Consultancy and Engineering
dhvgroup.com
Annual Report 2009 DHV Group
Gateway to solutions
Highlights 2009 2009 was a year of challenges in many respects. The DHV Group met these challenges head-on. Through the combined efforts of 5,500 people at 75 locations in 9 home countries, we connected and delivered. Our turnover continued to grow and operational results remained positive. We also continued to invest in the future through training programs, cross-assignments, and one-company initiatives such as the extension of our ICT platform and knowledge sharing. 9-1
CESA Award
9 Jan
SSI wins Consulting Engineering South Africa Award for Mentoring Company of the year.
17 Jan
Dutch State Secretary Huizinga visits Sea Defense project in Aceh, Indonesia.
16 Jan 1 March 1-3 Acquisition NPC
16 March Fifth contract signed for Wastewater Treatment Plant in Australia. 24 April
Annual prize from the Dutch Amstel, Gooi and Vecht Water Board for 'Sustaenergy - Green Gas' innovation.
2 June
Delcan iMoveÂŽ-system for Traffic Management and ITS wins Global Road Achievement Award.
17 June
NACO wins International Award Royal Institute of British Architects for Beijing Capital Airport Terminal Building.
2 June
30 June 30 July 27 Aug 3 Sep
2-6 Wloclawek dam
DHV joins the Dutch economic mission to South Africa and the opening of the Plakkies plant.
Hydroprojekt wins contracts for Polish Wloclawek dam and 160-MW hydropower project. TEC wins design contract for bridge and tunnel linking Hong Kong, Macau and China.
Contract awarded for clean and safe drinking water project for 1,5 million people in Malawi. Renovation of the head office is started, leading to significant energy savings. Project award for new eco-city on the Bohai Sea, China.
12 Sep
Launching sponsor of the Henry Hudson 400 H209 water conference in New York.
25 Sep
Funding of two new biodiversity concepts by Dutch Ministry of Agriculture, Nature and Food Quality.
24 Sep 29 Sep 15 Oct
21 Oct
15 Nov 3-9 Eco-city China
Acquisition of NPC strengthens capability in stations and rail.
11 March Aviation consultancy profile expanded with increased stake in North American Innova.
10 May
10-5 Economic mission
DHV and Delcan commissioned to develop flood protection plan for Canada’s Fraser delta.
20 Nov
NACO wins The Hague Entrepreneurship Award.
DHV, the Municipality of Utrecht and Maurik Groot Ammers win Dutch SIKCup for the Utrecht Griftpark project.
SSI wins two project awards for Engineering Excellence from the South African Institution of Civil Engineering.
DHV led consortium upgrades Polish infrastructure for the 2012 European Football Championship.
DHV wins the Rietveld 2009 Public Prize for the design of the Simed Healthcare building, the Netherlands. DHV designs movable storm surge barrier for Nakdong river in South Korea.
9 Dec
Contract signed for the expansion of the Dutch Eems harbor in Groningen.
31 Dec
DHV is the first climate-neutral engineering and consultancy company in the Netherlands.
14 Dec
Significant commission for improving navigability in Mekong delta project in Vietnam.
9-12 Harbor expansion
The project illustrated on the cover is the extension of the A2 motorway near Utrecht, the Netherlands.
Contents Key Figures
2
Profile
4
Report of the Supervisory Board
6
Report of the Executive Board
8
Strategy and Policy
8
Main Developments of 2009
12
Prospects for 2010
17
Financial Performance 2009
16
Developments in our Global Network
18
Projects - Connect & Deliver
27
Transportation Water
Building and Industry
Spatial Planning and Environment Aviation
Financial Statements 2009 Consolidated Balance Sheet
Consolidated Profit and Loss Account
Consolidated Statement of Changes in Equity Consolidated Cash Flow Statement
Summary of Significant Accounting Policies
Notes to the Consolidated Financial Statements Company Balance Sheet
Company Profit and Loss Account
Notes to the Company Financial Statements Other Information
28 30 32 34 36 38 38 39 40 41 42 46 58 58 59 64
Shareholding Structure
67
Risks and Risk Management
68
Structure and Management DHV Group
70
Addresses
71
Colophon
73
Corporate Governance The DHV Group is guided by the Dutch corporate governance code, inasmuch as it applies to DHV Holding B.V. as a private, unlisted company. Exceptions to the Code’s principles and best practice provisions are listed in our Corporate Governance Report. The Report and further information concerning the DHV Group’s Code of Conduct, whistle-blower scheme, and regulations for the Executive Board, Supervisory Board, and Audit Committee can be found at www.dhvgroup.com/corporategovernance.
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7 6
2
300
7.3
269.4 351.6
6.0
5
300 200
5.0
Key4Figures 3.7
2
500 Netherlands Netherlands
2005
2006
2007
400 5,000 4,054 300.6 2,171
4,353 351.6 2,055 269.4
3,000 200 2,000 100
2009
(� millions) e Workforc
6,000
300 4,000
2008
Net turnover and Added value
395.0 4,730 2,196
467.7 5,320 2,290
325.3
5,497
Added value
2,338 346.5
3,030
3,159
2,534
1,883
1,000 0 0
2005
2006
2007
2008
2009
2005
2006
2007
2008
2009
Net profit (� millions)
10 Shareholders’ equity 9 80 8 70 7
(� millions)
505 4 40 3 30 2
58.3
The Netherlands Outside the Netherlands
72.5
7.3
606
The Netherlands Outside the Netherlands
9.4
2007
2008
2009
0 Net profit 2005 2006
2007
2008
2009
0 Workforce 2005 2006
2007
2008
2009
5,320 2,290
2,338
5,320 2,290
2,338
6,000
5,000 4,000
2,000 1,000
Netherlands Netherlands
1,000 0 2006
2007
2008
2009
0 Workforce 2005 2006
2007
2008
2009
0
6,000 5,000
4,730 Turnover by client 2,196 4,353group (in %) 4,054 2,055
4,000
5,320 2,290
80
5,497 2,338
Turnover by market
(in %)
2,171
3,030
2,000
2,298
3,159
37
2,534
46
1,883
20 24
2005
2007
2008
2009
Government
Shareholders’ Public utilities equity
(� millions) Industry 80 International Development Agencies
70
72.5
60 58.3
50
50.8
Financial JV 2009 UK-V15.indd 2
40
59.9
9.4
6.0 5.0 6.0 5.0
4,353
4,054
4,730 2,196 4,730 2,196
2,055
2,171
3,030 2,298
2,534 3,030
1,883 2,298
5,497
5,497
3,159
3,159
2,534
1,883
2005
2006
2007
2008
2009
2005
2006
2007
2008
2009
Shareholders’ equity (� millions)
Shareholders’ equity (� millions)
Turnover by region (in %) 58.3
59.9
58.3
9 59.9
7
50.8
72.5 63.2
72.5
63.2
50.8
15 52
20 30 24
2006
40 50
2,055
2,171
30 40
1,000 0
50 60
14
4,353
4,054
60 70
5
6
3,000 24
70 80
9.4
Workforce
6,000 5,000
3,000 2,000
2005
Net profit
2009
201 100
(� millions)
2008
5.0
3.7
2005
2007
4,000 3,000
50.8
229.0
9 (� millions) 10 8 9 7 7.3 8 6 7 7.3 5 6 4 5 3.7 3 4 2 3.7 3 1 2 0 2006 1 2005
63.2
59.9 6.0
346.5
2006
10
Net turnover
274.8
229.0
2,298
480.8
325.3
229.0 300.6 274.8
100 0
1
274.8
269.4
200 100
3
0
395.0
300.6
0 10 Transportation Water Building and Industry Spatial Planning and Environment Aviation
17
10 20
0
2005 2005
2006
2007
2008
2009
The Netherlands Africa 2007 2006 2008 2009 Asia Europe (excl. the Netherlands) North America
63.2
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Key Figures
3
Key Figures 2009
2008
2007
2006*
2005
Turnover
480.8
467.7
395.0
351.6
300.6
Added value
346.5
325.3
274.8
269.4
229.0
18.9
27.6
18.9
17.0
7.7
Results Operating profit before profit sharing and goodwill amortization Profit sharing Operating profit before goodwill amortization
4.9
6.8
5.9
3.8
1.4
14.1
20.8
13.0
13.2
6.3
Net profit
5.0
9.4
6.0
7.3
3.7
Return on average shareholders’ equity (%)
7.4
15.3
10.2
13.4
7.3
4.1
6.4
4.7
4.9
2.7
Earnings per share (e)
1.04
1.97
1.24
1.39
0.68
Dividend per issued class B share (e)
0.40
0.70
0.45
0.50
0.25
Total assets
242.0
231.9
191.7
163.4
137.4
Long term capital
123.8
99.8
96.4
90.7
83.7
Operating margin before goodwill (%)
Capital employed
Shareholders’ equity
72.5
63.2
59.9
58.3
50.8
Group equity
76.9
65.3
61.7
59.7
51.3
Group equity as a percentage of total assets (%)
31.8
28.2
32.2
36.5
37.4
Financial position 8.1
26.2
19.9
20.1
26.7
Cash flow
15.4
19.0
12.8
14.8
10.6
Change in net cash
37.8
-23.6
-9.6
15.0
0.3
Staff costs
229.7
209.8
186.5
180.1
160.1
Number of staff (ultimo)
5,497
5,320
4,730
4,353
4,054
Net working capital
Workforce
(€ millions, unless otherwise stated)
Definitions Added value
Operating margin
Earnings per share
Operating income less cost of work subcontracted and other external cost Operating profit / Added value
Net profit / Number of ordinary shares issued
Net working capital
Current assets less current liabilities (excluding cash and cash equivalents less amounts owed to credit institutions)
Change in net cash
Movement in cash and cash equivalents less amounts due to credit institutions
Cash flow
Net profit plus amortization and depreciation
* The 2006 figures include 18 months’ results of the Africa region.
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4
Profile The DHV Group is a global provider of consultancy and engineering services in the following markets: • Transportation, including Aviation • Water • Building and Industry • Spatial Planning and Environment
Funae Award - SEED, Mozambique
Mission
Our mission is to provide multidisciplinary services for the sustainable development of our living environment, in a close relationship with clients, employees, and partners, based on mutual loyalty, while providing a solid return to our shareholders.
Vision Mekong delta-project, Vietnam
We aim to be a leading international engineering consultancy firm, active in both public and private sectors, open to partnerships based on shared values.
Clients
Our major clients are: • Governments • Public Sector and Semi-Government • Industry, Commercial Services, Contractors, and Developers • International Development Agencies
Key values Impact Assessment, Czech Republic
We are an independent, employee owned company. Our key values are integrity, respect and freedom. We act with a deep commitment to social responsibility, integrity, and accountability. Our activities are characterized by respect for others and the environment. We promote empowerment, coupled with strong personal and professional responsibility. We welcome different perspectives and support freedom of thought and action.
Charity outing, the Netherlands
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Profile
5
We are active worldwide through a network of local offices in Europe, Asia, Africa, and North America. Operations in the following home countries account for the greater part of our total turnover: • Europe: The Netherlands, Poland, and Portugal • Asia: China, India, and Indonesia • Africa: South Africa • North America: Canada and the United States of America
Added value
Clients call on us to achieve their ambitions through projects and partnerships. We provide our services with passion and pride, adding value through: • Reliable quality performance, delivered on time and within budget. • An understanding of the clients needs and respect for their stakeholders. • State-of-the-art expertise and innovative solutions. • Local delivery of world-class solutions.
Corporate responsibility
At the DHV Group we aim for a positive impact on economies, societies and eco-systems through the services that we provide and in our own operations. We are signatory to the United Nations Global Compact and the Partners Against Corruption Initiative (PACI) of the World Economic Forum.
Key Figures 2009 Net turnover Net profit
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€ 481 million € 5 million
Services
We develop innovative concepts in consultancy and engineering. Services cover the entire project cycle and include: • Business and Policy Consultancy • Technical Advice • Planning • Design and Engineering • Program, Project, and Construction Management • Project Development and Turnkey Delivery • Operations Management • Asset Management
Expertise positions
Looking to client needs, we focus on: • Airports • Buildings • Environmental Management • Highways, Bridges, and Tunnels • Intelligent Transport Systems • Marine, Ports, and Waterways • Mass Transit and Rail • Urban and Regional Planning • Water Management • Water Treatment
Staff and Offices by Region Europe 2,950 Asia 900 Africa 1,000 North America 650 Total 5,500
in 20 offices in 10 offices in 25 offices in 20 offices in 75 offices
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6
Report of the Supervisory Board Recommendations to the Annual Shareholders’ Meeting We have pleasure in presenting the DHV Group Annual Report for 2009. The annual accounts were prepared by the Executive Board and audited by PricewaterhouseCoopers Accountants of the Netherlands. The annual accounts were signed following discussions with the Executive Board and the external accountants. We support the proposal of the Executive Board to distribute a dividend of € 0.40 (2008: € 0.70) per depositary receipt for issued B shares from the 2009 profits. We recommend that the annual accounts for 2009 be adopted and the incorporated dividend proposal be approved. Lastly, we call on you to discharge the Executive Board from liability for its management, and the Supervisory Board for its supervision during the 2009 financial year.
W. van Vonno
Wim van Vonno (b. 1941, Dutch, m) joined the DHV Group Supervisory Board in 2006. He has been Chairman since 2007. His current term of office will expire in 2010. Mr. Van Vonno is Chairman of the Supervisory Boards of Convest and Publiek Belang Electriciteitsproductie B.V. and Van Nieuwpoort, and a member of the Supervisory Boards of Van Oord, Optimix Investment Funds, Van Boldrik Group, Royal BAM Group, SADC, Bank for the Construction Industry, and Mammoet Holding. He is also a member of the Investment Committee of NPM Capital, member of the Boards of ING Continuity Foundation, Foundation Protection TNT, and Mediq Preferential Stock Foundations. Furthermore, he is Arbitrator with the Arbitration Board for the Metal Trade and Industry Foundation, member of the Executive Board of NEN, and President of the Nomination Committee Dockwise.
S.M. Dekker
Sybilla Dekker (b. 1942, Dutch, f) joined the DHV Group Supervisory Board in 2007. Her current term of office will expire in 2011. Mrs. Dekker is a former Netherlands Minister of Housing, Spatial Planning and the Environment. She is a member of the Supervisory Boards of Dutch Municipalities Bank, AKZO Nobel Nederland and Kristal. She chairs the Strategic Advisory Council of TNO Built Environment and Geosciences and the Supervisory Councils of the Antillean Co-Financing Organization, the Dutch Diabetes Fund, and the Dutch Cadastre (Land Registry and Mapping Agency). She is also member of the Supervisory Council of the Knowledge for Climate Research Program, and MDLI Moroccan Dutch Leadership, President of the Dutch Taskforce Talent to the Top, the Committee Fundamental Exploration Building, and Round Table on Project Mainport Rotterdam.
J.H.M. Lindenbergh
Hessel Lindenbergh (b. 1943, Dutch, m) joined the DHV Group Supervisory Board in 2003. His current term of office will expire in 2011. Mr. Lindenbergh is chairman of the Supervisory Boards of Fortis Bank Nederland, NIBC, Agendia, and the Bank for the Construction Industry. He is also member of the Supervisory Boards of the University of Amsterdam in the Netherlands, Gamma Holding, Ortec International, Doctors Pension Funds Services, and Zeeman Group. He is also a member of the Boards of Stichting Vopak, Foundation Protection TNT, and Wolters Kluwer Preference Shares Foundation.
A.B.M. van der Plas
Seen van der Plas (b. 1938, Dutch, m) joined the DHV Group Supervisory Board in 1998. His last term of office will expire in 2010. Mr. Van der Plas is chairman of the Supervisory Board of the Netherlands Research School on Transport, Infrastructure and Logistics TRAIL (a collaborative initiative of five Dutch universities), board member of the Next Generation Infrastructures Foundation (a large international consortium of knowledge institutions, market players and governmental bodies), and member of the Supervisory Board of the Rotterdam Philharmonic Orchestra.
A.P.M. van der Poel
Arthur van der Poel (b. 1948, Dutch, m) joined the DHV Group Supervisory Board in 2004. His current term of office will expire in 2012. Mr. Van der Poel is chairman of the Supervisory Board of semiconductor equipment manufacturer ASML, member of the Board of smartcard company Gemalto, and member of the Supervisory Board of Dutch soccer club PSV.
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Report of the Supervisory Board
7
Report for 2009 Supervisory Board Meetings
During 2009, the Supervisory Board met with the Executive Board and the Director of Finance & Control on eight occasions, the external accountants also attended when the first halfyear and annual figures were discussed. All board members had a good record of attendance. Ongoing matters were also regularly discussed by the Chairmen of the Supervisory and the Executive Boards outside the context of these meetings. On several occasions the Supervisory Board discussed the Group’s strategy for the longer term, the main risks of the business and the result of the assessment by the Executive Board of the design and effectiveness of the internal risk management and control systems. Naturally, the impact of the financial and economic crisis and the measures taken to deal with its effects were tabled at every meeting of the Supervisory Board. Other items on the agenda were the adjustment of the Business Control Framework, the Corporate Responsibility Report, the renovation of the Amersfoort office and compliance. As in previous years, the Supervisory Board conducted an assessment of the suitability of internal candidates for senior management positions. The Supervisory Board approved the acquisition of the shares in Innova Aviation Consulting in the USA, and the acquisition of NPC rail consultants in the Netherlands.
Audit Committee Meetings
The Audit Committee, consisting of Mr. Lindenbergh and Mr. Van der Plas, met on three occasions. The first meeting dealt with the annual accounts for 2008, the external auditor’s report and the finalization of the budget for 2009, the second with the first half-year figures, the auditor’s Audit Service Plan and the evaluation of the outsourcing of the ICT. The third meeting was dedicated to the budget for 2010. In addition, the Committee reviewed progress reports on the replacement of the business information system and the annual report of the Internal Audit.
Internal Deliberations
The board members met to discuss their Board’s own performance, the performance of the Audit Committee, and the contribution of each member, and to assess the Board’s composition. They concluded that the Board is properly constituted and that its members possess the desired competencies, all in accordance with the Profile of the Supervisory Board. All members are ‘independent’ as provided in best practice provision III.2.2 of the Dutch Corporate Governance Code.
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Mr. Lindenbergh is a ‘financial expert’ as provided in best practice provision III.3.2 of the Code. The Supervisory Board also reviewed the performance, composition and remuneration of the Executive Board. In the judgment of the Supervisory Board, the Executive Board – both as a group and in terms of its individual members – possesses the requisite competencies and functions appropriately.
Corporate Governance
DHV Group’s Corporate Governance Report and further information concerning the remuneration policy, the Code of Conduct, whistle-blower scheme, and regulations for the Executive Board, Supervisory Board and Audit Committee can be found at www.dhvgroup.com/corporategovernance. The remuneration of the Supervisory Board is reported on page 53.
Composition of the Supervisory Board
There were no changes in the composition of the Supervisory Board in 2009. On the occasion of the 2010 Annual Shareholders’ Meeting, Mr. Van der Plas will step down after having served the maximum term of 12 years. The members of the Supervisory Board wish to express their appreciation of his valuable contribution over the years. The Supervisory Board nominates Mr. C.P. Veerman for appointment as a member of the Supervisory Board. At the 2010 Annual Shareholders’ Meeting Mr. Van Vonno will step down after having completed his first four-year term. The Supervisory Board nominates Mr. Van Vonno for reappointment for a further term of four years.
In closing
The Chairman and Vice Chairman of the Supervisory Board, as well as the Executive Board met with a delegation of the Works Council of DHV B.V. to discuss the general course of events of the company. All parties appreciated the open dialogue. The year 2009 was marked by the economic downturn. The DHV Group shows a positive result, the organization is tailored to market developments and is ready to meet the future, thanks to the efforts and flexibility of the staff. The Supervisory Board wishes to express its appreciation to all staff for their contribution in 2009. Amersfoort, the Netherlands, 12 March 2010 W. van Vonno (Chairman) S.M. Dekker J.H.M. Lindenbergh A.B.M. van der Plas (Vice Chairman) A.P.M. van der Poel
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8
Bertrand M. van Ee (b. 1957, Dutch) was appointed to the Executive Board in 2004, becoming its President on 1 January 2007. External appointments include: • Member of the Dutch Trade Board. • Member of the Advisory Board of the Dutch faculty Technology, Policy and Management Support of the Technical University Delft.
