Evolution into a Global ConstruCtion lEadEr
Transcription
Evolution into a Global ConstruCtion lEadEr
Evolution into a Global Construction Leader 2013 Annual Report Hyundai Engineering & Construction 2013 Annual Report Hyundai Engineering & Construction Evolution into a Global Construction Leader Contents 2013 Annual Report Hyundai Engineering & Construction Evolution into a Global Construction Leader Profile 1 Message from the CEO 10 corporate chronology 12 Financial HIGHLIGHTS 14 FINANCIAL REVIEW / PLAN FOR 2014 15 2013 News Highlights 16 Review of Operations Civil & Environment Works 20 Building Works 24 Plant Works 28 Power & Energy Works 32 Procurement 36 Health, Safety and Environment (HSE) 37 Research & Development 38 Financial Statements Financial Summary Consolidated Financial Statements Hyundai Building, 75 Yulgok-ro, Jongno-gu, Seoul, Korea Tel. 82-2-746-1114 Fax. 82-2-746-4846 www.hdec.kr 42 43 Separate Financial Statements 169 BOARD OF DIRECTORS 176 Organization Chart 176 Global Network 178 Hyundai Engineering & Construction 2013 Annual Report Contents Profile 1 Evolution into a Global Construction Leader Message from the CEO 10 corporate chronology 12 Financial HIGHLIGHTS 14 FINANCIAL REVIEW / PLAN FOR 2014 15 For decades, Hyundai Engineering & Construction has been dominating the Korean construction 2013 News Highlights 16 industry. Established in 1947 by Hyundai Group’s founder, Chung Ju-Yung, Hyundai E&C attracted worldwide attention in its rise as a key player behind Korea’s economic ascent. Through its international presence, the company continues to make history with its innovative technologies. Review of Operations Hyundai remains at the forefront of global construction expertise, experience, and leadership offering civil, building, plant and power & energy works. Civil & Environment Works 20 Building Works 24 Plant Works 28 In April 2011, Hyundai E&C postured itself for a new phase by joining Hyundai Motor Group. This Power & Energy Works 32 move will increase the company’s efforts toward global construction leadership as a core growth Procurement 36 engine and stakeholder of the Group. Health, Safety and Environment (HSE) 37 Research & Development 38 In 2013, Hyundai E&C posted outstanding combined results with sales of KRW 13,938.3 billion, operating income of KRW 792.9 billion, and net income of KRW 569.6 billion. It also bolstered Financial Statements growth by securing bids in Central and South America as well as in the Middle East to promote the Financial Summary 42 Consolidated Financial Statements 43 Separate Financial Statements diversification of its overseas markets and cultivate new growth businesses. Of the company’s total new orders of KRW 21,617.3 billion, overseas orders made up a majority 79.2%. 169 Hyundai E&C has continuously prioritized the creation of social values and remains committed to the BOARD OF DIRECTORS 176 needs of society. The company’s philosophy, rooted in management’s sustainability, forms the base Organization Chart 176 of its intentional and balanced growth, eco-friendly management, and respect for people. Hyundai Global Network 178 E&C strives to enhance its caring reputation that is devoted to all stakeholders within the community. 15 1 Hyundai Engineering & Construction 2013 Annual Report Obtaining visible results via market diversification Diversifying Markets 1 FEATURE ect and the Dubai Eye construc- construction in Uganda, and tion in the UAE, NNP QEZ3 dredg- Bosporus bridge construction in ing in Qatar, Petro Rabigh-Madina Turkey. East 380kV OHTL in Saudi Arabia, New overseas orders received (Unit: In billions of KRW) 2012 2013 15,381.1 17,117.9 In 2013, Hyundai E&C obtained the Marina South complex devel- As a result, our new overseas or- visible results by expanding its opment in Singapore, the Keells ders received amounted to KRW markets to consist of the Middle City complex development in Sri 17,117.9 billion in 2013, an in- East, Asia, the CIS, Africa, Central Lanka, a GTL project and the crease of 11.3% over the previous and South America, and Europe. Talimarjan power plant in Uzbeki- year. We will continue to pursue stan, the Kiyanly PE/PP Project in market diversification by expand- This achievement included new Turkmenistan, the Santa Ines oil ing our business areas going for- orders for an offshore oilfield proj- refinery in Venezuela, Jinja bridge ward. Hyundai Engineering & Construction 2013 Annual Report Sustaining stable growth through a diversified business portfolio Diversifying Businesses FEATURE 2 areas of civil and environmental, ings, skyscrapers, and complex building, plant, and power and en- development projects. ergy works. The future will witness our adHyundai E&C is also focused on vance into independent power branching into new and renewable and LNG-related projects, and energy business by streamlining its resource development-linked water treatment and environmen- infrastructure development and Hyundai E&C increased its con- tal business organizations, while overseas real estate development solidated sales to KRW 13,938.3 also setting foot into steel structure projects. Through these efforts, billion, a 4.6% increase over the and oil sand businesses. Our pri- we will stabilize future growth previous year. Its globally recog- mary goals exist to strengthen and foundations, thus contributing to nized efforts and superior exper- implement new growth engines, sustainable growth in all regions of tise led market changes in the as well as sustain our green build- business. Sales (Unit: In billions of KRW) 2012 2013 13,324.8 13,938.3 Hyundai Engineering & Construction 2013 Annual Report Improving profitability through industryleading performance and technology Improving profitability 2013 760.4 792.9 3 profitability. These achievements at high profitability. We have also were backed by its industry- made visible improvements to our leading construction performance profitability, primarily through the and technologies despite global steady pursuit of cost reductions. economic uncertainties and a dull Operating income (Unit: In billions of KRW) 2012 FEATURE In 2013, Hyundai E&C was the housing market at home. first in the domestic construction As a result, our operating income rose by 4.3% over the year to industry to exceed USD 100.0 In particular, since becoming a KRW 792.9 billion in 2013. Our billion in cumulative overseas or- member of the Hyundai Motor efforts to reduce cost in the pur- ders received. Its annual orders Group, we have ensured positive chasing and outsourcing process- received also amounted to KRW order backlog, based on our se- es also contributed greatly to the 21.6 trillion, while securing healthy lective order-taking strategy aiming improvement of our profitability. Hyundai Engineering & Construction 2013 Annual Report Creating new values and synergies within the Group Group Synergy FEATURE 4 Our aim has always been to be Hyundai E&C is acutely aware of the global leader in the construc- the specific needs and diverse en- tion industry. To achieve this, we vironmental factors of each client established three strategic direc- country. We address these chal- tions—to advance our business lenges through our strategic plan- structure, enter new growth areas, ning and custom-tailored projects. Order backlog (Unit: In billions of KRW) Joining Hyundai Motor Group and globalize our management We also focus on strengthened 46,227.9 in 2011 has granted Hyundai infrastructures. Under these guid- collaborations with the affiliates of E&C the opportunity for valuable ing principles, we intend to build a the Hyundai Motor Group, includ- growth. We have progressed with stable business portfolio by win- ing Hyundai Engineering and such new business opportunities in ning high value-added projects, partnerships proved beneficial, automobile, steel, and other areas enhance R&D in new growth ar- with the order backlog expanding while committing to significant eas, and expand our engineering by 16.0% over the year to KRW Group-supported investments. capabilities. 53,643.5 billion in 2013. 2012 2013 53,643.5 Hyundai Engineering & Construction 2013 Annual Report MESSAGE FROM THE CEO We will continue to make a history of new challenges and successes as a leading construction company of Korea without being shaken by changes in the outside environment. Furthermore, Hyundai E&C has achieved the No. 1 ranking in the Construction Capability Evaluation for five consecutive years in Korea, and became the first Korean construction company to cumulatively exceed the USD 100 billion mark in the overseas sector. In particular, as a result of our continued effort to strengthen our ability to win overseas orders and diversify overseas markets, we were awarded consecutive large-scale construction projects in Central and South America, South Africa, and new markets including CIS countries. I am honored to offer my deep felt gratitude to customers and shareholders for their unwavering support and encouragement despite difficult market conditions, so that we can continue to flourish and grow together as a company. Hyundai E&C’s challenges will continue into this year as well. Due to the recent tapering of quantitative easing, the economy of emerging countries are increasingly uneasy about the economy, and as the currency value of emerging countries such as Argentina sharply declined, Korea has felt its impacts. President & CEO Hyundai Engineering & Construction Jung Soo-Hyun Dear valued customers and shareholders, Within Korea, reduced public construction projects due to lessened SOC budgets and the delayed recovery of the real estate business have posed a very real struggle. However, Hyundai E&C vows to rise up find new methods for prosperity. As the representative construction company, we will, as always, continue to write our own history of new challenges and successes. Hyundai E&C proudly presents its management policy for 2014 to ‘become a leader in global construction.’ Last year our overseas sales accounted for 64% of total sales, and overseas orders accounted for 79% of total orders. We are steadily rising as a global construction company both in name and reality. Not ready to just settle for the No. 1 position in Korea, we will do our best to transform into a world-renowned construction company. We also embrace the spirit of harmony and mutual prosperity, and carry out our missions with honesty and transparency. As a respected company, we are committed to fulfilling our corporate social responsibilities to society. The year 2013 was a year in which a multitude of unfavorable conditions for corporate management occurred due to the global economic crisis and the stagnant domestic construction business. Undeterred by these odds, Hyundai E&C achieved considerable results. The entire team at Hyundai E&C is dedicated to maximizing shareholder values in 2014 based on your trust and confidence, and we ask for your continued interest and support. Despite a challenging business environment, Hyundai E&C generated KRW 13,938.3 billion in sales in 2013, up 4.6% over the previous year. That same year, our operating profit amounted to KRW 792.9 billion and our net profit equaled KRW 569.6 billion, rising 4.3% and 0.5%, respectively, over the previous year. As of the end of 2013, we have received orders worth KRW 21,617.3 billion, giving us an order backlog of KRW 53,643.5 billion. I would like to take this opportunity to express my appreciation to you once again, and I wish you and your family good health and happiness throughout 2014. 10 11 Thank you. Hyundai Engineering & Construction 2013 Annual Report CORPORATE CHRONOLOGY The history of Hyundai E&C over the past 67 years is also the history of Korea’s economic growth. Based on the directions that we have taken thus far, we are now preparing for the next one hundred years. We are creating a rich narrative, with a farreaching ambition to be a leader in the field of green growth, contributing to a happier tomorrow for everyone. 1947-1979 1980-1989 1990-1999 2000-2009 Foundation and progress Concentrated on technology and quality, targeting world markets Continued strategy of technological advancement and globalization Committed to serving humankind and our shared future together Established as Hyundai Civil Works Company Aug. 1980 Oct. 1991 May 1958 Began construction of oil refinery in Oman Completed Hyundai Petrochemical Complex May 1947 Completed restoration of Han River Pedestrian Bridge Sep. 1980 Jul. 1993 Jan. 1962 Began construction of a harbor in Libya Ranked first among domestic contractors Acquired ISO 9001 certification in all business fields, a first among domestic industries Dec. 1980 Dec. 1965 Began construction of Penang Bridge in Malaysia Won order for Pattani Narathiwat Highway Project in Thailand Mar. 1982 Jul. 1970 Value of contracts exceeded KRW 1 trillion Completed full sections of Gyeongbu Highway Jun. 1982 Received “USD 10 Billion Export Tower” award (overseas orders received: USD 10.5 billion) Oct. 1973 Completed Soyang River MultiPurpose Dam Selected as “Company with Best Quality in 2000” by Korean Standards Association and Ministry of Commerce, Industry, and Energy Held 60th anniversary ceremony Began construction of Taean Corporate City Dec. 1996 Aug. 2002 Jun. 2008 Acquired ISO 14001 certification Ranked No. 1 construction company in Asia (and 12th in the world) by ENR Magazine Hyundai E&C credit ratings upgraded to “A+” Apr. 1997 Jun. 1997 Jul. 1983 Completed Wolseong Nuclear Power Plant’s Unit 2 Completed Kori Nuclear Power Plant’s Unit 2 Aug. 1997 Advanced into North Korea with construction of KEDO Nuclear Power Plant’s Unit 1, 2 Began construction of Jubail Industrial Harbor in Saudi Arabia Apr. 1986 Apr. 1999 Jan. 1978 Completed Kori Nuclear Power Plant’s Units 3, 4 Began construction of Dubai Power Plant in UAE Began the 2nd and the 3rd stage construction of a gas production plant in South Pars, Iran Jun. 1987 Apr. 1978 Completed Yonggwang Nuclear Power Plant’s Units 1, 2 Ranked first in 2009 construction capability evaluation Completed Yonggwang Nuclear Power Plant’s Units 5, 6 Sep. 2009 Jul. 2004 Credit rating upgraded to “AA-” (the industry’s highest) Received Annual Safety Performance Awards for Goldenhill Park Condominiums from Singapore Land Transportation Authority Yonggwang Nuclear Power Plant, Korea (Jun. 1981 ~ Dec. 2002) 12 Won two grand prizes at Singapore’s BCA Construction Excellence Awards Won contract for nuclear power plants in the UAE–first Korean overseas exports of nuclear plants Ranked first in construction capabilities evaluation by Ministry of Land, Transport and Maritime Affairs for the fifth straight year Jung Soo-Hyun appointed as President & CEO Jul. 2012 Nov. 2013 Ranked first in construction capabilities evaluation by the Ministry of Land, Transport and Maritime Affairs for the fourth straight year Cumulative overseas orders received exceeded USD 100 billion, a first in the South Korean construction industry Mar. 2012 Dec. 2009 Jul. 2013 Sep. 2013 Ranked first in Construction and Material industry according to the 2013 Dow Jones Sustainability Indices (DJSI) World, named “World Leader” in the Construction and Materials category in the DJSI assessment by Robeco SAM Opened branch in South Africa Nov. 2012 Total overseas orders exceeded USD 90 billion, a first for the Korean construction industry Apr. 2005 Jubail Industrial Harbor, Saudi Arabia (Jun. 1976 ~ Dec. 1980) May 2013 Won contract for Shin-Ulchin Nuclear Power Plant’s Units 1&2 Jan. 2012 Jul. 2009 Dec. 2002 Mar. 2010 Aug. 2010 - Ranked 23rd among Top 225 international contractors by Engineering News Record in overseas sales category - Ranked first in construction capabilities evaluation by Ministry of Land, Transport and Maritime Affairs for second straight year Oct. 2007 Overseas orders received reached USD 60 billion–a first for the domestic industry Completed Phases 4 & 5 onshore facilities (worth USD 1.6 billion) of South Pars Field in Iran May 2006 Hyundai E&C corporate bonds and commercial paper credit ratings upgraded to “A-” Completed Kori Nuclear Power Plant’s Unit 1 Han River Pedestrian Bridge, Korea (Sep. 1957 ~ May 1958) May 2007 May 2008 Apr. 1983 Public Stock Offering Aug. 2000 Apr. 2001 Completed Wolseong Nuclear Power Plant’s Unit 1 Jul. 1976 Launched new apartment brand, Hilstate Received 2001 Singapore Construction Excellence Award for Parc Palais Condominiums Began construction of Bandar Abbas mobilization drill shipyard in Iran Dec. 1984 Sep. 2006 Named No. 1 in Brand Power in “apartment” category by KMAC Completed Yonggwang Nuclear Power Plant’s Units 3, 4 (Korean-style light-water reactor model) Jan. 1975 Began construction of Bahrain Arab Repair Shipyard Apr. 2000 Growing into a global construction leader towards a bright and hopeful future Dec. 1995 Received ASIA TOP 200 Companies award for third consecutive year from Far Eastern Economic Review Oct. 1976 2010 and Afterwards Suntec City, Singapore (Jan. 1991 ~ Jul. 1997) South Pars Gas Field Development Phases 4&5 Onshore Facilities, Iran (Mar. 2002 ~ Feb. 2005) Zawia Combinde Cycle Power Plant, Libya (Feb. 2005 ~ Feb. 2009) Habshan-5 Utilities & Offshore Project, UAE (Jul. 2009 ~ Dec. 2013) 13 Nuclear Power Plants, UAE (Dec. 2009 ~ ) Hyundai Engineering & Construction 2013 Annual Report Financial Highlights Financial Review Korean Won (In millions) 2013 U.S. Dollars (In thousands) 2012 2013 2012 ASSETS SHAREHOLDERS' EQUITY (Unit: In billions of KRW) (Unit: In billions of KRW) 15.6% up For the Year Sales 13,324,821 13,938,287 13,207,891 Operating Income 792,870 760,408 751,322 720,560 Income before Income Tax 761,972 737,010 722,043 698,389 Net Income 569,644 566,960 539,793 537,250 503,634 509,856 477,242 483,138 66,010 57,104 62,551 54,112 Owners of the Parent Company Non-controlling Interests Total Assets Current Assets Non-current Assets 4.6%p up 5,203.1 160.9% 4,755.9 156.3% 12,746.8 2012 At Year End 9.4% up 14,733.2 12,626,572 current ratio 2013 2012 2013 2012 2013 14,733,212 12,746,829 13,961,160 12,078,868 Hyundai E&C is improving the financial health based on the highest level of business competitiveness, profitability-oriented order-taking strategy 11,108,964 9,610,665 10,526,830 9,107,045 and enhanced cost management capabilities. In particular, from the high number of remaining orders received and our apt response to the 3,624,248 3,136,164 3,434,330 2,971,823 changing business environment based on construction work diversification and regional diversification strategy, the company has steadily grown and our profitability has been greatly improved. As a result, Hyundai E&C is showing excellent financial stability. 9,530,137 7,990,893 9,030,737 7,572,152 Current Liabilities 6,905,974 6,149,756 6,544,086 5,827,495 Non-current Liabilities 2,624,163 1,841,137 2,486,651 1,744,657 Thanks to our continued growth, as of the end of 2013, our assets amounted to KRW 14,733.2 billion, up 15.6% over the previous year. Notably, 5,203,075 4,755,936 4,930,423 4,506,716 our current assets increased by 15.6% over the previous year to KRW 11,109.0 billion. In addition, Hyundai E&C’s overall ability to respond to 4,883,743 4,548,542 4,627,825 4,310,190 319,332 207,394 302,598 196,526 557,273 557,273 528,071 528,071 Total Liabilities Shareholders' Equity Owners of the Parent Company Non-controlling Interests Capital Stock liquidity risks is rated as excellent by credit rating agencies stemming from rich cash and stable level of cash generated from operations. As of the end of 2013, cash & cash equivalents increased by 1.5% over the previous year to KRW 1,883.6 billion. Specifically, our current ratio, increased to 160.9% by 2013 year-end, a 4.6%p rise from the end of 2012. In 2013 the net profit of Hyundai E&C stood at KRW 569.6 billion. Our retained earnings surplus increased by 14.4% over the previous year to KRW 3,522.1 billion, and our equity rose by 9.4% to KRW 5,203.1 billion. In 2014, as our profits and working capital increased based on our double-digit growth rate, we anticipate that our financial health will further improve. Sales operating Income Net Income (Unit: In billions of KRW) (Unit: In billions of KRW) (Unit: In billions of KRW) 15,000 800 792.9 13,938.3 600 567.0 760.4 13,324.8 10,000 700 Plan for 2014 569.6 500 Orders received (Unit: In billions of KRW) Domestic 4,786.3 Domestic 4,722.8 Overseas 17,478.7 Overseas 11,203.7 Total 5,000 600 400 Sales (Unit: In billions of KRW) 22,265.0 Total 15,926.5 In 2014, our plans include successfully diversifying markets by securing quality orders in less competitive markets such as CIS, Central and South America and Africa, as well as the Middle East and Asia based on our profit-oriented strategy. We intend to increase our 2014 orders received by 3.0% over last year to KRW 22,265.0 billion. 2012 2013 2012 2013 2012 2013 Additionally, despite the uncertain business environment at home and abroad, thanks to the wealth of new and existing orders received due to our top-tier competitiveness in the industry, our sales are expected to increase by 14.3% over the previous year to KRW 15,926.5 billion. 14 15 Hyundai Engineering & Construction 2013 Annual Report 2013 News Highlights 1 2 3 4 5 6 Received the Platinum Award in the Won the order for the Uzbekistan Tali- Won the contract for the SARB Package Won two prizes at the ‘BCA Construc- Ranked first in the Construction Capability Cumulative overseas orders exceeds business service category of 2011/12 marjan 2x450MW CCPP project worth IV project worth USD 1.9 billion tion Excellence Award hosted by Sin- Evaluation for the fifth consecutive year USD 100 billion Vision Awards six consecutive times USD 0.82 billion Hyundai E&C is ranked No.1 in the Con- On November 22, 2013, Hyundai E&C won struction Capability Evaluation for five con- the contract for the construction of the larg- gapore’s Building and Construction Hyundai E&C was awarded the contract Authority Hyundai E&C won the Platinum Award six On March 19, Hyundai E&C formed a con- for the ‘SARB Package 4’ project from the consecutive times in the business service sortium with Daewoo International, and UAE Abu Dhabi Marine Operating Com- Hyundai E&C was awarded the grand prizes secutive years. The Ministry of Land, Trans- est oil refinery in Central and South America category of the ‘2011/12 Vision Awards,’ signed a contract worth USD 819 million pany, worth USD 1.9 billion. The capacity of in the Commercial & Mixed Development port and Maritime Affairs announced on July worth USD 1.4 billion, and became the first which was hosted by world-renowned with Uzbekenergo of Uzbekistan for the the crude oil and gas treatment facilities is Buildings and Residential Buildings catego- 31 that Hyundai E&C achieved the No.1 Korean construction company to see the marketing research firm LACP (League of construction of the Combined Cycle Power equivalent to 200,000 barrels (160,000 units ries at the [BCA Construction Excellence ranking in the “2013 General Construction cumulative orders received exceed USD American Communications Professionals). Plant (2x450MW) in Talimarjan, Uzbekistan. of 200l drums) of crude oil per day and 35 Award] hosted by Singapore’s BCA (Building Industry Construction Capacity” category 100 billion. We accomplished this impres- 3 million ft of gas (enough to charge about and Construction Authority). The ‘One Shen- for the fifth year in a row. Since construction sive feat 48 years after we took the first step of the world in LACP’s ‘Top 100 Worldwide In this project, two 450MW Combined Cycle 6,600 gas buses). Hyundai E&C will conduct tonway Building,’ which was completed at contract limits were announced in 1962, into overseas construction markets in 1965, Winners’ category. The corporate value and Power Plants will be constructed in Tali- all processes for the plant facilities on two the end of 2010, won the grand prize in the Hyundai E&C has been rated No.1 with the when we became the first Korean construc- potential growth of Hyundai E&C were rec- marjan near Karshi, Uzbekistan. All aspects artificial islands and Zirku Island, including Commercial & Mixed Development Buildings exception of 1964 and 2004~2007, display- tion company to build expressways in Thai- ognized globally, and our status as a global of this project, including engineering, pro- engineering, procurement, construction and category, and the early ‘Pasir Ris Condo- ing its top-tier status in the country’s con- land. construction leader was solidified. curement and construction, will be carried commissioning on a Lump-Sum Turn-key minium, Livia Condominium’ completed in struction industry for almost half a century. out on a Turn Key basis. The total installed basis, and the construction period will be 54 early 2011, won the grand prize in the Resi- Hyundai E&C received a perfect score on capacity is 930,000KW, and the estimated months. dential Buildings category. In addition, the According to the Construction Capacity Group in 2011, Hyundai E&C capitalized on seven out of eight annual report evaluation construction period will be 37.5 months af- ‘Asia Square Tower 1, which was completed Evaluation system for construction com- the Hyundai Motor Group’s global network items, winning 99 out of a possible 100 ter breaking ground. We competed against This contract allowed Hyundai E&C to se- in 2011, won the Excellence Award in the panies, the Ministry of Land, Transport and and competitiveness in various business points, which secured the Platinum Award in leading domestic and foreign construction cure a foothold for making inroads into the Commercial & Mixed Development Buildings Maritime Affairs comprehensively evaluates areas to accelerate our advance into new the Business Service category. This award is companies, and won this contract based on offshore plant construction market, an unex- category. All three sites entered in the con- the construction performance, management markets and create synergies. Our orders credited to the fact that our growth potential our construction capability and skills. Win- plored field that requires highly sophisticated test won prizes. status, technical skills and trustworthiness of received from overseas markets exceeded as a global engineering leader, based on the ning the order for the Uzbekistan Talimarjan technologies. After carrying out the Hapshan construction companies. These results are USD 10 billion in 2013 as we continuously Hyundai Motor Group synergies, was repre- CCPP project on the back of securing the 5th gas treatment facilities construction, the Hyundai E&C has won a total of 12 awards used as the basis for selecting companies increased the orders received in the new sented from a modern viewpoint. Using this Algerian Combined Cycle Power Plant con- UAE Borouge 3 power and indirect facilities at the BCA Construction Excellence Awards when placing construction orders. This year markets. We are putting forth efforts to ad- award as momentum, we will do our best to tract worth USD 1.06 billion last November construction, NPP construction, and this since we won the first grand prize in 1997. the comprehensive construction capacity vance into new growth engine businesses, further solidify our position as a world-class proved our ability to carry out combined construction, it thereby has solidified our po- In particular, a total of five sites have won of No.1 ranked Hyundai E&C was valued such as NPPs, renewable energy and Oil construction company. cycle power plant projects. Additionally, sition in the UAE plant market. prizes over a three-year period since 2011, at KRW 12,037.1 billion, up approximately Sand. We are also planning to advance into we expect that this contract will serve as solidifying the reputation of Hyundai E&C in KRW 330 billion from last year. Hyundai E&C Independent Power Plant (IPP) and LNG- a bridgehead for the country’s power gen- Singapore once again. Furthermore, Hyundai is ahead of No.2 ranked Samsung C&T (KRW related businesses, resource development- eration industry’s advancement in the CIS, E&C was the only prizewinner at the BCA 11,251.6 billion) by KRW 785.5 billion. linked infrastructure business and overseas including Uzbekistan. Construction Excellence Award that won the real estate development business. In particu- grand prize for two consecutive years (2012 lar, we will actively push ahead and secure and 2013). Our excellent quality and high competitiveness in the water and environ- skill level were recognized, and our status ment business, which is quickly emerging as was immensely enhanced in Singapore. an important new growth business. We were also ranked No. 26 in all industries 16 After incorporation into the Hyundai Motor 17 Building tomorrow’s reality out of today’s dreams REVIEW OF OPERATIONS 20 Civil & Environment Works 24 Building Works 28 Plant Works 32 Power & Energy Works 36 Procurement 37 Health, Safety and Environment (HSE) 38 Research & Development CIVIL & Environment Works Hyundai Engineering & Construction 2013 Annual Report BUILDING WORKS PLANT works power & energy works 1 THe leader in core infrastructure solutions 2013 Results In 2013 the Civil & Environment Division recorded KRW 2,502.6 billion (domestic KRW 630.1 billion, overseas KRW 1,872.5 billion) in orders received. This was a remarkable accomplishment considering the difficulties in the domestic and overseas market. In foreign markets, it received orders for such mega projects as of the Third Bosporus Bridge in Turkey. The division has taken a meaningful first step in the African region through winning the order of the New Bridge Across River Nile at Jinja in Uganda. It also received several orders from our existing markets, i.e. the Middle East/Asia, which included the QEZ3 and the New Port Project in Qatar, the Dubai Eye in UAE, and the Reclamation at Ayer Chawan Phase 2 in Singapore. Domestically, the division won large projects such as the Jungang Line Dodam-Yeongcheon double-track electrification project, the Incheon Port International Passenger Terminal Phase 2, and the rainwater storage tank expansion in Sinwol. These deals offered proof and recognition of Hyundai E&C’s superb design capabilities and technology. The division’s 2013 sales amounted to KRW 2,527.3 billion (domestic KRW 1,198.2 billion, overseas KRW 1,329.1 billion). Its sales and profits are forecast to continuously climb as it carries out construction work on these recently awarded mega projects. role as a pioneering The Civil & Environment Division’s 2014 business plan consists of KRW 4.8 trillion (domestic KRW 0.9 trillion, overseas KRW 3.9 trillion) in orders received, and KRW 2.9 trillion (domestic KRW 1.0 trillion, overseas KRW 1.9 trillion) in sales. force behind the development of key Korean industries into a core infrastructure solutions provider and driver of the The Korean market is contracted by the selective technical proposal-based tender process and active participation in the pilot project of the comprehensive review system. Thus, the division is planning to concentrate its order-taking capabilities on consolidating its status in civil engineering, and in the gradually The maritime and port business is focused on drastically improving its market leadership in the dredging and port sector, and is therefore intent on establishing mid-to long-term development plans as well as identifying front logs. In addition, the division will carry out the mediumand long-term roadmap for entry into the 2014 Outlook country’s economic development. 