Annual Report 2015

Transcription

Annual Report 2015

Annual
Report
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Brunel International N.V. Annual Report 2015
2 AR '15
3
CONTENTS
Contents
4 AR '15
1 CEO statement
2 Corporate profile
3Financial highlights 2015
4 Report from the Supervisory Board
5Report from the Board of Directors
6
10
14
18
32
Business model35
Organisational structure and specialism38
Sustainability and material issues41
Business environment48
Growth strategy50
Risks, risk management and
control systems63
Corporate governance82
Performance88
6 The Brunel share
7 Annual accounts 2015
8 Additional information
9 Independent auditor’s report
10 Group financial record
11 Worldwide offices
Colophon
98
104
170
174
188
192
198
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6 AR '15
'15
1
REPORT FROM THE BOARD OF DIRECTORS
CEO
statement
7
CEO STATEMENT
CEO statement
have made considerable
member of our team — that is,
investments in recent years in
every Bruneller — for all you have
After years of on-going organic
market over the short-term, we
our organisation, our people, our
achieved last year under tough,
growth in both sales and
have confidence in the strength
processes and our systems. An
tough circumstances, and the
profitability, developments in
of our organisation and that
organisation that is now solid
incredible effort that you all
the price of oil made 2015 a
makes us optimistic about the
and ideally positioned to grab an
continue to put in.
particularly challenging year
opportunities of any long-term
even bigger slice of the market.
for Brunel.
developments in the global Oil &
8 AR '15
Gas market will bring us.
Oil & Gas
Europe
An important part of our
I wish each and every one of you
Challenges and
opportunities
success in the times ahead.
Times that will be challenging,
for sure, but also rich with
We are going through exciting
opportunities for companies
services is focused on the
In Europe we have 50 offices
times, with the market
prepared to grab them. And it is
Oil & Gas market and during the
spread across the six countries
undergoing all sorts of changes.
precisely because I believe so
year customers have cancelled,
where we are active: Germany,
Our clients continue making ever
strongly in the strength,
terminated or postponed a
The Netherlands, Belgium,
greater demands on us, in terms
resilience and flexibility of the
number of new and existing
Switzerland, Austria and the
of both the type and quality of
Brunel team that I am confident
projects.
Czech Republic. And our services
services they receive. It is in this
about the road ahead.
are geared to projects in a wide
area more than any that we see
Obviously this has meant less
variety of sectors including
opportunities, and it is here
call for our services during this
Automotive, Aerospace, Rail,
where we must focus our energy.
period, so we are now working
Telecom, Embedded Software,
hard to adapt the business to
IT and Financial Services.
this new reality. We will need to
Jan Arie van Barneveld
CEO
It is difficult times like these in
particular that make us stronger
organise ourselves in a leaner,
Following a period of
as a company and ultimately
smarter and more flexible way,
restructuring, we have seen a
more successful. Because
with a sharp eye on market
positive revenue trend since the
success is down to the quality of
developments and an open ear
second half of 2015. And with a
your people, and the
for the needs of our customers.
growth rate exceeding 10% in
collaborations and choices you
Though we do not expect to see
the last quarter, you could say
make as a team. Which is why I
any immediate recovery in this
the outlook for 2016 is rosy. We
would like to thank every
9
10 AR '15
2
Corporate
profile
11
CORPORATE PROFILE OF BRUNEL
Corporate profile of Brunel
Brunel was founded in 1975 by
secondment in Europe, and
Today Brunel is an international
the graduated engineer
more specifically Germany,
group with a strong global brand.
Jan Brand. Starting with the
The Netherlands, Belgium,
Operating from its own
placement of a single fellow
Czech Republic and Austria.
international network of 104
engineer, the foundation was laid
for what became a global
12 AR '15
A truly global business
branch offices in 37 countries,
Access to excellence
provider of business services
we have over 11,000 employees
and an annual turnover of
that specialises in the flexible
In everything we do, we follow
placement of professionals.
our firmly-rooted cultural values:
Over the years, the company has
eagerness, result-driven and
Brunel International N.V. is listed
continued to grow and diversify,
operational excellence. This
on Euronext Amsterdam and
but has always maintained
allows us to provide added value
included in the Amsterdam Small
Jan Brand’s original focus:
for clients in both business and
Cap Index (AScX).
placing highly qualified, mainly
government sectors, by meeting
technical, specialists.
their knowledge and project
capacity needs in a highly
Two perspectives
effective way. Brunel stands out
from its competitors through its
Brunel serves the world market
superior services, which center
from two main perspectives.
on high-quality account
On the one hand, we aim our
management and recruitment
services at specific global
management, and our in-depth
business lines. Examples include
knowledge of the relevant
our focus on the worldwide Oil &
market segments and related
Gas industry, and on the
disciplines.
international automotive, rail,
aerospace, telecom and
pharmacy sectors. On the other
hand, we focus on traditional
EUR 1,229 million (2015).
13
14 AR '15
3
Financial
highlights
2015
15
FINANCIAL HIGHLIGHTS 2015
20152014
Profit
Revenue1,228.91,386.6
Gross Profit230.0249.0
Other income Operating costs173.9174.3
Operating profit (EBIT)
56.1
74.7
Result before tax
56.7
75.4
Tax19.126.4
Group income37.648.9
Financial highlights 2015
EUR million, unless stated otherwise
Net income37.148.4
Ratios
Change in revenue on previous year
-11.4%
8.0%
Gross margin18.7%18.0%
16 AR '15
Operating profit / Revenue 4.6%
5.4%
Group income / Revenue 3.1%
3.5%
Balance
Working capital310.4290.8
Group equity347.7328.3
Balance sheet total
479.4
492.6
Net cash flow
53.1
29.7
Shareholder's equity / total assets 72.5%
66.5%
Current assets / current liabilities 3.42
2.81
Employees total (average)
12,495
13,725
Employees indirect (average)
1,601
1,624
Employees total (year end)
11,554
13,549
Employees indirect (year end)
1,503
1,668
Earnings per share
0.75
0.99
Shareholders equity per share
6.96
6.64
Dividend per share
1.50
0.70
Ratios
Workforce
Shares in EUR
Highest price20.6526.00
Lowest price12.9512.73
Closing price at 31 December
16.80
13.60
17
18 AR '15
4
Report
from the
Supervisory
Board
19
REPORT FROM THE SUPERVISORY BOARD
Report from the
Supervisory Board
We hereby present the report of
the Supervisory Board for the year 2015
Financial statements 2015
20 AR '15
Position and major topics 2015
The financial statements and the
The financial statements will be
The Supervisory Board considers
performance. Progress regarding
Board has discussed how
notes thereto have been audited
presented at the General
the development and succession
the company’s IT strategy and
compliance with relevant laws
by PricewaterhouseCoopers
Meeting of Shareholders on
of senior management, the
infrastructure, investments and
and regulations can be ensured.
Accountants N.V. who provided
17 May 2016. We recommend the
company’s strategy, the current
corporate tax rate development
Non-compliance is reported via
an unqualified audit opinion. The
General Meeting of Shareholders
turmoil in the Oil & Gas sector
were also reviewed. The discussion
the periodic consultation with
Supervisory Board supports the
to adopt the financial statements
and sustainable growth in
on the strategy also included
the Supervisory Board. The
proposal of the Board of
and discharge the members of
turnover and profitability to be
utilising the global network
Supervisory Board obtains
Directors to declare a dividend
the Board of Directors.
among its key areas of focus.
outside the Oil & Gas industry.
information from the Board of
of EUR 0.75 per share and
Directors regarding the extent
additionally a super dividend of
Besides the periodical financial
The solvency ratio of the
and nature of various regulations
EUR 0.75 per share.
performance reviews, topics
company is 73% and the cash
and how compliance is
discussed during the year under
position is healthy. The objective
monitored internally.
review were risk assessment and
to fund the projected organic
risk management, the group’s
growth from its own resources is
working capital, cash position,
achievable.
dividend policy and the
development of operations that
The national and international
have been started up in the last
laws and regulations relating to
couple of years. These discussions
the company cover areas such
included presentations by the
as employment, work permits,
Board of Directors on strategy,
health & safety, foreign exchange
operations and financial
and taxes. The Supervisory
21
Composition of
the Supervisory Board
22 AR '15
Ir. D. (Daan) van Doorn
Drs. A. (Aat) Schouwenaar
Drs. Ing. J. (Jan) Bout
Chairman
(b.1948, male, Dutch)
Vice Chairman
(b. 1946, male, Dutch)
Supervisory Director,
(b. 1946, male Dutch)
APPOINTED:
APPOINTED:
APPOINTED:
Annual General Meeting of
Shareholders in May, 2006
Shareholders in May, 2001
Extraordinary General Meeting of
Shareholders on 15 November 2012
CURRENT TERM:
CURRENT TERM:
CURRENT TERM:
2014 – 2018
2015-2017
2012 - 2016
FO R M E R M A I N D I R E CTO RS H I P:
F O R M E R M A I N D I R E C TO RS H I P:
F O R M E R M A I N D I R E C TO R S H I P:
CEO and Chairman of the Executive
Board of Vion N.V.
Chairman of the Management Board
and CEO of Endemol B.V.
Chairman of the Board of Directors
of Royal Haskoning
OT H E R D I R E CTO RS H I PS :
OT H E R D I R E C TO RS H I PS :
OT H E R D I R E C TO RS H I PS :
Chairman of the Supervisory Board
of Coöperatieve Rabobank
Oosterschelde; Member of the
Supervisory Board of A-ware Food
Group B.V.
Chairman of the Supervisory Board
of Holland Casino; Vice Chairman of
the Supervisory Board of Asito
Dienstengroep S.E. and Docdata
N.V.; Member of the Supervisory
Board of Stadion Amsterdam N.V.
Member of the Supervisory Board
of Haskoning DHV Groep B.V.
Appointment and selection
Supervisory Board or the Board
Committee since 2001 and has
of Directors, with the result that
opted to retain the structure.
The members of the Supervisory
we do not meet the legal
The complete Supervisory Board
Board are appointed for a term
objectives, the diversity of both
also serves as the Remuneration
of four years and may thereafter
Boards has always been a part of
and Selection & Appointments
be reappointed. They can remain
the selection process of new
Committees. By-laws and terms
on the board for up to twelve
members, to ensure a diverse
of reference for both the
years from the date of their first
Board composition when
Supervisory Board and its
appointment. Candidates
possible within the required
committees are posted on the
nominated for appointment or
profile.
company’s website.
reappointment must meet the
criteria as shown in the drawn-up
Meetings
profile. It will be proposed to the
Corporate governance structure
In 2015 the Supervisory Board
on 17 May 2016 to reappoint
held five scheduled meetings, all
The performance of the Board
Mr. Bout for his second term of four
of which were attended by the
of Directors as a whole, and of
years on the Supervisory Board.
entire Board of Directors and
its individual members, was
Supervisory Board.
reviewed.
In deviation of article III.3.5 of
The Supervisory Board further
the Dutch corporate governance
held two closed meetings that
code, because of his expertise
were not attended by the Board
The Board of Directors and
best practice provisions of the
studying the draft revision of the
and the phase Brunel is in, the
of Directors.
Supervisory Board are responsible
Code is discussed with the Board
Code recently issued by the
for compliance with the Dutch
of Directors.
Monitoring Commission
on 30 April 2015 reappointed
Corporate Governance Code (‘the
Evaluation of the Board of
Directors
Self-evaluation of the
Supervisory Board
At a private meeting, the
Committees
Supervisory Board reflected on
Corporate Governance to
Mr. Schouwenaar for an
Code’) and maintaining the
Compliance with the Code is
determine whether changes in
additional term of two years in
According to the guidelines of
its individual members. In its
corporate governance structure.
described in this report in the
the corporate governance
addition to his term of fourteen
the Code, Brunel is not obliged
own estimation, and in
They are collectively accountable
section ‘Corporate governance’.
structure need to be made.
years.
to set up separate auditing,
accordance with article III.2.1. of
towards these issues to the
During 2015 no relevant changes
remuneration and selection &
the Dutch Corporate Governance
General Meeting of Shareholders.
occurred to the corporate
Although there is currently no
appointments committees.
code, the Supervisory Board
Once a year, compliance with the
governance structure. Brunel is
female representation on the
However Brunel has had an Audit
consists of independent
its own performance and that of
23
members and has a balanced
The Supervisory Board believes
companies which are similar to
short term variable component
weighted equally. The quantitative
The board members have been
composition of knowledge and
that the remuneration policy
Brunel in terms of scale and
and long term variable
targets (budget, sales, margin,
compensated for the cap of the
experience.
expedites the short-term
complexity.
component.
profitability, EBIT and control of
maximum amount of "pensionable
working capital) reflect the
income" at EUR 100,000 that
operational performance and
Remuneration Committee
24 AR '15
long-term objectives of the
Before the remuneration policy
The base annual salary is
financial parameters considered
came into effect at 1 January 2015.
company, and provides
as a whole is determined, and
assessed periodically against a
by the Supervisory Board to be
The expected saving on pension
This committee assesses
appropriate incentives to achieve
the level of remuneration of
group of comparable
critical with regard to the
premium for Brunel has been
remuneration, including the short-
the strategic goals.
individual board members is
enterprises. Before appointing
realisation of Brunel's strategic
added to the salaries of the board
term and long-term bonuses of
fixed, scenario analysis are made
the new board members, an
objectives.
members. This addition is not
the members of the Board of
The remuneration of new
of the variable remuneration
independent benchmark was
The Supervisory Board ensures
taken into account when
Directors; prepares the
members of the Board of
components and the
performed by an external HR
that the targets agreed are both
calculating the bonus.
remuneration report; and
Directors is compliant with the
consequences that they could
consultancy agency. The variable
challenging and realistic.
oversees the remuneration policy
One-Tier Board Act (‘Wet Bestuur
have on the level of remuneration
component of the total
For commercial and
The remuneration report outlines
of the company. Before
& Toezicht’), including the
of the board members. The level
remuneration package is
competition-related
the remuneration policy,
appointing the new board
applicable requirements for claw
and structure of the remuneration
performance related. It consists
considerations, Brunel does not
provides a description of
members, a benchmark analysis
back procedures on bonus.
of the board members is
of short- and long-term
wish to publish the targets that
implementation of the
has been performed by an
determined by reference to the
components. Performance
have been agreed. The short
remuneration policy in 2015, and
external consultancy agency.
The remuneration structure for
scenario analysis carried out and
targets and conditions are
term bonus may not exceed 75%
sets out the remuneration of the
The results of this benchmark
the Board of Directors is
with due regard for the pay
derived from our strategy and
of the fixed annual salary of the
were utilised in the determination
designed to balance short-term
differentials within the company.
annual business plans.
CEO. For other board members
Directors. The remuneration
of the compensation and the
operational performance with
In determining the level and
The targets are assigned prior to
the maximum bonus opportunity
policy and remuneration report
targets for the board.
the long-term objectives of the
structure of the remuneration of
the relevant year and assessment
is 50% of the fixed annual salary.
are posted on the company’s
company, with due regard for the
board members, both financial
of realisation is conducted after
The realisation of each financial
website.
risks to which variable
and non-financial indicators
year-end by the Supervisory
or individual target can
Remuneration policy
Audit Committee
remuneration may expose the
relevant to the long term
Board. The short-term incentive
independently result in bonus
The remuneration policy
enterprise. The total
objectives of the company are
compensation is paid in cash.
payment. The Supervisory Board
remained unchanged. The long
remuneration and the
taken into account.
The short-term bonus scheme
allocates the bonus based on
The Supervisory Board selects
term variable component has
remuneration elements are
The remuneration package,
for the members of the Board of
the achievement of the targets
the external auditors. The Audit
been changed from an option
based on the going rates in the
following the adoption of the
Directors rewards both financial
of members of the Board of
Committee has a supervisory
scheme to a stock appreciation
international labour market and
remuneration policy, contains
performance and individual
Directors and determines the
role regarding the integrity of the
rights (SAR) scheme.
are fine-tuned using data from
three components: base salary,
performance. Both elements are
associated pay-out.
internal and external financial
25
reports of the company, risk
held meetings with the CFO on
management, and information
an ongoing basis. Mr. Bout
technology. The Supervisory
reported the committee’s
Board, the Board of Directors
findings to all members of the
and the external auditor are
Supervisory Board.
of controllers in Amsterdam in
audit function. Considerations in
systems. Risk assessment and
the department Corporate
this evaluation were that reliable
risk management systems are
Finance & Control (CFC).
financial information is ensured
being further embedded in the
Core competences are auditing,
by (l) reliable administration and
reporting structure to support
It will be proposed to the Annual
reporting and controlling, and the
management information
decision-making and achieving
Shareholders Meeting on 17 May
majority of the team has worked
systems, monitored by regional
of strategic objectives in the
Recurring items for the Audit
2016 that PricewaterhouseCoopers
with a big four audit firm before
financial controllers, (ll)
coming years. The operational
Committee meetings such as
Accountants N.V. will be our
joining Brunel. Besides group
increased visits from central
and strategic risks related to the
The Audit Committee met five
risk assessment and risk
external auditor for the annual
reporting, CFC performs internal
management, (III) uniform
company are described in the
times in 2015: prior to the
management, internal controls,
accounts of 2016.
audit activities, both in desk top
worldwide IT systems and (lV)
section ‘Risks, risk management
publication of the full-year 2014
compliance with laws and
reviews and during visits.
extended scope for external
and control systems’ of this
figures, prior to announcing the
regulations, and the quality of
All entities are visited by a
audits using locally based native-
annual report.
quarterly results and to discuss
the finance function were
member of CFC at least once
speaking audit personnel.
the external auditor’s audit plan
discussed. Regarding the
From an internal control
every two years, and significant or
for 2015 and interim findings.
ongoing IT implementations,
perspective, Brunel is organised
high risk entities are visited
The discussion on the scope of
segregation of duties was
in regions (Oil & Gas) and
multiple times in a year. CFC also
the audit included the key audit
discussed, since sufficient
countries (Europe). In each
provides the group with
matters as identified by
segregation of duties within the
region and country, a financial
accounting manuals and updates
During 2015 the Supervisory
the implementation of the
PricewaterhouseCoopers N.V.:
IT applications is a condition to
controller is responsible for
on internal control procedures.
Board also discussed with the
strategy ‘One Brunel, One IT’.
working capital, recovery of
replace more manual controls by
internal control for the activities
The members of CFC report
Board of Directors the updated
As of March 2014, all entities of
compensable tax losses,
automated controls.
in his/her area. These financial
directly to the Board of Directors,
risk assessment that was
Brunel use the secured global
compliance with laws and
Furthermore, the performance of
controllers meet with the CFO
primarily the CFO and have the
performed by the Board of
workplace for access to the
regulations and IT
the commercial team, that
on a monthly basis. Furthermore,
possibility to meet with the Audit
Directors in cooperation with
network and applications.
implementations. On request of
monitors and strengthens
compensation and hiring/
Committee if deemed necessary.
commercial management and
the Audit Committee, a
contractual risk management,
dismissal of these financial
the regional financial controllers.
In 2015, the IT strategy was
presentation on cyber security
has been evaluated.
controllers is the responsibility
In 2016, the need to implement
This concerns risks associated
discussed, as well as the
was given by Pricewaterhouse-
of the CFO in order to provide
an internal audit function within
with the strategy and the nature
transfer of the responsibilities
Coopers N.V., including the
sufficient independence towards
Brunel will be considered again.
of the business, and the way that
from the project organisation to
relevant audit findings on this
local general managers.
In previous evaluations, it was
the Board of Directors monitors
the support organisation after
matter. In addition, the Audit
Besides the local controllers,
concluded that there currently is
the design and operation of the
finalisation of the main IT
Committee’s chairman, Mr. Bout,
Brunel has an independent team
no need to install an internal
internal risk management
projects.
represented in the Audit
Committee.
26 AR '15
Appointment of
external auditor annual
accounts 2016
Internal audit function
Risks and internal risk
management systems
Information and
communication technology
In 2011 a start was made with
27
Financial reporting
Dialogue with the
external auditor
The Board of Directors informed
28 AR '15
Relationship with shareholders
The Supervisory Board
the Supervisory Board on the
The Audit Committee has
discussed with the Board of
processes for the preparation of
discussed the annual accounts,
Directors how to take into
the financial reports and how the
annual report, management
account the interests of
quality of the financial reporting
letter and risk management
shareholders as well as the
is monitored. On the basis of this
policy with the Board of
issues raised by shareholders at
and the report of the external
Directors and the external
the last Annual General Meeting
auditor, the Supervisory Board
auditor. The Supervisory Board
of Shareholders. The Supervisory
believes the Board of Directors
assessed the independence of
Board believes that the company
adequately interprets its
the auditor. It was concluded
acted in a constructive and
responsibility for the quality of
that threats to independence are
careful way regarding the
the financial information.
absent. The Supervisory Board
shareholders’ interests.
believes that the external auditor
provided the Supervisory Board
with all relevant information in
order to exercise its supervisory
responsibilities.
The main items included in the
auditor’s board report are:
°
°
Analysis of EBIT
°
°
Audit differences
°
Key audit matters
Working capital developments
Management estimates
29
Other
The Supervisory Board approved
Conflicts of interest
the operational and financial
30 AR '15
objectives of the company, and
In 2015, no matters occurred
also approved the strategy
involving conflicts of interest of
designed to achieve the
directors, Supervisory Board
objectives and the preconditions
Members, shareholders and/or
associated with that strategy.
external auditors that are of
material significance to the
company and/or the respective
endorsed the Board of
directors, members,
Directors’ efforts on Corporate
shareholders and/or external
Social Responsibility (CSR) and
auditors. Information on related
the particular aspects that are
party transactions is included
relevant to the enterprise.
under note 20 to the annual
accounts.
Furthermore, no matters
occurred which under the law,
Amsterdam, 4 March 2016
the statutes or the Code require
the approval of the Supervisory
Board.
D. van Doorn
Chairman
A. Schouwenaar
Vice Chairman
J. Bout
31
32 AR '15
'15
5
Report
from the
Board of
Directors
33
Business
model
How Brunel does business
Report from the Board of Directors
management and recruitment
is a service and solution partner.
management, meeting stringent
We help them to get the job
compliance & safety standards in
done and to provide them the
every location in which our clients
access to a flexible and
operate. Our Brunel Europe
specialised knowledge base in
division is a specialist in the
order to meet the rising global
flexible labour market with the
service demand and break down
expertise of Engineering,
today’s technical boundaries.
-Match clients’, projects’ and specialists’ needs of recruitment and employment·
-Provide diverse services and customised solutions of employment, contracting,
secondment and administration
Clients
& Projects
- Seek qualified
brainpower to
tackle technical
challenges
Automotive, Finance, IT, Legal
we are their growth facilitator.
Germany, Belgium and other
Specialists constantly look for
European countries. On the other
assignments in their area of
hand, Brunel Oil & Gas division
expertise in order to realise their
has established a global network
career potential. They need a
of business lines based on the
facilitator connecting them to
regions and locations with
challenging projects and to take
developed oil fields and their
care of the administration and
associated business. This division
operational process so they can
is expanding its services by also
focus on developing the skills
becoming a project resourcing
which they progress towards
specialist and unleashing the full
distinction. At the same time,
potential of our global
Brunel provides specialists the
infrastructure by also looking into
opportunities to excel through
other related sectors such as
assignments and to develop
mining, renewable energy and
cutting-edge experience.
construction.
Specialists
- Seek employment
and career
development
Services &
solutions
Knowledge
partner
th
ow
Gr
For specialists and candidates,
services in The Netherlands,
Resource
provider
&
and Pharma recruitments and
Brunel
- Operational excellence
- People & culture
- Risk management
- Corporate governance
- IT & organisational
infrastructure
PN
ieu
we
te
ks
t
For clients and projects, Brunel
y
lit
bi
ta
ofi
Pr
34 AR '15
Brunel offers top quality account
Growth
facilitator
Profitability & growth
THE WHOLE IS GREATER
THAN THE SUM OF ITS PARTS
How Brunel creates value
-Become a knowledge partner for clients to achieve business
continuity, flexibility, efficiency and success
-Become a growth platform for specialists to accumulate peak
employee value and career advancement
-Achieve both profitability for shareholders and sustainable
business growth
-Innovative mindset of creating added value for stakeholders
35
Brunel’s distinctive
resources
36 AR '15
Brunel strives to create value for
process, world class IT
all the people directly and
infrastructure, operational
indirectly involved in our
excellence and dedicated staff
business. Our sustainable
to maximise value for our clients,
business growth engine has
specialists and investors alike.
been constructed with an
It is important that we continue
effective strategy at its core.
to enhance our culture of
The essence of our growth
compliance, with which the
strategy is to compete in
management is continuously
attractive businesses in which
engaged. A winning culture is the
our distinctive resources –
cornerstone of everything we do,
Brunel’s brand, positioning,
underpinning our competitive
infrastructure, capabilities and
advantages in the international
people, contribute to our
market. In today’s ever-changing
competitive advantages.
environment, moving forward
Our business is unique in its
requires Brunel continues
quality, size and diversity. It is
evolving to ensure we remain a
built on an effective business
market leader.
