extraction tax 
on gas condensate is determined based on a fixed percentage from the value of the extracted mineral resources mineral extraction tax 
is accrued as a tax on production and recorded within cost of sales 
equity
share capital
ordinary shares are classified as equity incremental costs directly attributable to the issue of new shares and options are shown in 
equity as a deduction net of tax from the proceeds any excess of the fair value of shares issued or liabilities extinguishment over the 
par value of shares issued is recorded as share premium
other reserves
other reserves include a reserve on reorganisation of the group the amount of share options of shareholders and an amount related 
to fair value of directors’ options note 17
noncontrolling interests
noncontrolling interests ‘nci’ is the equity in subsidiaries not attributable directly or indirectly to the company nci at the end of 
the reporting period represents the noncontrolling shareholders’ portion of the carrying value of the identifiable assets and liabilities 
of the subsidiary nci are presented within equity separately from the equity attributable to the company’s shareholders
the group treats transactions with nci as transactions with equity owners of the group for purchases from nci the difference 
between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary is recorded in 
equity gains or losses on disposals to noncontrolling interests are also recognised in equity
revenue recognition
revenue is measured at the fair value of the consideration received or receivable for goods provided or services rendered less any 
trade discounts valueadded tax and similar salesbased taxes after eliminating sales within the group 
revenue from sale of crude oil and gas condensate is recognised when the significant risks and rewards of ownership have been 
transferred to the customer the amount of revenue can be measured reliably it is probable that the economic benefits associated with 
the transaction will flow to the group and costs incurred or to be incurred in respect of this transaction can be measured reliably if 
the group agrees to transport the goods to a specified location revenue is recognised when goods are passed to the customer at the 
designated location 
other revenue is recognised in accordance with contract terms 
interest income is accrued on a regular basis by reference to the outstanding principal amount and the applicable effective  
interest rate which is the rate that exactly discounts estimated future cash receipts through the expected life of the financial asset  
to that asset’s net carrying amount dividend income is recognised where the shareholders’ right to receive a dividend payment  
is established
leases
leases in which a significant portion of the risks and rewards of ownership are retained by the lessor are classified as operating leases 
payments made under operating leases net of any incentives received from the lessor are charged to the income statement on a 
straightline basis over the period of the lease
borrowing costs
borrowing costs directly relating to the acquisition construction or production of a qualifying capital project under construction are 
capitalised and added to the project cost during construction until such time the assets are substantially ready for their intended use 
ie when they are capable of production where funds are borrowed specifically to finance a project the amount capitalised represents 
the actual borrowing costs incurred where surplus funds are available for a short term out of money borrowed specifically to  
finance a project the income generated from such shortterm investments is also capitalised and deducted from the total capitalised 
borrowing cost where the funds used to finance a project form part of general borrowings the amount capitalised is calculated using 
a weighted average of rates applicable to relevant general borrowings of the group during the period all other borrowing costs are 
recognised in the profit or loss as finance costs in the period in which they are incurred
employee benefits 
wages salaries contributions to the russian federation state pension and social insurance funds paid annual leave and sick leave 
bonuses are expensed as incurred
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   73
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foreign currency translation
foreign currency transactions are initially recognised in the functional currency at the exchange rate ruling at the date of transaction 
monetary assets and liabilities denominated in foreign currencies are translated at the functional currency rate of exchange in effect 
at the end of the reporting period 
the us dollar us is the presentation currency of the group and the functional currency of the company the functional currency  
of subsidiaries operating in the russian federation is the russian rouble rur the assets and liabilities of the subsidiaries are 
translated into the presentation currency of the group at the rate of exchange ruling at the end of each of the reporting periods income 
and expenses for each income statement are translated at average exchange rates unless this average is not a reasonable approximation 
of the cumulative effect of the rates prevailing on the transaction dates in which case income and expenses are translated at the rate on 
the dates of the transactions all the resulting exchange differences are recorded in other comprehensive income 
the us to rur exchange rates were 3273 and 3037 as at 31 december 2013 and 31 december 2012 respectively and the average 
rates for the years ended 31 december 2013 and 2012 were 3185 and 3107 respectively the us to gbp exchange rates were 061 and 
062 as at 31 december 2013 and 31 december 2012 respectively and the average rates for the years ended 31 december 2013 and 
2012 were 064 and 063 respectively the increase in the us to rur exchange rate for the year ended 31 december 2013 has 
resulted in a loss of us25586 thousand in the consolidated statement of comprehensive income and an adjustment of us11063 
thousand in other comprehensive income refer to notes 13 and 14
4 significant accounting judgements estimates and assumptions
in the application of the group’s accounting policies management is required to make judgements estimates and assumptions about 
the carrying amounts of assets and liabilities that are not readily apparent from other sources 
the estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant 
actual results may differ from these estimates the estimates and underlying assumptions are reviewed on an ongoing basis 
revisions to accounting estimates are recognised in the period in which the estimate is revised if the revision affects only that period 
or in the period of the revision and future periods if the revision affects both current and future periods
the most significant areas of accounting requiring the use of the group’s management estimates and assumptions relate to oil and gas 
reserves useful economic lives and residual values of property plant and equipment impairment of tangible assets provisions for 
dismantlement taxation and allowances
subsoil licences
the group conducts operations under exploration and production licences which require minimum levels of capital expenditure and 
mineral production timely payment of taxes provision of geological data to authorities and other such requirements the current 
periods of the group’s licences expire between december 2015 and june 2034 
regulatory authorities exercise considerable discretion in issuing and renewing licences and in monitoring licensees’ compliance with 
licence terms the loss of licence would be considered a material adverse event for the group
it is management’s judgement that each of the three licences held by the group will be renewed for the economic lives of the fields 
which are projected to be up to 2040 two licences held by inga and 2029 the licence held by transoil the appraised economic 
lives of the fields are used as the basis for reserves estimation depletion calculation and impairment analysis in making this 
assessment management considers that the licence held by transoil which was extended for three years to december 2015 will be 
further extended this further extension will be dependent on management demonstrating to licensing authorities that associated 
petroleum gas produced in the course of oil production is being utilised 
useful economic lives of property plant and equipment and mineral rights
oil and gas properties and mineral rights
the group’s oil and gas properties are depleted over the respective life of the oil and gas fields using the unitofproduction method 
based on proved developed oil and gas reserves note 13 mineral rights are depleted over the respective life of the oil and gas fields 
using the unitofproduction method based on proved and probable oil and gas reserves note 14 
reserves are determined using estimates of oil in place recovery factors and future oil prices 74
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4 significant accounting judgements estimates and assumptions continued
when determining the life of the oil and gas field assumptions that were valid at the time of estimation may change when new 
information becomes available the factors that could affect the estimation of the life of an oil and gas field include the following
• changes of proved and probable oil and gas reserves
• differences between actual commodity prices and commodity price assumptions used in the estimation of oil and gas reserves
• unforeseen operational issues and
• changes in capital operating processing and reclamation costs discount rates and foreign exchange rates possibly adversely 
affecting the economic viability of oil and gas reserves
any of these changes could affect prospective depletion of mineral rights and oil and gas assets and their carrying value
other nonproduction assets
property plant and equipment other than oil and gas properties are depreciated on a straightline basis over their useful economic 
lives note 13 management at the end of each reporting period reviews the appropriateness of the assets’ useful economic lives and 
residual values the review is based on the current condition of the assets the estimated period during which they will continue to 
bring economic benefit to the group and their estimated residual value
estimation of oil and gas reserves
unitofproduction depreciation depletion and amortisation charges are principally measured based on the group’s estimates  
of proved developed and proved and probable oil and gas reserves estimates of proved and probable reserves are also used in 
determination of impairment charges and reversals proved and probable reserves are estimated by independent international 
reservoir engineers by reference to available geological and engineering data and only include volumes for which access to market  
is assured with reasonable certainty 
information about the carrying amounts of oil and gas properties and the depreciation depletion and amortisation charged is 
provided in notes 13 and 14
estimates of oil and gas reserves are inherently imprecise require the application of judgements and are subject to regular revision 
either upward or downward based on new information such as from the drilling of additional wells observation of longterm reservoir 
performance under producing conditions and changes in economic factors including product prices contract terms or development 
plans changes to the group’s estimates of proved and probable reserves affect prospectively the amounts of depreciation depletion 
and amortisation charged and consequently the carrying amounts of mineral rights and oil and gas properties
were the estimated proved reserves to differ by 10 from management’s estimates the impact on depletion would be as follows
effect on loss before tax for the 
year ended 31 december
increasedecrease in reserves estimation 2013 2012
 10 1977 1628
 10 2416 1989
provision for dismantlement
the group has a constructive obligation to recognise a provision for dismantlement for its oil and gas assets note 21 the fair values 
of these obligations are recorded as liabilities on a discounted basis which is typically at the time when assets are installed the 
group performs analysis and makes estimates in order to determine the probability timing and amount involved with probable 
required outflow of resources estimating the amounts and timing of such dismantlement costs requires significant judgement the 
judgement is based on cost and engineering studies using currently available technology and is based on current environmental 
