Annual
Report
2024
Contents
Overview
6
About O’KEY Group
8
Our Geography
10
Main Events of
2024 and
After the
Reporting Date
Strategic Report
14
Business Review
16
Russia’s Food Retail
Market Overview
18
Sustainable Development
Operational Review
32
O’KEY Hypermarkets
39
DA! Discounters
Financial review
46
FY
2024 financial highlights
Corporate Governance
52
Corporate Governance System
53
General Meeting
of
Shareholders
55
Board of
Directors
56
Committees of
the
Board
of
Directors
58
Risk Management
61
Information for
Shareholders
and
Investors
65
Management & Directors
Responsibility Statement
Financial Statements
68
Independent Auditors’ Report
72
Consolidated financial
statements
106
Glossary
108
Abbreviations
109
Contacts
2
3
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
301
stores
RUB
219
bn
revenue
19,000
employees
23
years
in the market
Overview
6
About O’KEY Group
8
Our Geography
10
Main Events of
2024 and After
the
Reporting Date
Annual Report
2024
5
4
ABOUT THE
REPORT
The Annual
Report 2024
(“the Report”)
has
been
prepared
by O’KEY
GROUP
S.A.
(“O’KEY
Group”,
“the Group”,
or “the Company”).
This
Report
discloses
information
on the implementation
of the Group’s
strategy
in 2024,
presents
the Group’s
operating
and financial
results,
and describes
the Group’s
corporate
governance
framework
and corporate
social
responsibility
activities.
The Report
has
been
prepared
based
on consolidated
IFRS
financial
statements
for 2024.
The Report
has
been
prepared
based
on the information
available
to the Group
as of the time
of producing
this
Report,
including
information
obtained
from third
parties.
The Company
reasonably
believes
that
this
information
is complete
and accurate
as of the publication
date
of this
Report.
However,
it does
not
constitute
any representation
or warranty
that
this
information
will
not
be updated,
revised,
or otherwise
amended
in the future.
This
Report
includes
estimates
or forward-looking
statements
related
to operating,
financial,
economic,
social,
and other
measures
that
can
be used
to assess
the performance
of O’KEY
GROUP
S.A.
The Company
does
not
make
any representation
or warranty
that
the results
anticipated
by such
forward-looking
statements
will
be achieved.
The Company
shall
not
be liable
to any individual
or legal
entity
for any loss
or damage
which
may
arise
from their
reliance
on such
forward-looking
statements.
FURTHER INFORMATION
Further
information
regarding
O’KEY
Group’s
strategy,
our
businesses
and performance,
our
approach
to governance
and risk
management,
an archive
of annual
reports
as well as a full
suite
of additional
information
materials
are available
at our
corporate
website
www.okeygroup.lu.
DISCLAIMER
The existing
global
environment,
including
the current
geopolitical
climate
and market
fluctuations
in currency
and stock
markets,
as well as significant
currency
exchange
rate
variations,
is probably
having
an impact
on companies
in all
sectors
of the economy.
We are closely
observing
the potential
effects
of these
evolving
macroeconomic
circumstances
and shifts
in the retail
market
on the O’KEY
Group’s
financial
and operational
performance
in the medium
to long
term.
Nonetheless,
we acknowledge
that
the grocery
retail
industry
is among
the most
resilient
sectors
of the economy
and is continually
sought
after
by consumers.
Furthermore,
we have
confidence
in the Group’s
efficient
business
strategy,
which
utilises
two
complementary
retail
formats
and a robust
online
platform
that
caters
to all
customer
requirements
and demographics.
This
approach
establishes a strong
foothold
in the market
and provides a considerable
buffer
against
macroeconomic
instability.
Our
Company
is well-equipped
to handle
any potential
alterations
in the supply
chain
due to the fact
that
around
80%
of our
procurement
is obtained
from nearby
suppliers
and manufacturers.
By actively
fostering
our
proprietary
brands,
maintaining
our
long-standing
and productive
partnerships
with a significant
number
of inventive,
advanced,
and rapidly
expanding
farms
and producers,
and participating
in regional
and national
quality
initiatives
and programmes
that
support
local
suppliers,
we can
successfully
navigate
any market
challenges
and uncertainties.
Therefore,
O’KEY
Group,
with its well-established
and well-
integrated
corporate
governance
and management
structure,
is securely
positioned
in the market
and poised
to withstand
macroeconomic
turbulence
and market
volatility,
while
effectively
serving
the needs
of its stakeholders.
About O’KEY Group
O’KEY
Group
is one
of the leading
Russian
food
retailers.
Since the opening
of our
first
hypermarket
in St.
Petersburg
in 2002,
we have
continued
to strive
for excellence.
O’KEY
Group
develops
two
clearly
positioned
and complementary
retail
formats:
O’KEY
hypermarkets
and DA!
discounters.
The Company
also
operates
an online
platform
for O’KEY
hypermarkets.
This
well-balanced
combination
of formats
allows
us
to meet
different
customer
needs
and purchasing
models
in all
regions
of presence
and
in all
sales
channels.
OUR PURPOSE/MISSION
We
strive
for
excellence
We
offer fresh and
high-quality
products to
each family
We
provide
a
simple and
easy
shopping experience
We
aim to
create an
effective
working environment
We
take our social responsibility
seriously and
act accordingly
OUR VALUES
Innovativeness
Outstanding results
Impeccable service
Atmosphere of
professionalism
Effective team
OPERATIONAL & FINANCIAL HIGHLIGHTS
Indicators
2022
2023
2024
2024/2023
Group net retail revenue, RUB
bn
200.2
205.8
217.1
+5.5%
•
O’KEY net retail revenue, RUB
bn
146.9
142.0
144.8
+2.0%
•
DA! net retail revenue, RUB
bn
53.3
63.8
72.3
+13.3%
Group LFL net retail revenue,
%
+2.1%
(1.6%)
+4.1%
•
O’KEY LFL net retail revenue,
%
(3.6%)
(3.3%)
+2.3%
•
DA! LFL net retail revenue,
%
+26.8%
+3.0%
+8.0%
Total selling space, k m
2
656.2
663.9
663.6
-
•
O’KEY selling space, k m
2
525.8
515.8
512.3
(0.7%)
•
DA! selling space, k m
2
130.9
148.1
151.2
+2.1%
Total revenue, RUB
bn
202.2
207.9
219.4
+5.5%
•
O’KEY Revenue, RUB
bn
148.8
144.0
147.0
+2.1%
•
DA! Revenue, RUB
bn
53.3
63.9
72.4
+13.3%
Group EBITDA, RUB
bn
17.0
17.0
20.5
+20.3%
•
O’KEY EBITDA, RUB
bn
13.4
12.6
13.4
+6.2%
•
DA! EBITDA, RUB
bn
3.6
4.4
7.1
+61.0%
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
6
7
Our Geography
St. Petersburg
Astrakhan
Nizhniy Novgorod
Togliatti
Orenburg
Ufa
Ekaterinburg
Tyumen
Omsk
Novosibirsk
Irkutsk
Krasnoyarsk
Surgut
Rostov-on-Don
Krasnodar
Sochi
Murmansk
Syktyvkar
24
1
2
3
3
1
1
3
3
3
1
2
1
2
1
1
4
1
Central
Federal
District
224
discounters
4
O’KEY DCs
64.9
%
centralisation rate
1
DA! DC
100
%
centralisation rate
Central Federal District
MOSCOW
Ivanovo
Tver’ region
Vladimir region
Moscow region
Ryazan region
Lipetsk
Voronezh
Tula region
39
9
16
1
1
2
3
135
7
19
12
Kaluga region
301
total stores
77
hypermarkets
Number of stores
2024
2023
2022
2021
2020
2019
2018
2017
2016
2015
2014
2013
2012
2011
2010
2009
2008
2007
17
23
28
35
42
52
60
69
71
74
78
78
78
77
78
79
77
35
54
67
82
100
118
152
194
220
224
77
O’KEY
DA!
Total
Selling space breakdown by
region,
Ths
sqm,
2024
Selling space breakdown by
brand,
Ths
sqm,
2024
North-
West
East
South
Central
Total
186.4
103.4
98.0
124.5
512.3
186.4
103.4
98.0
275.7
663.5
151.2
151.2
O’KEY
Distirbution Centers
DA!
Distirbution Centers
O’KEY hypermarkets
DA! discounters
512
O'KEY
DA!
151
663
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
8
9
June
•
The Group
transfers
its GDRs
form
Level
I
to Level
II
Quotation
List
on MOEX,
in view
of a potential
delisting
from
the LSE.
•
The Group
cancels
listing
of its GDRs
on the LSE.
•
Expert
RA
rating
agency
confirms
the “ruA–”
credit
rating
with Stable
outlook
for O’KEY.
Main Events of
2024
and After the
Reporting Date
April
•
The Company
receives
a resignation
notice
from
its current
depositary
bank,
the Bank
of NY
Mellon,
in respect
to the Group’s
GDRs.
May
•
The Group
intends
to delist
from
LSE.
July
•
The Group
starts
to change
the depositary
for its GDR
programmes.
•
NCR
rating
agency
affirms
O’KEY
“A.ru”
credit
rating
with Stable
outlook.
August
•
The Group
successfully
completes
replacing
the depositary
and
appoints
RCS
Group
as a new
depositary
bank
for its GDRs
programmes
instead
of the Bank
of NY
Mellon.
December
•
The Group
announces
an intention
to sell
O’KEY
hypermarket
business
to the chain’s
management.
The DA!
discount
chain
is planned
to continue
to operate
within
the Group.
•
The Group
announces
that
due to amendment
of the applicable
legislation,
the Group’s
GDRs
to be transferred
to the third
listing
tier
of Moscow
Exchange
from
3
January
2025.
March
•
The
extraordinary
general
meeting
of shareholders
(EGM)
of
O’KEY
Group
S.A.
approves
redomicilation
from
Luxembourg
to Oktyabrsky
Island
in the Kaliningrad
region
of Russia.
2024
2025
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
10
11
RUB
445
mn
employee benefits
10.7
%
electricity savings, YoY
RUB
345
mn
proceeds from recycled
materials
Strategic
Report
14
Business Review
16
Russia’s Food Retail Market
Overview
18
Sustainable Development
Annual Report
2024
13
12
Business Review
O’KEY Group delivered strong results in
the
reporting year. We
managed
to
improve substantially our operational and financial performance in
both
hypermarket format and discounter business over financial year 2024.
The Russian
food
retail
market
grew
by 14.9%
YoY
to RUB
26.4 trn
in 2024,
according
to Infoline
research
agency.
O’KEY
Group
again
stood
among
the top
ten
Russian
food
retailers
and
grocery
retailers
in online,
based
on annual
revenue
and market
share
based
on Infoline
2024
rating.
Group
revenue
increased
by 5.5%
YoY
to RUB
219.4 bn,
while
the Group’s
EBITDA
improved
by 20.3%
to RUB
20.5 bn,
with EBITDA
margin
up
to 9.3%
in 2024
compared
to 8.2%
in the prior
year.
In 2024,
O’KEY’s
management
team
was significantly
strengthened
by key
appointments
in operations,
commerce,
marketing,
real
estate
management,
non-commercial
procurement,
and
other
functions.
Throughout
2024,
the Company
made
comprehensive
efforts
to review
and
improve
assortment
across
all
product
categories
to further
enhance
its value
proposition.
These
efforts
were
accompanied
by changing
the approach
to displaying
promotional
products,
reviewing
the pricing
and
marketing
support
concepts,
and
many
more.
O’KEY
hypermarkets’
net
retail
revenue
increased
by 2.0%
YoY
to RUB
144.8 bn,
with
LFL
revenue
showing
a growth
of 2.3%
in 2024.
O’KEY
hypermarkets
EBITDA
increased
by 6.2%
YoY,
while
EBITDA
margin
grew
to 9.1%
in 2024
from
8.8%
in 2023.
The online
grocery
market
in Russia
demonstrated
a 39.4%
year-on-year
growth
and reached
RUB
1,280 bn,
or a 4.8%
share
in total
Russian
food
retail
market
in 2024,
according
to Infoline.
Over
the reporting
year,
the Group
rolled-out
online
pick-up
and
delivery
points
through
its hypermarket
chain
across
all
regions
of presence
and
continued
to develop
its e-commerce
platform
through
partnerships
with
delivery
operators.
In addition
to Kuper,
the Group
launched
sales
via Wildberries
and
Yandex.Eda
in 2024.
The entire
product
range
of hypermarkets
became
available
to our
customers
on Yandex.Eda
platform.
We used
all
the capacities
to fulfil
3.2 mn
online
orders
in 2024.
O’KEY
net
online
sales
reached
RUB
7.8 bn,
remaining
at 5.4%
of the hypermarkets’
net
retail
revenue
in 2024.
According
to Infoline,
discounters
and proximity
stores
continued
to increase
the footprint
in 2024.
The aggregate
share
of discounters
and proximity
stores
increased
by 1.4 p.p.
to 78.1%
in 2024.
The Group
has
been
developing
DA!
discount
format
since
2015.
A key
element
contributing
to the DA!
success,
along
with operational
and cost
effectiveness
and EDLP
pricing
policy,
is the prudent
selection
of our
own
brands,
comprising
approximately
50%
of the discounter’s
revenue.
Over 2024,
the Group maintained
its focus
on further
enhancing
DA!’s
customer
proposition
and
own
brand
portfolio
and
continued
to develop partnership
with suppliers,
enabling
us
to introduce
new
SKUs
into our
offerings
with
an emphasis
on fresh
and
ultra-fresh.
Besides,
the Company
paid
special
attention
to further
improving
operational
efficiency
and
optimising
costs
at DA!
stores,
in particular,
the discounter
store
opening
model.
The DA!
discount
network,
with
its 224
stores,
showed
a 8%
LFL
net
retail
revenue
growth,
resulted
in a 13.3%
YoY
net
retail
revenue
increase,
reaching
33.3%
of the Group’s
net
retail
revenue
in 2024.
DA!
discounters
EBITDA
surged
by 61.0%
YoY,
while
their
EBITDA
margin
was up
to 9.7%
in FY
2024
compared
to 6.9%
in the prior
year.
We strongly
believe
that
DA!
is ideally
positioned
to grow
in today’s
challenging
environment
and will
continue
to grow,
being a unique
international
format,
specially
tailored
to the needs
and desires
of Russian
customers.
We have
always
strived
to maintain
the high
level
of our
corporate
governance,
which
is based
on the principles
of professionalism,
accountability,
equality,
and transparency
in compliance
with the best
international
and Russian
practices.
In 2024,
we again
Expert
RA
confirmed
our “ruA-”
credit
rating
with a stable
outlook.
NCR
credit
rating
agency
also
affirmed Company
with an “A.ru”
rating
with a stable
outlook.
Despite
the current
market
fluctuations,
we are dedicated
to actively
communicating
and accommodating
the interests
of all
our
investors
and shareholders.
In 2024,
the Group
successfully
transferred
its GDR
programmes
to new
depositary,
RCS
Group.
The Group
has
listing
of its GDRs
on the Astana
International
Exchange
(AIX)
since
2023,
and
listing
on the Moscow
Exchange
since
2020.
OUTLOOK
Despite
the challenges
faced
by various
sectors
of the economy,
we recognise
that
the grocery
retail
industry
remains
highly
resilient
and is continually
sought
after
by customers.
Additionally,
we believe
in the Group’s
efficient
business
approach,
which
includes
two
complementary
retail
formats
and an omnichannel
online
platform
that
addresses
the needs
of all
customer
segments.
With the integration
of this
approach
and a proven
corporate
governance
structure
alongside
the streamlined
operational
management,
our
ability
to maintain a sound
foothold
in the market
and minimise
the impact
of any economic
fluctuations
is assured.
In December
2024,
the Board
of Directors
of O’KEY
GROUP
S.A.
announced
its intention
to sell
the Group’s
hypermarkets
to the management.
The Board
of Directors
considers
this
decision
to be in the best
interests
of the Group
and
all
its stakeholders.
As a result
of the transaction,
O’KEY’s
management
team
is to acquire
the hypermarket
chain
along
with
the O’KEY
trademark,
logistics
infrastructure,
and
other
tangible
and
intangible
assets.
Both
during
and
after
the management
buyout
of the hypermarket
business,
the O’KEY
chain
will
continue
to operate
as usual
under
the leadership
of the existing
management
team,
fully
honouring
all
commitments
to customers,
suppliers,
employees,
creditors
and
other
stakeholders.
Following
completion
of the deal,
the DA!
discount
chain
and
its infrastructure
will
remain
under
the control
of O’KEY
Group.
The sale
of the hypermarket
business
to management
is subject
to approval
by the Government
Commission
on Monitoring
Foreign
Investment
in the Russian
Federation,
the Federal
Antimonopoly
Service
of Russia,
and
the general
meeting
of shareholders
of O’KEY
GROUP
S.A.
In March
2025,
the extraordinary
general
shareholder
meeting
(EGM)
of O’KEY
GROUP
S.A.
approved
changing
the Group’s
legal
registration
from
the Grand
Duchy
of Luxembourg
to the Russian
Federation
(“redomiciliation”),
subject
to compliance
with
the applicable
legal
and
regulatory
requirements.
Upon
redomiciliation
to the Russian
Federation,
all
269,074,000
Company
shares
will
be recognised
as shares
of the IPJSC
at a 1:1
ratio.
The nominal
value
of the Company’s
shares
will
be denominated
in the Russian
roubles,
equivalent
to their
nominal
value
in euros,
converted
at the official
exchange
rate
set
by the Bank
of Russia
on the date
of the EGM.
Prior
to finalising
the redomiciliation
procedure,
the Company
must
complete
all
actions
required
by law
to terminate
its operations
in Luxembourg.
Further
information
will
be provided
on the possible
timeline
for redomiciliation.
In the meantime,
the Group
will
continue
to operate
as a Luxembourg-registered
company
until
the redomiciliation
has
been
completed.
The process
of changing
the Group’s
legal
registration
will
not
affect
the business
operations
of its retail
chains
or its subsidiaries
in Russia.
The Group
will
continue
to meet
all
its obligations
to its partners
and
customers
on time
and
in full.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
14
15
Russia’s Food Retail Market Overview
The Russian
food
retail
market
grew
by 14.9%
YoY
to RUB
26.4 trn
in 2024
compared
to RUB
23.0
trn
in 2023,
according
to Infoline.
In 2024,
the overall
number
of stores
of TOP-200 grocery
chains
in Russia
reached
126.5 thousand
(plus
10.8 thousand
stores
YoY),
and their
total
space
comprised
39.6 million
m
2
(plus
2.2 million
m
2
YoY).
According
to Infoline,
the downsizing
trend
in the total
average
selling
space
continued
in 2024,
and
the average
selling
space
reduced
by 17.2%
YoY
to 313.4 m
2
,
by the end
of 2024.
According
to Infoline,
discounters
and proximity
stores
continued
to increase
the footprint
in 2024.
The aggregate
share
of discounters
and proximity
stores
increased
by 1.4 p.p.
to 78.1%
in 2024.
In 2024,
the TOP-10 leading
food
retailers
increased
their
market
share
by 2.6 p.p.
YoY
to 42.5%.
O’KEY
Group
was 10th
largest
food
retailer
in Russia
in 2024,
according
to Infoline.
Top-10
food retailers in
Russia market share,
%
Source: Infoline research 2024, revenue net of
VAT
RUB
26.4
trn
Russian grocery market value
1
X5 Retail Group
Magnit
Mercury Retail Group
Lenta
Svetofor
Vkusvill
Auchan
METRO
Samokat
O’KEY Group
15.6
11.0
6.2
3.3
1.4
1.4
1.0
1.0
0.8
0.8
ONLINE GROCERY MARKET IN
RUSSIA
In 2024,
according
to Infoline,
Russian
e-grocery
market
continued
its rapid
growth
having
increased
by 39.4%
YoY
to RUB
1,280 bn
and reached a 4.8%
share
in total
Russian
food
retail
market
(plus
0.8 p.p.
YoY).
In 2024,
according
to Infoline,
O’KEY
Group
was ranked
10th
largest
food
retail
chain
in online
2
.
RUB
1,280
bn
Russian e-grocery market value
1
Top-10
grocery retailers in
Russia by
Gross Online Sales,
RUB bn
Retailer
RUB
bn
X5 Group
217.3
VkusVill
189.5
Magnit
99.2
METRO (В2C+B2B)
95.9
Lenta
71.3
Auchan
27.3
Azbuka Vkusa
15.1
Globus
14.9
SPAR
9.3
O’KEY Group
8.9
Myasnov
3.8
Source: Infoline research
2024, excluding marketplaces, grocery aggregators and
food delivery operators. Revenue includes VAT.
In the course
of 2024,
marketplaces
continued
to outperform
the e-grocery
market
by expanding
the range
and increasing
the number
of sellers
to provide
maximum
breadth
of choice.
According
to Infoline,
leading
marketplaces
and food
delivery
operators
increased
their
combined
market
share
in e-grocery
by 0.5
p.p.
YoY
to 45.4%
in 2024.
Russian e-grocery market
structure in
2024,
%
16.4
Samokat
Yandex: Lavka & Market
OZON
Wildberries
Other
10.3
9.7
9.0
54.6
1
Infoline research 2024.
2
Excluding marketplaces, grocery aggregators and
food delivery operators.
1
Infoline research 2024.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
16
17
Sustainable Development
SUSTAINABILITY APPROACH
O’KEY
Group
is a retail
company
that
has
established a widespread
presence
in various
regions
of Russia.
Since its inception,
the Company
has
been
catering
to a diverse
array
of stakeholders,
including
customers,
employees,
shareholders,
investors,
suppliers,
and local
community
representatives.
As a company,
we consistently
develop
strategies
for engaging
with regulatory
and government
authorities,
the media,
and NGOs,
as we believe
that
fostering
partnerships
is essential
for the continuous
growth
and development
of our
business
as a whole.
Our
commitment
to sustainable
development
is embedded
in our
core
values.
We strive
for excellence
in our
daily
operations
by providing
families
with fresh
and high-quality
products,
along
with a convenient
and hassle-
free
shopping
experience.
Recognising
the significance
of socially
responsible
businesses,
we endeavour
to create
customised
methods,
incorporate
global
standards
of accountability
and community
assistance,
and adhere
to regulations
regarding
labour
relations
and environmental
safety.
At O’KEY
Group,
we prioritise
creating
an effective
and positive
work
environment
for our
employees.
We believe
that
our
employees
are the backbone
of our
business,
and we are committed
to ensuring
their
well-being
and career
growth.
We provide
our
employees
with opportunities
to develop
their
skills
and knowledge
through
training
and development
programmes,
and we strive
to create a culture
of innovation
and collaboration.
In addition
to our
commitment
to our
employees,
we take
our
social
responsibility
seriously
by acting
accordingly.
We believe
that
businesses
have a crucial
role
to play
in society
and we strive
to make a positive
impact
through
our
operations.
We are committed
to sustainable
development
and we take
steps
to minimise
our
environmental
impact.
We also
believe
that
it is important
to give
back
to the community,
and hence
we support
various
charitable
initiatives
and organisations
that
align
with our
values.
Overall,
we remain
committed
to delivering
the best
possible
experience
to our
customers,
employees,
shareholders,
investors,
suppliers,
and local
community
representatives.
We believe
that
by continuing
to prioritise
sustainability
and innovation,
we can
continue
to grow
and develop
our
business
in a responsible
way.
OUR EMPLOYEES
The
experience and expertise of
our people are
fundamental components
of
our business model, and we
believe they are
the
backbone of
our success.
For
this reason, we
invest
in
the
personal and professional
growth of
our employees,
providing them with ample
opportunities to
develop their
skills and knowledge so they can
continue delivering exceptional
service to
both internal and
external customers. We
want
every employee in
our Company
to
understand the
crucial
role they play in
creating
a
positive, warm, and welcoming
environment in
our stores that
our guests truly appreciate.
By
doing this, we
believe we
can
foster a
strong service culture
that not only benefits our
customers but also has a
positive
impact on
our employees,
enhancing their job satisfaction
and overall well-being.
O’KEY Group’s HR policy
aims to
drive business growth
by
attracting, retaining, and
developing high-potential
employees across all levels
of
the
organisation. To
this
end, we
continuously
improve processes related
to
the
onboarding, training,
development, and recognition
of
O’KEY employees. We
strive
to
create a
productive work
environment and unlock
both professional and
personal potential in
line with
the
Company’s HR strategy.
A
systems-level, holistic
approach to
HR management,
along with a
strong focus
on
people and their needs,
ensures that O’KEY remains
an
attractive employer.
O’KEY GROUP’S HR STRATEGY PILLARS ARE:
building a
culture
of
engagement and
effectiveness;
applying a
systematic
approach to
attracting,
retaining, and developing
employees;
creating an
environment
that fosters leadership
potential, develops
professional skills, and
supports career growth;
maintaining workplace
efficiency through
the
adoption of
advanced
technology and automation
of
HR services;
building an
effective
organisational structure
and management team;
building a
holistic and
positive employer brand
in
the
Russian labour
market; and
introducing best HR
practices.
MAJOR HR AND STAFF MANAGEMENT EVENTS IN
2024:
Amid labour market restructuring
and increasing competition
for
top talent, managing our
people was
our No.
1 risk
and strategic priority in
2024.
Through
prudent
decision
making,
the Company
successfully
reduced
staff
turnover,
retained
key
employees,
and
maintained
high
staffing
levels
for the business:
•
To enhance
the Company’s
competitiveness
in the labour
market,
a
large-scale pay
revision was
carried out, and
bonus systems were updated.
•
Recruitment processes were
strengthened by
scaling
up our Bring a
Friend
referral programme,
which
was successfully
rolled
out
across
the organisation,
as well as through
reputation
management
and
EVP promotion
activities. These efforts
boosted the
Company’s
profile among job seekers
and
reinforced
its positive
perception
as an employer.
•
To increase
employee
awareness
and
sustain a
culture
of
engagement, corporate
communication channels were
expanded,
with
a particular
focus
on employee
social
networks.
By taking
a holistic
approach
to feedback
from
current
and
former
employees,
the Company
improved
its rating
on dreamjob.
ru
(a HeadHunter
partner)
from
3.6
to 3.8
points,
exceeding
the market
average
for retail
chains.
As a result,
the Corporate
Culture
and
Open
Employer
rating
badges
were
added
to O’KEY’s
website,
increasing
job
seekers’
confidence
when
considering
vacancies.
Based
on
2,356 ratings, 72% of
users
would recommend the
Company
as
an
employer.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
18
19
TALENT RETENTION AND KNOWLEDGE CONTINUITY WERE ADDRESSED THROUGH
THE
FOLLOWING MEASURES:
Developing
O’KEY
Academy by:
•
conducting
a full
audit
of the knowledge
base;
•
developing
new e-learning
courses
for the existing
Academy
departments,
where
talent
pool
members
take
training
for management
positions
in retail
units;
and
•
launching
training
projects
such
as Occupational
Health
School,
HR
Encyclopedia,
an HR
record
management
project,
and
other
initiatives.
Launching
a
new-format
mentoring system
to
allow the
Company to:
•
ensure
knowledge
continuity;
•
retain
skilled
employees;
and
•
enhance
the overall
stability
of the staff
management
system.
Launching the
employee
potential assessment
process within the
talent
management system to:
•
develop
employees’
professional
and
career
paths
based
on a comprehensive
evaluation.
We remain
strongly
focused
on ensuring
safe
working
conditions
for every
employee
and
a comfortable
shopping
experience
for every
customer.
The Group
strives
to minimise
work-related
injuries
and
continuously
improves
its occupational
health
and
safety
(OHS)
management
system.
Our
approach
is based
on full
compliance
with
Russian
laws.
BY
MAINTAINING A
STRONG FOCUS ON
CREATING A
SAFE WORK ENVIRONMENT,
WE
HAVE REDUCED THE
WORK-RELATED ACCIDENT RATE BY
9% YOY:
1.
Special
assessments
of working
conditions
and
occupational
risks
were
conducted
for every
workplace.
2.
The automated
Occupational
Health
and
Safety
Control
System
(OHSCS)
and
pre-shift
health
checks
were
introduced
at distribution
centres
(DCs).
3.
A series
of training
sessions
was delivered.
In line
with
our
efficiency
strategy
to enhance
the Company’s
existing
processes
and
drive
ongoing
improvements
in products,
services,
and
the work
environment,
we finalised
a conceptual
framework
in 2024
to guide
continuous
improvement
(CI)
teams
and
held
strategic
sessions
for retail
unit
management.
A
total of
70%
of
managers have completed
relevant training and developed
efficiency programmes
for
the
processes they oversee.
IN
2025, WE
WILL REMAIN FOCUSED ON
ENHANCING THE
COMPANY’S
BUSINESS EFFICIENCY BY
DEVELOPING EMPLOYEES AND TEAMS, FOSTERING
A
CULTURE OF
ENGAGEMENT, AND CREATING A
SAFE AND PRODUCTIVE WORK
ENVIRONMENT.
KEY METRICS IN
2024
Below
are O’KEY
Group’s
key
personnel
metrics.
19,011
Total headcount in
2024
(as
of
31
December 2024)
O’KEY
Group
maintains
gender
balance
in its workforce,
with
men
making
up
28%
and
women
72%
on average
across
the Group.
Age distribution,
%
8
19
32
27
14
18–25
26–35
36–45
46–55
56+
O’KEY
boasts
a high
percentage
of employees
who have been with
O’KEY for
5–20 years
–
5,600
people,
or 40%
of O’KEY
headcount.
O’KEY
offers
structured
horizontal
and
vertical
development
programmes,
enabling
employees
to change
roles
within
the Group
and
pursue
multiple
career
paths
while
maintaining
strong
loyalty
to the Company.
All
units
continue
to develop
referral
programmes
for hiring
candidates
recommended
by Company
employees.
Our
people
act
as champions
of O’KEY’s
employer
brand
and
are willing
to recommend
the Company
as a reliable
and
stable
employer
with
a strong
reputation.
In
2024,
20
%
of
head office vacancies were
filled through internal mobility.
In
2024,
12
%
of
vacancies across the
Group
were filled through the
referral
programme.
As a modern
and
attractive
employer,
O’KEY
offers
employees
a variety
of work
schedule
options.
•
Hypermarket
employees
can
choose
a work
format
that
suits
them –
full-time,
part-time,
or secondary
employment.
•
The Company
has
partnered
with
an advanced
job
platform
for the self-employed.
•
Office
employees
can
choose
a hybrid
work
format,
in line
with
the modern
global
trend
of work-
life
balance,
which
is in high
demand
in the labour
market.
Gender distribution, Stores,
%
75
25
Female
Male
Gender distribution, Offices,
%
61
39
Female
Male
Gender distribution, DCs,
%
39
61
Female
Male
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
20
21
EMPLOYEE TRAINING AND
DEVELOPMENT
The Company’s
success
depends
on its people.
In the reporting
year,
we remained
focused
on driving
the personal
and
professional
growth
of our
employees.
O’KEY’s
Talent
Pool
Academy
serves
as the primary
platform
for upskilling
current
managers
and
training
internal
candidates
for leadership
positions.
2024 EMPLOYEE TRAINING
AND DEVELOPMENT
HIGHLIGHTS:
•
Over
53,000
self-paced
e-learning
courses
were
completed
in total
by Company
employees.
•
5,518
employees
received
classroom
training
with
internal
coaches.
•
203
training
sessions
and
webinars
were
held
online.
•
150
e-courses
are available
for training
at O’KEY
Academy.
•
25
educational
programmes
were
developed
at O’KEY
Academy
to build
hard
and
soft
skills.
For several
years
now,
O’KEY
Academy
departments
have
been
successfully
upskilling
managers
at various
levels:
•
ROST’OK –
training
for section
heads.
•
Leadership
School –
training
for deputy
hypermarket
managers.
•
School
with
Meaning –
training
for hypermarket
managers.
In
2024, about
30
%
of
Talent Pool Academy students
were appointed to
management
positions
– hypermarket
managers and deputy managers
or
section heads and deputy
heads.
We have
continued
to expand
the O’KEY
Academy
training
platform
with
new
subject
areas
and
courses.
In 2024,
we launched
the Occupational
Health
School,
a training
project
designed
to familiarise
employees
with
regulatory
requirements,
occupational
health
processes
at the Company,
and
the distribution
of responsibilities
across
management
levels.
We also
developed
a series
of programmes
for HR
employees.
Mentoring system
In the reporting
year,
we strongly
focused
on developing
our
new-
format
mentoring
system.
This
programme
allows
us
to address
multiple
objectives
at once:
•
Recognition
of top
experts
who
pass
on their
knowledge
to newly
hired
or appointed
employees.
•
Professional
certification
of mentors,
which
ensures
that
training
is entrusted
to qualified
experts
and
that
teams
are actively
engaged
in continuous
learning
and
upskilling.
•
Retention
of top
talent.
About
5
%
of
hypermarket managers take
training at
the
School of
Mentors
department.
In
2024, the
programme led to
a
12
%
reduction in
overall turnover
compared to
2023, with
management turnover not
exceeding 15% for
the
year.
In
2025, we
plan to:
•
actively
develop
the talent
pool
and
mentor
training
programme
and
launch
a school
of coaching
techniques
and
mentoring;
•
develop
a school
for occupational
health
specialists
and
an HR
school;
•
introduce
continuous
improvement
teams
at the chain’s
stores;
and
•
launch
a lean
production
school.
Talent management system
The Company
creates
a supportive
environment
to unlock
team
potential
and
attract
and
retain
high-
potential,
top-performing
employees.
Our
talent
management
system
enables
us
to better
understand
the strengths
and
development
needs
of our
employees
as well as create
professional
and
career
paths
based
on a comprehensive
evaluation.
It is an integral
part
of our
corporate
culture,
significantly
enhancing
the appeal
of the Company’s
employer
brand
and
its overall
competitiveness.
In 2024,
we further
expanded
our
talent
management
system
to cover
office
staff,
including
managers
at all
levels.
The talent
management
system
includes
a three-stage
potential
assessment.
In 2024,
we completed
the first
assessment
stage,
identifying
employees
with
high
development
potential
over
a 1–3-year
horizon.
About
5%
of these
employees
were
placed
in the HiPo
category
and
15%
in the HiPro
category.
In 2025,
we plan
to conduct
the second
assessment
stage
along
with
training
and
skill
development
initiatives.
COMPENSATION
AND
BENEFITS
O’KEY
Group
provides
social
support
to its employees
in accordance
with
legal
requirements
and
implements
additional
programmes
aimed
at creating
the most
comfortable
working
conditions
for them,
including:
•
VMI
on co-financing
terms
(with
the Company
covering
up to
100%
of the cost);
•
discounts
at the Group’s
stores
and
a cumulative
employee
points
system;
•
meal
allowances
for employees
of certain
units;
•
New
Year’s
holiday
gifts
for employees’
children;
•
financial
assistance
to employees
in a difficult
life
situation;
•
discounts
for employees
at various
cafes,
canteens,
beauty
salons,
and
hotels;
•
training
programmes
from
partners
at online
schools
(free
learning
at the Skyeng
English
language
school,
discounts
at Netology
and
Algorithmics
schools
for employees
and
their
children);
and
•
the Best
Benefits
corporate
discount
and
privileges
programme.
In
2024, the
Company’s
social benefits expenses,
including payments for
VMI,
children’s New Year holidays,
financial assistance, and meal
allowances, amounted to
RUB
445
mn
To retain
top
talent,
the Company
effectively
combines
financial
and
non-financial
incentives
while
also
striving
to ensure
competitive
pay
rates.
The Company
employs
a key
performance
indicator
(KPI)
system
that
takes
into
account
both
individual
and
corporate
goals.
To boost
the Company’s
competitiveness
in the labour
market,
a large-scale
revision
of remuneration
systems
was conducted
in 2024
to align
with
the current
external
environment
and
the Company’s
internal
values.
Bonus
systems
for revenue-generating
units
were
also
updated.
As part
of the current
bonus
program,
the list
of target
KPIs
was updated
to ensure
the achievement
of specified
financial
targets
and
enhance
operational
efficiency
in line
with
the Company’s
financial
development
plan.
We also
transformed
the organisational
structure
to better
align
it with
our
business
needs.
In
2025, we
plan to:
•
maintain
the existing
additional
benefits
and
expand
the list
of partner
programmes
for our
employees;
•
raise
the amount
of financial
assistance
to employees
in a difficult
life
situation;
and
•
maintain
pay
rates
in line
with
the market.
REPORTING VIOLATIONS
The Group
encourages
employees
to use
the compliance
hotline
and
other
feedback
channels
to make
good-faith
reports
of violations.
O’KEY
Group
places
a strong
emphasis
on addressing
ethics
and
labour
law
violations
as well as managing
employee-
management
relations.
