management report 2011 by Brussels South Charleroi Airport

MANAGEMENT REPORT 2011 1

BRUSSELS SOUTH CHARLEROI AIRPORT S.A. ORDINARY GENERAL MEETING, 15/06/2012

1/ The Board of Directors BSCA’s Board of Directors is made up as follows:

Laurent LEVEQUE

Chairman

Valérie LEBURTON

Vice Chairman

Jean-Jacques CLOQUET*

Managing Director

Leonardo BELLODI

Director

Carlos BOURGEOIS

Director

Anne Sophie CHARLE

Director

Christophe CLERSY*

Director

Marc DENEVE

Director

Antonio DI SANTO

Director

Georges DUTRY

Director

Dominique HAUSMAN

Director

Jean-Marie HOSLET

Director

Thierry HUBERT**

Director

Christophe JONLET

Director

Louis Marie PIRON

Director

Anne PRIGNON

Director

Paolo SIMIONI

Director

Philippe SUINEN

Director

Luc VUYLSTEKE

Director

Laurent COLLET

Government Observer

Renaud LORAND***

Government Observer

Observations:

At its meeting of 27th January 2011, the General Meeting appointed Christophe CLERSY and Jean-Jacques CLOQUET as directors until 10th December 2014, the second of whom has been given the task of the day-to-day management of the company, as well as the role of company representative by the Board of Directors after making its decision on 22nd December 2010.

At its meeting of 17th June 2011, the General Meeting confirmed the appointment of Thierry HUBERT, elected during the meeting of the Board of Directors on 26/05/11 as a category C Director, for a term that will end on 10th December 2014.

*** On 8th March, the Walloon Government appointed Ludivine Gauthier as a Government Observer, without voting rights, to the BSCAâ&#x20AC;&#x2122;s statutory boards and committees as a replacement for Renaud Lorand, who has resigned.

At its meeting of 17th June 2011, the General Meeting acknowledged the resignation of Enrico MARCHI as a Director.

2/ SHAREHOLDERS Since the Extraordinary General Meeting of 10th December 2009 SHAREHOLDERS

NUMBER OF SHARES OWNED

Category A REGION WALLONNE

3,450

loco SOGEPA SOWAER

2,815

SAMBRINVEST S.A.

2,390

IGRETEC S.C.

289 4

Category B SABCA S.A.

Category C BELGIAN AIRPORT s.a

3,450

Number of registered shares

12,477

3/ Observations on events in 2011 3.1

Major events in 2011

3.1.1

Opening of 4 new boarding gates

As part of our managed growth phase (2011-2015), 4 new boarding gates were created in record time (4 months), which means that we can offer our passengers more convenience, and also guarantee pleasant working conditions for our staff.

3.1.2

Launch of the Master Plan for the next 20 years

Launch of a study regarding the long and medium-term development plan (Brussels South Charleroi Airport Master Plan). The first phase involves planning the development of facilities over a period of 20 years by incorporating the major parameters such as the development of the aviation sector, the Charleroi catchment area, development of technical resources etc.

3.1.3

20 years

The keywords associated with these events were solidarity, inclusivity and reputation. Inclusivity: The following events were organised:



A launch evening for the 20-year plan with our Partners at the Museum of Photography (March 2011);



Drawing competition for primary and secondary school children (May 2011);



Start of the Tour de la Région Wallonne from the former Terminal (July 2011);



Health and Safety weekend in collaboration with the federal police (September 2011);



Airport community evening (September 2011);



Indoor Cycling marathon in the former Terminal

Reputation 

Commemoration of the tenth anniversary of the WTC attacks, in the presence of New York Firefighters (September 2011);



An introduction to flying for 600 underprivileged children, in collaboration with Ryanair and Total;



Video by DJ Joss Freedom in collaboration with JetairFly (over 100,000 hits on YouTube and other sites);



Gala evening in the presence of the Princess Royal, two federal Ministers and 2 regional Ministers;



Production of a book as part of the 20-year plan (published at the beginning of 2012). 6

Solidarity 

Télévie (Belgian fundraising telethon) €25,000;



Cap 48 (Belgian fundraising campaign) €20,000, plus income from the sale of the DJ Joss CD;



Association Papillon: €7,000;



Introduction to flying for 600 underprivileged children.