20 Total 15,411.5 New Orders Key and new growth businesses The Civil & Environment Division is forward planning to secure visible capabilities for its three key and growth engine businesses, i.e. the maritime and port business, the water environment/water treatment business and the resource development-linked business. It also intends to reinforce the infrastructure for technological competition. The Civil and Environment Division is evolving from its expanding overseas market. It plans to expand its new market projects in Africa, South America and CIS by building a balanced portfolio based on diversified construction works and actively identifying profitable technology-oriented projects. 2,502.6 Total 10,591.3 sales 2,527.3 PERFORMANCE IN 2013 (Unit: In billions of KRW) ✽Hyundai E&C Only (separate entity basis) 21 water environment/water treatment business, and steadily identify and participate in target projects. In conjunction, the resource development-linked business, which is focused on creating synergies with affiliates, will carry out the Australian Hillside construction pilot project, and actively secure projects that the division can participate in jointly with group affiliates, such as Hyundai Steel. Additionally, in cooperation with the R&D division, it will put forth its full efforts to expand its business horizon based on technology, and successfully carry out pilot projects related to new growth businesses, such as the soil purification business and the organic waste-to-energy business. It also plans to concentrate on existing strategic products, such as deep tunnels and super long span bridges. Proactive response to the changing business environment is at the heart of the division, and it will continuously strengthen its technological leadership in the global construction market. CIVIL & Environment Works Hyundai Engineering & Construction 2013 Annual Report 2 BUILDING WORKS PLANT works power & energy works 4 3 5 1 Reclamation for Pasir Panjang Terminal Phases 3 and 4, Singapore 2 Samcheok LNG Terminal and Sea Port Project, Korea 3 Third Bosporus Bridge Project, Turkey 4 Sheikh Jaber Al-Ahmad Al-Sabah Causeway Project (Main Link), Kuwait 5 Khalifa Port and Industrial Zone (Phase 1A), UAE Major projects currently underway 22 Major projects completed over the past five years Domestic Domestic - Privately Financed Ulsan Grand Bridge and Access Road Construction - Geogeumdo ~ Sorokdo Bridge (Phase 2) - Honam High-Speed Railway [Sections 2 and 3] - The Big-O of Expo 2012 Yeosu - Amsa Bridge - Sungnam ~ Janghowon Expressway [Section 2] - The Water Purification Center in the Hwaseong Dongtan General - Incheon International Airport Railroad Construction - Industrial Complex - [Sections 1-1A, 1-2B, 2-1, 2-4B] - Second Yeongdong Expressway [Sections 3, 6, 7] - Saemangeum Land Reclamation Project [Section 2] Overseas Overseas - Sheikh Jaber Al-Ahmad Al-Sabah Causeway Project (Main Link), Kuwait - Khalifa Port and Industrial Zone (Phase 1A), UAE - Link Roads to the Pearl ~ Qatar (Lusail Expressway Package 1), Qatar - Reclamation at Pulau Ayer Merbau, Jurong Island (Phase 1), Singapore - Bello Wastewater Treatment Plant, Columbia - New Oil Pier & Associated Topside Facilities at Mina Al-Ahmadi Refinery, - Peusangan 1&2 Hydroelectric Power Plant Construction Project - Kuwait - Lot 1 – Main Civil Works, Indonesia - Jebel Ali New Container Terminal, Stage1, Upland Facilities, LCC2, UAE - Third Bosporus Bridge, Turkey - Palm Deira Reclamation Project, UAE 23 Hyundai Engineering & Construction 2013 Annual Report CIVIL & Environment Works BUILDING WORKS PLANT works power & energy works 1 ADVANCED and comprehensive capabilities 2013 Results In 2013, the Building Division recorded KRW 4,409.8 billion (domestic KRW 3,105.9 billion, overseas KRW 1,303.9 billion) in orders received and KRW 3,365.8 billion in sales. The building division and the housing division merged in 2011. Post-merger, the division made continued efforts to reshuffle the organization, keeping future value and profitability as its primary goal. As a result, it was able to enhance its business model and its competitiveness in project execution, and build the infrastructure for securing stable growth engines in new businesses and markets. It received orders for such large-scale projects as the Keells City Project in the new Sri Lankan market, and the Marina One Project in the existing Singaporean market. as the COEX Mall remodeling project, the STATS ChipPAC Korea project, the logistics in the southeastern region project and the Munjeong districts 2 and 6 mixed-used development project. 2014 outlook The Division of Building Works is helping to build the future through the construction of creative, cutting-edge medical, educational, residential, and cultural facilities. In the domestic market, the division accelerated its efforts to garner both public and private projects. Showcasing its design capabilities and technology, it won large-scale remodeling construction and technical proposal projects, such In 2014, it plans to post KRW 4.0 trillion in received orders and KRW 3.7 trillion in sales. In the domestic market where the construction industry is forecast to be sluggish due to the economic uncertainties and the lingering low growth trends at home and abroad, it will increase efficiency through customized strategies related to order-taking. Particularly in the housing works sector, where such risks as unsold homes are anticipated, the division will carry out quality projects upon thorough review of business feasibility and raise order numbers through product diversification. In the overseas market, orders will be steadily received for quality construction projects that can contribute to its profitability and technical skills based on its 24 outstanding results and performance in the Southeast Asia and Middle Eastern regions. In addition, the division will concentrate its efforts on securing future growth engines and diversify its business in the Southeast Asian market by making regional inroads into countries such as Indonesia and Myanmar. In particular, the division will develop future growth engines by securing stable orders and exploring new business areas, including environment-friendly buildings and multiuse development projects in the areas that require a high level of technology, such as high-rise buildings, hotels, hospitals, airports, exhibition facilities and premium housing complexes. Key and new growth businesses Total 15,411.5 New Orders 4,409.8 Total 10,591.3 sales 3,365.8 Smart green buildings will drive the division’s active response to the domestic and overseas market through the development of only those business models that comply with the compulsory energy management requirement due to the tightened green policies, regulations and systems in Korea and the propagation of the global green paradigm. PERFORMANCE IN 2013 (Unit: In billions of KRW) The Building Division selected multi-use development and “smart green” buildings as its key and new growth businesses, and will establish future strategic directions as well as new growth engines. may consist of in-house projects, designbuild projects, and asset management projects, and will break away from simple construction by identifying various new business models and reshuffling the business structure. It will actively carry out these projects by promoting its technological, marketing and financing capabilities in multiple ways. ✽Hyundai E&C Only (separate entity basis) The multi-use development business 25 Accordingly, the division will proactively respond to the changing business environment, and continue to reinforce its technology leadership in the global construction market. Hyundai Engineering & Construction 2013 Annual Report CIVIL & Environment Works 2 BUILDING WORKS PLANT works power & energy works 4 3 5 1 Songdo Global University Campus, Korea 2 The Federation of Korea Industries Tower, Korea 3 Asia Square Tower 1, Singapore 4 Catholic Medical Center, Korea 5 Khoo Teck Puat Hospital, Singapore Major projects currently underway 26 Major projects completed over the past five years Domestic Domestic - STATS ChipPAC Korea - The Federation of Korea Industries Tower - Busan International Financial Center - Catholic Medical Center - Incheon Asiad Main Stadium - Changwon Gamgye Hillstate - Gwangju Hwajeong Hillstate - Yonsei Songdo Global University Campus - The Korea Land & Housing Corporation (LH) Headquarters Office - Gwangju Kia Champions Field Overseas Overseas - Marina One, Singapore - JW Marriott Hanoi, Vietnam - South Beach Mixed Development, Singapore - Pasir Ris Condominium 2, Singapore - National Museum, Qatar - Bitexco Financial Center, Vietnam - Heart of Doha, phase 1, Qatar - Khoo Teck Puat Hospital, Singapore - Keells City Project, Sri Lanka - Asia Square Tower 2, Singapore 27 Hyundai Engineering & Construction 2013 Annual Report CIVIL & Environment Works BUILDING WORKS PLANT works power & energy works 1 The leading epc player in the world plant construction sector 2013 Results LNG Terminal #8 and #9 Site project, the SK Energy Incheon Complex V-Project, the Hyundai Steel Iron Powder Project and the Shin-Hanul Nuclear Power Plant Units 1 & 2. In 2013, the Plant Division recorded KRW 6,617.5 billion (domestic KRW 137.1 billion, overseas KRW 6,480.4 billion) in orders received, a significant increase over the previous year. Its sales amounted to KRW 3,093.7 billion (domestic KRW 805.9 billion, overseas KRW 2,287.8 billion). In the overseas market, it was awarded the Satah Al-Razboot Plant Facilities Package 4 project in UAE. In addition, after securing the Venezuela Puerto La Cruz Refinery Project in 2012, it obtained the Venezuela Batalla De Santa Ines Refinery Project worth USD 1.3 billion jointly with Hyundai Engineering and China’s WISON, expanding into the South American market. The division also won the contract for the Uzbekistan Gas To Liquid Project jointly with Hyundai Engineering, accelerating its penetration into the CIS market. 2014 Outlook The Plant Division is growing into a global plant engineering, procurement and construction (EPC) leader based on its competitiveness, experience, technologies, and brand awareness. The Plant Division’s 2014 business plan anticipates KRW 5.2 trillion in orders received and KRW 3.3 trillion in sales, and expects to further expand its business volume. In particular, it will build a stable business portfolio through diversification of regions and businesses, and maintain its competitive edge by actively penetrating not only the Middle East, but also Central and South America, Southeast Asia, Africa and the CIS region in such areas as gas purification, oil refining and petrochemistry. Gas To Liquid Project and the Karbala Refinery Project. Its involvement in the Hyundai Steel Project, Phase 3 and the Saudi Ma’aden Alumina Refinery project will also boost the Division’s active role in steel/nonferrous metal plant projects to build a stable portfolio. Total 15,411.5 New Orders 6,617.5 Key and new growth businesses The division thoughtfully reflected the changed business environment based on its existing strategic system, reduced the number of candidates, and selected oil and gas, steel plant, and nuclear power plant (NPP) performance improvement projects as its key and new growth businesses in consideration of its internal capabilities, marketability, growth potential, and compatibility. On the domestic front, it made vast inroads into a multitude of project areas, including industrial facilities/petrochemical/ steel-making, including the Samcheok 28 The steel plant new growth business will utilize the synergies of the Hyundai Motor Group to participate in steel-making and other industrial facilities projects. Total 10,591.3 sales 3,093.7 PERFORMANCE IN 2013 In the NPP performance improvement project sector, it will continue to maintain its specialized competitive advantages by developing the capacity required for NPP performance improvement and decommissioning projects for which orders are forecast to increase due to the aging of existing NPPs. (Unit: In billions of KRW) ✽Hyundai E&C Only (separate entity basis) Further, it will capitalize on its construction experience, such as the Qatar Pearl GTL – Liquid Processing Unit (C5) Project, the RPLC Deep Conversion Project and the QAFCO 5&6 Fertilizer Project, to successfully carry out the Uzbekistan such as mid-to long-term market forecasts. In 2013, the division expanded into Uzbekistan and Southeast Asia, and penetrated into the GTL and Petrochemical business. In 2014 it is planning to make inroads into Russia, and more. In its key businesses of oil and gas, it is improving its business structure by diversifying regions and businesses, expanding its planning and sales capabilities, and enhancing the ability to investigate and to analyze business information, 29 As a result, the division will take a future initiative as a global Engineering, Procurement, and Construction (EPC) leader by responding proactively to increasing uncertainties in the business environment, and by expanding its technological leadership in the global construction market. Hyundai Engineering & Construction 2013 Annual Report CIVIL & Environment Works 2 BUILDING WORKS PLANT works power & energy works 3 1 Habshan-5 Utilities & Offsites Project, UAE 2 Hyundai Steel Project (Phase 3), Korea 3 Hyundai Oil Bank #2 HOU Project, Korea 4 QAFCO 5&6 Fertilizer Project, Qatar 5 KOC Oil & Gas Pipelines Project, Kuwait 4 5 Major projects currently underway Major projects completed over the past five years Domestic Domestic - Shin-Hanul Nuclear Power Plant Units 1 & 2 (Capacity : 1400MW X 2) - Yeosu Oil Tank Terminal Project - SK Energy Incheon Complex V-Project - Hyundai Oil Bank #2 HOU Project - Samcheok LNG Terminal #8 and #9 Site - Incheon LNG Storage Tank Units 19 and 20 - Hyundai Steel Project (Phase 3) - Tongyeong LNG #13 and #14 - Shinkori Nuclear Power Plant Units 1 & 2 (Capacity : 1000MW X 2) Overseas - Satah Al-Razboot Plant Facilities Package 4, UAE Overseas - Braka Nuclear Power Plant Units 1 ~ 4, UAE - Habshan-5 Utilities & Offsites Project, UAE - Ma’aden Alumina Refinery, Saudi Arabia - Karan Gas Facilities Project, Saudi Arabia - Gas To Liquid Project, Uzbekistan - QAFCO 5&6 Fertilizer Project, Qatar - Karbala Refinery Project, Iraq - Qatar Pearl GTL – Liquid Processing Unit (C5) Project, Qatar - Batalla De Santa Ines Refinery Project, Venezuela - Khurais Central Processing Facilities Project – Gas Contract Package, - Saudi Arabia 30 31 Hyundai Engineering & Construction 2013 Annual Report CIVIL & Environment Works BUILDING WORKS PLANT works power & energy works 1 meeting the high-tech future as a total power & utility provider 2013 Results In 2013, the Power & Energy Division recorded KRW 1,859.8 billion in orders received and KRW 1,588.1 billion in sales. In the power generation sector, it acquired the Uzbekistan Talimarjan 2x 450MW CCPP project, taking the first step into the CIS power generation market, and won the contract for the Saudi Petro Rabigh-Madinah 380kV T/L Project, the Hail&Qassim–New Hadco 380kV T/L Project and the Shedgum-2 380kV S/S Project in Saudi Arabia, maintaining its competitive advantage in the Saudi transmission and Substation market. The Power & Energy Division successfully entered into new markets, and made constant growth in existing markets in 2013. advanced engineering capabilities, and companies in emerging countries like China, India and Turkey are making large attempts at inroads into overseas markets, and power demands and development/operation business in new markets are expanding. Hyundai E&C is becoming a leading global player by creating future values based on its world-class expertise in power generation, transmission, and substation projects. 2014 Outlook Analysis of the current market situation and measures to achieve its business plan In the current market, global competition is intensifying. Leading companies that monopolize original technologies and The Power & Energy Division intends to break away from the limitations of the EPC business by expanding the infrastructure for the EPC and independent power producers (IPP) business in new markets, reinforcing global business competencies and building professional manpower. It will also secure order-taking competitiveness by building the foothold for the development/operation business and new markets, and make thorough preparations for the changing market by enhancing engineering and technological competitiveness, thus implementating competitiveness. In 2014, it plans to post KRW 2.0 trillion in orders received and KRW 2.2 trillion in sales. To achieve this business plan, the division will maximize profits by effi- 32 ciently cooperating with HEC to mutually supplement engineering, technical business and construction competitiveness. It also hopes to bolster its synergies, and to enhance the order-taking and implementation competitiveness to become one of the Global Top 10 construction companies. Diversifying overseas markets by expanding into new markets, such as Asia, Central and South America and CIS, based on existing construction contracts will also serve as an important factor in enhancing order-taking competitiveness. In addition, it will intensively manage risks in each project phase, i.e. new, underway and completed, as well as the initial risks of construction projects in new markets. It will also make full use of the ongoing project management system to manage all project histories and profitability. This comprehensive system will boost the efficiency and management of projects it carries out. Key and new growth businesses Total 15,411.5 New Orders 1,859.8 Total 10,591.3 sales 1,588.1 PERFORMANCE IN 2013 (Unit: In billions of KRW) Invigoration of independent power producers (IPP) and Operation & Maintenance (O&M), and strengthening the commissioning organization The division will expand into IPP investment and operation business by ensuring business cooperation among organizations carrying out projects. As the demands for overseas Private Finance Initiatives are increasing, it will depart from simple EPC and expand into IPP accompanied by investments, and invigorate the power plant operation business by participating in O&M projects. It is also planning to secure its own implementation capabilities by reinforcing the commissioning organization and providing education for commissioning manpower. ✽Hyundai E&C Only (separate entity basis) Enhancing the circulating fluidized bed combustion (CFBC) technology To actively respond to the coal power plant market that is rapidly emerging as a low-price heat source, the division seeks to build a linkage system with IPP and 33 Hyundai Engineering & Construction 2013 Annual Report CIVIL & Environment Works 2 BUILDING WORKS PLANT works power & energy works 4 3 5 1 Ras Laffan C IWPP Project, Qatar 2 Hail - Al Jouf 380kV Transmission Lines, Saudi Arabia 3 Qassim-Madinah 380kV Transmission Line, Saudi Arabia 4 Al-Jalamid Power Plant & Main Substation Works, Saudi Arabia 5 Shuaiba North IWAPP Project, Kuwait other power plant operation projects by forming a mid-to long-term task force team for CFBCs. It will also establish detailed goals by construction type from the engineering to the commissioning. Concurrently, in order to secure technological competencies, it will build technological cooperation systems with the world’s leading companies and build IT systems by area for each business. Independent engineering technologies including the Tower & Foundation Design The transmission area of the division possesses such exceptional tower and foundation design capabilities that they are being benchmarked by a number of its overseas clients. It is regularly winning new contracts for power transmission works based on this technological advantage, and consolidating its status as the world’s leading player in this area. Major projects currently underway Major projects completed over the past five years Domestic Domestic - Samcheok Green Power Boiler Project - Koyang Samsong Co-generation Power Plant Project - Dangjin No. 9 & 10 Power Plant Project - Yeosoo Co-generation Power Plant Project - Yulchon II Combined Cycle Power Plant Project - Busan Jungkwan Co-generation Power Plant Project - Hyundai Green Power Plant Project - Yongheung Coal Fired Power Plant Units 3 & 4 - Incheon International Airport E&M Project Overseas - Mong Duong-I 1,000MW Thermal Power Plant Project, Vietnam Overseas - UTE Punta Del Tigre 530MW CCPP, Uruguay - Manifa Power Transmission and Substations, Saudi Arabia - Talimarjan 900MW CCPP, Uzbekistan - Sarir 3 x 250MW Gas Turbine Project, Libya - Azito Add-on 139MW CCPP, Cote d’Ivoire - Shuaiba North IWPP Project, Kuwait - Al-khalij 4 x 350MW Power Plant Project, Libya - Ras Laffan C IWPP Project, Qatar - Tripoli West 4 x 350MW Power Plant Project, Libya - Power Network Expansion (Phase VIII), Qatar - Sarir–Ajdabia 400kV Transmission Lines, Libya - Jebel Ali Power and Desalination Station ‘L’-Phase II, UAE - Madain–Duba Transmission Lines, Saudi Arabia - Al-Jalamid Power Plant & Main Substation Works, Saudi Arabia - Al-Lith–Muhayel Transmission Lines, Saudi Arabia - Qassim-Madinah 380kV Transmission Line, Saudi Arabia - Petro Rabigh–Madinah Transmission Lines, Saudi Arabia - Hail-Al-Jouf 380kV Transmission Lines, Saudi Arabia - Hail&Qassim–New Hadco Transmission Lines, Saudi Arabia - Al-Fardous 380kV Substation, Saudi Arabia - Al-Sanabil 380kV Substation, Saudi Arabia - Shedgum-2 380/115kV Substation, Saudi Arabia 34 35 Hyundai Engineering & Construction 2013 Annual Report Procurement Health, Safety and Environment (HSE) Construction materials and subcontracts comprise more than 70% of Hyundai E&C’s expenses. Tasked with the management of these expenses, the Procurement Division uses a variety of processes and procedures to deliver high-quality materials in a timely manner and enhance the company’s profitability. Sourcing materials overseas is becoming increasingly important due to a rise in orders from the Middle East and other parts of the world, and a concomitant increase in the company’s ratio of overseas sales to total sales. In 2014, the Division is adding stabilization and other additional functions to the electronic bidding system, allowing it to be accessed easily and conveniently from anywhere in the world. In turn, the Division deals with world-leading manufacturers and suppliers. Going forward, it will develop competitive, prime-quality companies and build cooperative relations with them in many countries of the world by utilizing overseas networks of the company and other Hyundai Motor Group units. Because the company has been advancing briskly into new overseas markets, the importance is emphasized on selecting only the most qualified business partners. The selection is done by closely examining and systematically analyzing the characteristics of each nation and project. On this note, the Division operates a pool of qualified overseas subcontractors through a Web site that fosters specialists by overseas region, and registers and manages its overseas business partners since 2010. Hyundai E&C launched the Division in 2011 by integrating its procurement and outsourcing functions following its incorporation into the Hyundai Motor Group. The overall goal was to facilitate the company’s procurement processes and enhance its efficiency. The total value of the company’s procurement and subcontracting operations in 2013 was KRW 8,808 billion. This included KRW 5,225 billion in procurements and KRW 3,583 billion in subcontracting. These figures are expected to increase by about 13% in 2014, to approximately KRW 9,950 billion. Since the company is continuing to win orders in new markets including Southeast Asia, Africa, Commonwealth of Independent States Country and South America in addition to the Middle East, this amount is expected to grow concomitantly. Hyundai E&C is preventing industrial accidents and ensures industry-leading HSE management by non-stop improvement and application of the safety and health management system (OHSAS18001, KOSHA18001) and the environmental management system (ISO14001). In addition, we became the first construction company in the world to acquire the energy management system (ISO 50001) certification and introduce the Green Management System, and we proactively responded to such global issues as energy, greenhouse gases and global warming. We are proudly transforming ourselves into a global enterprise both in name and reality. Awards and certificates Construction environment management best practice competition (Chairman of the National Assembly Environment & Labor Committee Award) HSE innovation office, improvement of business based on environmental guidelines of individual countries Construction environment management best practice competition (Minister of Land, Infrastructure and Transport Award) Seonjang~Yeomchi local road pavement construction work, Noise reduction utilizing rolled rice straws 2013 Hyundai E&C Innovation Award (Organizational culture innovation category) Improving business according to the HSE Innovation Office’s overseas site HSE Guideline Selected as the leader in the CDP(Carbon Disclosure Project) We are reinforcing preventive activities by continuously identifying and improving risk factors in worksites, and focusing on creating our own safety culture by providing emotional wellness education regarding workplace respect, discussion-style safety education, and safety and health activities faithful to basics and principles. industrial product category Zero-accident achievements Zero accidents in all processes (14 sites) Incheon Geomdan Hill State 6, Saudi Hail-jouf 380kV, and 12 other sites 10 times zero accidents (4 sites) Saudi Ma’aden Alumina Refinery, UAE Borouge 3 power and indirect facilities, We are also expanding the pool by diversifying our subcontractor lines, adding China, Eastern Europe, as well as Central and South America to such traditional sources as Europe, the United States, and Japan. In addition to assisting us in identifying high-quality local suppliers, this program helps to ensure our cost competiveness and quality, meet our deadlines, and further upgrade our project execution capabilities. Our purchasing and outsourcing data are processed through a computerized enterprise resources planning system. We have also put an electronic bidding system in place to maximize our business efficiencies. Electronic bids are operated on a web basis, enabling all companies in the world to access with ease by using e-Procurement/e-Subcontract systems. In processing bids by such systems, we are ensuring that our business transactions are both transparent and standardized while minimizing human errors. and 2 other sites To accomplish our goal of drastically reducing serious accidents, top management participates in the monthly Safety Inspection Day event, showing their strong will to reduce industrial accidents. 