Since
2019,
the Company
has
had
a Whistleblowing
Policy
in place
to address
these
matters.
We provide
multiple
whistleblowing
channels
for employees,
including
a call
centre,
dedicated
manager-
employee
meeting
hours,
and
morning
meetings.
71
reports
received in
2024 compared
to
116 in
2023
100
%
of
reports addressed and
followed up with feedback
HEALTH AND SAFETY
We remain
strongly
focused
on ensuring
safe
working
conditions
for every
employee
and
a comfortable
shopping
experience
for every
customer.
The Group
strives
to minimise
work-related
injuries
and
continuously
improves
its OHS management
system.
Our
approach
is based
on full
compliance
with
Russian
laws.
Our
core
regulatory
documents
in this
field
are:
•
the Labour
Protection
and
Occupational
Health,
Environmental,
Industrial
and
Fire
Safety
Policy;
and
•
the Occupational
Health
Management
System.
WHAT WE
DO
Monitoring
workplace
conditions
Monitoring
employee
health
Training employees
in
workplace
safety
Investigating
injuries
Implementing preventive
measures to
avoid similar
incidents in
the
future
Facilitating labour
inspections conducted
by
governmental
supervisory authorities
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
22
23
2024 HIGHLIGHTS
Special assessments
of
working conditions
and occupational risks
were conducted for
every
workplace.
An
automated
occupational health and
safety control system
was
launched.
Pre-shift health checks
were introduced at
DCs.
The
Company successfully
passed a
state labour
inspection, receiving minor
penalties and developing
a
corrective action plan.
Training in
occupational
health and safety
was
provided at
a
licensed
training centre.
The
work-related accident rate
decreased by
9
%
YoY
The decrease
was mainly
driven
by improved
approaches
to monitoring
workplace
conditions
and
employee
health,
and
identifying
root
causes
during
incident
investigations,
as well as by training
employees
in safe
work
methods
and
implementing
preventive
measures
to avoid
similar
incidents
in the future.
1,187
employees
trained
in occupational
health
and
safety
at a licensed
training
centre
under
the “Occupational
health
and
safety
basics
and
the operation
of the OHS management
system”
programme
1,092
employees
trained
in occupational
health
and
safety
at a licensed
training
centre
under
the “Safe
work
methods
and
practices
when
exposed
to work-related
health
and/or injury
hazards
and
sources
of hazards
identified
during
a special
assessment
of working
conditions
and
occupational
risk
assessment”
programme
1,092
employees
trained
in occupational
health
and
safety
at a licensed
training
centre
under
the “Use
(application)
of personal
protective
equipment”
programme
818
employees
trained
in fire
safety
at a licensed
training
centre
1,112
employees
trained
in first
aid
in the workplace
at a licensed
training
centre
All
work-related
injuries
that
involve
our
employees
or third
parties
(customers
and
contractor
employees)
are tracked
and
rigorously
investigated
in line
with
Russian
laws.
The Company
also
monitors
and
investigates
all
incidents
involving
third
parties
(customers
and
contractor
employees).
We updated
the relevant
procedures
to ensure
faster
response
and
prevent
similar
incidents
in the future.
In
2025, O’KEY Group plans to:
•
improve
the OHS management
system;
•
conduct
special
assessments
of working
conditions
and
occupational
risk
assessments
for new
workplaces;
•
continue
training
employees
in safe
work
methods
and
first
aid
in the workplace;
•
continue
rolling
out
the Occupational
Health
and
Safety
Control
System
(OHSCS),
an automated
toolkit
designed
to support
the effective
set-up
of OHS management
system
processes
and
procedures,
enabling
planning,
assigning
responsibilities,
allocating
resources,
implementing
OHS measures,
and
monitoring
and
analysing
the overall
performance
of the OHS management
system;
and
•
to enhance
safety
measures
for high-risk
work
performed
by Company
employees
and
third-
party
organisations.
Lean production
In line
with
our
efficiency
strategy
to enhance
the Company’s
existing
processes
and
drive
ongoing
improvements
in products,
services,
and
the work
environment,
we finalised
a conceptual
framework
in 2024
to guide
CI
teams,
held
strategic
sessions
for store
managers
and
area
managers
from
the Northwestern
and
Central
Federal
Districts,
and
presented
and
defended
projects
for changes
to the Company’s
operational
processes.
These
change
initiatives
are scheduled
for implementation
in 2025.
INCREASING
THE
ATTRACTIVENESS
OF
THE
EMPLOYER
BRAND
In 2024,
the Company
took
comprehensive
efforts
to promote
its employer
brand
both
externally
and
internally.
•
We are strongly
focused
on the Company’s
brand
positioning
on key
recruitment
websites,
HeadHunter
and
Avito.
•
By taking
a holistic
approach
to feedback
from
current
and
former
employees,
the Company
improved
its rating
on dreamjob.
ru
(a HeadHunter
partner)
from
3.6
to 3.8
points,
exceeding
the market
average
for retail
chains.
As a result,
the Corporate
Culture
and
Open
Employer
rating
badges
were
added
to O’KEY’s
website,
increasing
job
seekers’
confidence
when
considering
vacancies.
Based on
2,356
ratings, 72% of
users would
recommend the
Company
as
an
employer
.
•
A heightened
emphasis
was placed
on developing
employee-focused
groups
and
channels
on social
networks,
along
with
creating
content
aimed
at building
the employer
brand.
•
To increase
employee
awareness
and
engagement,
we launched
a news
digest –
a new
source
of information
for Company
employees
on the okmarket.
ru
website
that
aggregates
key
performance
results
from
across
the organisation.
•
In line
with
the well-being
concept,
the Company
encourages
employee
participation
in sporting
events:
the O’KEY
team
took
part
in the Fontanka
SUP
festival
in St.
Petersburg,
employees
across
the Company’s
footprint
participated
in the ZaBeg.RF
half
marathon,
and
the O’KEY
football
team,
comprised
of its head
office
employees,
competes
in the Business
Champions
League.
•
The Mission:
New
Year
federal
team-building
project
was conducted
to unite
office
and
hypermarket
employees
during
the pre-New
Year
period,
aiming
to improve
communication
and
work
processes.
•
Throughout
the year,
hypermarkets,
distribution
centres,
and
offices
hold
team-building
events,
celebrations,
contests,
workshops,
quizzes,
and
other
corporate
events.
•
Employees
take
part
in charitable
programmes
that
aim
at helping
children
and
the elderly.
•
We continue
our
partnerships
with
educational
institutions,
holding
meetings
with
students
and
graduates,
offering
practical
training
at our
hypermarkets,
and
hiring
some
of these
interns
at our
stores.
•
The Company
supports
the Start
Your
Career
with
O’KEY
programme
for young
talent
and
students
of universities
and
colleges.
In
2025, the
Group plans
to
continue
building
a positive
employer
brand
for job
seekers
and
existing
employees.
ANTI-CORRUPTION
O’KEY Group remains
committed to
honesty,
openness, and
integrity.
The
Group’s ever-
improving anti-corruption
system combines
organisational, economic,
legal, and
informational
measures. We
have zero
tolerance to
corruption:
the
Company and
all
of
its
employees must
comply with
the
relevant
laws and
ethical business
practices.
The anti-corruption
policy
enshrines
applicable
law
enforcement
procedures
as per
Federal
Law No. 273-FZ
“On Combating
Corruption”.
Adhering
to our
rules
and policies,
we audited
various
focus
areas
of the Company
in the reporting
year.
We investigated
every
report
received
from our
employees
or partners,
identified
the causes,
developed
corrective
measures,
or undertook
actions.
In addition,
the Company
operates
various
risk
management
and business
data
privacy
tools
to avoid
breaking
the law
and incurring
financial
and reputational
losses.
We use a dedicated
Red
Flag
Report
system
in which
we can
track
and identify
unlawful
affiliation
as well as any anomalies
or violations
of the Company’s
anti-corruption
policy.
Thanks
to this
tool,
we can
respond
to confirmed
corruption
cases
much
faster.
In 2024,
we proceeded
with the procurement
transparency
methods
developed
in 2021.
Our
Anti-Corruption
Department
regularly
analyses
purchases
in chain
stores
using
loyalty
programmes
to identify
internal
and external
fraud
based
on partner
reports
prepared
in accordance
with the Company’s
requirements,
as well as monitors
the commercial
procurements
and electronic
bidding
on CisLin
and Tender.pro
e-commerce
platforms.
Thus,
we rule
out
possible
fake
competition
for counterparties
taking
part
in the bidding.
In the reporting
year,
we also
undertook
routine
measures
to instil
confidence
of employees
and contractors.
The Company
actively
joined
general
meetings
and negotiations
with suppliers
to promote a culture
of zero
tolerance
to corruption
in any form.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
24
25
The Group
has
an ever-improving
anti-corruption
portal
in line
with the strategy
to simplify
and expedite
investigations
related
to anonymous
warnings,
disputes,
or legal
requests.
Over
2024,
the ultra-fresh
(meat/
fish)
commercial
procurements
were
finally
moved
to an automated
trading
platform.
We also
automated
the analysis
of in-store
purchases
under
the loyalty
programmes
for internal
and external
fraud.
The Company
aspires
to partner
with those
counterparties
who
follow
the principles
of legality
and anti-
corruption
laws.
Every
contract
with a counterparty
includes a binding
anti-corruption
clause;
otherwise,
it will
not
be negotiated.
The Company
consistently
trains
its employees
in anti-corruption,
advocating
zero
tolerance
in accordance
with the Company’s
Anti-Corruption
Policy.
To ensure
transparency,
employees
of the Economic
Security
Department
regularly
join
procurement
commissions.
All
potential
conflicts
of interest
are reported
to the internal
audit
and security
departments
of hypermarkets
and supermarkets
which
assess
corruption
risks.
All
employees
of O’KEY
Group
can
go
through
the anti-corruption
policy
and relevant
procedures
when
being
hired.
If specific
procedures
change,
new
versions
of documents
are sent
to employees
for review.
The Company’s
staff
undertake
to respond
to all
corruption
cases
without
delay.
We guarantee
confidentiality
of the person
who
reports
corruption.
Anonymous
hotline
numbers
are available
to all
employees
and suppliers
in every
branch
and
on the Group’s
website.
Information
posters
about
zero-
tolerance
behaviour
in our
offices
remind
employees
to report
any suspicious
actions
or incidents
to the relevant
hotline.
Internal measures
External measures
•
new employees are
checked for
corruption risks prior
to
employment;
•
all employees sign
a
pledge to
follow the
Anti-Corruption
Policy;
•
employees from
the
procurement and
real estate
departments as
well
as
in
our stores take anti-corruption
courses and
attend briefings;
•
employees exposed to
higher corruption risk, for
example,
from
procurement and
real estate departments, fill out
declarations;
•
contracts are
monitored every six months;
•
critical business processes (e.g., receipts, write-offs
and
returns) are
subject to
oversight procedures using
IT
monitoring software; and
•
appeals are
addressed via
feedback channels.
We
thoroughly inspect all potential suppliers and
service
providers prior to
contracting, namely:
•
documentation;
•
financial health (balance sheets, assets, turnover, debts,
credits, and
court proceedings);
•
absence of
affiliation to
our other suppliers or
our
employees;
•
customer base, turnover matching the
declared tax
history;
•
local suppliers are
additionally monitored;
•
our suppliers sign
a
binding agreement in
which they
accept all anti-corruption policy clauses; and
•
if
suppliers and
contractors violate the
anti-corruption
policy, O’KEY Group is
entitled to
terminate their contracts
immediately.
These
measures
imply
compliance
tests
for employees
and suppliers
to make
transactions
more
transparent
and better
detect
violations.
The year
of 2024 marked
five
violations
of the Company’s
rules
and standards.
Internal
checks
were
carried
out
on all
identified
violations,
resulted
in a dismissal
of three
hypermarket
employees.
In the course
of the measures
carried
out,
damage
to the Company
was prevented
in the total
amount
of RUB
2.2 mn,
and
damage
to the Company
in the total
amount
of RUB
1.3 mn
was compensated.
Four
hotline
messages
were
also
received.
According
to the reports
received,
activities
related
to the competence
of the Economic
Security
and
Anti-corruption
departments
of were
carried
out.
In all
four
cases,
the information
was not
confirmed.
On the eve
of the New
Year 2025,
we conducted a win-win
lottery
among
the employees
of O’KEY
Group
to draw
gifts
received
from our
suppliers
and contractors
and given
by our
commercial
department
employees
to the lottery
fund.
In 2025,
we plan
to further
implement
and enhance
our
action
plans
to develop a culture
of zero
tolerance
of the Company’s
employees
and suppliers
to corruption
in any form.
The Company
plans
to complete
the implementation
of a programme
for the full-scale
use
of the DLP
(Data
Loss
Prevention)
system.
The system
is set
to prevent
leakage
of commercial
and sensitive
information
and personal
data
of the Company’s
employees.
We also
plan
to conduct
internal
audits
in the Company’s
departments
in order
to identify
and prevent
any possible
corruption
among
employees,
including
eliminating
conditions
and causes
that
may
contribute
to the emergence
of corruption
schemes
in the future.
ENVIRONMENTAL
RESPONSIBILITY
Our clients are
increasingly
conscious of
environmental
issues. The
retail
industry is
impacted
by
shifts in
environmental
regulations and investor
evaluations that are
based
on
environmental, social,
and governance (ESG)
criteria. Consequently,
it
has become necessary
for
businesses to
adopt
environmentally responsible
practices in
order to
secure
their position in
the
market
sustainably. At
O’KEY
Group, we
prioritise
resource conservation
and minimising our
carbon footprint, and thus
we
implement various
strategies to
achieve this.
Since
2019,
our
company
has
been
implementing
the Live
Green
corporate
policy,
which
serves
as a guiding
force
for our
operations.
This
policy
motivates
us
to initiate
projects
that
align
with
our
core
values.
We are constantly
seeking
out
innovative
methods
to reduce
resource
consumption
and
we are advocating
for ESG
principles
amongst
our
customers
to improve
our
sustainability
initiatives.
Working
with
environmental
and
social
NGOs
provides
us
with
a platform
to launch
awareness
campaigns
that
serve
this
purpose.
REDUCING THE
USE
OF
DISPOSABLE PLASTIC
PACKAGING
O’KEY
Group
has
launched
various
initiatives
to reduce
the use
of disposable
plastic
packaging
across
its operations.
The company
has
been
gradually
introducing
eco-friendly
alternatives
to replace
traditional
plastic
packaging.
For instance,
O’KEY
Group
has
launched
an initiative
to replace
plastic
bags
with
paper
bags
or reusable
bags.
The company
has
also
introduced
eco-friendly
packaging
for fruits
and
vegetables,
such
as using
biodegradable
mesh
bags
or cardboard
trays.
We offer
this
type
of packaging
not
only
at the cash
desk,
but
also
in the department
of loose-weight
products,
thereby
accustoming
customers
to the new
social
norm.
At our
stores,
we offer
bio-bags
that
are fully
biodegradable
within
a year.
These
bio-bags
are just
as strong
and
high-quality
as traditional
plastic
bags,
and
they
are safe
to use
with
food
items.
By introducing
this
initiative,
O’KEY
Group
continues
to lead
the way
in the Russian
food
retail
by offering
a unique
biodegradable
solution.
The Group
started
partnering
with
NGOs
and
suppliers.
O’KEY
Group
collaborates
with
non-governmental
organisations
and
suppliers
to launch
initiatives
aimed
at reducing
plastic
waste.
For instance,
the company
works
with
NGOs
to raise
awareness
about
the negative
impact
of plastic
waste
and
encourages
customers
to use
eco-friendly
alternatives.
O’KEY
is also
working
on reducing
the amount
of packaging
used
for products.
This
includes
exploring
ways
to optimise
product
packaging
to reduce
the use
of plastic
and
other
materials.
The company
has
implemented
waste
segregation
and
recycling
programmes
to ensure
that
waste
is disposed
of responsibly.
This
includes
setting
up
separate
waste
collection
bins
for recyclable
materials
such
as plastic,
paper,
and
glass.
Overall,
O’KEY
Group’s
initiatives
to reduce
the use
of disposable
plastic
packaging
are aligned
with
its commitment
to environmental
responsibility
and
sustainability.
To demonstrate
our
commitment
to responsible
consumption
and
retail
practices,
we conduct
regular
internal
audits
to ensure
strict
compliance
with
the Russian
environmental
regulations.
Additionally,
we perform
a quarterly
monitoring
of atmospheric
and
noise
pollution
in the intermediate
zone
to guarantee
that
our
stores
do
not
negatively
impact
the local
community’s
living
conditions.
ENERGY EFFICIENCY
At O’KEY,
we prioritise
the energy
efficiency
of our
operations
and
continuously
work
towards
reducing
our
overall
energy
consumption.
We closely
monitor
environmental
data,
including
energy
use
in our
supermarkets,
and
undertake
measures
to minimise
energy
usage.
To achieve
this,
we have
implemented
various
initiatives
such
as replacing
outdated
luminescent
lighting
with
modern
recuperators
and
energy-efficient
LED
lights
and
LED
signboards.
We have
also
replaced
outdated
refrigeration
elements
and
HVAC
systems
with
state-of-the-art,
energy-saving
devices.
Furthermore,
we have
adopted
energy-efficient
building
management
systems
(BMS)
to maximise
energy
efficiency.
The energy-saving
measures
we implemented
have
yielded
impressive
results.
By installing
LED
lamps
in the parking
lot
and
replacing
some
of the interior
lighting
with
LED
fixtures,
as well as implementing
a “Smart
House”
system
that
automatically
controls
the interior
lighting
and
disconnects
part
of the ventilation
systems
at night,
we were
able
to reduce
energy
consumption
by nearly
15%
in the stores
where
these
measures
were
implemented.
Compared to
the
same period
last year, electricity consumption
was
reduced by
10.7
%
in
2024
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
26
27
2022
2023
2024
Total amount of
consumed energy, kWh
372,356
353,373
315,741
LFL
364,612
338,110
308,711
WASTE MANAGEMENT
The Waste
Management
Policy
is applied
across
all
of our
stores
at O’KEY
Group
to regulate
our
waste
management
processes.
2022
2023
2024
Proceeds from sales of
recyclable
materials, RUB
mn
320.2
244.1
345.2
Our
key
priority
in this
area
is to reduce
waste
and
negative
environmental
impacts
through
the implementation
of a separate
waste
collection
project.
Waste
management
activities
are carried
out
strictly
within
the framework
of the current
environmental
and
sanitary-epidemiological
legislation.
The activities
of all
divisions
of the company
are aimed
at reducing
the volume
(mass)
of waste
generation,
minimising
the formation
of waste
that
cannot
be further
processed,
and
dumping
them
in accordance
with
current
legislation.
For these
purposes,
our
Company:
•
Carries
out
separate
collection
of waste
generated
by their
types,
hazard
classes
and
other
characteristics
in order
to ensure
their
use
as secondary
raw
materials,
processing
or subsequent
disposal;
and
•
Provides
conditions
under
which
waste
does
not
have
a harmful
effect
on the environment
and
human
health,
if it is necessary
to temporarily
accumulate
industrial
waste
on the territory
of stores
(until
the waste
is transferred/sold
for recycling
or sent
to a facility
for disposal).
OUR COMMUNITIES
O’KEY extends support to
disadvantaged communities within its
operational regions.
This includes individuals and families who face financial hardship, single mothers, those
belonging to
large families, elderly individuals who require assistance, and children with
disabilities. Our aid efforts in
2024 were carried out independently and in
collaboration
with various stakeholders, including non-profit organisations volunteers, and charitable
foundations. These partnerships allowed us to
distribute funds and food to
those in
need
more effectively.
Priorities of
O’KEY
charity
programmes
•
Help
people
in hardship
•
Help
veterans
of the Great
Patriotic
war
•
Support
children’s
artistic
endeavours
Major
charity
partners
•
Advita
•
Local
charity
foundations
•
Various
humanitarian
organisations
that
help
people
in need
Directions
of
help
•
Providing
financial
assistance
•
Collaborating
with
foundations
and
non-profit
organisations
to feature
fundraising
activities
and
grocery
donations
•
Providing
assistance
with
food
supplies
SUPPORT WITH
TREATMENT
Since
2016,
O’KEY
Group
has
been
dedicated
to providing
financial
assistance
for medical
treatment
for children
and
adults
with
cancer.
O’KEY
Group
is a long-time
partner
of AdVita,
a St. Petersburg-based
charitable
foundation
that
specialises
in helping
and
has
been
one
of its loyal
charity
partners
for a long
time.
We have
installed
donation
boxes
next
to our
counters
in our
hypermarkets
in St.
Petersburg,
so
that
our
customers
can
aid
those
in need.
For several
years
now,
the funds
collected
through
these
donation
boxes
have
been
utilised
primarily
for diagnosis
and
treatment.
Various
medications
and
laboratory
supplies
are purchased,
especially
for the laboratory
of the Raisa
Gorbacheva
Memorial
Research
Institute
of Children
Oncology,
Hematology,
and
Transplantation,
which
is a participant
in the programme.
Over
RUB
1.6
mn
raised through donation boxes
in
2024
Over
RUB
19.0
mn
raised in
total
VETERANS SUPPORT
Since
2002,
O’KEY
has
been
showing
its support
for the veterans
of the Great
Patriotic
War
through
an annual
campaign.
This
initiative
aims
to honour
and
provide
aid
to those
who
fought
for the country’s
freedom
and
peace.
Throughout
the years,
we have
extended
our
assistance
to veterans
of the Great
Patriotic
War
in all
the regions
where
we operate.
As part
of our
efforts,
we distribute
gift
cards
to them
ahead
of this
significant
holiday.
This
gesture
allows
them
to make
purchases
in our
stores,
which
we hope
would
make
their
lives
more
comfortable.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
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29
77
hypermarkets
5.4
%
share of online
224
discounters
111
mn clients
Operational
Review
32
O’KEY Hypermarkets
39
DA! Discounters
Annual Report
2024
31
30
O’KEY Hypermarkets
Today,
O’KEY
hypermarkets
are proud
to offer
more
than
40 thousand
food
and
non-food
items,
including
a wide
range
of fresh
products,
such
as meat,
poultry,
fish,
dairy,
confectionery,
fruit
and
vegetables,
as well as ready-to-eat
meals
and
bakery
from
the chain’s
own
production.
Their
growing
share
in our
offering
follows
a similar
trend
in consumer
behaviour
observed
over
the past
few
years,
with
more
and
more
customers
looking
to buy
ready-
to-eat
meals.
As of 31
December 2024,
the total
number
of O’KEY
hypermarkets
was 77,
with a total
selling
space
of 512.3 thousand
m
2
.
HYPERMARKET BUSINESS
2024 AT
A
GLANCE:
6,650
m
2
average store selling space
77
number of
stores
40,000
SKUs
product range
>
50
%
‘fresh’ in
sales mix
64.9
%
logistics centralisation rate
KEY FIGURES OF
2024
2022
2023
2024
Number of
stores
79
77
77
Selling space, k m
2
525.8
515.8
512.3
Net retail revenue, RUB
bn
146.9
141.9
144.8
LFL net retail revenue,
%
(3.6%)
(3.3%)
+2.3%
PERFORMANCE OVERVIEW
SUPPLY CHAIN
O’KEY Group operates an
efficient supply chain that allows us to
serve
our customers’ needs in
all our regions of
operation. In
2024, we
continued
to
enhance our supply chain via
upgrading our existing distribution
centres, improving our logistic operations, implementing cutting-edge
digital solutions, and
building transparent relationships with
suppliers.
As of December
2024,
the O’KEY
hypermarkets
logistics
system
encompassed
four
distribution
centres:
two
federal
centres
in Moscow
and two
regional
centres
in St. Petersburg
with a total
floor
space
of 101.3 thousand
m
2
.
The federal
distribution
centres
are based
in Moscow
and distribute
fresh
products,
fruits
and vegetables,
FMCG,
non-food,
and alcohol
products
to all
stores
across
the country.
The regional
distribution
centres
are located
in St.
Petersburg,
one
of them
specialising
in FMCG
and non-food,
and the other —
in fruits
and vegetables
and fresh
products.
This
supply
chain
organisation
enables
O’KEY
Group
to balance
between
logistical
costs,
stock
management,
and a high
level
of service.
Location and
Service Areas of
O’KEY Distribution Centres (DCs)
Overall number of DCs – 4
Moscow – 2
(53.8
k
m
2
and
18.1
k
m
2
)
Categories:
Fruits
and
vegetables
Fresh
FMCG
Non-Food
Alcohol
St. Petersburg – 2
(21.8
k
m
2
and
7.6
k
m
2
)
Categories:
Fruits
and
vegetables
Fresh
FMCG
Non-Food
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
32
33
Results of
2024:
•
We conducted
remote
pre-trip
medical
examinations;
•
Withdrew
the batch
accounting
of alcohol;
•
Launched
the process
of rounding
the store’s
order
to a mono
pallet
when
the threshold
value
of 85%
of the boxes
from
the full
pallet
is reached;
•
Optimised
the cost
of delivery
with
rented
vehicles
by increasing
the transport
turnover;
•
Conducted
monitoring
of the best
transportation
tariffs
in online
format
on electronic
trading
platforms;
•
Implemented
a system
of packing
and
shipping
on one
pallet
for beer
and
spirits;
•
Continued
to optimise
the supply
chain
basing
on the logistical
cost
of the goods;
•
Increased
centralisation
rate
for the fresh
category
through
DCs,
which
led
to an increase
in total
centralisation
rate
to 64.9%;
•
Introduced
a tool
to control
the shelf
capacity
parameter
in stores,
which
helps
to improve
auto
order
management
system
in optimisation
of inventory
levels
and
reducing
write-offs
in stores;
•
Optimised
supply
channels
and
processing
methods
in order
to optimise
inventory
level
at DCs;
•
Introduced
a tool
to control
the occupancy
of promo
zones
in order
to increase
the presentability
of the promo
layout
in stores;
•
Automated
calculation
of the presentation
stock
used
in the auto
order
launched;
•
Introduced
a return
tool
in order
to increase
the efficiency
of the goods
return
process
through
transparency
and
control,
freeing
up
stores
and
DCs
space;
and
•
Developed
an algorithm
for determining
the TOP
SKUs
of the season,
and
implemented
a process
for availability
monitoring
by key
indicators,
which
had
led
to a decrease
in OOSt
and
an increase
in sales
of driver
products
(top
sales).
Plans for
2025:
•
To withdraw
the PBL
configuration
wave
circuit
to ensure
uniform
load
distribution
on DCs
when
PBL
orders
are received;
•
To develop
the 3PL
logistics
project:
inclusion
of new
product
categories;
•
To improve
the quality
of the vehicle
monitoring
system
(GPS,
temperature,
opening
sensor);
•
To increase
the centralisation
of the Fresh
category
through
DCs,
which
is expected
to lead
to an increase
in total
centralisation;
•
To optimise
the approval
process
of the new
products
introduction,
forecasts,
etc.;
•
To centralise
forecast
management
by the CP
for all
categories;
•
To enhance
goods
on promos
controlling
process;
•
To transfer
to centralised
auto
order
management
system
all
Fresh
and
Non-Food
categories;
•
To enhance
analytical
support
for CP
processes;
•
To implement
EDLP
and
EDPP
forecast
management;
•
To improve
the algorithms
for distributing
the shortage
of goods
to DCs;
•
To implement
routing
prioritisation
and
monitoring
tools;
•
To introduce
F&V
shelf
life
management
at the batch
level
during
acceptance
at DCs,
as well as the rotation
of goods
during
storage
at DCs
after
inspection
by the quality
control
staff.
QUALITY AND
SAFETY
At
O’KEY Group, we
are
committed to
maintaining the
utmost standards
of
safety and
quality throughout our entire supply chain, with
a
focus
on
providing our customers with
the
freshest and
highest-quality
products possible. To
ensure top-quality goods across all of
our stores
and to
meet the
evolving needs of
our customers, we
implement
a
risk
analysis and
critical control point (HACCP) approach. Our quality
control system covers every aspect of
our operations, from
production
to
consumption, and
is
complemented by
internal standards that often
exceed industry requirements. By
adhering to
these rigorous standards,
we
strive to
deliver unparalleled quality and
safety to
our customers.
O’KEY
Group
maintains
quality
and safety
through a dedicated
quality
control
department,
which
upholds
internal
quality
standards
that
align
with both
Russian
Federation
legal
requirements
and global
best
practices
in retail.
O’KEY
Group’s
Quality
Management
System
(QMS)
is built
upon
the principles
of risk
analysis
and Critical
Control
Points
(HACCP)
to ensure
the safety
of our
products.
Our
QMS
adheres
to key
hygiene
control
measures
at all
stages
of food
production.
As legislation
and market
dynamics
evolve,
we continuously
refine
our
approaches
to quality
control,
aligning
our
QMS
with cross-
functional
targets,
customer
needs,
and business
objectives.
We also
regularly
update
our
additional
quality
standards
to align
with global
retail
best
practices
and the specific
requirements
of our
business.
Standard
measures
for ensuring
quality
and safety
at O’KEY
Group
include
conducting
preliminary
quality
control
procedures,
monitoring
product
assortment
in both
stores
and warehouses,
and conducting
external
and internal
audits
of our
stores
and supply
chain.
Our
own
production
and private
label
products
undergo
laboratory
monitoring
to confirm
their
high
quality
and safety.
One
of the key
components
of the guarantee
of constant
product
quality
is to ensure
compliance
with the requirements
of internal
processes;
therefore,
we conduct
internal
quality
audits
of our
hypermarkets
on the regular
bases.
Results of
2024:
In 2024,
we conducted
844 quality
checks
of O’KEY
hypermarkets
for compliance
with
internal
standards
across
the country.
In addition,
during 2024,
we tested
10,739 products
in independent
accredited
laboratories,
which
is an average
895 items
per
month.
The products
passed a full
examination
in terms
of quality
and safety
parameters,
in accordance
with the established
legal
requirements,
and often
more
stringent
criteria
established
by the Company.
We are also
implementing
initiatives
to improve
the skills
of our
employees
in quality
control.
In 2024,
all
our
employees
in the stores
and
DCs
passed
special
courses
on the following
topics:
•
Fruit
and
vegetable
management
training
at O’KEY
hypermarkets;
and
•
Training
“Production
checklist.
Food
safety”.
The staff
of the Quality
Department
completed
a training
course
on advanced
training:
“Supplier
audit
in accordance
with
the requirements
of GOST
R
ISO 22000”
and
“Effective
communication
and
conflict
management”.
An informational
introductory
video
on the process
of acceptance
of products
of F&V
category
at the Company’s
distribution
centres
was introduced.
The online
course
“Standard
of working
with
the F&V
category”
was developed
and
launched.
In 2024,
65
specifications
and
quality
requirements
for the internal
use
of the own
brand
Vesenin
were
developed.
Comparative
tastings
were
conducted
for a new
category
in PLs
vegetables,
fruits
and
fresh
herbs
under
VESENIN
private
label.
The forms
of reporting
on the results
of the tasting
have
been
developed.
In 2024,
we launched
our
own
import
of fruits
and
vegetables.
As participants
in this
process,
we coordinate
labelling
and
receive
permits.
In 2024,
we finalised
an implementation
of automating
product
quality
acceptance
in O’KEY
distribution
centres
for F&V
category,
which
made
the process
of sampling
and examination
of goods
more
standardised,
orderly
and efficient.
The share
of automotive
goods
acceptance
in the category
accounted
for 95%.
The Company
actively
participates
in regional
and national
quality
initiatives.
O’KEY
Group
successfully
passed
the inspection
audit
and received
an excellent
status
as part
of the voluntary
certification
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
34
35
“Made
on Don”
in the Southern
region
of Russia.
Moreover,
the Company
took
part
in ACORT
quality
committee
initiatives,
such
as communication
with authorities
on legislative
issues,
participation
in round
tables
with state
control
bodies,
and contribution
to new
normative
documents
developing
procedures.
We participated
as a speaker
in various
events
organised
by the Ministry
of Industry
and Trade
of the Russian
Federation,
Roskachestvo,
specialised
unions
and other
organisations.
Special
attention
is paid
to the quality
of products
manufactured
under
our
private
labels
(PL).
Last
year,
407 new
domestic
products
under
various
private
labels
were
approved
by the Quality
Control
Department.
At the “Quality
Assurance 2024”
International
Competition,
our
private
labels
and own
production
received
10 gold
medals,
11
silver
medals,
8
“Meat
Oscars”
and 4
Quality
Diplomas,
which
indicates
that
the jury
recognised
the winning
products
as the best
in the presented
nominations.
Over 2024,
the Company
continued
its project
for the risk
evaluation
and quality
audit
of products
from our
suppliers.
In the reporting
year,
we conducted
37 audits
of our
own
production
at supplier’s
facilities.
We also
conducted
95 audits
of our
private
label
products’
suppliers.
In 2025,
we will
continue
to do
so
to ensure
the quality
of our
products
for our
customers.
In 2024,
the promo
programme
was modernised
and
launched
in terms
of automated
data
collection
on low-quality
products
from
stores
and
retail
centres.
Also
a certificate
has
been
developed
to assess
the reliability
of all
suppliers
of PL
products.
The instruction
“Procedure
for receiving
complaints
for PL
and
own
production
products”
has
been
developed,
agreed
upon
and
put
into
effect.
A technical
specification
form
has
been
developed
for the introduction
of PL
products,
68
tasks
have
been
implemented
in various
categories
for the reporting
year.
A search
has
been
conducted
for new
audit
companies,
and
contracts
have
been
concluded
with
three
companies.
Continuous
work
was carried
out
with
suppliers
to eliminate
identified
violations
at enterprises
upon
receipt
of complaints,
test
results
and
audits
of enterprises.
In the reporting
year,
we continued
to improve
the quality
of our
own
products.
To do
this,
we have
developed
and updated
the Company’s
regulatory
documents,
including
28 internal
standards,
technical
instructions,
procedures
related
to the quality
of products
such
as our
own
pastries,
meat
and fish,
processes
in stores
and work
with contractors
providing
various
kinds
of services.
Together
with the commercial
and operational
teams,
we have
developed
737 technical
specifications
of the dishes.
In addition,
the expiration
dates
for 93
SKUs
of packaged
products
of our
own
production
have
been
declared
and confirmed.
During
the year,
we conducted
all
the necessary
laboratory
tests
of our
own
products
and received
52 declarations
for 927
product
names.
Before
delivering
goods
directly
to stores
and distribution
centres,
the quality
control
department
monitors
labelling
and documents
for products
at the stage
of entering
into the assortment.
This
control
is carried
out
on a joint
portal
with ART-TRADE
suppliers
and allows
you
to quickly
resolve
issues
with suppliers
in case
of inconsistencies.
This
allows
us
to upload
the necessary
data
in a timely
manner,
avoid
technical
errors
on the part
of suppliers
and comply
with all
necessary
deadlines.
In 2024,
24,122 product
names
were
agreed
upon
and delivered
to stores
using
the platform,
which
accounted
for 100%
of the supplier
applications
received.
Additionally,
1,205
product
SKUs
were
approved
by mail.
Plans for
2025
The Company
intends
to continue
enhancing
its quality
management
system
and food
safety
control
procedures,
going
forward
in terms
of supplied
branded
goods,
own
production,
private
labels,
imports
as well as operations
at its distribution
centres.
In 2025,
we will
focus
on:
•
Continuing
the updating
of the Company’s
Quality
Management
System;
•
Training
Hypermarket
directors
and key
personnel
on product
quality
and safety
issues;
•
Maintaining
the process
of introducing
new
products
into the range
of own
production,
own
brands
and all
categories
of goods
sold
on the network;
•
Ensuring
optimal
shelf
life
of products
manufactured
in our
hypermarkets;
•
Automating
the reporting
on traceability
systems
(FGIS
Mercury);
•
Educating
our
suppliers
in quality
management;
•
Expanding
the scope
of the suppliers
evaluation
system
“Supplier
Quality
Rating”;
•
Creating
quality
catalogues
for products
of our
own
production
and our
own
brands,
which
will
take
into account
the best
practices
in terms
of product
quality,
including,
but
not
limited
to consumer
preferences,
as well as communication
through
packaging;
•
Inspecting
suppliers
‘
production
facilities
in terms
of quality
and periodic
laboratory
testing;
•
Controlling
products
sold,
paying
special
attention
to products
under
their
own
trademarks
and goods
of their
own
production;
•
Changing
the approach
in creating
PLs
and own
production;
•
Building
parallel
import
processes;
•
Going
through
the process
of obtaining
permits
for medical
devices,
with
the involvement
of a third-party
companies;
•
Implementing
a quality
management
system
based
on HACCP
principles
at DCs;
•
Automating
the approval
of PLs
projects
on the ART
TRADE
portal;
•
Implementing
the traceability
project
in the own
production
(culinary
and
bakery);
and
•
Automating
the write-off
of veterinary
products
and
data
transmission
to Mercury
system.