3.1.4

Implementation of an action plan for 2011-2015 called “Gestion de la croissance maîtrisée” (“managing controlled growth”) In light of our airport’s success, and given the existing infrastructure, BSCA’s Management has taken various measures since early 2011, in agreement with the Board of Directors. These are part of a commitment to controlled growth, with a view to guaranteeing an acceptable quality of service for our passengers and appropriate working conditions for our staff as well as our partners (airline companies, concessionaires and suppliers).

Examples: -

Measures connected to passenger services: o

Extension of car park capacity: construction of a long-stay car park with 1,500 spaces, offering attractive prices for longer periods;

Doubling the bathroom facilities in the baggage reclaim area;

Tripling the exits in the baggage reclaim area.

Measures connected to working conditions: o

Enlargement of the RX zone: 3 additional lines;

Division of the number of check-in counters according to the number of items of luggage expected on the basis of a statistical study, thus reducing waiting times for passengers when checking in their luggage;

Introduction of an outdoor guidance system so that maximum use can be made of airplane parking spaces;

Purchase of 4 Powerstow baggage conveyor belts to be used within the hold and helping to improve the working conditions for our baggage handlers;

Introduction of a break at night on the runway, on the one hand to help operations at the end of the day (returning aircraft based there), and to help with preparation for the teams starting the day (first Wave) on the other;

Introduction of trainers on the ground, as well as a hands-on management policy;

Organisation of work into geographical areas in consultation with staff to reduce unnecessary movement on the runway. A reflection process is underway regarding staff who deal with passengers;

Increase in staff numbers above and beyond airport ratios in order to make up for the disadvantages caused by the small size of facilities. (Use of fixed term temporary employment contracts to take the seasonality of our business into account: moving from having 12 planes based here in the winter season to 19 in the summer).

3.2

Aviation activities Sales income from airlines (refuelling, excess baggage, ticket sales etc.) is â&#x201A;Ź5,498,000, equivalent to â&#x201A;Ź1.87/departing passenger. While waiting for the work to extend the current infrastructure to be completed, BSCA has decided to take an approach based on controlled growth. In 2011, the number of passengers grew by 14%. Ryanair, Jetairfly and Wizzair have continued to develop by intensifying their presence at Brussels South Charleroi Airport. 16 new destinations have been launched. In terms of airline companies, we have seen a general rise in the number of passengers compared to 2010: +58% for Jetairfly and +14% for Ryanair. A total of 243 ad hoc flights were recorded in 2011 (compared to 182 in 2010), mainly divided into positioning flights (84%) and ad hoc flights (10%). In 2011, Ryanair introduced 12 new destinations and increased flight frequencies to other destinations. Jetairfly has based a 3rd plane for the summer, and launched 3 new destinations, namely Athens, Alicante and Oran. As in 2010, flights to Antalya were operated by Freebird Airlines on behalf of Jetair. Wizz Air launched one new destination, namely Belgrade.

In terms of passenger load factors for airline companies, the following changes were observed:

Passenger load factor

2010

2011

Change Y-1

All airlines

77.73%

79.60%

Ryanair

77.08%

78.67%

Wizzair

79.07%

81.54%

Jetairfly

86.83%

89.21%

Jet4you

77.76%

76.87%

-1%

Freebird Airlines

86.04%

81.29%

-6%

In terms of airline companiesâ&#x20AC;&#x2122; market share, the following changes were observed:

Market share

2010

2011

Ryanair

82.70%

83.00%

Wizzair

7.9%

6.50%

Jetairfly

6.00%

8.30%

Jet4you

2.00%

1.60%

Freebird Airlines

0.40%

0.30%

2005

2006

2007

2008

2009

2010

2011 10

Number of passengers

1,873,651

2,166,915

2,458,980

2,957,026

3,937,187

5,195,372

5,901,007

Total number of movements

61,212

66,480

70,725

79,487

81,726

80,009

85,597

3.3

Marketing and Communication activities

Marketing and communication activities targeted 3 different sectors: tourism, aviation (airline companies) and the general public. In most cases, the activities organised make use of marketing and communication.

3.3.1 Marketing & Communication

As far as the aviation sector is concerned, collaboration with airline companies present on the airport site has been very proactive. Every 6 months, a marketing plan and a communication plan are presented to them and approved.

For the general public, the purpose of the campaigns collaborated on by both the marketing and communication departments was to raise the profile of the destination network, improve the airportâ&#x20AC;&#x2122;s reputation and promote the lines that need support. Examples of activities include: the creation of a Facebook page, updated every day, the Road Show (a bus travelling through Belgium, Luxembourg and northern France promoting BSCA), involvement in travel shows and various radio partnerships with, among others, BelRTL, NRJ and MNM (formerly Radio Donna). Since the beginning of this year, Youtube.com is also showing different videos of the airport and various associated events.

