Report and Accounts 1
2013
OUR VALUES PROFITABILITY RELIABILITY DYNAMISM FLEXIBILITY / INTELLIGENCE
Report and Accounts 2013
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TPF Planege - Report and Accounts 2013 INDEX
TABLE OF CONTENTS GOVERNING ORGANS ................................................................ 5 ORGANISATION CHART
........................................................... 7
REPORT OF THE BOARD OF DIRECTORS 1. Introduction ................................................................................. 9 2.Analysis of accounts ................................................................... 11 3.Work Carried out in 2013 ............................................................ 16 4. Outlook for 2014 ........................................................................ 41 5.Proposal for distribution of results ............................................. 42 6.Compulsory legal provisions ...................................................... 43 7.Final considerations ................................................................... 43
FINANCIAL STATEMENTS 31 December 2013 Balance Sheet .............................................................................. 46 Statement of results by type .......................................................... 47 Statement of changes in equity .................................................... 48 Cash flow statement ..................................................................... 49 Appendix to financial statements .................................................. 50
STATUTORY AUDIT CERTIFICATION Statutory audit Certification ........................................................... 80
3
GOVERNING ORGANS
Report and Accounts 2013
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TPF Planege - Report and Accounts 2013 GOVERNING ORGANS
Board of Directors Jorge Maurice Banet Nandin de Carvalho, CEO Thomas Francois Herve Spitaels, Voting Member Fernando Jose Mena Gravito, Voting Member Vitor Manuel Teixeira da Fonseca, Voting Member Antonio Manuel Sobral Rodrigues, Voting Member
General Meeting Board Thomas Francois Herve Spitaels, CEO Pedro Castro e Silva Palma and Santos, Officer
Statutory Auditor Gomes Marques, Carlos Alexandre & Associated - SROC, represented by: - Carlos Jose Castro Alexandre, ROC no. 692 - Vicente pear tree Gomes Marques, ROC n.ยบ 669, Acting
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ORGANISATION CHART
Report and Accounts 2013
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TPF Planege - Report and Accounts 2013 ORGANISATION CHART
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REPORT OF THE BOARD OF DIRECTORS In compliance with the legal and statutory provisions, the Board of Directors hereby submits the Management Report, the Financial Statements and the Proposed Application of Results for the financial year ended 31 December 2013 for the consideration of the Shareholders.
Report and Accounts 2013
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
1.
INTRODUCTION
TPF Planege has been substantially different, for the better, in 2013, compared to 2012. In fact this year the activity and scope of services has increased significantly with the merger of two companies, ProSistemas and ProVia, under one brand, TPF Planege. The merging of these companies, ProSistemas from January 1, 2013, and ProVia with effect from 1 March 2013, contributed decisively to the development of our Hydraulics and Environment and of Communication and Transport sectors respectively. Engineering potential within TPF Planege has grown significantly, and from a 15-85 per cent division between the two main areas of business in 2005 Research and Projects and Management and Works Supervision - we increased to 40-60 in 2013, a figure very close to the 50-50 split planned by Management a long time ago. The increase brought about by these mergers surpassed expectations, since turnover in 2013 was higher than that of both individual companies put together. In fact, from a total revenue of about 14 million Euros in 2012, we reached 18.3 million Euros this year, while if we had simply added together the revenues of the merged companies and. deducting the reciprocal relationships, we would not have obtained more than 16.5 million. It is a clear example that the whole is worth more than its components, and that the union is strength. Actually, in 2013, the company's activity was conducted simply and fluidly, as if the companies involved were waiting to merge. From the point of view of the organisation, the necessary steps have been taken in order to not be overburdened with indirect costs, and at a global management level, an intermediate strategic decision making body bringing together the various service provisions has been created, which has enabled a single and uniform image and company response. In terms of export, while Angola continues to be our main market, we have seen our subsidiaries in Mozambique, Algeria and, although to a lesser extent, Romania merge and evolve, alongside the continuity of services in other countries such as Poland and Cape Verde.
9
"In fact, from a total revenue of approximately 14 million Euros in 2012, we achieved 18.3 million Euros this year ... "
In the internal market the lack of demand and the excess supply has caused deregulation in the sector, with a reduction in prices of which there is no memory. Even so, we have retained and won customers, maintaining a position that qualifies us as an active company in the Portuguese market, with a considerable level of export - 95% - a figure which fortunately remained at the same level in 2013 as in 2012. As part of a very active multinational group, with approximately 3000 employees operating in about 22 countries, TPF Planege knows how to position itself within the group, as one of the most dynamic companies, which, although head quartered in a small country, produces, together with Belgian, French, Spanish and Brazilian companies, about 3/4 of the group's production and 4/5 of its profitability. Through its shareholdings in TPF Angola and TPF Mozambique, and also very close and especially dedicated cooperation with TPF Algeria, TPF Planege has also grown in consolidated terms, being the a group of companies with the highest performance levels from a productivity and profitability point of view.
" ... (TPF Planege) is one of the companies that has the highest performance levels from a productivity and profitability point of view."
The TPF Planege requires its employees to have a high level of efficiency, knowledge, maturity and responsibility, not forgetting to reward and congratulate their achievements and commitment to customers and partners and demanding professionals, in order to increasingly improve their quality of service. We would like to thank all our employees for responding to this challenge of healthy coexistence, integration, solidarity and responsibility, and we want to highlight everyone's abilities, whether from Planege, TPF-EC/Partex, P&V, ProSistemas or ProVia, in coming together in this great family of which we are all proud to be part, that became TPF Planege from 2013. In mid 2013, the company decided to promote a meeting of their boards and the boards of the various companies in which it participates in order to discuss the company's Strategic Plan to 2018, which was completed in October 2013. The company's mission, values and objectives were objectively reflected in the STRATEGIC PLAN 2014-2018, which projects the consolidated growth of TPF PLANEGE of on average of 10% per year and 66.66% in 5 years.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
2. ANALYSIS OF ACCOUNTS 2.1. IN GENERAL The 2013 TPF Planege accounts are very good and show very interesting ratios. From the outset it should be noted that this year the company has reached a historic maximum, both in terms of revenue and turnover respectively, at 18.3 and 17.5 million Euros respectively, representing growth rates of around 30% compared to in 2012. It should be noted that the previous maximum historic turnover of approximately 16.0 million Euros, was in 2006, but in different circumstances, when about 5.0 million Euros were earned in a turnkey project to "revamp" part of a petrochemical plant, work that, unlike the remaining turnover for that year and the 17.5 million Euros this year, was not exclusively consultancy fees. The company results also increased by more than 15 %, in spite of the extra costs associated with the two mergers that took place in this period, in particular, the cost - about 1.0 million Euros - of the effort of completion of work invoiced in 2012 for one of the merged companies. Looking at the graph representing the evolution of the revenue, for the big drop in 2010, to the upturns in 2012 and 2013, we were very pleased with the strategy followed based both on export and on the range of services offered, and, at the same time, somewhat apprehensive with the consolidation of this growth, the pace of which is very difficult to maintain without the expansion to new markets and the offer of more services. Also, apprehensive with a national market that is very "short" for the potential of supply that exists, that is consumed by illusory price wars that cause a continuous lack of quality of service, giving a very unprofessional impression of the sector. It should be noted, however, that in 2013 we have increased revenue for the national market by more than 50 %, although still with a marginal weight of volume of business and negative in results.
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" ... The company reached its historical maximum, both in terms of revenue and invoicing, with 18.3 and 17.5 million Euros respectively. .."
2.2. ECONOMIC AND FINANCIAL CHARACTERISATION In the comparative table of economic-financial characterisation between 2009 and 2013, it was concluded that, in fact, 2013 was a good year, maintaining all the indexes at good levels, in some cases slightly worse than 2012, while others were slightly better.
"It should be noted that profitability of equity has once again risen above 25 %.�
The EBITDA of the total income was a very slight decline from 12% to 11 %, and the net debt, as measured by the difference between the financing obtained and cash and bank deposits, on the EBITDA, continues to fall. "It should be noted that profitability of equity has once again risen above 25 %."
Evolution of Profit (In millions of Euros) |
Report and Accounts 2013
figure 1
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
Economic and Financial Characterization | figure 2
Indicators
2009
2010
2011
2012
2013
33%
23%
19%
23%
25%
172%
152%
272%
188%
180%
Solvency
49%
30%
24%
30%
33%
Return on Equity
25%
10%
17%
27%
26%
GVA / Total Income
57%
53%
56%
39%
42%
-0,8%
-1,2%
-2,1%
1,5%
0,3%
Net debt / EBITDA
1,6
5,2
-5,0
-5,2
-3,5
EBITDA / Total Income
9%
5%
11%
12%
11%
Financial Autonomy General Liquidity
Financial Results / Total Revenue
2.3. PRODUCTIVITY AND EMPLOYMENT The number of employees significantly increased in 2013 as a result of the merger, although it has not yet reached the same employment level as before the economic crisis. The average monthly number of employees in 2013 was 117, as shown in the attached graph. The turnover ratio per employee dropped by around 5 %, but we consider this reduction to be yet another exceptional value in 2012 than a loss in 2013. Internal productivity, that is, the turnover deducted from the total of subcontracted work, increased from around 104,000 Euros to 107,000 Euros, an increase of 3 %, which is, in itself, a very good indicator. These ratios are only possible thanks to our export capacity, because otherwise the yield would be at least 40% lower.
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" ... (internal productivity) increased from around 104,000 Euros to 107,000 Euros, an increase of 3 %, which is, in itself, a very good indicator."
Evolution of Employment (Average number of employees at 30 June each year) |
Development of Productivity (In Euros per worker) |
Report and Accounts 2013
figure 4
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figure 3
TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
2.4.EXPORT "The level of export remained practically the same as in 2012, i.e. approximately 95% of the services produced went to foreign customers." Unfortunately, we are currently not able to export to any other market in addition to the ones we already exported to in 2013, that is, Angola, Algeria, Mozambique, Poland, Romania, Cape Verde and Brazil, the first three being responsible for 80% of our exports. However, between these three markets, export in 2013 was better distributed. We have made several proposals to our group partners for other countries in we are not present and we managed to be pre-qualified in several cases; however we have not had any winning proposals. However, this interim setback does not de-motivate us, first considering the learning time to achieve the goal set out in the Strategic Plan for 2018: to have two more international markets stabilised and with permanent representation in that year.
Development of Export (% of turnover)
| figure 5
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"The level of export remained practically the same as in 2012, i.e. approximately 95% of the services produced went to foreign customers."
3. WORK CARRIED OUT IN 2013 All the work described below, except that located in Portugal, was carried out in partnership with the companies in the respective countries to a greater or lesser degree, but always using local resources and whenever possible in a consortium. Work in the area of buildings and construction in which approximately 90% of the architecture or engineering work was performed by TPF Planege or by a group company in that country. On the level of infrastructure we carry out work in Hydraulics and Communication within the same division. The Environment sector of the company has been particularly active in the Wind Energy and Highways Concessionaries Industries, and won the important Zambezi Valley Planning project, an immense area, one and a half times larger than Portugal that will take place in 2014. Our thanks to all those who have worked on these projects, especially our employees and TPF AlgĂŠrie, TPF Angola, TPF Mozambique, TPF Planege Romania and WPPT z.o.o. in Poland.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
PORTUGAL With an increasingly more scarce supply, the domestic market in 2013 comprised the continuation of work already in progress and amongst which the following are highlighted.
