label class label 2
classes | id stringlengths 14 38 | original_id stringlengths 12 35 | text stringlengths 518 8.49k | __index_level_0__ int64 0 5 |
|---|---|---|---|---|
1cons | 60737518.txt_b0 | 60737518.txt | gatan 38
Telephone: Fax: E-mail: Website: Company reg. no.: Registered office:
+46-8-762 90 00 +46-8-762 90 01 info@hufvudstaden.se www.hufvudstaden.se
556012-8240 Stockholm
Gothenburg Hufvudstaden AB (publ) Kyrkogatan 54 SE-411 08 GOTHENBURG
Telephone: Fax: E-mail: Website:
+46-31-710 21 00 +46-31-710 21 88 info@hufvudstaden.se www.hufvudstaden.se
NK Department stores NK Stockholm NK 100 SE-111 77 STOCKHOLM Visiting address: Hamngatan 1820
Telephone: Fax: Website:
+46-8-762 80 00 +46-8-762 90 89 www.nk.se
NK Göteborg NK 331 Drottninggatan 39 SE-411 07 GOTHENBURG Visiting address: Östra Hamngatan 42/
Fredsgatan 5
Telephone: Fax: Website:
+46-31-710 10 00 +46-31-710 11 79 www.nk.se
Other operations Parkaden AB
NK 100 SE-111 77 STOCKHOLM Visiting address: Regeringsgatan 47
Telefon: Telefax: E-post: Hemsida:
+46-8-762 92 00 +46-8-762 92 01 info@parkaden.se www.parkaden.se
World Trade Center Vasaterminalen AB Box 70354 SE-107 24 STOCKHOLM Visiting address: Klarabergsviadukten 70
Telephone: Fax: E-mail: Website:
+46-8-700 45 00 +46-8-700 45 71 info@wtc.se www.wtc.se
Production: Valentin & Byhr. Photographs: Jäger Arén. Translated by P & M O'Malley HB, Ulricehamn. Printed by: NRS Tryckeri Huskvarna. Printed on Silverblade.
HUFVUDSTADEN 2005
| 4 |
1cons | 60737518.txt_b1 | 60737518.txt | by tenants.
Renegotiated lease. A new or extended lease with an existing tenant whose earlier lease ran out during the year.
Rentable floor space. Total area available for renting.
Rental losses. Loss of revenue as a result of vacancies.
Rental vacancy level. Vacant floor space at an estimated market rent in relation to the total annual rent.
Return on capital employed. Profit after financial items and tax, plus interest expense and less interest contributions, in relation to the average capital employed.
Return on equity. Profit for the year in relation to average equity.
Share price/equity. The share price at the year-end in relation to equity per share.
Special projects. Costs for the development and improvement of the property holdings. In the Income Statement this refers to the part of the cost that has been expensed.
Tax. The Group's total tax comprises actual tax and deferred tax.
Turnover-based rent supplement. Rent in addition to the guaranteed minimum rent, based on the store's net turnover
81
Addresses
Hufvudstaden AB (publ) NK 100
SE-111 77 STOCKHOLM Visiting address: Regeringsgatan 38
Telephone: Fax: E-mail: Website: Company reg. no.: Registered office:
+46-8-762 90 00 +46-8-762 90 01 info@hufvudstaden.se www.hufvudstaden.se
556012-8240 Stockholm
Gothenburg Hufvudstaden AB (publ) Kyrkogatan 54 SE-411 08 GOTHENBURG
Telephone: Fax: E-mail: Website:
+46-31-710 21 00 +46-31-710 21 88 info@hufvudstaden.se www.hufvudstaden.se
NK Department stores NK Stockholm NK 100 SE-111 77 STOCKHOLM Visiting address: Hamngatan 1820
Telephone: Fax: Website:
+46-8-762 80 00 +46-8-762 90 89 www.nk.se
NK Göteborg NK 331 Drottninggatan 39 SE-411 07 GOTHENBURG Visiting address: Östra Hamngatan 42/
Fredsgatan 5
| 5 |
1cons | 61734240.txt_0 | 61734240.txt | Sweett Group plc
Formerly Cyril Sweett Group plc Annual report and accounts 2012
Mexico City 5:00
Houston
5:00
Winnipeg 5:00
Chicago
5:00
New York 6:00
Caracas
7:00
Halifax
7:00
Rio de Janeiro 8:00
Godthab
8:00
Azores
10:00
Lisboa
11:00
Oxford
11:00
Paris
12:00
Berlin
12:00
Cape Town 13:00
Istanbul
13:00
Moscow
14:00
Nairobi
14:00
Teheran
14:30
Seychelles 15:00
Dubai
15:00
Mumba i
16:30
Delhi
16:30
Calcutta
16:30
Ranguun 17:30
Bangkok
18:00
Shanghai 19:00
Hong Kong 19:00
Nagasaki 20:00
Tokyo
20:00
Sydney
21:00
Who we are
Sweett Group is a global business with expertise in property and infrastructure professional services. Our services include cost management, programme and project management, strategic advisory and PPP/PFI investment and consultancy services. Clients tell us that we are experienced, professional and collaborative in our approach. We aim to forge long term, successful relationships with all stakeholders in the property and infrastructure industry. `Global knowhow, local delivery' is the essence of our business and our reach enables us to put global best practice to use in the local markets we serve.
For more information about our projects and services:
www.sweettgroup.com
Connect with us on
twitter.com/sweett_news linkedin.com/company/sweett-group facebook.com/sweettgroup
Cover images Background: Titanic quarter (Belfast) L to R: Oxford Centre for Islamic Studies (Oxford), Yas Island (Abu Dhabi), Shanghai Tang (Hong Kong).
Overview
Business Review
Governance
How we | 0 |
1cons | 61734240.txt_1 | 61734240.txt | 19:00
Hong Kong 19:00
Nagasaki 20:00
Tokyo
20:00
Sydney
21:00
Who we are
Sweett Group is a global business with expertise in property and infrastructure professional services. Our services include cost management, programme and project management, strategic advisory and PPP/PFI investment and consultancy services. Clients tell us that we are experienced, professional and collaborative in our approach. We aim to forge long term, successful relationships with all stakeholders in the property and infrastructure industry. `Global knowhow, local delivery' is the essence of our business and our reach enables us to put global best practice to use in the local markets we serve.
For more information about our projects and services:
www.sweettgroup.com
Connect with us on
twitter.com/sweett_news linkedin.com/company/sweett-group facebook.com/sweettgroup
Cover images Background: Titanic quarter (Belfast) L to R: Oxford Centre for Islamic Studies (Oxford), Yas Island (Abu Dhabi), Shanghai Tang (Hong Kong).
Overview
Business Review
Governance
How we've performed
Sweett Group plc
1
Formerly Cyril Sweett Group plc
Annual report 2012
Overview
Overview
Who we are
ifc
How we've performed
1
What we do
2
Where we operate
4
Chairman's statement
6
Financial highlights
GAAP measures
Revenue £m
72.8
72.8
Operating (loss)/profit £m
2.4
(Loss)/profit before tax £m
2.3
Business review
Chief Executive's strategic review
10
Europe
10
International
11
Financial review
13
Risk management
16
11
12
Net assets £m
30.9
28.8
(0.2)*
11
12
Basic (loss)/earnings per share pence
2.6
(1.0)*
11
12
Dividend per share pence
1.3
Governance
| 1 |
1cons | 61734240.txt_2 | 61734240.txt | 've performed
Sweett Group plc
1
Formerly Cyril Sweett Group plc
Annual report 2012
Overview
Overview
Who we are
ifc
How we've performed
1
What we do
2
Where we operate
4
Chairman's statement
6
Financial highlights
GAAP measures
Revenue £m
72.8
72.8
Operating (loss)/profit £m
2.4
(Loss)/profit before tax £m
2.3
Business review
Chief Executive's strategic review
10
Europe
10
International
11
Financial review
13
Risk management
16
11
12
Net assets £m
30.9
28.8
(0.2)*
11
12
Basic (loss)/earnings per share pence
2.6
(1.0)*
11
12
Dividend per share pence
1.3
Governance
Board of directors
19
Corporate governance
20
Directors' remuneration report
23
Report of the directors
27
Statement of directors'
responsibilities
30
Independent auditors' report
31
11
12
Non-GAAP measures
Tax-adjusted (loss)/earnings per share before exeptional adminstrative expenses
pence
3.7
(2.1)
0.5
Financial statements
11
12
11
12
Consolidated income statement
33
Consolidated statement
of comprehensive income
33
Consolidated balance sheet
34
Company balance sheet
35
Lock up days (measured as Operating profit before
Consolidated statement
the aggregate days' activity
the impact of exceptional of changes in equity
36
represented by debtors and work in progress see financial review for
administrative expenses
Company statement of
and amortisation of
changes in equity
38
acquired intangible assets
| 2 |
1cons | 61734240.txt_3 | 61734240.txt |
Board of directors
19
Corporate governance
20
Directors' remuneration report
23
Report of the directors
27
Statement of directors'
responsibilities
30
Independent auditors' report
31
11
12
Non-GAAP measures
Tax-adjusted (loss)/earnings per share before exeptional adminstrative expenses
pence
3.7
(2.1)
0.5
Financial statements
11
12
11
12
Consolidated income statement
33
Consolidated statement
of comprehensive income
33
Consolidated balance sheet
34
Company balance sheet
35
Lock up days (measured as Operating profit before
Consolidated statement
the aggregate days' activity
the impact of exceptional of changes in equity
36
represented by debtors and work in progress see financial review for
administrative expenses
Company statement of
and amortisation of
changes in equity
38
acquired intangible assets
Consolidated and company statement of cash flow
39
further details)
£m
Notes to the financial statements
40
94
3.8
87
Company information
Company information
ibc
(0.5)
11
12
11
12
Operational highlights
1.6
11
12
Record order book demonstrating a healthy split between the Group's main sectors and geographies
Continued growth in Asia Pacific with staff numbers in the region increased by almost 30% to 680
Group rebranding strengthened Sweett Group's global offering and cross selling opportunities to international client base
Successful entry into energy sector in the UK
Launch of three-year strategy focused on improved margins and cash generation
Financial statements
* After the impact of exceptional administrative expenses of £1.2m (2011: £1.0m) and amortisation of acquired intangible assets of £0.5m (2011: £0.4m).
2 Sweett Group plc Formerly Cyril Sweett Group plc Annual report 2012 Overview
What we do
| 3 |
1cons | 61734240.txt_b0 | 61734240.txt | ers Registrars
Head office
03452251
M J G Henderson FCA, FRSA, KHS (Non Executive Chairman) D L Webster MBA, BSc, FRICS, MAPM (Chief Executive Officer) C R J Goscomb FCA (Chief Financial Officer) D R Pitcher BSc, FRICS Dip.Proj.Man (Managing Director Europe) K Berry LLB (Hons), MRICS, MHKIS, MCIarb, RPS (QS), F.PFM (Managing Director, Asia Pacific) R S Mabey CMG, FCIOB, FRSA (Nonexecutive) P N Woollacott BSc, CIGEM (Nonexecutive) J L Hewitt FCA, MA, MBA (Nonexecutive)
D M Pass ACIS, BCom
60 Gray's Inn Road London WC1X 8AQ
Westhouse Securities Limited (formerly Arbuthnot Securities Limited) 20 Ropemaker Street London EC2Y 9AR
PricewaterhouseCoopers LLP 1 Embankment Place London WC2N 6RH
Bank of Scotland plc The Mound Edinburgh EH1 1YZ
Capita Registrars Northern House Woodsome Park Fenay Bridge Huddersfield HD8 0LA
60 Gray's Inn Road London WC1X 8AQ Telephone number (0)20 7061 9000 Fax number (0)20 7430 0603 www.sweettgroup.com
This annual report is printed on Cocoon Preprint Offsett, a 100% recycled paper with FSC certification.
The composition of the paper is 100% de-inked, post-consumer waste. All pulps used are Elemental Chlorine Free (ECF) and the manufacturing mill holds the ISO 14001 and EU Eco-label certificates for environmental management. If you have finished reading this report and no longer wish to retain it, please pass it on to other interested readers or dispose of it in your recycled paper waste. Thank you.
This report is available at: sweetgroup.com/investor-centre
Sweett Group plc
Formerly Cyril Sweett Group plc
Sweett Group plc Registered in the United Kingdom Company Registered Number: 03452251 VAT number: 927 1066 31
Registered office: 60 Gray's Inn Road London WC1X 8AQ
| 4 |
1cons | 61734240.txt_b1 | 61734240.txt | ingent liabilities
The Group and the company have contingent liabilities in respect of bonds and guarantees issued to third parties in the normal course of business. At 31 March 2012 the contingent liability amounted to £2.9m (2011: £1.4m) including a guarantee for £2.193m (2011: £nil) to the Inverclyde Schools call option holder which was released in July 2012.
Additionally the company has guaranteed the overdraft facility of Sweett (UK) Limited amounting to £4.9m (2011: £3.9m) and has a contingent risk relating to the eventual settlement value of its derivative financial instrument, the quantum of which is dependent on future currency exchange rates.
33. Post balance sheet events
On 26 July 2012 the company announced the completion of the disposal of the Group's interest in the Inverclyde Schools PFI Project. This disposal was the conclusion of a pre-paid option agreement entered into in January 2012 under which the consideration of £2,192,860 was paid immediately in cash.
There have been no other significant post balance sheet events.
Company information
Company registration number Directors
Secretary Registered office Nominated advisor and broker Registered auditors Bankers Registrars
Head office
03452251
M J G Henderson FCA, FRSA, KHS (Non Executive Chairman) D L Webster MBA, BSc, FRICS, MAPM (Chief Executive Officer) C R J Goscomb FCA (Chief Financial Officer) D R Pitcher BSc, FRICS Dip.Proj.Man (Managing Director Europe) K Berry LLB (Hons), MRICS, MHKIS, MCIarb, RPS (QS), F.PFM (Managing Director, Asia Pacific) R S Mabey CMG, FCIOB, FRSA (Nonexecutive) P N Woollacott BSc, CIGEM (Nonexecutive) J L Hewitt FCA, MA, MBA (Nonexecutive)
D M Pass ACIS, BCom
60 Gray's Inn Road London WC1X 8AQ
Westhouse Securities Limited (formerly Arbuthnot Securities Limited) 20 Ropemaker Street London EC2Y 9AR
PricewaterhouseCoopers LLP 1 Embankment Place London WC2N 6RH
Bank of Scotland plc The Mound Edinburgh EH1 1YZ | 5 |
1cons | 60301939.txt_0 | 60301939.txt | ANNUAL REPORT 2002
Pandox is one of northern Europe's leading pure hotel property companies. The Company has built up specialist expertise within the key areas of hotel markets, hotel operations, hotel properties and business development. The key areas are developed through active ownership, which has resulted in a hotel property portfolio of the highest quality regarding revenue, brand names, location and size. Pandox is characterised by stable cash flow, high direct yield and a shareholderfriendly strategy.
Content
Operations 1 The year in brief 2 Business concept 4 Message from the Managing Director 8 Pandox´ share 10 Pandox´ vision, business concept, objectives and strategies 12 Pandox´ history and background 14 Principle procedures, working methods and management system 16 Radisson SAS Arlandia 18 Employees 24 Types of lease 26 Environmental policy
Market 28 Description of the market
Hotel Property Portfolio 42 High quality hotel property portfolio 44 The Hotel Properties 46 Pandox Hotel Properties
Analysis 58 Eight-year summary 60 Eight-year summary, key data 61 Value of Hotel Property Portfolio 62 Financial overview 64 Factors affecting Pandox 66 Pandox´ tax situation
Financial Statements 68 Board of Director´s Report 70 Income statement and commentary 72 Balance sheet and commentary 74 Statements of changes in financial position and commentary 76 Accounting principles 77 Notes 83 Proposed disposition of earnings 84 Auditor´s Report 85 Senior Executives and Auditors 86 Board of Directors 88 Definitions
Annual General Meeting
Financial Report Dates Annual General Meeting Interim three-month report Interim six-month report Interim nine-month report
25 March 28 April 21 August 23 October
2003 2003 2003 2003
THE YEAR IN BRIEF
PAGE 1
The year in brief
Income before tax for 2002, excluding non-recurring revenue, amounted to SEK 202.2 M (210.6)
Net income for 2002, excluding non-recurring revenue, amounted to SEK 168.4 M (182.1) corresponding to earnings per share of SEK 6.76 (7.31).
Cash flow from current operations amounted to SEK 265.8 M (267.2) corresponding to SEK 10.68 per share (10.73).
The Board of Directors proposes a dividend payment of SEK 4.25 per share (4.00).
During the year two non-strategic hotel properties were sold with a capital gain of SEK 28.8 M.
Demand for hotel rooms decreased in Sweden during | 0 |
1cons | 60301939.txt_1 | 60301939.txt | commentary 76 Accounting principles 77 Notes 83 Proposed disposition of earnings 84 Auditor´s Report 85 Senior Executives and Auditors 86 Board of Directors 88 Definitions
Annual General Meeting
Financial Report Dates Annual General Meeting Interim three-month report Interim six-month report Interim nine-month report
25 March 28 April 21 August 23 October
2003 2003 2003 2003
THE YEAR IN BRIEF
PAGE 1
The year in brief
Income before tax for 2002, excluding non-recurring revenue, amounted to SEK 202.2 M (210.6)
Net income for 2002, excluding non-recurring revenue, amounted to SEK 168.4 M (182.1) corresponding to earnings per share of SEK 6.76 (7.31).
Cash flow from current operations amounted to SEK 265.8 M (267.2) corresponding to SEK 10.68 per share (10.73).
The Board of Directors proposes a dividend payment of SEK 4.25 per share (4.00).
During the year two non-strategic hotel properties were sold with a capital gain of SEK 28.8 M.
Demand for hotel rooms decreased in Sweden during 2002. The number of rooms sold decreased to 14.9 M which corresponds to a reduction in occupancy by 0.3 percentage points to 47.1 (47.4).
The occupancy rate in Pandox' prioritised Swedish market segments stood at 59.1 (60.7) per cent, corresponding to a decrease of 1.6 per cent. In international towns and cities where Pandox is represented, the occupancy rate reached 66.0 (67.0) per cent.
In Stockholm, Sweden's largest hotel market, revenue per available room (RevPAR) decreased by 1.1 per cent.
Key data, SEK M
Property revenue Operating net Net income1) Earnings per share 1), SEK Cash flow per share, SEK 1) Exclusive of non-recurring revenue.
2002 562.2 469.0 168.4
6.76 10.68
2001 575.1 478.4 182.1
7.31 10.73
PANDOX ANNUAL REPORT 2002
PAGE 2
OPERATIONS
Streamlined business concept and focused strategy
Pandox is one of the leading pure hotel property companies in northern Europe. The company has specialist | 1 |
1cons | 60301939.txt_2 | 60301939.txt | 2002. The number of rooms sold decreased to 14.9 M which corresponds to a reduction in occupancy by 0.3 percentage points to 47.1 (47.4).
The occupancy rate in Pandox' prioritised Swedish market segments stood at 59.1 (60.7) per cent, corresponding to a decrease of 1.6 per cent. In international towns and cities where Pandox is represented, the occupancy rate reached 66.0 (67.0) per cent.
In Stockholm, Sweden's largest hotel market, revenue per available room (RevPAR) decreased by 1.1 per cent.
Key data, SEK M
Property revenue Operating net Net income1) Earnings per share 1), SEK Cash flow per share, SEK 1) Exclusive of non-recurring revenue.
2002 562.2 469.0 168.4
6.76 10.68
2001 575.1 478.4 182.1
7.31 10.73
PANDOX ANNUAL REPORT 2002
PAGE 2
OPERATIONS
Streamlined business concept and focused strategy
Pandox is one of the leading pure hotel property companies in northern Europe. The company has specialist expertise in the hotel market, hotel operations and business development and through active ownership creates conditions for stable and increasing cash flow and therefore added value for its shareholders.
Pandox' strategy is to own one kind of asset hotel properties. Its focus is strengthened by a prioritised market segment. Pandox is to own large hotel properties in Stockholm, Gothenburg, Malmö, in Swedish regional and university cities, as well as in capitals and other major cities in northern Europe. The hotel properties should be centrally located in natural and strong locations such as city centres, airports and convention centres. The hotels should be in the upper medium to high price range and focus on the business and leisure segment. The hotels owned by Pandox are run and operated by the most powerful players in the hotel market who with well-known brands create strong market positions and thereby stable revenues. Revenues are created by flexible lease agreements that are related to the operators' turnover, which increases the potential for Pandox in good times at the same time as the minimum guarantee levels in the lease structure limits the risk. Through its active ownership Pandox takes part in increasing the total revenues and at the same time through active risk management reduces the risks.
The company has been listed on the Stockholm Stock | 2 |
1cons | 60301939.txt_3 | 60301939.txt | expertise in the hotel market, hotel operations and business development and through active ownership creates conditions for stable and increasing cash flow and therefore added value for its shareholders.
Pandox' strategy is to own one kind of asset hotel properties. Its focus is strengthened by a prioritised market segment. Pandox is to own large hotel properties in Stockholm, Gothenburg, Malmö, in Swedish regional and university cities, as well as in capitals and other major cities in northern Europe. The hotel properties should be centrally located in natural and strong locations such as city centres, airports and convention centres. The hotels should be in the upper medium to high price range and focus on the business and leisure segment. The hotels owned by Pandox are run and operated by the most powerful players in the hotel market who with well-known brands create strong market positions and thereby stable revenues. Revenues are created by flexible lease agreements that are related to the operators' turnover, which increases the potential for Pandox in good times at the same time as the minimum guarantee levels in the lease structure limits the risk. Through its active ownership Pandox takes part in increasing the total revenues and at the same time through active risk management reduces the risks.
The company has been listed on the Stockholm Stock Exchange's O list since 1997 and since July 2002 on the Attract 40 list.
PANDOX ANNUAL REPORT 2002
OPERATIONS
PAGE 3
2002
Operations
PANDOX ANNUAL REPORT 2002
PAGE 4
OPERATIONS
Stability in an uncertain market
Pandox' revenue in 2002 amounted to SEK 562.2 M representing a decrease of 2.2 per cent compared with the previous year. This decline is attributable to a weaker hotel market, but in which the Pandox hotel portfolio performed better than the market in general. The value growth for the whole year amounted to -2.0 per cent and the last quarter showed a decline of -0.5 per cent. Cash flow has continued to be stable and amounted to SEK 265.8 M, which is in line with last year. Income before tax was SEK 202.2 M, which corresponds to previous forecasts.
PANDOX ANNUAL REPORT 2002
Streamlined business concept Pandox is a pure hotel property company, with the principal strategy being to own one type of asset hotel properties. The origin behind the formation of the Company is the interest for specialised property companies that arose during | 3 |
1cons | 60301939.txt_b0 | 60301939.txt | OX ANNUAL REPORT 2002
Annual General Meeting
Welcome to the Pandox Annual General Meeting in Stockholm 25 March 2003.
Time and place The Annual General Meeting will be held at 17:00 hrs on Tuesday 25 March 2003 at Hilton Stockholm Slussen, Auditoriet, Guldgränd 8, Stockholm.
Notification Shareholders who wish to participate in the business of the Meeting:
must
be recorded in the share register maintained by VPC AB (Swedish Securities Register Centre) no later than Friday 14 March 2003
must
give notice of intention to attend no later than 12:00 noon Tuesday 18 March 2003 - by mail to Pandox AB, P.O. Box 5364, SE-102 49 Stockholm - by telephone +46 8 506 205 50 - by e-mail pandox@pandox.se
When giving notice of intention to participate in the Annual General Meeting, the shareholders must specify his/her name, personal identification number, telephone number and number of shares held.
To be eligible to vote at the Meeting, shareholders whose shares are registered in the name of a trustee must temporarily reregister their shares in the VPC register.