3.3.2. Marketing

In 2011, promotion of the airport and its services within the tourism industry (travel agencies, tour operators, tourist information offices) was intensified and customised, with the introduction of a monthly newsletter, involvement in travel industry events including both annual Jetair Affair events, the Travel Magazine Gala and the reception for members of the national tourist office association (ANTOR) at BSCA.

3.3.3 Communication

The 2011-2013 Communication Plan was written: “L’alternative qui s’impose” (the obvious alternative).

In terms of internal communication, the department is responsible for producing the internal magazine (“Entre Nous”), which comes out once every 3 months. Every day, they look at the media coverage of BSCA, its partners and issues connected to the airport, with a view to carrying out a press review. When it comes to external communication, there are two main target audiences (apart from airline companies): the press and the general public (travellers or potential travellers). In 2011, the airport organised 10 press conferences to present the development of its airline companies, the new services available at the airport, as well as events put on within the terminal. 46 press releases were sent out. 7 press trips were organised in collaboration with tourist offices and airline companies to promote new destinations or those needing support. Communication targeting the general public uses a number of different channels. First of all there is “Gate” magazine, which the airport gives out to passengers in the terminal free of charge. Its purpose is to promote routes in need of help, and to encourage passengers to want to go there. Another goal is to promote the services available at the airport and become a money maker. In order to promote the lines that need support, 3 promotional campaigns have been designed and published in B2B publications as well as used in the terminal.

3.4

Commercial concessions

Our non-aviation commercial income rose by 11% compared to 2010. We have a range of car parks that are easy to use and accessible, with prices to suit our passengers. The Economy car park, which is a bit further away from the Terminal, was launched over two years ago. This car park is opened occasionally and during very busy times where there are lots of passengers. In 2012, this car park will be redesigned to cater for long-term customers. The “Brussels City Shuttle” bus is set to increase its frequency (every 20 mins.) to the main Brussels-Midi station. To avoid passengers having to queue, a booking service has been launched via the website, and ticket machines are located outside the terminal. A shuttle service between Brussels South Charleroi Airport and the Luxembourg region has been introduced. It has been such a success that the frequency has been increased to 15 shuttle buses a day, so 30 return trips every day, between Charleroi airport and Arlon, Luxembourg centre (3 stops), Thionville and Metz. In order to optimise access via the shuttle buses, a shuttle service will be introduced in 2012 to Lille station and Antwerp. In the public part of the terminal and in the boarding area, the restaurant and bars offer a broad range of dishes and sandwiches to eat before flights. In the summer, a PAUL kiosk was opened in the boarding area, and a Leonidas shop can be found in the arrival area. A petrol station, carwash, 5 car hire companies, a travel agency, a bookshop, a sweetshop, a duty free shop, a florist and a toyshop complete our range of concessions. As part of the services we offer our passengers, we have increased the Internet points (terminals and areas), and we have launched services such as the fast lane and the corporate card. The airport has grown and developed its welcome desk. This service is available for passengers as an information and reception point and to market our products in the BSCA colours. During November 2011, BSCA carried out a survey among its passengers with a view to understanding their expectations in terms of commercial outlets and redesigning the airside area accordingly. There were a number of “mystery shoppers” who visited the HoReCa outlets to establish what was offered to customers and the quantity and quality of the dishes available.

BSCA plans to repeat these kinds of surveys in the future in order to continue to improve the service that we offer our passengers. Revenue from the different concessions represents a total income of â&#x201A;Ź23,909,554.91 for the airport, equivalent to â&#x201A;Ź8.15 per departing passenger. The largest profits are generated by the car parks, the shuttle service to Brussels, HoReCa and the Duty Free shop.

3.5

Human resources

In 2011, the number of employees at BSCA rose by 28 people between 1st January and 31st December 2011.

Staff numbers 2011 460 450 440 430 420 410 400 390 380 370 360

FTE

This represents a total of 406.45 full-time equivalents as of 31st December 2011.

Staff numbers

Staff Staff Staff Staff Staff Staff Staff Staff Staff Staff Staff numbers numbers numbers numbers numbers numbers numbers numbers numbers numbers num

FTE

Jan

Feb

Mar

Apr.