Global operations
-Worldwide operations with global
scale of efficienty
-Global database of talents and
knowhow
-Global clients knowledge
Local expertise
-Develop sensitivity and responsiveness to national differences
-Concentrate on local content and
added value
Global brand & Independence
-1975 started up in The Netherlands
-1980's first foreign office in Belgium
-1990's founded Brunel Energy in
Asia, Americas, Europe
-Early 2000's working on global
supplier agreements
Brand
“Financial” strength & compliance
-1997 listed on the Stock Exchange·
-Publish audited accounts
-Solid balance sheet to support
growth strategy with limited need
for external financing
Positioning as
a specialist
Infrastructure
People
Capabilities for
performance
Technology
-One IT infrastructure connecting all global entities
-Leverage information, knowledge and expertise
-Improve service quality and delivery time
37
How Brunel
is organised
Organisational structure and specialism
38 AR '15
Brunel’s organisation is built
understand and appreciate
around our culture of business
clients’ and specialists’ needs
excellence and leads directly to
throughout the full project life
the attraction and treatment of
cycle. We provide added-value
specialists. Having access to the
via the tailor-made solutions and
right knowledge and experience
short lines of communication
is essential to Brunel.
which enable us to respond
By developing close-working
quickly and accurately to their
relationships in the spirit of
needs, wherever in the world.
partnering, Brunel is able to fully
Specialists
Clients & projects
11,000 specialists placements every year
1,500 new candidates attraction every week
1,000 permanent recruitment on an annual basis
1 centralised global database of
700,000 candidates with 190 nationalities
40 years of working experience with clients from
more than 35 areas of specialisms
39
Brunel people & organisation
1 flat networked organisation of
1500 indirect employees
104 branch offices in 37 countries across
6 continents connected with 1 global IT network
6 regional hubs – Amsterdam, Bremen, Houston,
Qatar, Rotterdam, Singapore
to facilitate 2 operation divisions – Brunel Oil &
Gas and Brunel Europe
Brunel culture
1 shared unique, strong and effective Brunel culture. In everything we do,
we follow our firmly rooted cultural values of entrepreneurship, a result-driven
approach and operational excellence
Brunel's services
and expertise
Sustainability and material issues
Brunel Oil & Gas
Brunel Europe
Brunel Energy, Brunel Projects the global project resourcing specialist
Brunel Netherlands – the flexible labour market specialist
Brunel Germany – the technical specialist, and other
entities in Belgium, Austria, Czech Republic and Switzerland
40 AR '15
Services
Recruitment services
- Contractor recruitment
- Permanent recruitment
Global mobility solutions
- Mobilisation
- Payroll & taxation
- Compliance
Project resourcing
- Vendor inspection
- Brunel Projects
- Commissioning
- POEA licence
- Operations & m
aintenance
Expertise
Mining
Energy
Expertise
Oil & Gas
Engineering
High-tech
One Brunel
Automotive
Construction
Manufacturing
Finance
IT & Telecom
Legal
Life Sciences &
Healthcare
Marketing &
Communication
Rail
Pharma
Electrical
Aerospace
Shipbuilding
Machinery & Plant
Energy & Power plant
Services
Personnel solutions
Consultancy
Project management
Co-sourcing (IT)
Training
Service and work
contracts
Temporary staffing
Resourcing solutions
Sustainability lies in the heart of
With regard to sustainability, we
our strategy and operations.
have implemented a set of
Because of the nature of our
principles and partnership
business, our role in the
focuses defined in the CSR
community is not limited to our
policy (available at
own company and employees.
www.brunelinternational.net).
The responsibility extends
We mainly focus on the aspects
further to our clients, suppliers,
that are related to work in the
candidates, the education
broadest sense: Brunel’s role in
sector and society in general.
the labour market as a reflection
Therefore, sustainability not
of society, promoting working
only means creating sustainable
environment that focuses on the
financial returns for
safety, health, education and
shareholders, but also providing
personal development of our
sustainable value for other
people, participating in a wide
stakeholders as a knowledge
range of sponsoring activities for
partner, a resource provider, a
sport and health, human rights
growth facilitator and
and fighting life-threatening
contributing to society as a
diseases at both an international
major force of employment
level and local level.
creation in the economy.
In Brunel, we see sustainability
as an integration result of
maintaining an effective growth
strategy and operating as a
socially responsible business.
41
Stakeholder
matrix
• Clients
Keep informed
• Direct & Indirect employees
Manage closely
• Government & regulators
• Candidates
We are currently in the process
understand their needs and
of developing our sustainability
expectations and to gain
framework which integrates
insights. The chosen stakeholder
materiality assessment into
groups are shown in the matrix
growth strategy, risk
on the left page.
42 AR '15
Importance / impact
management and governance.
• Shareholders & Investors
Understanding our stakeholders
is the starting point of the
materiality assessment process.
We engage with a diverse group
of stakeholders with varying
perspectives and opinions to
Monitor
Keep satisfied
• Peers
• Local community
Influence
Importance / impact: The degree of the mutual importance/ impact
that the stakeholder group and Brunel have on each other
Influence: Brunel’s influence on the stakeholder group’s decision making
43
Materiality
assessment process
Economic
Our diverse group
of stakeholders
As a global business, our stakeholders
have various perspectives and interests,
therefore that requires us not only to
contribute to society at an international
level but also participate in socially
involved and volunteering initiatives on a
local level
Materiality assessment
process:
Engage
Environmental
Social
We are in the process of
integrating financial and
non-financial key priorities and
of providing a more complete
perspective over our business
performance and value. This is
an ongoing process
The stakeholders raise relevant matters
in the three domains of sustainability via
multiple channels
Prioritise
The materiality assessment
prioritised the main
process is followed by
sustainability issues that are
identifying potential material
material to both internal and
topics categorised in the
external stakeholders based
social, economic and
on the strategic impact on the
environmental domains.
business, importance to
We went through detailed
stakeholders and the social,
analysis of the strategic
economic and environmental
priorities, the study of all
impact of each topic in the
reports submitted for board or
value chain. These issues are
executive discussion, key
captured in a materiality
business risk factors and
matrix and have been adopted
identified opportunities,
by the Board of Directors.
employee surveys, all formal
Growth
strategy
and informal stakeholder
Corporate
Social
Responsibility
Material
issues
Material
issues
Non-material
issues
Material
issues
Integrate
Risk management and
governance
We are working on an integrated
pproach to ensure our business strategy
a
take the sustainability issues into account
and embed them in wider business
processes
corporate social responsibility
policy. We have identified and
44 AR '15
Feedback
feedback and integrated
We identify and prioritise material issues
based on the strategic impact on the
business and importance to stakeholders
45
Materiality
matrix
High standards of business integrity
including anti-bribery & corruption
Corporate governance
Legislation and regulation
Profitable growth
The materiality assessment is an
account and embed them in
topics reported. The strategic
ongoing process. We are working
wider business processes.
and operational responses to
towards an integrated approach
During our daily operation, we
these material issues are
to ensure our business strategy
follow up with stakeholders to
reported in the following
take the sustainability issues into
get feedback on the material
sections in this annual report.
46 AR '15
Importance to Brunel's stakeholders
Risk management and control environment
Encourage win-win
relationships with clients,
suppliers and other partners
Human rights
Training and eduction
Health & safety management
Categories of material issues
Profitability & growth
Provide employees optimal and appropriate working conditions
Tax strategy
Contribute to the economical and social
development in local community
Create employment and be a major force in the economy
Labour market trends
Ensure efficient internal processes
for operational excellence
Attract, develop and retain talent
Improve the quality of the management
People
Brand and reputation
CO2 neutral
IT strategy, system security and
data privacy
Climate change
Transport, Energy consumption
Impact on Brunel's business
Growth strategy - Strategic objective 1&3
Risks, risk management and control system
From the prospective of sustainabiliy
Performance
Growth strategy - Strategic objective 2
Business environment
Culture
Growth strategy - Strategic objective 2
Governance & external relationships
Competitiveness of Brunel
Environmental policy
Strategic and operational responses in this report
Non-material issues
Brunel has carefully analysed which aspects of its operations have an
impact on the environment and what can be done to minimise it.
The result is a broad package of measures covering these listed issues.
We conclude these issues are not significantly relevant to Brunel and
our stakeholders and they are not material enough to be reported in the
integrated annual report
47
48 AR '15
°
°
HR functions results in efficiency
there is an increase in offering
organisation’s awareness of
gains, especially in many
staffing services via internet and
business conduct standards,
immature markets around the
social media. We seize such
anti-bribery & corruption
The labour market trends
world, the outsourcing of
trend as an opportunity to
practices, and safety
significant oil job losses
There has been a clear trend of
recruitment of skilled employees
proactively use technology and
management.
worldwide and such losses are
increased flexibility and greater
is continued. Moreover, clients
sharpen our corporate image to
bound to have a lasting impact.
mobility among candidates.
are seeking for a total offering or
further differentiates us from the
In the short term, the trend has a
Moreover the mismatch between
a broader range of services from
competition. We also expect
Our business is operating in a
which have direct impact on the
world of constant changes.
We keep monitoring the following
business environment indicators:
°
The macroeconomic cycle
direct negative impact on Brunel
the profiles in demand by
fewer suppliers. On one hand,
further consolidation (Mergers &
The overarching
Energy’s headcount
companies and the candidates
these behaviours and trends put
Acquisitions) amongst our
macroeconomics in Europe are
development, revenue and
with the right competencies and
more pressure on smaller
competitors in the Oil & Gas
favourable to our business.
profitability in all regions.
the level of education has been
suppliers to operate and
sector.
We are likely to see an upcycle
However it is the right time for
growing. For Brunel, actively
compete in the market; on the
and a further recovery for the
Brunel Oil & Gas to improve
adopting technology in hiring and
other hand, organisations like
next years with a modest growth
efficiencies to strengthen our
recruitment process has been
Brunel are setup and prepared
compliance
rate. Demand for temporary and
market position and proactively
and will still be an effective way
for these changes which is in
The regulatory environment in
permanent staff tends to
partner with our clients to help
to improve our productivity.
fact a growth opportunity for us.
the Dutch job markets has
increase when GDP grows and
them realise their strategic
productivity gains, specifically,
priorities. Furthermore, the
when the economy picks up
market trends clearly indicate an
Clients are seeking to add
companies firstly increase their
increase in technical complexity
flexibility to their workforce by
increasing, (1) the big generic
This change has direct impact on
flexible capacity. Therefore the
for projects going forward. This
employing skilled people on a
manpower companies, who are
the costs for our clients
positive economic conditions are
means the competence and
contract or project basis; the
working towards specialisation
particularly in the short term.
likely to contribute to our
expertise of the specialists must
larger clients e.g. in the Oil & Gas
and (2) the global niche players,
In emerging markets of our
margins and growth.
more closely be fitted to the
industry, continue to enforce
who already have or are working
business the legal systems are in
project. This is exactly in which
stricter compliance rules,
towards global coverage.
varying stages of development,
°
Laws, regulations and
become stricter with regarding
°
Client behaviours & trends
°Competition
The worldwide competition is
to flexible labour and the
providers of staffing/HR services.
The Oil & Gas industry
Brunel Oil & Gas excels thanks to
combined with complex
In The Netherlands and Belgium
which increases our compliance
In the coming year the oil majors
our advanced global IT
tendering procedures and price
the top players have
costs and risks. Within Brunel,
are expected to continue
infrastructure. Therefore we are
pressure. As clients increase
considerable market shares,
the building of “Culture of
reducing their capex budgets
confident in Brunel’s market
focus on core activities and they
whereas the market in Germany
Compliance” is continued and
and consolidating suppliers
position in the long run.
realise that outsourcing certain
is more fragmented. Moreover
we are proactively increasing the
49
Growth
strategy
How to create competitive returns for shareholders and
sustainable value for our people?
Growth strategy
Regardless of the uncertain and
dynamic environment we are
The formula for growth in
broad terms:
Strategic
response to
aterial issues of:
m
1
operating in, Brunel has always
50 AR '15
maintained its growth strategy as
To grow successfully and
a priority. It is vital that we make
sustainably, we must at the very
wise choices about where and
least meet the following three
how to compete in order to grow
conditions:
at a reasonably fast pace as a
specialist in both the global
°
market and lucrative niches.
- Profitability & growth
What are
our strategic
objectives?
- People
- Culture
2
- Profitability & growth
- Governance & external
relationships
3
Concentrating
on profitable
growth
Building a solid
reputation and being an
industry shaper
Achieving
operational
excellence
- Increased price pressure
- Stricter regulatory
environment
- New technical
challenges
- The war for talent
- Tension between
customer focus and
operating processes
- Unfavourable macro-
economic conditions
- Competition
- Dependency on key clients
- Contract negotiations and
contract management
- Attraction & retention
of talents
- Non-compliance
- Directions for growth
- Drivers for growth
- Organisational infrastructure for growth
have a clear direction, and be
prepared to make choices in
terms of markets and positioning
°
continue to increase our
What challenges
do we face?
capacities at the right moment,
at the appropriate rate and in the
right directions
°
improve our organisational and
IT infrastructures continually
What are
the associated
top risks?
How do we
achieve growth?
Growth formula
51
Revenue & EBIT
development
Brunel Int Revenue
Oil & Gas
Revenue development
Europe
Total
1,600
1,400
1,200
1,000
Strategic objective:
Concentrating on profitable
growth
52 AR '15
and supported via regional hubs
responsible for logistics, travel
800
by sharing financial, human and
and supply of talent. Moreover,
600
commercial resources.
we are shifting away from
400
The advantage of this structure
reactive filling vacancies and
Growth formula - directions
allows the regions where Brunel
servicing nominees for our
for growth:
is already well established to
clients in Oil & Gas, we are in
focus on maximising economies
the process to be a proactive
of scale, whilst also providing
project partner and help our
the agility to quickly adjust our
clients realise their strategic
organisation to changing
goals in today’s challenging Oil
circumstances. When new
1,600
& Gas market. This also ties
in
opportunities have been
nicely with compliance and1,400
70
identified, we can act quicker to
cost efficiencies, making the
1,200
60
establish our business in the
move from transaction to
new areas by leveraging the
service a win-win for our
benefits from the regional hubs.
clients. The efficiencies
° within the existing
commercial structure
° through organic expansion
of offices
° by deepening existing
verticals
0
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
Brunel Int EBIT
Brunel Int Revenue
Oil & Gas
Europe
Total
EBIT development
Oil & Gas
50
800
40
600
30
To increase the specialised and
our IT develop-ments and 400
20
professionalised nature of
implementations will enable200
us
10
Brunel, we have a strong focus
to deal with the price pressure0
on deepening existing verticals
we currently face in the market.
resulting from the finalisation of
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
Europe
Total
80
1,000
° through new verticals
° by adding new services
200
0
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
Brunel has a balanced business
and adding new services (such
combination of Brunel Oil & Gas
as single source project
Even within the existing
and Brunel Europe which can
resourcing, guaranteed delivery
infrastructure we can find new
provide strong financial and
models, cost efficiency
verticals. In Brunel Europe,
technology, legislations and
cooperation and innovation with
where such advantages put us
operation results in different
exercises). In Brunel Oil & Gas,
The Netherlands and Germany
laws and our peers.
them. Specialisation as such
ahead of the competition, and
market conditions. In the past
these vertical markets are the
specifically, we keep increasing
The proactive approach further
attracts more clients in a field of
brings in higher margins.
40 years, Brunel has developed
niches we can specialise in and
our content knowledge, i.e.
specialised our business lines
increasing technical complexity
a global infrastructure
really excel at. We extend our
knowledge about the labour
and we are able to better fulfil
and higher requirements on
connecting all continents.
services from sourcing the staff
markets development, client
and anticipate customers’
specialists. Deepening these
All our offices are connected
to acting as their partner
behaviours and trends,
requirements, intensifying
verticals brings us in niches
53
From the prospective of
sustainability:
independent foundation that
tax structure follows our
delivery, it’s our policy to
others for compliance with the
shapes the social involvement of
business and Brunel has no
effectively manage risk and to
OECD BEPS developments.
Brunel Nederland and its
evasive tax-structure. Complying
comply with all applicable tax
Considering our tax policy and
Achieving the strategic objective -
employees. The Brunel
with tax laws and paying fair
laws, rules and regulations.
structure, we believe the impact
concentrating on profitable growth
foundation’s activities focus on
share of taxes is an important
The aim is to comply with the
of these developments for
allows us to contribute both directly
making the knowledge, expertise
part of our corporate social
letter as well as the spirit of the
Brunel will be limited. Country-
and indirectly to the local economy
and ability of Brunel employees
responsibility since it contributes
law. Therefor we make use of the
by-country reporting will
we are operating in.
available for social initiatives by
to provide the basic building
services of reputable tax
probably result in more
deploying our employees,
blocks for economic growth in
advisors at both local and group
discussions with tax authorities.
offering financial support, and
the countries we operate, even
level. We strive to establish an
We understand external country-
54 AR '15
Community involvement
developing and/or participating
more so in the developing
open and transparent
by-country reporting will provide
In some markets we operate in,
in social projects/initiatives.
countries. We do not only pay a
relationship with the tax
more insight into local tax
there has been a focus on
The Brunel foundation focuses
substantial amount of corporate
authorities in all countries we
contributions. However,
attracting existing local expertise
on three pillars: education,
income tax, but also significant
operate in. To achieve
especially considering the
and, where necessary, bringing in
innovation and contributing to or
amounts on other taxes such as
consistency, all significant
turbulent circumstances in the
international specialists to train
increasing awareness of social
wage taxes, withholding taxes
dealings with tax authorities are
Oil & Gas industry and
and develop the local talents of
themes. In 2015, we have
and VAT. Due to the nature of our
monitored by the CFO.
competitiveness, we decided not
the future. Our operations in
successfully carried out the
business, wage tax is an
Russia, Papua New Guinea and
Make-A-Wish Business Challenge
important area for us. Both for
Transactions conducted
Thailand are good examples of
to help children with a life
compliance as well as for the
between group companies
maximising local employment
threatening illness and the
significance of the amounts.
located in different countries are
The disclosures in the financial
opportunities to build local
CoderDojo projects to teach
conducted in line with the
statements on our corporate
economic growth.
children programming and other
Of course we also try to optimise
Organisation for Economic
income tax rate, as well as the
In Singapore, Indonesia,
partnerships, see www.brunel.nl/
our tax position. But once again,
Co-operation and Development
actual corporate income tax paid
Philippines and Brazil, we donate
brunel-foundation.
also for this part, tax should
(OECD) Guidelines for
reflect our tax policy execution.
follow the business and all
Multinational Enterprises and
transactions must have a
other local transfer pricing
business rationale.
regulations.
to local charities and organise
volunteer activates to support
Tax strategy
local children to participate
to introduce this reporting this
programs of health and safety,
Pursuing a transparent and
education and sports.
honest tax policy is part of doing
Since tax compliance is an
During 2015, we reviewed the
The Brunel foundation is an
business for Brunel. As such, our
important part of our service
current tax policy, amongst
year.
55
Strategic objective:
services. Such a profile makes
taking place within our business
the selection of the candidates
sustain the Brunel culture and
us both more attractive and
environment.
and other services. This includes
the good working culture
Building a solid reputation of having
better positioned in the on-going
good quality resources and being an
battle for clients and talents.
industry shaper
speedy relocation, transport and
motivates our people. We aim to
To keep a market-leading
payroll processing. The talent
create a long lasting bond with
position, Brunel needs to attract,
shortage also is caused by the
the specialists, beyond the
A good IT infrastructure is critical
develop and retain exceptional
facts that some specialists lack
simple paymaster throughout
Growth formula - drivers for
to the optimal functioning of
and motivated specialists to
the voice or skills to properly
projects. This helps us retain
growth:
every aspect and activity within
work within our organisation and
advertise themselves. Due to
knowledge and stimulate the
our organisation. In 2015 the
to work for our clients and
this, these specialists often do
flow of information through our
continued rollout of our IT
projects. Therefore, there is a
not succeed in utilising the full
network.
infrastructure helped ensure
great need for people with the
range of possibilities of their
business development, account
proper skills and expertise to
career. This despite a tight
management, recruitment,
meet new technical challenges.
labour market with a lot of
finance & pay rolling be fully
A pre-existing labour shortage
opportunities for these
supported in their relations with
with the industry leads to a real
specialists who act upon them.
clients, candidates and
manpower challenge.
Brunel is to help our specialists
contractors. In 2016 we will
This challenge affects the global
develop and market themselves
upgrade our main systems to
Oil & Gas and engineering
to the full extent of their abilities.
We keep sharpening our
optimise efficiency and ensure
industries and in particular the
corporate image as a
standardisation around the
secondment sectors. In the long
From this rationale comes the
predominantly technical, active
globe. With our advanced
run, the sectors are working with
Brunel culture of excellence
worldwide specialist and a
technological infrastructure,
educational institutions to
through the development of
knowledge and resource partner
management is able to measure
attract and develop young
excellent people. Our organisation
with a solid reputation. High
things more in detail than ever
talents; in the meanwhile, we are
is flat with few management
recognition as a specialist is vital
before which requires a mind-
using advanced IT tools to
layers. Such a culture demands
in differentiating us from the
set-shift process and cultural
optimally utilise the knowledge
our management to be alert and
competition. Successfully
change about how we apply
sources that are already
strong on coaching and leading
implementing complex technical
technology even more smartly.
accessible. It is intended to raise
by examples. Besides, our
or logistical projects also sets up
All these factors are helping
the level of our interaction with
employees need self-discipline
apart as a specialist and a
management become more
the specialists, provide deeper
and a strong sense of where
credible provider of high quality
responsive to the rapid changes
industry knowledge to improve
boundaries lie. Excellent people
56 AR '15
° direction and position
° IT infrastructure
° the Brunel culture
° quality of our people &
management
57
Building
a reputation
From the prospective of
sustainability:
Building a solid reputation and
being an industry shaper
Create a corporate profile of a specialist and
the authoritative thermometer in the field
Passionately committed Brunel people and
management
58 AR '15
Develop the global network of extensive
knowledge resources
Attraction, development and retention of the
specialists
Effective IT infrastructure of optimal
utilising the knowledge sources
Australia
Engineers (KIVI) and it helps to
Brunel Australia has committed
ensure the development of the
We believe that the best way for
to training twenty apprentices
engineering profession, with a
Brunel to achieve sustainability is
suitable for the offshore
deep connection to society.
by acting in the long-term
construction sector as part of its
Engineers with Chartered Status
interest of our stakeholders, our
responsibility to return skilled
enjoy recognition by government,
partners and society. We strive
workers back into the sector.
business and the general public
to be a world-class operator, a
Five apprentices per annum over
worldwide. Brunel is the first
responsible business and a good
a four year term are to be
company among its peers
employer.
employed and supported until
providing chartership
such time as they have
opportunities to the engineers in
completed their training.
the Dutch market.
Training, education
& culture
We have had our first apprentice
completed the training and
Brunel has formed a partnership
The need to find sufficient skilled
seven more apprentices are
with TU Delft and YES! Delft
younger specialists to meet
expect to have completed by the
Students to encourage innovative
capacity is an issue affecting
end of the year.
ideas and promote
many sectors of the resources
industry, and a major concern for
entrepreneurship among
The Netherlands
the Oil & Gas and engineering
Keep improving service quality & build strategic
partnership
Have high quality and interesting projects for
specialists to work on
Putting the clients & specialists first
Brunel culture of excellence
Clear direction and position
Drivers for growth
The Royal Netherlands Society of
students. We also take part in the
innovative educational project
industries. At Brunel we
To further develop our engineers
Youth and Technology Network
contribute to developing future
and raise the profile of the
Nederland, which aims to attract
local talent. This includes not
engineering profession in
college students to study
only providing opportunities for
The Netherlands, in 2015, a group
engineering and technology.
people to work on such cutting-
of Brunel engineers were selected
Regularly we organise
edge projects, but also through
as the first participants joining the
presentations and training
using educational
Chartered Engineer (CEng) and
sessions (including job training
establishments and institutions
Incorporated Engineer (IEng)
and labour market orientation) for
to educate the younger
programme in The Netherlands.
students to prepare them for
generation.
This Chartered structure is led by
their career start.
59
Germany
60 AR '15
Strategic objective –
Achieving operational
excellence
Brunel Germany also takes the
risks and local content are often
initiative to operate an
discussed within the
Brunel Germany partners with
environmental management
management of Brunel and are
different German engineering
system that conforms to the
assessed periodically. It is also
organisations, promoting
requirements of the DIN EN ISO
expressed in Brunel’s CSR policy,
Growth formula - organisational
technology and helping develop
14001 which guarantees a
equal opportunity policy,
and infrastructure for growth:
dedicated engineering students.
responsible handling of all
standards of business conduct,
At nearly every university, we
resources.
and health, safety &
offer important soft skill training
(e.g. project management) and
environmental policy. Brunel
Human rights
career advice to prepare
provides annual e-learning
programmes on code of conduct
students for their professional
Brunel respects and promotes
and general business principles
career take-off. One aspect of
fundamental human rights in line
to train employees on both
our commitment to VDI, the
with the legitimate role of
Brunel’s and clients’ business
Association of German
business.
principles, including respect for
Engineers, is to provide
° 100% client focus through
business lines and regions
° centralisation of certain
functions
° balancing customer focus
and operational excellence
our employees and support for
management system
This centralisation has also been
implemented company-wide and
put in place in regards to the
must be able to rely on a cutting-
regions, creating centralised
edge IT infrastructure.
regional hubs. Examples of
centralised back office hubs are
Brunel is first and foremost a
Amsterdam, Bremen, Houston,
sales-driven and results-oriented
Rotterdam and Singapore.
company. Brunel has a strong
culture of entrepreneurship and
Overall this management
employee autonomy with a
structure allows commercial
limited organisational
activity, business development,
infrastructure. Brunel’s sales
account management and
force is organised in business
recruitment to be 100%
lines and regions. This structure
externally focused on clients and
brings manageability, clear lines
candidates, while being fully
of accountability and helps
supported by strong centralised
maximise client services without
regional hubs that help oversee
loosing our focus on specific
and manage the potential pitfalls
exceptional engineering students
Our approach to human rights is
human rights in line with the
a mentoring program which
informed by general concepts as
legitimate role of business.
° strong back office and
operations department
includes a six-month internship
described in the UN Guiding
industries and key clients. A
of a bold sales organisation such
at our development center,
Principles: on business and
Our existing approach is
For Brunel, operational
strong supporting infrastructure
as risk management and internal
Brunel Car Synergies.
human rights and the revised
sufficient to identify and mitigate
excellence means achieving
is vital to facilitate, manage and
control.
OECD guidelines to protect
human rights risks and we are
deep commercial know-how,
monitor those commercial
Brunel Germany also sponsors
human rights and social
committed to continually evolve
efficient business processes,
services so that the back office
the event Formula Student
development.
our human rights approach in
increased productivity, improved
does not neglect the compliance
line with changing internal and
customer responsiveness and
and other processes that form
external factors.
cost minimisation throughout
our operational excellence. To
Germany and ten racing teams
to design and build a single seat
Defending human rights, both
formula race car. The team with
internally and externally, has
our organisation as a whole.
this end a strong centralisation
the best overall package of
been integrated into existing
To achieve this, we need
has taken place in the back
construction, performance, and
governance and business
motivated and committed
offices which take away the
financial and sales planning wins
management systems. Topics
employees. They must be
operation and compliance tasks
the competition.
like health and safety, country
backed up by an effective
from the sales organisation.