WORKS AT THE MOUTH OF FUNCHAL'S RIVERS In 2013, TPF Planege was involved in Technical Assistance to Projects to stabilise and control the flooding of the main rivers in Funchal, with the inauguration of solid material control dams in the Jo達o Gomes and Santa Luzia rivers, and consultancy of the supervision of the Project FOZ works, involving intervention downstream from the S達o Jo達o, Santa Luzia and Jo達o Gomes Rivers. The consultancy work, lasting 24 months which extended into 2014, aims to restore the riverside area of Funchal deeply affected by the event of February 20, 2010, and integrates a wide range of works for the correction and regularisation of the course of the three rivers that pass through the city, with a view to improving their hydraulic operation.
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CERRO DA MINA DAM - SOMINCOR The work will include the construction of a dam, called the Reservoir of Cerro Mina, formed by riprap landfill of maximum 28.2 m height above 3
foundation, a crest of 629 m and a volume of 407,700 m , to be built with excavated materials, as well as the respective flood spillway and drain. Located in the Cerro do Lobo Waste Landfill area, 4 km from the SOMNICOR industrial installations, these jobs are intended for the storage of residual water from industrial processing, with a storage volume of 3
1,200,000 m . In parallel the construction of a Sludge Retention Basin (Emergency Reservoir) obtained at the expense of carrying out an excavation of a 3
maximum height of 4 m and a volume of 1,615 m , of a 775 m long rainwater diversion channel and a 160 m long and 7 m high landfill to partition with the Mont Blanc Reservoir. The budget for the work is 10 million Euros and was started in mid 2012 and will be completed in mid2014. We are responsible for Management and Works Supervision.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
ENVIRONMENTAL MONITORING DEVELOPMENT AT FOZ TUA
HYDROELECTRIC
During 2013, TPF Planege continued to back environmental monitoring of this Hydroelectric Development, under the responsibility of EDP-Gestão da Produção de Energia, S.A., whose area of study involves five municipalities (Mirandela, Murça, Vila Flor, Alijó and Carrazeda de Ansiães). The work includes the implementation and execution of the following Monitoring Programmes: Hydromineral Systems at Caldas de Carlão and São Lourenço, Noise, Land Use and Planning in the context of the National Program of High Potential Hydroelectric Dams, including the analysis of the results of several Biodiversity, Heritage and Sediment Transport, Climate, Air Quality and Socioeconomics studies. This project, which is scheduled to commence at the end of 2015, involves an investment of 305 million Euros.
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ENVIRONMENTAL IMPACT STUDY AND MONITORING OF WIND FARMS During 2013, TPF Planege continued to back environmental monitoring of several Wind Farms for various customers, (including bats, birds and flora), including Over Equipment and Power Backups, for various Customers. In this context, we have drawn up the Environmental Compliance Reports for Execution Projects (RECAPE) at the Vila Cova Wind Farm and the OverEquipment at the Arada/Montemuro Wind Parks (1st Phase) and S達o Pedro. These studies included the preparation of an Environmental Work Monitoring Plan, a Waste Management Plan, a Recovery Plan for the Areas of Intervention and Monitoring Plans. In view of the complexity of the relevant studies and the required level of knowledge, the work has been carried out by a multidisciplinary team of experts, whose expertise covers flora, birds, bats, the Iberian wolf, heritage and noise.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
ANGOLA In 2013 there has been a growing diversification and a significant increase in the customer portfolio. TPF Planege acted, in partnership with its Angolan subsidiary, very professionally and in a way that was appreciated by their customers, contributing significantly, to the works where it was and is involved, for the improvement of the quality of the work performed by the contractors responsible for the different works. Examples of this are the construction work on the new water supply network in the city Uige, the work of rehabilitation of the Saurimo/Luena National Road - Section: Dala / Luena, an extension of 106 km, in the province of Moxico, the construction of 5,000 new dwellings in the district of Kilamba Kiaxi in the city of Luanda. In addition to the Management and Works Supervision division, TPF Planege materially increased its activity in the project area, in partnership with TPF Angola diversifying their customers and their market sectors, as shown in the following projects.
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UNIVERSITY CAMPUS OF THE HIGHER INSTITUTE FOR SOCIAL COMMUNICATION SCIENCES - LUANDA In 2013 TPF Planege commenced the project at the University Campus of the Higher Institute for Social Communication Sciences in Luanda, for the Ministry of Social Communication, through the Ministry of Study, Planning and Statistics. 2
The project, which covers an area of approximately 76,000 m , involves the Architecture and the various Engineering specialities required for the definition of scaled solutions to accommodate about 1,000 students. The University Campus distinguishes itself by the integration of various functional sectors - Faculty, Housing, Sport and open air Sports - organised and grouped by modular logic that allow the project to appropriate adaptability to different morphological constraints of the relief, maintaining fundamental programmatic relations. This investment of more than 40 million Euros has a gross construction area of 10,700 m
2
and 54,600 m
2
of surrounding areas with different
interventions in terms of landscape and accessibility.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
DUNDO UNIVERSITY CAMPUS HEALTH INSTITUTE This project reflects the involvement of the Government in improving the quality of education at all levels of the education system. This is a university campus in a prime location adjacent to the new centrality of Dundo, which will accommodate 700 students, and occupy an 2
area of 46,000 m , where the different functional teaching areas, complementary services (auditorium, library, cafeteria), accommodation, administrative and management services, sports grounds and recreational areas are located. The preparation of the "Master plan" and the resulting architecture and engineering of the various specialities have proven the technical potential of the Team with the development of pleasant solutions of particular relevance that will become emblematic and recognised by the Customer.
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SPORTS HALL AS CENTRE STAGE OF DUNDO Having signed the contract with the Provincial Government of Lunda Norte, the "Master plan" and Architecture and Engineering projects of the various infrastructure and buildings specialities that constitute the project were commenced in 2013. 2
Housed in a vast area of 195,000 m and with a gross floor area of 11,400 2
m , this study provides the design of various sports equipment, an office building,
residential
buildings,
a
physical
recovery
centre,
road
infrastructure, water supply and sewerage networks, electricity and 2
telecommunications, including approximately 109,700 m of green space. The Sports Hall aims to provide the region with a complex that brings together excellent features for the preparation and development of activities and sporting events, with the aim of promoting the practice of sports and cultural activities in the province, seeking to raise awareness not only with young people, but also amongst the general population of the benefits that arise from the practice of these activities.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
URBAN AND INFRASTRUCTURE PLANS OF KILAMBA KIAXI AND CACUACO The Angolan Ministry of Urban Development and Housing, through the National Directorate of Urban Infrastructure, hired teams from TPF Planege, in partnership with its Angolan subsidiary, for the complex and challenging mission to develop the Urban and Infrastructure plans of two areas of 236 ha each, within the scope of the process of urban redevelopment in Kilamba Kiaxi and Cacuaco. These projects cover an extensive area characterised by the disordered settlement of the populations, named "musseque", with no sanitation infrastructure, mains water or power, and for which our teams will have the mission of developing a new urban fabric, including the definition of urban infrastructure to be installed: networks for water and sewerage, electricity and telecommunications, roads and green spaces. The work will be carried out in stages, since the Preliminary Study, from the Infrastructure and Technical Assistance to the Execution Projects during the construction phase.
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RURAL INDUSTRIALIZATION CLUSTERING IN ANGOLA
AND
AGRO-INDUSTRIAL
In 2013, as part of the scope of the Strategy for the Re industrialisation of Angola, the Ministry of Industry of the Republic of Angola, commenced studies concerning the implementation of a Cluster in the agro-industrial sector in Caxito, capital of the province of Bengo. As well as being an administrative centre, Caxito is an important agricultural centre, with an irrigated perimeter occupying an important low alluvium on the right bank of the River Dande (covering an area greater than 2500 hectares), providing it with the right conditions to serve as a model for the Clustering Programme. Agriculture is a strategic sector in Angola, as it possesses favourable conditions for the installation of vocational companies for agricultural production and for the processing of agricultural products. At the same time, the works also include the Definition of Policies and Models for the industrialisation of Rural Angola and the design of the execution project for the implementation of Agro-Industrial Technology Transfer in Caxito, that will contribute to making the capital of the Province of Bengo an important facilitating and aggregating centre for of farming and agro-industrial activity in the Dande Valley.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
REHABILITATION OF THE SAURIMO/ LUENA ROAD - DALA/ LUENA SECTION Within the scope of the National Reconstruction Programme currently in progress, the news agency INEA - Institute of Roads of Angola has hired coordination, supervision and monitoring of works services for the rehabilitation of the Dala / Luena stretch of National Highway 180, which connects the capital of the province of Moxico (Luena) to the capital of the province of Lunda-Sul (Saurimo), a total of about 106 miles. The works include the widening of the road to two lanes, two and half meters wide, the installation of a horizontal and vertical signalling system, and the reinforcement of the storm drainage system. Each lane will have hard shoulders one and a half metres wide. The project scope also includes the reconstruction of five works of art. The re-building of National Highway 180 will be fundamental for an increase in the socio-economic development of the region, promoting trade between the capitals of the provinces of Moxico and Lunda-Sul.
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ALGERIA 2013 saw the awarding of two new projects, the execution project for the new Boughezoui / Djelfa railway line, 140 km long, to COSIDER, and the Hotel Amraoua renovation project in Tizi-Ouzou for the Algerian company Entreprise de Gestion Touristique du Centre. Also in the rail category, TPF Planege, in partnership with its Algerian subsidiary, assured the continuity of the supervision and monitoring of the renovation of the Annaba/ Ramdane Djamel line, in particular in the construction of tunnels, as well as the renovations of the mining railway line superstructure in Etaref, Guelma, Souk Ahras and Tebessa. This contract provides the modernisation of several railway lines, over approximately 300 km, the construction of which dates from the beginning of the last century, with a view to updating the infrastructure to the current operating requirements. In 2013 the of the Chertioua dam was completed with the consequent planning of the ANBT Portugal technicians' visit to supervise the tests on the reduced hydraulic model. In 2014, the Portuguese and Algerian teams will continue to provide their full support to two other projects that are still in progress: the Relizane /Tiaret/Tissemsilt and Oued Tlelat/Tlemcen railway lines.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
HOTEL AMRAOUA IN TIZI-OUZOU This contract signed in 2013 with the Algerian company Entreprise de Gestion Touristique du Center deals with the implementation of the project for the renovation of Hotel Amraoua in Tizi-Ouzou in Algeria. The work includes the architectural remodelling of faรงades and interiors, preparation of projects for the rehabilitation of the building structure, technical networks and lifts, including the replacement of materials and new furniture. The 4-star hotel has 150 rooms, including 4 suites, a restaurant, bar and boutique as well as all the necessary infrastructure for the provision of services to customers. This interesting project, integrated in the Recovery Plan of the Network of Hotels, gives continuity to the diversification of the services that TPF Planege already provides today in the Algerian market.