E-COMMERCE
In
2024, the
main focus of
the
e-commerce development
was
further
optimisation of
processes and
increasing the
efficiency
of
operations. These initiatives allowed us to
maintain
our solid position in
a
fast changing market environment
and
demonstrate strong online revenue growth.
E-commerce in
2024 at
a
glance:
7.4
%
share of
O’KEY online sales
in
Moscow
5.4
%
total share of
online in
O’KEY
sales
3,192,000
online orders completed
6,756,000
active users of
online store and
mobile application
Results of
2024
In early
2024,
we launched
fast
delivery
(in 90
minutes)
in Moscow
and
St.
Petersburg.
In the first
quarter
of 2024,
we launched
the O’KEY
online
store
in all
the cities
where
the hypermarket
chain
operates,
following
a successful
pilot
launch
in Sochi
and
Krasnodar
in 2023.
Another
important
event
was the launch
of additional
online
sales
channels —
Wildberries
and
Yandex.Eda.
The entire
product
range
of hypermarkets
became
available
to customers
on the Yandex.Eda
platform.
Technical
optimisation
of the system
was also
carried
out
in the IT area
to ensure
fault
tolerance,
speed
and
ease
of scaling.
During
the year,
we increased
support
for our
own
production
of O’KEY
hypermarkets —
we technically
refined
the system
for displaying
the entire
range
(more
than
250
SKUs),
developed
content
requirements
and
placed
products
in the hotel
section
with
easy
navigation
in the online
store
catalogue.
In addition
to our
platform,
the range
also
appeared
on the Kuper’s
showcase.
The changes
were
also
made
in the mobile
application —
in addition
to optimising
the convenience
of the interface,
one
of the major
ones
was the merging
of the two
modes
“in the hypermarket”
and
“online
store”
into
a single
one.
Thanks
to this,
the entire
range
of the hypermarket,
including
alcoholic
beverages,
became
available
to users,
a more
convenient
catalogue
system,
and
the customer’s
path
to online
shopping
functionality
was simplified.
In the visual
part,
we have
added
an active
promotion
of stories
in the form
of interesting
collections,
quizzes,
recipes,
because
content
and
its quality
now
play
an important
role
for users.
We have
added
a selection
of new
products
to our
hypermarket
on a regular
basis.
Now
it is more
convenient
and
easier
for customers
to learn
about
new
products
and
brands.
In terms
of displaying
promotions,
product
ranges,
and
prices,
e-commerce
is fully
synchronised
with
hypermarkets.
Support
and
broadcasting
of promotions
is an additional
channel
for promotion
and
sales,
as the trend
towards
user
interaction
in digital
is only
growing
every
year.
In 2024,
we launched
support
for a regular
electronic
catalogue
on all
platforms
in the form
of a thematic
section
Annual Report
2024
Overview
Strategic Report
Operational Review
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Governance
Financial Statements
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37
and
communications
for users
of OK
websites
and
applications.
At the end
of May
2024,
regular
last-
minute
discounts
for 2-3
days
were
launched
only
in the online
store —
the promotion
became
an additional
driver
for online
purchases,
customers
for promotional
items
collected
a basket
for a full-fledged
order.
For each
thematic
catalogue
produced
in hypermarkets,
a full-
fledged
section
with
a promo
assortment
was broadcast
on the e-commerce
channel.
Support
for all
topics
(gender
holidays,
holiday
season,
Easter,
New
Year,
etc.)
allowed
customers
to familiarise
themselves
with
the assortment,
see
current
prices,
learn
more
about
products,
find
what
they
need
faster,
or use
navigation
to decide
on a purchase.
Various
collections,
categories,
recipes,
and
useful
articles
were
available
to users.
Over
the past
year,
our
online
store
has
implemented
a number
of strategies
to strengthen
its market
position,
attract
new
customers
and
increase
the loyalty
of existing
ones.
Campaigns
have
been
launched
on the Yandex
advertising
network,
focusing
on high-frequency
queries
such
as “grocery
delivery”,
“buy
groceries
online”
and
brand
queries.
The main
focus
was on convenience,
saving
time
and
speed
of delivery.
The site
was also
optimised
for search
engines,
which
gave
us
an increase
in organic
traffic.
At the same
time,
we actively
worked
with
promotions
and
special
offers —
these
are regular
promotions
(for example,
the Marathon
of Discounts)
and
seasonal
ones,
as well as promoting
promo
codes
for the first
order
for new
users
in advertising.
In addition
to digital
promotion,
visualisations
have
been
developed
for placing
and
further
broadcasting
information
about
the online
store
in the hypermarket
salesrooms.
Plans for
2025
•
To further
develop
cooperation
with
aggregators
in order
to expand
the presence
of O`KEY
in online,
increase
brand
awareness
and
revenue
growth;
•
To improve
the range
of products
of our
own
production
and
bakery
products
in the online
channel,
including
the planned
updating
of the design
of the catalogue
of dishes
on the website
and
in the mobile
application;
•
To maintain
constant
focus
on quality
control
of goods
sold
through
the online
channel;
•
To improve
the functionality
of our
website
and
mobile
application
to increase
conversions
and
improve
the customer
experience;
•
To further
promote
the fast
delivery
offer
with
a high
level
and
speed
of service;
•
To present
all
promotions
and
the full
range
of products
in the Company’s
online
store;
•
To increase
the share
of the online
channel
in the Company’s
revenue;
•
To focus
on improving
the efficiency
of order
assembly
processes
in hypermarkets;
•
To focus
on optimising
routes
and
delivery
zones;
•
To develop
a strategy
for artificial
intelligence
tools
implementation
in various
e-commerce
processes;
and
•
To improve
the content
in the online
store
in order
to enhance
its personalisation
for users.
DA! Discounters
The increasing
emphasis
on cost-
effectiveness
has
given
rise
to a new
store
format,
which
encouraged
us
to reinvigorate
our
DA!
discount
concept.
DA!
discounters
leverage
the best
practices
and
within
the retail
industry.
At the same
time,
DA!
stores
are specifically
tailored
to meet
the unique
preferences
and
demands
of our
target
audience.
Our
business
model
has
consistently
demonstrated
its efficiency
year
after
year,
and
we have
garnered
significant
recognition
from
our
loyal
customer
base.
DA!
stores
have
a well-balanced
product
range,
covering
all
customer
needs
in terms
of food
items
and
the most
popular
non-food
items.
Our
strategic
store
placement,
exceptional
customer
service,
and
expansive
shopping
areas
grant
DA!
a distinct
competitive
advantage.
DA!
discounters
adhere
to the “every
day
low
price”
policy,
which
is largely
supported
by our
own
brand
products.
Our
proprietary
brands
provide
evident
cost
benefits
of 20-30%
in comparison
to equivalent
quality
branded
products,
effectively
catering
to price-
sensitive
customers.
These
exclusive
brands
are meticulously
crafted
and
solely
available
at DA!
stores.
DA!
network
has
been
transforming
from
a small
local
network
with
35
stores
in 2015
to a fast
growing
grocery
chain
with
224
stores
in Moscow,
as well as Tver,
Tula,
Kaluga,
Ryazan,
Vladimir
and
Moscow
regions.
Strategic priorities of
DA!:
Own
brands
development
Growth and
expansion
Achieving superior
financial
results
KEY FIGURES OF
2024
2022
2023
2024
Number of
stores
194
220
224
Selling space, k m
2
130.9
148.1
151.2
Net retail revenue, RUB
bn
53.3
63.8
72.3
Net retail revenue,
%
+53.2%
+19.8%
+13.3%
LFL Net retail revenue,
%
+26.8%
+3.0%
+8.0%
Annual Report
2024
Overview
Strategic Report
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Governance
Financial Statements
38
39
DISCOUNTER BUSINESS AT
A
GLANCE:
675
m
2
average store selling space
33.3
%
of
Group net retail revenue
224
number of
stores
3,440
SKUs
average product range
>
60
%
‘fresh’ in
sales mix
~
50
%
own brands in
net retail revenue
100
%
logistics centralisation rate
PERFORMANCE OVERVIEW
DA! discounters’ key principles:
•
We
continue to
adhere to
the
concept of
a
highly convenient
store, meeting all needs of
our customers and providing
the
highest possible level of
service. We
strive that our clients
spend their time in
our stores with smiles and pleasure.
•
Our customers’ wishes and rights are
our main values and
guidelines.
•
We
welcome any
feedback from store visitors and consider
every complaint or
claim without any
exception in
the
shortest
possible time, providing a
prompt response.
•
We
value our customers’ convenience: our wide aisles and block
layouts make shopping faster and more efficient. Our personnel
are
always open and friendly to
the
customer.
•
We
value our customers’ time: we
adhere to
the
principle
of
prompt and friendly service.
•
Cleanliness in
stores, correctness of
price tags, friendliness
and smartness of
our personnel, convenience and speed
of
the
whole shopping process ensure our customers’ loyalty.
•
We
strive to
respond to
all current market trends as
quickly
as
possible and are
successful in
offering our customers
novelties in
our product range on
a
weekly basis.
•
We
adhere to
an
“every day low price” (EDLP) policy, largely
supported by
our own brand products, which offer clear cost
advantages of
20-30% against branded goods of
comparable
quality.
•
We
are
focused on
supplying our customers with the
freshest
goods by
improving quality control across supply chain and
by
expanding our assortment in
the
fresh and ultra-fresh
categories.
In our
discounters’
marketing
policy,
we strive
to get
closer
to our
clients
and
seek
to meet
all
their
changing
preferences.
According
to the latest
marketing
research,
our
main
customers
are represented
by young
families
with
dependent
children
or young
childless
families,
as well as working
families
of middle
and
older
age
with
a middle
level
of income.
All
of them
are partly
promo-oriented
but
are willing
to try
fashionable
new
products.
To ensure
robust
growth,
DA!
discounters
remained
focused
on managing
their
balanced
assortment
and
own
brand
portfolio
and
continued
offering
the best
value
for money
to the clients.
In terms
of our
approach
towards
collaboration
with
suppliers
we strive
to work
directly
with
manufacturers
rather
than
with
importers
and
distributors.
We also
aim
to build
long-term
partnerships
with
our
suppliers
for our
private
labels,
while
our
own
brand
product
sales
often
exceed
even
A-branded
product
sales.
On the other
hand,
we contribute
to the development
of local
manufacturers
by tapping
into
synergies
with
them
and
ensuring
large-
scale
purchases.
FRESH OFFER
DA!
discounters
keep
up
with
the general
trend
towards
fresh
and
ultra-fresh
products,
offering
a wide
range
of dairy,
fresh
meat
and
poultry,
fruits
and
vegetables.
In 2024,
the share
of fruits
and
vegetables,
fresh
and
ultra-fresh
products
in the discounter’s
sales
mix
exceeded
60%.
Our
range
of fresh
products
includes
own
brand
SKUs,
some
of them
under
the “farm
label”
which
represents
regional
and
traditional
production
of outstanding
quality.
Another
feature
of our
discounters
is a wide
range
of freshly
baked
pastries.
In order
to ensure
freshness
of our
goods,
we practice
direct
import
and
deliver
fruits
and
vegetables
to all
our
stores
on daily
basis.
PRIVATE LABELS
We strive
to offer
all
relevant
private
labels
across
all
our
product
range
(with
the exceptions
of cigarettes,
sensitive
goods
and
baby
food)
in order
to motivate
our
customers
to recurrent
visits
to our
shops.
We have
achieved
impressive
results
in optimising
our
operating
and
advertising
costs
and
applying
the “everyday
low-price”
concept.
Therefore,
our
private
label
products
are less
expensive
than
popular
alternatives
of comparable
quality.
We also
enhance
constantly
our
supply
chain,
giving
emphasis
to cost
generating
functions
and
passing
all
cost-saving
advantages
to our
customers
while
maintaining
good
margins.
All
these
factors
enable
us
to build
an appealing
customer
value
preposition
and
maintain
relatively
lower
prices
than
our
competitors
in the Russian
discounter
format.
DA! own brands:
20-30
%
cheaper than branded products
of
the
same quality
We are focused
on the prudent
selection
of our
own
brands
manufacturers
and
strive
to develop
long-term
mutually
beneficial
collaborations
with
them
in order
to provide
an impeccable
quality
of goods
and
ensure
perfect
packaging
design
close
or similar
to the branded
assortment.
To ensure
all
our
private
label
manufacturers
meet
the highest
quality
standards,
we only
work
with
innovative
manufacturers
that
share
our
commitment
to quality.
Developing own brand:
1
Thorough
selection
of manufacturers –
innovative
young
companies
ready
to offer
a special
quality
product
at the best
price
and
to meet
our
requirements
2
Joint
development
of product
and
packaging,
close
or similar
to branded
assortment
in terms
of quality
3
Strict
quality
control
Private
label
products
remain
one
of the key
drivers
of DA!’s
financial
results
and
show
better
sales
growth
than
our
branded
products.
In 2024,
PLs
accounted
for around
50%
of DA!
revenue.
We are continuously
working
on extending
the range,
improving
the quality
and
packaging
of our
own
branded
products.
For our
private
label,
we use
more
than
90
registered
brands
that
are used
as umbrella
brands
for different
categories
and
quality
levels.
SUPPLY CHAIN
DA!
maintains
smooth
operations
across
all
its supply
chain
and
stores,
which
enables
us
to ensure
the robust
growth
of our
network
and
to quickly
meet
the bulk
of customers’
needs.
In the reporting
year
we continued
to improve
the productivity
and
effectiveness
of our
supply
chain
by applying
the best
digital
solutions,
improving
both
collaboration
with
suppliers
and
our
logistic
capabilities.
The DA!
supply
chain
includes
one
own
distribution
centre,
which
is designed
to serve
a large
number
of stores
efficiently.
The distribution
centre
with
an area
of 60 thousand
m
2
is based
in Stupino
district
of the Moscow
region
and
provide
services
for all
224
DA!
stores.
We also
operate
two
external
warehouses,
located
in the Moscow
region
and
used
for long-term
storage.
We deliver
products
in the fresh,
vegetable
and
fruit
categories
on a daily
basis
with
no
stockholding
at our
warehouse.
This
unique
delivery
model
helps
us
to maintain
a high
level
of freshness
and
the utmost
product
availability
across
our
discounters.
DA!
logistics
is fully
centralised
with
100%
centralisation
rate.
QUALITY AND SAFETY
Another
important
feature
of our
DA!
discounters’
network
is the constant
excellent
quality
of goods
in all
stores.
We aim
to win
the trust
of our
customers
through
the freshness
and
quality
of our
product
range,
maintaining
an efficient
quality
management
system,
which
encompasses
all
stages
of operations
and
is improved
on an ongoing
basis.
We strictly
follow
all
provisions
of Russian
legislation
in terms
of quality
and
safety,
as well as the requirements
of the HACCP
system.
The main
focus
of our
attention
is impeccable
quality
of our
private
label
products.
In addition
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2024
Overview
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Corporate
Governance
Financial Statements
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41
to complying
with
all
requirements
provided
by legislation
and
the related
standards,
we conduct
quality
audits
of all
our
private
label
suppliers
and
their
products.
Our
private
label
products’
producers
undergo
external
audit
according
to the Global
Food
Safety
Initiative
(GFSI)
requirements.
The Global
Food
Safety
Initiative
is a business-driven
initiative
for the continuous
improvement
of food
safety
management
systems
with
the ambition
to ensure
confidence
in the delivery
of safe
food
to consumers
worldwide.
GFSI
include
the definition
and
control
of the minimum
requirements
for food
safety
certification
programs
and
a robust
benchmarking
process.
GFSI
benchmarking
and
recognition
of existing
private
standards
is actively
used
for food
safety
certification
programs
with
the objective
to enhance
confidence,
acceptance
and
implementation
of third-party
certification
along
with
the entire
food
supply
chain.
The frequency
of these
audits
depends
on the results
of the previous
audits
and
on the assessment
of the potential
risks.
We also
arrange
laboratory
checks
with
a frequency
varying
from
one
to twelve
per
year,
based
on the potential
risk
of the product
category
and
on precise
product
features.
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2024
Overview
Strategic Report
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Financial Review
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Governance
Financial Statements
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43
RUB
219.4
bn
revenue
RUB
2.0
bn
net profit
RUB
20.5
bn
EBITDA
Financial
review
46
FY
2024 financial highlights
Annual Report
2024
45
44
FY
2024 financial highlights
1
Group revenue
RUB
219.4
bn
(+5.5% YoY)
Group gross profit
RUB
51.4
bn
(+7.9% YoY)
Group gross margin
23.4
%
(+0.5 p.p.)
Group EBITDA
RUB
20.5
bn
(+20.3%)
Group EBITDA margin
9.3
%
(+1.1 p.p.)
Group net profit
RUB
2.0
bn
GROUP PROFIT AND LOSSES HIGHLIGHTS IN
FY 2024
RUB
mn
2023
2024
∆ YoY
Total Group revenue
207,865
219,358
5.5%
O’KEY
143,980
146,967
2.1%
DA!
63,885
72,391
13.3%
Gross profit
47,660
51,415
7.9%
•
Gross profit margin,
%
22.9%
23.4%
0.5p.p.
Selling, general and administrative expenses
(42,516)
(42,577)
-
•
SG&A,
% of
revenue
20.5%
19.4%
(1.1p.p.)
Other operating expenses, net
(292)
753
n/a
Finance costs, net
(7,267)
(8,447)
16.2%
Foreign exchange loss
(1,074)
(304)
n/a
Net profit / (loss)
(2,878)
1,988
n/a
Group EBITDA
17,026
20,485
20.3%
•
Group EBITDA margin,
%
8.2%
9.3%
1.1p.p.
O`KEY EBITDA
12,643
13,431
6.2%
–
O`KEY EBITDA margin,
%
8.8%
9.1%
0.3p.p.
DA! EBITDA
4,383
7,054
61.0%
–
DA! EBITDA margin,
%
6.9%
9.7%
2.8p.p.
GROUP REVENUE
RUB
mn
2023
2024
∆ YoY,
%
Total Group revenue
207,865
219,358
5.5%
Retail revenue
205,772
217,125
5.5%
•
O’KEY
141,947
144,781
2.0%
•
DA!
63,825
72,344
13.3%
Rental income
2,093
2,233
6.7%
Total Group revenue
increased
by 5.5% YoY
to RUB
219,358 mn
driven
by both
DA!
discounters’
and
O’KEY
hypermarkets
retail
revenue
growth
in FY
2024.
Group
retail
revenue
was up
5.5%
YoY
to RUB
217,125 mn
in FY
2024
primarily
led
by LFL
performance
of the both
chains.
The Group’s
rental
income
increased
by 6.7%
YoY
to RUB
2,233 mn
in FY
2024.
GROUP NET RETAIL REVENUE AND
LFL REVENUE
RUB
mn
2023
2024
∆ YoY,
%
LFL 2024/2023,
%
O’KEY Group
205,772
217,125
5.5%
4.1%
O’KEY hypermarkets
141,947
144,781
2.0%
2.3%
DA! discounters
63,825
72,344
13.3%
8.0%
For more
details
regarding
the net
retail
revenue
dynamics
in FY
2024,
please
refer
to the Group’s
Q4 2024
Trading
Update.
GROUP GROSS PROFIT
In
FY 2024,
Group gross profit
increased by
7.9
%
YoY to
RUB
51,415
mn,
while gross margin improved
by
0.5 p.p. YoY to
23.4
%
,
thanks to
consistent
work on
enhancing
the
efficiency of
procurement
as
well
as
shrinkage costs
optimisation
1
All results are
presented according to
IFRS
16, unless stated otherwise.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
46
47
GROUP SELLING, GENERAL AND ADMINISTRATIVE EXPENSES
RUB
mn
2023
% of
revenue
2024
% of
revenue
∆ YoY, p.p.
Personnel costs
17,649
8.5%
17,801
8.1%
(0.4)
Depreciation and amortisation
11,069
5.3%
10,495
4.8%
(0.5)
Communication and utilities
5,355
2.6%
5,425
2.5%
(0.1)
Advertising and marketing
2,200
1.1%
2,110
1.0%
(0.1)
Repairs and maintenance
1,780
0.9%
1,845
0.8%
(0.1)
Insurance and bank commissions
1,348
0.7%
1,475
0.7%
-
Operating taxes
674
0.3%
864
0.4%
0.1
Security expenses
771
0.4%
756
0.3%
(0.1)
Legal and professional expenses
718
0.3%
746
0.3%
-
Operating leases
440
0.2%
564
0.3%
0.1
Materials and supplies
441
0.2%
397
0.2%
-
Other costs
74
0.0%
99
0.0%
-
Total SG&A
42,516
20.5%
42,577
19.4%
(1.1)
The
Group’s total SG&A
expenses
stood
almost
flat YoY
at RUB
42,577 mn
in FY 2024.
SG&A expenses
as a percentage
of revenue
declined
by 1.1 p.p. YoY
to 19.4%
in FY 2024.
The decrease
was led
mainly
by revenue
growth
as well as efficient
cost
management.
In FY
2024,
personnel
costs
increased
by 0.9%
YoY
to RUB
17,801 mn,
but
decreased,
as a percentage
of revenue,
by 0.4 p.p.
YoY
to 8.1%,
mainly
due to cost
optimisation,
as well as a higher
number
of mature
discounters
in the Group’s
portfolio.
Communication and utilities
expenses
grew
by 1.3%
YoY
to RUB
5,425 mn,
but
decreased
as a percentage
of revenue
by 0.1
p.p.
in FY
2024,
mainly
due to revenue
growth
combined
with
cost
optimisation.
Advertising and marketing
expenses
decreased
by 4.1%
YoY
to RUB
2,110 mn,
and,
as a percentage
of revenue,
by 0.1
p.p.
YoY
to 1.0%,
mainly
due to effective
management
of marketing
channels
mix.
Repairs and maintenance
expenses
increased
by 3.7%
YoY
to RUB
1,845 mn,
but
declined
as a percentage
of revenue
by 0.1
p.p.
YoY
to 0.8%,
largely
as a result
of the Group’s
revenue
increase,
as well as a temporary
slowdown
in discounter
openings
in FY
2024.
Group EBITDA
grew
by 20.3%
YoY
to RUB
20,485 mn,
while
EBITDA
margin
rose
by 1.1
p.p.
YoY
to 9.3%
in FY 2024,
led
by positive
dynamics
in both
business
segments.
O’KEY
hypermarkets EBITDA
increased
by 6.2%
YoY,
while
EBITDA margin
grew
by 0.3
p.p.
YoY
to 9.1%
in FY
2024.
DA! discounters EBITDA
surged
by 61.0%
YoY,
while
their
EBITDA margin
was up
to 9.7%
in FY
2024
compared
to 6.9%
in FY
2023.
Depreciation and amortisation
decreased
by 5.2%
YoY
to RUB
10,495 mn,
and
by 0.5
p.p.
YoY
as a percentage
of revenue
in FY
2024,
mainly
as a result
of a temporary
slowdown
in the discounter
chain
expansion,
as well as a review
of the assets
useful
life
in the discounter
network
related
to the renewal
of lease
agreements
(under
IFRS
16).
In FY
2024,
the Group
recognised
other operating income
in the amount
of RUB
753 mn
compared
to a loss
of RUB
292 mn
in FY
2023.
The income
arose
from
assets
modification
related
to the lease
terms
improvement
(in accordance
with
IFRS
16).
Net finance costs
increased
by 16.2%
YoY
to RUB
8,447 mn
in FY
2024.
A substantial
part
of this
growth
was attributable
to the weighted
average
rate
growth
on the back
of the Bank
of Russia
interest
rate
increase.
In FY
2024,
net foreign exchange
loss
amounted
to RUB
304 mn
compared
to a RUB
1,074 mn
loss
in FY 2023.
The loss
was largely
attributable
to intragroup
US dollar-
denominated
loans,
losses
from
import
operations
had
a relatively
small
impact
on the Group’s
results.
Net
foreign
exchange
loss
has
a non-
cash
nature.
The Group
reported
a RUB
1,988 mn
net profit
in FY
2024
compared
to the loss
of RUB
2,878 mn
in FY
2023.
GROUP CASH FLOW
RUB
mn
2023
2024
Net cash from
operating activities
15,276
19,427
Net cash used in
investing activities
(4,341)
(1,835)
Net cash used in
financing activities
(11,158)
(13,260)
Net increase / (decrease) in
cash and
cash equivalents
(223)
4,333
Effect of
exchange rate on
cash and
cash equivalents
(30)
(30)
Net cash from operating activities
amounted
to RUB
19,427 mn
in FY
2024
compared
to RUB
15,276 mn
in FY
2023.
The increase
was mainly
led
by a revenue
growth.
Net cash used in
investing
activities
amounted
to RUB
1,835 mn
in FY
2024,
showing
a decrease
in comparison
with
RUB
4,341 mn
in FY 2023.
In FY
2024,
the Group
focused
on optimisation
of the discounter
store
opening
model,
which
led
to a temporary
slowdown
of the pace
of openings
and,
consequently,
in the reduction
of the investing
activities.
The Group
invested
RUB
1,072 mn
(excluding
VAT)
in the hypermarket
business,
and
RUB
767 mn
(excluding
VAT)
in the development
of DA!
discounter
segment.
Net cash used in
financing
activities
amounted
to RUB
13,260 mn
in FY 2024
compared
to RUB
11,158 mn
in FY 2023.
This
dynamics
was due to the Group’s
regular
credit
portfolio
refinancing
in FY
2024.
As of 31 December 2024,
the Group
had
RUB
13,050 mn
worth
of available
credit
lines
in Russian
roubles
with
fixed
and
floating
interest
rates.
If necessary,
proceeds
from
these
facilities
may
be used
to finance
operating
and
investing
activities.
GROUP NET DEBT POSITION
RUB
mn
As
of
31
December
2023
As
of
31
December
2024
EBITDA
17,026
20,485
Total debt
47,131
47,651
Short-term debt
1
6,003
11,070
Long-term debt
41,128
36,581
Cash & cash equivalents
11,526
15,828
Net debt
35,606
31,823
Total lease liabilities
26,722
22,435
Short-term lease liabilities
5,962
5,456
Long-term lease liabilities
20,760
16,979
Total interest-bearing liabilities (net
of
сash & сash equivalents)
62,328
54,257
Total interest-bearing liabilities (net
of
сash & сash equivalents) / EBITDA
3.66x
2.65x
As of 31
December 2024,
the
total
interest-bearing liabilities (net
of
cash) to
EBITDA ratio
declined
to 2.65x
from
3.66x
as of 31
December 2023.
That
was mainly
driven
by an increase
in EBITDA
combined
with
a decrease
in net
debt
and
long-term
lease
liabilities
(in accordance
with
IFRS 16).
GROUP AUDITED
CONSOLIDATED IFRS
REPORT
The Group’s
audited
report,
including
the full
set
of audited
IFRS
financial
statements,
can
be found
at https://
www.okeygroup.lu/investors/
result-center/ifrs-statements/.
1
Short-term debt does not include interest accrued on
loans and borrowings.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
48
49
since
2020
on MOEX
since
2023
on AIX
Corporate
Governance
52
Corporate Governance System
53
General Meeting
of
Shareholders
55
Board of
Directors
56
Committees of
the
Board
of
Directors
58
Risk Management
61
Information for
Shareholders
and
Investors
65
Management & Directors
Responsibility Statement
Annual Report
2024
51
50
Corporate Governance System
O’KEY GROUP S.A. is
a
company incorporated under the
Laws of
the
Grand
Duchy of
Luxembourg with
Global Depositary Receipts (GDRs) listed
on
the
Moscow Exchange and
the
Astana International Exchange, and
as
such
is
not required to
comply with
the
Russian Corporate Governance Code.
O’KEY
Group
is committed
to managing
and conducting
its operations
in accordance
with the applicable
regulations
of Luxembourg,
the Moscow
Exchange
and the Astana
International
Exchange
with respect
to disclosure
under
the Rules.
We recognise
our
obligation
to our
shareholders
to adopt
the highest
standards
of governance
and control,
both
at the Board
level
and within
our
management
teams,
and we aim
to establish
and support a corporate
governance
framework
that
is suitable
for the development
of our
business
and that
meets
the requirements
of our
shareholders.
The most
significant
decisions
affecting
the life
of the Company
and the rights
of shareholders,
including
the approval
of financial
statements
and the Annual
Report,
the appointment
of Directors,
the amendments
to the Articles
of Incorporation
and the approval
of the interim
and final
dividend
for the financial
year
are subject
to review
and approval
at the Meeting
of Shareholders.
The Board
of Directors
and its committees
provide
overall
guidance
for the business
and strategic
planning
for the Group.
It sets
strategic
goals
and oversees
their
implementation
by the CEO
and senior
Management
of the Group.
The Management
Board
and the Chief
Executive
Officer
are responsible
for the day-to-day
operations
of the companies
of the Group
and implement
the strategy
approved
by the Board
of Directors.
Our Corporate Governance Principles:
Professionalism
We strive
to appoint
individuals
with relevant
skills
and experience
to the Board
of Directors
and its committees
in order
to enable
them
to carry
out
their
respective
duties
and responsibilities
effectively.
The Board
is supplied,
in a timely
manner,
with information
in a form
and
of a quality
appropriate
to allow
it to perform
its duties.
Accountability
The Board
of Directors
is accountable
to O’KEY
Group’s
General
Meeting
of Shareholders
and is responsible
for:
•
formulating
the Group’s
strategy;
•
establishing
and maintaining
systems
which
ensure
due consideration
of key
decisions
by experienced
individuals,
including
in the areas
of remuneration
and incentives,
internal
control,
and risk
management;
and
•
holding
the management
accountable
for the
successful
implementation
of the Group’s
strategy.
Equality
O’KEY
Group’s
corporate
governance
system
is designed
to protect
the shareholders’
rights
and ensure
equal
treatment
of all
shareholders.
Transparency
We strive
to ensure
the appropriate
disclosure
of reliable
information
on all
significant
issues
related
to our
operations,
including
financial
status,
social
performance,
operating
results,
and ownership.
General Meeting of
Shareholders
The General
Meeting
of Shareholders
is O’KEY
GROUP
S.A.’s
supreme
governing
body.
The General
Meetings
of Shareholders
are convened
and held
in accordance
with Luxembourg
legislative
requirements
and the Articles
of O’KEY
GROUP
S.A.
According
to the Consolidated
Articles
as
of
27
September
2024
(hereinafter
–
the
Articles)
of O’KEY
GROUP S.A.,
the annual
General
Meeting
of Shareholders
shall
be held
within
six
(6)
months
of the end
of each
financial
year
in the Grand
Duchy
of Luxembourg
at the registered
office
of the Company,
or at any such
other
place
in the Grand
Duchy
of Luxembourg
as may
be specified
in the convening
notice
of the meeting.
The next
annual
General
Meeting
of Shareholders
will
be held
before
30
June 2025.
A convening
notice
specifying
the date,
time,
address
of the meeting
and the agenda
will
be sent
and published
no
later
than
fourteen
days
(14)
before
the meeting.
SPECIAL CONTROL
RIGHTS
All
the issued
and outstanding
shares
of the Company
have
equal
voting
rights
and there
are no
special
control
rights
attached
to the shares
of the Company.
The Caraden
Shareholder
(as defined
in the Articles)
has,
under
the condition
of holding a minimum
amount
of shares
in the Company, a specific
right
with respect
to the appointment
and removal
of Directors
as at least
one
Director
(designated
as the Caraden
Director)
must
be appointed
from a list
of candidates
proposed
by the Caraden
Shareholder
and may
be removed
at the initiative
of the Caraden
Shareholder
(additional
information
may
be found
under
Article
8
of the Articles
of the Company
dated
12
November
2018).
This
provision
shall
apply
until
the General
Meeting
of the shareholders,
which
will
be held
in 2025
where
new
Board
of Directors
will
be appointed.
The unanimous
vote
of the Nisemax
Shareholder
and
the GSU
Shareholder
is required:
•
to approve
the Group’s
Budget
if its parameters
differ
from
those
specified
in the Articles
(additional
information
may
be found
under
Article
20
of the Articles);
•
to approve
the dividend
if the amount
of dividends
proposed
for distribution
is outside
the parameters
set
in the Articles
for the distributable
profit
(additional
information
may
be found
under
Article
20
of the Articles);
and
•
to elect
the Local
CEO
(additional
information
may
be found
under
Article
21
of the Articles).
TRANSFER
RESTRICTIONS
As of 31
December 2024,
and the date
hereof,
to the knowledge
of the Company
all
shares
in issue
in the Company
are freely
transferrable,
provided
that
the transfer
formalities
set
out
under
Article
7
of the Articles
are fulfilled.
CONTROL SYSTEM
IN
EMPLOYEE SHARE
SCHEME
The Company
does
not
have
an employee
share
scheme
allowing
employees
to acquire
equity
in the Company.
VOTING RIGHTS
Each
share
issued
and outstanding
in the Company
bears
one
vote.
The Articles
do
not
provide
for any voting
restrictions.
In accordance
with the Articles, a record
date
for the admission
to a general
meeting
of shareholders
may
be set
by the Board
of Director
(Article
19
of the Articles).
Only
those
shareholders
as the shareholders
on any such
record
date
shall
be entitled
to be notified
of and
to vote
at any general
meeting
and any adjournment
thereof,
or to give
any such
consent,
as the case
may
be.
In accordance
with the Articles,
the Board
of Directors
may
determine
such
other
conditions
that
must
be fulfilled
by shareholders
for them
to take
part
in any meeting
of shareholders
in person
or by proxy
(Article 19
of the Articles).
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
52
53
SHAREHOLDERS’
AGREEMENTS
WITH
TRANSFER
RESTRICTIONS
The Company
has
no
information
about
any agreements
between
shareholders,
which
may
result
in restrictions
on the transfer
of securities
or voting
rights.
APPOINTMENT
OF
THE
DIRECTORS,
AMENDMENT
OF
THE
ARTICLES
The rules
governing
the appointment
and replacement
of the directors
and the amendment
of the Articles
are set
out
under
Luxembourg
Company
Law
and the Articles
(in particular,
Articles
12,
19
and
20).
The consolidated
version
of the Articles
is published
under
the Shareholders
section
of the Company
website
and is available
at:
https://www.
okeygroup.lu/investors/shareholders/
documents/.
SIGNIFICANT
AGREEMENTS
OR
ESSENTIAL
BUSINESS
CONTRACTS
The Board
is not
aware
of any significant
agreements
to which
O’KEY
GROUP
S.A.
is a party
and which
take
effect,
alter
or terminate
upon a change
of control
of the Company
following a takeover
bid.
The Board
has
considered
essential
business
contracts
and has
concluded
that
there
are not
any significant
agreements.
Board of
Directors
The Company’s
Board
of Directors
(the Board)
plays
the key
role
in organising
an efficient
corporate
governance
system.
The Board
is vested
with the broadest
powers
to manage
the business
of the Company
and
to authorise
and perform
all
acts
of disposal
and administration
falling
within
the purposes
of the Company.
The Board
is responsible
for taking
strategic
decisions
in respect
to the operation
and development
of the Group,
as well as overseeing
the risk
management
and internal
audit
functions
of the Group.
The decisions
related
to the day-
to-day
operations
of the Group
are delegated
to the management.
The Board
is also a management
body
of O’KEY
GROUP
S.A.
and is authorised
to take
all
decisions
in respect
to O’KEY
GROUP
S.A.,
unless
they
are reserved
for the General
Meeting
of Shareholders.
The Board
is not
authorised
to issue
or buy
back
shares
without
the approval
of the shareholders
meeting.
The repurchase
by the Company
of its own
shares
is subject
to the conditions
set
out
in the Company
Law
and the Articles.
There
are five
members
of our
Board,
including
one
independent
director.
The General
Meeting
of Shareholders
appoints
the Board
members
by a simple
majority
of votes
cast,
for a period
not
exceeding
six
years
or until
their
successors
are elected
1
.
This
provision
shall
apply
until
the General
Meeting
of the shareholders,
which
will
be held
in 2025
where
new
Board
of Directors
will
be appointed.
Our
current
Board
of Directors
was elected
at the General
Meeting
of Shareholders
held
on 13 October 2015 and re-appointed
on 24 June 2020.
MEETINGS
OF
THE
BOARD
OF
DIRECTORS
Meetings
of the Board
of Directors
are held
regularly
in compliance
with the approved
work
schedule
for the year.
The Board’s
work
schedule
is determined
on the basis
of strategic
planning
and the reporting
cycle.