5 times zero accidents (3 sites) Shinhanul Nuclear Power Plant Units 1 & 2, Qatar Hamad Medical City and 1 other site 3 times zero accidents (2 sites) Honam KTX section 2-3, Singapore Jurong Rock Cavern Project 2 times zero accidents (11 sites) In addition, we operate the “Permit to Work(P.T.W)” system, and the “Out System” to penalize employees who do not adhere to our safety rules. We try to reinforce the global HSE competitiveness by managing the risks of individual processes and building preventive systems, such as a preemptive risk management and response system based on standardization of HSE data. the Federation of Korean Industries Tower, the Qatar National Museum and 9 other sites Innovation activities including system improvements - Monthly Safety Inspection Day with the participation of top management - Zero-Accident Flag Delivery Campaign in each division - The Permit to Work (PTW) system for all processes - The Out System for penalizing workers breaking safety rules - HSE evaluation and inspection of domestic and overseas sites - Establishment of standards for safety management expenses of overseassites - Establishment of the HSE Work Guide for individual countries - Publishing environmental standards for individual countries and e-books - Integration of the greenhouse gas management system 36 37 Hyundai Engineering & Construction 2013 Annual Report RESEARCH & DEVELOPMENT ROLES R&D achievements in 2013 In 2013, the R&D Division focused on three goals, which included ‘securing the basis for future growth businesses,’ ‘reinforcing global business competencies’ and ‘establishing a risk management system’ under the vision of 「Securing technologies to become a global leader in construction industry」. To this end, the division identified the technological needs of other divisions, increased commercialization of research results, developed customized technologies for overseas markets, provided technical support, and concentrated its efforts on increasing synergies among group affiliates and enhancing the research management system. In 2013 the R&D Division conducted researches for the reinforcement of existing business, such as advanced materials, super long span bridges, underground space, and high-rise buildings and green cities, and advanced technological researches for securing new growth engines, such as offshore, water/environment and plants. The division conducted a total of 58 projects, including 31 inhouse projects, 17 government projects and 10 consigned projects. Major achievements of 2013 include 55 patent applications, 49 patent registrations, 17 published papers, 73 academic presentations, and 227 cases of technical support. In addition, the New Excellent Technology was acquired for ‘Technology for reducing riverbed landforming using furrow shape’ and ‘Remediation technology for arsenic contaminated soil comprised by zero-discharge washing method’. ‘Domestic water-saving technology using digital thermo-valve and recirculation system’ also garnered the Green Certification. In particular, the division conducted research through selection and concentration based on the R&D roadmap, and contributed to not only technological problemsolving, but also supported orders and cost reduction by providing technical support for each construction site. It has also made great efforts to reinforce its technological competencies at home and abroad by securing intellectual property rights through the ‘the invention related to the duties and new technology compensation system.’ Research Projects in 2013 Building R&D GROUP Super tall building - Design and construction technologies of tall - buildings - Lateral load resisting structural system - Design and construction automation in - freeform structure - High-tech. construction material and - methods - Rapid construction under extreme climate - conditions Green city - Zero energy building - Green remodeling - 4-Free technology (Atopy, Odor, Noise, - Vibration) - Eco friendly material - BIM technology - Micro energy grid More than anything else, R&D contract award of ‘Development of sustainable solution for contaminated sediment remediation’ in Singapore was rated as a cornerstone for making inroads into the contaminated soil cleanup business in Southeast Asia and the Middle East, which will be worth several trillions of Korean won in the future. Awards Research COOPERATIONS and technology TRANSFERS In 2013, the R&D Division won the Minister of Science, ICT & Future Planning Award in the R&D Performance Evaluation, and received the Research Paper Award and the Technology Award from ‘the Korea Concrete Institute’. Internally, it won the Encouragement Award in the Hyundai Motor Group Academic Contest, received awards in three categories in the Hyundai E&C Innovation Awards, including the grand prize for ‘Development of the mass concrete using automated curing system,’ and received the Excellence Award with biogas purification technology in the Group Leaders Awards. In March 2013, the division entered into an MOU with Finland’s VTT for building a global network and exchanging human resources, and built a total of nine global cooperative systems, including Lawrence Berkeley National Laboratory (USA) and Siemens Wind Power (Denmark). It entered into three technology transfers, i.e. ‘Intelligent multigrouting system,’ ‘Autocontrolled cement mineral-based accelerator injection system’ and ‘Pressurizing support tunneling method.’ Green Smart building 38 CIVIL R&D GROUP PLANT R&D GROUP Long span bridge - Design and construction of super structures - in long span bridges - Large diameter long pile foundation system - High-strength PPWS cable system and - erection technology - High-speed railway system - Innovative infra-structures Underground space - Subsea tunnel - Trenchless tunneling method - Intelligent grouting - High performance shotcrete - Compressed air energy storage & carbon - capture storage - Rapid tunneling Advanced material - Resource recycling low-carbon composite - materials - Intelligent transportation system - Composite materials - Sustainable long-life pavement - Durable high-performance concrete Rehabilitation of Contaminated Soils 39 Offshore - Support system for offshore wind turbine - Tidal current-wave ocean energy - Foundation for offshore plant - Very large floating structure for harbor - New type armour unit for breakwater - Dredging and reclamation work Water & environment - Ecological river restoration - Soil remediation - Wastewater treatment & reuse - Seawater desalination - Biogas production & purification - Waste treatment & energy recovery Plant - Upgrading of low rank coal - Optimization of combined cycle power plant - performance - Analysis of circulating fluidized bed boiler - performance - Very high temperature gas-cooled reactor - system concepts - Decommissioning of nuclear power plants - and construction technology Rotary Cutting Machine Our promise to you - engineering and construction for a better world Financial Statements 42 Financial Summary 43 Consolidated Financial Statements 169 Separate Financial Statements Financial Statements Hyundai Engineering & Construction 2013 Annual Report FINANCIAL SUMMARY Independent Auditors’ Report English Translation of a Report Originally Issued in Korean Korean won 2013 2012 2013 (In millions) Sales ₩ Cost of Sales Gross profit Selling & administrative expenses Operating Income Gain (Loss) on valuation using Equity Method Financial Income (Expense) Other Income (Expense) Income Before income tax expense Income tax expense To the Shareholders and the Board of Directors of U.S. dollars Hyundai Engineering & Construction Co., Ltd. 2012 (In thousands) We have audited the accompanying consolidated financial statements of Hyundai Engineering & Construction Co., Ltd. (the “Company”) and its 13,938,287 ₩ 13,324,821 $ 13,207,891 $ 12,626,572 12,729,837 12,075,949 12,062,766 11,443,143 1,208,450 1,248,872 1,145,125 1,183,429 415,580 488,464 393,803 462,869 792,870 760,408 751,322 720,560 -12,617 -11,165 -11,956 -10,580 8,035 30,689 7,614 29,082 of certain subsidiaries, including Hyundai Engineering Co., Ltd., whose statements reflect 25.32% and 23.89% of the consolidated total assets as of December 31, 2013 and 2012, respectively, and 24.28% and 22.16% of the consolidated total sales for the years ended December 31, 2013 subsidiaries. The consolidated financial statements consist of the consolidated statements of financial position as of December 31, 2013 and 2012, respectively, and the related consolidated statements of comprehensive income, consolidated statements of changes in shareholders’ equity and consolidated statements of cash flows, all expressed in Korean won, for the years ended December 31, 2013 and 2012, respectively. The Company’s management is responsible for the preparation and fair presentation of the consolidated financial statements and our responsibility is to express an opinion on these consolidated financial statements based on our audits. We did not audit the financial statements -26,316 -42,922 -24,937 -40,673 761,972 737,010 722,043 698,389 and 2012, respectively. Those statements were audited by other auditors whose reports have been furnished to us, and our opinion, insofar as it 192,328 170,050 182,250 161,139 relates to the amounts included for those entities, is based solely on the reports of the other auditors. 569,644 566,960 539,793 537,250 503,634 509,856 477,242 483,138 66,010 57,104 62,551 54,112 14,733,212 12,746,829 13,961,160 12,078,868 11,108,964 9,610,665 10,526,830 9,107,045 3,624,248 3,136,164 3,434,330 2,971,823 9,530,137 7,990,893 9,030,737 7,572,152 Current Liabilities 6,905,974 6,149,756 6,544,086 5,827,495 Non-current Liabilities 2,624,163 1,841,137 2,486,651 1,744,657 In our opinion, based on our audits and the reports of other auditors, the consolidated financial statements referred to above present fairly, in all Shareholders' Equity 5,203,075 4,755,936 4,930,423 4,506,716 material respects, the financial position of the Company and its subsidiaries as of December 31, 2013 and 2012, respectively, and the results 4,883,743 4,548,542 4,627,825 4,310,190 of their operations and their cash flows for the years ended December 31, 2013 and 2012, respectively, in conformity with Korean International 319,332 207,394 302,598 196,526 Net Income Owners of the parent company Non-controlling interests Total Assets Current Assets Non-current Assets Total Liabilities Owners of the parent company Non-controlling interests We conducted our audits in accordance with auditing standards generally accepted in the Republic of Korea. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall consolidated financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. Financial Reporting Standards (“K-IFRS”). Our audits also comprehended the translation of Korean won amounts into U.S. dollar amounts and, in our opinion. such translation has been made in conformity with the basis in Note 2. Such U.S. dollar amounts are presented solely for the convenience of readers outside of Korea. Accounting principles and auditing standards and their application in practice vary among countries. The accompanying consolidated financial statements are not intended to present the financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in countries other than the Republic of Korea. In addition, the procedures and practices utilized in the Republic of Korea to audit such consolidated financial statements may differ from those generally accepted and applied in other countries. Accordingly, this report and the accompanying consolidated financial statements are for use by those knowledgeable about Korean accounting principles and auditing standards and their application in practice. March 6, 2014 Notice to Readers This report is effective as of March 6, 2014, the auditors’ report date. Certain subsequent events or circumstances may have occurred between the auditors’ report date and the time the auditors’ report is read. Such events or circumstances could significantly affect the accompanying consolidated financial statements and may result in modifications to the auditors’ report. 42 43 Financial Statements Hyundai Engineering & Construction 2013 Annual Report CONSOLIDATED STATEMENTS OF FINANCIAL POSITION CONSOLIDATED STATEMENTS OF FINANCIAL POSITION (CONTINUED) HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES AS OF DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won ASSETS Notes December 31, 2013 Translation into U.S. dollars (Note 2) December 31, 2012 December 31, 2013 (In millions) Korean won LIABILITIES AND EQUITY December 31, 2012 Short-term financial instruments 4,23,39,40 ₩ 23,40 1,883,560 ₩ 1,854,859 $ 1,784,857 $ 16,23,36,40 Other payables 16,23,36,40 1,032,720 837,673 978,603 793,777 29,36 1,755,516 1,533,432 1,663,523 1,453,077 106,619 252,288 101,032 1,244,420 1,336,266 Advances from customers 1,189,072 1,072,492 Due to customers for contract work 3,893,243 2,682,220 Short-term borrowings Current portion of long-term borrowings and debentures Current derivative liabilities 1,254,828 1,131,801 29 4,108,539 2,830,547 Held-to-maturity financial assets 9,23,40 22,661 23,503 21,473 22,271 Current derivative assets 22,23,40 4 1,982 4 1,878 6,14 1,285,689 1,128,456 1,218,316 1,069,322 825 93 782 88 7,36 969,178 1,122,644 918,391 1,063,816 4,204 - 3,984 - 11,108,964 9,610,665 10,526,830 9,107,045 54,123 89,131 51,287 84,460 Current tax assets Assets held for sale Total current assets NON-CURRENT ASSETS: Long-term accounts receivable 23,37,40 5,23,40 349,296 354,519 330,992 335,941 5,23,29,36,37,40 567,922 516,393 538,162 489,333 Available-for-sale financial assets 8,23,37,40 408,322 558,496 386,925 529,231 Held-to-maturity financial assets 9,23,40 72,790 79,284 68,976 75,130 10,36 128,800 99,246 122,051 94,045 Long-term other receivables Investments in associates Investment property Property, plant and equipment 12 13,41 64,154 26,475 60,792 25,088 1,638,221 1,144,030 1,552,375 1,084,080 Intangible assets 15 84,646 76,780 80,210 72,757 Deferred tax assets 34 194,225 154,015 184,047 145,944 Other non-current assets 7 61,749 37,795 58,513 35,814 3,624,248 Total non-current assets Total assets (In thousands) Trade payables 1,410,161 5,23,29,36,40 Long-term financial instruments December 31, 2012 1,757,660 266,240 Other receivables Other current assets December 31, 2013 (In millions) 1,313,236 5,23,36,40 Inventories Translation into U.S. dollars (Note 2) December 31, 2012 CURRENT LIABILITIES: Trade receivables Due from customers for contract work December 31, 2013 (In thousands) CURRENT ASSETS: Cash and cash equivalents Notes ₩ (Continued) 14,733,212 ₩ 3,136,164 12,746,829 $ 3,434,330 13,961,160 $ 2,971,823 12,078,868 ₩ 2,418,312 ₩ 2,204,102 $ 2,088,602 29 917,408 706,489 869,334 669,467 17,23,40 239,094 185,900 226,565 176,158 17,23,37,38,40 413,978 439,399 392,285 416,374 22,23 Income tax payable - 626 - 593 90,737 125,676 85,982 119,090 Other financial liabilities 19,23,36,37,38,40 17,890 15,861 16,953 15,030 Other current liabilities 20 20,319 100,598 19,254 95,327 6,905,974 6,149,756 6,544,086 5,827,495 Total current liabilities NON-CURRENT LIABILITIES: Long-term other payables Debentures issued Long-term borrowings Non-current derivative liabilities Retirement benefit obligation 16,23,40 17,23,38,40 17,23,37,38,40 22,23 Other financial liabilities 317,835 215,256 992,273 803,149 601,358 223,380 569,846 211,674 - 18 - 17 173,542 210,336 164,448 11,818 16,043 11,199 15,202 18 351,944 322,685 333,502 305,777 4,342 125 4,114 118 Deferred tax liabilities Other non-current liabilities 227,160 847,563 221,968 Provision for long-term employee benefits Provisions 335,411 1,047,146 21 19,23,36,37,38,40 37,262 18,397 35,309 17,433 20 12,914 12,224 12,237 11,583 Total non-current liabilities 2,624,163 1,841,137 2,486,651 1,744,657 Total liabilities 9,530,137 7,990,893 9,030,737 7,572,152 25,40 557,273 557,273 528,071 528,071 782,881 EQUITY: Capital stock Other contributed capital 25,40 826,320 826,174 783,019 Components of other capital 26,40 (21,944) 85,856 (20,794) 81,357 Retained earnings 27,40 3,522,094 3,079,239 3,337,529 2,917,881 4,883,743 4,548,542 4,627,825 4,310,190 Equity attributable to the owners of the Parent Company Non-controlling interests Total equity Total liabilities and equity ₩ 319,332 207,394 302,598 196,526 5,203,075 4,755,936 4,930,423 4,506,716 14,733,212 ₩ 12,746,829 $ (Concluded) See accompanying notes to consolidated financial statements. 44 2,291,587 $ 45 13,961,160 $ 12,078,868 Financial Statements Hyundai Engineering & Construction 2013 Annual Report CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Notes 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In millions, except per share amounts) 28,29,36 SALES ₩ 33,36 COST OF SALES 30,33,36 SELLING AND ADMINISTRATIVE EXPENSES OPERATING INCOME 2012 (In thousands, except per share amounts) 13,324,821 $ 13,207,891 $ 12,626,572 12,729,837 12,075,949 12,062,766 11,443,143 1,248,872 1,145,125 Other contributed capital Capital stock 13,938,287 ₩ 1,208,450 GROSS PROFIT Korean won 1,183,429 Components of other capital Noncontrolling interests Retained earnings Total amount (In millions) Balance at January 1, 2012 ₩ 557,273 ₩ 822,809 ₩ 148,268 ₩ 2,674,725 ₩ 160,399 ₩ 4,363,474 Dividends - - - (55,732) (4,020) (59,752) - - - 509,856 57,104 566,960 415,580 488,464 393,803 462,869 Net income 792,870 760,408 751,322 720,560 Other capital surplus - 2,159 - - (2,475) (316) Other capital adjustments - 1,206 - (1,205) (1) - Gain (loss) on valuation of AFS financial assets, net - - (12,235) - 32 (12,203) Gain (loss) on valuation of equity method investments, net - - (148) - - (148) - - (50,029) - (1,191) (51,220) GAIN ON VALUATION USING EQUITY METHOD 10 1,544 3,109 1,463 2,946 LOSS ON VALUATION USING EQUITY METHOD 10 14,161 14,274 13,419 13,526 24,31 154,999 171,916 146,877 162,907 24,31,33 146,964 141,227 139,263 133,825 32,36 166,495 153,509 157,770 145,465 32,33,36 192,811 196,431 182,707 186,138 Gain (loss) on foreign operation translation, net 761,972 737,010 722,043 698,389 Remeasurements of defined benefit plans 192,328 170,050 182,250 161,139 Balance at December 31, 2012 ₩ 557,273 ₩ 826,174 ₩ 85,856 ₩ 3,079,239 ₩ 207,394 ₩ 4,755,936 569,644 ₩ 566,960 $ 539,793 537,250 Balance at January 1, 2013 ₩ 557,273 ₩ 826,174 ₩ 85,856 ₩ 3,079,239 ₩ 207,394 ₩ 4,755,936 FINANCIAL INCOME FINANCIAL EXPENSES OTHER INCOME OTHER EXPENSES INCOME BEFORE INCOME TAX EXPENSE INCOME TAX EXPENSE 34 NET INCOME 27 ₩ $ OTHER COMPREHENSIVE INCOME (LOSS): Items that will not be reclassified subsequently to profit or loss: Loss on valuation of equity method investments, net 21 ₩ Remeasurements of defined benefit plans (259) ₩ (148) $ (245) $ (140) 24,26 Loss on foreign operation translation, net 26 TOTAL COMPREHENSIVE INCOME Dividends - - - (55,732) (4,619) (60,351) Net income - - - 503,634 66,010 569,644 - (2,589) (2,348) (48,334) - - (95,209) - 20 (95,189) (11,564) Gain (loss) on valuation of equity method investments, net - - (259) - - (259) Gain (loss) on foreign operation translation, net - - (12,332) - 8,873 (3,459) Remeasurements of defined benefit plans - - - (5,047) 1,602 (3,445) Acquisition of subsidiaries - (95) - - 42,641 42,546 (3,703) (51,007) (3,509) (95,189) (12,203) (90,201) (51,220) (3,278) (48,536) (93,479) (60,100) ₩ 467,293 ₩ 452,530 $ 442,805 $ 428,816 ₩ 503,634 ₩ 509,856 $ 477,242 $ 483,138 66,010 57,104 62,551 54,112 390,787 399,039 370,308 378,128 76,506 53,491 72,497 50,688 Balance at December 31, 2013 ₩ 557,273 ₩ 826,320 ₩ (Continued) TOTAL COMPREHENSIVE INCOME ATTRIBUTABLE TO: BASIC EARNINGS PER SHARE TO OWNERS OF THE PARENT COMPANY 35 ₩ 4,522 ₩ 4,578 $ 4 $ 4 See accompanying notes to consolidated financial statements. 46 (50,859) - (63,423) Owners of the Parent Company (2,454) 241 (48,194) (3,459) Non-controlling interests (48,405) - (3,264) (98,648) Non-controlling interests - Other capital surplus (50,859) NET INCOME ATTRIBUTABLE TO: Owners of the Parent Company - Gain (loss) on valuation of AFS financial assets, net (3,444) Items that may be reclassified subsequently to profit or loss: Loss on available-for-sale financial assets, net - 47 (21,944) ₩ 3,522,094 ₩ 319,332 ₩ 5,203,075 Financial Statements Hyundai Engineering & Construction 2013 Annual Report CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (CONTINUED) CONSOLIDATED STATEMENTS OF CASH FLOWS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Translation into U.S. dollars (Note 2) Other contributed capital Capital stock Components of other capital Noncontrolling interests Retained earnings Notes Total amount $ 528,071 $ 779,692 $ 140,498 $ 2,534,564 $ 151,994 $ 4,134,819 Cash generated from operations: - - - (52,811) (3,810) (56,621) Net income Net income - - - 483,138 54,112 537,250 Other capital surplus - 2,046 - - (2,344) (298) Additions of expenses not involving cash outflows and others Other capital adjustments - 1,143 - (1,142) (1) - Gain (loss) on valuation of AFS financial assets, net Deduction of income not involving cash inflows and others - - (11,594) - 30 (11,564) - - (140) - - (140) Gain (loss) on foreign operation translation, net - - (47,407) - (1,129) (48,536) Remeasurements of defined benefit plans - - - (45,868) (2,326) (48,194) Balance at December 31, 2012 $ 528,071 $ 782,881 $ 81,357 $ 2,917,881 $ 196,526 $ 4,506,716 Balance at January 1, 2013 $ 528,071 $ 782,881 $ 81,357 $ 2,917,881 $ 196,526 $ 4,506,716 Dividends - Net income Other capital surplus 2013 2012 (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Dividends Gain (loss) on valuation of equity method investments, net 2012 (In millions) (In thousands) Balance at January 1, 2012 2013 Translation into U.S. dollars (Note 2) 351,647 ₩ 193,619 $ 333,221 $ 183,473 569,644 566,960 539,793 537,250 39 676,080 689,052 640,652 652,944 39 (276,985) (249,436) (262,469) (236,365) ₩ Changes in operating assets and liabilities: (617,092) (812,957) (584,755) (770,356) Decrease (increase) in trade receivables 99,017 (478,280) 93,828 (453,217) Decrease (increase) in other receivables Increase in due from customers for contract work Decrease (increase) in inventories Decrease (increase) in other current assets Increase in long-term other receivables Decrease in other non-current assets (119,053) 190,322 (112,813) 180,349 (1,261,789) (413,658) (1,195,669) (391,981) (39,451) 223,248 (37,384) 211,549 18,557 (179,311) 17,585 (169,915) (128,446) (88,690) (121,715) (84,042) 450 11 426 10 1,989 7,595 1,885 7,197 - - (52,811) (4,377) (57,188) - - - 477,242 62,551 539,793 - 228 - - (2,454) (2,226) Gain (loss) on valuation of AFS financial assets, net - - (90,220) - 19 (90,201) Gain (loss) on valuation of equity method investments, net - - (245) - - (245) Gain (loss) on foreign operation translation, net Decrease in other current liabilities (72,577) (2,916) (68,774) (2,763) - - (11,686) - 8,408 (3,278) Increase (decrease) in long-term other payables 112,430 (16,351) 106,538 (15,494) Remeasurements of defined benefit plans - - - (4,783) 1,519 (3,264) Decrease in derivative liabilities (595) (1,905) (564) (1,805) - (90) - - 40,406 40,316 Acquisition of subsidiaries Balance at December 31, 2013 $ 528,071 $ 783,019 $ (20,794) $ 3,337,529 $ 302,598 $ 4,930,423 Decrease in derivative assets Increase in trade payables 209,702 12,468 198,713 11,815 Increase in other payables 191,305 221,603 181,280 209,991 Increase (decrease) in advances from customers 240,686 (59,184) 228,075 (56,083) Increase (decrease) in due to customers for contract work 238,226 (82,137) 225,742 (77,833) Decrease in provisions (32,695) (45,552) (30,982) (43,165) Decrease in retirement benefit obligation (27,060) (19,760) (25,642) (18,725) Decrease in provision for long-term employee benefits (Concluded) See accompanying notes to consolidated financial statements. Decrease in components of other capital Interest income received Dividend income received Interest expense paid Income taxes paid (Continued) 48 49 (2,214) (1,964) (2,098) (1,861) (45,574) (78,496) (43,186) (74,383) 58,787 62,539 55,706 59,262 4,379 1,451 4,150 1,375 (65,745) (57,548) (62,300) (54,532) (231,600) (171,926) (219,464) (162,917) 117,468 28,135 111,313 26,661 Financial Statements Hyundai Engineering & Construction 2013 Annual Report CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Notes 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In millions) 1. GENERAL INFORMATION: 2012 (1) The Parent Company (In thousands) CASH FLOWS FROM INVESTING ACTIVITIES: Hyundai Engineering & Construction Co., Ltd. (the “Company” or the “Parent Company”), was incorporated on January 10, 1950, under the Cash inflows from investing activities: Withdrawal of short-term financial instruments ₩ Decrease in other receivables Withdrawal of long-term financial instruments Decrease in long-term other receivables 430,510 ₩ 397,307 $ 407,950 $ 376,487 66,466 64,623 62,983 61,237 1,250 307 1,184 291 264 264 250 250 Disposal of available-for-sale financial assets 23,303 130 22,082 123 Disposal of held-to-maturity financial assets 23,677 19,246 22,436 18,237 - 281 - 266 79,976 8,370 75,785 7,931 350 3,859 332 3,657 (510,152) (321,964) (483,418) (305,091) Disposal of investments in associates Disposal of property, plant and equipment Disposal of intangible assets Cash outflows for investing activities: Acquisition of short-term financial instruments Increase in other receivables (12,647) (8,171) (11,984) (7,742) Acquisition of long-term financial instruments (45,500) (90,000) (43,116) (85,284) Increase in long-term other receivables (23,788) (58,547) (22,541) (55,478) Acquisition of available-for-sale financial assets (13,106) (4,055) (12,419) (3,843) Acquisition of held-to-maturity financial assets (16,341) (15,970) (15,485) (15,133) Acquisition of investments in associates (43,009) (31,439) (40,755) (29,792) Net cash outflow on acquisition of subsidiary (12,695) (68,164) (12,030) (64,592) Acquisition of property, plant and equipment (163,977) (97,084) (155,384) (91,997) Acquisition of intangible assets (5,809) (7,070) (5,505) (6,700) (221,228) (208,077) (209,635) (197,173) CASH FLOWS FROM FINANCING ACTIVITIES: its shares on the Korea Stock Exchange. Total common stock and preferred stock as of December 31, 2013, are ₩556,779 million ($527,603 thousand) and ₩494 million ($468 thousand), respectively. The details of the Company’s shareholders as of December 31, 2013, are as follows: Number of shares Shareholders Proceeds from short-term borrowings 1,304,621 1,212,909 1,236,256 398,506 298,833 377,623 283,174 Proceeds from long-term borrowings 915,542 272,344 867,566 258,073 (1,251,175) (1,229,130) (1,185,611) (1,164,721) Repayment of current portion of long-term borrowing and debentures (635,982) (264,814) (602,655) (250,937) Repayment of long-term borrowings (534,268) (44,840) (506,271) (42,490) (2,349) - (2,226) - (60,351) (59,752) (57,188) (56,621) - (44) - (43) 134,544 185,506 127,494 175,785 30,784 5,564 29,172 5,273 CASH AND CASH EQUIVALENTS, AT BEGINNING OF YEAR 1,854,859 1,861,917 1,757,660 1,764,349 EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS (2,083) Cash outflows for financing activities: Cash outflows for additional acquisition of subsidiary’s equity instruments Payment of dividends Stock issue cost NET INCREASE IN CASH AND CASH EQUIVALENTS 39 ₩ 1,883,560 ₩ (12,622) 1,854,859 $ (1,975) 1,784,857 $ (11,962) 1,757,660 Ownership (%) Preferred stock Common stock 23,327,400 - 20.95 - 9,719,750 - 8.73 - Kia Motors Corporation 5,831,850 - 5.24 - Korea Finance Corporation 3,654,985 - 3.28 - 68,821,780 98,856 61.80 100.00 111,355,765 98,856 100.00 100.00 Other shareholders (2) Subsidiaries A summary of the Parent Company’s 13 subsidiaries including Hyundai Engineering Co., Ltd., as of December 31, 2013, and 2012, are as follows: Nature of business Location End date of reporting period The proportion of ownership and voting rights owned by companies in the Group (%) December 31, December 31, 2013 2012 Architectural design and construction supervision Korea Dec. 31 Hyundai Architects & Engineers Assoc. Architectural design and facility maintenance Korea Hyundai Engineering & Steel Industries Co., Ltd. Steel structure manufacturing and installation Korea Hyundai Farm Land & Development Co., Ltd. Agricultural management and livestock industry Korea Dec. 31 84.67 72.00 Hyundai City Corporation Real estate suppliers Korea Dec. 31 100.00 100.00 Hyundai Engineering & Construction (Wuxi) Co., Ltd. Construction China Dec. 31 100.00 100.00 Hyundai Asian Technics (Pte) Ltd. Construction Singapore Dec. 31 100.00 100.00 Hyundai Consulting & Information Co., Ltd. Software development and sales Korea Dec. 31 100.00 100.00 Hatay RNC Co., Ltd. Real estate developer Korea Dec. 31 100.00 51.00 Hyundai Rnc HATAY Co., Ltd. Real estate developer Vietnam Dec. 31 100.00 100.00 Hyundai Engineering Co., Ltd. Middle East Engineering & Development Co., Ltd. Construction Hyundai E&C Vina Song Gia Co., Ltd. Management of resort condominium Hyundai Energy Inc.(*) Production of steam, cold and hot water, airconditioning 72.55 72.55 Dec. 31 84.79 80.40 Dec. 31 100.00 99.92 Saudi Arabia Dec. 31 95.00 95.00 Vietnam Dec. 31 100.00 100.00 Korea Dec. 31 49.00 - (*) The Company and its subsidiaries (the “Group”) own 49.00% of common stocks and 51.81% in consideration of convertible preferred stocks. (Concluded) See accompanying notes to consolidated financial statements. 