Report of the Executive Board Strategy and Policy Ambition, Goals and Objectives The DHV Group aspires to a prominent position among the world’s leading engineering consultancies. In order to achieve this ambition, we focus on four main goals: Growth and Profitability Growth is essential to our continuity. The size and complexity of challenges that clients face require significant depth and breadth of expertise, for which large firms are better positioned. Growth provides more opportunity for our company and people. Therefore we strive to achieve annual growth in turnover averaging at least 10%, of which half will be organic and half through mergers and acquisitions. Sound financial performance enables us to invest in our future and reward employees for their contribution. Our objectives are an operating margin of 7% on added value and an average return on shareholders’ equity of 15%.
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Internationalization Internationalization is important to continuity and risk distribution. Our international network is focused on building relationships that help deliver better service locally and provide insights for future innovation. We have chosen to concentrate our operations on a limited number of home markets: Canada, China, India, Indonesia, the Netherlands, Poland, Portugal, South Africa, and the United States. This selection is based on the business environment, loyalty to customers, our market position and the opportunities for growth. We aim to be recognized in these markets as a top player in our fields of expertise. Home markets will account for at least 90% of the Group’s turnover. Innovation In order to fulfill our promise to deliver sustainable and state-of-theart knowledge, we must continuously improve our skills and expertise. Innovative solutions are constantly
created for projects, but we also leverage strategic innovations and invest in R&D. Our objective is to apply for at least one new patent per year. We actively participate in external platforms and aim to receive industry recognition for technical excellence and innovation each year. Corporate Responsibility The DHV Group is a company for people from people. We recognize the interconnectivity of the triple bottom line for sustainable development (people, planet and profit). We have identified four key areas: integrity, sustainability in our projects, the impact of our own operations, and people development. Our objectives are to maintain a top quartile ranking in the annual Transparency Benchmark for Corporate Responsibility reporting of the Dutch Ministry of Economic Affairs, which is aligned with the Dow Jones Sustainability Indexes, and to achieve a 25% CO2 reduction per employee in our
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Report of the Executive Board
Piet W. Besselink (b. 1958, Dutch) joined DHV in 1989. Appointed to the Executive Board in 2006 and became its Vice President on 1 January 2007. External appointments include: • Member of the Advisory Board of Deltares, the Dutch institute for Delta Technology. • Member of the TNO Geological Survey of the Netherlands. • Member of the Board of Railforum (a Dutch platform for the exchange of knowledge and experience in rail transport).
operations against a baseline of 2008 by 2015. In terms of people development, we provide extensive opportunity for our staff and emphasize “building futures” through education and capacity building in community investments. Our Corporate Responsibility reporting and our Business Integrity Management System are externally audited in support of transparency and continuous improvement.
The following SWOT table illustrates the most significant factors which influence our current business and future strategy.
Corporate Strategy
• One-company concept.
Our strategy for serving clients is Local delivery of world-class solutions. We aim to be top player in our home countries and international player in select expertise positions. Our strategy rests on three pillars: Differentiation, Home markets and a One-company concept. Together these three pillars provide the path to achieving our goals.
Opportunities
Strengths
• Expertise in water, and transportation, including our own investments in
Weaknesses
• Low profile approach, resulting in
insufficient exposure of capabilities.
innovation and R&D.
• Responsiveness and efficiency must be
corporate responsibility.
• Undercapitalizing on our innovations.
• Culture of sustainable development and • Strong local presence leveraged with international network.
• Known for finding integrated and multi-
improved in parts of our organization.
• Lower profitability related to portfolio mix and a tendency to go beyond scope.
disciplinary solutions to complex issues.
• Renewed focus on infrastructure as part of government stimulus packages.
• Impact of climate change on flooding and the availability of fresh water.
• Population growth and higher standards of living exponentially increase demand for energy, water and mobility.
• Strong development of eastern economies.
Threats
• Economic slowdown. Projects are cancelled or delayed and prices are under pressure.
• Consolidation of mid-sized competitors and new entries increases competition in our home markets.
• Labor markets for top talent remain tight. • Business integrity pressures.
9
10
Taking into account the SWOT factors and our overall goals, we have chosen to focus on the following key challenges: Grow significantly in the Water and Transportation markets to meet increased demand. Our strengths in Water Treatment, Water Management and Coastal Protection are differentiaters which apply directly to opportunities related to climate change and population growth. Particular issues include water scarcity, sanitation and flood protection. Areas in which we could be capitalizing more on our expertise and innovation. We aim to support stimulus packages in Transportation by providing multidisciplinary consulting and program oversight services. There is significant opportunity to enhance mobility through our innovative Intelligent Transport Systems. The high growth in eastern economies entails more regional, as well as international travel. To this end, we aim to further develop regional aviation capability. Mitigate threat of new competition through depth of local knowledge and ready access to international network. Our home markets are projected to have some of the highest growth levels of their regions. This is attracting new competition and mid-sized players are consolidating to address these opportunities. In order to mitigate the threat of this competition, we will further build up local capability. We aim to selectively develop local expertise
into regional expertise centers and collaborate on larger projects with shared resources. Strong local presence ensures that solutions are tailored to local conditions and that close relations are maintained with customers. With the choice of countries and market segments in which we operate, our zero tolerance policy on corruption has been turning the threat of business integrity pressure into a strength. Retain and attract talent in tight labor market. Despite the economic crisis, we see a tight labor market for the type of talent that our business requires. This is a threat to further growth and must be addressed, especially as a key part of the previous two challenges. Employee feedback indicates that the innovative quality of the work that we do, and our culture of corporate responsibility and sustainable development, are strengths in attracting and retaining employees. However, capabilities and opportunities are still not sufficiently recognized nor communicated. This weakness needs to be addressed. Internally, by focusing on better knowledge sharing, communications, mentoring and career planning. Externally, by seeking greater public exposure for our projects and our commitment to sustainability. These initiatives will be implemented on a local basis, but with a one-company framework in order to increase impact.
Strengthen financial performance using current economic pressures as an impetus. The possibility of a prolonged economic slowdown presents a continued threat to growth and profitability, but is also a stimulus to increase efficiency and develop in higher margin services. The responsiveness of units to minimize underutilization has greatly improved with additional attention. There was good use of our integrated and multidisciplinary capabilities to provide consultancy and process management for the planning and implementation of stimulus packages. Financial discipline is increasing and will be further improved through stricter project and portfolio management. This will be supported by one-company platforms such as the Business Control Framework, roll-out of our business information system and management training. Strategy evaluation Our strategy of Local delivery of worldclass solutions and the strategic pillars: Differentiation, Home markets and One-company concept have served us well over the past years. The DHV Group is on track in achieving its goals. We have grown and improved profitability relative to our peers. The latter is not developing as rapidly as originally planned, however we continue to strengthen our balance sheet and our financial position is solid. We have begun to leverage innovation across our network and demonstrate leadership in Corporate Responsibility. Overall our
The business group, region and holding directors. Together with the Executive Board they form the Executive Council of the DHV Group.
Arnold Galavazi (Asia)
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Chris Engelsman (Europe)
Roel Overakker (Aviation)
Vic Prins (Environment and Transportation)
Eugene Gr端ter (Building and Industry)
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Report of the Executive Board
performance gives us the expectation that our long- term goals are achievable. Looking to our strategy pillars we conclude the following: Differentiation We have sharpened our profile by better aligning with defined markets and benchmarking our performance. This has guided organic growth and organizational restructuring. Our range of services and market reach have been expanded through selective mergers and acquisitions. Significant innovations have been taken to the level of registered products and successfully launched. Corporate responsibility and a focus on sustainable development is becoming a recognized quality in all our projects. Home markets We have grown operations in home countries, are taking on increasingly larger projects and have expanded into different sectors. Examples include aviation in Africa, water and environmental projects in Asia and coastal protection in North America. This was made possible by strong local presence and now offers opportunities for taking on even larger integrated projects such as eco-cities and multi model transportation hubs. The intimate knowledge of the local situation also enables us to create more sustainable solutions, involve capacity building in the community and understand environmental complexities. Our
Jim Kerr (North America)
JV 2009 RvB ENG def.indd 4
Piet van Helvoort (Water)
customers are appreciating this added value, which is resulting in more repeat business and long-term relationships. One-company concept The benefit of a common culture, processes and ICT platforms is starting to be realized. This shortens learning curves, increases efficiency and facilitates cooperation. Plans for the future include a high level of cooperation between units in both national and international work. A key enabler has been the interpersonal networks which were established through joint training and international expertise meetings. Path forward During 2010 we will complete some remaining one-company items and will move ahead on the foundation
11
that has been built these past years. Given the risk of a prolonged economic slowdown, we will preserve and improve profitability by staying close to our customers and paying close attention to our cost base, investment levels and cash flow. In 2009 we began dialogue for Vision 2015, our corporate strategy paper for the coming five years which will be issued mid 2010. Vision 2015 will be about making a step change in profitability and growth compared to previous years. Home countries will feature prominently. We will focus investment on our strongest international expertise positions. The SWOT analysis on page 9 reflects key developments which we are taking into account.
The Group provides its services through a family of brands: DHV, SSI, NACO and Delcan. These
brands are leading players in their respective fields and actively collaborate to meet specific client needs, e.g. NACO-SSI for airports on the African continent and Delcan-DHV for international ITS solutions.
The DHV Group has a decentralized organizational structure in order to stay close to selected
markets. The four business groups focus on market specific consulting and engineering expertise. Regional operations maintain client relationships and tailor the Group’s expertise to local circumstances, language, and culture.
Business Groups: Environment and Transportation, Water, Building and Industry, Aviation. Regions: Europe, Asia, Africa, North America.
For the complete organizational structure of the DHV Group, please refer to page 70.
Marga Donehoo (Corporate Initiatives)
Naren Bhojaram (Africa)
Johan van Manen (Finance and Control)
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12
Expansion Wilhelminaharbor, the Netherlands
Main Developments of 2009 2009 was a challenge on many fronts. With 5,500 people, working in 75 offices and 9 home countries, the DHV Group met these challenges head on, connected and delivered. Our turnover has continued to grow and operational results remained positive. We also continued to invest in the future, with training programs, cross assignments of people, and one-company initiatives such the extension of our ICT platform and knowledge sharing. Our concentration on the public sector has been positive for DHV, as well as for SSI and Delcan. We are active in large multiple-year programs supported by government stimulus packages. Work for private sector clients experienced a significant downturn. The aviation industry has also been hit hard. The flexible and entrepreneurial approach taken by Group members, adjusting to market circumstances and reducing cost, made a distinct difference in weathering the storm. Our strategy of Local delivery of world-class solutions is working better all the time. By sharpening our focus on the market and clients, and combining expertise we were able to win significant projects.
JV 2009 RvB ENG def.indd 5
Growth and Profitability The DHV Group continued to grow in 2009 despite the impact of the worldwide economic recession. Net turnover grew with 3% to € 481 million, mainly through acquisitions. The operating margin was 4.1%, coming from 6.4% in 2008 and below our overall 7% target. The strongest performers this year were Africa and North America which achieved the highest margins and Asia which showed significant margin improvement. Within the markets Water, Environment and Transportation
there were also strong results, especially from consultancy, project management and operations. Overall, the profitability of the Group was negatively impacted by a combination of underutilization of staff in parts of the organization, and price pressure on projects. Restructuring costs and additional efforts for the introduction of a new business information system were taken into account at the corporate level. The actual return on our shareholders’ equity is 7%, which is below the targeted average level of 15%.
Strategic actions for 2009
Results in 2009
• Deliver synergies with new member
• Joint projects with InterVISTAS (aviation
• Strengthen transportation and water
• Acquisition of NPC, the leading rail station
• Develop strategy for energy and resources.
companies.
profile.
• Focus on mining consultancy, expanding services in Asia and Africa.
consultancy), Turgis (mining) and NPC (stations and rail).
designer in the Netherlands and previously a part of the Dutch Railways. DHV
participated as launching sponsor of the
Henry Hudson 400 water conference in New York.
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Report of the Executive Board
Internationalization The DHV Group is fortunate to be positioned in markets with relatively sound economic growth rates. Our home countries in Asia showed economic growth in the order of 5 to 10% and Poland also realized positive growth. The other home countries experienced negative growth between -2 and -5%, however all our home countries have positive economic growth projections for 2010. In China the results in the water market have increased significantly, with the emphasis on turnkey delivery of water treatment facilities for public and private sector clients. Sanitation and flood protection projects in Indonesia made good progress and improved the quality of life of many people. In India developments in Public Private Partnerships (PPP) show great promise. In the Netherlands, our position in the national highway and rail sector was strengthened, supported by additional government funding and government measures to expedite project implementation. Most of our industry clients showed a significant downturn in 2009, with some indications for modest recovery in 2010. We have improved our position on asset management of infrastructure and buildings based on reducing total cost of ownership. The demand for water, environmental and sustainability services remained at a high level. Regional and urban planning for municipal clients experienced a decline towards the end of the year. EU funding and Eurocup 2012 fueled an impressive series of highway projects in Poland, providing new opportunities for DHV in the role of independent engineer. The market for flood management and hydropower is showing a healthy outlook and our combined companies are well positioned to increase their market share. Restructuring in Portugal resulted in new management and a new company profile, now focusing on water and environment consultancy, project supervision and asset management. Several signature projects were awarded
including the environmental study for Lisbon airport and the river basin projects for the Tejo and Douro rivers. South Africa showed very strong results, based on major ongoing projects for rail and road infrastructure, as well as water and energy supply. This included the country’s largest environmental compliance analysis for the Gautrain rapid rail link and projects related to the World Cup 2010. New activities, such as the turnkey delivery of schools are also paying off. The allocation of funds for the Cup resulted in lower spending on other basic services, which is expected to increase again in the second half of 2010. Aviation activities on the continent are expanding. NACO-SSI is involved in supervision contracts in Kenya, Botswana and Tanzania.
Canada and the USA showed overall strong results, with Delcan providing project oversight within large infrastructure programs such as the New York MTA Independent Engineering contract and as solution provider for traffic management systems. Projects of note include sustainable building design. We are particularly delighted with the Richmond skating oval for the 2010 Winter Olympics. InterVISTAS has brought a full new aviation sector of strategic planning, design, and consulting to the DHV Group. Our home markets account for 85% of our total turnover – versus our objective of 90%.
Strategic actions for 2009
Results in 2009
• Review portfolio of countries vs. goals of the Group, which may result in adjustments, investment and divestment.
• Roll-out business information system.
• Leverage international network. Increase
agility to address national investment plans and regional dynamics.
13
• Portugal restructured. Kenya divested.
• Africa connected to ICT network, Roll-out
business information system delayed until 2010.
• Strong sales increase due to government stimulus in China (airports, tunnel infra-
structure, coastal eco-cities), the Netherlands (highways, water management), Poland (highways), North America (highways).
Mergers & Acquisitions, Divestments
• The consultancy and project management agency NPC, formerly owned by Dutch Railways, joined the DHV Group. This acquisition entails a considerable strengthening of the Group’s position in stations and rail.
• NACO and Delcan increased their stake in the North American aviation consulting firm Innova from 40% to 100%. Innova has merged with InterVISTAS.
• SSI sold Panafcon Ltd. in Kenya to the local management.
Nelson Mandela Stadium, Port Elizabeth, South Africa
JV 2009 RvB ENG def.indd 6
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14
The acquisition of NPC considerably strengthened the Group’s capability in stations and rail.
Innovation The DHV Group remains known for innovation on projects and increasingly through technological products such as Nereda® and Intelligent NETworks®. Building on the success of the demo facility in Gansbaai, South Africa, roll-out of Nereda® has begun in earnest. The first full-scale Nereda® water treatment plant was awarded in the Netherlands. This year one new patent was requested for a process to harvest green power and fertilizer from wastewater and a total of 12 patents for previous innovations were granted in various countries. In the Netherlands, DHV actively contributed to the implementation of a charter on Intellectual Property for the consulting-engineering and construction sector. The leverage of expertise has been increased through better use of the Group wide ICT system with an improved intranet and more than 100 active Community of Practice sites. International Expertise Meetings were held for Aviation, Water, Rail & Stations and Mining in order to share and scaleup the available top-expertise in the DHV Group.
Strategic actions for 2009
• Scale-up and commercialize technology innovations.
Results in 2009
• Contract awarded for first full-scale Nereda® facility. International launch of Intelligent
NETworks®, with significant awards in the US and initial projects in Canada, Europe, Africa and South America.
Awards
Our awards underscore our drive for excellence and innovation. Among others:
• NACO: International Award from the Royal Institute of British Architects (RIBA) for the Beijing
Capital International Airport Terminal Building 3, China. NACO was responsible for the design together with Foster + Partners and Arup.
• SSI: Two Project Awards for Engineering Excellence from the South African Institution of Civil
Engineering (SAICE) for the Nereda® Waste Water Treatment Works project in Gansbaai, South Africa, and for the Mandena Mine Salinity Control Weir project in Madagascar.
• SSI: Mentoring Company of the Year from the Consulting Engineers South Africa (CESA).
• Delcan: Award of Merit in transportation from the Consulting Engineers of Ontario for the iMoveTM Advanced Traveler Information System project for Metro Vancouver, Canada.
• DHV: Annual prize for ‘Sustaenergy – Green Gas’ as the most notable water project in
the Business Sector category from the Dutch Amstel, Gooi and Vecht Water Board, the Netherlands.
• DHV together with the Municipality of Utrecht and the company Maurik Groot Ammers:
the Dutch SIKCup for the most innovative and cost effective soil management team for the Utrecht Griftpark project, a former garbage dump and gas plant site, the Netherlands.
• DHV won the Rietveld 2009 Public Prize for Simed Healthcare building, the Netherlands.
Nereda® is DHV’s innovative biological wastewater treatment technology, based on the unique
characteristics of granular aerobic biomass. It provides excellent water quality through compact and easy to operate installations, at low energy consumption. Nereda® is cost-effective and can be applied in new and upgrades of municipal and industrial wastewater treatment facilities.
Intelligent NETworks® is a state-of-the art software platform for traffic management designed to integrate a variety of control devices. It is a modular system of open architecture that is scalable from a small city or district, up to a full featured state wide Traffic Management Center.
Corporate Responsibility Transparency and Integrity Transparency is a key factor in Corporate Responsibility. We have therefore set an objective that benchmarks our performance in this regard. The DHV Group placed 16th of over 180 entrants in the annual Transparency Benchmark for CR reporting of the Dutch Ministry of
Economic Affairs, well within our target of the top 25% and in first place for the services sector. We updated our Global Code of Business Principles. The code was developed with input from many people across our company. Our principles and key values of integrity, respect and freedom are
Water Treatment Technology Nereda®
JV 2009 RvB ENG def.indd 7
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Report of the Executive Board
15
DHV supports the initiative for a commercial ‘Plakkies’ enterprise of fashionable slippers from car tires.
core to daily business. When we speak with clients and colleagues around the world, there is a very positive recognition for our culture and the commitment to our Business Integrity Management System (BIMS). External audits of the BIMS were conducted. The audits will be the basis for external certification. In addition, the system for whistle blowing (internal reporting) was revised and outsourced to an external party in order to ensure anonymity and an international reach. In 2009 four integrity incidents were reported and duly investigated. Two cases were closed and no violation was found. Two cases are pending. Community Investment Our focus on environmental and social aspects in the community makes a difference to the lives of people, through our projects, personal coaching and supporting initiatives such as weekend schools for disadvantaged children and ‘Plakkies’ in the Netherlands and South Africa. The latter is an initiative to help people help themselves through the set-up of a commercial enterprise for fashionable slippers made from discarded tires. It was initiated by two students from the Delft University of Technology, who rallied major companies and government support to make a dream happen.