61
Operational
excellence
Risks, risk management and control systems
Developing the tools we need now with
continuous improvement
Technology
62 AR '15
Operational
excellence
Process
Streamlining process
to improve productivity,
efficiency and regulatory
compliance
More flexible, transparent, collaborative and
manageable
People
Culture of entrepreneurship and world class
operational discipline
A mind-set-shift process
and smart management
about how to apply
technology
Brunel’s risk management is
management and internal
Committee and the Supervisory
aimed at long-term sustainable
control. Brunel has embedded
Board as well as the external
management of its business
the COSO ERM framework as the
auditor.
activities. The Board of Directors
foundation of its risk
considers the ability to control
management framework.
strategic, operational,
The Board of Directors reviews
compliance, financial reporting
the risk management framework
The Board of Directors defines
and financial risks crucial to
and assesses company’s top
the risk appetite of Brunel i.e. the
achieving set targets, and for the
risks on a regular basis, followed
level of risk that Brunel willing to
continuity of the company.
by communication and action
take to achieve its objectives and
For this reason, Brunel has
among different level and
sets the risk appetite by our
developed different risk
functions within Brunel. On an
strategy, code of conduct,
appetites to achieve different
annual basis, the Board of
company values, authority
strategic objectives and pays
Directors discusses its risk
schedules and policies. Our risk
considerable attention at all
management framework and
appetite differs by types of risk:
relevant levels to risk
company risks with the Audit
Risk appetite
Risk category
Risk description
Risk appetite
Strategic risks (S)
Risks which affect or are created by Brunel’s business Low - moderate
strategy and could affect Brunel’s long-term positioning
and performance
Operational risks (O)
Risks which affect Brunel’s ability to execute its
strategic plan
Low - moderate
Compliance risks (C)
Risks of non-compliance with laws, regulations, local
standards, codes of conducts, internal policies and
procedures
Zero tolerance
Financial and
reporting risks (F)
Risks include areas such as financial reporting,
valuation, currency, liquidity and impairment risks
Low
63
64 AR '15
4. Risk assessment
6. Control activities
Brunel’s internal risk management
complex decision-making, to
our risks. The implementation of
The most important policies and
and control measures are based
control financial progress and to
Our risk assessment helps us
All Brunel divisions are subject to
our global IT systems enables us
procedures are:
on the COSO ERM framework and
monitor realisation of the
effectively assess and prioritise the
general policy rules and
to replace manual controls by
distinguish between eight
business objectives. Another
risks we face, based on the
procedures aimed at controlling
automated controls.
components:
important aspect of the internal
potential impact of those risks on
environment is the code of
the company and the likelihood of
1. Internal environment
conduct, which includes a
those risks occurring. The risk
2. Objective setting
whistle-blower policy. The code is
assessment enables Brunel to
Risk category:
Risk management:
3. Event identification
posted on the corporate website.
further improve its risk management
Strategic risk
Strategy updates
Annual business reviews
Operational risk
Uniform IT systems
Contracting procedures
Weekly KPI reporting
Monthly management reporting
Quarterly business reviews
Visits
Insurances
Compliance risk
Reporting & disclosures
Legal counselling
Anti-bribery & corruption
Training
Financial risk
Uniform IT systems
Accounting & control manual
Internal control
Corporate finance & control department
Monthly reporting
Quarterly reviews
Treasury
Audit
4. Risk assessment
5. Risk response
and provide additional confidence
2. Objective setting
that corporate objectives will be
6. Control activities
Brunel has set its objectives
achieved. The risks listed in this
7. Information and
based on its strategic growth
section are our main, material and
communication
pillars. The objectives chosen
company-specific, risks based on
support and align with Brunel’s
the risk analysis.
8. Monitoring
mission, and are consistent with
1. Internal environment
our risk appetite.
The Board of Directors is
responsible for coherence
5. Risk response
Our approach to risk management
3. Event identification
is not only improving the controls
between the various internal
Brunel strives to ensure that all
in place to manage these risks,
control and risk management
potential events are identified
but also their effectiveness. With
elements. Factors that influence
that could affect the achievement
this information, Brunel is able to
the internal environment include
of the objectives which Brunel
determine how to manage its risks
integrity, management style, the
has set itself. This includes
and select its risk responses, such
tone set at the top, the risk
internal and external events.
as avoiding, accepting, reducing
management philosophy and risk
During the financial controllers
and/or sharing the risks. The set
appetite. Periodically the Board of
meeting in June updates for the
of actions that Brunel has
Directors – together with a senior
risk assessment have been
developed is aligned with our risk
officer from Corporate Finance &
performed. This update will be
appetite.
Control if required – visits the
carried out a regular basis.
operating companies to facilitate
65
Strategy updates
Uniform IT systems
information is stored, and
Every high risk contract has to be
accessible, in one secured
reviewed by the corporate legal
Insurances
This has resulted in a generally
accepted code of conduct,
The Board of Directors reviews
In 2011 Brunel has started its
environment. The finalisation at
department and have to be
Brunel has an insurance manual
internal training courses for new
Brunel’s strategy periodically, at ‘One Brunel, one IT program’.
the end of 2014 enabled us to
released by either the COO
in place, including insurance
employees, and training-on-the-
least every three years, or when
The goal of this program was to
replace manual controls by
Energy or the CFO.
policies in the fields of
job programmes.
developments require a review
develop IT systems and
automated controls. The IT
of the strategy. Currently, a
implement these globally.
program will be fully finalised in
review of the strategy is ongoing.
A distinction can be made
Q2 2016 with the release of the
between IT infrastructure and
update of our CRM application,
Brunel has the following reports
applications. The IT infra-
which will allow us to increase
in place to maintain full insight in
66 AR '15
Annual business reviews
employment relationships,
Reporting
structure provides all Brunel
standardisation of processes
performance and strategy
Brunel reviews all businesses at
employees access to the Brunel-
throughout our organisation.
execution:
least annually during the budget
workplace. The global Brunel
cycle. The budget is prepared by
workplace is managed centrally.
all entities. All budgets are
Besides the ease of access to all
discussed with local
applications and personal
In 2014, Brunel has formalised
management by the Board of
documents everywhere in the
its procedures around
Directors, supported by the
world, this infrastructure enables
contracting. For each region
Corporate Finance & Control
us to manage all IT risks globally.
within Energy a risk manager has
Department. The main
been appointed. This risk
°
°
°
Relevant information on Brunel’s
continuity.
main risks is clearly
communicated throughout the
Accounting and Control
manual
organisation. Effective
communication also occurs in a
broader sense, flowing down,
This manual includes, besides
across, and up the entity. To this
Online, real time headcount
reporting policies, valuation
end various types of business
report
principles and definitions:
deliberations are carried out.
Weekly KPI reporting
Monthly management reporting,
Thus every year Brunel’s financial
°
The main internal control
community holds an
activities
international meeting, attended
°
°
Authorisation rules
by all regional financial
Procedures on tax compliance
controllers, to discuss best
°
°
practices and the latest
Treasury procedures
developments in financial
including all relevant commercial
activities
°
°
liabilities and business
Monthly financial reporting
opportunities and threats for
The global implementation of all
manager has been selected
achieving the budget are
our applications was finalised at
based on his/her experience in
discussed. After approval by the
the end of 2014: most of our
contracting and compliance with
Supervisory Board, the budgets
entities are using the same
tax, other legislation and client
All reports are summarised and
are used to set targets for local
applications for front- mid- and
requirements. All agreements or
provided to the Board of
management. The Board of
accounting processes. Our CRM-
binding offerings are reviewed by
Directors. At least each quarter
The information and
Directors maintains a list of
solution is interfaced to our
the risk manager to determine
the reports are discussed with
communication policy for
breakthroughs that need to be
accounting application(s), using
the risk factor. Risk depends on
local management by a member
internal risk management and
achieved in order to successfully
customised interfaces. As a
a number of factors, such as
of the Board of Directors,
control systems is aimed at
execute Brunel’s strategy.
result of the global setup, all
margin, location, services and
supported by the Corporate
acceptance and implementation
commercial and compliancy
insurance requirements.
Finance & Control Department.
at all organisational levels.
Quarterly updated rolling
forecasts
management and internal
7. Information and
communication
controls, and subsequently to
document and implement these
company-wide.
67
Risk trends
8. Monitoring
of CFC include, amongst others,
individual operating companies.
reviewing monthly reports of all
In addition, he reports directly to
entities and frequently visiting
the Audit Committee. The
our operating entities. During
external auditor attends the
Monitoring the adequacy and
these visits, accuracy of monthly
meetings of the Supervisory
effectiveness of internal risk
reporting and compliance with
Board at which the annual
management and control
policies and procedures is
accounts are adopted. The
systems is an on-going
verified, amongst others.
auditor also attends – and is
Corporate Finance &
Control / Internal Audit
68 AR '15
improvement process. Monitoring
All operating entities of Brunel
consultation between the Board
are visited at least once every
of Directors and local managers,
two years, and significant entities
and through frequent contact
are visited at least three times a
between the Corporate Finance &
year. In addition, CFC advises
Brunel assesses risks according
Control department and local
local management in terms of
to their impact and likelihood
financial management. These
possible improvements to their
(including the related mitigating
discussions are partly based on
internal risk management and
actions). The resulting impact
the weekly operational and
control systems.
could comprise a material direct
monthly financial reports.
Dependence
on key clients
Competition
Macro
economics
Tax
Brunel’s business, operations,
Brunel currently does not have
an internal audit funtion within
volumes, financial condition and
an internal audit department.
Brunel will be considered again.
performance, reputation and/or
other interests. Below we
External audit
background and many internal
69
Productivity
Compliance
Contract negotiation
& management
Financial reporting
Financial
or indirect adverse effect on
However, CFC also includes
Attraction &
retention of talents
Top risks and risk trends
In 2016 the need to implement
controllers with an auditing
IT related risks
authorised to address – the
activities are arranged in periodic
Operational
Strategic
Compliance
Financial
identify and discuss our top
company-specific risks, the risk
audit activities are now
The external auditor is
trends through 2015 and our risk
performed by this department.
responsible for auditing the
response plan. The risks listed
CFC is an independent
annual financial statements.
and the response plans are not
department that reports directly
The auditor reports findings in
exhaustive and may be adjusted
to the Board of Directors and the
the form of management letters
from time to time.
Audit Committee. The activities
at the level of the Group or
High likelihood & impact
Up from 2014
Medium likelihood & impact
Down from 2014
Low likelihood & impact
No change
Risks with high likelihood
& impact
Unfavourable macroeconomic
conditions/geo political
situation (S)
The macroeconomic conditions
secondment business in Europe
(including adverse and instable
is very dependent on the
local economic, market trends,
economic cycle. The Energy
political and social conditions)
division is dependent on the Oil
are likely to mainly affect
& Gas industry, making us
Brunel’s business through
vulnerable to the current Capex
pressure on growth and margins.
reductions in the industry and
Brunel’s professional
geo-political events.
70 AR '15
Key aspects:
Response plans:
Dependency on countries
Expanding, diversifying and monitoring client base
Dependency on industries
Closely monitoring all market developments and continuously reviewing the
countries in which we do business and their geo-political events
Continuously exploring business opportunities in “new” Energy countries
Maintaining flexibility in cost structure and managing the share of contractors
versus employees
Concentrating on projects which fit our portfolio
Special attention of 2015 and
risks in segment. During the year,
industries which are well
looking forward:
Brunel Oil & Gas has focused on
developed based on our existing
major projects that are planned to
infrastructure and done business
The significant capital expenditure
go ahead. We also focused on
cross regions. Such diversification
cuts of our Oil & Gas clients
deepening existing relationships
does not conflict with our position
increased our macroeconomic
and expanded towards other
as a specialist.
Competition (S)
entrants and clients’ increasing
raise higher service quality.
expectations on services
Any reputation damage can drive
Competition is continuously
portfolio. The intense
our clients to our competitors.
increasing through our existing
competition puts pressure on
competitors, new market
our margins and it drives us to
Key aspects:
Response plans:
Margin pressure
Closely monitoring the trends of clients’ preferences, markets and competitors
Service delivery
Maintaining close contact with clients and specialists
Reputation
Flexibility to adjust network and local operations to meet new service
requirements
Focusing on Brunel’s unique and tailored services
Enhancing Brunel’s service quality and efficiency
Developing innovation team and adding value through innovation
71
72 AR '15
completed. To unleash such set
inadequate succession of key
looking forward:
up of operation excellence
personnel in Brunel’s (senior)
looking forward:
Non-compliance with laws,
regulations, local standards
and codes (C)
Non-compliance with internal
policies and/or external laws
allows us to concentrate on
management function is due to a
We have seen increased
better servicing clients and
lack of structural attention for
Due to our business nature, we
competition towards our specific
specialists, spotting and adding
succession planning, a small top
are fully aware of the importance
Brunel’s global presence
suppliers could result in financial
verticals and countries in terms
the missing pieces of growing
management basis and the
of attracting, developing and
exposes it to a variety of
losses, loss of customers or
of winning both clients and
forces and infrastructure.
scarcity of qualified managers
retaining the right people in war
regulatory, political and other
reputational damage.
specialists. Both in the mature
Therefore we expect a higher
within the organisation. The
for talents. Increasing employees
environments which may affect
market in The Netherlands, as
level of competition risk in 2016.
scarcity of qualified internal staff
training and engagement has
our business and operations,
Brunel is a full member of TRACE
could limit future growth and as
been one of the priorities in 2015
especially in emerging markets
International and Transparency
we are just able to manage the
and will remain so. Maintaining
where the legal systems are in
International and complies with
existing business. A shortage of
our unique culture also helps to
varying stages of development.
global anti-corruption laws, in
well as in the troubled Oil & Gas
market, more and more we see
competitors offering very low
Attraction, development and
retention talents (O)
rates to gain market share.
and regulations by employees,
subcontractors or third-party
qualified people on the labour
build our employees’ loyalty. Due
In specific countries with
particular the United States
Through the past few years we
Both Brunel and our clients need
markets could result in Brunel
to the low oil price, the shortage
tougher business environment,
Foreign Corrupt Practices Act
have laid a solid organisational
skilled employees in the
being unable to fully accomplish
of specialists in the Oil & Gas
we also face uncertainties which
and UK’s Anti-Corruption &
infrastructure for growth and by
workforces to sustain growth
our goals.
and engineering industries
are cases of unknown
Bribery Act 2010.
now the basis has been
and innovation. The potential for
decreased and we expect this to
probabilities. In particular, our
remain the same throughout 2016.
operations in these difficult
countries are subject to the
Key aspects:
Response plans:
Experienced staff
Preparing current successful employees for future key positions
Management potential
Improving talent development program for sales organisation
Specialists shortage
Initiating structured training program for other business functions
uncertainty associated with the
local legal system, which could
adversely affect our business
and limit the legal protection
available. Although we cannot
predict the effect of further legal
developments in such countries,
Succession plan
we make careful decisions when
Retention plan
order to manage or even avoid
Improving employee engagement
we tap into any new countries, in
the uncertainties.
73
Key aspects:
Response plans:
HR
Increasing knowledge and awareness of laws, regulations, standards and codes
Legal
Monitoring, reviewing, reporting and adapting to relevant (changes in) rules and
regulations
HSE
74 AR '15
Business conduct
Strengthening IT infrastructure for standard operational procedures and
guidance
Anti-bribery & corruption
Implement and update global HSE system
to be involved in preventing
The implementation of this
health and safety issues. As a
system is an expansion of our
global company, to ensure all
current local HSE infrastructures
regions comply and foster
which are at different maturity
required HSE standards Brunel
levels. The implementation
depends on a consistent and
consists of the following five
professional HSE infrastructure,
stages in all regions:
preferably one Global HSE
System. In 2015, we have start
°
building a Brunel Global HSE
Risk-based reviews of operations by HSE professionals
Increasing internal compliance awareness and effective communication
between central compliance team and country managers working in the field
Communicating and implementing business conduct standards internally
Maintaining a global whistle blower procedure
Emergency response and
incident management
System for both contractors and
employees which is based on
°
our moral duty of care, local
Policy, medical fitness and injury
management
legal requirements, clients and
industry expectations and HSE
“best practice”.
° Fitness for work & risk
management
°
Supporting documentation and
HSE management plan – a HSE
system
Certification
illegal practices such as bribery,
we expect an increased
looking forward:
collusion in our industries and
compliance risk in general
operation locations. Brunel has
onwards due to the external
In 2015, we have successfully
In 2015, the global compliance
zero-tolerance of any violation
environment.
implemented stage 1. Brunel
risk has continued to increase in
on these law. Brunel has also
the industries and some of the
closely monitored the global
Safety is a high priority in our
region over the coming period to
countries we operate in. Brunel
sanction lists and ensured safe
operations. In Brunel everyone
provide the building blocks to
has committed to maintain a
and legal financial transactions
from the executive to our
have a global accredited HSE
strong corporate compliance
with international customers.
engineers has a personal
system.
culture, especially preventing
Despite our continuous efforts,
responsibility and accountability
aims to keep developing in each
75
Other top risks with medium
likelihood and impact
Dependency on key clients (S)
Contract negotiation and
management (C)
The Netherlands, the
global supplier agreements with
dependency on key clients and a
International Oil Companies. Until
specific industry has increased.
recent years, our ability to grow is
Our main clients in Germany are
highly dependent on key clients
The potential of entering into
burdensome, unenforceable or
the bigger manufacturers.
and their wiliness to continue to
With the strong growth in the
Our Energy business had a first
do business with Brunel.
business line Finance in
move advantage to work on
76 AR '15
Damage by losing one of the key
clients
Further expanding, diversifying and monitoring client base
Strengthen sales organisation
Liabilities
dependency on key clients in
growth again, our salesforce has
2016 before the new clients
a focus on clients and countries
base start fully paying off.
expanding clients the risk of
arrangements resulting in non-
entering in these contracts has
compliance with contract terms
increased.
77
Performing go/no go client and project selection through thorough review
of contract conditions, clients credit check and risk assessment
Setting up and updating minimum commercial, financial and legal
requirements which our contracts should comply with
Monitoring on an ad hoc basis the share of key clients as a percentage of
total revenue
and to be able to return to
definition of business
Developing and implementing commercial task force globally
Margin pressure caused by
burdensome and unfavourable
contracts
looking forward:
focus on further growth and the
Response plan:
Response plan:
and increased costs. Due to the
contracts that lack clear
Key aspects :
Key aspects :
Complacency attitude of having
business “given” by key clients
unfavourable contract terms or
result. In 2015 we have updated
financial and compliance
looking forward:
our IT systems to increasingly
aspects. This has enabled us to
facilitate the use of standard
manage our contact negotiation
During 2015 we have seen the
contracts, whilst simultaneously
and management risk in 2015
Brunel has a continuous focus
with volume potential,
trend of clients asking us to take
monitoring activities with client
while balancing the commercial
on growing business. In 2015,
sustainable margins and
more responsibility for the work
specific contracts.
benefits. For the near future, we
most of our key clients in Oil &
acceptable risks.
our contractors perform
The implementation of the
expect competitors, especially in
Gas significantly cut their capital
We have also diversified our
increasing. Accepting
commercial team in 2014 was an
Oil & Gas, to accept
expenditure; reducing the
client profile by adding new
inappropriately high contractual
important step towards growing
unfavourable terms, and by
number of contractors we have
service packages.
liability could result in a client
as a professional organisation.
doing so also impacting our
making a claim that would
The team evaluates new projects
industry and increase the
materially affect the Group’s
from the commercial, legal,
contracting risks.
working with them. To gain
market share in this segment,
We expect a similar risk of
Tax (C)
78 AR '15
various jurisdictions and
can be subject to changes,
complex tax systems.
which can expose Brunel to
Brunel operates worldwide
Depending on jurisdictions, tax
additional tax costs.
which exposes the group to
rules as well as interpretations
Key aspects :
Response plans:
Additional cost
Formal procedures and monitoring systems around tax compliance
Reputation damage
Engage reputable tax advisors
Training
Implement group wide controls
aggressive. This manifests itself in
incorrect tax claim, because the
looking forward:
unexpected tax claims, a
actual claim is lower then the
disproportionate amount of tax
expected costs for the appeal.
Information Technology
risks (O)
years, we have been working on
Cyber attacks, data fraud or
automation and improving
theft, information
working process. However
mismanagement can have big
A good IT infrastructure is critical
regulatory requirements and
negative impact on our business
to the optimal functioning of
scrutiny is ever increasing, rapid
continuity and reputation.
every aspect and activity within
deployment of emerging
our organisation. In the last five
technologies also creates risks.
79
Key aspects :
Response plans:
Change management
Formalising change management procedure
Security & user management
Further attention required for segregation of duties conflicts in key applications
Key applications for sales, operation
and finance departments
Implement formal user management procedures for local finance
applications
Cyber security and data privacy
Maintain an up to date security environment
Further increase the awareness of data privacy among different level and
functions
Our commercial team has put
audits, and a tax authority that is
more and more attention on tax
not open to resolve disputes
We expect this risk to increase in
compliance in the contracting
without going to court. Dispute
2016, especially considering the
manage all our systems and
IT organisation is currently in
process. We have also seen a lot of
resolution can be time-consuming
budgetary issues some
looking forward:
data via proven technology and
the transition period from a
changes in tax laws and
and costly. To minimise these tax
developing countries are facing
professional partners. Key IT
project development
interpretations. Especially in
risks, we engage reputable tax
due to the low oil price. Also in
Brunel’s IT general controls
systems and system interface
organisation to a support
developing countries, the attitude
advisors to ensure our compliance.
The Netherlands we are faced
environment is evolving and has
have been further rolled out
organisation. We expect a
of local tax authorities has become
In some developing countries, we
with a new tax law for freelancers
improved compared to previous
which increased the automation
decreasing risk on key aspects
more opportunistic or even
might occasionally accept an
that we need to adopt.
year. We are able to centrally
of work process & control. The
mentioned above.
Financial reporting (F)
Productivity is measured on a
assets are its account
Further information is included in
Directors is of the opinion that
daily basis and reported on a
receivables, spread over more
on pages 122 to 124 of the
the internal risk management
The main measure to control the
weekly basis, so that corrective
than two thousand clients.
financial statements.
and control systems with regard
quality of the financial reporting,
actions can be taken in a timely
Despite internal procedures,
and prevent unintentional or
manner.
uncollectible debts cannot be
intentional errors is internal
control. Brunel continues to
Concluding remarks
ruled out; but the risk of a
Financial risks (F)
standardise and to uniformise
80 AR '15
to financial reporting risks have
the year under review and
material erosion of operating
provide reasonable assurance
profit is very small.
responsible for the quality and
that the financial report does not
completeness of all financial
contain material misstatements.
processes and procedures. As a
Brunel has always had
result, more group wide controls
exceptionally high solvency
Brunel does incur currency risks.
statements published by the
will be implemented, as well as
rates. The company does not
Main currency risk is the
company. The Supervisory Board
sharing of best practices. We are
use any long-term credit lines
translation risks in connection
oversees the manner in which
also monitoring the business
and boasts favourable liquidity
with our accounts receivable
the Board of Directors exercises
environment to be able to
positions and bank facilities that
positions and foreign
that responsibility. In 2015, the
quickly respond to changes in
accommodate the day-to-day
participations. In the ordinary
Board of Directors reviewed and
the control environment. We will
management of the working
course of business, revenues
analysed the strategic,
implement a new tool in 2016 to
capital. During the current crisis
and expenses are often stated in
operational, financial reporting
enhance the consolidation and
in the Oil & Gas industry, it looks
the same currency, which helps
and compliance risks to which
to be able to get more insight in
like this is increasingly becoming
reduce the effect of exchange
the Group is exposed, and it
the financials of our operations.
an advantage, as our strong
rate differences. However, some
regularly reviewed the design
balance sheet was recognised
(developing) countries have
and operational effectiveness of
by both clients and employees.
implemented mandatory use of
the Brunel risks and control
Productivity (O)
been working adequately during
local currencies to protect their
systems, including the
This applies specifically to the
Brunel is considered a solid
economies. This can increase
improvements. The outcome of
secondment business in Europe,
partner in business and our
our currency risk due to the
these reviews was shared with
where employment contracts
assets include a limited amount
international nature of our clients
the Audit Committee and the
are based on contractual
of goodwill. As a result,
and contractors.
Supervisory Board.
agreements with clients.
impairment risks and the
Awarded pension schemes
Potential early termination of
associated deterioration of the
concern defined contribution
Taking the risks and control
deployed employees can result
solvency level are highly unlikely.
schemes managed by external
systems described above into
in loss of productivity.
Brunel’s most important financial
parties.
consideration, the Board of
81
82 AR '15
Deviations from the Dutch
corporate governance code
Best practice provision IV.1
Best practice provision IV.3
In 2005 the General Meeting of
Information for analysts,
Shareholders decided to
shareholders, the press and other
discontinue the adoption of the
parties in the financial markets is
rules applicable to statutory two-
provided in accordance with the
best practice provision II.1.1, the
tier entities (“structuurregime”).
relevant recommendations in the
CEO has been appointed for an
The Supervisory Board was
Code. However Brunel does not
structure at Brunel International
indefinite period of time. The
granted the right to submit a
entirely comply with the public
N.V. and the deviations from the
CEO was appointed before the
binding nomination in the case of
nature of meetings, for example
revised Code was introduced.
Code are based on current
Code was implemented and the
the appointment of Directors
through transmission on the
Where feasible and relevant,
conditions and views within
company wishes to respect the
and Supervisory Directors. In
internet, as we believe this
can be seen on
Brunel International N.V.
Brunel Conditions may change
existing contract with the CEO.
deviation from best practice
implies a disproportionate burden
www.commissiecorporate
implemented these changes
which may lead to adjustments
provision IV.1.1 such nomination
for our organisation.
governance.nl.
through an amendment of the by
in the structure and in the way in
laws of the Board of Directors
which Brunel International N.V.
and Supervisory Board
complies with the Code.
respectively.
