"Companies"

"Armada"

"News"

The “subsidiary” of the IT holding “Armada” has given rise to a new criminal case

"Armada" grew by 20%

“If Armada’s development continues at a similar pace in 2013, the company will grow faster than the market, while maintaining a high level of profitability,” said Alexey Kuzovkin, Chairman of the Board of Directors of Armada.
link: http://biz.cnews.ru/news/top/index.shtml?2013/04/15/525822

How Alexey Kuzovkin, close to Minister Shchegolev, became “a key supplier of IT solutions for government agencies”

However, most industry experts are in no hurry to agree with such loud conclusions. Along with Lanit structures, partners of the second official Apple distributor, Marvel, are also participating in the competitions, they say. Therefore, some IT market participants immediately called the CNews investigation a consequence of a conflict of business interests: as our source in one of the leading IT companies, who wished to remain anonymous, suggested, this could be “another attack by Kuzovkin on Gens.”
link: http://www.compromat.ru/page_ 29358.htm

Alexey Kuzovkin was elected Chairman of the Board of Directors of ARMADA

The board of directors of ARMADA elected Alexey Kuzovkin as its chairman, the company reports.
link: http://www.finam.ru/analysis/newsitem5D9DD/default.asp

"Armada" will raise more than 1.25 billion rubles during its placement on the stock exchange

The Armada company announced an additional issue, during which up to 2.4 million ordinary shares will be issued to the stock exchange. In addition, 600 thousand shares will be sold by the chairman of the board of directors of Armada, Alexey Kuzovkin, and Arsenal Advisor BVI. In total, the company can raise more than 1.25 billion rubles. The funds will be used to purchase Russian software companies.
link: http://www.rbcdaily.ru/media/ 562949980015311

Armada's revenue in 2012 grew almost 3 times faster than the IT market

“From the point of view of organic development, this was a good year for Armada,” said Alexey Kuzovkin, Chairman of the Board of Directors of Armada. - Revenue growth in the fourth quarter was 22% and was the strongest of the year. In general, revenue in 2012 grew almost 3 times faster than the IT market, while profitability remained high. In 2013, growth will continue at the pace of 2012 - the company will try to grow faster than the market while maintaining a high level of profitability.”
link: http://biz.cnews.ru/news/2013/02/20

Armada will sell shares worth $40 million

OJSC Armada (formerly RBC Soft) is going to place an additional stake worth $40 million on the MICEX. 80% of the stake will be new shares, 20% will be sold by the current shareholders - Chairman of the Board of Directors of Armada Alexey Kuzovkin and Arsenal Advisor BVI .
link: http://marker.ru/news/4275

OJSC Armada announces that its global offering price has been set at $13 per ordinary share

Alexey Kuzovkin and Arsenal Advisor Ltd. have decided not to sell any shares of common stock in the Offering.
link: http://quote.rbc.ru/shares/ipo/news/2011/04/14/33389989. html

Alexey Kuzovkin bought another 8.4% stake in Armada OJSC

Alexey Kuzovkin, General Director of Armada OJSC, increased his stake in the company’s authorized capital by 8.4% of shares, buying them from its three main shareholders: German Kaplun, Alexander Morgulchik and Dmitry Belik, writes Finam. As a result of the sale, the share of Armada's three main shareholders was 35.4%, the CEO owns 8.7%, another 5.4% belongs to the company itself, and the remaining 50.5% of the shares are in free float. Since the founding of the Armada group of companies in 2007, Alexey Kuzovkin has been the General Director of Armada OJSC.
link: http://www.maonline.ru/mna/ 9501-.html

"Armada" sums up the results of 2012 according to IFRS

“Armada’s revenue growth was 20%, EBITDA margin was 10.8%, operating cash flow increased by 35%. Long-term contracts for support services for previously developed IT solutions became a significant new area of ​​Armada's business. In 2013, the development of Armada will continue at a similar pace - the company will grow faster than the market, while maintaining a high level of profitability,” said Alexey Kuzovkin, Chairman of the Board of Directors of Armada OJSC.
link: http://www.mskit.ru/news/n141252/

Armada is preparing a pleasant surprise for investors

Chairman of the Board of Directors of Armada Alexey Kuzovkin said that the company is trading at record low multiples and the board of directors will monitor the situation with its shares. Based on the results of the 1st quarter, depending on the market situation, the Board of Directors will consider the issue of a buyback. Thus, a decision on it may be made in the next two to three months.
link: http://investcafe.ru/blogs/bestaten/posts/25717

The Center for Speech Technologies and Armada launch an innovative voice navigation service on the Internet

The Armada company, being a leading developer of Internet solutions, supported this innovative development and took part in the creation of the Internet part of the solution. “We plan to use this solution in our existing and new projects, as well as commercially license this product for corporate customers,” said Chairman of the Board of Directors, Alexey Kuzovkin, about the plans of the Armada company.
link: http://www.speechpro.ru/media/ news/2010-06-02

Putin's cousin heads another dubious bank

The chairman of the board of directors of the IT company Armada, Alexey Kuzovkin, became the director of the bank. The new team’s goal is “the active development of the bank in many areas, including abroad,” says Kuzovkin. Promsberbank and Putin could not be reached for comment.
link: http://rospres.com/hearsay/ 11317/

Alexey Kuzovkin took part in a meeting of the Presidential Commission on Modernization