Shareholders must advise the trustee of this in good time prior to Friday 14 March 2003. If a shareholder plans to be represented by a proxy, written authorisation must be issued to the proxy. The authorisation must be sent prior to the Meeting, together with a certificate of registration for a legal entity.
Dividend The Board of Directors proposes that a dividend of SEK 4.25 per share be paid for 2002.
The proposed record date for payment of dividends is Friday 28 March 2003. If the Annual General Meeting approves the proposal, it is expected that dividends will be paid via VPC on Wednesday 2 April 2003.
Annual Report 2002 has been produced by Pandox in cooperation with LINK Investor Relations. Design: Jaform. Production: Okidok. Photo: Ulf Blomberg and Lars Nyblom. Print: db-grafiska. Paper, cover: Arctic Silk, content: Amber Graphic.
Pandox AB (publ.), P.O. Box 5364, SE-102 49 Stockholm Tel: +46 8 506 205 50 · Fax: +46 8 506 205 70 · Internet: www.pandox.se · e-mail: pandox@pandox.se
| 4 |
1cons | 60301939.txt_b1 | 60301939.txt | financial items plus financial expense as a percentage of average total assets.
Return on equity Income after net financial items and paid tax as a percentage of average equity capital.
P/E ratio Share price divided by net earnings per share.
P/CE ratio Share price divided by cash flow per share.
Interest - coverage ratio Income after net financial items plus financial expense as a percentage of financial expense.
Equity/Assets ratio Equity capital at year - end as a percentage of total assets.
HOTEL MARKET - RELATED Room occupancy Number of overnight stays sold during a given period, normally one year.
Occupancy rate Number of rooms occupied divided by the number of available rooms.
Average room price Total revenue from overnight stays sold divided by number of rooms occupied.
RevPAR (Average revenue per available room) Total revenue from rooms sold divided by number of available rooms.
Market penetration The occupancy rate of an individual hotel in relation to the average for the market.
GOP Net profit in a hotel operating company before depreciation, rent, net financial items and taxes.
Total property revenue The sum of rental revenue and other property revenue.
Dividend ratio Share of profits after tax paid as dividend.
PANDOX ANNUAL REPORT 2002
Annual General Meeting
Welcome to the Pandox Annual General Meeting in Stockholm 25 March 2003.
Time and place The Annual General Meeting will be held at 17:00 hrs on Tuesday 25 March 2003 at Hilton Stockholm Slussen, Auditoriet, Guldgränd 8, Stockholm.
Notification Shareholders who wish to participate in the business of the Meeting:
must
be recorded in the share register maintained by VPC AB (Swedish Securities Register Centre) no later than Friday 14 March 2003
must
give notice of intention to attend no later than 12:00 noon Tuesday 18 March 2003 - by mail to Pandox AB, P.O. Box 5364, SE-102 49 Stockholm - by telephone +46 8 506 205 50 - by e-mail pandox@pandox.se
When giving notice of intention to participate in the Annual General Meeting, the shareholders must specify his/her name, personal identification number, telephone number and number of shares held.
To be eligible to vote at the Meeting, shareholders whose shares are registered in the name of a trustee must temporarily reregister their shares in the VPC register.
Shareholders must advise | 5 |
1cons | 61057933.txt_0 | 61057933.txt | HARVEY NASH GROUP PLC ANNUAL REPORT 2008
HARVEY NASH GROUP PLC ANNUAL REPORT & ACCOUNTS 2008 /
CONTENTS
4 At a Glance 5 Highlights 6 2007 CEO Award Winners 7 Meet the Executive Council 8 Our Global Offices 10 Chairman`s Statement 12 Operational Review 14 Financial Review 18 Client Watch 26 Directors, Secretary and Advisers 28 Directors' Report 31 Corporate Governance 35 Remuneration Report 40 Statement of Directors' Responsibilities 41 Independent Auditors' Report to the Shareholders of Harvey Nash Group plc 43 Consolidated Income Statement 43 Consolidated Statement of Recognised Income and Expense 44 Consolidated Balance Sheet 45 Consolidated Cash Flow Statement 46 Notes to the Consolidated Financial Statements 74 Financial Statements for the Parent Company Under UK GAAP
HARVEY NASH GROUP PLC / ANNUAL REPORT & ACCOUNTS 2008
At a Glance
Harvey Nash, the Global Professional Recruitment and Outsourcing consultancy, is committed to delivering the very best talent and business solutions to a broad base of international clients.
With over 3,500 professionals worldwide, the Group is a trusted adviser to many of the world's leading businesses, governments and institutions. We operate from 35 offices covering the USA, Europe and Asia.
Our talented people pursue the highest levels of integrity and quality in providing Harvey Nash's unique portfolio of services.
Executive Leadership Services
Executive Search and Strategic Leadership Consulting We support multinational organisations and smaller niche companies to attract, recruit and retain outstanding executives and senior management talent through a specialist search approach and strategic leadership consultancy services. The business has a broad-based capability in all key sectors. Interim Management Through our market-leading Interim Management consultancy `Impact Executives', we provide our clients with highly experienced executives across a broad range of sectors and functions.
Professional Recruitment
IT Recruitment Our market-leading IT recruitment business provides clients with highly skilled IT specialists for contract and permanent roles, and the very best executive talent for board level and senior IT appointments. By combining the power of the Harvey Nash brand with our industry and technical expertise, we provide clients with a high quality recruitment service. Finance Recruitment We provide qualified, talented finance professionals on a flexible and permanent basis. Our recruiters use their experience and the collective Harvey Nash industry knowledge to help find the very best candidates for our clients.
Outsourcing
Offshore Software Services We provide application development, third party software maintenance | 0 |
1cons | 61057933.txt_1 | 61057933.txt | operate from 35 offices covering the USA, Europe and Asia.
Our talented people pursue the highest levels of integrity and quality in providing Harvey Nash's unique portfolio of services.
Executive Leadership Services
Executive Search and Strategic Leadership Consulting We support multinational organisations and smaller niche companies to attract, recruit and retain outstanding executives and senior management talent through a specialist search approach and strategic leadership consultancy services. The business has a broad-based capability in all key sectors. Interim Management Through our market-leading Interim Management consultancy `Impact Executives', we provide our clients with highly experienced executives across a broad range of sectors and functions.
Professional Recruitment
IT Recruitment Our market-leading IT recruitment business provides clients with highly skilled IT specialists for contract and permanent roles, and the very best executive talent for board level and senior IT appointments. By combining the power of the Harvey Nash brand with our industry and technical expertise, we provide clients with a high quality recruitment service. Finance Recruitment We provide qualified, talented finance professionals on a flexible and permanent basis. Our recruiters use their experience and the collective Harvey Nash industry knowledge to help find the very best candidates for our clients.
Outsourcing
Offshore Software Services We provide application development, third party software maintenance and outsourced software services to our clients across the world. Through our software development centre in Vietnam, we deliver a unique blend of high-value offshore and onshore services. IT Systems Management Our competency centre provides professional management of mainframe platforms, including performance evaluation, data migration, system changes and support services. Workforce Risk Management Our risk management consultants provide expert legal, financial and administrative consultancy in the area of flexible labour and professional skilled migrants. Managed Services We take responsibility for the full management of critical IT infrastructure functions, such as data centre operations, help desk services and network administration.
Highlights
Revenue
£318.6m
£251.7m
£202.3m
£163.4m
2008
£130.9m
2007
2006
2005
2004
Operating Profit
£8.5m £6.7m
£4.1m
£5.1m
£2.0m
2008 2007 2006 2005 2004
· Excellent growth in UK and Europe · Record demand for Offshore Services · US profitable and Atlanta based acquisition ahead of budget · Geographic footprint expanded into Sweden and | 1 |
1cons | 61057933.txt_2 | 61057933.txt | and outsourced software services to our clients across the world. Through our software development centre in Vietnam, we deliver a unique blend of high-value offshore and onshore services. IT Systems Management Our competency centre provides professional management of mainframe platforms, including performance evaluation, data migration, system changes and support services. Workforce Risk Management Our risk management consultants provide expert legal, financial and administrative consultancy in the area of flexible labour and professional skilled migrants. Managed Services We take responsibility for the full management of critical IT infrastructure functions, such as data centre operations, help desk services and network administration.
Highlights
Revenue
£318.6m
£251.7m
£202.3m
£163.4m
2008
£130.9m
2007
2006
2005
2004
Operating Profit
£8.5m £6.7m
£4.1m
£5.1m
£2.0m
2008 2007 2006 2005 2004
· Excellent growth in UK and Europe · Record demand for Offshore Services · US profitable and Atlanta based acquisition ahead of budget · Geographic footprint expanded into Sweden and Ireland
HARVEY NASH GROUP PLC ANNUAL REPORT & ACCOUNTS 2008 /
Revenue
27%
31 January 2008 £318.6m 31 January 2007 £251.7m
Operating Profit
26%
31 January 2008 £8.5m 31 January 2007 £6.7m
Profit Before Tax
31%
31 January 2008 £7.6m 31 January 2007 £5.8m
Operating Cash Flow
26%
31 January 2008 £9.5m 31 January 2007 £7.5m
HARVEY NASH GROUP PLC / ANNUAL REPORT & ACCOUNTS 2008
2007 CEO Award Winners
Success at the corporate level is entirely dependent on success at both the individual and team level; because of this Harvey Nash believes in rewarding its talented people and recognising outstanding achievement.
Through the annual award scheme, the CEO of Harvey Nash recognises innovation, outstanding sales achievement and high performance in delivery. Everyone at Harvey Nash is eligible to win, regardless of their role or responsibilities in the Group.
The 2007 winners are:
Katherine White
Katherine is recognised for her outstanding success in assuming responsibility for the 2007 year-end audit | 2 |
1cons | 61057933.txt_3 | 61057933.txt | Ireland
HARVEY NASH GROUP PLC ANNUAL REPORT & ACCOUNTS 2008 /
Revenue
27%
31 January 2008 £318.6m 31 January 2007 £251.7m
Operating Profit
26%
31 January 2008 £8.5m 31 January 2007 £6.7m
Profit Before Tax
31%
31 January 2008 £7.6m 31 January 2007 £5.8m
Operating Cash Flow
26%
31 January 2008 £9.5m 31 January 2007 £7.5m
HARVEY NASH GROUP PLC / ANNUAL REPORT & ACCOUNTS 2008
2007 CEO Award Winners
Success at the corporate level is entirely dependent on success at both the individual and team level; because of this Harvey Nash believes in rewarding its talented people and recognising outstanding achievement.
Through the annual award scheme, the CEO of Harvey Nash recognises innovation, outstanding sales achievement and high performance in delivery. Everyone at Harvey Nash is eligible to win, regardless of their role or responsibilities in the Group.
The 2007 winners are:
Katherine White
Katherine is recognised for her outstanding success in assuming responsibility for the 2007 year-end audit and the production of our Annual Accounts. As Group Financial Controller based in London, Katherine has managed her responsibilities while also covering the maternity leave of a senior colleague, which required a huge amount of extra effort, regularly working late into the evenings and at weekends.
John Durkey
As a member of the Harvey Nash Executive Search team in the USA, John has demonstrated real professionalism, excellence in delivery and outstanding revenue performance since joining the Boston office. As an individual performer John achieved 190% of his target within the first 12 months, and his altruistic approach has contributed significant further value to the Group as a result of his global cross-selling ability.
Philip Pousset
Philip is recognised for his excellence in delivery and the exceptional performance of his contractor business in Belgium. Since 2004, Philip has built a strong base of 60 IT contractors on client assignment, making him one of the most successful consultants in the Group. His long-term relationship driven approach with clients like Honda and Volvo has had wide reaching benefits for both his clients and candidates.
HARVEY NASH GROUP PLC ANNUAL REPORT & ACCOUNTS 2008 /
Meet the Executive Council
The Executive Council is the senior operational management team for the business. Unlike the | 3 |
1cons | 61057933.txt_b0 | 61057933.txt | (973) 646 2100 Fax: +1 (973) 696 3980
California 225 Bush Street, Suite 1840 San Francisco, CA 94104, USA Tel: +1 (415) 901 0910 Fax: +1 (415) 901 0920
Connecticut 1 Corporate Drive, Suite 522, Shelton, CT 06484, USA Tel: +1 (203) 225 0544 Fax: +1 (203) 225 0560/0561
Illinois 1700 Park Street, Suite 212, Naperville, IL 60563, USA Tel: +1 (630) 369 9300 Fax: +1 (630) 369 7698
Colorado Trinity Place, 1801 Broadway, Suite 1000, Denver, CO 80202, USA Tel: +1 (303) 299 9090 Fax:+1 (303) 296 8855
New York 50 Broad Street, Suite 1020, New York, NY 10004, USA Tel: +1 (212) 481 1317 Fax: +1 (212) 481 1319
Washington 2505 2nd Avenue, Suite 705, Seattle, WA 98121, USA Tel: +1 (206) 956 9200 Fax: +1 (206) 956 0474
Massachusetts 92 Montvale Avenue, Suite 3675, Stoneham, MA 02180, USA Tel: +1 (781) 928 9161 Fax: +1 (781) 928 9180
Georgia 10 Glenlake Parkway South Tower, Suite 150 Atlanta, GA 30328, USA Tel: +1 (678) 990 3640 Fax: +1 (678) 990 3654
ASIA PACIFIC Vietnam Hanoi, Unit 702, 7th Floor, HITC Building, 239 Xuan Thuy Road, Cau Giay District, Hanoi, Vietnam Tel: +84 (0)4 834 2050 Fax: +84 (0)4 833 3834
Ho Chi Minh City, e.town, 364 Cong Hoa Street, Tan Binh District, Ho Chi Minh City, Vietnam Tel: +84 (0)8 810 6200 Fax: +84 (0)8 810 6201
Harvey Nash Group plc 13 Bruton Street, London W1J 6QA Telephone: +44 (0)20 7333 0033
www.harveynash.com
| 4 |
1cons | 61057933.txt_b1 | 61057933.txt | va Rue du Prince 9 11, 1204 Geneva, Switzerland Tel. +41 (0) 22 319 35 55 Fax +41 (0) 22 319 35 50
Luxembourg 6 rue Adolphe L-1116 Luxembourg Tel : +35 (0) 226 30 651
Stockholm WorldTradeCenter, Kungsbron 1, Box 843, 101 36 Stockholm, Sweden Tel: +46 (0) 8 796 17 00 Fax: +46 (0) 8 796 17 99
Gothenburg Södra Larmgatan 20, 411 16 Göteborg, Sweden Tel: +46 (0) 31 60 42 90 Fax: +46 (0) 31 60 42 99
Malmö Kärleksgatan 2A, 211 45 Malmö, Sweden Tel: +46 (0) 40 35 48 70 Fax: +46 (0) 40 611 29 80
Copenhagen Business Center, Havnegade 39 1058 Copenhagen K, Denmark Tel: +45 77 99 32 60
USA New Jersey U.S. Corporate Headquarters, 1680 Route 23 North, Suite 300, Wayne, NJ 07470, USA Tel: +1 (973) 646 2100 Fax: +1 (973) 696 3980
California 225 Bush Street, Suite 1840 San Francisco, CA 94104, USA Tel: +1 (415) 901 0910 Fax: +1 (415) 901 0920
Connecticut 1 Corporate Drive, Suite 522, Shelton, CT 06484, USA Tel: +1 (203) 225 0544 Fax: +1 (203) 225 0560/0561
Illinois 1700 Park Street, Suite 212, Naperville, IL 60563, USA Tel: +1 (630) 369 9300 Fax: +1 (630) 369 7698
Colorado Trinity Place, 1801 Broadway, Suite 1000, Denver, CO 80202, USA Tel: +1 (303) 299 9090 Fax:+1 (303) 296 8855
New York 50 Broad Street, Suite 1020, New York, NY 10004, USA Tel: +1 (212) 481 1317 Fax: +1 (212) 481 1319
Washington 2505 2nd Avenue, Suite 705, Seattle, WA 98121, USA Tel: +1 (206) 956 9200 | 5 |
1cons | 61743136.txt_0 | 61743136.txt | ANNUAL FINANCIAL REPORT
for the year from January 1st to December 31st 2011
According to article 4, Law 3556/2007
Annual Financial Report 1/1 31/12/2011
TABLE OF CONTENTS
) STATEMENTS BY THE REPRESENTATIVES OF THE BOARD OF DIRECTORS ACCORDING TO ARTICLE 4, PAR. 2, LAW 3556/2007........................................................................................................................................................................... 3 ) ANNUAL REPORT OF THE BOARD OF DIRECTORS............................................................................................................ 4 C) INDEPENDENT AUDITOR'S REPORT............................................................................................................................... 23 D) ANNUAL FINANCIAL STATEMENTS FOR THE YEAR 1/1 31/12/2011............................................................................ 24
Statement of financial Position.......................................................................................................................................24 Income Statement............................................................................................................................................................25 Statement of Comprehensive Income..............................................................................................................................26 Statement of Cash Flows..................................................................................................................................................27 Statement of Changes in Equity.......................................................................................................................................28 Explanatiry Notes.............................................................................................................................................................30 ) INFORMATION UNDER ARTICLE 10, LAW 3401/2005..................................................................................................... 68 F) FIGURES AND INFORMATION FOR THE YEAR 1/1 - 31/12/2011.................................................................................... 69
2
Annual Financial Report 1/1 31/12/2011
) STATEMENTS BY THE REPRESENTATIVES OF THE BOARD OF DIRECTORS ACCORDING TO ARTICLE 4, PAR. 2, LAW 3556/2007
The members of the Board of Directors: 1) Nikolaos Lykos, President of the Board of Directors 2) Panagiotis Spyropoulos, Managing Director 3) Ilias Karantzalis, Member of the Board of Directors
in the above capacity, especially assigned by the Board of Directors of the Société Anonyme under the title «INFORM P. LYKOS S..», declare and certify that to the best of our knowledge:
(a) the annual, separate and consolidated, financial statements for the year 1/1/2011-31/12/2011, which were prepared according to the International Financial Reporting Standards, present truly and fairly the assets and liabilities, the equity and the financial results of «INFORM P. LYKOS S..», as well as of the consolidated companies as a total.
(b) the annual management report of the Board of Directors presents in a true and fair view the development, the performance and the financial position of | 0 |
1cons | 61743136.txt_1 | 61743136.txt | Annual Financial Report 1/1 31/12/2011
) STATEMENTS BY THE REPRESENTATIVES OF THE BOARD OF DIRECTORS ACCORDING TO ARTICLE 4, PAR. 2, LAW 3556/2007
The members of the Board of Directors: 1) Nikolaos Lykos, President of the Board of Directors 2) Panagiotis Spyropoulos, Managing Director 3) Ilias Karantzalis, Member of the Board of Directors
in the above capacity, especially assigned by the Board of Directors of the Société Anonyme under the title «INFORM P. LYKOS S..», declare and certify that to the best of our knowledge:
(a) the annual, separate and consolidated, financial statements for the year 1/1/2011-31/12/2011, which were prepared according to the International Financial Reporting Standards, present truly and fairly the assets and liabilities, the equity and the financial results of «INFORM P. LYKOS S..», as well as of the consolidated companies as a total.
(b) the annual management report of the Board of Directors presents in a true and fair view the development, the performance and the financial position of «INFORM P. LYKOS S..», as well as the companies consolidated as a total, including the description of the main risks and uncertainties they face.
President of the Board of Directors
Koropi Attica, March 28, 2012 The designees
Managing Director
Member of the Board of Directors
Nikolaos Lykos I.D. No B 241783
Panagiotis Spyropoulos I.D. No 579288
Elias Karantzalis I.D. No K 358862
3
Annual Financial Report 1/1 31/12/2011
) ANNUAL REPORT OF THE BOARD OF DIRECTORS
BOARD OF DIRECTORS MANAGEMENT REPORT TO THE GENERAL MEETING OF SHAREHOLDERS AND CORPORATE GOVERNANCE STATEMENT
Dear Shareholders,
The Board of Directors of INFORM P. LYKOS S.. hereby presents its Report on the Annual Separate and Consolidated Financial Statements for the year ended as at December 31st, 2011.
The Separate and Consolidated Financial Statements have been prepared according to the International Financial Reporting Standards.
. PRESENT | 1 |
1cons | 61743136.txt_2 | 61743136.txt | «INFORM P. LYKOS S..», as well as the companies consolidated as a total, including the description of the main risks and uncertainties they face.
President of the Board of Directors
Koropi Attica, March 28, 2012 The designees
Managing Director
Member of the Board of Directors
Nikolaos Lykos I.D. No B 241783
Panagiotis Spyropoulos I.D. No 579288
Elias Karantzalis I.D. No K 358862
3
Annual Financial Report 1/1 31/12/2011
) ANNUAL REPORT OF THE BOARD OF DIRECTORS
BOARD OF DIRECTORS MANAGEMENT REPORT TO THE GENERAL MEETING OF SHAREHOLDERS AND CORPORATE GOVERNANCE STATEMENT
Dear Shareholders,
The Board of Directors of INFORM P. LYKOS S.. hereby presents its Report on the Annual Separate and Consolidated Financial Statements for the year ended as at December 31st, 2011.
The Separate and Consolidated Financial Statements have been prepared according to the International Financial Reporting Standards.
. PRESENTATION OF THE MOST SIGNIFICANT EVENTS WITHIN THE YEAR 2011
The year 2011 has been another challenging year for the Group. Stagnation of Greek market, resulting from the austerity measures and unstable economic environment in the Romania market have adversely affected the performance of both - the parent company and its subsidiary, operating in Romania. In contrast, counterbalancing the negative performance in Greece and Romania, the positive performance of Austria Card balanced the loss of the first two companies, resulting in maintaining marginal profitability of the Group, despite the unfavorable economic environment.
In order to offset the above, the Group Management designed and implemented the major plan regarding reorganization of all its companies operations so that the Group could adapt the sizes of its operating expenses to the current market conditions. The cost of the aforementioned plan implementation stood at 3,5 million, equally burdening the income statement of 2011. The significant reduction in operating costs, achieved under this plan, makes the Group particularly competitive in these difficult economic times, giving it the opportunity to increase its market share in markets where it operates, providing high level of products and services at competitive prices.
Furthermore, within 2011, the Group focused on improving cash flows, achieving 10,8 million free cash flows from operating activities. The Management | 2 |
1cons | 61743136.txt_3 | 61743136.txt | ATION OF THE MOST SIGNIFICANT EVENTS WITHIN THE YEAR 2011
The year 2011 has been another challenging year for the Group. Stagnation of Greek market, resulting from the austerity measures and unstable economic environment in the Romania market have adversely affected the performance of both - the parent company and its subsidiary, operating in Romania. In contrast, counterbalancing the negative performance in Greece and Romania, the positive performance of Austria Card balanced the loss of the first two companies, resulting in maintaining marginal profitability of the Group, despite the unfavorable economic environment.
In order to offset the above, the Group Management designed and implemented the major plan regarding reorganization of all its companies operations so that the Group could adapt the sizes of its operating expenses to the current market conditions. The cost of the aforementioned plan implementation stood at 3,5 million, equally burdening the income statement of 2011. The significant reduction in operating costs, achieved under this plan, makes the Group particularly competitive in these difficult economic times, giving it the opportunity to increase its market share in markets where it operates, providing high level of products and services at competitive prices.
Furthermore, within 2011, the Group focused on improving cash flows, achieving 10,8 million free cash flows from operating activities. The Management focus on this aspect provides the Group with investment opportunities, both regarding new technologies and new markets, thus enhancing its prospects and contributing to further strengthening its position in Central and Eastern Europe.