Whenever
an urgent
matter
needs
to be considered,
Extraordinary
Board
meetings
are organised,
or,
if a personal
meeting
cannot
be organised
due to a short
notice,
the Board
can
adopt a circular
resolution
by a unanimous
vote.
It is the Board
Chairman’s
responsibility
to determine
the Board’s
work
plan
and
to include
additional
items
in the plan.
In 2024,
the Board
of Directors
worked
on the following
key
tasks:
•
preparation
of the financial
statements
and annual
report,
and review
of the results
for the year 2023;
•
approval
of the budget
and business
strategy
for the year 2024;
•
review
of the quarterly
financial
results,
approval
of financial
statements
for six
months
of 2024,
and monitoring
of compliance
with risk
management
strategy,
and
•
determination
of the Group’s
strategic
and operational
priorities.
Information about the
members
of
the
Board of
Directors
of
O’KEY GROUP S.A.
as
at
31
December
2024
is
available
at
the
Company’s website
at
https://www.okeygroup.lu/
about/corporate-governance/
committees/.
Meetings of
the
Board of
Directors
Member
Board of
Directors
(2
meetings)
Audit Committee
(5
meetings)
Remuneration Committee
(1
meeting)
Heigo Kera
2
attended
5
attended
Attended
Dmitrii Troitskii
2 by
proxy
not
a
member
by
proxy
Dmitry Korzhev
2
attended
5
attended
not
a
member
Boris Volchek
2 by
proxy
3
attended,
2 by
proxy
by
proxy
Mykola Buinyckyi
2
attended
5
attended
not
a
member
1
The
rules governing the
appointment and replacement of
the
Directors are
set out under the
Law on
Commercial Companies dated 10 August 1915,
as
amended, and the
Articles (in
particular, Articles 12, 19 and 20). The
consolidated version of
the
Articles is
published under the
Shareholders
section of
the
Company website, available at: https://www.okeygroup.lu/investors/shareholders/documents.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
54
55
Committees of
the
Board
of
Directors
The primary
role
of the Committees
is to provide
assistance
to the Board
in preparing
and adopting
decisions
in its respective
functional
areas,
as well as to ensure
that
matters
brought
for consideration
by the Board
of Directors
are scrutinised
prior
to the Board
meetings.
There
are two
committees
on the Board
of Directors:
the Audit
Committee
and the Remuneration
Committee.
AUDIT COMMITTEE
AUDIT COMMITTEE
MEMBERS
As of 31
December 2024,
the Audit
Committee
comprised:
•
Mykola
Buinyckyi,
Committee
Chairman,
Director
of the Board
of Directors;
•
Boris
Volchek,
Committee
Member,
Non-executive
Director
of the Board
of Directors;
•
Dmitry
Korzhev,
Committee
Member,
Non-executive
Director
of the Board
of Directors;
•
Heigo
Kera,
Committee
Member,
Chairman
of the Board
of Directors;
•
Ilya
Ilin,
Committee
Member,
Non-
director,
external
consultant;
and
•
Irina
Nikiforova,
Committee
Member,
Non-director,
external
consultant.
KEY AREAS
The Audit
Committee
oversees
the internal
audit
function,
the effectiveness
of risk
management,
and the internal
controls
of the Company
and the Group.
It also
approves
and monitors
the performance
of the internal
audit
plan
for the year.
The Audit
Committee
assists
the Board
of Directors
in fulfilling
its oversight
responsibilities
relating
to the financial
statements,
including
periodically
reporting
to the Board
of Directors
on its activities
and the adequacy
of internal
control
systems
over
financial
reporting.
According
to the Statute
of the O’KEY
Audit
Committee,
the Audit
Committee
shall
consist
of not
fewer
than
three
current
members
of the Board
of Directors
and shall
be chaired
by an independent
director.
THE
COMMITTEE’S REMIT
INCLUDES:
•
reviewing
the IFRS
financial
statements
for integrity
and transparency;
•
analysing
financial
reporting
processes,
including
carrying
out
regular
reviews
and making
recommendations;
•
recommending
the appointment
and remuneration
of the Company’s
external
auditor
to the Board
of Directors
and maintaining
an ongoing
relationship
with the external
auditor;
and
•
analysing
and supporting
the internal
audit
system
and risk
management
procedures,
including
drafting
recommendations
for their
improvement.
ACTIVITIES IN
2024
During
the reporting
period,
the Audit
Committee
held
five
meetings
where
it:
•
fulfilled
oversight
responsibilities
relating
to the integrity
of the Company’s
annual
financial
statements;
•
fulfilled
oversight
responsibilities
relating
to the integrity
of the Company’s
half
yearly
financial
statements;
•
reviewed
reports
prepared
by the Internal
Audit
department;
•
reviewed
the effectiveness
of the Company’s
risk
management
and internal
control
systems;
•
reviewed
policies
and procedures
published
by the Company;
•
monitored
reports
per
the Company’s
Whistleblowing
Policy;
•
planned
and agreed
the scope
of the audit
of financial
statements
for year
ended 2024
with the external
auditor
of O’KEY
Group;
•
reviewed
and approved
provisions
of non-audit
services
for the Company
by the external
auditor;
and
•
approved
the Internal
Audit
plan
for the year 2024.
PLANS FOR
2025
The Audit
Committee
and the Company
continue
to focus
on the following
areas
in 2025:
•
monitoring
the compliance
with the Group’s
risk
management
policies
and procedures,
and the adequacy
of the risk
management
framework
in relation
to the risks
faced
by the Group;
and
•
optimising
internal
business
processes
involved
in the preparation
of financial
reporting.
REMUNERATION
COMMITTEE
COMMITTEE MEMBERS
•
Heigo
Kera,
Committee
Chairman,
Chairman
of the Board
of Directors;
•
Boris
Volchek,
Committee
Member,
Non-executive
Director
of the Board
of Directors;
•
Dmitrii
Troitskii,
Committee
Member,
Non-executive
Director
of the Board
of Directors;
•
Ilya
Ilin,
Committee
Member,
Non-
director,
external
consultant;
and
•
Irina
Nikiforova,
Committee
Member,
Non-director,
external
consultant.
THE
COMMITTEE’S REMIT
INCLUDES:
•
reviewing
the compensation
policy;
•
advising
on any benefit
or incentive
schemes;
and
•
making
proposals
to the full
Board
of Directors
regarding
the remuneration
of Executive
Directors
and management
(including
the Chief
Executive
Officer).
ACTIVITIES IN
2024:
During
the reporting
period,
the Remuneration
Committee
held
one
meeting
where
it:
•
reviewed
the report
on the remuneration,
bonuses
and expenses
of the Board:
•
reviewed
the amount
of remuneration
to be allocated
to the management
of the Group
in 2024;
•
approved
the Remuneration
Committee
Report;
and
•
suggested
the total
maximum
amount
of remuneration
of Directors
for 2024 and 1H
of 2025
to be submitted
for the approval
of the shareholders
of the Company.
PLANS FOR
2025:
In 2025,
the Group
plans
to keep
the remuneration
and bonus
policy
in line
with 2024.
REMUNERATION
Members
of the Board
of Directors
of O’KEY
GROUP
S.A.
receive
remuneration
of the amount
approved
by the General
Meeting
of Shareholders.
Members
of the Board
and its Committees
may
be compensated
for the expenses
they
incur
in the course
of their
duties,
in accordance
with the business
and travel
expenses
policy
of O’KEY
GROUP
S.A.
DIVERSITY
O’KEY
Group
is working
on the adoption
of a diversity
policy.
However,
as can
be seen
from the information
on the senior
management
team,
O’KEY
Group
aims
to employ
the members
of the team
most
suitable
and qualified
for their
post
and function,
irrespective
of their
age,
gender,
or origin.
The requirements
of educational
and professional
backgrounds
are such
as to ensure
that
the members
of the team
possess
the skills
and experience
necessary
to perform
their
functions
effectively.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
56
57
Risk Management
We believe
that
effective
risk
management
underpins
the successful
delivery
of our
strategy.
So the Company’s
goals
will
be achieved
in a timely
manner
and
the level
of risks
faced
by the Group
remains
acceptable
for management
and shareholders.
Our
unified
approach
to risk
management
through
the Group
Risk
Standard
is supported
by formal
policies
and procedures,
clearly
delegated
authority
levels,
and comprehensive
reporting.
As of the date
of the approval
of this
Annual
Report,
our
framework
is integrated
into both
our
business
planning
and viability
assessment
processes.
Our
Board
of Directors
is ultimately
responsible
for the Group’s
risk
management
and internal
controls
with a view
to maintaining
the Group’s
risk
management
framework.
The Group’s
Audit
Committee
is responsible
for the regular
review/
audit
of the Group’s
operations,
activities,
systems
and processes
in order
to evaluate
and provide
reasonable,
independent,
and objective
assurance
and consulting
services
designed
to add
value
and improve
the Group’s
operations.
Internal
Audit
assists
the Group’s
Audit
Committee
in its oversight
role.
Internal
Audit
undertakes
both
regular
and ad
hoc
reviews
of risk
management
controls
and procedures
and reports
its findings
and recommendations
to the Audit
Committee.
The Group,
through
its training
and management
standards
and procedures,
aims
to develop a disciplined
and constructive
control
environment
in which
all
employees
understand
their
roles
and obligations.
Identified
risk
areas
are monitored
quarterly
and followed
by a coordinated
improvement
programme.
The current
situation
places
new
challenges
for the Russian
economy,
the business
community,
and O’KEY
Group
in particular.
Our
well-balanced
business
model
offers a significant
hedge
against
market
volatility.
The above
key
factors
have
been
reviewed
in the context
of our
current
position
and strategic
plan.
Nevertheless,
due to the current
unprecedented
global
geopolitical
and economic
turbulence,
we withhold
from identifying
and assessing
the key
risks
that
could
have a material
adverse
effect
on our
business.
Audit Committee
•
Oversees
how
management
monitors
compliance
with
the Group’s
risk
management
policies
and
procedures
•
Reviews
the adequacy
of the risk
management
framework
in relation
to the risks
faced
by the Group
Board of Directors
•
Holds
overall
responsibility
for
the
establishment
and
oversight
of
the
Group’s
risk
management
framework
Internal Audit
•
Assists
the
Group’s
Audit
Committee
in
its
oversight
role
•
Undertakes
both
regular
and
ad
hoc
reviews
of
risk
management
controls
and
procedures,
the
results
of
which
are
reported
to
Audit
Committee
Executive management
(CEO
and
Management
Board)
•
Oversees
implementation
of,
and
adherence
to,
risk
management
policies
•
Monitors
and
manages
risks
relevant
to
job
function
•
Carries
out
risk
identification
and
reporting
•
Performs
operational
risk
management
PRINCIPLE RISKS
Below
we are describing
the key
risks
that
could
have a material
adverse
effect
on our
business,
our
financial
and operational
performance
and,
as a result,
could
affect
our
share
price
and our
reputation.
Additional
risks
not
known
to us
or those
risks
that
we currently
consider
immaterial
may
also
impair
our
business
operations.
We do
not
expect
to incur
any risks
that
may
jeopardise
the continuity
of our
business.
#
Name of
Risk
Definition & Potential Impact
1
Economic outlook
Our business may be
affected by
uncertainties associated with
changing economic
conditions, particularly in
the
current environment of
global economic instability,
including oil prices, financial markets volatility, as
well
as
substantial currency
exchange fluctuations. Therefore, we
may face reduced customer demand
as
the
income and
purchasing power of
our customers’ decreases under the
impact
of
the
weaker macroeconomic environment exacerbated by
declining oil prices
and
sustained rouble volatility.
2
Competition risk
The
retail sector in
Russia is
highly competitive. We
face strong competition from
other
retailers (Russian and
international), some of
which are
larger and
have greater
resources. Retail chains compete mainly over store locations, product ranges, price,
service, and
store conditions. Some competitors might be
more effective and
faster
in
capturing certain market opportunities, which in
turn may negatively impact our
market share and
our ability to
achieve our performance and
expansion targets.
3
Political risk
Political developments may adversely affect the
macroeconomic environment
and
the
market in
which our Company operates. The
current geopolitical situation
and
global economics turbulence may affect companies across all the
sectors
of
the
Russian economy, including our business.
4
Regulatory risk
Our operations are
subject to
various government regulations and
industry specific
legislation with
respect to
quality, packaging, health and
safety, labelling, distribution
and
other standards. Some regulations are
still being developed in
Russia. Current
and
future government regulations or
changes thereto may require us to
change
the
way we
run our operations and
could result in
cost increases. Failure to
comply
with
regulations can also lead to
reputational damage.
5
Changing customer
expectations
We
strive to
provide our customers with
a
wide range of
goods and
services,
at
competitive prices. However, we
recognise that our customers’ shopping habits
and
expectations are
influenced by
the
economic environment and
will change over
time.
6
Employee recruitment
and
retention
Competition for
highly qualified management and
store personnel remains intense
in
Russia. To
meet our expansion plans, we
need highly skilled employees. Our future
success depends in
part on
our continued ability to
hire and
retain new employees.
We
understand that any
inability to
attract and
retain highly qualified employees
and
key personnel in
the
future could have
a
material adverse effect on
our business.
7
Supply chain risk
Our financial performance depends in
part on
reliable and
effective supply chain
management. We
rely on
third parties to
supply us with
merchandise and
services.
The
third parties that supply us with
merchandise and
services also have other
customers and
may not have sufficient capacity to
meet all of
their customers’
needs, including ours, during periods of
excess demand. Shortages and
delays
could materially harm our business. Unanticipated increases in
prices could
also adversely affect our performance. Furthermore, we
may be
exposed to
risk
of
delays and
interruptions to
our supply chain because of
natural disasters in
case
we
are
unable to
identify alternative sources of
supply in
a
timely manner.
8
IT
Platform Development
Execution of
our strategic targets requires adaptation of
current IT
infrastructure
to
the
changing business needs. As
the
business grows, the
complexity of
processes
supporting it
and
the
diversity of
tasks around such growth are
increasing. Delayed
or
inappropriate decisions on
the
development of
the
infrastructure can lead to
failures
in
meeting Group goals and
impede attainment of
longer-term goals.
9
IT
security threats
We
are
observing an
increase in
IT
security threats and
higher levels of
professionalism
in
computer crime. Our systems and
solutions, as
well
as
those of
our counterparties
remain potentially vulnerable to
attacks. Depending on
their nature and
scope, such
attacks could potentially lead to
the
leakage of
confidential information, improper use
of
our systems, manipulation and
destruction of
data, sales downtimes and
supply
shortages, which in
turn could adversely affect our reputation, competitiveness,
and
business, financial and
operational performance.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
58
59
#
Name of
Risk
Definition & Potential Impact
10
Providing sufficient level
of
financing
Recent changes in
the
macroeconomic situation might result in
a
liquidity squeeze
and
tightening of
lending policies by
Russian banks. Given the
expansion programme
in
the
coming periods, issues with
availability of
external financing or
significant
changes in
its
cost can negatively impact our Group’s ability to
execute its
expansion
programme.
11
Tax regulations
Russian tax law has complex tax rules, which may be
interpreted in
different ways
and
tax rules are
subject to
frequent changes. Examinations by
tax authorities
and
changes in
tax regulations could adversely affect our business, and
financial
and
operational performance.
Changes in
tax law could result in
higher tax expense and
payments. Furthermore,
legislative changes could materially impact tax receivables and
liabilities
as
well
as
deferred tax assets and
deferred tax liabilities.
12
Changes in
working
capital
Inability to
control and
manage elements of
the
working capital can result in
negative
changes for
the
operating cash flow and
lead to
liquidity gaps and
excessive reliance
on
external financing.
13
Risk of
misstatements
in
financial statements
We
face exposure to
risks relating to
failures in
proper financial reporting
and
the
classification of
accounting entries, and
risks of
making inaccurate accounting
estimates.
14
Risks of
currency
and
interest rates
volatility
We
are
exposed to
fluctuations in
exchange rates because of
loans received
in
USD
and
contractual obligations in
USD
and
EUR. Although measures are
taken
to
minimise this risk, there can be
no assurance that exchange rate and
interest rate
fluctuations will not negatively influence our results.
INTERNAL
CONTROL AND
RISK
MANAGEMENT
SYSTEM
With respect
to Internal
Control
over
financial
reporting,
our
financial
procedures
include a range
of system,
transactional
and management
oversight
controls.
Regarding
the internal
controls
in the area
of accounting
and financial
reporting,
the following
should
be noted:
•
Staff
involved
in the Company’s
accounting
and financial
reporting
is appropriately
qualified
and kept
up-to-date
with relevant
changes
in International
Financial
Reporting
Standards
(‘IFRS’).
Additionally,
specific
training
and written
guidance
on particular
matters
are provided
where
needed.
Written
guidance,
regularly
updated
for business
developments
and regulatory
changes,
is available
to all
relevant
staff
members
and provides a summary
of the Company’s
accounting
and financial
reporting
policies
and procedures.
•
Controls
have
been
established
in the processing
of accounting
transactions
to ensure
appropriate
authorisations
for transactions,
the effective
segregation
of duties,
and the complete
and accurate
recording
of financial
information.
•
Completeness
and timely
recording
of financial
information
is ensured
through
regular
reviews,
monitoring
of specific
key
performance
indicators,
validation
procedures
by functional
leaders
and as an additional
check,
the process
of internal
and external
audit.
•
The Company
relies
on a comprehensive
system
of financial
information
and oversight.
Strategic
plans,
business
plans,
budgets
and the interim
and full-
year
consolidated
accounts
of the Company
are drawn
up
and brought
to the Board
of Directors
for approval.
The Board
also
approves
all
significant
investments.
The Board
receives
monthly
financial
reports
setting
out
the Company’s
financial
performance
in comparison
to the approved
budget
and prior
year
figures.
•
Any weaknesses
in the system
of internal
controls
identified
by either
internal
or external
auditors
are promptly
and fully
addressed.
•
The external
auditors
perform a limited
review
of the Company’s
half-year
consolidated
financial
statements
and a full
audit
of the annual
consolidated
financial
statements.
IN
ACCORDANCE
WITH
THE
REQUIREMENTS
OF
IFRS,
WE
DISCLOSE
DETAILED
INFORMATION
ON
THE MARKET,
CREDIT AND
FOREIGN
EXCHANGE
RISK TO
WHICH
IT
IS
EXPOSED,
AS
WELL
AS
STRATEGY
FOR
MANAGING
THE
RISKS.
Information for
Shareholders
and
Investors
SHARE CAPITAL
O’KEY
GROUP S.A.
share
capital
amounts
to EUR
2,690,740,
divided
into 269,074,000 ordinary
shares
of a nominal
value
of EUR
0.01 each.
As of the date
of this
Report,
the Company’s
share
capital
has
remained
unchanged
since 30
November 2010.
All
shares
issued
by the Company
have
equal
rights
as provided
for by the law
on commercial
companies
dated
10
August 2015,
as amended
(the “Company
Law”)
and as set
forth
in the Articles,
save
for the special
rights
granted
to the Caraden
Shareholder.
The Company
does
not
hold
any of its own
shares
and has
not
acquired
them
during
the 2024 financial
year.
SIGNIFICANT
SHAREHOLDINGS
As of 31
December 2024,
the two
major
indirect
shareholders
of the Group
are its founders:
•
Mr. Dmitrii
Troitskii
(who
indirectly
owns
approximately
34.54%
of the outstanding
share
capital
of O’KEY
GROUP
S.A.);
and
•
Mr. Boris
Volchek
(who
indirectly
owns
approximately
34.14%
of the outstanding
share
capital
of O’KEY
GROUP
S.A.).
Share Capital Structure as
of
31
December
2024
– Direct
Holdings,
%
16.75
Free-float and other holders
GSU Limited
NISEMAX Co Limited
34.14
49.11
GLOBAL DEPOSITARY
RECEIPTS
Global
Depositary
Receipts
(GDRs)
are issued
in respect
of ordinary
shares
at a ratio
of one
ordinary
share
per
one
GDR.
The Group’s
GDRs
had
been
listed
on the London
Stock
Exchange
(LSE)
since
November
2010.
In March 2022,
the LSE
suspended
admission
to trading
for a number
of issuers,
including
the GDRs
of O’KEY
GROUP
S.A.
In June
2024,
the Group
delisted
its GDRs
from
the LSE
prior
to changing
its depositary
bank
for the GDR
programmes.
In March
2023,
the Group
obtained
a listing
for its GDRs
on the Astana
International
Exchange
(AIX).
In August
2024,
the Group
appointed
RCS
Trust
and
Corporate
Services
Ltd.
as depositary
for the Regulation
S
facilities
(ISIN
US6708662019)
and
RCS
Stock
Transfer
Inc.
as depositary
for Rule
144A
facility
(ISIN
US6708661029).
Previously,
the Group’s
depositary
was The Bank
of New
York
Mellon.
The Group’s GDRs
also
are listed
on the Moscow
Exchange
(MOEX)
since
December
2020.
In November
2023,
the Group
changed
its listing
status
from
secondary
to primary
on the MOEX.
In June
2024,
prior
to delisting
from
the LSE,
the Group
transferred
its GDRs
from
Level
I
to Level
II
section
of the MOEX
Quotation
List.
In January
2025,
the MOEX
transferred
the Group’s
GDRs
to the third
tier.
The decision
to change
the listing
tier
of securities
of foreign
issuers,
including
O’KEY
Group
S.A.,
was made
by Moscow
Exchange
on 16 December
2024
on the basis
of Bank
of Russia
Directive
No. 6885-U
dated
1 October
2024
“On Securities
and
Derivative
Financial
Instruments
Intended
for Qualified
Investors”.
The sole
reason
for the transfer
of O’KEY
Group
S.A.
GDRs
to the third
listing
tier
was a change
in regulation
by the Bank
of Russia.
The changes
did
not
affect
the listing
of the Group’s
GDRs
on the Astana
International
Exchange.
As of 31
December 2024,
GDRs
represented
50.22%
of O’KEY
GROUP
S.A.
share
capital.
No
other
securities
have
been
issued
by the Company.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
60
61
STOCK EXCHANGE
As of 31
December 2024,
O’KEY
GROUP
S.A.
GDRs
were
listed
on the MOEX
and
the AIX,
and traded
on the MOEX.
Trading Floor of
O’KEY GROUP S.A. GDRs
Trading floor
Ticker code
Moscow Exchange
OKEY
Astana International Exchange
OKEY
O’KEY GROUP S.A. Securities Identification Numbers
CUSIP
1
Code
Regulation S GDRs
670866201
Regulation S GDRs
670866110
Rule 144A GDRs
670866102
ISIN
2
Code
Regulation S GDRs
US6708662019
Regulation S GDRs
US6708661102
Rule 144A GDRs
US6708661029
O’KEY GROUP S.A. GDR Price Performance and
Trading Volumes on
MOEX in
2024
0
2000
4000
6000
8000
10000
Price, RUB
Volume, '000 GDRs
03.01.2024
03.02.2024
03.03.2024
03.04.2024
03.05.2024
03.06.2024
03.07.2024
03.08.2024
03.09.2024
03.10.2024
03.11.2024
03.12.2024
0
5
10
15
20
25
30
35
40
45
RUB
`000 GDRs
Source: Moscow Exchange
O’KEY GROUP S.A. GDRS TRADING
INFORMATION ON
MOSCOW EXCHANGE
In 2024,
the cumulative
trading
volume
of OKEY
GDRs
on MOEX
was 106.7 million
GDRs
compared
to to 201.9 million
in 2023.
The decrease
was partially
due to the transfer
of the Group’s
GDRs
form
Level
I
to Level
II
Section
of the MOEX
quotation
list
in June
2024.
The
year-end GDR price was
8.6
%
higher in
2024 compared
to
the
same in
2023
2023
2024
Annual maximum price, RUB
44.39
37.76
Annual minimum price, RUB
23.71
19.28
Year-end price, RUB
29.84
32.42
Trading volume (million GDRs)
201.9
106.7
Source: MOEX, market transactions
CREDIT RATINGS
Expert RA
NCR
Credit rating
ruA-
A.ru
Outlook
Stable
Stable
Last rating date
13 June
2024
26 July
2024
1
In June 2024,
Expert
RA
affirmed
the Company’s
credit
rating
of ‘ruA-’
with a stable
outlook.
In July
2024,
National
Credit
Rating
agency
confirmed
a credit
rating
of ‘A.ru’
with
a stable
outlook
to LLC O’KEY,
a main
operating
subsidiary
of O’KEY
GROUP
S.A.
The ratings
reflect
the Group’s
solid
and stable
operational
and financial
position
in the market,
low
exposure
to market
risks,
and high
standards
of corporate
governance,
risk
management,
strategic
control,
and transparency.
ANALYST COVERAGE
As of the end
of 2024,
three
equity
research
analysts
from leading
Russian
banks
followed
the Company
on a regular
basis.
O`KEY
Group’s
IR
team
monitors
and communicates
analyst
consensus
to the Company’s
top
management.
Company
Analyst
Phone number
Aton
Victor Dima
+7 (495) 213-03-44
Gazprombank
Marat Ibragimov
+7 (495) 980-41-87
Sberbank CIB
Ekaterina Usanova
+7 (495) 665-56-00
Source: the
Company
1
CUSIP (Committee on
Uniform Security Identification Procedures)
– identification number given to
the
issue of
shares for
the
purposes
of
facilitating clearing.
2
ISIN (International Securities Identification Number)
– international identification number of
the
share.
1
In
January 2025, NCR revised the
rating outlook from “Stable” to
‘Under Review –– Uncertain Outlook’, following Group’s announcement
of
the
planned sale
of
its
hypermarket business, keeping the
current ‘A.ru’ rating for
LLC
O`KEY unchanged.
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
62
63
DIVIDENDS
DIVIDEND POLICY
To determine
the recommended
amount
of dividends
that
will
be payable,
the Group’s
Board
of Directors
abides
by the Dividend
Policy.
The General
Meeting
of Shareholders,
upon
the recommendation
of the Board
of Directors,
determines
how
the remainder
of the annual
net
profits
of the Company
should
be disposed
of,
including
through
stock
dividend,
it being
understood
that
the remaining
net
profits
of the Company
left
after
the payment
of dividends
shall
be used
for the business
development
of the Company
and its subsidiaries
and the development
of the retail
business
of the Group
in Russia.
Interim
dividends
may
be declared
and paid
(including
through
staggered
payments)
by the Board
of Directors,
subject
to observing
the terms
and conditions
provided
by law
either
through a cash
dividend
or through
a dividend
in kind.
Period
Record date
Amount of
dividend per
GDR (cents, gross)
Amount of
accrued
dividend (gross)
Interim dividends
2011
12.09.2011
9.9481
USD
26,767,750.59
Interim dividends
2012
23.02.2012
10.254
USD
27,590,847.96
Interim dividends
2013
15.02.2013
18.953
USD
50,997,595.22
Interim dividends
2014
18.02.2014
22.670
USD
60,999,075.80
Interim dividends
2014
17.10.2014
7.433
USD
20,000,270.42
Interim dividends
2015
11.09.2015
8.920
USD
24,001,400.80
Interim dividends
2016
08.07.2016
8.548
USD
23,000,445.52
Interim dividends
2017
20.01.2017
9.167
USD
24,666,013.58
Interim dividends
2018
25.01.2018
12.367
USD
33,276,381.58
Interim dividends
2019
03.10.2019
0.05635
USD
15,162,319.90
Interim dividends
2020
04.11.2020
0.028275
USD
7,608,067.35
Dividends
2021
Not declared and
distributed
Interim dividends
2022
01.08.2022
EUR
0.03159
EUR
8,500,047.66
Dividends
2023
Not declared and
distributed
Dividends
2024
Not declared and
distributed
TAXATION
As a rule,
the Company
withholds
15%
WHT
from the dividend
paid
from Luxembourg
for distribution
to the holders
of GDRs.
This
information
is provided
for information
purposes
only.
Potential
and current
investors
should
seek
the advice
of professional
consultants
on tax
matters
related
to investments
in the shares
and GDRs
of the Company.
Management & Directors
Responsibility Statement
We confirm
to the best
of our
knowledge
that
the consolidated
financial
statements
provide a true
and fair
view
of the assets,
liabilities,
financial
position,
and profit
or loss
of O’KEY
GROUP
S.A.
and the companies
included
in the consolidation
as required
by the International
Financial
Reporting
Standards
as adopted
by the European
Union,
and that
the consolidated
management
report
provides a true
and fair
view
of the development
and performance
of the business
and the position
of O’KEY GROUP
S.A.
and the companies
included
in the consolidation
taken
as a whole,
and that
the consolidated
management
report
provides a true
and fair
view,
and that
the consolidated
management
report
describes
the principal
risks
and uncertainties
which
O’KEY
GROUP
S.A.
and the companies
included
in the consolidation
taken
as a whole
are exposed
to.
Luxembourg,
28
March 2025
Dmitry Korzhev
Member
of the Board
of Directors
Mykola Buinyckiy
Member
of the Board
of Directors
Heigo Kera
Chairman
of the Board
of Directors
Konstantin Arabidis
CЕO
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
64
65
The Independent Auditor’s
Report and the consolidated
financial statements of O’KEY
GROUP S.A. for the year ended
31
December 2024.
Financial
Statements
68
Independent Auditor’s Report
72
Consolidated financial
statements
106
Glossary
108
Abbreviations
109
Contacts
67
66
67
Annual Report
2024
Independent Auditor’s Report
To the Shareholders
of
O’KEY GROUP S.A.
25C, Boulevard Royal,
L-2449, Luxembourg
MOORE
Audit
S.A.
5,
rue
de
Turi
L-3378
Livange
T
+352 26 26 84 1
F
+352 26 26 84 99
E
mail@moore-audit.lu
www.moore-audit.lu
Report of
the
Réviseur
d’Entreprises Agréé
REPORT
ON
THE
AUDIT OF
THE
CONSOLIDATED
FINANCIAL
STATEMENTS
OPINION
We have
audited
the consolidated
financial
statements
of O’KEY
GROUP
S.A.
(the “Company”)
and its subsidiaries
(the “Group”),
which
comprise
the consolidated
statement
of financial
position
as at 31
December 2024,
and the consolidated
statement
of comprehensive
income,
consolidated
statement
of changes
in equity
and consolidated
statement
of cash
flows
for the year
then
ended,
and notes
to the consolidated
financial
statements,
including
material
accounting
policy
information.
In our
opinion,
the accompanying
consolidated
financial
statements
(pages
72
to
105)
present
fairly,
in all
material
respects,
the consolidated
financial
position
of the Company
as at 31
December 2024,
and
of its consolidated
financial
performance
and its consolidated
cash
flows
for the year
then
ended
in accordance
with IFRS
Accounting
Standards
as adopted
by the European
Union.
BASIS FOR
OPINION
We conducted
our
audit
in accordance
with the Law
of 23
July 2016
on the audit
profession
(“Law
of 23
July 2016”)
and
with International
Standards
on Auditing
(“ISAs”)
as adopted
for Luxembourg
by the “Commission
de
Surveillance
du
Secteur
Financier”
(“CSSF”).
Our
responsibilities
under
the Law
of 23
July 2016 and ISAs
as adopted
for Luxembourg
by the CSSF
are further
described
in the “
Responsibilities
of “Réviseur
d’Entreprises
Agréé”
for the Audit
of the Consolidated
Financial
Statements
”
section
of our
report.
We are also
independent
of the Group
in accordance
with the International
Code
of Ethics
for Professional
Accountants,
including
International
Independence
Standards,
issued
by the International
Ethics
Standards
Board
for Accountants
(IESBA
Code)
as adopted
for Luxembourg
by the CSSF
together
with the ethical
requirements
that
are relevant
to our
audit
of the consolidated
financial
statements,
and have
fulfilled
our
other
ethical
responsibilities
under
those
ethical
requirements.
We believe
that
the audit
evidence
we have
obtained
is sufficient
and appropriate
to provide a basis
for our
opinion.
KEY AUDIT MATTERS
Key
audit
matters
are those
matters
that,
in our
professional
judgment,
were
of most
significance
in our
audit
of the consolidated
financial
statements
of the current
period.
These
matters
were
addressed
in the context
of the audit
of the consolidated
financial
statements
as a whole,
and
in forming
our
opinion
thereon,
and we do
not
provide a separate
opinion
on these
matters.
Key audit matter
How our audit addressed the key audit matter
Recognition of bonuses from suppliers
Refer to Notes 4, 20 and 33 to the consolidated financial
statements of the Group.
The Group receives various types of bonuses from
suppliers relating to purchase of goods for resale. The
bonuses are provided in the form of volume discounts,
slotting fees and other counter payments. Recognition of
these bonuses leads to a significant reduction of the cost
of goods sold and inventory value. While the major portion
of the bonuses is recognized and settled within the year,
a significant amount of RUB
1,722,004 thousand remains
outstanding within trade and other receivables as at the
reporting date.
Recognition of bonuses from suppliers that are not settled
as at the reporting date was one of the matters of most
significance in our audit because their impact on the
Group’s cost of goods sold, inventory and trade and other
receivable balances is material, the number of underlying
contracts with suppliers is large and their terms can be
complex. Further, calculation of the period-end accrual
for certain supplier bonuses and allocation of bonuses to
inventory cost requires making estimates and applying
judgments.
Our audit procedures to address the key audit matter included the
following:
•
Understanding, evaluation of design of relevant control activities that
the Group has established in relation to recognition of bonuses from
suppliers.
•
Understanding and evaluation of the accounting policy applied by the
Group for accounting for bonuses from suppliers.
•
Reading significant contracts with suppliers and understanding of the
terms that entitle the Group to bonuses from suppliers.
•
Performing a retrospective analysis of prior year bonuses receivable
against subsequent settlements to assess accuracy of the Group’s
estimates in the current year.
•
Performing analytical procedures over the accuracy and existence of the
bonuses recognized in the current year based on historical data.
•
Agreeing bonuses receivable as at the reporting date to external
confirmations obtained from suppliers on a sample basis, or
alternative procedures through tracing the amounts recognized
against underlying agreements and other relevant documentation.
•
Performing analytical procedures to assess allocation of bonuses to
the goods that remain in stock at the reporting date.
•
Confirming that the accounting policy for offsetting of bonuses
receivable from suppliers against trade payables is in line with IFRS
and that the factual offsetting is in line with the accounting policy.
•
Considering adequacy of disclosures of information about the bonuses
from suppliers in the consolidated financial statements of the Group.
Non-current assets impairment assessment
Refer to Notes 4, 14, 15 and 16 to the consolidated financial
statements of the Group.
As at 31 December 2024, the carrying value of the
Group’s non-current assets for which IAS 36 requires
an assessment of whether there is any indication of
impairment exceeds 55% of total assets. These non-
current assets are primarily attributable to the Group’s
stores in operation and groups of assets held for future
stores construction.
As at the reporting date, the Group assessed whether there
is any indication that the carrying value of the non-current
assets may not be recoverable or the impairment recognized
in prior periods may not exist or may have decreased and
tested for impairment or reversal of impairment those cash-
generating units (CGUs) represented by individual stores
and groups of assets held for future stores construction
where such indications were noted.
As at 31 December 2024 the recoverable amount of the
CGUs was determined based on value in use.
Based on the results of the impairment tests performed
as at 31 December 2024 and during the year ended 31
December 2024, no impairment loss was identified and
recognized (2023: no impairment loss was identified and
recognized).
This is one of the key audit matters due to the magnitude
of the carrying value of the non-current assets that require
the assessment of any indication of impairment, judgement
exercised by the Group in determining whether or not there
is a specific indication of impairment and judgements
applied in the calculation of the recoverable amount of
these assets.
In addition, strong competition in the Russian retail market,
political, economic tension, due to the Ukraine-Russian
crisis underpin the uncertainty of accounting estimates
and the risk of significant adjustments in future periods
to the carrying value of the Group’s non-current assets
recognized in the consolidated financial statements.
Our audit procedures to address the key audit matter included the following:
•
We obtained understanding and evaluated the design of the Group’s
relevant control activities around the impairment review.
•
We also considered the Group’s approach to determination of CGUs
and identification of indication that these CGUs represented by the
Group’s stores or groups of assets held for future stores construction
may be impaired or impairment recognised in prior periods may not
exist or may have decreased.
•
For those significant CGUs where indication of impairment was
identified or where there was an indication that an impairment
loss recognized in prior periods may no longer exist or may have
decreased, we assessed whether the value in use approach applied
by the Group to determine recoverable amount in each particular case
is appropriate in the circumstances. We further obtained and analyzed
underlying calculations prepared by the Group for the impairment tests.
Our audit procedures were carried out with the involvement of internal
valuation experts and included:
•
Reviewing the adequacy and consistency of methods applied to
measurement of value in use, and the calculations’ mathematical accuracy.