Chairman of the Board of Directors of OJSC ARMADA (MICEX, RTS: ARMD) Alexey Kuzovkin took part in a meeting of the Commission on Modernization and Technological Development of the Russian Economy chaired by the President of the Russian Federation, Dmitry Medvedev.
link: http://www.armd.ru/ru/press_ center/press_releases/2010_ press/index.php?id_4=101590

Alexey Kuzovkin: Now is a great time to form a “super team”

Even in an economic downturn, an IT company in Russia is able to maintain the results of a successful 2008. Having demonstrated the possibilities of rapid expansion in the IT services and software markets, Armada Group of Companies is mastering the skills of optimization and development in an unfavorable market environment. Alexey Kuzovkin, General Director of Armada, spoke in an interview with CNews about how to use the moment to form a “super team”.
link: http://www.cnews.ru/reviews/? 2009/04/16/344523

Armada acquired a 55% stake in Soyuzinform CJSC

In September, it became known that the first asset in which the funds received by Armada were invested during the initial public offering of additional shares was the Soyuzinform company, which has been working in the field of IT outsourcing since 1996. Armada acquired 55% of the shares of CJSC Soyuzinform". According to the General Director of Armada OJSC Alexey Kuzovkin, the cost of this transaction amounted to $12.3 million. An option agreement was concluded with respect to the remaining 45% stake in Soyuzinform CJSC with their owners (top managers of the company). As part of this agreement, the remaining shares of Soyuzinform can be gradually exchanged for shares of Armada, subject to Soyuzinform's plan to grow revenue while maintaining a constant rate of profitability over the next few years.
link:

Case No. A40-120700/14
Moscow city
August 12, 2015
The operative part of the resolution was announced on August 5, 2015

Arbitration Court of the Moscow District

consisting of:

presiding judge Atalikova Z.A.

judges Denisova N.D., Petrova E.A.,

when participating in the meeting:

from the plaintiff: Kuzovkin Alexey Viktorovich - did not appear, notified

from the defendant: Open Joint Stock Company "Armada" - Lugovsky P.V. by power of attorney dated September 09, 2014

from third parties: 1. Arsenal Advisor LTD - Konstantinov A.A. by power of attorney dated September 23, 2014, Bayramkulov A.K. by power of attorney dated August 27, 2014

2. Closed Joint Stock Company "Irkol" - Zheleznyakova T.F. by power of attorney dated June 1, 2015 No. 1/010615

having considered on August 05, 2015 at a court hearing the cassation appeal of Alexey Viktorovich Kuzovkin (plaintiff)

Arbitration Court of Moscow

accepted by judge Kochetkov A.A.

Ninth Arbitration Court of Appeal,

accepted by judges Eloev A.M., Pirozhkov D.V., Kylova A.N.

according to the claim of Alexey Viktorovich Kuzovkin

to the Open Joint Stock Company "Armada",

third parties: 1. Arsenal Advisor LTD, 2. Closed Joint Stock Company Irkol

on invalidation of the decision of the general meeting of shareholders

INSTALLED:

Alexey Viktorovich Kuzovkin (hereinafter referred to as Kuzovkin A.V., plaintiff) filed a claim with the Arbitration Court of Moscow against the Open Joint Stock Company "Armada" (hereinafter referred to as OJSC "Armada", defendant) to invalidate the decisions of the extraordinary general meeting of shareholders of OJSC " Armada" dated July 21, 2014.

By rulings of the Moscow Arbitration Court dated September 17, 2014, October 21, 2014, the Arsenal Advisor LTD Company and the Irkol Closed Joint Stock Company were involved in the case as third parties not making independent claims regarding the subject of the dispute.

By the decision of the Moscow Arbitration Court dated December 5, 2014, left unchanged by the Resolution of the Ninth Arbitration Court of Appeal dated March 18, 2015, the claims were denied.

Having disagreed with the judicial acts adopted in the case, Kuzovkin A.V. filed a cassation appeal, in which he asks to cancel the decision and order of the court of appeal, to send the case for a new trial to the Arbitration Court of the city of Moscow. The applicant refers to the court's violation of the norms of procedural and substantive law, to the discrepancy between the court's conclusions and the factual circumstances of the case and the evidence presented in the case.

In support of the cassation appeal, the applicant indicated that the courts did not apply the norms of paragraph 1 of Art. Federal Law of December 26, 1995 No. 208-FZ “On Joint-Stock Companies” (hereinafter referred to as the Federal Law “On Joint-Stock Companies”); The conclusions of the courts that the plaintiff did not have the status of a shareholder of the company at the time of filing the claim do not correspond to reality. The applicant also refers to the courts’ violation of the rules for assessing written evidence.

Duly notified of the place and time of the trial Kuzovkin A.V. they did not ensure the appearance of their representatives in the cassation court, which, by virtue of Part 3 of Article of the Arbitration Procedural Code of the Russian Federation, is not an obstacle to considering the case in the absence of representatives of these persons.

In accordance with paragraph 2 of part 1 of the article of the Arbitration Procedural Code of the Russian Federation, information on the consideration of this cassation appeal is posted on the public websites of the Arbitration Court of the Moscow District http://www.fasmo.arbitr.ru and http://kad.arbitr.ru on the Internet "Internet".

Representatives of the defendant OJSC "Armada", third parties CJSC "Irkol", the Company "Arsenal Advisor LTD" objected to the satisfaction of the cassation appeal based on the arguments of the responses to the cassation appeal, and consider the appealed decision and resolution to be legal and justified.