May

Jun

Jul

Aug

Sep

Oct

Nov

Dec

TOTAL

394.92

389.99

391.46

415.06

420.63

429.08

440.44

444.47

446.93

432.93

410.99

406.4

FTE Clerical

236.95

233.99

234.46

238,55

245.19

252.3

243.73

250,13

252,09

246,69

232,25

226,7

FTE Manual 157.97

156

157

176.51

175.44

176.78

196.71

194.34

194.84

186.24

178.74

179.7

TOTAL

389.99

391.46

415.06

420.63

429.08

440.44

444.47

446.93

432.93

410.99

406.4

394.92

The majority of these jobs are based on permanent contracts. BSCA currently has more clerical staff than manual labourers (57% clerical compared to 43% manual).

The male/female division is as follows: 30% women compared to 70% men. BSCA has a youthful population; our average age is 34.

Managing absenteeism remains a daily task. We have introduced a new procedure for workplace accidents, which is proving useful.

3.5.1. Training BSCA attaches particular importance to training. This essentially involves operational training. In 2011, 13,170 hours of training were provided for all staff at BSCA.

3.6

Management of environment measures by the SOWAER

Spurred on by the Walloon Government’s determination as well as by the legal stability acquired in 2005, the Société Wallonne des Aéroports (Walloon Airport Authority, SOWAER) has continued and improved its handling of communication from local residents within the context of managing environmental measures in the areas around Wallonia’s two airports. Lastly, the ongoing monitoring of sound levels, compliance with noise reduction procedures and information for local residents remain the main ongoing actions of the Sowaer.

Management of environmental measures 3.6.1

Acquisition of buildings in zones A’ and B’ of the P.E.B. (Plan d’exposition au bruit, noise exposure plan) and soundproofing in zones A’ to D’ Within the context of an agreement with the Walloon Region, buildings and land in zones A’ and B’ of the Charleroi airport P.E.B. were purchased by IGRETEC on the SOWAER’s behalf. On 31/12/2011, 167 buildings had been bought, and 2,394 buildings had been soundproofed.

The following statistics have been provided by the SOWAER:

PEB zones

A’

B’

C’

D’

Total

Charleroi – completed -

soundproofing

114

606

1,669

2,394

purchases

167 17

Charleroi – underway

3.6.2

soundproofing

144

775

949

purchases

Relocation allowances for tenants of buildings in zones A’ and B’ of Charleroi. On 31st December 2011, 25 relocation allowances had been paid to tenants who had moved from zones A’ and B’.

3.6.3

Compensation for commercial difficulties in zones A’ and B’ of the P.E.B. On 31st December 2011, 6 payments had been paid to people who had been working in zone A’ or B’ and who had moved or stopped this work.

3.7

Board of Directors, Management Committee, Nomination and Remuneration Committee and Strategic Committee

The General Meeting acknowledges the resignation of Enrico MARCHI, a Director, by a letter dated 11/05/2011 and confirmed by the Board of Directors. The General Meeting will be asked to confirm the nomination of Thierry HUBERT, who was elected during the meeting of the Board of Directors on 26/05/11 as a category C Director, for a term ending on 10th December 2014. At its meeting of 27th January 2011, the General Meeting appointed Christophe CLERSY and Jean-Jacques CLOQUET as directors until 10th December 2014, the second of whom has been given the task of the day-to-day management of the company, as well as the role of company representative by the Board of Directors after making its decision on 22nd December 2010. The Walloon government appointed Mr COLLET and Mr LORAND as Government Observers on 19th May 2010. 18

The managing bodies are composed as follows: Management Committee In 2011, the Management Committee is composed as follows: -

Laurent LEVEQUE, Chairman

ValĂŠrie LEBURTON, Vice Chairman

Jean-Jacques CLOQUET, Managing Director

Paolo SIMIONI, Director

Nomination and Remuneration Committee -

Laurent LEVEQUE, Chairman

ValĂŠrie LEBURTON, Vice Chairman

Jean-Jacques CLOQUET, Managing Director

Carlos BOURGEOIS, Director

Paolo SIMIONI, Director

Strategic Committee -

Laurent LEVEQUE, Chairman

Jean-Jacques CLOQUET, Managing Director

Carlos BOURGEOIS, Director

Paolo SIMIONI, Director

Board of Directors -

Laurent LEVEQUE, Chairman

ValĂŠrie LEBURTON, Vice Chairman

Leonardo BELLODI, Director

Carlos BOURGEOIS, Director

Anne Sophie CHARLE, Director

Christophe CLERSY, Director

Jean-Jacques CLOQUET, Director

Marc DENEVE, Director

Antonio DI SANTO, Director

Georges DUTRY, Director

Dominique HAUSMAN, Director

Jean-Marie HOSLET, Director

Thierry HUBERT, Director

Christophe JONLET, Director

Louis-Marie PIRON, Director

Anne PRIGNON, Director

Paolo SIMIONI, Director

Philippe SUINEN, Director

Luc VUYLSTEKE, Director

4/ Observations on the annual accounts

All the amounts mentioned in this paragraph are in THOUSANDS OF EUROS, unless indicated otherwise.