People Development We place a high emphasis on professional and management development opportunities for our staff. In 2009 we conducted training programs throughout the company, including the Executive Development Program at Group level. A Group wide Management Development Program and Project Management training were prepared and will be launched in early 2010 as part of our overall training house, DHV University. Added attention is being given to promoting diversity in the management levels of the company through our Management Development process, with an increased focus on developing local management and female talent. Climate Policy The DHV Group supports national and international initiatives to curb the effects of climate change. We incorporate mitigation and adaptation in projects, demonstrate our commitment in the public arena and commit to emission reduction in Strategic actions for 2009
• Conduct Group wide professional and
management development programs.
• Improve measurement of CO2 emissions and focus on reduction.
Call on Dutch government to reduce CO2 emissions.
JV 2009 RvB ENG def.indd 8
our own operations. In advance of the Copenhagen Climate Conference we signed the Copenhagen Communiqué and joined a small group of business leaders to call on the Dutch government to take real and substansive action to cut CO2 emissions by investing in clean energy, cleaner transportation, sustainable buildings and new techniques such as carbon capture and storage (CCS). In 2009 we took additional steps to solidify our own CO2 reduction through policies for facilities and transportation. We initiated the sustainable renovation of our Dutch head office building to the highest energy efficiency rating. And we have set a Group target of 25% reduction per employee by 2015. In recognition of the spirit of the Copenhagen Accord, we have also committed to compensate our reported CO2 emissions starting in 2009 for Dutch operations and Group wide from 2010 onwards. More information can be found in our Corporate Responsibility Summary. Detailed reporting is available on www.dhvgroup.com/cr-report.
Results in 2009
• Executive Development Program continued in cooperation with TIAS Nimbas business
school. Management Development Program to be launched in 2010.
• CO2 reduction target and policy developed.
Participants of the Executive Development Program.
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16
Financial Performance Turnover Net turnover of the Group increased by 3% to € 481 million, mainly as a result of mergers with InterVISTAS (end of 2008) and NPC (beginning of 2009). These two companies added € 19 million to the Group’s turnover. The economic crisis precipitated a drop in the Building and Industry and the Aviation markets. The North American region was not affected and still showed strong growth. Exchange rate differences had a negative impact of € 2.3 million on turnover. Added Value Added value (revenue produced by the Group’s own staff) increased by € 21 million (+ 7%) to € 347 million in 2009, due to the two mergers (+ € 19 million), organic growth of € 3 million, and a negative impact of exchange rate differences of € 0.7 million. Operating Profit Although the Group’s top-line growth was not heavily affected, the EBITA dropped by € 7 million to € 14 million, resulting in a narrower EBITA margin of 4.1%. The economic crisis mainly decreased the EBITA of the business groups Building and Industry, and Aviation. Projects were delayed and cancelled faster than the Group was able to adjust (primarily by transfer and reduction of staff costs). The 2009 restructuring of our Portugal operations had a one-of impact of € 0.6 million on the EBITA, also the development of a new business information system negatively impacted the result with € 1.0 million. Mergers had a break-even impact on the EBITA and currency rate differences € 0.1 million positively. Total operating charges, including one-of costs of € 2.1 million, increased with € 27.8 million.
JV 2009 RvB ENG def.indd 9
Key Figures (€ million, unless otherwise stated) Net Turnover Added Value
Operating Profit before Goodwill (EBITA)
2009
2008
change
325.3
+ 7%
480.8
467.7
14.1
20.8
346.5
Operating Margin on Added Value (%)
Goodwill The Group amortizes paid goodwill over a 20-year period unless there is an indication of impairment, in which case an additional component of goodwill is amortized. In 2009, € 1.9 million was amortized without the need for any impairment. Net Interest Expense The balance of acquisitions at the end of 2008 and the beginning of 2009 and a reduced working capital led to a decrease in net interest payments to a total of € 3.3 million, a slight decrease compared to 2008. In 2009 no losses or gains were incurred on financial hedging instruments. The average interest rate decreased from 5.0% in 2008 to 3.0%. Taxes A reason for the high effective tax rate of 35% is the one-of expenses of restructuring our operations in Portugal. It is the Group’s policy not to defer tax assets if it is not certain whether these tax benefits can be realized in the short term. The effective tax rate is also negatively influenced by 4.2% for non-tax deductable costs of goodwill amortization.
4.1
6.4
+ 3%
- 32%
Balance Sheet Per 31 December 2009 the balance sheet total is € 242 million. A 5% growth, which is primarily caused by a € 7 million increase of intangible assets, due to goodwill payments and investments in the new business infomation system. Net working capital decreased by € 18 million to € 8 million, which is 1.7% of turnover compared to 5.6% in 2008. Reduced working capital financing needs and low investments in intangible assets resulted in a net decrease of net debt of € 24 million. The equity ratio increased to 31.8%, which is in line with the long-term target of 30-35%. Shareholders’ equity increased by € 9 million to € 73 million, due to currency rate changes and retained earnings. New shares were issued for a total amount of € 0.7 million. Cash Flow The business operation cash flow total is € 36 million. Total investment amounted to € 12 million, mainly as a result of goodwill payments and business information system investments. Total cash flow before financing activities came to a positive amount of € 24.0 million (2008 - € 30.7 million). In 2009 DHV secured a medium-term loan of € 20 million.
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Report of the Executive Board
17
Prospects for 2010 The world economy is expected to grow again in 2010. Most national economic projections in western economies still remain conservative. Eastern economies anticipate stronger growth. Despite these signs of recovery, the consulting engineering sector will be facing another year of stress. Budget constraints will become apparent in the public sector and the construction and real estate development market remains under pressure.
During 2010, we will focus on organic growth and further integration with our newest DHV Group members. We will concentrate on preserving and growing our profitability through growth with key clients and sound financial management. We will complete and roll-out the remaining initiatives of the Onecompany concept. With the exception of completing the renovation of our Dutch head office building, we expect no major external investments in 2010.
In this context, the DHV Group clearly has much to offer. The world is facing ecological and economical challenges and the consulting engineering sector plays a decisive role to effect the necessary changes. Effective use of resources and infrastructure, through innovation, integration and technology will be crucial. The DHV Group aspires to be front-runner in the market with respect to sustainability and innovation. We are active in the stronger economies and see the demand for sustainable solutions increasing world wide.
Strategic actions for 2010
Pilzen stadium, Czech Republic
• Focus on sustainability.
• Scale-up and commercialize technology innovations.
• Leverage international network.
• Roll-out of business information system in the Netherlands.
• Launch new leadership development and
project management programs within the DHV University.
Nakdong Barrier, South Korea
Concluding remarks By focusing on our clients and top-notch project delivery we will make a step change in our performance. Healthy margins are the basis of a healthy business, and give us the room to invest in our business propositions, in our people, and also in our corporate responsibility and innovation. With the quality and dedication of our people, we have confidence in the future.
Eco-school, China
Amersfoort, the Netherlands, 12 March 2010
Renovated office, the Netherlands
Bertrand M. van Ee (President)
JV 2009 RvB ENG def.indd 10
Piet W. Besselink (Vice President)
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18
Developments in our Global Network Local delivery of world-class solutions Although the impact of an economic slowdown was felt worldwide, there was significant demand to look beyond the recession. Customers wanted to know options and make plans for future growth in terms of increased mobility, improving the living environment and finding ways to use technology to enhance sustainable development. As a consultancy and engineering firm, we had the privilege of looking into the future with our customers and communities all over the world. Listening and imagining together – imagining what can be and defining what needs to be. The challenges of growing population, economic shifts and climate change will not be met through incremental change alone. Planning for tomorrow means making better use of what we have today and looking to new solutions. On the following pages the Business Group and Region Directors look back at the 2009 developments and look forward to business and challenges in 2010.
JV 2009 GN ENG def.indd 1
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Developments in our Global Network
19
Environment and Transportation
Embedding Sustainability The Environment and Transportation business group works for government and industry and provides policy development, legal and financial advice, master planning, project and program management, design and engineering, and asset management services. We advise on transportation, urban and regional development and environmental issues. Our clients also know us for our integrated, sustainable approach to complex projects and our expertise in Intelligent Transport Systems (ITS), Highways (including bridges and tunnels), Rail, Transit and Stations, Urban Planning and Environmental Management. Government spending on transportation infrastructure was accelerated in 2009, resulting in an increased workload for the business group. Units active in consultancy services, project and program management, related traffic-forecast and planning activities, environmental assessment and the highly specialized fields of air quality and noise predictions performed well throughout the year, exceeding budgets and expectations. At the same time, spending on urban development and housing declined, causing some overcapacity in the units active in these markets. The net result for the business group was satisfactory. In March 2009 we were joined by NPC, a consultancy specialized in railway stations, from the NS (Dutch National Railways), significantly strengthened our railways and stations profile. NPC has been successfully integrated into DHV, and we have already realized synergy benefits through the joint acquisition of projects. NPC will continue as a brand, but as part of our Rail & Stations business unit. We expect the economic conditions to be tight in 2010. The medium to longer-term prospects for the transportation and related urban planning and environmental markets remain positive. Demand for sustainable mobility and
Objectives for 2009
1
2
3 1
Prins Claus Bridge Inspection, the Netherlands
2
Roparun from Paris to Rotterdam
3
Opening of Fryslân House, New York City
urban development will continue to grow, especially in densely populated delta areas. We will continue to adjust our portfolio toward the higher end of the market and further embed sustainability in our business. We expect to focus increasingly on more effective utilization of existing facilities (through increased application of information technology) and on professionalizing the maintenance of the related infrastructure. Our business unit structure allows us to focus specifically on each of these issues, putting the Environment and Transportation business group in an excellent position to provide sustainable and innovative solutions to the needs of the market. Vic Prins
Align services to the market.
Fully aligned organization per the start of 2010. Implemented Dutch regional account management. International expertise meeting held on Rail, Transit and Stations in September.
Results in 2009
Objectives for 2010
Actions for 2010
Improve portfolio management.
Successful integration of acquisition NPC on track, contributing to a stronger rail and stations profile. Advantage taken of the accelerated government spending on transportation infrastructure. Fruitful cooperation with DHV’s Czech branch.
Improve external profile and client relations. Sharpen national focus.
Increase external exposure and interaction with our (key) clients. Define national, focused profiles per market area.
Strengthen financial performance.
Adjust staffing in line with market developments. Optimize utilization of workforce. Close monitoring of cost management and overhead. Improve commercial and marketing drive.
Manage business basics well.
JV 2009 GN ENG def.indd 2
Within a turbulent economic climate a satisfactory result. Reduced external costs. Active capacity management resulted in less temporary staff.
Grow significantly in Transportation, improve top position based on expertise positions.
Implement international business plans for Rail, Transit & Stations and for Intelligent Transport Systems. Continue alignment of services and expertise with DHV Group companies.
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20 Water
Global water challenges We deliver top expertise in the fields of water treatment, water management, coastal development, and ports and waterways. Services include consultancy, design & engineering, product delivery, design & build and operation & maintenance. Our clients are from both the public and private sector, and include local and national governments, international financiers, multinationals and engineering contractors.
1
Our approach is one of partnerships. Close relationships with clients enable us to go beyond meeting their present needs, supporting them in innovating their products and processes. Networking within the DHV Group and with knowledge institutes is of major importance for project execution and development of new technologies. In the water treatment market we strengthened our position in the public sector and adjusted our portfolio in the private sector. We were successful in the first tender round of the Dutch government funded ORIO export program and won two new projects. In 2009 we started the design for the full-scale Nereda® water treatment plant in the Netherlands. A Nereda® plant requires less surface area and uses considerably less energy. The realization of this plant will start in 2010. Our activities in the fields of water management, coastal protection and ports & waterways showed significant growth in 2009. Our Portuguese and Dutch companies gained a joint leading position in the Portuguese market for river basin studies. We are involved in coastal protection programs in the Netherlands and Indonesia. We have also expanded our activities in Israel, traditionally focused on water treatment, with projects such as the port Ashdod container terminal and the Dead Sea Lagoon project.
2
The long-term outlook for the water business is favorable due to global challenges in the area of water treatment and management. Short-term market developments might be somewhat tense as government cost-cutting programs may result in changing priorities. We believe that our balanced portfolio, with regard to products and international diversity, and our technological competitive edge form a strong foundation for success. 1
World Water Forum in Istanbul, Turkey
2
Aceh Tsunami warning system, Indonesia
Objectives for 2009
Piet van Helvoort
Maintain and build our strong profile as an innovative and sustainable company in the water market.
Executed several projects to implement the EU Water Framework Directive. Gained a leading position for river basin studies in Portugal.
Results in 2009
Objectives for 2010
Actions for 2010
Increase turnover based on innovative products such as Nereda® and MBR.
Nereda® sales increased. Commenced design work for the first full-scale municipal Nereda® plant. Successful market introduction of Green Gas (bio gas) consultancy projects.
Significantly grow Water business through a focus on selected markets, business concepts, products and services.
Build relationships and partnerships on innovation with key clients, so that they are willing to become launching customers for new developments.
Further develop our international position in water management, ports, waterways, and coastal development.
Won major projects in Israel and Vietnam. Held International expert meeting in Poland. Intensified cooperation with Delcan on flood protection.
Innovative products will account for 30% of the turnover in water treatment.
Use Design & Deliver projects for implementing our innovative solutions. Align our innovation agenda with the Groupwide agenda.
Achieve selective growth in the international contracting market for water treatment.
Contracted two new projects in the Dutch ORIO program and strengthened market position in France.
Maintain a position in the top 10 of the worldwide water engineering and consultancy companies.
Focus on organic growth of added value. Further optimize Operation & Maintenance business and Group-wide cooperation.
JV 2009 GN ENG def.indd 3
Build on our reputation as a wellrecognized company with a strong profile, to attract more business and employees.
Continue gaining exposure of capabilities through participation in signature projects and professional networks. Recruit new employees via staff networks.
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Developments in our Global Network
21
Building and Industry
Superior buildings and industrial installations
The Building and Industry business group focuses on buildings and industrial installations with specialized requirements and a high level of technical or organizational complexity. We serve clients in the public and private sectors throughout the Netherlands, and are an internationally recognized player in the field of integrated design for solar plants and R&D facilities. Our professionals are guided by the motto: proven better buildings and industrial installations. All disciplines required for this purpose are available in-house. We are dedicated team players who are guided by the specific needs of the client. In 2009, our clients faced a shortage of investment capital, which resulted in fewer new building initiatives. However, the demand to augment the sustainability and the efficiency of existing buildings increased. Buildings are responsible for 40% of CO2 emissions. As experts in the field of increasing the sustainability of buildings and industrial sites, we assist clients in demonstrably lowering their CO2 emissions, energy costs, and water consumption. In the past period, we have again invested considerably in innovation. We incorporated the Cradle-to-Cradle philosophy through intensive training of selected staff, actively participated in the Dutch Green Building Council, and became a founding partner of the Dutch Building Brains innovation initiative. The latter concentrates on green building concepts and virtual design. We believe that continued investment in our employees through education and training translates directly into an increase in added value for our clients. Our project managers continuously strive to bring their skill level even higher. They are currently completing the IPMA program (International Project Management Association). The steps taken in 2009 to improve our client focus, knowledge development, project control and organizational
Objectives for 2009
1
2
1
Multi-disciplinary Top Team Award, the Netherlands
2
Provada real estate fair, the Netherlands
efficiency will be further implemented in 2010. The focus on sustainable renovation of buildings and our approach to asset management (management and maintenance) are proving to be a success. We will continue to focus on these aspects in order to further expand our good reputation in the Netherlands. Moreover, we will expand our international activities by strengthening relationships with our international clients and by contributing expertise to joint projects with other members of the DHV Group, such as in the field of sustainable airports. Eugene Gr端ter
Sharpen profile; focus on market demand.
Business profile sharpened and focus markets designated.
Results in 2009
Objectives for 2010
Actions for 2010
Attain qualitative growth.
Achieved growth in added value per employee.
Client focus within preferred market windows.
Strengthen position in asset management.
Strong operational results in asset management business.
Pro-active and dedicated market approach. Concentrate on national and expand selectively to international.
Knowledge innovation.
Adapt to changing market conditions.
Adapted organization to changing market conditions.
Invest in innovation (a.o. Building Information Modeling).
Improve efficiency and strengthen financial performance.
Implement new organization.
JV 2009 GN ENG def.indd 4
Continue growth in quality, attracting and retaining requisite talent.
Invest in market alignment and employees.
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22 Aviation
1
Joining forces for airports The Aviation business group offers comprehensive planning and top-end design excellence to clients who are facing capacity shortages and the need for airport facility upgrading. Commercial development, air service development and revenue management are answers to the growing need to maximize non-aviation revenues. We work for airport authorities and operators, governments, airlines, and private investors in Europe, Asia, the Middle East, Africa, North America and the Caribbean. The economic crisis continues to have a massive impact on the aviation industry, putting large investments on hold. The Middle Eastern countries were less affected and went ahead with major airport development plans. Focused marketing activities, and our strong presence in this region has enabled us to secure several high-profile contracts. Given the excellent reputation that NACO and InterVISTAS have earned in the region, we expect to be involved in a number of other projects as well. Since we have a license to operate as a main contractor in Abu Dhabi, we expect to be engaging in more projects there in the future. The Sub-Saharan region continues to be a source of projects. NACO-SSI is involved in supervision contracts in Kenya, Botswana and Tanzania. Supporting SSI will enable us to increase our expertise and intensify our marketing activities. InterVISTAS is working on a capacity building initiative for West African nations sponsored by the International Civil Aviation Organization (ICAO). The worldwide trend towards airport privatization is a source of potential projects for InterVISTAS. The Indian market is showing signs of recovery. We will cooperate closely with DHV in India to develop a concise strategy for addressing the urgent need for upgrading and modernization and regaining our position in this diversified market. In China, the market is still growing and we have distinguished ourselves through participation in several competitions.
Objectives for 2009 Integrate InterVISTAS.
Results in 2009
Successfully introduced InterVISTAS to NACO clients and realized good cooperation in projects.
Increase turnover by a minimum of 30%.
Turnover growth of approximately 50% through merger with InterVISTAS.
Develop reputation as the designer of green airports.
Involved in the Kunming green airport project. Development of GRI criteria for sustainable airports is on target.
Maintain a position in the top 10 of the worldwide airport engineering and planning companies.
Engineering News-Record 2009 ranking: 11th position.
JV 2009 GN ENG def.indd 5
2
3 1
NACO, The Hague Entrepreneur Award, the Netherlands
2
Identification of CO2 mitigation measures
3
FOD Walk InterVISTAS, Canada
Due to the financial crisis, our profitability has been under pressure. However, given the signs of market recovery and the number of outstanding proposals, we are optimistic about restoring the balance. This year NACO celebrated its 60 year anniversary. We are excited about future growth. The successful integration of InterVISTAS and Innova and the optimized synergy between NACO and InterVISTAS have given the Group new means and opportunities to strengthen its global market position. Opportunities will be developed in new or emerging markets through the development of distinguishable services such as Airport Recovery Services and Program Management. Our active involvement in the Global Reporting Initiative and our role in the development of the new Kunming International Airport in China, the first Green Airport, will also help us position ourselves as a Green Airport Consultant. Roel Overakker
Objectives for 2010
Actions for 2010
Create image of THE designer of green airports.
Win at least two green airport projects.
Extend portfolio to higher margin services.
Start new services in program management and airport revenue recovery.
Grow business in Asia.
Start aviation office in India.