regulations provision for dismantlement is subject to change because of change in laws and regulations and their interpretation
estimated dismantlement costs for which the outflow of resources is determined to be probable are recognised as a provision in the 
group’s financial statements 
impairment of noncurrent assets 
the group accounts for the impairment of noncurrent assets in accordance with ias 36 impairment of assets under ias 36 the 
group is required to assess the conditions that could cause assets to become impaired and to perform a recoverability test for 
potentially impaired assets held by the group these conditions include whether a significant decrease in the market value of the 
assets has occurred whether changes in the group’s business plan for the assets have been made or whether a significant adverse 
change in the business environment has arisen
subsequent to the year end the group’s shares have been trading at a level which indicate that the market capitalisation of the group 
is below the carrying value of net assets this has resulted in a review of the group’s noncurrent assets oil and gas properties and 
mineral rights to determine whether they are impaired as at the reporting date
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   75
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4 significant accounting judgements estimates and assumptions continued
if there are indications of loss in value the recoverable amount is estimated the recoverable amount is the higher of the asset’s 
fvlcs or its viu management considers that an appropriate approach to determining fvlcs is by discounting the posttax cash 
flows expected to be generated by the oil and gas assets net of associated selling costs taking into account those assumptions that 
market participants would use in estimating fair value the viu is a discounted cash flow calculation based on continued use of the 
assets in its present condition excluding potential exploitation of improvement or expansion potential
the determination of the recoverable amount for both the fvlcs and the viu involves assumptions as to future hydrocarbon prices 
taxes production volumes and inflation the models also use estimates of proved developed for viu and proved and probable 
reserves for fvlcs as developed by the independent reservoir engineers degolyer  macnaughton estimated cash flows are 
discounted with a risk adjusted discount rate derived as the weighted average cost of capital ‘wacc’ for the group’s businesses the 
after tax nominal discount rate is estimated at 10
based on our estimation of fair value less cost of sale management do not consider that the group’s noncurrent assets are impaired 
as at 31 december 2013 
assumption used in developing cash flow forecasts of the group
assumption value
average crude oil price 100 usd per barrel
average effective rate of mineral extraction tax of crude oil 1150 rub per tonne
average effective rate of mineral extraction tax of gas condensate 600 rub per tonne
production volume of crude oil and gas condensate over economic life of the fields 1653690 thousand barrels
taxation
the group is subject to income and other taxes significant judgement is required in determining the provision for income tax and 
other taxes due to complexity of the tax legislation of the russian federation deferred tax assets are recognised to the extent that it is 
probable that it will generate enough taxable profits to utilise deferred income tax recognised significant management judgement is 
required to determine the amount of deferred tax assets recognised based upon the likely timing and the level of future taxable 
profits management prepares cash flow forecasts to support recoverability of deferred tax assets cash flow models are based on a 
number of assumptions relating to oil prices operating expenses production volumes etc these assumptions are consistent with 
those used by independent reservoir engineers management also takes into account uncertainties related to future activities of the 
group and going concern considerations when significant uncertainties exist deferred tax assets arising from losses are not 
recognised even if recoverability of these is supported by cash flow forecasts
segment reporting
management views the group as one operating segment and uses reports for the entire group to make strategic decisions 98 of total 
revenues from external customers in 2013 and 2012 were derived from sales of crude oil and gas condensate these sales are made to 
domestic and international oil traders although there are a limited number of these traders the group is not dependent on any one of 
them as crude oil is widely traded and there are a number of other potential buyers of this commodity the group’s operations are 
entirely located in russia
the company’s board of directors evaluates performance of the entity on the basis of different measures including total expenses 
capital expenditures operating expenses per barrel and others  76
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5 adoption of the new and revised standards
at the date of approval of these consolidated financial statements the following accounting standards amendments and 
interpretations were issued by the international accounting standards board and ifrs interpretations committee in the year ended 
31 december 2013 but are not yet effective and therefore have not been applied
i not endorsed by the european union
new standards and interpretations 
• ifrs 9 – financial instruments postponed
amendments
• amendments to ias 32 – offsetting financial assets and financial liabilities effective for annual periods beginning on or after  
1 january 2014
• amendments to ifrs 10 and ifrs 12 – transition guidance effective for annual periods beginning on or after 1 january 2014
• amendments to ias 36 – recoverable amount disclosures for nonfinancial assets effective for annual periods beginning on or 
after 1 january 2014
• amendments to ifrs 2 – clarifying definitions
ii endorsed by the european union
new standards and interpretations 
• ifrs 10 – consolidated financial statements effective for annual periods beginning on or after 1 january 2014
• ifrs 12 – disclosure of interest in other entities effective for annual periods beginning on or after 1 january 2014
• ifric interpretation 21 levies effective for annual periods beginning on or after 1 january 2014
management expects that the adoption of these accounting standards in future periods will not have a material effect on the financial 
statements of the group
the following accounting standards amendments and interpretations were issued by the international accounting standards board 
and ifrs interpretations committee in the year ended 31 december 2013 and are effective and therefore have been applied
• ifrs 13 – fair value measurement
• amendments to ias 1 – the disclosure of items presented in other comprehensive income
6 segment reporting 
the management views the operations of the group as one operating segment should the group diversify its operations the financial 
reporting will be adjusted to reflect the change 
the company’s board of directors evaluates performance of the group on the basis of different measures including production 
volumes related revenues capital expenditures operating expenses per barrel and others
7 revenue
year ended 31 december
2013 2012
revenue from crude oil sales 67326 63614
revenue from gas condensate sales 11267 11230
other revenue 1256 1386
total revenue 79849 76230
other revenue includes proceeds from third parties for crude oil transportation 
for the years ended 31 december 2013 and 2012 revenue from export sales of crude oil amounted to us13306 thousand and 
us16877 thousand respectively 
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   77
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7 revenue continued
revenues from certain individual customers from sales of crude oil and gas condensate approximately equalled or exceeded 10 of 
total group revenue
year ended 31 december
customer 2013 2012
customer 1 36623 20047
customer 2 23368 8779
customer 3 13306 16877
73297 45703
8 cost of sales
year ended 31 december
2013 2012
mineral extraction tax 25600 31816
depletion depreciation and amortisation 18488 17907
employee benefit expense 7915 5264
production services 6649 7113
repairs and maintenance 1587 4431
transportation services 1292 4541
reserves evaluation 608 815
change of inventories 491 812
other 592 1072
total cost of sales 63222 73771
the decrease of mineral extraction tax in 2013 related to the 80 relief by reference to a base tax rate of rur470 per tonne relief was 
effective from september 2013 applicable to tight oil which relates to approximately 97 of the group’s current crude oil production
the decrease in transportation services in 2013 related to the construction of the group’s own intrafield pipeline which enabled the 
group to cease using the services of oil transport companies
9 selling and administrative expenses
year ended 31 december
2013 2012
selling expenses
oil transportation costs 1838 2564
administrative expenses
employee benefit expense 9108 10345
sharebased payment compensation 210 12035
depreciation and amortisation 3260 1855
professional services 2781 4259
taxes other than income tax 2678 3288
rent expenses 1717 1698
travel expenses 1240 981
it telecom and other information services 1036 1039
bank charges 72 414
other 1206 2003
total selling and administrative expenses 25146 40481
oil transportation costs represent the cost of transferring oil to export customers through the ‘transneft’ pipeline system  78
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9 selling and administrative expenses continued
auditor remuneration
during the year the group obtained the following services from the company’s auditor and its associates
year ended 31 december
2013 2012
fees payable to the company’s auditor and its associates for the audit of company and consolidated  
financial statements 370 486
fees payable to the company’s auditor and its associates for other services
– tax advisory services 80 16
– other consulting services 360 –
employee benefit expense
the employee numbers and costs incurred in the reporting years were as follows
year ended 31 december
2013 2012
wages and salaries 14543 13505
social security costs 2487 2104
total employee costs 17030 15609
sharebased payment compensation 210 12035
average number of employees including directors 211 183
details of the remuneration of senior management are set out in note 24
 
10 other expensesincome
other operating income in 2012 arose in connection with the settlement of debt owed to makayla investments limited
for a better presentation of the economic nature the expenses of maintenance of the temporary idle wells which in 2012 were 
presented in the cost of sales amounting to us1045 thousand in 2013 are presented in other operating expenses for comparability 
these costs in 2012 were also restated from the cost of sales to other operating expenses
other operating expenses mainly include expenses incurred in the process of board restructuring
other expenses include professional fees incurred in connection with the company’s cancelled previously proposed bond issue
11 finance costs
year ended 31 december
2013 2012
interest expense on borrowings 28132 27912
unwinding discount of put option liabilities note 17 1147 1058
unwinding discount of provision for dismantlement note 21 793 682
other financial expenses 2924 163
total finance costs 32996 29815
for the years ended 31 december 2013 and 2012 borrowing costs amounting to us5722 thousand and us5220 thousand 
respectively were capitalised in property plant and equipment and are not included above the capitalisation rate used to determine 
the amount of borrowing costs eligible for capitalisation for both of the years ended 31 december 2013 and 2012 was 10 per annum
other financial expenses include interest on the outstanding amount of the glencore energy uk ltd ‘glencore’ prepayment facility 
see note 22 
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   79
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12 income tax
the major components of income tax expense for the years ended 31 december 2013 and 2012 are
year ended 31 december
2013 2012
current income tax expense 51 –
deferred tax benefitexpense 62 819
total income tax benefit 11 819
loss before taxation for financial reporting purposes is reconciled to the tax calculation for the period as follows
year ended 31 december
2013 2012
loss before income tax 74249 28103
income tax benefit at applicable tax rate 14850 5621
tax effect of losses for which no deferred income tax asset was recognised 24533 9026