50 Preferred stock Hyundai Motor Company 1,149,350 Issuance of debentures Repayment of short-term borrowings Common stock Hyundai Mobis Co., Ltd. Name of subsidiaries Cash inflows from financing activities: CASH AND CASH EQUIVALENTS, AT END OF YEAR laws of the Republic of Korea to engage in civil engineering and construction business. On December 22, 1984, the Parent Company listed 51 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (3) Subsidiaries newly included in consolidation for the year ended December 31, 2013, are as follows: (5) Condensed financial performance of subsidiaries of which non-controlling interests are material to the Group’s consolidated financial statements for the years ended December 31, 2013 and 2012, are summarized as follows: Company Description Hyundai Energy Inc. For the year ended December 31, 2013 Obtained control by additional acquisition of convertible preferred stocks Hyundai Engineering Co., Ltd. Description (4) As of December 31, 2013, and 2012, condensed financial position of subsidiaries of which non-controlling interests are material to the Group’s consolidated financial statements is summarized as follows: Sales December 31, 2013 Hyundai Engineering Co., Ltd. Description Korean won Translation into U.S. dollars (Note 2) (In millions) Current assets ₩ Non-current assets Total assets Current liabilities Non-current liabilities Total liabilities Equity attributable to the owners of the Parent Company Non-controlling interests Total equity (In thousands) 2,179,652 $ ₩ 252,354 2,445,962 2,317,788 1,421,027 1,346,562 63,808 60,464 1,484,835 1,407,026 697,251 660,714 263,876 250,048 961,127 910,762 Non-current assets Korean won Translation into U.S. dollars (Note 2) (In millions) (In thousands) 1,644,281 $ (In thousands) 2,616,187 $ 2,479,093 265,455 251,545 Net income 219,928 208,403 Other comprehensive income 30,530 28,930 Total comprehensive income 250,458 237,333 For the year ended December 31, 2012 Hyundai Engineering Co., Ltd. Description Sales ₩ 1,558,117 Korean won Translation into U.S. dollars (Note 2) (In millions) (In thousands) 2,271,269 $ 2,152,250 Operating income 231,205 219,089 Net income 190,812 180,813 (8,309) (7,874) 182,503 172,939 Total comprehensive income Hyundai Engineering Co., Ltd. ₩ (In millions) 2,065,434 266,310 December 31, 2012 Current assets Translation into U.S. dollars (Note 2) Operating income Other comprehensive income Description Korean won Fair value adjustment and the adjustment made in adopting the Parent Company’s accounting policies arising from business combination are reflected in the summary of financial performance. However, the intercompany transactions are not eliminated. (6) Condensed cash flows of subsidiaries of which non-controlling interests are material to the Group’s consolidated financial statements for the years ended December 31, 2013 and 2012, are summarized as follows: 250,911 237,763 1,895,192 1,795,880 1,150,042 1,089,777 38,256 36,252 1,188,298 1,126,029 Equity attributable to the owners of the Parent Company 512,817 485,944 Non-controlling interests 194,077 183,907 Cash flows from operating activities 706,894 669,851 Cash flows from investing activities (103,641) Cash flows from financing activities (3,628) (3,438) Net increase in cash and cash equivalents 140,168 132,823 Cash and cash equivalents, at the beginning of year 543,845 515,346 Total assets Current liabilities Non-current liabilities Total liabilities Total equity Fair value adjustment and the adjustment made in adopting the Parent Company’s accounting policies arising from business combination are reflected in the summary of financial position. However, the intercompany transactions are not eliminated. For the year ended December 31, 2013 Hyundai Engineering Co., Ltd. Description ₩ Effect of exchange rate on cash and cash equivalents Translation into U.S. dollars (Note 2) (In millions) (In thousands) 247,437 $ (3,780) Cash and cash equivalents, at the end of year 52 Korean won ₩ 53 680,233 $ 234,471 (98,210) (3,582) 644,587 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 For the year ended December 31, 2012 For the year ended December 31, 2013 Hyundai Engineering Co., Ltd. Translation into U.S. dollars (Note 2) Description Cash flows from operating activities Korean won Translation into U.S. dollars (Note 2) (In millions) (In thousands) 220,215 $ ₩ 208,675 Cash flows from investing activities (120,186) (113,888) Cash flows from financing activities (415) (393) Net increase in cash and cash equivalents Cash and cash equivalents, at the beginning of year Effect of exchange rate on cash and cash equivalents Cash and cash equivalents, at the end of year 99,614 94,394 453,345 429,589 (9,114) (8,636) 543,845 $ ₩ Hyundai Architects Hyundai Hyundai Farm Land & Engineering & Steel & Development Co., Hatay RNC Co., Ltd. Engineers Assoc. Industries Co., Ltd Ltd. consolidation 515,347 Fair value adjustment and the adjustment made in adopting the Parent Company’s accounting policies arising from business combination are (In millions) (In thousands) Ownership percentage before transaction(%) 80.40 99.92 72.00 51.00 Ownership percentage after transaction(%) 84.79 100.00 84.67 100.00 Purchase consideration (A) (78) $ $ Changes in non-controlling interests (B) Changes in other contributed capital (A-B) (251) $ (967) $ (928) (718) (308) (3,987) 2,560 641 57 3,019 (3,488) The ownership percentage of equity attributable to the owners of the Parent Company for subsidiaries has increased because of obtaining shares from non-controlling shareholders reflected in the cash flow summary. However, the intercompany transactions are not eliminated. 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: (7) Details of non-wholly owned subsidiaries of the Company that have material non-controlling interests as of December 31, 2013, are as follows: The Company maintains its official accounting records in the Republic of Korean won (“won”) and prepares its consolidated financial statements in conformity with Korean statutory requirements and Korean International Financial Reporting Standards (“K-IFRS”), in the For the year ended December 31, 2013 Korean language (Hangul). Accordingly, these consolidated financial statements are intended for use by those who are informed about Hyundai Engineering Co., Ltd. K-IFRS and practices. The consolidated financial statements have been condensed, restructured and translated into English with certain Description Korean won Translation into U.S. dollars (Note 2) (In millions) (In thousands) Ownership percentage of non-controlling interests(%) 27.45 Non-controlling interests statements, but not required for a fair presentation of the Company and its subsidiaries’ financial position, comprehensive income, changes in equity or cash flows, is not presented in the consolidated financial statements. 27.45 263,876 $ expanded descriptions from the Korean language financial statements. Certain information included in the Korean language financial 250,048 The consolidated financial statements are stated in Korean won, the currency of the country in which the Company is incorporated and Net income attributable to non-controlling interests 60,381 57,217 Total comprehensive income attributable to non-controlling interests 68,763 65,160 operates. The translation of Korean won amounts into U.S. dollar amounts is included solely for the convenience of readers outside of the 555 526 ₩ Dividends paid to non-controlling interests (8) Increase in the Company’s ownership interests in one of its subsidiary with maintaining control and the consequent effects U.S. dollars at that or any other rate. (1) Basis of preparing consolidated financial statements on the equity attributable to the owners of the Parent Company for the year ended December 31, 2013, is as follows: The Group has prepared the consolidated financial statements in accordance with K-IFRS for the annual period beginning on January 1, 2011. For the year ended December 31, 2013 Korean won The significant accounting policies used for the preparation of the consolidated financial statements are summarized below. These Hyundai Architects Hyundai Hyundai Farm Land & Engineering & Steel & Development Co., Hatay RNC Co., Ltd. Engineers Assoc. Industries Co., Ltd Ltd. consolidation accounting policies are consistent with those applied to the consolidated financial statements for the year ended December 31, 2012, (In millions) Ownership percentage before transaction(%) 99.92 84.79 100.00 (82) ₩ ₩ Changes in non-controlling interests (B) Changes in other contributed capital (A-B) except for the adoption effect of the new accounting standards and interpretations described below. The accompanying consolidated financial statements have been prepared on the historical cost basis. except for certain non-current assets (In thousands) 80.40 Ownership percentage after transaction(%) Purchase consideration (A) Republic of Korea and has been made at the rate of ₩1,055.30 to $1.00 at December 31, 2013, the base rate announced by Seoul Money Brokerage Service, Ltd. Such translations should not be construed as representations that the Korean won amounts could be converted into 72.00 51.00 84.67 100.00 and financial instruments that are measured at revalued amounts or fair values at the end of each reporting period. Historical cost is generally (265) ₩ (1,021) ₩ (979) (758) (325) (4,207) 2,702 676 60 3,186 (3,681) based on the fair value of the consideration given. 1) New and revised K-IFRSs affecting amounts reported and/or disclosures in the financial statements The Group has applied a number of new and revised K-IFRSs that are mandatorily effective for an accounting period that begins on or after January 1, 2013. 54 55 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 - K-IFRS 1001 (Amendment): ‘Presentation of Financial Statements’ The amendments to K-IFRS 1001 require items of other comprehensive income to be grouped into two categories in the other comprehensive income section: (a) items that will not be reclassified subsequently to profit or loss and (b) items that may be reclassified subsequently to profit or loss when specific conditions are met. Other than this presentation change, the application of the amendments to K-IFRS 1001 does not result in any impact on the Group’s financial position and financial performance. The amendments have been applied retrospectively for the comparative period, and hence the presentation of items of other comprehensive income has been modified to reflect the changes. - K-IFRS 1019 (Amendment): ‘Employee Benefits’ The amendments to K-IFRS 1019 require the recognition of changes in defined benefit obligations and in fair value of plan assets when they occur and, hence, eliminate the ‘corridor approach’ permitted under the previous version of K-IFRS 1019 and accelerate the recognition of past service costs. Expected return on plan assets is computed by using the discount rate used to calculate defined benefit obligation, rather than expected rate of return. and it is included in interest cost of defined benefit obligation. Unrecognized past service cost is required to be recognized immediately as an expense at an earlier date of recognizing termination benefits or restructuring costs. The effect of the amendment is not significant on the Group’s consolidated financial statements. - K-IFRS 1107 (Amendment): ‘Financial Instruments: Disclosures’ The amendments to K-IFRS 1107 are mainly focusing on presentation of the offset between financial assets and financial liabilities and require entities to disclose information about rights of offset and related arrangements (such as collateral agreements) for financial instruments under an enforceable master netting agreement or similar arrangement, irrespective of whether they would meet the offsetting criteria under K-IFRS 1032. The amendments have been applied retrospectively for the comparative period, and hence the information about the offset between financial assets and financial liabilities has been modified to reflect the changes. - K-IFRS 1110 (Enactment): ‘Consolidated Financial Statements’ K-IFRS 1110 replaces the parts of K-IFRS 1027 ‘Consolidated and Separate Financial Statements’ that deal with consolidated financial statements and K-IFRS 2012 ‘Consolidation – Special Purpose Entities’, and establishes a single basis for consolidation for all entities, including structured entities (the term from K-IFRS 2012, ‘special- purpose entities’, is no longer used). Under K-IFRS 1110, an investor controls an investee when the investor is exposed, or has rights, to variable returns from its involvement with the investee and has the ability to affect those returns through its power over the investee. The effect of the enactments is not significant on the Group’s consolidated financial statements. - K-IFRS 1111 (Enactment): ‘Joint Arrangements’ K-IFRS 1111 deals with how a joint arrangement of which two or more parties have joint control should be classified either as a joint operation or a joint venture. The classification of joint arrangements under K-IFRS 1111 is determined based on the rights and obligations of parties to the joint arrangements by considering the structure, the legal form of the arrangements, the contractual terms agreed by the parties to the arrangement, and, when relevant, other facts and circumstances. A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement (i.e., joint operators) have rights to the assets, and obligations for the liabilities, relating to the arrangement. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement (i.e., joint ventures) have rights to the net assets of the arrangement. If the Group is a joint operator, the Group is to recognize assets, liabilities, revenues and expenses in relation to its interest in a joint operation and if the Group is a joint venturer, the Group is to account for that investment using the equity method. The effect of the enactments is not significant on the Group’s consolidated financial statements. - K-IFRS 1112 (Enactment): ‘Disclosure of Interests in Other Entities’ K-IFRS 1112 is a disclosure standard and is applicable to entities that have interests in subsidiaries, joint arrangements, associates, or unconsolidated structured entities. This standard requires an entity to disclose the nature of, and risks associated with, its interests in other entities and the effects of those interests on its financial position, financial performance and cash flows. The enactments have been applied retrospectively for the comparative period, and hence the information has been modified to reflect the changes. 56 - K-IFRS 1113 (Enactment): ‘Fair Value Measurement’ K-IFRS 1113 establishes a single source of guidance for fair value measurements and disclosure about fair value measurements. The standard defines fair value, establishes a framework for measuring fair value, and requires disclosures about fair value measurements. K-IFRS 1113 defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is measured by taking into account the characteristics of the asset or liability that market participants would take when pricing the asset or liability at the measurement date. A fair value measurement under K-IFRS 1113 requires an entity to determine the particular asset or liability that is subject of the measurement, the principal (or most advantageous) market for the asset or liability, and the valuation technique(s) appropriate for the measurement. In addition, K-IFRS 1113 requires extensive disclosures about fair value measurements. The effect of the enactments is not significant on the Group’s consolidated financial statements. In addition to the new accounting standards described above, new standards have been applied since January 1, 2013, such as the amendments to K-IFRS 1032 ‘Tax effect of distribution to holders of equity instruments’ and others. The effect of the amendments is not significant on the Group’s consolidated financial statements. 2) New accounting standards that have been issued but are not yet effective as of December 31, 2013, and that have not yet been applied are as follows: - K-IFRS 1032 (Amendment): ‘Financial Instruments: Presentation’ The amendments to K-IFRS 1032 clarify existing application issue related to the offset of financial assets and financial liabilities requirements. Specifically, the amendments clarify the meaning of ‘currently has a legally enforceable right of set off’ and ‘simultaneous realization and settlement.’ The Group’s right to offset must not be conditional on the occurrence of future events but enforceable anytime during the contract periods, during the ordinary course of business with counterparty, a default of counterparty and master netting agreement or in some forms of non-recourse debt. The amendments to K-IFRS 1032 are effective for annual periods beginning on or after January 1, 2014. - K-IFRS 1039 (Amendments): ‘Financial Instruments: Recognition and Measurement’ The amendments to K-IFRS 1039 allow the continuation of hedge accounting when a derivative is novated to a clearing counterparty or an entity acting in a similar capacity and certain conditions are met. The amendment to K-IFRS 1039 is effective for annual periods beginning on or after January 1, 2014. - K-IFRS 1110, K-IFRS 1112 and K-IFRS 1027 (Amendment): ‘Investment Entities’ The amendments introduce an exception to the principle under K-IFRS 1110 that all subsidiaries shall be consolidated and require a reporting entity that meets the definition of an investment entity not to consolidate its subsidiaries but instead to measure its subsidiaries at fair value through profit or loss (“FVTPL”) in its consolidated and separate financial statements. In addition, consequential amendments have been made to K-IFRS 1112 and K-IFRS 1027 to introduce new disclosure requirements for investment entities. The investment entities amendments are effective for annual periods beginning on or after January 1, 2014. - K-IFRS 2121 (Enactment): ‘Levies’ K-IFRS 2121 defines a levy as a payment to a government for which an entity receives no specific goods or services. The interpretation requires that a liability is recognized when the obligating event occurs. The obligating event is the activity that triggers payment of the levy and is typically specified in the legislation that imposes the levy. The interpretation is effective for annual periods beginning on or after January 1, 2014. The list above does not include some other amendments such as the amendments to K-IFRS 1036 ‘Impairment of Assets’ related to recoverable amount disclosures for non-financial assets that are effective from January 1, 2014 with earlier application permitted. The Group is in the process of evaluating the impact on the consolidated financial statements upon the application of new and revised K-IFRSs that have been issued but are not yet effective. 57 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 The consolidated financial statements of the Parent Company as of and for the year ended on December 31, 2013, to be submitted at the ordinary shareholders’ meeting were authorized at the board of directors’ meeting on February 26, 2014. (3) Business combination Acquisitions of businesses are accounted for using the acquisition method. The consideration transferred in a business combination is measured at fair value, which is calculated as the sum of the fair values of the assets transferred by the Group, liabilities incurred by (2) Basis of consolidation the Group to the former owners of the acquiree and the equity interests issued by the Group in exchange for control of the acquiree. The consolidated financial statements incorporate the financial statements of the Company and entities (including structured entities) controlled by the Company (and its subsidiaries). Control is achieved where the Company 1) has the power over the investee 2) is exposed, or has rights, to variable returns from its involvement with the investee and 3) has the ability to use its power to affect its returns. The Company reassesses whether or not it controls an investee if facts and circumstances indicate that there are changes to one or more of the Acquisition-related costs are generally recognized in profit or loss as incurred. At the acquisition date, the identifiable assets acquired and the liabilities assumed are recognized at their fair value at the acquisition date, except that: • deferred tax assets or liabilities and liabilities or assets related to employee benefit arrangements are recognized and measured in three elements of control listed above. When the Company has less than a majority of the voting rights of an investee, it has power over the investee when the voting rights are sufficient to give it the practical ability to direct the relevant activities of the investee unilaterally. The Company considers all relevant facts and circumstances in assessing whether or not the Company’s voting rights in an investee are sufficient to give it power, including: • the size of the Company’s holding of voting rights relative to the size and dispersion of holdings of the other vote holders; • potential voting rights held by the Company, other vote holders or other parties; • rights arising from other contractual arrangements; and • any additional facts and circumstances that indicate that the Company has, or does not have, the current ability to direct the relevant activities at the time that decisions need to be made, including voting patterns at previous shareholders’ meetings. accordance with K-IFRS 1012 ‘Income Taxes’ and K-IFRS 1019 ‘Employee Benefits’ respectively; • liabilities or equity instruments related to share-based payment arrangements of the acquiree or share-based payment arrangements of the Group entered into to replace share-based payment arrangements of the acquiree are measured in accordance with K-IFRS 1102 ‘Share-Based Payment’ at the acquisition date; and • assets (or disposal groups) that are classified as held for sale in accordance with K-IFRS 1105 ‘Non-current Assets Held for Sale and Discontinued Operations’ are measured in accordance with that standard. Goodwill is measured as the excess of the sum of: a) the consideration transferred, b) the amount of any non-controlling interests in the acquiree, and c) the fair value of the acquirer’s previously held equity interest in the acquiree (if any); over the net of the acquisition-date amounts of the identifiable assets acquired and the liabilities assumed. If, after reassessment, the net of the acquisition-date amounts of the Income and expenses of subsidiaries acquired or disposed of during the year are included in the consolidated statement of comprehensive identifiable assets acquired and liabilities assumed exceeds the sum of: a) the consideration transferred, b) the amount of any non-controlling income from the date the Company gains control until the date when the Company ceases to control the subsidiary. Profit or loss and interests in the acquiree, and c) the fair value of the acquirer’s previously held interest in the acquiree (if any) the excess is recognized each component of other comprehensive income are attributed to the owners of the Company and to the non-controlling interests. Total immediately in profit or loss as a bargain purchase gain. comprehensive income of subsidiaries is attributed to the owners of the Company and to the non-controlling interests even if this results in the non-controlling interests having a deficit balance. Non-controlling interests that are present ownership interests and entitle their holders to a proportionate share of the entity’s net assets in the event of liquidation may be initially measured either at fair value or at the non-controlling interests’ proportionate share of the recognized When necessary, adjustments are made to the financial statements of subsidiaries to bring their accounting policies in line with the Group’s amounts of the acquiree’s identifiable net assets. The choice of measurement basis is made on a transaction-by-transaction basis. Other accounting policies. types of non-controlling interests are measured at fair value or, when applicable, on the basis specified in another K-IFRS. All intragroup transactions and related assets and liabilities, income and expenses are eliminated in full on consolidation Changes in the Group’s ownership interests in subsidiaries that do not result in the Group losing control over the subsidiaries are accounted for as equity transactions. The carrying amounts of the Group’s interests and the non-controlling interests are adjusted to reflect the changes in their relative interests in the subsidiaries. Any difference between the amount by which the non-controlling interests are adjusted and the fair value of the consideration paid or received is recognized directly in equity and attributed to owners of the Company. When the Group loses control of a subsidiary, a gain or loss on disposal is calculated as the difference between (i) the aggregate of the fair value of the consideration received and the fair value of any retained interest and (ii) the previous carrying amount of the assets (including goodwill), and liabilities of the subsidiary and any non-controlling interests. When assets of the subsidiary are carried at revalued amounts or fair values and the related cumulative gain or loss has been recognized in other comprehensive income and accumulated in equity, the amounts previously recognized in other comprehensive income and accumulated in equity are accounted for as if the Company had directly disposed of the relevant assets (i.e., reclassified to profit or loss or transferred directly to retained earnings). The fair value of any investment When the consideration transferred by the Group in a business combination includes assets or liabilities resulting from a contingent consideration arrangement, the contingent consideration is measured at its acquisition-date fair value and included as part of the consideration transferred in a business combination. Changes in the fair value of the contingent consideration that qualify as measurementperiod adjustments are adjusted retrospectively, with corresponding adjustments against goodwill. Measurement-period adjustments are adjustments that arise from additional information obtained during the ‘measurement period’ (which cannot exceed one year from the acquisition date) about facts and circumstances that existed at the acquisition date The subsequent accounting for changes in the fair value of the contingent consideration that do not qualify as measurement-period adjustments depends on how the contingent consideration is classified. Contingent consideration that is classified as equity is not remeasured at subsequent reporting dates and its subsequent settlement is accounted for within equity. Contingent consideration that is classified as an asset or a liability is remeasured at subsequent reporting dates in accordance with K-IFRS 1039, or K-IFRS 1037 ‘Provisions, Contingent Liabilities and Contingent Assets’, as appropriate, with the corresponding gain or loss being recognized in profit or loss. retained in the former subsidiary at the date when control is lost is recognized as the fair value on initial recognition for subsequent When a business combination is achieved in stages, the Group’s previously held equity interest in the acquiree is remeasured to fair value accounting under K-IFRS 1039 or, when applicable, the cost on initial recognition of an investment in an associate or a joint venture. at the acquisition date (i.e., the date when the Group obtains control) and the resulting gain or loss, if any, is recognized in profit or loss. 58 59 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Amounts arising from interests in the acquiree prior to the acquisition date that have previously been recognized in other comprehensive income are reclassified to profit or loss where such treatment would be appropriate if that interest were disposed of. If the initial accounting for a business combination is incomplete by the end of the reporting period in which the combination occurs, the applies K-IFRS 1105 to a portion of investment in an associate or a joint venture that meets the criteria to be classified as held for sale. The requirements of K-IFRS 1039 are applied to determine whether it is necessary to recognize any impairment loss with respect to the Group’s investment in an associate or a joint venture. When necessary, the entire carrying amount of the investment (including goodwill) is tested for Group reports provisional amounts for the items for which the accounting is incomplete. Those provisional amounts are adjusted during impairment in accordance with K-IFRS 1036 by comparing its recoverable amount (higher of value in use and fair value, less costs to sell) with the measurement period (see above), or additional assets or liabilities are recognized, to reflect new information obtained about facts and its carrying amount, any impairment loss recognized forms part of the carrying amount of the investment. Any reversal of that impairment loss is circumstances that existed at the acquisition date that, if known, would have affected the amounts recognized at that date. recognized in accordance with K-IFRS 1036 to the extent that the recoverable amount of the investment subsequently increases. The Group continues to use the equity method when an investment in an associate becomes an investment in a joint venture or an (4) Investments in associates and joint ventures investment in a joint venture becomes an investment in an associate. There is no remeasurement to fair value upon such changes in An associate is an entity over which the Group has significant influence. Significant influence is the power to participate in the financial and operating policy decisions of the investee but is not control or joint control over those policies. ownership interests. When a Group’s entity transacts with an associate or a joint venture of the Group, profits and losses resulting from the transactions with the A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint associate or joint venture are recognized in the Group’s consolidated financial statements only to the extent of interests in the associate or arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which exists only when decisions about the joint venture that are not related to the Group. relevant activities require unanimous consent of the parties sharing control. The results and assets and liabilities of associates or joint ventures are incorporated in these consolidated financial statements using the equity method of accounting, except when the investment is classified as held for sale, in which case it is accounted for in accordance with K-IFRS 1105 ‘Non-current Assets Held for Sale and Discontinued Operations’. Under the equity method, an investment in an associate (5) Interests in joint operations A joint operation is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the assets, and obligations for the liabilities, related to the arrangement. Joint control is the contractually agreed sharing of control of an arrangement, which or a joint venture is initially recognized in the consolidated statement of financial position at cost and adjusted thereafter to recognize the exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. Group’s share of the profit or loss and other comprehensive income of the associate or joint venture. When the Group’s share of losses of When a Group’s entity undertakes its activities under joint operations, the Group as a joint operator recognizes in relation to its interest in a an associate or a joint venture exceeds the Group’s interest in that associate or joint venture (which includes any long-term interests that, in joint operation: substance, form part of the Group’s net investment in the associate or joint venture), the Group discontinues recognizing its share of further losses. Additional losses are recognized only to the extent that the Group has incurred legal or constructive obligations or made payments on behalf of the associate or joint venture. • its assets, including its share of any assets held jointly; • its liabilities, including its share of any liabilities incurred jointly; • its revenue from the sale of its share of the output arising from the joint operation; Any excess of the cost of acquisition over the Group’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities of • its share of the revenue from the sale of the output by the joint operation; and an associate or a joint venture recognized at the date of acquisition is recognized as goodwill, which is included within the carrying amount • its expenses, including its share of any expenses incurred jointly. of the investment. Any excess of the Group’s share of the net fair value of the identifiable assets, liabilities and contingent liabilities over the cost of acquisition, after reassessment, is recognized immediately in profit or loss. Upon disposal of an associate or a joint venture that results in the Group losing significant influence over that associate or joint venture, any retained investment is measured at fair value at that date and the fair value is regarded as its fair value on initial recognition as a financial asset in accordance with K-IFRS 1039. The difference between the previous carrying amount of the associate or joint venture attributable to the retained interest and its fair value is included in the determination of the gain or loss on disposal of the associate or joint venture. In addition, the Group accounts for all amounts previously recognized in other comprehensive income in relation to that associate or joint The Group accounts for the assets, liabilities, revenues and expenses related to its interest in a joint operation in accordance with the K-IFRSs applicable to the particular assets, liabilities, revenues and expenses. When a Group’s entity transacts with a joint operation in which the Group’s entity is a joint operator (such as a sale or contribution of assets), the Group is considered to be conducting the transaction with the other parties to the joint operation, and gains and losses resulting from the transactions are recognized in the Group’s consolidated financial statements only to the extent of other parties’ interests in the joint operation. venture on the same basis we would be required if that associate or joint venture had directly disposed of the related assets or liabilities. When a Group’s entity transacts with a joint operation in which the Group’s entity is a joint operator (such as a purchase of assets), the Therefore, if a gain or loss previously recognized in other comprehensive income by that associate or joint venture would be reclassified Group does not recognize its share of the gains and losses until it resells those assets to a third party. to profit or loss on the disposal of the related assets or liabilities, the Group reclassifies the gain or loss from equity to profit or loss (as reclassification adjustment) when it loses significant influence over that associate or joint venture. (6) Cash and cash equivalents When the Group reduces its ownership interest in an associate or a joint venture but continues to use the equity method, the Group reclassifies Cash and cash equivalents include cash, including checks issued by others; checking accounts; ordinary deposits; and financial instruments to profit or loss the proportion of the gain or loss that had previously been recognized in other comprehensive income related to that reduction in with maturities (or date of redemption) of three months or less from acquisition, which can be easily converted into cash and whose value ownership interest if that gain or loss would be reclassified to profit or loss on the disposal of the related assets or liabilities. In addition, the Group changes are not material due to changes in interest rates. 