In June 2011, nform P. Lykos S.A. acquired 15% of the share capital of the already owned subsidiary Austria Card. The percentage was held by Central Bank of Austria. The transaction took place under an agreement to exercise the right of buying and selling, which was established during the acquisition of 85% of the share capital of that company in 2007. The valuation of the company was conducted by the firm KPMG, which was appointed by both parties. The value of the company was measured at the same level as that, valued at the acquisition of 85% in 2007. The total price for the acquisition of 15% of the shares amounted to 9,9 million. After this transaction, Inform Lykos now owns 100% of the share capital of Austria Card, which holds a leading position in sales and personalization of banking cards in the broader Central and Eastern Europe, thus ensuring the Group's strong position in these markets.
Finally, in December 2011, Inform P. Lykos S.A. announced the sale of its participation of 30% in each of | 3 |
1cons | 61743136.txt_b0 | 61743136.txt | .856.258)
0
0 (1.265.013)
690.184 0
626.518 0 0
51.689
0
0 (578.700)
32.843 92.179 780.855 1.700.000
0 2.027.177
0 5.375.000 (3.493.662) (3.000.000)
0 (508.023)
(1.626.685)
(1.376.842) 2.650.457 1.273.615
0 3.625.000 (3.723.662) (2.120.000)
0 (1.496.366)
(3.715.028)
(4.544.109) 7.194.566 2.650.457
PRESIDENTOF THE B.o.D
NIKOLAOS LYKOS I.D..n.To 241783
MANAGINGDIRECTOR
OROPI ATTIKI,S,28ARCH28, 22001122
FINANCIAL DIRECTOR
PANAGIOTIS SPYROPOULOS I.D..n.To 557799228888
ALEXANDRA ADAM I.D...nTo.. AE 111188002255.. REG. No. 2.7.53. 2-CLASS27532
ACCOUNTINGMANAGER
ANASTASIOS TATOS I.D...nTo.. 224400667799
.. REG. No. 9.6.57. - CLASS 9657
69
Annual Financial Report 1/1 31/12/2011
PRESIDENT OF THE BoD
Koropi Attica March 28th, 2012
MANAGING DIRECTOR
NIKOLAOS LYKOS ID No 241783
PANAGIOTIS SPYROPOULOS ID No 579288
FINANCIAL DIRECTOR
ALEXANDRA ADAM ID No 118025 Registr. No of E.C. CLASS 27532
ACCOUNTING MANAGER
ANASTASIOS TATOS ID No 240679
Registr. No of E.C. CLASS 9657
70
| 4 |
1cons | 61743136.txt_b1 | 61743136.txt | .639.234)
(11.405.203) 24.320.569 12.915.366
0 11.964.341 (20.773.119)
0 (174.291) (2.440.991)
(11.424.060)
2.155.538 22.165.031 24.320.569
THE COMPA NY
1/131/12/2011
1/131/12/2010
(4.624.523)
(3.301.272)
1.897.707 (41.936) (73.711)
2.538.515 159.768 (501.502)
(438.695) 991.748
837.652 744.938
(155.086) 4.335.097 (117.797)
(955.420) (619.230)
198.154
(1.037.309) 927.430
(2.262.588)
(761.091) (200.799)
(2.856.258)
0
0 (1.265.013)
690.184 0
626.518 0 0
51.689
0
0 (578.700)
32.843 92.179 780.855 1.700.000
0 2.027.177
0 5.375.000 (3.493.662) (3.000.000)
0 (508.023)
(1.626.685)
(1.376.842) 2.650.457 1.273.615
0 3.625.000 (3.723.662) (2.120.000)
0 (1.496.366)
(3.715.028)
(4.544.109) 7.194.566 2.650.457
PRESIDENTOF THE B.o.D
NIKOLAOS LYKOS I.D..n.To 241783
MANAGINGDIRECTOR
OROPI ATTIKI,S,28ARCH28, 22001122
FINANCIAL DIRECTOR
PANAGIOTIS SPYR | 5 |
1cons | 60573754.txt_0 | 60573754.txt | ANNUAL REPORT
2003
LUCIA
BOARD OF DIRECTORS' REPORT ON ACTIVITIES FOR THE YEAR
ENDED 31ST DECEMBER 2003
Société Anonyme with capital of 57,330,871 Euros PARIS Commercial and Companies Register No. B 784 605 503 (85 B 013 08)
SIRET (Company ID) No. 784 605 503 000 92 APE (Business Activity Code)701 B
6, rue Christophe Colomb 75008 PARIS Tel. 01 56 62 31 00 Fax 01 56 62 31 01
http://www.lucia-oli par.com email: lucia@lucia-sa.com
CONTENTS
Board of Directors
4
Chairman's Address
5
Joint Ordinary and Extraordinary Meeting
6
Board of Directors' Report
7
Events occurring since the close of 2003
15
Outlook
16
Presentation of results for the year
17
Annual evaluation of assets
19
General Information
20
Special Report of the Chairman of the Board
21
Resolutions submitted to the Ordinary and Extraordinary General Meeting
26
Consolidated Accounts as at 31st December 2003
37
Auditors' Report on the Consolidated Accounts
54
Company Balance Sheet as at 31st December 2003
57
Auditor's General Report
71
Auditors' Special Report
73
LUCIA ANNUAL REPORT 2003 3
BOARD OF DIRECTORS
Sébastien BAZIN Philippe LENGLET Philippe LEDOUX Serge PLATONOW Philippe RAYS
Alain AUBERT
STATUTORY AUDITORS
KPMG AUDIT SA PRESTIGE INTERNATIONAL AUDIT SA Thierry KARCHER Alain BOUCHET
Chairman Director Director Director Director
Company Secretary
Principal Principal
Deputy Deputy
4
LUCIA ANNUAL REPORT 2003
CHAIRMAN'S ADDRESS
Ladies and Gentlemen,
In accordance with our address of last year, we have devoted the essential part of our activities, apart from the lease then sale of the Adria Tower, to the development of the Danton | 0 |
1cons | 60573754.txt_1 | 60573754.txt | 21
Resolutions submitted to the Ordinary and Extraordinary General Meeting
26
Consolidated Accounts as at 31st December 2003
37
Auditors' Report on the Consolidated Accounts
54
Company Balance Sheet as at 31st December 2003
57
Auditor's General Report
71
Auditors' Special Report
73
LUCIA ANNUAL REPORT 2003 3
BOARD OF DIRECTORS
Sébastien BAZIN Philippe LENGLET Philippe LEDOUX Serge PLATONOW Philippe RAYS
Alain AUBERT
STATUTORY AUDITORS
KPMG AUDIT SA PRESTIGE INTERNATIONAL AUDIT SA Thierry KARCHER Alain BOUCHET
Chairman Director Director Director Director
Company Secretary
Principal Principal
Deputy Deputy
4
LUCIA ANNUAL REPORT 2003
CHAIRMAN'S ADDRESS
Ladies and Gentlemen,
In accordance with our address of last year, we have devoted the essential part of our activities, apart from the lease then sale of the Adria Tower, to the development of the Danton Quarter operation.
As you are aware, this is a complex and long-term operation.
Some of the stages we have already accomplished include:
Favourable initial judgements in the third party appeals against the planning permissions secured,
Considerable work on finalising our plans to develop Zac Danton (development area), seeking out the best technologies to be used and negotiating with the various administrative authorities and contractors,
All this to make it possible to commence building as soon as the administrative and legal problems have been resolved.
The main stages still to be achieved, which are necessary to the decision to
launch the construction of the T1 Tower are, the judgement on the appeals against planning permission, obtaining the necessary financing and an in-depth study of the rental market in La Défense. We are convinced that, in a property investment market which is still particularly attractive and active, we should achieve all this between now and the end of the year.
The outcome of all this should enable LUCIA shares to continue rising in the market.
Finally, we note that, despite a still difficult economic climate affecting hotel and leisure activities, our holiday village leasing sector which is showing the strain of this situation, has stood up well over all. | 1 |
1cons | 60573754.txt_2 | 60573754.txt | Quarter operation.
As you are aware, this is a complex and long-term operation.
Some of the stages we have already accomplished include:
Favourable initial judgements in the third party appeals against the planning permissions secured,
Considerable work on finalising our plans to develop Zac Danton (development area), seeking out the best technologies to be used and negotiating with the various administrative authorities and contractors,
All this to make it possible to commence building as soon as the administrative and legal problems have been resolved.
The main stages still to be achieved, which are necessary to the decision to
launch the construction of the T1 Tower are, the judgement on the appeals against planning permission, obtaining the necessary financing and an in-depth study of the rental market in La Défense. We are convinced that, in a property investment market which is still particularly attractive and active, we should achieve all this between now and the end of the year.
The outcome of all this should enable LUCIA shares to continue rising in the market.
Finally, we note that, despite a still difficult economic climate affecting hotel and leisure activities, our holiday village leasing sector which is showing the strain of this situation, has stood up well over all. The Club Méditerranée, which runs our property assets, has continued work on adapting its concept to the market. We are counting on this making itself felt this year by an increase in our revenue. Finally, the Accor Group's stake in Club Med can only enhance the status of our lessee within the framework of the long term leases concluded with it.
Sébastien BAZIN
LUCIA ANNUAL REPORT 2003 5
JOINT ORDINARY AND EXTRAORDINARY GENERAL MEETING OF 28TH JUNE 2004
AGENDA
ORDINARY GENERAL MEETING
Board of Directors' report;
Auditors' report on the accounts for the year ended 31/12/03;
Auditors' report on the consolidated accounts;
Approval of the company and consolidated accounts for the year ended
31/12/03 and discharge of the Directors;
Allocation of profits;
Auditors' special report on the agreements mentioned in Article L. 225-38 and following of the Commercial Code; approval of those agreements;
Share buy-back programme.
EXTRAORDINARY GENERAL MEETING
Auditors' special report pursuant to | 2 |
1cons | 60573754.txt_3 | 60573754.txt | The Club Méditerranée, which runs our property assets, has continued work on adapting its concept to the market. We are counting on this making itself felt this year by an increase in our revenue. Finally, the Accor Group's stake in Club Med can only enhance the status of our lessee within the framework of the long term leases concluded with it.
Sébastien BAZIN
LUCIA ANNUAL REPORT 2003 5
JOINT ORDINARY AND EXTRAORDINARY GENERAL MEETING OF 28TH JUNE 2004
AGENDA
ORDINARY GENERAL MEETING
Board of Directors' report;
Auditors' report on the accounts for the year ended 31/12/03;
Auditors' report on the consolidated accounts;
Approval of the company and consolidated accounts for the year ended
31/12/03 and discharge of the Directors;
Allocation of profits;
Auditors' special report on the agreements mentioned in Article L. 225-38 and following of the Commercial Code; approval of those agreements;
Share buy-back programme.
EXTRAORDINARY GENERAL MEETING
Auditors' special report pursuant to the provisions of Article L. 225-209 of the Commercial Code and authorisation to reduce the share capital by cancelling purchased shares pursuant to the share buy-back programme;
Authorisation to the Board of Directors to increase the share capital by incorporating reserves, profits or share, merger or contribution premiums;
Auditors' special report pursuant to the provisions of Article L. 225-129-III of the Commercial Code and authorisation to the Board of Directors to issue securities providing access, immediately or in the future, to the capital
while retaining preferential subscription rights.
Global limitation of the amount of issues made under Resolutions 6 and 7 of this Meeting and Resolutions 7 and 12 passed by the Joint Ordinary and Extraordinary General Meeting of 21st December 2001;
Auditors' special report pursuant to the provisions of Article L. 225-129-VII of the Commercial Code and authorisation for an increase in capital reserved for employees in accordance with the conditions laid down by Article L. 443-5 of the Labour Code with powers to the Board to implement it;
Powers to carry out formalities.
6
LUCIA ANNUAL REPORT 2003
BOARD OF DIRECTORS' REPORT
Ladies and Gentlemen, | 3 |
1cons | 60573754.txt_b0 | 60573754.txt | 2004
Prestige International Audit
Sophie Duval Partner
Benoît Gillet Partner
KPMG Audit A department of KPMG S.A.
Dominique Gagnard Partner
LUCIA ANNUAL REPORT 7 7
COMPANY BALANCE SHEET
AUDITORS' REPORTON THE PROPOSED INCREASE IN CAPITAL RESERVED FOR EMPLOYEES
JOINT ORDINARY AND EXTRAORDINARY GENERAL MEETING OF 28TH JUNE 2004 (RESOLUTION 9)
Ladies and Gentlemen,
In our capacity as your company's auditors and pursuant to the mission provided by Article L.225-135 of the Commercial Code, we present to you our report on the proposed increase in capital reserved for employees of your company, of 1,600,000, upon which you are required to make a decision. This increase in capital is subject to your approval pursuant to the provisions of Article L. 225-129 of the Commercial Code and Article L. 443-5 of the Labour Code.
On the basis of its report, your Board of Directors proposed that you give it the authority to decide on the terms and conditions of that transaction and proposes that you waive your preferential subscription right.
We have carried out our work in accordance with professional standards applicable in France which
require that we endeavour to check the methods for determining the issue price.
Subject to subsequent examination of the conditions of the proposed increase in capital, we have no comments to make on the methods of determining the issue price given in the Board of Directors' report.
As the issue price is not fixed, we cannot express an opinion on the final conditions under which the increase in capital will be effected and consequently on the proposal to waive your preferential subscription rights, the principle of which is however logical in the light of the transaction submitted for your approval.
In accordance with Article 155-2 of the Decree of 23rd March 1967, we shall produce a supplementary report when the increase in capital is effected by your Board of Directors.
Paris and La Défense, 15th June 2004
Prestige International Audit
Sophie Duval Partner
Benoît Gillet Partner
KPMG Audit A department of KPMG S.A.
Dominique Gagnard Partner
78
LUCIA ANNUAL REPORT 2003
| 4 |
1cons | 60573754.txt_b1 | 60573754.txt | 's auditors and pursuant to the mission provided by the Commercial Code and in particular Articles L. 228-92 and L. 228-95, we present to you our report on the proposed issue of securities or subscription warrants in the maximum nominal amount of 4,300,000, upon which transaction you are required to make a decision.
On the basis of its report, your Board of Directors proposed that you give it the authority to decide on the terms and conditions of that transaction.
We have carried out our work in accordance with professional standards applicable in France which require that we endeavour to check the methods
for determining the issue price of the capital securities to be issued.
Subject to subsequent examination of the conditions of the proposed increase in capital, we have no comments to make on the methods of determining the issue price given in the Board of Directors' report.
As the issue price of the capital securities to be issued is not fixed, we cannot express an opinion on the final conditions under which the issue will be effected.
In accordance with Article 155-2 of the Decree of 23rd March 1967, we shall produce a supplementary report when the issue is effected by your Board of Directors.
Paris and La Défense, 15th June 2004
Prestige International Audit
Sophie Duval Partner
Benoît Gillet Partner
KPMG Audit A department of KPMG S.A.
Dominique Gagnard Partner
LUCIA ANNUAL REPORT 7 7
COMPANY BALANCE SHEET
AUDITORS' REPORTON THE PROPOSED INCREASE IN CAPITAL RESERVED FOR EMPLOYEES
JOINT ORDINARY AND EXTRAORDINARY GENERAL MEETING OF 28TH JUNE 2004 (RESOLUTION 9)
Ladies and Gentlemen,
In our capacity as your company's auditors and pursuant to the mission provided by Article L.225-135 of the Commercial Code, we present to you our report on the proposed increase in capital reserved for employees of your company, of 1,600,000, upon which you are required to make a decision. This increase in capital is subject to your approval pursuant to the provisions of Article L. 225-129 of the Commercial Code and Article L. 443-5 of the Labour Code.
On the basis of its report, your Board of Directors proposed that you give it the authority to decide on the | 5 |
1cons | 60316325.txt_0 | 60316325.txt | annual report 2002
vital services for manufacturing efficiency
At a glance
Bodycote Heat Treatments
PROCESSES:
Controlled atmosphere, Electron beam welding, Fluidised bed, Laser and induction heat treatments, Plasma
1998
and carbo nitriding, Salt-bath, Surface and cryogenic treatments, Vacuum and meshbelt brazing services,
Vacuum heat treatment.
1999
2000 Bodycote has an unrivalled reputation for total reliability and unmatched expertise in all significant heat treatment processes. International locations, with leading edge fully computerised 2001
heat treatment centres, are complemented by sophisticated metal joining facilities, all with
2002
24/7 availability.
202 216 232
341 306
Sales £ Million
Bodycote Hot Isostatic Pressing
APPLICATIONS:
Alloy steel castings, Bi-metallic materials, Ceramics, Complex PM assemblies, Densal® & Densal®II, Diamond tools,
1998
Diffusion bonding, Glass, HIP brazing, Infra-red windows, Medical implants, Consolidation of powder metal into
near net shape components, Novel materials, Powder metal high speed steel/cold work steel, Sputtering targets,
1999
Superalloy castings, Titanium castings, Tungsten carbide.
2000
The Bodycote name is synonymous with world class metallurgical services to industry
2001
guaranteeing high quality, cost effective hot isostatic pressing, which uses very high pressure
2002
inert gas at elevated temperatures in order to eliminate porosity and improve the properties of
metal and ceramic materials.
32
Sales
£ Million
33
37
32
28
Bodycote Materials Testing
SERVICES:
Chemical analysis, Civil engineering, Coatings, Contaminated land, Corrosion, Environmental, Fatigue,
1998
Food and household, High temperature, Mechanical, Metallurgical, Microbiology, Non-destructive testing,
Non-metallic materials, Pharmaceuticals, Pipeline polymer testing, Positive materials identification and Site services,
1999
Testing of fracture toughness, Automotive engine and Exposure testing.
2000
Materials testing | 0 |
1cons | 60316325.txt_1 | 60316325.txt | metal into
near net shape components, Novel materials, Powder metal high speed steel/cold work steel, Sputtering targets,
1999
Superalloy castings, Titanium castings, Tungsten carbide.
2000
The Bodycote name is synonymous with world class metallurgical services to industry
2001
guaranteeing high quality, cost effective hot isostatic pressing, which uses very high pressure
2002
inert gas at elevated temperatures in order to eliminate porosity and improve the properties of
metal and ceramic materials.
32
Sales
£ Million
33
37
32
28
Bodycote Materials Testing
SERVICES:
Chemical analysis, Civil engineering, Coatings, Contaminated land, Corrosion, Environmental, Fatigue,
1998
Food and household, High temperature, Mechanical, Metallurgical, Microbiology, Non-destructive testing,
Non-metallic materials, Pharmaceuticals, Pipeline polymer testing, Positive materials identification and Site services,
1999
Testing of fracture toughness, Automotive engine and Exposure testing.
2000
Materials testing is a vital activity for many manufacturing industries, providing the means to
2001
control quality, validate products and determine specification compliance. Subcontracting to
2002
Bodycote gives access to state of the art technology with a skilled experienced workforce.
31 39
Sales £ Million
44
52
57
Bodycote Metallurgical Coatings
PROCESSES:
Anodising, Ceramic coatings, CVD coatings, Delta Tone 9000, Duplex coatings, Diamond-like coatings,
1998
Electroless nickel, Mechanical plating, Organic coatings, Phosphating, Physical vapour deposition (PVD) coatings,
Sheraplex, Sherardizing, Zinc electroplating, Delta Protekt, Gold and hard chrome plating, Zinc-iron and
1999
Zinc-cobalt plating.
2000
Bodycote Metallurgical Coatings offers indispensable coatings systems for anti-corrosion,
2001
wear resistance, metal cutting and forming, tribological and decorative applications. Modern
2002
computerised control systems, unparalleled coat | 1 |
1cons | 60316325.txt_2 | 60316325.txt | is a vital activity for many manufacturing industries, providing the means to
2001
control quality, validate products and determine specification compliance. Subcontracting to
2002
Bodycote gives access to state of the art technology with a skilled experienced workforce.
31 39
Sales £ Million
44
52
57
Bodycote Metallurgical Coatings
PROCESSES:
Anodising, Ceramic coatings, CVD coatings, Delta Tone 9000, Duplex coatings, Diamond-like coatings,
1998
Electroless nickel, Mechanical plating, Organic coatings, Phosphating, Physical vapour deposition (PVD) coatings,
Sheraplex, Sherardizing, Zinc electroplating, Delta Protekt, Gold and hard chrome plating, Zinc-iron and
1999
Zinc-cobalt plating.
2000
Bodycote Metallurgical Coatings offers indispensable coatings systems for anti-corrosion,
2001
wear resistance, metal cutting and forming, tribological and decorative applications. Modern
2002
computerised control systems, unparalleled coatings expertise and total quality commitment
from a strategic network of coating centres keeps Bodycote at the forefront of technological
and market developments.
21 35
Sales £ Million
46
54
49
2002
2001
Turnover Headline Operating Profit 1 Operating Profit
£440.1m £479.4m 1998
1999 2000
£49.4m £80.2m 2001
2002
£22.4m £72.1m
Headline Profit Before Taxation 1 £38.2m £66.3m 1998 1999
2000
Profit before Taxation
£11.2m £55.5m 2001
2002
Headline Earnings Per Share 1,2
10.6p 18.2p
Basic Earnings Per Share Dividend Per Share
2.4p 6.1p
1998
14.6p 1999
2000
2001
6.1p 2002
1 Headline Operating profit and profit before taxation are stated before exceptional items and amortisation of goodwill. 2 A reconciliation of headline EPS is given on page 30.
320.0 355 | 2 |
1cons | 60316325.txt_3 | 60316325.txt | ings expertise and total quality commitment
from a strategic network of coating centres keeps Bodycote at the forefront of technological
and market developments.
21 35
Sales £ Million
46
54
49
2002
2001
Turnover Headline Operating Profit 1 Operating Profit
£440.1m £479.4m 1998
1999 2000
£49.4m £80.2m 2001
2002
£22.4m £72.1m
Headline Profit Before Taxation 1 £38.2m £66.3m 1998 1999
2000
Profit before Taxation
£11.2m £55.5m 2001
2002
Headline Earnings Per Share 1,2
10.6p 18.2p
Basic Earnings Per Share Dividend Per Share
2.4p 6.1p
1998
14.6p 1999
2000
2001
6.1p 2002
1 Headline Operating profit and profit before taxation are stated before exceptional items and amortisation of goodwill. 2 A reconciliation of headline EPS is given on page 30.
320.0 355.4
Turnover £ Million
371.1
479.4
440.1
21.3 Headline Earnings
Per Share
22.5
Pence
22.6
18.2
10.6
4.8 Dividend Per Share Pence
5.5
6.0
6.1
6.1
CONTENTS 1 Financial Highlights 2 Chairman's Statement 3 Chief Executive's Review 8 Finance Director's Report 10 Directors' Report 13 Corporate Governance 14 Board Report on Remuneration 18 Board of Directors and Advisers
19 Independent Auditors' Report 20 Consolidated Profit and
Loss Account 21 Balance Sheets 22 Consolidated Cash Flow Statement 23 Consolidated Statement of Total
Recognised Gains and Losses 23 Reconciliation of Movements
in Group Shareholders' Funds 24 Accounting Policies 26 Notes to the Financial Statements 47 Five Year Summary 48 Principal Subsidiary Undertakings 51 Financial Calendar
and Supplementary Information
Bodycote annual report 2002
1
Chairman's Statement
Introduction It has been a tough year. As reported in November, the encouraging signs mid-year proved to be | 3 |
1cons | 60316325.txt_b0 | 60316325.txt | ars, Northern Registrars Limited, Northern House, Woodsome Park, Fenay Bridge, Huddersfield HD8 0LA. Telephone: 01484-600900; Fax: 01484-600911; and email: info@northernregistrars.co.uk - Change of address - Lost share certificates or dividend cheques - Dividend mandates - Amalgamation of holdings Forms for these matters can be downloaded from the registrars' website at www.northernregistrars.co.uk, where shareholders can also check their holdings and details.