tax effect for losses utilised 13752 10333
tax effect of sharebased payment compensation 41 2407
tax effect interest on shareholders’ loans 1730 1573
tax effect llc ‘sberbank capital’ share options – 1129
tax effect of nondeductible expenses 2287 1000
income tax benefit 11 819
differences between ifrs and statutory taxation regulations in russia give rise to temporary differences between the carrying amount 
of assets and liabilities for financial reporting purposes and their tax bases the tax effect of the movements in these temporary 
differences is detailed below and is recorded at the rate of 20 for group companies incorporated in the russian federation 
the movements in deferred tax assets and liabilities relates to the following
 1 january 
2013 
 recognised 
in the income 
statement 
exchange 
differences 
31 december 
2013
assets
tax loss carryforward – 2757 75 2682
deferred income tax assets – 2757 75 2682
liabilities
property plant and equipment 6403 2870 403 8870
mineral rights and intangible assets 85059 118 6127 79050
inventories – 21 – 21
accounts payable 1016 278 80 1214
accounts receivable 546 6 39 501
deferred income tax liabilities 89900 2695 6411 86184
 1 january 
2012 
 recognised 
in the income 
statement 
exchange 
differences 
31 december 
2012
liabilities 
property plant and equipment 6427 289 265 6403
mineral rights and intangible assets 80300 50 4809 85059
accounts payable 682 277 57 1016
accounts receivable 319 203 24 546
deferred income tax liabilities 85726 819 4993 89900
the group recognised previously unrecognised deferred tax assets in respect of tax loss incurred by inga because it is probable that 
sufficient taxable profit to utilise the deductible temporary difference will be available in the future 80
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12 income tax continued
the group did not recognise deferred income tax assets of us39682 thousand and us37180 thousand in respect of losses that can 
be carried forward against future taxable income amounting to us198410 thousand and us185899 thousand as at 31 december 
2013 and 31 december 2012 respectively as at 31 december 2013 losses amounting to us51087 thousand us36899 thousand 
us26559 thousand us41400 thousand and us42465 thousand expire in 2018 2019 2020 2021 and 2023 respectively as at  
31 december 2012 losses amounting to us70031 thousand us43020 thousand us28990 thousand and us43858 thousand 
expire in 2018 2019 2020 and 2021 respectively
13 property plant and equipment
oil and gas 
properties
other 
property 
plant and 
equipment
construction 
in progress total 
cost as at 1 january 2013 212417 11339 61203 284959
additions – – 45507 45507
transfers to fixed assets 26268 1009 27277 –
change in provision for dismantlement note 21 26 – – 26
disposals 187 154 – 341
effect of translation to presentation currency 15436 769 5175 21380
cost as at 31 december 2013 223088 11425 74258 308771
accumulated depletion and impairment as at 1 january 2013 55177 3046 – 58223
charge for the period 18060 3101 – 21161
disposals 119 77 – 196
effect of translation to presentation currency 4329 291 – 4620
accumulated depletion and impairment as at 31 december 2013 68789 5779 – 74568
net book value as at 31 december 2013 154299 5646 74258 234203
 
oil and gas 
properties
other 
property 
plant and 
equipment
construction 
in progress total 
cost as at 1 january 2012 106324 2632 38432 147388
additions – – 127104 127104
transfers to fixed assets 97999 8332 106331 –
change in provision for dismantlement note 21 665 – – 665
disposals 926 79 155 1160
effect of translation to presentation currency 8355 454 2153 10962
cost as at 31 december 2012 212417 11339 61203 284959
accumulated depletion and impairment as at 1 january 2012 34957 1118 – 36075
charge for the period 17452 1839 – 19291
disposals 426 65 – 491 
effect of translation to presentation currency 3194 154 – 3348
accumulated depletion and impairment as at 31 december 2012 55177 3046 – 58223
net book value as at 31 december 2012 157240 8293 61203 226736
 
for the year ended 31 december 2013 additions to construction in progress are primarily made up of additions to production 
facilities including wells as well as additions to infrastructure as at 31 december 2013 the construction in progress balance mainly 
represents production wells and oil production infrastructure not finalised eg pads electricity grids etc
none of the group’s property plant and equipment was pledged as at the reporting dates
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   81
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14 mineral rights and other intangibles
mineral  
rights
other 
intangible 
assets total
cost as at 1 january 2013 426490 320 426810
additions – 1231 1231
effect of translation to presentation currency 30711 56 30767
cost as at 31 december 2013 395779 1495 397274
accumulated depletion and impairment as at 1 january 2013 1205 54 1259
charge for the period 480 107 587
effect of translation to presentation currency 98 7 105
accumulated depletion and impairment as at 31 december 2013 1587 154 1741
net book value as at 1 january 2013 425285 266 425551
net book value as at 31 december 2013 394192 1341 395533
mineral  
rights
other 
intangible 
assets total
cost as at 1 january 2012 402351 53 402404
additions – 266 266
effect of translation to presentation currency 24139 1 24140
cost as at 31 december 2012 426490 320 426810
accumulated depletion and impairment as at 1 january 2012 855 36 891
charge for the period 453 19 472
effect of translation to presentation currency 103 1 104
accumulated depletion and impairment as at 31 december 2012 1205 54 1259
net book value as at 1 january 2012 401496 17 401513
net book value as at 31 december 2012 425285 266 425551
intangible assets of the group are not pledged as security for liabilities and their titles are not restricted
15 inventories
31 december
2013 2012
spare parts consumables and other inventories 957 1990
crude oil 724 577
total inventories 1681 2567
the group did not have any obsolete or slowmoving inventory at either of the reporting dates 
16 trade and other receivables
31 december
2013 2012
trade receivables 2629 1998
other receivables and prepayments 2783 1849
vat recoverable 1248 15874
total trade and other receivables 6660 19721
trade receivables are mainly denominated in us and are not pastdue or impaired other receivables and prepayments are mostly 
rur denominated and relate to counterparties with no history of delays in settlements vat recoverable is used either to offset 
against amounts due for mineral extraction tax or is recovered in cash the vat is recovered within three to six months from its 
initiation following a review by the tax authorities 
as at 31 december 2013 and 31 december 2012 the group has impaired prepayments amounting to us384 thousand and us531 
thousand respectively in determining the recoverability of trade and other receivables the group considers any change in the credit 
quality of the receivable from the date credit was initially granted up to the reporting date  82
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17 other current liabilities
options on shares of the company
on 2 december 2011 the company and llc ‘sberbank capital’ entered into an option agreement which became effective on  
17 january 2012 pursuant to which llc ‘sberbank capital’ granted the company a call option to acquire the 10362632 ordinary 
shares held by llc ‘sberbank capital’ the call option expired on 19 april 2013 the call option was only able to be exercised once only 
at any time prior to the day which is 15 months from the date of ipo at an exercise price equal to the ipo price gbp134 per share 
less 10 reserves amounting to us4059 thousand initially recognised in equity were transferred to retained earnings
in addition pursuant to this agreement llc ‘sberbank capital’ may put these ordinary shares issued back to the company the  
put option may be exercised once only at any time between the second and third anniversary of admission which took place on  
24 january 2012 at an exercise price equal to the offer price gbp134 less 20 with respect to the put option a current liability  
of us17026 thousand has been recorded as at 31 december 2013
the following table shows the changes of value of the put option for the year ended 31 december 2013
2013 2012
as at 1 january 15365 –
initial recognition of the option – 13753
unwinding of discount 1147 1058
foreign exchange loss related to put option 514 554
as at 31 december 17026 15365
during 2013 one of the executive directors who has been granted an option to acquire shares of the company left the company in 
accordance with the terms of the option this director lost the right to exercise part of the option to acquire 4145053 ordinary 
shares reserves amounting to us4814 thousand initially recognised in equity were transferred to retained earnings
other liabilities
other liabilities include mainly environmental tax obligations arising in the ordinary course of business
18 cash and cash equivalents
31 december
2013 2012
cash in bank denominated in us 10653 13402
cash in bank denominated in gbp 4921 10796
cash in bank denominated in rur 258 10218
total cash and cash equivalents 15832 34416
cash balances generally carry no interest the group holds its cash with sberbank moody’s rating baa1dp2 stable at  
31 december 2013 bank of america moody’s rating pa1p1 stable at 31 december 2013 citibank fitch’s rating bbbbbbf2 
stable at 31 december 2013 and bank of cyprus moody’s rating caenp negative at 31 december 2013
19 shareholders’ equity
share capital
31 december
2013 2012
ordinary share capital 51226 51226
issued and paid up share capital as at 31 december 2013 and 2012 consisted of 333381480 ordinary shares with nominal value of 
gbp 01 each 
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   83
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20 borrowings
31 december
2013 2012
current
sberbank – 2469
shortterm loans from shareholders of the company 303 19335
total current borrowings 303 21804
31 december
2013 2012
noncurrent
sberbank 313393 286671
longterm loans from shareholders of the company 89503 61822
total longterm borrowings 402896 348493
sberbank credit facility
on 24 may 2013 the terms of sberbank’s credit facility were amended whereby inter alia repayment of a portion of accrued  
interest and its principal were deferred until april 2018 payment of part of the accrued interest will be deferred until 25 may 2015  
if the group complies with certain covenants principally an agreed ebitda level the group was in compliance with covenants  
at 31 december 2013 the group paid an agreement amendment fee of us1000 thousand for the amendment of the agreement 
which is amortised over the remaining term of the facility with the unamortised part of the fee netted with the credit facility these 
amendments did not substantially alter the terms of the original credit facility and were therefore not treated as extinguishment of an 
existing liability and recognition of a new liability the present value difference arising from the renegotiation was recognised over the 
remaining life of the instrument by adjusting the effective interest rate
the group recognised a net foreign exchange loss amounting to us21979 thousand and a net foreign exchange gain amounting to 
us19512 thousand during the years ended 31 december 2013 and 2012 respectively on the sberbank credit facility and outstanding 
accrued interest which is denominated in us
loans from shareholders of the company
the group has a number of us denominated loans obtained from the shareholders of the company all of these loans are unsecured 
and the interest rate on most of these loans is libor 10 per annum 
on 6 june 2013 and 2 october 2013 the group rescheduled the maturity of the main shareholders’ loans until may 2015 and may 
2018 respectively these amendments did not substantially alter the terms of these original loans and were therefore not treated as 
extinguishment of an existing liability and recognition of a new liability the present value difference arising from the renegotiation 
was recognised over the remaining life of the instrument by adjusting the effective interest rate
21 provision for dismantlement
the provision for dismantlement represents the net present value of the estimated future obligations for abandonment and site 
restoration costs which are expected to be incurred at the end of the production lives of the oil and gas fields which is estimated to be 
in 20 years from 31 december 2013
2013 2012
as at 1 january 7697 5961
additions for new obligations and changes in estimates note 13 26 665
unwinding of discount note 21 793 682