60 61 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (7) Financial Instruments 4) AFS financial assets Financial assets and financial liabilities are recognized when a Group’s entity becomes a party to the contractual provisions of the instruments. Financial assets and financial liabilities are initially measured at fair value. Transaction costs that are directly attributable to the AFS financial assets are non-derivatives that are either designated as AFS or are not classified as (a) loans and receivables, (b) held-tomaturity investments or (c) financial assets at FVTPL. acquisition or issue of financial assets and financial liabilities are added to or deducted from the fair value of the financial assets or financial They are subsequently measured at fair value at the end of each reporting period. Changes in the carrying amount of AFS monetary financial liabilities, as appropriate, on initial recognition. Transaction costs directly attributable to the acquisition of financial assets or financial liabilities assets relating to changes in foreign currency rates (see below), interest income calculated using the effective interest method and dividends at FVTPL are recognized immediately in profit or loss. on AFS equity investments are recognized in profit or loss. Other changes in the carrying amount of AFS financial assets are recognized in All regular way purchases or sales of financial assets are recognized and derecognized on a trade-date basis. Regular way purchases or sales are purchases or sales of financial assets that require delivery of assets within the time frame established by regulation or convention in the marketplace. other comprehensive income and accumulated under the heading of investments revaluation reserve. When the investment is disposed of or is determined to be impaired, the cumulative gain or loss previously accumulated in other comprehensive income is reclassified to profit or loss. Dividends on AFS equity instruments are recognized in profit or loss when the Group’s right to receive the dividends is established. Financial assets are classified into the following specified categories: ‘financial assets at FVTPL,’ ‘held-to-maturity investments,’ ‘available-for- The fair value of AFS monetary financial assets denominated in a foreign currency is determined in that foreign currency and translated sale (“AFS”) financial assets’ and ‘loans and receivables.’ The classification depends on the nature and purpose of the financial assets and is at the spot rate prevailing at the end of the reporting period. The foreign exchange gains and losses that are recognized in profit or loss determined at the time of initial recognition. are determined based on the amortized cost of the monetary asset. Other foreign exchange gains and losses are recognized in other comprehensive income. 1) Effective interest method The effective interest method is a method of calculating the amortized cost of a debt instrument and of allocating interest income over the relevant period. The effective interest rate is the rate that exactly discounts estimated future cash receipts (including all fees and points paid or received that form an integral part of the effective interest rate, transaction costs and other premiums or discounts) through the expected life of the debt instrument, or, where appropriate, a shorter period, to the net carrying amount on initial recognition. Income is recognized on an effective interest basis for debt instruments other than those financial assets classified as at FVTPL. AFS equity investments that do not have a quoted market price in an active market and whose fair value cannot be reliably measured and derivatives that are linked to, and must be settled by, delivery of such unquoted equity investments are measured at cost, less any identified impairment losses at the end of each reporting period. 5) Loans and receivables Trade receivables, loans and other receivables that have fixed or determinable payments and are not quoted in an active market are classified as ‘loans and receivables’. Loans and receivables are measured at amortized cost using the effective interest method, less any 2) Financial assets at FVTPL impairment. Interest income is recognized by applying the effective interest rate, except for short-term receivables when the effect of Financial assets are classified as at FVTPL when the financial asset is either held for trading or it is designated as at FVTPL. A financial asset discounting is immaterial. is classified as held for trading if it has been acquired principally for the purpose of selling it in the near term. Derivatives, including embedded derivatives that are not designated as a hedging instrument, are classified as held-for-trading financial assets. Financial assets at FVTPL are 6) Impairment of financial assets stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. Financial assets, other than those at FVTPL, are assessed for indicators of impairment at the end of each reporting period. Financial assets are considered to be impaired when there is objective evidence that more events have occurred after the initial recognition of the financial A financial asset is classified as held for trading if: asset and the estimated future cash flows of the investment have been affected. • It has been acquired principally for the purpose of selling it in the near term; or • On initial recognition it is part of a portfolio of identified financial instruments that the Group manages together and has a recent actual pattern of short-term profit-taking; or • It is a derivative that is not designated and effective as a hedging instrument. For listed and unlisted equity investments classified as AFS, a significant or prolonged decline in the fair value of the security below its cost is considered to be objective evidence of impairment. For all other financial assets, objective evidence of impairment include: Financial assets at FVTPL are stated at fair value, with any gains or losses arising on remeasurement recognized in profit or loss. The net • Significant financial difficulty of the issuer or counterparty, gain or loss recognized in profit or loss incorporates any dividend or interest earned on the financial asset and is included in the ‘[financial • Default or delinquency in interest or principal payments, income and expenses]’ line item in the consolidated statement of comprehensive income. • It becoming probable that the borrower will enter bankruptcy or financial reorganization or • The disappearance of an active market for that financial asset because of financial difficulties. 3) Held-to-maturity investments Non-derivative financial assets with fixed or determinable payments and fixed maturity dates that the Group has the positive intent and ability to hold till maturity are classified as held-to-maturity investments. Held-to-maturity investments are measured at amortized cost using the effective interest method, less any impairment, with revenue recognized on an effective yield basis. 62 For certain categories of financial asset, such as trade receivables, assets that are assessed not to be impaired individually are, in addition, assessed for impairment on a collective basis. Objective evidence of impairment for a portfolio of receivables could include the Group’s past experience of collecting payments, as well as observable changes in national or local economic conditions that correlate with default on receivables. 63 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 For financial assets carried at amortized cost, the amount of the impairment loss recognized is the difference between the asset’s carrying amount and the present value of estimated future cash flows, discounted at the financial asset’s original effective interest rate. (8) Inventory Inventories are stated at the lower of cost or net realizable value. The cost of inventories is determined using the first-in, first-out method For financial assets that are carried at cost, the amount of the impairment loss recognized is the difference between the asset’s carrying for merchandise, supplies and raw materials; specific identification method for land for construction and materials in transit; and weighted- amount and the present value of estimated future cash flows, discounted at the current market rate of return for a similar financial asset. average method for finished and unfinished housing units. The cost of construction support materials is determined at cost, less an Such impairment loss will not be reversed in subsequent periods. accumulated expense incurred. The amount of any write-down of inventories to net realizable value due to obsolescence or excess inventory The carrying amount of the financial asset is reduced by the impairment loss directly for all financial assets, with the exception of trade receivables, where the carrying amount is reduced through the use of an allowance account. When a trade receivable is considered uncollectible, it is written off against the allowance account. Subsequent recoveries of amounts previously written off are credited against the allowance account. Changes in the carrying amount of the allowance account are recognized in profit or loss. When an AFS financial asset is and other losses of inventories occurring in the normal course of business are recognized as cost of revenues, and such valuation losses are deducted from the inventories as allowance for valuation losses. (9) Investment property considered to be impaired, cumulative gains or losses previously recognized in other comprehensive income are reclassified to profit or loss Investment properties are properties held to earn rentals or for capital appreciation, or both. Investment properties are measured initially at in the period. cost, including transaction costs. Subsequent to initial recognition, investment properties are reported at cost, less accumulated depreciation For financial assets measured at amortized cost, if, in a subsequent period, the amount of the impairment loss decreases and the decrease and accumulated impairment losses. can be related objectively to an event occurring after the impairment was recognized, the previously recognized impairment loss is reversed Subsequent costs are recognized in carrying amount of an asset or as a separate asset if it is probable that future economic benefits through profit or loss to the extent that the carrying amount of the investment at the date the impairment is reversed does not exceed what associated with the assets will flow into the Group and the cost of an asset can be measured reliably. Routine maintenance and repairs are the amortized cost would have been had the impairment not been recognized. expensed as incurred. In respect of AFS equity securities, impairment losses previously recognized in profit or loss are not reversed through profit or loss. Any While land is not depreciated, all other investment property is depreciated based on the respective assets estimated useful lives ranging from increase in fair value subsequent to an impairment loss is recognized in other comprehensive income. In respect of AFS debt securities, five to 50 years using the straight-line method. impairment losses are subsequently reversed through profit or loss if an increase in the fair value of the investment can be objectively related to an event occurring after the recognition of the impairment loss. The estimated useful lives, residual values and depreciation method are reviewed at the end of each reporting period, with the effect of any changes in estimate accounted for on a prospective basis. An investment property is derecognized upon disposal or when the investment property is permanently withdrawn from use and no future 7) Derecognition of financial assets The Group derecognizes a financial asset only when the contractual rights to the cash flows from the asset expire, or when it transfers economic benefits are expected from the disposal. Any gain or loss arising on derecognition of the property (calculated as the difference the financial asset and substantially all the risks and rewards of ownership of the asset to another entity. If the Group neither transfers nor between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the period in which the property is retains substantially all the risks and rewards of ownership and continues to control the transferred asset, the Group recognizes its retained derecognized. interest in the asset and an associated liability for amounts it may have to pay. If the Group retains substantially all the risks and rewards of ownership of a transferred financial asset, the Group continues to recognize the financial asset and also recognize a collateralized borrowing for the proceeds received. (10) Property, plant and equipment Property, plant and equipment are stated at cost, less subsequent accumulated depreciation and accumulated impairment losses. The On derecognition of a financial asset in its entirety, the difference between the asset’s carrying amount and the sum of the consideration cost of an item of property, plant and equipment is directly attributable to their purchase or construction, which includes any costs directly received and receivable and the cumulated gain or loss that had been recognized in other comprehensive income and accumulated in equity attributable to bringing the asset to the location and condition necessary for it to be capable of operating in the manner intended by is recognized in profit or loss. management. It also includes the initial estimate of the costs of dismantling and removing the item and restoring the site on which it is On derecognition of a financial assets other than in its entirety (e.g., when the Group retains an option to repurchase part of a transferred located. asset, or it retains a residual interest and such an retained interest indicates that the transferor has neither transferred nor retained Subsequent costs are recognized in carrying amount of an asset or as a separate asset if it is probable that future economic benefits substantially all the risks and rewards of ownership and has retained control of the transferred asset), the Group allocates the previous associated with the assets will flow into the Group and the cost of an asset can be measured reliably. Routine maintenance and repairs are carrying amount of the financial asset between the part it continues to recognize under continuing involvement and the part it no longer expensed as incurred. recognizes on the basis of the relative fair value of those parts on the date of the transfer. The difference between the carrying amount allocated to the part that is no longer recognized and the sum of the consideration received for the part that is no longer recognized and any cumulative gain or loss allocated to it that had been recognized in other comprehensive income is recognized in profit or loss. A cumulative gain or loss that had been recognized in other comprehensive income is allocated between the part that continues to be recognized and the part that is no longer recognized on the basis of the relative fair value of those parts. 64 65 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 The Group does not depreciate land and construction in progress. Depreciation is computed using the straight-line method based on the Intangible assets with indefinite useful lives and intangible assets not yet available for use are tested for impairment at least annually, and estimated useful lives of the assets as follows: whenever there is an indication that the asset may be impaired. Estimated useful lives (years) Buildings 5–60 Recoverable amount is the higher of fair value, less costs to sell, and value in use. If the recoverable amount of an asset (or a cashgenerating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (or the cash-generating unit) is reduced to its recoverable amount and the reduced amount is recognized in profit or loss. Structures 2–48 Machinery and equipment 1–30 Vehicles 3–7 estimate of its recoverable amount, so that the increased carrying amount does not exceed the carrying amount that would have been Tools, furniture and fixtures 3–20 determined had no impairment loss been recognized for the asset (or the cash-generating unit) in prior years. A reversal of an impairment Ships 3–15 Others 4–50 The Group reviews the depreciation method, the estimated useful lives and residual values of property, plant and equipment at the end of each annual reporting period. If expectations differ from previous estimates, the changes are accounted for as a change in an accounting estimate. An item of property, plant and equipment is derecognized upon disposal or when no future economic benefits are expected to arise from the Where an impairment loss subsequently reverses, the carrying amount of the asset (or a cash-generating unit) is increased to the revised loss is recognized immediately in profit or loss. (13) Financial liabilities and equity instruments Debt and equity instruments are classified as either financial liabilities or as equity in accordance with the substance of the contractual arrangement and the definitions of financial liability and an equity instrument. continued use of the asset. Any gain or loss arising on derecognition of the property (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in profit or loss in the period in which the property is derecognized. 1) Equity instruments (11) Intangible assets instruments issued by the Group are recognized as the proceeds are received, net of direct issue costs. Intangible assets are initially recognized at acquisition cost (purchase cost, plus expenditure directly related to preparing the assets ready for Repurchase of the Group’s own equity instruments is recognized and deducted directly in equity. No gain or loss is recognized in profit or its use) and subsequently presented at amortized cost. In relation to intangible assets with indefinite useful lives, the estimated useful life and loss on the purchase, sale, issue or cancellation of the Group’s own equity instruments. An equity instrument is any contract that evidences a residual interest in the assets of an entity after deducting all of its liabilities. Equity amortization method are reviewed at the end of each annual reporting period, with the effect of any changes in estimate being accounted for 2) Financial liabilities as change in accounting estimates. In relation to intangible assets with definite useful lives, depreciation is computed using the straight-line method based on the estimated useful lives (usually 3–70 years) of the assets. Financial liabilities are recognized when the Group becomes a party to the contractual provisions of the instruments. Financial liabilities are initially measured at fair value. Transaction cost directly attributable to the issue of financial liabilities is deducted from the fair value of the financial liabilities on initial recognition. Transaction cost directly attributable to acquisition of financial liabilities at FVTPL is recognized Intangible assets that are acquired in a business combination are recognized separately from goodwill and are initially recognized at their immediately in profit or loss. fair value at the acquisition date (which is regarded as their cost). Subsequent to initial recognition, intangible assets acquired in a business combination are reported at cost, less accumulated amortization and accumulated impairment losses, on the same basis as intangible 3) Financial guarantee contracts assets that are acquired separately. A financial guarantee contract is a contract that requires the issuer to make specified payments to reimburse the holder for a loss it incurs An intangible asset is derecognized on disposal, or when no future economic benefits are expected from its use or disposal. Gains or losses because a specified debtor fails to make payments when due in accordance with the terms of a debt instruments. arising from derecognition of an intangible asset, measured as the difference between the net disposal proceeds and the carrying amount of Financial guarantee contract liabilities are initially measured at their fair values and, if not designated as at FVTPL, are subsequently measured the asset, are recognized in profit or loss when the asset is derecognized. at the higher of: (12) Impairment of tangible and intangible assets other than goodwill • The amount of the obligation under the contract, as determined in accordance with K-IFRS 1037 and • The amount initially recognized, less cumulative amortization recognized in accordance with the K-IFRS 1018 ‘Revenue’. At the end of each reporting period, the Group reviews the carrying amounts of its tangible and intangible assets to determine whether there is any indication that those assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is 4) Financial liabilities at FVTPL estimated in order to determine the extent of the impairment loss. When it is not possible to estimate the recoverable amount of an individual Financial liabilities are classified as at FVTPL when the financial liability is either held for trading or it is designated as FVTPL. The net gain or asset, the Group estimates the recoverable amount of the cash-generating unit to which the asset belongs. Where a reasonable and loss recognized in profit or loss incorporates any interest paid on the financial liability and is included in the ‘other gains and losses’ line item consistent basis of allocation can be identified, corporate assets are also allocated to individual cash-generating units, or otherwise, they are in the consolidated statement of comprehensive income. allocated to the smallest group of cash-generating units for which a reasonable and consistent allocation basis can be identified. 66 67 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 5) Other financial liabilities (15) Retirement benefit obligation Other financial liabilities are subsequently measured at amortized cost using the effective interest method, with interest expense recognized on an effective yield basis. For defined benefit retirement plans, the cost of providing benefits is determined using the projected unit credit method, with actuarial valuations being carried out at the end of each reporting period. Remeasurement, comprising actuarial gains and losses, the effect of the changes to the The effective interest method is a method of calculating the amortized cost of a financial liability, and of allocating interest expense over the asset ceiling (if applicable) and the return on plan assets (excluding interest), is reflected immediately in the consolidated statement of financial relevant period. The effective interest rate is the rate that exactly discounts estimated future cash payments, including all fees and points position, with a charge or credit recognized in other comprehensive income in the period in which it occurs. Remeasurement recognized in paid or received (that form an integral part of the effective interest rate) and transaction costs and other premiums or discounts through the other comprehensive income is reflected immediately in retained earnings and will not be reclassified to profit or loss. Past service cost is expected life of the financial liability, or (where appropriate) a shorter period, to the net carrying amount on initial recognition. recognized in profit or loss in the period of a plan amendment. Net interest is calculated by applying the discount rate at the beginning of the period to the net defined benefit liability or asset. Defined benefit costs are composed of service cost (including current service cost and past 6) Derecognition of financial liabilities service cost, as well as gains and losses on curtailments and settlements), net interest expense (income) and remeasurement. The Group derecognizes financial liabilities when the Group’s obligations are discharged or canceled or they expire. The difference between the carrying amount of the financial liability derecognized and the consideration paid and payable is recognized in profit or loss. The Group presents the service cost and net interest expense (income) components in profit or loss and the remeasurement component in other comprehensive income. Curtailment gains and losses are accounted for as past service costs. A liability for a termination benefit is recognized at the earlier of when the entity can no longer withdraw the offer of the termination benefit or (14) Derivative financial instruments Derivatives are initially recognized at fair value at the date the derivative contract is entered into and transaction cost is immediately recognized as gain/loss. when the entity recognizes any related restructuring costs. (16) Provisions The Group designates certain derivatives either as hedges of recognized assets or liabilities or firm commitments (fair value hedges), hedges of highly probable forecast transactions, hedges of foreign currency risk of firm commitments (cash flow hedges) or hedges of net investments in foreign operations (net investment hedges). A provision is recognized when the Group has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. The amount recognized as a provision is the best estimate of the consideration required to settle the present Derivatives are measured to their fair value subsequently and gain/loss following changes of fair values is recognized as follows: obligation at the end of the reporting period, taking into account the risks and uncertainties surrounding the obligation. Where a provision is measured using the cash flows estimated to settle the present obligation, its carrying amount is the present value of those 1) Fair value hedges Changes in the fair value of derivatives that are designated and qualify as fair value hedges are recognized in profit or loss immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. The change in the fair value cash flows. When some or all of the economic benefits required to settle a provision are expected to be recovered from a third party, a receivable is recognized as an asset if it is virtually certain that reimbursement will be received and the amount of the receivable can be measured reliably. of the hedging instrument and the change in the hedged item attributable to the hedged risk are recognized on the line of the consolidated At the end of each reporting period, the remaining provision balance is reviewed and assessed to determine if the current best estimate is statement of comprehensive income relating to the hedged item. being recognized. If the existence of an obligation to transfer economic benefit is no longer probable, the related provision is reversed during the period. 