Shareholder Information
Analysis of share register as at 24 February 2003
Holding range: 1 to 999 1,000 to 9,999 10,000 to 99,999 100,000 to 249,999 250,000 to 499,999 500,000 to 999,999 1,000,000 and over
Types of shareholders: Directors' interests Major institutional and corporate holdings Other shareholdings
Number of shareholders
1,002 1,780
524 77 45 34 61
3,523
%
28.44 50.52 14.87
2.19 1.28 0.97 1.73
100.00
% of shareholders
0.1 6.5 93.4
100.0
Number of Shares
459,515 5,857,161 14,364,457 11,687,849 16,222,221 24,360,471 183,519,210
256,470,884
%
0.18 2.28 5.60 4.56 6.32 9.50 71.56
100.00
% of total shares
0.7 90.4
8.9
100.0
Bodycote annual report 2002
51
BODYCOTE INTERNATIONAL PLC. HULLEY ROAD. MACCLESFIELD. CHESHIRE. SK10 2SG TEL: +44 (0)1625 505300. FAX: +44 (0)1625 505313. EMAIL: info@bodycote.co.uk. ONLINE: www.bodycote.com
Designed and produced by ID. www.interactivedimension.com Printed by County Offset
Bodycote International plc annual report 2002
www.bodycote.com
| 4 |
1cons | 60316325.txt_b1 | 60316325.txt |
France
St. Dizier
France
Anti-corrosion processing including sherardizing, mechanical plating, zinc electroplating, organic and metal finishing, vacuum and ceramic coating and physical vapour deposition.
Property and General
*Thomas Cook & Son Insurance Brokers Limited (75% owned)
Burnley
Insurance broking, industrial and commercial risk management, independent financial advisers.
England
Bodycote Property Holdings Inc. Bodycote MAS Redevelopment Corporation
Managers of the Group's property interests.
Mississauga ON St Louis MO
Canada USA
Except where stated, these companies are wholly owned subsidiaries and have only one class of issued shares. Subsidiaries marked with an asterisk* are held directly by Bodycote International plc.
50
Bodycote annual report 2002
Financial Calendar
Annual general meeting Final dividend for 2002 Interim results for 2003 Interim dividend for 2003 Results for 2003
28 May 2003 1 July 2003
August 2003 January 2004
March 2004
Shareholder Enquiries
Enquiries on the following administrative matters can be addressed to the Company's registrars, Northern Registrars Limited, Northern House, Woodsome Park, Fenay Bridge, Huddersfield HD8 0LA. Telephone: 01484-600900; Fax: 01484-600911; and email: info@northernregistrars.co.uk - Change of address - Lost share certificates or dividend cheques - Dividend mandates - Amalgamation of holdings Forms for these matters can be downloaded from the registrars' website at www.northernregistrars.co.uk, where shareholders can also check their holdings and details.
Shareholder Information
Analysis of share register as at 24 February 2003
Holding range: 1 to 999 1,000 to 9,999 10,000 to 99,999 100,000 to 249,999 250,000 to 499,999 500,000 to 999,999 1,000,000 and over
Types of shareholders: Directors' interests Major institutional and corporate holdings Other shareholdings
Number of shareholders
1,002 1,780
524 77 45 34 61
3,523
%
28.44 50.52 14.87
2.19 1.28 0.97 1.73
100.00 | 5 |
1cons | 60961454.txt_0 | 60961454.txt | INSINGER DE BEAUFORT HOLDINGS S.A. ANNUAL REPORT 2006 31 DECEMBER 2006
CONTENTS
Directors and Professional Advisors
2
Senior Executives
3
Salient Features
4
Chairman's Report
5
Report of the Executive
6
Directors' Approval
14
Auditor's Report
15
Five-Year Summary
16
Financial Statements
Group Profit and Loss Account
18
Group Balance Sheet
19
Consolidated Statement of Changes in Equity
20
Group Statement of Cash Flows
24
Company Profit and Loss Account
26
Company Balance Sheet
27
Company Statement of Changes in Equity
28
Company Statement of Cash Flows
29
Notes to financial statements
31
Other information
List of significant investments
69
Insinger de Beaufort Offices
70
DIRECTORS AND PROFESSIONAL ADVISORS
INSINGER DE BEAUFORT HOLDINGS S.A.
Board of Directors Kardol, Bas Chairman Kantor, Ian Chief Executive Officer Sieradzki, Peter chief Operating Officer Mooij, Rob chief Financial Officer, appointed 22 May 2006 Georgola, Steven (Non-Executive) Ernzer, Marcel (Non-Executive), appointed 22 May 2006 Legal advisors Luxembourg Elvinger, Hoss and Prussen Maitland & Co
Registered office and number Insinger de Beaufort Holdings S.A. 66 Avenue Victor Hugo L-1750 Luxembourg R.C.S. Luxembourg B49429
2 Insinger de Beaufort Annual Report 31 December 2006
SENIOR EXECUTIVES
MANAGEMENT BOARD
PRIVATE BANKING
Kantor, Ian (CEO) Human, Kobus (Asset Management) Mooij, Rob (CFO) Peijster, Frans (Private Banking) Sieradzki, Peter (COO) White, Piers (United Kingdom)
Group Finance, Operations and Support Baltus, Marc
Secretary Staring, Mike
Marketing and Communications Bongers, Han Brandsma, Oedo
United Kingdom Finance, Operations and Support Howard, David Tokley, Jacqui
Europe Beaufort, Rijn | 0 |
1cons | 60961454.txt_1 | 60961454.txt | ol, Bas Chairman Kantor, Ian Chief Executive Officer Sieradzki, Peter chief Operating Officer Mooij, Rob chief Financial Officer, appointed 22 May 2006 Georgola, Steven (Non-Executive) Ernzer, Marcel (Non-Executive), appointed 22 May 2006 Legal advisors Luxembourg Elvinger, Hoss and Prussen Maitland & Co
Registered office and number Insinger de Beaufort Holdings S.A. 66 Avenue Victor Hugo L-1750 Luxembourg R.C.S. Luxembourg B49429
2 Insinger de Beaufort Annual Report 31 December 2006
SENIOR EXECUTIVES
MANAGEMENT BOARD
PRIVATE BANKING
Kantor, Ian (CEO) Human, Kobus (Asset Management) Mooij, Rob (CFO) Peijster, Frans (Private Banking) Sieradzki, Peter (COO) White, Piers (United Kingdom)
Group Finance, Operations and Support Baltus, Marc
Secretary Staring, Mike
Marketing and Communications Bongers, Han Brandsma, Oedo
United Kingdom Finance, Operations and Support Howard, David Tokley, Jacqui
Europe Beaufort, Rijnhard de Beffort, Claude Boot, Jeroen Donotano, Vito Kreder, Robert Kun, Eduard van der Reijns, Loek Schepen, Arjen Snijders, Jeroen Tilman, Frans Vink, Jan de Vismans, Herman Wijburg, Nico
United Kingdom Bayer, Elissa Behrens, Debbie Berkowitz, Trevor Marlow, Edward Martin, Frank Mun-Gavin, David Olstead, Simon Schewitz, Kelvan Simon, John
INSTITUTIONAL AND CORPORATE PRODUCTS AND SERVICES
United Kingdom Bond Broking Blackwell, Andrew Bruell, Nick Jordan, Phil Matthews, Dean Reynolds, Mark Syriopolous, Dionissis
Equity and Derivatives Broking Ash, Andy Burton, Martin Coate, Clive Dunnoos, Elie Glassock, Jonathan Green, Robert Peskin, Andrew Shaw, Elliott Stiasny, Collin
Corporate Finance/Broking Allen, Jasper Caldwell, Christopher Sahgal, Nandita Ward, Peter
Europe Equity Trading Leur, Patrick van Monnik, Frank Scheper, Harry
ASSET MANAGEMENT
Europe and South Africa Dugmore, Ina | 1 |
1cons | 60961454.txt_2 | 60961454.txt | hard de Beffort, Claude Boot, Jeroen Donotano, Vito Kreder, Robert Kun, Eduard van der Reijns, Loek Schepen, Arjen Snijders, Jeroen Tilman, Frans Vink, Jan de Vismans, Herman Wijburg, Nico
United Kingdom Bayer, Elissa Behrens, Debbie Berkowitz, Trevor Marlow, Edward Martin, Frank Mun-Gavin, David Olstead, Simon Schewitz, Kelvan Simon, John
INSTITUTIONAL AND CORPORATE PRODUCTS AND SERVICES
United Kingdom Bond Broking Blackwell, Andrew Bruell, Nick Jordan, Phil Matthews, Dean Reynolds, Mark Syriopolous, Dionissis
Equity and Derivatives Broking Ash, Andy Burton, Martin Coate, Clive Dunnoos, Elie Glassock, Jonathan Green, Robert Peskin, Andrew Shaw, Elliott Stiasny, Collin
Corporate Finance/Broking Allen, Jasper Caldwell, Christopher Sahgal, Nandita Ward, Peter
Europe Equity Trading Leur, Patrick van Monnik, Frank Scheper, Harry
ASSET MANAGEMENT
Europe and South Africa Dugmore, Ina Ester, Guy Fitzgerald, Peter Martens, Eelco Williams, David Yeo, Peter
Treasury and Credit Speld, Alexander van der Witjes, Sjarrel
3 Insinger de Beaufort Annual Report 31 December 2006
SALIENT FEATURES INSINGER DE BEAUFORT HOLDINGS S.A. CONSOLIDATED
Results
Operating income (million) Operating profit (million) Profit before tax (million) Net profit (million)
Per ordinary share
Diluted Earnings (cents) Dividends (cents) Dividend cover
Balance sheet
Total assets (million) Shareholders' equity (million) Number of ordinary shares of 2.00 each in issue (million)
Other
Assets under management (excluding fiduciary assets) (billion)
Number of staff employed at year-end
2006
000's
89.1 10.9 10.9
7.4
50.2 22.0
2.1
437.4 56.4 12.9
6.3
374
2005
000's
81.9 3.9 8.8 9.1
65.7 | 2 |
1cons | 60961454.txt_3 | 60961454.txt | Ester, Guy Fitzgerald, Peter Martens, Eelco Williams, David Yeo, Peter
Treasury and Credit Speld, Alexander van der Witjes, Sjarrel
3 Insinger de Beaufort Annual Report 31 December 2006
SALIENT FEATURES INSINGER DE BEAUFORT HOLDINGS S.A. CONSOLIDATED
Results
Operating income (million) Operating profit (million) Profit before tax (million) Net profit (million)
Per ordinary share
Diluted Earnings (cents) Dividends (cents) Dividend cover
Balance sheet
Total assets (million) Shareholders' equity (million) Number of ordinary shares of 2.00 each in issue (million)
Other
Assets under management (excluding fiduciary assets) (billion)
Number of staff employed at year-end
2006
000's
89.1 10.9 10.9
7.4
50.2 22.0
2.1
437.4 56.4 12.9
6.3
374
2005
000's
81.9 3.9 8.8 9.1
65.7 18.0 2.2
407.6 53.0 12.9
5.3
340
Change
%
9 180
24 (19)
(24) 22 (4)
7 7 0
19
10
4 Insinger de Beaufort Annual Report 31 December 2006
CHAIRMAN'S REPORT
Developments In the year 2006 the Group showed good growth. The continued focus on the core financial services businesses Private Banking, Asset Management and Institutional & Corporate products and services remains successful. The results of the Institutional & Corporate products and services unit were negatively influenced by unfavourable market conditions. The assets under management and recurring income continued to grow, which is central to the further development of the business. It is an important indicator of the Group's success in providing quality solutions to its clients.
Financial results The Group reports a net profit after tax of 7.4 million for the year 2006 compared to 9.1 for the year 2005. The operating profit for the year 2006 amounted to 10.9 million, compared to 3.9 million for 2005. This growth was in particular attributable to increased revenue from Asset Management and Private Banking.
The assets under management amounted to 6 | 3 |
1cons | 60961454.txt_b0 | 60961454.txt | The Netherlands Eindhoven, The Netherlands Amersfoort, The Netherlands Hoevelaken, The Netherlands Hoevelaken, The Netherlands
Non-consolidated indirect Investments
Equity Trust Holdings Sàrl
Luxembourg, Grand-Duchy of Luxembourg
5) Depository receipts of shares 6) Non consolidated
Issued equity held%
100 100 100
100 5 100 100 50 100 100 100 100 100 100 100
50 50 50 50 50 50 50 50
11.2
69 Insinger de Beaufort Annual Report 31 December 2006
INSINGER DE BEAUFORT OFFICES
Italy Via dei Due Macelli 48 00187 Roma Italy Tel +39 06 69 00 21 Fax +39 06 69 94 15 58 info@insinger.it
Luxembourg 66 avenue Victor Hugo L-1750 Luxembourg Grand Duchy of Luxembourg Tel +352 46 92921 Fax +352 46 929250 infoluxtrust@insinger.com infoluxam@insinger.com
Netherlands Herengracht 537 1017 BV Amsterdam P.O. Box 10820 1001 EV Amsterdam The Netherlands Tel +31 (0)20 5215 000 Fax +31 (0)20 5215 009 info@insinger.com
Tournooiveld 3 2511 CX Den Haag The Netherlands Tel +31 (0)70 3123 970 Fax +31(0)70 3123 979 info@insinger.com
Parklaan 60 5613 BH Eindhoven P.O. Box 365 5600 AJ Eindhoven The Netherlands Tel +31 (0)40 265 5255 Fax +31 (0)40 245 2855 infoehv@insinger.com
South Africa 3rd Floor Protea Place Cnr Protea Road & Dreyer Street Claremont 7708 P.O. Box 45034 Claremont 7735 South Africa Tel +27 21 671 69 04 Fax +27 21 671 80 59 or +27 21 671 54 12
United Kingdom 131 Finsbury Pavement London EC2A 1NT United Kingdom Tel +44 (0)20 7190 7000 Fax +44 (0)20 7190 7100 infouk@insinger.com
70 Insinger de Beaufort Annual Report 31 December 2006
| 4 |
1cons | 60961454.txt_b1 | 60961454.txt | NV Insinger de Beaufort Holding BV Insinger de Beaufort Investments Limited Insinger de Beaufort (Luxembourg) SA Insinger de Beaufort (UK) Limited Insinger de Beaufort Associates B.V. Insinger de Beaufort Investments (S.A.) (Proprietary) limited
Amsterdam, The Netherlands Amsterdam, The Netherlands London, United Kingdom Zug, Switzerland Amsterdam, The Netherlands Amsterdam, The Netherlands Tortola, British Virgin Islands Luxembourg, Grand-Duchy of Luxembourg London, United Kingdom Eindhoven, The Netherlands Claremont, South Africa
Associates 6 B & S Insinger Beheer B.V. Holland Immo Groep Insinger de Beaufort Beheer B.V. Holland Immo Groep Insinger de Beaufort V B.V. Holland Immo Groep Insinger de Beaufort VI B.V Holland Immo Groep X / Woningfonds B.V. Germany Residential Fund Management B.V. Bouwfonds Germany Residential Fund BV II Bouwfonds Germany Residential Fund BV III
Laren, The Netherlands Eindhoven, The Netherlands Eindhoven, The Netherlands Eindhoven, The Netherlands Eindhoven, The Netherlands Amersfoort, The Netherlands Hoevelaken, The Netherlands Hoevelaken, The Netherlands
Non-consolidated indirect Investments
Equity Trust Holdings Sàrl
Luxembourg, Grand-Duchy of Luxembourg
5) Depository receipts of shares 6) Non consolidated
Issued equity held%
100 100 100
100 5 100 100 50 100 100 100 100 100 100 100
50 50 50 50 50 50 50 50
11.2
69 Insinger de Beaufort Annual Report 31 December 2006
INSINGER DE BEAUFORT OFFICES
Italy Via dei Due Macelli 48 00187 Roma Italy Tel +39 06 69 00 21 Fax +39 06 69 94 15 58 info@insinger.it
Luxembourg 66 avenue Victor Hugo L-1750 Luxembourg Grand Duchy of Luxembourg Tel +352 46 92921 Fax +352 46 929250 infoluxtrust@insinger.com infoluxam@insinger.com
Netherlands Herengracht 537 1017 BV Amsterdam P.O. Box 10820 1001 EV Amsterdam The Netherlands | 5 |
1cons | 60646940.txt_0 | 60646940.txt | 2004 Reference Document
CONTENTS
2 Chairman's message 4 Management report of the Board
of Directors 31 Consolidated financial statements 61 Statutory accounts 83 General information 106 Cross-reference table
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Contents
1
CHAIRMAN'S MESSAGE
Ladies, Gentlemen, Dear Shareholders,
2004 was a challenging but rewarding year for the Group.
Rewarding in the sense that we generated solid results, strengthened our competitive position in many areas and delivered operating margins above 15% for the 11th consecutive year; but challenging is | 0 |
1cons | 60646940.txt_1 | 60646940.txt | Frcoypderrrlobeaginsr'bfsAotsun)ceasSvtpecain2oehtenpdon1dbieoeè1+codt-drrbk3a1cret,3eyuioEsntwfom,n1xoteefh9ci4rdetheet22f5hnhian16anoA11tesnc1-9au.1w4eMgfntBo52Ceacd2.IlclFClsiiAoohoac.2fufcwlha6icultrytoetshgomrhrdcaoeorpeeen,nrwbodinsbtyrAtieatiaythe..xschMtsee.cteT)itan.wohFholsdn.leene'iiistnsnbegg
Contents
1
CHAIRMAN'S MESSAGE
Ladies, Gentlemen, Dear Shareholders,
2004 was a challenging but rewarding year for the Group.
Rewarding in the sense that we generated solid results, strengthened our competitive position in many areas and delivered operating margins above 15% for the 11th consecutive year; but challenging is the sense that competitive pressures have not abated and the currency markets continued to move against us.
In past years, I have provided commentary and perspective on the annual operating results, but this year, I've given my BIC® pen to Mario Guevara, named COO of BIC in March 2004, to provide his specific insight into the results. I will focus my commentary on the Group strategy and the future perspective.
I want to reinforce my belief that the BIC® brand will continue to grow. In 2004 we implemented several initiatives that leverage the strength of our brand. These initiatives included the following:
We took the strategic decision to re-brand our Conté® line under the BIC® Kids brand.
We acquired the Stypen fountain pen business a dynamic category in France and quickly launched a refillable school fountain pen under the BIC® brand.
We continue to leverage the strength of the BIC® brand in lighters, where new branding initiatives have further differentiated BIC® from counterfeits and low quality competitors.
We launched the line of BIC® Select value-added writing instruments an effort to leverage the strong quality perception of our brand in a slightly more upscale segment.
We continued to | 1 |
1cons | 60646940.txt_2 | 60646940.txt | the sense that competitive pressures have not abated and the currency markets continued to move against us.
In past years, I have provided commentary and perspective on the annual operating results, but this year, I've given my BIC® pen to Mario Guevara, named COO of BIC in March 2004, to provide his specific insight into the results. I will focus my commentary on the Group strategy and the future perspective.
I want to reinforce my belief that the BIC® brand will continue to grow. In 2004 we implemented several initiatives that leverage the strength of our brand. These initiatives included the following:
We took the strategic decision to re-brand our Conté® line under the BIC® Kids brand.
We acquired the Stypen fountain pen business a dynamic category in France and quickly launched a refillable school fountain pen under the BIC® brand.
We continue to leverage the strength of the BIC® brand in lighters, where new branding initiatives have further differentiated BIC® from counterfeits and low quality competitors.
We launched the line of BIC® Select value-added writing instruments an effort to leverage the strong quality perception of our brand in a slightly more upscale segment.
We continued to leverage the BIC® brand in the growing triple blade segment of wet shave, where an ingenious approach in design combined with improved shaving quality has generated solid sales.
2
Chairman's message
Geographic expansion is also part of our strategy. In 2004 we completed the acquisition of our distributor in Japan to accelerate growth and to provide a strong base for a profitable future in the Asia region.
I look forward to 2005 and beyond with optimism. I am confident that our long-term strategies and a focused management team are building broad-based momentum across our core categories; and our corporate value of Teamwork has resulted in a more agile and involved culture. But the future will not be without challenges. We will continue to be confronted by the currency markets since a majority of our sales and profits are generated in the Americas. Consistent growth in this region is an important element of our long-term strategy, but in the short-term the weak dollar will impact our results. We also face a new environment in shavers, but we are accustomed to
competing against large and well-resourced brands in this category.
We will face these challenges and are committed to consistent sales growth and growing profits faster than sales. We will also pursue acquisitions | 2 |
1cons | 60646940.txt_3 | 60646940.txt | leverage the BIC® brand in the growing triple blade segment of wet shave, where an ingenious approach in design combined with improved shaving quality has generated solid sales.
2
Chairman's message
Geographic expansion is also part of our strategy. In 2004 we completed the acquisition of our distributor in Japan to accelerate growth and to provide a strong base for a profitable future in the Asia region.
I look forward to 2005 and beyond with optimism. I am confident that our long-term strategies and a focused management team are building broad-based momentum across our core categories; and our corporate value of Teamwork has resulted in a more agile and involved culture. But the future will not be without challenges. We will continue to be confronted by the currency markets since a majority of our sales and profits are generated in the Americas. Consistent growth in this region is an important element of our long-term strategy, but in the short-term the weak dollar will impact our results. We also face a new environment in shavers, but we are accustomed to
competing against large and well-resourced brands in this category.
We will face these challenges and are committed to consistent sales growth and growing profits faster than sales. We will also pursue acquisitions to further accelerate growth provided they offer the right strategic fit at a fair value. Alternatively we will continue to reward shareholders as we have done over the past 3 years with 366 million euro in dividends and share repurchases.
Finally, I offer my heartfelt thanks to my colleagues around the world for the many contributions they made to the Group's achievements in 2004. As always, we thank our customers and shareholders for their continuing confidence and support.
Sincerely,
Bruno Bich Chairman & CEO
Chairman's message
3
RMAAPNPAOGRETMDENETGRESETPIOORNT DOUF TCHOENSBEOILARD DO'FADDMIRIENCITSOTRASTFIORN 2P0O0U4R L'EXERCICE 2004
Ladies, Gentlemen, Dear Shareholders,
In this report, your Board of Directors presents a summary of the Group's activities during the fiscal year 2004 and discusses its prospects for the future.
BIC is one of the world leaders in the stationery, lighter and shaver markets. Our products are sold all over the globe, in more than 160 countries. Channels of distribution include stationery stores, | 3 |
1cons | 60646940.txt_b0 | 60646940.txt | processes...)
96-97
Sections
Annual Report Pages
Legal risks (specific regulation, concessions, patents, licenses, significant litigation, exceptional items...)
