Capitals Market - Fondo de Valores Inmobiliarios

1
Credits
Concept
Horacio J. Velutini S.
GENERAL COORDINATION
Sonia Barahona
TEXTS
Michele De Prisco
Omar Becerra
Minerva Panzarelli
Carlos Abou-Hassan
Noraida Negretti
TEXTS REVISION
Karl Kristin
FOTOGRAPHS
Andrea Urbaneja
DIRECTION AND GRAPHIC DESIGN
VGP Grupo Creativo
PRINTING
Queimpresión.com, C.A.
Visit our website at
www.fvi.com.ve
www.cctolon.com
www.paseoelhatillo.com
www.centrosanignacio.com
www.llanomall.com
www.bluemall.com.do
www.bluemallmx.com
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Contents.
Letter to shareholders……………….………5
Corporative Philosophy ……………………10
Capitals Markets …………………………..13
Our Business……………………………….16
In pursuit of excellence…………………….27
20 years of growth, always as a team………32
Financial Statements……………………….33
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Members of the
Board of Directors
PRESIDENT
Luis Emilio Velutini Urbina
DIRECTORS
Horacio Velutini Sosa
Luis García Montoya
Luis Delgado Lugo
Alejandro Petit
Carlos Acosta
Pedro López
Luis Carlos Serra
Alvar Nélson Ortiz
Tulio Guillermo Chacón
Luis Andrés Guerrero
José Vicente Melo López
Armando Capriles Capriles
Juan Andrés Wallis Brandt
LEGAL REPRESENTATIVES
Luis A. Guerrero Rosales
Juan Andrés Wallis Brandt
EXTERNAL AUDITORS
KPMGAlcaraz, Rodríguez,
Velázquez& Asociados.
MAIN AUDITORS
Magda Zulim Cánchica Vargas
Franco Abrusci Ventura
SUBSTITUTE AUDITORS
Francisco Alejandro Cañizales
Elsa Aurora Cabarico Cruz
TRANSFER AGENT
Banco Venezolano de Crédito
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Letter to shareholders
5
Letter to shareholders
On November 30, 2012 Fondo de Valores
Inmobiliarios arrives to its 20th anniversary since its
foundation. The idea to bring the real estate
business to the capitals market comes from my
graduation thesis at the University of New York in
1979.I saw as in the 80´s, REITs (real-estate
investment trust), a structure similar to the mutual
funds with tax benefits that opened the possibilities
of the real estate business to enter the capitals
market, were born as an answer to the Savings
and Loanscrisis.
The REIT´s concept had a limited success in the
USA in the following decade, because its legal and
financial structure demanded the distribution of
90% of its taxable earnings in the form of
dividends and other limitations that in time, created
obstacles to their development. My idea was to
start a real estate company, with a clear business
plan, that would be attractive and interesting to
investors because of the liquidity granted by the
capitals market.
Our family, Velutini Agüero, has been within the
construction business and the development of real
estate projects since 1938 with really impressive
and emblematic achievements, such as the
Lagartijo dam, the Spider (Araña) traffic
distributor, the Centro Simon Bolivar towers and a
great number of residential developments and
social clubs such as Playa Azul and Aguasal. But
all of them, even though ambitious, had only the
vision of business, with no corporative or
enterprising long term vision that was an essential
ingredient in the company I dreamed about.
So It was in 1992, that I founded Fondo de Valores
Inmobiliarios together with a group of
collaborators, among them, Luis Garcia Montoya,
a lawyer with a good reputation in everything
inherent to the capitals market, Nelson Ortiz,
economist of solid trajectory in investment
banking, Luis Carlos Serra and a group of
important banks of that moment. On November 30
1993, the company was registered in the Caracas
Stock-Exchange.
From that date on, we have had a trajectory that has
been more than eloquent:
• In 1996, we achieved the incorporation
of group IRSA, an international partnership that
operates in the real estate sector and also the wellknown investor George Soros, by means of a
capital contribution of 70 MM$.
• In 1997,the company shares are
registered in the NYSE through a program of
ADR's of the Bank of New York, level 1.Also, a
successful IPO for 100 MM$ in this market is
issued.
• During 1996 -1999, the company is
consolidated as the main real estate company in the
country with a considerable inventory of AAA
office spaces. Also we initiated our participation in
the fixed rent market of capital securities, through
the issuance of commercial papers and bonds.
6
TOTAL INCOME
(Constant Bolivars as of September 2011)
SOURCE: FONDO DE VALORES INMOBILIARIOS
In 2007 the closing date was changed to September.
OPERATING MARGIN AND EBITDA
(% of Total Income)
SOURCE: FONDO DE VALORES INMOBILIARIOS
7
TOTAL ASSETS
(Constant Bolivars as of September 2011)
SOURCE: FONDO DE VALORES INMOBILIARIOS
• During 2000-2002, our business is
diversified and our vision is expanded by including
the commercial centers sector and entertainment
spaces within its core business, and strategic
business plans are implemented, with the intention
of expanding strategically to the rest of Latin
America, we associate with Equity International
Properties (EIP) led by North American tycoon
Sam Zell.
• In the period 2003-2006,achange in the
businesses strategy is implemented, focusing us in
the commercial centers sector, by investing in the
development of the Tolón Fashion Mall CC and in
Paseo Hatillo-La Lagunita CC.
• During the period 2007 -2009,we started
an internationalization process by implementing
important strategic alliances with local partners in
the Dominican Republic and Saint Maarten,
exporting our know how in the development and
operation of high end commercial centers for the
region of the Caribbean.
• In 2010,BLUE MALL Santo Domingo
is inaugurated, becoming the main commercial
center of that country, and we started preparations
for the next inauguration of BLUE MALL Saint
Maarten.
are planning to make emissions in the Dominican
Republic in order to obtain a structure of more
efficient financing for our projects.
In these 20 years we have been able to consolidate
a solid and well accepted company, nationally as
well as internationally, acquiring a vast experience
in the global world of finances, overcoming the
financial crises and the complex atmosphere that
the shift of political paradigms has generated in
Venezuela. But mainly, we have integrated a
professional equipment with a high sense of
belonging, aligned with our aims and objectives;
we can now say that the future of the company is in
their hands. The shareholders can feel assured that
the company is being handled professionally; it is
no longer a family business, it is a corporative
company handled by highly competent
professionals.
Today I feel proud of our company and its people,
and I am optimistic, because we are a young and
dynamic company that has known how to take
advantage from the crises, to adapt to changes and
to take the opportunities, all of which augurs a
successful future to us.
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Currently Fondo de Valores Inmobiliarios owns
25,000 M2 of AAA office space, 90,000 M2 of
high end commerce and 7000 parking spaces, and
manages more than 200.000 M2 of marketable
area and has in planning and development
approximately 100.000 M2 in national and
international projects. In the financial area, we are a
leading company in the local capitals market,
handling 900 Million Bs in fixed rent, commercial
bonds and securities issuances. At the moment we
I have only to thank our employees, who are our
reason for the future, and the shareholders for their
confidence in our management.