2) Cash flow hedges The effective portion of changes in the fair value of derivatives that are designated and qualify as cash flow hedges is recognized in other comprehensive income. The gain or loss relating to the ineffective portion is recognized immediately in profit or loss, and is included in the ‘other gains and losses’ line item. Amounts previously recognized in other comprehensive income and accumulated in equity are reclassified to profit or loss in the periods when the hedged item is recognized in profit or loss on the same line of the consolidated statement of comprehensive income as the recognized hedged item. However, when the forecast transaction that is hedged results in the recognition of a non-financial asset or a non-financial liability, the gains and losses previously accumulated in equity are transferred from equity and included in the initial measurement of the cost of the non-financial asset or non-financial liability. Hedge accounting is discontinued when the Group revokes the hedging relationship; the hedging instrument expires or is sold, terminated or exercised; or it no longer qualifies for hedge accounting. Any gain or loss accumulated in equity at that time remains in equity and is recognized when the forecast transaction is ultimately recognized in profit or loss. When a forecast transaction is no longer expected to occur, the gain or loss accumulated in equity is recognized immediately in profit or loss. Changes in fair values of derivatives that do not qualify the requirements of hedge accounting or designate as hedge are recognized as gain/loss. 68 (17) Revenue recognition Where the outcome of a construction contract can be estimated reliably, revenue and costs are recognized by reference to the stage of completion of the contract activity at the end of the reporting period, measured based on the proportion of contract costs incurred for work performed to date relative to the estimated total contract costs, except where this would not be representative of the stage of completion. For revenues from lotting-out contracts, material risks and compensations in relation to title and control of uncompleted contracts are transferred to buyer. When the criteria for revenue recognition requirements are met, revenue is recognized based on the stage of completion of a contract. Variations in contract work, claims and incentive payments are included to the extent that the amount can be measured reliably and its receipt is considered probable. Where the outcome of a construction contract cannot be estimated reliably, contract revenue is recognized to the extent of contract costs incurred that it is probable will be recoverable. Contract costs are recognized as expenses in the period in which they are incurred. When it is probable that total contract costs will exceed total contract revenue, the expected loss is recognized as an expense immediately. 69 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 When the billings on uncompleted contracts are less than the income earned to date, the difference is presented as due from customers In the case of a partial disposal (i.e., no loss of control) of a subsidiary that includes a foreign operation, the proportionate share of for contract work. When the billings are greater than the income earned on uncompleted contracts, the difference is presented as due accumulated exchange differences are reattributed to non-controlling interests in equity and are not recognized in profit or loss. For all other to customers for contract work. Received payment before the corresponding construction is processed is recognized as advance from partial disposals (i.e., partial disposals of associates or joint arrangements that do not result in the Group losing significant influence or joint customers. Billing that is sent, but not received is recognized as trade receivables in the consolidated statement of financial position. control), the proportionate share of the accumulated exchange differences is reclassified to profit or loss. Revenues from other than the above are recognized when the Group’s revenue-earning activities have been substantially completed, the amount Goodwill and fair value adjustments arising on the acquisition of a foreign operation are treated as assets and liabilities of the foreign of revenue can be measured reliably and it is probable that the economic benefits associated with the transaction will flow into the Group. operation and translated at the closing rate. Exchange differences arising are recognized in other comprehensive income. (18) Borrowing costs (20) Non-current assets held for sale Borrowing costs directly attributable to the acquisition, construction or production of qualifying assets, which are assets that necessarily take Non-current assets and disposal groups are classified as held for sale if their carrying amount will be recovered principally through a sale a substantial period of time to get ready for their intended use or sale, are added to the cost of those assets, until such time as the assets transaction rather than through continuing use. This condition is regarded as met only when the sale is highly probable and the non-current are substantially ready for their intended use or sale. asset (or disposal group) is available for immediate sale in its present condition. Management must be committed to the sale, which should Investment income earned on the temporary investment of specific borrowings, pending their expenditure on qualifying assets, is deducted from be expected to qualify for recognition as a completed sale within one year from the date of classification. the borrowing costs eligible for capitalization. All other borrowing costs are recognized in profit or loss in the period in which they are incurred. When the Group is committed to a sale plan involving loss of control of a subsidiary, all the assets and liabilities of that subsidiary are (19) Foreign currency translation its former subsidiary after the sale. The consolidated financial statements of the Group are presented in the currency of the primary economic environment in which the entity When the Group is committed to a sale plan involving disposal of an investment, or a portion of an investment, in an associate or joint classified as held for sale when the criteria described above are met, regardless of whether the Group will retain a non-controlling interest in operates (its functional currency). The Parent Company’s functional currency, as well as the reporting currency for the consolidated financial venture, the investment or the portion of the investment that will be disposed of is classified as held for sale when the criteria described statements is Korean won. above are met, and the Group discontinues the use of the equity method in relation to the portion that is classified a held for sale. Any In preparation of the Group’s consolidated financial statements, any transaction occurred in currency other than its functional currency will be recorded in translated amount using the exchange rate of the transaction. At the end of the reporting period, all monetary assets and liabilities will be translated using the exchange rate. Meanwhile, non-monetary assets and liabilities measured at fair value will be retranslated using the exchange rate on the day of fair value evaluation, whereas non-monetary assets and liabilities measured at historical cost will not be translated. Exchange differences are recognized in profit or loss in the period in which they arise, except for: • Exchange differences on foreign currency borrowings relating to assets under construction for future productive use, which are included in the cost of those assets when they are regarded as an adjustment to interest costs on those foreign currency borrowings and • Exchange differences on monetary items receivable from or payable to a foreign operation for which settlement is neither planned nor likely to occur (therefore forming part of the net investment in the foreign operation), which are recognized initially in other comprehensive income and reclassified from equity to profit or loss on disposal or partial disposal of the net investment. retained portion of an investment in an associate or a joint venture that has not been classified as held for sale continues to be accounted for using the equity method. The Group discontinues the use of the equity method at the time of disposal when the disposal results in the Group losing significant influence over the associate or joint venture. After the disposal takes place, the Group accounts for any retained interest in the associate or joint venture in accordance with K-IFRS 1039, unless the retained interest continues to be an associate or a joint venture, in which case the Group uses the equity method. Non-current assets (and disposal groups) classified as held for sale are measured at the lower of their previous carrying amount and fair value, less costs to sell. (21) Income tax expense and deferred tax Income tax expense represents the sum of the tax currently payable and deferred tax. For the consolidated financial statements, assets and liabilities in foreign business are translated to Korean won using the year-end exchange 1) Current tax rate of that period. Profit and loss are translated with average exchange rate for the period, unless the exchange rate during the period The tax currently payable is based on taxable profit for the year. Taxable profit differs from profit as reported in the consolidated statement of has materially fluctuated, in which case the transaction-date exchange rate will be used. The foreign currency difference that arises is comprehensive income because of items of income or expense that are taxable or deductible in other years and items that are never taxable accumulated in equity as other comprehensive income (distribute to non-controlling interests, if appropriate). or deductible. The Group’s liability for current tax is calculated using tax rates that have been enacted or substantively enacted by the end of On the disposal of a foreign operation (i.e., a disposal of the Group’s entire interest in a foreign operation, a disposal involving loss of control the reporting period. over a subsidiary that includes a foreign operation or partial disposal of an interest in a joint arrangement or an associate that includes a foreign operation of which the retained interest becomes a financial asset), all of the accumulated exchange differences in respect of that operation attributable to the owners of the Company are reclassified to profit or loss. Any exchange differences that have previously been attributed to non-controlling interests are derecognized, but they are not reclassified to profit or loss. 70 71 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 2) Deferred tax Level 1: Deferred tax is recognized on temporary differences between the carrying amounts of assets and liabilities in the consolidated financial Level 2: Inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly statements and the corresponding tax bases used in the computation of taxable profit. Deferred tax liabilities are generally recognized for Level 3: Inputs are unobservable inputs for the asset or liability Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date all taxable temporary differences. Deferred tax assets are generally recognized for all deductible temporary differences to the extent it is probable that taxable profits will be available against which those deductible temporary differences can be utilized. Such deferred tax assets and liabilities are not recognized if the temporary difference arises from goodwill or from the initial recognition (other than in a business 3. SIGNIFICANT ACCOUNTING JUDGMENTS AND KEY SOURCES OF ESTIMATION UNCERTAINTIES: combination) of other assets and liabilities in a transaction that affects neither the taxable profit nor the accounting profit. In the application of the Group’s accounting policies, management is required to make judgments, estimates and assumptions about Deferred tax liabilities are recognized for taxable temporary differences associated with investments in subsidiaries and associates and interests in joint ventures, except where the Group is able to control the reversal of the temporary difference and it is probable that the on historical experience and other factors that are considered to be relevant. Actual results may be different from those estimates. The temporary difference will not reverse in the foreseeable future. Deferred tax assets arising from deductible temporary differences associated with such investments and interests are only recognized to the extent it is probable that there will be sufficient taxable profits against which the benefits of the temporary differences can be utilized and they are expected to reverse in the foreseeable future. the carrying amounts of assets and liabilities that cannot be identified from other sources. The estimation and assumptions are based estimates and underlying assumptions are continually evaluated. Revisions to accounting estimates are recognized in the period in which the estimate is revised if the revision affects only that period or in the period of the revision and future periods if the revision affects both current and future periods. The carrying amount of deferred tax assets is reviewed at the end of each reporting period and reduced to the extent it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered. 4. CASH AND CASH EQUIVALENTS: Deferred tax assets and liabilities are measured at the tax rates that are expected to be applied in the period in which the liability is settled or Cash and cash equivalents as of December 31, 2013 and 2012, are as follows: the asset is realized, based on tax rates and tax laws that have been enacted or substantively enacted by the end of the reporting period. Korean won The measurement of deferred tax assets and liabilities reflects the tax consequences that would follow the manner in which the Group December 31, 2013 December 31, 2012 December 31, 2013 expects to recover or settle the carrying amount of its assets and liabilities at the end of the reporting period. (In millions) Deferred tax assets and liabilities are offset when there is a legally enforceable right to offset current tax assets against current tax liabilities Cash on hand and when they relate to income tax levied by the same taxation authority. Also, they are offset when different taxable entities that intend Checking deposits either to settle current tax liabilities and assets on a net basis, or realize the assets and settle the liabilities simultaneously, in each future Ordinary deposits 1,848 ₩ ₩ period in which significant amounts of deferred tax liabilities or assets are expected to be settled or recovered. 3) Current tax and deferred tax for the year Current tax and deferred tax are recognized in profit or loss, except when they relate to items that are recognized in other comprehensive income or directly in equity or items arising from initial accounting treatments of a business combination. The tax effect arising from a business combination is included in the accounting for the business combination. Translation into U.S. dollars(Note 2) ₩ December 31, 2012 (In thousands) 1,506 $ 1,751 $ 1,427 415,127 417,645 393,373 395,759 1,466,585 1,435,708 1,389,733 1,360,474 1,883,560 ₩ 1,854,859 $ 1,784,857 $ 1,757,660 5. TRADE, OTHER RECEIVABLES, LONG-TERM ACCOUNTS RECEIVABLES AND LONG-TERM OTHER RECEIVABLES: (1) Trade, other receivables, long-term accounts receivables and long-term other receivables as of December 31, 2013 and 2012, are as follows: (22) Fair value Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date, regardless of whether that price is directly observable or estimated using another valuation technique. In estimating the fair value of an asset or a liability, the Group takes into account the characteristics of the asset or liability if market participants would take those characteristics into account when pricing the asset or liability at the measurement date. Fair value for measurement and/or disclosure purposes in these consolidated financial statements is determined on such a basis, except for share-based payment transactions that are within the scope of K-IFRS 1102; leasing transactions that are within the scope of K-IFRS 1017 ‘Leases’; and measurements that have some similarities to fair value, but are not fair value, such as net realizable value in K-IFRS 1002 ‘Inventories’ or value in use in K-IFRS 1036. In addition, for financial reporting purposes, fair value measurements are categorized into Level 1, 2 or 3 based on the degree to which the inputs to the fair value measurements are observable and the significance of the inputs to the fair value measurement in its entirety, which are described as follows: 72 Korean won Description Accounts Translation into U.S. dollars(Note 2) December 31, 2013 December 31, 2012 December 31, 2013 (In millions) Trade receivables Trade receivables 40,132 ₩ ₩ Allowance for doubtful accounts December 31, 2012 (In thousands) 28,915 $ 38,029 $ 27,400 (199) (531) (189) (503) 49,758 102,656 47,151 97,277 Allowance for doubtful accounts (171) (171) (162) (162) Construction work t rade receivables 1,283,828 1,340,258 1,216,552 1,270,025 Receivables from real estate sales Allowance for doubtful accounts (60,112) (60,966) (56,961) (57,771) 1,313,236 1,410,161 1,244,420 1,336,266 73 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Description Accounts December 31, 2013 December 31, 2012 December 31, 2013 (In millions) Other receivables Short-term guarantee deposits 386,026 $ 332,412 $ 365,797 (2,156) (9,899) (2,043) 43 1,474 41 1,397 Accounts receivable 711,750 505,800 674,452 479,295 Receivables from real estate sales Allowance for doubtful accounts (16,081) (15,885) (15,238) (15,053) Construction work trade receivables Present value of discount (2,213) (654) (2,097) (620) Accrued income 16,408 14,269 15,548 13,521 Current portion of long-term loan $ Short-term guarantee deposits Accounts receivable (503) $ (185) $ 499 $ - $ - $ - $ (162) - - - - - (162) (57,771) (318) 784 - - 344 (56,961) (2,043) (8,222) 30 - - 336 (9,899) (8,425) 6,387 1,168 154 531 (15,238) 193,853 230,198 1,072,492 349,306 354,541 331,001 335,961 (10) (22) (9) (20) 349,296 354,519 330,992 335,941 55,795 133,893 52,871 126,877 (14,391) (14,391) (13,637) (13,637) Korean won For the year ended December 31, 2012 Long-term loan (1,709) (8,599) (1,618) (8,148) 105,302 85,634 99,784 81,147 (58,802) ₩ ₩ Present value of discount (57,818) $ (55,722) $ Long-term accounts receivable Long-term other receivables Long-term loan $ Description (54,789) (2,515) (2,043) (2,383) (1,936) Guarantee deposits 507,887 397,606 481,273 376,771 Present value of discount (23,645) (17,889) (22,406) (16,952) Trade receivables 567,922 516,393 538,162 489,333 Receivables from real estate sales (20) - 11 - - - (9) (13,637) - - - - - (13,637) (54,789) (520) - 1,863 (2,276) - (55,722) (17,670) $ 7,711 $ 3,031 $ (2,122) $ 1,211 $ (151,817) (143,978) $ Beginning balance For the year ended December 31, 2013 Reversal of allowance for doubtful accounts Disposal of accounts receivable Impairment loss - ₩ - ₩ (531) - - - (171) (16,846) (57,054) 5,044 5,269 2,621 (60,966) (2,021) (351) - 11 205 (2,156) Accounts receivable (17,022) (4,795) 2,175 3,513 244 (15,885) Long-term accounts receivable (53,290) (23) - 52,069 1,222 (22) - (14,391) - - - (14,391) Transfer Long-term loan Ending balance (543) ₩ (839) ₩ (56,202) ₩ (146,095) ₩ (6,374) (83,827) ₩ (In millions) Trade receivables ₩ Receivables from real estate sales Construction work trade receivables Short-term guarantee deposits Accounts receivable Long-term accounts receivable Long-term other receivables Long-term loan (531) ₩ - ₩ - ₩ - ₩ (171) - - - - - (171) (60,966) (336) 827 - - 363 (60,112) (2,156) (8,677) 32 - - 355 (10,446) (15,885) (8,891) 6,739 1,233 163 560 (16,081) (22) - 12 - - - (10) (14,391) - - - - - (14,391) (548) - 1,966 (2,402) (18,647) ₩ 8,137 ₩ 3,199 ₩ (2,239) ₩ (57,818) ₩ (151,940) ₩ (195) ₩ 527 ₩ 74 (199) - (58,802) 1,278 ₩ (160,212) Ending balance - Long-term other receivables Effect of exchange differences Effect of exchange differences (171) Short-term guarantee deposits Korean won Reversal of allowance for doubtful accounts Disposal of accounts receivable Impairment loss (In millions) ₩ Construction work trade receivables (2) The changes of allowance for doubtful accounts for the years ended December 31, 2013 and 2012, are as follows: (189) (15,053) 1,189,072 Present value of discount Ending balance (In thousands) Trade receivables 242,927 Allowance for doubtful accounts Beginning balance Effect of exchange differences Transfer 1,131,801 Long-term other receivables Description Reversal of allowance for doubtful accounts Disposal of accounts receivable Impairment loss 204,573 Long-term accounts r eceivable Allowance for doubtful accounts Beginning balance 1,254,828 Allowance for doubtful accounts Long-term other r eceivables Description (10,446) Short-term loan Long-term accounts r eceivable December 31, 2012 For the year ended December 31, 2013 (In thousands) 350,794 ₩ ₩ Allowance for doubtful accounts Translation into U.S. dollars (Note 2) Translation into U.S. dollars(Note 2) 75 851 ₩ 3,494 11,564 ₩ 1,264 62,126 ₩ - (57,818) 4,292 ₩ (151,940) Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Translation into U.S. dollars (Note 2) Translation into U.S. dollars (Note 2) For the year ended December 31, 2012 Description Beginning balance Reversal of allowance for doubtful accounts Disposal of accounts receivable Impairment loss Accounts Effect of exchange differences $ Receivables from real estate sales (515) $ (795) $ Receivables Trade receivables - $ - $ - - - - (162) (54,064) 4,779 4,993 2,484 (57,771) (1,915) (333) - 10 195 (2,043) Accounts receivable (16,130) (4,543) 2,061 3,329 230 (15,053) Long-term accounts receivable (50,496) (22) - 49,340 1,158 (20) - (13,637) - - - (13,637) (53,258) (6,040) 3,311 1,198 - (54,789) 4,067 $ (143,978) Long-term other receivables Long-term loan $ (138,439) $ (79,434) $ 10,958 $ 58,870 $ Receivables from real estate sales Individual analysis Korean won December 31, 2013 Receivables Receivables Allowance Trade receivables Individual analysis 120 ₩ ₩ Collective analysis Receivables from real estate sales Construction work trade receivables Short-term guarantee deposits Accounts receivable Long-term accounts r eceivable Individual analysis Individual analysis (120) ₩ 478 ₩ (79) 11,399 (53) (199) 11,877 (531) 49,296 (171) 85,503 (171) 49,296 (171) 85,503 (171) 397,216 (60,112) 500,900 (60,966) 397,216 (60,112) 500,900 (60,966) Individual analysis 10,500 (10,439) 2,228 (2,156) Collective analysis 610 (7) 115 - 11,110 (10,446) 2,343 (2,156) Individual analysis 56,601 (15,377) 32,072 (14,989) Collective analysis 37,574 (704) 20,234 (896) 94,175 (16,081) 52,306 (15,885) 10 (10) 22 (22) 10 (10) 22 (22) (14,391) 14,391 (14,391) Individual analysis Long-term other r eceivables Individual analysis 14,391 14,391 (14,391) 14,391 (14,391) Long-term loan Individual analysis 72,872 (54,598) 59,146 (54,164) Collective analysis 26,541 (4,204) 25,153 (3,654) 99,413 (58,802) 84,299 (57,818) 76 19,200 (75) 10,802 (50) 19,314 (189) 11,255 (503) 46,713 (162) 81,022 (162) 46,713 (162) 81,022 (162) 376,401 (56,962) 474,652 (57,771) (56,962) 474,652 (57,771) 9,950 (9,892) 2,111 (2,043) Collective analysis 578 (7) 109 - 10,528 (9,899) 2,220 (2,043) Individual analysis 53,635 (14,571) 30,391 (14,204) Collective analysis 35,605 (667) 19,174 (849) 89,240 (15,238) 49,565 (15,053) 9 (9) 20 (20) 9 (9) 20 (20) 13,637 (13,637) 13,637 (13,637) 13,637 (13,637) 13,637 (13,637) Individual analysis 69,053 (51,737) 56,047 (51,326) Collective analysis 25,151 (3,984) 23,835 (3,462) 94,204 (55,721) 79,882 (54,788) Accounts receivable Individual analysis Individual analysis (478) 20,382 (453) 376,401 Long-term loan 20,262 453 $ Individual analysis Long-term other r eceivables (In millions) (114) $ Short-term guarantee deposits December 31, 2012 Allowance Allowance Individual analysis Long-term accounts r eceivable and long-term other receivables) that are considered to be impaired as of December 31, 2013 and 2012, are as follows: Description Receivables Construction work trade receivables (3) Details of allowance for doubtful accounts on receivables (trade receivables, other receivables, long-term accounts receivable Accounts Allowance 114 $ $ (503) (162) Short-term guarantee deposits Individual analysis Collective analysis 807 $ December 31, 2012 (In thousands) (15,963) Construction work trade receivables December 31, 2013 Ending balance (In thousands) Trade receivables Description The Group performs impairment by individual test for each receivable with separate collaterals and defaulted receivables. For other receivables, the Group performs impairment test as a group based on collection rate in the past. (4) Aging analysis of receivables that are past due, but not impaired The balances of receivables overdue, but not impaired as of December 31, 2013 and 2012, are zero. 77 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 6. INVENTORIES: (2) The changes in allowance for valuation of inventory for the year ended December 31, 2013, are as follows: (1) Inventories as of December 31, 2013 and 2012, consist of the following: Korean won Description Korean won Description December 31, 2013 Acquisition cost Valuation allowance ₩ Finished housing 832,321 ₩ Acquisition cost Book value Valuation allowance (36,858) ₩ 506,071 ₩ (36,858) ₩ 469,213 (15,391) 138,834 314,117 (46,776) 267,341 Unfinished housing 96,233 - 96,233 104,247 - 104,247 Merchandise 17,751 - 17,751 19,494 - 19,494 608 - 608 616 - 616 126,924 - 126,924 125,173 - 125,173 50,089 - 50,089 45,205 - 45,205 Work in process Raw materials ₩ 39,195 - 39,195 82,371 - 82,371 - 13,558 6,926 - 6,926 Land for construction 6,043 - 6,043 7,074 - 7,074 Finished housing 991 - 991 796 - 796 1,337,938 ₩ (52,249) ₩ 1,285,689 ₩ 1,212,090 ₩ (83,634) ₩ - ₩ (36,858) (46,776) 31,385 (15,391) (83,634) ₩ 31,385 ₩ (52,249) For the year ended December 31, 2013 Description 13,558 ₩ (36,858) ₩ Translation into U.S. dollars (Note 2) Construction support materials Others ₩ Finished housing Materials in transit Korean cattle Ending balance (In millions) Land for construction 795,463 ₩ Disposals Book value 154,225 Supplies Beginning balance December 31, 2012 (In millions) Land for construction For the year ended December 31, 2013 Beginning balance Disposals Ending balance (In thousands) $ $ (34,927) $ - $ (34,927) (44,325) 29,741 (14,584) (79,252) $ 29,741 $ (49,511) 1,128,456 (3) The changes in allowance for valuation of inventory for the year ended December 31, 2012, are as follows: Translation into U.S. dollars (Note 2) Description December 31, 2013 Acquisition cost Valuation allowance Korean won December 31, 2012 Book value Acquisition cost Valuation allowance Book value For the year ended December 31, 2012 Description Land for construction 788,706 $ (34,927) $ 753,779 $ 479,552 $ (34,927) $ 444,625 146,143 (14,584) 131,559 297,657 (44,324) 253,333 Unfinished housing 91,190 - 91,190 98,784 - 98,784 Merchandise 16,821 - 16,821 18,472 - 18,472 576 - 576 584 - 584 $ Finished housing Supplies Work in process Loss on valuation of inventories Beginning balance (In thousands) Disposals Ending balance (In millions) Land for construction ₩ Finished housing ₩ (35,479) ₩ (1,391) ₩ 12 ₩ (12,885) 12,094 (46,776) (81,464) ₩ (14,276) ₩ 12,106 ₩ (83,634) 120,273 - 120,273 118,614 - 118,614 Raw materials 47,464 - 47,464 42,836 - 42,836 Translation into U.S. dollars (Note 2) Materials in transit 37,141 - 37,141 78,055 - 78,055 For the year ended December 31, 2012 Construction support materials 12,847 - 12,847 6,563 - 6,563 5,726 - 5,726 6,703 - 6,703 940 - 940 753 - 753 Korean cattle Others $ 1,267,827 $ (49,511) $ 1,218,316 $ 1,148,573 $ (79,251) $ 1,069,322 Description Beginning balance Loss on valuation of inventories Disposals Ending balance (In thousands) Land for construction $ Finished housing $ 78 (36,858) (45,985) 79 (33,620) $ (1,318) $ 11 $ (34,927) (43,575) (12,210) 11,461 (44,324) (77,195) $ (13,528) $ 11,472 $ (79,251) Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 7. OTHER CURRENT ASSETS AND OTHER NON-CURRENT ASSETS: Korean won (1) Other current assets and other non-current assets as of December 31, 2013 and 2012, consist of the following: Korean won Description Accounts Advance payments Reversal of allowance for doubtful accounts Bad debt expenses 543,321 ₩ ₩ Advance payments (In thousands) 680,744 $ 514,850 $ 645,072 Allowance for the doubtful accounts (12,796) (37) (12,125) (35) Prepaid construction cost 282,016 312,700 267,238 296,314 Prepaid expenses 150,873 119,228 142,966 112,981 (2,236) (2,410) (2,119) (2,284) 8,000 12,419 7,581 11,768 969,178 1,122,644 918,391 1,063,816 61,749 37,795 58,513 35,814 Repaid value-added tax Long-term prepaid expenses (75) ₩ ₩ Prepaid expenses ₩ Ending balance - ₩ - ₩ 38 ₩ (37) (2,297) (329) 1 215 (2,410) (2,372) ₩ (329) ₩ 1 ₩ 253 ₩ (2,447) Translation into U.S. dollars (Note 2) Description Beginning balance Reversal of allowance for doubtful accounts Bad debt expenses Effect of exchange differences Ending balance (In thousands) Advance payments (71) $ $ Prepaid expenses (2) The changes in allowance for doubtful accounts for the year ended December 31, 2013, are as follows: Effect of exchange differences (In millions) December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 Allowance for the doubtful accounts Other non-current assets Beginning balance Translation into U.S. dollars (Note 2) (In millions) Other current assets Description $ - $ - $ 36 $ (35) (2,177) (312) 1 204 (2,284) (2,248) $ (312) $ 1 $ 240 $ (2,319) Korean won Description Beginning balance Bad debt expenses Effect of exchange differences Ending balance (4) Allowance for impaired other current and non-current assets as of December 31, 2013 and 2012, are as follows: (In millions) Advance payments (37) ₩ ₩ Prepaid expenses (12,765) $ (2,410) (2,447) ₩ ₩ - 6 $ (12,796) $ (15,032) 174 (12,765) $ 180 (2,236) Korean won Accounts December 31, 2013 Description Receivables December 31, 2012 Allowance Receivables Allowance (In millions) Advance payments Translation into U.S. dollars (Note 2) Description Beginning balance Bad debt expenses Effect of exchange differences Ending balance Prepaid expenses Individual analysis ₩ Individual analysis (In millions) Advance payments (35) ₩ ₩ Prepaid expenses (2,284) (2,319) ₩ ₩ (12,096) $ (12,096) $ 6 $ (12,125) $ (14,244) 165 171 12,796 ₩ (12,796) ₩ 37 ₩ 12,796 (12,796) 37 (37) (37) 2,298 (2,236) 2,481 (2,410) 2,298 (2,236) 2,481 (2,410) (2,119) Translation into U.S. dollars (Note 2) Accounts December 31, 2013 Description (3) The changes in allowance for doubtful accounts for the year ended December 31, 2012, are as follows: Receivables December 31, 2012 Allowance Receivables Allowance (In millions) Advance payments Prepaid expenses 80 Individual analysis $ Individual analysis 81 12,125 $ (12,125) $ 35 $ 12,125 (12,125) 35 (35) (35) 2,178 (2,119) 2,351 (2,284) 2,178 (2,119) 2,351 (2,284) Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 8. AFS FINANCIAL ASSETS: Korean won Description (1) Available-for-sale(“AFS”) financial assets as of December 31, 2013 and 2012, are as follows: Korean won Description For the year ended December 31, 2012 Beginning balance December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 (In thousands) ₩ Non-marketable equity securities ₩ 142,763 ₩ 275,210 $ 135,282 $ 260,789 265,559 283,286 251,643 268,442 408,322 ₩ 558,496 $ 386,925 $ 529,231 (16,458) ₩ ₩ - ₩ - ₩ (16,458) (145,022) (4,668) 34 (149,656) (161,480) (4,668) 34 (166,114) Translation into U.S. dollars (Note 2) Description For the year ended December 31, 2012 (2) Disposal of AFS financial assets that are measured by using acquisition costs as fair values and cannot be reliably obtained Beginning balance Impairment for the year ended December 31, 2013, is as follows: Removal Ending balance (In thousands) Korean won Description Ending balance Non-current: Non-marketable equity securities Non-current: Removal (In millions) Marketable equity securities (In millions) Marketable equity securities Impairment Translation into U.S. dollars (Note 2) Book value Translation into U.S. dollars (Note 2) Loss on disposal Book value (In millions) Loss on disposal Non-current: Marketable equity securities (15,596) $ $ Non-marketable equity securities (In thousands) - $ - $ (15,596) (137,423) (4,423) 32 (141,814) (153,019) (4,423) 32 (157,410) Non-current: Non-marketable equity securities 12,768 ₩ ₩ 2,525 $ 12,099 $ 2,393 9. HELD-TO-MATURITY FINANCIAL ASSETS: (3)Details of impairment loss on AFS financial assets for the years ended December 31, 2013 and 2012, are as follows: Held-to-maturity financial assets as of December 31, 2013 and 2012, are as follows: Korean won Korean won For the year ended December 31, 2013 Description Beginning balance Impairment Transfer Ending balance Accounts Description December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 (In millions) (In millions) Non-current: Marketable equity securities (16,458) ₩ ₩ Non-marketable equity securities - ₩ - ₩ (16,458) (149,656) (22,289) (573) (172,518) (166,114) (22,289) (573) (188,976) Held-to-maturity financial asset (current) Government and p ublic bonds Held-to-maturity financial asset(non-current) Government and p ublic bonds ₩ Translation into U.S. dollars (Note 2) Description For the year ended December 31, 2013 Beginning balance Impairment Transfer Ending balance (In thousands) Non-current: Marketable equity securities Non-marketable equity securities (15,596) $ $ - $ - $ (15,596) (141,814) (21,121) (543) (163,478) (157,410) (21,121) (543) (179,074) 82 Translation into U.S. dollars (Note 2) 83 (In thousands) 22,661 ₩ 23,503 $ 21,473 $ 22,271 72,790 79,284 68,976 75,130 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 10. INVESTMENTS IN ASSOCIATES: Translation into U.S. dollars (Note 2) (1) Investments in associates as of December 31, 2013 and 2012, are as follows: Company Main operating activity Korean won Company Main operating activity End date December 31, 2013 December 31, 2012 of Location Ownerreporting Ownership Book value ship Book value period (%) (%) (In millions) Busan Jungkwan Energy Co., Ltd. (*1) Electricity production Korea Dec. 31 56.76 Busan Exhibition & Convention Center LTD. Business facility management service Korea Dec. 31 21.70 PT. Hyundai Citra (*2) Equipment maintenance Songdo Landmark City, LLC Korea Dec. 31 - The 2nd Youngdong Highway Co., Ltd. Real estate development Production of steam, cold and hot water and air-conditioning Construction of road Korea Dec. 31 The Gyeongnam Highway Co., Ltd. Construction of road Korea Hyundai Energy Inc. Indonesia Dec. 31 Korea Dec. 31 15,177 95.00 89 41.13 14,896 - 49.00 2,556 24.83 38,451 24.40 12,318 Dec. 31 29.50 21,569 28.73 13,883 - Korea Dec. 31 Korea Dec. 31 100.00 Arian International Contractors Company Construction Dec. 31 Philippine Dec. 31 Korea 56.76 ₩ 21.70 1,091 Vocational training center Service for treatment of water and sewage 15,180 14,380 Business facility management service Oriental Hyundai Quarry Development Corporation Mine development (In millions) 95.00 ERail Co., Ltd. Uljuchongchun Co., Ltd. (*3 and 4) (In thousands) 41.38 Hyundai Resource Development Institute (*2) Iran ₩ Dec. 31 49.00 - 20.43 2,142 160 66.67 100 - 49.00 - 40.00 - 40.00 - 18.50 - 18.50 172 Buhyun Development Co., Ltd. Non-residential building development Korea Dec. 31 30.00 - 30.00 - Suwon Convention City Co., Ltd. Real estate development Korea Dec. 31 29.00 1,450 29.00 1,450 Cheonan Hermeca Development Co., Ltd. Residential building Korea Dec. 31 28.40 142 28.40 142 Daejeon Clean Water Co., Ltd. (*4) Service for treatment of sewage Korea Dec. 31 28.01 - 28.01 428 The Ulsan Harbour Bridge Co., Ltd. Business facility management service Korea Dec. 31 24.50 13,367 24.50 16,366 Incheon Tower Design Limited Company Design and consulting for real estate Korea Dec. 31 22.81 1,874 22.81 1,874 Ganghwa Tidal Power Corporation Co., Ltd. Other electricity production Korea Dec. 31 22.00 11 22.00 11 Seotan ICD. Co., Ltd. Korea Dec. 31 20.00 1,000 20.00 1,000 Korea Dec. 31 4.50 - 4.50 - Jinju Chongchun Co., Ltd. (*3) Real estate development Construction of waste treatment and antipollution facility Sewage treatment Korea Dec. 31 7.77 - 7.77 - Seosan Chongchun Co., Ltd. (*3 and 4) Sewage treatment Korea Dec. 31 14.70 - 14.70 - Ulsan Chongchun Co., Ltd. (*3) Busan Finance Center AMC Co., Ltd. (*3) Real estate management Korea Dec. 31 18.48 82 16.38 82 Halla Wind Energy Co., Ltd. Other electricity production Korea Dec. 31 22.64 600 28.57 600 Ohsang Construction Corporation Construction Korea Dec. 31 28.93 - 28.93 - Yulchon 2 Industrial Complex Development Inc. Other real estate construction Korea Dec. 31 48.00 1,920 48.00 1,920 Korea Dec. 31 21.63 16,196 22.86 12,746 The 2nd Seoul-Incheon Linking Highway Co., Ltd. Construction of road The 2nd Beltway Co., Ltd. Construction of road Korea Dec. 31 20.00 2 20.00 2 Miraeseum 3rd (*3 and 4) Construction of building Korea Dec. 31 2.00 7 2.00 33 Hyundai Engineering (Thailand) Co., Ltd. Engineering service Thailand Dec. 31 49.00 - 49.00 - PT Hyundai Engineering Indonesia (*2) LHT International Engineering Joint Stock Company Hyundai Engineering India Pvt. Limited (*2) Engineering service Indonesia Dec. 31 95.00 98 95.00 98 30.00 555 30.00 555 Engineering service Vietnam Engineering service Dec. 31 India Dec. 31 99.99 2 99.99 2 Hyundai Engineering Pakistan (Private) Limited (*2) Engineering service Pakistan Dec. 31 99.99 604 99.99 604 Subic Clean Energy & Infra, Inc. Electricity production Philippine Dec. 31 Miraseum the fourth Co., Ltd. (*3) Construction of building Korea Dec. 31 40.00 48 - - 11.11 11 128,800 - 99,246 ₩ 84 ₩ End date December 31, 2013 December 31, 2012 of Location Ownerreporting Ownership Book value ship Book value period (%) (%) Busan Jungkwan Energy Co., Ltd. (*1) Electricity production Korea Dec. 31 56.76 Busan Exhibition & Convention Center LTD. Business facility management service Korea Dec. 31 21.70 PT. Hyundai Citra (*2) Equipment maintenance Songdo Landmark City, LLC Real estate development Production of steam, cold and hot water and air-conditioning Construction of road Hyundai Energy Inc. The 2nd Youngdong Highway Co., Ltd. Indonesia Dec. 31 Korea Dec. 31 (In thousands) 14,385 56.76 $ 21.70 14,382 95.00 1,034 95.00 84 41.38 13,626 41.13 14,115 Korea Dec. 31 - - 49.00 2,422 Korea Dec. 31 24.83 36,436 24.40 11,672 20,439 28.73 13,156 - 20.43 2,030 152 66.67 95 The Gyeongnam Highway Co., Ltd. Construction of road Korea Dec. 31 29.50 ERail Co., Ltd. Business facility management service Korea Dec. 31 - Hyundai Resource Development Institute (*2) Vocational training center Korea Dec. 31 100.00 Arian International Contractors Company Construction Iran Oriental Hyundai Quarry Development Corporation Mine development $ Dec. 31 49.00 - 49.00 - Philippine Dec. 31 40.00 - 40.00 163 Uljuchongchun Co., Ltd. (*3 and 4) Service for treatment of water and sewage Korea Dec. 31 18.50 - 18.50 Buhyun Development Co., Ltd. Non-residential building development Korea Dec. 31 30.00 - 30.00 - Suwon Convention City Co., Ltd. Real estate development Korea Dec. 31 29.00 1,374 29.00 1,374 Cheonan Hermeca Development Co., Ltd. Residential building Korea Dec. 31 28.40 135 28.40 135 Daejeon Clean Water Co., Ltd. (*4) Service for treatment of sewage Korea Dec. 31 28.01 - 28.01 406 The Ulsan Harbour Bridge Co., Ltd. Business facility management service Korea Dec. 31 24.50 12,667 24.50 15,508 Incheon Tower Design Limited Company Design and consulting for real estate Korea Dec. 31 22.81 1,776 22.81 1,776 Ganghwa Tidal Power Corporation Co., Ltd. Other electricity production Korea Dec. 31 22.00 10 22.00 10 Seotan ICD. Co., Ltd. Real estate development Construction of waste treatment and antipollution facility Sewage treatment Korea Dec. 31 20.00 948 20.00 948 Ulsan Chongchun Co., Ltd. (*3) Jinju Chongchun Co., Ltd. (*3) Korea Dec. 31 4.50 - 4.50 - Korea Dec. 31 7.77 - 7.77 - Seosan Chongchun Co., Ltd. (*3 and 4) Sewage treatment Korea Dec. 31 14.70 - 14.70 - Busan Finance Center AMC Co., Ltd. (*3) Real estate management Korea Dec. 31 18.48 78 16.38 78 569 Halla Wind Energy Co., Ltd. Other electricity production Korea Dec. 31 22.64 569 28.57 Ohsang Construction Corporation Construction Korea Dec. 31 28.93 - 28.93 - Yulchon 2 Industrial Complex Development Inc. Other real estate construction Korea Dec. 31 48.00 1,819 48.00 1,819 12,077 The 2nd Seoul-Incheon Linking Highway Co., Ltd. Construction of road Korea Dec. 31 21.63 15,346 22.86 The 2nd Beltway Co., Ltd. Construction of road Korea Dec. 31 20.00 2 20.00 2 Miraeseum 3rd (*3 and 4) Construction of building Korea Dec. 31 2.00 7 2.00 31 Hyundai Engineering (Thailand) Co., Ltd. Engineering service Thailand Dec. 31 49.00 - 49.00 - PT Hyundai Engineering Indonesia (*2) LHT International Engineering Joint Stock Company Hyundai Engineering India Pvt. Limited (*2) Engineering service Indonesia Dec. 31 95.00 93 95.00 93 30.00 526 30.00 526 Engineering service Vietnam Engineering service Dec. 31 India Dec. 31 99.99 2 99.99 2 Hyundai Engineering Pakistan (Private) Limited (*2) Engineering service Pakistan Dec. 31 99.99 572 99.99 572 Subic Clean Energy & Infra, Inc. Electricity production Philippine Dec. 31 Miraseum the fourth Co., Ltd. (*3) Construction of building Korea Dec. 31 40.00 45 - - 11.11 10 122,051 - 94,045 $ $ (*1) Busan Jungkwan Energy Co., Ltd., is classified as an associate considering potential voting right. (*2) They are considered as associate as they do not have significant influence on the Group’s consolidated financial statements. (*3) Although ownership percentage is less than 20%, the Group exercises significant influence on the affiliate classified as investments in associates as an employee of the Group is also working as a chief executive officer of the associates. (*4) Impairment loss of ₩683 million ($647 thousand) on Uljuchongchun Co., Ltd., Daejeon Clean Water Co., Ltd., Seosan Chongchun Co., Ltd. and Miraeseum 3rd is recognized on a collective basis. 85 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2)The changes in investment in associates for the years ended December 31, 2013 and 2012, are as follows: Korean won For the year ended December 31, 2012 Korean won For the year ended December 31, 2013 Company Beginning of year Gain (loss) on Impairment valuation loss on using the investments equity in associates method Acquisition Disposal Company Change in accumulated other comprehensive income(loss) Transfer - ₩ - ₩ - ₩ 15,177 - 3 - - - - 15,180 Songdo Landmark City, LLC 14,896 787 (1,299) - - - (4) 14,380 2,556 3,920 (6,457) - - (275) 256 - Hyundai Energy Inc. - ₩ (2,401) ₩ 2,401 ₩ - ₩ - The 2nd Youngdong Highway Co., Ltd. 12,318 27,182 (909) - - - (140) 38,451 The Gyeongnam Highway Co., Ltd. 13,883 7,442 304 - - - (60) 21,569 The Ulsan Harbor Bridge Co., Ltd. 16,366 - (2,916) - - - (83) 13,367 The 2nd Seoul-Incheon Linking Highway Co.,Ltd. 12,746 3,504 (180) - 144 - (18) 16,196 174 1,238 - (2,166) (210) 9,657 Others 11,304 ₩ 99,246 ₩ 43,009 ₩ (12,617) ₩ (683) (683) ₩ 144 ₩ (40) ₩ Change in accumulated other comprehensive income(loss) Disposal End of year (In millions) Busan Jungkwan Energy Co., Ltd. Busan Exhibition & Convention Center LTD. ₩ Acquisition End of year (In millions) Busan Jungkwan Energy Co., Ltd. Beginning of year Gain (loss) on Impairment valuation loss on using the investments in equity method associates - ₩ - ₩ - ₩ - ₩ Busan Exhibition & Convention Center LTD. 14,780 - 397 - - - 15,177 Songdo Landmark City, LLC 16,687 1,150 (2,935) - - (6) 14,896 Hyundai Energy Inc. 11,400 - (8,844) - - - 2,556 ₩ - ₩ - ₩ - The 2nd Youngdong Highway Co., Ltd. 6,901 2,830 2,600 - - (13) 12,318 The Gyeongnam Highway Co., Ltd. 3,140 11,464 (685) - - (36) 13,883 The Ulsan Harbor Bridge Co., Ltd. 16,366 - - - - - 16,366 - 13,829 (1,014) - - (69) 12,746 The 2nd Seoul-Incheon Linking Highway Co.,Ltd. Others 15,438 ₩ 2,166 84,712 ₩ (684) 31,439 ₩ (11,165) ₩ (4,689) (903) (4,689) ₩ (903) ₩ (24) (148) ₩ 11,304 99,246 (259) ₩ 128,800 Translation into U.S. dollars (Note 2) For the year ended December 31, 2012 Translation into U.S. dollars (Note 2) For the year ended December 31, 2013 Company Beginning of year Gain (loss) on Impairment valuation loss on using the investments equity in associates method Acquisition Disposal Company Change in accumulated other comprehensive income(loss) Transfer $ - $ - $ (2,275) $ - $ - $ 2,275 $ - $ - 14,382 - 3 - - - - 14,385 Songdo Landmark City, LLC 14,115 746 (1,231) - - - (4) 13,626 2,422 3,715 (6,119) - - (261) 243 - The 2nd Youngdong Highway Co., Ltd. 11,672 25,758 (861) - - - (133) 36,436 The Gyeongnam Highway Co., Ltd. 13,156 7,052 288 - - - (57) 20,439 The Ulsan Harbor Bridge Co., Ltd. 15,508 - (2,763) - - - (78) 12,667 The 2nd Seoul-Incheon Linking Highway Co.,Ltd. 12,078 3,320 (171) - 137 - (17) 15,347 - (2,052) Others 10,712 $ 94,045 $ 164 1,173 40,755 $ (11,956) $ (647) (647) $ 137 $ (38) $ (199) (245) $ Change in accumulated other comprehensive income(loss) Disposal End of year (In thousands) Busan Jungkwan Energy Co., Ltd. Busan Exhibition & Convention Center LTD. Hyundai Energy Inc. Acquisition End of year (In thousands) Busan Jungkwan Energy Co., Ltd. Beginning of year Gain (loss) on Impairment valuation loss on using the investments in equity method associates - $ - $ - $ 376 - - - 14,382 1,090 (2,781) - - (6) 14,115 - (8,381) - - - 2,422 6,538 2,682 2,464 - - (12) 11,672 The Gyeongnam Highway Co., Ltd. 2,975 10,864 (649) - - (34) 13,156 The Ulsan Harbor Bridge Co., Ltd. 15,508 - - - - - 15,508 - 13,104 (961) - - (65) 12,078 Busan Exhibition & Convention Center LTD. - $ - $ 14,006 - Songdo Landmark City, LLC 15,812 Hyundai Energy Inc. 10,803 The 2nd Youngdong Highway Co., Ltd. The 2nd Seoul-Incheon Linking Highway Co.,Ltd. Others 14,631 $ 9,151 122,051 $ 80,273 $ 2,052 29,792 $ - $ (648) (10,580) $ (4,443) (857) (4,443) $ (857) $ (23) (140) $ - 10,712 94,045 The Group used unaudited financial statements of associates when using the equity method of accounting. The Group does not anticipate that the difference between unaudited and audited financial statements will have a significant effect on the Group’s consolidated financial statements and disclosures. 86 87 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (3) Unrecognized equity method loss and accumulated loss due to discontinuation of equity method as of December 31, 2013 Translation into U.S. dollars (Note 2) For the year ended December 31, 2013 and 2012, are as follows: Korean won Description Translation into U.S. dollars (Note 2) December 31, 2013 Company Current loss Accumulated loss Accumulated equity Current loss Accumulated loss (In millions) Busan Jungkwan Energy Co., Ltd. ₩ 6,279 ₩ Hyundai Engineering (Thailand) Co., Ltd. - Accumulated equity - $ 12,360 - 5,950 $ - $ Accumulated equity Busan Jungkwan Energy Co., Ltd. ₩ Hyundai Engineering (Thailand) Co., Ltd. 32,901 ₩ 379 13,403 (1,308) $ (8) 47,076 101 150,037 257,684 194,285 67,594 144,368 89,794 62,492 160,033 268,575 201,726 71,267 86,788 7,214 29,439 10,040 12,156 5,482 142 $ Total liabilities Accumulated equity Operating income Net loss Other comprehensive income(loss) 313 $ 31,177 $ 359 12,701 (1,239) Total comprehensive loss 139,214 $ 3,673 $ 123 $ 10,041 197,449 140,894 209 26,497 21,836 - - 4,442 - - (1,729) (1,334) (1,164) (637) (716) (634) (1,075) (10,524) (774) (2,886) (621) (677) (634) (274) - - - - - - - (10,524) (774) (2,886) (621) (677) (634) (274) Korean won Description Busan Jungkwan Energy Co., Ltd. The 2nd SeoulThe Ulsan Incheon Linking Harbor Bridge Highway Co., Co., Ltd. Ltd. The 2nd Gyeongnam Songdo Youngdong Highway Co., Landmark City, Highway Co., Ltd. LLC Ltd. Busan Exhibition & Convention Center Ltd. (In millions) Total assets Current liabilities Non-current liabilities Total liabilities 12,111 ₩ 140,241 152,352 45,080 ₩ 65,841 ₩ 49,679 107 94,759 65,948 10,549 ₩ 158,334 168,883 11,493 ₩ 271,934 283,427 7,853 ₩ 205,029 212,882 3,876 71,332 75,208 91,587 7,613 31,067 10,595 12,828 5,785 150 146,913 3,876 130 1 195,540 142,900 71 238,500 11,489 31,197 10,596 208,368 148,685 221 Sales 27,962 23,044 - - 4,688 - - Operating income (1,825) (1,408) (1,228) (672) (756) (669) (1,134) (11,106) (817) (3,046) (655) (714) (669) (289) Net loss Other comprehensive income(loss) Total comprehensive loss 67 29,562 For the year ended December 31, 2012 For the year ended December 31, 2013 Non-current assets 135,412 $ (8) Korean won ₩ 185,293 $ 10,887 2013 and 2012, is as follows: Current assets 1 $ 226,002 (4) Condensed financial information of the associates that is material to the Group as of and for the years ended December 31, Description 3,673 132,892 (In thousands) 330 ₩ 7,441 $ Total assets Accumulated loss (In thousands) 10,891 $ Non-current assets Sales Current loss 9,996 $ - Translation into U.S. dollars (Note 2) Accumulated loss 62,391 $ - December 31, 2012 Current loss 42,718 $ 11,712 Non-current liabilities Company 11,476 $ 34,852 $ Current liabilities Korean won The 2nd SeoulThe Ulsan Incheon Linking Harbor Bridge Highway Co., Co., Ltd. Ltd. The 2nd Gyeongnam Songdo Youngdong Highway Co., Landmark City, Highway Co., Ltd. LLC Ltd. Busan Exhibition & Convention Center Ltd. (In thousands) Current assets (In thousands) 36,779 ₩ Busan Jungkwan Energy Co., Ltd. - - - - - - - (11,106) (817) (3,046) (655) (714) (669) (289) 88 Busan Jungkwan Energy Co., Ltd. Busan Exhibition & Convention Center Ltd. The 2nd Gyeongnam Songdo Youngdong Highway Co., Landmark City, Highway Co., Ltd. LLC Ltd. The 2nd SeoulThe Ulsan Incheon Linking Harbor Bridge Highway Co., Co., Ltd. Ltd. (In millions) Current assets ₩ 13,507 ₩ 32,003 ₩ 65,767 ₩ 2,789 ₩ 13,375 ₩ 9,436 ₩ 13,063 Non-current assets 149,240 60,751 116 53,606 180,511 130,035 42,812 Total assets 162,747 92,754 65,883 56,395 193,886 139,471 55,875 38 10,582 5,823 29,469 5,326 11,730 6,589 Non-current liabilities Current liabilities 227,207 2,845 198 - 129,974 68,000 70 Total liabilities 237,789 8,668 29,667 5,326 141,704 74,589 108 Sales 23,010 22,617 - - 724 - - Operating income (2,416) (4,041) (2,257) (736) (1,131) (465) (2,303) Net income(loss) (10,483) 1,259 (7,049) (625) (976) (464) (1,670) (10,483) 1,259 (7,049) 49 (576) (976) (464) (1,670) Other comprehensive income Total comprehensive income(loss) 89 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Description Busan Jungkwan Energy Co., Ltd. Translation into U.S. dollars (Note 2) Translation into U.S. dollars (Note 2) For the year ended December 31, 2013 For the year ended December 31, 2013 The 2nd SeoulThe Ulsan Incheon Linking Harbor Bridge Highway Co., Co., Ltd. Ltd. The 2nd Gyeongnam Songdo Youngdong Highway Co., Landmark City, Highway Co., Ltd. LLC Ltd. Busan Exhibition & Convention Center Ltd. Company Busan Exhibition & Convention Center Ltd. The 2nd Songdo Youngdong Landmark City, Highway Co., LLC Ltd. (In thousands) Current assets $ 12,799 $ 30,326 $ 62,321 $ The 2nd SeoulThe Ulsan Incheon Linking Harbor Bridge Highway Co., Co., Ltd. Ltd. (In thousands) 2,643 $ 12,674 $ 8,942 $ 12,378 Associates net equity (A) Non-current assets 141,420 57,568 110 50,797 171,052 123,221 40,569 Ownership percentage (B) (%) Total assets 154,219 87,894 62,431 53,440 183,726 132,163 52,947 Net share amount (A*B) Current liabilities Gyeongnam Highway Co., Ltd. $ 78,907 $ 32,930 $ 149,992 $ 71,126 $ 60,833 $ 71,058 21.70 41.38 24.83 29.50 24.50 21.63 17,124 13,626 37,243 20,982 14,904 15,370 10,027 5,518 27,925 5,047 11,115 6,244 36 (-) Removal of internal transaction (2,739) - (807) (543) (2,237) (23) Non-current liabilities 215,301 2,696 188 - 123,163 64,437 66 Book value 14,385 13,626 36,436 20,439 12,667 15,347 Total liabilities 225,328 8,214 28,113 5,047 134,278 70,681 102 21,804 21,432 - - 686 - - Operating income (2,289) (3,829) (2,139) (697) (1,072) (441) (2,182) Net income(loss) (9,934) 1,193 (6,680) (592) (925) (440) (1,582) - - - 46 - - - (9,934) 1,193 (6,680) (546) (925) (440) (1,582) Sales Other comprehensive income Total comprehensive income(loss) (5) Adjustment to the carrying amount of investment in associates that is material to the Group as of December 31, 2013 is as 11. INTERESTS IN JOINT OPERATIONS: Joint arrangement projects that are material to the Group as of and for the year ended December 31, 2013, are as follows: Name of the Project Jubail Polysilicon Project Marina South Mixed Development follows: Bello Wastewater Treatment Plant Korean won Venezuela Puerto Lacruz Refinery Project For the year ended December 31, 2013 Company Busan Exhibition & Convention Center Ltd. The 2nd Songdo Youngdong Landmark City, Highway Co., LLC Ltd. Gyeongnam Highway Co., Ltd. Construction of Third Bosporus Bridge The 2nd SeoulThe Ulsan Incheon Linking Harbor Bridge Highway Co., Co., Ltd. Ltd. Associates net equity (A) Net share amount (A*B) ₩ 83,270 ₩ 34,751 ₩ 158,287 ₩ 75,059 ₩ 64,197 ₩ 74,987 21.70 41.38 24.83 29.50 24.50 21.63 18,070 14,380 39,303 22,142 15,728 16,220 (-) Removal of internal transaction (2,890) - (852) (573) (2,361) (24) Book value 15,180 14,380 38,451 21,569 13,367 16,196 90 Proportion of participating (%) Saudi Arabia 50.00 Singapore 60.00 Colombia 65.00 Bolivarian Republic of Venezuela 69.30 Turkey 60.00 Sri Lanka 65.00 Moreover, joint arrangement projects are undertaken to complete constructions that are located in the Middle East, Asia, South America, etc. The Group has a right to construction revenue and an obligation to incurred expenses according to the proportion of participating share held (In millions) Ownership percentage (B) (%) Sri Lanka Keels City Project Country of incorporation by the Group. 91 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 12. INVESTMENT PROPERTY: (2) The changes in investment property for the year ended December 31, 2012, are as follows: (1) The changes in investment property for the year ended December 31, 2013, are as follows: Korean won Description Korean won Description Land Buildings 1,080 ₩ ₩ (In millions) Beginning of year 26,749 ₩ 27,829 38,766 - 38,766 - (560) (560) 39,846 26,189 66,035 Beginning of year - (1,354) (1,354) Effect of exchange rate End of year Total Acquisition cost: (In millions) Transfer(*) Buildings Total Acquisition cost: Beginning of year Land Accumulated depreciation: Depreciation - (540) (540) Effect of exchange rate - 13 13 End of year - (1,881) (1,881) Book value: Beginning of year ₩ 1,080 ₩ 25,395 ₩ 26,475 End of year ₩ 39,846 ₩ 24,308 ₩ 64,154 1,080 ₩ ₩ 166 ₩ 1,246 Changes in scope for consolidation - 28,975 28,975 Transfer(*) - (431) (431) Effect of exchange rate End of year - (1,961) (1,961) 1,080 26,749 27,829 Accumulated depreciation: Beginning of year - (41) (41) Depreciation - (503) (503) Changes in scope for consolidation - (895) (895) Transfer(*) - 16 16 Effect of exchange rate - 69 69 End of year - (1,354) (1,354) Book value: Beginning of year ₩ 1,080 ₩ 125 ₩ 1,205 End of year ₩ 1,080 ₩ 25,395 ₩ 26,475 Translation into U.S. dollars (Note 2) Description Land Buildings Total Translation into U.S. dollars (Note 2) Description (In thousands) Land Buildings Acquisition cost: Beginning of year $ Transfer(*) Effect of exchange rate End of year 1,023 $ 25,348 $ 26,371 36,735 - 36,735 - (532) (532) 37,758 24,816 62,574 Accumulated depreciation: Beginning of year - (1,283) (1,283) Depreciation - (512) (512) Effect of exchange rate - 13 13 End of year - (1,782) (1,782) Book value: Beginning of year $ 1,023 $ 24,065 $ 25,088 End of year $ 37,758 $ 23,034 $ 60,792 (*) The book value of ₩38,766 million ($36,735 thousand) is transferred from property, plant and equipment to investment property. Total (In thousands) Acquisition cost: Beginning of year $ 1,023 $ 157 $ - Transfer(*) - (408) (408) Effect of exchange rate - (1,858) (1,858) 1,023 25,348 26,371 End of year 27,457 1,180 Changes in scope for consolidation 27,457 Accumulated depreciation: Beginning of year - (38) (38) Depreciation - (477) (477) Changes in scope for consolidation - (848) (848) Transfer(*) - 15 15 Effect of exchange rate - 65 65 End of year - (1,283) (1,283) Book value: Beginning of year $ 1,023 $ 119 $ 1,142 End of year $ 1,023 $ 24,065 $ 25,088 (*) The book value of ₩415 million ($393 thousand) is transferred from investment property to property, plant and equipment. 