•
Evaluating the reasonableness of the Group’s key assumptions and
forecasts in the prior period, in order to assess the accuracy of the
Group’s forecasts for future periods.
•
Verifying the appropriateness of budgets of the CGUs for projected
periods used in the measurement of value in use through inquiries
of the Group, corroborating the Group’s explanations, examining
supporting documentation and comparing inputs against available
external industry data.
•
Analyzing and assessing in detail the key assumptions that
significantly affect future cash flows of the CGUs and the discount
rate applied by the Group to measure the recoverable amount, by
comparing it to the weighted-average cost of capital determined for
the Group with due regard to its inherent risks, as well as considering
whether the Ukraine-Russian crisis had an impact on these key
assumptions by analyzing the Group’s performance and the Russian
retail industry dynamics in the current year.
•
Re-performing sensitivity analysis of the results of the Group’s
assessment to reasonably possible changes to key assumptions.
We have tested the presentation and disclosure of information about the
impairment test as carried out by the Group in the consolidated financial
statements for its consistency with requirements of IAS 36 and its adequacy in
the context of the consolidated financial statements as a whole.
MOORE
Audit
S.A.
Société
Anonyme
-
Cabinet
de
révision
agréé.
R.C.S.
Luxembourg
Nr.
B
165 462.
Capital
Social
51.000
EUR
MOORE
Audit
S.A.
Société
Anonyme
-
Cabinet
de
révision
agréé.
R.C.S.
Luxembourg
Nr.
B
165 462.
Capital
Social
51.000
EUR
68
69
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
Key audit matter
How our audit addressed the key audit matter
Recoverability of deferred tax assets recognized for the carryforward of unused tax losses
Refer to Notes 4, 12 and 33 to the consolidated financial
statements of the Group.
As at 31 December 2024, the carrying value of the
Group’s deferred tax assets amounts to RUB7,868,051
thousand, including RUB
4,017,971 thousand arising on
the accumulated tax losses carried forward by LLC Fresh
Market that develops the Group’s chain of discounter
stores under the DA! brand starting from 2015.
A deferred tax asset shall be recognized for the
carryforward of unused tax losses to the extent that it is
probable that future taxable profit will be available against
which the unused tax losses can be utilized.
The Group performed the assessment of and concluded
on the recoverability of the deferred tax assets. This
analysis was based on the long-term financial projections
for LLC Fresh Market, which includes estimates of its
future profits.
This area was significant to our audit because of the
history of tax losses generated by LLC Fresh Market,
the complexity and subjectivity of the recoverability
assessment and long-term budgeting process, which
is based on assumptions that are inherently uncertain
and affected by the expected pace of new openings of
the discounters. In addition, we considered the overall
impact of the Ukraine crisis on the Russian economy that
increases the degree of uncertainty of these assumptions.
The audit procedures we have performed to address the key audit matter
consisted of the following:
•
Understanding and evaluation of design of relevant control activities
that the Group has in place in relation to recognition of current and
deferred income taxes and long-term budget preparation.
•
Comparing the Group’s forecasts in the long-term budget prepared in
prior year to actual performance to assess adequacy of the Group’s
estimates in the current year.
•
Assessing accuracy of the deferred tax calculations.
•
Considering whether there are any limitations to the amount and
timing of utilization of the unused tax loss as established by the
Russian tax legislation.
•
Obtaining the long-term budget prepared by the Group for LLC Fresh
Market and challenging the expected future profits and assumptions
regarding future earnings as reflected therein, including by comparing
to actual results to date and industry trends.
•
Considering to what extent the Ukrainian-Russian crisis impacted the
performance of LLC Fresh Market in the current year by analyzing
its revenue and consumer behavior, expenses and the pace of new
stores openings, as well as its impact on the ability of the discounters
segment to adhere to the long-term budget.
•
Analyzing the treatment of differences between accounting and tax
books in the planning of future taxable profit.
•
Considering adequacy of disclosures on the deferred tax positions
and assumptions used in assessing recoverability of the deferred
tax assets from tax losses carry forward in the consolidated financial
statements.
OTHER INFORMATION
The Board
of directors
is responsible
for the other
information.
The other
information
comprises
the information
stated
in the annual
report
including
the directors’
report
but
does
not
include
the consolidated
financial
statements
and our
report
of “R
éviseur
d’Entreprises
Agréé”
thereon.
Our
opinion
on the consolidated
financial
statements
does
not
cover
the other
information
and we do
not
express
any form
of assurance
conclusion
thereon.
In connection
with our
audit
of the consolidated
financial
statements,
our
responsibility
is to read
the other
information
and,
in doing
so,
consider
whether
the other
information
is materially
inconsistent
with the consolidated
financial
statements
or our
knowledge
obtained
in the audit
or otherwise
appears
to be materially
misstated.
If,
based
on the work
we have
performed,
we conclude
that
there
is a material
misstatement
of this
other
information,
we are required
to report
this
fact.
We have
nothing
to report
in this
regard.
RESPONSIBILITIES
OF
THE
BOARD
OF
DIRECTORS
AND
THOSE CHARGED
WITH
GOVERNANCE
FOR
THE
CONSOLIDATED
FINANCIAL STATEMENTS
The Board
of Directors
is responsible
for the preparation
and fair
presentation
of the consolidated
financial
statements
in accordance
with IFRS
Accounting
Standards
as adopted
by the European
Union,
and
for such
internal
control
as the Board
of Directors
determines
is necessary
to enable
the preparation
of consolidated
financial
statements
that
are free
from material
misstatement,
whether
due to fraud
or error.
In preparing
the consolidated
financial
statements,
the Board
of Directors
is responsible
for assessing
the Group’s
ability
to continue
as a going
concern,
disclosing,
as applicable,
matters
related
to going
concern
and using
the going
concern
basis
of accounting
unless
the Board
of Directors
either
intends
to liquidate
the Group
or to cease
operations,
or has
no
realistic
alternative
but
to do
so.
Those
charged
with governance
are responsible
for overseeing
the Group’s
financial
reporting
process.
RESPONSIBILITIES
OF
THE
“RÉVISEUR
D’ENTREPRISES
AGRÉÉ” FOR
THE
AUDIT
OF
THE
CONSOLIDATED
FINANCIAL STATEMENTS
The objectives
of our
audit
are to obtain
reasonable
assurance
about
whether
the consolidated
financial
statements
as a whole
are free
from material
misstatement,
whether
due to fraud
or error,
and
to issue a report
of “Réviseur
d’Entreprises
Agréé”
that
includes
our
opinion.
Reasonable
assurance
is a high
level
of assurance,
but
is not a guarantee
that
an audit
conducted
in accordance
with the Law
of 23
July 2016 and
with ISAs
as adopted
for Luxembourg
by the CSSF
will
always
detect a material
misstatement
when
it exists.
Misstatements
can
arise
from fraud
or error
and are considered
material
if,
individually
or in the aggregate,
they
could
reasonably
be expected
to influence
the economic
decisions
of users
taken
on the basis
of these
consolidated
financial
statements.
As part
of an audit
in accordance
with the Law
of 23
July 2016 and
with ISAs
as adopted
for Luxembourg
by the CSSF,
we exercise
professional
judgment
and maintain
professional
skepticism
throughout
the audit.
We also:
•
Identify
and assess
the risks
of material
misstatement
of the consolidated
financial
statements,
whether
due to fraud
or error,
design
and perform
audit
procedures
responsive
to those
risks,
and obtain
audit
evidence
that
is sufficient
and appropriate
to provide a basis
for our
opinion.
The risk
of not
detecting a material
misstatement
resulting
from fraud
is higher
than
for one
resulting
from error,
as fraud
may
involve
collusion,
forgery,
intentional
omissions,
misrepresentations,
or the override
of internal
control.
•
Obtain
an understanding
of internal
control
relevant
to the audit
in order
to design
audit
procedures
that
are appropriate
in the circumstances,
but
not
for the purpose
of expressing
an opinion
on the effectiveness
of the Group’s
internal
control.
•
Evaluate
the appropriateness
of accounting
policies
used
and the reasonableness
of accounting
estimates
and related
disclosures
made
by the Board
of Directors.
•
Conclude
on the appropriateness
of Board
of Directors’
use
of the going
concern
basis
of accounting
and,
based
on the audit
evidence
obtained,
whether a material
uncertainty
exists
related
to events
or conditions
that
may
cast
significant
doubt
on the Group’s
ability
to continue
as a going
concern.
If we conclude
that a material
uncertainty
exists,
we are required
to draw
attention
in our
report
of “Réviseur
d’Entreprises
Agréé”
to the related
disclosures
in the consolidated
financial
statements
or,
if such
disclosures
are inadequate,
to modify
our
opinion.
Our
conclusions
are based
on the audit
evidence
obtained
up
to the date
of our
report
of “Réviseur
d’Entreprises
Agréé”.
However,
future
events
or conditions
may
cause
the Group
to cease
to continue
as a going
concern.
•
Evaluate
the overall
presentation,
structure
and content
of the consolidated
financial
statements,
including
the disclosures,
and whether
the consolidated
financial
statements
represent
the underlying
transactions
and events
in a manner
that
achieves
fair
presentation.
•
Obtain
sufficient
appropriate
audit
evidence
regarding
the financial
information
of the entities
and business
activities
within
the Group
to express
an opinion
on the consolidated
financial
statements.
We are responsible
for the direction,
supervision
and performance
of the Group
audit.
We remain
solely
responsible
for our
audit
opinion.
We communicate
with those
charged
with governance
regarding,
among
other
matters,
the planned
scope
and timing
of the audit
and significant
audit
findings,
including
any significant
deficiencies
in internal
control
that
we identify
during
our
audit.
We also
provide
those
charged
with governance
with a statement
that
we have
complied
with relevant
ethical
requirements
regarding
independence,
and
to communicate
with them
all
relationships
and other
matters
that
may
reasonably
be thought
to bear
on our
independence,
and where
applicable,
actions
taken
to eliminate
threats
or safeguards
applied.
From the matters
communicated
with those
charged
with governance,
we determine
those
matters
that
were
of most
significance
in the audit
of the consolidated
financial
statements
of the current
period
and are therefore
the key
audit
matters.
We describe
these
matters
in our
report
unless
law
or regulation
precludes
public
disclosure
about
the matter
or when,
in extremely
rare
circumstances,
we determine
that a matter
should
not
be communicated
in our
report
because
the adverse
consequences
of doing
so
would
reasonably
be expected
to outweigh
the public
interest
benefits
of such
commucation.
REPORT ON
OTHER LEGAL AND
REGULATORY REQUIREMENTS
The director’s
report
(pages
12
to
65)
is consistent
with the consolidated
financial
statements
and has
been
prepared
in accordance
with applicable
legal
requirements.
MOORE AUDIT S.A.
Raphael Loschetter
R
É
VISEUR D’ENTREPRISES
AGR
ÉÉ
Livange,
28
March 2025
MOORE
Audit
S.A.
Société
Anonyme
-
Cabinet
de
révision
agréé.
R.C.S.
Luxembourg
Nr.
B
165 462.
Capital
Social
51.000
EUR
MOORE
Audit
S.A.
Société
Anonyme
-
Cabinet
de
révision
agréé.
R.C.S.
Luxembourg
Nr.
B
165 462.
Capital
Social
51.000
EUR
70
71
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
Consolidated financial statements
CONTENTS
Consolidated
Statement
of Financial
Position
as at
31 December
2024
73
Consolidated
Statement
of Profit
or Loss
and
Other
Comprehensive
Income
for the year
ended
31 December
2024
74
Consolidated
Statement
of Changes
in Equity
for the year
ended
31 December
2024
75
Consolidated
Statement
of Cash
Flows
for the year
ended
31 December
2024
76
Notes
to the Consolidated
Financial
Statements
for the year
ended
31 December
2024
77
1.
Background
77
2.
Basis
of preparation
78
3.
Functional
and presentation
currency
78
4.
Use
of estimates
and judgments
78
5.
New
or revised
standards
and interpretations
adopted
by the Group
80
6.
Segment
information
80
7.
Principal
subsidiaries
82
8.
General,
selling
and administrative
expenses
82
9.
Other
operating
income
and expenses,
net
83
10.
Finance
income
and finance
costs
83
11.
Foreign
exchange
(loss)/gain
83
12.
Income
tax
84
13.
Investment
property
86
14.
Property,
plant
and equipment
and construction
in progress
87
15.
Right-of-use
assets
88
16.
Intangible
assets
89
17.
Prepayments
90
18.
Other
non-current
assets
90
19.
Inventories
90
20.
Trade
and other
receivables
90
21.
Cash
and cash
equivalents
91
22.
Equity
91
23.
Earnings/(loss)
per
share
91
24.
Loans
and borrowings
92
25.
Lease
liabilities
93
26.
Trade
and other
payables
93
27.
Reconciliation
of movements
of liabilities
to cash
flows
arising
from financing
activities
94
28.
Financial
risk
management
95
29.
Capital
commitments
100
30.
Contingencies
100
31.
Related
party
transactions
101
32.
Fair
value
disclosures
102
33.
Significant
accounting
policies
102
34.
Events
subsequent
to the reporting
date
105
CONSOLIDATED STATEMENT OF
FINANCIAL POSITION AS
AT
31
DECEMBER 2024
|
’000 RUB
|
Note
|
31 December 2024
|
31 December 2023
|
|
Assets
|
|
|
|
|
Non-current assets
|
|
|
|
|
Investment property
|
13
|
1,064,218
|
1,257,218
|
|
Property, plant and equipment
|
14
|
41,235,728
|
43,240,482
|
|
Construction in progress
|
14
|
892,968
|
1,122,363
|
|
Right-of-use assets
|
15
|
19,422,128
|
23,309,763
|
|
Intangible assets
|
16
|
1,513,580
|
1,214,553
|
|
Deferred tax assets
|
12
|
7,868,051
|
6,082,047
|
|
Other non-current assets
|
18
|
689,530
|
872,104
|
|
Total non-current assets
|
|
72,686,203
|
77,098,530
|
|
Current assets
|
|
|
|
|
Inventories
|
19
|
26,658,555
|
24,975,926
|
|
Trade and other receivables
|
20
|
2,888,005
|
2,516,192
|
|
Prepaid income tax
|
|
72,196
|
97,140
|
|
Prepayments
|
17
|
1,054,761
|
800,312
|
|
Cash and cash equivalents
|
21
|
15,828,186
|
11,525,791
|
|
Total current assets
|
|
46,501,703
|
39,915,361
|
|
Total assets
|
|
119,187,906
|
117,013,891
|
|
Equity and liabilities
|
|
|
|
|
Equity
|
22
|
|
|
|
Share capital
|
|
119,440
|
119,440
|
|
Legal reserve
|
|
10,597
|
10,597
|
|
Additional paid-in capital
|
|
8,555,657
|
8,555,657
|
|
Retained earnings
|
|
2,435,691
|
447,347
|
|
Translation reserve
|
|
2,255,988
|
1,961,350
|
|
Total equity
|
|
13,377,373
|
11,094,391
|
|
Non-current liabilities
|
|
|
|
|
Loans and borrowings
|
24
|
36,581,181
|
41,128,448
|
|
Lease liabilities
|
25
|
16,978,580
|
20,760,179
|
|
Deferred tax liabilities
|
12
|
1,021,632
|
683,833
|
|
Total non-current liabilities
|
|
54,581,393
|
62,572,460
|
|
Current liabilities
|
|
|
|
|
Loans and borrowings
|
24
|
11,069,846
|
6,002,850
|
|
Interest accrued on loans and borrowings
|
24
|
278,718
|
254,450
|
|
Lease liabilities
|
25
|
5,455,994
|
5,962,202
|
|
Trade and other payables
|
26
|
34,271,937
|
31,062,083
|
|
Current income tax payable
|
|
152,645
|
65,455
|
|
Total current liabilities
|
|
51,229,140
|
43,347,040
|
|
Total liabilities
|
|
105,810,533
|
105,919,500
|
|
Total equity and liabilities
|
|
119,187,906
|
117,013,891
|
The consolidated
statement
of profit
or loss
and
other
comprehensive
income
is to be read
in conjunction
with
the notes
to,
and
forming
part
of,
the consolidated
financial
statements
set
out
on pages 77
to
105.
72
73
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
CONSOLIDATED STATEMENT OF
PROFIT OR
LOSS AND OTHER
COMPREHENSIVE INCOME FOR
THE
YEAR ENDED 31
DECEMBER 2024
|
’000 RUB
|
Note
|
2024
|
2023
|
|
Revenue
|
6
|
219,358,202
|
207,864,636
|
|
Cost of goods sold
|
|
(167,943,290)
|
(160,204,388)
|
|
Gross profit
|
|
51,414,912
|
47,660,248
|
|
General, selling and administrative expenses
|
8
|
(42,576,608)
|
(42,515,886)
|
|
Other operating income and (expenses), net
|
9
|
752,575
|
(291,634)
|
|
Operating profit
|
|
9,590,879
|
4,852,728
|
|
Finance income
|
10
|
588,411
|
252,676
|
|
Finance costs
|
10
|
(9,035,243)
|
(7,519,479)
|
|
Foreign exchange loss
|
11
|
(304,310)
|
(1,074,086)
|
|
Profit/(loss) before income tax
|
|
839,737
|
(3,488,161)
|
|
Income tax benefit
|
12
|
1,148,607
|
610,099
|
|
Profit/(loss) for the year
|
|
1,988,344
|
(2,878,062)
|
|
Other comprehensive income
|
|
|
|
|
Items that will never be reclassified to profit or loss:
|
|
|
|
|
Exchange differences on translation to presentation currency
|
|
294,638
|
507,145
|
|
Other comprehensive incomefor the year, net of income tax
|
|
294,638
|
507,145
|
|
Total comprehensive income/(loss) for the year
|
|
2,282,982
|
(2,370,917)
|
|
Earnings/(loss) per share
|
|
|
|
|
Basic and diluted earnings/(loss) pershare (in RUB per share)
|
23
|
7.4
|
(10.7)
|
The consolidated
statement
of profit
or loss
and
other
comprehensive
income
is to be read
in conjunction
with
the notes
to,
and
forming
part
of,
the consolidated
financial
statements
set
out
on pages
77
to
105.
CONSOLIDATED STATEMENT OF
CHANGES IN
EQUITY FOR
THE
YEAR
ENDED 31
DECEMBER 2024
|
’000 RUB
|
Sharecapital
|
Legalreserve
|
Additionalpaid-incapital
|
Retainedearnings
|
Translationreserve
|
Total equity
|
|
Balance at1 January 2023
|
119,440
|
10,597
|
8,555,657
|
3,325,409
|
1,454,205
|
13,465,308
|
|
Comprehensive loss for the year
|
|
Loss for the year
|
-
|
-
|
-
|
(2,878,062)
|
-
|
(2,878,062)
|
|
Other comprehensive income
|
|
Foreign currencytranslationdifferences
|
-
|
-
|
-
|
|
507,145
|
507,145
|
|
Total othercomprehensiveincome
|
-
|
-
|
-
|
|
507,145
|
507,145
|
|
Totalcomprehensiveloss for the year
|
-
|
-
|
-
|
(2,878,062)
|
507,145
|
(2,370,917)
|
|
Balance at31 December2023
|
119,440
|
10,597
|
8,555,657
|
447,347
|
1,961,350
|
11,094,391
|
|
Balance at1 January 2024
|
119,440
|
10,597
|
8,555,657
|
447,347
|
1,961,350
|
11,094,391
|
|
Comprehensive income for the year
|
|
Profit for the year
|
-
|
-
|
-
|
1,988,344
|
|
1,988,344
|
|
Other comprehensive income
|
|
Foreign currencytranslationdifferences
|
-
|
-
|
-
|
|
294,638
|
294,638
|
|
Total othercomprehensiveincome
|
-
|
-
|
-
|
|
294,638
|
294,638
|
|
Totalcomprehensiveincomefor the year
|
-
|
-
|
-
|
1,988,344
|
294,638
|
2,282,982
|
|
Balance at31 December2024
|
119,440
|
10,597
|
8,555,657
|
2,435,691
|
2,255,988
|
13,377,373
|
The consolidated
statement
of changes
in equity
is to be read
in conjunction
with
the notes
to,
and
forming
part
of,
the consolidated
financial
statements
set
out
on pages
77
to
105.
74
75
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
CONSOLIDATED STATEMENT OF
CASH FLOWS FOR
THE
YEAR ENDED
31
DECEMBER 2024
|
’000 RUB
|
Note
|
2024
|
2023
|
|
Cash flows from operating activities
|
|
|
|
|
Cash receipts from customers
|
|
251,407,777
|
238,395,137
|
|
Other cash receipts
|
|
797,840
|
620,203
|
|
Interest received
|
|
573,197
|
227,217
|
|
Cash paid to suppliers and employees
|
|
(226,161,120)
|
(218,251,832)
|
|
Taxes other than on income
|
|
(835,753)
|
(757,037)
|
|
Other cash payments
|
|
(38,819)
|
(24,321)
|
|
VAT paid
|
|
(6,013,652)
|
(4,675,763)
|
|
Income tax paid
|
|
(302,115)
|
(257,872)
|
|
Net cash from operating activities
|
|
19,427,355
|
15,275,732
|
|
Cash flows from investing activities
|
|
|
|
|
Purchase of property, plant and equipment (excluding VAT)
|
|
(1,545,214)
|
(4,391,908)
|
|
Purchase of intangible assets (excluding VAT)
|
|
(293,799)
|
(446,618)
|
|
Proceeds from sale of investment property (excluding VAT)
|
|
-
|
156,014
|
|
Proceeds from sale of property, plantand equipment (excluding VAT)
|
|
4,417
|
341,637
|
|
Net cash used in investing activities
|
|
(1,834,596)
|
(4,340,875)
|
|
Cash flows from financing activities
|
|
|
|
|
Proceeds from loans and borrowings
|
27
|
6,500,000
|
15,500,003
|
|
Repayment of loans and borrowings
|
27
|
(5,999,900)
|
(13,834,268)
|
|
Interest paid on loans and borrowings
|
27
|
(6,074,626)
|
(4,939,018)
|
|
Repayment of principal amount of lease liabilities
|
27
|
(4,684,249)
|
(5,268,297)
|
|
Interest paid on lease liabilities
|
27
|
(2,914,997)
|
(2,491,371)
|
|
Other financial payments and proceeds
|
27
|
(86,392)
|
(125,188)
|
|
Net cash used in financing activities
|
|
(13,260,164)
|
(11,158,139)
|
|
Net Increase / (decrease) in cash and cash equivalents
|
|
4,332,595
|
(223,282)
|
|
Cash and cash equivalents at the beginning of the year
|
21
|
11,525,791
|
11,779,334
|
|
Effect of exchange rate fluctuationson cash and cash equivalents
|
|
(30,200)
|
(30,261)
|
|
Cash and cash equivalents at the end of the year
|
21
|
15,828,186
|
11,525,791
|
The consolidated
statement
of cash
flows
is to be read
in conjunction
with
the notes
to,
and
forming
part
of,
the consolidated
financial
statements
set
out
on pages
77
to
105.
NOTES TO
THE
CONSOLIDATED FINANCIAL STATEMENTS FOR
THE
YEAR
ENDED 31
DECEMBER 2024
1. BACKGROUND
(a) The
Group
and
its
operations
These
consolidated
financial
statements
for the year
ended
31 December
2024 have
been
prepared
for O’KEY
GROUP S.A.
(the “Company”)
and its subsidiaries
(together
referred
to as the “Group”).
The Company
was incorporated
and is domiciled
in Luxembourg.
The Company
is a public
limited
company
(société
anonyme)
and was set
up
in accordance
with Luxembourg
regulations.
The main
part
of the Group
is located
and conducts
its business
in the Russian
Federation.
The Company
does
not
have
an immediate
parent
or an ultimate
controlling
party.
As at
31 December
2024 and
2023,
the Company’s
major
indirect
shareholders
are Mr. Troitskii,
Mr. Volchek.
As at
31 December
2024 global
depository
receipts
(“GDRs”)
represented
50.22%
of the Company’s
shares,
38.17%
of the Company’s
shares
were
admitted
to trading
on the Moscow
Exchange
and Astana
International
Exchange
in the form
of GDRs
(as at
31 December
2023
GDRs
represented
50.22%
of the Company’s
shares,
38.17%
of the Company’s
shares
were
listed
on the London
Stock
Exchange,
Moscow
Exchange
and Astana
International
Exchange).
In March 2022,
the London
Stock
Exchange
temporarily
suspended
the admission
to trading
of the Group’s
GDRs
in order
to maintain
orderly
markets.
In March 2023 the Astana
International
Exchange
(“AIX”)
has
approved
the listing
of global
depositary
receipts
(“GDRs”)
of the Group.
Since 20
March 2023
O’KEY
Group’s
GDR’s
started
trading
on the AIX.
In November 2023,
the Bank
of Russia
decided
to register a prospectus
for the Company’s
global
depositary
receipts
(GDRs),
each
representing
one
ordinary
share
of O’KEY
GROUP
S.A.
Thus,
the Group
has
changed
its listing
status
on Moscow
Exchange
(“MOEX”)
to primary.
GDRs
of O’KEY
GROUP
S.A.
have
been
traded
in Level
I
Quotation
List
on the Moscow
Exchange
since December
2020.
In June 2024 listing
and the admission
of the Group’s
GDRs
to trading
on the London
Stock
Exchange
Main
Market
have
been
cancelled.
In view
of the potential
delisting
from the London
Stock
Exchange
planned
June 2024,
the Group
had
applied
to the Moscow
Exchange
requesting
to transfer
the GDRs
of O’KEY
GROUP
S.A.
to Level
II
List,
which
has
been
done
since June 2024.
In December
2024,
the Company
announced
that,
due to amendment
of the applicable
legislation,
the Company’s
GDRs
will
be transferred
to the third
listing
tier
of the Moscow
Exchange
from 3
January 2025.
The changes
do
not
affect
the listing
of the GDRs
on the Astana
International
Exchange.
The Company
continues
to have
and plans
to keep
listing
on the regulated
market
of Moscow
Exchange
and Astana
International
Exchange.
The GDR
program
remains
in force
and continues
to operate.
The Company’s
registered
office
is 25C
Boulevard
Royal,
L-2449
Luxembourg .
The Group’s
principal
business
activity
is operation
of retail
chains
in Russia
under
the brand
names
“O’KEY”
(hypermarkets)
and “Da!”
(discounter
stores).
At
31 December
2024,
the Group
operated
301 stores
including
224 discounter
stores
(31 December
2023:
297 stores
including
220 discounter
stores)
in major
Russian
cities,
including
but
not
limited
to Moscow
and towns
in Moscow
region,
St. Petersburg,
Murmansk,
Nizhniy
Novgorod,
Rostov-on-Don,
Krasnodar,
Lipetsk,
Ekaterinburg,
Novosibirsk,
Krasnoyarsk,
Ufa,
Astrakhan
and Surgut.
In December
2024
Company’s
Board
of Directors
has
announced
its intention
to sell
the O’KEY
hypermarket
assets
to the chain’s
management.
The DA!
discount
chain
will
continue
to operate
within
the Group.
The sale
of the hypermarkets
to management
is subject
to approval
by the Government
Commission
on Monitoring
Foreign
Investment
in the Russian
Federation
and the Federal
Antimonopoly
Service
of Russia.
Any further
steps
are possible
only
after
such
approval.
It is not
possible
to predict
the outcome
of the assessment
of potential
sale
of hypermarkets
by the government
bodies.
The respective
approvals
have
not
yet
been
obtained
as at
31 December
2024.
(b) Business environment
The Group’s
operations
are primarily
located
in the Russian
Federation
which
displays
characteristics
of an emerging
market.
The legal,
tax
and regulatory
frameworks
continue
development,
but
are subject
to varying
interpretations
and frequent
changes
which
contribute
together
with other
legal
and fiscal
impediments
to the challenges
faced
by entities
operating
in the Russian
Federation.
The events
in Ukraine
continued
to significantly
influence
the economic
environment
in which
the Group
operates.
Sanctions
imposed
by the United
States
of America,
the European
Union
and some
other
countries
against
the Government
of the Russian
Federation,
as well as many
large
financial
institutions,
legal
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77
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Financial Review
Corporate
Governance
Financial Statements
entities
and individuals
in Russia
continue
to be in effect
and have
been
expanded.
In particular,
restrictions
were
imposed
on the export
and import
of goods,
including
capping
the price
of certain
types
of raw
materials,
restrictions
have
been
introduced
on the provision
of certain
types
of services
to Russian
enterprises,
the assets
of a number
of Russian
individuals
and legal
entities
were
blocked, a ban
on maintaining
correspondent
accounts
has
been
established,
certain
large
banks
have
been
disconnected
from the SWIFT
international
financial
messaging
system,
and other
restrictive
measures
have
been
implemented.
However,
no
sanctions
have
been
imposed
against
the Company
and the Group,
nor
any of its subsidiaries,
nor
its major
indirect
shareholders.
The Bank
of Russia
key
rate
also
was volatile
during
the reporting
period.
As a part
of comprehensive
measures
to ensure
the stability
of credit
institutions,
the Bank
of Russia
has
been
gradually
increased
the key
rate
during 2024
from 16%
in December
2023 up
to 21%
p.a.
in December
2024.
Despite
the volatility
on the capital
market,
the Group’s
financial
position
and ability
to attract
financing
remained
solid
in the reporting
period.
In January 2025,
NCR
rating
agency
assigned
the credit
rating
of O’Key
LLC,
as “A.ru”, outlook
Stable.
The rating
reflects
highly
appreciated
Group’s
business
profile
due to its significant
geographical
distribution, a diversified
supplier
base
and the lack
of concentration
of risk
on any large
asset.
The agency
also
noted
solid
and stable
operational
and financial
position
in the market,
low
exposure
to market
risks,
and high
standards
of corporate
governance,
risk
management,
strategic
control
and transparency.
It is not
possible
to determine
how
long
the increased
volatility
in the financial
market
will
last
or at what
level
it will
eventually
level
out.
It is not
possible
for the management
to predict
with any degree
of certainty
an impact
of this
uncertainty
on the Group’s
operations.
Whilst
these
uncertainties
may
affect
the future
dividend
income
of the shareholders
in the medium
term,
they
do
not
affect
the Group’s
ability
to continue
its operations
in the foreseeable
future.
2. BASIS OF
PREPARATION
(a) Statement of
compliance
These
consolidated
financial
statements
have
been
prepared
in accordance
with International
Financial
Reporting
Standards
(“IFRSs”)
as adopted
by the European
Union
under
the historical
cost
convention,
as modified
by the initial
recognition
of financial
instruments
based
on fair
value,
and
by the revaluation
of investment
properties
and financial
instruments
at fair
value.
These
consolidated
financial
statements
were
authorised
for issue
by the Board
of Directors
on 28 March 2025.
Any changes
to these
consolidated
financial
statements
after
issue
require
approval
of the Board
of Directors.
3. FUNCTIONAL
AND
PRESENTATION
CURRENCY
The functional
currency
of each
of the Group’s
consolidated
entities
is the currency
of the primary
economic
environment
in which
the entity
operates.
The functional
currency
of the Company
and the Group’s
subsidiaries
outside
of the Russian
Federation
is the US
Dollar
(“USD”)
and the functional
currency
of the Group’s
Russian
subsidiaries
is the Russian
Rouble
(“RUB”).
The consolidated
financial
statements
are presented
in RUB,
which
is the Group’s
presentation
currency.
All
financial
information
presented
in RUB has
been
rounded
to the nearest thousands,
except
when
otherwise
indicated.
The results
and financial
position
of the Group
entities,
which
functional
currencies
are different
from RUB,
are translated
into the presentation
currency
as follows:
•
assets
and liabilities
for each
statement
of financial
position
presented
are translated
at the closing
rate
at the end
of the respective
reporting
period;
•
income
and expenses
are translated
at the date
of transaction;
•
components
of equity
are translated
at the historic
rate;
and
•
all
resulting
exchange
differences
are recognised
in other
comprehensive
income.
At
31 December
2024 the principal
rates
of exchange
used
for translating
foreign
currency
balances
were
USD
1 = RUB
101.6797;
EUR
1 = RUB
106.1028
(31 December
2023:
USD
1 =
RUB
89.6883;
EUR
1 = RUB
99.1919).
4. USE OF
ESTIMATES
AND
JUDGMENTS
The preparation
of consolidated
financial
statements
in conformity
with IFRSs
requires
management
to make
estimates
and assumptions
that
affect
the application
of accounting
policies
and the reported
amounts
of assets,
liabilities,
income
and expenses.
Actual
results
may
differ
from those
estimates.
Estimates
and underlying
assumptions
are reviewed
on an ongoing
basis.
Revisions
to accounting
estimates
are recognised
in the period
in which
the estimates
are revised
and
in any future
periods
affected.
Management
also
exercises
certain
judgements,
apart
from those
involving
estimations,
in the process
of applying
the accounting
policies.
Judgments
that
have
the most
significant
effect
on the amounts
recognised
in the consolidated
financial
statements
and estimates
that
can
cause a significant
adjustment
to the carrying
amount
of assets
and liabilities
within
the next
financial
year
include:
Tax legislation.
The Group
is subject
to taxation
in several
jurisdictions.
The major
part
of the tax
burden
refers
to the Russian
tax
legislation,
which
is subject
to varying
interpretations
when
being
applied
to the transactions
and activities
of the Group.
Significant
judgement
is required
in determining
whether
the tax
positions
and interpretations
the Group
has
taken
can
be sustained.
Refer
to Note 30.
Bonuses from
suppliers.
The Group
receives
various
bonuses
from suppliers
which
represent a significant
reduction
in cost
of goods
sold
and inventory
cost.
The calculation
of these
amounts
is in part
dependent
on an estimation
of whether
the amounts
due under
agreements
with suppliers
have
been
earned
at the reporting
date
based
on inventory
purchased
and other
conditions.
In particular,
estimates
and judgements
are applied
in determining
the period-
end
accrual
for the supplier
bonuses
that
are conditional
on the volume
of promotional
or marketing
activities
provided.
The allocation
of the bonuses
to inventory
cost
also
has
some
element
of judgement
in relation
to the attribution
of the bonuses
earned
to the cost
of specific
goods
received
from suppliers
based
on the proportion
of goods
purchased.
Determination of
recoverable
amount of
non-current assets.
For those
non-current
assets
where
impairment
indicators
exist
as at reporting
date,
the Group
estimates
the recoverable
amount
being
the higher
of their
value
in use
and fair
value
less
costs
of disposal.
For details
of impairment
assessment
performed
as at
31 December
2024 refer
to Notes
14-16.
Recoverability of
deferred
tax asset.
Significant
judgment
is required
in assessment
of recoverability
of deferred
tax
asset
on tax
losses
of LLC Fresh
Market,
the Group’s
entity
that
develops a discounter
chain.
In 2024
LLC Fresh
Market
utilized
part
of the deferred
tax
asset.
The Group
performs
analysis
of future
taxable
profit
to cover
the accumulated
tax
losses
on the basis
of the long-term
budget
for the entity. Recognition
of the deferred
tax
asset
is contingent
on the ability
of the Group
management
to adhere
to the long-
term
budget.
Refer
to Note 12.
Lease term.
In determining
the lease
term,
management
considers
all
facts
and circumstances
that
create
an economic
incentive
to exercise
an extension
option,
or not
exercise a termination
option.
Extension
options
(or periods
after
termination
options)
are only
included
in the lease
term
if the lease
is reasonably
certain
to be extended
(or not
terminated).
If the contractual
lease
term
does
not
align
with the economics
of the transaction,
management
considers
whether
there
are any non-
contractual
enforceable
rights
beyond
the written
agreement
to determine
the lease
term
with reference
to mutual
understanding
between
the parties,
respective
laws
and regulations
and other
relevant
factors.
The assessment
is reviewed
if a significant
event
or a significant
change
in circumstances
occurs
which
affects
this
assessment
and that
is within
the control
of the lessee.
The Group
leases
land
and trade
and other
premises
based
on the lease
agreements
with various
termination
and extension
options.
To determine
the lease
term
the management
has
applied
judgement
in performing
its ‘reasonably
certain’
assessment
and determined
that
it is reasonably
certain
that
the extension
options
will
be exercised
or termination
options
will
not
be exercised
during
the lease
period
which
is based
on the Group’s
business
plan
with the respective
planning
horizon.
Most
extension
options
in leases
of trade
premises
have
been
included
in the lease
liability,
because
the Group
is unlikely
to replace
the assets
within
the Group’s
planning
horizon.
The lease
term
is reassessed
if an option
is actually
exercised
(or not
exercised)
or the Group
becomes
obliged
to exercise
(or not
exercise)
it.