effect of translation to presentation currency 576 389
as at 31 december 7940 7697
this provision has been created based on the group’s internal estimates assumptions based on the current economic environment 
have been made which management believe are a reasonable basis upon which to estimate future dismantlement liability these 
estimates are reviewed regularly to take into account any material changes to the assumptions however actual dismantlement  
costs will ultimately depend upon future market prices for the necessary dismantlement works required which will reflect market 
conditions at the relevant time furthermore the timing is likely to depend on when the fields cease to produce at economically viable 
levels this in turn will depend upon future oil and gas prices and future operating costs which are inherently uncertain 84
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22 trade and other payables
31 december
2013 2012
trade payables 23888 34242
other nonfinancial liabilities 19954 5479
total trade and other payables 43842 39721
trade and other payables are denominated primarily in russian roubles
on 20 august 2013 the group signed a forward oil sale prepayment agreement with glencore the prepayment received from glencore 
amounted to us30000 thousand under the provisions of the prepayment agreement the group shall supply up to 72000 metric 
tonnes of crude oil commencing in august 2013 for a duration of one year the interest rate on the outstanding amount of the 
prepayment is libor 7 per annum the outstanding amount of the prepayment is presented in other nonfinancial liabilities
23 capital commitments and other contingencies 
capital commitments
the group did not have any noncancellable capital commitments at 31 december 2013 or 2012
licence commitments
the group’s exploration and production licences require certain operational commitments these include performance criteria 
certain of which have not been fully met during 2013 the directors note that breach of licence performance conditions has not given 
rise to any material fines or penalties furthermore management have been undertaking particular actions to meet required licence 
performance criteria the directors also note that the group’s production programme has been inspected by the russian licensing 
authorities subsequent to 31 december 2013 and that no material fines or penalties have resulted
liquidity of subsidiary undertakings
in accordance with the legal framework in the russian federation creditors and tax authorities may initiate bankruptcy procedures 
against an entity with negative net assets ruspetro russia as at 31 december 2013 reported net liabilities under russian gaap 
however no such bankruptcy procedures have been initiated either by the creditors or the tax authorities against them the directors 
consider their net liability position to be normal given that the company is still at a development stage
operating lease commitments – group as lessee
the group has entered into leases for land plots woodlots and motor vehicles the land in the russian federation on which the 
group’s production facilities are located is owned by the state the group leases land through operating lease agreements which 
expire in various years through to 2021 these leases have renewal terms at the option of the lessee at lease payments based on market 
prices at the time of renewal there are no restrictions placed upon the lessee by entering into these leases
future minimum lease payments under noncancellable operating leases as at 31 december 2013 and 2012 were as follows
31 december
2013 2012
within one year 803 774
after one year but not more than five years 822 907
more than five years 14 22
total capital commitments and other contingencies 1639 1703
operating risks and contingencies
pledge of shares and promissory notes
on the opening of its credit facility with sberbank the group provided to sberbank as collateral its shares in inga and transoil 
taxation contingencies
russian tax currency and customs legislation is subject to varying interpretations and changes which can occur frequently 
management’s interpretation of such legislation as applied to the transactions and activity of the group may be challenged by the 
relevant regional and federal authorities in the russian federation 
recent events within the russian federation indicate that the russian tax authorities may be taking a more assertive position in their 
interpretation of the prevailing legislation and assessments and it is possible that transactions and activities which have not been 
challenged in the past may be challenged in the future the supreme arbitration court of the russian federation has issued guidance 
to lower courts on reviewing tax cases providing a systemic roadmap for antiavoidance claims and it is possible that this will 
significantly increase the level and frequency of tax authorities’ scrutiny as a result significant additional taxes penalties and 
interest may be assessed fiscal periods remain open to review by the authorities in respect of taxes for three calendar years 
preceding the year of review under certain circumstances reviews may cover longer periods 
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   85
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23 capital commitments and other contingencies continued
amended russian transfer pricing legislation took effect from 1 january 2012 the new transfer pricing rules appear to be more 
technically elaborate and to a certain extent better aligned with the international transfer pricing principles developed by the 
organisation for economic cooperation and development ‘oecd’ the new legislation provides the possibility for tax authorities to 
make transfer pricing adjustments and impose additional tax liabilities in respect of controlled transactions transactions with related 
parties and some types of transactions with unrelated parties provided that the transaction price is not arm’s length 
management believes that its pricing policy is arm’s length and it has implemented internal controls to be in compliance with the new 
transfer pricing legislation 
given that the practice of implementation of the new russian transfer pricing rules has not yet developed the impact of any challenge 
of the group’s transfer prices cannot be reliably estimated however it may be significant to the financial conditions andor the overall 
operations of the group 
the group includes companies incorporated outside russia tax liabilities of the group are determined on the assumptions that these 
companies are not subject to russian profits tax because they do not have a permanent establishment in russia russian tax laws do 
not provide detailed rules on taxation of foreign companies it is possible that with the evolution of the interpretation of these rules 
and the changes in the approach of the russian tax authorities the nontaxable status of some or all of the foreign companies of the 
group in russia may be challenged the impact of any such challenge cannot be reliably estimated however it may be significant to 
the financial condition andor the overall operations of the entity 
management believes that its interpretation of the relevant legislation is appropriate and the group’s tax currency and customs 
positions will be sustained where management believes it is probable that a position cannot be sustained an appropriate amount is 
accrued for in these consolidated financial statements
operating environment of the group 
the russian federation displays certain characteristics of an emerging market its economy is particularly sensitive to oil and gas 
prices the legal tax and regulatory frameworks continue to develop and are subject to varying interpretations note 23 the political 
and economic turmoil witnessed in the region including the developments in ukraine have had and may continue to have a negative 
impact on the russian economy including weakening of the rouble and making it harder to raise international funding at present 
there is an ongoing threat of sanctions against russia and russian officials the impact of which if they were to be implemented are  
at this stage difficult to determine the financial markets are uncertain and volatile these and other events may have a significant 
impact on the group’s operations and financial position the effect of which is difficult to predict management have assessed the 
ability of the group to continue as a going concern as well as possible impairment of the group’s longterm assets by considering  
the current economic environment and outlook refer to note 2 the future economic and regulatory situation may differ from 
management’s current expectations
environmental matters
the enforcement of environmental regulation in the russian federation is evolving and the enforcement posture of government 
authorities is continually being reconsidered the group periodically evaluates its obligations under environmental regulations  
as obligations are determined they are recognised immediately potential liabilities which might arise as a result of changes in 
existing regulations civil litigation or legislation cannot be estimated but could be material in the current enforcement climate 
under existing legislation management believes that there are no significant liabilities for environmental damage
24 related party disclosures 
compensation of key management personnel of the group
key management includes executive and nonexecutive directors of the group the compensation paid or payable to key management 
for employee services is shown below
year ended 31 december
2013 2012
sharebased payment compensation 210 12035
employee remuneration 1934 2931
benefits in kind 102 93
nonexecutive directors fees 1316 1844
effective from april 2013 a proportion of directors’ remuneration paid in cash has been reduced and will be payable in shares in 
march 2014 fair value of employee services received by the group is determined with reference to share price at the end of each 
remuneration accrual period
ruspetro leased a car from a company in which one of its directors has an interest for an annual rent and service charge of 
rur2576 thousand us83 thousand excluding vat the lease will terminate on 31 december 2015 86
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24 related party disclosures continued
all related party transactions are on an arms length basis and no financial period end balances have arisen as a result of these 
transactions
loans from related parties
the group has a number of loans from shareholders of the company with the following balances
2013 2012
as at 1 january 81157 74331
interest accrued 8649 7790
principal amount repaid – 630
interest repaid – 334
as at 31 december 89806 81157
the effective interest rates and conversion options of loans received are disclosed in note 20 
25 financial risk management objectives and policies
the group’s principal financial liabilities comprise accounts payable bank borrowings and other loans and obligations under the put 
option the main purpose of these financial instruments and liabilities is to manage shortterm cash flow and raise finance for the 
group’s capital expenditure programme the group has various financial assets such as accounts receivable and cash which arise 
directly from its operations
it is and has been throughout the years ended 31 december 2013 and 2012 the group’s policy that no speculative trading in 
derivatives shall be undertaken
the main risks that could adversely affect the group’s financial assets liabilities or future cash flows are commodity price interest 
rate foreign currency liquidity and credit risk related management reviews and agrees policies for managing each of these risks 
which are summarised below
the following discussion also includes a sensitivity analysis that is intended to illustrate the sensitivity to changes in market variables 
on the group’s financial instruments and show the impact on profit or loss and shareholders’ equity where applicable financial 
instruments affected by market risk include bank loans and overdrafts accounts receivable accounts payable and accrued liabilities 
the sensitivity has been prepared for the years ended 31 december 2013 and 2012 using the amounts of debt and other financial 
assets and liabilities held as at those statement of financing position dates
capital risk management
the group considers capital to comprise both debt and equity total debt comprises longterm and shortterm loans and borrowings 
as shown in the consolidated statement of financial position equity of the group comprises share capital share premium other 
reserves retained earnings and noncontrolling interests equity of the group was equal to us95261 thousand and us180447 