Every substantial change to the
After having reached the
majority of votes cast,
Tasked with the management of
Best practice provision II.1
Brunel’s understanding of
governance structure was
structure. If applicable,
corporate governance is based
discussed at the Annual General
explanations for deviating from
on applicable laws, the rules and
Meeting of Shareholders in May
the Code’s best practice
Contrary to the provisions of
regulations applicable to
2005. This included a few
stipulations are provided.
companies listed on the NYSE
aspects where our corporate
The corporate governance
Euronext Amsterdam stock
governance deviates from the
exchange and the Dutch
Code. In December 2008, the
corporate governance code (the
“Code”). The full text of the Code
Compliance and
continuation
Best practice
provision III.3.5
may only be rejected by the
Board of Directors
by means of a two-thirds
corporate governance structure
maximum term of appointment
representing more than half the
the company, the Board of
The Board of Directors and
In May 2010 an overview report
of the company will be
to the Supervisory Board
issued capital. These criteria
Directors is responsible for
Supervisory Board are
on corporate governance was
submitted to the General
Mr. Schouwenaar was
were prescribed as the
setting Brunel’s mission, vision
responsible for maintaining the
submitted for discussion to the
Meeting of Shareholders for
re-appointed for an extra term in
Supervisory Board considers it
and strategy; execution of its
corporate governance structure
discussion on a separate agenda
2013. In order to secure
necessary, in light of Brunel’s
implementation; taking
and for ensuring compliance with
under a separate agenda item.
item.
continuity and effective
specific circumstances, to
responsibility for Brunel’s overall
that structure. They render joint
succession within the
ensure that its position is as
results, and addressing
account on these issues to the
Brunel is of the opinion that the
Supervisory Board the Annual
strong as possible in the current
corporate responsibility issues.
vast majority of the principles
structure.
and best practices of the Code
re-appointed Mr. Schouwenaar
The Board of Directors operates
Following the introduction of the
are being applied. This chapter
at 30 April 2015 for an additional
in accordance with the interests
Code in 2005, Brunel
describes the principal aspects
term of two years.
of Brunel International N.V. and
International N.V.’s corporate
of the corporate governance
is to that end required to
83
84 AR '15
consider all appropriate
Board of Directors and the
structured reporting lines to the
interests associated with the
general course of affairs of
Supervisory Board.
company. The Board of
Brunel, as well as advising the
Directors is responsible for
Board of Directors.
The Audit Committee assists the
complying with all relevant
The Supervisory Board evaluates
primary and secondary
the corporate structure and the
legislation, the risk profile
associated with the strategy, the
Structure and shares
The protective stipulations are
the release from liability of the
included in the Articles of
On 3 June 2014 each ordinary
Association of Brunel
Directors and release from the
share with a nominal value of
International N.V. and are
liability of Supervisory board
Supervisory Board in fulfilling its
EUR 0.05 was split into two
posted on the company’s
members for the performance of
supervisory responsibilities for
shares with a nominal value of
website.
their respective duties during the
control mechanisms established
the integrity of the financial
EUR 0.03. The authorised capital
reporting process, the system of
of Brunel International N.V. is
corporate responsibility issues
financial year are also agenda
Major shareholder
items for this meeting.
internal business controls and
EUR 5,998,000 divided into
relevant to the company, its
In performing its duties the
risk management, the external
199,600,000 ordinary shares
According to The Netherlands
financing, and its external
Supervisory Board shall take into
audit process, the external
and one priority share. The par
Authority for the Financial
communications.
account the relevant interest of
auditor’s qualifications,
value of the ordinary shares is
Markets (AFM) register on
Each shareholder has the right to
the company’s stakeholders,
independence and performance.
EUR 0.03 each. The par value of
notification of substantial
attend General Meetings of
required to report developments
and, to that end, consider all
the priority share is EUR 10,000.
holdings, Brunel founder
Shareholders, either in person or
on the abovementioned subjects
appropriate interests associated
The Chairman of the Supervisory
On 31 December 2015 the
Mr. J. Brand directly or indirectly
by written or electronic proxy, to
to, and discuss the internal risk
with the company.
Board ensures the proper
number of outstanding shares
holds a capital interest of
address the meeting and to
functioning of the board and its
was 49,967,624.
approximately 63%, with
exercise voting rights, subject to
corresponding voting rights.
the provisions of Brunel
management and control
systems with, Brunel’s
Members of the Supervisory
committees and acts on behalf of
Supervisory Board and its Audit
Board perform their duties
the Supervisory Board as the main
Committee.
without mandate and
contact for the Board of Directors.
independent of any particular
The Vice-Chairman replaces the
The priority share, which has a
interest in the business of the
Chairman when required and acts
par value of EUR 10,000, has
Supervisory Board
Priority share
85
Voting rights
International N.V.’s Articles of
Shareholders
Association. An eligible
shareholder has the
aforementioned rights if
company. The Supervisory Board
as contact for the other board
been issued to Stichting
Brunel International N.V. is
registered as shareholder on the
Brunel International N.V.’s Articles
is responsible for the quality of
members concerning the
Prioriteit Brunel, subject to the
required to hold an Annual
applicable record date as set by
of Association determine that the
its own performance and for this
functioning of the Chairman.
condition precedent that the
the Board of Directors.
Supervisory Board consists of a
purpose annually reviews its
The by-laws of the Supervisory
majority shareholder loses its
within six months after the end of
minimum of three members. The
performance. The responsibility
Board and the resignation
majority share in Brunel
the financial year in order to,
Each of the shares in Brunel
Supervisory Board determines
for proper performance of its
schedule are posted on the
International N.V.’s share capital.
among other things, adopt the
International N.V.’s share capital
the number of its members.
duties is vested in the
company’s website,
The priority share will be fully
financial statements and to decide
carries the right to cast one vote.
The Supervisory Board is
Supervisory Board as a whole.
www.brunelinternational.net
paid up as soon as the issue
on any proposal concerning
Unless otherwise required by
charged with supervising the
Brunel ensures that there are
becomes unconditional.
dividends. Further to Dutch law,
Dutch law or Brunel International
N.V.’s Articles of Association,
A new authorisation will be
resolutions are passed by a
submitted for approval to the
simple majority of votes cast by
the shareholders present or
Shareholders of 17 May 2016.
represented at the meeting.
Amendment to Brunel
International N.V.’s Articles of
On 30 April 2015 the Annual
Association can take place upon
General Meeting of
a proposal of the Board of
Shareholders also authorised
Directors approved by the
The Annual General Meeting of
the Board of Directors for a
Supervisory Board and adopted
Shareholders charges the
period of 18 months to acquire
by the General Meeting of
external auditors with the task of
own shares with due
Shareholders. A proposal to
auditing Brunel International N.V.’s
observance of the law and the
amend the Articles of
annual accounts.
Articles of Association (which
Association must be stated in a
require the approval of the
notice convening a General
Supervisory Board) to the
Meeting of Shareholders. The
maximum of 10% of the issued
proposal shall be passed upon
On 30 April 2015 the Annual
share capital of Brunel
an absolute majority of the votes
International N.V., by means of
cast in the General Meeting of
authorised the Board of
stock market purchases or in
Shareholders.
Directors for a period of 18
any other way, at prices lying
months to issue (rights) to
within the bandwidth of 10%
shares and to restrict or exclude
above and 10% below the
shareholders’ pre-emption
Euronext Amsterdam opening
rights, with due observance of
price for the company’s shares
the law and Articles of
on the day of the purchase, or,
Association (which require the
in default thereof, the most
approval of the Supervisory
recent prices registered. A new
Board). The authorisation is
authorisation will be submitted
limited to 5% of Brunel
for approval to the Annual
International N.V.’s issued share
General Meeting of
capital, as at the date of issue.
Shareholders of 17 May 2016.
Auditor
86 AR '15
Amendment to the Articles
of Association
Delegation
87
Brunel Int Revenue share
increase
increase
decrease
decrease
80,000
80,000
74,711
74,711
72,500
72,500
3,632
3,632
4,645
4,645
15,844
15,844
65,000
65,000
Revenue and EBIT
Brunel Int Revenue EBIT
Brunel Int Revenue EBIT
40
40
400
400
20
20
0
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
0
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015
headcount is the result of the
The operating profit has mostly
current circumstances in the Oil &
been impacted by the Oil & Gas
Gas industry, partly offset by the
division, where many of our
growth in The Netherlands. For
clients reduced their headcount,
2016, we expect a further decrease
cut allowances & costs and
in headcount in Oil & Gas and a
reduced fees following the oil
continued increase in Europe.
Balance sheet
completion of its major projects.
Our balance sheet remains
In Europe we saw a mixed
strong, with a strong solvency
development. Brunel Netherlands
ratio. The working capital
had a successful year, where
reduction due to the lower
growth was realised in the IT,
revenue, as well as the improved
Finance and Legal business lines,
collection process resulted in a
while revenue disappointed in the
strong cash flow over 2015.
57%
57%
3,632
15,844
4,645
Netherlands
Netherlands
15,844
4,645
Projects
Projects
65,000
65,000
4,633
57,500
57,500
4,633
66
2,964 56,119
2,964 56,119
66
10%
2%
2015
EBITEBIT
2015
Other
Other
50,000
50,000
Energy
Energy
Other
Europe
Other
Europe
level as in 2015.
89
15%
15%
Germany
Germany
Projects
Projects
2016 will be roughly at the same
growing from May onwards.
74,711 3,632
Energy
Energy
the year, while headcount started
72,500
72,500
Germany
Germany
Investments in fixed assets in
decrease
decrease
80,000
80,000 74,711
Netherlands
Netherlands
Germany had a difficult start of
2%
10% 2%
10%
16%
16%
increase
increase
2014
EBITEBIT
2014
Engineering business line.
Brunel
Int Revenue share
Revenue
share
EBIT
price decline in 2015.
Our Projects division faced
0
0
EBIT
2015
EBIT
2015
decrease in direct and indirect
800
800
2,964 56,119
2,964 56,119
Other
Other
from 1,668 to 1,503. Both the
60
60
Other
Europe
Other
Europe
our indirect headcount decreased
1,200
1,200
Projects
Projects
88 AR '15
11,881 at 31 December 2014, whilst
80
80
Energy
Energy
10,051 at 31 December 2015 from
Oil crisis impacting the Energy
division in 2015, while
Netherlands continued to grow;
Germany recovering
1,600
1,600
Germany
Germany
Our direct headcount decreased to
EBIT
EBIT
Netherlands
Netherlands
50,000
50,000
66
66
EBIT
2014
EBIT
2014
Revenue
Revenue
Performance
4,633
4,633
57,500
57,500
Other
Other
Brunel Netherlands
EBIT
Brunel Germany
Headcount development
EBIT
Brunel
Netherlands
Brunel
Germany
Brunel Netherlands
Brunel
Brunel Netherlands
Germany
Brunel Netherlands
increase
18,000
decrease
2,500
3,863
15,444
1,139
13,500
increase
increase2015
2014
1,369
2,300
11,812
18,000
30,000
2,500
2,500
15,444
1,139
11,812
1,369
2,300
2,300
19,434
1,888
1,435
2,100
continued
12,962
36,555
market position and continued
6,000
by an improved
mix of higher fees in IT and a20,000
7,000
highly skilled employees.
higher margin on young
Increased
demand for Finance,
3,500
professionals in the Finance 10,000
3,500
Legal and IT professionals drove
business line.
22,418
8,329
20,711
1,000
2,000
0,2
1,000
M
M
AA
M
M
JJ
JJ
AA
SS
O
O
NN
DD
1,500
Reduced profitability due to a
combination
of volume and
30,000
200
5,258
margin reduction From May
-0
-200
-459
10
A
S
O
N
D
2015
Optimistic outlook We expect
now account management is
0,8
following an indirect headcount
fully up to speed.
0,6
marketing costs.
5,902
0,4
difficult
10,000 start of the year had a
0,2
Rebooting growth We have
significant impact on the
0
remainder
of the year however.
JJ margin
FF M
M
The
caused by increased price
pressure.
restructured the management
AA M
AA SS
M JJwasJJ mainly
reduction
O
O
N
D
Nteam
D
200
the German performance. In
addition the German account
management improved their use
-0
-200
decrease
595
-459
10
0,0
who lead the recovery ofJ
of our IT systems.
increase
-525
J
growth offset by reduced
Other Europe
651
J
increase
to support future
20,711
growing month on month; a
22,418
2014
4,587
onwards,
headcount started
20,000
decrease
595
M
by increased staff costs
business lines.
increase
A
the growth to continue in 2016
EBIT 2015
0
0,0
M
Operating expenses were1,0driven
Fx in Opex
D
Increased operating expenses
36,555
Opex (excl fx)
N
F
91
decrease
2015
2015
Fx in GP
O
J
US Dollar versus EUR
GP (excl fx)
S
40,000
EBIT 2014
A
EBIT2015
2015
EBIT
Other Europe
J
Fx in Opex
Opex
focused on the outperforming
J
Opex (excl fx)
commercial organisation, mainly
M
Gross margin impact
following investments in the
A
Fx in GP
Operating expenses increased
M
GP (excl fx)
F
Volume impact
Increased operating expensesJ
5,000
0,6
0,4
3,000
5,902
00
0
7,000
0,8
6,000
4,000
2,000
EBIT 2014
EBIT 2014
EBIT 2015
Opex
outperformance of 2014.
Gross margin impact
Volume impact
EBIT 2014
and month on month
8,000
1,0
6,259
3,000
0
FF
increase
market.
4,000
JJ
1,700
2014
Brunel2014
Germany
5,258
4,587
471
1,155
professionals
demand in the
5,000
economy
7,000 and the demand for
the continued
headcount growth
0
1,500
1,500
growth in our Dutch
markets based on our strong
7,000
6,259
D
7,500
US Dollar versus EUR
Energy Energy
the IT and Finance business 30,000
10,500
lines,
1,900
EBIT 2015
N
margin improvement, mainly in
1,155
2,100
1,322
Opex
O
Netherlands
fully profited from
10,500
the recovery of the Dutch
1,435
Gross margin impact
S
Headcount growth Brunel
8,329
driven
2,300
19,434
1,888
Volume impact
A
increase
decrease
increase
decrease
2015
Optimistic outlook We expect
2014
8,000
471
24,079
22,500
EBIT 2014
J
Brunel Projects
Energy
further improved driven by a40,000
14,000
12,962
J
EBIT 2015
EBIT 2015
Higher margin The profitability
M
Opex
Opex
decrease
A
Gross margin impact
Gross margin impact
increase
Brunel Netherlands
M
Volume impact
Volume impact
Energy
Brunel Projects
1,700
1,700
EBIT 2014
EBIT 2014
00
F
J
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2014
90 AR '15
14,000
4,500
7,500
1,500
2015
2,500
30,000
1,900
1,900
1,700
0
2014
15,000
1,900
4,500
decrease
2,100
2,100
1,322
9,000
15,000
9,000
Brunel Germany
increase 2015
2015
2014
2014
decrease
decrease
3,863
24,079
13,500
22,500
Headcount development
Brunel Germany
651
-525
F
M
A
M
J
J
A
S
O
N
D
1,139
36,555
13,500
30,000
5,258
8,329
1,369
22,500
11,812
19,434
1,888
1,435
4,587
20,711
9,000
15,000
4,500
7,500
0
0
2,100
1,322
1,900
20,000
22,418
10,000
1,500
J
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2014
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2015
Fx in Opex
Opex (excl fx)
Fx in GP
Brunel Europe - Other entities
GP (excl fx)
EBIT 2014
EBIT 2015
EBIT 2014
0
1,700
5,902
F
M
A
M
J
J
A
S
O
N
D
Brunel Energy
Other Europe
EBIT
EBIT
Brunel Projects
increase
200
increase
decrease
595
10
14,000
651
HeadcountEnergy
development
Energy
decrease
increase
40,000
12,962
2014
decrease
2015
8,000
36,555
7,000
-0
-459
-525
30,000
10,500
1,155
-200
7,000
471
5,258
8,329
6,000
4,587
20,711
4,000
20,000
6,259
-400
3,500
10,000
-600
0
0
5,000
22,418
3,000
5,902
2,000
1,000
markets, our organisation is
EBIT 2015
In the Austrian, Swiss and Czech
Improved revenue At a stable
Fx in Opex
200
Expecting further growth
J
F
M
A
M
J
J
A
S
O
N
D
93
Other Europe
increase
Brunel Europe - Other entities
Opex (excl fx)
Fx in GP
GP (excl fx)
EBIT 2014
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2014
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2014
92 AR '15
0
decrease
595
10
Brunel Energy
-459
651
Right-sizing overhead structure
Fx impact offsetting the cost
Following various cost saving
reductions We focused on right-
and cost efficiency measures,
sizing our cost base to match
-525
-0
Lower oil prices dampening
-200
margin, revenue improved
becoming more and more
profitability indirectly The Energy
overhead costs in constant
our depressed operating
mostly in Switzerland, followed
mature and we see further
division was impacted significantly
currency decreased. Brunel
environment, however the
-400
by Czech, while Austria and
strong growth. In the Belgium
by the reduced oil price that
profited from further process
foreign exchange differences
Belgium remained relatively
market we expect limited
forced clients to cut headcount,
improvements and has
largely offset the cost reduction.
EBIT 2015
restructured various offices
Opex
The reductions of allowances
Gross margin impact
rates and allowances.
Volume impact
growth.
EBIT 2014
stable year on year.
-600
where deemed necessary.
Outlook remains challenging in
The increase in operating
positively impacted our margin,
We have reduced indirect
the short term Following the
expenses was predominantly
since the profitability on
personnel by more than 100 to
adverse revenue development in
driven by Belgium (bankruptcy of
allowances is relatively low.
adjust our organisation to the
2015, we will see the full year
a client) and Switzerland
Overall our gross margin dropped
current volume of our business.
impact of the downward trend in
(headcount increase), offset by
to a limited extent as a result of
2016. The recovery of the Energy
cost reductions in Austria.
different regional mix in the Energy
market is highly dependent on
division compared to 2014.
the volatile oil market.
2,300
2,100
1,900
1,700
N
N
D
1,500
J
F
M
A
M
J
J
A
S
O
N
D
Oil & Gas majors and their
delayed project pipeline:
Dollar versus EUR
US Dollar US
versus
Euro
2014
2015
1,0
0,8
0,6
0,4
delayed projects
0,2
D
0,0
J
F
M
A
M
J
J
A
S
O
N
42 Offshore
31 Onshore
D
39 Oil Projects
25 LNG Projects
9 Gas Projects
Source: BMI Research
95
94 AR '15
Maintain a positive longer-term
Australia our business has been
regional and local level; and
outlook for Brunel Energy’s
less impacted, due to the
internal factors of continuous
growth The regions Americas
ongoing capex projects in these
improvement on our progress
and Europe & Africa have been
areas. In the Middle East the
efficiency and the expected pay
mostly impacted by
impact is limited as a result of
off from diversification in the
cancellations and delays of
the cost advantages of Oil & Gas
near future.
major Oil & Gas projects by our
projects the area has compared
clients, as many projects are
to other regions. The strong US
originated in these regions.
dollar partly offset the negative
Due to the expected lower level
revenue & gross profit trend.
of activities in the near future, we
We have a positive outlook in the
have an increased focus on
long term due to: the external
winning new clients to gain market
factors of the pressure of
share and return to growth in the
industry shuffle faced by small
near future in these parts of the
suppliers and ongoing small-
world. In South East Asia and
medium sized projects on
Oil & Gas majors and their
upcoming project pipeline:
upcoming projects
54 Oil projects
15 LNG projects
11 Gas projects
Source: BMI Research
18,000
3,863
15,444
1,139
13,500
1,369
30,000
24,079
9,000
15,000
4,500
7,500
0
EBIT 2015
Opex
Gross margin impact
decrease
increase
40,000
12,962
decrease
36,555
30,000
10,500
1,155
7,000
1,322
Energy
increase
471
5,258
8,329
4,587
20,711
Declarations
20,000
6,259
22,418
10,000
3,500
5,902
The members of the Board of
0
0
EBIT 2015
Fx in Opex
Opex (excl fx)
Fx in GP
GP (excl fx)
EBIT 2014
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2014
96 AR '15
1,435
Volume impact
EBIT 2014
Brunel Projects
14,000
19,434
1,888
0
EBIT 2015
Opex
Gross margin impact
Volume impact
EBIT 2014
Brunel Projects
EBIT
22,500
11,812
This Annual Report includes a
EUR 0.75 per common share and
Directors as required by section
description of the principal risks
an additional super dividend of
5:25c, paragraph 2, under c of
and uncertainties that the
EUR 0.75 per share.
the Dutch Act on Financial
Company faces.
Supervision (Wet op Financieel
This annual report and the 2015
of their knowledge:
financial statements, audited by
200
We will see a strong decline in
decrease
595
10
651
Accountants N.V., have been
give, in accordance with IFRS as
presented to the Supervisory
endorsed by the EU, a true and
Board. The 2015 financial
J.A. van Barneveld
fair view of the assets, liabilities,
statements and the external
CEO
financial position and profit or
auditor’s report relating to the
P.A. de Laat
loss of the Company and the
audit of the 2015 financial
CFO
undertakings included in the
statements were discussed with
J.A. de Vries
consolidation taken as a whole.
the Audit Committee in the
COO Energy
the Projects division as a result
projects Following the (nearing)
of the completion of our main
completion of the major projects
projects in Australia early 2016.
in the Projects division, the
Therefore, the Projects division
This Annual Report gives a true
Directors and the external
volume was negatively impacted,
will be part of our Energy division
and fair view of the Company’s
auditor. The Supervisory Board
offset by a positive margin
going forward.
position and the undertakings
endorses the recommendation
included in the consolidation
of the Board of Directors that the
taken as a whole as of
31 December 2015, and of the
adopts the 2015 financial
development and performance
statements included in this
of the business for the financial
annual report and the Board of
year then ended.
Directors recommends the
development. The reduction of
-200
°
-400
-600
EBIT 2015
Opex
Gross margin impact
Volume impact
impact on the operating expenses.
-525
presence of the Board of
EBIT 2014
the division size had a positive
-459
Board of Directors
These 2015 financial statements
Expected completion of main
-0
97
PricewaterhouseCoopers
increase
No more separated reporting
Toezicht) confirm that to the best
Other Europe
°
Brunel Projects
°
proposal to pay a cash dividend
for the financial year of 2015 of
98 AR '15
6
The Brunel
share
99
0,8
100%
71%
THE BRUNEL SHARE
0,6
55%
53%
22
54%
19
0,4
16
0,2
13
0,0
2011
2012
2013
2014
2015
10
The Brunel share
Share price development (EUR)
J
F
Structure and shares
100 AR '15
Share capital
Brunel International N.V. is a
The total number of shares
public limited liability company.
outstanding on 31 December
Its authorised capital is
2015 is 49,967,624, giving a
EUR 6 million, divided into
market capitalisation of
199.6 million ordinary shares and
EUR 839 million at that time.
one priority share. The par value
The number of shares
of the ordinary shares is
outstanding at year-end 2014
EUR 0.03 each. The par value of
was 49,396,624. The increase in
the priority share is EUR 10,000.
the number of shares
The priority share has not been
outstanding is due to the fact
issued.
that stock option rights have
been exercised.
Stock exchange listing
Share option scheme
30
22
24
19
18
16
12
13
6
J
F
M
A
M
In 2015, option rights were
Euronext stock exchange in
granted to the members of the
Amsterdam (ticker symbol
Board of Directors, under the
BRNL). Since 2015, Brunel has
Articles of Association. A note
been listed on the Amsterdam
explaining these grants is
Small Cap Index (AScX). Since
included in the Supervisory
April 2011, options on Brunel
Board’s remuneration report,
shares have also been traded on
which is available on the
NYSE Liffe, the derivatives
company’s website. Several
market of NYSE Euronext.
senior management members
J
J
A
S
O
N
0
D
2011
EPS (EUR)
Year-end
High
Dividend (EUR)
Low
(%=Pay out ratio)
1,2
30
1,0
24
0,8
18
0,6
54%
55%
53%
100%
0,2
6
0,0
0
71%
0,4
12
2011
2012
2011
2013
were also granted option rights.
2015
25
22
19
16
J
J
A
S
O
N
D
2012
2014
2013
2015
2012
High
2013
Low
2014
2015
101
Brunel earnings per share (EUR)
Brunel International N.V. ordinary
shares are listed at the NYSE
M
Year-end
25
10
A
Brunel Share price (EUR)
2015
The Brunel share
M
2014
2015
THE BRUNEL SHARE
Interests
102 AR '15
Dividend
According to the AFM register on
In the General Meeting of
notification of substantial
Shareholders of 2015 Brunel’s
holdings, Mr. J. Brand, the
dividend policy changed to on a
company’s founder, directly or
pay-out ratio of 30 to 100 per
indirectly holds a capital interest
cent (previously 30 to 60 per
of approximately 63%, with
cent) of net income. For this year
corresponding voting rights.
we propose to pay a dividend of
Financial calendar
4 May 2016
Trading update for the first quarter 2016
17 May 2016
Annual General meeting of Shareholders
19 May 2016
Ex-dividend listing
14 June 2016
Dividend available for payment
19 August 2016
Half year results 2016
4 November 2016
Trading update for the third quarter 2016
EUR 0.75 per share and an
additional super dividend of
EUR 0.75 per share to the
General Meeting of
Shareholders.