Luis Emilio Velutini
President
TOTAL LIABILITIES
(Constant Bolivars as of September 2011)
SOURCE: FONDO DE VALORES INMOBILIARIOS
PATRIMONY
(Constant Bolivars as of September 2011)
9
Number of Visitors 2011 vs. 2010
10
Corporate Philosophy
9
Pablo Gómez
CANOP Philosophy is a financial strategy based
on three main assumptions, as an answer to the
economic volatility in the country.
• CASH IS KING: monetary liquidity.
• NO NEW DEBT: (Optimal capital structure). No
to new debts, optimal capital structure.
• PROJECT FINANCES: individualized financing
without compromising corporate cash liquidity.
Corporate Philosophy
Our vision:
To consolidate as a national leading company and
become leaders in the Caribbean and Andean subregional market as leasers and administrators of
“High End” commercial and entertainment centers,
as a means to obtain a profitability sustainable in
time, maintaining a presence in the national and
international capitals markets.
Assumptions of FVI corporate philosophy:
1. Start from the assumption that the environment
will be difficult, changing and ambivalent.
2. Focus our concentration (mission and vision) in
the business, to coexist and keep growing in a
difficult environment.
3. Diversify geographically.
4. To develop internal cohesion in the organization.
Primary objectives of the organization.
• To maximize shareholders’ equity (preserve
capital).
• To maintain financial discipline.
• To increment income and reduce costs.
• To attract new businesses / growth, under the
scheme of project finance.
• To maintain high standards in quality of service.
In essence, we want to increase our income in a
constant way, to provide good service to our clients,
dividends to our shareholders and benefits to our
employees. All that brought together with a high
level of corporate social responsibility, where the
company not only looks for its productive success,
but also to contribute in an active way in the wellbeing of the community.
The environment in which we operate presents
constant macroeconomic unevenness, market
blemishes and high political risk. To understand
these variables, to be able to manage and generate
profit, is our added value and we have demonstrated
that we can achieve it successfully.
In the performance of its functions, FVI aims to
satisfy the interests of its clients, shareholders,
personnel, regulating entities and suppliers.
Our Mission:
We are a company specialized in the real-estate and
financial business, dedicated to investing,
promoting and managing the rent of spaces in
Commercial and Entertainment centers, and high
quality offices, being a competitive intermediary of
financial resources, creating value to the company
and achieving high yields for our shareholders.
María Elena Ruiz
10
Principles of Good Corporate Governance
The regulatory frame of the Venezuelan Capitals
Market considers it pertinent, to recommend the
assumption of the “Principles of Good Corporate
Governance” to all companies that issue financial
obligations, these being understood, as the set of
practices or ethical elements that once incorporated
into the enterprise culture, will allow the existence
of harmonic and transparent relations among the
different actors who do life in or are interrelated
with the company, such as the shareholders,
directors, administrators, employees, clients,
investors and, in general, the community, all that,
in order to obtain major credibility and stability of
the company in the market in which it operates.
Based on these principles, F.V.I. Fondo de Valores
Inmobiliarios, S.A.C.A., complying with that
recommendation and with the aim of providing the
most possible transparency in the performance of
its activities, is maintaining within its Board of
Directors a proportion of Independent Directors
greater than half of its members.
Likewise Fondo de Valores Inmobiliarios S.A.C.A
aiming at promoting the application,
by its affiliated companies, of functioning rules
and mechanisms tending to guarantee the
transparency and confidence standards in the
capitals market, maintains with the participation of
the Independent Directors, the Audits Committee,
which has among others, the following
responsibilities:
1)
Previous knowledge of the financial
statements, before their consideration by the Board
of Directors and their subsequent approval by the
Shareholder´s Assembly
2)
To support the Board of Directors in
preserving
the integrity
of the financial
information of the company.
3)
To collaborate in the overseeing of the
internal and external audits.
Also, F.V.I. Fondo de Valores Inmobiliarios,
S.A.C.A., maintains within its organizational
structure, the Strategic Committee and the
Operating committee, composed by the Executive
Director, the Finances Vice President and all
Managers responsible for the different areas who
watch over the accomplishment of the different
economic, personnel, legal and social objectives of
the company and also assure the proper
implementation of the internal policies and
procedures.
Consolidating our Know How in Commercial Centers
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Capitals Market
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During 2011 the main world capital markets
showed negative results, surrounded by a climate of
fear for the recovery of the main world economies
and by a new crisis in doors due to the high levels
of debt of some Member States of the European
Union and their low or null rates of GDP growth.
In Venezuela 2011, began with a new Capitals
Market Law, that among other new features included
the entrance, as a participant in the market, of a new
financial institution: the Bolsa Publica de Valores
Bicentenaria (Bicentennial Public Stock - Exchange);
an institution created to channel the savings of natural
people and the cash surpluses of juridical persons
Into Fixed Rent investment
Market Capitalization
(MM US$ at September 2011)
The S&P 500, the main shareholding marker of the
United States showed during the year a 2011 an
important increment in its volatility, starting on the
second semester of the year, mainly because of
doubts about the recovery of the North American
labor market, that continued showing signs of
weakness and little capacity of the deprived sector to
generate new jobs. To these factors, the debt crisis of
the European countries was added; headed by
Greece, Italy, Spain and Portugal. All of this made
S&P 500 close with a marginal loss of 0.02% during
the period. By the same token , the main Latin
American markets were hit with falls of 20% in
Brazil, 10% in Mexico and 20% in Chile, being the
Caracas Stock Exchange the exception, whose
capitalization increased 29% during that same
period.
instruments (Obligations as much of private
companies as well as of the National Public Debt).
The market was slow during the first semester of the
year, because of changes in legislation, as well as the
exit of some important players; the oil state
company PDVSA being the main issuer of papers in
the market. Nevertheless, at the beginning of the
second semester of the year, some issuers began to
structure and to place commercial papers and
obligations in the fixed rent market, within which
the F.V.I. Fondo de Valores Inmobiliarios
participated actively, by issuing unsecured
nonconvertible general obligations for an amount of
Bs.270 million, this being one of the most important
emissions by private companies during the year
2011.
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ISSUER
Fondo de Valores Inmobiliarios
Toyota Services de Venezuela C.A
Corporación Andina de Fomento
Aserca Airlines Venezuela
Corporación Telemic
Hotel Tamanaco
OTHER ISSUERS
TOTAL AMOUNT CIRCULATING OBLIGATIONS
AMOUNT IN CIRCULATION OB
(BsF. Dic 11)
% OF TOTAL IN
CIRCULATION
562,000,000
450,000,000
235,000,000
170,000,000
115,000,000
80,000,000
287,591,000
1,899,591,000
29.59%
23.69%
12.37%
8.95%
6.05%
4.21%
15.14%
100%
SOURCE: NATIONAL SECURITIES COMMISSION
Also and after a 2010 year, during which no new
issuances were approved, F.V.I launches again in
2011 its program of commercial papers, managing
to place them at a rate of 8.50% and with maturity in
360 days. Of Bs. 273 Million that crossed in primary
Public offers through the Bicentennial Public StockExchange, F.V.I crossed with its 2011-1 issuance an
amount of Bs. 200 Million through this institution,
this being one of most important amounts negotiated
during their first year of operations.