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BOUGHEZOUL-DJELFA RAILWAY PROJECT This is a new contract for the execution project for the Algerian company COSIDER-Travaux Publiques, to which ANESRIF entrusted the construction of new railway line Boughezoul-Djelfa. This section of railway line will be 140 km long, as a single track, suitable for maximum speeds of 220 km/h. TPF Planege is responsible for technical fieldwork in the 7 lots (geotechnical campaigns and topographical reconnaissance) and for managing the execution projects for all road re-connections, retaining walls, special hydraulic channels, existing underground infrastructure protection structures and wildlife crossings. This important contract, valued at 1.4 million Euros, and an integral part of the Plan for the Development of the Algerian Railway Network, allows the diversification of the type of services that the company offers the People's Democratic Republic of Algeria, following the strategy of expanding the area of Studies and Projects.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
DOUBLING OF THE ANNABA-RAMDANE DJAMEL RAIL TRACK During 2013, TPF Planege continued its mission to supervise the construction work of a double track and the modernisation of the AnnabaRamdane Djamel line, as part of the Circular Railway Annaba-Alger -Oran Modernisation Project. In addition to the construction of the 96-mile stretch of the new line, the works include two viaducts of 120 m and 700 m, two new stations, various sections, 30 works of art and the construction of two tunnels, along this stretch. During the last few months, the construction works have focused on the implementation of the tunnels, the works of which are an important part of the project because of their complexity. This important contract, promoted by the Ministry of Transport through ANESRIF (Agence Nationale d'Etudes et de Suivi de la de RĂŠalisation des Investissements Ferroviaires), has the reduction of travel time and the improvement of operating conditions and railway safety as its main objective.
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RENOVATION OF THE MINING LINE Among the works in progress during 2013, the Modernization of Eastern Mining Line should be highlighted, the work on which includes the analysis, review and approval of the project, and the management, control and supervision of the work to replace the track, a total of 305 km of railway. Dedicated to mining traffic, the renovation work on this single track railway include the alteration of the railway superstructure (rails, crossings, ballast, signals, electrification), with the aim of providing the improvement of traffic and mineral transport conditions for the iron mines in Boukhadra and Ouenza and the phosphate miles from Djebel as far as the port of Annaba. This is yet a major project that illustrates the confidence that ANESRIF and the Ministry of Transport have in our teams.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
CAPE VERDE Continuing its growth in Africa, TPF Planege had a significant presence in Cape Verde in 2013, in two projects for water supply and sanitation, funded by the North American programme Millennium Challenge Corporation as well as in six agricultural water scheme projects for the Government of Cape Verde, with the endorsement of the Portuguese State, that are projects that extend to 2014.
MULTI-MUNICIPAL WATER SUPPLY SYSTEMS The definition of multi-municipal systems within the scope of the reform of the water services, sanitation and hygiene sector, expects the integration of current water and sanitation services of the nine municipalities of the Island of Santiago in an inter-municipal management company with financial and economical sustainability, with the improvement of the quality of service as well as ensuring access to the population with appropriate quality standards as the ultimate objective. In addition to the managing entity for the multi-municipal systems, priority works to satisfy immediate needs in terms of water and sanitation were listed and are expected to continue to a second phase with the Master Plan for Water and Sanitation in order to meet the needs of the municipalities for the next 25 years.
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AGRICULTURAL WATER SCHEMES In addition, six projects within the scope of Agricultural Water Schemes are on-going, for the Cape Verdean Ministry of Rural Development, for the design of infrastructure for perimeter irrigation on the islands of Santiago, Santo Ant達o and S達o Nicolau (Salineiro, Saquinho, Faveta, Figueira Gorda, Canto Cagarra, Banca Furada) that will be fed by dams, which are under construction. The projects also incorporate the training of future beneficiaries in the areas of production and agricultural economy, the use of soil and of water and systems and irrigation technologies. These plants will be an important milestone in the development of Cape Verdean agriculture, for its contribution to the well being of the people and for the strengthening of the agricultural product market.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
MOZAMBIQUE 2013 was marked by the continued Supervision of the Chimoio Espungabera Road and by the kick off of the Renovation Project of the City of Beira's Storm Drainage System. Even in the field of road infrastructure we also signed an important contract for the preparation of Execution Projects for several roads in the provinces of ZambĂŠzia, Niassa and Tete. At the end of 2013 a consortium comprising other companies in the TPF Group and led by TPF Planege, a prestigious contract relating to sectorial plans and the planning of the Tete Province and part of the Zambezis Valley, including the Strategic Environmental Assessment and the Digital Support Model for the plans, whose client is the Development Agency of the Zambezi Valley. Throughout the year there have been several expressions of interest in different sectors and areas of activity, which are expected to bear fruit in 2014.
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REHABILITATION OF THE STORM-WATERS DRAINAGE SYSTEM IN THE CITY OF BEIRA This important contract encompasses the feasibility study, the project detail and the supervision of the works relating to the renovation of the storm drainage system in the city of Beira, financed by the World Bank and protected by AIAS - Administration of Infrastructure for Water Supply and Sanitation. During 2013 the Review of the Feasibility Study of the Works for the Renovation of the Storm Drainage System for the City of Beira was commenced, as well as the Environmental and Social Impact Study, also the relocation process, which also included actions of investigation and disclosure and of communication with those inhabitants involved. With a total planned duration of 62 months, the work will be carried out in two phases:
the first, started in 2013, which will continue in 2014,
comprises the feasibility study and engineering projects, and the second corresponds to the supervision of works, which will be carried out in sequence.
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36
TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
REHABILITATION OF ROADS IN THE PROVINCES OF ZAMBEZIA, NIASSA AND TETE This contract, as part of the scope of the design-construction awarded to MonteAdriano by the National Roads Administration-ANE, includes the implementation of road projects for approximately 150 km of roads. Involving the design and rehabilitation of two roads in the provinces of Zambezia and Niassa, 58 km long, and the other two in the Tete province, 90 km long, the Project includes, in addition to the general study of the stretch of road, the project for the drainage, signalling and safety and technical assistance for the construction work. In 2013, the general reconnaissance of the roads to be rehabilitated took place,
the
topographical
surveys
started
and
implementation of the first sections were developed.
37
projects
for
the
REHABILITATION OF NATIONAL HIGHWAY 260 BETWEEN CHIMOIO AND ESPUNGABERA 2013 was marked by the continuation of the supervision of the work on the rehabilitation of the N260, an extension of 230 km, which began in 2011, connecting Chimoio to Espungabera in Manica province, near the border with Zimbabwe. In addition to the extension of the platform to a width of 9.4 m and its surfacing, all works are included regarding excavation, landfill, construction and renovation of bridges, ad hoc corrections on layout, drainage works, as well as the installation and implementation of vertical and horizontal signals. This project, under the responsibility of the National Administration of Roads-ANE, and budgeted at 129 million Euros, will contribute decisively to promote the development of agriculture in the surrounding regions and promote the development of tourism and socio-economics in the region.
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38
TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
POLAND In Poland our work continues to support the Group's local company through curricular sustainability. In fact, most of the work is carried out by local teams and by TPF z.o.o. , whose collaboration is very much appreciated. The works that follow stand out in particular:
MODERNISATION OF ROAD ACCESS TO THE PORT OF SZCZECIN The scope of the work includes the supervision of the street reconstruction work in Szczecin from the junction of Jasna Street to the junction of Pomorska Street and its reconstruction. This work is divided into two phases, phase II and phase III. Phase II involves, among others: the reconstruction of 1.1 km of Struga Street, the construction of two viaducts on Struga Street, bicycle tracks, reconstruction of underground infrastructure, including the renovation of the electricity network and the installation of lighting. Phase III involves, among others: the reconstruction of 1.5 km of Struga Street, the construction of a large roundabout at the junction of Struga Street, Pomorska Street and Zwierzyniecka Street and the construction of an overpass over the roundabout.
39
ROMANIA Our subsidiary TPF PLANEGE BUCHAREST has developed several works in conjunction with TPF Romania this year. Although, similar to in Poland, the bulk of the work performed by the TPF Group in Romania, TPF Planege, given its technical and academic capabilities, have added considerable value and potential to the local company. In addition to supervising the expansion of the sewerage network in Sinaia, TPF Planege also highlights the collaboration in restoration work on various avenues in Bucharest.
REHABILITATION OF ROADS IN BUCHAREST In 2013 the general rehabilitation of over 41 avenues in Bucharest continued on from the first contract, awarded in 2011, for the rehabilitation of 11 other avenues. The works comprise the complete rehabilitation of roads and urban infrastructures, namely storm-waters drainage, networks of water supply and sanitation, sidewalks, parking areas and bus stops and roads signs.
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
4. OUTLOOK FOR 2014 Prospects for 2014 are good, because on January 1 2014 we were guaranteed approximately 36 million Euros of work for our portfolio, of which we anticipate carrying out around 50 % in 2014. With small increases in work that always happen during the year itself we can expect an increase in turnover in 2014, within the area forecast in the Strategic Plan (10 %), but below the growth rates of the last two years. And just as well! We want the pace of growth to be sustainable so that the "back office" has the capacity to ensure this growth, and not create excessive financing costs. We anticipate reasonable growth in our markets of Algeria and Mozambique this year. We anticipate submitting proposals for other markets being researched and with projects prepared, whether in Latin America or in Africa and Asia. We are also aware of the possibility of acquiring aspects of knowledge in which we can be less competitive, within the boundaries already drawn and that until now provided good results. In the Portuguese market we expect that some works announced within the area of infrastructure will contribute to the increase in level of service in Portugal and thus maintain a minimum portfolio. We also hope that with the support of our Brazilian counterparts, we can build a better commercial network in Brazil in 2015, and with the support of TPF Utilities, that we will have the opportunity to expand activity, although independently, for the Facilities Management business, with a view that, with the ageing of the park built and with the new cost optimising technologies for operations and maintenance, this sector can develop.
41
"...on January 1 2014 we were guaranteed approximately 36 million Euros of work in our portfolio, of which we anticipate around 50 % in 2014."
5. PROPOSAL FOR DISTRIBUTION OF RESULTS The net results were 1,349,955.25 Euros. A distribution to shareholders of 2/3 of the results is proposed, thereby increasing the capital of the company at around 450,000 Euros: a) To be distributed to the shareholders: 900.900,00 € b) Legal Reserve: 67.497,76 € c) Retained earnings: 381.557,49 €
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TPF Planege - Report and Accounts 2013 REPORT OF THE BOARD OF DIRECTORS
6. COMPULSORY LEGAL PROVISIONS
In compliance with the legal provisions required, please note that on 31 December 2013, there were no debts of State tax or Social Security contributions.
7. FINAL CONSIDERATIONS
The Board of Directors wishes to thank the effort and dedication of all employees of the Company, the loyalty of its Customers and Suppliers, and the support from official bodies and banks, as well as the Board of the Shareholders General Meeting and the Auditor.