thousand as at 31 december 2013 and 2012 respectively
total debt of the group was equal to us403199 thousand and us370297 thousand as at 31 december 2013 and 31 december 2012 
respectively
the group’s objectives when managing capital are to safeguard the group’s ability to continue as a going concern in order to provide 
adequate levels of financing for its current development and production activities in order to maintain or adjust the capital structure 
the group may issue new shares attract new or repay existing loans and borrowings 
the group manages its capital structure and makes adjustments to it based on the funds available to the group in order to support 
its construction and production activities the group is at the development stage as such it is dependent on external financing to fund 
its activities in order to carry out its planned construction and production activities and pay for administrative costs the group will 
spend its existing capital and raise additional amounts as needed 
there were no changes in the group’s approach to capital management during the period as at 31 december 2013 and 2012 the 
group was not subject to any externally imposed capital requirements except for described in note 23 as at 31 december 2013 the 
group is subject to certain covenants note 20
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   87
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25 financial risk management objectives and policies continued
commodity price risk
the group sells crude oil and gas condensate under spot contracts on a monthly basis sales are centrally managed and during the 
reporting periods were made principally to domestic customers the basis for determining the export price is a fiveday average brent 
price at the bill of lading less a mutually agreed discount changes in commodity prices can affect the group’s financial performance 
either positively or negatively and make the group’s revenues subject to volatility in line with fluctuations in crude oil reference 
prices currently the group does not use commodity derivative instruments to mitigate the risk of crude oil price volatility 
the table below provides the sensitivity of the group’s revenues to a 10 change in price of crude oil 
year ended 31 december
commodity price risk 2013 2012
favourable 10 7859 7484
unfavourable 10 7859 7484
for the purposes of this analysis the effect of a variation in crude oil prices on the group’s profit is calculated independently of any 
change in another assumption in reality changes in one factor may contribute to changes in another which may magnify or 
counteract the sensitivities 
interest rate risk
the group is exposed to interest rate risk however the possible impact of changes in interest rates are not significant since the  
group’s major borrowings are at fixed interest rates there is no specific policy in place to hedge against possible adverse changes  
in interest rates
the following table demonstrates the sensitivity to a reasonably possible change in interest rates with all other variables held 
constant of the group’s loss before tax through the impact on floating rate borrowings
year ended 31 december  
effect on loss before tax
increasedecrease in interest rate 2013 2012
10 895 809
10 895 809
foreign currency risk
the group has transactional currency exposures such exposure arises from borrowing in currencies other than the functional 
currency the group limits foreign currency risk by monitoring changes in exchange rates in the currencies in which its cash and 
borrowings are denominated
the group’s exposure to foreign currency exchange rate risk at the end of the reporting period mainly concentrated in the sberbank 
credit facility
the following table demonstrates the sensitivity to a reasonably possible change in the rurus exchange rate with all other 
variables held constant of the group’s loss before tax due to changes in the carrying value of monetary assets and liabilities
year ended 31 december  
effect on loss before tax
increasedecrease in rurus exchange rate 2013 2012
20 52232 48190
20 78348 72285 88
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25 financial risk management objectives and policies continued
liquidity risk
the group monitors liquidity risk by monitoring its debt rating and the maturity dates of existing debt 
the table below summarises the maturity profile of the group’s financial liabilities at 31 december 2013 and 2012 based on 
contractual undiscounted payments
 31 december 2013
on demand
less than 
1 year 1 to 2 years 2 to 5 years  5 years total
borrowings including interest 303 – 49155 503507 – 552965
trade payables – 23888 – – – 23888
other current liabilities – 19225 – – – 19225
303 43113 49155 503507 – 596078
 31 december 2012
on demand
less than  
1 year 1 to 2 years 2 to 5 years  5 years total
borrowings including interest 303 45171 24962 376126 – 446562
trade payables – 34242 – – – 34242
other noncurrent liabilities – – – 17952 – 17952
other current liabilities – 1081 – – – 1081
303 80494 24962 394078 – 499837
credit risk
the group manages its own exposure to credit risk the group trades only with recognised creditworthy third parties all external 
customers undergo a creditworthiness check the group performs an ongoing assessment and monitoring of financial position  
and the risk of default in addition receivable balances are monitored on an ongoing basis thus the group’s exposure to bad debts  
is not significant 
the company had one major customer in 2013 being an international oil trader and accounting for at least 17 of total sales in 2013 
other sales are made to domestic customers the group is not dependent on any of its major customers or any one particular customer 
as there is a liquid market for crude oil analysis of sales to key customers is included into note 7
the group is exposed to concentrations of credit risk at 31 december 2013 the group had six counterparties 2012 nine counterparties 
with aggregated receivables balances of 2629 2012 1998 or 39 of the gross amount of trade and other receivables 2012 10
with respect to credit risk arising from the other financial assets of the group which comprise cash and equivalents the group’s 
exposure to credit risk arises from default of the counterparty with a maximum exposure equal to the carrying amount of these 
instruments the credit risk on cash is limited because the counterparties are either highly rated banks or banks approved by the 
management of the group approval is made after certain procedures are performed to assess the reliability and creditworthiness  
of banks 
fair values
the group has financial instruments carried at fair value only in the ‘level 3’ category 
the different levels have been defined as follows
• quoted prices unadjusted in active markets for identical assets or liabilities level 1
• inputs other than quoted prices included within level 1 that are observable for the asset or liability either directly that is as prices 
or indirectly that is derived from prices level 2
• inputs for the asset or liability that are not based on observable market data that is unobservable inputs level 3
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   89
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25 financial risk management objectives and policies continued
set out below is a comparison by category of carrying amounts and fair values of all of the group’s financial instruments that are 
carried at amortised cost in the financial statements
carrying amount fair value
31 december 
2013
31 december 
2012
31 december 
2013
31 december 
2012
financial assets 
cash and cash equivalents 15832 34416 15832 34416
trade receivables 2629 1998 2629 1998
financial liabilities 
trade payables 23888 32897 23888 32897
borrowings 403199 370297 403199 370297
26 loss per share
basic
basic earnings per share are calculated by dividing the profit attributable to equity holders of the company by the weighted average 
number of ordinary shares in issue during the period
year ended 31 december
2013 2012
loss attributable to equity holders of the company 74238 27284
weighted average number of ordinary shares in issue 333381480 315539053
basic loss per share us 022 009
diluted
diluted earnings per share is calculated by adjusting the weighted average number of ordinary shares to assume conversion of all 
dilutive potential ordinary shares 
the company has incurred a loss from continuing operations for the year ended 31 december 2013 and the effect of considering the 
exercise of the options on the company’s shares would be antidilutive that is it would reduce the loss per share
27 events after the statement of financial position date 
on 6 march 2014 the company and llc ‘sberbank capital’ signed an amendment to the option agreement whereby the put option 
exercise period has been deferred and is now exercisable between 30 april 2015 to 29 april 2016 inclusive previously exercisable 
between 24 january 2014 and 24 january 2015 and the put exercise price has been amended to gbp122 per share being the ipo 
offer price of gbp134 per share less 9 from gbp107 previously note 17 
in april 2014 the group renewed its subsoil licence which expires in june 2014 for 20 years until june 2034
on 27 march 2014 the group signed a prepayment agreement with glencore which renews and replaces the existing prepayment 
facility with glencore entered into in august 2013 ‘existing facility’ the sum of prepayment that will be received from glencore is 
amounting to us30000 thousand the facility is for a period of one year and requires the company to deliver a minimum of 15000 
metric tonnes per quarter of crude oil to glencore the us10000 thousand outstanding from the existing facility will be paid down 
in full as part of the new facility resulting in net proceeds of us20000 thousand to the company
the us significantly appreciated against rur from 31 december 2013 until the date of approval of these consolidated financial 
statements which could potentially have an impact on the financial position of the company
there have been no other material events after the end of the reporting period which require disclosure in these consolidated  
financial statements 90
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28  supplementary information unaudited
reserve quantity information
for the purposes of evaluation of reserves as of 31 december 2013 2012 and 2011 the company used the oil and gas reserve 
information prepared by degolyer  macnaughton independent reservoir engineers prepared in accordance with petroleum 
resources management system ‘prms’ definition and classification system
developed reserves are expected quantities to be recovered from existing wells and facilities
proved reserves are those quantities of petroleum which by analysis of geoscience and engineering data can be estimated with 
reasonable certainty to be commercially recoverable from a given date forward from known reservoirs and under defined economic 
conditions operating methods and government regulations if deterministic methods are used the term reasonable certainty is 
intended to express a high degree of confidence that the quantities will be recovered if probabilistic methods are used there should 
be at least a 90 probability that the quantities actually recovered will equal or exceed the estimate
probable reserves are those additional reserves which analysis of geoscience and engineering data indicate are less likely to be 
recovered than proved reserves but more certain to be recovered than possible reserves it is equally likely that actual remaining 
quantities recovered will be greater than or less than the sum of the estimated proved plus probable reserves 2p in this context 
when probabilistic methods are used there should be at least a 50 probability that the actual quantities recovered will equal or 
exceed the 2p estimate
due to the inherent uncertainties and the necessarily limited nature of reservoir data estimates of reserves are inherently imprecise 
require the application of judgement and are subject to change as additional information becomes available
management has included within proved reserves significant quantities which the group expects to produce after the expiry dates of 
certain of its current production licences the subsoil law of the russian federation states that upon expiration a licence is subject 
to renewal at the initiative of the licence holder provided that further exploration appraisal production or remediation activities are 
necessary and provided that the licence holder has not violated the terms of the licence since the law applies both to newly issued and 