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Developments in our Global Network
23
Europe
Focus on our clients’ changing needs In Europe we are active in the fields of water, transportation, aviation, building and industry, spatial planning, and environment. Our clients - governments, industry, contractors and developers - increasingly demand efficient solutions to lower their capital investment and their operating and maintenance costs. There is a growing awareness of the importance of sustainable solutions. Our European home markets outside the Netherlands are Poland and Portugal. We also have an office in the Czech Republic and work in other European countries on a project-by-project basis. In 2009 investments in the Polish transportation infrastructure remained at a high level, partly driven by the Eurocup 2012. Important new projects are the A1 highway between Lodz and Katowice (180 km) for which DHV is the Independent Engineer, and the A2 highway between Lodz and Warsaw (90 km) for which DHV supervises Design Build Contractors. The demand for intelligent transport systems is gradually growing and is aimed at increasing efficiency of use. The market for flood control remains stable. DHV-Hydroprojekt completed the Design Built Dorbzen Small Hydropower plant (2MW) and won two projects for rehabilitation of Flood Protection Weirs in the Odra River. DHV operates in Poland through DHV-Hydroprojekt, DHV Polska and DHV-Prokom. The three companies benefit from cost savings and business synergies, while clients benefit from broader expertise and greater access to our international expertise. In the Czech Republic, the main focus continues to be on the new building code, sustainability, assessments in landuse planning, and the EU structural and cohesion funds. The downturn in investments in the building, industrial, and mining sectors continued through 2009. DHV won the feasibility study for the new football stadium of Pilzen. The Portuguese economic situation continued to be a constraint on the business. Our operations were restructured
Objectives for 2009
to reduce costs and increase efficiency. Future activities in Portugal will be focused on consultancy studies and supervision/operations. We focus on clients for waterfront and coastal development, dams and hydropower, ports, water and environment. A leading position was achieved in river basin planning when DHV won the River Basin Plans for the Tejo and Douro Rivers. In Germany, France, the UK and other European countries we assist clients with high-profile projects involving airports, wastewater treatment, solar panel plants, intelligent transportation systems and mining. During this time of continuing economic uncertainty we will focus on supporting clients as their needs change and increase our organizational flexibility, so that we will be able to respond well to market developments. Chris Engelsman
1
2
1
Employees of the DHV Polska office
2
Viability Study Steel Mill Channel, Portugal
Central Europe: increase market share in ITS.
Business development efforts were stepped up leading to major proposals for urban traffic management systems.
Results in 2009
Objectives for 2010
Actions for 2010
Poland: grow positions in water management, sewerage and drainage, and highways. Strengthen position in airport, rail, wastewater treatment, and industrial markets.
Acquired significant new projects in water management and hydropower. In the road sector design verification and supervision of the prestigious A1 and A2 in Poland were acquired. Activities in other markets remained stable.
Poland: capitalize on leadership positions in water management and hydropower. Expand sewerage and wastewater business.
Poland: expand design business in flood management and hydropower and wastewater treatment.
Czech Republic: become the leading city and regional planning consultancy with a sustainability focus.
Studied and designed new soccer stadiums in Pilzen and Ostrava.
Czech Republic: become the leading city and regional planning consultancy with a sustainability focus.
Broaden the integrated services capabilities to city and regional planning clients.
Portugal: continue growth of existing services in water and transportation. Develop new services in environmental field and sustainable development.
Won the environmental impact study for the new Lisbon airport and several river basin planning studies.
Portugal: grow consultancy services in water and environment; build on success of the Nereda wastewater technology demonstration project in Frielas Lisbon.
Grow consultancy services in the water and environment in Portugal. Complete Nereda technology demonstration project and apply in new full scale projects in Portugal.
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Poland: develop new business positions in upcoming markets such as traffic management and railway stations
Poland: Combine international expertise from NPC with DHV’s Polish transportation expertise to serve clients in the railway station market.
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24 Asia
Capacity building Our activities in Asia concentrate on our home markets of China, India and Indonesia. We also have important projects in Taiwan and Vietnam. We work for private industries and public sector authorities in need of cost-effective, sustainable solutions for complex challenges in the areas of water, spatial planning, transport, infrastructure and environment. Economic growth and large-scale urbanization fuel a growing demand for world-class solutions to our client’s local requirements. China, India and Indonesia maintained positive economic growth rates throughout 2009. The respective governments stimulated their economies through investments in infrastructure while the level of private investments was low. The Hong Kong Zuhai Macau tunnel and bridge project is an example of a large-scale project initiated in 2009. In 2009 we successfully expanded our water treatment technology activities in China. We would like to thank corporate advisor Frans van Gunsteren for his valuable support with our capacity building in China. We contributed to sanitation development in Indonesia and successfully completed the Sea Defense project in Aceh. In India we developed public-private partnerships for infrastructure projects in four cities. Our expansion in sustainable building slowed down due to a decrease in private investments. A major trend is an increased awareness of the need to mitigate the environmental impact of rapid development and address issues such as water scarcity, water, soil and air pollution, flooding, traffic congestion and the impact of climate change. The demand for resources increases the need for mining expertise. In anticipation of these developments we will continue to innovate our water treatment technologies to meet our client’s challenges in the face of increased effluent quality requirements, and to expand our
Objectives for 2009
capacity for Local delivery of world-class solutions in coastal development, water management, transportation, sustainable building, green airport design and mining. We attract people with a passion for sustainability, innovation and corporate responsibility and successfully retain the talent in our companies through our involvement in signature projects and by our shared values with our clients and partners. In the year ahead we will maintain our focus on home countries and expand our activities along our expertise positions. Arnold Galavazi
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2
3
1
DHV Shanghai
2
DHV Vietnam
3
Jakarta Dredging, Indonesia
Extend local operations in China.
Local operations extended with industrial water treatment projects. Participation in large coastal development project. Leed™ certification for various sustainable buildings.
Results in 2009
Objectives for 2010
Actions for 2010
Extend local operations in India.
Developed PPP projects for four cities. Expanded bridge design team. Water technology capacity attracted.
India: Grow in water and transportation.
Training and local capacity building in water technology, highways and aviation in India.
Continue expansion of private sector activities in Indonesia.
Increased private sector client base with clients from the mining sector.
Indonesia: Expand the business for mining clients.
Capacity building to serve mining clients in Indonesia.
Vietnam: Build up local operations
Establish DHV Vietnam.
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China: Expand technology driven water business, coastal development and sustainable buildings.
Promote our water technologies at Shanghai Expo 2010. Create spin-off of Hong Kong-Macau bridge and tunnel project in coastal development market. Repeat business of LEED™ certification of sustainable buildings in China.
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Developments in our Global Network
25
Africa
On track for Africa’s goals Our goal in Africa is to be a leading consultancy by drawing on our solid understanding of the challenges faced by this continent. The DHV Group operates in Africa through SSI, SEED and Turgis. SSI and SEED work mainly in sub-Saharan Africa, with a primary focus on South Africa and Mozambique, other SADC countries, and Kenya/Tanzania, while Turgis has a global focus. We are active in the fields of water, transportation, energy, buildings, environmental, project & construction management and resources. We aim to apply the global knowledge of the Group to the local needs of our clients and their communities. Our major clients are governments, industry, commercial services, contractors and developers, and International Development Agencies. Despite the very unstable economic situation, we performed on target. The impact of the crisis was felt in South Africa in the first half of 2009. The mining sector was the first to be affected. Decreased demand for minerals put a significant strain on this sector. The infrastructure projects associated with the Soccer World Cup 2010 in South Africa helped keep our teams busy in 2009. There are still backlogs in basic services in Africa. Insufficient funding remains a problem. The sharp increase of big World Cup 2010 projects resulted in the transfer of funds from other projects which were then no longer feasible. We foresee a growing demand in 2010 for energy, water, mobility and mining services. Intercompany cooperation in the area of waste water technology led to the commission of the first Nereda® plant in Gansbaai in the Western Cape Province. The Africa business is totally committed to the Group’s mission. Innovation, corporate responsibility and technical excellence remain the cornerstones of the Africa business and resulted in several awards. As a general rule, projects are undertaken with a corporate responsibility agenda. This was formalized in 2009. The Saturday Schools project, where disadvantaged 12th grade students receive additional tutoring in Mathematics, Science
Objectives for 2009
1
2
3 1
Mgeni Viaduct, South Africa
2
Powerhouse, Drakensberg Mountains, South Africa
3
Pedestrian Bridge Community Event, South Africa
and Technical Drawing, was continued in five South African cities. We intend to start a sixth school in Cape Town in 2010. In retrospect, in view of the difficult circumstances this year, financial project management of our projects could have been handled better. We were also slow to submit unsolicited bids to create better conditions in these turbulent times. This has our attention for 2010 and while it will be a tough year, we are gearing up to do well. Naren Bhojaram
Diversify product chain.
A Buildings & Structures unit was set up in 2009 and a big project for a new laboratory was won. Institutional support projects commenced.
Results in 2009
Objectives for 2010
Actions for 2010
Increase turnover outside South Africa.
The percentage of the turnover outside South Africa remained about 11%.
Diversify geographic market by growing business in South Africa and international (SADC).
Obtain at least one major highways project, preferably outside South Africa.
Further implement the one-company concept.
The common ICT platform was established, thus enabling Group-wide connectivity.
Grow selected markets: water, transportation and energy.
Secure at least one major energy project.
Grow our business for mining clients through Turgis.
The number of joint projects between Turgis and the rest of the DHV Group increased.
Increase business for mining clients.
Do an acquisition in the mining sector.
JV 2009 GN ENG def.indd 8
Get a bigger slice of a shrinking engineering market in South Africa.
Offer alternate delivery models for basic public infrastructure (schools, hostels, etc).
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26 North America
Dedication to client solutions Delcan, the DHV Group’s strategic partner for North America, is active in infrastructure and information systems and focuses on engineering, consulting, technology and product development. Clients located in North America, Africa, Europe and Asia, are government agencies and private companies with responsibilities in highways, public works, water, transit, toll ways and airports. Over the past couple of years, Delcan has experienced changing market conditions, including an ongoing demand for low-risk and cost-effective solutions. In addition, Delcan’s clients are seeking solutions that can be funded through alternative funding sources, such as leasing vs. fully owned assets and public private partnerships. There is a growing demand for quality management, program management, sustainable solutions and design-build services, all of which Delcan is extremely well positioned to compete. 2009 created unusual circumstances in the market, as a global economic crisis resulted in conservative funding environments. Despite this financial targets were met. Delcan completed several projects including the design of the Richmond Oval for the 2010 Winter Olympics. Several key contracts were awarded, including the New York MTA Independent Engineering Contract and the next generation of the Georgia Department of Transportation’s ATMS system. Delcan also maintains a strong commitment to sustainability and corporate responsibility, integrating best practices into both project work and internal operations. Acquisitions have continued to be a core growth strategy. In 2009 Delcan joined DHV in completing the 100% acquisition and merger of InterVISTAS and Innova forming a strong North American stronghold in the aviation market. Additionally, Intelligent Devices Incorporated (IDI) joined Delcan in
Objectives for 2009
1
2
1
Emergency Transportation Operations Group, Canada
2
Bridge Inspection Quebec City, Canada
2008 and has now integrated its suite of ITS products with the Delcan products to launch the Intelligent NETworks® product line. As a result Delcan continues to grow and critical investments have been made to ensure that the company has the internal infrastructure necessary to support this growth. In 2009 several internal programs were developed including a structured Career Development Program, including a new company wide performance management program, a succession planning process and approach, and a new career path program. Employee surveys, client surveys, and management strategic planning workshops were conducted seeking input from stakeholders to keep an active pulse on Delcan’s future. With our proven track record over these past five years we are not only prepared, but energized for the upcoming new decade. Jim Kerr
Continue to expand on 2008 initiated successes.
Expanded sales of our Intelligent NETworks® product in key geographic locations.
Results in 2009
Objectives for 2010
Actions for 2010
Expand services and products related to tollways and transit.
Secured key wins in the toll way and transit markets.
Recruit and retain: increase our staff compliment by 25%.
Implement recruiting PR program and track throughout the year.
Continue to expand company structure to support aggressive company growth in personnel, marketing, and project work.
Expanded performance management program. Continued focus on succession planning. Developed a new career path program. Launched employee and client surveys. Invested in marketing, branding and recruitment.
Expand our services and products in Transportation: specifically in the rail, transit and Quality Management markets.
Expand sale of Intelligent NETworks® extend client network into new markets, continue to structure focused collaborative cross-business pursuit teams.
Diversify our client base into a larger percentage of private sector partners, as well as maintaining our strong relationships with our public sector clients.
Develop private sector marketing strategy, pursue larger projects that require specialized skills, prepare to take on equity positions in PPPs.
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Continue strong financial performance: meet our financial targets and build a strong backlog.
Roll out 2015 Strategic Plan to key stakeholders.
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Projects
27
Projects Connect & Deliver In 2009 our theme Connect & Deliver placed special emphasis on staying close with customers. Staying close with customers is staying close in long term partnerships. We look forward to taking significant steps together in addressing the challenges of tomorrow, today. The projects on the following pages speak to the imagination: nature-driven-design in water, smart solutions to increase effective use in transportation and buildings, and integrated urban planning for better living environments. At the same time, the projects illustrate the importance of hard requirements and tight specifications to protect and crucial interfaces to connect.
"We especially need imagination in science. It is not all mathematics, nor all logic, but it is somewhat beauty and poetry." M. Montessori, physician, educator, philosopher and humanitarian. (1870 - 1952)
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Transportation Efficient and sustainable logistics
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Projects
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Multidisciplinary study for new highway
DHV has been commissioned by the Dutch Directorate-General for Public Works and Water Management (Rijkswaterstaat) to study the need and options for a new 15 km stretch of the A15 highway from Nijmegen to the A12 near Zevenaar. This is the last section of a direct route between the port of Rotterdam and Germany. A multidisciplinary team will determine whether the road is financially feasible, to what extent it solves existing traffic problems in the Arnhem area and what the effects would be on the environment and economy. As a dedicated partner of Rijkswaterstaat, DHV will manage the process for the coming three years, including preparations for contracting.
Independent engineer for 180 km highway
DHV is performing the role of independent engineer for the design of three sections of the A1 highway between the Polish cities of Stryków and Pyrzowice. The 180 km include some 200 bridges, 20 passenger service areas and several environmental features, such as animal passages and noise barriers. The DHV led consortium with Clothos of Spain was selected for its extensive experience in highway design and the quality of its project team.
Connecting Hong Kong, Macau and mainland China
In 2015 a new 35 km long bridge and tunnel combination will connect the economic centers of Hong Kong, Macau and the Chinese mainland. DHV, as part of Tunnel Engineering Consultants (TEC), is providing specialized knowledge on the design and realization of immersed tunnels and new island construction. Together with an international consortium, the project team brings significant international experience, having built tunnels in the Netherlands, Denmark, South Korea, the United Kingdom and Mexico.
Monitoring major projects in New York
Delcan, in joint venture with McKissack, has a critical role as the Independent Engineering Consultant for the Metropolitan Transportation Authority in New York State. Delcan was selected for its particular expertise in evaluating technology for rail systems applications and understanding of rail systems integration. Partner McKissack is the oldest women and minority owned professional design and construction firm in the United States. For three years, with an option for more, the team will monitor and independently report to MTA on the program status of all major design and construction projects for the Authority’s Proposed US$25.5 B Capital Program.
< Efficient and sustainable logistics
Station Amsterdam Central is being upgraded to a major multi-modal transfer hub, which will serve more than 330,000 public transport passengers a day. NPC and DHV have prepared a study for NS Poort to determine the most efficient way of combining visitor flows with the logistical processes for the intake and discharge of goods, waste and other services. Construction in and around the station has been ongoing for a number of years, including a new metro line, new bus station and an underpass alongside the river IJ for cars. The proposed improvements will equip the station to handle future developments efficiently and to make the operational process more sustainable.
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Ashdod port expansion
Innovative program to tackle sanitation crisis
Important milestone for Nereda
Protection and development of coastal ecosystems
To accommodate the increasing number of incoming containers and ever larger container ships, the Israel Ports Development & Assets Company Ltd. has engaged DHV and its team to design, contract and assist in the construction of the expansion of the port of Ashdod. The scope of work includes investigations, environmental impact assessment studies and numerical and physical model tests. The complex project entails a 1,500 meter long new deep-water quays, 50-hectare new container terminal and 600 meter breakwater at a water depth of 25 meter. Completion is scheduled for 2017.
The Epe wastewater treatment plant of Water Board Veluwe will be the first full-scale Nereda® in the world for treatment of municipal wastewater. Start-up of this plant is an important milestone in the fruitful cooperation between STOWA, six Water Boards and Delft University of Technology. Nereda® is DHV’s innovative biological wastewater treatment technology, based on the unique characteristics of granular aerobic biomass. Nereda® is cost-effective and applicable in new and to be upgraded municipal and industrial wastewater treatment facilities.
Barely 1% of the Indonesian population has access to severage. Many households discharge into open drains and waterways. The World Bank's Water and Sanitation Program (WSP) commissioned DHV and associates to work hand in hand with Government to develop an innovative strategy that enables local governments to develop their own action and implementation programs for solving the urban sanitation crisis. The multi-disciplinary DHV teams have been successfully supporting local governments in 12 towns and 3 provinces with facilitation, capacity building and needs assessment.
In March 2007, a tidal surge damaged the KwaDukuza coastline in South Africa. Based on a strong proposal and project team, SSI was appointed by the Municipality to develop an integrated policy and plan for the protection and development of coastal ecosystems and resources. This Coastal Management Program included a transparent and inclusive process whereby stakeholders could understand, support and contribute to the formulation of this management tool. SSI is the first South African consultancy company to offer a dedicated, integrated coastal management service package.
Energy-efficient sewage treatment
An innovative new sewage treatment plant will be built in the Dutch town of Soerendonk. The design team from client Waterschap De Dommel, supported by DHV staff, has created a low-maintenance, energy-efficient and environmentally-friendly water purification system. This collaboration made the most of the added value of both parties. The crown jewel of the design is the water harmonica, a water purification marsh where algae and water fleas provide additional, natural purification. After purification and the introduction of indigenous flora and fauna, wastewater from 42,000 residents will flow into a winding brook, the Buulder Aa, an important part of the natural landscape.
Reservoir for power and protection
Hydroprojekt is responsible for designing all technical installations of the new Swinna Poreba reservoir, located on the Polish Skawa River. The project was commissioned by the Regional Council for Water Management, a regular Hydroprojekt client for almost 60 years. The reservoir was originally designed to supply water to the Silesia region. It will now be used primarily for flood protection and generating clean hydropower.
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Water Reservoir for power and protection
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Building and Industry Green US Consulate in China
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Projects
Optimal design solar cell plant
DHV created the complete design, including architecture, construction technique and all installations, for the new plant of Belgian solar cell manufacturer Photovoltech. Sustainable water and energy saving solutions were incorporated into the design of this new 26,500 m2 plant. Using its extensive knowledge of the processes and installations, DHV translated the high standards that Photovoltech maintains for its production process into an optimal plant design.
Theater meets acoustic challenges
The new Wyly Theater in Dallas, Texas, commissioned by the Dallas Center for the Performing Arts, is located near a busy highway and under a flight path. With its impressive glass facades on three sides, the design presented an interesting acoustic challenge. DHV ensured that the theater meets the highest acoustic standards by using a high-tech solution which combines glass, sound-proof foil and air to keep out noise, resulting in a theater where you can hear a pin drop. DHV was also responsible for the acoustics within the main auditorium.
Head office energy efficiency rating from G to A
In renovating its head office in Amersfoort, DHV is improving its energy efficiency rating from G to A. That is quite an accomplishment if you consider that the building is nearly 40 years old. De key is the integral approach: we are connecting the façade, roof and installations to one another. The savings to be achieved are tremendous. Once the renovation is finished, the total gas consumption will be 75% lower than is currently the case, and electricity usage will be reduced by 25%. The CO2 emissions of the building will be 41% lower as a result. The entire renovation will be completed in January 2011. DHV is responsible for the entire design and project management of this renovation project.
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Modern office complex fits like a glove
The Outlook, a new office complex at Schiphol airport in the Netherlands literally fits right in with this dynamic airport. One of the challenges faced by DHV during construction was that the 3-level building, including a 2-level underground parking garage, was to be constructed less than 9 feet away from the main rail tunnel. DHV prepared a thorough risk analysis, so that the client, Schiphol Real Estate, was able to alleviate concerns on the part of the tunnel owner, ProRail.