103
104 AR '15
7
Annual
accounts
105
ANNUAL ACCOUNTS 2015
Consolidated balance sheet
x EUR 1,000, before profit appropriation
31 December 2015
31 December 2014
Goodwill (1)
4,218 4,104 Other intangible assets (2)
13,043 15,219 Property, plant and equipment (3)
10,729 9,570 Non-current assets
Financial statements 2015
Financial fixed assets (4)
-
160
Deferred income tax assets (16)
12,729 12,348 Total non-current assets
0-
40,719 0-41,401
Current assets
Trade and other receivables (5)
Contents
106 AR '15
Income tax receivables (16)
5,010 2,145 Cash and cash equivalents (6)
180,037 125,070 Total assets
479,393
492,572
Non-current liabilities
107
Provisions (7)712856
Consolidated balance sheet
107
Deferred income tax liabilities (16)
1,561 2,338 Consolidated profit and loss account
108
Long-term liabilities (8)
1,074
753
Total non-current liabilities Consolidated statement of
comprehensive income109
Consolidated cash flow statement
Consolidated statement of
changes in equity
323,956 Total current assets
438,674
451,171
| Consolidated financial statements
253,627 Notes to the consolidated
financial statements
||
110
111
113
3,347
Current liabilities
Current liabilities (9)
124,932
Income tax payables (16)
3,387 Total current liabilities
152,333
8,023 128,319
Total liabilities
131,666
164,303
Company balance sheet
161
Group equity (10)
Company profit and loss account
162
Share capital
1,499 1,481 Share premium
76,765 68,654 Notes to the company balance sheet
and profit and loss account
160,356
Net assets
347,727
328,269
Company Financial statements
3,947
163
Reserves231,885209,244
Unappropriated result
37,122 48,424 Non-controlling interest
456 466 Total equity
347,727 328,269
Consolidated profit
and loss account
Consolidated statement of
comprehensive income
x EUR 1,000
2015
2014
x EUR 1,000
20152014
Revenue
1,228,948
1,386,585
Direct personnel expenses (13)
998,939
Net income37,60448,927
1,137,547
Contribution Margin
230,009
249,038
Other comprehensive income
Indirect personnel expenses (13)
107,833
109,720
Depreciation and amortisation (14)
8,417
7,750
Other expenses (15)
57,640
56,857
Items that may be reclassified subsequently
to profit or loss
Exchange differences arising on translation
Total operating costs
173,890
174,327
of foreign operations
9,397
15,303
Income tax relating to components of other
Operating profit
56,119
74,711
108 AR '15
comprehensive income-825-207
Total other comprehensive income (net of tax)
8,572
15,096
Total comprehensive income
46,176
64,023
Exchange differences
1,781
974
Interest income333513
Interest expenses-641-937
Financial income and expense
1,473
550
for using the equity method (4)
-928
110
Group result before tax
56,664
75,371
Attributable to:
Share of profit of investments accounted
Ordinary shareholders45,63063,517
Non-controlling interests546506
Tax (16)
19,060
26,444
Group result after tax
37,604
48,927
37,122
48,424
Net income attributable to equity holders
of the parent (ordinary shares)
Net income attributable to non-controlling interest
482
503
Net income for the year
37,604
48,927
Basic earnings per share in EUR (17)
0.75
0.99
Diluted earnings per share in EUR (17)
0.74
0.98
46,176
64,023
109
Consolidated cash flow statement
x EUR 1,000
Consolidated statement
of changes in equity
x EUR 1,000
20152014
Cash flow from operating activities
Group result before tax
56,664
75,371
8,417
7,750
Adjustments for:
Depreciation and amortisation (14)
Interest income-333-513
Interest expenses641937
Share of loss/(profit from associates)
928
-110
Other non cash expenses (20)
2,266
284
Share based payments
2,123
3,299
Balance at 1 January 2014
1,218
58,498
-11,097
6,030 173,532
49,525
277,706
387 278,093
Changes in:
Net income
48,424
48,424
503
48,927
Receivables (18)
78,287
95
Exchange differences arising on
Provisions (7)-144-878
translation of foreign operations Long-term liabilities (8)
321
-
Income tax relating to components
-32,837
-1,061
116,333
85,174
110 AR '15
Reserves
Un-
Attrib-
Trans-
Share
appro-
utable to
Non
Share
Share
lation
based Retained priated ordinarycontrolling
Capital Premium reserve payments earnings
resultshareholders interest
Total
Income tax paid (16)
-28,376
-28,867
Interest paid -641
-937
of other comprehensive income
15,300 -207
15,303
-207
-207
111
Cash dividend (10)
-27,138
-27,138
-427
-27,565
Appropriation of result Cash flow from operating activities
Share split
55,883
3
--
15,093--
48,424
63,517
506
64,023
Interest received333513
87,649
15,300
246
22,387
-22,387
-246
Share based payments
3,299
3,299
3,299
Cash flow from investing activities
Option rights exercised
Additions to property, plant & equipment (3)
-4,125
-3,064
Balance at 31 December 2014
Additions to software (2)
-3,362
-5,974
Disposals of property, plant & equipment (3)
271
-
Additions to financial fixed assets (4)
-
-50
-7,216-9,088
17
1,481
10,402
68,654
3,996
-2,914
2,914
6,415 198,833
48,424
10,419
327,803
10,419
466 328,269
Net income
37,122
37,122
482
37,604
Exchange differences arising on
translation of foreign operations
9,333
9,333 64
9,397
-825
-825
Income tax relating to components
of other comprehensive income
Cash flow from financial operations
Issue of new shares
8,129
10,419
Dividend non-controlling interest
-556
-427
Dividend ordinary shareholders
-34,884
-27,138
-27,311-17,146
-825
--
8,508--
37,122
45,630
546
46,176
Cash dividend (10)
-34,884
-34,884
-556
-35,440
Appropriation of result 13,540
-13,540
Modification of share based
Total cash flow
53,122
29,649
payment scheme (11)
-1,383
-1,383
-1,383
Share based payments (11)
Cash position at 1 January
125,070
89,671
Exchange rate movements
1,845
5,750
Cash position at 31 December 180,037
125,070
Option rights exercised (11)
18
1,499
8,111
76,765
12,504
1,578
398
1,976
1,976
-2,234
2,234
8,129
8,129
4,376 215,005
37,122
347,271
456 347,727
Notes to the consolidated
financial statements
Participations
112 AR '15
General information
Statement of compliance
Brunel International N.V.’s main participations are listed below. These are included in the consolidated financial statements
Brunel International N.V. is a public limited liability
The financial statements have been prepared in
of Brunel International N.V. Unless otherwise stated, all these participations are, directly or indirectly, wholly-owned and
company domiciled in Amsterdam, The Netherlands
accordance with International Financial Reporting
Brunel has full or over half of the voting power. Some non-material participations are not included in the list.
and listed on the Euronext Amsterdam.
Standards (IFRSs) as adopted by the European Union
The head office of the company is located in
for the year starting 1 January 2015 and also comply
Amsterdam, the address is:
with the financial reporting requirements included in
Brunel Corporate B.V., Amsterdam, The Netherlands
Brunel Energy Japan K.K. Tokyo, Japan
Brunel Nederland B.V., Rotterdam, The Netherlands
Brunel International South East Asia Pte Ltd, Singapore
Brunel Energy Holding B.V., Rotterdam, The Netherlands
Brunel Technical Services, Pte Ltd, Singapore
John M. Keynesplein 33
Brunel Energy Europe Staff B.V., Amsterdam, The Netherlands
Brunel Energy Malaysia SDN BHD, Kuala Lumpur, Malaysia
1066 EP Amsterdam
The financial information relating to Brunel
Brunel Energy Europe B.V., Rotterdam, The Netherlands
Brunel Korea Ltd, Ulsan, South Korea
The Netherlands
International N.V. is presented in the consolidated
Brunel CR B.V., Amsterdam, The Netherlands
Brunel Energy Hong Kong Ltd, Hong Kong, China
Brunel Energy Nederland B.V., Rotterdam, The Netherlands
Brunel Hong Kong Ltd, Hong Kong, China
The consolidated financial statements of Brunel
article 2:402 of The Netherlands Civil Code, the
Brunel Consultants N.V., Mechelen, Belgium
Brunel Consultancy Shanghai Ltd, Shanghai, China
include the company and its subsidiaries (together
company financial statements only contain an abridged
Brunel Engineering Consultants N.V., Mechelen, Belgium
Brunel Technical Services Manpower Corporation
referred to as ‘Brunel’). A summary of the main
profit and loss account.
Brunel International UK Ltd, London, United Kingdom
Makati City, Philippines
subsidiaries is included on page 112 of this report.
Brunel Service GmbH & Co. KG,Bremen, Germany
Brunel Technical Services Philippines Inc, Makati City,
Brunel GmbH, Bremen, Germany
Philippines
The financial statements were signed and authorised
historical cost convention, and financial assets and
Car Synergies GmbH, Bochum, Germany
Brunel Technical Services Thailand Ltd, Bangkok, Thailand
for issue by the Board of Directors and released for
financial liabilities at fair value through profit and loss.
Brunel Austria GmbH, Salzburg, Austria
Brunel Energy (Thailand) Ltd, Bangkok, Thailand
publication on 4 March 2016. The financial statements
Brunel Switzerland AG, Zürich, Switzerland
Brunel Energy Pty Ltd, Perth, Australia
and the dividend proposal are subject to adoption by
Brunel International France Sarl, Paris, France
Brunel Technical Services Pty Ltd, Perth, Australia
the General Meeting of Shareholders on 17 May 2016.
Brunel Italia SRL, Verona, Italy
Brunel Construction & Maintenance Services Pty Ltd,
Brunel Energy Norge AS,Stavanger, Norway
Perth, Australia
Unless stated otherwise all the information in these
The following new and revised International Financial
Brunel Polska Sp. Z o.o., Wroclaw, Poland
Brunel Energy Inc, Houston, Unites States of America
financial statements is in thousands of Euro, which is
Reporting Standards (IFRSs) have been adopted in
Brunel Denmark ApS, Copenhagen, Denmark
Brunel Energy Canada Inc, Calgary, Canada
the Company’s functional currency. All financial
these consolidated financial statements.
Brunel Recruitment Kazakhstan Atyrau LLP, Atyrau, Kazakhstan
Multec Canada Ltd, Toronto, Canada
information presented in Euro has been rounded to the
The application of these new and revised IFRSs has not
Brunel Energy Nigeria Ltd, Lagos, Nigeria
Brunel Energy Servicos Ltda Brasil, Rio de Janeiro, Brazil
nearest thousand.
had any material impact on the amounts reported for
Part 9 of Book 2 of the Dutch Civil Code.
financial statements. Accordingly, in accordance with
The financial statements have been prepared under the
New and amended standards
adopted by the group
the current and prior years but may affect the
Brunel Energy LLC, Dubai, United Arab Emirates
Brunel DMCC, Dubai, United Arab Emirates
Brunel’s activities are mainly secondment, project
Brunel Oil & Gas Services WLL, (75%) Doha, Qatar
management, recruitment and consultancy.
Brunel India Private Ltd, Mumbai, India
accounting for future transactions or arrangements.
°
2011 – 2013 Cycle
Brunel Energy Kuwait WLL, (75%) Farwania, Kuwait
Ishtar Baghdad for General Services LLC Baghdad, Iraq
Brunel Technical Services Company (Kurdistan) LLC Erbil, Iraq
Annual Improvements to IFRSs – 2010-2012 Cycle and
°
Defined Benefit Plans: Employee Contributions –
Amendments to IAS 19
113
New and revised IFRSs issued
but not yet effective
Principles of consolidation
The consolidated financial statements include the
Accounting principles for the
valuation of assets and liabilities and
determination of profit
Acquisition-related intangible assets
Acquisition-related intangible assets (customer
databases and trade names) that are acquired by
The Group has not applied the following new and
financial information of Brunel International N.V. and its
Brunel and have definite useful lives are stated at cost
revised IFRSs that have been issued but are not yet
subsidiaries.
effective:
Subsidiaries relate to companies controlled directly or
Goodwill is allocated to groups of cash-generating
When an intangible asset is acquired in a business
Goodwill
less accumulated amortisation and impairment losses.
indirectly by Brunel International N.V.
units for the purpose of impairment testing.
combination, its cost is the fair value at the date of its
°
°
IFRS 15, ‘Revenue from contracts with customers’ 1
These companies are listed on page 112. An investor
The allocation is made to those groups of cash-
acquisition. This cost is determined on a basis that
IFRS 16, ‘Leases’
controls an investee when it is exposed, or has rights,
generating units that are expected to benefit from the
reflects the estimated amount that the entity would
°
IFRS 9, ‘Financial Instruments’ 3
to variable returns from its involvement with the
business combination in which the goodwill arose.
have paid for the asset in an arm’s length transaction
2
investee and has the ability to affect those returns
114 AR '15
through its power over the investee. The results of
A cash-generating unit to which goodwill has been
the best information available. If the fair value cannot
new IFRS 15 and IFRS 9 standards and amendments
acquired or disposed companies are consolidated
allocated is tested for impairment annually, or more
be measured reliably, the asset is not recognised as a
will have a significant effect on amounts reported in the
from the date which control is transferred and the date
frequently when there is an indication that the unit may
separate intangible asset, but is included in goodwill.
consolidated financial statements. Application of the
the control is ceased, respectively.
be impaired. If the recoverable amount of the cash-
Amortisation of acquisition-related intangible assets is
generating unit is less than its carrying amount, the
charged to operating expenses on a straight-line basis
All intra-group transactions, balances, income and
impairment loss is allocated first to reduce the carrying
over their estimated useful lives, from the date they are
expenses are eliminated on consolidation.
amount of any goodwill allocated to the unit and then
available for use. The residual values and useful lives
new standards and amendments may result in more
extensive disclosures in the financial statements.
The Board of Directors is currently in the process of
to the other assets of the unit pro rata based on the
are reviewed at each balance sheet date and adjusted,
assessing the impact of the valuation of assets and
Non-controlling interests in the net assets of
carrying amount of each asset in the unit.
if appropriate. Refer to Note 2 Other intangible assets
liabilities and on its income statement. Based on
consolidated subsidiaries are identified separately from
Any impairment loss for goodwill is recognised directly
for further details.
current lease commitments, the impact on the
Brunel’s equity therein. Non-controlling interests
in the profit or loss. An impairment loss recognised for
valuation of assets and liabilities is expected to be
consist of the net equity value of those interests at the
goodwill is not reversed in subsequent periods.
material.
date of the original business combination and the Non-
Effective for annual periods beginning on or after 1
1 January 2018
Effective for annual periods beginning on or after 2
1 January 2019
between knowledgeable and willing parties, based on
The Board of Directors does not anticipate that the
3
Effective for annual periods beginning on or after 1 January 2018
Software
Acquired software (licenses) and developed software
controlling interests’ share of changes in equity since
The recoverable amount is based on the higher of the
are stated at cost less accumulated amortisation and
the date of the combination. Profit or loss and each
fair value less cost of disposal and value in use.
impairment losses. Expenditures in relation to the
component of other comprehensive income are
The value in use is determined by means of cash flow
development of identifiable and unique software
attributed to the owners of the parent and to the non-
projections based on the actual operating results
products used by Brunel, and that will probably
controlling interests. Total comprehensive income is
adjusted for non-cash items (mainly depreciation) and
generate economic benefits exceeding costs beyond
attributed to the owners of the parent and to the non-
the expected future performance. The latter is based
one year, are recognised as intangible assets and
controlling interests even if this results in the non-
on management’s estimates and assumptions of
amortised over their estimated useful lives. Capitalised
controlling interests having a deficit balance.
revenue growth and development of operating margins,
costs include employee costs of software
assessed with external data.
development and an appropriate portion of relevant
overhead. Expenditures associated with maintaining
computer software programs are recognised as an
115
expense when incurred. Amortisation of software
of acquisition. The group’s investment in associates
stated at fair value. Subsequent measurement is at
applications is charged to operating expenses and/or
includes goodwill identified on acquisition.
amortised costs less provision for impairment.
cost of services on a straight-line basis over their
estimated useful lives, from the date they are available
Current liabilities are initially stated at fair value and
subsequently measured at amortised cost using the
Business combinations
Provisions
effective interest method.
for use. The residual values and useful lives are
All business combinations are accounted for by
Provisions are recognised for legally enforceable or
reviewed at each balance sheet date and adjusted, if
applying acquisition method. The consideration
constructive obligations as a result of a past event and
appropriate. Acquired computer software licenses are
transferred for the acquisition of a subsidiary is the fair
for which the settlement is likely to require an outflow
Cash and cash equivalents include cash in hand and
amortised, using the straight line method, over their
values of the assets transferred, the liabilities incurred
of resources and to the extent these can be reliably
deposits held at call with banks.
useful lives.
to the former owners of the acquiree and the equity
estimated. If the effect is material, provisions are
interests issued by the group. The consideration
determined by discounting the expected future cash
Property, plant and equipment
116 AR '15
Current liabilities
Cash and cash equivalents
Foreign currency and exchange differences
transferred includes the fair value of any asset or
flows at an interest rate that reflects the current
Balance sheet items denominated in foreign currencies
Property, plant and equipment are stated at historical
liability resulting from a contingent consideration
market assessments of the time value of money and,
are translated at the rates of exchange prevailing at the
cost less accumulated depreciation and impairment
arrangement. Identifiable assets acquired and liabilities
where appropriate, the risks specific to the obligation.
balance sheet date; profit and loss account items are
losses.
and contingent liabilities assumed in a business
Historical cost includes expenditures that are directly
combination are measured initially at their fair values at
Provisions for onerous contracts are recognised if the
Exchange differences relating to transactions in foreign
attributable to the acquisition of the assets.
the acquisition date. The group recognises any non-
expected benefits to be derived by Brunel from a
currency are recorded in the profit and loss account.
Depreciation of property, plant and equipment is
controlling interest in the acquiree on an acquisition-
contract are lower than the unavoidable cost of
Exchange differences due to the consolidation of
charged to operating expenses on a straight-line basis
by-acquisition basis, either at fair value or at the
meeting its obligations under the contract. Estimated
foreign companies are charged or credited directly in
over their estimated useful lives, from the date they are
non-controlling interest’s proportionate share of the
amounts for legal claims are provided for at the lowest
other comprehensive income to the translation
available for use. Gains and losses on disposals are
recognised amounts of acquiree’s identifiable net
amount at which Brunel expects the claim to be
reserve.
determined by comparing the proceeds with the
assets. When a company or business is acquired, the
reasonably settled. Due to the highly uncertain timing
carrying amount and are recognised within
acquirer recognises goodwill as an asset. Goodwill is
of the expected future cash out-flow, provided
For the purpose of presenting consolidated financial
depreciation and amortisation in the profit and loss
recognised for the future economic benefits arising
amounts for legal claims are categorised to be settled
statements, the assets and liabilities of Brunel’s foreign
account.
from assets acquired that are not individually identified
within one year after the balance sheet date, unless
operations are translated into Euro using exchange
and separately recognised. The excess of the
these are explicitly expected to be settled differently.
rates prevailing at the end of each reporting period.
Financial fixed assets
translated at the average rates during the financial year.
consideration transferred over the fair value of the
Income and expense items are translated at the
Long-term liabilities
Associates are all entities over which the group has
identifiable net assets acquired is recorded as
significant influence but not control, generally
goodwill. Impairment of goodwill will be tested at least
Long-term liabilities are recognised initially at fair
accompanying a shareholding of between 20% and
annually. An impairment loss recognised for goodwill is
value, net of transaction costs incurred. Long-term
50% of the voting rights. Investments in associates are
not reversed in a subsequent period. Changes in
liabilities are subsequently carried at amortised cost;
Brunel operates in countries with different currencies.
accounted for using the equity method of accounting.
ownership interests in subsidiaries that do not result in
any difference between the proceeds (net of
All companies have, as their functional currency, the
Under the equity method, the investment is initially
loss of control are dealt with in equity.
transaction costs) and the redemption value is
local currency of the country in which they operate,
recognised in the profit and loss account over the
which is their primary economic environment. The
period of the long-term liabilities using the effective
functional currency of the parent company, as well as
interest method.
of a major portion of its subsidiaries, is the Euro.
recognised at cost, and the carrying amount is
increased or decreased to recognise the investor’s
share of the profit or loss of the investee after the date
Trade receivable and other receivables
Trade receivable and other receivables are initially
average exchange rates for the period.
Functional and presentation currency
117
The translation reserve comprises all translation
The fair value of these SAR’s is charged to the income
Other revenue such as in cases where Brunel acts as a
pay all employees the pension benefits relating to
differences arising from the translation of the net
statement in the indirect personnel expenses from the
service provider, revenues are reported on a net basis,
employee service in the current and prior periods.
investment in activities in currencies other than the
grant date through vesting date linearly. The fair value
when the service is rendered.
The regular contributions constitute net periodic costs
Euro. Such translation differences are recognised
of the SAR is determined at every year-end based on
initially in other comprehensive income and presented
the Black and Scholes option valuation model. At each
in this separate component of shareholders’ equity and
balance sheet date, Brunel revises its estimates of the
Direct personnel expenses relate to costs attributed
recognised in the statement of comprehensive income
number of SAR’s that are expected to become
directly to the services provided.
on disposal of the net investment. The translation
exercisable subject to continued employment based
reserve also includes the tax effect on translation
on this non-market vesting condition. The impact of the
differences.
revision of original estimates, if any, is recognised in the
Foreign currency transactions are translated into the
the relevant lease. Benefits received and receivables as
income statement with a corresponding entry to
functional currency at the exchange rate applicable at
an incentive to enter into an operating lease are also
liabilities.
the date of the transactions. Currency translation
spread on a straight-line basis over the lease term.
Share based payment
118 AR '15
Brunel has a share based payment arrangement under
for the year in which they are due and are included
Direct personnel expenses
within direct and indirect personnel expenses.
Leasing
Rentals payable under operating leases are charged to
Exchange differences
profit or loss on a straight-line basis over the term of
119
differences resulting from the settlement of these
Taxation
which options are granted to the directors and senior
The SAR liability relates to SAR’s granted by Brunel to
transactions and the translation of the monetary
management of the company. These options are
its employees under its SAR scheme.
assets and liabilities denominated in foreign currency
The tax expense for the period comprises current and
at the balance sheet date are recognised as exchange
deferred tax. Tax is recognised in the income
differences in the consolidated profit and loss account.
statement, except to the extent that it relates to items
settled in ordinary shares. The grant date fair value of
these options is included in the indirect personnel
Revenue recognition
expenses. The expenses are credited to equity for the
Revenue is recognised when it is probable that the
same amount. The fair value is calculated based on the
economic benefits will flow to the company and when
Foreign exchange differences relating to bank balances
in equity. In this case, the tax is also recognised in
Black-Scholes option valuation model. At each balance
the amount can be measured reliably. Revenue for
are recorded in the financial income and expense,
other comprehensive income or directly in equity,
sheet date, Brunel revises its estimates of the number
Brunel is mainly derived from the provision of services
other foreign exchange differences are recorded in the
respectively.
of options that are expected to become exercisable
to third parties after deduction of sales tax and
contribution margin.
subject to continued employment based on this non-
discounts granted. The following types of revenue are
market vesting condition. The impact of the revision of
recognised;
original estimates, if any, is recognised in the income
Contracting revenue (rendering of services) whereby
Interest income comprises interest received on
at the balance sheet date in the countries where the
statement with a corresponding adjustment to equity.
hours or days worked at agreed rates during the
outstanding deposits and interest costs comprise
company and its subsidiaries operate and generate
The share-based payment reserve relates to options
financial reporting period are recognised as revenue.
interest due on funds drawn, calculated using the
taxable income. Management periodically evaluates
granted by Brunel to its employees under its share
Reimbursable expenses related revenue in cases
effective interest method.
positions taken in tax returns with respect to situations
option plan.
where Brunel acts as a principal are recognised as a
gross amount (including true up) upon the receipt of a
Stock Appreciation Rights (SAR)
recognised in other comprehensive income or directly
The current income tax charge is calculated on the
Interest income and expenses
basis of the tax laws enacted or substantively enacted
in which applicable tax regulation is subject to
Retirement benefit costs
interpretation. It establishes provisions where
reimbursable claim.
All pension plans prevailing within Brunel are defined
appropriate on the basis of amounts expected to be
In 2015 the option scheme has been replaced by a SAR
Recruitment revenue relate to revenue for the
contribution plans, which are funded through payments
paid to the tax authorities.
scheme. The SAR granted to personnel are conditional
recruitment of employees for third parties whereby
to independent entities. Brunel has no legal or
and linked to performance targets for the year of
revenue is recognised once the service has been
constructive obligations to pay further contributions if
The tax currently payable is based on taxable profit for
allocation. The SAR scheme is a cash settled plan.
completed.
these separate entities do not hold sufficient assets to
the year. Taxable profit differs from profit as reported in
the income statement because it excludes items of
where there is an intention to settle the balances on a
estimates and assumptions concerning the future.
from the detected impairment losses. This impairment
income or expense that are taxable or deductible in
net basis.
The resulting reported amounts will, by definition,
loss or deviation could have impact on the carrying
rarely equal the related actual outcome. Estimates and
amounts of the intangible assets. For the impairment
judgments are continually evaluated and are based on
testing of goodwill, refer to note 1 and note 2.
other years and it further excludes items that are never
taxable or deductible. Brunel’s liability for current tax is
calculated using applicable rates.
Accounting principles for determining the
consolidated cash flow statement
historical experience and various other factors,
including expectations of future events, which are
120 AR '15
Receivables
Deferred tax is recognised on differences between the
The cash flow statement has been prepared according
believed to be reasonable under the circumstances.
Brunel has receivables on third parties in numerous
carrying amounts of assets and liabilities in the
to the indirect method, whereby profit or loss is
The following estimates, assumptions and judgments
countries. These receivables include revenue to be
financial statements and the corresponding tax bases
adjusted for the effects of transactions of a non-cash
have an inherent significant risk of potentially causing
invoiced. Significant judgment is required in
used in the computation of taxable profit. Deferred tax
nature, any deferrals or accruals of past or future
material adjustments to the carrying amounts of assets
determining the collectability of the receivables.
liabilities are generally recognised for all taxable
operating cash receipts or payments, and items of
and liabilities within the next financial year.
When the expected payments are different from the fair
temporary differences and deferred tax assets are
income or expense associated with investing or
recognised to the extent that it is probable that taxable
financing cash flows.
profits will be available against which deductible
temporary differences can be utilised.