For 2012, the F.V.I has the firm intention to
continue being one of the most important issuers
within the local securities market, with the
continuation of our program of commercial papers,
as well as new emissions of obligations that allow us
to make a rollover of the private emissions
contracted during 2010.Similarly within our
financial strategy, there is the emission of variable
rent instruments (Equity) with the aim of financing
future plans of local and international expansion of
our business of commercial centers.
F.V.I. Debt Composition according to type of Obligation
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Our Business
15
group of commercial centers in Venezuela, has
extended the reach of its enterprise vision with
“BLUE MALL” as its “anchor brand” to enter the
competitive Caribbean market.
As Corporate Commercialization Manager, I
consider that the prestige and financial success that
Fondo de Valores Inmobiliarios has been able to
guarantee to its clients and investors in Venezuela
are “one of the most important letters of presentation
in this stage of international expansion that has
allowed the achievement of excellent strategic
alliances in the new international projects”.
Exporting know how
Minerva Panzareili
Commercialization Corporate Manager
BLUE MALL
AN AFFINITY AND FIDELITY PACT.
One of the competitive advantages of FVI is indeed
that demonstrable know how in all operations in
Venezuela that inclusively, has opened business
opportunities with other national promoters who
have approached us to present or offer strategic
alliances to manage their commercial centers.
In a so versatile, multicultural and globalized market
such as the Caribbean area; where American, Asian,
European and Latin American visitors coincide, the
FVI appears then as a really attractive option for
investment, conjugating our experience not only in
the design and execution of the architectural projects
and in its financial, managerial and administrative
expertise, but also because of the ample experience
as far as tenant mix of the commercial centers, that
is to say, under what premises to choose the type of
establishments, brands and services that will ensure
success.
BLUE MALL is the emblematic brand with which
Fondo de Valores Inmobiliarios is successfully
positioning itself in new markets of the Caribbean
area, within the framework of an audacious process
of internationalization and strategic alliances.
The Fondo de Valores Inmobiliarios, with a
recognized trajectory in the handling of an important
group of commercial centers in Venezuela, has
extended the reach of its enterprise vision with
“BLUE MALL” as its “anchor brand” to enter the
competitive Caribbean market.
Investment, Management and Operation of Real Estate Assets
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Projects in Planning and Development
We are constantly planning and evaluating new projects and business opportunities, such as Tolon Shopping Mall, Second Stage
By the same token, this good performance with
efficiency, top quality level and profitability, has
allowed us to generate the creation of a network of
international prestige brands that endorse us with their
confidence and are present in all the commercial centers
that we have developed in Venezuela and that they have
decided to bet again for the success in the international
initiatives that we are carrying out, as much in the
Dominican Republic, as in Saint Maarten, These highly
reputed brands, such as Carolina Herrera, Louis
Vuitton, Ferragamo, through their representatives are
our strategic allies.
A brand forged in the mind of our
clients.
Our commercial centers are directed to a mid and high
socio economic level. With an architectonic conception
that aims at the exclusivity, privacy, to the intermediate
format. They are vertical, closed and air conditioned
commercial centers, with luxury finishes. Through the
structure, location, and design, they project an image of
the kind of products and services that we offer to our
clients and the general public.
We aim to position ourselves, as much in Venezuela, as
with our recent international brand BLUE MALL, with
ideas such as: prestige, exclusivity, status,
differentiation.
In that sense, Fondo de Valores Inmobiliarios, has
created a solid corporate image that is projected in its
commercial centers, where the consumer is associated
emotionally with our offer of brands and services and
thinks about them as people, attributing to them human
and personality traits.
Out of this interrelation with our strategic allies:
financial partners, international brands, clients and our
own human team at Fondo de Valores Inmobiliarios,
has emerged what we could define as a pact of affinity
and fidelity, which is another one of the strengths that is
allowing us to enter the future with ample support from
the Caribbean market and to be optimistic of the
present and the future of our regional growth.
Minerva Panzarelli Commercialization Corporate
Manager
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development, was sufficient to initiate a process of
analysis and meticulous studies, designs and
proposals, that finally ended with the company´s
execution of the strategic alliances with both
groups for the development of both projects.
These 2 projects, which had a common
commercial vocation, their location in islands of
the Caribbean Sea, and the close relation between
both insular countries, identified as a same market,
was what generated the necessity to develop a
trade-mark that allowed the Fondo de Valores
Inmobiliarios, to be identified, as a brand of
commercial centers, in the Caribbean. That is how,
after a number of creative sessions, the blue color
of the Caribbean Sea was identified as a common
denominator that finally gave rise to BLUE
MALL.
As of that moment the developing projects would
Aiming at regional growth.
be known as BLUE MALL Santo Domingo and
How the BLUE MALL brand emerges as a result of the BLUE MALL Saint Maarten.
growth of Fondode Valores Inmobiliarios in the region.
The development of BLUE MALL Santo
In 2006, the Fondo de Valores Inmobiliarios, as part of Domingo, the project and its brand, have begun to
its businesses strategy, initiates a series of exploratory render its fruits; so much so that in 2010 another
trips through Latin America, Central America and the important strategic alliance with a new local
Caribbean in search of destinies where there were partner in the Dominican Republic was obtained,
conditions for the export of our know how in the design, to develop what will be known as BLUE MALL
development and management of high end commercial Punta Cana, which at present is in the design and
centers.
planning phase.
This search bore its fruits when we were invited by the
President of the Dominican Republic, to visit that
country, which by its similarity with the idiosyncrasy of
Venezuela offered many facilities for the development
of the business model that we aimed to export. A
strategic alliance with a local partner was materialized
and a suitable location for the development of a
commercial project was identified. It was also during
these trips, that we located a project in the island of
Saint Maarten, today in building process.
The convergence in both cases of 3 important factors,
such as, the legal guarantees offered by the State, the
alliance with a local partner, inescapable condition of
the pre-established formula of internationalization, and
the ideal location for the
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Project BLUE MALL, Santo Domingo.
Fondo de Valores Inmobiliarios abroad, who
leaving everything back, emigrated and committed
themselves to give life to projects that are very
important for the organization; BLUE MALL Santo
Domingo, today transformed into a reality and
BLUE MALL Saint Maarten, at present in its final
phase of construction, to be be opening in this 2012.
With a privileged location, an imposing architecture
and a unique commercial mixture in the Dominican
Republic and the Caribbean, BLUE MALL Santo
Domingo opened its doors in August of 2010, to
become immediately the most modern and
luxurious of that country, and the reference point of
the commercial happenings in the city.
Key elements for success.
Innovative finishes, ample heights, generous
circulation areas and abundant stairs and elevators,
are some of its conceptual attributes, that combined
with the most modern concepts and standards in the
industry of the commercial centers, is the distinctive
seal imprinted by Fondo de Valores Inmobiliarios to
all developments, along with an impressive range of
brands, such as Cartier, Louis Vuitton, Ferragamo,
many of which are for the first time in the country,
make the experience of shopping in BLUE MALL
Santo Domingo, unique and insurmountable.
BLUE MALL Santo Domingo was considered
from its beginnings, the business card of Fondo de
Valores Inmobiliarios towards internationalization,
the project that would allow to demonstrate the
capacity to develop and to export the business
model, outside its borders, reason why once defined
the Caribbean as destiny of the regional growth of
the organization, the route of this growth passed
through the starting of the first of the projects,
BLUE MALL Santo Domingo.