< Green US Consulate in China
Wind turbine yields significant environmental gains
A 60% decrease in total annual electric energy consumption and a CO2 reduction of 3,400 tons a year. These gains are enjoyed by the SC Johnson company as a result of their new wind turbine. Contributions by DHV included a feasibility study and assistance with the tender process and construction. This extremely durable turbine enables the company to be less dependent on external energy supply. DHV calculations indicate that several energy-intensive companies may qualify for an alternative energy source.
The new consulate compound in Guangzhou, China, will be the US State Department’s first LEED™ certified diplomatic facility abroad. DHV is the consultant for all green building features and will manage the LEED™ (silver) certification process. DHV forms an integrated team with contractor China Huashi, and is responsible for streamlining communication between the contractor and the client. DHV will also ensure that the compound is built with high degrees of quality and in compliance with US codes and standards.
33
34 Novel solutions for gold mining
The new Modder East gold mine in Johannesburg, South Africa, is using hydropower to power the rock drills. This reduces electricity consumption by 20%. It is one of the novel solutions advised by Turgis as concept and feasibility consultant to the mine owner, Gold One International. Turgis has also undertaken aspects of the detailed design for this long term client. The mine design is novel, having both a vertical and a decline shaft. The vertical shaft makes rapid transport of people and material possible, while the decline facilitates access to the orebody.
EIA for Lisbon Airport
Sustainable development in rural areas
DHV India is committed to integrated and sustainable development of rural areas. As part of the Karnataka Watershed Development, DHV provided expertise for income-generating activities for women and below-poverty-line households in the Tumkur and Haveri districts. Projects such as these contribute directly to improvements in living conditions, increase social equity, and provide better access to water and employment opportunities.
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DHV is performing the environmental impact assessment for the new Lisbon airport, one of Portugalâ&#x20AC;&#x2122;s biggest and most complex studies. The government chose DHV based on the high technical and methodological value of its proposed approach. The new airport is slated to begin operations in 2017, at Alchochete on the south side of the Tagus River.
Assessing the effects of a shopping mall
DHV completed a study for the Dutch city of Tilburg to assess the impact of a large mall on the outskirts of the city, on stores in the city center and the surrounding towns. The city was pleased with the independent and balanced study and chartered DHV for two follow-up assignments. The first was to formulate a vision for the development of the city center, including ways to mitigate negative effects of the mall. The second was for a structural retail concept for all of Tilburg, based on the mall scenario. Together with these evaluations and a referendum, it was ultimately decided that the mall would not be realized.
From commercial zone to multi-functional neighborhood
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Over the next twenty years, the commercial zone Nieuw Binckhorst in the Dutch city of The Hague will be transformed into a desirable urban neighborhood, with 8,500 homes, offices, businesses and recreational facilities. DHV will assist the city with spatial planning and assess the development plans for their effects on the environment and sustainability.
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Spatial Planning and Environment From commercial zone to multi-functional neighborhood
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Aviation Sustainable runway renovation
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First Green Airport in China
NACO is studying options for optimizing sustainability at the new Kunming International Airport, the first Green Airport in China. The study is the latest in a series of projects that NACO has conducted for this airport over the past four years. NACO is focusing on the efficiency of airside lay-out by means of a simulation study and is also analyzing the emissions resulting from airside activities. Identifying mitigation measures for CO2 and other emissions of aircraft and ground service equipment is a further progressive step towards managing the sustainability of the airport. The project includes training of local staff.
Future hub at continental cross road
Master plans emphasize economic land use
Improved international baggage procedures
Schiphol, Europeâ&#x20AC;&#x2122;s preferred airport
Cairo International Airport aims to be a major hub for travellers from Africa, the Middle East and Europe. NACO is preparing design for the renovation of Terminal 2, which will increase its capacity from 3.5 to 7.5 million passengers. Sustainable features, such as maximizing the use of daylight to lower energy consumption, are being incorporated into the design. At the end of 2013, passengers will enjoy a modern terminal with a high international service standard.
InterVISTAS has been commissioned by the Airport Cooperative Research Program (ACRP) of the Transportation Research Board (TRB) to examine the potential to eliminate or reduce the need for baggage recheck for arriving international passengers connecting onward. InterVISTAS will be investigating and evaluating various technologies and processes to develop potential alternative baggage procedures. Dallas-Fort Worth, Hartsfield Atlanta and San Francisco international airports were selected by the ACRP oversight panel to perform a detailed study of the international connection process.
<
The South African Port Elizabeth and East London airports will require additional capacity to handle the projected increase in passengers. Airports Company South Africa (ACSA) has commissioned NACO and SSI to create the airport master plans in which the details are also conceptualized. One of the basic principles has been the economic use of available land and space. NACO has developed the strategy and designed the plans, while SSI has worked out the details of the designs.
Amsterdam Airport Schiphol in the Netherlands aims to be Europeâ&#x20AC;&#x2122;s preferred airport, continuously earning its reputation through top quality and innovation. NACO has been a team member in achieving this ambition for almost 60 years, from studies to detailed implementation. The emphasis on a common goal and mutual trust enables a high degree of performance and responsiveness, even in tight times. Both NACO and DHV are currently working with parties at Schiphol on such initiatives as future terminal development, increasing security, environmental assessment and sustainability workshops.
Sustainable runway renovation
For the coming five years a consortium consisting of NACO and MAA will lead the renovation and upgrading of Taiwan Taoyuan International Airport. The main challenge is to manage runway safety and availability, while minimizing project duration. The project will use new sustainable pavement rehabilitation techniques, such as rubblization which allows re-use of most of the existing pavement material, a solution which reduces both the cost and environmental impact.
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38
Financial Statements
Financial Statements 2009 Consolidated Balance Sheet
Assets
(1
2009 Fixed assets
2008
(2)]Intangible fixed assets
44,722
37,322
(4)]Financial fixed asssets
4,673
5,154
(3)]Tangible fixed assets (5)]Deferred
taxation
Current assets
(6)]Work in progress (7)]Receivables
(8)]Cash and cash equivalents
41,658 1,704
44,652
92,757
8,428
88,481
(1
13,859
115,134
25,671
1,353
(1
113,775 149,233
15,809
143,443
(1
241,990
231,924
Group equity and liabilities
(1
2009 Group equity
Shareholdersâ&#x20AC;&#x2122; equity Minority interest
(9)]Provisions (10)]Long-term liabilities (11)]Current
liabilities
72,500 4,426
2008 63,227
76,926
2,060
65,287
3,402
4,579
43,473
29,922
118,189
132,136
241,990
231,924
(e thousands)
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Financial Statements
39
Consolidated Profit and Loss Account
(14)]Net
turnover
Movement in work in progress Total revenue Cost of work subcontracted and other external charges
(15)]Staff costs
Depreciation
(16)]Other operating costs
Operating cost Operating profit (17)]Net
interest expense
Profit before taxation (18)]Taxation
Profit on non-consolidated participating interests Profit for the period Minority interest Net profit
2009
2008
480,824
467,670
-499
9,644
480,325
477,314
133,810
151,989
229,746
209,837
10,385
9,624
94,171
86,597 468,112
458,047
12,213
19,267
-3,307
-3,539
8,906
15,728
-3,356
-5,638
6,131
10,250
-1,099
-855
5,032
9,395
581
160
(e thousands)
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40
Financial Statements
Consolidated Statement of Changes in Equity Issued share capital
Share premium
Reserve exchange rate differences
Statutory reserves
Other reserves
Shareholdersâ&#x20AC;&#x2122; equity
Minority interest
Group equity
504
2,600
-1,423
5,316
52,886
59,883
1,787
61,670
Changes in statutory reserves
-
-
-
310
-310
Profit for the period
-
-
-
-
9,395
-
-
-3,655
-
396
Balance at 1 January 2008 Movements 2008
Exchange rate differences Dividend paid
Purchase of shares - old shareplan Issue of shares - new shareplan Other movements
Net movement 2008
-
-
-5,276
-
-
-
-3,655
-
430
-
2,854
-
-
-
-
-
-5,276
-390
-800
-800
-
-
9,395
855
-
-5,666 10,250
-800
-
-3,655
826
-192
634
2,854
-
2,854
-
-371
-5,276
310
8,681
3,344
273
3,617
504
2,229
-6,699
5,626
61,567
63,227
2,060
65,287
Issued share capital
Share premium
Reserve exchange rate differences
Statutory reserves
Other reserves
Shareholdersâ&#x20AC;&#x2122; equity
Minority interest
Group equity
504
2,229
-6,699
5,626
61,567
63,227
2,060
65,287
Reserve defined benefit pensions
-
-
-
-
602
602
-
602
Exchange rate differences
-
-
2,994
-
2,994
619
3,613
-
-
-140
-140
-228
-368
Balance at 31 December 2008
Balance at 1 January 2009 Movements 2009
Changes in statutory reserves Profit for the period Dividend paid
Issue of shares
Other movements Net movement 2009 Balance at 31 December 2009
-
-
-
778
-
1,327
504
3,556
-
549
-
555
-555
-
-
5,032
-
-
-
-
-542
2,994
555
-3,705
6,181
-
-
5,032
1,099
778
-
-
6,131 778
7
876
883
4,397
9,273
2,366
11,639
65,964
72,500
4,426
76,926
(e thousands)
Financial JV 2009 UK-V15.indd 6
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Financial Statements
41
Consolidated Cash Flow Statement 2009 Cash flow from operating activities
12,213
Operating profit Adjustments for
- Amortization of intangible fixed assets - Depreciation of tangible fixed assets - Movement in provisions
Movement in working capital
2008 19,267
3,176
2,710
-1,559
-1,634
7,209
6,915
8,826
- Work in progress
5,827
-13,304
- Current liabilities
5,270
3,846
- Receivables
8,401
Net cash generated by business operations Profit of non-consolidated participating interests Interest paid
Taxation paid
Net cash generated by operating activities Cash flow from investing activities
7,991
525
19,498 40,537
-8,933 18,325
581
160
-3,307
-3,539
-6,157
-5,756 -8,883
31,654
-9,135
Acquisition of group companies
-4,888
-23,098
Additions to tangible fixed assets
-3,495
-4,480
Additions to intangible fixed assets Investment in non-consolidated participating interests Net cash utilised in investing activities Cash flow from financing activities
Proceed from long-term loan raised Repayment of long-term liabilities Issue of shares Dividend paid
Net cash generated from/(utilised in) financing activities Net increase/(decrease) in cash and cash equivalents
-3,255 836
9,190
-2,418
-10,802
20,000
-668
-30,664
-
-3,449
-1,311
-368
-800
778
-
16,961
-2,111
37,813
-23,585
-14,855
8,730
institutions at 31 December
22,958
-14,855
Movement in cash position
37,813
-23,585
Cash and cash equivalents less amounts owed to credit institutions at 1 January
Cash and cash equivalents less amounts owed to credit
(e thousands)
Financial JV 2009 UK-V15.indd 7
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42
Financial Statements
Summary of Significant Accounting Policies 1.1 General
The principle accounting policies applied in the preparation of these consolidated financial statements are set out below. These policies have been consistently applied to all the years presented, unless otherwise stated. Certain comparative amounts have been reclassified to conform with changes in the current year’s presentation.
1.2 Basis of preparation
The consolidated financial statements have been prepared in accordance with the statutory provision of Part 9, Book 2 of the Netherlands Civil Code and the financial reporting requirements as set forth in the Guidelines for Annual Reporting in the Netherlands. The consolidated financial statements have been prepared under the historical cost convention. The preparation of financial statements in conformity with Part 9, Book 2 of the Netherlands Civil Code requires the use of certain critical accounting estimates. It also requires management to exercise its judgment in the process of applying the Group’s accounting policies. The areas involving a higher degree of judgment or complexity, or areas where assumptions and estimates are significant to the consolidated financial statements, are disclosed in Note 1.17. The financial statements of the consolidated Dutch group companies of DHV Holding B.V. are presented in accordance with the exemption as provided in Section 403(1), Book 2 of the Netherlands Civil Code. In accordance with changes to RJ271, the provision for the pension liability of a small number of defined benefit plans was released directly through Equity in the beginning of 2009.
1.3 Consolidation
a) Subsidiaries Subsidiaries are all entities (including special purpose entities) over which the Group has the power to govern the financial and operating policies generally accompanying a shareholding of more than one half of the voting rights. The existence and effect of potential voting rights that are currently exercisable or convertible are considered when assessing whether the Group controls another entity. Companies in which the Group exercises joint control are consolidated on a pro rata basis, unless its interest is negligible. Subsidiaries are fully consolidated from the date on which control is acquired by the Group. They are de-consolidated from the date that control ceases or a decision is made to close its operational activities. The monetary amount or its equivalent that was agreed for the acquisition of the business plus any directly attributable costs qualifies as the acquisition price. The excess of the cost
Financial JV 2009 UK-V15.indd 8
of acquisition over the book value of the Group’s share of the identifiable net assets acquired is recorded as goodwill. If the acquisition price is lower than the book value of the net identifiable assets, the difference (i.e. negative goodwill) is offset against positive goodwill. Inter-company transactions, balances and unrealized gains on transactions between group companies are eliminated. Unrealized losses are also eliminated but considered an impairment indicator of the asset transferred. Accounting policies of subsidiaries have been changed where necessary to ensure consistency with the policies adopted by the Group. b) Transactions and minority interests The Group applies a policy of treating transactions with minority interests the same as with parties external to the Group. Disposals to minority interests that result in gains and losses for the Group are recorded in the income statement. Purchases from minority interests can result in goodwill, being the difference between any consideration paid and the relevant share acquired of the carrying value of net assets of the subsidiary. Minority interests in group equity are stated at the amount of the net interest in the group companies in question.
c) Non-consolidated participations Non-consolidated participations are all entities over which the Group has significant influence but not control, generally accompanying a shareholding of between 20% and 50% of the voting rights. Investments in participations are accounted for using the equity method of accounting and are stated at their share in the net asset value, which is calculated based on the accounting policies that are in effect for these financial statements. The Group’s share of its participations’ post-acquisition profits or losses is recognized in the income statement, and its share of post-acquisition movements in reserves is recognized in reserves. The cumulative post-acquisition movements are adjusted against the carrying amount of the investment. When the Group’s share of losses in a participation equals or exceeds its interest in the participation, including any other unsecured receivables, the Group does not recognize further losses, unless it has incurred obligations or made payments on behalf of the participation. d) Joint ventures A joint venture is a contractual arrangement whereby two or more parties undertake an economic activity that is subject to joint control. Joint ventures are stated at their share in the net asset value. When the Group’s share of losses are greater than its interest in the joint venture, further losses are not recognized unless the Group has incurred obligations or made payments on behalf of the joint venture. The results from joint ventures which are regarded as an extension of DHV projects are recognized as operating profit.
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Financial Statements
1.4 Foreign currency translation
a) Functional and presentation currency Items included in the financial statements of each of the Group’s entities are measured using the currency of the primary economic environment in which the entity operates (“the functional currency”). The consolidated financial statements are presented in euros, which is the Company’s functional and presentation currency. b) Transactions and balance Foreign currency transactions are translated into the functional currency using the exchange rates prevailing at the dates of the transactions. Foreign exchange gains and losses resulting from the settlement of such transactions and from the translation at year-end exchange rates of monetary assets and liabilities denominated in foreign currencies are recognized in the income statement. c) Group companies The results and financial position of all the group entities (none of which has the currency of a hyperinflationary economy) that have a functional currency different from the presentation currency are translated into the presentation currency as follows: • Assets and liabilities for each balance sheet presented are translated at the closing rate at the date of that balance sheet. • Income and expenses for each income statement are translated at average exchange rates (unless this average is not a reasonable approximation of the cumulative effect of the rates prevailing on the transaction dates, in which case income and expenses are translated at the rate on the dates of the transactions). • All resulting exchange differences are recognized as a separate component of equity. On consolidation, exchange differences arising from the translation of the net investment in foreign operations, and of borrowings and other currency instruments designated as hedges of such investments, are taken to shareholders’ equity. When a foreign operation is partially disposed of or sold, exchange differences that were recorded in equity are recognized in the income statement as part of the gain or loss on sale.
1.5 Intangible fixed assets
a) Goodwill Goodwill at acquisition of subsidiaries and non-consolidated participations is calculated in accordance with Note 1.3. Goodwill is amortized on a straight line basis over its estimated useful life of no more than 20 years. Separately recognized goodwill is tested annually for impairment and carried at cost less accumulated impairment losses. Gains and losses on the disposal of an entity include the carrying amount of goodwill relating to the entity sold.
Financial JV 2009 UK-V15.indd 9
43
b) Software Software includes internally developed and purchased software. The estimated useful life of software is 5 years.
1.6 Tangible fixed assets
Land and buildings are stated at cost plus additional expenses, or manufacturing price less accumulated depreciation and impairment losses. Depreciation is calculated on a straight line basis over the estimated life of the asset. Land is not depreciated. Subsequent costs are included in the asset’s carrying amount or recognized as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. The carrying amount of the replaced part is derecognized. All other repairs and maintenance are charged to the income statement during the financial period in which they are incurred. The estimated average useful life by category is as follows: Buildings 10 to 33 years Computer hardware 3 to 5 years Other fixed assets 3 to 10 years The cost of major repairs to buildings is capitalized and depreciated over 5 to 10 years if such repairs should extend the life of a building.
1.7 Impairment of fixed assets
The Group assesses at every balance sheet date whether there is any evidence that a fixed asset is impaired. If any such evidence exists, the recoverable amount of the asset is determined. If it should prove to be impossible to determine the recoverable amount for the individual asset, the recoverable amount of the cash-generating unit to which the asset belongs is determined. A loss qualifies as an impairment loss if the book value of an asset is higher than its recoverable amount; the recoverable amount is the higher of net realisable value and value in use. If it is established that an impairment that was recognized in the past no longer exists or has decreased, the increased book value of the asset in question is not set any higher than the book value that would have been determined had no impairment been recognized for the asset.
1.8 Work in progress
Work in progress is stated at the selling price. For each project, profit is allocated by reference to the percentage of completion of the services provided as a proportion of the total service provision. Expected losses and known risks are provided for in the period in which they become known and are credited against Work in progress. In addition, progress invoices and payments received in advance are also credited against Work in progress.
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44
Financial Statements
1.9 Receivables
Receivables are stated at face value net of any provision for doubtful debts. When a receivable is uncollectible, it is written off against the provision. Subsequent recoveries of amounts previously written off are credited to the income statement.
1.10 Cash and cash equivalents
Cash and cash equivalents include cash in hand, deposits held at call with banks, other short-term highly liquid investments with original maturities of three months or less, and bank overdrafts. Bank overdrafts are included under amounts owed to credit institutions, which are disclosed as current liabilities on the balance sheet.
1.11 Shareholdersâ&#x20AC;&#x2122; equity
The consideration paid for the repurchase of shares is deducted from other reserves, until such time that these shares are cancelled or sold. If shares are sold, any proceeds are added to the other reserves. Costs directly related to the purchase, sale and/or issue of new shares are recognized directly in shareholdersâ&#x20AC;&#x2122; equity net of any relevant tax effects. Other direct movements in shareholdersâ&#x20AC;&#x2122; equity are also recognized net of any relevant tax effects.
1.12 Provisions
a) General Provisions for professional indemnity claims, restructuring costs and legal claims are recognized when: the Group has a present legal or constructive obligation as a result of past events; it is probable that an outflow of resources will be required to settle the obligation; and the amount has been reliably estimated. Provisions are measured at the best estimate of the amount that is necessary to settle the liability at the balance sheet date. With the exception of the pension provision, provisions are stated at face value. Unless stated otherwise, provisions are of a long-term nature. b) Pension and Long-term employee benefits In the Netherlands, most employee pension entitlements are joined in a group defined contribution plan, which is administrated by Stichting Pensioenfonds DHV. The contributions payable by DHV are recognized in the profit and loss account for the year in which they are due. In addition, DHV operates a small number of defined benefit plans with a limited number of participants. In accordance with changes to RJ271, the provision for the pension liability of a small number of defined benefit plans was released directly through Equity in the beginning of 2009. The Group has commitments for future benefits to employees based on their years of service.