Having discussed the arguments of the cassation appeal, studied the case materials, heard the explanations of the representatives of the parties, checked in accordance with the article of the Arbitration Procedural Code of the Russian Federation the correctness of the application by the courts of the first and appellate instances of the rules of substantive and procedural law, as well as the compliance of the conclusions in these judicial acts with the factual circumstances established in the case and Based on the evidence available in the case, the cassation court does not find grounds to cancel judicial acts based on the following.

As established by the courts of first and appellate instances and as follows from the case materials, at the time of the contested meeting the plaintiff owned 1,136,457 shares of Armada OJSC, which is 7.89% of the authorized capital of the company, which is also confirmed by an account statement attached to the case materials depot

According to the decision of the Moscow Arbitration Court dated April 17, 2014 in case No. A40-26041/14, which entered into legal force, the Arsenal Advisor LTD Company was entrusted with the responsibility for convening, preparing and holding an extraordinary general meeting of shareholders of the company, with the following agenda days:

1. Early termination of powers of members of the Board of Directors of the Company;

2. Election of members of the Board of Directors of the Company;

3. Early termination of powers of members of the Company's Audit Commission;

4. Election of members of the Company's audit commission;

5. Approval of the Company's auditor

On July 21, 2014, an extraordinary general meeting of shareholders of Armada OJSC was held, at which the following decisions were made on the agenda:

1. Early termination of powers of members of the Board of Directors of JSC AR-MADA.

2. Election of members of the board of directors of JSC Armada.

3. Early termination of powers of members of the audit commission of JSC ARMADA.

4. Election of members of the Audit Commission of JSC ARMADA.

5. Approval of the auditor of JSC ARMADA.

Having indicated that the meeting was held in violation of Art. Art. , Federal Law “On Joint-Stock Companies” in the form of failure to send voting ballots, without specifying the location of the meeting (hall, floor), as well as due to the plaintiff’s failure to familiarize himself with the materials of the meeting, Kuzovkin A.V. filed this claim in court.

When refusing to satisfy the claims, the courts of the first and appellate instances were guided by the provisions of paragraph 7 of Art. , paragraph 3 of Art. , paragraph 2 of Art. , Federal Law “On Joint-Stock Companies”, as well as guided by the provisions of the charter of the company OJSC “Armada”, the provisions of the Order of the Federal Financial Markets Service of Russia dated February 2, 2012 No. 12-6/pz-n “On approval of the Regulations on additional requirements for the procedure for preparing, convening and conducting a general meeting of shareholders” came to the conclusion that the ballots for voting at the meeting were timely sent and delivered to the plaintiff’s address, but he did not take any measures to receive them.

At the same time, the courts have indicated that the Federal Law “On Joint-Stock Companies” does not provide for the obligation of a joint-stock company to make sure that the shareholder has received the voting ballot sent to him.

The cassation court announces the conclusions of the courts of first and appellate instances due to the following.

In accordance with paragraph 7 of Article of the Federal Law “On Joint-Stock Companies”, a shareholder has the right to appeal to the court a decision made by the general meeting of shareholders in violation of the requirements of this Law, other legal acts of the Russian Federation, the company’s charter, if he did not take part in the general meeting of shareholders or voted against such a decision and this decision violated his rights and legitimate interests. The court has the right, taking into account all the circumstances of the case, to uphold the appealed decision if the vote of this shareholder could not influence the voting results, the violations committed are not significant and the decision did not cause losses to this shareholder.

The procedure for applying this rule of law is explained in paragraph 24 of the Resolution of the Plenum of the Supreme Arbitration Court of the Russian Federation dated November 18, 2003 No. 19 “On some issues of application of the Federal Law “On Joint-Stock Companies”, according to which, when considering claims to invalidate a decision of the general meeting of shareholders, one should take into account, that violations of the Law that may serve as a basis for satisfying such claims include: untimely notification (failure to notify) the shareholder of the date of the general meeting (clause 1 of Article 52 of the Law); failure to provide the shareholder with the opportunity to familiarize themselves with the necessary information (materials) on issues included in the agenda of the meeting (clause 3 of Article 52 of the Law); untimely provision of voting ballots (clause 2 of Article 60 of the Law), etc. The claim to invalidate the decision of the general meeting is subject to satisfaction if the violations of the requirements of the law, other legal acts or the company’s charter infringe on the rights and legitimate interests of the shareholder who voted against this decision or did not participating in the general meeting of shareholders. In this case, the court has the right, taking into account all the circumstances of the case, to uphold the appealed decision if the vote of the shareholder could not influence the voting results, the violations committed are not significant and the decision did not cause losses to the shareholder (clause 7 of Article 49 of the Law). To reject a claim to invalidate a decision of a general meeting on the specified grounds, the totality of the listed circumstances is necessary.

Consequently, when considering claims to invalidate the decisions of the general meeting of shareholders, the court should establish whether the plaintiff is a person who has the right to appeal the decisions of the general meeting, that is, a shareholder of the company; whether there was a violation of the law; whether the violations are material and whether such violations caused losses to the shareholder; the fact of shareholder participation in the general meeting and voting, as well as the opportunity to influence the voting results.

The courts of first and appellate instances, having examined and assessed all the evidence presented in the aggregate, taking into account the provisions of Art. Arbitration Procedural Code of the Russian Federation, came to the rightful conclusion that there were no legal grounds for satisfying the claims due to the lack of evidence that the decisions made caused losses to the plaintiff, and also because the plaintiff’s vote could not influence the voting results.