Exporting know how.
The commercial centers operated by Fondo de
Valores Inmobiliarios are recognized by their
structured model of management, as an invaluable
school for the professionals who work in them, as
well as a pool of trained and certified human
resources, compromised with the high standards
currently demanded by the commercial centers
industry.
It is not the product of chance or of luck, that all the
people who today occupy managerial positions in
the commercial centers of Fondo de Valores
Inmobiliarios, nationally and internationally,
constitutes human talent developed from the base of
its structure.
When the organization decided to undertake the
adventure of internationalization, it was known that
it counted with that valuable asset, human resources,
as its main strength, reason why the more
outstanding professionals, those of greater
experience, were appointed, so that they became the
ambassadors of the way to make business of
19
The difficulties from the beginning were many: a
new country, the professionals involved in the
development of the project, soon would realize, that
the opportunity of being the first new generation of
commercial centers of the Dominican Republic,
would be a complex task, since it was necessary to
convince the retailers of the local market, so that
they adopted a model of business different from
which, until that moment was well-known, whose
basic characteristics are:
All this work, carried out without rest by a
compromised team, which included from the head
of the organization to the last one of the workers,
rendered its fruits, and it was compensated fully on
August 10, of 2010, when in a unique event BLUE
MALL Santo Domingo was inaugurated by the
President of the Dominican Republic, as it was also
an achievement that paved the way for Fondo de
Valores Inmobiliarios to open the doors on its route
towards the regional growth, converting BLUE
●
A pre-established commercial mixture or MALL Santo Domingo in its business card towards
the internationalization, it being a commercial
tenant mix.
success what consolidates the regional growth of the
• That privileges the concept of the mono brands organization.
stores over the multi brands stores.
The main objective of BLUE MALL Santo
• That the rent of spaces included a percentage rent Domingo for 2011 is to concentrate all efforts in the
based on the sales of each premise, reason for which positioning of the BLUE MALL brand in the mind
it was necessary to have access in a continuous and of the consumer and to obtain an extension of the
reliable way through the connection to the cash market target.
registers of each establishment.
For the development of the positioning of brand
• To explain that to maximize sales it was expected
BLUE MALL Santo Domingo, the necessity to use
that the premises operated in schedules extended
massive mass media, has been identified as a new
during 365 days ayear.
experience
in the
matter
of marketing
• To demand that the premises had to work commercial centers operated by the Fondo de
simultaneously in their remodeling, with the work Valores Inmobiliarios and that answers to the
carried out for the conclusion of the commercial necessity to adapt to the surrounding environment.
center.
In that sense, massive advertising campaigns have
been developed, that include TV commercials,
radio messages and even the presence of outdoor
20
billboards throughout the capital city and the rooms, that will be operated by the prestigious
International Airport of the Americas.
Marriott hotel chain, with whom an agreement for
the development of the first JW Marriott of the
Another one of the important strategies in the
development of operations this year 2012 is the Caribbean, was signed. Finally and in this frame of
extension of our market target. The Dominican work, the next 7 levels (20 to 27) are destined for
Republic being a country of great tourist demand AAA Offices which are being developed at 56
from North America and Europe will destine a great meters higher than the street level, therefore offering
part of the budgetary resources, to attract tourists, so a unique panoramic line of vision of Santo
that BLUE MALL Santo Domingo becomes the Domingo in all directions.
natural point of contact of the tourists who visit
Santo Domingo and the Dominican Republic.
Alliances with tourist carriers, travel agencies, hotels
in Santo Domingo and Punta Cana; besides a clear
advertising communication in the air lines, tourist
airports and ports, will provide the necessary
presence to catch the tourist market of the island,
which counts with more than 2.000.000 visitors per
year.
These new experiences, added to our accumulated
know how in the handling of commercial centers in
Venezuela, on the one hand, define one of the great
strengths of Fondo de Valores Inmobiliarios as an
organization, with a capacity to evolve and to adapt
to changes of the environment, to always stay on the
vanguard and with constant growth in the business
model in which it works; and on the other hand it
will allow to smooth the way so that the future
projects can feed back from the experiences of
BLUE MALL Santo Domingo in the route for their
consolidation.
In fact, more than 25.000 M2 that ends up
completing the original conception of project BLUE
MALL Santo Domingo, to turn it into the most
thorough complex of mixed use in the country.
The inauguration of the tower, expected for 2013,
will mark the beginning of work for the next
commercial center, BLUE MALL Punta Cana,
currently in conception and design phases.
All this previously presented, allows Fondo de
Valores Inmobiliarios to affirm that it is in the
correct route for regional growth and that in the very
near future it will count with an international
operation, almost as large as the original local
operation, consequently the objective of growth and
diversification of markets will have been reached.
Michele De Prisco
General manager Blue Mall Santo Domingo
But the growth of Fondo de Valores Inmobiliarios in
the region does not pause, in the area ofmanaging
commercial centers; while a part of the team of
professionals works in the consolidation of BLUE
MALL Santo Domingo, another group is in charge
of the next immediate challenge, which is the
opening and beginning of operations in BLUE
MALL Saint Maarten, anticipated for the end of this
year 2012.
In the development area, Tower BLUE MALL is
being built, an imposing and modern construction
with 14 levels, that starts from level6 of BLUE
MALL Santo Domingo, with a 5 stars hotel of 131
21
Blue Residence and BLUE MALL, in the island
of Saint Maarten.
Within the framework of the expansion of the
activities of Fondo de Valores Inmobiliarios, in the
international scope, the group has developed, BLUE
MALL and Residences, in the island of Saint
Marteen.With more than 40,000 M2 of construction,
the complex rises imposing, in one narrow land strip
of the Dutch territory, between the beautiful
Simpson Lagoon to the north and the turquoise blue
of the Caribbean Sea to the south, at a very short
distance from the French territory.
BLUE MALL and Residences has a privileged
location in Lowlands /Terre Bassé, which places it
within the area of primary influence to the
neighborhoods with greater net disposable income
from both sides of the island, and to the entire island
in its area of secondary influence. The dynamics of
the regional commerce puts BLUE MALL within
reach of the near islands, whose populations already
come to Saint Maarten to acquire goods and
services. It being in the Dutch side, the complex
offers enormous tax and labor advantages.
Additionally, because of its location and the height
of the building, from BLUE MALL and Blue
Residences, it is possible to enjoy one of the more
spectacular views of the island.
The complex is divided in three sections: Parking,
BLUE MALL and Blue Residence, which share
resources among them, and therefore lower the price
of investments
and
operation,
without
jeopardizing the privacy of each sector. Within the
Parking section, the foundations of the structure, are
located the majority of the operating systems and the
parking areas. Above the street level, there are five
floors of commercial space with a capacity of up to
84 stores and restaurants, connected by a
harmonious set of common areas and vertical
transport systems. Crowning the construction there
are 3 levels of residential apartments with totally
independent access, first class finishes and generous
common areas that include saunas, swimming pool
and a gymnasium.