Lisbon, 05 March 2014
43
The Board of Directors
Jorge Maurice Banet Nandin de Carvalho, CEO
Thomas Francois Herve Spitaels, Voting Member
Fernando Jose Mena Gravito, Voting Member
Vitor Manuel Teixeira da Fonseca, Voting Member
Antonio Manuel Sobral Rodrigues, Voting Member
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TPF Planege - Report and Accounts 2013 FINANCIAL STATEMENTS TO DECEMBER 31, 2013 - Amounts expressed in Euros -
FINANCIAL STATEMENTS 2013
45
Balance Sheet Headings
Notes
31/12/2013 (1)
31/12/2012 (2)
Variation % (1)-(2)
ASSETS: Non current assets: Fixed tangible assets Goodwill Intangible assets Financial contributions - equity method Financial contributions - other method Other assets deferred tax assets
7 8 9 10 11 10 12
168.719,64 242.811,84 75.492,00 273.123,40 32.221,93 279.632,00 41.401,64
155.814,97 134.560,84 15.269,24 328.591,49 27.497,93 1.292.276,59 37.770,77
8,28% 80,45% 394,41% -16,88% 17,18% -78,36% 9,61%
1.113.402,45
1.991.781,83
-44,10%
8.300.928,68 104.340,67 2.544.076,58 285.343,24 3.327,66 8.191.319,87
5.105.756,93 268.997,24 1.132.536,02 289.851,93 10.227.839,04
62,58% -61,21% 124,64% -1,56% -19,91%
19.429.336,70
17.024.981,16
14,12%
20.542.739,15
19.016.762,99
8,02%
1.524.600,00 233.868,27 2.280,47 1.956.871,07 46.018,58 (443,16)
1.524.600,00 175.425,46 2.280,47 1.539.972,83 8.862,03 (1.136,58)
33,31% 27,07% 419,28% -61,01%
Net profit
1.349.955,25
1.168.856,27
15,49%
Total equity
5.113.150,48
4.418.860,48
15,71%
315 013,36 315.013,36 527 387,62 527.387,62 3 910 570,51 3.910.570,51
862 438,58 862.438,58 4.679.650,83-
-63,47% -88,73% -
4 752 971,49 4.752.971,49
862 438,58 5.542.089,41
451,11% -14,24%
1 1.373.979,11 373 979,11 216 216.139,95 139,95 598 598.616,04 616,04 1.696.325,41 1 696 325,41 1.597.274,28 1 597 274,28 5.194.282,39 5 194 282,39
1.189.223,47 1 189 223,47 485.479,24 485 479,24 610.649,57 610 649,57 2.999.096,62 7 678 747,45 1.025.743,84 1 025 743,84 2.745.620,36 2 745 620,36
15,54% -55,48% -1,97% -43,44% -77,91% 55,72% 89,18%
10.676.617,18 10 676 617,18 15.429.588,67 15 429 588,67 20.542.739,15 20 542 739,15
9.055.813,10 13 735 463,93 14.597.902,51 14 597 902,51 19.016.762,99 19 016 762,99
17,90% -22,27% 5,70% 8,02%
current asset: Customers State and other public bodies Other accounts receivable Deferments Other assets Cash and bank
13 14 15 16 36 17
Total assets EQUITY: Capital Stock Legal reserves Other reserves Retained earnings Adjustements to assets Other variations in equity
18 19 20 21 22 23
LIABILITIES: Non current liabilities: Loans Advances to customers Deferments
24 25 16
Current liabilities: Suppliers State and other public bodies Loans Advances to Customers other accounts payable Deferments
26 14 24 25 25 16
Total Liabilities Total Equity and Liabilities
THE ACCOUNTS TECHNICIAN
Report and Accounts 2013
THE BOARD OF DIRECTORS
46
TPF Planege - Report and Accounts 2013 FINANCIAL STATEMENTS TO DECEMBER 31, 2013 - Amounts expressed in Euros -
STATEMENT OF RESULTS BY TYPE
Income and Expenditure
Notes
Sales and services provided Profits/Loss by subsidiaries, associates and associated companies Subcontracts External supplies and services Personnel expenses Imparity of receivables (losses/reversals) Increases/reductions in correct value Other income and expenditure Other expenses and losses
27 28 29 29 30 13 36 31 32
Result before depreciation, loans and taxes (EBITDA) Expenses/reversals of depreciation and amortization Impairment of depreciable/amortizable investments (losses/reversals)
33 34
Operating result (before loans and taxes (EBIT) Interest and similar income Interest and similar expenses
35 35
Result before tax (EBT) Income for the period
37
Net profit for the period
N.ยบ of shares Value of basic share
THE ACCOUNTS TECHNICIAN
31/12/2013 (1)
Variation % (1)-(2)
17.485.127,86 193.911,76 (4.958.534,17) (3.600.256,84) (6.041.464,30) (328.608,03) (4.725,38) 388.490,08 (1.035.872,96)
12.734.276,72 (317.601,06) (4.312.454,20) (2.753.391,61) (3.697.233,66) 114.441,74 956.007,81 (1.022.749,53)
2.098.068,02
1.701.296,21
23,32%
(128.735,46) (120.590,83)
(63.122,39) (33.829,02)
103,95% 256,47%
1.848.741,73
1.604.344,80
15,23%
155.088,29 (101.952,90)
246.653,57 (37.839,17)
-37,12% 169,44%
1.901.877,12
1.813.159,20
4,89%
(551.921,87)
(644.302,93)
-14,34%
1.349.955,25
1.168.856,27
15,49%
138.600 9,74
138.600 8,43
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47
31/12/2012 (2)
37,31% -161,06% 14,98% 30,76% 63,40% -387,14% -59,36% 1,28%
STATEMENT OF CHANGES IN EQUITY
Headings
Notes
POSITION ON 01-01-2012
1
Paid-up Capital
Legal reserves
1.524.600,00
Other reserves
144.706,47
Result carried over
2.280,47
Adjustment in assets
1.270.084,76
Other variations in equity
4.569,39
Net profit for period
-
Total equity
608.299,06
3.554.540,15
-
(1.136,58) 3.156,06
3
1.168.856,27
1.168.856,27
4=2+3
1.168.856,27
1.172.012,33
ALTERATIONS IN THE PERIOD 5
Alterations in accounting policies
4.292,64
Differences in conversion of financial statements 2 NET PROFIT FOR PERIOD TOTAL PROFIT
-
OPERATIONS WITH SHAREHOLDER CAPITAL FOR THE PERIOD Capital increases Distributions
POSITION AT THE END OF 31/12/2012
-
-
-
4.292,64
4.292,64 (1.136,58) (1.136,58)
5
-
30.718,99 30.718,99
-
269.888,07 269.888,07
-
-
(608.299,06) (608.299,06)
(307.692,00) (307.692,00)
6=1+2+3+5
1.524.600,00
175.425,46
2.280,47
1.539.972,83
8.862,03
(1.136,58)
1.168.856,27
4.418.860,48
Headings
Notes
POSITION ON 01-01-2013
6
Paid-up Capital
Legal reserves
1.524.600,00
Other reserves
175.425,46
Result carried over
2.280,47
Adjustment in assets
1.539.972,83
8.862,03
305.790,78
37.156,55
305.790,78
37.156,55
Other variations in equity
Net profit for period
(1.136,58)
Total equity
1.168.856,27
4.418.860,48
ALTERATIONS IN THE PERIOD Alterations in accounting policies
693,42
Differences in conversion of financial statements 7 NET PROFIT FOR PERIOD TOTAL PROFIT
-
-
343.640,75
8
1.349.955,25
1.349.955,25
9=7+8
1.349.955,25
1.693.596,00
OPERATIONS WITH SHAREHOLDER CAPITAL FOR THE PERIOD Distributions
POSITION AT THE END OF 31/12/2013
-
-
693,42 342.947,33
58.442,81
693,42
(1.168.856,27)
(999.306,00)
10
-
58.442,81
-
111.107,46 111.107,46
-
-
(1.168.856,27)
(999.306,00)
11=6+7+8+10
1.524.600,00
233.868,27
2.280,47
1.956.871,07
46.018,58
(443,16)
1.349.955,25
5.113.150,48
THE ACCOUNTS TECHNICIAN
THE BOARD OF DIRECTORS
Report and Accounts 2013
48
TPF Planege - Report and Accounts 2013 FINANCIAL STATEMENTS TO DECEMBER 31, 2013 - Amounts expressed in Euros -
CASH FLOW STATEMENT Headings
Notes
Cash flows for operational activities - direct method Customer receipts Payments to suppliers Payments to employees
4 4 4 Cash generated by operations
Payments/receipts of income tax Other receipts/payments
4 4 Cash flows of operational activities (1)
31/12/2013 (1)
31/12/2012 (2)
15.243.433,55 (7.196.193,47) (4.229.013,94) 3.818.226,14 (850.570,74) (1.708.986,48) 1.258.668,92
14.042.529,65 (5.008.856,27) (2.614.893,68) 6.418.779,70 (348.115,54) (1.857.684,22) 4.212.979,94
Variation % (1)-(2)
8,55% 43,67% 61,73% -40,51% 144,34% -8,00% -70,12%
Cashflow from investment activities Payments relating to: Fixed tangible assets
4
(62.338,10)
(152.566,00)
-59,14%
Intangible assets
4 4
(25.187,00) (1.000.000,00)
129,09%
Investments
(57.701,00) (285.320,00)
4
500,00
Receipts from Fixed tangible assets Investments Interest and similar income
4
129.383,60 (275.475,50)
2.010,00 100,00 201.862,37 (973.780,63)
4
225.000,00
583.043,79
-61,41%
4 4 4
(2.118.695,90) (67.940,51) (983.060,72) (2.944.697,13)
(2.883.541,49) (37.796,89) (303.225,92) (2.641.520,51)
-26,52% 79,75% 224,20% 11,48%
(1.961.503,71) (75.015,46) 10.227.839,04 8.191.319,87
597.678,80 (52.882,75) 9.683.042,99 10.227.839,04
-428,19% 41,85% 5,63% -19,91%
Cashflow from investment activities (2) Cashflow from loans Receipts from loans Payments to: Loans Interest and similar expenses Dividends Cashflow from investment activities (3) Cash variation and equivalents (1+2+3) Effect of exchange rate variation Cash and equivalents at the start of the period Cash and equivalents at period end
THE ACCOUNTS TECHNICIAN
THE BOARD OF DIRECTORS
49
-71,47% -75,12% -100,00% -35,91% -71,71%
APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 INTRODUCTORY NOTE NOTE 1. COMPANY IDENTIFICATION TPF Planege S.A - Engineering and Management Consultants, is a limited liability company, formed on 07 March 1980, head quartered at Rua Laura Alves, 12 - 8TH floor in Lisbon, the main activities of which are the preparation and review of engineering and architectural plans and projects; the management, coordination, supervision and inspection of works; the coordination of health and safety; turn-key projects in the industrial area and the activity of general management of the quality of construction enterprises. Positioned within an international consultancy group head quartered in Belgium, called TPF, since January 2002 .
NOTE 2. ACCOUNTING REFERENTIAL FOR THE PREPARATION OF THE FINANCIAL STATEMENTS 2.1 - The attached financial statements have been prepared on the assumption of continuity of operations from the Company books and records and in accordance with the Accounting Standards and Financial Report (NCRF) provided by the Accounting Standards System (SNC) passed by Decree no. 158/2009 of 13 July with corrections to Statement of Rectification no. 67-B/2009 of 11 September and with the changes introduced by Law no. 20/2010 of 23 August. 2.2 - No provisions of the SNC that have taken effect in the financial statements were derogated from, and it is a true and fair view of the assets, liabilities and results of the company. 2.3 - The content of the financial account statements is comparable with that of the previous year. 2.4 - The company adopted the NCRF for the first time in 2010 by applying the "NCRF 3 - First-time Adoption of the Accounting Standards and Financial Report"; in this way, the company has prepared the balance sheet as at 1 January 2010, considering the applicable retrospective exemptions and/or prohibitions provided for in NCRF 3. The financial statements for 2009, prepared and approved in accordance with the previous accounting framework, have been modified to be comparable with the financial statements for 2010. The total adjustment amount at the date of transition is null since there were no differences in recalculation in the financial statements resulting from the conversion to the NCRF.