Financial JV 2009 UK-V15.indd 10
Independent actuaries calculate this provision annually based on the projected unit credit method. Actuarial gains or losses are recognized in the profit and loss account when they arise. c) Deferred income tax Deferred income tax is provided on temporary differences arising between the tax bases of assets and liabilities and their carrying amounts in the consolidated financial statements. Deferred income tax is determined using tax rates (and laws) that have been enacted or substantially enacted by the balance sheet date and are expected to apply when the related deferred income tax asset is realized or the deferred income tax liability is settled. Deferred tax is stated at nominal value. Deferred income tax assets are recognized to the extent that it is probable that future taxable profit will be available against which the temporary differences can be utilized.
1.13 Long term liabilities
Borrowings are recognized initially at nominal value, net of transaction costs incurred. Borrowings are subsequently stated at amortized cost; any difference between the proceeds (net of transaction costs) and the redemption value is recognized in the income statement over the period of the borrowings using the effective interest method. Borrowings are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date.
1.14 Leases
a) Finance lease The Group leases some of its fixed assets where it retains substantially all the risks and rewards of ownership of these assets. These assets are capitalized as soon as the lease contract is concluded at the lower of the fair value of the asset or the present value of the minimum lease instalments. Lease commitments are recognized as long-term liabilities exclusive of interest. The interest component is recognized in the profit and loss account proportionate to the lease instalments. The relevant assets are depreciated based on their estimated useful life or the lease period, if shorter. b) Operating lease Leases in which a significant portion of the risks and rewards of ownership are not retained by the lessor are classified as operating leases. Payments made under operating leases (net of any incentives received from the lessor) are charged to the income statement.
1.15 Financial instruments
The Group hedges currency risks through the use of financial instruments. No financial instruments are held for trading
23-03-10 15:59
Financial Statements
purposes. Financial instruments are not disclosed in the balance sheet. The market value included in the notes represents the difference between the face vale and the fair value at the balance sheet date.
1.16 Revenue recognition
a) General Profit represents income from services rendered less expenses and other costs attributable to the financial year. Gains or losses on transactions are recognized in the year in which they are posted. Profit on orders is recognized in accordance with the percentage-of-completion (POC) method. It includes profit on orders executed entirely for the Groupâ&#x20AC;&#x2122;s own account and risk as well as a share of the profit on orders executed together with partners. Revenue from time and material contracts, typically from delivering design services, is recognized at the contractual rates, as labour hours are delivered and direct expenses incurred. Revenue from fixed-price and percentage fee based contracts for delivering design services is recognized under the POC method. Under the POC method, revenue is generally recognized based on the services performed to date as a percentage of the total services to be performed. Expected losses and known risks are provided for in the period in which they become known and are credited against Work in progress. b) Net turnover Turnover comprises the fair value of the consideration for the sale of goods and services to third parties, net of discounts and exclusive of value added tax attributable to activities performed during the reporting period. c) Movement work in progress At the balance sheet date, the invoicing of projects does not equal project costs or project results. The difference between these two amounts at 1 January and 31 December is shown separately as a part of total revenue.
Financial JV 2009 UK-V15.indd 11
45
d) Operating costs Operating costs are allocated to the reporting period to which they relate. e) Government grants Operating grants are recognized as an income item in the profit and loss account in the year in which the subsidized costs are incurred, income is lost or a subsidized operating deficit has occurred. Grants are recognized as soon as it is likely that they will be received and the Group will comply with all attached conditions. f) Net interest expense Net interest expense comprise of interest received and paid, and are allocated to the period to which they relate. g) Dividend income Dividend income is recognized when the right to receive payment is established. h) Dividend distribution Dividend distribution to shareholders is recognized as a liability in the Groupâ&#x20AC;&#x2122;s financial statements in the period in which the dividends are approved by the Companyâ&#x20AC;&#x2122;s shareholders.
1.17 Critical accounting estimates and assumptions
The Group makes estimates and assumptions concerning the future, the resulting accounting estimates will, by definition, rarely equal the related actual results. The estimates and assumptions that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are outlined below. a) Revenue recognition The Group uses the percentage-of-completion method in accounting for its fixed-price contracts to deliver design services. Use of the percentage-of-completion method requires the Group to estimate the services performed to date as a proportion of the total services to be performed.
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46
Financial Statements
Notes to the Consolidated Financial Statements Intangible fixed assets
2]
2009 Cost
Balance at 1 January Additions
Software
Total
Goodwill
Software
Total
39,248
10,069
49,317
22,065
7,725
29,790
1,437
467
1,904
-911
-537
-1,448
5,644
Exchange rate movements
-
New consolidations
Balance at 31 December
12,643
-
5,451
2,418
463
15,061 5,914
60,120
39,248
10,069
49,317
6,427
5,568
11,995
4,990
4,548
9,538
90
137
227
-67
-547
-614
1,862
Amortization
Exchange rate movements
-
New consolidations
1,314
-
3,176
-
1,504
-
1,206
361
2,710
361
8,379
7,019
15,398
6,427
5,568
11,995
32,821
4,501
37,322
17,075
3,177
20,252
Balance at 31 December
31 December
-
8,899
13,791
Balance at 1 January
1 January
3,255
46,329
Amortization
Book value
2008
Goodwill
37,950
6,772
44,722
32,821
4,501
37,322
The book value of Goodwill is geographically divided as follows:
North America Africa
The Netherlands
2009
2008
13,363
9,493
8,587
9,197
11,520 4,480
Europe (excluding the Netherlands) Total
37,950
9,464 4,667 32,821
Included in Software is an amount of â&#x201A;Ź 4.1 million representing software under development which is not yet amortized.
(e thousands)
Financial JV 2009 UK-V15.indd 12
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Financial Statements
47
Tangible fixed assets
3]
2009 Cost
Balance at 1 January Additions Disposals
Exchange rate movements New consolidations Deconsolidations
Balance at 31 December Depreciation
Balance at 1 January Depreciation Disposals
Exchange rate movements New consolidations Deconsolidations
Balance at 31 December Book value 1 January
31 December
2008
Land and buildings
Computer hardware
Other fixed assets
Total
Land and buildings
Computer hardware
Other fixed assets
Total
49,244
19,111
28,301
96,656
44,221
18,075
25,962
88,258
-111
-541
-811
-1,463
-
-377
-233
-
-
5,829
1,403 78 -
1,447
598
-
-
1,582
910
-
-
4,432 1,586
-
178
-984
-
1,526 -678
573 -8
2,813
4,517
-610
-834
-2,496
-11
-19
604
7,006
50,614
20,615
29,982
101,211
49,244
19,111
28,301
96,656
23,722
8,747
19,535
52,004
21,425
6,255
17,689
45,369
-65
-176
-285
-526
-
-377
-196
-573
1,727 11 -
3,222
499
-
-
2,260
356
-
-
-
7,209
1,767
866
-10
-
-
-
540
3,005 -567
438 -7
2,143 -290
6,915
-867
195
1,173
-6
-13
25,395
12,292
21,866
59,553
23,722
8,747
19,535
52,004
25,522
10,364
8,766
44,652
22,796
11,820
8,273
42,889
25,219
8,323
8,116
41,658
25,522
10,364
8,766
44,652
Land is stated at cost, being € 5.0 million. Based on the most recent appraisal (2008), the actual value of the buildings is approximately
€ 48 million. Land and buildings with a book value of € 13.9 million
are encumbered. Land and buildings with a book value of € 1.1 million are not yet in use and not depreciated. An undisclosed net reserve of € 19 million exists due to the market value of land and buildings exceeding its book value.
Tangible assets with the following book values are held under financial lease:
2009
2008
Land and buildings
Computer hardware
Other fixed assets
Total
Land and buildings
Computer hardware
Other fixed assets
Total
6,018
2,293
564
8,875
6,300
3,336
1,027
10,663
(e thousands)
Financial JV 2009 UK-V15.indd 13
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48
Financial Statements
Financial fixed assets
4]
2009
2008
Participating interests
Amounts owed by participating interests
Total
Participating interests
Amounts owed by participating interests
Total
3,454
1,700
5,154
3,673
982
4,655
586
826
1,412
-61
-108
-169
-
-595
Balance at 1 January Movement in book value Investments Disposals
Exchange rate movements Equity share income
5
725
-417
-230
219
-
139
355 219
-857 708
-
-857 708
-
-1,138
-595
-1,192
711
-481
-219
718
499
2,262
2,411
4,673
3,454
1,700
5,154
Assets
Liabilities
Net
Assets
Liabilities
Net
Buildings
512
64
448
352
163
189
Provisions
410
375
869
Dividend distribution
Balance at 31 December
-1,138
216
730
-647
Included in Equity share income is an amount of € 0.4 million recognized as operating loss in the income statement.
3 participating interests are included with a total equity deficit of € 0.3 million under the equity method of accounting (2008:
€ 0.06 million). For an overview of participating interests, refer to the section entitled ‘Other information’ on page 66.
Deferred taxation
5]
2009 Sources of deferral
Projects
Tax losses Other
Pensions Balance at 31 December
244
433
-189
641
-
641
35
431
19
2,255
551
17
-
412 17
1,704
2008
409
1,402
-993
623
-
623
22
249
2
2,942
1,589
440
-
847 247 440
1,353
Work in progress
6]
Balance of work in progress Payments on account
Invoiced in advance
2009
2008
45,156
46,178
-5,160 39,996
-3,807 42,371
-31,568
-28,512
8,428
13,859
(e thousands)
Financial JV 2009 UK-V15.indd 14
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Financial Statements
49
Receivables
7]
2009
Trade debtors
Participating interests Other receivables Prepayments
2008
Total
Falling due > 1 year
Total
Falling due > 1 year
103,254
1,831
99,419
3,666
6,776
2,242
10,718
2,016
115,134
4,083
113,775
5,703
Pensions and Long-term employee benefits
Other
Total
1,724
2,855
4,579
1,862
-
3,242
10
267
-
3,371
21
The provision for doubtful debts was raised on the static method. For 2009, it amounted to € 4.8 million (2008: € 4.5 million).
Cash and cash equivalents
8]
Cash at bank and in hand does not include any deposits (2008: € nil).
Provisions
9]
Balance at 1 January Movement
Recognized directly in Equity
-808
-
Additions
Withdrawals
Exchange rate movements
Pensions
-808
2,458
-
-2,858
-2,858
916
2,486
3,402
-
Balance at 31 December
-
2,458 31
31
Most of the Dutch defined contribution pension plans are administered
released directly through Equity in the beginning of 2009. The tax
plans, DHV operates defined contribution plans both in and outside
deferred taxation. The obligation disclosed in the balance sheet consists
by Stichting Pensioenfonds DHV. In addition to the aforementioned
the Netherlands. In accordance with changes to RJ 271, the net provision for the pension liability of a small number of defined benefit plans was
effect of the pension provision release is included in the movement of
of a provision for accumulated benefit obligations for personnel of the Netherlands based companies.
(e thousands)
Financial JV 2009 UK-V15.indd 15
23-03-10 15:59
50
Financial Statements
The funded staff obligations can be broken down as follows: Balance at 01-01-2008
Profit and loss account
3,959
236 348
-779
-234
-3,170
Subtotal
1,454
584
-738
57
1,357
Net funded staff obligation
1,762
584
-738
116
1,724
Present value of funded staff obligations Fair value of plan assets
Unrecognized gains and losses
-2,505
308
-
Cash and cash equivalents
41
-
Actuarial profit/loss
291
59
Balance at 31-12-2008
4,527
367
The key actuarial principles are as follows:
2008
(%)
Discount rate
5.6
Expected pension indexations
0.3
Expected return on investments
5.6
Expected salary increases
2.0
Other provisions
Other provisions relate mainly to obligations by virtue of
restructuring and redundancy obligations as well as claims.
The provision for restructuring concerns the costs that are directly related to initiated reorganizations. The restructuring provision is made as soon as a detailed plan has been drawn up for a
reorganization and this plan has been communicated to those affected.
Long-term liabilities
10]
Mortgage loan Finance lease Other
2009
2008
Due < 1 year
Due > 1 year
Due > 5 year
Total due > 1 year
Total due > 1 year
352
1,601
7,231
8,832
5,501
24,667
7,330
27,972
1,477
1,704
7,530
9,184
740
9,234
25,407
10,174
15,501
43,473
29,922
10,564
Repayment obligations due within 12 months of the end of the finan-
at an Euribor denominated interest rate. An amount of € 10 million
a remaining term of 10 years. Fixed interest rates of 4.79% and 5.25%
states that the Net debt to EBITDA ratio must not exceed 3.0 (2010:2.5)
cial year are disclosed under current liabilities. The mortgage loan has apply to amounts of € 4.8 million and € 4.4 million respectively. On 30 March 2009, DHV Holding BV concluded an unsecured medium-
term loan facility of € 20 million with two banks in the Netherlands
is swapped to a fixed rate of 2.09%. The debt covenant for this facility
and the interest cover ratio shall not be lower than 4.o. At 31 December 2009, the EBITDA ratio is 1.4 and the interest cover ratio is 5.9.
(e thousands)
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Financial Statements
51
Current liabilities
11]
Amounts owed to credit institutions
2009
2008
2,713
30,664
42,081
38,632
7,330
Short-term portion of long-term liabilities Trade creditors
17,652
Taxation and social security
1,970
Amounts owed to participating interests Other liabilities
Bank overdraft and short-term loan facilities have been negotiated
14,601 1,576
29,775
27,246
118,189
132,136
2009
2008
16,668
Accruals and deferred liabilities
3,644
15,773
with credit institutions. The average interest rate in 2009 on these
short-term facilities was 2.9% (2008: 5.1%). These facilities are unsecured except for pari passu clauses.
Commitments not disclosed in the balance sheet
12]
Long-term commitments
Future commitments under operating lease agreements are as follows:
11,769
Due within 1 year
Due within 1 to 5 years
20,706
47,603
32,725
4,185
Due after more than 5 years
8,635
31,649
3,384
Delayed acquisition cost
Declaration of liability
agreements towards the vendors of certain businesses acquired in
most of the Dutch group companies as referred to in Section 403, Book
The Group has commitments in respect of contractual earn-out
the past. The final payment date under these agreements, should all conditions be met, will be in 2012.
During the year the Group paid an additional cash consideration of
€ 3.6 million to the vendors of Stewart Scott International Holdings (Pty) Ltd. and InterVISTAS Consulting Inc. in respect of these agreements and the amounts were recognized as additional Goodwill.
Guarantees
At 31 December 2009 the Group had contingent liabilities in respect
of guarantees provided to third parties arising in the ordinary course of business to the value of € 39.8 million (2008: € 40.1 million).
Tax risks
The Company has issued a declaration of joint and several liability for 2 of the Netherlands Civil Code. The Company has also issued a letter
of support to its operating subsidiary in Portugal. The Group is severally liable for all debts of the joint ventures referred to in the section
entitled ‘Other information’. In addition, the Group in the Netherlands is liable for any obligations arising under the Dutch Sequential Liability Act.
Unrecognized liabilities
The Group is involved in six legal proceedings. The Group has adequate professional liability insurances. Five of these proceedings are minor cases. One client filed a claim against a consortium in which DHV
participates. Based on the currently available information DHV has provided for expected costs and exposure.
By virtue of its operations in various countries, the Group incurs
operational and/or tax claims. Where their effect can be reasonably estimated, such claims are provided for as soon as they arise. The
existing provisions are considered sufficient to cover the potential consequences of pending claims.
(e thousands)
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52
Financial Statements
Financial instruments
13]
Financial instruments not disclosed and accounted for in the balance sheet
Credit risk
amounted to € 0.2 million negative (2008: € 0.06 million positive).
virtually no concentration of credit risk.
At 31 December 2009, the fair value of the forward exchange contracts
The maximum credit risk for the instruments included in the balance sheet at 31 December 2009 is equal to their net book value. There is
Interest rate risk
Fair value of financial assets and liabilities
risk on the balance of net current assets and liabilities in the financial
the book value. The fair value of the mortgage loan and the finance
No financial instruments were employed to hedge the interest rate
year 2009, except for the interest swap on the medium-term loan as disclosed in Note 10.
With the execption of long-term liabilities, the fair value is equal to lease is approximately € 16.2 million (2008: € 15.5 million).
Net turnover
14]
Turnover by region
The Netherlands Africa Asia
Europe (excluding the Netherlands) North America
2009
%
2008
%
251,576
52
249,033
53
69,644
15
54,823
12
81,685 45,182 32,737
17 9 7
84,970 55,498 23,346
18 12 5
480,824
100
467,670
100
2009
%
2008
%
179,718
37
154,938
33
96,334
20
106,502
23
Turnover by market
Transportation Water
Building and Industry
Spatial Planning and Environment Aviation
114,827 65,331 24,614
24 14 5
121,151 62,681 22,398
26 13 5
480,824
100
467,670
100
2009
%
2008
%
Salaries and wages
183,399
81
166,706
80
Social security costs
20,581
8
18,350
9
Staff costs
15]
Pension costs
Profit sharing
20,908 4,858
229,746
9 2
100
17,939 6,842
209,837
8 3
100
(e thousands)
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Financial Statements
53
Executive Board and Supervisory Board
The Executive and Supervisory Board directors were remunerated in 2009 as listed below. The amounts are exclusive of any expense
allowances. For further details, refer to the Remuneration Report on our website (www.dhvgroup.com/corporategovernance).
2009
2008
Salary (incl. social security costs)
Variable
Pension
Total
Total
322,000
55,000
60,000
437,000
490,000
Dr. W. van Vonno, Chairman
34,900
33,600
J.H.M. Lindenbergh
29,500
27,800
(in e)
Executive Board
B.M. van Ee, President
P.W. Besselink, Vice President
277,000
47,000
51,000
Supervisory Board
375,000
26,900
S.M. Dekker
30,900
A.B.M. van der Plas, Vice Chairman
26,900
A.P.M. van der Poel
420,000
26,900 29,500 26,800
Workforce by region
In the 2009 financial period there were on average 4,868 FTEâ&#x20AC;&#x2122;s
(2008: 4,717) employed by DHV Holding BV and its group companies. The average workforce by region is as follows: (in full-time equivalents)
The Netherlands Africa Asia
Europe (excluding the Netherlands) North America
2009
%
2008
%
2,182
45
2,090
44
844
17
829
18
984 565 293
4,868
Financial JV 2009 UK-V15.indd 19
20 12 6
100
1,006
572 220 4,717
21 12 5
100
23-03-10 15:59
54
Financial Statements
Other operating costs
16]
2009
2008
Temporary staff
19,774
21,376
Office expenses
15,700
14,602
Work by third parties Travel and accommodation Occupancy costs
Other operating expenses
18,531 14,736 13,123 12,307
18,012 13,348 10,084 9,175
94,171
86,597
2009
2008
615
726
29
40
Included in Work by third parties are fees paid to the statutory auditor of the Group for professional services relating to:
Audit fees - annual financial statements Audit fees - other Other services
73
125
717
891
2009
2008
The abovementioned remuneration for services to the Company
and its consolidated entities were provided by accounting firms and external accountants as mentioned in Section 1, part 1 of the Act â&#x20AC;&#x2DC;Supervision Accountant Organizationsâ&#x20AC;&#x2122;.
Net interest expense
17]
Interest income
Interest expense
1,042
3,084
-4,349
-6,623
-3,307
-3,539
(e thousands)
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Financial Statements
55
Taxation
18]
2009
2008
Gross amount
Taxation
%
Gross amount
Taxation
%
Profit before taxation
8,906
3,356
37.7
15,728
5,638
35.8
Group profit before taxation
9,487
3,356
35.4
15,888
5,638
35.5
Explanation effective tax rate Result non-consolidated participations
581
160
Nominal tax rate in the Netherlands
25.5
25.5
Permanent non-taxable income
-0.3
-1.6
5.9
2.4
Foreign tax rate differences
2.7
Permanent disallowed expenses
2.5
8.2
Tax losses not recognized
5.5
Adjustments for previous years
-0.1 -6.5
-0.4
Effective tax rate
35.4
35.5
Impact of liquidating losses
Explanation tax expense
1.6
Current year
4,995
5,658
Total current tax
4,294
5,910
Total tax expense
3,845
5,189
Tax expense per profit and loss account
3,356
5,638
Adjustments for previous years
Deferred tax
Tax recognized directly in Equity
-701
-449
-489
252
-721
449
(e thousands)
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56
Financial Statements
Movements in consolidated investments
19]
The following acquisitions were made in 2009: Country
Acquisitions
InterVISTAS Consulting LLC DHV NPC B.V.