The architectural and technical characteristics of the
construction are the product of the joint work of
engineering professionals related to the Fondo de
Valores Inmobiliarios for many years, the Giogia
brothers (local partners), and the different corporate
managements from FVI, who for several years have
provided and continue providing their contributions
for the culmination of the construction, as they did in
BLUE MALL Santo Domingo, which is the first
Fondo de Valores Inmobiliarios commercial center,
operating abroad.
But the export of knowhow, of the Fondo de
Valores Inmobiliarios, has not been limited to the
first stages of the development of the project only.
Even now, just before finalizing construction, the
corporate managements of the company continue in
different fronts, giving form to the structures that
support the business; be it in the implementation of
computer software systems, the commercialization
of spaces, the administrative organization or the
improvement of the finances of the projects. The
knowledge and expertise acquired during 20 years
in Venezuela and during the last 6 years in the
Dominican Republic and Saint Maarten, are fine
tuned with our partners, clients and suppliers.
With Blue Residence already in operation and
BLUE MALL soon to open its doors to the public,
an element that has always differentiated the Fondo
de Valores Inmobiliarios enters the game: its human
22
resources. It is because of that reason that for BLUE young, enthusiastic, and with great disposition for
MALL and Residences, a thorough selection of the
management team, has been made, following the
example of explorer Ernest Shackelton, through the
combination of young professionals, but with
knowledge and experience in the industry, who
share values and similar life styles, which in the long
run guarantee a consistent and coherent result.
Being our organization in BLUE MALL and
Residences a third of which we normally have in
our commercial centers in Venezuela and the
Dominican Republic, the impact of this
management team in the results is crucial.
learning, who work as a team, always looking for
excellence.
Finally, BLUE MALL and Residence has been
possible thanks to our association with G5, an
enterprise group from Saint Maarten, whose
portfolio of activities has meant the acquisition of
great experience in the real estate development of
the island. Their contributions have enriched all
aspects of the business, in architecture, engineering,
financing,
and
obtaining
permits,
commercialization, administration and a long
etcetera. Without doubt, G5 has been an invaluable
The Management of BLUE MALL and Residences ally for us, through their solid leadership in the local
accumulates more than 30 years of experience of area, and as much for our employees, our clients and
commercial centers industry and nearly 40 in the suppliers.
real estate business.A strong academic formation,
with undergraduate and postgraduate professionals Omar Becerra, CSM
from the University of the Valley in Cali-Colombia, General Manager Blue MALL St. Maarten
Andres Bello Catholic University in CaracasVenezuela, University of Delaware, in Delaware the
United States of America and University of New
Brunswick, in St. John Canada.All of them are
23
Growth supported by experience and human
resources
From its birth in 1992 as an innovative vehicle to
obtain investments for financing high performance
real estate projects, Fondo de Valores Inmobiliarios
has accumulated a vast experience in adding value
to its assets with an efficient operation.
On the platform of the operation of AAA office
buildings in 2002 Fondo de Valores Inmobiliarios
entered the niche of the high end Commercial
Centers as a segment of businesses in
consolidation. The success achieved in the
positioning, management and operation of the San
Ignacio Center in Caracas, allowed Fondo de
Valores Inmobiliarios to inaugurate in 2003 the
Tolon Fashion Mall commercial center and in
2005 the Paseo El Hatillo – La Lagunita mixed
uses center (commercial and of offices).A constant
search of opportunities impelled Fondo de Valores
Inmobiliarios to take its experience beyond our
borders, developing along with local investors,
BLUE MALL Santo Domingo in the Dominican
Republic, a mixed use complex whose commercial
center was inaugurated in August of 2010 in an
event that shocked the Dominican capital.
The doubtless experience that arises from the
management of 123,000 M2 of offices and
residences, 7,500 parking spaces, 137,000 M2 of
commercial space that receive 29 million visits a
year to make their purchases in more than 1,200
retail and services locations with the presence of
the best known national and international brands,
combined with a qualified team of formed
professionals and credited by the International
Council of Shopping Centers, serve to make the
regional growth of the Fondo de Valores
Inmobiliarios propitious.
commercial centers: BLUE MALL Saint Maarten to
be opened soon and BLUE MALL Punta Cana to be
constructed in that important tourist pole of the
Caribbean Sea. The expansion of Fondo de Valores
Inmobiliarios to other zones of the country, growth that
will be supported by an adequate investigation and
analysis for the acquisition of operative commercial
centers or to build them in regions with unsatisfied
markets, and to position them with the help of the
knowhow of Fondo de Valores Inmobiliarios, as well
as its valuable and compromised human talent.
Thus Fondo de Valores Inmobiliarios assumes a There is no doubt that Fondo de Valores Inmobiliarios
new challenge with the acquisition of LLANO will continued scoring success after success in its
MALL Commercial City, located in the city of regional growth.
Acarigua, in Venezuela.
Acarigua has an advantageous geographic position Noraida Negretti, CSM, CLS, CDP
in a nodal point of the regional communications; it Commercial Centers Corporate Manager
is connected to the national road system by means
of the Jose Antonio Paez turnpike and it is the
gateway to the Llanos and Andean region of the
country. The expansion of the population of
Acarigua has joined it to the city of Araure, and
have formed a metropolitan area that at present
counts with more than 600 thousand inhabitants.
LLANO MALL Commercial City, right in the
middle, is a commercial center of modern and
recent construction with three years of operation.
Practically without competition, it has 34,500 M2
of commercial area in two levels, offers a variable
commercial mixture able to satisfy the
heterogeneous population of the twin cities. With a
property structure in condominium regime, the
possession of more of 80% of the building will
allow Fondo de Valores Inmobiliarios to operate
LLANO MALL as a new generation commercial
center in the framework of a management of assets
with the main aim of adding value to that asset
under the economics of scale that only the
experience and the portfolio of Fondo de Valores
Inmobiliarios can generate.
The Fondo de Valores Inmobiliarios keeps
growing and expanding. The conquest of the
Caribbean market will add new investments to the
developing
25
In pursuit of excellence
26
GREAT
PLACE
TO
WORK
Best
Places
To Work
2012
Venezuela
Our commitment to excellence with the Tolon enterprise.
“Great Place to Work”
The Great Place to Work® Institute has developed
and validated a world-wide model for the
understanding and comprehension of the
organizational culture starting from the construction
recognition and interaction of the three basic
relations in any work place, which are:
a)
With the leaders - Confidence. Relation of
the person with the Administration or Management
b)
With my companions - Camaraderie.
Interaction of the person with his pairs or fellow
workers
c)
With himself - Confidence. His role in the
Organization
The institute measures the labor climate of the
companies through the calibration of five
dimensions that are: credibility, respect and
impartiality, associated to the confidence;
camaraderie and pride.
collaborators, having obtained position N° 22,
For the ninth time, Great Place to Work® Institute
rewards the best organizations to work for in Latin
America. For this selection, companies of the
following countries participated: Brazil, Argentina,
Bolivia, Chile, Central America, Colombia,
Ecuador, Mexico, Peru, Uruguay and Venezuela.
This it is without a doubt, the result of the
consolidation of efforts and a clear policy of
valuation of the human talent as the main resource
of our management at Tolon Fashion Mall, based on
the human resources policies of Fondo de Valores
Inmobiliarios.