4.1 Profit and Loss

4.1.1.

Sales and Services Sales in 2011 were clearly directly affected by the rise in the number of passengers recorded during the year (+10.5% rise in turnover for +13.6% in terms of passengers). The main sources of this rise are the profits from handling activities (+16.78%), income from commercial concessions (+10.48%) and the income we receive from airline companies, mainly for ticketing, refuelling and excess baggage (+10.81%). The total for sales and services was EUR 87,476 for 2011, compared to EUR 81,387 in 2011, so an increase of 7.5 %.

4.1.2.

Cost of sales and services The entry for “Miscellaneous goods and services” rose to EUR 39,631 compared to EUR 39,349 in 2010. The running costs for BSCA Security were EUR 13,703 compared to EUR 13,745 for 2010. In order to deal with the increase in passenger numbers, additional staff were taken on. This led to an increase in staff costs of 18.7%, rising to EUR 25,465 compared to EUR 21,459 in 2010. Capital allowance was EUR 2,833 for 2011 compared to EUR 2,149 in 2010. This increase can be explained by, among other things, 4 new departure lounges and vehicle capital allowance. The total for the “Cost of sales and services” was EUR 70,843 compared to EUR 66,162 in 2010.

4.1.3.

Financial income

Financial income rose (121.10%) as a result of a slight rise in interest rates and increased investments compared to 2010.

4.1.4.

Pre-tax profit The pre-tax profit was EUR 16,505 compared to a profit of EUR 14,952 in 2010. Taxes on profit were EUR 5,195.

4.1.5.

Profit to be allocated The profit from this period to be allocated was EUR 10,469 compared to a profit of EUR 9,994 in 2010. The Board of Directors therefore recommends that the General Meeting distribute a dividend of EUR 6,815. This is made up of a preferred dividend for Belgian Airport of EUR 1,884 and an ordinary dividend for the other shareholders of EUR 4,931. The profit to be carried forward was EUR 19,336.

4.2 Balance sheets

4.2.1.

Assets

Fixed assets increased, rising from EUR 22,324 in 2010 to EUR 26,178 in 2011. This increase can be explained by the construction of 4 new departure lounges. Accounts receivables went from EUR 11,576 to EUR 10,198, following the increase in our sales and services. Short-term investments and cash assets also rose, increasing from EUR 23,143 in 2010 to EUR 26,689 in 2011.

4.2.2.

Liabilities

Equity rose to EUR 28,655 instead of EUR 24,191 in 2010. Debts more than one year old mainly represent the long-term share in the funding for the oil tank infrastructure. Trade debts rose from EUR 13,744 to EUR 15,194. As far as dividend pay-outs are concerned, the Board of Directors incorporated the position of the majority shareholder. However, it did express its concern regarding the funding by the public authority of necessary investments and asks for more clarification of this issue.

5/ IMPORTANT EVENTS AFTER THE END OF THE YEAR, AND CIRCUMSTANCES THAT MIGHT HAVE A SIGNIFICANT INFLUENCE ON THE COMPANY’S DEVELOPMENT

5.1. Development of aviation activities After a relative drop in activities traditionally seen over the winter, BSCA is preparing for a summer that should once again break all records, with the presence of 19 planes based at the airport (16 Ryanair and 3 Jetairfly) from 01/04/2012.

5.2. Master Plan To support development, BSCA released an invitation to tender with a view to preparing a Master Plan. The purpose of this is to plan out the site’s growth over the next 20 years, starting in 2011. Aertec was selected at the end of the tender process. The first working meetings took place during the first quarter of 2012.

5.3. Economy car park 23

During the second quarter of 2012, repair work on the old south economy car park began. It was due to be finished for the summer. New signage was introduced and a roundabout was built to relieve traffic around the terminal.