Accounting principles for segment reporting
value such differences will impact the valuation of the
The estimates and underlying assumptions are
receivable. Hence an allowance for bad debts will be
reviewed on an ongoing basis. Revisions to accounting
recognised, which will be deducted from the
estimates are recognised in the period in which the
receivables. Refer to note 5.
estimate is revised if the revision only affects that
Provisions
The carrying amount of deferred tax assets is reviewed
Operating segments have been identified on the basis
period or in the period of the revision and future
at each balance sheet date and reduced to the extent
of internal reports about components of the Group that
periods if the revision affects both current and
Due to the nature of provisions, a considerable part of
that it is no longer probable that sufficient taxable
are regularly reviewed by the chief operating decision
future periods.
their determination is based on estimates and/or
profits will be available to allow all or part of the asset
maker in order to allocate resources to the segments
to be recovered.
and to assess their performance. Information reported
judgments, including assumptions concerning the
Impairment of assets
future. The actual outcome of these uncertain factors
to the Group’s chief operating decision maker is
Brunel tests whether intangible assets have suffered any
may be materially different from the estimates, causing
Deferred tax is calculated at the tax rates that are
focused at components engaged in providing services
impairment, in case of triggering events and at least
differences with the estimated provisions. Hence, the
expected to apply in the period when the liability is
in a particular economic environment from those of
annually for goodwill. Other assets are tested for
differences between actual outcomes and the
settled or the asset realised. Deferred tax is charged or
other segments. A geographical segment is engaged in
impairment whenever events or changes in
recorded provisions can impact results over the
credited to profit or loss, except when it relates to funding
providing services in a particular economic
circumstances indicate that the carrying amount may
periods involved. The timing of outflow of resources to
items charged or credited directly to equity, in which case
environment which are subject to risks and returns that
not be recoverable. The recoverable amounts of cash-
settle these obligations is subject to the same
the related deferred tax is also dealt with in equity.
are different from those segments operating in other
generating units have been determined using, amongst
uncertain factors. Refer to note 7.
economic environments.
other instruments, value-in-use calculations. These
Deferred tax assets and liabilities are offset when there
is a legally enforceable right to offset current tax assets
against current tax liabilities and when the deferred
calculations require the use of estimates. Based on
Critical accounting estimates, assumptions
and judgments
income taxes assets and liabilities relate to income
Income taxes
these impairment tests, impairment losses, if any, are
Brunel is subject to income taxes in numerous
identified. However, should the actual performance of
jurisdictions. Significant judgment is required in
these cash-generating units become materially worse
determining the worldwide deferred tax asset on,
taxes levied by the same taxation authority on either
In the preparation of financial statements,
compared to the performance based on the estimates,
amongst other items, tax losses carry-forward. There
the same taxable entity or different taxable entities
management makes certain critical accounting
possible impairment losses could arise, or could deviate
are many uncertain factors that influence the amount
121
of the tax losses carry-forward. Brunel recognises
implemented and carried out under policies approved
deferred tax assets on tax losses carryforward based
on their best estimates. When the actual results are
different from the amounts that were initially
Liquidity risk
estimated, such differences will impact the income tax
in the income statement and the deferred tax assets
Brunel maintains sufficient cash to fund her ongoing
and/or deferred tax liabilities in the period in which
operations. In addition there is the availability of
these deviations occur.
funding through adequate credit facilities to minimise
liquidity risk. Within Brunel derivative financial
Capital risk management
Assets
31 December
Liabilities
31 December
2015201420152014
US dollar116,416124,174 15,440 24,929
Australian dollar61,13479,87119,77020,301
177,550204,045 35,210 45,230
instruments are not used or hedging activities
undertaken. The department Corporate Finance &
Brunel manages its capital to ensure that entities in the
122 AR '15
Control monitors the worldwide cash position.
The following table details the Group’s sensitivity to a
includes loans within the group, where the
maximising the return to stakeholders through the
Foreign exchange risk
10% increase and decrease in the Euro against the
denomination of financial position is in a currency other
optimisation of the debt and equity balance.
relevant foreign currencies. These percentages
than the currency of the lender or the borrower.
represent management’s assessment of the
A positive number below indicates an increase in profit
group will be able to continue as a going concern while
X EUR 1,000
The dividend policy of Brunel is aimed at maximising
the distributions to shareholders, while reserving
Currency fluctuations affect the consolidated results,
reasonably possible change in foreign exchange rates.
and other equity when the Euro weakens 10% against
enough capital to ensure the ability to continue as a
because a portion of the cash flow is generated in
The sensitivity analysis includes only outstanding
the relevant currency. For a 10% strengthening of the
going concern and to fund planned growth. Brunel’s
other currencies than Euro. Brunel limits the foreign
foreign currency denominated monetary items and
Euro against the relevant currency, there would be an
strategy is to use existing cash and cash flows in stead
exchange risk by maintaining a back-to-back policy,
adjusts their translation at the period end for a change
equal and opposite impact on the profit and other
of long-term credit facilities to finance further growth.
meaning that the management strives to have both
in foreign currency rates. The sensitivity analysis
equity, and the balances below would be negative.
This typically leads to high solvency rates.
income and expenses to be generated locally in the
same currency. Due to the back-to-back policy, the
Financial risk management
foreign exchange risk of Brunel is limited to the
exchange risk over the results in foreign currencies.
Brunel’s activities are exposed to a variety of financial
The foreign currencies that can have a material effect
risks, including the effect of changes in debt and equity
on the income statement of Brunel are the US dollar
market prices, foreign currency exchange rates and
and the Australian dollar. The carrying amounts of the
interest rates. Brunel’s overall risk management
Group’s foreign currency denominated monetary
program focuses to minimise potential adverse effects
assets and monetary liabilities at the reporting date are
on the financial performance of Brunel. This program is
as follows:
US dollar
Impact
Australian dollar
impact
2015201420152014
Profit or loss
-149
-22
797
1,091
Other equity7,8566,9182,3931,304
Total Equity7,7076,8963,1902,395
Revenue27,08033,72622,51328,595
123
Credit risk
operating profit is small. As per 31 December 2015 the
Notes to the consolidated balance sheet
largest receivable against a single counterparty
Credit risk refers to the risk that a counterparty will
amounted EUR 8.1 million (31 December 2014: EUR 7.1
default on its contractual obligations resulting in
million). For 2015, largest revenue from transactions
financial loss to the company. Brunel has no significant
with a single external customer amounted to EUR 53.9
concentrations of credit risk. The most important
million (2014: EUR 111.5 million).
X EUR 1,000, unless stated otherwise
1. Goodwill
Movements during the year:
balance sheet items that are imposed to credit risk are
the trade and other receivables. The trade accounts
Interest rate risk
receivable include an allowance for bad debts.
124 AR '15
Reference is made to note 5. Generally services are
Due to the nature of Brunel’s business the operating
provided to large and financially strong companies.
cash flows are substantially independent of changes in
In order to minimise credit risk exposure Brunel
market interest rates. Interest coverage is the leading
intensively monitors the payment behaviour of their
parameter in managing interest exposure. Due to the
customers. Other policies limit the amount of credit
capital structure of Brunel the interest paid and
exposure to any financial institution. Despite these
received are immaterial amounts and hence no
internal procedures, uncollectible debts can not be
material interest rate risk applies.
ruled out, but the risk of a material erosion of the
20152014
At cost at 1 January
6,634
6,634
exchange rate movements
-2,530
-2,653
Balance at 1 January 4,104
3,981
Accumulated impairment and
Changes in carrying amount:
Contingent consideration-Exchange rate movements
114
123
Balance at 31 December
4,218
4,104
At cost at 31 December
6,634
6,634
exchange rate movements
-2,416
-2,530
4,218
4,104
Accumulated impairment and
Goodwill has been allocated for impairment testing
purposes to two individual cash generating units:
125
All cash generating units have substantial headroom
20152014
available to cover variations in assumptions
Brunel Germany2,8442,844
Brunel Energy 1,374
1,260
4,218
4,104
2. Other intangible assets
Impairment testing
flows have been derived from the budget 2016.
The value in use of the main cash generating unit
126 AR '15
In the financial year the company assessed the
resulted in no impairment compared to the carrying
recoverable amount of goodwill for the main allocated
amount as at 31 December 2015.
amounts. The recoverable amount of the main cashgenerating unit (Brunel Germany) for which goodwill is
Management has projected cash flow forecasts over a
capitalised is based on value in use. The value in use
period of five years. The annual budget is used as a
is determined by means of cash flow projections
basis for the projection in the first year whereas key
based on the actual operating results adjusted for
assumptions were applied for the extrapolation of the
non-cash items (mainly depreciation) and the
results to the period after the second year.
expected future performance. The latter is based on
The other intangible assets consist of the following:
20152014
Software12,88314,131
Trade name For All Finance
160
482
Customer database For All Finance
- 606
13,043
15,219
The amortisation rates are as follows:
management’s estimates and assumptions of revenue
Key assumptions used in calculation of the value in
use for the significant cash generating unit Brunel
°
°
Software: 20-40% per annum
growth and development of operating margins,
assessed with external data. The forecasted cash
Germany are:
°
Customer database For All Finance: 15% per annum
Residual values are considered to be zero.
20152014
Revenue growth5%5%
Budgeted gross margin
35.5%
35%
Overhead costs increase
2%
2%
Pre tax discount factor
14%
16%
Depreciations and Depreciations are used
Depreciations are used
investments plans
for new or replacing for new or replacing
investmentsinvestments
Trade name For All Finance: 33.33% per annum
127
Software
Trade name For All Finance
20152014
16,403
Accumulated depreciation
-4,282
Accumulated amortisation
12,121
and impairment-483-161
Balance at 1 January
965
482
965
804
Changes in carrying amount: 128 AR '15
Additions5,974
Disposals -
Amortisation-322-322
Transfer from PP&E
430
482
965
965
Amortisation-4,420
Exchange rate
26
Total changes 2014
2,010
and impairment-805-483
Balance at 31 December 22,646
-8,515
14,131
160
482
Changes in carrying amount: Additions3,362
Disposals 52
Total changes 2015
-1,248
25,928
-13,045
12,883
adjusted prospectively. The impact for the coming half
been reviewed and consequently adjusted from
year amounts to EUR 160.
indefinite to three years. This change in estimate is
Amortisation-4,662
Exchange rate
In 2013 the estimated useful life of the trade name has
Software mainly includes financial and business
The average remaining amortisation period
supporting software acquired.
is four years.
129
3. Property, plant and equipment
Customer database For All Finance
20152014
3,937
3,937
Office Equipment
Computer systems
20,591
4,837
Total
25,428
-12,485
-3,808
-16,293
130 AR '15
8,106
and impairment-3,331-2,726
Changes in carrying amount: 606
1,211
1,029
9,135
Additions
2,653
411
3,064
Disposals ---
Amortisation-606-605
Transfer to Software-
-430
-430
Balance at 31 December Depreciation
-1,996
-407
-2,403
-
606
3,937
Exchange rate
129
75
204
3,937
Total changes 2014
786
-351
435
and impairment-3,937-3,331
-14,113
-3,508
-17,621
-
606
23,005
8,892
4,186
678
27,191
9,570
Changes in carrying amount: Additions
3,804
321
4,125
Disposals -243
-28
-271
Depreciation
-2,430
-397
-2,827
Exchange rate
118
14
132
Total changes 2015
1,249
-90
1,159
25,756
4,043
29,799
-15,615
-3,455
-19,070
10,141
588
10,729
Depreciation rate20-40%20-40%20-40%
No leased items are included in property, plant and
The carrying amount equals the estimated fair value of
equipment. Residual values are considered to be zero.
the assets.
131
4. Financial fixed assets
20152014
160
The tables below provide summarised financial
those amounts. They have been amended to reflect
information for the associate that is material to the
adjustments made by the entity when using the equity
group. The information disclosed reflects the amounts
method, including fair value adjustments and
presented in the financial statements of the relevant
modifications for differences in accounting policy.
associate and not Brunel International N.V.’s share of
-
Acquisition of associate
-
40
Result for the year
-928
110
31 December 2015
31 December 2014
Reclass negative participations to
132 AR '15
receivable associates
753
Current assets6,6982,323
15
10
Current liabilities6,7512,001
-
160
Long-term liabilities
700Net assets
-753
322
20152014
Interest in associates
share capital consisting solely of ordinary shares,
which are held directly by the group. The country of
Set out below is the associates of the group as at
incorporation or registration is also their principal place
31 December 2015 which, in the opinion of the directors,
of business, and the proportion of ownership interest is
are material to the group. The entity listed below has
the same as the proportion of voting rights held.
Opening net assets 1 January
322
80
Profit/(loss) for the period
-1,139
223
Foreign exchange6419
Closing net assets at 31 December
-753
322
Summarised statement of comprehensive income
Name of entity
% of ownership interest
Carrying amount
Country of
Nature of
Measurement
incorporation
relationship
method
Revenue 7,9792,032
2015 20142015 2014
IBR Solucões Limitada (1)
49%
Angola
49%
Associate
Equity method
20152014
-
Profit/(loss) for the period
-1,139
160
The net asset value has been fully provided for and the result
(1) IBR Solucões Limitada is an associate of
Brunel International N.V. operating in Angola.
has been included in our consolidated profit and loss account.
223
133
5. Trade and other receivables
20152014
20152014
Trade accounts receivables
165,256
219,849
Receivable from associates
2,664
-
Prepayments
8,756
10,550
Accrued income66,34785,868
7,404
7,288
which are written off
-1,643
-552
Change in allowance recognised in result
1,311
284
229
384
7,301
7,404
Fully provided receivables
Other receivables
10,604
7,689
253,627
323,956
Ageing of past due and not impaired trade
134 AR '15
135
accounts receivables is as follows:
All receivables have an expected term of less than one
amounts receivable. The provision for impairment of
year. The carrying amount of these receivables equals
trade receivables is based on the trade receivable
the fair value. Prepayments and accrued income
portfolio experience of subsidiaries, as well as on
include a Nigerian withholding tax receivable of
individual assessments of expected non-recoverable
EUR 2,150 (2014: EUR 2,931) for which EUR 2,150 (2014:
receivables. Significant financial difficulties of the
EUR 2,272) has been impaired.
debtor, the probability that the debtor will enter into
bankruptcy or financial reorganisation, and serious
The amount of trade accounts receivables above
default or delinquency in payments, are considered
includes an allowance for bad debts. All of the
indicators that the trade receivable is impaired. The
amounts included in the allowance for bad debts relate
amount of the provision is equal to the difference
to individually impaired trade accounts receivables.
between the carrying amount of the asset and the
A provision for impairment of trade and other
present value of estimated future cash flows.
receivables is established when it is more likely than
not that the Group will not be able to collect the
The movement in this allowance is as follows:
31 December 2015
31 December 2014
60-90 days - past due, not impaired
3,990
5,363
90-120 days - past due, not impaired
2,013
3,324
120+ days - past due, not impaired
4,857
10,061
Total10,86018,748
The improved aging is mainly caused by the implemen-
The specific credit terms granted vary from 14-90 days.
tation of new vendor management systems and new
These terms are based on the general terms and
invoicing requirements by some large clients in 2014,
conditions of Brunel and/or specific agreements with
and as a consequence in 2014 those clients had
individual customers.
difficulties to process/authorise the invoices sent. In
2015 these difficulties have been solved and the aged
Generally services are provided to large and financially
positions decreased accordingly. There are no
strong companies, which are mainly operating in the oil
disputed amounts in the aged positions.
industry. In order to minimise credit risk exposure Brunel
intensively monitors the payment behaviour of their
8. Long-term liabilities
customers based on specific agreements with individual
The Netherlands. These amounts will expire within one
customers and the credit worthiness of the customer.
to five years. The carrying amount of these liabilities
Based on historical behaviour of their customers Brunel
The long-term liabilities concerns the long-term part of
does not expect any material write-offs.
the agreed rent free period for offices in
6. Cash and cash equivalents
equals the fair value.
9. Current liabilities
This item consists mainly of bank balances, part of
which EUR 12.1 million (2014: EUR 12.6 million) is not
20152014
freely disposable on grounds of issued bank guarantees.
Trade payables16,63424,199
7. Provisions
Taxes and social security charges
136 AR '15
40,623
44,482
Pensions732280
Accrued employee expenses
Onerous contracts
Sickness
Total
38,428
46,171
Accrued expenses27,18132,563
Other liabilities1,3344,638
436
420
856
124,932
Additions-
82
82
Withdrawals
-226-
-226
Release--Balance at 31 December
210
502
712
Practically all liabilities have an expected term of less
than one year. The majority of trade payables and taxes
and social security charges are due within a range of
1–45 days. The majority of the other liabilities and
The provision for onerous contracts represents the
The majority of the non-current part of these provisions
accrued employee expenses are due within a range of
present value of the future lease payments that the
is expected to be settled within three years of the
1–180 days. The carrying amount of these liabilities
Group is presently obligated to make under non
balance sheet date.
equals the fair value.
cancellable operating lease contracts for premises.
The provision for sickness represents the obligation for
The estimate may vary as a result of the utilisation of
continuation of wage payment during extended periods
the leased premises and sub-lease arrangements
of sickness.
where applicable.
152,333
137
10. Group Equity
of EUR 0.03. The subscribed capital consists of
Non-controlling interest
49,967,624 ordinary shares (2014: 49,396,624) with a
The authorised capital is EUR 5,998,000 divided into
value of EUR 1,499,029.
The movement in non-controlling interest is as follows:
one priority share with a nominal value of EUR 10,000
and 199.6 million ordinary shares with a nominal value
The movement in the number of issued shares is:
20152014
20152014
466
387
Result for the year
482
503
Dividend-556-427
138 AR '15
Issued at 1 January49,396,62424,357,812
64
3
Issue of shares
318,000
456
466
Issued at 3 June 24,675,812
Share Split
24,675,812
Issue of shares
571,000
45,000
Issued at 31 December49,967,62449,396,624
Except for the translation reserve, all reserves are
soon as the issue becomes unconditional. freely distributable. In 2014 the cash dividend per
The protective stipulations are included in the Articles
share was EUR 0.70. The proposed dividend for 2015
of Association of Brunel International N.V. and are
will be EUR 0.75 per share and an additional super
posted on the company’s website.
dividend of EUR 0.75 per share. Further information is
provided in the consolidated statement of changes in
Group equity on page 111 of this report.
At 3 June 2014, a two-for-one share split has occurred.
The priority share, which has a par value of EUR 10,000,
has been issued to Stichting Prioriteit Brunel, subject to
the condition precedent that the majority shareholder
loses its majority share in Brunel International N.V.’s
share capital. The priority share will be fully paid up as
139
11. Option rights
Year granted
Outstanding option rights J.A. van Barneveld
Outstanding options:
Year granted
140 AR '15
20102011201220132014Total
Outstanding at
1 January 2015
130,000320,000787,000772,000
1,246,000
3,255,000
Modification of plan
-
--337,000-292,000-344,000-973,000
Granted
-----Exercised -130,000-141,000-300,000
-
--571,000
Forfeited -
- -8,000 -62,000-435,000-505,000
Outstanding at
31 December 2015
-179,000142,000418,000467,000
1,206,000
Weighted average exercise price in EUR
12.77
14.51
15.00
16.29
22.92
18.44
Range of exercise prices in EUR
Expiry date
20102011201220132014Total
12.65 – 13.15 10.38 – 15.40
17 March
2015
4 March
2016
15.00 16.29 – 17.21
2 March
2017
1 March – 15 May 2018
22.92
1 March
2019
1 January 2015
Granted Exercised
Forfeited 31 December 2015
Exercise prices in EUR
100,000100,000150,000 75,000100,000525,000
-
- -150,000
-75,000
-
-225,000
------100,000----
-100,000
------100,000
-
-100,000200,000
12.65
15.31
-
-
22.92
Outstanding option rights P.A. de Laat
1 January 2015
-
-
-10,00040,00050,000
141
-
-
--10,000-40,000-50,000
Granted -----Exercised -----Forfeited ------
31 December 2015
------
----
Outstanding option rights J.A. de Vries
1 January 2015
Granted Exercised
Forfeited 31 December 2015
-
-20,00040,00040,000
100,000
-
--20,000-40,000-40,000
-100,000
------
------
------
------
-----
Outstanding option rights J.M. Ekkel
1 January 2015
Granted Exercised Forfeited 31 December 2015
--
20,000--
20,000
------------
-20,000--
-20,000
-----------
-
15.00
-
-
20152014
NumberWeighted NumberWeighted
of options
average
of options
average
exercise price exercise price
Balance at the beginning of year
Granted during the year Exercised during the year Forfeited during the year 3,255,000
-973,000
-
-571,000
-505,000
18.20
18.25
-
14.24
21.98
3,256,000
15.42
1,322,000
-681,000
-642,000
22.92
15.30
16.92
Balance at the end of year
1,206,000
18.44
3,255,000
18.20
For the Dutch participants the option scheme has been
The grant date fair value of the SAR’s is determined
modified based on IFRS 2 guidance for options that
based on the Black and Scholes option valuation
had not vested yet. The only adjustment is that the
model. In this model the expected volatility is based on
possibility to settle options in shares has been
historical volatility of the Company shares (29.61%)
cancelled. As a consequence the scheme for these
over the past three years, the expected dividend yield
participants is a cash settled plan. This modification is
is based on the dividend policy and set at 4.0%, an
accounted for by a reclass from equity to liabilities.
expected life of five years and a risk free interest of
This modification has been done to align our
-0.40%. The risk free interest is based on the yield of
compensation scheme with current practises
AAA rated EU government bonds with a one year
maturity. The weighted average fair value of SAR’s
Stock Appreciation Rights (SAR)
granted in 2015 amounts to EUR 2.93. During 2015
740,500 SAR’s have been granted conditionally, no
142 AR '15
In 2015 the option scheme has been replaced by a SAR
SAR’s could be exercised and 45,000 SAR’s were
scheme. The SAR’s granted to personnel are
forfeited. The total costs of the SAR scheme in 2015
conditional and linked to performance targets for the
recognised in the P&L amount to EUR 730. Per year end
The number and amounts for 2014 in the table above
conditional, meaning that they can be exercised after
year of allocation. The main performance targets are
the total liability for the SAR scheme amounts to
are adjusted for the stock split per 3 June 2014. A two-
three years on condition that the applicable board
revenue and EBIT. The vesting period is three years.
EUR 1,530. Costs are spread over the period in which
for-one share split has occurred and the exercise price
member still holds the position. This last condition does
Options can be exercised during two years after vesting
employees provide services.
of the options was adjusted to 0.5 of the original
not apply to the 2014 and 2015 series for the CEO.
on condition that the employee is still in the service of
exercise price. This modification did therefore not
result in an incremental fair value to be recognised.
the company. The SAR scheme is a cash settled plan.
The weighted average share price of options exercised
There is no incremental fair value as a result of the
in 2015 amounts to EUR 14.24 (2014 EUR 23.40).
settlement method modification.
12. Contingent liabilities
Brunel has entered into long-term non-cancellable
The options granted to personnel are conditional and
Options exercised by the Board of Directors are
linked to performance targets for the year of allocation.
exercised at a weighted average share price of
Due to the cash settlement method of the SAR’s, the
Brunel leases all of its offices under operating lease
The main performance targets are revenue and EBIT.
EUR 12.65 (2014 EUR 22.84).
rights are subject to a mark-to-market valuation
arrangements. Some of the arrangements include
exercise to measure the fair value on the specific
renewal options. Other lease commitments relate to
The vesting period is three years. Options can be
commitments under rent and lease contracts.
exercised during two years after vesting on condition
The reference dates are the date of granting, and
balance date. When (re)measuring the fair value on the
company cars for which operational lease
that the employee is still in the service of the company.
precisely three years later. As per 31 December 2015
latest reporting date, the expected life of the right is
arrangements apply with commitments up till four
The method of settlement can be sale of treasury
only the 2011 and the 2012 outstanding options can be
determined based on the expectation regarding
years.
shares or share issue.
exercised.
exercise behaviour of the participants (in line with IFRS
All options are granted with an exercise price equal to
Shares will be issued by Brunel on the day of exercising
the market price of the shares at the day of granting.
the options. No financing arrangement is in place in
2 B16-21). Exercise behaviour is influenced by for
relation to the share options granted. Brunel does not
The options granted to the Board of Directors are
hold any treasury shares.
example share price development.
143
31 December 2015
31 December 2014
Expire in year 1
13,531
14,564
Expire in years 2-5
22,973
23,789
Expire in years 6 and later
9,011
11,874
Total45,51550,227
Interest in other companies
Sailing Holland B.V. a controlled entity as of
31 October 2015. The results of Sailing Holland B.V. up
144 AR '15
As of 31 October 2015 Sailing Holland B.V. will no longer
to 31 October 2015 (control end date) are included in
act as a structure to facilitate Brunel’s participation in
the consolidated profit and loss. The impact of the
the Volvo Ocean Race. As a consequence, the
change of control on the balance sheet and the profit
conditions of IFRS 12 of a structured entity are no
and loss is not significant.
longer met. The group therefore does not consider
Notes to the consolidated profit and loss account
x EUR 1,000, unless stated otherwise
13. Salaries and social security charges
The profit and loss account includes the following amounts:
2015
2014
Salaries
Direct
Indirect
Direct
Indirect
760,950
79,999
887,364
81,921
Social charges 31,226
9,564
40,659
9,578
Pension charges
20,236
2,088
16,915
2,753
Other
186,527
16,182
192,609
15,468
Total
998,939
107,833
1,137,547
109,720
The pension scheme is classified as defined contribution.
145
Remuneration of directors
SAR rights of directors
The directors’ remunerations charged to the results in
2015 (2014) are set out below:
Year granted2012201320142015Total
J.A. van Barneveld, CEO
150,000
P.A. de Laat, CFO
Short-term employee
J.A. de Vries, COO Energy
benefits Termination Salary
Bonus
Pension
Other **
J.A. van Barneveld, CEO
600 (600) 180 (200)
60 (197)
P.A. de Laat, CFO 280 (230)
65 (75)
6 (10)
J.A. de Vries, COO Energy
280 (237)
25 (106)
8 (14)
Share based
20,000
Range of exercise prices in EUR
Benefit
Payments
Total
157 (-)
-
326 (697)
1,323 (1,694)
10 (-)
-
71 (51)
432 (366)
13 (-)
-
129 (121)
455 (478)
75,000
-
70,000
295,000
-10,00020,00050,00080,000
40,000
40,000
50,000
15.00 16.29 – 17.21
22.92
17.68
150,000
Board of Directors:
146 AR '15
J.M. Ekkel, COO Europe
14. Depreciation and amortisation
147
The costs for depreciation and amortisation in the profit
(stepped down per
7 November 2014)
- (216)
- (50)
- (9)
-
- (333)*
- (13)
- (621)
D. van Doorn
55 (51)
-
-
-
-
-
55 (51)
A. Schouwenaar
50 (46)
-
-
-
-
-
50 (46)
J. Bout
50 (44)
-
-
-
-
-
50 (44)
and loss account consist of:
Supervisory Board:
1,315 (1,424) 270 (431)
74 (230)
* Includes a termination benefit of EUR 250 and EUR 83
salary for notice period
** Other benefits concern the compensation for the cap
of the maximum amount of “pensionable income” at
EUR100,000 that came into effect at 1 January 2015.
The expected saving on pension premium for Brunel
has been added to the salaries of the board members
180 (-)
- (333)
526 (882)
2,365 (3,300)
° Mr. Van Barneveld has 119,984 shares in the company,
in addition to 200,000 conditional share options
° Mr. De Laat has 3,500 shares in the company
° Mr. De Vries has 7,000 shares in the company
° The members of the Supervisory Board hold neither
shares nor share options in the company
° No loans and/or guarantees have been issued to
members of the Board of Directors or Supervisory Board
20152014
Other intangible assets (2)
5,590
5,347
Property, plant and equipment (3)
2,827
2,403
Total8,4177,750
15. Other expenses
16. Tax
The 2015 other expenses amount to EUR 57.6 million
(2014: EUR 56.9 million) and include EUR 14.2 million
20152014
(2014: EUR 14.1 million) rental costs and leasing costs.