The management of the commercial center has been
working to set the basis of a organizational culture
focused on services, the nature of the business that
we manage, orienting the strategies towards the
awareness of our collaborators in the value and
pride of representing in each one of the jobs, the
Tolon Fashion Mall brand, obtaining the added
In edition number seven (7) of the ranking of best value of counting with compromised talents willing
places to work in Venezuela, in the valuation of to give their best efforts in fulfilling their assigned
organizational climate and culture, participated a responsibilities.
number of companies which encompass multiple
sectors such as foods, mass consumption,
communications, pharmaceuticals, technology,
financial services and real estate. This last one,
included for the first time, with the participation of
Tolón Fashion Mall as the first commercial center
that carries out an exploration of its organizational
climate and was valued in eighth place among the
16 best companies to work for in Venezuela for year
2012.
Additionally it is a reason for pride, to announce that
Tolon Fashion Mall classified in the list of the 50
BEST COMPANIES TO WORK FOR IN LATIN
AMERICA 2012,NATIONALS with 50to 500
27
For Tolon Fashion Mall to have been in the top ten of
the companies, means the firm conviction to show
that dreams can become reality; that the constant work
developed in these last three (3) years has rendered its
fruits. It means to be able to offer our people; pleasant
spaces, warm work atmospheres, confidence in their
leaders; imply that our collaborators feel that they are
in the best place to work and with the best people. The
key is the commitment to keep going; fighting for our
people; accompanying them during their work life;
during their development as professionals; harnessing
their capacities and abilities, in favor of the
optimization of the services that we provide to internal
and external clients, almost always intangible but
differentiating values, at the moment that visitors
decide where to go to realize their purchases.
We think that to build human bridges between the
leaders and their equipment, is the formula to obtain
the best results from our management, to come to
work every day with passion, guarantees the
delivery of additional effort, impelled by the
emotion and gratification of a pleasant work
atmosphere, maintaining our collaborators focused
in their activities, evaluating the form in which to
carry on things and participating actively in the
operational decisions for the improvement of work
in their areas.
On the other hand to have collaborators with a high
level of motivation, brings as a result, the
minimization of absenteeism and rotation indices,
fundamental factor for work routines such as those
of our business, where people work on weekends,
holidays, nights, etc., which causes a loss of time
spent with their families, we are aware of this and
that is a reason why we are in favor of recognizing
its true value.
By the same token the reductions in these indices
diminishes the costs associated to HHRR, facilitates
the contractual relations and additionally it makes it
possible to count on expert manpower, which is
usually lacking in the labor environment of
commercial centers.
Everything is about breaking with standardized
paradigms or prototypes in order to generate results
and of overcoming the resistance to change. We
have been based on a methodological process of
analysis and detection of needs, evaluation of the
surroundings and of our strengths and weaknesses
as a company.
We have structured a plan, based on the experience
of 20 years of the Fondo de Valores Inmobiliarios, a
corporation that has been characterized as always
having its people as its main value, which is
demonstrated by its low levels of rotation, as well as
the Fondo de Valores Inmobiliarios Foundation, that
has always been hand in hand with us. Based on this
differentiating characteristic we have simply showed
to our people how special it is to work here, and to
show them to surroundings outside our context,
where the reality is another one.
28
On the other hand, we remind to them the value of
each of our collaborators as an individual, we
recognize the value of their families in the
performance of their functions and reiterated their
responsibility as citizens and active members of the
community, showing to them that they are able to
generate changes in their familiar or communal
surroundings, in such a way so as to become a
commercial center that is different because of the
constant search for excellence.
GREAT
PLACE
TO
WORK
Throughout the years, the Fondo de Valores
Inmobiliarios has worked untiringly in obtaining
high levels of cohesion with its employees, striving
to become a referential frame for the enterprising
sector and an example for the group, with a vision of
social responsibility with our employees and our
community; as well as to manage to standardize our
processes to make them more efficient, achieving
high standards of productivity and profitability.
During year 2011, it continued to be a main point
within the agenda of our organization to create the
conditions to count on a highly compromised team,
obtaining high standards of quality and efficiency
within the management processes of our business.
Against this background the company has
implemented diverse policies and has managed to
stand out as a business that provides top quality
levels, among which we can mention:
- To foment team work.
- To develop a horizontal open doors management
style.
- To extend our social work.
- To promote a professional team in tune with our
objectives.
- To realize a constant monitoring of our clients in
order to provide optimal high quality service
levels.
- To develop the flexibility of being able to re direct
the objectives of our business according to the
challenges that appear in the political, social and
economic environment that surrounds us.
- To motivate our talent and their preparation.
- To encourage optimism before the difficulties of
the surroundings.
Strategies of differentiation:
Fondo de Valores Inmobiliarios has developed
throughout the years several strategies to be
regarded as high end commercial centers based on
three fundamental parameters: location, security and
quality of services.
29
We carry on the continuous monitoring of the
market and clients through different qualitative and
quantitative studies, to know the tendencies in the
matter of consumption, number of visits, levels of
satisfaction, among others, which allows us to take
action in real time which fortify our competitive
strategy.
Our fundamental strategyis “to maintain high
standards in quality services”. In order to fulfill this
objective we focused in the maintenance of the high
levels of satisfaction of our visitors, identification of
their different profiles and a joint work with the
tenants and the management from each commercial
center from year to year in order to take remedial
actions to maintain our quality of service. In
addition, we count with a process of semester
operative audits that allows to detect in a preventive
way any type us of operational or physical structure
problem, and to implement the necessary corrective
actions as necessary.
Carlos Moreno
General Manager Tolon Fashion Mall
30
20 YEARS OF EXPERIENCE
ALWAYS A TEAM
31
Financial Statements
F.V.I. Fondo de Valores Inmobiliarios, S.A.C.A. and Subsidiaries
ConsolidatedFinancialStatements
September 30, 2011 and 2010
With the report from the
Independent Public Accountants
32
KPMG
Rodriguez Velazquez & Asociados
PublicAccountants
Torre KPMG Avenida Francisco de Miranda
Chacao – Caracas, 1060-A
P.O. Box 5972 – Caracas 1010-A
Venezuela
Telephone: 58 (212) 277.78.11 (Master)
Fax. 58 (212) 263.38.27
www.kpmg.com.ve
Report of the Independent Public Accountants
To the Shareholders and the Board of Directors of
F.V.I. Fondo de Valores Inmobiliarios S.A.C.A. and Subsidiaries:
We have conducted the audits of the general and consolidated balance sheets of F.V.I. Fondo de Valores Inmobiliarios
S.A.C.A. and Subsidiaries at September 30, 2011 and 2010, and the related consolidated profit and loss statements,
operations and shareholders' equity and of cash flows for those years, expressed in constant Bolivars. The
consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express
an opinion on these financial statements based on our audits.
We conducted our audits of these statements in accordance with auditing standards generally accepted in Venezuela.
Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial
statements are free of material misstatements. An audit includes the examination, based in selective tests, of the
evidences that support the amounts and revelations in the consolidated financial statements. Also, an audit includes
the evaluation of the accounting principles used and of the significant accounting estimations done by management, as
well as the evaluation of the complete presentation of the financial statements. We believe that our audits, provide a
reasonable base to sustain our opinion.