The assessment
of reasonable
certainty
is only
revised
if a significant
event
or a significant
change
in circumstances
occurs,
e.g.
asset
reconstruction,
renovation
and other,
which
affects
this
assessment,
and that
is within
the control
of the lessee.
For lease
agreements
of trade
and other
premises
with various
extension
and termination
options,
where
the lease
period
is based
on the Group’s
business
plan
with the respective
planning
horizon,
the Group
also
performs
its ‘reasonably
certain’
reassessment
and determines
that
it is reasonably
certain
that
the extension
options
will
be exercised
or termination
options
will
not
be exercised
closer
to the end
of the lease
term,
usually
six
months
before
the end
of the lease.
Six-month
period
is considered
to be sufficient
to make a decision
to vacate
the property
or continue
with the lease.
The financial
effect
of revising
the lease
terms
to reflect
the effect
of exercising
extension
and termination
options
was included
in the ‘Modifications
and reassessments’
captions
in Notes
15 and 25.
An increase
in the lease
term
by 1 year
for the leases
assuming
extension
options
at the reporting
date
would
have
increased
the balances
of right-
of-use
assets
and lease
liabilities
by RUB
3,769,660 thousand
and RUB
3,769,660 thousand,
respectively
(31 December
2023:
by RUB
4,076,999 thousand
and RUB
4,076,999 thousand,
respectively).
A decrease
of the lease
term
by 1 year
for the leases
assuming
extension
options
at the reporting
date
would
have
decreased
the balances
of right-
of-use
assets
and lease
liabilities
by RUB
4,104,139 thousand
and RUB
4,198,340 thousand,
respectively
(31 December
2023:
by RUB
4,401,328 thousand
and RUB
4,448,900 thousand,
respectively).
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Corporate
Governance
Financial Statements
This
analysis
assumes
that
all
other
variables,
in particular
incremental
borrowing
rate,
remain
constant.
Discount rates used
for
determination of
lease
liabilities.
The Group
uses
its incremental
borrowing
rate
as a base
for calculation
of the discount
rate
because
the interest
rate
implicit
in the lease
cannot
be readily
determined.
In 2024,
the Group’s
incremental
borrowing
rate
applied
to lease
liabilities
denominated
in Russian
Roubles
ranged
from 15
to 28%,
and
for contracts
denominated
in other
currencies
from 7
to 10%
(2023:
from 9
to 14%,
and
from 6
to 11%,
respectively).
An increase
in the discount
rate
by 100 basis
points
at the reporting
date
would
have
decreased
the balances
of right-
of-use
assets
and lease
liabilities
by RUB
438,468 thousand
and RUB
438,695 thousand,
respectively
(31 December
2023:
by RUB
506,432 thousand
and RUB
553,113 thousand,
respectively).
A decrease
of the discount
rate
by 100 basis
points
at the reporting
date
would
have
increased
the balances
of right-
of-use
assets
and lease
liabilities
by RUB
479,341 thousand
and RUB
479,341 thousand,
respectively
(31 December
2023:
by RUB
608,474 thousand
and RUB
608,474 thousand,
respectively).
This
analysis
assumes
that
all
other
variables,
in particular
lease
term,
remain
constant.
5. NEW OR
REVISED
STANDARDS
AND
INTERPRETATIONS
ADOPTED BY
THE
GROUP
A number
of new
standards
are effective
for annual
periods
beginning
after
1 January 2024 and earlier
application
is permitted;
however,
the Group
has
not
early
adopted
the new
or amended
standards
in preparing
these
consolidated
financial
statements.
(a) IFRS
18 Presentation
and
Disclosure in
Financial
Statements
IFRS 18 will
replace
IAS
1
Presentation
of Financial
Statements
and applies
for annual
reporting
periods
beginning
on or after
1 January 2027.
The new
standard
introduces
the following
key
new
requirements.
•
Entities
are required
to classify
all
income
and expenses
into five
categories
in the statement
of profit
or loss,
namely
the operating,
investing,
financing,
discontinued
operations
and income
tax
categories.
Entities
are also
required
to present a newly-defined
operating
profit
subtotal.
Entities’
net
profit
will
not
change.
•
Management-defined
performance
measures
(MPMs)
are disclosed
in a single
note
in the financial
statements.
•
Enhanced
guidance
is provided
on how
to group
information
in the financial
statements.
The Group
is still
in the process
of assessing
the impact
of the new
standard,
particularly
with respect
to the structure
of the Group’s
statement
of profit
or loss
and the additional
disclosures
required
for MPMs.
The Group
is also
assessing
the impact
on how
information
is grouped
in the financial
statements,
including
for items
currently
labelled
as ‘other’.
(b) Other accounting standards
The following
new
and amended
accounting
standards
are not
expected
to have a significant
impact
on the Group’s
consolidated
financial
statements.
•
Classification
and Measurement
of Financial
Instruments
(Amendments
to IFRS 9
and IFRS 7)
•
Lack
of Exchangeability
(Amendments
to IAS
21).
6. SEGMENT
INFORMATION
Operating
segments
are components
that
engage
in business
activities
that
may
earn
revenues
or incur
expenses,
whose
operating
results
are regularly
reviewed
by the chief
operating
decision
maker
(CODM)
and
for which
discrete
financial
information
is available.
The CODM
is the person
or group
of persons
who
allocate
resources
and assess
the performance
for the entity.
The CODM
has
been
determined
as the CEO
of the Group
and the Board
of Directors
of the Company.
The Group
is engaged
in management
of retail
stores
located
in the Russian
Federation.
Although
the Group
is not
exposed
to concentration
of sales
to individual
customers,
all
of the Group’s
sales
are made
in the Russian
Federation.
As such,
the Group
is exposed
to the economic
development
in Russia,
including
the development
of the Russian
retail
industry.
The Group
has
no
significant
non-
current
assets
outside
the Russian
Federation.
The Group
identified
its operating
segments
in accordance
with the criteria
set
in IFRS 8,
Operating
Segments,
and based
on the way
the operations
of the Group
are regularly
reviewed
by the CODM
to analyse
performance
and allocate
resources
within
the Group.
The Group
has
two
operating
segments
that
also
represent
reportable
segments:
“O’Key”
and “Da!”.
Each
segment
has
similar
format
of their
stores
which
is described
below:
•
O’Key –
chain
of modern
style
hypermarkets
under
the “O’KEY”
brand;
•
Da! –
chain
of discounter
stores
in Moscow
and Central
region.
The core
assortment
of goods
in the stores
of each
segment
is different,
and the segments
are managed
separately.
For each
of the segments,
the CODM
of the Group
reviews
internal
management
reports
at least
on a monthly
basis.
All
business
components
within
each
reportable
segment
demonstrate
similar
characteristics:
•
the products
and customers;
•
the business
processes
are integrated
and uniform:
the components
manage
their
operations
centrally.
Purchasing,
logistics,
finance,
HR
and IT functions
are centralised;
•
the components’
activities
are mainly
limited
to Russia
which
has a uniform
regulatory
environment.
The CODM
assesses
the performance
of the operating
segments
based
on revenue
and earnings
before
interest,
tax,
depreciation
and amortisation
adjusted
for certain
one-off
items
outlined
below
(“EBITDA”).
The “EBITDA”
term
is not
defined
in IFRS.
Other
information
provided
to the CODM
is measured
in a manner
consistent
with that
in the consolidated
financial
statements.
The accounting
policies
used
for the segment
reporting
are the same
as the accounting
policies
applied
for the consolidated
financial
statements
(Note 33).
Basis
of segmentation
used
in these
consolidated
financial
statements
is consistent
with that
used
in the prior
year.
The segment
information
for the years
ended
31 December
2024
and 31 December
2023 is as follows:
|
’000 RUB
|
O’Key
|
Da!
|
Total
|
|
|
2024
|
2023
|
2024
|
2023
|
2024
|
2023
|
|
External revenue
|
|
|
|
|
|
|
|
• Sales of trading stock
|
138,477,216
|
136,150,699
|
72,343,997
|
63,825,020
|
210,821,213
|
199,975,719
|
|
• Sales of self-produced catering products
|
6,304,033
|
5,796,395
|
-
|
-
|
6,304,033
|
5,796,395
|
|
Revenue from contracts with customers
|
144,781,249
|
141,947,094
|
72,343,997
|
63,825,020
|
217,125,246
|
205,772,114
|
|
Rental income
|
2,186,012
|
2,032,979
|
46,944
|
59,543
|
2,232,956
|
2,092,522
|
|
Total revenue
|
146,967,261
|
143,980,073
|
72,390,941
|
63,884,563
|
219,358,202
|
207,864,636
|
|
Inter-segment revenue
|
252,302
|
323,420
|
1,047,426
|
1,627,792
|
1,299,728
|
1,951,212
|
|
EBITDA
|
13,430,785
|
12,642,821
|
7,054,375
|
4,382,904
|
20,485,160
|
17,025,725
|
A reconciliation
of EBITDA
to profit
for the year
is as follows:
|
’000 RUB
|
Note
|
2024
|
2023
|
|
EBITDA
|
|
20,485,160
|
17,025,725
|
|
Net loss from disposal of non-current assets and net impairment of non-current assets
|
9
|
(45,722)
|
(349,457)
|
|
Loss from write-off of receivables and impairment of receivables
|
9
|
(161,308)
|
(229,027)
|
|
Loss from modification/ disposal of right-of-use assets
|
9
|
(542)
|
(80,067)
|
|
Depreciation and amortisation
|
8
|
(10,494,861)
|
(11,068,518)
|
|
Finance income
|
10
|
588,411
|
252,676
|
|
Finance costs
|
10
|
(9,035,243)
|
(7,519,479)
|
|
Foreign exchange loss
|
11
|
(304,310)
|
(1,074,086)
|
|
Other one-off items
|
|
(191,849)
|
(445,928)
|
|
Profit/(Loss) before income tax
|
|
839,737
|
(3,488,161)
|
|
Income tax benefit
|
12
|
1,148,607
|
610,099
|
|
Profit/(Loss) for the year
|
|
1,988,344
|
(2,878,062)
|
80
81
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
7. PRINCIPAL SUBSIDIARIES
Details
of the Company’s
significant
subsidiaries
at
31 December
2024
and 31 December
2023,
all 100%
owned
are as follows:
|
Subsidiary
|
Country
|
Nature of operations
|
|
LLC O’KEY
|
Russian Federation
|
Retail
|
|
LLC Fresh Market
|
Russian Federation
|
Retail and real estate
|
|
JSC Dorinda
|
Russian Federation
|
Real estate
|
|
LLC O’KEY management
|
Russian Federation
|
Managing company
|
|
LLC O’KEY Logistics
|
Russian Federation
|
Import operations
|
|
O’KEY Investments Ltd
|
Cyprus
|
Financing
|
8. GENERAL, SELLING AND
ADMINISTRATIVE EXPENSES
|
’000 RUB
|
Note
|
2024
|
2023
|
|
Personnel costs
|
|
17,801,101
|
17,648,595
|
|
Depreciation and amortisation
|
14-16
|
10,494,861
|
11,068,518
|
|
Communication and utilities
|
|
5,425,365
|
5,355,003
|
|
Advertising and marketing
|
|
2,109,774
|
2,199,563
|
|
Repairs and maintenance costs
|
|
1,845,411
|
1,779,811
|
|
Insurance and bank commissions
|
|
1,474,937
|
1,347,555
|
|
Operating taxes
|
|
864,438
|
717,655
|
|
Security expenses
|
|
755,729
|
770,506
|
|
Legal and professional expenses
|
|
745,598
|
673,604
|
|
Variable lease expenses and expenses relating to short-term and low value leases
|
|
563,848
|
439,631
|
|
Materials and supplies
|
|
396,819
|
441,329
|
|
Other costs
|
|
98,727
|
74,116
|
|
Total general, selling and administrative expenses
|
|
42,576,608
|
42,515,886
|
Total
employee
benefits
expense
for the year
ended
31 December
2024 included
in the cost
of goods
sold
and general,
selling
and administrative
expenses
is RUB
22,210,514 thousand
(2023:
21,150,316 thousand).
During
the year
ended
31 December
2024 the Group
employed
18,1 thousand
employees
on average
(2023:
19,7 thousand
employees
on average).
Approximately
95%
of the employees
(2023:
95%
of the employees)
are store
and warehouse
employees
and the remaining
part
is office
employees.
Fees
billed
to the Group
by the independent
auditors
for statutory
and consolidated
audits
and other
advisors
are as follows:
|
’000 RUB
|
2024
|
2023
|
|
Fees of the réviseur d’entreprises agréé for statutory audit of annual and consolidated accounts
|
19,145
|
17,712
|
|
Fees for the independent component auditors
|
20,284
|
14,229
|
|
Fees charged for other assurance services (other advisors)
|
750
|
4,300
|
|
Fees charged for tax advisory services (other advisors)
|
-
|
1,500
|
|
Total auditors’ remuneration
|
40,180
|
37,741
|
9. OTHER OPERATING INCOME AND
EXPENSES, NET
|
’000 RUB
|
2024
|
2023
|
|
Gain from modification of leases
|
755,579
|
368,686
|
|
Net loss from disposal of non-current assets
|
(45,722)
|
(349,457)
|
|
Impairment of receivables
|
(29,032)
|
(53,476)
|
|
Loss from write-off of receivables
|
(132,276)
|
(175,551)
|
|
Loss from disposal of right-of-use assets
|
(542)
|
(80,067)
|
|
Sundry income and expense, net
|
204,568
|
(1,769)
|
|
Total other operating income and expenses, net
|
752,575
|
(291,634)
|
10. FINANCE INCOME AND
FINANCE COSTS
|
’000 RUB
|
Note
|
2024
|
2023
|
|
Recognised in profit or loss
|
|
|
|
|
Interest income on bank deposits
|
|
588,411
|
252,676
|
|
Total finance income
|
|
588,411
|
252,676
|
|
Interest expense on loans and borrowings
|
|
(6,120,246)
|
(5,029,949)
|
|
Interest expense on lease liabilities
|
25
|
(2,914,997)
|
(2,489,530)
|
|
Total finance costs
|
|
(9,035,243)
|
(7,519,479)
|
|
Net finance costs recognised in profit or loss
|
|
(8,446,832)
|
(7,266,803)
|
During 2024 the Group
has
capitalised
borrowing
costs
in the amount
of RUB
68,331 thousand
(2023:
RUB
62,308 thousand)
arising
on financing
directly
attributable
to the construction
of the Group’s
new
stores.
The capitalisation
rate
was 16,1%
(2023:
12.9%).
11. FOREIGN EXCHANGE (LOSS)/GAIN
The Group’s
risk
management
policy
is to receive
loans
and borrowings
in the same
currency
in which
revenues
are generated
(RUB).
As at
31 December
2024,
there
are no
USD-denominated
loans
and borrowings
(31 December
2023:
there
are no
USD-denominated
loans
and borrowings).
The Group’s
exposure
to currency
risk
is disclosed
in Note 28.
|
’000 RUB
|
2024
|
2023
|
|
Foreign exchange loss on financial items
|
(606,070)
|
(2,617,287)
|
|
Foreign exchange gain on financial items
|
305,477
|
1,764,243
|
|
Net foreign exchange (loss)/gain on financial items
|
(300,593)
|
(853,044)
|
|
Foreign exchange loss on operating items
|
(3,717)
|
(221,042)
|
|
Total foreign exchange (loss)/gain
|
(304,310)
|
(1,074,086)
|
In 2024 and
in 2023 substantial
amount
of the net
foreign
exchange
gain
relates
to USD-denominated intercompany
loans
between
Group
entities
with different
functional
currencies
which
are eliminated
on consolidation.
The foreign
exchange
losses
arose
mainly
from import
operations.
82
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2024
Overview
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Operational Review
Financial Review
Corporate
Governance
Financial Statements
12. INCOME TAX
Income tax recognised in
profit or
loss
|
’000 RUB
|
2024
|
2023
|
|
Current tax expense
|
(299,598)
|
(75,164)
|
|
Deferred tax benefit
|
78,871
|
685,263
|
|
Increase in tax rate (25%)
|
1,369,334
|
-
|
|
Total income tax benefit/(expense)
|
1,148,607
|
610,099
|
In July 2024
Tax
Code
of the Russian
Federation
have
been
amended
and it was declared
that
income
tax
rate
should
increase
from 20%
to 25%
starting
from 1 January 2025.
This
change
has
led
to additional
income
of RUB
1,369,334 thousand
related
to the remeasurement
of the future
utilization
of deferred
tax
assets
and liabilities
for the entities
located
in Russia
which
was recognised
in 2024 financial
statements.
(2023:
nil)
Reconciliation between the
tax expense and
profit or
loss multiplied by
applicable tax rate
The income
tax
rate
applicable
to the majority
of the Group’s 2024 and
2023 income
is 20%,
the income
tax
rate
established
by the Russian
tax
legislation.
A reconciliation
between
the expected
and the actual
taxation
benefit/charge
is provided
below.
|
’000 RUB
|
2024
|
2023
|
|
Profit/ (Loss) before income tax
|
839,680
|
(3,488,161)
|
|
Theoretical income tax at applicable tax rate of 20%
|
(167,936)
|
697 632
|
|
Effect of income taxed at different rates
|
135,807
|
22,323
|
|
Tax effect of items which are not deductible for taxation purposes:
|
|
|
|
• Inventory shrinkage expenses
|
(7,521)
|
(7,274)
|
|
• Other non-deductible expenses
|
(156,746)
|
(61,730)
|
|
Adjustments to current income tax
|
(24,332)
|
(40,852)
|
|
Increase in tax rate (25%)
|
1,369,334
|
-
|
|
Income tax benefit for the year
|
1,148,607
|
610,099
|
Deferred tax assets
and
liabilities
(a) Deferred taxes in
respect
of
subsidiaries
The Group
has
not
recorded a deferred
tax
liability
in respect
of temporary
differences
of RUB
26,611,873 thousand
(31 December
2023:
RUB
25,648,263 thousand)
associated
with investments
in subsidiaries
as the Group
is able
to control
the timing
of the reversal
of those
temporary
differences
and does
not
intend
to reverse
them
in the foreseeable
future.
If the temporary
difference
reversed
in form
of distributions
remitted
to the Company,
then
an enacted
tax
rate
of 5-15%
would
apply.
(b) Recognised deferred tax asset
on
tax loss carried forward
Deferred
tax
asset
recognised
in respect
of tax
loss
carried
forward
relates
to the losses
accumulated
by the Group’s
subsidiary
LLC Fresh
Market
that
develops a discounter
chain.
Starting
from
1 January 2017
the amendments
to the Russian
tax
legislation
became
effective
in respect
of tax
loss
carry
forwards.
The amendments
affect
tax
losses
incurred
and accumulated
since 2007 that
have
not
been
utilised.
The 10-year
expiry
period
for tax
loss
carry-forwards
that
was in effect
prior
to 2017 no
longer
applies,
and the accumulated
tax
losses
can
now
be carried
forward
for utilisation
in future
periods
without
any time
limitation,
with exception
of limitation
on utilisation
of tax
loss
carry
forwards
that
applies
during
the period
from 2017
to 2026.
The amount
of losses
that
can
be utilised
each
year
during
this
period
is limited
to 50%
of annual
taxable
profit.
The Group
determined
that
future
taxable
profits
will
be available
at LLC Fresh
Market
in the foreseeable
future
against
which
its accumulated
losses
can
be utilised.
In making
this
assessment
the Group
considered
that
according
to the discounter
chain’s
long-
term
budget
the deferred
tax
asset
of RUB
4,017,971 thousand
on accumulated
losses
generated
by LLC Fresh
Market
as at
31 December
2024 will
be utilised
in full
by 2029.
In 2024
LLC Fresh
Market
already
utilised
part
of the deferred
tax
asset.
The Group
is following
its long-
term
budget
approved
in prior
years
with insignificant
changes
on revenue
and expenses
planned
for 2024
in order
to reflect
changes
noted
in 2023
with no
impact
on total
net
profit
in monetary
terms.
Recognition
of the deferred
tax
asset
is contingent
on the ability
of the Group
management
to adhere
to the key
assumptions
made
in the long-term
budget.
These
key
assumptions
in the discounter
chain’s
long-term
budget
covering 2024-2029 include
annual
expansion
by approximately
40 new
discounter
stores
per
year
except
for 2024 year
and
2025 were
focus
on operational
efficiency
is planned
instead
of intensive
expansion;
annual
growth
in revenue
comparable
with past
dynamics
of the discounter
chain;
and gradual
decrease
of share
of semi-fixed
costs
due to economies
of scale.
In addressing
the sensitivity
of the timing
of full
utilisation
of the deferred
tax
asset
attributable
to LLC Fresh
Market,
the Group
estimated
that
if the pace
of openings
of new
discounter
stores
in each
of the years
from 2025
to 2029 is lower
by 20%
as compared
to the chain
expansion
rate
reflected
in the segment’s
long-term
budget,
with all
other
assumptions
held
constant,
the timing
of full
utilisation
of the deferred
tax
asset
would
shift
from 2029
to 2030.
The Group
believes
that
any such
shift
does
not
affect
the probability
that
the deferred
tax
asset
would
be fully
utilised,
since the tax
losses
can
be carried
forward
indefinitely
and have
no
expiry
date
under
the Russian
tax
legislation.
(c) Movement in
temporary
differences during the
year
Differences
between
IFRS
and statutory
taxation
regulations
in Russia
and other
countries
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.
|
’000 RUB
|
1 January 2024
|
Recognised in profit or loss (20%)
|
Recognised in profit or loss after increase (25%)
|
31 December 2024
|
|
Tax effect of deductible/ (taxable) temporary differences and tax loss carry forwards
|
|
|
Investment property
|
179,953
|
-
|
44,988
|
224,941
|
|
Property, plant and equipment
|
(1,260,559)
|
(58,846)
|
(329,851)
|
(1,649,256)
|
|
Construction in progress
|
(267,548)
|
198,300
|
(17,312)
|
(86,560)
|
|
Right-of-use assets
|
(3,620,203)
|
832,890
|
(696,808)
|
(3,484,121)
|
|
Intangible assets
|
102,622
|
(179,376)
|
(19,188)
|
(95,942)
|
|
Other non- current assets
|
151,077
|
(8,112)
|
35,741
|
178,706
|
|
Inventories
|
268,112
|
(54,527)
|
53,395
|
266,980
|
|
Trade and other receivables and payables
|
218,824
|
77,859
|
74,171
|
370,854
|
|
Long-term investments
|
5,785
|
-
|
1,446
|
7,231
|
|
Lease liabilities
|
6,065,625
|
(1,011,131)
|
1,263,666
|
6,318,160
|
|
Tax loss carry-forwards
|
3,554,526
|
281,815
|
959,085
|
4,795,426
|
|
Net deferred tax assets
|
5,398,214
|
78,871
|
1,369,333
|
6,846,419
|
|
Recognised deferred tax assets
|
6,082,047
|
-
|
-
|
7,868,051
|
|
Recognised deferred tax liabilities
|
(683,833)
|
-
|
-
|
(1,021,632)
|
84
85
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
|
’000 RUB
|
1 January 2023
|
Recognised in profit or loss
|
31 December 2023
|
|
Tax effect of deductible/ (taxable) temporary differences and tax loss carry forwards
|
|
|
Investment property
|
179,953
|
-
|
179,953
|
|
Property, plant and equipment
|
(1,303,769)
|
43,210
|
(1,260,559)
|
|
Construction in progress
|
(211,505)
|
(56,043)
|
(267,548)
|
|
Right-of-use assets
|
(2,610,919)
|
(1,009,284)
|
(3,620,203)
|
|
Intangible assets
|
(106,099)
|
208,721
|
102,622
|
|
Other non-current assets
|
(42,157)
|
193,234
|
151,077
|
|
Inventories
|
258,045
|
10,067
|
268,112
|
|
Trade and other receivables and payables
|
440,124
|
(221,300)
|
218,824
|
|
Long-term investments
|
5,785
|
-
|
5,785
|
|
Lease liabilities
|
4,689,130
|
1,376,495
|
6,065,625
|
|
Tax loss carry-forwards
|
3,414,363
|
140,165
|
3,554,526
|
|
Net deferred tax assets
|
4,712,951
|
685,263
|
5,398,214
|
|
Recognised deferred tax assets
|
5,245,595
|
-
|
6,082,047
|
|
Recognised deferred tax liabilities
|
(532,644)
|
-
|
(683,833)
|
In the context
of the Group’s
current
structure,
tax
losses
and current
tax
assets
of different
Group
companies
may
not
be offset
against
current
tax
liabilities
and taxable
profits
of other
Group
companies
and,
accordingly,
taxes
may
accrue
even
where
there
is a consolidated
tax
loss.
Therefore,
deferred
tax
assets
and liabilities
are offset
only
when
they
relate
to the same
taxable
entity.
13. INVESTMENT PROPERTY
(a) Reconciliation of
carrying amount
|
’000 RUB
|
|
|
Investment properties at fair value as at 1 January 2023
|
1,474,333
|
|
Disposals
|
(217,115)
|
|
Investment properties at fair value as at 31 December 2023
|
1,257,218
|
|
Investment properties at fair value as at 1 January 2024
|
1,257,218
|
|
Transfer into property, plant and equipment
|
(193,000)
|
|
Investment properties at fair value as at 31 December 2024
|
1,064,218
|
The trade
premises
of the Group
included
in investment
property
are subject
to operating
leases.
During
the year
ended
31 December
2024 the Group
transferred
from investment
property
to property,
plant
and equipment
one
building
that
was previously
used
to generate
rental
income.
In October 2024 a new
discounter
was opened
there.
As at
31 December
2024 the Group’s
investment
property
comprises
two
buildings
and three
land
plots
(31 December
2023:
three
buildings
and three
land
plots).
(b) Measurement of
fair value
The investment
properties
are valued
annually
on 31 December
at fair
value,
by an independent,
professionally
qualified
valuator
who
has
recent
experience
in valuing
similar
properties
in the Russian
Federation.
The carrying
values
of investment
properties
at
31 December
2024
and 31 December
2023 agree
to the valuations
reported
by the external
valuators
with the use
of a combination
of the market
approach
with reference
to comparable
prices
for orderly
transactions
with similar
properties
and the income
approach
with reference
to estimates
of future
cash
flows,
supported
by the terms
of any existing
lease
and other
contracts
and
by external
evidence
such
as current
market
rents
for similar
properties
in the same
location
and condition,
and using
discount
rates
that
reflect
current
market
assessments
of the uncertainty
in the amount
and timing
of the cash
flows.
The principal
assumptions
underlying
the estimation
of the fair
value
with reference
to the income
approach
are those
relating
to:
the annual
net
rent
rate
of RUB
665-1,626 per
sq.
m.
(31 December
2023:
RUB
645-1,829 per
sq.
m.);
expected
occupancy
of 82-100%
in the subsequent
years
(31 December
2023:
82-100%)
and appropriate
discount
rate
of 13,7% –
17,9%
(31 December
2023:
9,82% –
15,6%).
These
valuations
are regularly
compared
to actual
market
yield
data
and actual
transactions
by the Group,
and those
reported
by the market.
The fair
value
measurement
of investment
property
has
been
categorised
as a Level
3 fair
value
based
on the inputs
to the valuation
technique
used.
14. PROPERTY, PLANT AND
EQUIPMENT AND
CONSTRUCTION IN
PROGRESS
|
’000 RUB
|
Land
|
Buildings
|
Leasehold improve- ments
|
Machinery and equip- ment, auxil- iary facilities and other fixed assets
|
Total property,plant and equipment
|
Construc- tion in prog ress
|
Total prop- erty, plant and equip- ment and construction in progress
|
|
Cost
|
|
|
|
|
|
|
|
|
Balance at 1 January 2023
|
3,735,039
|
42,733,457
|
12,836,893
|
20,662,019
|
79,967,408
|
2,633,788
|
82,601,196
|
|
Additions
|
21,000
|
53,742
|
4,160
|
2,251,065
|
2,329,967
|
3,814,811
|
6,144,778
|
|
Transfers
|
-
|
803,977
|
2,106,289
|
497,363
|
3,407,629
|
(3,407,629)
|
-
|
|
Disposals
|
-
|
(19,255)
|
(320,272)
|
(1,108,648)
|
(1,448,175)
|
(610,835)
|
(2,059,010)
|
|
Balance at 31 December 2023
|
3,756,039
|
43,571,921
|
14,627,070
|
22,301,799
|
84,256,829
|
2,430,135
|
86,686,964
|
|
Balance at 1 January 2024
|
3,756,039
|
43,571,921
|
14,627,070
|
22,301,799
|
84,256,829
|
2,430,135
|
86,686,964
|
|
Additions
|
2,600
|
23,747
|
2,312
|
787,078
|
815,737
|
1,095,391
|
1,911,128
|
|
Transfers
|
-
|
383,538
|
711,107
|
227,969
|
1,322,614
|
(1,322,614)
|
-
|
|
Transfer from invest- ment property
|
-
|
193,000
|
-
|
-
|
193,000
|
-
|
193,000
|
|
Disposals
|
-
|
(1,481)
|
(161,567)
|
(913,425)
|
(1,076,473)
|
(2,172)
|
(1,078,645)
|
|
Balance at 31 December 2024
|
3,758,639
|
44,170,725
|
15,178,922
|
22,403,421
|
85,511,707
|
2,200,740
|
87,712,447
|
|
Depreciation and impairment losses
|
|
|
|
|
|
|
Balance at 1 January 2023
|
-
|
(14,634,738)
|
(7,724,160)
|
(14,998,659)
|
(37 357 557)
|
(1,307,772)
|
(38,665,329)
|
|
Depreciation for the year
|
-
|
(697,560)
|
(2,237,291)
|
(1,994,998)
|
(4 929 849)
|
-
|
(4,929,849)
|
|
Disposals
|
-
|
6,243
|
248,814
|
1,016,002
|
1,271,059
|
-
|
1,271, 059
|
|
Balance at 31 December 2023
|
-
|
(15,326,055)
|
(9,712,637)
|
(15,977,655)
|
(41,016,347)
|
(1,307,772)
|
(42,324,119)
|
|
Balance at 1 January 2024
|
-
|
(15,326,055)
|
(9,712,637)
|
(15,977,655)
|
(41,016,347)
|
(1,307,772)
|
(42,324,119)
|
|
Depreciation for the year
|
-
|
(719,184)
|
(1,769,606)
|
(1,777,915)
|
(4,266,705)
|
-
|
(4,266,705)
|
|
Disposals
|
-
|
573
|
137,006
|
869,494
|
1,007,073
|
-
|
1,007,073
|
|
Balance at 31 December 2024
|
-
|
(16,044,666)
|
(11,345,237)
|
(16,886,076)
|
(44,275,979)
|
(1,307,772)
|
(45,583,751)
|
|
Net book value
|
|
|
|
|
|
|
|
|
At 1 Janu- ary 2023
|
3,735,039
|
28,098,719
|
5,112,733
|
5,663,360
|
42,609,851
|
1,326,016
|
43,935,867
|
|
At 31 Decem- ber 2023
|
3,756,039
|
28,245,866
|
4,914,433
|
6,324,144
|
43,240,482
|
1,122,363
|
44,362,845
|
|
At 31 Decem- ber 2024
|
3,758,639
|
28,126,059
|
3,833,685
|
5,517,345
|
41,235,728
|
892,968
|
42,128,696
|
86
87
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
Depreciation
expense
of RUB
4,266,705 thousand
has
been
charged
to selling,
general
and administrative
expenses
(2023:
RUB
4,929,849 thousand).
Impairment assessment
At the end
of each
reporting
period,
the Group
assesses
whether
there
is any indication
that
its non-
current
assets
including
property,
plant
and equipment,
right-of-use
assets
and other
non-current
assets
may
be impaired.
Where
the non-
current
assets
relate
to the Group’s
stores,
these
stores
are treated
as separate
CGUs,
and impairment
assessment
is performed
in respect
of the aggregate
carrying
value
of the non-current
assets
attributable
to these
CGUs
with reference
to their
actual
and anticipated
performance
and other
relevant
factors.
For the CGUs
subject
to impairment
testing,
recoverable
amount
was determined
based
on value-in-use.
Value
in use
calculations
were
prepared
using
cash
flow
projections
based
on financial
budgets
and forecasts
approved
by management
covering a one-year
period.
Cash
flows
beyond
the one-
year
period
are extrapolated
using
an expected
growth
rate
for each
particular
CGU
which
depends
on its maturity
and other
relevant
factors.
The discount
rates
are post-
tax
and reflect
management’s
estimate
of the risks
specific
to the Group.
As the result
of the impairment
test
performed
as at
31 December
2024 no
impairment
was identified.
(31 December
2023:
no
impairment
was identified).
The post-tax
discount
rate
used
in the assessment
under
the value
in use
approach
as at
31 December
2024 was 14.8%
(31 December
2023:
12.6%).
If the revised
estimated
post-tax
discount
rate
applied
to the discounted
cash
flows
of the CGUs
had
been 1300 basis
points
higher
than
management’s
estimates,
the Group
would
need
to reduce
the carrying
value
of property,
plant
and equipment
by RUB
4,000 thousand
(2023:
if the estimated
post-tax
discount
rate
had
been
800 basis
points
higher
than
management’s
estimates,
the Group
would
need
to reduce
the carrying
value
of property,
plant
and equipment
by RUB
4,000 thousand).
Pledged assets
At
31 December
2024,
trade
stores
with carrying
value
of RUB
7,751,255 thousand
have
been
pledged
to third
parties
as collateral
for bank
borrowings
(31 December
2023: trade
stores
were
pledged
with carrying
value
of RUB
7,769,535thousand).
15. RIGHT-OF-USE ASSETS
The Group
leases
various
trade
premises,
land
and other
assets.
Rental
contracts
are typically
made
for fixed
periods
of 3
to 30 years
but
may
have
extension
and early
termination
options.
Lease
terms
are negotiated
on an individual
basis
and contain a wide
range
of different
terms
and conditions.
The table
below
presents
the right-of-use
assets
by class
of underlying
assets:
|
’000 RUB
|
Trade premises
|
Land
|
Other
|
Total
|
|
Balance at 1 January 2023
|
14,929,487
|
3,373,340
|
913,989
|
19,216,816
|
|
Additions
|
1,845,165
|
251,805
|
7,977
|
2,104,947
|
|
Modifications and reassessments
|
4,011,602
|
28,939
|
3,643,558
|
7, 684,099
|
|
Depreciation
|
(4,616,017)
|
(168,449)
|
(830,310)
|
(5,614,776)
|
|
Disposals
|
-
|
(81,323)
|
-
|
(81,323)
|
|
Balance at 31 December 2023
|
16,170,237
|
3,404,312
|
3,735,214
|
23,309,763
|
|
Balance at 1 January 2024
|
16,170,237
|
3,404,312
|
3,735,214
|
23,309,763
|
|
Additions
|
196,855
|
-
|
-
|
196,855
|
|
Modifications and reassessments
|
1,727,357
|
(237,945)
|
119,178
|
1,608,590
|
|
Depreciation
|
(4,603,574)
|
(187,929)
|
(901,577)
|
(5,693,080)
|
|
Balance at 31 December 2024
|
13,490,875
|
2,978,438
|
2,952,815
|
19,422,128
|
The group
‘Other’
is mostly
represented
by office
premises
and warehouses.
Modifications
and reassessments
for the year
ended
31 December
2024 were
driven
by the reassessment
of extension
options
for some
of the Group’s
leases,
as well as by the modification
and reassessment
of a number
of other
leases,
primarily
attributable
to the Group’s
trade
premises,
that
changed
either
the consideration
of the lease,
contractual
terms,
or both,
with no
change
in size
of underling
assets.
Depreciation
expense
of RUB
5,680,729 thousand
(2023:
RUB
5,599,427 thousand)
has
been
charged
to general,
selling
and administrative
expenses.
During 2024 the Group
has
capitalised
depreciation
of right
of use
assets
in the amount
of RUB
12,351 thousand
(2023:
RUB
15,349 thousand).
Right-of-use
assets
are assessed
for indication
of potential
impairment
as at each
reporting
date.
For those
assets
where
impairment
indicators
exist,
the Group
estimates
recoverable
amount
being
the higher
of their
value
in use
and fair
value
less
costs
of disposal,
on either
individual
asset
or CGU
level.
No
indicators
of impairment
were
identified
for the Group’s
right-of-
use
assets
that
are attributable
to individual
leased
assets
and do
not
relate
to stores
in operation
as at
31 December
2024 and
2023.
For those
right-of-use
assets
that
relate
to the Group’s
stores
and are therefore
assessed
for impairment
on the store
level
together
with the other
non-current
assets
attributable
to the stores,
impairment
assessment
has
been
performed
as disclosed
in Note 14.
No
impairment
attributable
to the right-of-use
assets
was identified
as at
31 December
2024
and 31 December
2023.