Industrial and environmental risks
Insurance and risk coverage
96 96 96-97
Assets and financial position
Consolidated financial statements and notes Off-balance sheet commitments Fees paid to Statutory Auditors and members of their networks Pro-forma financial statements Statutory financial statements and notes Half-year financial statements Switching to International Financial Reporting Standards (IFRS) and opening IFRS balance sheet
12 to 78 31-58 56-57
105 (N/A) 61-78 (N/A)
12-16
Corporate government
10 to 104
Composition and functioning of committees of Board of Directors, Management Board and supervisory Board
19-21, 97-98
Composition and functioning of committees
98-99
Internal control
99-102
Chairman's report on the Board of Directors
functioning and on the internal control procedures
implemented by the Company
10, 96-102
Executive Management (compensation and benefits,
stock-options granted and exercised, warrants
and equity warrants)
103
Options granted to and exercised by the ten top
employees grantees excluding senior executives
104
Regulated transactions
103
Recent developments and outlook
105
Recent developments
105
Outlook
105
106
CAROLE IMBERT INVESTOR RELATIONS DIRECTOR
14, RUE JEANNE D'ASNIÈRES 92611 CLICHY CEDEX FRANCE
TEL: 33 (0) 1 45 19 55 28 EMAIL: carole.imbert@bicworld.com
LIMITED COMPANY. CAPITAL: EURO 198,151,330.32 DIVIDED INTO 51,872,076 SHARES OF COMMON STOCK,
PAR VALUE EURO 3.82 QUOTED ON EUROLIST EURONEXT PARIS
ISIN:FR0000120966 MNEMONIC: BB
CONTINUOUS QUOTATION 552.008.443 REGISTERED IN NANTERRE, FRANCE
107
| 4 |
1cons | 60646940.txt_b1 | 60646940.txt | limit for exercising voting rights...) 85-86
Authorized, non-issued capital
86
Potential share capital
(N/A)
Evolution over the past five years
87
Stock market information
Evolution of the share and volume over 18 months
92
Dividends
92-93
Share capital and voting rights Current share ownership structure and voting rights Change in share ownership structure Shareholders' agreements
88 to 89 88 89 89
Group activity
90 to 96
Group structure (parent Company/subsidiary relations,
information on subsidiaries)
90-91
Group key figures
93-94
Segment information (category and geography)
94
The issuer's markets and competitive position
93
Investment policy
95-96
Performance indicators
(N/A)
Analysis of group risks
96 to 97
Risk factors
Market risks (liquidity, interest rate, exchange, investments) 96
Risks related to the activity (dependence on suppliers,
customers, subcontractors, agreements, manufacturing
processes...)
96-97
Sections
Annual Report Pages
Legal risks (specific regulation, concessions, patents, licenses, significant litigation, exceptional items...)
Industrial and environmental risks
Insurance and risk coverage
96 96 96-97
Assets and financial position
Consolidated financial statements and notes Off-balance sheet commitments Fees paid to Statutory Auditors and members of their networks Pro-forma financial statements Statutory financial statements and notes Half-year financial statements Switching to International Financial Reporting Standards (IFRS) and opening IFRS balance sheet
12 to 78 31-58 56-57
105 (N/A) 61-78 (N/A)
12-16
Corporate government
10 to 104
Composition and functioning of committees of Board of Directors, Management Board and supervisory Board
19-21, 97-98
Composition and functioning of committees
98-99
Internal control
99-102
Chairman's report on the Board of Directors
functioning and on the internal control procedures
implemented by the Company
10, 96-102
Executive Management ( | 5 |
1cons | 60937121.txt_0 | 60937121.txt | Annual report 2006
CONSOLIDATED FINANCIAL STATEMENTS MANAGEMENT REPORT
CORPORATE GOVERNANCE
MAPFRE S.A.: Accounting data
INCOME STATEMENT
Total revenues Written and accepted premiums
Non-life Life Result of the Non-life business Result of the Life business Result of the Other Business Activities Result before tax Result after tax and minority interests
Third party funds managed in Life assurance
Figures in million Euros
PCEA*
2002 2003 2004
6,945 6,693 7,884
5,647 5,315 6,421
3,357 3,599 4,397
2,290 1,716 2,024
190
239
313
81
104
104
(12)
(22)
(14)
259
321
403
113
141
183
2004 8,036 6,414 4,429 1,985
335 126
18 480 209
IFRS** 2005 9,049 7,261 5,242 2,019 376 124 49 548 250
2006 9,863 7,900 5,849 2,051
522 157
59 737 330
11,834 14,946 16,048 17,378 19,252 20,105
MANAGEMENT RATIOS
Non-life Loss ratio, net of reinsurance Expense ratio, net of reinsurance Combined ratio, net of reinsurance Life Net operating expenses / Reserves (MAPFRE VIDA) Return on equity
PCEA*
IFRS**
2002 2003 2004 2004 2005 2006
70.5% 30.8% 101.3%
67.8% 28.7% 96.5%
67.0% 27.3% 94.3%
67.6% 27.5% 95.1%
69.5% 28.1 | 0 |
1cons | 60937121.txt_1 | 60937121.txt | 22)
(14)
259
321
403
113
141
183
2004 8,036 6,414 4,429 1,985
335 126
18 480 209
IFRS** 2005 9,049 7,261 5,242 2,019 376 124 49 548 250
2006 9,863 7,900 5,849 2,051
522 157
59 737 330
11,834 14,946 16,048 17,378 19,252 20,105
MANAGEMENT RATIOS
Non-life Loss ratio, net of reinsurance Expense ratio, net of reinsurance Combined ratio, net of reinsurance Life Net operating expenses / Reserves (MAPFRE VIDA) Return on equity
PCEA*
IFRS**
2002 2003 2004 2004 2005 2006
70.5% 30.8% 101.3%
67.8% 28.7% 96.5%
67.0% 27.3% 94.3%
67.6% 27.5% 95.1%
69.5% 28.1% 97.6%
65.0% 30.1% 95.1%
1.2% 1.1% 1.2% 0.9% 0.9% 0.9% 10.1% 13.0% 13.3% 12.5% 12.4% 14.6%
BALANCE SHEET
REAL ESTATE, INVESTMENTS AND CASH Real estate (including property for own use) Equities and mutual funds Fixed income Other investments Cash
2002 12,658
514 730 9,217 1,672 525
PCEA* 2003
15,686 528 901
11,411 2,343 503
2004 17,283
639 1,063 12,970 1,755
856
2004 19,700
619 1,205 15,748 1,227
901
IFRS** 2005
21,808 723
1,354 17,851
915 965
2006 22,513
882 1,784 18,138
877 833
TECHNICAL RESERVES Unearned premium reserves Life assurance reserves Claims reserves Other reserves and Unit | 1 |
1cons | 60937121.txt_2 | 60937121.txt | % 97.6%
65.0% 30.1% 95.1%
1.2% 1.1% 1.2% 0.9% 0.9% 0.9% 10.1% 13.0% 13.3% 12.5% 12.4% 14.6%
BALANCE SHEET
REAL ESTATE, INVESTMENTS AND CASH Real estate (including property for own use) Equities and mutual funds Fixed income Other investments Cash
2002 12,658
514 730 9,217 1,672 525
PCEA* 2003
15,686 528 901
11,411 2,343 503
2004 17,283
639 1,063 12,970 1,755
856
2004 19,700
619 1,205 15,748 1,227
901
IFRS** 2005
21,808 723
1,354 17,851
915 965
2006 22,513
882 1,784 18,138
877 833
TECHNICAL RESERVES Unearned premium reserves Life assurance reserves Claims reserves Other reserves and Unit-Linked
12,008 1,185 8,671 1,387 765
15,330 1,501
11,133 1,974 722
16,542 1,808
11,792 2,245 697
17,824 1,804
13,177 2,240 603
20,427 2,285
14,478 3,073 591
21,004 2,575
14,475 3,354 600
EQUITY Shareholders' capital and reserves Minority interests
1,701 1,077
624
1,764 1,088
676
2,403 1,671
732
2,712 1,851
861
3,162 2,184
978
3,412 2,340 1,072
TOTAL ASSETS
15,238 19,074 21,006 23,819 27,421 28,348
Figures in million Euros * PCEA: Spanish Accounting Standards for Insurance Companies("Plan de Contabilidad de Entidades Aseguradoras") ** IFRS: International Financial | 2 |
1cons | 60937121.txt_3 | 60937121.txt | -Linked
12,008 1,185 8,671 1,387 765
15,330 1,501
11,133 1,974 722
16,542 1,808
11,792 2,245 697
17,824 1,804
13,177 2,240 603
20,427 2,285
14,478 3,073 591
21,004 2,575
14,475 3,354 600
EQUITY Shareholders' capital and reserves Minority interests
1,701 1,077
624
1,764 1,088
676
2,403 1,671
732
2,712 1,851
861
3,162 2,184
978
3,412 2,340 1,072
TOTAL ASSETS
15,238 19,074 21,006 23,819 27,421 28,348
Figures in million Euros * PCEA: Spanish Accounting Standards for Insurance Companies("Plan de Contabilidad de Entidades Aseguradoras") ** IFRS: International Financial Reporting Standard
MAPFRE S.A.: Accounting data
CONSOLIDATED STATEMENT OF CHANGES IN EQUITY
BALANCE AS AT 1 JANUARY Results and expenses recognised directly in equity
From investments available for sale From translation differences From application of tacit accounting to Life reserves TOTAL Other results for the year Distribution of result of previous year Interim dividend for the year Other changes in equity BALANCE AS AT 31 DECEMBER Figures in million Euros
2005 2,712
352 126 (261) 217 394 (43) (112) (7) 3,161
2006 3,161
(364) (72) 334
(102) 516 (55)
(124) 16
3,412
GEOGRAPHICAL BREAKDOWN AND PRESENCE
2002
Number of countries in which the Group is present Total number of employees
Spain Other countries Number of branches Spain Other countries Geographical breakdown of premiums Spain Other countries
37 12,376
5,427 6,949 3,230 2,637
593
66% 34%
2003 37
13,868 5,624 8,244 3,529 2,725 8 | 3 |
1cons | 60937121.txt_b0 | 60937121.txt | Pablo (Castille); Mr. Juan José Bruguera Clavero, Mr. Jesús Loro Carceller, Mr. Xavier Cairo Puigdevall and Mr. Josep Felip Colet (Catalunia); Mr. Luis Antonio Corcobado Llorente and Mr. Jesús Miguel Huertas Muñoz-Quirós (Centre); Mr. Juan Pedro Burdiel Balué, Mr. José Manuel Corral Vázquez and Mr. José Gabriel Barreiro Pérez (Galicia); Mr. César de Santiago Polo (Madrid); Mr. Sixto Jiménez Muniain and Mr. José Ramón Guerra de la Fuente (North) MAPFRE would like to express its gratitude to all the above for their contribution. It also wishes to express its thanks to all directors, managers, employees, delegates, agents and associates, who, through their commitment and success, have made possible the excellent results achieved in 2006.
IN MEMORIAM
Since the preparation of the previous Annual Accounts, the following employees have passed away: Mr. Jesús López Martín, Mr. Ángel Martín Astiz, Mrs. Ma Dolores Rodríguez Vera, Mrs. Pilar Serrat Benito and Mr. Manuel Cabrera Cruz, Mrs. Doris Andrea López, Mr. César Augusto Liza Cumpa, Mr. José William Pérez Cevallos and Mr. José Adrián Nuila, as well as Mr. Blas Rosales Henríquez, Trustee of FUNDACIÓN MAPFRE GUANARTEME and Mr. Felipe Francisco Umaña, Board member of MAPFRE LA CENTRO AMERICANA. MAPFRE wishes to express in this report its sincere feeling of condolence with their respective families.
240
Design and Layout: Tau Diseño
MAPFRE contributes to the preservation of the environment. This report has been printed using environmentally-friendly processes and on ecological and chlorine-free paper. This report contains the Consolidated Management Report and Consolidated Annual Accounts for fiscal year 2006, together with the Auditors' Report of MAPFRE S.A., as well as miscellaneous additional information. The company puts at the disposal of its shareholders and other interested parties the Individual Management Reports and Annual Accounts.
| 4 |
1cons | 60937121.txt_b1 | 60937121.txt | have ceased as members of the respective Boards of Directors: Mr. Sebastián Homet Duprá (MAPFRE-CAJA MADRID HOLDING and MAPFRE VIDA); Mrs. Carmen Hernando de Larramendi (MAPFRE SEGUROS GENERALES); and Mr. Alfonso Soriano Benítez de Lugo (MAPFRE VIDA). Furthermore, Mr. Alfonso Soriano Benítez de Lugo and Mr. Manuel Jordán
239
Martinón, have retired as Trustees of FUNDACIÓN MAPFRE GUANARTEME, although both will continue to be linked to the latter as Honorary Trustees. In addition, Mr. José Luis Acero Benedicto (MAPFRE CAJA SALUD) no longer represents CAJA MADRID in the companies of the MAPFRE Group. Finally, the following, for various reasons, have ceased as board members of the Regional areas: Mr. Francisco de la Rosa Moreno, Mr. Jacinto Guerrero Zafra and Mr. Antonio Shaw García (Andalusia); Mr. Emilio Eiroa García (Aragon); Mr. Luis Gómez de Pablo (Castille); Mr. Juan José Bruguera Clavero, Mr. Jesús Loro Carceller, Mr. Xavier Cairo Puigdevall and Mr. Josep Felip Colet (Catalunia); Mr. Luis Antonio Corcobado Llorente and Mr. Jesús Miguel Huertas Muñoz-Quirós (Centre); Mr. Juan Pedro Burdiel Balué, Mr. José Manuel Corral Vázquez and Mr. José Gabriel Barreiro Pérez (Galicia); Mr. César de Santiago Polo (Madrid); Mr. Sixto Jiménez Muniain and Mr. José Ramón Guerra de la Fuente (North) MAPFRE would like to express its gratitude to all the above for their contribution. It also wishes to express its thanks to all directors, managers, employees, delegates, agents and associates, who, through their commitment and success, have made possible the excellent results achieved in 2006.
IN MEMORIAM
Since the preparation of the previous Annual Accounts, the following employees have passed away: Mr. Jesús López Martín, Mr. Ángel Mart | 5 |
1cons | 60455133.txt_0 | 60455133.txt | Annual Report 2003
Contens
I Dear shareholders
4
II Key Events of 2003
6
III Report of the Board of Directors on the Business Activities of
the Company and the Condition of Its Assets For the Year 2003
8
IV Our Services
12
Broadcasting Division
13
Telecommunications Division
15
Asset Management Division
17
Management Team
18
Company Structure
19
V Information on the Registered Security Issuer
20
A Basic Information on the Issuer
21
B Information on the Activities
24
C Information on the Financial Position of the Registered Security Issuer
28
D Information about Persons Responsible for the Annual Report and
Verification of the Financial Statements
31
VI Non-consolidated Financial Statements
32
A Balance Sheet
33
B Profit and Loss Account
36
C Cash Flow Statements
37
VII Notes to the Non-consolidated Financial Statements
40
VIII Auditor`s Report to Statutory Financial Statements
54
IX Report on Relationship between Controlling Legal Entities
and Controlled Legal Entities
56
X Consolidated Financial Statements According to IFRS
62
1 Consolidated Balance Sheet
63
2 Consolidated Income Statement
64
4 Consolidated Statement of Cash Flow
65
5 Consolidated Statement of Changes in Equity
66
XI Notes to the Consolidated Financial Statements According to IFRS
68
XII Auditor's Report to IFRS Financial Statements
90
1Connátzeenvskapitoly
3
I Dear shareholders
Dear shareholders,
For the joint-stock company Ceske radiokomunikace a.s. (hereafter "CRa"), 2003 was yet another important year, for several reasons:
Undoubtedly, the most noticeable change has been the outward presentation of the company. In the second half of the year we started using brand-new logos, both for the presentation of CRa and also for the presentation of our telecommunication services branded as Bluetone. This new company image has been publicized through a nationwide advertising campaign in TV and press.
Under the Bluetone brand, CRa | 0 |
1cons | 60455133.txt_1 | 60455133.txt | Report on Relationship between Controlling Legal Entities
and Controlled Legal Entities
56
X Consolidated Financial Statements According to IFRS
62
1 Consolidated Balance Sheet
63
2 Consolidated Income Statement
64
4 Consolidated Statement of Cash Flow
65
5 Consolidated Statement of Changes in Equity
66
XI Notes to the Consolidated Financial Statements According to IFRS
68
XII Auditor's Report to IFRS Financial Statements
90
1Connátzeenvskapitoly
3
I Dear shareholders
Dear shareholders,
For the joint-stock company Ceske radiokomunikace a.s. (hereafter "CRa"), 2003 was yet another important year, for several reasons:
Undoubtedly, the most noticeable change has been the outward presentation of the company. In the second half of the year we started using brand-new logos, both for the presentation of CRa and also for the presentation of our telecommunication services branded as Bluetone. This new company image has been publicized through a nationwide advertising campaign in TV and press.
Under the Bluetone brand, CRa launched a series of telecommunication services for end customers. A complete portfolio of voice, data and internet services has been supported by extensive marketing activities. Today, the Bluetone brand is a symbol of the most advanced technologies, for example, wireless broadband connection to the Internet Bluetone Angel is now available to more than one third of the Czech population. Our customers can now benefit from not only the new CRa web site, but also the new Bluetone web site and Call Centrum free telephone line 800 400 200.
In the area of broadcasting services our company has been intensively preparing for the transition to digital television and radio broadcasting. In cooperation with Czech Radio, CRa has accomplished the experimental DRM broadcasting on medium-waves and put into operation the digital distribution for TV Prima to 17 key transmitters. At the end of 2003, our company launched the operation of the first terrestrial nation-wide digital distribution for a network of FM transmitters for broadcasting stations Evropa 2, Frekvence 1 and Radio Impuls.
Thanks to the effort of all employees, our company succeeded in achieving a positive economic result. Let me express my thanks to all of them. I believe we will build upon this success in the year 2004.
Mi | 1 |
1cons | 60455133.txt_2 | 60455133.txt | launched a series of telecommunication services for end customers. A complete portfolio of voice, data and internet services has been supported by extensive marketing activities. Today, the Bluetone brand is a symbol of the most advanced technologies, for example, wireless broadband connection to the Internet Bluetone Angel is now available to more than one third of the Czech population. Our customers can now benefit from not only the new CRa web site, but also the new Bluetone web site and Call Centrum free telephone line 800 400 200.
In the area of broadcasting services our company has been intensively preparing for the transition to digital television and radio broadcasting. In cooperation with Czech Radio, CRa has accomplished the experimental DRM broadcasting on medium-waves and put into operation the digital distribution for TV Prima to 17 key transmitters. At the end of 2003, our company launched the operation of the first terrestrial nation-wide digital distribution for a network of FM transmitters for broadcasting stations Evropa 2, Frekvence 1 and Radio Impuls.
Thanks to the effort of all employees, our company succeeded in achieving a positive economic result. Let me express my thanks to all of them. I believe we will build upon this success in the year 2004.
Miroslav Curin Chairman of the Board of Directors and Managing Director
1I Dneáazrevshkaarpeihtolyders
5
II Key Events of 2003
New services
The company entered the voice services market in the Czech Republic with it's portfolio of "Bluetone Voice" services thereby completing CRa's evolution into a full service telecommunication operator providing wholesale and retail voice, data and internet services. Due to the implementation of number portability (NP), customers do not notice any changes if they decide to switch to the traditionally reliable services of CRa.
CRa provides voice services throughout the Czech Republic via both direct and indirect connection (carrier selection and carrier pre-selection).
The Company has rolled-out numerous wireless networks for broadband Internet connection with complementary voice services. Since August, CRa has been largely utilizing the 3.5 GHz frequency band (guaranteed) to provide high quality voice and broadband Internet services in Plzen, Brno, Ostrava, Prague, Ceske Budejovice, Pardubice, Liberec and Olomouc under the Bluetone Angel brand and in Mlada Boleslav and Zdar nad Saz | 2 |
1cons | 60455133.txt_3 | 60455133.txt | roslav Curin Chairman of the Board of Directors and Managing Director
1I Dneáazrevshkaarpeihtolyders
5
II Key Events of 2003
New services
The company entered the voice services market in the Czech Republic with it's portfolio of "Bluetone Voice" services thereby completing CRa's evolution into a full service telecommunication operator providing wholesale and retail voice, data and internet services. Due to the implementation of number portability (NP), customers do not notice any changes if they decide to switch to the traditionally reliable services of CRa.
CRa provides voice services throughout the Czech Republic via both direct and indirect connection (carrier selection and carrier pre-selection).
The Company has rolled-out numerous wireless networks for broadband Internet connection with complementary voice services. Since August, CRa has been largely utilizing the 3.5 GHz frequency band (guaranteed) to provide high quality voice and broadband Internet services in Plzen, Brno, Ostrava, Prague, Ceske Budejovice, Pardubice, Liberec and Olomouc under the Bluetone Angel brand and in Mlada Boleslav and Zdar nad Sazavou under the Bluetone Combi brand. In January 2004 the Bluetone Angel service was extended to other localities including Hradec Kralove, Jihlava, Karlovy Vary, Usti nad Labem and Zlin. Currently, more than one third of the Czech population have access to these new services.
In the areas that are not yet covered by CRa's proprietary access network, our customers can choose from the range of our indirect ADSL connections that can be also combined with competitive voice services.
New Identity
In September, 2003, CRa launched its new corporate image with new logos being created for CRa and our Bluetone brand telecommunications services. The change in identity signifies our transformation into a competitive full service telecommunication operator. The two interlinked logos highlight that our attractively priced and creative telecommunication services are backed by the strength of a stable and technologically superior broadcasting heritage.
Extraordinary General Meeting
The Board of Directors of CRa convened an EGM on July 22, 2003, pursuant to the request of a minority shareholder, Netla Management Limited. The general meeting discussed an extensive agenda and a full report can be found on the CRa website.
Changes in the relationship with subsidiaries | 3 |
1cons | 60455133.txt_b0 | 60455133.txt |
25 Capital commitments
The Company has planned capital expenditures of MCZK 449 for 2004 (MCZK 464 for 2003) and MCZK 501 for 2002). These capital expenditures are expected to be financed from internal sources.
26 Contingent liabilities
The Company has no significant contingent liabilities.
27 Related party transactions
Transactions with related parties are priced on an arm's length basis.
Related party transactions are as follows:
(a) T-Mobile
Trade receivables Trade payables Services received Services provided
31/12/2003 35 377 2 582 9 531
425 768
31/12/2002 73 051 1 506 11 219
443 089
31/12/2001 33 721 7 993 29 550
507 872
(b) Contactel
Trade receivables Long-term payables (Note 11b) Short-term payables Services received Services provided *Only to July 2003
31/12/2003 ---
17 204 --
25 325*
31/12/2002 3 031
57 726 --
543 60 013
31/12/2001 13 418 -81 694 99 315
These transactions and balances were eliminated using the proportionate consolidation method at 31 December 2001.
As the Company sold its share in Contactel in 2003 the receivables and payables to Contactel are reported as receivables and payables to third parties.
(c) Income from associates
T-Mobile Contactel (Note 11) Total
Year ended 31/12/2003
1 777 356 --
1 777 356
Year ended 31/12/2002
1 137 093 (319 470)
817 623
Year ended 31/12/2001
995 257 --
995 257
28 Subsequent events
The Company is not aware of any events occurring subsequent to 31 December 2003 which would have a significant impact on the financial statements.
88
XI Notes to theFinancial Statements According to IAS
The attached footnotes form an integral part of the Financial Statements Date of authorization for issue: 16 April, 2004
Signature of statutory representative
XI Notes to theFinancial Statements According to IAS
89
XII Auditor's report on consolidated financial statements for the year ended 31 December 2003 prepared in accordance with International Financial Reporting Standards
| 4 |
1cons | 60455133.txt_b1 | 60455133.txt |
319 168 (54 756)
22 836 --
-(16 462) 321 876
The sale of the Company's share in Contactel for 1 CZK (refer to note 11 c) does not have a significant impact on these financial statements as the Company had previously created a 100% impairment charge for this investment in 2002
24 Earnings per share
Earnings per share are calculated based on the net income for the relevant period divided by the
weighted average number of outstanding shares.
Year ended 31/12/2003
Year ended 31/12/2002
Year ended 31/12/2001
Number of shares issued
30 900 070
30 900 070
30 882 070
Weighted average number of shares
30 900 070
30 900 070
30 882 070
Net income (adjusted) (TCZK)
1 746 268
47 106
809 420
Net earnings per share (adjusted)
56.51
1.52
26.21
XI Notes to theFinancial Statements According to IAS
87
25 Capital commitments
The Company has planned capital expenditures of MCZK 449 for 2004 (MCZK 464 for 2003) and MCZK 501 for 2002). These capital expenditures are expected to be financed from internal sources.
26 Contingent liabilities
The Company has no significant contingent liabilities.
27 Related party transactions
Transactions with related parties are priced on an arm's length basis.