USA
The Netherlands
Acquired
42%
100%
Holding at 31-12-2009
Consolidated from
70%
1 January
100%
1 March
Effect of Acquisitions
20]
Acquisitions
Assets Receivables
4,981
Total assets
6,614
Cash and cash equivalents
1,633
Liabilities Short-term liabilities
2,773
Total shareholdersâ&#x20AC;&#x2122; equity
3,841
Recognized goodwill
5,644
Total liabilities
9,485
Amounts not yet paid
-2,964
Cash and cash equivalents acquired
-1,633
Net cash outflow
4,888
(e thousands)
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Financial Statements
Related parties
Other related parties
joint ventures, the Executive Board, the Supervisory Board and the
The Foundation holds about 91% of the ordinary shares. The Works
21]
Related parties comprise of participating interests, group companies, Executive Council.
Participating interests
For a list of key participating interests, refer to to the section ‘Other
information’ on page 66. Transactions within the Group involve the mutual provision of project support services.
Joint ventures
For a list of key joint ventures, refer to the section ‘Other information’ on page 66. Transactions between the Group and these joint
ventures involve the mutual provision of project support services.
57
DHV Foundation
Council, the Supervisory Board and the Executive Board jointly each appoint a member to the Foundation’s Board. DHV Trust Office
The Trust Office holds 5% of the ordinary shares issued. DHV Priority Foundation
The Priority Foundation holds one priority share. For further detail on the abovementioned related parties, refer to page 67.
Other group companies
For a list of Group companies in which a minority interest is held, refer to the section ‘Other information’ on page 66. Transactions between
the Group and its minority interests primarily comprise the provision of project support services.
(e thousands)
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58
Financial Statements
Company Balance Sheet Assets 2009 Fixed assets
(2)]Intangible fixed assets (3)]Financial fixed asssets
Current assets
Receivables from group companies Other receivables
Cash and cash equivalents
19,649 91,805
18,919 111,454
2,130
93,959
112,878
1,783
2,044
44
2008
4,613 4,218
81
6,477
115,672
119,355
2009
2008
72,500
63,227
2,234
3,373
(6)]Long-term liabilities
17,000
-
(7)]Current
23,938
52,755
115,672
119,355
2009
2008
Profit from participating interests
12,996
19,370
Balance of other income and expenditure after taxation
-7,964
-9,975
5,032
9,395
Equity and liabilities
(4)]Shareholdersâ&#x20AC;&#x2122; equity (5)]Provisions
liabilities
Company Profit and Loss Account
Net profit The company profit and loss account has been prepared in accordance with the provisions of section 402 of Book 2 of the Netherlands Civil Code.
(e thousands)
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Financial Statements
59
Notes to the Company Financial Statements General
1]
Basis of preparation
The company financial statements have been prepared in accordance with the provisions of Section 9, Book 2 of the Netherlands Civil Code.
Summary of significant accounting policies
The accounting policies for the Company are the same as for the Group.
Intangible fixed assets
2]
2009
2008
Balance at 1 January
24,759
17,738
Balance at 31 December
26,694
24,759
Balance at 1 January
5,840
4,765
Balance at 31 December
7,045
5,840
18,919
12,973
Goodwill
Cost
Additions
Amortization Amortization
Book value 1 January
31 December
1,935
1,205
19,649
7,021
1,075
18,919
(e thousands)
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60
Financial Statements
Financial fixed assets
3]
2009
Balance at 1 January Movement in book value
Acquisitions/loans issued
Disposals/loan repayments Exchange rate movements Result of participations
Dividend of participations
Balance at 31 December
2008
Participating interests in group companies
Other participating interests
Amounts owed by group companies
Total
Participating interests in group companies
Other participating interests
Amounts owed by group companies
Total
74,392
99
19,468
93,959
50,317
974
17,413
68,704
30,037
10,316
8,315
18,942
2,994
-2,901
-72
-2.964
-
-21,696
-3,048
6,293
-
23,744
-
-3
-26,482
-26,485
12,994
2
-
12,996
2,882
-21,696
-
112
311
-
-857
-6,188
19,708
-338
-
9 -
-
-7,045 19.370 -3,048
473
-1
-2,626
-2,154
24,075
-875
2,055
25,255
74,865
98
16,842
91,805
74,392
99
19,468
93,959
Shareholders’ equity
4]
The authorised share capital amounts to € 2,500,000 divided into 25,000,000 shares of € 0.10 each, of which
ordinary shares(class A and B) cumulative preference shares priority shares
24,579,990 420,000
10
The issued share capital amounts to € 503,628 divided into 5,036,282 shares of € 0.10 each, of which
ordinary shares(class A and B) cumulative preference shares priority shares
5,036,281
1
For more information on the Company’s shareholding structure, refer to page 67.
(e thousands)
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Financial Statements
61
Statement of changes in shareholdersâ&#x20AC;&#x2122; equity Issued share capital
Share premium
Reserve exchange rate differences
Statutory reserves
Other reserves
Total
504
2,600
-1,423
5,316
52,886
59,883
Changes in statutory reserves
-
-
-
310
-310
Profit for the period
-
-
-
-
9,395
-
-
-3,655
-
396
826
Balance at 1 January 2008 Movements 2008
Exchange rate differences Dividend paid
Purchase of shares - old shareplan Issue of shares - new shareplan Other movements
Net movement 2008
-
-
-5,276
-
-
-
-3,655
-
430
-
2,854
-
-
-
-
-5,276
-800
-800
-
9,395
2,854
-
-371
-5,276
310
8,681
3,344
504
2,229
-6,699
5,626
61,567
63,227
Issued share capital
Share premium
Reserve exchange rate differences
Statutory reserves
Other reserves
Total
504
2,229
-6,699
5,626
61,567
63,227
Reserve defined benefit pensions
-
-
-
602
602
Exchange rate differences
-
-
2,994
-
2,994
-
-
-140
-140
Balance at 31 December 2008
Balance at 1 January 2009 Movements 2009
Changes in statutory reserves Profit for the period Dividend paid
Issue of shares
Other movements Net movement 2009 Balance at 31 December 2009
-
-
-
778
-
1,327
504
3,556
-
549
-
-
555
-555
-
-
5,032
-
-
-
-
-
5,032 778 7
-
-542
2,994
555
4,397
9,273
-3,705
6,181
65,964
72,500
(e thousands)
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62
Financial Statements
Statutory reserves Reserve for participating interests
5,626
Balance at 1 January Movements 2009
Transfer to other reserves
555
Net movement 2009
555
-
Transfer from other reserves
6,181
Balance at 31 December
Dividend proposal
Profit appropriation 2008
In the Annual General Meeting of Shareholders of 30 March 2009 the profit of 2008 was distributed as follows:
Distributed to ordinary shareholders
140
Transfer to other reserves
9,255
Profit after taxation
9,395
Dividend 2009
It has been proposed to appropriate the profit for 2009 as follows:
97
Distribution to ordinary shareholders Transfer to other reserves
4,935
Profit after taxation
5,032
Provisions
5]
Other
2009
2008
2,234
3,373
(e thousands)
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Financial Statements
63
Long-term liabilities
6]
2009
2008
Due < 1 year
Due > 1 year
Due > 5 year
Total due > 1 year
Total due > 1 year
3,000
17,000
-
17,000
-
2009
2008
Amounts owed to credit institutions
16,908
45,172
Amounts owed to group companies
256
198
255
2,574
1,859
2,320
Other On 30 March 2009, DHV Holding BV concluded an unsecured mediumterm loan facility of â&#x201A;Ź 20 million with two banks in the Netherlands. For the terms and conditions of this facility, refer to Note 10 of the Group Financial statements on page 50.
Current liabilities
7]
3,000
Short-term portion of long-term liabilities
587
Trade creditors
Taxation and social security
1,073
Other liabilities
Accruals and deferred liabilities
23,938
-
368
2,123
52,755
Amersfoort, 12 March 2010 The Netherlands Executive Board
Supervisory Board
P.W. Besselink, Vice President
S.M. Dekker
B.M. van Ee, President
W. van Vonno, Chairman J.H.M. Lindenbergh
A.B.M. van der Plas, Vice Chairman A.P.M. van der Poel
(e thousands)
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64
Financial Statements
Other information To the Annual General Meeting of Shareholders of DHV Holding B.V. Auditor’s report Report on the financial statements
We have audited the financial statements 2009 of DHV Holding B.V., Amersfoort, the Netherlands, as set out on pages 38 to 63 of this report, which comprise the consolidated and company balance sheets as at 31 December 2009 and the consolidated and company profit and loss account for the year then ended and the notes.
The directors’ responsibility
The directors of the company are responsible for the preparation and fair presentation of the financial statements and for the preparation of the management board report, both in accordance with Part 9 of Book 2 of the Netherlands Civil Code. This responsibility includes: designing, implementing and maintaining internal control relevant to the preparation and fair presentation of the financial statements that are free from material misstatement, whether due to fraud or error, selecting and applying appropriate accounting policies and making accounting estimates that are reasonable in the circumstances.
Auditor’s responsibility
to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the company’s preparation and fair presentation of the financial statements in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the directors, as well as evaluating the overall presentation of the financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Opinion
In our opinion, the financial statements give a true and fair view of the financial position of DHV Holding B.V. as at 31 December 2009 and of its result for the year then ended in accordance with Part 9 of Book 2 of the Netherlands Civil Code.
Our responsibility is to express an opinion on the financial statements based on our audit. We conducted our audit in accordance with Dutch law. This law requires that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the financial statements are free from material misstatement.
Report on other legal and regulatory requirements
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the financial statements, whether due
Amsterdam, the Netherlands, 12 March 2010
Financial JV 2009 UK-V15.indd 30
Pursuant to the legal requirement under Section 393(5)(f) of Book 2 of the Netherlands Civil Code, we report, to the extent of our competence, that the annual report is consistent with the financial statements as required by Section 391(4) of Book 2 of the Netherlands Civil Code.
PricewaterhouseCoopers Accountants N.V. P.R. Baart RA
23-03-10 15:59
Financial Statements
65
Profit appropriation Articles of association provisions governing profit appropriation
Article 22 of the Articles of Association contains the following provisions of profit appropriation: 1 The profit shall be at the disposal of the Annual General Meeting. 2 The profit shall be distributed proportionally to the holders of A and B shares. The Annual General Meeting may decide to deviate form a proportional distribution of profit. 3 Profit shall be distributed only if shareholders’ equity exceeds the paid-up and called-up capital plus the statutory reserves. 4 The Annual General Meeting may decide to pay interim dividends. 5 The Annual General Meeting may decide to make distributions on A and B shares chargeable to a reserve.
Proposed profit appropriation
The profit for 2009 is at the free disposal of the Annual General Meeting of Shareholders. It will be proposed to the Annual General Meeting of Shareholders to distribute a dividend of € 97,000 representing € 0.40 per share, to the holders of B shares. The Executive Board proposes that no dividend be distributed to holders of A shares. The remaining profit of € 4,935,000 will be added to other reserves.
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66
Financial Statements
Participating Interests The following is a list of consolidated participating interests (unless stated otherwise, all interests are 100%): DHV B.V.
Amersfoort, the Netherlands
DHV Canada Holding Inc.
Saint John, Canada, including:
DHV Bouw en Industrie B.V. Delcan Group Inc.
InterVISTAS Consulting Inc.
DHV China B.V.
DHV (Beijing) Environmental Engineering Co. Ltd. DHV Engineering Consultancy Co. Ltd.
DHV CR, spol s.r.o.
DHV Global Engineering Center B.V. DHV Holding Africa (Pty) Ltd. DHV Holdings USA Inc.
InterVISTAS Consulting LLC
DHV India Private Ltd. DHV NPC B.V.
DHV Planetek Co. Ltd. DHV Polska Sp. z o.o.
Hydroprojekt Sp. z o.o.
DHV SGPS, S.A. DHV, S.A.
NACO, Netherlands Airport Consultants B.V. Prokom Sp. z o.o.
PT DHV Indonesia
PT Mitra Lingkungan Dutaconsult SEED Lda.
Stewart Scott International Holdings (Pty) Ltd. Turgis Technology (Pty) Ltd.
Eindhoven and Amersfoort, the Netherlands Toronto, Canada (40%)*
Vancouver, Canada (70%)
Amersfoort, the Netherlands, including: Beijing, China
Shanghai, China
Prague, Czech Republic
Amersfoort, the Netherlands Johannesburg, South Africa
Wilmington, Delaware, United States of America, including: Washington D.C., United States of America (70%) New Delhi, India
Amersfoort, the Netherlands
Kaohsiung, Taiwan R.O.C. (49%) Warsaw, Poland, including: Warsaw, Poland
AlgĂŠs, Portugal, including: AlgĂŠs, Portugal
The Hague, the Netherlands Warsaw, Poland
Jakarta, Indonesia (85%)
Jakarta, Indonesia (77.4%)
Maputo, Mozambique (86.7%)
Johannesburg, South Africa (70%) Johannesburg, South Africa
* consolidated proportionately
Joint Ventures HR / DHV vof
Amersfoort, the Netherlands (50%)
Ingenieursbureau Vathorst vof
Amersfoort, the Netherlands (50%)
Infraflex B.V.
Protected Storage Engineers vof TEC vof
Utrecht, the Netherlands (33%)
Rotterdam, the Netherlands (50%)
Veenendaal, the Netherlands (33%)
Other Group companies DHV MED Ltd. SADECO
Netanya, Israel (37%)
Jeddah, Saudi Arabia (49%)
Under the provision of section 363 of Book 2 of the Netherlands Civil Code, several companies in which DHV holds only minor interests have not been listed.
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Shareholding Structure
67
Shareholding Structure The shares in DHV Holding B.V. are held by three organizations: DHV Foundation, DHV Priority Foundation, and DHV Trust Office. This shareholding structure has its origins in a 1977 agreement, which establishes that management (Executive Board and Supervisory Board) and labor (the Works Council) have joint control over the share capital. Originally, the Executive Board, the Supervisory Board and the Works Council formed the only shareholder, known as the Stichting DHV (DHV Foundation). In 1998 the decision was taken that in the interest of transparent governance the Board
of the DHV Foundation would consist for the most part of independent individuals. To ensure that management and labor remained involved in any substantial changes in the shareholding structure, the Stichting Prioriteit DHV (DHV Priority Foundation) was established and placed under the management of representatives of the original parties. The Stichting Administratiekantoor DHV (DHV Trust Office) administers the depositary receipts issued for shares to staff members.
Stichting DHV (DHV Foundation) Objective: to manage the A shares in DHV Holding B.V. Composition of the Board: 1. Vacancy (Chairman), appointed by 2+3+4+5 2. H. Zwarts, appointed by the EB/SB* 3. M.P. van Gemund, appointed by the WC* 4. A.W. Veenman, appointed by 2+3 5. M. Usta, appointed by 2+3
This foundation holds 4,580,000 A shares, which is approximately 91% of the ordinary shares issued.
Stichting Prioriteit DHV (DHV Priority Foundation) Objective: to manage the priority shares of DHV Holding B.V. Composition of the Board: 1. A.B.M. van der Plas (Chairman), appointed by 2+3+4+5 2. V. Prins, appointed by the EB/SB 3. B.M. van Ee, appointed by the EB/SB 4. J.A.M. Tromp, appointed by the WC 5. G.J.P.J. Laseur, appointed by the WC
This foundation holds one priority share in DHV Holding B.V., which gives it the right of prior approval over any decisions regarding the issue and transfer of DHV Holding B.V. shares, mergers, public offerings, amendments to the articles and the winding-up of DHV Holding B.V., as well as amendments to the articles and the winding-up of the DHV Foundation and the disposal of A shares by the DHV Foundation.
Stichting Administratiekantoor DHV (DHV Trust Office) Objective: to manage the B shares in DHV Holding B.V., and to issue depositary receipts for shares to eligible DHV Group staff members. Composition of the Board: 1. M. de Veer (Chairman) 2. F.T. van der Molen 3. M.J. Vermeulen The officers are appointed by the general meeting of holders of depositary receipts.
This foundation holds 242,970 B shares, which is approximately 5% of the ordinary shares issued. DHV Holding B.V. holds 213,311 B shares or approximately 4% of the ordinary shares issued.
* EB = Executive Board, SB = Supervisory Board, WC = Works Council
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Risks and Risk Management The DHV Group bases its risk management on the principles of the Dutch Corporate Governance Code and our Business Control Framework, which in turn is based on the COSO Enterprise Risk Management Framework. Ultimately, it is the Executive Board’s responsibility to manage risks, promote risk awareness and identify, address, and monitor risks. Risks
The DHV Group is vulnerable to risks in the following categories: market, operational, financial, and compliance. Virtually all risks are associated with the execution of projects.
Internal Control and Risk Management Systems
Internal Control and Risk Management Systems are used to promote risk awareness and identify, address, and monitor risks. At least five times a year, the Supervisory Board meets with the Executive Board and the Director of Finance & Control to discuss issues such as strategy, acquisitions, results, and risks. The Audit Committee monitors compliance with financial rules and regulations, as well as the quality and operation of the internal control systems and risk management measures. The matters discussed by the Committee in 2009 included: project management, implementation of a new Business Information System, ICT, BIMS compliance system and highrisk projects. The Supervisory Board meets at least twice a year with external auditors who are appointed annually by the shareholders. The Internal Audit department reports directly to the President of the Executive Board and follows a program that is approved by this Board. The Internal Audit department’s activities focus on specific aspects of the internal control systems and procedures. Its findings and recommendations are discussed by the Audit Committee. The Group has developed a wide range of tools for the planning, implementation, and adjustment of its business processes: • Long-term strategy is set out in the Corporate Policy Paper, on which the business groups and regions develop their mediumterm plans, annual plans and budgets. During the annual planning period, scenarios are tested to enable a swift reaction to changing circumstances. • Once approved by the Executive Board, the annual plans are implemented by the management of the business groups and regions. The related powers and responsibilities are set out in an authorization matrix and in the regulations of the different levels of management. • Progress is reported monthly and quarterly and discussed by the Executive Board, the Director of Finance & Control, the Business Group director and the controller. Mutual consultations also take place frequently between the Executive Board and the management of the business groups and regions. In addition, the controllers of the business groups and regions report directly to the Director of Finance & Control. • Report guidelines and formats are laid down in a Corporate Financial Manual, with an up-to-date version available to the Group via intranet. • The Business Control Framework constitutes, at the DHV Group level, an updated and permanent reference against which the control, planning and risk management process for projects and business components can be assessed.
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Market Risks and Management
The public sector is the DHV Group’s largest client group. Material changes in national and international political priorities, in central or local administrations, and in legal and regulatory frameworks can all affect long-term plans and ongoing projects and may lead to increased competition, exposing the Group to risks. The Group does have activities in countries that are considered politically unstable, but they account for only a small percentage of sales. The current economic conditions have impacted the results and also present a risk to the Group for the next few years. Projects may be delayed or cancelled, stricter credit conditions will be applied and the creditworthiness of private clients and the public sector might deteriorate. In order to brace ourselves for this situation we are focusing our attention on optimizing staff flexibility, reducing staff, firmly managing our cash position, driving down costs and reacting quickly to changing circumstances. Market risks are mitigated by spreading sales over various geographical regions and client groups. Prompt response to anticipated political developments and changes in legal and regulatory environments (portfolio management) can further reduce these risks.