old licences management believes that licences will be renewed upon their expiration for the remainder of the economic life of each 
respective field
estimated net proved crude oil reserves for the period ended 31 december 2013 and 31 december 2012 are shown in ’000 barrels in 
the table set out below
2013 2012
as at 1 january 204588 172624
revisions of previous estimates 12127 33618
production 1718 1654
as at 31 december 190743 204588
estimated net proved developed crude oil reserves as at 31 december 2011 31 december 2012 and 31 december 2013 are shown in the 
table set out below
’000 barrels
31 december 2011 11556
31 december 2012 16126
31 december 2013 12744
estimated net probable crude oil reserves as at 31 december 2011 31 december 2012 and 31 december 2013 are shown in the table set 
out below
’000 barrels
31 december 2011 1372028
31 december 2012 1479619
31 december 2013 1462947
notes to the consolidated financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted   91
ruspetro plc annual report and accounts 2013
strategic report
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financial statements
28  supplementary information unaudited continued
estimated net proved gas reserves as at 31 december 2011 31 december 2012 and 31 december 2013 are shown in the table set out below
millions of 
cubic feet
31 december 2011 –
31 december 2012 174166
31 december 2013 202701
estimated net probable gas reserves as at 31 december 2011 31 december 2012 and 31 december 2013 are shown in the table set out below
millions of 
cubic feet
31 december 2011 –
31 december 2012 746071
31 december 2013 1192221 92
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
report on the parent company financial statements
our opinion
in our opinion the parent financial statements
• give a true and fair view of the state of the company’s affairs 
as at 31 december 2013 and of its cash flows for the year  
then ended
• have been properly prepared in accordance with international 
financial reporting standards ‘ifrss’ as adopted by the 
european union and as applied in accordance with the 
provisions of the companies act 2006 and
• have been prepared in accordance with the requirements of 
the companies act 2006
this opinion is to be read in the context of what we say in the 
remainder of this report
emphasis of matter – going concern
in forming our opinion on the parent company financial 
statements which is not modified we have considered the 
adequacy of the disclosure made in note 2 to the parent company 
financial statements concerning the going concern basis of 
accounting this ability is dependent whether the company  
can obtain additional financing and successfully complete its 
investment programme resulting in increase in production 
those conditions along with other matters explained in note 2 
to the parent company financial statements indicate the 
existence of material uncertainty which may cast significant 
doubt about the company’s ability to continue as a going 
concern the financial statements do not include the adjustments 
that would result if the company was unable to continue as a 
going concern
what we have audited
the parent company financial statements the ‘financial 
statements’ which are prepared by ruspetro plc comprise
• statement of financial position as at 31 december 2013
• statement of cash flows for the year then ended
• statement of changes in equity for the year then ended and
• the notes to the financial statements which include a 
summary of significant accounting policies and other 
explanatory information
the financial reporting framework that has been applied in their 
preparation is applicable law and ifrss as adopted by the 
european union and as applied in accordance with the 
provisions of the companies act 2006
in applying the financial reporting framework the directors have 
made a number of subjective judgements for example in respect 
of significant accounting estimates in making such estimates 
they have made assumptions and considered future events
certain disclosures required by the financial reporting 
framework have been presented elsewhere in the annual report 
and accounts the ‘annual report’ rather than in the notes to 
the financial statements these are crossreferenced from the 
financial statements and are identified as audited
what an audit of financial statements involves
we conducted our audit in accordance with international 
standards on auditing uk and ireland ‘isas uk  ireland’ 
an audit involves obtaining evidence about the amounts  
and disclosures in the financial statements sufficient to give 
reasonable assurance that the financial statements are free from 
material misstatement whether caused by fraud or error this 
includes an assessment of 
• whether the accounting policies are appropriate to the 
company’s circumstances and have been consistently applied 
and adequately disclosed 
• the reasonableness of significant accounting estimates made 
by the directors and 
• the overall presentation of the financial statements 
in addition we read all the financial and nonfinancial 
information in the annual report to identify material 
inconsistencies with the audited financial statements and to 
identify any information that is apparently materially incorrect 
based on or materially inconsistent with the knowledge 
acquired by us in the course of performing the audit if we 
become aware of any apparent material misstatements or 
inconsistencies we consider the implications for our report
opinions on other matters prescribed by the 
companies act 2006
in our opinion
• the information given in the strategic report and the 
directors’ report for the financial year for which the financial 
statements are prepared is consistent with the financial 
statements and
• the part of the directors’ remuneration report to be audited 
has been properly prepared in accordance with the 
companies act 2006
other matters on which we are required to report  
by exception
adequacy of accounting records and information and 
explanations received
under the companies act 2006 we are required to report to you 
if in our opinion
• we have not received all the information and explanations we 
require for our audit or
• adequate accounting records have not been kept by the parent 
company or returns adequate for our audit have not been 
received from branches not visited by us or
• the financial statements and the part of the directors’ 
remuneration report to be audited are not in agreement with 
the accounting records and returns
we have no exceptions to report arising from this responsibility
directors’ remuneration
under the companies act 2006 we are required to report to you 
if in our opinion certain disclosures of directors’ remuneration 
specified by law are not made we have no exceptions to report 
arising from this responsibility 
independent auditor’s report  
to the members of ruspetro plc
parent company financial statements  93
ruspetro plc annual report and accounts 2013
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financial statements
parent company financial statements
other information in the annual report
under isas uk  ireland we are required to report to you if  
in our opinion information in the annual report is
• materially inconsistent with the information in the audited 
financial statements or
• apparently materially incorrect based on or materially 
inconsistent with our knowledge of the company acquired in 
the course of performing our audit or
• is otherwise misleading
we have no exceptions to report arising from this responsibility
responsibilities for the financial statements and  
the audit
our responsibilities and those of the directors
as explained more fully in the directors’ responsibilities 
statement set out on page 41 the directors are responsible for 
the preparation of the financial statements and for being satisfied 
that they give a true and fair view
our responsibility is to audit and express an opinion on the 
financial statements in accordance with applicable law and isas 
uk  ireland those standards require us to comply with the 
auditing practices board’s ethical standards for auditors
this report including the opinions has been prepared for and 
only for the company’s members as a body in accordance with 
chapter 3 of part 16 of the companies act 2006 and for no other 
purpose we do not in giving these opinions accept or assume 
responsibility for any other purpose or to any other person to 
whom this report is shown or into whose hands it may come save 
where expressly agreed by our prior consent in writing
other matter
we have reported separately on the group financial statements of 
ruspetro plc for the year ended 31 december 2013 that report 
includes an emphasis of matter
kevin reynard senior statutory auditor
for and on behalf of pricewaterhousecoopers llp
chartered accountants and statutory auditors
aberdeen
22 april 2014
a the maintenance and integrity of the ruspetro plc website is the responsibility 
of the directors the work carried out by the auditors does not involve 
consideration of these matters and accordingly the auditors accept no 
responsibility for any changes that may have occurred to the financial 
statements since they were initially presented on the website
b legislation in the united kingdom governing the preparation and dissemination 
of financial statements may differ from legislation in other jurisdictions 94
ruspetro plc annual report and accounts 2013
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note
31 december 
2013
31 december 
2012
assets
noncurrent assets
property plant and equipment 1164 615
investments in subsidiaries 5 237882 237882
239046 238497
current assets
loans issued to ruspetro llc 14800 6800
trade and other receivables 369 306
vat recoverable 104 77
other current assets 6 – 24
cash and cash equivalents 7 5209 23877
20482 31084
total assets 259528 269581
shareholders’ equity
share capital 8 51226 51226
share premium 8 220506 220506
retained loss 25976 22240
other reserves 6417 2341
total equity 239339 251833
liabilities
noncurrent liabilities
other noncurrent liabilities 6 – 15365
– 15365
current liabilities
payables to ruspetro llc 1388 1788
trade and other payables 1774 595
other current liabilities 6 17027 –
20189 2383
total liabilities 20189 17748
total equity and liabilities 259528 269581
john conlin thomas reed
chief executive officer chief financial officer
statement of financial position 
as at 31 december 2013 presented in us thousands except otherwise stated
parent company financial statements  95
ruspetro plc annual report and accounts 2013
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financial statements
statement of changes in equity 
for the year ended 31 december 2013 presented in us thousands except otherwise noted
note share capital
share 
premium retained loss
other 
reserves total equity
balance as at 1 january 2012 79 – 249 – 170
loss for the period – – 21991 – 21991
other comprehensive income for the period – – – – –
total comprehensive expense for the period – – 21991 – 21991
issue of share capital 51147 220506 – – 271653
share options of shareholders 8 – – – 9694 9694
sharebased payment compensation 8 – – – 12035 12035
balance as at 31 december 2012 51226 220506 22240 2341 251833
note share capital
share 
premium retained loss
other 
reserves total equity
balance as at 1 january 2013 51226 220506 22240 2341 251833
loss for the period – – 12609 – 12609
other comprehensive income for the period – – – – –
total comprehensive expense for the period – – 12609 – 12609
share options of shareholders 8 – – 4059 4059 –
sharebased payment compensation 8 – – 4814 4699 115
balance as at 31 december 2013 51226 220506 25976 6417 239339
parent company financial statements 96
ruspetro plc annual report and accounts 2013
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year ended 31 december
note 2013 2012
cash flows from operating activities
loss before income tax 12609 21991
adjustments for
 depreciation depletion and amortisation 126 96
 foreign exchange gain 515 1038
 finance costs 1147 1058
 change in fair value of call option 8 24 3240
 restated other operating expenses – 103
 sharebased compensation expense 8 115 12035
operating cash flow before working capital adjustments 10682 6497
working capital adjustments
 change in trade and other receivables 63 5901
 change in trade and other payables 779 2645
 change in other taxes receivablepayable 27 864
net cash flows used in operating activities 9993 2377
cash flows from investing activities
purchase of property plant and equipment 675 699
investments in ruspetro llc 8000 186833
net cash used in investing activities 8675 187532
cash flows from financing activities