Related party transactions are as follows:
(a) T-Mobile
Trade receivables Trade payables Services received Services provided
31/12/2003 35 377 2 582 9 531
425 768
31/12/2002 73 051 1 506 11 219
443 089
31/12/2001 33 721 7 993 29 550
507 872
(b) Contactel
Trade receivables Long-term payables (Note 11b) Short-term payables Services received Services provided *Only to July 2003
31/12/2003 ---
17 204 --
25 325*
31/12/2002 3 031
57 726 --
543 60 013
31/12/2001 13 418 -81 694 | 5 |
1cons | 61169177.txt_0 | 61169177.txt | 2007 Annual Report
SAFILO GROUP S.p.A. Registered office: Piazza Tiziano n. 8 32044 Pieve di Cadore (BL) Share Capital: Euro 71,348,532.00 fully paid-up.
Belluno Company's Office and Tax number: 03032950242 Belluno Chamber of Commerce no. 90811
SAFILO AMERICA
BRAZIL CANADA LATIN AMERICA USA
THE SAFILO UNIVERSE
SAFILO EUROPE & R.o.W
AUSTRIA BELGIUM DENMARK ESTONIA FINLAND FRANCE GERMANY GREECE INDIA ITALY LATVIA
LITHUANIA NETHERLANDS NORWAY PORTUGAL SLOVENIA SOUTH AFRICA SPAIN SWEDEN SWITZERLAND UK MEXICO
SAFILO FAR EAST
AUSTRALIA CHINA KOREA HONG KONG JAPAN MALAYSIA SINGAPORE
PRODUCTION PLANTS
LONGARONE MARTIGNACCO ORMOZ
PRECENICCO S. MARIA DI SALA
R&D DIVISION
SALT LAKE CITY
SPORT
ITALY CANADA USA
The Safilo Group has 30 commercial subsidiaries and a network of 170 independent distributors able to reach 130,000 selected sales outlets all over the world.
THE HOMES OF STYLE
Safilo showrooms can be found in the most prestigious international fashion capitals: New York, London, Paris, Barcelona and Madrid. Two further showrooms were recently opened in New Delhi and Milan.
Paris London
Milan Barcelona
New York New Delhi
LEADER IN HIGH-END EYEWEAR
The Safilo Group, one of the world's leaders in the high-end accessories sector, manufactures and distributes optical frames and sunglasses for major international fashion designer names.
The company also has five brand names of its own: Safilo, Blue Bay, Oxydo, Carrera, Smith.
Carrera
Smith
OUR SHOWCASES
The Group owns the following exclusive chains: Solstice in the USA, Loop Vision in Spain, Sunglass Island in Mexico and Just Spectacles in Australia.
SAFILO | 0 |
1cons | 61169177.txt_1 | 61169177.txt | S. MARIA DI SALA
R&D DIVISION
SALT LAKE CITY
SPORT
ITALY CANADA USA
The Safilo Group has 30 commercial subsidiaries and a network of 170 independent distributors able to reach 130,000 selected sales outlets all over the world.
THE HOMES OF STYLE
Safilo showrooms can be found in the most prestigious international fashion capitals: New York, London, Paris, Barcelona and Madrid. Two further showrooms were recently opened in New Delhi and Milan.
Paris London
Milan Barcelona
New York New Delhi
LEADER IN HIGH-END EYEWEAR
The Safilo Group, one of the world's leaders in the high-end accessories sector, manufactures and distributes optical frames and sunglasses for major international fashion designer names.
The company also has five brand names of its own: Safilo, Blue Bay, Oxydo, Carrera, Smith.
Carrera
Smith
OUR SHOWCASES
The Group owns the following exclusive chains: Solstice in the USA, Loop Vision in Spain, Sunglass Island in Mexico and Just Spectacles in Australia.
SAFILO VALUES
COMMITTED TO DO BETTER
Loyalty, quality, respect. These are the values that strengthen all aspects of Safilo life, both inside and outside the company. The Safilo Group has also adopted a Code of Ethics, which brings together the principles of loyalty, integrity, transparency and correctness in behaviour and in conducting relations, both within the company and towards third parties.
Summary
9 Chairman's letter to the shareholders 11 Corporate Officers as of December 31st 2007 13 Summary of key consolidated performance
indicators
Safilo Group - Directors' report on operations and consolidated financial statements as of December 31st, 2007
Directors' report on operations 19 The Group activity 27 Control of the Company and corporate governance 29 The Group structure 31 Safilo in the Stock Exchange and investor relations 33 Information on the operations 35 Group economic results 38 Condensed balance sheet 39 Financial situation 43 Reconciliation of the parent company's
shareholders' equity and net profit with the consolidated balances 44 Shares held by Directors and Statutory Auditors and managers with strategic responsibilities 45 Stock option plans 46 Significant events after the year-end and outlook
Consolidated financial statements 51 Consolidated balance sheet 53 Consolidated statement of operations 54 Statement of recognised | 1 |
1cons | 61169177.txt_2 | 61169177.txt | VALUES
COMMITTED TO DO BETTER
Loyalty, quality, respect. These are the values that strengthen all aspects of Safilo life, both inside and outside the company. The Safilo Group has also adopted a Code of Ethics, which brings together the principles of loyalty, integrity, transparency and correctness in behaviour and in conducting relations, both within the company and towards third parties.
Summary
9 Chairman's letter to the shareholders 11 Corporate Officers as of December 31st 2007 13 Summary of key consolidated performance
indicators
Safilo Group - Directors' report on operations and consolidated financial statements as of December 31st, 2007
Directors' report on operations 19 The Group activity 27 Control of the Company and corporate governance 29 The Group structure 31 Safilo in the Stock Exchange and investor relations 33 Information on the operations 35 Group economic results 38 Condensed balance sheet 39 Financial situation 43 Reconciliation of the parent company's
shareholders' equity and net profit with the consolidated balances 44 Shares held by Directors and Statutory Auditors and managers with strategic responsibilities 45 Stock option plans 46 Significant events after the year-end and outlook
Consolidated financial statements 51 Consolidated balance sheet 53 Consolidated statement of operations 54 Statement of recognised profit and loss 55 Consolidated statement of cash flow 56 Statement of changes in shareholders' equity
Notes to the consolidated financial statements 59 1. General information 59 2. Summary of accounting principles adopted 79 3. Risk management 87 4. Notes to the consolidated balance sheet 121 5. Notes to the consolidated statement of operations 133 6. Transactions with related parties 134 7. Contingent liabilities 134 8. Commitments 134 9. Significant events after December 31st, 2007 134 10.Significant non-recurring events 134 11.Transactions resulting from unusual and/or
abnormal operations
Appendix
135 Information requested by Art. 149-duodecies of the "Regolamento emittenti" issued by Consob
136 Certification of the consolidated financial statements pursuant to Art. 81-Ter of Consob Regulation no. 11971
137 Report of Independent Auditors
7
This report has been translated into English from the original version in Italian. In case of doubt, the original version shall prevail. Sommario
8
Safilo Group Director's report on operations
Chairman's letter to the shareholders
Dear Shareholders, Once again 2007 ended with an improvement of all the main financial indicators and | 2 |
1cons | 61169177.txt_3 | 61169177.txt | profit and loss 55 Consolidated statement of cash flow 56 Statement of changes in shareholders' equity
Notes to the consolidated financial statements 59 1. General information 59 2. Summary of accounting principles adopted 79 3. Risk management 87 4. Notes to the consolidated balance sheet 121 5. Notes to the consolidated statement of operations 133 6. Transactions with related parties 134 7. Contingent liabilities 134 8. Commitments 134 9. Significant events after December 31st, 2007 134 10.Significant non-recurring events 134 11.Transactions resulting from unusual and/or
abnormal operations
Appendix
135 Information requested by Art. 149-duodecies of the "Regolamento emittenti" issued by Consob
136 Certification of the consolidated financial statements pursuant to Art. 81-Ter of Consob Regulation no. 11971
137 Report of Independent Auditors
7
This report has been translated into English from the original version in Italian. In case of doubt, the original version shall prevail. Sommario
8
Safilo Group Director's report on operations
Chairman's letter to the shareholders
Dear Shareholders, Once again 2007 ended with an improvement of all the main financial indicators and a positive result of all our strategic brands. It is with great personal satisfaction that I must emphasise how the Group has distinguished itself in all the markets it operates in and how the activities performed during the course of the year have enabled Safilo to consolidate its position in the eyewear market, overcoming the commercial risks associated with the non-renewal of an important licence, flanking clients more closely and confirming our ability to valorise both the licensed brands and our own, valorising the existing collections and, at the same time, successfully presenting new ones (Armani Exchange, Banana Republic, Hugo Boss and Marc by Marc Jacobs). Despite widespread concern about the economy of the more developed countries, 2007 once again saw an increase in sales in all the main world markets and, perhaps even more importantly, of all the main brands of the Group, both its own and those under licence. The consolidated turnover of the financial year 2007 exceeded 1,190 million Euro with an increase of 6.1% compared to the previous financial year (at equal exchange rates the increase would have been approx. 10.2% compared to 2006). The takeover of the Spanish group Loop, at the end of 2006, led to a considerable increase of the retail segment within the Group | 3 |
1cons | 61169177.txt_b0 | 61169177.txt | International Financial Reporting Standards adopted by
the European Union, as well as with the provisions issued in implementation of art. 9 of Legislative
Decree no. 38/2005 and based on their knowledge, fairly and correctly present the financial
condition, results of operations and cash flows of the issuer and of the Group companies included
in the scope of consolidation.
March 28th, 2008
The Chief Executive Officers Claudio Gottardi Massimiliano Tabacchi
The manager responsible for preparing the company's financial statements
Francesco Tagliapietra
136
REPORT OF INDEPENDENT AUDITORS
137
139
Safilo S.p.A. - Italy Safilo Australia - Sydney
Safilo Austria - Linz Safilo Benelux - Bruxelles Safilo do Brasil - São Paulo Safilo Canada - Montreal Safilo Capital - Luxembourg
Safilo China - Shenzhen Safilo España - Madrid Safilo Eyewear Industries - Suzhou (China) Safilo Far East - Hong Kong
Safilo France - Paris Safilo Germany - Köln Safilo Hellas - Athens Safilo Hong Kong - Hong Kong Safilo India - Mumbai Safilo International BV - Rotterdam (Nederland)
Safilo Japan - Tokyo Safilo Korea - Seoul Safilo Latin America - Miami Safilo Malaysia - Kuala Lumpur Safilo Nederland - Utrecht Safilo Nordic - Stockholm
Denmark, Sweden, Finland, Norway, Baltic
Safilo Portugal - Lisbon Safilo Singapore - Singapore Safilo South Africa - Johannesburg
Safilo Switzerland - Basel Safilo U.K. - Harrogate (North Yorkshire)
Safilo U.S.A. - New Jersey Carrera Optyl - Ormoz (Slovenia)
Lenti - Bergamo (Italy) Navoptik - Madrid (Spain) Optifashion Australia - Sydney Safint BV - Rotterdam (Nederland) Smith Sport Optics - Sun Valley (U.S.A.) Solstice - Delaware (U.S.A.)
SAFILO ITALIA
Settima Strada, 15 PADOVA 35129 ITALY
www.safilo.com www.carrerasport.com
www.smithsport.com
www.safilo.com
| 4 |
1cons | 61169177.txt_b1 | 61169177.txt |
44
-
120 -
378
1,553
135
Consolidated financial statements Safilo Group S.p.A.
Certification of the consolidated financial statements pursuant to art. 81-ter of Consob Regulation no. 11971 of may 14th, 1999, as amended
The undersigned, Claudio Gottardi and Massimiliano Tabacchi, as Chief Executive Officers, and the undersigned Francesco Tagliapietra, as the manager responsible for preparing SAFILO GROUP S.p.A.'s financial reports, hereby certify, having also taken into consideration the provisions of art. 154-bis, paragraphs 3 and 4, of Italian Legislative Decree no. 58 of February 24th, 1998:
·
- the adequacy with respect to the company structure and
·
- the effective application
of the administrative and accounting procedures for the preparation of the consolidated financial statements for the 2007 fiscal year.
The undersigned also certify that the consolidated financial statements at December 31st, 2007:
-
correspond to the results documented in the books, accounting and other records;
-
have been prepared in accordance with International Financial Reporting Standards adopted by
the European Union, as well as with the provisions issued in implementation of art. 9 of Legislative
Decree no. 38/2005 and based on their knowledge, fairly and correctly present the financial
condition, results of operations and cash flows of the issuer and of the Group companies included
in the scope of consolidation.
March 28th, 2008
The Chief Executive Officers Claudio Gottardi Massimiliano Tabacchi
The manager responsible for preparing the company's financial statements
Francesco Tagliapietra
136
REPORT OF INDEPENDENT AUDITORS
137
139
Safilo S.p.A. - Italy Safilo Australia - Sydney
Safilo Austria - Linz Safilo Benelux - Bruxelles Safilo do Brasil - São Paulo Safilo Canada - Montreal Safilo Capital - Luxembourg
Safilo China - Shenzhen Safilo España - Madrid Safilo Eyewear Industries - Suzhou (China) Safilo Far East - Hong Kong
Safilo France - Paris Safilo Germany - Köln Safilo Hellas - Athens Safilo Hong Kong - Hong | 5 |
1cons | 61536089.txt_0 | 61536089.txt | ZhongDe Waste Technology AG
Annual Report 2010
Clean Technology
for the Future
Key Financial Highlights
in k¤
Operational data Order intake1 Order backlog2 Revenues Gross profit Gross profit margin Cost of sales EBITDA EBITDA margin EBIT EBIT margin Net profit Net profit margin Earnings per share
Cash flow data Cash flow from operating activities Cash flow from investing activities Cash flow from financing activities
Balance sheet data Total assets Property, plant and equipment Net working capital3 Cash and cash equivalents Long-term liabilities Shareholders' equity Headcount (as at 31 December 2010)
1 Average exchange rate 2010 used for translation 2 Exchange rate as of 31 Dec 2010 used for translation 3 Current Asset Current Liabilities
2010
25,438 157,758 33,396
7,387 22% 26,008 1,449
4% 924 3% -881 -3% -0.07
-24,722 1,989 8,379
168,571 1,584
107,400 106,476
12,749 135,608
405
2009
109,311 151,156
40,199 15,033
37% 25,166
8,379 21%
8,018 20% 5,713 14% 0.44
16,440 -21,231 -4,358
142,178 1,387
108,266 111,899
593 125,094
375
Change %
-76.7 4.4
-16.9 -50.9 -40.8
3.3 -82.7 -17 PP -88.5 -17 PP
-17 PP
-
-
18.6 14.2 -0.8 -4.8 > 100.0
8.4 7.9
Company profile
As a general contractor of EPC projects, we are responsible for design, procurement, construction, and installation of circulating fluidized bed. As an investor in BOT projects, we also operate the Energy-from-Waste plants, which dispose of solid municipal, industrial (including hazardous), and medical waste.
Table of Contents
2ZhongDe at a Glance 3Mission Statement 4ZhongDe's Business Model 9To our Shareholders
10 Letter to our Shareholders 14 Supervisory Board Report 18 Share Performance
21G roup Management Report 22 Market Environment | 0 |
1cons | 61536089.txt_1 | 61536089.txt |
8,379 21%
8,018 20% 5,713 14% 0.44
16,440 -21,231 -4,358
142,178 1,387
108,266 111,899
593 125,094
375
Change %
-76.7 4.4
-16.9 -50.9 -40.8
3.3 -82.7 -17 PP -88.5 -17 PP
-17 PP
-
-
18.6 14.2 -0.8 -4.8 > 100.0
8.4 7.9
Company profile
As a general contractor of EPC projects, we are responsible for design, procurement, construction, and installation of circulating fluidized bed. As an investor in BOT projects, we also operate the Energy-from-Waste plants, which dispose of solid municipal, industrial (including hazardous), and medical waste.
Table of Contents
2ZhongDe at a Glance 3Mission Statement 4ZhongDe's Business Model 9To our Shareholders
10 Letter to our Shareholders 14 Supervisory Board Report 18 Share Performance
21G roup Management Report 22 Market Environment 23 Financial Performance 24 Operational Performance 25 Order Status 27 Balance Sheet Overview 27 Financial Position and Cash Flow 28 Summary of the Current Economic Position 28 Human Resources 28 Research & Development 28 Principles and Objectives of Financial Management 29 Corporate Governance Declaration 33 Description of the Main Features of the Internal Control and Risk Management System Relating to the Financial Reporting Process Pursuant to § 315 para. 2 (5) HGB (German Commercial Code)
34 Risk Report 37 Corporate Strategy 38 Management and Control 38 Remuneration Report 39 Statements and Report Pursuant
to Sec. 289 para. 4, 315 para. 4 German Commercial Code (Handelsgesetzbuch/HGB) 40 Subsequent Events 41 Outlook
43F inancial Statements 44 Consolidated Balance Sheet 46 Consolidated Statement of Cash Flow 48 Consolidated Statement of Income and Expenses 49 Statement of Comprehensive Income 50 Consolidated Statement of Changes in Equity 51 Notes to the Consolidated Financial Statements
102 Additional Information 102 Glossary 104 Contact Information 104 Imprint Financial Calendar
2 ZhongDe Waste Technology AG
Annual Report 2010
ZhongDe at a Glance
Shareholder Structure
50.8% 37.8% 8.3%
3.1 | 1 |
1cons | 61536089.txt_2 | 61536089.txt | 23 Financial Performance 24 Operational Performance 25 Order Status 27 Balance Sheet Overview 27 Financial Position and Cash Flow 28 Summary of the Current Economic Position 28 Human Resources 28 Research & Development 28 Principles and Objectives of Financial Management 29 Corporate Governance Declaration 33 Description of the Main Features of the Internal Control and Risk Management System Relating to the Financial Reporting Process Pursuant to § 315 para. 2 (5) HGB (German Commercial Code)
34 Risk Report 37 Corporate Strategy 38 Management and Control 38 Remuneration Report 39 Statements and Report Pursuant
to Sec. 289 para. 4, 315 para. 4 German Commercial Code (Handelsgesetzbuch/HGB) 40 Subsequent Events 41 Outlook
43F inancial Statements 44 Consolidated Balance Sheet 46 Consolidated Statement of Cash Flow 48 Consolidated Statement of Income and Expenses 49 Statement of Comprehensive Income 50 Consolidated Statement of Changes in Equity 51 Notes to the Consolidated Financial Statements
102 Additional Information 102 Glossary 104 Contact Information 104 Imprint Financial Calendar
2 ZhongDe Waste Technology AG
Annual Report 2010
ZhongDe at a Glance
Shareholder Structure
50.8% 37.8% 8.3%
3.1%
Zefeng Chen Free float 9998 Holding Ltd.
Own shares (treasury stocRk)e*venues in EUR million
Revenues in EUR million
* as at 28 April 2011
Orders
in
EUR
49.5 million
49.5
40.2
33.4
RReevveennu1u0ees sinin¤ 2Em0UiRllimonilli3o0n 40 50
0
EBIT in EUR million
49.5
40.2 21.3
33.4 8.0
10
20
30
40
50
0 0.9
EBIT in5EUR mil1l0ion 15
20
25
0
2008 2009 2010
2008 2009 2010 2008 2009 2010
40.2
2008
33.4 84.5
81.7
10 200920
30
40
51009.3
0
2010 25.4
157.7
EEBBITT | 2 |
1cons | 61536089.txt_3 | 61536089.txt | %
Zefeng Chen Free float 9998 Holding Ltd.
Own shares (treasury stocRk)e*venues in EUR million
Revenues in EUR million
* as at 28 April 2011
Orders
in
EUR
49.5 million
49.5
40.2
33.4
RReevveennu1u0ees sinin¤ 2Em0UiRllimonilli3o0n 40 50
0
EBIT in EUR million
49.5
40.2 21.3
33.4 8.0
10
20
30
40
50
0 0.9
EBIT in5EUR mil1l0ion 15
20
25
0
2008 2009 2010
2008 2009 2010 2008 2009 2010
40.2
2008
33.4 84.5
81.7
10 200920
30
40
51009.3
0
2010 25.4
157.7
EEBBITTininEU¤Rmmilliilolinon
Orders in50EUR mill1i0o0n
150
0
0.9 0
2008 8.0 2009
21.3 84.5
81.7 109.3
2010 25.4
5
10
15
50 0
157.7
20
25
100
150
Net profit in EUR million
Revenues in EUR million NNeettpprorofiftitinin¤EmURillmionillion 21.3
8.0 49.5
0.9 40.2
5 5.170
15
0
33.4
-0.9
10
20
30
40
0
-N5 et pr0ofit in E5UR milli1o0n
0
EBIT in EUR million
20
50 15
23.1
2008 25 2009
2010
20
25
2008 2009 2010
2008 2009 2010
OrderOsrdine | 3 |
1cons | 61536089.txt_b0 | 61536089.txt | incinerator: A kind of upright incinerator made of a fireproof steel vessel with the advantage of a small footprint and wide adaptability.
104 ZhongDe Waste Technology AG
Annual Report 2010
Contact Information
ZhongDe Waste Technology AG
William Jiuhua Wang Executive Director and CFO 5F/L Hezhan Plaza No. 79 Banjing Rd. Haidian District Beijing, PRC: 100089 China (PRC) E-mail: william.jw@zhongdetech.com www.zhongde-ag.com
Kirchhoff Consult AG (Financial Communications) Herrengraben 1 20459 Hamburg Germany Phone +49 (0)40 609186 0 Fax +49 (0)40 609186 60 E-mail: ir@zhongde-ag.de www.kirchhoff.de
ZhongDe Waste Technology AG
Ying Sun Assistant Investor Relations Manager Herriotstr.1, 60528 Frankfurt am Main Germany Phone +49 (0)69 67733 122 Fax +49 (0)69 67733 200 E-mail: ying.sun@zhongde-ag.de
Download This Annual Report is available in German and English on our website www.zhongde-ag.de or w w w.zhongde-ag.com.
Imprint
Published by ZhongDe Waste Technology AG 20355 Hamburg Germany Phone +49 (0)40 37644 745 Fax +49 (0)40 37644 500 www.zhongde-ag.de
Design concept and layout Kirchhoff Consult AG, Hamburg www.kirchhoff.de
Printed by Druckerei Fritz Kriechbaumer, Munich
Financial Calendar
02 May 2011 Annual financial statements 2010
31 May 2011 Interim report on the first quarter of 2011
28 June 2011 Annual General Meeting
31 August 2011 Interim report on the first half of 2011
November 2011 German Equity Forum of Deutsche Börse, Frankfurt/Main
30 November 2011 Interim report on the third quarter of 2011
ZhongDe Waste Technology AG
Herriotstr. 1 60528 Frankfurt am Main Germany Phone +49 (0)69 67733 122 Fax +49 (0)69 67733 200 www.zhongde-ag.com
| 4 |
1cons | 61536089.txt_b1 | 61536089.txt | Protection.
Rotary kiln incinerator: Widely used for the industry liquid and solid waste incineration.The kiln body is in the form of a horizontal revolving cylinder and there is double combustion room at the bottom of the kiln.
Municipal waste gasification power generation: Combustible gas from organic component gasification of municipal waste is utilised to generate power.
MW: 1 MW = 1,000 KW
NPC: The National People's Congress.
PRC: People's Republic of China.
Secondary industry: Manufacturing industry.
SEPA: "State Environmental Protection Administration."
SKR: Selective catalytic reduction; a process for suppressing dioxin emissions.
Sludge incineration technology: Sludge incineration to make treatment harmless, reduced, and recycled.
Primary industry: Agricultural industry.
Tertiary industry: Service industry and other industries.
Pyrolytic incinerator: Waste is pyrolyzed in the state of oxygen deficiency to produce combustible gas.
RMB: Chinese currency.