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TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 3. PRINCIPAL ACCOUNTING POLICIES The principal accounting policies adopted by the Company in the preparation of the attached financial statements are as follow: 3.1. - BASIS OF PRESENTATION The financial statements have been prepared in accordance with the presentation criteria for financial statements (BADF): 3.1.1. - CONTINUITY BUDGET Under the continuity budget, the company evaluated the information in its possession and their expectations for the future, taking into account the capacity of the firm to continue with its business. The evaluation showed that the business has conditions to continue, assuming its continuity. 3.1.2. - INCREASED BUDGET The elements of the financial statements are recognised as soon as they have met the definitions and recognition criteria in accordance with the conceptual framework, regardless of the time of payment or receipt. The differences between the totals received and paid and the corresponding revenues and expenses are listed under the headings "Other accounts receivable", "Other accounts payable" and "Deferments". 3.1.3.- CONSISTENCY OF PRESENTATION The presentation and classification of items in the financial statements is consistent from one period to the next. 3.1.4. - MATERIALITY AND AGGREGATION Materiality depends on the size and the nature of the omission or error, tactful in the circumstances that surround them. It is considered that omissions or misstatements of line items are materially relevant if they could, individually or collectively, influence the economic decisions taken by the users relying on the financial statements. An item that is not materially relevant to warrant a separate listing on the financial statements may, however, be materially relevant to be listed separately in the notes to this Appendix. The financial statements result from the processing of large numbers of transactions or other events that are organised into classes, according to their nature or function. The final stage in the process of aggregation and classification is the listing of condensed and classified data into line items on the balance sheet, income statement, statement of changes in equity and the cash flow statement or in the notes.
51
3.1.5. - COMPENSATION The assets and liabilities, income and expenses are not compensated, except where required or permitted by the NCRF. Thus, revenue should be measured taking into account the amount of any trade discounts and volume rebates allowed by the Company. The Company undertakes, in the course of its ordinary activities, other transactions that do not generate revenue but that are incidental to the main activities that generate it. The results of such transactions are shown, when this presentation reflects the substance of the transaction or other event, compensating for any income with the related expenses arising from the same transaction. Profits and losses arising from a group of similar transactions are reported on a net basis, for example, profits and losses from exchange rate differences or profits and losses from financial instruments held for trading. These profits and losses are reported separately if they are materially relevant. 3.1.6. - COMPARATIVE INFORMATION The information is compared with respect to the previous period for all amounts reported in the financial statements. The comparative information has been included for narrative and descriptive information when it is relevant to understanding the financial statements for the current period, unless a NCRF allows or requires otherwise. Narrative information provided in the financial statements for the previous periods that continues to be relevant in the current period is shown again. The comparability of inter-period information is continuously subject to improvement with the aim of increasingly becoming an instrument of user assistance, allowing them to make economic decisions and to evaluate trends in financial information for the purposes of forecasting.
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TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
3.2.- RECOGNITION AND MEASUREMENT POLICIES 3.2.1 - TANGIBLE FIXED ASSETS Tangible fixed assets are initially recorded at the cost of acquisition or production, which includes the cost of purchase, any costs directly attributable to the necessary activities to put the assets in place and the necessary conditions to operate as intended and, when applicable, the initial estimate of the costs of dismantling and removing the asset and restoring the respective installation or operation locations the same as the Company expects to incur. The tangible fixed assets are shown at their net value of accumulated depreciation and any accumulated impairment losses. The depreciations are calculated, after the moment at which the good is in a used condition, in accordance with the straight-line method, in accordance with the period of useful life estimated for each group of goods. An exception is made for tangible assets acquired by our Branch in Mozambique, which uses the declining balance method in the calculation of depreciation. For this to be the fiscally accepted method in the country and not to oblige the branch to carry out tax corrections, we have opted to comply with art. 8 of Regulation Decree 25/2009, following the same criteria. The useful lives and depreciation method of various goods are reviewed annually. The effect of any change in these estimates is recognised prospectively in the income statement. The maintenance and repair costs (subsequent expenditure) that are not likely to generate future additional economic benefits are recorded as expenses in the period in which they are incurred. The profit (or loss) resulting from the sale or retirement of an asset is determined as the difference between the fair value of the amount received in the transaction or the receivable and the contracted amount of the asset and is recognised in the period in which the retirement or sale occurs. Tangible fixed assets are depreciated on an annual basis during the estimated useful lives: Basic Equipment
- 3 To 10 years
Transport Equipment
- 4 years
Office Equipment
- 3 To 10 years
Other tangible fixed assets
- 3 To 10 years
53
3.2.2. – GOODWILL Goodwill represents the excess of the cost of acquisition over the fair value of the identifiable assets and liabilities of a subsidiary, associate or joint enterprise, at the respective date of acquisition. Goodwill is recorded as an asset and is not subject to depreciation, and is presented separately in the balance sheet. Whenever there are indications of possible loss of value or, at a minimum, annually, goodwill is subject to impairment tests. Any impairment loss is recorded immediately as an expense in the income statement for the period and is not applicable for a later reversal. 3.2.3. - INTANGIBLE ASSETS Intangible assets are measured at cost less depreciation, and expenditures for research activities recognised as expenses in the period in which they are incurred. The amortisation of intangible assets is recognised on a straight-line basis over the estimated useful lives of intangible assets. The useful lives and depreciation method of various intangible assets are reviewed annually, and the effect of the changes to these estimates is recognised in the results statement. In respect of intangible assets with a finite lifespan, the respective depreciation has been calculated in accordance with the following estimated useful lives: Computer Programs
- 3 years
3.2.4. - FINANCIAL CONTRIBUTIONS Investments in subsidiaries are recognised under the equity method. According to this method, financial contributions are recorded initially at the cost of acquisition and subsequently adjusted in accordance with changes, after the acquisition, in the share of the company in the net assets of the associated companies. The company results include the part that matches the results of these companies. We should mention that the subsidiaries TPF ANGOLA Lda, CERELINEX, Lda and TPF Mozambique Lda are not subject to statutory account auditors. 3.2.5. - INCOME TAX Income tax for the period is the sum of current tax and deferred tax. Current and deferred tax is recorded in results, except when the deferred taxes relate to items recorded directly in the equity; in these cases, the deferred taxes are also registered under the appropriate equity headings. The current tax payable is based on the taxable profit for the period. Taxable profit differs from the accounting result, since it excludes various expenses and income that are only deductible or taxable in other periods, as well as expenses and income that will never be deductible or taxable.
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3.2.6. - FINANCIAL INSTRUMENTS Assets and liabilities are recognised in the balance sheet when the Company becomes part of the corresponding contractual provisions. Financial assets and liabilities are measured at cost. The following assets are included in this category: - Customers and other accounts receivable (less impairment losses). - Other financial assets (minus any impairments); - Contracts for loans (net of any impairment losses). - Cash and bank deposits (less than 3 months old). The following liabilities are included in this category: - Suppliers and other third party debts. - Financing obtained. - Other financial liabilities - Loan contracts. - Other financial assets or liabilities which by definition are considered under this heading. The financial assets included under the "cost" categories are subject to impairment tests on each reporting date. Such financial assets are impaired when there is objective evidence that, as a result of one or more events that occurred after initial recognition, their estimated future cash flows are affected. For financial assets measured at cost, the impairment loss to be recognized is the difference between the carrying amount of the asset and the best estimate of the fair value of the asset on the date of report. Impairment losses are recorded in the results as impairment losses in the period in which they register. Subsequently, if the amount of the impairment loss decreases and the decrease can be related objectively to an event that took place after the recognition of the loss, this should be reversed by results. The reversal should be carried out up to the limit of the amount that would be recognised if the loss had not been initially registered. The reversal of impairment losses is recognized in the results as reversals of impairment losses, with the reversal of impairment losses not being allowed to be recorded for investments in equity instruments (measured at cost). The Company de-recognises financial assets only when the contractual rights for cash flows expire by charging, or when transferring the control of these financial assets and all risks and significant benefits associated with the benefits of the same to another company. The Company de-recognises financial liabilities only when the corresponding obligation is settled, cancelled or expires.
55
3.2.7. - REVENUE RECOGNITION The revenue comprises the fair value of the consideration received or receivable for the provision of services arising from the normal activity of the Company. Revenue is the recognised net of value added tax (VAT), rebates and discounts. The Company recognises revenue when it can be reasonably measured, it is probable that the Company can obtain future economic benefits, and the specific criteria described below are met. The revenues are recognised on the date of the completion of the service provision, i.e. when the necessary expenditure for their implementation is incurred, if necessary relying on the percentage of completion method or the nil profit method if it is not possible to determine reliably the outcome of service agreements. The interest received is recognised in view of the assumption of the additional amount, taking into account the amount outstanding and the effective rate over the period to maturity. The amount of revenue is not considered as reasonably measurable until all contingencies relating to a sale are substantially resolved. The Company bases its estimates on historical results, taking into account the type of customer, the nature of the transaction and the specifics of each agreement. 3.2.8. - LEASING The classification of leases is made according to the content rather than the form of the contract. Leases are classified as financial whenever their terms substantially transfer all the risks and rewards associated with ownership of the asset to the lessee. All other leases are classified as operational. Assets acquired through leasing contracts, as well as the corresponding responsibilities, are recorded at the start of the lease at the lower of the fair value of the assets and the present value of the minimum lease payments. Finance lease payments are apportioned between finance charges and reduction of liability, in order to be obtained a rate of interest on the outstanding balance of responsibility. Payments for operating leases are recognised as an expense on a straight-line basis over the period of the lease. Contingent rents are recognised as expenses in the period in which they are incurred. 3.2.9. - BORROWING COSTS Financial responsibilities associated with loans are generally recognised as expenses in the way they are incurred.
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TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
3.2.10. - FOREIGN CURRENCY TRANSACTIONS AND BALANCES The Company's financial statements are presented in Euros, as Euros are the functional currency. Transactions in foreign currency (currency other than the functional currency of the Company) are recorded at the rate of exchange on the dates of the transactions. At each reporting date, the carrying amounts of monetary items denominated in foreign currency are updated to the rate of exchange on date. The carrying amounts of non-monetary items recorded at fair value denominated in foreign currency are updated at the rates of exchange on the dates on which the respective fair values were determined. The carrying amounts of non-monetary items recorded at historical cost denominated in a foreign currency are not updated. Foreign exchange gains or losses resulting from payments or receipts from transactions as well as the conversion of the exchange rate of monetary assets and liabilities on the balance sheet date, denominated in foreign currency are recognised on the results statement by type (operational, investment and financing) for the period in which they are generated. 3.2.11. - EMPLOYEE BENEFITS Employee benefits are classified as follows: A) Short-term benefits Short-term benefits include wages, salaries, Social Security contributions, sick leave, profit sharing and bonuses (paid within 12 months) and non-monetary benefits (medical care, housing and goods or services free of charge). The expense relating to shares in profits and/or gratuities is excused within the period in which the worker has paid its contribution (provided that there is a present obligation, legal/constructive and that it can be measured with reliability). (B) Termination Benefits These come from benefits paid as a result of the Company's decision to terminate an employee's employment before the normal retirement date, or an employee's decision to accept voluntary redundancy in exchange for such benefits. 3.3. - VALUE JUDGEMENTS In the preparation of the attached financial statements, value judgements and estimates were used and used various assumptions that affect the reported amounts of assets and liabilities, as well as the reported amounts of income and expenses for the period.