In addition, the courts also established that the applicant on the date of filing the claim and during the consideration of the case was not a shareholder of the company. The courts' conclusions are based on the lack of proof of this circumstance.

The arguments of the cassation appeal, refuting these conclusions, indicating confirmation of this circumstance by the list of affiliated persons as of December 31, 2014, are rejected by the judicial panel.

The rights of owners of issue-grade securities of a non-documentary form of issue are certified by entries on personal accounts in the register maintenance system or, in the case of recording rights to securities in a depository, by entries on securities accounts in depositories (paragraph two of Article of the Federal Law “On the Securities Market”)

Within the meaning of this norm, confirmation of the status of a shareholder is an extract from the register of shareholders or an extract from a securities account (clause 13 of the Information Letter of the Presidium of the Supreme Arbitration Court of the Russian Federation dated January 18 No. 144 “On some issues of the practice of arbitration courts considering disputes regarding the provision of information to participants in business companies”).

By virtue of the article of the Federal Law “On Joint-Stock Companies”, the register of shareholders of the company contains information about each registered person, the number and categories (types) of shares recorded in the name of each registered person, and other information provided for by the legal acts of the Russian Federation.

The rights of shareholders are confirmed by an extract from the register of shareholders, which is issued to the shareholder by the company itself (if the company itself maintains the register) or by the registrar (if the register is maintained by a professional participant in the securities market).

Thus, in the absence of an extract from the register of shareholders confirming the right of the corresponding person to shares on the date indicated in the extract, the list of affiliated persons of the company cannot be evidence confirming the plaintiff’s status as a shareholder of the company.

An analysis of the case materials indicates that the conclusions of the courts correspond to the factual circumstances and evidence available in the case, are based on a correct systematic assessment of the rules of substantive law to be applied, and comply with the rules of evidence and evaluation of evidence (part 1 of the article, parts 1 - 5 of the article of the Arbitration Procedural Code Russian Federation).

Essentially, the applicant's arguments do not concern violations of the law by the courts, but express his disagreement with the courts' assessment of the factual circumstances established on the basis of the evidence available in the case file.

The arguments of the cassation appeal do not refute the conclusions of the courts, do not correspond to the materials of the case, and are essentially aimed at re-evaluating the evidence that the courts assessed in compliance with the norms of Chapter 7 of the Code. Meanwhile, the limits of consideration of the case in the arbitration court of cassation are established by the provisions of Article 286 of the Code. In accordance with part 3 of this article, when considering a case, the arbitration court of cassation checks whether the conclusions of the arbitration court of the first and appellate instances on the application of the rule of law correspond to the circumstances established by them in the case and the evidence available in the case. Thus, the arbitration court of cassation is not vested with the authority to evaluate (re-evaluate) and study the factual circumstances of the case identified during its consideration on the merits.

Guided by the articles of the Arbitration Procedural Code of the Russian Federation, the court

Biography

Kuzovkin Alexey Viktorovich, born October 26, 1975. Higher technical education. Moscow Energy Institute (PhD in Economics), MBA program at the Russian Academy of Public Administration.

1993-2007: RBC

• 1993 - 2000 - Head of the technical department of CJSC RosBusinessConsulting Ltd. He has worked for the RBC group since its founding in 1993.
• 2000 - 2001 - Vice President for Information Technologies at RBC Information Technologies.
• Since 2001, he has been the General Director of RBC SOFT.

2007-2014: Head of the Armada group of companies

• From 2007 to 2009 was the General Director of OJSC Armada.
• In 2009, he headed the company's board of directors.

• In July 2014, Alexey Kuzovkin left Armada Group of Companies. The corporate conflict at Armada has lasted since the beginning of 2014. Dissatisfied with the decline in the company's financial performance, Armada's minority shareholders wanted to change the board of directors and tried to convene an extraordinary meeting of shareholders, but encountered resistance from management and turned to the Moscow Arbitration Court for support. On January 30, 2014, Arsenal Advisor sent a request to the general director of the holding to convene an extraordinary general meeting of shareholders, but it was ignored, it follows from the case materials. On April 17, 2014, the court ordered management to hold a meeting, the convening and preparation of which was entrusted to Arsenal Advisor.

Based on the results of the meeting convened by the minority shareholders, Alexey Kuzovkin, who previously headed the board of directors of Armada, was elected as members of the board of directors of Armada, as well as German Kaplun, Alexander Morgulchik, Artemy Inyutin, Dmitry Samsonov, Dmitry Kirpichenko and Konstantin Nadenenko. However, Kuzovkin decided not to join the new board of directors and leave the company, the holding said in a statement. It follows from it that Kuzovkin doubts the legitimacy of the meeting of minority shareholders - in his opinion, it was accompanied by violations of the law. He refused to tell Vedomosti what exactly the violations were, but promised to appeal them in court. Kuzovkin added that he doubts the competence of the new people on the board of directors and their ability to develop the company.

Alexey Kuzovkin also noted that he considers the decision to change the board of directors unfounded and inappropriate - and gave a number of arguments.

Since Armada's IPO in 2007, the company's revenue growth every year has exceeded the growth rate of the Russian IT market, and in 2014 Armada entered the Top 20 largest IT companies in Russia according to RA Expert and Top 10 software developers. Armada's customers included more than 1,200 organizations, including 75 companies from the Top 100 of the Russian economy.