Vertical-type municipal waste incinerator automatic controlling system: Automatically controls normal operation for municipal waste incineration system.
Vertical incinerator: A kind of upright incinerator made of a fireproof steel vessel with the advantage of a small footprint and wide adaptability.
104 ZhongDe Waste Technology AG
Annual Report 2010
Contact Information
ZhongDe Waste Technology AG
William Jiuhua Wang Executive Director and CFO 5F/L Hezhan Plaza No. 79 Banjing Rd. Haidian District Beijing, PRC: 100089 China (PRC) E-mail: william.jw@zhongdetech.com www.zhongde-ag.com
Kirchhoff Consult AG (Financial Communications) Herrengraben 1 20459 Hamburg Germany Phone +49 (0)40 609186 0 Fax +49 (0)40 609186 60 E-mail: ir@zhongde-ag.de www.kirchhoff.de
ZhongDe Waste Technology AG
Ying Sun Assistant Investor Relations Manager Herriotstr.1, 60528 Frankfurt am Main Germany Phone +49 (0)69 67733 122 Fax +49 (0)69 67733 200 E-mail: ying.sun@zhongde- | 5 |
1cons | 60789259.txt_0 | 60789259.txt | ANNUAL REPORT 2005
The Oberbank at a glance
Income Statement (mn)
Net interest income Loan loss provisioning Net commission income General administrative expenses Profit for the year before tax Consolidated net profit for the year
Balance Sheet (mn)
Assets Accounts receivable from customers after risk provisioning Primary funds
Of which savings deposits Of which liabilities evidenced by paper incl. subordinated capital Equity
Customer funds under management
Own funds within the meaning of BWG (mn)
Basis for assessment Own funds
Of which core capital (Tier 1) Surplus own funds
Core capital ratio (%) Total capital ratio (%)
Performance (%)
Return on equity before tax Return on equity after tax Cost:income ratio Risk-to-earnings ratio (credit risk in per cent of net interest income)
Resources
Average number of staff (weighted) Branches and representative offices
Oberbank stock
No. of ordinary no-par shares No. of preference no-par shares High (ordinary/preference share, in ) Low (ordinary/preference share, in ) Close (ordinary/preference share, in ) Market capitalization (mn) Earnings per share (IFRS-compliant, in ) Dividend per share () P/E ratio (ordinary share) P/E ratio (preference share)
2005
2004 +(-) Change
211.5 (51.0)
90.5 (191.5)
79.2 69.2
178.9 (63.3)
83.7 (159.6)
57.2 41.7
18.2% (19.4%)
8.1% 20.0% 38.5% 65.9%
2005
2004 +(-) Change
12,251.6 7,223.8 7,268.4 2,523.3 1,297.3
693.3
11,293.4 6,737.4 6,901.1 2,514.3 1,200.4 581.2
8.5% 7.2% 5.3% 0.4% 8.1% 19.3%
14,456.6 12,961.2
11.5%
2005
2004
+/(-)
8,461.5
7,759.4
| 0 |
1cons | 60789259.txt_1 | 60789259.txt | end per share () P/E ratio (ordinary share) P/E ratio (preference share)
2005
2004 +(-) Change
211.5 (51.0)
90.5 (191.5)
79.2 69.2
178.9 (63.3)
83.7 (159.6)
57.2 41.7
18.2% (19.4%)
8.1% 20.0% 38.5% 65.9%
2005
2004 +(-) Change
12,251.6 7,223.8 7,268.4 2,523.3 1,297.3
693.3
11,293.4 6,737.4 6,901.1 2,514.3 1,200.4 581.2
8.5% 7.2% 5.3% 0.4% 8.1% 19.3%
14,456.6 12,961.2
11.5%
2005
2004
+/(-)
8,461.5
7,759.4
9.0%
1,065.4
987.1
7.9%
575.9
528.9
8.9%
387.6
365.3
6.1%
6.81 12.59
6.82 12.72
(0.01) (0.13)
2005
2004
+/(-)
12.42 10.85
59.5 24.1
10.42 7.59 59.1 35.4
2.00 3.26
0.4 (11.3)
2005
2004
+/(-)
1,702
1,631
71
111
106
5
2005
2004
7,320,000 7,320,000
1,000,000 1,000,000
85.40/68.50 80.00/65.50
78.30/63.70 72.80/53.00
85.40/66.70 80.00/64.00
| 1 |
1cons | 60789259.txt_2 | 60789259.txt |
9.0%
1,065.4
987.1
7.9%
575.9
528.9
8.9%
387.6
365.3
6.1%
6.81 12.59
6.82 12.72
(0.01) (0.13)
2005
2004
+/(-)
12.42 10.85
59.5 24.1
10.42 7.59 59.1 35.4
2.00 3.26
0.4 (11.3)
2005
2004
+/(-)
1,702
1,631
71
111
106
5
2005
2004
7,320,000 7,320,000
1,000,000 1,000,000
85.40/68.50 80.00/65.50
78.30/63.70 72.80/53.00
85.40/66.70 80.00/64.00
691.8
649.6
8.38
5.06
1.40
1.30
10.2
15.8
8.0
12.6
Report on the 2005 Financial Year
www.oberbank.at
3
Highlights during 2005
> Profit for the year before tax > Return on equity > Risk-to-earnings ratio > Lending > Primary funds
79.2 million 12.42% 24.1% 7.4 billion 7.3 billion
+38.5% +2.0pp (11.3pp) +6.9% +5.3%
BAVARIA
Prague
Plze C Z E C H R E P U B L I C
Nuremberg
Regensburg
Ingolstadt Landshut
Augsburg
Passau
Munich Rosenheim
Ceské Budjovice
Brno
Linz
St. Pölten Vienna
Bratislava
Salzburg
AUSTRIA
Eisen | 2 |
1cons | 60789259.txt_3 | 60789259.txt | 691.8
649.6
8.38
5.06
1.40
1.30
10.2
15.8
8.0
12.6
Report on the 2005 Financial Year
www.oberbank.at
3
Highlights during 2005
> Profit for the year before tax > Return on equity > Risk-to-earnings ratio > Lending > Primary funds
79.2 million 12.42% 24.1% 7.4 billion 7.3 billion
+38.5% +2.0pp (11.3pp) +6.9% +5.3%
BAVARIA
Prague
Plze C Z E C H R E P U B L I C
Nuremberg
Regensburg
Ingolstadt Landshut
Augsburg
Passau
Munich Rosenheim
Ceské Budjovice
Brno
Linz
St. Pölten Vienna
Bratislava
Salzburg
AUSTRIA
Eisenstadt
SLOVAKIA
Budapest
HUNGARY
The Oberbank launches leasing operations in Hungary and Slovakia.
The Oberbank opens branches in Nuremberg, Ingolstadt, Prague, Brno, Plze and Baden.
4
Publication details
Proprietor and publisher
Phone Fax
SWIFT Bank sort code OeNB (Austrian national bank) ID Number DVR (data processing code)
FN UID (EU VAT No.) ISIN (Oberbank Ordinary Share) ISIN (Oberbank Preference Share)
Internet e-mail
Investor Relations Editing
Sources (The economic environment)
Copy deadline
Manufactured by Lithography Production
Typesetting and graphic design Photography
Photographic assistant Hair, make-up Styling
English translation and English typesetting
Oberbank AG Hauptplatz 10 11 A-4020 Linz Austria
+43-732-7802-0 +43-732-785 810 OBKLAT2L 15000 54801 0019020 79063w ATU22852606 AT0000625108 AT0000625132 www.oberbank. | 3 |
1cons | 60789259.txt_b0 | 60789259.txt | 6 342.5
6,765.4
4,762.2 5,247.5 1,058.3
1,139.2 469.6
6,330.8
4,415.8 4,800.1 1,058.8
1,068.9 431.9
Customer funds under management
14,456.6 12,961.2 8,861.9 7,795.3 10,289.6 9,046.1
Own funds within the meaning of BWG (mn)
Basis for assessment Own funds
Of which core capital (Tier 1) Surplus own funds
8,461.5 1,065.4
575.9 387.6
7,759.4 987.1 528.9 365.3
3,292.6 335.4 227.5 72.0
3,134.3 322.8 218.9 72.0
4,773.1 555.3 339.8 170.5
4,388.3 554.3 330.5 203.2
Core capital ratio (%) Total capital ratio (%)
6.81 12.59
6.82 12.72
6.91 10.19
6.98 10.30
7.12 11.63
7.53 12.63
Performance (%)
Return on equity before tax Return on equity after tax Cost:income ratio Risk-to-earnings ratio
(credit risk in per cent of net interest income)
12.42 10.85
59.5
24.1
10.42 7.59 59.1
35.4
9.21 8.15 59.37
20.74
8.29 6.42 59.26
23.92
8.83 7.74 56.70
27.10
8.03 6.47 57.30
27.00
Resources
Average number of staff (weighted) Branches and representative offices
1,702
1,631
744
744
820
829
111
106
50
52
37
37
www.oberbank.at
| 4 |
1cons | 60789259.txt_b1 | 60789259.txt | (18.0) 40.0 78.0 33.5
29.6
80.3 (19.2) 35.9 71.7 27.8
21.5
99.4 (26.9) 40.8 83.1 39.8
34.9
94.6 (25.5) 39.4 76.7 33.7
27.1
Balance-sheet data (mn)
Assets Accounts receivable from customers after risk provisioning Primary funds
Of which savings deposits Of which liabilities evidenced by paper incl. subordinated capital Equity
12,251.6
7,223.8 7,268.4 2,523.3
1,297.3 693.3
11,293.4
6,737.4 6,901.1 2,514.3
1,200.4 581.2
4,719.0
2,922.0 2,633.7 1,246.8
363.8 385.0
4,564.0
2,776.1 2,524.2 1,186.1
398.6 342.5
6,765.4
4,762.2 5,247.5 1,058.3
1,139.2 469.6
6,330.8
4,415.8 4,800.1 1,058.8
1,068.9 431.9
Customer funds under management
14,456.6 12,961.2 8,861.9 7,795.3 10,289.6 9,046.1
Own funds within the meaning of BWG (mn)
Basis for assessment Own funds
Of which core capital (Tier 1) Surplus own funds
8,461.5 1,065.4
575.9 387.6
7,759.4 987.1 528.9 365.3
3,292.6 335.4 227.5 72.0
3,134.3 322.8 218.9 72.0
4,773.1 555.3 339.8 170.5
4,388.3 554.3 330.5 203.2
Core capital ratio | 5 |
1cons | 61465682.txt_0 | 61465682.txt | Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
Invista Real Estate Investment Management Holdings plc
Annual Report and Accounts 2010
For the year ended 31 December 2010
Invista Real Estate Investment Management manages both commercial and residential property across the UK, Continental Europe and Asia with a total of £5.2 billion assets under management as at 31 December 2010.
01 2010 Statistics 02 Executive Chairman's Statement 04 Business and Finance Review 14 Board of Directors 16 Remuneration Report 25 Corporate Governance Report 32 Risk Environment 35 Directors' Report 36 Statement of Directors' Responsibilities 37 Independent Auditors' Report 38 Consolidated Income Statement 39 Consolidated Statement of Comprehensive Income 40 Consolidated Balance Sheet 41 Consolidated Statement of Changes in Equity 42 Consolidated Cash Flow Statement 43 Company Income Statement 44 Company Statement of Comprehensive Income 45 Company Balance Sheet 46 Company Statement of Changes in Equity 47 Company Cash Flow Statement 48 Notes to the Financial Statements 88 Corporate Information
Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
0
2010 Statistics
Total revenue
£35.8m
Profit pre-impact of investments, fair value adjustments and exceptionals
£11.4m
Dividend per share
0.7p
2010 £m
2009 £m
Revenue
35.8
34.4
Profit pre-impact of investments, fair value
adjustments ("FVAs") and exceptionals
11.4
10.5
(Loss)/profit before taxation
(10.9)
10.0
Profit margin pre-impact of investments,
FVAs and exceptionals
32%
31%
(Loss)/earnings per share
(5.6)p
2.4p
Dividend per share
0.7p
2.3p
Closing assets under management ("AUM")
£5.2bn
£5.3bn
Change %
4 9
Down 1.6p (2)
0
Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
Executive Chairman's Statement
Douglas Ferrans Executive Chairman
2010 was a watershed year for Invista. The Company had a bright start to the year, aided by a more | 0 |
1cons | 61465682.txt_1 | 61465682.txt | share
0.7p
2010 £m
2009 £m
Revenue
35.8
34.4
Profit pre-impact of investments, fair value
adjustments ("FVAs") and exceptionals
11.4
10.5
(Loss)/profit before taxation
(10.9)
10.0
Profit margin pre-impact of investments,
FVAs and exceptionals
32%
31%
(Loss)/earnings per share
(5.6)p
2.4p
Dividend per share
0.7p
2.3p
Closing assets under management ("AUM")
£5.2bn
£5.3bn
Change %
4 9
Down 1.6p (2)
0
Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
Executive Chairman's Statement
Douglas Ferrans Executive Chairman
2010 was a watershed year for Invista. The Company had a bright start to the year, aided by a more favourable, albeit unsteady, economic environment and also by improving sentiment to the real estate sector. Transactional volumes began to pick up within our industry and the trend of positive inflows to our open-ended funds witnessed in the fourth quarter of 2009, continued into 2010 and held throughout the first half.
At the interim stage, we were pleased to be able to report continued progress with our core objectives and also, for the first time since the first half of 2007, an increase in assets under management. Unfortunately, the latter part of the year saw a reversal in fortunes for the Invista Group as Lloyds Banking Group, Invista's largest client measured by revenues and assets under management, served us one year's notice of termination under the terms of the fund management agreements we have in place with them.
This notice having been received, on 12 October 2010 we advised the market that the Company, having reviewed its strategic options extensively with its advisers, had decided that the best course of action would be to pursue an orderly realisation of value from Invista's assets, including its asset management business, with the proceeds of such realisations to be returned to shareholders in due course.
In relation to that strategy we have since made significant strides. To date | 1 |
1cons | 61465682.txt_2 | 61465682.txt | favourable, albeit unsteady, economic environment and also by improving sentiment to the real estate sector. Transactional volumes began to pick up within our industry and the trend of positive inflows to our open-ended funds witnessed in the fourth quarter of 2009, continued into 2010 and held throughout the first half.
At the interim stage, we were pleased to be able to report continued progress with our core objectives and also, for the first time since the first half of 2007, an increase in assets under management. Unfortunately, the latter part of the year saw a reversal in fortunes for the Invista Group as Lloyds Banking Group, Invista's largest client measured by revenues and assets under management, served us one year's notice of termination under the terms of the fund management agreements we have in place with them.
This notice having been received, on 12 October 2010 we advised the market that the Company, having reviewed its strategic options extensively with its advisers, had decided that the best course of action would be to pursue an orderly realisation of value from Invista's assets, including its asset management business, with the proceeds of such realisations to be returned to shareholders in due course.
In relation to that strategy we have since made significant strides. To date, we have sold all of the listed shares we previously owned as part of the Global Property Securities initiative and also sold the small minority stakes held in the two listed trusts to which Invista provides advisory services. Perhaps most importantly, on 4 February 2011, we completed the sale of our entire interest in the Castle residential portfolio. This sale was executed at a substantial discount to book value but having been through a rigorous and exhaustive sales process, the Board felt that to accept the best cash offer on the table was ultimately in the interests of shareholders, given Invista's altered circumstances post 12 October 2010.
Following the year end, we announced in January 2011 that Invista was in exclusive talks concerning the potential sale of its asset management business, Invista Real Estate Investment Management Limited, to a buyer consortium led by the two investment trusts, Invista Foundation Property Trust and Invista European Real Estate Trust. However, we were unable ultimately to agree terms that were in the interests of Invista shareholders and consequently we formally announced that the parties had abandoned these discussions on 10 March 2011. In light of the failure of these talks the Invista Board is considering alternative options to maximise value for shareholders including the continued ownership of the asset management business.
Invista Real Estate Investment Management Holdings pl | 2 |
1cons | 61465682.txt_3 | 61465682.txt | , we have sold all of the listed shares we previously owned as part of the Global Property Securities initiative and also sold the small minority stakes held in the two listed trusts to which Invista provides advisory services. Perhaps most importantly, on 4 February 2011, we completed the sale of our entire interest in the Castle residential portfolio. This sale was executed at a substantial discount to book value but having been through a rigorous and exhaustive sales process, the Board felt that to accept the best cash offer on the table was ultimately in the interests of shareholders, given Invista's altered circumstances post 12 October 2010.
Following the year end, we announced in January 2011 that Invista was in exclusive talks concerning the potential sale of its asset management business, Invista Real Estate Investment Management Limited, to a buyer consortium led by the two investment trusts, Invista Foundation Property Trust and Invista European Real Estate Trust. However, we were unable ultimately to agree terms that were in the interests of Invista shareholders and consequently we formally announced that the parties had abandoned these discussions on 10 March 2011. In light of the failure of these talks the Invista Board is considering alternative options to maximise value for shareholders including the continued ownership of the asset management business.
Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
0
As regards the financial outcome of the year just past, this was dominated by the write down of the Castle assets to the sales price ultimately achieved post year end. Detailed commentary on this is set out in the Business Review that follows. Incorporating the consequences of that transaction has meant that a loss before taxation of £10.9 million was recorded during the year.
Strategy
The Board will continue to implement Invista's stated strategy. Our aim being, as far as possible, to do so in a manner that achieves the best financial outcome for our shareholders.
Core to our strategy is the return of realised value to shareholders and we expect a first tranche to be returned to shareholders via a capital reduction by the summer. To implement this, we anticipate issuing a circular to shareholders along with the notice convening the forthcoming Annual General Meeting setting out a number of proposals for shareholders to consider and vote on at the 2011 Annual General Meeting, effecting that capital reduction and other related proposals.
Dividend
In light of the financial outcome for the year, the Board is not proposing any further dividend in respect of 2010.
Board There were no changes in Board composition during 2010. In January 2011 | 3 |
1cons | 61465682.txt_b0 | 61465682.txt |
1,000 438 6,049,437
1,000 438
6,061,922
The 2010 interim dividend was paid on 3 September 2010. No further dividend payment for 2010 has been proposed.
88
Corporate Information
Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
Registered Office Exchequer Court 33 St Mary Axe London EC3A 8AA
T: +44 20 7153 9300 F: +44 20 7153 9301 E: info@invistarealestate.com W: www.invistarealestate.com
Legal DLA Piper UKLLP 3 Noble Street London EC2V 7EE
Nomad Hawkpoint 41 Lothbury London EC2R 7AE
Broker Collins Stewart Europe 88 Wood Street London EC2V 7QR
Bankers
Bank of Scotland The Mound Edinburgh EH1 1YZ
Auditors
KPMG Audit Plc 15 Canada Square London E14 5GL
Registrars
Capita Registrars Northern House Woodsome Park Fenay Bridge Huddersfield West Yorkshire HD8 0GA
This publication was printed on Challenger Offset, made from FSC certified pulp.
It was produced to ISO 14001 Environmental Management System standards and 95% of the waste created during the process was recycled. The materials used included vegetable oil based inks, elemental chlorine free pulp and fibre from FSC (Forest Steward Council) managed forests.
The FSC managed forests have been independently inspected and comply with internationally agreed environmental, social and economic standards.
Invista Real Estate Investment Management Holdings plc. Registered in England and Wales. Registered number: 05788425. Registered office: Exchequer Court, 33 St Mary Axe, London EC3A 8AA.
Invista Real Estate Investment Management Limited. Registered in England and Wales. Registered number: 04459443. Registered office: Exchequer Court, 33 St Mary Axe, London EC3A 8AA. Authorised and regulated by the Financial Services Authority.
Invista Real Estate Investment Management (CI) Limited. Registered office: 3rd Floor, NatWest House, Le Truchot, St Peter Port, Guernsey, Channel Islands GY1 1WD. Registered number: 45340. Licensed and regulated by the Guernsey Financial Services Commission.
INV-757
| 4 |
1cons | 61465682.txt_b1 | 61465682.txt | % of called up share capital with a nominal value of £310.14). The value of the vested share awards of £1,381,000 was offset against EBT share purchase and employee share expense provisions previously booked to retained earnings.
In the Company the other reserve is used to reflect the value of share awards made to employees of the Company's subsidiary.
30. Dividends
The following dividends have been charged direct to retained earnings during the year:
Ordinary dividends 2008 final dividend paid of 1.6 pence per ordinary share 2009 interim dividend paid of 0.7 pence per ordinary share 2009 final dividend paid of 1.6 pence per ordinary share 2010 interim dividend paid of 0.7 pence per ordinary share
2010 £
4,208,312 1,839,687
2009 £
4,215,457 1,845,027
Preferred ordinary dividends 2008 final dividend paid of 2.0 pence per preferred ordinary share 2009 interim dividend paid of 0.875 pence per preferred ordinary share 2009 final dividend paid of 2.0 pence per preferred ordinary share 2010 interim dividend paid of 0.875 pence per preferred ordinary share Total
1,000 438 6,049,437
1,000 438
6,061,922
The 2010 interim dividend was paid on 3 September 2010. No further dividend payment for 2010 has been proposed.