57
3.4. - SUBSEQUENT EVENTS AND KEY BUDGETS CONCERNING THE FUTURE Events after the balance sheet date that provide additional information about conditions that existed on the balance sheet date, i.e. events after the balance sheet date that give rise to adjustments, are reflected in the financial statements. Events after the balance sheet date that provide information about conditions that happened after the balance sheet date, i.e. events after the balance sheet date that do not give rise to adjustments, are reflected in the financial statements, if considered materially relevant. 3.5. - MAIN SOURCES OF UNCERTAINTY OF THE ESTIMATES The estimates and the underlying assumptions were determined on the basis of the best knowledge of events and transactions in progress at the date of approval of the financial statements, as well as on the experience of past and/or current events. However, situations may arise in subsequent periods that are not foreseeable at the date of approval of the financial statements, which were not considered in these estimates. Changes to the estimates that occur after the date of the financial statements will be corrected prospectively. For this reason and given the degree of uncertainty associated with the actual results of the transactions in question, they may differ from the corresponding estimates.
Report and Accounts 2013
58
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 4. CASH FLOW 4.1. - BREAKDOWN OF THE VALUES ENTERED IN THE BOX HEADING, AND IN BANK DEPOSITS For the purposes of showing cash flows, the cash heading and its equivalents include cash, bank deposits immediately repayable (in less than or equal to three months) and cash in on the money market, including bank overdrafts and other short-term financing equivalents Cash and cash equivalents at 31/12/2013 are detailed as follows: 31-dez-2012 Bank deposits
31-dez-2013
10.221.712,67
8.185.439,45
6.126,37
5.880,42
10.227.839,04
8.191.319,87
Cash
NOTE 5. ACCOUNTING POLICIES, CHANGES IN ACCOUNTING ESTIMATES AND ERRORS 5.1. - INITIAL APPLICATION OF THE PROVISION OF A NCRF WITH EFFECT IN THE CURRENT PERIOD OR IN ANY PREVIOUS PERIOD, OR WITH POSSIBLE EFFECT IN FUTURE PERIODS There were no effects resulting from the initial adoption of NCRF. 5.2. - VOLUNTARY CHANGE IN ACCOUNTING POLICIES WITH EFFECT IN THE CURRENT PERIOD There were no effects resulting from the initial adoption of NCRF. 5.3. - CHANGES IN ACCOUNTING ESTIMATES WITH EFFECT IN THE CURRENT PERIOD OR THAT ARE EXPECTED TO HAVE AN EFFECT IN FUTURE PERIODS There were no changes in accounting estimates. 5.4. - ERRORS MATERIALLY RELEVANT TO PREVIOUS PERIODS There were no changes in accounting estimates.
NOTE 6. RELATED PARTIES 6.1. - RELATIONSHIP WITH PARENT COMPANY The Company is owned 94% by the company TPF, SA head quartered in Avenue Haveskercke, no. 46, Bruxelles, Belgium, with the consolidated financial statements held the parent company. 6.2. - TRANSACTIONS BETWEEN RELATED PARTIES Information on the balances and transactions with related parties are also included in the following notes.
59
Companies
Nature of relationship:
Services supplied
Supply of ext. service
Interest earned
Outstanding balances
Services supplied
Supply of ext. service
Interest earned
Outstanding balances
TPF, SA
mother company
-
76.400,00
-
(37.700,00)
-
76.858,70
-
(114.558,70)
Cerelinex
subsidiary
47.005,00
-
-
47.005,00
577.093,71
-
-
215.935,67
Prosistemas
subsidiary
107.000,00
466.967,84
18.399,49
85.173,61
-
-
-
-
TPF Angola
Associate
1.696.165,63
1.772.861,57
-
1.227.230,82
4.991.296,49
1.331.157,89
-
3.948.189,85
TPF Utilities
Other relationship
50.400,00
-
-
8.400,00
12.600,00
-
-
-
TPF Engineering
Other relationship
-
-
-
-
-
-
-
-
Bas se-Sambre
Other relationship
50.400,00
-
-
4.200,00
12.610,13
-
-
-
TPF Romanie
Other relationship
-
252.190,54
-
(23.580,87)
-
159.553,20
-
(44.920,64)
TPF Sp. z.oo
Other relationship
98.242,58
-
-
41.221,94
101.116,29
1.182,06
-
35.021,99
Nueva Econoler
Other relationship
-
10.000,00
-
-
-
-
-
-
TPF Algerie
Other relationship
-
478.565,39
-
(113.384,18)
-
443.447,14
-
(148.174,44)
2.049.213,21
3.056.985,34
18.399,49
1.238.566,32
5.694.716,62
2.012.198,99
-
3.891.493,73
The terms or conditions between the Company and related parties are substantially similar to those that would normally be contracted, accepted and practised between independent entities in similar operations.
NOTE 7. FIXED TANGIBLE ASSETS During the period ending 31/12/2012 and in 31/12/2013, the transaction that took place in the carrying amount of tangible fixed assets and corresponding depreciation was as follows:
Net Assets Balance on 1/01/2012 Basic equipment Transport equipment Administrative equipment Other intangible fixed assets
Increases and revaluations
Disposals and writeoffs
Corrections and transfers
Balance on 31/12/2012
Increases and revaluations
Disposals and writeoffs
Corrections and transfers
Balance on 31/12/2013
592.341,10
53.565,26
75.577,25
-
570.329,11
515.807,93
-
-
1.086.137,04
76.931,66
76.605,61
19.200,95
-
134.336,32
33.281,37
8.865,25
-
158.752,44
408.961,65
17.851,33
-
-
426.812,98
179.384,06
-
-
606.197,04
40.226,14
3.117,00
-
-
43.343,14
7.609,12
-
-
50.952,26
1.118.460,55
151.139,20
94.778,20
-
1.174.821,55
736.082,48
8.865,25
-
1.902.038,78
Accumulated depreciations Balance on 1/01/2012 Basic equipment Transport equipment Administrative equipment Other intangible fixed assets
Increases
Disposals and writeoffs
Corrections and transfers
Balance on 31/12/2012
Increases
Disposals and writeoffs
Corrections and transfers
Balance on 31/12/2013
582.225,00
23.816,69
75.577,25
-
530.464,44
513.769,03
-
-
67.698,76
14.817,32
19.200,95
-
63.315,13
37.198,32
8.865,25
-
1.044.233,47 91.648,20
370.571,70
13.390,27
-
-
383.961,97
164.354,99
-
-
548.316,96
40.226,14
1.038,90
-
-
41.265,04
7.855,47
-
-
49.120,51
1.060.721,60
53.063,18
94.778,20
-
1.019.006,58
723.177,81
8.865,25
-
1.733.319,14 168.719,64
Report and Accounts 2013
60
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 8. CONCENTRATION OF BUSINESS ACTIVITIES - GOODWILL The goodwill detail on the balance sheet is as follows: Year of Acquisition P&V - Consultoria e Projectos de Engenharia, SA Provia - Consultores de Engenharia
Value of Acquisition
2009 2013
Accumulated Impairment
Net Value
280.260,02 228.841,83
180.660,18 85.629,83
99.599,84 143.212,00 -
509.101,85
266.290,01
242.811,84
NOTE 9. INTANGIBLE ASSETS
During the period ending 31/12/2012 and in 31/12/2013, the transaction that took place in the carrying amount of tangible fixed assets and corresponding depreciation was as follows:
Gross Asset Balance on 01/01/2012 Development Projects Com puter Programs
Disposals and writeoffs
Increases
Corrections and Transf.
Balance on 31/12/2012
Increases
Disposals and writeoffs
Corrections and Transf.
Balance on 31/12/2013
-
-
-
-
-
6.300,00
-
-
6.300,00
252.285,40
20.477,00
-
-
272.762,40
93.543,00
-
-
366.305,40
252.285,40
20.477,00
-
-
272.762,40
99.843,00
-
-
372.605,40 ´
Accumulated Amortizations Balance on 01/01/2012 Com puter Programs
247.433,95 247.433,95
Increases 10.059,21 10.059,21
Disposals and writeoffs
Corrections and Transf.
Balance on 31/12/2012
-
257.493,16 257.493,16
-
61
Increases 39.620,24 39.620,24
Disposals and writeoffs -
Corrections and Transf.
Balance on 31/12/2013
-
297.113,40 297.113,40 75.492,00
NOTE 10. EQUITY FINANCING - EQUITY METHOD The investment balances in subsidiaries and associates, on 31/12/2012 and 31 31.12.2013, presented as follows:
Companies
Cerelinex, Lda Lisb oa, Portugal Prosistemas, SA Lisb oa, portugal
Capitais Próprios 31-Dez-12
% Partic.
Equity shares
23.469,06
100%
23.469,06
-
-
-
23.469,06
718.902,30
100%
276.968,51
-
1.000.000,00
-
1.276.968,51
61.204,18
46%
28.153,92
-
292.276,59
-
320.430,51
328.591,49
-
1.292.276,59
-
1.620.868,08
TPF Angola, Lda
Goodwill
Provision s
Loans
Balance on 31-Dez-12
Luanda, Angola
Companies
Capitais Próprios 31-Dez-13
% Partic.