As explained in note 1(b) to the consolidated financial statements, F.V.I. Fondo de Valores Inmobiliarios S.A.C.A.
andSubsidiaries, are required to prepare and to present their consolidated financial statements based in the Principles
for the Elaboration of the Financial Statements of the Entities Subject to Control by the National Securities
Commission, which, in the case of the Company, do not differ significantly from the accounting principles generally
accepted in Venezuela (PCGAVen).
In our opinion, the afore mentioned consolidated financial statements provide reasonably, in all important aspects, the
financial situation of F.V.I. Fondo de Valores Inmobiliarios S.A.C.A. and Subsidiaries, at September 30 of 2011 and
2010, the results of their operations and their cash flow by the then ended years, in accordance with the Principles for
the Elaboration of the Financial Statements of the Entities Subject to Control by the National Securities Commission.
As further indicated in note 8 of the consolidated financial statements, in August of 2007, Venezolana de Turismo Venetur decreed by means of an Administrative Act, the unilateral rescission of the contract, subscribed with Inversora
Turística Caracas, S.A. (ITC), a subsidiary , 100% owned by Humboldt International, Ltd., in which, C.A. de Inmuebles
y Valores Caracas, has an interest of 50%, and it assumed, the operation of the facilities of the Caracas-Litoral Cable
Car System and Humboldt Hotel. Additionally, on November 13, 2007, the Ministry of the Popular Power for Culture,
issued Act (Providence) N° 036/07, declaring ITC responsible for presumably having infringed the Law of Protection
and Defense of the Cultural Patrimony, for illicitly having intervened part of the Avila Architectonic and Landscaping
Complex, without the previous authorization of The Institute of the Cultural Patrimony; therefore, a fine was imposed on
Inversora Turística Caracas S.A.(ITC) in the amount of one thousand (1,000) tributary units, equivalent toBs
37,632,000 (at historical value, calculated on the basis of the value of the tributary unit for the year 2007) , and the
restoration of such patrimony at an estimated cost of Bs.F 131,000,000 (at historic values) . Inversora Turística
Caracas, S.A. (ITC) introduced an Administrative Pre-Trial before the Ministry of the Popular Power for Tourism, in
order to raise a claim of damages because of the Unilateral Rescission of the Operation Contract of the Caracas –
Coastal Cableway and Humboldt Hotel.
Also, dated January 20, 2008, Inversora Turística Caracas, S.A. (ITC)
introduced a Hierarchic Recourse before the Ministry of the Popular Power for Culture, against the administrative
silence of the Institute of the Cultural Patrimony, related to the Reconsideration Recourse interposed against,
Providence 036/07. The Company and its legal advisers consider that the final resolution of these subjects will be
favorable to them, reason why, the attached consolidated financial statements, do not include any adjustment that
could be considered necessary given those circumstances.
Rodriguez Velazquez &Asociados
(IllegibleSignature)
Angel Delio Zuñiga B.
Public Accountant
C.P.C. N° 42.605
C.N.V.Z-893
December 16, 2011
33
F.V.I. FONDO DE VALORES INMOBILIARIOS S.A.C.A.
AND AFFILIATED COMPANIES
Consolidated General Balances
September 30, 2011 and 2010
(Expressed in constant Bolivars)
Assets
Current Assets
Cash and cash equivalent
Investments in Securities
Accounts Receivable
Commercial
Affiliated Companies
Employees and directors
Other
Estimation for uncollectible accounts
Total accounts receivable
Contractors’ Advances
Expenses Paid in Advance
Real Estate for sale
Total current Assets
Investments in long term securities
Accounts Receivable Long Term - Others
Leased Real Estate, net
Real Estate in development
Other investments
Properties and equipments, net
Deferred expenses and others
Excess cost above book value in acquired subsidiaries
affiliates, net
Total Assets
Note
2011
2and3
2and4
119,668,081
110,293,301
264,006,346
293,689,998
81,304,843
4,077,500
15,728,915
52,490,999
153,602,257
(517,702)
153,084,555
18,995,982
32,995,075
444,172,852
879,209,846
265,664,729
95,732,567
1,361,834,782
87,126,298
4,068,387
16,321,240
43,626,533
151,142,458
(654,695)
150,487,763
36,893,848
41,444,335
240,972,191
1,027,494,481
1,384,873,751
121,150,131
1,429,455,138
63,808,630
1,147,416,976
54,709,363
62,054,588
372,768,345
103,741,316
57,483,444
86,116,986
33,362,107
3,963,793,588
36,897,131
4,619,980,723
2
23
5
6
7
4
8
9
10
11
12
13
14
2010
34
F.V.I. FONDO DE VALORES INMOBILIARIOS S.A.C.A.
AND AFFILIATED COMPANIES
Consolidated General Balances, Continuation
September 30, 2011 and 2010
(Expressed in constant Bolivars)
Notes
Liabilities, Minority Interests and Shareholder´s
Equity
CurrentLiabilities
Bank Loans
Current portion of long term loans
Financial Liabilities
Accounts payable Commercial
Affiliated Companies
Statutory Participations
Dividends
Other
Total Accounts Payable
Accumulated payable expenses
Deferred Income Taxes
Total Current Liabilities
Long term Commercial Accounts Payable
Long Term Loans
Long Term Financial Liabilities
Guaranty Deposits and others, received
Deferred income
Total Liabilities
Minority Interests
Shareholders´ Equity:
Updated Social Capital, equivalent to nominal
Social capital of Bs 54,044,915
Bonus in shares issuances
Retained earnings
Legal Reserve
Not distributed
Total Retained profits
Profit not realized in securities investments
Treasury shares
Total shareholder´s equity
Total liabilities, minority interests and
shareholder´s equity
2 a n d 15
17
18
16
23
21
21
2
22
16
17
18
19
20
2011
2010
129,831,386
44,020,000
444,500,000
281,902,666
25,545,262
354,092,742
28,686,262
430,273
23,143,815
35,904,206
19,052,996
107,217,552
73,093,523
19,496,259
818,158,720
2,552,438
193,271,240
792,599,000
26,455,263
338,158,912
2,171,195,573
219,978,198
28,363,720
769,280
16,319,941
67,939,623
18,3746,768
131,739,332
81,470,782
24,809,599
899,560,383
3,227,856
345,302,082
1,125,821,433
23,924,778
465,972,711
2,863,809,243
211,480,916
406,774,292
406,774,292
938,143,010
938,143,010
71,352,137
233,553,830
304,905,967
35,276
(77,238,728)
1,572,619,817
66,347,532
207,844,822
274,192,354
(36,964)
(74,382,128)
1,544,690,564
3,963,793,588
4,619,980,723
21
4
The attached notes are a part of the consolidated financial Statements.
35
F.V.I. FONDO DE VALORES INMOBILIARIOS S.A.C.A.