Audit costs
Current tax (income)/expense
19,994
28,669
Deferred tax( income)/expense
-934
-2,225
Tax (income)/expense19,06026,444
PricewaterhouseMember
148 AR '15
Coopers Accountants N.V.
Audit fees
PricewaterhouseMember
firms /
Total
Coopers
firms /
Total
affiliates
2015
Accountants N.V.
affiliates
2014
488 7291,217
93140
1542 57
Tax services
-8989
-
123123
Other non-audit fees -6363
-43 43
Total
497 9121,409
is 33.6% (2014: 35.1%).
4661,050 1,516
Audit related fees
149
In 2015, the effective tax rate on the result before tax
The reconciliation between the actual tax expense and
the tax expense based on the Dutch corporate income
tax rate (2015 and 2014: 25%) is as follows:
4811,258 1,739
2015
2014
The fees listed above relate to the procedures applied
to the company and its consolidated group entities by
accounting firm and external auditors as referred to in
article 1(1) of the Dutch Accounting Firms Oversight Act
(Dutch acronym: Wta).
Income tax at Dutch corporation income tax rate
14,166
25.0%
18,815
25.0%
Permanent differences:
Difference with foreign tax rates
3,961
7.0%
4,565
6.0%
Weighted average applicable tax rate
18,127
32.0%
23,380
31.0%
Adjustment previous years
-2,678
-4.7%
807
1.1%
Non-taxable items -778-1.4% -656-0.9%
Tax losses not recognised as deferred tax asset
Derecognition of deferred tax asset
1,920
3.4%
931
1.2%
918
1.6%
-
-
Other taxes1,551 2.7%1,982 2.6%
Effective tax charge
19,060
33.6%
26,444
35.1%
The effective tax rate is strongly affected by changes in
The adjustment previous years mainly relate to the
forecasted results for the relevant group companies.
subsidiaries which will be subject to Dutch corporate
the mix of results of subsidiaries in countries with
settlement of withholding tax receivables in 2015, that
The deferred tax liabilities relate to temporary
income tax once distributed to the relevant parent
different tax rates and/or systems. Countries with
was not anticipated hence the receivable was fully
differences and retained earnings in foreign
company.
alternative minimum taxes had a relatively lower share
provided for. Other taxes mainly relate to withholding
in the results.
taxes on dividend and interest payments.
Movement schedule tax assets and liabilities
Opening
Recognised Exchange rate Closing
balance
in P&L
adjusted balance
Temporary differences in allowance for doubtful debt
510
-37
8
481
Temporary differences valuation other intangible assets
1,666
729
-
2,395
Temporary differences in accruals employee expenses
1,942
-561
-144
1,237
Deferred tax assets
Deferred tax assets in relation to:
Current
Deferred
Total
150 AR '15
4,118 131 -1364,113
Tax asset 2,14512,34814,493
Recognised tax losses
8,230
24
362
8,616
Tax liability-8,023-2,338
-10,361
Total deferred tax assets
12,348
155
226
12,729
-5,878
10,010
4,132
Movements during the year
Deferred tax liabilities
Paid/Received28,376
-28,376
Deferred tax liability in relation to:
Through Profit and loss
-19,994
934
-19,060
Temporary differences valuation other intangible assets
-272
232
-
-40
Through other comprehensive income
-825
-
-825
Temporary differences in accruals employee expenses
-298
142
-
-156
Exchange rate adjustment
-56
224
168
Retained earnings from subsidiaries
-1,768
405
-2
-1,365
7,5011,1588,659
Total deferred tax liabilities
-2,338
779
-2
-1,561
Total deferred tax assets and liabilities
10,010
934
224
11,168
Tax asset 5,01012,72917,739
Tax liability-3,387-1,561-4,948
1,62311,16812,791
Deferred tax assets amounting to EUR 8,616 (2014:
amount to EUR 12,803 (2014: EUR 4,772). All tax losses,
EUR 8,230) are dependent on future taxable profits in
either recognised or unrecognised can be offset with
excess of the profits arising from the reversal of
future profits. Dependant on the country these losses
During the financial year an amount of EUR -825 was
The deferred tax assets originate from accumulated
existing temporary differences. The part of deferred
can either be offset within 15 years or indefinitely. In
credited directly to other comprehensive income (2014:
tax losses (mainly from USA, Germany and Austria),
tax assets that is expected to be recovered within one
addition tax credits amounting to EUR 2,817, which are
EUR -207) for tax relating to foreign exchange results
foreign tax credits and temporary differences.
year is estimated at EUR 679. Unused tax losses for
dependent of the composition of future profits, have
recorded directly in the shareholders’ equity.
Recognition of these assets is based on the
which no deferred tax assets have been recognised
not been recognised.
151
17. Basic earnings per share
18. Receivables
2015
2014
20152014
Weighted average number of ordinary shares
for the purpose of basic earnings per share49,682,12449,056,124
Effect of dilutive potential ordinary shares
from share based payments
152 AR '15
323,956
304,613
Change in allowance for bad debts
-2,266
-284
Change in receivables
-78,287
-95
321,000
450,000
Weighted average number of ordinary shares
receivable associates
-753Exchange rate movements
10,977
19,722
253,627
323,956
for the purpose of diluted earnings per share50,003,12449,506,124
Net income for ordinary shareholders in EUR37,122,00048,424,000
Basic earnings per share in EUR
0.75
0.99
Diluted earnings per share in EUR
0.74
0.98
20152014
Notes to the consolidated
cash flow statement
income statement and balance sheet. For the
remainder of the material items, the reconciliation
between amounts included in the consolidated cash
The majority of the items on the consolidated cash
flow statement and related amounts in income
flow statement are, on an individual basis cross-
statement and balance sheet are shown below.
referenced to the relevant notes on the consolidated
152,333
143,217
Change in current liabilities
-32,837
-1,061
Change in SAR liability
1,530
-
3,906
10,177
124,932
152,333
153
20. Other non-cash expenses
Segment reporting
segments in a geographical overview of these
activities. The Energy division supplies engineers,
project management and consultancy services to Oil &
The other non-cash expenses include the change in
allowance for bad debts recognised in the result
Gas companies and related industries. As the Energy
Segment activities
(note 5) and the impairment of other receivables.
Transactions with related parties
operations are similar in the nature of the products and
The reportable segments are identified at components
services, the type of customers and the methods used
engaged in providing services that are subject to risks
to provide the services, a further stratification of this
and returns that are different from those of other
segment is not deemed to be useful.
The Board of Directors, the Supervisory Board, majority
shareholder and participations are considered to be
Reportable segments
related parties. For information about the Directors’
154 AR '15
155
remuneration reference is made to note 13.
Transactions with related parties were made on terms
equivalent to those that prevail in arm’s length
transactions. Included under other operating expenses
is an amount of EUR 79 (2014: EUR 79) paid as
consultancy fee to the majority shareholder of Brunel
International N.V. Additionally there is an amount
receivable from the majority shareholder of Brunel
International N.V. of EUR 110 (2014: EUR 0).
Revenue
Contribution margin
Operating profit
201520142015201420152014
Oil & Gas
Energy*
696,648
806,04083,845
100,36120,71136,555
Projects
117,048
175,64312,50317,608 8,32912,962
Total Oil & Gas
813,696
981,683
96,348
117,969
29,040
49,517
Europe
Germany
196,412
201,70770,05073,37319,43424,079
Netherlands
188,437
175,37255,71350,71115,44411,812
Other regions
Total Europe
30,403
27,8237,6356,985 -525 -459
415,252404,902133,398131,069 34,353 35,432
Unallocated
263
-7,274
-10,238
1,228,948
1,386,585230,009249,038 56,119 74,711
* In the segment Energy a revenue of EUR 17.5 million
(2014: EUR 24.7 million) is generated in The Netherlands.
Balance sheet total
Non-current assets
Investment in IA & PPE
201520142015201420152014
Projects
Total Oil & Gas
The total number of direct and
indirect employees with the group
Oil & Gas
Energy
Employees
274,467
312,6208,275
11,6291,143 957
28,018
43,208425406
302,485
355,828
8,700
12,035
3 15
1,146
972
companies is set out below:
Average workforce
Europe
156 AR '15
Germany
56,858
52,6437,9418,033 9701,204
2015
2014
Netherlands
61,600
53,0454,5186,029 1911,977
Direct
Indirect
Direct
Indirect
Other regions
58,45031,05619,56015,304 5,180 4,885
Total Europe
176,908
136,74432,01929,366 6,341 8,066
157
Oil & Gas
Energy
5,905
683
7,013
745
479,393
492,57240,71941,401 7,487 9,038
Projects
428
24
611
26
Total Oil & Gas
Tax expense
Current & Long-term liabilities
Depreciation and
amortisation
201520142015201420152014
Oil & Gas
Energy
9,40613,76868,94684,988 1,610 1,276
Projects
2,492 3,81312,63331,405
Total Oil & Gas
11,898
17,581
81,579
116,393
14
1,624
17
1,293
Germany
4,263 5,47113,57514,254
Netherlands
3,8573,169
30,329
27,8171,7021,693
Total Europe
Unallocated
707
7,624
-73
915
740
796,1835,839 302 243
8,0478,719
50,087
47,9102,9192,676
-885 1443,8743,781
19,060 26,444131,666164,303
8,417
7,750
771
Europe
Germany
2,074
439
2,171
428
Netherlands
2,143
370
1,978
348
Other regions
344
85
328
77
Total Europe
4,561
894
4,477
853
Total
10,894
1,601
12,101
1,624
Total workforce
12,495
13,725
Europe
Other regions
6,333
Workforce at 31 December
Other segment information
Other segment information provides
an overview of the activities with regard
2015
2014
Direct
Indirect
Direct
Indirect
to professional specialisation.
Oil & Gas
Energy
5,046
595
6,806
756
Revenue
Operating profit
Projects
202
19
511
28
2015201420152014
Total Oil & Gas
5,248
614
7,317
784
Engineering
290,860
297,626
26,121
31,079
158 AR '15
Europe
Oil & Gas
813,696
981,683
29,040
49,517
Germany
2,139
426
2,146
454
IT
58,188
50,653
4,233
3,349
Netherlands
2,334
377
2,072
356
Unallocated
66,204
56,623
-3,275
-9,234
Other regions
330
86
346
74
1,228,948
1,386,585
56,119
74,711
Total Europe
4,803
889
4,564
884
Total
10,051
1,503
11,881
1,668
Total workforce
11,554
13,549
159
Company balance sheet
Employees
x EUR 1,000, before profit appropriation
31 December 2015
31 December 2014
Non-current assets
Other intangible assets (21)
11,853
10,830
The total number of direct and indirect
Property, plant & equipment
159
57
employees with the group
Financial assets (22)
270,757
230,304
companies is set out below:
Deferred income tax assets
2,723 1,757 Total non-current assets
285,492
242,948
Average workforce
Current assets net of current liabilities
2015
2014
Direct
Indirect
Direct
Indirect
160 AR '15
Engineering
3,101
598
3,190
525
Oil & Gas
6,333
707
7,624
771
IT660102579 83
Unallocated800194708245
10,894
1,601
12,101
1,624
Total workforce
12,495
13,725
Trade and other receivables (23)
83,555
113,433
Income tax receivables
232
-
Cash and cash equivalents
27,841
10,974
Total current assets
111,628
124,407
161
Total assets
397,120
367,355
Non-current liabilities
Deferred income tax liabilities
436
436
Total non-current assets
436
436
Current liabilities
Workforce at 31 December
2015
2014
Direct
Indirect
Direct
Indirect
Engineering
3,155
585
3,141
549
Oil & Gas
5,248
614
7,317
784
IT739107606 89
Unallocated909197817246
10,051
1,503
11,881
1,668
Total workforce
11,554
13,549
49,413
38,305
Income tax payables
-
811
Total current liabilities
49,413
39,116
Total liabilities
49,849
39,552
Net assets
347,271
327,803
Shareholders’ equity (25)
Share capital
1,499 1,481 Share premium
76,765 68,654 General reserve219,381205,248
Translation reserve
12,504
3,996
Unappropriated result
37,122 48,424 Total shareholders’ equity
347,271
327,803
Company profit
and loss account
Notes to the company balance
sheet and profit and loss account
x EUR 1,000
20152014
Result on participations (26)
40,855
54,222
Other income and expenses after tax
-3,733
-5,798
General
Foreign currency has been translated, assets and
liabilities have been valued, and net income has been
Net result37,12248,424
The financial statements of Brunel International N.V.
determined, in accordance with the principles of
have been prepared using the option of section 362,
valuation and determination of income on pages 115
subsection 8, of Book 2 of Dutch Civil Code, meaning
until 120.
that the accounting principles used are the same as
Subsidiaries of Brunel International N.V. are presented
for the consolidated financial statements.
using the equity method.
21. Other intangible assets
This concerns software. Movements during the year:
163
162 AR '15
20152014
17,774
13,352
Accumulated amortisation-6,944-3,331
10,830
10,021
Changes in carrying amount
Additions 4,5874,422
Amortisation-3,564-3,613
11,853
10,830
At cost at 31December 22,361
17,774
-10,508
-6,944
11,853
10,830
22. Financial assets
Funding of group companies
The financial assets consist of the following:
20152014
31 December 2015
31 December 2014
Subsidiaries267,291227,915
Funding of group companies
funding of group companies
3,466
2,389
270,757230,304
2,389
7,167
1,217
-5,814
Repayments
-1,945Additions1,5791,036
164 AR '15
Subsidiaries
20152014
227,915
159,452
Capital contributions and acquisitions
3,942
2,355
Profit for the year
40,855
54,222
Dividend payment
-13,000
-9,000
Reclass negative participations to funding
of group companies -1,217
5,814
8,796
15,072
267,291
227,915
226
-
3,466
2,389
165
23. Trade and other receivables
25. Shareholders’ equity
31 December 2015
Composition of and changes in shareholders’ equity:
31 December 2014
Group companies
83,015
111,908
Translation
Unappro-
Other receivables
540
1,525
83,555
113,433
166 AR '15
ShareShare
General
reserve (legal
priatedTotalTotal
Capital
Premium
reserve
reserve)result20152014
1,481
68,654
205,248
3,996
48,424
327,803
277,706
Exchange differences result
8,508
8,508
15,093
Result financial year37,12237,12248,424
Cash dividend-34,884-34,884-27,138
31 December 2015
31 December 2014
Appropriation of result
13,540
-13,540
-
-
Modification of share based
Group companies46,87736,322
payment scheme
-1,383
-1,383
Other liabilities2,5361,983
Share based payments1,9761,9763,299
49,41338,305
Option rights exercised
18
8,111
8,129
10,419
1,499
76,765
219,381
12,504
37,122
347,271
327,803
In the year under review the cash dividend per share
Information on outstanding options is provided in the
was EUR 0.70. The proposed dividend for 2015 will be
notes to the consolidated balance sheet. The details
EUR 0.75 per share and an additional super dividend of
on the composition of and changes in the
EUR 0.75 per share.
shareholder’s equity of 2015 are disclosed in the
consolidated statement of changes in group equity.
167
Employees
0.3 million, respectively). At the end of 2015 Brunel
International N.V. employed 15 people (2014: 15), all in
Salaries, social securities charges and pension
The Netherlands. Besides the Board of Directors and
expenses amounted to EUR 2.1 million, EUR 0.1 million
their personal assistants, these concern the group
and EUR 0.2 million, respectively for 2015 (2014:
finance and legal department.
expenses of EUR 2.8 million, EUR 0.1 million and EUR
26. Result participations
168 AR '15
20152014
Profit group companies (22)
40,855
Other
54,222
corporate income taxes, as well as for value-added
taxes. As a consequence, the company bears joint and
Disclosures of director’s remuneration and audit fees
several liabilities for the debts with respect to
are included in note 13 and 15 to the consolidated
corporate income taxes and value-added taxes of the
fiscal unities. The company settles corporate income
taxes, based on the fiscal results before taxes of the
Guarantees
The company has guaranteed the liabilities for its
Dutch participations Brunel Nederland B.V. and Brunel
Energy Holding B.V. Other guarantees to the amount of
EUR 0.7 million (2014: EUR 0.7 million) have been
provided. Brunel International N.V. has guaranteed
towards Brunel GmbH its receivable on Brunel Car
Synergies GmbH. At December 2015 this receivable
amounts to EUR 6.7 million (2014: EUR 7.0 million).
Brunel International N.V. is part of fiscal unities for
subsidiaries belonging to the fiscal unity.
169
The Board of Directors
J.A. van Barneveld
D. van Doorn
P.A. de Laat
A. Schouwenaar
J.A. de Vries
J. Bout
170 AR '15
8
Additional
information
171
Additional information
Events after balance sheet
date / Subsequent events
Priority share
Proposed profit
appropriation
The priority share, which has a
par value of EUR 10,000, has
been issued to Stichting Prioriteit
No events of interest to the
It will be proposed to the
Brunel, subject to the condition
group as a whole took place
precedent that the majority
after the balance sheet date.
that a dividend of EUR 0.75 per
shareholder loses its majority
share will be paid in cash.
share in Brunel International
172 AR '15
Profit appropriation
according to the articles of
association
It will be proposed to add the
share will be fully paid up as
remainder of the profit to the
soon as the issue becomes
general reserve.
unconditional. The protective
Article 26.2 The Board of
Directors determines the part of
173
N.V.’s share capital. The priority
stipulations are included in the
Super dividend
the Company’s profits which will
Articles of Association of Brunel
International N.V. and are posted
be added to the reserves,
It will also be proposed to pay
subject to the approval of the
an additional super dividend of
holder of the priority share*.
EUR 0.75 per share out of
on the company’s website.
retained earnings.
Article 26.3 The remaining part of
the Company’s profits is at the
disposal of the shareholders for
distribution of profit.
*) Pursuant to Article 4.3, as long as the
priority share is not subscribed, the rights
attached to this share are exercised by the
174 AR '15
'15
9
Independent
auditor's
report
175
INDEPENDANT AUDITORS REPORT
Independent
auditor’s report
To: the general meeting and Supervisory Board of Brunel International N.V.
Report on the financial statements 2015
Our opinion
In our opinion:
summary of significant
including the Dutch Standards
assessing the risks of material
accounting policies and other
on Auditing. Our responsibilities
misstatement in the financial
explanatory information.
under those standards are
statements. In particular, we
further described in the ‘Our
looked at where the Board of
What we have audited
We have audited the
The company financial
responsibilities for the audit of
Directors made subjective
accompanying financial
statements comprise:
the financial statements’ section
judgements, for example in
of our report.
respect of significant accounting
statements 2015 of Brunel
176 AR '15
° the accompanying consolidated
financial statements give a true
International N.V., Amsterdam
(‘the company’). The financial
and fair view of the financial
statements include the
position of Brunel International
consolidated financial
N.V. as at 31 December 2015
statements of Brunel
and of its result and cash flows
International N.V. and its
for the year then ended in
subsidiaries (together: ‘the
accordance with International
Group’) and the company
Financial Reporting Standards as
adopted by the European Union
° the company balance sheet as
at 31 December 2015;
° the company profit and loss
account for the year then ended;
and
° the notes, comprising a summary
of the accounting policies and
other explanatory information.
estimates that involved making
We are independent of Brunel
assumptions and considering
International N.V. in accordance
future events that are inherently
with the ‘Verordening inzake de
uncertain. As in all of our audits,
onafhankelijkheid van accoun-
we also addressed the risk of
tants bij assurance-opdrachten’
management override of internal
(ViO) and other relevant
controls, including evaluating
independence requirements in
whether there was evidence of
The Netherlands. Furthermore, we
bias by the Board of Directors
The financial reporting
have complied with the ‘Verorden-
that may represent a risk of
(EU-IFRS) and with Part 9 of Book
The consolidated financial
framework that has been applied
ing gedrags- en beroepsregels
material misstatement due to
2 of the Dutch Civil Code;
statements comprise:
in the preparation of the financial
accountants’ (VGBA).
fraud.
° the accompanying company
financial statements give a true
statements is EU-IFRS and the
° the consolidated balance sheet
as at 31 December 2015;
relevant provisions of Part 9 of
We believe that the audit
We ensured that the audit teams
Book 2 of the Dutch Civil Code
evidence we have obtained is
both at group and at component
° the following statements for
2015: the consolidated profit
for the consolidated financial
sufficient and appropriate to
levels included the appropriate
statements and Part 9 of Book 2
provide a basis for our opinion.
skills and competences which
of its result for the year then
and loss account and the
of the Dutch Civil Code for the
are needed for the audit of a
ended in accordance with Part 9
consolidated statements of
company financial statements.
professional secondment
of Book 2 of the Dutch Civil Code.
comprehensive income and
and fair view of the financial
position of Brunel International
N.V. as at 31 December 2015 and
changes in equity and the
The basis for our opinion
° the notes, comprising a
company. We therefore included
specialists in the areas of
Overview and context
consolidated cash flow
statement; and
Our audit approach
We conducted our audit in
We designed our audit by
accordance with Dutch law,
determining materiality and
payroll, social charges and wage
tax laws in our audit team.
177
Based on our professional
judgement, we determined
materiality for the financial
statements as a whole as
Materiality
° Overall materiality: EUR 1,965,000 which represents 3.5% of operating profit
Materiality
178 AR '15
Audit scope
Key audit
matters
Materiality
follows:
Audit scope
° We conducted audit work for 22 components
° Site visits were conducted in 3 countries: USA, Germany and Russia
° The company uses shared service centres in several locations, as a
consequence we audit certain processes, served by those shared service centres, centrally
° Audit coverage: 85% of consolidated revenue, 87% of operating profit
and 83% of consolidated total assets
Overall group materiality
EUR 1,965,000 (2014: EUR 2,250,000)
How we determined it
3.5% of operating profit (equals EBIT as reported by Brunel)
Rationale for benchmark applied
We have applied this benchmark, a generally accepted auditing practice,
based on our analysis of the common information needs of users of the
financial statements. On this basis we believe that operating profit is an
important metric for the financial performance of the company. The
materiality decreased compared to last year due to the decrease in
operating profit of the Company. The relative dependency on the more
volatile energy business declined this year. Combined with a strong and
further improved financial position over the last years we decided to use a
percentage of 3.5% instead of 3% which we used in 2014
Component materiality
To each component in our audit scope, we, based on our judgement,
allocate materiality that is less than our overall group materiality. The range
of materiality allocated across components varied between EUR 50,000 and
EUR 1,950,000
Key audit matters
° Valuation and accuracy of accounts receivables and revenues to be
invoiced
° Compliance with laws and regulations relating to salaries of direct
employees
° Valuation of deferred tax assets
179
We set certain quantitative
effect of identified
The scope of our audit is
thresholds for materiality. These,
misstatements on our opinion.
influenced by the application of
together with qualitative
materiality which is further
considerations, helped us to
explained in the section ‘Our
determine the nature, timing and
responsibility for the audit of the
extent of our audit procedures
We also take (possible)
for example the disclosure of the
committee and the Supervisory
financial statements’.
on the individual financial
misstatements into account that,
remuneration of the board.
Board that we would report to
statement line items and
in our judgement, are material
disclosures and to evaluate the
for qualitative reasons,
them misstatements identified
We agreed with the audit
during our audit above
EUR 98,000 (2014: EUR 112,500)
appropriate coverage on financial
centres and national accounting
opinion on the consolidated
By performing the above
audit of the financial statements
as well as misstatements below
line items in the consolidated
offices. The regional offices
financial statements as a whole.
mentioned procedures at
as a whole, and in forming our
that amount that, in our view,
maintain the accounting records
Among others we assessed that
components, combined with
opinion thereon. We do not
and controls for different entities
local component teams tested the
additional procedures at group
provide a separate opinion on
In total, in performing these
('components') in the region and
reconciliation between capacity
level, we have obtained sufficient
these matters or on specific
procedures, we achieved the
report on behalf of local
(payroll) and billing at all entities.
and appropriate audit evidence
elements of the financial
following coverage on the
management to the head office
regarding the financial
statements. Any comments we
following financial line items:
finance team in Amsterdam
The group engagement team
information of the group as a
make on the results of our
parent company of a group of
through an integrated
visits the component teams on a
whole to provide a basis for our
procedures should be read in
entities. The financial information
consolidation system. As a
rotational basis, taking into
opinion on the consolidated
this context.
consequence we audit certain
consideration any specific
processes centrally for the entities
country risks. In the current year
served in those regional offices.
the group engagement team
warranted reporting for
qualitative reasons.
The scope of our group audit
Brunel International N.V. is the
180 AR '15
of this group is included in the
financial statements of Brunel
Revenue
International N.V.
Total assets
The group audit focussed on the
Operating profit
significant components in
85%
83%
87%
Last year we reported the key
Key audit matters
audit matter “Adequacy of
visited USA, Germany and
Key audit matters are those
implementation new IT systems
We used component auditors
Russia. For all components in
matters that, in our professional
in The Netherlands and
The Netherlands, Germany,
from other PwC network firms
scope of our group audit, we
judgement, were of most
Singapore”. Since the
Australia, Singapore, USA, Thailand
who are familiar with the local
held multiple conference calls
significance in the audit of the
implementations were
and Russia. We consider these
laws and regulations in each of
throughout the audit to share
financial statements. We have
successfully finalised and no
component locations as significant
None of the remaining
the territories to perform this
knowledge, instruct the teams,
communicated the key audit
other large implementations of
due to the size of the companies or
components represented more
audit work. In India, the audit
discuss the audit approach and
matters to the Supervisory
new IT systems took place in
the specific country risks.
than 2% of total group revenue or
was performed by a non-PwC
evaluate the audit findings.
Board, but they are not a
2015 this issue is no longer
total group assets. For those
audit firm.
comprehensive reflection of all
considered a key matter. As
Eight components had audits of
remaining components we
The group consolidation, financial
matters that were identified by
most of the key audit matters
their complete financial
performed, amongst others,
Where the work was performed by
statement disclosures and a
our audit and that we discussed.
relate to the company’s business
information as those components
analytical procedures to
component auditors, we
number of items are audited by
We described the key audit
processes it is inevitable that
are individually significant to the
corroborate our assessment that
determined the level of
the group engagement team at
matters and included a summary
those key audit matters remain
group. Additionally based on
there were no significant risks of
involvement we needed to have in
the head office. These include,
of the audit procedures we
consistent over the years.
discussion with management and
material misstatements within
their audit work to be able to
valuation of goodwill, valuation of
performed on those matters.
risk analysis, we have selected
those components. The group’s
conclude whether sufficient
deferred tax assets and share
fourteen components for audit
accounting process is structured
appropriate audit evidence had
based payments.
procedures to achieve
around regional shared service
been obtained as a basis for our
The key audit matters were
addressed in the context of our
181
Key audit matter
How our audit addressed the matter
Valuation and accuracy of accrued income (revenues
to be invoiced)
Our audit procedures included, among others, reconciliation
of revenue to be invoiced positions with timesheets,
approved work orders and client contracts and substantive
testing on invoicing and payments subsequently received to
year end.