proceeds from issue of share capital on ipo net of expenses – 213699
net cash generated from financing activities – 213669
net increase in cash and cash equivalents 18668 23790
cash and cash equivalents at the beginning of the period 23877 87
cash and cash equivalents at the end of the period 8 5209 23877
statement of cash flows 
for the year ended 31 december 2013 presented in us thousands except otherwise stated
parent company financial statements  97
ruspetro plc annual report and accounts 2013
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financial statements
notes to the financial statements 
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted 
1 corporate information
the financial statements of ruspetro plc the ‘company’ or ‘ruspetro’ for the year ended 31 december 2013 were approved by its 
board of directors on 22 april 2014
the company was incorporated in the united kingdom on 20 october 2011 as a public company under the provisions of the 
companies act 2006 of england and wales the company’s registered office is 1st floor berkeley square house berkeley square 
london w1j 6bd uk
the company is a parent of ruspetro group the principal activities of which are exploration for and production of crude oil in the 
khantymansiysk region of the russian federation
details of subsidiaries of the company are as follows
effective 
ownership
company business activity country of incorporation
year of 
incorporation
31 december 
2012
ruspetro holding limited holding company republic of cyprus 2007 100
ruspetro llc ‘ruspetro russia’ crude oil sale russian federation 2005 100
inga exploration and production of crude oil russian federation 1998 100
transoil exploration and production of crude oil russian federation 2001 100
2 basis of preparation
the financial statements of the company have been prepared in accordance with international financial reporting standards ‘ifrss’  
as adopted by the european union the financial statements are prepared under the historical cost convention modified for fair value 
under ifrs
these financial statements are presented in us dollars us and all values are rounded to the nearest thousand unless otherwise indicated
as permitted by section 408 of the companies act 2006 the statement of comprehensive income of the parent company is not presented 
as part of these financial statements the loss dealt with in the financial statements of the company is us12609 thousand
going concern
these financial statements are prepared on a going concern basis which presumes that the company will be able to realise its assets 
and discharge its liabilities in the normal course of business in the foreseeable future
at 31 december 2013 the company had net current liabilities of us13766 thousand which included cash in hand of us5209 thousand
management consider that the continued operational existence of the company is dependent upon the ability to make further 
investment in field development of the subsidiaries in order to increase hydrocarbon production and sales in response to these 
circumstances management are in discussions with existing lenders of the subsidiaries with regard to the provision of additional 
longterm debt financing and the extension of the maturity of the existing longterm loans
management consider the additional financing and the maturity extension of existing debt of the subsidiaries will provide sufficient 
financial resources such that the subsidiaries can further invest in field development with the intention of raising production 
management further consider that the additional cash flows to be generated from production would allow the subsidiaries to service 
debt further increase production and fund other activities in developing their cash flow forecasts management have a number of 
significant assumptions these include assumptions as to future hydrocarbon prices taxes production volumes and inflation and are 
further discussed in note 4
agreements with the existing lenders as to additional financing and maturity extension have not been entered into as of the date of 
these financial statements in the event that such additional financing and maturity extension is not obtained the subsidiaries may  
be unable to realise its assets and discharge its liabilities in the normal course of business these circumstances represent a material 
uncertainty that may cast significant doubt on the subsidiaries and company’s ability to continue as a going concern
however on the basis of the assumptions and cash flow forecasts prepared management have assumed that the company will 
continue to operate within both available and prospective facilities accordingly the company’s financial statements are prepared  
on the going concern basis and do not include any adjustments that would be required in the event that the loan holders do request 
repayment and alternative finance is not available
parent company financial statements 98
ruspetro plc annual report and accounts 2013
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3 summary of significant accounting policies
investments
investments in subsidiary undertakings are included in the balance sheet of the company at cost less any provision for impairment
impairment of nonfinancial assets
the company performs impairment reviews in respect of fixed asset investments whenever events or changes in circumstance 
indicate that the carrying amount may not be recoverable an impairment loss is recognised when the recoverable amount of an asset 
which is the higher of the asset’s net realisable value and its value in use is less than its carrying amount
financial instruments
the accounting policy for financial instruments is consistent with the group’s accounting policy as presented in the notes to the group 
financial statements the company’s financial risk management policy is consistent with the group’s financial risk management policy 
outlined in the group financial statements
loans and receivables
loans and receivables are nonderivative financial assets with fixed or determinable payments that are not quoted in an active 
market after initial measurement loans and receivables are subsequently carried at amortised cost using the effective interest 
method less any provision for impairment
a provision for impairment is recognised when there is an objective evidence that the company will not be able to collect all amounts 
due according to the original terms of the loans and receivables the amount of provision is the difference between the assets’ 
carrying value and the present value of the estimated future cash flows discounted at the original effective interest rate the change 
in the amount of the loan or receivable is recognised in profit or loss interest income is recognised in profit or loss by applying the 
effective interest rate
cash and cash equivalents
cash and cash equivalents in the statement of financial position comprise cash at banks and on hand and shortterm deposits with an 
original maturity of three months or less
for the purpose of the cash flow statement cash and cash equivalents consist of cash and cash equivalents as defined above net of 
outstanding bank overdrafts if any
borrowings and accounts payable
the company’s financial liabilities are represented by trade and other payables
a financial liability is derecognised when the obligation under the liability is discharged or cancelled or expires where an existing 
financial liability is replaced by another from the same lender on substantially different terms or the terms of an existing liability  
are substantially modified such an exchange or modification is treated as a derecognition of the original liability and the recognition 
of a new liability and the difference in the respective carrying amounts is recognised in the profit or loss
impairment of financial assets
the company assesses at the end of each reporting period whether there is any objective evidence that a financial asset or a group  
of financial assets is impaired a financial asset or a group of financial assets is deemed to be impaired if and only if there is  
an objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset  
an incurred ‘loss event’ and that loss event has an impact on the estimated future cash flows of the financial asset or the group of 
financial assets that can be reliably estimated evidence of impairment may include indications that the debtors or a group of debtors 
is experiencing significant financial difficulty default or delinquency in interest or principal payments the probability that they will 
enter bankruptcy or other financial reorganisation and where observable data indicate that there is a measurable decrease in the 
estimated future cash flows such as changes in arrears or economic conditions that correlate with defaults
taxes
income tax
the income tax expense comprises current and deferred taxes calculated based on the tax rates that have been enacted or 
substantively enacted at the end of the reporting period current and deferred taxes are charged or credited to profit or loss except 
where they are attributable to items which are charged or credited directly to equity in which case the corresponding tax is also taken 
to equity
current tax is the amount expected to be paid to or recovered from the taxation authorities in respect of taxable profits or losses for 
the current and prior periods
notes to the financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted
parent company financial statements  99
ruspetro plc annual report and accounts 2013
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deferred tax assets and liabilities are calculated in respect of temporary differences using the liability method deferred taxes provide 
for all temporary differences arising between the tax bases of assets and liabilities and their carrying values for financial reporting 
purposes except where the deferred tax arises from the initial recognition of an asset or liability in a transaction that is not a business 
combination and at the time of the transaction affects neither the accounting profit nor taxable profit or loss
a deferred tax asset is recognised for all deductible temporary differences and carry forward of unused tax credits and unused tax 
losses only to the extent that it is probable that taxable profit will be available against which the deductible temporary differences or 
carry forward can be utilised
unrecognised deferred tax assets are reassessed at the end of each reporting period and are recognised to the extent that it has 
become probable that future taxable profit will allow the deferred tax asset to be recovered
deferred tax assets and liabilities are offset when the company has a legally enforceable right to set off current tax assets and 
liabilities when deferred tax balances are referred to the same governmental body ie federal regional or local and the same subject 
of taxation and when the company intends to perform an offset of its current tax assets and liabilities
equity
share capital
ordinary shares are classified as equity incremental costs directly attributable to the issue of new shares and options are shown in 
equity as a deduction net of tax from the proceeds any excess of the fair value of consideration received over the par value of shares 
issued is recorded as share premium
foreign currency translation
foreign currency transactions are initially recognised in the functional currency at the exchange rate ruling at the date of transaction 
monetary assets and liabilities denominated in foreign currencies are translated at the functional currency rate of exchange in effect 
at the end of the reporting period
the us dollar is the functional and presentation currency of the company the assets and liabilities are translated into the 
presentation currency at the rate of exchange ruling at the end of each of the reporting period income and expenses for each income 
statement are translated at average exchange rates unless this average is not a reasonable approximation of the cumulative effect of 
the rates prevailing on the transaction dates in which case income and expenses are translated at the rate on the dates of the 
transactions all the resulting exchange differences are recorded in other comprehensive income
the us to gbp exchange rates were 061 and 062 as at 31 december 2013 and 31 december 2012 respectively and the average rates 
for the years ended 31 december 2013 and 2012 were 064 and 063 respectively
share option plan
the share option plan under which the group has the ability to choose whether to settle it in cash or equity instruments at the 
discretion of the board of directors is accounted for as an equity settled transaction the fair value of the options granted by the 