No
reversal
of impairment
as at
31 December
2024
and 31 December
2023 was made.
16. INTANGIBLE ASSETS
|
’000 RUB
|
Software
|
Other intangible assets
|
Total
|
|
Cost
|
|
|
|
|
Balance at 1 January 2023
|
1,974,018
|
309,460
|
2,283,478
|
|
Additions
|
456,824
|
272,123
|
728,947
|
|
Disposals
|
(571,463)
|
(149,409)
|
(720,872)
|
|
Balance at 31 December 2023
|
1,859,379
|
432,174
|
2,291,553
|
|
Balance at 1 January 2024
|
1,859,379
|
432,174
|
2,291,553
|
|
Additions
|
702,821
|
200,558
|
903,379
|
|
Disposals
|
(406,585)
|
(230,085)
|
(636,670)
|
|
Balance at 31 December 2024
|
2,155,615
|
402,647
|
2,558,262
|
|
Amortisation and impairment losses
|
|
|
|
|
Balance at 1 January 2023
|
(916,221)
|
(161,742)
|
(1,077,963)
|
|
Amortisation for the year
|
(491,512)
|
(47,730)
|
(539,242)
|
|
Disposals
|
520,939
|
19,266
|
540,205
|
|
Balance at 31 December 2023
|
(886,794)
|
(190,206)
|
(1,077,000)
|
|
Balance at 1 January 2024
|
(886,794)
|
(190,206)
|
(1,077,000)
|
|
Amortisation for the year
|
(480,419)
|
(71,022)
|
(551,441)
|
|
Disposals
|
412,245
|
171,514
|
583,759
|
|
Balance at 31 December 2024
|
(954,968)
|
(89,714)
|
(1,044,682)
|
|
Carrying amounts
|
|
|
|
|
At 1 January 2023
|
1,057,797
|
147,718
|
1,205,515
|
|
At 31 December 2023
|
972,585
|
241,968
|
1,214,553
|
|
At 31 December 2024
|
1,200,647
|
312,933
|
1,513,580
|
Amortisation
of RUB
551,441 thousand
has
been
charged
to selling,
general
and administrative
expenses
(2023:
RUB
539,242 thousand).
No
indicators
of impairment
were
identified
for the Group’s
intangible
assets
as at
31 December
2024
and 31 December
2023.
88
89
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
17. PREPAYMENTS
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Prepayments for goods
|
458,205
|
320,267
|
|
Prepayments for variable lease payments – third parties
|
34,946
|
126,277
|
|
Prepayments for services
|
430,985
|
192,597
|
|
VAT on prepayments
|
40,347
|
86,172
|
|
Other prepayments
|
90,278
|
74,999
|
|
Total prepayments
|
1,054,761
|
800,312
|
18. OTHER NON-CURRENT ASSETS
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Financial assets within other non-current assets
|
|
|
|
Long-term refundable deposits to lessors
|
540,823
|
564,621
|
|
Total financial assets within other non-current assets
|
540,823
|
564,621
|
|
Other non-current assets
|
|
|
|
Prepayments for non-current assets
|
148,707
|
307,483
|
|
Total other non-current assets
|
689,530
|
872,104
|
19. INVENTORIES
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Goods for resale
|
25,871,114
|
24,145,751
|
|
Raw materials and consumables
|
1,426,329
|
1,562,829
|
|
Write-down to net realisable value
|
(638,888)
|
(732,654)
|
|
Total inventories
|
26,658,555
|
24,975,926
|
The Group
tested
the inventories
for obsolescence
and wrote
down
the inventories
to their
net
realisable
value,
which
resulted
in a decrease
of the carrying
value
of inventories
by RUB
638,888 thousand
as at
31 December
2024
(31 December
2023:
RUB
732,654 thousand).
The write
down
to net
realisable
value
was determined
by applying
percentages
of discount
on sales
and write-offs
of slow-moving
goods
to the appropriate
ageing
of the goods.
The percentages
of discount
were
based
on the management’s
best
estimate
following
the experience
of the discount
sales.
20. TRADE AND
OTHER RECEIVABLES
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Financial assets within trade and other receivables
|
|
|
|
Trade receivables
|
201,870
|
420,326
|
|
Bonuses receivable from suppliers
|
1,722,004
|
1,553,709
|
|
Other financial receivables
|
275,734
|
169,427
|
|
Total financial assets within trade and other receivables
|
2,199,608
|
2,143,462
|
|
Other receivables
|
|
|
|
VAT receivable
|
319,325
|
138,294
|
|
Prepaid taxes other than income tax
|
369,072
|
234,436
|
|
Total trade and other receivables
|
2,888,005
|
2,516,192
|
The Group’s
exposure
to credit
and currency
risks
and credit
loss
allowance
as at
31 December
2024
and 31 December
2023 related
to trade
and other
receivables
are disclosed
in Note 28.
21. CASH AND
CASH EQUIVALENTS
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Cash on hand
|
144,641
|
162,782
|
|
Bank current accounts
|
7,208,300
|
4,866,560
|
|
Term deposits
|
7,859,865
|
5,988,729
|
|
Cash in transit
|
615,380
|
507,720
|
|
Total cash and cash equivalents
|
15,828,186
|
11,525,791
|
Term
deposits
had
original
maturities
of less
than
three
months.
The Group’s
exposure
to currency
risk
related
to cash
and cash
equivalents
is disclosed
in Note 28.
22. EQUITY
As at
31 December
2024
and 31 December
2023,
the Company’s
authorised,
issued
and
fully
paid
share
capital
of RUB
119,440 thousand,
the RUB
equivalent
of EUR
2,691
thousand,
is represented
by 269,074,000
ordinary
shares
with a par
value
of 0.01 EUR each.
Each
share
is entitled
to one
vote,
except
as may
be otherwise
provided
by the Articles
of incorporation
or by applicable
law.
In accordance
with Luxembourg
Company
Law,
the Company
is required
to transfer a minimum
of 5%
of its net
profits
for each
financial
year
to a legal
reserve.
This
requirement
ceases
to be necessary
once
the balance
of the legal
reserve
reaches
10%
of the issued
share
capital.
The legal
reserve
is not
available
for distribution
to the shareholders.
As at
31 December
2024 and
at
31 December
2023,
the legal
reserve
was formed
in full.
Additional
paid-in capital
represents
the excess
of contributions
received
over
par
value
of shares
issued.
There
were
no
movements
in additional
paid-in capital
during
the years
ended
31 December
2024
and 31 December
2023.
No
dividends
were
declared
and paid
in
2024
and
2023.
23. EARNINGS/(LOSS) PER SHARE
Basic
earnings
per
share
are calculated
by dividing
the profit
or loss
attributable
to owners
of the Company
by the weighted
average
number
of ordinary
shares
in issue
during
the year.
The Company
has
no
dilutive
potential
ordinary
shares;
therefore,
the diluted
earnings
per
share
equals
the basic
earnings
per
share.
Earnings
per
share
is calculated
as follows:
|
‘000 RUB
|
2024
|
2023
|
|
Profit/(loss) for the year
|
1,988,344
|
(2,878,062)
|
|
Weighted average number of ordinary shares in issue (thousands)
|
269,074
|
269,074
|
|
Basic and diluted earnings/(loss) per ordinary share (in RUB per share)
|
7.4
|
(10.7)
|
90
91
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
24. LOANS AND
BORROWINGS
|
|
|
31 December 2024
|
31 December 2023
|
|
’000 RUB
|
Currency
|
Maturity
|
Carrying value
|
Maturity
|
Carrying value
|
|
Non-current loans and borrowings
|
|
|
|
|
|
|
Secured bank loans
|
RUB
|
2026-2027
|
8,266,667
|
2025-2027
|
11,794,118
|
|
Unsecured bank facilities
|
RUB
|
2026-2028
|
8,702,632
|
2025-2028
|
12,850,000
|
|
Unsecured bonds
|
RUB
|
2026-2030
|
19,611,883
|
2026-2030
|
16,484,330
|
|
Total non-current loans and borrowings
|
|
|
36,581,181
|
|
41,128,448
|
|
Current loans and borrowings
|
|
|
|
|
|
|
Secured bank loans
|
RUB
|
2025
|
3,527,451
|
|
-
|
|
Unsecured bank facilities
|
RUB
|
2025
|
7,147,368
|
2024
|
3,500,000
|
|
Unsecured bonds
|
RUB
|
2025
|
392,177
|
2024
|
2,500,000
|
|
Unsecured loans from third parties
|
RUB
|
2025
|
2,850
|
2024
|
2,850
|
|
Total current loans and borrowings
|
|
|
11,069,846
|
|
6,002,850
|
|
Unsecured bonds interest
|
RUB
|
|
244,629
|
|
240,529
|
|
Secured bank loans
|
RUB
|
|
4,944
|
|
3,305
|
|
Unsecured loans interest
|
RUB
|
|
29,145
|
|
10,615
|
|
Interest accrued on loans and borrowings
|
|
|
278,718
|
|
254,450
|
|
Total current loans and borrowings,including interest accrued
|
|
|
11,348,564
|
|
6,257,300
|
|
Total loans and borrowings
|
|
|
47,929,745
|
|
47,385,748
|
Information
about
property,
plant
and equipment
pledged
as collateral
for the Group’s
loans
and borrowings
is disclosed
in Note 14.
As at
31 December
2024 the Group
had
RUB
13,050,000 thousand
(31 December
2023:
RUB
16,560,000 thousand)
of undrawn
committed
borrowing
facilities
available
in RUB on fixed
and floating
rate
basis
until
March 2024-March 2028
in respect
of which
all
conditions
have
been
met.
Proceeds
from these
facilities
may
be used
to finance
operating
and investing
activities,
if necessary.
In 2024 the Group
repaid
bonds
issued
during 2019 and
due in 2024
in the amount
of RUB
2,500,000 thousand.
In 2023 the Group
repaid
bonds
issued
during 2019-2020 and
due in 2023-2025
in the amount
of RUB
6,062,700 thousand.
The following
issues
of unsecured
bonds
were
also
placed
by the Group
on Moscow
exchange
in 2019-2024:
•
an issue
made
in April 2019
in the amount
of RUB
5,000,000 thousand
bearing
coupon
rate
of 9.35%
p.a.
and maturing
in April 2029
with an option
for the bondholders
to claim
early
repayment
in April 2022.
In October
and November 2021 bonds
were
partially
repaid
in the amount
of RUB
2,162,329 thousand.
In April 2022 bonds
were
partially
repaid
in the amount
of RUB
2,445,494 thousand.
An option
for the bondholders
to claim
early
was prolonged
till
April 2025 bearing
coupon
rate
of 9.9%
p.a;
•
an issue
made
in December
2019
in the amount
of RUB
5,000,000 thousand
bearing
coupon
rate
of 7.85%
p.a.
and maturing
in November 2024;
•
an issue
made
in November 2020
in the amount
of RUB
5,000,000 thousand
bearing
coupon
rate
of 7.50%
p.a.
and maturing
in October 2030
with an option
for the bondholders
to claim
early
repayment
in November 2023.
In December
2022 bonds
were
partially
repaid
in the amount
of RUB
1,304,799 thousand;
•
an issue
made
in November 2022
in the amount
of RUB
8,500,000 thousand
bearing
coupon
rate
of 11.5%
p.a.
and maturing
in November 2032
with an option
for the bondholders
to claim
early
repayment
in May 2026;
•
an issue
made
in May 2023
in the amount
of RUB
7,500,000 thousand
bearing
coupon
rate
of 11.75%
p.a.
and maturing
in May 2033
with an option
for the bondholders
to claim
early
repayment
in May 2026;
•
an issue
made
in March 2024
in the amount
of RUB
3,500,000 thousand
bearing
coupon
rate
of 15.50%
p.a.
and maturing
in March 2034
with an option
for the bondholders
to claim
early
payment
in March 2027.
Compliance with
loan
covenants
The Group
monitors
compliance
with loan
covenants
on an ongoing
basis.
Where
noncompliance
is unavoidable
in management’s
view,
the Group
requests
waiver
letters
from the banks
before
the year-end,
confirming
that
the banks
waive
their
rights
to demand
early
redemption.
At
31 December
2024 and during
the years
then
ended
the Group
complied
with all
its loan
covenants.
In 2023 the Group
requested
waiver
letters
from the banks,
confirming
that
the banks
waive
their
rights
to demand
early
redemption.
25. LEASE LIABILITIES
|
’000 RUB
|
2024
|
2023
|
|
Balance at 1 January
|
26,722,381
|
22,544,804
|
|
Additions
|
196,855
|
2,000,248
|
|
Modifications and reassessments
|
849,803
|
7,090,769
|
|
Repayment
|
(8,282,395)
|
(7,759,668)
|
|
Interest expense
|
2,914,997
|
2,491,371
|
|
Foreign exchange gain
|
32,933
|
356,113
|
|
Disposals
|
-
|
(1,256)
|
|
Balance at 31 December
|
22,434,574
|
26,722,381
|
|
Non-current lease liabilities
|
16,978,580
|
20,760,179
|
|
Current lease liabilities
|
5,455,994
|
5,962,202
|
Interest
expense
in the amount
of RUB
2,914,977 thousand
(2023:
RUB
2,489,530 thousand)
has
been
charged
to finance
costs.
Total
cash
outflow
for leases
in 2024 amounted
to RUB
8,757,220 thousand
(2023:
RUB
8,207,325 thousand).
Some
property
leases
contain
variable
payment
terms
that
are linked
to sales
generated
by a store.
Variable
payment
terms
are used
for a variety
of reasons,
including
minimising
the fixed
costs
base
for newly
established
stores.
Variable
lease
payments
that
depend
on sales
are recognised
in profit
or loss
in the period
in which
the condition
that
triggers
those
payments
occurs.
Expense
relating
to variable
lease
payments
not
included
in lease
liabilities
included
in selling,
general
and administrative
expenses
for 2024 was RUB
489,374 thousand
(2023:
RUB
379,814 thousand).
Expenses
relating
to short-term
leases
and
to leases
of low-value
assets
that
are not
included
in lease
liabilities,
both
included
in selling,
general
and administrative
expenses,
amounted
to RUB
74 thousand
(2023:
RUB
310 thousand)
and RUB
74,401 thousand
(2023:
RUB
59,507 thousand),
respectively.
26. TRADE AND
OTHER PAYABLES
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Financial liabilities at amortised cost
|
|
|
|
Trade payables
|
30,610,479
|
27,883,950
|
|
Other financial payables
|
99,571
|
198,290
|
|
Total financial liabilities at amortised cost
|
30,710,050
|
28,082,240
|
|
Payables to staff
|
1,618,720
|
1,472,151
|
|
Taxes payable other than income tax
|
1,375,835
|
1,028,784
|
|
Advances received from lessees
|
474,447
|
391,144
|
|
Contract liability related to gift cards
|
92,885
|
87,764
|
|
Total trade and other payables
|
34,271,937
|
31,062,083
|
The Group’s
contract
liabilities
relate
to contracts
with customers
for periods
of less
than
one
year.
RUB
92,885 thousand
of revenue
was recognised
in the current
reporting
period
related
to the contract
liabilities
as at
31 December
2024,
all
of which
related
to gift
cards.
The Group’s
exposure
to currency
and liquidity
risks
related
to trade
and other
payables
is disclosed
in Note 28.
92
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Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
27. RECONCILIATION OF
MOVEMENTS OF
LIABILITIES TO
CASH FLOWS ARISING
FROM
FINANCING ACTIVITIES
The table
below
sets
out
an analysis
of liabilities
from financing
activities
and the movements
in the Group’s
liabilities
from financing
activities
for each
of the periods
presented.
The items
of these
liabilities
are those
that
are reported
as financing
in the consolidated
statement
of cash
flows:
|
’000 RUB
|
Note
|
Loans and borrowings
|
Lease liabilities
|
Total
|
|
Balance at 1 January 2024
|
|
47,385,748
|
26,722,381
|
74,108,129
|
|
Cash flows from financing activities
|
|
|
|
|
|
Proceeds from loans and borrowings
|
|
6,500,000
|
-
|
6,500,000
|
|
Repayment of loans and borrowings
|
|
(5,999,900)
|
-
|
(5,999,900)
|
|
Interest paid on loans and borrowings
|
|
(6,074,626)
|
-
|
(6,074,626)
|
|
Repayment of principal amount of lease liabilities
|
|
-
|
(4,684,249)
|
(4,684,249)
|
|
Interest paid on lease liabilities
|
|
-
|
(2,914,997)
|
(2,914,997)
|
|
Total cash flows from financing activities
|
|
(5,574,526)
|
(7,599,246)
|
(13,173,772)
|
|
Non-cash changes
|
|
|
|
|
|
Additions to lease liabilities
|
25
|
-
|
196,855
|
196,855
|
|
Modifications and reassessments of lease liabilities
|
25
|
-
|
849,803
|
849,803
|
|
Accrued interest
|
10,25
|
6,120,246
|
2,914,977
|
9,035,223
|
|
Disposals
|
25
|
-
|
-
|
-
|
|
Difference between the par value of the placed bond and the actual cost of the bond redemption (income)
|
|
(1,723)
|
-
|
(1,723)
|
|
Other non-cash changes (offsetting the advance payment)
|
|
-
|
(683,129)
|
(683,129)
|
|
Effect of changes in foreign exchange rates
|
|
-
|
32,933
|
32,933
|
|
Total non-cash changes
|
|
6,118,523
|
3,311,439
|
9,429,962
|
|
Balance at 31 December 2024
|
|
47,929,745
|
22,434,574
|
70,364,319
|
|
Balance at 1 January 2023
|
|
45,701,745
|
22,544,804
|
68,246,549
|
|
Cash flows from financing activities
|
|
|
|
|
|
Proceeds from loans and borrowings
|
|
15,500,003
|
-
|
15,500,003
|
|
Repayment of loans and borrowings
|
|
(13,834,268)
|
-
|
(13,834,268)
|
|
Interest paid on loans and borrowings
|
|
(4,939,018)
|
-
|
(4,939,018)
|
|
Repayment of principal amount of lease liabilities
|
|
-
|
(5,268,297)
|
(5,268,297)
|
|
Interest paid on lease liabilities
|
|
-
|
(2,491,371)
|
(2,491,371)
|
|
Other financial payments
|
|
(125,188)
|
-
|
(125,188)
|
|
Total cash flows from financing activities
|
|
(3,398,471)
|
(7,759,668)
|
(11,158,139)
|
|
Non-cash changes
|
|
|
|
|
|
Additions to lease liabilities
|
25
|
-
|
2,000,248
|
2,000,248
|
|
Modifications and reassessments of lease liabilities
|
25
|
-
|
7,090,769
|
7,090,769
|
|
Accrued interest
|
10,25
|
5,029,949
|
2,491,371
|
7,521,321
|
|
Disposals
|
25
|
-
|
(1,256)
|
(1,256)
|
|
Difference between the par value of the placed bond and the actual cost of the bond redemption (income)
|
|
(40,348)
|
-
|
(40,348)
|
|
Effect of changes in foreign exchange rates
|
|
92,873
|
356,113
|
448,986
|
|
Total non-cash changes
|
|
5,082,474
|
11,937,245
|
17,019,720
|
|
Balance at 31 December 2023
|
|
47,385,748
|
26,722,381
|
74,108,363
|
28. FINANCIAL RISK
MANAGEMENT
(a) Overview
The risk
management
function
within
the Group
is carried
out
with respect
to financial
risks,
operational
risks
and legal
risks.
Financial
risk
comprises
market
risk
(including
currency
risk,
interest
rate
risk
and other
price
risks),
credit
risk
and liquidity
risk.
The primary
function
of financial
risk
management
is to establish
risk
limits
and
to ensure
that
any exposure
to risk
stays
within
these
limits.
The operational
and legal
risk
management
functions
are intended
to ensure
the proper
functioning
of internal
policies
and procedures
in order
to minimise
operational
and legal
risks.
Risk management framework
The Board
of Directors
has
overall
responsibility
for the establishment
and oversight
of the Group’s
risk
management
framework.
The Group’s
risk
management
policies
are established
to identify
and analyse
the risks
faced
by the Group,
to set
appropriate
risk
limits
and controls,
and
to monitor
risks
and adherence
to limits.
Risk
management
policies
are reviewed
regularly
to reflect
changes
in market
conditions
and the Group’s
activities.
The Group,
through
its training
and management
standards
and procedures,
aims
to develop a disciplined
and constructive
control
environment
in which
all
employees
understand
their
roles
and obligations.
The Group’s
Audit
Committee
oversees
how
management
monitors
compliance
with the Group’s
risk
management
policies
and procedures
and reviews
the adequacy
of the risk
management
framework
in relation
to the risks
faced
by the Group.
The Group’s
Audit
Committee
is assisted
in its oversight
role
by Internal
Audit.
Internal
Audit
undertakes
both
regular
and ad
hoc
reviews
of risk
management
controls
and procedures,
the results
of which
are reported
to the Audit
Committee.
(b) Credit risk
Credit
risk
is the risk
of financial
loss
to the Group
if a customer
or counterparty
to a financial
instrument
fails
to meet
its contractual
obligations,
and arises
principally
from the Group’s
cash
and cash
equivalents,
trade
receivables,
bonuses
receivable
and other
financial
receivables.
(i) Exposure to
credit risk
The carrying
amounts
of financial
assets
in the consolidated
statement
of financial
position
represent
the Group’s
maximum
credit
risk
exposure.
The maximum
exposure
to credit
risk
at the reporting
date
was:
|
|
Note
|
Carrying amount
|
|
’000 RUB
|
|
31 December 2024
|
31 December 2023
|
|
Long-term refundable deposits to lessors
|
18
|
540,823
|
564,621
|
|
Trade and other receivables
|
20
|
2,199,608
|
2,143,462
|
|
Cash and cash equivalents
|
21
|
15,683,544
|
11,363,009
|
|
Total
|
|
18,423,975
|
14,071,092
|
Due to the fact
that
the Group’s
principal
activities
are located
in the Russian
Federation,
the credit
risk
is mainly
associated
with its domestic
market.
The credit
risks
associated
with foreign
counterparties
are considered
to be remote,
as there
are only
few
foreign
counterparties
and they
were
properly
assessed
for creditworthiness.
(ii) Trade and
other receivables
The Group
has
no
considerable
balance
of trade
receivables
because
the majority
of its customers
are retail
consumers,
who
are not
provided
with any credit.
The Group’s
trade
receivables
primarily
include
receivables
from tenants
and receivables
connected
to provision
of services.
Other
receivables
are primarily
represented
by bonuses
receivable
from suppliers.
The Group
manages
credit
risk
in respect
of those
bonuses
receivable
by maintaining a stable
suppliers
base
and monitoring
collectability
of amounts
due on an ongoing
basis.
To measure
the expected
credit
loss
(ECL)
for trade
and other
receivables,
those
have
been
grouped
based
on shared
credit
risk
characteristics
and the days
past
due.
The expected
loss
rates
are based
on the payment
profiles
of sales
over a period
of 36 months
before
31 December
2024
and 31 December
2023 and the corresponding
historical
credit
losses
experienced
within
this
period.
The historical
loss
rates
are adjusted
to reflect
current
and forward-looking
information
on macroeconomic
factors
affecting
the ability
of the customers
to settle
the receivables.
The ECL
for bonuses
receivable
from suppliers
is determined
on portfolio
level
based
on historical
default
percentages
applied
to the total
amount
of bonuses
receivable
from suppliers,
adjusted
to reflect
relevant
current
and forward-looking
information.
The credit
loss
allowance
as at
31 December
2024 determined
with the use
of provision
matrix
is summarised
in the table
below.
94
95
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
|
’000 RUB
|
Gross amount
|
ECL
|
Carrying amount
|
|
Trade receivables
|
210,829
|
(8,959)
|
201,870
|
|
Bonuses receivable from suppliers
|
1,756,745
|
(34,741)
|
1,722,004
|
|
Other financial receivables
|
287,614
|
(11,880)
|
275,734
|
|
Total
|
2,255,188
|
(55,580)
|
2,199,608
|
The credit
loss
allowance
as at
31 December
2023 determined
with the use
of provision
matrix
is summarised
in the table
below.
|
’000 RUB
|
Gross amount
|
ECL
|
Carrying amount
|
|
Trade receivables
|
444,579
|
(24,253)
|
420,326
|
|
Bonuses receivable from suppliers
|
1,560,372
|
(6,663)
|
1,553,709
|
|
Other financial receivables
|
207,718
|
(38,291)
|
169,427
|
|
Total
|
2,212,669
|
(69,207)
|
2,143,462
|
(iii) Cash and
cash equivalents
The Group
assesses
credit
risk
for cash
and cash
equivalents
based
on external
ratings
that
are available
publicly.
Cash
and cash
equivalents
are mainly
held
with banks
which
are rated
from Baa3
to Ca
based
on Moody’s
rating.
The Group
operates
in retail
industry
which
assumes
that
cash
from the customers
flows
to the Group
normally
at the point
of sale
at the moment
when
the revenue
is recognized.
Therefore,
cash
flow
risk
is considered
as remote.
(c) Liquidity risk
Liquidity
risk
is the risk
that
the Group
will
encounter
difficulty
in meeting
the obligations
associated
with its financial
liabilities
that
are settled
by delivering
cash
or another
financial
asset.
The Group’s
approach
to managing
liquidity
is to ensure,
as far as possible,
that
it will
always
have
sufficient
liquidity
to meet
its liabilities
when
due,
under
both
normal
and stressed
conditions,
without
incurring
unacceptable
losses
or risking
damage
to the Group’s
reputation.
Liquidity
risk
management
is a responsibility
of the Group’s
Treasury
Department.
The Group’s
liquidity
risk
management
objectives
are as follows:
•
Maintaining
financial
independence: a share
of one
creditor
in debt
portfolio
should
not
exceed
30%;
•
Maintaining
financial
stability:
the Net
Debt /
EBITDA
ratio
should
not
exceed
5.0
(at some
agreements
5.5),
where
Net
Debt
is the total
of long-term
and short-
term
loans
and borrowings
and lease
liabilities
less
cash
and cash
equivalents
as presented
in the consolidated
financial
statements;
•
Monitoring
of compliance
with debt
covenants;
•
Planning:
timely
preparation
of operating,
investing
and financing
cash
flow
forecasts
on rolling
basis.
(i) Exposure to
liquidity risk
The table
below
shows
liabilities
at
31 December
2024
by their
remaining
contractual
maturity.
The amounts
disclosed
in the maturity
table
are the contractual
undiscounted
cash
flows,
including
gross
loan
commitments.
Such
undiscounted
cash
flows
may
differ
from the amount
included
in the consolidated
statement
of financial
position
because
the consolidated
statement
of financial
position
amounts
are based
on discounted
cash
flows.
Where
the amount
payable
is not
fixed,
the amount
disclosed
is determined
by reference
to the conditions
existing
at the end
of the reporting
period.
Foreign
currency
payments
are translated
using
the spot
exchange
rate
at the end
of the reporting
period.
|
31 December 2024
|
|
|
|
|
|
|
|
’000 RUB
|
Carrying amount
|
Contractual cash flows
|
Demand and less than 6 months
|
From 6 to 12 months
|
From 1 to 5 years
|
More than 5 years
|
|
Financial liabilities at amortised cost
|
|
|
|
|
|
|
Secured bank loans
|
11,799,062
|
14,079,342
|
2,337,852
|
2,403,392
|
9,338,098
|
-
|
|
Unsecured bonds
|
20,248,689
|
23,918,720
|
1,577,459
|
1,215,503
|
21,125,758
|
-
|
|
Unsecured bank facilities
|
15,879,145
|
19,047,233
|
6,045,670
|
3,350,030
|
9,651,533
|
-
|
|
Unsecured loans from third parties
|
2,850
|
2,899
|
49
|
2,850
|
-
|
-
|
|
Lease liabilities
|
22,434,574
|
34,994,719
|
4,117,177
|
4,014,467
|
18,636,202
|
8,226,873
|
|
Trade and other payables
|
30,710,050
|
30,710,050
|
30,710,050
|
-
|
-
|
-
|
|
Total future payments, including future principal and nterest payments
|
101,074,370
|
122,752,963
|
44,788,257
|
10,986,242
|
58,751,591
|
8,226,873
|
As at
31 December
2024,
the Group’s
current
liabilities
exceeded
its current
assets
by RUB
4,727,437 thousand
(31 December
2023:
RUB
3,431,679 thousand).
An excess
of current
liabilities
over
current
assets
is usual
for the retail
industry.
The Group
uses
excess
of trade
and other
payables
over
inventory
to finance
its operating
and investing
activities.
The Group
has
reviewed
its cash
flow
forecasts
in the context
of current
and projected
market
conditions,
as well as available
undrawn
credit
facilities
disclosed
in Note 24,
and is confident
that
it will
be able
to meet
its obligations
as they
fall
due.
|
31 December 2023
|
|
|
|
|
|
|
|
’000 RUB
|
Carrying amount
|
Contractual cash flows
|
Demand and less than 6 months
|
From 6 to 12 month
|
From 1 to 5 years
|
More than 5 years
|
|
Financial liabilities at amortised cost
|
|
|
|
|
|
|
Secured bank loans
|
11,797,423
|
15,555,668
|
696,379
|
700,690
|
14,158,599
|
-
|
|
Unsecured bonds
|
19,224,859
|
23,922,236
|
2,516,287
|
2,237,253
|
19,028,082
|
140,614
|
|
Unsecured bank facilities
|
16,360,615
|
20,665,411
|
4,501,323
|
890,651
|
15,273,437
|
-
|
|
Unsecured loans from third parties
|
2,850
|
2,896
|
46
|
2,850
|
-
|
-
|
|
Lease liabilities
|
26,722,381
|
37,560,913
|
4,045,518
|
4,005,828
|
19,968,013
|
9,541,554
|
|
Trade and other payables
|
28,082,240
|
28,082,240
|
28,082,240
|
-
|
-
|
-
|
|
Total future payments, including future principal and nterest payments
|
102,190,368
|
125,789,364
|
39,841,793
|
7,837,272
|
68,428,131
|
9,682,168
|
96
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Financial Review
Corporate
Governance
Financial Statements
(d) Market risk
Market
risk
is the risk
that
changes
in market
prices,
such
as foreign
exchange
rates,
interest
rates
and equity
prices
will
affect
the Group’s
income
or the value
of its holdings
of financial
instruments.
The objective
of market
risk
management
is to manage
and control
market
risk
exposures
within
acceptable
parameters,
while
optimising
the return.
Management
sets
limits
on the value
of risk
that
may
be accepted.
However,
the use
of this
approach
does
not
prevent
losses
outside
of these
limits
in the event
of more
significant
market
movements.
(i) Currency risk
The Group
holds
its business
in the Russian
Federation
and mainly
collects
receivables
nominated
in Russian
Roubles.
However,
financial
assets
and liabilities
of the Group
are also
denominated
in other
currencies,
primarily
US
Dollar,
Euro.
Thus,
the Group
is exposed
to currency
risk,
which
may
materially
influence
the financial
position
and financial
results
of the Group
through
the change
in carrying
value
of financial
assets
and liabilities
and amounts
on foreign
exchange
rate
gains
or losses.
The Group
ensures
that
its exposure
is kept
to an acceptable
level
by keeping
the proportion
of financial
assets
and liabilities
in foreign
currencies
to total
financial
liabilities
at an acceptable
level.
From time
to time
the Group
converts
assets
and liabilities
from one
currency
to another.
Exposure to
currency risk
The Group’s
exposure
to currency
risk
in relation
to the USD,
EUR and CNY
the major
foreign
currencies
for the Group’s
Russian
subsidiaries,
was as follows
based
on notional
amounts.
The Group’s
exposure
to currency
risk
in relation
to the USD was as follows
based
on notional
amounts:
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Trade and other receivables
|
8,731
|
7,283
|
|
Cash and cash equivalents
|
329,137
|
361,035
|
|
Trade and other payables
|
(365,641)
|
(163,988)
|
|
Total
|
(27,773)
|
204,330
|
The Group’s
exposure
to currency
risk
in relation
to the EUR was as follows
based
on notional
amounts:
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Cash and cash equivalents
|
38,182
|
49,089
|
|
Lease liabilities
|
-
|
(1,509,597)
|
|
Trade and other payables
|
(327)
|
(49,088)
|
|
Total
|
37,855
|
(1,509,596)
|
The Group’s
exposure
to currency
risk
in relation
to the CNY
was as follows
based
on notional
amounts:
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Trade and other receivables
|
28,672
|
7,815
|
|
Cash and cash equivalents
|
19,287
|
693
|
|
Trade and other payables
|
(125,438)
|
(119,268)
|
|
Total
|
(77,479)
|
(110,760)
|
Sensitivity analysis
A 20%
weakening/strengthening
of the RUB against
the USD at
31 December
2024 would
have
decreased/increased
equity
and profit
or loss
by RUB
5,554 thousand
(31 December
2023:
20%
weakening/
strengthening
of the RUB against
the USD would
have
decreased/
increased
equity
and profit
or loss
by RUB
40,866 thousand).
A 20%
weakening/strengthening
of the RUB against
the EUR at
31 December
2024 would
have
decreased/increased
equity
and profit
or loss
by RUB
7,571 thousand
(31 December
2023:
20%
weakening/
strengthening
of the RUB against
the EUR would
have
decreased/
increased
equity
and profit
or loss
by RUB
301,919 thousand).
A 20%
weakening/strengthening
of the RUB against
the CNY
at
31 December
2024 would
have
decreased/increased
equity
and profit
or loss
by RUB
15,496 thousand
(31 December
2023:
20%
weakening/
strengthening
of the RUB against
the CNY
would
have
decreased/
increased
equity
and profit
or loss
by RUB
22,152 thousand).
This
analysis
was performed
only
for the foreign
currency
denominated
monetary
balances
in the consolidated
statement
of financial
position
related
to the Group’s
entities
whose
functional
currency
is the RUB and is based
on foreign
currency
exchange
rate
variances
that
the Group
considered
to be reasonably
possible
at the end
of the reporting
period.
The analysis
assumes
that
all
other
variables,
in particular
interest
rates,
remain
constant.
(ii) Interest rate risk
The Group
is exposed
to the effects
of fluctuations
in the prevailing
levels
of market
interest
rates
on its financial
position
and cash
flows.
Profile
At the reporting
date
the interest
rate
profile
of the Group’s
interest-bearing
financial
instruments
at their
carrying
amounts
was:
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Fixed rate instruments
|
|
|
|
Cash and cash equivalents
|
15,068,164
|
10,855,289
|
|
Loans and borrowings
|
(34,852,955)
|
(37,328,691)
|
|
Lease liabilities
|
(22,434,574)
|
(26,722,381)
|
|
Total
|
(42,219,365)
|
(53,195,783)
|
|
Variable rate instruments
|
|
|
|
Loans and borrowings
|
(13,076,790)
|
(10,057,057)
|
|
Total
|
(13,076,790)
|
(10,057,057)
|
(e) Cash flow sensitivity analysis for
variable rate instruments
A change
of 1000 basis
points
in interest
rates
at the reporting
date
would
have
increased /
(decreased)
equity
and profit
or loss
by the amounts
shown
below.
This
analysis
assumes
that
all
other
variables,
in particular
foreign
currency
rates,
remain
constant.
|
|
Profit or loss
|
Equity
|
|
’000 RUB
|
1,000 bp increase
|
1,000 bp decrease
|
1,000 bp increase
|
1,000 bp decrease
|
|
31 December 2024
|
|
|
|
|
|
Variable rate instruments
|
1,307,679
|
(1,307,679)
|
-
|
-
|
|
Cash flow sensitivity (net)
|
1,307,679
|
(1,307,679)
|
-
|
-
|
|
31 December 2023
|
|
|
|
|
|
Variable rate instruments
|
1,005,706
|
(1,005,706)
|
-
|
-
|
|
Cash flow sensitivity (net)
|
1,005,706
|
(1,005,706)
|
-
|
-
|
(f) Offsetting of
financial assets
and
financial liabilities
The Group
may
enter
into sales
and purchase
agreements
with the same
counterparty
in the normal
course
of business.
The related
amounts
receivable
and payable
do
not
always
meet
the criteria
for offsetting
in the consolidated
statement
of financial
position.
This
is because,
while
generally
there
is an intention
to settle
on net
basis,
the Group
may
not
have
any currently
legally
enforceable
right
to offset
recognised
amounts,
because
the right
to offset
may
be enforceable
only
on the occurrence
of future
events.
In particular,
in accordance
with the Russian
civil
law
an obligation
can
be settled
by offsetting
against a similar
claim
if it is
due,
has
no
maturity
or is payable
on demand,
unless
otherwise
stated
in the agreement.