Refer to note 5 of the financial statements
Approximately 14% of the Group’s total assets relate
to ‘accrued income’ (EUR 66.3 million). The accrued
income is important to our audit due to the
magnitude and given that timely and accurate
invoicing is inherently more complex in the energy
sector when compared to other industries due to the
location of projects and specific invoicing
arrangements agreed with global clients.
Compliance with laws and regulations relating to
salaries of direct employees
182 AR '15
Brunel operates worldwide and has to comply with
different laws and regulations in around 30 countries.
Given the large number of countries in which Brunel
operates and the regulatory environment in some of
the countries in the Middle East, Asia and Africa, we
observe higher complexity to comply with all the laws
and regulations. Furthermore due to the nature of the
business small errors in the calculation of expenses
and payments of wage tax and other payroll related
charges may have a material impact on the financial
statements.
We paid specific attention to large clients in the energy
sector with aged positions in this respect.
We validated controls on group level to comply with laws
and regulations, we performed substantive audit procedures
and tested the effectiveness of internal controls on the
accuracy and completeness of gross versus net salary
calculations and the accuracy of filings - and payments for
wage tax, other payroll related charges to fiscal authorities.
We used payroll specialists within PwC to perform these
procedures. We also obtained and reviewed correspondence
with fiscal authorities and tested the reconciliation between
the salary administration and the finance administration. We
have not noted any material non-compliance.
Responsibilities of the Board
of Directors and the
Supervisory Board
Board of Directors should
assurance about whether the
prepare the financial statements
financial statements are free
using the going concern basis of
from material misstatement.
accounting unless the Board of
Reasonable assurance is a high
Directors either intends to
but not absolute level of
responsible for:
liquidate the company or to
assurance which makes it
cease operations, or has no
possible that we may not detect
realistic alternative but to do so.
all misstatements.
° the preparation and fair
presentation of the financial
The Board of Directors should
Misstatements may arise due to
statements in accordance with
disclose events and
fraud or error. They are
EU-IFRS and with Part 9 of Book
circumstances that may cast
considered to be material if,
2 of the Dutch Civil Code, and for
significant doubt on the
individually or in the aggregate,
the preparation of the report
company’s ability to continue as
they could reasonably be
from the Board of Directors in
a going concern in the financial
expected to influence the
accordance with Part 9 of Book
statements.
economic decisions of users
2 of the Dutch Civil Code, and for
Valuation of the deferred tax assets
Refer to note 16 of the report of the financial
statements
The valuation of deferred tax assets of EUR 12.7 million,
which mainly relates to accumulated tax losses from
USA, Germany and Austria, was significant to our audit
because of the magnitude of the assets and the
related complexity and subjectivity of the estimate
made. The main assumptions underneath the
estimates made are the revenue growth, the margin
development and the productivity of indirect
employees. Furthermore, for the USA the
assumptions are affected by the development of the
worldwide oil prices.
We performed audit procedures on, among others, the
assumptions and methodologies used, the accuracy and
completeness of the fiscal losses per entity, we have
challenged the assumptions applied by group and local
management. This was done by amongst others comparing
the assumptions on revenues, margins and productivity to
internal budgets, the historic performance of the company,
local economic developments and external market
information and we checked the adequacy of the disclosures
in note 16 of the financial statements. We used corporate tax
specialists within PwC to assist us. In particular we assessed
the recoverability of the deferred tax asset of Brunel USA,
amounting EUR 4.6 million due to the magnitude and past
performance of the US operations.
° such internal control as the
Board of Directors determines is
taken on the basis of the
The Supervisory Board is
responsible for overseeing the
necessary to enable the
company’s financial reporting
A more detailed description of
preparation of the financial
process.
our responsibilities is set out in
statements that are free from
material misstatement, whether
due to fraud or error.
the appendix to our report.
Our responsibilities for the
audit of the financial
statements
Report on other legal and
regulatory requirements
As part of the preparation of the
Our report on the report from
the Board of Directors and the
other information
financial statements, the Board
Our responsibility is to plan and
of Directors is responsible for
perform an audit engagement to
assessing the company’s ability
obtain sufficient and appropriate
to continue as a going concern.
audit evidence to provide a basis
Pursuant to the legal
Based on the financial reporting
for our opinion. Our audit opinion
requirements of Part 9 of Book 2
frameworks mentioned, the
aims to provide reasonable
of the Dutch Civil Code
183
(concerning our obligation to
We were appointed as auditors
Board of Directors and other
of Brunel International N.V. on
information):
6 May 2015 by the Supervisory
° We have no deficiencies to
report as a result of our
184 AR '15
Our appointment
report about the report from the
Appendix to our auditor’s report on the financial statements 2015
of Brunel International N.V.
Board following the passing of a
In addition to what is included in
resolution by the shareholders at
our auditor’s report we have
° Identifying and assessing the
risks of material misstatement of
° Evaluating the appropriateness
of accounting policies used and
the annual meeting held on
further set out in this appendix
the financial statements, whether
the reasonableness of
examination whether the report
6 May 2015. The appointment
our responsibilities for the audit
due to fraud or error, designing
accounting estimates and
from the Board of Directors, to
has been renewed annually by
of the accompanying financial
and performing audit procedures
related disclosures made by the
the extent we can assess, has
shareholders representing a
statements and explained what
responsive to those risks, and
Board of Directors.
been prepared in accordance
total period of uninterrupted
an audit involves.
obtaining audit evidence that is
with Part 9 of Book 2 of this
engagement appointment of
Code, and whether the
three years.
information as required by Part 9
of Book 2 of the Dutch Civil Code
Utrecht, 4 March 2016
sufficient and appropriate to
The auditor’s responsibilities
for the audit of the financial
statements
The risk of not detecting a
the going concern basis of
material misstatement resulting
accounting, and based on the
from fraud is higher than for one
audit evidence obtained,
We have exercised professional
resulting from error, as fraud may
concluding whether a material
judgement and have maintained
involve collusion, forgery,
uncertainty exists related to
professional scepticism
intentional omissions,
events and/or conditions that
throughout the audit in
misrepresentations, or the
may cast significant doubt on the
accordance with Dutch Standards
intentional override of internal
company’s ability to continue as
on Auditing, ethical requirements
control.
a going concern. If we conclude
has been annexed.
° We report that the report from
the Board of Directors, to the
PricewaterhouseCoopers
Accountants N.V.
extent we can assess, is
consistent with the financial
statements.
P. Jongerius RA
provide a basis for our opinion.
° Concluding on the appropriateness
of the Board of Directors’ use of
and independence requirements.
Our objectives are to obtain
reasonable assurance about
that a material uncertainty exists,
° Obtaining an understanding of
internal control relevant to the
we are required to draw
attention in our auditor’s report
whether the financial statements
audit in order to design audit
to the related disclosures in the
as a whole are free from material
procedures that are appropriate
financial statements or, if such
misstatement, whether due to
in the circumstances, but not for
disclosures are inadequate, to
fraud or error. Our audit
the purpose of expressing an
modify our opinion. Our
consisted, among others of:
opinion on the effectiveness of
conclusions are based on the
the company’s internal control.
audit evidence obtained up to
185
186 AR '15
the date of our auditor’s report
financial statements as a whole.
to bear on our independence,
and are made in the context of
Determining factors are the
and where applicable, related
our opinion on the financial
geographic structure of the
safeguards.
statements as a whole. However,
group, the significance and/or
future events or conditions may
risk profile of group entities or
From the matters communicated
cause the company to cease to
activities, the accounting
with the Supervisory Board, we
continue as a going concern.
processes and controls, and the
determine those matters that
industry in which the group
were of most significance in the
operates. On this basis, we
audit of the financial statements
selected group entities for which
of the current period and are
content of the financial
an audit or review of financial
therefore the key audit matters.
statements, including the
information or specific balances
We describe these matters in our
disclosures, and evaluating
was considered necessary.
auditor’s report unless law or
° Evaluating the overall
presentation, structure and
whether the financial statements
regulation precludes public
represent the underlying trans-
We communicate with the
disclosure about the matter or
actions and events in a manner
Supervisory Board regarding,
when, in extremely rare
that achieves fair presentation.
among other matters, the
circumstances, not
planned scope and timing of the
communicating the matter is in
Considering our ultimate
audit and significant audit
the public interest.
responsibility for the opinion on
findings, including any significant
the company’s consolidated
deficiencies in internal control
financial statements we are
that we identify during our audit.
responsible for the direction,
supervision and performance of
We provide the Supervisory
the group audit. In this context,
Board with a statement that we
we have determined the nature
have complied with relevant
and extent of the audit
ethical requirements regarding
procedures for components of
independence, and to
the group to ensure that we
communicate with them all
performed enough work to be
relationships and other matters
able to give an opinion on the
that may reasonably be thought
187
188 AR '15
10
Group
financial
record
189
GROUP FINANCIAL RECORD
Group financial record
x EUR million, unless stated otherwise
Profit 20152014201320122011201020092008200720062005
1,228.9
1,386.6
1,283.4
1,236.5972.4720.9738.4714.2579.9499.1390.8
Change in revenue
Contribution margin 230.0249.0230.7223.4189.5152.0151.8167.0136.3115.3 88.4
on previous year
Operating profit 56.174.772.370.060.937.345.162.151.235.323.5
Contribution margin/
Result before tax 56.775.472.569.461.738.444.762.551.335.324.1
net revenue Group result after tax 37.648.949.944.539.725.632.145.636.924.216.0
Operating profit/
Net income
net revenue 37.148.449.544.139.425.231.144.836.126.315.9
Cash flow (net profit +
impairment)
net revenue 45.556.755.948.943.429.235.548.039.229.718.7
Depreciation and
amortisation 18.7%18.0%18.0%18.1%19.5%21.1%20.6%23.4%23.5%23.1%22.6%
4.6%5.4%5.6%5.7%6.6%5.2%6.1%8.7%8.8%7.1%6.0%
72.5%66.5%63.4%62.9%61.0%68.7%71.0%69.6%68.5%63.6%64.4%
Current assets/
current liabilities 4.13.12.62.82.72.35.34.04.34.52.5
3.1%3.5%3.9%3.6%4.4%3.6%4.3%6.4%6.3%4.8%4.1%
Group equity/
total assets 8.47.86.04.53.73.63.43.23.13.02.8
Additions to tangible
fixed assets -11.4% 8.0% 3.8%27.2%34.9% -2.4% 3.4%23.2%16.2%28.0%25.0%
Group result/
depreciations /
190 AR '15
20152014201320122011201020092008200720062005
Ratios Net revenue 3.422.812.572.482.382.913.083.032.912.542.69
Shares (in EUR) Workforce Earnings per share
Average over the year 12,495
13,725
13,073
11,2199,5457,6567,8477,9047,2486,1484,796
Shareholders’ equity
per share
0.750.991.020.930.850.550.680.980.800.580.35
6.966.645.715.454.954.353.913.582.972.502.14
Balance sheet information Dividend per share
Non-current assets
40.741.436.037.731.427.628.919.617.315.1 6.4
Highest price
20.6526.0023.2519.5717.4814.8211.92 9.2813.3317.47 9.00
Working capital 310.4290.8246.1228.1202.8175.0152.5144.6118.6 99.0 90.3
Lowest price
12.95
12.73
15.50
11.61
10.009.733.514.057.438.484.33
Group equity 347.7328.3278.1264.2232.9202.2180.9163.8135.4113.6 96.7
Closing price at
Balance sheet total 479.4492.6438.5419.5381.4294.2254.7235.4197.9178.5150.3
31 December
1.500.700.550.500.450.400.400.400.350.250.15
16.8013.6022.2518.3011.3914.7511.73 4.28 8.1813.00 9.00
At 3 June 2014, a two-for-one share split has occurred.
For the purpose of calculating the data per share in this
table, the weighted average number of shares has
been calculated as if the share split had occurred at
1 January 2004.
191
192 AR '15
11
Worldwide
offices
193
WORLDWIDE OFFICES
CHAD
GERMANY
N’Djamena
Quartier Klemat
Rue 3218, Porte 158
N’Djamena
T +44 137 294 1444
[email protected]
Bremen
Head Office
Hermann Köhl Straße 1
28199 Bremen
T +49 421 169 410
[email protected]
CZECH REPUBLIC
Prague
Probrezni 620/3
186 00 Prague
T +420 226 202 445
[email protected]
HEAD OFFICE
194 AR '15
Amsterdam
1066 EP Amsterdam
The Netherlands
T +31 20 312 5000
[email protected]
CHINA
WORLDWIDE OFFICES
ANGOLA
AUSTRALIA
Luanda
Travessa Engracia Fragoso
Predio 22, 1˚ andar
Bairro Ingombotas
Luanda T +244 921 062 961
[email protected]
Brisbane
Suite 3, Level 14
141 Queen Street
Brisbane QLD 4000
T +61 7 3007 7601
[email protected]
AUSTRIA
Linz
Lunzer Straße 64
A-4031 Linz
T +43 732 6987 76120
[email protected]
Salzburg
Inssbrucker
Bundesstraße 126
A-5020 Salzburg
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[email protected]
Vienna
Modecenterstraße 17-19
A-1100 Vienna
T +43 1 997 2880 111
[email protected]
Perth
Level 2, 101 St Georges
Terrace
Perth WA 6000
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[email protected]
Mechelen
Blarenberglaan 3A
2800 Mechelen
T +32 1527 3333
[email protected]
BRAZIL
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Avenida das Américas
Bloco 3, Ala A, Sala 301
Barra da Tijuca Rio de Janeiro RJ CEP 22631-003
T +55 21 2430 0230
[email protected]
CANADA
BELGIUM
Genk
C-Mine 12
3600 Genk
T +32 89201722
[email protected]
Gent
Ottergemsesteenweg
439
9000 Gent
T +32 9220 8120
[email protected]
Calgary
1600, 635 8th Avenue SW
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Alberta T2P 3M3
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[email protected]
Toronto
200 Ronson Drive,
Suite 320
Toronto
Ontario M9W 5Z9
T +1 416 244 2402
[email protected]
Hong Kong
Room 2302, 23rd Floor
28 Yun Ping Road
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energy-singapore@
brunel.net
Shanghai
318 Fu Zhou Road
Unit 1708
Shanghai 200001
T: +86 216 031 025
[email protected]
DENMARK
Copenhagen
Havnegade 39
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T +45 7020 3210
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FRANCE
Paris
4 Place de la Défense
92974 Paris - La Défense
T + 33 1 5858 0130
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Aachen
Schloß Rahe Straße 15
52072 Aachen
T +49 241 9367 1600
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Augsburg
Bergiusstraße 13
86199 Augsburg
T +49 821 8104 020
[email protected]
Berlin
Cicerostraße 21
10709 Berlin
T +49 30 3480 650
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Bielefeld
Otto Brenner Straße 186
33604 Bielefeld
T +49 521 986 410
[email protected]
Bochum
Liese Meiner Allee 2
44801 Bochum
T+ 49 234 9159 3810
[email protected]
Dinnendahlstraße 9
44809 Bochum
T +49 2344 1710
[email protected]
Bonn
Am Propsthof 10
53121 Bonn
T +49 228 8502 8610
[email protected]
Braunschweig
Frankfurter Straße 2
38122 Braunschweig
T +49 531 243 380
braunschweig.de@
brunel.net
Bremerhaven
Am Alten Hafen 118
27568 Bremerhaven
T +49 471 8099 1310
[email protected]
Frankfurt
Strahlenbergerstraße 110
63067 Offenbach am Main
T +49 691 5393 010
[email protected]
Leipzig
Kreuzstraße 7A
04103 Leipzig
T +49 341 2560 110
[email protected]
Cologne
Konrad Adenauer Straße 25
50996 Cologne
T +49 221 179 680
[email protected]
Hamburg
Ferdinandstraße 25-27
20095 Hamburg
T +49 402 364 840
[email protected]
Lindau
Europaplatz 1
88131 Lindau
T +49 8382 273 660
[email protected]
Darmstadt
Feldbergstraße 78
64293 Darmstadt
T +49 6151 785 2820
[email protected]
Hannover
Mailänder Straße 2
30539 Hannover
T +49 511 6262 883
[email protected]
Mannheim
Augustaanlage 32
68165 Mannheim
T +49 621 729 670
[email protected]
Dortmund
Hafenpromenade 1-2
44263 Dortmund
T +49 231 793 070
[email protected]
Heilbronn
Weipertstraße 8-10
74076 Heilbronn
T +49 713 1276 9820
[email protected]
Munich
Mozartstraße 2
85622 Feldkirchen bei
München
T +49 89 3588 230
[email protected]
Dresden
Tatzberg 47
01307 Dresden
T +49 351 438 150
[email protected]
Hildesheim
Daimlerring 9
31135 Hildesheim
T +49 5121 1760 900
communications.de@
brunel.net
Düsseldorf
Franz Rennefeld Weg 4
40472 Düsseldorf
T +49 211 5662 2920
[email protected]
Duisburg
Schifferstraße 166
47059 Duisburg
T +49 203 289 560
[email protected]
Erfurt
Konrad Zuse Straße 15
99099 Erfurt
T +49 361 6539 890
[email protected]
Essen
Altendorfer Straße 11
45127 Essen
T +49 201 3301 7170
[email protected]
Ingolstadt
Friedichshofener Straße
85049 Ingolstadt
T +49 841 491 050
[email protected]
Karlsruhe
Marktplatz 1
76337 Waldbronn bei
Karlsruhe
T +49 7243 3420 910
[email protected]
Kassel
Friedrichsplatz 8
34117 Kassel
T +49 561 3105 930
[email protected]
Kiel
Gablenzstraße 9
24114 Kiel
T +49 431 997 640
[email protected]
Lyonel Feiningerstraße 28
80807 Munich
T +49 891 2476 6560
[email protected]
Nuremberg
Lina Ammon Straße 9
90471 Nuremberg
T +49 911 9297 153
[email protected]
Osnabrück
Nikolaiort 1-2
49074 Osnabrück
T +49 541 941 670
[email protected]
Regensburg
Blumenstraße 16
93055 Regensburg
T +49 941 5985 5120
[email protected]
Rostock
Am Strande 3A
18055 Rostock
T +49 381 252 200
[email protected]
195
WORLDWIDE OFFICES
Saarbrücken
Heinrich Bart Straße 1A
66115 Saarbrücken
T +49 681 9358 5010
[email protected]
Stuttgart
Gottlieb Manz Straße 12
70794
Filderstadt-Bernhausen
T +49 711 3890 000
[email protected]
Ulm
Einsteinstraße 55
89077 Ulm
T +49 731 140 190
[email protected]
Wiesbaden
Otto von Guericke Ring 10
65205 Wiesbaden
T +49 6122 927 7220
[email protected]
196 AR '15
Wolfsburg
Heinrich Nordhoff Straße 101
38440 Wolfsburg
T +49 5361 307 120
[email protected]
Würzburg
Unterdürrbacher Straße 8
97080 Würzburg
T +49 931 3209 2910
[email protected]
Wuppertal
Lise Meitner Straße 1-3
42119 Wuppertal
T +49 202 5156 7940
[email protected]
INDIA
Mumbai
001 Ascot Centre
Near Hotel ITC Grand
Maratha
Sahar Airport Road
Andheri East
Mumbai 400 099
T +91 226 7596 759
[email protected]
INDONESIA
JAPAN
NEW ZEALAND
POLAND
SOUTH KOREA
THE NETHERLANDS
Balikpapan
Gedung BRI 7th Floor
Jl. Jenderal Sudirman 37
Balikpapan 76112
Kalimantan Timur
T +62 542 417 816
[email protected]
Tokyo
Dogenzaka Square 6F
5-18 Maruyamacho,
Shibuya-ku
Tokyo 150-0044
T +81 357 843 694
[email protected]
New Plymouth
136-138 Powderham
Street
New Plymouth
T +65 6532 2480
[email protected]
Warsaw
Ul. Zlota 59
00-120 Warsaw
T +48 2 2222 4680
[email protected]
Ulsan
Level 2, 1028-1
Bangeo-Dong
Dong-Ku
Ulsan 682-806
T +82 52 201 8950
[email protected]
Amsterdam
1066 EP Amsterdam
T +31 20 312 5000
[email protected]
QATAR
Batam
Dana Graha Buiding 5th
Floor
Room 509B
Jl. Imam Bonjol Nagoya
Batam
T +62 778 427 701
[email protected]
Jakarta
Graha Mampang
5th Floor
Jl. Mampang
Prapatan 100
Jakarta Selatan 12760
T +62 21 798 8833
[email protected]
NIGERIA
KAZAKHSTAN
Atyrau
19 Satpayev Street
BC Atyrau Plaza,
office 304
Atyrau 060011
T +7 712 2307 745
[email protected]
NORWAY
RUSSIA
KUWAIT
Farwaniya
Office 3, Waha Mall
Dajeej Area, Farwaniya
T +965 2433 7398
[email protected]
ITALY
Milan
Via Bernardino Telesio 25
20145 Milan
T +31 10 266 6400
[email protected]
IRAQ
Baghdad
Building 6/2 Street 42
Block 213
Kendi-Al-Harthiya
Baghdad
T +971 4370 4060
[email protected]
Erbil
Villa 498, Italian Village
Erbil
T +964 7901 340 443
[email protected]
Lagos
Mulliner Towers,
39 Alfred Rewane Road
Ikoyi, Lagos
T + +234 1271 4024
[email protected]
Doha
Building No. 3, Office 3108
Al Waab City,
Commercial District
Salwa Road
Doha
T +974 4466 6275
[email protected]
Stavanger
Forusbeen 78
4033 Stavanger
T +47 952 69 906
[email protected]
PAPUA NEW GUINEA
MALAYSIA
Kuala Lumpur
25.2, Level 25 Menara
Standard Chartered
30 Jalan Sultan Ismail
50250 Kuala Lumpur
T +60 321 443 451
[email protected]
Sarawak
Lot No. 2348
Jalan Datuk Edward Jeli
Piasau Jaya
98000 Miri, Sarawak
T +60 8565 5911
energy-malaysia@
brunel.net
Port Moresby
Level 1, United Church
Building
Douglas Street P.O. Box 329
Port Moresby
National Capital District
T +675 321 9405
[email protected]
PHILIPPINES
Manila
LG-4th floor BCC House
5046 P Burgos Street
Poblacion
Makati City
T +63 2897 8632
[email protected]
Moscow
5 Nizhniy Susalniy
Pereulok
Building 19, Business
Centre Arma, Office 430
105064 Moscow
T +7 495 783 6677
[email protected]
Geoje
Level 2, 550-2
Okpo-Dong
Geoje 656-904
T +82 55 687 8966
[email protected]
SWITZERLAND
Enschede
Hengelosestraat 500
7521 AG Enschede
T +31 20 312 5000
[email protected]
Zürich
Leutschenbachstrasse 95
8050 Zürich
T +41 44 308 3690
[email protected]
Groningen
Rozenburglaan 1
9727 DL Groningen
T +31 20 312 5000
[email protected]
THAILAND
Novorossiysk
1 Svobody Street
Liter A, office 410
353900 Novorossiysk
T +7 861 760 1390
[email protected]
Bangkok
United Business Center II
Unit 2201-2202,
591 Sukhumvit Road (Soi 33)
North Klongton, Wattana
Bangkok 10110
T +66 2 662 0770
energy-BE-Bangkok@
brunel.net
Yuzhno-Sakhalinsk
31B Kommunisticheskiy
Prospect, 3rd floor
693020
Yuzhno-Sakhalinsk
T +7 424 2497 707
[email protected]
Chonburi
49/63 Moo 5
T. Tungsukhla
A. Sriracha
Chonburi 20230
T +66 38 401 591
[email protected]
SINGAPORE
Singapore
77 Robinson Road
#10-03 Robinson 77
Singapore 068896
T +65 6532 2480
energy-singapore@
Eindhoven
High Tech Campus 97
5656 AG Eindhoven
T +31 20 312 5000
[email protected]
Rotterdam
Rotterdam Airportbaan 19
3045 AN Rotterdam
T +31 20 312 5000
[email protected]
Utrecht
Vliegend Hertlaan 97
3526 KT Utrecht
T +31 20 312 5000
[email protected]
Zwolle
Noordzeelaan 20A
8017 JW Zwolle
T +31 20 312 5000
[email protected]
UNITED ARAB
EMIRATES
UNITED STATES OF
AMERICA
Abu Dhabi
Das Tower (SEHA
Building)
Sultan Bin Zayad Street
(32nd Street)
17th Floor, Flat No 1701,
Khalidiya
Abu Dhabi
T +971 2 634 7278
[email protected]
Houston
9811 Katy Freeway
Suite 1000
Houston, TX 77024
T +1 713 333 1024
[email protected]
Dubai
Cluster I, Gold Tower,
25th floor
Jumeirah Lakes Tower
Dubai
T +971 4 315 3000
[email protected]
UNITED KINGDOM
Aberdeen
Cirrus Building, ABZ
Business Park
6 International Avenue,
Dyce Drive
Aberdeen AB21 OBH T+44 1224 947 620
[email protected]
Manchester
19 Spring Gardens
Manchester M2 1FB
T +44 161 885 2130
[email protected]
Staines-upon-Thames
40 Church Street
Staines-upon-Thames
TW18 4EP Surrey
T +44 1753 252 010
[email protected]
Utah
10808 S River Front
Parkway, Suite 378
South Jordan, Utah 84095
T +1 801 987 5946
[email protected]
VIETNAM
Ho Chi Minh City
Unit 1901,
Saigon Trade Center
37 Ton Duc Thang Street,
Ben Nghe Ward
District 1
Ho Chi Minh City
T +84 822 202 344
[email protected]
197
Colophon
Research and texts annual report
Kaikai Jing, Brunel International N.V.
Printing
Drukkerij Perka
198 AR '15
Design
Wim Bosboom, B-AD|D

Annual Report 2015

Transcription

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