parent to employees is measured at the grant date and calculated using the trinomial option pricing model and recognised in the 
financial statements as a component of equity with a corresponding amount recognised in selling general and administrative 
expenses over the time share reward vest to the employee
modifications of the terms or conditions of the equity instruments granted in a manner that reduces the total fair value of the 
sharebased payment arrangement or is not otherwise beneficial to the employee are accounted for as services received in 
consideration for the equity instruments granted as if the modification had not occurred
4 significant accounting judgements estimates and assumptions
the significant accounting judgements estimates and assumptions are consistent with the group’s significant accounting judgements 
estimates and assumptions as presented in the notes to the group financial statements
5 investments in subsidiaries
31 december
2013 2012
ruspetro llc 206138 206138
ruspetro holding limited 31744 31744
total investments in subsidiaries 237882 237882
3 summary of significant accounting policies continued
parent company financial statements 100
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6 options on shares of the company
on 2 december 2011 the company and llc ‘sberbank capital’ entered into an option agreement which became effective on  
17 january 2012 pursuant to which llc ‘sberbank capital’ granted the company a call option to acquire the 10362632 ordinary 
shares held by llc ‘sberbank capital’ the call option may be exercised once only at any time prior to the day which is 15 months from 
the date of ipo at an exercise price equal to the ipo price gbp134 per share less 10 a call option expired on 19 april 2013 
reserves amounting to us4059 thousand initially recognised in equity were transferred to retained earnings
in addition pursuant to this agreement llc ‘sberbank capital’ may put the ordinary shares issued back to the company the put 
option may be exercised once only at any time between the second and third anniversary of admission which took place on 24 january 
2012 at an exercise price equal to the offer price gbp134 less 20 with respect to the put option a noncurrent liability of 
us15365 thousand has been recorded as at 31 december 2013
the following table presents the changes of value of put option for the year ended 31 december 2013
2013 2012
as at 1 january 15365 –
initial recognition of the option – 13753
unwinding of discount 1147 1058
foreign exchange loss related to put option 515 554
as at 31 december 17027 15365
during 2013 one of the executive directors who has been granted an option to acquire shares of the company had left the company 
in accordance with the terms of the option this director lost the right to exercise the part of the option to acquire 4145053 ordinary 
shares reserves amounting to us4814 thousand initially recognised in equity were transferred to retained earnings
7 cash and cash equivalents
31 december
2013 2012
cash in bank denominated in gbp 4709 10796
cash in bank denominated in us 500 13081
total cash and cash equivalents 5209 23877
cash balances generally bear no interest the company holds its cash with bank of america moody’s rating baa2p2 stable at 
31 december 2013
8 shareholders’ equity
share capital
31 december
2013 2012
ordinary share capital 51226 51226
issued and paid up share capital as at 31 december 2013 and 2012 consisted of 333381480 ordinary shares with a nominal value of 
gbp 01 each 
notes to the financial statements continued
for the year ended 31 december 2013 all tabular amounts are in us thousands unless otherwise noted
parent company financial statements  101
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annual general meeting
the company’s annual general meeting will be held at 11 am  
on monday 2 june 2014 at the offices of white  case llp  
5 old broad street london ec2n 1dw united kingdom
company website
the company’s annual report and results announcements  
are available on our website wwwruspetrocom
the website can also be used to access the latest information about 
the company press announcements and future events as they are 
released as well as who to contact for further information
registrars
for information about your shareholdings in the company and to 
notify any changes in your personal details you should contact
capita asset services
the registry
34 beckenham road
beckenham
kent br3 4tu
tel 44 0871 664 0300
email shareholderenquiriescapitacouk
wwwcapitaassetservicescom
investor relations
dominic manley
investor relations director
email dmanleyruspetrocom
registered office
ruspetro plc
1st floor
berkeley square house
berkeley square
london w1j 6bd
united kingdom
tel 44 020 7887 7624
shareholder information
moscow office
white square business center
butyrsky val 10
moscow 125047
russian federation
tel 7 495 935 7369
fax 7 495 935 7368
auditors
pricewaterhousecoopers llp
32 albyn place
aberdeen ab10 1yl
united kingdom
reserves auditor
degolyer and macnaughton
5001 spring valley road
suite 800 east
dallas texas 75244
united states of america
legal advisors
white  case llp
5 old broad street
london ec2n 1dw
united kingdom
corporate brokers
bank of america merrill lynch
2 king edward street
london ec1a 2bb
united kingdom
media consultants
fti consulting
holborn gate
26 southampton buildings
london wc2a 1pb
united kingdom
44 0203 727 1000 102
ruspetro plc annual report and accounts 2013
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notes  103
ruspetro plc annual report and accounts 2013
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notes 104
ruspetro plc annual report and accounts 2013
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notes  ruspetro plc
1st floor
berkeley square house
berkeley square
london 
w1j 6bd
wwwruspetrocom


Summary:
 4
ruspetro plc annual report and accounts 2013
strategic report
directors’ report
financial statements
chairman’s statement
2013 has been a year of change for ruspetro – change 
in strategy team and approach we believe that the 
transformation we have undergone is for the better 
but we cannot deny that it has been a difficult year 
we are emerging from these changes stronger more 
focused and on a better footing for the future
since our performance has not been as successful 
as initially planned our duty to shareholders was 
to determine how to set ruspetro on the right 
track again we felt it was time to pause and review 
our operational performance and determine an 
effective strategy for the successful development 
of ruspetro’s large hydrocarbon assets the 
discussions led to a number of board changes 
i was elected chairman of the board and will 
continue my active involvement in the business 
both in the areas of strategy and our engagement 
with russia’s fiscal and legislative framework
in order to develop the business further john 
conlin was appointed as chief executive officer 
by the board in december 2013 he is not only 
an experienced ep executive but he is also a 
petroleum engineer most recently he was chairman 
of aurelian oil  gas a small independent ep 
company which recently merged with san leon 
energy prior to his move to the independent 
sector he spent 28 years at shell in various senior 
management and operational positions including 
the role of president of sakhalin energy in moscow 
in the late nineties with his extensive experience 
of the industry john has a clear strategy to lead 
ruspetro through a successful development phase to 
production these he articulates in his ceo report
the geological and operational expertise we are 
building inhouse is complemented at board 
level by significant input from a new non
executive director maurice dijols maurice was 
formerly president of schlumberger russia and 
is currently a nonexecutive director of igss 
the largest land seismic company in russia 
and eurasia drilling company the largest 
drilling company in russia his experience 
in the russian market and the practicalities of 
operating in western siberia is unrivalled and 
thus he has closed a key gap in our team
in our commitment to the highest corporate 
governance standards we have also made a 
number of strong appointments to the board 
appointing kirill androsov and frank monstrey 
as nonexecutive directors mr monstrey’s 
trackrecord in delivering production growth in 
kazakhstan and kirill’s deep knowledge of the 
russian energy market further strengthen our 
board the board reorganisation along with the 
various committees was completed in early 2014 
we are now confident we have strong leadership to 
support the implementation of the agreed strategy
alexander chistyakov
executive chairman
“while the past year has been 
undeniably challenging i believe that 
ruspetro emerges from it with a clear 
set of strategic decisions which will 
allow the management team in place 
to deliver growth”  5
ruspetro plc annual report and accounts 2013
strategic report
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financial statements
the team in place is now empowered to lead ruspetro 
into a new phase which will reflect a different 
approach to geological challenge technology 
application and planning we are working to build 
a wellrounded and technically advanced team 
and with the support of schlumberger to develop 
the capability to successfully design and execute 
the complex horizontal wells which we believe will 
unlock the potential of our substantial resources
ruspetro’s immediate business plan objectives 
are both to develop and sustain its current oil 
production including through the initiation of 
horizontal drilling changes in the fiscal environment 
in which we operate have significantly improved 
our production economics in july 2013 the 
russian government signed a law to reduce mineral 
extraction tax ‘met’ with effect from 1 september 
2013 which has significantly enhanced the cash 
flow generation from our existing oil production 
this applies to oil produced from hardtorecover 
reservoirs such as our bazhenov and tyumen 
formations which have low permeability under 
this legislation virtually all the group’s current 
production qualifies for an 80 reduction in met
these fiscal policy changes have made it realistic to 
consider the development of our vast shale resources 
in the bazhenov formation we believe along 
with a large number of renowned global experts 
that the bazhenov could drive the new wave of 
investment in unconventional resources in russia 
from around the world while it is true to say that 
the successes in the us have not been replicated as 
quickly elsewhere in the world there are practical 
reasons to believe that significant early progress 
can be anticipated in russia these include the scale 
of the resources the advantageous geology the 
significant preexisting infrastructure in areas of 
lowdensity population access to technical expertise 
and importantly a favourable fiscal regime
in order to implement a sound strategy for the 
development of its large hydrocarbon assets 
ruspetro will begin drilling from existing financial 
resources but we acknowledge additional funds 
will be required to implement the full development 
programme initial drilling has been facilitated 
by the successful restructuring during 2013 of our 
existing mediumterm credit facility with sberbank 
as well as of our shareholder loans additionally 
the conclusion of a forward oil sale agreement with 
glencore in 2013 and which has been renewed in 
2014 is an important liquidity management initiative
the continued development of ruspetro’s extensive 
hydrocarbon resources will be funded through a 
combination of reinvested cash flow and additional 
financial resources the board is also considering 
a range of potential strategic transactions
while the past year has been undeniably challenging 
i believe that ruspetro emerges from it with a 
clear set of strategic decisions which will allow the 
management team in place to deliver growth i 
would like to thank all ruspetro’s employees who 
have shown dedication through these difficult times 
and who have worked hard to support myself and 
the executive team my consideration also goes to 
other board members who have and will i am sure 
continue to make a sustained valuable contribution 
to helping ruspetro deliver on its potential promises
finally and most importantly on behalf of the board 
and management i would like to thank all our 
shareholders for their continued support during what 
has been a challenging year for the company as we 
set out in this report ruspetro is now in a far better 
position to deliver value for all its stakeholders
alexander chistyakov
executive chairman