Equity shares
23.469,06
100%
26.353,47
-
-
-
26.353,47
215.860,38
90%
224.716,92
-
279.624,20
-
504.341,12
20.692,99
95%
22.053,01
-
-
-
22.053,01
273.123,40
-
279.624,20
-
552.747,60
Cerelinex, Lda
Goodwill
Provision s
Loans
Balance on 31-Dez-13
Lisb oa, Portugal TPF Angola, Lda Luanda, Angola TPF Moçambique Maputo, Moçamb ique
NOTE 11. FINANCIAL CONTRIBUTIONS - OTHER METHODS Values included under the heading "financial contributions - Other methods":
Nominal Values HARII-Soc.Desenv.Timor Lorosae, SGPS, SA
Value of Participation 2.497,93
Lisgarante - Soc. Garantia Mútua, SA
1,00
21.500,00
Garval - Soc. Garantia Mútua, SA
1,00
5.000,00
ECM - Moçambique
3.224,00 32.221,93
Report and Accounts 2013
62
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 12.ASSETS AND LIABILITIES AND DEFERRED TAX LIABILITIES The transactions in deferred tax assets and liabilities, for the years ending December 31, 2013 and 2012, in accordance with the temporary differences that generated were as follows:
31 December 2012 Balance on 01-Jan-12 Tax on deductable temporary differences Customer adjustment on doubtful charges
Assets on deferred taxes Liabilities on deferred taxes
Constitution Net income
Reversal Net income
Equity
Balance on 31-Dez-12
Equity
11.683,60
26.087,17
-
-
-
37.770,77
11.683,60
26.087,17
-
-
-
37.770,77
11.683,60
37.770,77
-
31 December 2012
Balance on 01-Jan-13 Tax on deductable temporary differences Customer adjustment on doubtful charges
Constitution Net income
Reversal Net income
Equity
Balance on 31-Dez-13
Equity
37.770,77
3.630,87
-
-
-
41.401,64
37.770,77
3.630,87
-
-
-
41.401,64
Assets on deferred taxes
37.770,77
41.401,64
Liabilities on deferred taxes
-
-
63
NOTE 13. CUSTOMERS On 31/12/2012 and 31 31.12.2013 the heading "Customers" was composed as follows:
31-Dec-12 Non Current
31-Dec-13
Current
Non Current
Current
Customer Current Account
-
5.105.756,93
-
8.300.928,68
Customer Accounts Receivable
-
-
-
-
Customer Factoring
-
-
-
-
Customer doubtful debts
-
885.417,95
-
1.282.026,91
-
5.991.174,88
-
9.582.955,59
-
(885.417,95)
-
(1.282.026,91)
-
5.105.756,93
-
8.300.928,68
Losses through accumulated impairments
31-Dec-12 General customers Customer Current Account
31-Dec-13
Group and related
General customers
Group and related
3.715.790,76
1.389.966,17
4.101.781,17
4.199.147,51
Customer Accounts Receivable
-
-
-
-
Customer Factoring
-
-
-
-
885.417,95
-
1.282.026,91
-
4.601.208,71
1.389.966,17
5.383.808,08
4.199.147,51
Customer doubtful debts
During the years ending 31/12/2012 and 31/12/2013, transactions under the heading accumulated impairment losses of customers, were the following:
Losses through impairments Balance on 1 January
2012
2013
1.018.709,69
885.417,95
Increase
-
353.485,53
Reversal
(114.441,74)
(24.877,50)
Regularisations
(18.850,00)
68.000,93
Balance on 31 December
885.417,95
1.282.026,91
Report and Accounts 2013
64
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 14. THE STATE AND OTHER PUBLIC ENTITIES In 31/12/2012 and 31/12/2013 the heading "State and other public entities" on the asset and liabilities, contained the following balances:
31-Dec-12
31-Dec-13
Assets Value Added Tax
262.724,05
5.106,38
-
94.190,51
6.273,19
5.043,78
268.997,24
104.340,67
367.658,47
-
72.181,94
100.124,10
-
35,62
44.796,17
114.515,01
842,66
1.465,22
485.479,24
216.139,95
Income Tax Other tax contributions
Liabilities Income tax Retention of income taxes Value Added Tax Social Security Contributions Other tax contributions
65
NOTE 15. OTHER ACCOUNTS PAYABLE On 31/12/2012 and 31/12/2013 the heading "Customers" was composed as follows:
31-Dec-12 Non Current Suppliers (negative balances) Advances and other operations employees
31-Dec-13
Current
Non Current
Current
-
39.416,89
-
109.231,74
-
4.044,14
-
324,91
Deposits
-
119.087,37
-
10.365,00
Client retentions (bonds)
-
14.062,33
-
11.881,22
Interest to be received
-
57.259,25
-
39.633,62
Invoices to be sent
-
431.894,53
-
1.508.868,18
Other accruals
-
-
-
-
-
466.771,51
-
863.771,91
-
1.132.536,02
-
2.544.076,58
with
Debtors with accrued income
Other debtors
31-Dec-12 General Accounts Suppliers (negative balances) Advances and other operations employees
Group or Related
39.416,89
Invoices to be sent
Report and Accounts 2013
109.231,74
-
-
324,91
-
-
119.087,37
10.365,00
-
14.062,33
-
11.881,22
-
-
-
-
57.259,25
-
39.633,62
-
423.992,53
7.902,00
1.142.891,75
365.976,43
Other accruals Other debtors
-
Group or Related
4.044,14
Debtors with accrued income Interest to be received
General Accounts
with
Deposits Client retentions (bonds)
31-Dec-13
-
-
-
-
430.376,61
36.394,90
47.932,56
815.839,35
969.151,75
163.384,27
1.362.260,80
1.181.815,78
66
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 16. DEFERMENTS In 31/12/2012 and 31/12/2012 the balances of this item were as follows:
31-Dec-12
31-Dec-13
Assets Insurance paid in advance
45.768,85
43.817,54
Rental and hire paid in advance
15.779,51
15.275,00
Multi-annual expenses to be recorded
66.801,57
52.980,57
161.502,00
173.270,13
289.851,93
285.343,24
2.745.620,36
9.104.852,90
2.745.620,36
9.104.852,90
Various expenses to be recorded
Liabilities Provision of services - Angola (received in advance)
31-Dec-12 Non current Provision of services - Angola (received in advance)
Non current
Current
-
2.745.620,36 -
3.910.570,51 -
5.194.282,39 -
-
2.745.620,36
3.910.570,51
5.194.282,39
NOTE 17. CASH AND BANK DEPOSITS In 31/12/2012 and 31 31.12.2013 the balances of this item were as follows:
31-Dec-12 Cash Demand deposits Time desposits
31-Dec-13
6.126,37
5.880,42
826.876,70
944.483,86
9.394.835,97
7.240.955,59
10.227.839,04
8.191.319,87
67
31-Dec-13
Current
NOTE 18. CAPITAL On 31 December 2013, the share capital of the Company, fully subscribed and paid in the sum of 1,524,600.00 Euros, was composed of 138,600 shares with a nominal value of 11 Euros each.
NOTE 19. LEGAL RESERVE Commercial legislation establishes that at least 5% of annual net profit must be designed to strengthen the legal reserve unless this represents at least 20% of the capital. This reserve is not distributable unless the Company goes into liquidation, but can be used to absorb losses after exhaustion of all other reserves, or incorporated in the capital. In the year ending 31 December 2013, the Company carried out, in accordance with the decision made in the
General
Meeting
that
approved
the
accounts
for
the
financial
year
2012,
the
establishment/strengthening of a legal reserve fund, in the sum of 58,442.82 Euros.
NOTE 20. OTHER RESERVES The value under the heading "Other reserves" corresponds to the Merger Reserve designated at the time of the Merger with the company P&V - Consulting and Engineering Projects, SA. These reserves are not allocated to any particular objective and could be allocated to the Capital when other legal constraints do not exist.
NOTE 21. RETAINED EARNINGS Through a decision in the General Meeting that approved the accounts for the financial year ending 31 December 2012, it was decided that part of the net profit for this financial year, in the sum of 111,107.46 Euros, would be fully transferred to the heading of retained earnings. The heading of retained earnings also includes results from other previous years that were designed in accordance with the decisions of the General Meeting. This heading also includes the total sum of 305,790.78 Euros, due to the incorporation of retained earnings of the company ProSistemas in the sum of 342,947.33 Euros and transition adjustments to financial assets, relating to the recognition of its investment in the companies TPF Angola and Cerelinex (2011 / 2012) using the equity method of accounting for a total sum of 37,156.55 Euros.
NOTE 22. ADJUSTMENTS IN FINANCIAL ASSETS In 31/12/2012 and 31 31.12.2013 the balances of this item were as follows:
Report and Accounts 2013
68
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
Related to the equity method
2012
2013
Balance on 1 January
4.569,39
8.862,03
Interim adjustments
4.292,64
37.156,55
Balance on 31 December
8.862,03
46.018,58
NOTE 23. OTHER CHANGES IN EQUITY In 31/12/2012 and 31 31.12.2013 the balances of this item were as follows:
Conversion variations in financial statements
31-Dec-12
31-Dec-13
(1.136,58)
(443,16)
(1.136,58)
(443,16)
NOTE 24. FINANCING OBTAINED In 31/12/2012 and 31 31.12.2013 the balances of this item were as follows:
31-Dec-12 Non Current Bank loans long/short term
31-Dec-13
Current
Non Current
Current
837.500,00
600.000,00
300.000,00
567.219,39
Escrow accounts
-
-
-
-
Bank overdrafts
-
1.221,71
-
9.931,96
24.938,58
9.427,86
15.013,36
21.464,69
862.438,58
610.649,57
315.013,36
598.616,04
Financial leases
Repayment Term of Loans
Total Bank loans Bank overdrafts Leasings
Less than 1 year
Between 1 and 2 years
Between 3 and 5 years
867.219,39
567.219,39
200.000,00
100.000,00
9.931,96
9.931,96
-
-
36.478,05
21.464,69
15.013,36
-
913.629,40
598.616,04
215.013,36
100.000,00
69
In 31/12/2012 and 31/12/2013, the Company maintained the following values for leasing, and the respective liabilities related to leases were distributed as follows:
2012
Gross value
Transport equipment
2013
Leased Liabilities Net value
Non current
Current
40.322,68
13.158,31
27.164,37
24.938,58
9.427,86
40.322,68
13.158,31
27.164,37
24.938,58
9.427,86
Gross value
Transport equipment
Leased assets Accumulated Depreciation
Accumulated Depreciation
Net value
Non current
Current
64.738,79
29.343,01
35.395,78
15.013,36
21.464,69
64.738,79
29.343,01
35.395,78
15.013,36
21.464,69
In 31/11/2012 and 31/12/2013, the Company's debt repayment plans, relating to finance leases, are detailed as follows:
Payments up to 1 year Payments between 1 and 5 years Payments more than 5 years
Report and Accounts 2013
Capital owed 31/12/2012 9.427,86 24.938,58 -
Capital owed 31/12/2013 21.464,69 15.013,36 -
34.366,44
36.478,05
70
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 25. OTHER ACCOUNTS RECEIVABLE In 31/12/2012 and 31/12/2013 the heading "Other accounts payable" non-current and current had the following composition:
31-Dec-12 Non Current
31-Dec-13
Current
Non Current
Current
Employees
-
16.202,83
-
12.486,93
Suppliers of investments
-
10.289,75
-
59.944,09
4.679.650,83
2.999.096,62
527.387,62
1.696.325,41
Employee salaries to be paid
-
274.911,68
-
536.733,11
Interest to be accumulated
-
6.615,70
-
5.858,24
Subcontractors
-
674.182,04
-
692.871,80
Other accruals
-
1.302,24
-
21.540,98
-
42.239,60
-
267.839,13
4.679.650,83
4.024.840,46
527.387,62
3.293.599,69
Advances to clients Accruals:
Other accounts payable
31-Dec-12 General accounts
31-Dec-13
Group and related
General accounts
Group and related
Employees
16.202,83
-
12.486,93
-
Suppliers of investments
10.289,75
-
59.944,09
-
7.496.221,30
182.526,15
2.025.221,04
198.491,99
274.911,68
-
536.733,11
-
6.615,70
-
5.858,24
-
Subcontractors
198.335,62
475.846,42
613.944,64
78.927,16
Other accruals
1.302,24
-
21.540,98
-
42.239,60
-
267.839,13
-
8.046.118,72
658.372,57
3.543.568,16
277.419,15
Advances to clients Accruals: Employee salaries to be paid Interest to be accumulated
Other accounts payable
71
The Company received advances from customers relating to the major international contracts. The depreciation of the advance is made as a percentage of the invoicing of contracts. The estimated time for the total depreciation of advances is the following:
Term for deduction of advances to customers Contracts
Less than 1 year
Total
Between 1 and 5 years
Angola 1
955.990,60
955.990,60
-
Angola 2
62.191,15
62.191,15
-
Angola 3
1.459,22
1.459,22
-
Angola 4
80.900,95
80.900,95
-
Angola 5
53.940,67
53.940,67
-
Algeria 1
455.008,28
332.201,09
122.807,19
Algeria 2
169.192,49
66.714,00
102.478,49
Algeria 3
440.583,39
138.481,45
302.101,94
Romania 1
4.446,28
4.446,28
-
2.223.713,03
1.696.325,41
527.387,62
NOTE 26. SUPPLIERS On 31/12/2012 and 31/12/2013 the heading "Suppliers" was composed as follows:
Suppliers’ current account
31-Dec-12
31-Dec-13
1.189.223,47
1.373.979,11
-
-
1.189.223,47
1.373.979,11
Suppliers account titles to be paid
31-Dec-12 General Suppliers Suppliers’ current account Suppliers account titles to be paid
Report and Accounts 2013
31-Dec-13
Group and Concerned
General Suppliers
Group and Concerned
899.111,36
290.112,11
1.087.791,07
286.188,04
-
-
-
-
899.111,36
290.112,11
1.087.791,07
286.188,04
72
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 27. SALES AND SERVICES The heading Sales and service provisions in the periods 2012 and 2013 were as follows:
31-Dec-12 Internal Market
31-Dec-13
External Market
Internal Market
Total
External Market
Total
Service provisions Studies and Projects
255.180,08
2.799.499,31
3.054.679,39
547.813,11
Management and supervision of works
414.046,37
9.139.926,96
9.553.973,33
552.990,34 11.423.179,78 11.976.170,12
Management of Industrial Engineering Projects
24.824,00
-
24.824,00
-
-
-
-
100.800,00
100.800,00
-
25.200,00
25.200,00
Other service provision
694.050,45 12.040.226,27 12.734.276,72
4.935.944,63
5.483.757,74
1.100.803,45 16.384.324,41 17.485.127,86
NOTE 28. PROFITS AND LOSSES ALLOCATED TO SUBSIDIARIES, ASSOCIATES AND JOINT VENTURES The recognition of the results (profits and losses) of affiliated companies in the years 2012 and 2013 is presented in the following table.