88
Corporate Information
Invista Real Estate Investment Management Holdings plc Annual Report and Accounts 2010
Registered Office Exchequer Court 33 St Mary Axe London EC3A 8AA
T: +44 20 7153 9300 F: +44 20 7153 9301 E: info@invistarealestate.com W: www.invistarealestate.com
Legal DLA Piper UKLLP 3 Noble Street London EC2V 7EE
Nomad Hawkpoint 41 Lothbury London EC2R 7AE
Broker Collins Stewart Europe 88 Wood Street London EC2V 7QR
Bankers
Bank of Scotland The Mound Edinburgh EH1 1YZ
Auditors
KPMG Audit Plc 15 Canada Square London E14 5GL
Registrars
Capita Registrars Northern House Woodsome Park Fenay Bridge Huddersfield West Yorkshire HD8 0GA
This publication was | 5 |
1cons | 61835072.txt_0 | 61835072.txt | ANNUAL REPORT 2012
CONTENTS
Geox S.p.A. Registered Offices in Italy - Via Feltrina Centro 16, Biadene di Montebelluna (Treviso) Share Capital - Euro 25,920,733.1 fully paid Tax Code and Treviso Companies Register No. 03348440268 2
DIRECTORS' REPORT.......................................................................................................................................5
Consolidated Economic and Financial Highlights............................................................................................6
Profile....................................................................................................................................................................7
Strategy................................................................................................................................................................. 8
Critical success factors........................................................................................................................................9
Research and Development..............................................................................................................................10
The distribution system....................................................................................................................................11
The production system.....................................................................................................................................11
Human Resources..............................................................................................................................................12
Shareholders....................................................................................................................................................... 13 Financial communication............................................................................................................................................... 13 Geox on the Stock Exchange....................................................................................................................................... 13 Control of the Company.............................................................................................................................................. 14 Shares held by directors and statutory auditors.......................................................................................................... 14
Company officers...............................................................................................................................................15
Report on corporate governance and ownership structure.........................................................................16
Group Structure.................................................................................................................................................18
Principal risks and uncertainties to which Geox S.p.A. and the Geox Group are exposed......................19
The Group's economic performance...............................................................................................................20 Economic results summary........................................................................................................................................... 20 Sales.............................................................................................................................................................................. 21 Cost of sales and Gross Profit...................................................................................................................................... 22 Operating expenses and Operating income (EBIT)...................................................................................................... 23 EBITDA......................................................................................................................................................................... 24 Income taxes and tax rate............................................................................................................................................ 24
The Group's financial performance.................................................................................................................24
Treasury shares and equity interests in parent companies..........................................................................27
Stock Option......................................................................................................................................................27
Transactions between Related Parties............................................................................................................29
Outlook for operation and significant subsequent events.............................................................................30
CONSOLIDATED FINANCIAL STATEMENTS AND EXPLANATORY NOTES...................................31
3
4
DIRECTORS' REPORT
5
Consolidated Economic and Financial Highlights
Net Sales EBITDA EPS (Earnings per share in Euro) Net Financial Position Equity Net Capital expenditures
2012 2011 2010
(Millions of Euro) 807.6 887.3 850.1
2012 2011 2010
61.6 121.3 132.3
2012
0.04 | 0 |
1cons | 61835072.txt_1 | 61835072.txt | and the Geox Group are exposed......................19
The Group's economic performance...............................................................................................................20 Economic results summary........................................................................................................................................... 20 Sales.............................................................................................................................................................................. 21 Cost of sales and Gross Profit...................................................................................................................................... 22 Operating expenses and Operating income (EBIT)...................................................................................................... 23 EBITDA......................................................................................................................................................................... 24 Income taxes and tax rate............................................................................................................................................ 24
The Group's financial performance.................................................................................................................24
Treasury shares and equity interests in parent companies..........................................................................27
Stock Option......................................................................................................................................................27
Transactions between Related Parties............................................................................................................29
Outlook for operation and significant subsequent events.............................................................................30
CONSOLIDATED FINANCIAL STATEMENTS AND EXPLANATORY NOTES...................................31
3
4
DIRECTORS' REPORT
5
Consolidated Economic and Financial Highlights
Net Sales EBITDA EPS (Earnings per share in Euro) Net Financial Position Equity Net Capital expenditures
2012 2011 2010
(Millions of Euro) 807.6 887.3 850.1
2012 2011 2010
61.6 121.3 132.3
2012
0.04
2011
0.19
2010
0.22
2012
54.1
2011
90.7
2010
92.1
2012 2011 2010
402.8 446.4 426.3
2012
46.7
2011
33.7
2010
29.7
6
Profile
The Geox Group creates, produces, promotes and distributes Geox-brand footwear and apparel, the main feature of which is the use of innovative and technological solutions that can guarantee the ability to breathe and remain waterproof at the same time. The extraordinary success that Geox has achieved is due to the technological characteristics of its shoes and apparel. Thanks to a technology that has been protected by over 60 different patents registered in Italy and extended internationally, "Geox" products ensure technical characteristics that improve foot and body comfort in a way that consumers are able to appreciate immediately. Geox's innovation stems essentially from the creation and development of special outsoles: thanks to a special membrane that is permeable to vapour but impermeable to water, rubber outsoles are able to breathe and leather outsoles remain waterproof. In the apparel sector the | 1 |
1cons | 61835072.txt_2 | 61835072.txt |
2011
0.19
2010
0.22
2012
54.1
2011
90.7
2010
92.1
2012 2011 2010
402.8 446.4 426.3
2012
46.7
2011
33.7
2010
29.7
6
Profile
The Geox Group creates, produces, promotes and distributes Geox-brand footwear and apparel, the main feature of which is the use of innovative and technological solutions that can guarantee the ability to breathe and remain waterproof at the same time. The extraordinary success that Geox has achieved is due to the technological characteristics of its shoes and apparel. Thanks to a technology that has been protected by over 60 different patents registered in Italy and extended internationally, "Geox" products ensure technical characteristics that improve foot and body comfort in a way that consumers are able to appreciate immediately. Geox's innovation stems essentially from the creation and development of special outsoles: thanks to a special membrane that is permeable to vapour but impermeable to water, rubber outsoles are able to breathe and leather outsoles remain waterproof. In the apparel sector the innovation increases the expulsion of body's internal humidity thanks to hollow spaces and aerators. Geox is market leader in Italy in its own segment and is one of the leading brands world-wide in the "International Lifestyle Casual Footwear Market" (source: Shoe Intelligence, 2012).
Apparel 15%
Net sales 2012 - 807.6 million
Footwear 85%
7
Strategy
The main strategy guidelines for Geox's business development are as follows: Consolidation of the leadership position achieved in Italy Geox is market leader in Italy in its own segment and is present throughout the country thanks to a combination of multibrand customers and monobrand "Geox Shops". Geox is determined to consolidate and strengthen its leadership by means of the following strategies:
opening new "Geox Shops", mainly in franchising, in high volume city centers and key shopping malls; increasing market share and strengthening the loyalty of multi-brand customers through a greater use of "corner
shops" and "shop in shop". International expansion Over 60% of the Group's sales in 2012 were abroad, particularly in markets that are considered strategic, such as Europe, North America and RoW. The Group intends | 2 |
1cons | 61835072.txt_3 | 61835072.txt | innovation increases the expulsion of body's internal humidity thanks to hollow spaces and aerators. Geox is market leader in Italy in its own segment and is one of the leading brands world-wide in the "International Lifestyle Casual Footwear Market" (source: Shoe Intelligence, 2012).
Apparel 15%
Net sales 2012 - 807.6 million
Footwear 85%
7
Strategy
The main strategy guidelines for Geox's business development are as follows: Consolidation of the leadership position achieved in Italy Geox is market leader in Italy in its own segment and is present throughout the country thanks to a combination of multibrand customers and monobrand "Geox Shops". Geox is determined to consolidate and strengthen its leadership by means of the following strategies:
opening new "Geox Shops", mainly in franchising, in high volume city centers and key shopping malls; increasing market share and strengthening the loyalty of multi-brand customers through a greater use of "corner
shops" and "shop in shop". International expansion Over 60% of the Group's sales in 2012 were abroad, particularly in markets that are considered strategic, such as Europe, North America and RoW. The Group intends to strengthen its presence abroad even more by continuing to grow in these countries according to the following lines of strategy:
expanding the number of customers served and increasing market share and loyalty among existing customers; opening new Geox Shops in the main city centres and shopping malls; balancing the sales mix by increasing the weight of men's and women's lines compared with the children's line. Product innovation Product innovation is fundamental for the consolidation of Geox's competitive advantage. The Company intends to continue researching, patenting and implementing new solutions which, thanks to the use of special materials, ensure that its products can breathe and remain waterproof at the same time.
8
Critical success factors
Geox owes its success to certain strengths which, taken together, distinguish it from the rest of the footwear sector, both in Italy and abroad, namely: Technology Constant focus on the product with the application of innovative and technological solutions developed by Geox and protected by patents. Focus on the consumer Cross-market positioning for products, with a vast range of shoes for men, women and children in the medium to medium/high price range (family brand). Brand recognition Strong recognition of the Geox brand thanks to an effective communication strategy and its identification by the consumer with the "breat | 3 |
1cons | 61835072.txt_b0 | 61835072.txt | .000
1.500.000 200.000
1.050.000 495.000.000
100 1
20.100 100.000 12.000.000 10.000.000 220.000 1.000.000 *
6.639 15.000.000
200 1.282 110.000 900.000 35.000 5.000 300.000 56.000.000 ** 5.000.000 26.240.835 3.795.840
-
100,00% 100,00% 100,00% 100,00%
100,00% 100,00%
99,00% 100,00%
1,00% 100,00%
100,00% 100,00% 100,00% 100,00% 100,00%
1,00%
100,00% 100,00% 100,00%
100,00% 1,00%
99,00% 100,00%
100,00% 100,00%
100,00%
100,00% 100,00% 100,00%
99,00%
100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00% 100,00%
* Share capital not paid. ** Share non completly paid. ***Company liquidated during the year 2012.
73
Company's data and information for Shareholders Registered office Via Feltrina Centro, 16 31044 Biadene di Montebelluna (TV) Legal data Share Capital: Euro 25,920,733.1 i.v. Economic and Administrative Database no. 265360 Treviso Commercial Register and Taxpayer's Code no. 03348440268 Investor Relations Marina Cargnello marina.cargnello@geox.com tel. +39 0423 282476 Livio Libralesso - CFO Documents for shareholders www.geox.com (investor relations section)
74
| 4 |
1cons | 61835072.txt_b1 | 61835072.txt | allanches, France New York, Usa Hong Kong, China Signoressa di Trevignano (TV), Italy Moscow, Russian Wien, Austria Warszawa, Poland Lisbon, Portugal Belgrade, Serbia Macau, China Shangai, China Dongguan, China Timisoara, Romania
12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012 12-31-2012
***
EUR EUR EUR CHF GBP JPY CAD USD EUR EUR CZK HUF EUR BRL EUR EUR USD USD EUR RUB EUR PLN EUR RSD MOP CNY CNY RON
25.920.733 500.000
1.500.000 200.000
1.050.000 495.000.000
100 1
20.100 100.000 12.000.000 10.000.000 220.000 1.000.000 *
6.639 15.000.000
200 1.282 110.000 900.000 35.000 5.000 300.000 56.000.000 ** 5.000.000 26.240.835 3.795.840
-
100,00% 100,00% 100,00% 100,00%
100,00% 100,00%
99,00% 100,00%
1,00% 100,00%
100,00% 100,00% 100,00% 100,00% 100,00%
1,00%
100,00% 100,00% 100,00%
100,00% 1,00%
99,00% 100,00%
100,00% 100,00%
100,00%
100,00% 100,00% 100,00%
99,00%
100,00% 100,00% 100,00% | 5 |
1cons | 61366341.txt_0 | 61366341.txt | MOBOTIX AG Annual Report
1 July 2009 to 30 June 2010
Complete HiRes Video Solutions
high-resolution, digital & cost-effective recording
English09/2010
The HiRes Video Company
MOBOTIX
The HiRes Video Company
... Letter To The Shareholders
Dear Shareholders, I am pleased to inform you that our revenues this year have again grown robustly by 20% to 54 million. The high export share of 73% and growth of our U.S. subsidiary are proof of the success with our international orientation. Despite the generally difficult economic situation in 2009, earnings after tax of 8.4 million reached a new high. Based on our very positive cash flow, we are proposing a dividend distribution of 1 per share, as we did last year.
This growth was made possible by the expansion of new sales regions and by the demand for the new MOBOTIX hemispheric camera technology, which completely monitors an entire room, and thus replaces several standard cameras. In June 2010, we reached a first time milestone of more than 10,000 cameras built and delivered in one month.
The transition to a new processor technology was completed and is now being used in all single lens cameras. The dual lens cameras will receive the new technology next. In addition to
greater computing power, the advantage of the new platform is that all products, including the new door station, are now equipped with one identical electronic board. This simplifies purchasing logistics, reduces production costs and increases product quality.
The new IP-video door station T24, an in-house development, is scheduled for shipment in autumn 2010. MOBOTIX uses its existing hemispheric technology to enter a new, but closely related access-control and door-intercoms market. Accordingly, access-control functions were added. When the door is rung, an encrypted connection is established to a standard VoIP telephone, or PC that basically enables the intercom, and allows the door to be opened from any location in the world. The integration of iPhone and iPad plays a great role in this.
I am sure that we will continue with substantial growth in the current fiscal year and that our new products will have a large impact on that after their initial market launches. Our partners and customers are showing enormous interest in our new products. The new production hall will have 6,000 square meters of floor area and be ready for occupancy in March 2011.
Thank you for | 0 |
1cons | 61366341.txt_1 | 61366341.txt | . The dual lens cameras will receive the new technology next. In addition to
greater computing power, the advantage of the new platform is that all products, including the new door station, are now equipped with one identical electronic board. This simplifies purchasing logistics, reduces production costs and increases product quality.
The new IP-video door station T24, an in-house development, is scheduled for shipment in autumn 2010. MOBOTIX uses its existing hemispheric technology to enter a new, but closely related access-control and door-intercoms market. Accordingly, access-control functions were added. When the door is rung, an encrypted connection is established to a standard VoIP telephone, or PC that basically enables the intercom, and allows the door to be opened from any location in the world. The integration of iPhone and iPad plays a great role in this.
I am sure that we will continue with substantial growth in the current fiscal year and that our new products will have a large impact on that after their initial market launches. Our partners and customers are showing enormous interest in our new products. The new production hall will have 6,000 square meters of floor area and be ready for occupancy in March 2011.
Thank you for placing your trust in us!
Dr. Ralf Hinkel · CEO MOBOTIX AG
www.mobotix.com
Revenue Growth
Export Ratio
20%
73%
1
Content
MOBOTIX Close Up...
Content
Letter To The Shareholders
1
MOBOTIX At A Glance
3
Highlights 2009/10
4
Company Profile
5
The MOBOTIX Concept
6
MOBOTIX Cameras In Operation Troughout The Globe
8
The MOBOTIX Technology
10
The MOBOTIX Storage Technology
12
MOBOTIX Shares
14
Report Of The Supervisory Board
18
Corporate Governance Report
22
Joint Declaration Of Compliance On The German Corporate Governance Code
31
Consolidated Management Report
36
Business And Market
36
Results Of Operations, Net Assets And Financial Position
40
Research And Development
44
Employees
44
Changes In | 1 |
1cons | 61366341.txt_2 | 61366341.txt | placing your trust in us!
Dr. Ralf Hinkel · CEO MOBOTIX AG
www.mobotix.com
Revenue Growth
Export Ratio
20%
73%
1
Content
MOBOTIX Close Up...
Content
Letter To The Shareholders
1
MOBOTIX At A Glance
3
Highlights 2009/10
4
Company Profile
5
The MOBOTIX Concept
6
MOBOTIX Cameras In Operation Troughout The Globe
8
The MOBOTIX Technology
10
The MOBOTIX Storage Technology
12
MOBOTIX Shares
14
Report Of The Supervisory Board
18
Corporate Governance Report
22
Joint Declaration Of Compliance On The German Corporate Governance Code
31
Consolidated Management Report
36
Business And Market
36
Results Of Operations, Net Assets And Financial Position
40
Research And Development
44
Employees
44
Changes In The Management Board
44
Information Pursuant To Section 315 (4) Of The German Commercial Code (HGB)
46
Opportunities And Risks Of Future Development And Outlook
52
Consolidated Financial Statements
60
Consolidated Income Statement
60
Consolidated Statement of Comprehensive Income (Loss)
60
Consolidated Balance Sheet
61
Consolidated Cash Flow Statement
62
Consolidated Statement Of Changes In Equity
63
Notes To The Consolidated Financial Statements
64
Responsibility Statement
109
Independent Auditors` Report
110
Further Information
112
www.mobotix.com
2
... Or At A Glance
The HiRes Video Company
Fiscal Year (July 1 to June 30)
2009/10 2008/09
Financial performance
EUR `000s EUR `000s
Total Output Revenue Thereof outside of Germany (in %) EBITDA EBITDA as % of total output EBIT EBIT as % of total output Profit before tax Return on | 2 |
1cons | 61366341.txt_3 | 61366341.txt | The Management Board
44
Information Pursuant To Section 315 (4) Of The German Commercial Code (HGB)
46
Opportunities And Risks Of Future Development And Outlook
52
Consolidated Financial Statements
60
Consolidated Income Statement
60
Consolidated Statement of Comprehensive Income (Loss)
60
Consolidated Balance Sheet
61
Consolidated Cash Flow Statement
62
Consolidated Statement Of Changes In Equity
63
Notes To The Consolidated Financial Statements
64
Responsibility Statement
109
Independent Auditors` Report
110
Further Information
112
www.mobotix.com
2
... Or At A Glance
The HiRes Video Company
Fiscal Year (July 1 to June 30)
2009/10 2008/09
Financial performance
EUR `000s EUR `000s
Total Output Revenue Thereof outside of Germany (in %) EBITDA EBITDA as % of total output EBIT EBIT as % of total output Profit before tax Return on revenue in % before tax Profit for the year Cash flow from operating activities
54,774 53,844
73.0
14,057
25.7
12,147
22.2
11,738
21.8
8,361 9,832
46,380 44,898
68.4
12,041
26.0
10,609
22.9
10,461
23.3
7,538 7,564
Financial position
June 30, 2010 June 30, 2009
Equity Equity-to-assets ratio in % Total assets Return on equity in % (1) Non-current assets Current assets Thereof cash and cash equivalents
29,283 62.4
46,936 30.6
19,598 27,339
7,312
25,306 61.1
41,402 33.3
17,369 24,034 10,142
Employees
Number of employees (Reporting date) Revenue per employee EBIT per employee
250(2) 267(3)
60(3)
204(2) 245(4)
58(4) | 3 |
1cons | 61366341.txt_b0 | 61366341.txt | 3 Months Report 2010/11 German Equity Forum Fall 2010 6 Months Report 2010/11 9 Months Report 2010/11 Annual General Meeting 2010/2011
September 15, 2010 October 28, 2010
November 22, 2010 November 22, 2010
February 16, 2011 Mai 16, 2011 October 2011
Contact Details Lutz Coelen CFO and CSO Phone: +49 6302 9816-111 Fax: +49 6302 9816-190 E-mail: Lutz.Coelen@mobotix.com
Ariane Oltmanns Investor Relations Manager Telefon: +49 6302 9816-111 Fax: +49 6302 9816-190 E-Mail: Ariane.Oltmanns@mobotix.com
MOBOTIX AG Investor Relations Kaiserstrasse 67722 Langmeil E-mail: investor@mobotix.com
www.mobotix.com
115
Hamburg
Hannover
Berlin
Düsseldorf
Germany
Leipzig
Mainz Kaiserslautern
Frankfurt Mannheim
Saarbrücken
Stuttgart
N
23K5öklnm
A61
Fra9n9kfkumrtMa7i8nzkm
Kreuz Alzey
A61
Worms
Winnweiler
A63
S6a8akrbmrücken
Kaiserslautern West
Mannheim
A6
60 km
Kaiserslautern Ost 13 km
München
MOBOTIX AG Security-Vision-Systems Kaiserstrasse D-67722 Langmeil, Germany Tel.: +49 6302 9816-111 Fax: +49 6302 9816-190 E-Mail: investor@mobotix.com www.mobotix.com
... the HiRes Video Company
MOBOTIX AG Security-Vision-Systems Kaiserstrasse D-67722 Langmeil, Germany Tel: +49 6302 9816-0 Fax: +49 6302 9816-190 E-Mail: info@mobotix.com www.mobotix.com
| 4 |
1cons | 61366341.txt_b1 | 61366341.txt | oriented statements may be recognised from wording such as plan, expect, intend, endeavour, will, estimate, assume, aim at or similar such terms. Statements of this kind have been made on the basis of current circumstances and current expectations and may differ considerably from the actual development both to positive and negative effect. The following factors, amongst others, may give rise to uncertainties: changes to the overall economic situation both nationally and internationally, changes to the underlying political situation, the introduction of new products or technologies by other companies, changes to investment activities in the customer markets important to MOBOTIX AG, changes to exchange rates and interest rates, integration of acquired companies along with other factors. MOBOTIX AG does not accept any obligation over and above existing legal obligations to correct or update future-oriented statements. This is an English translation of the German original. Only the German version is binding. The financial reports from MOBOTIX AG are available as pdf files on the homepage (www.mobotix.com).
114
www.mobotix.com
The HiRes Video Company
... Financial Calendar And Contact
Financial Calender 2009/10
Annual Report 2009/2010 Annual General Meeting 2009/10, Langmeil 3 Months Report 2010/11 German Equity Forum Fall 2010 6 Months Report 2010/11 9 Months Report 2010/11 Annual General Meeting 2010/2011
September 15, 2010 October 28, 2010
November 22, 2010 November 22, 2010
February 16, 2011 Mai 16, 2011 October 2011
Contact Details Lutz Coelen CFO and CSO Phone: +49 6302 9816-111 Fax: +49 6302 9816-190 E-mail: Lutz.Coelen@mobotix.com
Ariane Oltmanns Investor Relations Manager Telefon: +49 6302 9816-111 Fax: +49 6302 9816-190 E-Mail: Ariane.Oltmanns@mobotix.com
MOBOTIX AG Investor Relations Kaiserstrasse 67722 Langmeil E-mail: investor@mobotix.com
www.mobotix.com
115
Hamburg
Hannover
Berlin
Düsseldorf
Germany
Leipzig
Mainz Kaiserslautern
Frankfurt Mannheim
Saarbrück | 5 |
1cons | 61455423.txt_0 | 61455423.txt | Rathbone Brothers Plc Report and accounts 2010
Report and accounts online
We aim to provide easy and transparent access to shareholder information. As well as the printed annual report and accounts, we have developed an online version which presents a flexible way of accessing the information you need. We hope you find it a valuable addition to our suite of reporting materials and would value any feedback you may have via the link provided on the site.
www.rathbonesra2010.com
Rathbone Brothers Plc Report and accounts 2010
109 Company financial statements
61 Consolidated financial statements
27 Governance
110 Company statement of comprehensive income
110 Company statement of changes in equity 111 Company statement of financial position 112 Company statement of cash flows 113 Notes to the Company financial statements 131 Five year record 132 Corporate information 132 Our offices
62 Independent auditor's report to the
28 Directors' report
members of Rathbone Brothers Plc
32 Corporate governance report
64 Consolidated income statement
38 Remuneration report
65 Consolidated statement of
47 Audit committee report
comprehensive income
49 Nomination committee report
65 Consolidated statement of
50 Corporate responsibility report
changes in equity
60 Statement of Directors' responsibilities
66 Consolidated statement of financial position
in respect of the report and accounts
67 Consolidated statement of cash flows
68 Notes to the consolidated
financial statements
1 Review
1 Highlights of the year 2 Chairman's statement 3 Chief Executive's statement 6 Rathbones at a glance 8 Strategy and business performance 11 Business review 24 Directors
Rathbone Brothers Plc is a leading independent provider of high-quality, personalised investment and wealth management services for private investors and trustees. This includes discretionary investment management, unit trusts, tax planning, trust and company management, pension advice and banking services.
As at 31 December 2010, Rathbones managed £15.63 billion of client funds of which £14.59 billion are managed by Rathbone Investment Management.
Highlights of the year
Operational highlights
Rathbones' total funds under management exceed £15 billion for the first time in November 2010.
£1.24 billion of net new funds under management gained by Rathbone Investment Management in the year.
Funds under management in our offices in Scotland grow by 39.4% from £1.42 billion to £1 | 0 |
1cons | 61455423.txt_1 | 61455423.txt | Corporate responsibility report
changes in equity
60 Statement of Directors' responsibilities
66 Consolidated statement of financial position
in respect of the report and accounts
67 Consolidated statement of cash flows
68 Notes to the consolidated
financial statements
1 Review
1 Highlights of the year 2 Chairman's statement 3 Chief Executive's statement 6 Rathbones at a glance 8 Strategy and business performance 11 Business review 24 Directors
Rathbone Brothers Plc is a leading independent provider of high-quality, personalised investment and wealth management services for private investors and trustees. This includes discretionary investment management, unit trusts, tax planning, trust and company management, pension advice and banking services.
As at 31 December 2010, Rathbones managed £15.63 billion of client funds of which £14.59 billion are managed by Rathbone Investment Management.
Highlights of the year
Operational highlights
Rathbones' total funds under management exceed £15 billion for the first time in November 2010.
£1.24 billion of net new funds under management gained by Rathbone Investment Management in the year.
Funds under management in our offices in Scotland grow by 39.4% from £1.42 billion to £1.98 billion.
17 qualified investment professionals join Rathbones during the year.
The first Rathbones Charity Symposium hosted by the charity team is held at the Royal Society.
Mark Nicholls joins the Board as Chairman-designate.
The five Rathbone Unit Trust Management authorised unit trust funds marketed to IFAs all achieve first quartile performance in 2010.
Financial highlights
Funds under management
+19.3%
2010 2009
£15.63bn £13.10bn
Operating income Continuing operations1
+8.9%
2010 2009
£127.2m £116.8m
Underlying profit before tax2 Continuing operations1
+18.8%
2010 2009
£38.5m £32.4m
Profit before tax Continuing operations1
+2.0%
2010 2009
£30.1m £29.5m
Underlying earnings per share2 Continuing operations1
+21.8%
2010 2009
63.76p 52.36p
Basic earnings per share
+9.2%
2010 2009
49.76p | 1 |
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