The following
table
sets
out
the carrying
amounts
of recognised
financial
instruments
that
are subject
to the above
agreements.
98
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Overview
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Operational Review
Financial Review
Corporate
Governance
Financial Statements
|
’000 RUB
|
Trade and other receivables
|
Trade and other payables
|
|
31 December 2023
|
|
|
|
Gross amounts before offsetting
|
3,376,647
|
29,315,426
|
|
Amounts offset
|
(1,233,185)
|
(1,233,185)
|
|
Net amounts presented in the consolidated statement of financial position
|
2,143,462
|
28,082,241
|
|
Amounts related to recognised financial instruments that do not meet some or all of the offsetting criteria
|
(1,160,394)
|
(1,160,394)
|
|
Net amount
|
983,068
|
26,921,847
|
|
31 December 2024
|
|
|
|
Gross amounts before offsetting
|
2,869,327
|
31,379,751
|
|
Amounts offset
|
(669,719)
|
(669,719)
|
|
Net amounts presented in the consolidated statement of financial position
|
2,199,608
|
30,710,032
|
|
Amounts related to recognised financial instruments that do not meet some or all of the offsetting criteria
|
(978,934)
|
(978,934)
|
|
Net amount
|
1,220,674
|
29,731,098
|
The net
amounts
presented
in the consolidated
statement
of financial
position
disclosed
above
form
part
of trade
and other
receivables
and trade
and other
payables,
respectively.
Other
amounts
included
in these
line
items
do
not
meet
the criteria
for offsetting
and are not
subject
to the agreements
described
above.
Amounts
offset
comprise
mainly
trade
payables
for goods
and bonuses
receivable
from suppliers.
(g) Capital management
The Group’s
policy
is to maintain a strong
capital
base
so
as to maintain
investor,
creditor
and market
confidence
and
to sustain
future
development
of the business.
Neither
the Company
nor
its subsidiaries
are subject
to externally
imposed
capital
requirements,
except
for statutory
requirement
in relation
to minimum
level
of share
capital
and requirement
in respect
of positive
net
assets
of LLC “O’KEY”
for external
loan
agreement;
the Group
follows
all
requirements.
29. CAPITAL
COMMITMENTS
The Group
has
capital
commitments
to acquire
property,
plant
and equipment,
mostly
relating
to construction
of stores,
and intangible
assets
amounting
to RUB
222,694 thousand
as at
31 December
2024
(31 December
2023: RUB
364,249 thousand).
The Group
has
already
allocated
the necessary
resources
in respect
of these
commitments.
The Group
believes
that
future
net
income
and funding
will
be sufficient
to cover
these
and any similar
commitments.
30. CONTINGENCIES
(a) Legal proceedings
From time
to time
and
in the normal
course
of business,
claims
against
the Group
are received.
On the basis
of its own
estimates
and both
internal
and external
professional
advice,
the management
is of the opinion
that
no
material
losses
will
be incurred
in respect
of claims
outstanding.
(b) Tax contingencies
Russian
tax
legislation
which
was enacted
or substantively
enacted
at the end
of the reporting
period,
is subject
to varying
interpretations
when
being
applied
to the transactions
and activities
of the Group.
Consequently,
tax
positions
taken
by management
and the formal
documentation
supporting
the tax
positions
may
be challenged
by tax
authorities.
Russian
tax
administration
is gradually
strengthening,
including
the fact
that
there
is a higher
risk
of review
of tax
transactions
without a clear
business
purpose
or with tax
incompliant
counterparties.
Fiscal
periods
remain
open
to review
by the authorities
in respect
of taxes
for three
calendar
years
preceding
the year
when
decisions
about
the review
was made.
Under
certain
circumstances
reviews
may
cover
longer
periods.
Russian
transfer
pricing
(TP)
legislation
is generally
aligned
with the international
TP
principles
developed
by the Organisation
for Economic
Cooperation
and Development
(OECD),
although
it has
specific
features.
The TP
legislation
provides
for the possibility
of additional
tax
assessment
for controlled
transactions
(transactions
between
related
parties
and certain
transactions
between
unrelated
parties)
if such
transactions
are not
on an arm’s-length
basis.
The management
has
implemented
internal
controls
to comply
with current
TP
legislation.
Tax
liabilities
arising
from controlled
transactions
are determined
based
on their
actual
transaction
prices.
It is possible,
with the evolution
of the interpretation
of the TP
rules,
that
such
prices
could
be challenged.
The impact
of any such
challenge
cannot
be reliably
estimated.
The Group
includes
companies
incorporated
outside
of Russia.
The tax
liabilities
of the Group
are determined
on the assumption
that
these
companies
are not
subject
to Russian
profits
tax,
because
they
do
not
have a permanent
establishment
in Russia.
This
interpretation
of relevant
legislation
may
be challenged.
As Russian
tax
legislation
does
not
provide
definitive
guidance
in certain
areas,
the Group
applies
its judgement
in interpretations
of such
uncertain
areas.
While
management
currently
estimates
that
the tax
positions
and interpretations
that
it has
taken
can
probably
be sustained,
there
is a possible
risk
that
an outflow
of resources
will
be required
should
such
tax
positions
and interpretations
be challenged
by the tax
authorities.
The impact
of any of the challenges
mentioned
above
cannot
be reliably
estimated
currently;
however,
it may
be significant
to the financial
position
and/or the overall
operations
of the Group.
In addition
to the above
matters,
management
estimates
that
as at
31 December
2024 the Group
has
other
possible
obligations
of approximately
1.2 %
of revenue
(31 December
2023:
1.2 %
of revenue)
from exposure
to other
than
remote
tax
risks
arising
from certain
transactions.
These
exposures
are estimates
that
result
from uncertainties
in interpretation
of applicable
legislation
and related
documentation
requirements.
Management
will
vigorously
defend
the Group’s
positions
and interpretations
that
were
applied
in determining
taxes
recognised
in these
consolidated
financial
statements
if these
are challenged
by the authorities.
31. RELATED PARTY
TRANSACTIONS
Parties
are generally
considered
to be related
if the parties
are under
common
control
or if one
party
has
the ability
to control
the other
party
or can
exercise
significant
influence
or joint
control
over
the other
party
in making
financial
and operational
decisions.
In considering
each
possible
related
party
relationship,
attention
is directed
to the substance
of the relationship,
not
merely
the legal
form.
Related
parties
may
enter
into transactions
which
unrelated
parties
might
not,
and transactions
between
related
parties
may
not
be effected
on the same
terms,
conditions
and amounts
as transactions
between
unrelated
parties.
Related
parties
of the Group
fall
into the following
categories:
1.
The Company’s
major
indirect
shareholders
(Note 1);
2.
Other
related
parties
under
control
of the major
indirect
shareholders;
3.
Members
of the Board
of Directors
of the Company
and other
key
management
personnel.
(a) Transactions with
key management personnel
Key
management
received
the following
remuneration
during
the year,
which
is included
in personnel
costs:
|
’000 RUB
|
2024
|
2023
|
|
Short-term employee benefits:
|
|
|
|
Salaries and short-term bonuses
|
428,346
|
461,371
|
|
Social security contributions
|
45,247
|
23,170
|
|
Total
|
473,593
|
484,541
|
In addition,
members
of the Company’s
Board
of Directors
received
remuneration
in the amount
of RUB
60,516 thousand
for the year
ended
31 December
2024
(2023:
RUB
82,114 thousand)
which
is included
in legal
and professional
expenses.
(b) Transactions with
other related parties
(i) Revenue
|
’000 RUB
|
Income
|
Receivables
|
|
|
2024
|
2023
|
31 December 2024
|
31 December 2023
|
|
Sale of services
|
3,076
|
2,204
|
-
|
-
|
|
Total
|
3,076
|
2,204
|
-
|
-
|
All
outstanding
balances
with other
related
parties
are to be settled
in cash
within
six
months
of the reporting
date.
None
of the balances
are secured
or impaired.
100
101
Annual Report
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Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
(ii) Expenses
|
’000 RUB
|
Expenses
|
|
|
2024
|
2023
|
|
Variable lease expenses and expenses relating to short-term and low value leases
|
93,909
|
84,622
|
|
Interest expense on lease liabilities
|
100,075
|
119,629
|
|
Total
|
193,984
|
204,251
|
(iii) Leases with
other related parties
Lease
liabilities
under
related
party
arrangements
were
as follows:
|
’000 RUB
|
31 December 2024
|
31 December 2023
|
|
Lease liabilities due to other related parties, including:
|
967,058
|
1,380,514
|
|
Current lease liabilities
|
565,846
|
536,736
|
|
Non-current lease liabilities
|
401,212
|
843,778
|
Terms
of the leases
with other
related
parties
are such
that
the Group
pays
rentals
which
include
the reimbursement
of all
operating
expenses
related
to the hypermarkets
leased
and nearby
leased
areas
and a certain
percentage
of the Group’s
retail
revenue
from the operation
of these
hypermarkets.
32. FAIR VALUE
DISCLOSURES
Fair
value
measurements
are analysed
and categorised
by level
in the fair
value
hierarchy
as follows:
1.
Level
1 are measurements
at quoted
prices
(unadjusted)
in active
markets
for identical
assets
or liabilities;
2.
Level
2 measurements
are valuations
techniques
with all
material
inputs
observable
for the asset
or liability,
either
directly
(that
is,
as prices)
or indirectly
(that
is,
derived
from prices);
3.
Level
3 measurements
are valuations
not
based
on observable
market
data
(that
is,
unobservable
inputs).
Management
applies
judgement
in categorising
financial
instruments
using
the fair
value
hierarchy.
If a fair
value
measurement
uses
observable
inputs
that
require
significant
adjustment,
that
measurement
is a Level
3 measurement.
The significance
of a valuation
input
is assessed
against
the fair
value
measurement
in its entirety.
(a) Recurring fair value
measurements
Recurring
fair
value
measurements
are those
that
the accounting
standards
require
or permit
in the statement
of financial
position
at the end
of each
reporting
period.
Investment property.
Fair
value
of the investment
property
is updated
by the Group
annually
on 31 December
applying
the income
approach
and market
approach.
Refer
to Note 13.
(b) Non-recurring fair value
measurements
As at
31 December
2024,
recoverable
amount
of some
of the Group’s
non-current
assets
tested
for impairment
was determined
on the basis
of the fair
value
less
costs
of disposals
approach.
Refer
to Note 14.
(c) Assets and
liabilities
not measured at
fair value
but for
which fair value
is
disclosed
Fair
value
was determined
by the Group
for initial
recognition
of financial
assets
and liabilities
which
are subsequently
measured
at amortised
cost.
Fair
value
of
the
Group’s
financial
assets
and
liabilities
measured
at
amortised
cost
approximate
their
carrying
amounts
except
for
fair
value
of
the
Group’s
bonds.
The
bonds
listed
on
Moscow
exchange
are
determined
based
on
active
market
quotations
(Level
1
fair
value),
fair
value
of
which
differs
by
no
more
than
20%
from
their
carrying
amount.
Fair
value
of the Group’s
other
financial
assets
and liabilities
at amortised
cost
belongs
to Level
2 measurements
in the fair
value
hierarchy.
There
were
no
transfers
between
the levels
of the fair
value
hierarchy
or changes
in valuation
techniques
for fair
value
measurements
during 2024 and
2023.
33. SIGNIFICANT
ACCOUNTING POLICIES
The principal
accounting
policies
set
out
below
have
been
consistently
applied
to all
the periods
presented
in these
consolidated
financial
statements
and have
been
applied
consistently
by Group
entities.
(a) Financial instruments
(i) Financial assets impairment
–
credit loss allowance for
ECL
The Group
applies
the
IFRS 9 simplified
approach
to measuring
ECL
which
uses a lifetime
expected
loss
allowance
for trade
and lease
receivables.
For other
financial
assets
the Group
applies a three
stage
model
for impairment,
based
on changes
in credit
quality
since initial
recognition.
(ii) Offsetting financial instruments
Financial
assets
and liabilities
are offset
and the net
amount
reported
in the consolidated
statement
of financial
position
only
when
there
is a legally
enforceable
right
to offset
the recognised
amounts,
and there
is an intention
to either
settle
on a net
basis,
or to realise
the asset
and settle
the liability
simultaneously.
Such a right
of set
off
(a)
must
not
be contingent
on a future
event
and (b)
must
be legally
enforceable
in all
of the following
circumstances:
(i)
in the normal
course
of business,
(ii)
in the event
of default
and (iii)
in the event
of insolvency
or bankruptcy.
(iii) Capitalisation of
borrowing
costs
General
and specific
borrowing
costs
directly
attributable
to the acquisition,
construction
or production
of assets
that
are not
carried
at fair
value
and that
necessarily
take a substantial
time
to get
ready
for intended
use
or sale
(qualifying
assets)
are capitalised
as part
of the costs
of those
assets.
The commencement
date
for capitalisation
is when
(a)
the Group
incurs
expenditures
for the qualifying
asset;
(b)
it incurs
borrowing
costs;
and (c)
it undertakes
activities
that
are necessary
to prepare
the asset
for its intended
use
or sale.
Capitalisation
of borrowing
costs
continues
up
to the date
when
the assets
are substantially
ready
for their
use
or sale.
The Group
capitalises
borrowing
costs
that
could
have
been
avoided
if it had
not
made
capital
expenditure
on qualifying
assets.
Borrowing
costs
capitalised
are calculated
at the Group’s
average
funding
cost
(the weighted
average
interest
cost
is applied
to the expenditures
on the qualifying
assets),
except
to the extent
that
funds
are borrowed
specifically
for the purpose
of obtaining a qualifying
asset.
Where
this
occurs,
actual
borrowing
costs
incurred
on the specific
borrowings
less
any investment
income
on the temporary
investment
of these
borrowings
are capitalised.
(b) Property, plant
and
equipment
and
construction in
progress
(i) Recognition and
measurement
Items
of property,
plant
and equipment,
except
for land,
are measured
at cost
less
accumulated
depreciation
and impairment
losses.
The cost
of property,
plant
and equipment
at
1 January 2005,
the date
of transition
to IFRSs,
was determined
by reference
to its fair
value
at that
date.
Cost
includes
expenditure
that
is directly
attributable
to the acquisition
of the asset.
The cost
of self-constructed
assets
includes
the cost
of materials
and direct
labour,
any other
costs
directly
attributable
to bringing
the asset
to a working
condition
for their
intended
use,
the costs
of dismantling
and removing
the items
and restoring
the site
on which
they
are located,
and capitalised
borrowing
costs.
Purchased
software
that
is integral
to the functionality
of the related
equipment
is capitalised
as part
of that
equipment.
Any gain
or loss
on disposal
of an item
of property,
plant
and equipment
is determined
by comparing
the proceeds
from disposal
with the carrying
amount
of property,
plant
and equipment,
and is recognised
net
within
“other
operating
income
and expense”
in profit
or loss.
(ii) Depreciation
Land
and construction
in progress
are not
depreciated.
Other
items
of property,
plant
and equipment
are depreciated
from the date
that
they
are installed
and are ready
for use,
or in respect
of internally
constructed
assets,
from the date
that
the asset
is completed
and ready
for use.
Depreciation
is recognised
in profit
or loss
on a straight-line
basis
over
the estimated
useful
lives
of each
part
of an item
of property,
plant
and equipment,
since this
most
closely
reflects
the expected
pattern
of consumption
of the future
economic
benefits
embodied
in the asset.
Leased
assets
are depreciated
over
the shorter
of the lease
term
and their
useful
lives
unless
it is reasonably
certain
that
the Group
will
obtain
ownership
by the end
of the lease
term.
The estimated
useful
lives
of significant
items
of property,
plant
and equipment
for the current
and comparative
periods
are as follows:
•
Buildings
50 years;
•
Machinery
and equipment,
auxiliary
facilities
2-20 years;
•
Leasehold
improvements
the lowest
of the useful
life
or the term
of underlying
lease;
•
Other
fixed
assets
2-10 years.
Depreciation
methods,
useful
lives
and residual
values
are reviewed
at each
financial
year
end
and adjusted
if appropriate.
(c) Investment property
Investment
property
is property
held
by the Group
to earn
rental
income
or for capital
appreciation
or both,
including
land
held
for a currently
undetermined
future
use,
and which
is not
occupied
by the Group.
Properties
that
are mainly
occupied
by the Group
and insignificant
portion
of which
is leased
out
to third
parties
mainly
for offering
additional
customer
service
are presented
within
property,
plant
and equipment.
Investment
property,
including
assets
under
construction
for future
use
as investment
property,
is initially
recognised
at cost,
including
transaction
costs,
and subsequently
remeasured
at fair
value
with any change
therein
recognised
in profit
or loss
within
“other
operating
income
and expenses”.
If fair
value
of investment
property
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Financial Statements
under
construction
is not
reliably
determinable,
the Group
measures
that
investment
property
under
construction
at cost
until
either
its fair
value
becomes
reliably
determinable
or construction
is completed
(whichever
is earlier).
Fair
value
of the Group’s
investment
property
is the price
that
would
be received
from sale
of the asset
in an orderly
transaction,
without
deduction
of any transaction
costs.
The best
evidence
of fair
value
is given
by current
prices
in an active
market
for similar
property
in the same
location
and condition.
Market
value
of the Group’s
investment
property
is determined
based
on reports
of independent
appraisers,
who
hold
recognised
and relevant
professional
qualifications
and who
have
recent
experience
in the valuation
of property
in the same
location
and category.
When
the use
of a property
changes
such
that
it is reclassified
as property,
plant
and equipment,
its fair
value
at the date
of reclassification
becomes
its deemed
cost
for subsequent
accounting.
Earned
rental
income
is recorded
in profit
or loss
for the year
within
revenue.
(d) Intangible assets
(i) Amortisation
Amortisation
is based
on the cost
of the asset
less
its estimated
residual
value.
Amortisation
is recognised
in profit
or loss
on a straight-line
basis
over
the estimated
useful
lives
of intangible
assets
from the date
that
they
are available
for use
since this
most
closely
reflects
the expected
pattern
of consumption
of future
economic
benefits
embodied
in the asset.
The estimated
useful
lives
for the current
and comparative
periods
are as follows:
•
software
1-7 years;
•
other
intangible
assets
1-5 years.
Amortisation
methods,
useful
lives
and residual
values
are reviewed
at each
financial
year
end
and adjusted
if appropriate.
(e) Leases
At inception
of a contract,
the Group
assesses
whether a contract
is,
or contains, a lease.
A contract
is,
or contains, a lease
if the contract
conveys
the right
to control
the use
of an identified
asset
for a period
of time
in exchange
for consideration.
To assess
whether a contract
conveys
the right
to control
the use
of an identified
asset,
the Group
assesses
whether:
•
The contract
involves
the use
of an identified
asset –
this
may
be specified
explicitly
or implicitly
and should
be physically
distinct
asset.
If the supplier
has a substantive
substitution
right,
then
the asset
is not
identified;
•
The Group
has
the right
to obtain
substantially
all
of the economic
benefits
from use
of the asset
throughout
the period
of use;
and
•
The Group
has
the right
to direct
the use
of the asset.
The Group
has
the right
when
it has
the decision-making
rights
that
are most
relevant
to changing
how
and
for what
purpose
the asset
is used.
In rare
cases
where
the decision
about
how
and
for what
purposes
the asset
is used
is predetermined,
the Group
has
the right
to direct
the use
of the asset
if either:
•
The Group
has
the right
to operate
the asset;
or
•
The Group
designed
the asset
in a way
that
predetermines
how
and
for what
purpose
it will
be used.
Leases
are recognised
as a right-
of-use
asset
and a corresponding
liability
at the date
at which
the leased
asset
is available
for use
by the Group.
Each
lease
payment
is allocated
between
the liability
and finance
cost.
The finance
cost
is charged
to profit
or loss
over
the lease
period
so
as to produce a constant
periodic
rate
of interest
on the remaining
balance
of the liability
for each
period.
The right-of-use
asset
is depreciated
over
the shorter
of the asset’s
useful
life
and the lease
term
on a straight-
line
basis.
The estimated
useful
lives
of right-of-
use
asset
are as follows:
•
Trade
premises
3-17 years;
•
Land
3-30 years;
•
Other
1-5 years.
At the commencement
date,
lease
liabilities
are measured
at an amount
equal
to the present
value
of the following
lease
payments:
•
fixed
payments
(including
in-substance
fixed
payments),
less
any lease
incentives
receivable;
•
variable
lease
payments
that
are based
on an index
or a rate,
initially
measured
using
the index
or rate
as at the commencement
date;
•
amounts
expected
to be payable
by the Group
under
residual
value
guarantees;
•
the exercise
price
of a purchase
option
if the Group
is reasonably
certain
to exercise
that
option;
and
•
payments
of penalties
for terminating
the lease,
if the lease
term
reflects
the Group
exercising
that
option.
The following
variable
payments
are not
included
in the calculation
of lease
liability:
•
payments
under
land
lease
agreements,
the calculation
of which
depends
on the cadastral
value
of the land
plot
and other
coefficients
established
by government
decrees;
•
payments
for utilities
and other
services,
determined
upon
the fact
of consumption;
•
variable
lease
payments
that
depend
on turnover.
Extension
options
(or period
after
termination
options)
are only
included
in the lease
term
if the lease
is reasonably
certain
to be extended
(or not
terminated).
Lease
payments
to be made
under
reasonably
certain
extension
options
are also
included
in the measurement
of the liability.
The lease
payments
are discounted
using
the interest
rate
implicit
in the lease.
If that
rate
cannot
be readily
determined,
the Group’s
incremental
borrowing
rate
is used,
being
the rate
that
the Group
would
have
to pay
to borrow
the funds
necessary
to obtain
an asset
of similar
value
to the right-of-
use
asset
in a similar
economic
environment
with similar
terms,
collateral
and conditions.
The right-of-use
assets
are measured
at cost
comprising
the following:
•
the amount
of the initial
measurement
of the lease
liability;
•
any lease
payments
made
at or before
the commencement
date
less
any lease
incentives
received;
•
any initial
direct
costs.
(f) Inventories
The cost
of inventories
is based
on the moving
weighted
average
principle.
(g) Revenue
(i) Revenue from
contracts
with
customers
Revenue
from contracts
with customers
is represented
by sales
of trading
stock,
including
retail
sales
of goods
and sales
of self-produced
catering
products.
The major
source
of sales
of trading
stock
is retail
revenue.
Revenue
from sale
of goods
and self-
catering
products
is recognised
when
control
of the goods
and products
has
transferred
to the customer,
normally
for the customers
it is occurred
in the store
at the point
of sale.
No
element
of financing
is deemed
present,
as payment
of the transaction
price
is
due immediately.
In accordance
with the Russian
consumer
protection
legislation,
the customers
have
the right
of return
of goods
in a range
of categories
within
14 days
after
the purchase.
Such
estimated
returns
are assessed
at each
reporting
date.
Based
on historical
data
about
returns,
it is probable
that a significant
reversal
in the cumulative
revenue
recognised
will
not
occur.
Gift
cards
and award
points
issued
by the Group
are recorded
as a contract
liability
within
trade
and other
payables
upon
sale
when
prepaid
by customers
until
they
are redeemed
or expire.
In the reporting
period,
the Group’s
hypermarkets
business
maintained a loyalty
program
where
retail
customers
were
able
to accumulate
award
points
on purchases
of certain
goods
which
entitled
them
to a discount
on future
purchases
in the hypermarkets.
Also,
from time
to time,
the Group
holds
promotional
campaigns
where
the Group
provides
discount
coupons
to the customers
that
purchase
goods
with total
value
above a pre-determined
amount.
The discount
coupons
entitle
the customers
to a free
purchase
or a discount
on selected
goods
immediately
after
the campaign
ends.
Such
award
points
and coupons
represent a material
right
to the customers
and give
rise
to a separate
performance
obligation
to deliver
the customers
additional
or discounted
goods.
The total
transaction
price
is allocated
on the portfolio
basis
to the initial
and the additional
performance
obligations
on a relative
stand-alone
selling
price
basis.
The estimated
stand-alone
selling
price
of the award
points
is determined
with reference
to the extent
to which
future
performance
is not
expected
to be required
because
the customer
does
not
redeem
the points
awarded.
(h) Income tax
Income
taxes
have
been
provided
in the consolidated
financial
statements
in accordance
with the respective
legislation
enacted
or substantively
enacted
by the end
of the reporting
period.
Income
tax
comprises
current
and deferred
tax.
Current
tax
and deferred
tax
are recognised
in profit
or loss
except
to the extent
that
they
are recognised
in other
comprehensive
income
or directly
in equity
because
they
relate
to transactions
that
are also
recognised,
in the same
accounting
period,
in other
comprehensive
income
or directly
in equity.
In determining
the amount
of current
and deferred
tax
the Group
takes
into account
the impact
of uncertain
tax
positions
and whether
additional
taxes,
penalties
and late-payment
interest
may
be
due.
The Group
believes
that
its accruals
for tax
liabilities
are adequate
for all
open
tax
years
based
on its assessment
of many
factors,
including
interpretations
of tax
law
and prior
experience.
This
assessment
relies
on estimates
and assumptions
and may
involve a series
of judgments
about
future
events.
New
information
may
become
available
that
causes
the Group
to change
its judgment
regarding
the adequacy
of existing
tax
liabilities;
such
changes
to tax
liabilities
will
impact
the tax
expense
in the period
that
such a determination
is made.
(i) Presentation
of
the
consolidated statement
of
cash flows
The Group
reports
cash
flows
from operating
activities
using
direct
method.
Cash
flows
from investing
activities
are presented
net
of VAT.
VAT
paid
to suppliers
of non-current
assets
and VAT
in proceeds
from sale
of non-current
assets
are presented
in line
“VAT
paid”
within
cash
flows
from operating
activities.
34. EVENTS SUBSEQUENT
TO
THE
REPORTING DATE
In March 2025,
the Group
has
decided
to change
its’
legal
registration
from the Grand
Duchy
of Luxembourg
to the Russian
Federation
(“redomiciliation”),
subject
to compliance
with the applicable
legal
and regulatory
requirements.
Prior
to finalising
the redomiciliation
procedure,
all
actions
required
by law
to terminate
operations
in Luxembourg
must
be completed.
In the meantime,
the Group
will
continue
to operate
as a Luxembourg-registered
company
until
the redomiciliation
has
been
completed.
The process
of changing
the Group’s
legal
registration
will
not
affect
the business
operations
of its retail
chains
or its subsidiaries.
The Group
will
continue
to meet
all
its obligations
to its partners
and customers
on time
and
in full.
In March 2025,
the Group
placed
unsecured
bonds
on Moscow
exchange
for rate
of 25%
p.a.
and maturing
in March 2035
with an option
for the bondholders
to claim
early
repayment
in June 2026
.
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Glossary
3PL (Third Party Logistics)
–
is a type
of logistics
in which a retailer
uses
outsourcing
services
(3PL
operators)
in managing
its supply
chain
Average Ticket
–
the figure
calculated
by dividing
total
sales,
net
of VAT,
at all
stores
during
the relevant
year
by the number
of tickets
in that
year
Alternative Transients
Programme (ATP)
–
a universal
programme
system
for simulation
of transient
phenomena
of electromagnetic
as well as electromechanical
nature,
which
is used
within
the DA!
discounters
network
Business Intelligence (BI)
–
comprises
the strategies
and technologies
used
by enterprises
for the data
analysis
of business
information.
BI
technologies
provide
historical,
current,
and predictive
views
of business
operations
Content Management System
(CMS)
–
computer
software
used
to manage
the creation
and modification
of digital
content
Corporate Social Responsibility
–
responsible
attitude
in managing
our
impact
on a range
of stakeholders:
customers,
colleagues,
investors,
suppliers,
the community,
and the environment
Customer Relations
Management (CRM)
–
a process
in which a business
or other
organisation
administers
its interactions
with customers,
typically
using
data
analysis
to study
large
amounts
of information
Customer Value Proposition
(CVP)
–
a business
or marketing
statement
that
describes
why a customer
should
buy a product
or use a service
Endpoint Detection
and
Response (EDR)
–
a cybersecurity
technology
that
continually
monitors
an “endpoint”
(e.g.,
mobile,
phone,
laptop,
and Internet-of-things
devices)
to mitigate
malicious
cyber
threats,
which
is used
within
the DA!
discounter
chain
Every Day Low Price (EDLP)
–
a pricing
strategy
promising
consumers a low
price
without
the need
to wait
for sale
price
events
or comparison
shopping
Enterprise Resource Planning
(ERP)
–
a modular
software
system
designed
to integrate
the main
functional
areas
of an organisation’s
business
processes
into a unified
system
Extended Warehouse
Management (SAP EWM)
–
an IT system,
which
is used
to efficiently
manage
inventory
in the warehouse
and
for supporting
processing
of the movement
of goods,
which
is used
in the Company’s’
distribution
centres
Global Depositary Receipt
(GDR)
–
a bank
certificate
issued
in more
than
one
country
for shares
in a foreign
company
Global Food Safety Initiative
(GFSI)
–
a private
organisation
established
and managed
by the international
trade
association
the Consumer
Goods
Forum
under
Belgian
law
in May 2000,
the GFSI
maintains a scheme
to benchmark
food
safety
standards
for manufacturers
as well as farm
assurance
standards
GOST R ISO
–
Russian
Federation
national
standards
for quality
management
correlating
to international
quality
standards
(ISO)
Hazard Analysis and
Critical
Control Points (HACCP)
–
a systematic
preventive
approach
to food
safety
from biological,
chemical,
and physical
hazards
in production
processes
that
can
cause
the finished
product
to be unsafe,
and designs
measurements
to reduce
these
risks
to a safe
level
High-Performance Analytical
Appliance In-Memory Database
(HANA)
–
an in-memory
data
platform
that
is deployable
as an on-premise
appliance,
or in the cloud,
which
is used
in the Company’s
distribution
centres
Human Resource Management
(HRM)
–
the strategic
approach
to nurturing
and supporting
employees
and ensuring a positive
workplace
environment
Like-for-Like Sales (LFL)
–
the method
of comparing
current
year
sales
figures
to prior
year
sales
figures
excluding
the expansion
effect
Network Traffic Analysis (NTA)
–
a method
of monitoring
network
availability
and activity
to identify
anomalies,
including
security
and operational
issues,
which
is used
within
the DA!
discounter
chain
Net Revenue
–
the amount
of a company’s
gross
revenue
plus
all
negative
revenue
items
Pick by
Line (PBL)
–
an effective
method
of picking
orders
used
in logistics
and warehouse
management
based
on the organisation
of stocks
by ordered
product
lines,
often
in accordance
with the sequence
of their
completion
or along
the delivery
route
Planogram
–
a diagram
that
shows
how
and where
specific
retail
products
should
be placed
on retail
shelves
or displays
in order
to increase
customer
purchases
Point of
Sale (POS) platform
–
a system
which
allows
the processing
and recording
of transactions
between a company
and their
consumers,
at the time
in which
goods
and/or services
are purchased
Private Label (PL)
–
a brand
owned
not
by a manufacturer
or producer
but
by a retailer
or supplier,
who
has
its goods
made
by a contract
manufacturer
under
its own
label
Real Disposable Income
–
the post-tax
and benefit
income
available
to households
after
an adjustment
has
been
made
for price
changes
Retail Predictive Application
Server (RPAS)
–
configurable
software
platform
for developing
forecasting
and planning
applications
Selling Space
–
the area
inside
stores
used
to sell
products,
excluding
areas
rented
out
to third
parties,
own-production
areas,
storage
areas
and the space
between
store
entry
and the cash
desk
line
Stock Keeping Unit (SKU)
–
a number
assigned
to a particular
product
to identify
the price,
product
options
and manufacturer
of the merchandise
Stakeholder
–
any individual,
group,
or party
with an interest
in an organisation
and the outcomes
of its actions
Supply Chain Management
(SCP)
–
the process
of anticipating
the demand
for products
and planning
their
materials
and components,
production,
marketing,
distribution
and sale
Traffic
–
the number
of tickets
issued
for the period
under
review
Transport Management System
(TMS)
–
software
for planning
and executing
the physical
movement
of goods
in the supply
chain
Quality Management System
(QMS)
–
a formalised
system
that
documents
processes,
procedures,
and responsibilities
for achieving
quality
policies
and objectives
Warehouse Management
Systems (WMS)
–
a set
of policies
and processes
intended
to organise
the work
of a warehouse
or distribution
centre
and ensure
that
such a facility
can
operate
efficiently
and meet
its objectives
Yard Management System
(YMS)
–
a software
solution
designed
to monitor
the movement
of trailers
in the yard
and dock
of a facility,
distribution
centre,
or warehouse
106
107
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements
Abbreviations
3PL
–
Third
Party
Logistics
ACORT
–
Association
of Retail
Trade
Companies
AIX
–
Astana
International
Exchange
BMS
–
Building
Management
System
bn
–
Billion
C&D
–
Cats
and Dogs
CEO
–
Chief
Executive
Officer
CI
–
Conditions
Improvement
CJSC
–
Closed
Joint
Stock
Company
CRM
–
Customer
Relationship
Management
DC
–
Distribution
Centre
DLP
–
Data
Loss
Prevention
EBITDA
–
Earnings
before
Interest,
Taxes,
Depreciation
and Amortisation
EDLP
–
Every
Day
Low
Price
EDPP
–
Every
Day
Promo
Price
ESG
–
Environmental,
Social,
and Governance
EVP
–
Employee
Value
Proposition
Expert RA
–
Expert
Rating
Agency
F&V
–
Fruits
and Vegetables
FGIS Mercury
–
Federal
State
Information
System
“Mercury”
FMCG
–
Fast-Moving
Consumer
Goods
FY
–
Financial
Year
GDR
–
Global
Depositary
Receipt
GFSI
–
Global
Food
Safety
Initiative
GPS
–
Global Positioning System
HACCP
–
Hazard
Analysis
and Critical
Control
Points
HIPO
–
High-potential
(personnel)
HIPro
–
High-professional
(personnel)
HR
–
Human
Resources
HVAC
–
Heating,
Ventilation
and Air
Conditioning
IFRS
–
International
Financial
Reporting
Standards
IPO
–
Initial
Public
Offering
IR
–
Investor
Relations
ISO
–
International
Organization
for Standardization
IT
–
Information
Technology
JSC
–
Joint
Stock
Company
k
– Thousand
KPI
–
Key
Performance
Indicators
LED
–
Light
Emitting
Diodes
LFL
–
Like-for-Like
Sales
LLC
–
Limited
Liability
Company
LSE
–
London
Stock
Exchange
m
2
–
Square
Metre
mn
–
Million
MOEX
–
Moscow
Exchange
NCR
–
National
Credit
Rating
agency
NGO
–
Non-Governmental
Organisation
OHS
–
Occupational
Health
and Safety
OHSCS
–
Occupational
Health
and Safety
Control
System
OOSt
–
Out
of Stock
p.p.
–
Percentage
Point
PBL
–Pick
by Line
PL
–
Private
Label
Q
–
Quarter
of the Year
QMS
–
Quality
Management
System
RUB
–
Russian
Rouble
SG&A
–
Selling,
General
and Administrative
Expenses
SKU
–
Stock
Keeping
Unit
VAT
–
Value
Added
Tax
VMI
–
Voluntary
Medical
Insurance
WHT
–
Withholding
Tax
WMS
–
Warehouse
Management
System
YMS
–
Yard
Management
System
YoY
–
Year-on-Year
Contacts
CONTACTS FOR
INVESTORS AND
MEDIA
Natalya Belyavskaya
HEAD OF
INVESTOR
RELATIONS
Tel.:
+7
(495)
663-66-77,
ext.
266
Email:
Natalya.Belyavskaya@okmarket.ru
Ekaterina Nayda
HEAD
OF
CORPORATE
Tel.:
+7
(495)
663-66-77,
ext.
458
Email:
Ekaterina.Nayda@okmarket.ru
Marina Shagulina
LUXEMBURG
ADMINISTRATIVE OFFICER
Tel.:
+352
(24)
52-70-84
Email:
Marina.Shagulina@okeygroup.lu
ADDRESSES
23A
Kirovogradskaya,
bld.
1,
Moscow, 117534
4/1
Energetikov
avenue
bld.
1,
Saint-Petersburg, 195112
25C
Boulevard
Royal,
L-2449
Luxembourg,
Luxembourg
okeygroup.lu
DEPOSITARY
RCS Trust and Corporate
Services Ltd.
55/22,
Mangilik
El,
Astana,
Kazakhstan,
Z05T3F6
rcsgroup.com
AUDITOR
Moore Audit S.A.
Luxembourg 3378
Livange,
5 rue
de
Turi
Tel.:
+352 26 26 84 1
moore-global.com
108
109
Annual Report
2024
Overview
Strategic Report
Operational Review
Financial Review
Corporate
Governance
Financial Statements