5.4. Airplane parking Studies looking at the creation of 14 new airplane parking lots also began. The estimated budget for this project is 14 million, and it will be carried out by the SOWAER in collaboration with BSCA’s technical teams.

5.5. Redesign of the Airside zone 2012 should also see the completion of work on the airside commercial area.

6/ Research and development

N/A.

7/ Indications relating to the existence of a subsidiary

N/A.

8/ Financial instruments 24

BSCA does not use financial instruments.

9/ Description of the main risks and uncertainties

9.1. Risks connected to the appeal against permits On 1st February 2005, the City of Charleroi granted the SOWAER an environmental permit. On 14th February 2005, the planning officer and technical officer granted the single permit for the first investment phase for Charleroi airport. Having exhausted all internal appeal processes, the residents’ association filed appeals to suspend and annul these with the Council of State. The appeals to suspend the permits were rejected by the Council of State on 17th January 2006. The appeals to cancel them were still underway on 31st December 2011.

9.2. Risks connected to residents’ civil appeals A number of residents brought proceedings against BSCA and the Walloon Region in November 2003, to demand compensation for damages for faults allegedly committed by BSCA and the Walloon Region, who they claim, in substance, authorised flights producing sound levels over and above the authorised limits, as well as flights that breached the provisions of the decree of 23rd June 1994 relating to airport opening times. In the ruling of the Charleroi Tribunal de Première Instance on 30th March 2004, movements contrary to article 1b of the decree of 23rd June 1994 were prohibited, with penalties, and a legal assessment was ordered to determine any excess noise for the residents concerned. On 1st February 2005, the Mons Court of Appeal amended the ruling, confirming the legal assessment, and asked the Court of Arbitration for preliminary rulings for the moment when, after 1st April 2004, the decree had been modified to relax a number of disproportionate restrictions related to running the airport. The Court of Arbitration ruled that the decree of 1st April 2004 did not breach the constitution. After the end of the current year (the expert has submitted his draft report to the parties), the case will be heard again and examined on its merits to assess the damages that the residents claim they have suffered. The expert’s report, whose conclusions supported BSCA and the Walloon Region, was submitted to the Charleroi Tribunal de Première Instance de Charleroi on 23rd January 2008.

The case has not seen any developments during 2011.

9.3. Decontamination of the South fuel station In accordance with a Walloon decree, the ground must be cleaned up as soon as activities cease at the South station. A fund of €95,000 has been entered in the accounts for 31/12/2010. The work is due to start during the 2nd quarter of 2012.

9.4. Dependency on one main client RYANAIR is currently BSCA’s main client and generates over 80% of its passengers. This presence could discourage other companies from developing their business in Charleroi. However, it is worth highlighting the growing success of WIZZ Air and Jet Air Fly (3 planes based at Charleroi).

9.5. Risk connected to the existence of a consultancy contract 26

A consultancy contract terminated in December 2009 does pose a problem. The legislation governing public contracts and statutory signature requirements was not respected, which means that this contract is not applicable in terms of its financial implications. Invoices raised by this consultant have been sent to BSCA. These were included in the accounts for 31st December 2010, but they were disputed immediately by BSCA on the basis of this same issue. The consultant started legal proceedings against BSCA to secure payment for the disputed invoices. A claim for damages was also submitted by the SOWAER against BSCA to the Charleroi Commercial Court.

9.6. Conflict of interests for a director During the year, Naitec, a subsidiary of the SAVE group, was awarded the contract for the airplane parking management software, worth €147,500. During the vote to award the contract, the Directors representing Belgian Airport left the meeting. Below is an extract from the minutes of the meeting of the Board of Directors on 23/6/2011, which ratified the decision:

“Parking control” The representatives of Belgian Airport are asked to leave the meeting. The Chairman reminds those present that during the last meeting, the Board of Directors authorised Mr Lambrechts to enter into a negotiated procedure to arrive at a price that matches the budget, namely 150,000 EUROS. This order is driven by urgency. The memo, which was approved by our legal advisors, was addressed to the Directors, with the exception of category C Directors. Mr Lambrechts, acting within the context of the authority granted him by the special power of attorney given by the Board of Directors during its meeting of 27th January 2011, recommended to the Management Committee that it award the contract to N-AITEC for 147,500 Euros. Mr Deneve points out that, as SAVE does each time it is involved in a BSCA contract, it will express reservations about the awarding of the contract. The Directors unanimously agree that the contract should be awarded to N-AITEC. Messrs. Simioni, Bourgeois, Jonlet and Hubert rejoin the meeting.”