Operational Risks and Management
These risks are related primarily to the forms of contract governing the services of the DHV Group. Forms of contract are continuously revised, sometimes significantly. Operational risks occur during contract execution and include: Liability Risks These risks or claims result from errors in project execution, such as design or calculation errors, or from failure to meet planning deadlines or satisfy legal or other regulatory conditions. Project Execution Risks These risks are due to inaccurate budgeting of time and costs, delays in project implementation, and insufficient communication with the client regarding implementation delays and additional work. Also, DHV staff or other contracted staff working on-site may be injured in the process of executing projects. Partner Contracts and Outsourcing DHV partners implement about 28% of all activities. The Group thus runs the risk that these partners will deliver substandard work or fail to meet deadlines. Continuous assessment takes place of the quality of its partners during the project acceptance process and we also require contractual assurances from our partners and subcontractors. Legal Disputes Disputes between the DHV Group, clients, staff members and other stakeholders may arise during the course of activities. As of 31 December 2009, the DHV Group was in-
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Risks and Risk Management
volved in 6 legal disputes. Whenever they can be estimated, provisions for these disputes have been incorporated into the financial statements for 2009 and previous years. Other operational risks arise primarily in relation to capacity management. Variations in demand can lead to under-utilization of staff or a lack of capacity. Although the labor market is currently less stressed, we believe that the future availability of qualified staff will be one of the bottlenecks hindering further development of the company. DHV is growing organically as well as by means of acquisitions. Acquisitions involve risks. To limit these risks, the acquisition processes are managed centrally. A due diligence process in which the quality of management will be assessed, as well, is part of the process. It is standard procedure for advisers to be involved in the acquisition process for acquisitions outside the Netherlands. Efficient operations are increasingly depending on reliable, global ICT systems. Failure or downtime of these systems has a significant influence on the quality of operations and consequently the results of the Group. The following measures have been taken to mitigate operational risks: • Internal project management procedures were tightened; a Groupwide Project Management Manual, based on PMI is in development and will be implemented in 2010. • The managers of business groups and regions are responsible for project acceptance, within the limits established in the authority matrix. Projects above a certain value require advice from the Tender Board, which reviews specific risks on large projects. • Quality systems have ISO 9001:2000 certification, providing guidelines for the structuring of project tendering and implementation, and the setting of guidelines for the timely involvement of partners and consultants. • Project implementation risks are covered by corporate and professional liability policies – the latter’s non-insured deductible amounts to € 450,000 per annum. • To enable quick adaptation to changing market circumstances, the Group strives for flexibility by hiring a certain percentage of its staff for a fixed period and, if and when possible, also using temporary staff. • To ensure reliable operations of the global ICT systems, the Group has outsourced its ICT system to an international ICT service provider and is in the process of implementing a Group-wide Management Information System.
Financial Risks and Management
Foreign exchange risks are limited since revenues and expenditures are made in the same currency, in principle. Translation risks are relatively minor and are therefore not hedged. The DHV Group’s largest investments outside the Netherlands are its shareholdings in the Canadian, South African, and Polish subsidiaries. The number of short-term interest-bearing liabilities is small, thus minimizing interest risks. In 2009 several of the short-term interest-bearing liabilities were consolidated into a medium-term loan. Long-term liabilities carry long-term, fixed interest rates. If necessary, interest-hedging instruments will be used. Goodwill payments have been capitalized since 2002 and, in
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principle, are being amortized over a twenty-year period. An annual impairment test will determine the current fair value of the investment. If and when necessary, based on an impairment test, an additional component of the goodwill will be impaired. A small number of pension schemes with a limited interest is based on defined benefit plans. All other pension plans are based on a collective ‘defined contribution’ plan. As a result, the Group’s exposure to pension risks is limited. The DHV Group’s financing requirements for working capital are highly seasonal: strong fluctuations could increase the risk of illiquidity. Taxes are included in the annual financial statements, based in part on substantiated estimates. These numbers may differ from the final assessments made by the tax authorities. Foreign exchange risks are limited since revenues and expenditures are made in the same currency as a rule. When this cannot be done, foreign exchange risks are hedged where possible. The amount of short-term interest-bearing liabilities is small, thus minimizing interest risks. If required, interest-hedging instruments will be used. Long-term liabilities carry long-term, fixed interest rates. To cover the illiquidity risks from fluctuations in financing requirements, the DHV Group has signed credit agreements with its bankers.
Compliance Risks and Management
Doing business in a socially responsible manner and with integrity is increasingly important for the reputation of a company. Non-compliance with local legal and regulatory prescriptions may damage a company’s reputation and thus have a great impact on its results. The following measures have been taken to mitigate compliance risks: • The DHV Group has instituted a Business Integrity Management System which lays down clear guidelines and rules of conduct regarding integrity. • In 2009 DHV implemented a new Global Code of Business Principles which describes the Group’s values and behavioral standards for DHV employees in general terms. • Every quarter, risk and compliance matters are reported. • Every year managers sign a Letter of Representation in which they explicitly accept responsibility for compliance with internal rules and external legal and regulatory stipulations. • The Compliance Officer monitors observance of the Business Integrity Principles. • In 2009 an external Compliance audit was performed to obtain external certification of the BIMS and compliance system. The recommendations of this audit will be implemented. • A whistle-blower scheme protects staff members who draw attention to business conduct that conflicts with our business integrity principles. • Increasingly, client contracts include a Declaration of Integrity. This is a standard requirement in contracts with new partners and subconsultants.
Based on the abovementioned measures the Executive Board believes that the operation of the risk management systems as it affects the composition of the financial statements, provides a reasonable level of certainty that these statements do not contain any significant inaccuracies.
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Structure and Management DHV Group
Structure and Management DHV Group REGIONS
Euro p C.E. E e ngel sma n Asia A.J.M . Gal avaz i Afri ca N. Bh ojara m Nor th A J.A. K meric a err
Executive Board: B.M. van Ee (President) P.W. Besselink (Vice President)
BUSINESS GROUPS an H elvoo rt Buil ding and E.A. G Indu r端te r stry Env i r o Tra nm V. Prnsportent and atio ins n Avia tion R.Th . Ove rakk er
DHV HOLDING B.V.
(March 2010)
Wat er P.C.A .M. v
Operational Organization Scheme
DHV B.V. (The Netherlands) DHV Global Engineering Center B.V. (India) DHV NPC B.V. (The Netherlands) DHV CR, spol. s r.o. (Czech Republic) DHV MED Ltd. (Israel) DHV Planetek Co. Ltd. (Taiwan) NACO, Netherlands Airport Consultants B.V. (The Netherlands) SADECO (Saudi Arabia) InterVISTAS Consulting Inc. (Canada, USA, UK, The Netherlands) DHV Polska Sp. z o.o. (Poland) Prokom Sp. z o.o. (Poland) Hydroprojekt Sp. z o.o. (Poland) DHV, S.A. (Portugal) DHV China B.V. DHV (Beijing) Environmental Engineering Co., Ltd. (China) DHV Engineering Consultancy (Shanghai) Co., Ltd. (China) DHV (Vietnam) DHV India Private Ltd. (India) PT Mitra Lingkungan Dutaconsult (Indonesia) Stewart Scott International Holdings (Pty) Ltd. (South Africa) SSI (South Africa, Botswana, Zimbabwe) SEED, Lda. (Mozambique) Turgis Technology (Pty) Ltd. (South Africa, United Kingdom) Delcan Group Inc. (Canada, USA, Hong Kong, United Kingdom) Intelligent Devices, Inc. (USA) PGL & Delcan Israel (Israel)
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Addresses DHV Group Executive Board B.M. van Ee (President) P.W. Besselink (Vice President) Corporate Initiatives M.G. Donehoo Finance and Control J.T. van Manen ICT S.T. Koopmans Internal Audit D.G. van Klaveren Legal Affairs E.J. Wijers Laan 1914 no 35 3818 EX Amersfoort P.O. Box 219 3800 AE Amersfoort The Netherlands T +31 33 468 37 00 E info@dhv.com www.dhvgroup.com
The Netherlands DHV Management: E.A. Grüter, P.C.A.M. van Helvoort, V. Prins Laan 1914 no 35 3818 EX Amersfoort P.O. Box 1132 3800 BC Amersfoort T +31 33 468 20 00 E info@dhv.com www.dhv.com DHV also has offices in Bergen op Zoom, Deventer, Eindhoven, Groningen, Maastricht, Rotterdam, The Hague, Utrecht, and Zaandam. DHV NPC Management: R.P. Mulder Stationshal 17 3511 CE Utrecht P.O. Box 2202 3500 GE Utrecht T +31 30 272 73 70 E npc.info@npc.dhv.com www.npc.eu DHV NPC also has offices in Amsterdam, Eindhoven, Rotterdam, and Zwolle. NACO, Netherlands Airport Consultants Management: R.Th. Overakker Anna van Saksenlaan 10 2593 HT The Hague P.O. Box 93056 2509 AB The Hague T +31 70 344 63 00 E naco-haag@naco.dhv.com www.naco.nl InterVISTAS Consulting Group Management: J.C.J. Mohrmann Anna van Saksenlaan 10 2593 HT The Hague T +31 70 344 64 49 E info@intervistas.com www.intervistas.com
Joint Ventures Infraflex St. Jacobsstraat 6-8 3511 BR Utrecht T +31 30 223 97 99 E werken@infraflex.nl www.infraflex.nl Protected Storage Engineers (PSE) P.O. Box 151 6500 AD Nijmegen T +31 24 328 46 43 E info@psengineers.nl www.psengineers.nl Tunnel Engineering Consultants (TEC) P.O. Box 108 6500 AC Nijmegen T +31 24 382 04 30 E info@tec-tunnel.com www.tec-tunnel.com
Europe CZECH REPUBLIC DHV CR Management: R. Gill Meteor Office Park Sokolovská 100/94 CZ-186 00 Praha 8 T +420 236 080 550 E dhvcr@dhv.com www.dhv.cz DHV CR also has offices in Brno and Ostrava. POLAND DHV POLSKA Management: C.M. Engelsman, G. Grobelny, C. Luczak, A. Sas ul. Domaniewska 41 02-672 Warszawa T +48 22 606 28 02 E dhv.polska@dhv.com www.dhv.pl Prokom Management: B. Bartnik ul. Czerniakowska 71 00-718 Warszawa T +48 22 851 43 12 E prokom@prokom.waw.pl www.prokom.waw.pl Hydroprojekt Management: D. Gronek, R. Lewandowski ul. Dubois 9 00-182 Warszawa T +48 22 635 48 84 E biuro@hydroprojekt.com.pl www.hydroprojekt.com.pl Hydroprojekt also has offices in Sosnowiec and Wloclawek. PORTUGAL DHV Management: P. Braga Estrada de Alfragide, nº 92 2610-015 Amadora T +351 214 127 400 E info-pt@dhv.com www.dhv.pt DHV also has an office in Oporto.
UNITED KINGDOM Delcan Management: J. Powers The White Cottage 19 West Street Epsom, Surrey KT18 7BS T +1 905 943 0500 E j.powers@delcan.com www.delcan.com
HONG KONG Delcan Management: J. Lam Unit 11-12, Level 35, Tower 1 Millennium City 1 388 Kwun Tong Road Kwun Tong, Kowloon T +852 2836 3191 E info@delcan.com www.delcan.com
InterVISTAS Consulting Group Management: I. Kincaid 26 York Street London W1U 6PZ T +44 208 144 1835 E info@intervistas.com www.intervistas.com
INDIA DHV Global Engineering Center Management: M. Mijnders India Branch Office 13 & 14, I Block SDF Noida Special Economic Zone Noida – 201 305 T +91 120 430 50 00 E marco.mijnders@dhv.com
Turgis Consulting Management: P. Willis Woodpecker Cottage Kirklington Bedale, North Yorkshire DL8 2NE T +44 781 018 2169 E pat@turgisconsulting.co.uk www.turgisconsulting.co.uk
Near East ISRAEL DHV MED Management: Y. Yinon 1 Gad Manela st. P.O. Box 8058 New Industry Zone Netanya 42504 T +972 98 85 23 12 E contact@dhvmed.com www.dhvmed.com PGL & Delcan Israel Management: C. Orolowitz 9 Hamasger Street Tel Aviv 67776 T +972 3 791 4111 E pgl@pgl.co.il www.pgl.co.il
Asia CHINA DHV (Beijing) Environmental Engineering Co. Management: D. Ji West 3rd floor, Building 8, Wanguocheng No. 1 Xiangheyuan Road Dongcheng District Beijing 100028 T +86 10 84 40 84 42 E info@dhv.com www.dhv.cn DHV Engineering Consultancy (Shanghai) Co. Management: T.W.A. Jeanné Floor 25, Building 19, Phoenix Park of Shanghai Caohejing Hi-Tech Park No. 1515 Gumei Road Shanghai 200233 T +86 21 60910699 E info.sh@dhv.com www.dhv.cn DHV Engineering Consultancy (Shanghai) also has an office in Guangzhou.
DHV India Management: M.S. Prakash B-1/I-1, 1st Floor Mohan Cooperative Industrial Estate Main Mathura Road New Delhi - 110 044 T +91 11 40539303-06 E info.dhv-india@dhv.com www.dhvindia.com DHV India also has offices in Bangalore, Chennai, Hyderabad, and Lucknow. INDONESIA Mitra Lingkungan Dutaconsult Management: S. Hadiprayitno, D. Fadilah, Hendarti Ventura Building, 4th floor, Suite 405 Jl. R.A. Kartini No. 26 (Outer Ring Road) Cilandak – Jakarta 12430 P.O. Box 1015 Jakarta Selatan 12010 T +62 21 7504 605 E info.mld@dhv.com www.mld.co.id SAUDI ARABIA SADECO Management: L. de Boer Dar al-Hijaz Building No. 2 5th Floor – Apartment No. 25 Prince Mohamed bin Abdulaziz Street (Tahliya Street) P.O. Box 2320 Jeddah 21451 T +966 26 679 071 E info@naco-jeddah.com.sa TAIWAN DHV Planetek Management: C.F. Su, K.L. Chou 4F, 505, Chung Shan 2nd Road Kaohsiung, 801 T +886 72 15 05 08 E planetek@ms7.hinet.net www.dhvplanetek.com.tw DHV Planetek also has an office in Taipei. VIETNAM DHV Management: D.H. Bac 7th Floor - Artexport Building 2A Pham Su Manh Hanoi T +844 39363889 E info@dhv.vn www.dhv.vn DHV Vietnam also has an office in Ho Chi Minh City.
An up-to-date overview of addresses can be found on our website: www.dhvgroup.com/offices
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Africa
North America
Latin America
BOTSWANA SSI Management: G.G. Ramarinyaneng 1st Floor, Modiri House Plot 22076 Gaborone West P.O. Box 1517 Gaborone T +267 395 2557 E ssibots@ssi.co.bw www.ssi-dhv.com
CANADA Delcan Management: J.A. Kerr 625 Cochrane Drive, Suite 500 Markham Ontario, L3R 9R9 T +1 905 943 0500 E info@delcan.com www.delcan.com
GUATEMALA DHV Guatemala Management: J.M. Solares Km. 8.6 Antigua Carretera a El Salvador Centro Corporativo Muxbal, Torre Este, 6to. nivel Santa Catarina Pinula T +502 6644 2323 E dhvguatemala@dhv-ca.com www.dhv-ca.com
MOZAMBIQUE SEED Management: H. Cardoso Rua de Kassuende, 118 - 8째 andar Maputo T +258 21 48 5917/ 18 E seed@seed.co.mz www.seed.co.mz SOUTH AFRICA SSI Management: N. Bhojaram Country Club Estate 21 Woodlands Drive Woodmead 2191 P.O. Box 867 Gallo Manor 2052 Gauteng T +27 11 798 6000 E corporate@ssi.co.za www.ssi-dhv.com SSI also has offices in Buffalo City (East London), Cape Town, Chris Hani (Queenstown), Ekurhuleni (Bedfordview), Emnambithi (Ladysmith), eThekwini (Durban), George, iLembe (Ballito), Knysna, Mafikeng, Mangaung (Bloemfontein), Mbombela (Nelspruit), Mossel Bay, Msunduzi (Pietermaritzburg), Nelson Mandela Bay (Port Elizabeth), Newcastle, Plettenburg Bay, Polokwane, Sol Plaatje (Kimberley), Tshwane (Pretoria), Ugu (Port Shepstone), and uMhlatuzi (Richards Bay). Turgis Consulting Management: J. Pooley, R. Wilson Building 1 299 Pendoring Road Blackheath 2195 P.O. Box 1995 Northcliff 2115 T +27 11 476 22 79 E turgis@turgis.co.za www.turgis.co.za ZIMBABWE SSI Management: H. Rapson 10th Floor, Pax House 87-89 Kwame Nkrumah Ave P.O. Box 1748 Harare T +263 4 79 7108/9 E sshre@ssi.co.zw www.ssi-dhv.com
Delcan also has offices in Calgary, Edmonton, Hamilton, Kingston, Kitchener, London, Niagara Falls, Ottawa, Vancouver, and Victoria. InterVISTAS Consulting Group Management: G. Bruno 1200 West 73rd Avenue, Suite 550 Vancouver, B.C. V6P 6G5 T +1 604 717 1800 E info@intervistas.com www.intervistas.com InterVISTAS also has offices in Ottawa and Winnipeg. UNITED STATES OF AMERICA Delcan Management: L. Yoshida 650 E Algonquin Road Suite 104 Schaumburg, IL 60173 T +1 847 925 01 20 E info@delcan.com www.delcan.com Delcan Management: B. Stearman 8618 Westwood Center Drive Suite 450 Vienna, VA 22182 T +1 703 752 6060 E info@delcan.com www.delcan.com Delcan also has offices in Atlanta, Austin, Coral Springs, Denver, Los Angeles, Salem, and Thousand Oaks. Intelligent Devices Management: B. Mulligan 4411 Suwanee Dam Road Suite 510 Suwanee, GA 30024 T +1 770 831 3370 E info@intelligentdevicesinc.com www.intelligentdevicesinc.com InterVISTAS Consulting Group Management: J. Miller 1615 L Street NW Suite 910 Washington, DC 20036 T +1 202 457 0212 E info@intervistas.com www.intervistas.com InterVISTAS also has an office in Chicago.
An up-to-date overview of addresses can be found on our website: www.dhvgroup.com/offices
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Colophon Photography cover: Your Captain Luchtfotografie inside: CESA, NPC, Tony Smith, DHV, DHV, Koos Boertjens page 4: SSI, DHV, DHV, DHV page 8-12: Corné Bastiaansen page 12: Koos Boertjens page 15: Capital Photo's, DHV page 17: DHV, Samsung Engineering & Construction, DHV, DHV page 18: DHV, NACO, DHV, SSI page 22: NACO, Schiphol Area Development Company / Amsterdam Airport Area, InterVISTAS page 24: DHV, DHV, DOSCO page 25: SSI, Charles Corbett, SSI page 27: DHV, DHV, DHV, Gemeente Den Haag (OMA), NACO page 29: DHV, William Moore (Oosterhout), TEC, Delcan page 30: Ashdodport Company Ltd, DHV, DHV, DHV, DHV page 33: Iwan Baan, Jürgen Doom, Benthem Crouwel Architecten, DHV, SC Johnson page 34: DHV, DHV, Turgis, Hollandse Hoogte page 35: Gemeente Den Haag (OMA) page 36: NACO page 37: NACO, NACO, NACO, InterVISTAS, Hollandse Hoogte This Annual Report is also available in Dutch. A copy can be requested per e-mail to communications@dhv.com or call +31 33 468 20 15. Annual Report: www.dhvgroup.com/annualreport Corporate Responsibility Report: www.dhvgroup.com/cr-report
Production DHV Communications T +31 33 468 20 15 communications@dhv.com Printing and binding Drukkerij van Amerongen Paper FSC Fastprint Gold 120 gr/m2 (exterior 250 gr/m2) Publication date March 2010
development of our living environment, in a close relationship with clients, employees, and partners, based on mutual loyalty, while providing a solid return to our shareholders.
DHV Group P.O. Box 219 3800 AE Amersfoort The Netherlands T +31 33 468 37 00 E info@dhvgroup.com www.dhvgroup.com
Annual Report DHV Group 2009
Our mission is to provide multidisciplinary services for the sustainable