Armada grew organically and through acquisitions. Over the years, the group of companies included PM Expert (No. 1 company in Russia for project management), Helios IT (included in the Top 3 CNews rating for IT infrastructure management), PMT/MEDIALOG (No. 1 in the CNews rating for software development for healthcare).

According to preliminary data, more than 3.6 billion rubles have already been contracted for 2014. Against the backdrop of a rapidly declining IT market, in 2013 Armada began a program to optimize the number of personnel, which should have a positive impact on the company’s profitability in 2014.

Since the IPO, the majority on the board of directors of Armada has been the founders of the companies included in the group.

“Over these years, our team has built a stable, growing company. The board of directors has always been open to discussing any issues with the company’s shareholders and in its decisions took into account one of the main issues of recent shareholders - dividends and share repurchase,” said Alexey Kuzovkin. “This board of directors had all the necessary competence for the effective management of the company and responsibility for the implementation of its development program, however, the shareholders who took part in the voting did not express any critical remarks about the management, nor proposed an alternative development program for the company.”

The extraordinary meeting on July 21 was initiated by RBC co-founder German Kaplun. As a result of the meeting, the majority on the new board of directors was given to candidates who had no previous connection to the management of Armada. These are German Kaplun (co-founder of RBC), Alexander Morgulchik (co-founder of RBC), Artem Inyutin (ex-director of RBC) and Dmitry Kirpichenko (ex-director of the Maxwell-Capital fund affiliated with RBC, which was subsequently deprived of a license by the Central Bank of the Russian Federation).

“I do not consider these persons on the board of directors to be competent enough and capable of developing the company in the long term. The new board of directors has not yet proposed an action plan, but the market is well aware of the tactics of their actions in relation to RBC minority shareholders during the period of its fall,” continued Alexey Kuzovkin.

“In addition, it should be noted the circumstances that preceded the initiative to change the board of directors. Since the end of 2013, from a limited circle of investors related to German Kaplun, I have received uncontested offers to buy out their share (more than 30% of the company) at a price significantly higher than the market value, by raising borrowed funds. The refusal of this proposal was the only reason for the subsequent events.” “Based on all the above circumstances, I do not consider it possible for myself to stay and work in the company,” summed up Alexey Kuzovkin.

In August 2014, Alexey Kuzovkin told the Vedomosti newspaper that he had completely sold his stake in the Armada company on the open market.

Head of the Department of Graphics
design and information
technologies in industrial design"

Voronezh State
Technical University

Russia, Voronezh

[email protected]

AutoCAD, Autodesk Inventor Professional, AutoCAD Mechanical, Autodesk Inventor Publisher

Kuzovkin Alexey Viktorovich– Doctor of Technical Sciences, Professor, Head of the Department of Graphics, Design and Information Technologies in Industrial Design, Voronezh State Technical University. Having graduated with honors from the Voronezh Polytechnic Institute (VPI) with a degree in Robotic Systems and Complexes, he decided to continue his education in graduate school at the Department of Mechanical Engineering Technology. He worked his way up from an engineer in the department to a professor, and in 2000 he headed the department of “Descriptive Geometry and Mechanical Engineering Drawing,” later renamed the department of Graphics, Design and Information Technologies in Industrial Design, which provides training for engineering personnel in graphic and design disciplines for students of the Voronezh State Technical University university. Since 2011, the department has been training bachelors in the field of Information Technologies in Industrial Design. The first graduation of specialists will be carried out in June 2015 in the amount of 15 people. Area of ​​scientific interests is the use of information systems for modeling and implementation of non-traditional technological processes in production.

Under the leadership of Alexey Viktorovich, candidate dissertations have been defended and are being prepared for defense, which are based on the principle of using digital prototypes for the needs of machine-building and instrument-making enterprises. In his scientific and educational developments, much attention is paid to the process of applying the latest principles of modeling and implementing technological processes to create technical products based on information technology, including the use of Autodesk software.

On his initiative, VSTU and Autodesk entered into an agreement on a strategic partnership in the field of educational programs; he organized and coordinates the work of the Autodesk Educational Center at the Voronezh State Technical University, which provides training and retraining for employees, graduate students and students of VSTU and representatives of enterprises of the Central Black Earth region.

Alexey Viktorovich’s teaching activities are also related to the use of Autodesk products. In particular, he teaches courses in “Engineering and Computer Graphics”, “Scientific Foundations of Geometry and Graphics”, “Information Technologies in Industrial Design”, “Design of Industrial Products and Structures”, “Manufacturability of Structures”, “Finite Element Analysis Systems”, “ CAD of technological processes" and others, which use AutoCAD, Autodesk Inventor, AutoCAD Mechanical, Inventor HSM Express. Materials for conducting lectures and laboratory practical classes have been developed for these disciplines. The quality of student training is evidenced by the fact that for more than 10 years, VSTU students have been winners and prize-winners of the Annual Regional Olympiad in Graphic Sciences in the areas of 3D modeling and computer graphics. Under the direct supervision of Alexey Viktorovich, students of the “Information Technologies in Industrial Design” profile took prizes in international youth competitions held by Autodesk “Shape the Future” in the 2012 and 2013 academic years.

The experience of using Autodesk products in the educational process of Voronezh State Technical University is summarized and illustrated by reports that Alexey Viktorovich presented at the Autodesk University Russia International Forums in 2012 - 2014.