AND AFFILIATED COMPANIES
Consolidated Profit and Loss Statements
Years ended September 30, 2011 and 2010
(Expressed in constant Bolivars)
Notes 20112010
Operational income
From leases
From services
From parking lots
From real estate sales
Total income
Operational costs and expenses
Leased real estate
Services
Parking lots
Real Estate sold
Commercialization expenses
Total operational costs and expenses
Gross profit
Administrative and general expenses
Profits from operations
Integral financing Income (costs):
Financial income
Financial expenses
Financial commissions on issue of securities
Profit from exchange, net
Loss in purchase and sale of securities
Result from monetary position
Total integral cost of financing,
net
Other incomes (outlays)
Amortization of excess cost above book value of
of acquired affiliates
Adjustment, deterioration of other investments
Income from sale of affiliates
Miscellaneous, net
Total other expenditures, net
1(u),9,20
7, 9, 20
7, 9, 10
15,17,18
2
26
14
11
1(c)
Profits before income taxes, and minority
shareholders participation
Income taxes
Current
Deferred
Total Income Taxes
Profits before participation of minority
Shareholders
Minority shareholders participation
Net profit
Net profit per share
The attached notes are a part of the consolidated financial statements
222,488,012
47,475,676
22,730,296
252,761,294
545,455,278
242,818,600
41,365,542
26,866,658
582,822,847
893,873,647
73,010,624
23,421,055
20,726,367
178,367,802
193,651
295,719,499
249,735,779
47,022,700
178,574,292
74,980,881
18,099,999
24,804,315
411,192,884
535,993
529,614,072
364,259,575
68,255,277
296,004,298
156,681,155
295,354,676
(277,696,986) (409,100,910)
5,739,445) (2,514,941)
409,034
2,173,272
(145,797)
(268,689)
82,756,836
(7,789,811)
(43,735,203)
(122,146,403)
(3,535,024)
(3,152,376)
(12,648,390)
(19,335,790)
(5,242,201)
115,629,093
168,563,283
35,230,259
(136,335)
35,093,924
44,751,333
14,878,910
59,630,243
80,535,169
(31,793,638)
48,741,531
1.01
108,933,040
(36,821,369)
72,111,671
1.36
(2,139,959)
2,087,548
(5,294,612)2)
22
1(w)
36
F.V.I. FONDO DE VALORES INMOBILIARIOS S.A.C.A.
AND AFFILIASTED COMPANIES
Consolidated Shareholders’ Equity Accounts Movement Statements
Years ended September 30, 2011 and 2010
(Expressed in constant Bolivars )
__________Retained profits___________
Notes
Balance at September 30, 2009
Shares repurchase
Unrealized results due to
adjustment to market value
Dividends decreed
Set aside for legal reserve
Net profits
Balance at September 30, 2010
Shares repurchase
Unrealized results due to
Adjustment to market value
Dividends decreed
Set aside for legal reserve
Net profits
Balance at September 30, 2011
Updated
Social Capital
406,774,292
4
21
21
-
-
-
938,143,010
-
406,774,292
-
4
21
21
406,774,292
Bonus for issue
of shares
938,143,010
938,143,010
Legal
Reserve
58,258,950
Not
distributed
151,048,094
Total
209,307,044
-
-
-
8,088,582
66,347,532
-
(7,226,361)
(8,088,582)
72,111,671
207,844,822
-
(7,226,361)
5,004,605
71,352,137
(18,027,918)
(5,004,605)
48,741,531
233,553,830
72,111,671
274,192,354
(18,027,918)
48,741,531
304,905,967
Result not
realized in
investments
4,106,180
Treasury
Shares
(478,850)
Total
shareholders´
equity
1,557,851,676
-
(73,903,278)
(73,903,278)
(4,143,144)
(36,964)
(73,382,128)
(2,856,600)
(4,143,144)
(7,226,361)
72,240
35,276
(77,238,728)
72,111,671
1,544,690,564
(2,856,600)
72,240
(18,027,918)
48,741,531
1,572,619,817
The attached notes are a part of the consolidated financial statements
37
F.V.I. FONDO DE VALORES INMOBILIARIOS S.A.C.A.
AND AFFILIATED COMPANIES
Consolidated Cash Flow Statements
Years ended September 30 2011 and 2010
(Expressed in constant Bolivars)
48,741,531
72,111,671
54,116,125
5,140,017
(74,056,844)
629,879
3,152,376
72,240
42,528,550
6,250,895
(135,938,772)
--(2.139.959)
(4,143,144)
(446,252,968)
3,535,024
8,497,282
(136,335)
(665,015,922)
5,242,201
9,822,979
14,878,910
22,820,772
17,897,866
8,449,260
24,062,398
344,198,827
21,430,909
30,856,374
11,505,710
(25,197,198)
(8,377,259)
-(5,177,005)
44,471,618
(60,706,954)
(19,453,489)
(4,707,008)
(125,283,314)
(536,107,685)
(213,840,972)
(574,759,247)
(487.366.154)
(502.647.576)
(546,621,700)
809,279,739
(1,416,003,647)
2,139,947,342
(59,441,165)
(178,741,431)
252,761,294
(6,880,356)
(6,627,323)
3,631,509
582,822,848
(97,396,881)
(8,007,775)
--
446,101,998
1,022,620,456
124,831,386
(217,915,460)
--237,291,240
(293,248,757)
600,000,000
(533,148,000)
(18,027,918)
(2,856,600)
203,995,835
(129,696,663)
96,110,887
(159,341,734)
470,535,087
(893,989,513)
1,018,016,633)
(855,044,184)
(7,226,361)
(73,903,278)
Net cash provided by investment activities
(103,074,109)
(330,543,291)
Net (Decrease) increase in cash equivalent
And cash equivalent
Cash and cash equivalent at beginning of year
Cash and cash equivalent at end of year
(144,338,265)
189,429,589
264,003,346
119,668,081
74,576,757
264,006,346
(55,242,460)
207,188,595
(36,072,762)
(33,116,537)
82,756,836
(16,276,076)
21,357,186
4,076,605
(16,947,526)
(7,789,811)
Net profit
Adjustments to reconcile net profits with cash used
in the operational ,activities
Depreciation of leased real estate
Depreciation of property and equipments,
Result from sale of real estate
Result from sale of property end equipment
Adjustment for damage in other investments
Results from sale of affiliated companies
Results not realized in investments
Effect of updating financing entries
Amortization of excess cost over book value
of acquired affiliates
Minority shareholders´ participation
Deferred income tax
Changes in operational assets and liabilities
Decrease (increase) inAccounts receivable
Advances to contractors
Expenses paid in advance
Deferred expenses and others
Increase (decrease) inAccounts payable
Accumulated expenses
Payable income tax
Deferred income tax
Deposits received as guaranties and other deferred income
Total adjustments
Net cash used in operational activities
Cash flow in investment activities
Acquisition of temporary investments
Withdrawals from short term investments
Acquisition and capitalization of real estate
destined for sale, in development and leased
From sale of real estate destined for
sale, in development and leased
Acquisition of other investments
Acquisition of property and equipments
From sale of property and equipments
Net cash planned for investment activities
Cash flow from financial activities:
From bank loans
Payment of bank loans
From commercial papers
Payments of commercial papers
From long term loans
Payment of long term loans
From financial obligations
Payment of financial obligations
Cash dividends
Shares re-purchase
Results of monetary position correspond to:
Cash and cash equivalent
Operational activities
Investment activities
Financial activities
38