31-Dec-12 Profits Cerelinex, Lda Prosistemas, SA TPF Angola, Lda TPF Moรงambique Lda
31-Dec-12
Losses
2.674,38
Total -
Profits
2.674,38
- (337.772,17) (337.772,17)
Losses
Total
2.884,41
-
2.884,41
-
-
-
31.518,57
(14.021,84)
17.496,73
194.274,34
-
194.274,34
-
-
-
-
(3.246,99)
(3.246,99)
34.192,95 (351.794,01) (317.601,06)
197.158,75
(3.246,99)
193.911,76
73
NOTE 29. EXTERNAL SUPPLIES AND SERVICES The decomposition of the supplies and external services for the period ending 31/12/2012 and 31/12/2013, was as follows: 31-Dec-12
31-Dec-13
Subcontracts
4.312.454,20
4.958.534,17
Services and specialities
1.511.106,48
1.829.620,79
Materials
63.332,89
107.353,92
Energy and fluids
83.595,05
102.986,18
Relocations, accommodation and transport479.041,84
602.269,41
Various services: Rental and hire
393.155,67
611.053,72
Communication
106.107,97
127.092,85
63.116,61
66.648,42
-
-
Litigation and notary fees
32.149,20
103.792,71
Representation fees
12.844,02
4.359,41
136,41
9.229,93
8.805,47
35.849,50
7.065.845,81
8.558.791,01
Insurance Royalties
Cleaning, hygiene and comfort Other services
NOTE 30. PERSONNEL EXPENSES The decomposition of the supplies and external services for the period ending 31/12/2012 and 31/12/2013, was as follows: 31-Dec-12 Remuneration for social entities
31-Dec-13
318.731,93
469.541,08
2.343.077,02
4.100.915,82
-
-
Indemnities
105.408,08
70.563,32
Responsibility for remuneration
416.487,59
774.845,63
59.452,42
141.431,18
369.336,85
426.545,69
84.739,77
57.621,58
3.697.233,66
6.041.464,30
Employee remuneration Post employment benefits
Insurance Employee welfare expenses Other personnel expenses
Report and Accounts 2013
74
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
The average number of employees of the Company for the financial year 2013 was 115 and 66 in the financial year 2012. NOTE 31. OTHER REVENUE AND INCOME Other income and gains in years ended 31/12/2012 and 31.12.2013, was as follows: 31-Dec-12
31-Dec-13
62.121,04
26.618,05
357,22
-
80,00
2.547,36
2.010,00
500,00
741.843,13
290.082,24
Judicial/contractual indemnities
95.000,00
-
Other interest received
21.036,14
-
Other revenue and gains
33.560,28
68.742,43
956.007,81
388.490,08
Supplementary revenue Discounts on prompt payments Revenue and gains on other assets Revenue and gains on non financial investments Favourable differences in exchange rate (operational activity)
NOTE 32. OTHER EXPENSES AND LOSSES The other expenses and losses, in years ended 31/12/2012 and 31/12/2013, were as follows:
31-Dec-12 Taxes Discounts on prompt payments
31-Dec-13
8.707,14 3.328,38
224.412,58 -
Unfavourable exchange rates
589.771,44
362.550,34
Other expenses and losses from loans
393.801,91
408.064,41
27.140,66
40.845,63
1.022.749,53
1.035.872,96
Other expenses and losses
75
NOTE 33. EXPENSES/REVERSALS OF DEPRECIATION AND AMORTIZATION For the years ended 31/12/2012 and 31/12/2013, expenses with depreciation and amortization were as follows: 31-Dec-12 Expenses
Reversals
31-Dec-13 Total
Expenses
Reversals
Total
Fixed tangible assets
53.063,18
- 53.063,18
89.115,22
-
89.115,22
Intangible assets
10.059,21
- 10.059,21
39.620,24
-
39.620,24
63.122,39
- 63.122,39
128.735,46
-
128.735,46
NOTE 34. IMPAIRMENT OF DEPRECIABLE/AMORTISABLE INVESTMENTS (LOSSES/REVERSALS) For the years ended 31/12/2012 and 31/12/2013, losses through impairment of depreciable/amortisable investments were as follows: 31-Dec-12 Losses In fixed tangible assets In intangible assets
31-Dec-13
Reversals -
Total -
Losses
Reversals
Total
-
-
-
-
33.829,02
- 33.829,02
120.590,83
-
120.590,83
33.829,02
- 33.829,02
120.590,83
-
120.590,83
NOTE 35. RESULTS OF FINANCING OPERATIONS Interest and similar income obtained and Interest and similar expenses incurred as a result of financing operations, were decomposed as follows for the years ended 31/12/2012 and 31/12/2013:
31-Dec-12
31-Dec-13
246.653,57
155.088,29
246.653,57
155.088,29
(37.839,17)
(101.952,90)
(37.839,17)
(101.952,90)
208.814,40
53.135,39
Interest and revenue Interest on loans
Interest and expenses Interest on loans
Results of loan operations
Report and Accounts 2013
76
TPF Planege - Report and Accounts 2013 APPENDIX TO FINANCIAL STATEMENTS - 31 DECEMBER 2013 - Amounts expressed in Euros -
NOTE 36. OTHER FINANCIAL ASSETS In 31/12/2012 and 31 31.12.2013 the balances of this item were as follows:
Balance on 01-01-2012
Bonds MillenniumBcp
Balance on 31-12-2012
Increases
Reductions
-
-
-
-
-
-
-
-
Bonds at start of period Bonds
Nominal value
MillenniumBcp
0,40269
Quantity
Transfers
Balance on 31-12-2013
Increases
Reductions (4.725,38)
3.327,66
-
(4.725,38)
3.327,66
8.053,04
Bonds at end of period
Value
19.998
8.053,04
19.998
8.053,04
Nominal value 0,16640
Quantity
Value
19.998
3.327,66
19.998
3.327,66
NOTE 37. PROVISIONS, CONTINGENT LIABILITIES AND CONTINGENT ASSETS On 31/12/2013 the following bank guarantees continued to be provided in favour of customers and in accordance with the requirements of current service contracts. Collateral provided to customers Origin BNP PARIBAS - Fortis
Value (Euros) 1.738.832,97
Caixa Geral de Dep贸sitos
233.849,99
Banco BPI
249.083,60
Millennium BCP Banco BIC BANIF
1.548.817,54 214.270,22 98.794,21
Barclays Bank
2.618.941,85
Banco Santander Totta
1.044.700,31
Montepio Banco Esp铆rito Santo
3.111,89 2.569.561,68 10.319.964,26
NOTE 38. INCOME TAX In accordance with current legislation, tax returns are subject to review and correction by the tax authorities for a period of four years (five years for Social Security), except when there is tax losses, tax benefits have been granted, or inspections, complaints or disputes are in progress, in which cases,
77
depending on the circumstances, the time limits are extended or suspended. In this way, Company tax returns for the years 2010 to 2013 could be subject to revision. The Company Management Body believes that any corrections resulting from reviews/inspections by the tax authorities to those tax returns will not have a significant effect on the financial statements in 2010, 2011, 2012 and 2013. Income tax is broken down as follows for the years ended 31/12/2012 and 31/12/2013: Income Tax 2012 670.390,10 (26.087,17) 644.302,93
Current Tax Deferred Tax CFEI (extraordinary tax credit to investment)
2013 579.818,39 (3.630,87) (24.265,65) 551.921,87
Reconciliation of Income Tax 2012 Results before taxes
2013
1.813.159,20
1.901.877,12
550.416,05
465.723,98
1.933,22
1.635,76
Autonomous taxation
65.164,54
74.257,43
Local taxes
52.876,29
38.201,22
Income tax for the period
644.302,93
551.921,87
Average tax rate
35,53%
Tax at normal rate Tax applicable to the Autonomous Region of Madeira
29,02%
On 31 December 2013, there were no debts of State tax or Social Security contributions.
NOTE 39. SUBSEQUENT EVENTS No subsequent events with a significant impact on the Financial Statements of 31 December 2013 are known to date. After the closure of the financial year and up to the preparation of this report, there have been no other facts likely to modify the situation shown in the accounts, for the purposes of point (b) of paragraph 5 of Article 66 of the Code of Commercial Companies.
THE ACCOUNTS TECHNICIAN
THE BOARD OF DIRECTORS
Report and Accounts 2013
78
STATUTORY AUDIT CERTIFICATION
Report and Accounts 2013
81
Report and Accounts 2013
TPF Planege - Consultores de Engenharia e Gestรฃo S.A. Rua Laura Alves 12-8ยบ - 1050-138 Lisboa - Portugal TEL. +351.218 410 400 - FAX +351.218 410 409 Geral@tpfplanege.com - www.tpfplanege.pt - www.tpf.eu