For fruitful cooperation and promising plans for the development of joint work in the field of using Autodesk software in the educational process and scientific work, in 2014, Voronezh State Technical University received the status of a strategic partner of Autodesk in the development and implementation of programs for the development of vocational education.

The situation around« Armadas» continued to change after the release of the paper version of the December issue of Forbes. Events that occurred after the article went to press are indicated in square brackets.

On Monday, July 21, 2014, a diverse crowd began flocking to the Marriott: lawyers, fund managers, retirees. The extraordinary meeting of shareholders of the IT company Armada, whose securities are traded on the Moscow Exchange, was the culmination of a conflict between two groups of co-owners - the founders of the company and its top managers. The day before, the leader of the first group, German Kaplun, personally called all major shareholders, inviting them to the meeting. His opponent, Chairman of the Board of Directors Alexei Kuzovkin, ignored the invitation to the event. The meeting elected six candidates proposed by Kaplun and Kuzovkin to the board of directors. “Only 1% voted for him,” says a satisfied Kaplun.

Victory? As if it were not so - just a month later, the company’s shares fell by 40%, other companies began to win tenders from large regular clients, and the new general director was never able to begin managing the company. What caused the corporate conflict and how did it affect Armada’s business?

Invincible armada"

“Armada” grew out of the structure of the RBC media holding, which was responsible for supporting information systems and IT services. “A customer just came to us and asked us to make a website for him,” recalls German Kaplun, co-founder of RBC. For a long time, work for third-party customers was carried out under the RBC brand, investments in this business amounted to about $20 million. In April 2007, it was decided to gather into a group all the IT assets of the holding - software developer RBC-Soft and system integrator Helios IT- Solutions, for this purpose at the beginning of the year they bought a ready-made legal entity - “Armada”. That’s how the entire holding was named. “The idea was to offer customers a comprehensive set of services,” explains Kaplun. This approach has produced results.

In July 2007, Armada, one of the first Russian IT companies, held an IPO, investors valued it at $180 million. Several large IT companies, for example IBS, were preparing for listing on the stock exchange, but Armada, formed a few months earlier, beat them . “The giants were angry with us then,” recalls the then head of the company, Alexey Kuzovkin. In the same year, Armada earned 1.2 billion rubles from government contracts, which amounted to 45% of its revenue.

Thanks to large orders, Armada quickly became one of the leading players in the IT market.

She created a portal for public services in Moscow, developed electronic trading systems for Mechelu and Amurmetal, served the Ministry of Internal Affairs, the Ministry of Foreign Affairs and a dozen other ministries and federal departments. Why did customers prefer it to more famous companies? “They made us mobile applications for the retail chains Perekrestok and Karusel. A very customer-oriented company,” says Vladimir Rusanov, head of public relations at X5 Retail Group. “We also earned our reputation by taking on the most complex orders. The Rosstat office is five minutes away from us. This is how they calculate the country’s GDP using our system,” says Andrei Voznyak, who has been working at Armada since its founding, while sitting in a restaurant on Chistye Prudy. He recalls that when the company offered its services to the department, Rosstat IT specialists were skeptical about the offer. “You are not the first with us, but no one has yet managed to automate this system for industrial operation,” Wozniak describes the reaction of customers.

Competitors have a different version of the company's rapid growth. “They stimulated customers and were very aggressive,” says the CEO of one software company. The competition in the educational project, Forbes’ interlocutor recalls, for him personally ended with a call to the office of First Deputy Prime Minister Arkady Dvorkovich, who oversees the industry. The top manager of another competing company also indicates that the company has serious administrative resources. “It’s impossible to come into a complex custom development project off the street without knowing the client. A disloyal customer may simply not accept the job,” explains Forbes’ source.

Other IT companies failed to reach an agreement with Armada on the division of spheres of influence. “They could promise to give you victory in the tender in exchange for another, but then just as easily take back their word,” says Forbes’ source.

During the crisis year of 2009, revenue fell to 3.1 billion rubles, but already in 2012, Armada achieved record sales of 5.5 billion rubles.

Not boys, but men

All this time, the founders of RBC German Kaplun, Alexander Morgulchik and Artemy Inyutin, between whom the shares of the IT company were distributed in proportion to their shares in the media holding, did not interfere with the activities of Armada. Top managers were well motivated - Alexey Kuzovkin, who previously headed the IT department at RBC, was given 7% in the Armada group. “Basically, we gave him a certain amount of shares,” says Kaplun. Kuzovkin notes that he was initially promised 10%, and he often recalls the remaining 3% to the founders.

But the conflict between Kuzovkin and Kaplun arose much later. After selling a stake in the media holding to Mikhail Prokhorov, Kaplun and his partners were engaged in venture investments through their own fund TMT Investments (in November 2013, they finally parted ways with RBC shares). Shareholders showed interest in Armada, as Alexey Kuzovkin recalls, in the summer of 2013. Kaplun, in his words, demanded “that they be allowed to manage the finances of the company, which at that time was developing very actively.” After Kuzovkin’s refusal, Kaplun criticized the actions of management, expressed dissatisfaction with the low price of shares (in the first half of 2013 they fell by almost 40%) and shared plans to increase the capitalization of Armada by, for example, purchasing a stake in the TMT Investments fund.

“Kaplun thinks that I’m still that 16-year-old boy who applied for a job with them. But I'm almost forty. And I don’t want to play by their rules,” explains Kuzovkin.

German Kaplun, in an interview with Forbes, describes in detail the complaints against managers. Profit in 2012 fell by 16%, to 410 million rubles (in 2013 the situation worsened - profit fell 6.6 times to 11 million rubles with revenue of 5 billion rubles). “Their logic is obvious: managers were trying to reduce the value of the company,” says Kaplun. According to him, after the SPO in 2011, during which shares of an additional issue were sold, and due to retained earnings, enough funds accumulated in the accounts of Armada to buy back shares that had fallen in price, which would provide Kuzovkin with greater control over the company. Kuzovkin himself explains the decrease in profits by the fall of the market, increased costs for personnel and services of general contractors, increased costs for payment of bank guarantees and depreciation of intangible assets.

In response to Kaplun’s claims, he made him an offer to buy out the founders’ shares at the market price - about 500 million rubles. He admits that he played all-in and hoped that they would not accept him - he did not really understand where to get the money. According to him, Kaplun and his partners agreed to the offer, but set the price three times higher than the market price. According to Kaplun, Kuzovkin offered a price below the market, and the founders were ready to sell at twice the market price. “I explained to him that we don’t want to sell, he’s forcing us, which means the price will be higher,” says Kaplun. The situation is suspended.

A corporate war began with all the standard steps. The Arsenal Advisor company, through which Kaplun and his partners own shares in Armada, in January 2014 demanded that an extraordinary meeting of shareholders be convened to re-elect the board of directors. The current council, which in addition to Kuzovkin included the directors of the subsidiaries, refused to convene an extraordinary meeting. “For completely far-fetched reasons! - Kaplun is indignant. “To the point that they don’t know who we are.” Kuzovkin explains that the documents were executed incorrectly: not all papers were translated into Russian, were not certified by a notary, and it was not documented to prove that Kaplun is the general director of Arsenal. “It was possible to correct the documents, but for some reason they went to court,” he says.

In April, the court nevertheless decided in favor of Arsenal to hold an extraordinary meeting. In June, Kuzovkin tried to enlist the support of minority shareholders by proposing to use up to 30% of profits to pay dividends. But the meeting nevertheless elected a new board of directors. It included German Kaplun and his partners Alexander Morgulchik and Artem Inyutin, a representative of the Leader Management Company, which controls the share of the Rosinfokominvest fund controlled by the Ministry of Telecom and Mass Communications, Konstantin Nadenenko, two managers loyal to Kaplun, as well as Alexey Kuzovkin.

The first thing the new board did was to select a new CEO - former CFO of X5 Retail Group Vitaly Podolsky. However, he has not yet begun his duties. Before the shareholders meeting, Kuzovkin managed to fire general director Igor Gorbatov for absenteeism, appointing him general director of subsidiaries. Instead of Gorbatov, Andrei Voznyak was appointed general director, but they did not have time to make an entry in the Unified State Register of Legal Entities. Gorbatov appealed the dismissal in court, the case is still being considered, and any actions to change management are not yet possible.

All these circumstances did not in the least bother the A1 company, owned by Alfa Group, which in August 2014 bought a 6.9% stake in Armada on the market.

“Conflict situations are our specialty. This is exactly the case,” Andrey Polyakovsky, vice president of A1, explains his interest in the deal.

Vitaly Podolsky in an interview with Forbes says that he heard about A1’s plans to enter the company in early August (before the deal), this was one of the arguments in favor of accepting the offer to take the post of general director. “I still did not expect that there would be such a massive withdrawal of assets and resistance from managers who, in conjunction with government agencies, built multi-level echelons of blocking,” admits Podolsky. “A1 is now actively working to remove all barriers.”

“They came to us, consulted, found out the details of the conflict,” Kaplun says about A1. Before the deal, Alpha representatives tried to meet with as many shareholders as possible, not just the owners of Arsenal. “Nobody asked us to join this asset, this is our initiative,” says Polyakovsky. The asset was inexpensive - approximately 70 million rubles. [At the end of November, A1 agreed to cooperate with other Armada shareholders, who collectively own 28% of the company. The investment company will represent their interests in matters of shareholder control and corporate governance, as well as in the courts.]

The Emptiness of Kuzovkina

Disassembled furniture, garbage on the floor, chairs piled in the corner of the room - this is what Kaplun and Morgulchik saw during a visit to the Armada head office in early August. The staff were absent. Morgulchik immediately filed an application with law enforcement agencies, but he was refused to initiate a case - only the general director could file a claim. On August 15, a note appeared in the Vedomosti newspaper, which described in detail the state of the office and the corporate conflict. On the same day, Armada shares fell by 40% while the MICEX index grew by 0.72% (since January 2014 they fell by 60%, to 62 rubles). That's when A1 started buying papers. Alexey Kuzovkin immediately gave the go-ahead to his broker to sell his stake at any price. He completely got rid of the shares after the price fell.

The scandal over the empty office seems overblown to representatives of the previous management. Wozniak smiles: “Nobody stole anything, it’s easy to check from the reports.” According to him, the company’s office lease was expiring, and as part of the cost optimization program adopted in the spring, it was inappropriate to renew it. “We have 600 people working in the offices of our subsidiaries, where all work under client contracts is proceeding as usual,” says Wozniak. He still introduces himself as the general director and continues to publish financial reports and tax audit results on the Armada website.

“It’s like a cover operation,” Kaplun says. “Because of these delays, we are unable to gain control of our subsidiaries.”

In his opinion, funds received for contracts completed in 2014 may be withdrawn from the company at this time. Both Kaplun and A1 representatives readily describe money withdrawal schemes in which the company’s former management is suspected.

What did they think these diagrams looked like? To fulfill part of the orders, Armada attracted subcontractors - the companies Dom dlya PC and TverInformProduct. Since January 2012, about 2.7 billion rubles have been transferred to their accounts. Further orders were transferred to four more companies - “Free Technologies”, “Software Resources”, “Unicomp-M”, “Project Solutions”. As the shareholders assume, through them the money was transferred to offshore companies or cashed out.

There are two Home for PC companies. One is a subsidiary of Armada (it was renamed Armada-Projects), the second, according to SPARK, is owned by a private individual - Tatyana Nadtochiy. It was the second company that acted as a subcontractor of Armada. Forbes was unable to contact Nadtochiy by phone. also owns the companies “IT System Technologies”, “Information Solutions”, “System Technologies” (the CEO of all three is Igor Gorbatov, through them, according to the shareholders, the parent company of “Armada” also withdrew money. Previously, the “subsidiaries” were financed directly). , then since 2012 the money went through these transit companies, but not the entire amount was transferred to the subsidiaries - part of the money was placed on deposits in the bank.

Kuzovkin claims that the scheme was not used to withdraw funds, but to simplify work. “Tatyana Nadtochiy is a co-owner of three companies that are part of the Armada group, their financial indicators are consolidated with the group’s IFRS data,” says Kuzovkin. Now Armada is demanding the return of 172.6 million rubles from transit companies through the court.

Give up the mooring lines

“I’m not a young person, I’m already tired of everything and I want to rest. If you want to find out about the company, then talk to one of the managers,” Galina Ishchun, owner of the Software Product company, hangs up, cutting off the question mid-sentence. It is this company that has recently often won tenders for Armada’s regular clients, and among its employees there are many former subordinates of Kuzovkin. (In October 2014, Alexey Anisimov, who, according to SPARK, is the head of three dozen companies of various specializations, became the nominal owner of the “Software Product” instead of Elena Ishchun.)

Until 2009, the Software Product company was part of the Armada group, then it was alienated. “The company did not generate revenue and only spoiled the reporting. There was no point in keeping it on the balance sheet,” Andrey Voznyak explains the actions of management.

The first time after the alienation, the company did not show itself in any way. But in 2012 it won 14 tenders of state-owned companies (“Armada” - 37), in 2013 - 9 against 33 for “Armada”.

The turning point occurred in April 2014, when the corporate conflict at Armada was in full swing.

During the first quarter, the Armada-Soft and Armada-Center companies were able to conclude eight government contracts, after which they practically did not participate in tenders. “Software Product,” on the contrary, began to actively compete for large orders.

The amount of contracts awarded by November was 356 million rubles, which is one and a half times more than for the entire 2013. Among its largest customers are the Ministry of Communications, the Moscow Department of Information Technologies (DIT), and the Moscow Department of Transport. “DIT has an annual IT budget of more than 7 billion rubles; Software Product now accounts for about 10-15%,” says a Forbes source close to Armada shareholders. “The Fund and A1 will work together to correct the situation in the company,” says Igor Kozlov, a member of the board of directors of the Rosinfokominvest fund and adviser to the Minister of Communications. “But the Ministry of Telecom and Mass Communications cannot refuse Software Product participation in tenders if the company meets the criteria.” [At the end of November, “Software Product” won the tender of the Ministry of Telecom and Mass Communications for 52 million rubles, and at the beginning of December it became the winner of the tender “Blood Center of the Federal Medical and Biological Agency” for 719 million rubles.]

Kaplun and his partners are confident that the former management of Armada is behind the Software Product. According to Kuzovkin, Kaplun knows who its beneficiary is. He claims that in 2009 he consulted with Kaplun when a certain business partner asked to sell him one of the “subsidiaries” because he needed a “non-operating legal entity.” Kuzovkin categorically refuses to name his business partner. Kaplun claims that the topic was not discussed with him.

“I don’t like Kuzovkin’s working methods, he has no brakes. But “Armada” is his merit,” says a top manager of a large company specializing in software development.

“Alexey is an active and energetic manager. It was Kuzovkin who brought most of the orders to the company,” says another Forbes source. How did he do it? Two Forbes sources in the IT market talk about Kuzovkin’s friendship with people from law enforcement agencies. “When holding tenders for large companies, security officials introduced him to security directors, and an IT director will never argue with a security officer.” Previously, his connections worked for Armada, but now they can serve another company,” says the vice president of one of the IT corporations.

In an interview with Forbes, Kuzovkin says that he has not yet decided what he will do next. True, at the end of the meeting he mentioned that he was “going to work.”

“Armada,” meanwhile, is trying to fulfill existing contracts. In the first half of the year, it won tenders worth 3.6 billion rubles. “The mood of the employees is difficult to characterize as optimistic; many are leaving,” says Wozniak. The owner of a large IT company confirms that people from Armada have appeared on the labor market: they are mainly developers, but there are project managers and sales managers.

“Contacts with managers of state-owned companies are Armada’s key asset.” If Kuzovkin sets a goal, he will be able to take away some of the clients,” says Aton analyst Ilya Kupreev. But Kaplun is optimistic about the future: “We live in a time when import substitution in programming is very fashionable, the potential here is huge.”

“Now this is not a company, but a living corpse,” Kuzovkin says angrily about Armada.

His former employer will have to prove that this is not so.