92 93 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 13. PROPERTY, PLANT AND EQUIPMENT: (3) Recognized gain on investment property for the years ended December 31, 2013 and 2012, is as follows: Korean won Description 2013 2012 2013 (In millions) Revenues-rental ₩ Direct operating expenses (1) The changes in property, plant and equipment for the year ended December 31, 2013, are as follows: Translation into U.S. dollars (Note 2) 2012 Korean won (In thousands) 1,024 ₩ 472 $ 1,153 959 Description 970 $ 447 1,093 Land Buildings Machinery and equipment Structures 909 Tools, furniture and fixtures Vehicles Ships Construction in progress Others Total (In millions) Acquisition cost: (4) The book value and fair value of investment property as of December 31, 2013, are as follows Korean won Description Book value Fair value(*) (In millions) Land ₩ Buildings Beginning of year Translation into U.S. dollars (Note 2) Book value Fair value(*) (In thousands) Acquisition Changes in scope for consolidation Disposal Transfer (*) 34,223 ₩ 315,097 ₩ 45,837 ₩ 106,866 ₩ 320,099 ₩ 26,600 ₩ 99,637 ₩ 1,728,266 39,128 8,230 218 24,911 8,018 20,533 14,081 - 48,964 164,083 - 41,966 46,718 435,215 - 73 - 78 13,496 537,546 (9,273) ₩ (94,124) ₩ (24,513) ₩ (25,086) ₩ (1,215) ₩ (12,426) ₩ (8,240) ₩ (13,338) ₩ - ₩ (33) ₩ (781) (1,048) - (765) 620 830 (3,748) 1,012 (48,181) - 103 - 257 (1,267) (646) - (531) - (2,084) 578,440 239,466 79,944 762,289 44,968 114,318 330,432 27,126 104,643 2,281,626 Beginning of year - (46,368) (10,074) (199,463) (23,456) (71,030) (216,074) (6,324) - (572,789) Depreciation - (5,258) (1,446) (44,465) (7,465) (14,490) (13,980) (1,991) - (89,095) Changes in scope for consolidation - (1,070) (1,191) (11,098) - (56) - (25) - (13,440) Disposal - 7,126 153 11,404 5,941 11,648 - 14 - 36,286 Transfer (*) - 1,643 - 850 (16) (37) 3,644 565 - 6,649 Effect of exchange rate - 93 - 93 836 618 - 110 - 1,750 End of year - (43,834) (12,558) (242,679) (24,160) (73,347) (226,410) (7,651) - (630,639) 39,846 ₩ 39,899 $ 37,758 $ 37,808 Effect of exchange rate 24,308 25,379 23,034 24,049 End of year 64,154 65,278 60,792 61,857 (*) The fair value of investment property is classified as Level 3 (unobservable inputs for the asset or liability) based on inputs that were used in valuation technique. ₩ 564,606 ₩ 215,301 ₩ (52,061) Accumulated depreciation: Accumulated impairment loss: Beginning of year - (5,367) (5,840) (240) - - - - - (11,447) Impairment loss - - (1,559) - - - - - - (1,559) Disposal - - - 240 - - - - - 240 End of year - (5,367) (7,399) - - - - - - (12,766) Book value: 94 Beginning of year ₩ 564,606 ₩ 163,566 ₩ 18,309 ₩ 115,394 ₩ 22,381 ₩ 35,836 ₩ 104,025 ₩ 20,276 ₩ 99,637 ₩ 1,144,030 End of year ₩ 578,440 ₩ 190,265 ₩ 59,987 ₩ 519,610 ₩ 20,808 ₩ 40,971 ₩ 104,022 ₩ 19,475 ₩ 104,643 ₩ 1,638,221 95 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2) The changes in property, plant and equipment for the year ended December 31, 2012, are as follows: Translation into U.S. dollars (Note 2) Description Land Buildings Machinery and equipment Structures Tools, furniture and fixtures Vehicles Ships Construction in progress Others Korean won Total Description Land (In thousands) Buildings Machinery and equipment Structures Acquisition cost: Beginning of year $ Acquisition Changes in scope for consolidation Disposal Transfer (*) Effect of exchange rate End of year 535,019 $ 204,019 $ 32,430 $ 298,585 $ 43,435 $ 101,266 $ 303,325 $ 25,206 $ 94,416 $ 1,637,701 37,078 7,799 207 23,606 7,598 19,457 13,343 - 46,397 155,485 - 39,767 44,269 412,409 - 69 - 74 12,789 509,377 (23,228) (23,771) (1,151) (11,775) (7,808) (12,639) - (31) (8,787) (89,190) (741) (993) - (726) 588 786 (3,551) 958 (45,656) (49,335) - 98 - 244 (1,201) (612) - (503) - (1,974) 548,128 226,919 75,755 722,343 42,612 108,327 313,117 25,704 99,159 2,162,064 Accumulated depreciation: Beginning of year - (43,938) (9,546) (189,011) (22,227) (67,308) (204,751) (5,993) - (542,774) Depreciation - (4,982) (1,370) (42,135) (7,074) (13,731) (13,247) (1,887) - (84,426) Changes in scope for consolidation - (1,014) (1,129) (10,516) - (53) - (24) - (12,736) Disposal - 6,753 145 10,806 5,630 11,038 - 14 - 34,386 Transfer (*) - 1,556 - 806 (15) (35) 3,452 536 - 6,300 Effect of exchange rate - 88 - 88 792 586 - 104 - 1,658 End of year - (41,537) (11,900) (229,962) (22,894) (69,503) (214,546) (7,250) - (597,592) - (5,086) (5,534) (227) - - - - - (10,847) Accumulated impairment loss: Beginning of year Impairment loss - - (1,477) - - - - - - (1,477) Disposal - - - 227 - - - - - 227 End of year - (5,086) (7,011) - - - - - - (12,097) Book value: Beginning of year $ 535,019 $ 154,995 $ 17,350 $ 109,347 $ 21,208 $ 33,958 $ 98,574 $ 19,213 $ 94,416 $ 1,084,080 End of year $ 548,128 $ 180,296 $ 56,844 $ 492,381 $ 19,718 $ 38,824 $ 98,571 $ 18,454 $ 99,159 $ 1,552,375 Ships Construction in progress Others Total (In millions) Acquisition cost: Beginning of year ₩ Acquisition Changes in scope for consolidation 508,574 ₩ 41,378 ₩ 99,171 ₩ 95 200,434 ₩ 37 26,913 ₩ - 292,540 ₩ 28,513 15,745 13,700 96 350 38,548 97,084 - 10,264 - 529 921 2,758 - 21,330 - 35,802 334,883 ₩ 6,593 ₩ 137,250 ₩ 1,647,736 Disposal (1,877) (435) - (11,866) (7,766) (5,363) (55) - - (27,362) Transfer (*) 57,814 5,637 7,310 6,379 25 (1,909) (14,825) (351) (76,161) (16,081) Effect of exchange rate - (636) - (998) (4,466) (1,491) - (1,322) - (8,913) 564,606 215,301 34,223 315,097 45,837 106,866 320,099 26,600 99,637 1,728,266 - (40,650) (9,158) (172,158) (23,024) (63,497) (204,047) (3,430) - (515,964) Depreciation - (5,164) (916) (39,408) (7,708) (13,127) (14,450) (2,014) - (82,787) Changes in scope for consolidation - (688) - (103) (172) (394) - (1,848) - (3,205) Disposal - 73 - 10,089 5,765 4,597 123 - - 20,647 End of year Accumulated depreciation: Beginning of year Transfer (*) - (4) - 1,336 - - 2,300 808 - 4,440 Effect of exchange rate - 65 - 781 1,683 1,391 - 160 - 4,080 End of year - (46,368) (10,074) (199,463) (23,456) (71,030) (216,074) (6,324) - (572,789) Accumulated impairment loss: Beginning of year - (5,367) (5,840) (240) - - - - - (11,447) End of year - (5,367) (5,840) (240) - - - - - (11,447) Book value: Beginning of year ₩ 508,574 ₩ 154,417 ₩ 11,915 ₩ 120,142 ₩ 18,354 ₩ 35,674 ₩ 130,836 ₩ 3,163 ₩ 137,250 ₩ 1,120,325 End of year ₩ 564,606 ₩ 163,566 ₩ 18,309 ₩ 115,394 ₩ 22,381 ₩ 35,836 ₩ 104,025 ₩ 20,276 ₩ 99,637 ₩ 1,144,030 (*) The book value of ₩4,204 million ($3,984 thousand) is transferred from property, plant and equipment to assets held for sale. The book value of ₩38,766 million ($36,735 thousand) is transferred from property, plant and equipment to investment property. The book value of ₩4,865 million ($4,610 thousand) is transferred from inventories to property, plant and equipment. The book value of ₩7,030 million ($6,662 thousand) and ₩277 million ($264 thousand) is transferred from property, plant and equipment to intangible assets and other assets, respectively. 96 Tools, furniture and fixtures Vehicles 97 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Translation into U.S. dollars (Note 2) Description Land Buildings Machinery and equipment Structures Tools, furniture and fixtures Vehicles Ships Construction in progress Others 14. BORROWING COSTS: Total Capitalization of borrowing costs for the years ended December 31, 2013 and 2012, is as follows: (In thousands) Korean won Acquisition cost: Description Beginning of year $ 481,924 Acquisition $ 189,931 $ 25,503 $ 277,210 $ 39,209 $ 93,975 $ 317,334 $ 6,248 $ 130,058 $ 1,561,392 90 35 - 27,019 14,920 12,982 91 332 36,528 91,997 - 9,726 - 501 873 2,614 - 20,212 - 33,926 Disposal (1,779) (412) - (11,244) (7,359) (5,082) (52) - - (25,928) Capitalized interest expenses Transfer (*) 54,784 5,342 6,927 6,045 24 (1,809) (14,048) (333) (72,170) (15,238) Capitalization rate Changes in scope for consolidation Effect of exchange rate - (603) - (946) (4,232) (1,414) - (1,253) - (8,448) 535,019 204,019 32,430 298,585 43,435 101,266 303,325 25,206 94,416 1,637,701 - (38,520) (8,678) (163,137) (21,817) (60,170) (193,354) (3,251) - (488,927) Depreciation - (4,893) (868) (37,343) (7,305) (12,439) (13,693) (1,908) - (78,449) Changes in scope for consolidation - (652) - (98) (163) (373) - (1,750) - (3,036) Disposal - 69 - 9,560 5,463 4,356 117 - - 19,565 Transfer (*) - (4) - 1,266 - - 2,179 766 - 4,207 Effect of exchange rate - 62 - 741 1,595 1,318 - 150 - 3,866 End of year - (43,938) (9,546) (189,011) (22,227) (67,308) (204,751) (5,993) - (542,774) End of year Accumulated depreciation: Beginning of year Accumulated impairment loss: 2013 Translation into U.S. dollars (Note 2) 2012 2013 Inventory, etc. Inventory, etc. (In millions) Qualifying assets Inventory, etc. 11,164 ₩ ₩ 3.75%-4.73% 2012 (In thousands) 8,953 $ 3.27%-4.03% Inventory, etc. 10,579 $ 3.75%-4.73% 8,484 3.27%-4.03% 15. INTANGIBLE ASSETS: (1) Changes in intangible assets for the year ended December 31, 2013, are as follows: Korean won Description Goodwill Other intangible assets Membership Total (In millions) Acquisition cost: Beginning of year - $ End of year $ - (5,086) $ (5,086) (5,534) $ (5,534) (227) - $ (227) - $ - - $ - $ - - - $ - $ - (10,847) Beginning of year (10,847) Acquisition Book value: 6,761 ₩ ₩ Changes in scope for consolidation 36,140 ₩ 47,484 ₩ 90,385 - 3,352 2,457 5,809 3,252 - - 3,252 Beginning of year $ 481,924 $ 146,325 $ 11,291 $ 113,846 $ 17,392 $ 33,805 $ 123,980 $ 2,997 $ 130,058 $ 1,061,618 Disposal - (419) - (419) End of year $ 535,019 $ 154,995 $ 17,350 $ 109,347 $ 21,208 $ 33,958 $ 98,574 $ 19,213 $ 94,416 $ 1,084,080 Transfer (*) - - 7,030 7,030 Effect of exchange rate - - (307) (307) 10,013 39,073 56,664 105,750 Beginning of year - - (12,973) (12,973) Amortization - - (3,632) (3,632) Effect of exchange rate - - 3 3 - ₩ - ₩ (*) The book value of ₩415 million ($393 thousand) is transferred from investment property to property, plant and equipment. The book value of ₩8,518 million ($8,071 thousand) is transferred from property, plant and equipment to inventories. The book value of ₩3,538 million ($3,353 thousand) is transferred from property, plant and equipment to intangible assets. (3) Allocation of depreciation on property, plant and equipment for the years ended December 31, 2013 and 2012, is as follows: Korean won Description 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In millions) Cost of sales 80,273 ₩ ₩ Selling and administrativ expenses Other expenses ₩ 98 End of year 2012 76,067 $ Beginning of year 70,559 8,818 8,302 8,356 7,867 4 24 3 23 89,095 ₩ 82,787 $ 84,426 $ ₩ (16,602) ₩ (16,602) Accumulated impairment loss: (In thousands) 74,461 $ End of year Accumulated amortization: 78,449 - (631) - (631) Impairment loss (3,252) (619) - (3,871) End of year (3,252) (1,250) - (4,502) Book value: Beginning of year ₩ 6,761 ₩ 35,509 ₩ 34,511 ₩ 76,781 End of year ₩ 6,761 ₩ 37,823 ₩ 40,062 ₩ 84,646 99 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2) Changes in intangible assets for the year ended December 31, 2012, are as follows: Translation into U.S. dollars (Note 2) Description Goodwill Other intangible assets Membership Total Korean won Description (In thousands) Goodwill Acquisition cost: Beginning of year 6,407 $ $ Acquisition 34,245 $ 44,997 $ 85,649 - 3,177 2,328 5,505 3,082 - - 3,082 Disposal - (397) - (397) Transfer (*) - - 6,662 6,662 Effect of exchange rate - - (292) (292) 9,489 37,025 53,695 100,209 Changes in scope for consolidation End of year Accumulated amortization: Beginning of year - - (12,293) (12,293) Amortization - - (3,442) (3,442) Effect of exchange rate - - 3 3 End of year - - (15,732) (15,732) Accumulated impairment loss: Beginning of year - (599) - (599) Impairment loss (3,082) (586) - (3,668) End of year (3,082) (1,185) - (4,267) Book value: Beginning of year $ 6,407 $ 33,646 $ 32,704 $ 72,757 End of year $ 6,407 $ 35,840 $ 37,963 $ 80,210 (*) The book value of ₩7,030 million ($6,662 thousand) is transferred from property, plant and equipment to intangible assets. 100 Other intangible assets Membership Total (In millions) Acquisition cost: Beginning of year 5,851 ₩ ₩ Acquisition - Changes in scope for consolidation 35,621 ₩ 14,542 ₩ 56,014 4,938 2,132 7,070 910 - 27,792 28,702 Disposal - (4,419) - (4,419) Transfer (*) - - 3,538 3,538 Effect of exchange rate - - (520) (520) 6,761 36,140 47,484 90,385 Beginning of year - - (10,101) (10,101) Amortization - - (2,513) (2,513) - ₩ - ₩ Effect of exchange rate - - 40 40 End of year - - (12,973) (12,973) Beginning of year - (1,638) - (1,638) Impairment loss - (582) - (582) Reversal of impairments - 1,589 - 1,589 End of year - (631) - (631) End of year Accumulated amortization: Changes in scope for consolidation ₩ (399) ₩ (399) Accumulated impairment loss: Book value: Beginning of year ₩ 5,851 ₩ 33,983 ₩ 4,441 ₩ 44,275 End of year ₩ 6,761 ₩ 35,509 ₩ 34,511 ₩ 76,781 101 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (3) Allocation of amortization on intangible assets for the years ended December 31, 2013 and 2012, is as follows: Translation into U.S. dollars (Note 2) Description Goodwill Other intangible assets Membership Total Korean won Description (In thousands) 2013 2012 Acquisition cost: Beginning of year 5,544 $ $ Acquisition 33,754 $ 13,780 $ 53,078 - 4,679 2,021 6,700 863 - 26,336 27,199 Disposal - (4,188) - (4,188) Transfer (*) - - 3,353 3,353 Effect of exchange rate - - (493) (493) 6,407 34,245 44,997 85,649 Changes in scope for consolidation End of year Translation into U.S. dollars (Note 2) 2013 (In millions) Cost of sales (In thousands) 2,219 ₩ ₩ Selling and administrative expenses 1,557 $ 1,413 2,513 $ Korean won - - (9,572) (9,572) Amortization - - (2,381) (2,381) Changes in scope for consolidation - - (378) (378) Effect of exchange rate - - 38 38 End of year - - (12,293) (12,293) - (1,552) - (1,552) Accumulated impairment loss: Beginning of year Impairment loss - (552) - (552) Reversal of impairments - 1,505 - 1,505 End of year - (599) - (599) Description 2013 5,544 $ 32,202 $ 4,208 $ 41,954 End of year $ 6,407 $ 33,646 $ 32,704 $ 72,757 Translation into U.S. dollars (Note 2) 2012 62,059 ₩ ₩ 2013 2012 (In thousands) 73,874 $ 58,807 $ 70,003 Trade, other and long-term other payables as of December 31, 2013 and 2012, are as follows: Korean won Accounts December 31, 2013 December 31, 2012 (In millions) Trade payables Accounts payable-trade Other payables Accounts payable-other (*) The book value of ₩3,538 million ($3,353 thousand) is transferred from property, plant and equipment to intangible assets. Long-term other payables ₩ 2,418,312 ₩ 2,204,102 2,418,312 2,204,102 797,172 661,272 Present value of discounts (3,359) - Accrued expenses 22,153 8,351 Withholdings 216,754 168,050 1,032,720 837,673 Long-term accounts 67,365 - payable-other (2,054) - 283,412 240,318 Present value of discounts 102 2,381 16. TRADE, OTHER AND LONG-TERM OTHER PAYABLES: Book value: $ 906 3,442 $ (In millions) Selling and administrative expenses Description Beginning of year 1,475 1,339 (4) Recognized research and development expenses for the years ended December 31, 2013 and 2012, are as follows: Accumulated amortization: Beginning of year 2,103 $ 956 3,632 ₩ ₩ 2012 Deposits received (13,312) (13,158) Present value of discounts 335,411 227,160 103 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2) Long-term borrowings as of December 31, 2013 and 2012, are as follows: Translation into U.S. dollars (Note 2) Description Accounts December 31, 2013 December 31, 2012 Description (In thousands) Trade payables Accounts payable-trade Other payables $ Accounts payable-other 2,088,602 2,291,587 2,088,602 755,398 626,620 Present value of discounts (3,183) - Accrued expenses 20,992 7,913 205,396 159,244 Withholdings Long-term other payables 2,291,587 $ 978,603 793,777 Long-term accounts 63,835 - payable-other (1,947) - Present value of discounts 268,561 227,725 Deposits received (12,614) (12,469) Present value of discounts 317,835 215,256 Annual interest rate at Dec. 31, 2013 Lender Korean won December 31, 2013 December 31, 2012 (In millions) Manufacturing loans The Export-Import Bank of Korea General loans Woori Investment & Securities Co., Ltd., and others Credit loans Korea Housing Guarantee Facility loans Korea Development Bank and others Commercial paper You-First Hanoi the 1st Co., Ltd., and others 2.92%-3.57% ₩ 146,679 157,936 1.00% 44,667 44,667 3.95%-8.10%, Return of non-guaranteed bond (due in three years) of AAgrade+1.60% 438,920 - - 38,000 823,175 320,617 - Less: current portion (1) Short-term borrowings as of December 31, 2013 and 2012, are as follows: Annual interest rate at Dec. 31, 2013 Lender Korean won Trade financing Woori Bank and others 0.25%-0.98% ₩ 139,984 ₩ 139,955 General loans Construction Guarantee Cooperative 1.65% 30,000 45,044 Guarantee loans New Hanoi the 1st Co., Ltd. 3.34% 39,300 - Operating loans Construction Guarantee Cooperative and others 1.65%-7.90%, three-month (“3M”) London Inter-Bank Offered Rate (“LIBOR”)+1.39% 29,810 901 ₩ Description Annual interest rate at Dec. 31, 2013 Lender Annual interest rate at Dec. 31, 2013 Lender 239,094 ₩ 185,900 December 31, 2013 December 31, 2012 The Export-Import Bank of Korea General loans Woori Investment & Securities Co., Ltd., and others Credit loans Korea Housing Guarantee Facility loans Korea Development Bank and others Commercial paper You-First Hanoi the 1st Co., Ltd., and others 2.92%-3.57% 0.25%-0.98% Woori Bank and others Construction Guarantee Cooperative 1.65% 28,428 42,684 Guarantee loans New Hanoi the 1st Co., Ltd. 3.34% 37,241 - Operating loans Construction Guarantee Cooperative and others 1.65%-7.90%, 3M LIBOR+1.39% 28,247 853 $ $ 104 132,649 $ 226,565 $ $ (89,691) 223,380 182,800 $ 75,821 3.85%, 3.92%, 3M LIBOR+2.85% 138,993 149,660 1.00% 42,326 42,326 3.95%-8.10%, return of non-guaranteed bond (due in three years) of AAgrade+1.60% 415,920 - - 36,009 780,039 303,816 - Less: current portion (7,289) (7,151) 772,750 296,665 (202,904) $ Trade financing 601,358 ₩ (In thousands) Manufacturing loans (In thousands) General loans 313,071 December 31, 2013 December 31, 2012 Less: present value of discounts Translation into U.S. dollars (7,546) 815,482 Translation into U.S. dollars (Note 2) December 31, 2013 December 31, 2012 (In millions) (7,693) (214,124) ₩ 17. BORROWINGS AND DEBENTURES: Description 80,014 3.85%, 3.92%, 3M LIBOR+2.85% Less: present value of discounts Description 192,909 ₩ 132,621 176,158 105 569,846 $ (84,991) 211,674 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (3) Debentures issued as of December 31, 2013 and 2012, are as follows: Description Year issued Maturity Annual interest rate Dec. 31, 2013 Korean won Maturity Annual interest rate Dec. 31, 2013 Privately placed bonds 12/31/2012 12/31/2013 - Unsecured public offered bonds 06/17/2010 06/17/2013 - - 189,520 Unsecured public offered bonds 10/28/2010 10/28/2013 - - 142,139 94,760 December 31, 2013 December 31, 2012 (In thousands) December 31, 2013 December 31, 2012 (In millions) Privately placed bonds 12/31/2012 12/31/2013 - Unsecured public offered bonds 06/17/2010 06/17/2013 - - 200,000 Unsecured public offered bonds 10/28/2010 10/28/2013 - - 150,000 Unsecured public offered bonds 10/28/2010 10/28/2015 5.15% 100,000 100,000 Unsecured public offered bonds 05/09/2011 05/09/2014 4.54% 100,000 100,000 Unsecured public offered bonds 06/23/2011 06/23/2015 4.49% 150,000 150,000 Unsecured public offered bonds 09/07/2011 09/07/2014 4.29% 100,000 100,000 Unsecured public offered bonds 09/07/2011 09/07/2016 4.57% 100,000 100,000 Unsecured public offered bonds 03/06/2012 03/06/2017 4.28% 100,000 100,000 Unsecured public offered bonds 10/30/2012 10/30/2017 3.35% 200,000 200,000 Unsecured public offered bonds 04/11/2013 04/11/2018 3.07% 100,000 - Unsecured public offered bonds 04/11/2013 04/11/2020 3.40% 100,000 - Unsecured public offered bonds 10/11/2013 10/11/2016 3.39% 110,000 - Unsecured public offered bonds 10/11/2013 10/11/2018 3.80% 90,000 - Privately placed bonds 09/17/2013 09/17/2018 3.90% ₩ Discount on bonds Current portion of debentures issued Discount on bonds Debentures issued (non-current) Discount on bonds - ₩ 10 10 - 1,250,010 1,200,010 (3,011) (2,739) 1,246,999 1,197,271 200,000 350,010 (146) (302) 199,854 349,708 1,050,010 850,000 (2,864) ₩ 106 Translation into U.S. dollars (Note 2) Year issued Description 1,047,146 ₩ $ - $ 9 Unsecured public offered bonds 10/28/2010 10/28/2015 5.15% 94,760 Unsecured public offered bonds 05/09/2011 05/09/2014 4.54% 94,760 94,760 Unsecured public offered bonds 06/23/2011 06/23/2015 4.49% 142,139 142,139 Unsecured public offered bonds 09/07/2011 09/07/2014 4.29% 94,760 94,760 Unsecured public offered bonds 09/07/2011 09/07/2016 4.57% 94,760 94,760 Unsecured public offered bonds 03/06/2012 03/06/2017 4.28% 94,760 94,760 Unsecured public offered bonds 10/30/2012 10/30/2017 3.35% 189,520 189,520 Unsecured public offered bonds 04/11/2013 04/11/2018 3.07% 94,760 - Unsecured public offered bonds 04/11/2013 04/11/2020 3.40% 94,760 - Unsecured public offered bonds 10/11/2013 10/11/2016 3.39% 104,235 - Unsecured public offered bonds 10/11/2013 10/11/2018 3.80% 85,284 - Privately placed bonds 09/17/2013 09/17/2018 3.90% Discount on bonds Current portion of debentures issued Discount on bonds Debentures issued (non-current) Discount on bonds 9 - 1,184,507 1,137,127 (2,853) (2,595) 1,181,654 1,134,532 189,519 331,669 (138) (286) 189,381 331,383 994,987 805,458 (2,714) $ (2,437) 847,563 107 992,273 $ (2,309) 803,149 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 18. PROVISIONS: 19. OTHER CURRENT FINANCIAL LIABILITIES AND NON-CURRENT FINANCIAL LIABILITIES: (1) The changes in provisions for the year ended December 31, 2013, are as follows: Other current financial liabilities and non-current financial liabilities as of December 31, 2013 and 2012, are as follows: Korean won Company Beginning of year Accrual Reversals Korean won Use Effect of exchange rate End of year ₩ 252,786 ₩ ₩ 322,685 ₩ Provision for litigation 52,632 ₩ 69,899 (6,701) ₩ 26,771 (10,640) 79,403 ₩ (17,341) ₩ (30,943) ₩ (1,752) (293) ₩ 185 (32,695) ₩ (108) ₩ Accounts December 31, 2013 December 31, 2012 (In millions) (In millions) Provision for construction warranties Description 267,481 Other current financial liabilities Current provision for financial guarantees Other non-current financial liabilities Non-current provision for financial guarantees ₩ 17,890 ₩ 15,861 37,262 18,397 84,463 351,944 Translation into U.S. dollars (Note 2) Description Translation into U.S. dollars (Note 2) Company Beginning of year Accrual Reversals Use Effect of exchange rate End of year (In thousands) Provision for construction warranties $ Provision for litigation 239,541 $ 49,874 $ 66,236 $ 305,777 $ (6,350) $ 25,368 (10,082) 75,242 $ (16,432) $ (29,322) $ (278) $ (1,660) 175 (30,982) $ (103) $ Accounts December 31, 2013 December 31, 2012 (In thousands) Other current financial liabilities Current provision for financial guarantees Other non-current financial liabilities Non-current provision for financial guarantees ₩ 16,953 ₩ 15,030 35,309 17,433 253,465 80,037 333,502 20. OTHER CURRENT LIABILITIES AND NON-CURRENT LIABILITIES Other current liabilities and non-current liabilities as of December 31, 2013 and 2012, are as follows: (2) The changes in provisions for the year ended December 31, 2012, are as follows: Korean won Description Korean won Company Beginning of year Accrual Reversals Use Effect of exchange rate End of year ₩ Provision for litigation 251,807 ₩ 59,683 ₩ 27,663 ₩ 279,470 ₩ 56,978 (9,853) ₩ (12,188) 116,661 ₩ (1,922) (22,041) ₩ December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 Value-added tax withheld ₩ Other advance receipts (43,630) ₩ (5,221) ₩ (632) (45,552) ₩ (5,853) ₩ Unearned income 252,786 Other non-current l iabilities Long-term unearned income Translation into U.S. dollars (Note 2) Company Beginning of year Accrual Reversals Use Effect of exchange rate End of year (In thousands) Provision for construction warranties $ Provision for litigation 238,612 $ 56,555 $ 26,213 $ 264,825 $ 53,992 110,547 $ 108 (9,337) $ (11,549) (20,886) $ (41,342) $ (1,821) (43,163) $ (4,947) $ (599) (5,546) $ 239,541 66,236 305,777 109 (In thousands) 9,945 ₩ 26,193 $ 9,424 $ 24,820 5,729 69,137 5,428 65,514 4,645 ₩ ₩ 69,899 322,685 Translation into U.S. dollars (Note 2) (In millions) Other current liabilities (In millions) Provision for construction warranties Accounts 5,268 $ 4,402 $ 4,993 20,319 100,598 19,254 95,327 12,914 12,224 12,237 11,583 12,914 12,224 12,237 11,583 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 21. RETIREMENT BENEFIT PLAN: (3) The changes in fair value of plan assets for the years ended December 31, 2013 and 2012, are as follows: The Group operates a retirement benefit plan for its employees, and according to the plan, the employees will be paid their average salary Korean won Description amount of the final three months multiplied by the number of years vested, adjusted for payment rate and other. The actuarial valuation of 2013 plan assets and the retirement benefit liabilities is performed by a reputable actuary using the pension actuarial method. Translation into U.S. dollars (Note 2) 2012 2013 (In millions) (1) The amounts recognized in the consolidated statements of financial position related to retirement benefit obligation as of December 31, 2013 and 2012, are as follows: Fair value of plan assets Changes in financial assumptions Transfer in between affiliates (In thousands) 547,740 ₩ ₩ 506,502 $ 519,037 $ 479,960 (325,772) (332,960) (308,701) (315,512) 221,968 173,542 210,336 164,448 Retirement benefit obligation (2) The changes in present value of defined benefit obligation for the years ended December 31, 2013 and 2012, are as follows: Korean won Description 2013 2013 (In millions) Beginning of year 506,502 ₩ ₩ 421,894 $ 479,960 $ 399,786 47,800 Interest expenses 17,310 18,235 16,403 17,279 (888) (3,682) (841) (3,489) (16,883) 41,562 (15,998) 39,384 23,513 30,219 22,281 28,635 Changes in scope for consolidation 259 - 244 - Transfer in between affiliates 520 - 493 - (46,249) (52,169) (43,825) (49,435) 547,740 ₩ 506,502 $ 519,037 $ 479,960 Remeasurements: End of year ₩ 10,765 14,340 147 - 139 215 34 227 32 1,156 - 1,095 - 18,849 2,678 17,861 2,538 (37,879) (34,505) (35,894) (32,697) (855) - 325,772 ₩ ₩ (809) 332,960 $ - 308,701 $ 315,512 (4) Income and loss related to defined benefit plan for the years ended December 31, 2013 and 2012, are as follows: 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In millions) Current service cost 2012 (In thousands) 63,656 ₩ ₩ Interest expenses Expected return on plan assets 50,443 $ 60,320 $ 47,800 17,310 18,235 16,403 17,279 (11,360) (15,133) (10,765) (14,340) 69,606 ₩ 53,545 $ 65,958 $ 50,739 Selling and administrative expenses 16,294 15,532 15,440 14,718 Manufacturing costs 53,312 38,013 50,518 36,021 ₩ (5) The changes in remeasurements of defined benefit plan recognized as other comprehensive income(loss) for the years ended December 31, 2013 and 2012, are as follows: Korean won Description 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In millions) Beginning of year ₩ (111,051) ₩ ₩ (In thousands) (105,232) $ (57,038) (67,872) (5,409) (64,315) 2,264 17,013 2,145 (114,495) ₩ (111,051) $ (108,496) $ Less: tax effect End of year 2012 (5,708) Changes 110 331,116 15,133 (In thousands) 60,320 Benefits paid 315,512 $ 11,360 Korean won 50,443 Experience adjustments Transfer End of year Description 63,656 Changes in financial assumptions Benefits paid 2012 Current service cost Changes in demographic assumptions Contributions from the employer Translation into U.S. dollars (Note 2) 2012 349,427 $ Remeasurements: December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 (In millions) Present value of defined benefit obligation Changes in scope for consolidation Translation into U.S. dollars (Note 2) (In thousands) 332,960 ₩ ₩ Expected return on plan assets Korean won Description Beginning of year 2012 111 (60,192) $ 16,121 (105,232) Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (6) The fair value of the plan assets as of December 31, 2013 and 2012, consists of the following: Korean won Description 2013 22. DERIVATIVE INSTRUMENTS: 2012 2013 2012 (In millions) Cash and cash equivalents Korean won (In thousands) 116 ₩ ₩ (1) Fair values of derivatives as of December 31, 2013 and 2012, are as follows: Translation into U.S. dollars (Note 2) 810 $ Description 110 $ 768 Financial instruments 182,992 201,391 173,403 190,838 Insurance contracts 139,400 127,123 132,095 120,461 3,264 3,636 3,093 3,445 332,960 $ 308,701 $ Others 325,772 ₩ ₩ 315,512 December 31, 2013 Assets (current) Assets (non-current) December 31, 2012 Liabilities (current) Liabilities (non-current) Assets (current) Assets (non-current) Liabilities (current) Liabilities (non-current) (In millions) Currency forwards ₩ Range forward ₩ 4 ₩ - ₩ - ₩ - ₩ - - - - 1,066 916 ₩ - - ₩ 4 ₩ - ₩ - ₩ - ₩ 1,982 ₩ - ₩ 626 ₩ 18 - - 626 ₩ 18 Investment strategies and policies for plan assets seek a balanced approach of minimization of risk and return of the highest profit. Moreover, actual profit from plan assets as of December 31, 2013 and 2012, is ₩11,394 million ($10,797 thousand) and ₩15,360 million Translation into U.S. dollars (Note 2) ($14,555 thousand), respectively. Description (7) Actuarial assumptions used as of December 31, 2013 and 2012, are as follows: Description December 31, 2013 3.48%-4.04% 3.39%-3.65% Expected rate of salary increase 5.00%-5.13% 5.00% Liabilities (current) Liabilities (non-current) Assets (current) Assets (non-current) Liabilities (current) Liabilities (non-current) 4 $ - $ - $ - $ 868 $ - $ $ - - - - 1,010 - $ 4 $ - $ - $ - $ 1,878 $ - $ 593 $ 17 - - 593 $ 17 (2) Gain (loss) included in net income related to the derivative instruments for the years ended December 31, 2013 and 2012, are as follows: Korean won Increase Translation into U.S. dollars (Note 2) Decrease (In millions) (42,020) ₩ 1% change in expected rate of salary increase $ Range forward holding all other assumptions constant as of December 31, 2013. ₩ Assets (non-current) (In thousands) Currency forwards (8) The sensitivity analysis below has been determined based on reasonably possible changes in actuarial assumptions while 1% change in discount rate Assets (current) December 31, 2012 December 31, 2012 Discount rate Description December 31, 2013 47,687 Increase Korean won Decrease 2013 Accounts (In thousands) 47,498 $ (42,927) (39,818) $ 45,188 Gain (loss) on transaction of derivatives 45,009 (40,678) 2012 Gain on valuation of derivatives Gain on transaction of derivatives Gain on valuation of derivatives (In millions) The above sensitivity analysis does not demonstrate actual fluctuations in defined benefit obligation as there actuarial assumptions are Currency forwards correlated and adjustment to a single set of assumption would not occur independent of others. Moreover, the present value of defined Range forward (124) ₩ ₩ benefit obligation in the above sensitivity analysis was calculated using the projected unit credit method, which was used to calculate 22 ₩ 400 ₩ 235 893 - 2,527 1,019 769 22 2,927 1,254 retirement benefit obligation in the consolidated statement of financial position. Translation into U.S. dollars (Note 2) 2013 Accounts Gain (loss) on transaction of derivatives 2012 Gain on valuation of derivatives Gain on transaction of derivatives Gain on valuation of derivatives (In millions) Advance payments (118) $ $ Range forward 112 113 21 $ 379 $ 223 846 - 2,395 965 728 21 2,774 1,188 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 23. FAIR VALUE AND OFFSET OF FINANCIAL ASSETS AND FINANCIAL LIABILITIES: (2)The book value and fair value of financial liabilities as of December 31, 2013 and 2012, are as follows: (1) The book value and fair value of financial assets as of December 31, 2013 and 2012, are as follows: Korean won Category Korean won Category Consolidated statements of financial position December 31, 2013 Book value Cash and cash e quivalents ₩ Fair value 1,883,560 ₩ Short-term financial i nstruments Book value Financial liabilities carried at amortized cost 1,883,560 ₩ 1,854,859 ₩ 266,240 106,619 106,619 Trade receivables 1,313,236 1,313,236 1,410,161 1,410,161 Other receivables 1,254,828 1,254,828 1,131,801 1,131,801 Long-term accounts r eceivable 349,296 349,296 354,519 354,519 Long-term other r eceivables 567,922 567,922 516,393 516,393 54,123 54,123 89,131 89,131 408,322 408,322 558,496 558,496 AFS financial assets (non-current) Held-to-maturity fi nancial assets Held-to-maturity fi nancial assets (current) 22,661 22,661 23,503 23,503 Held-to-maturity fi nancial assets (non-current) 72,790 72,790 79,284 79,284 4 4 1,982 1,982 Current derivative a ssets ₩ 6,192,982 ₩ 6,192,982 ₩ 6,126,748 ₩ Consolidated statements of financial position December 31, 2013 Book value Book value Cash and cash e quivalents $ 1,784,857 $ Short-term financial i nstruments 2,418,312 ₩ 2,204,102 1,032,720 1,032,720 837,673 837,673 239,094 239,094 185,900 185,900 Current portion of long-term borrowings and debentures 413,978 416,554 439,399 444,384 Long-term other p ayables 335,411 335,411 227,160 227,160 1,047,146 1,060,709 847,563 870,498 601,358 601,358 223,380 223,380 Other financial liabilities (current) 17,890 17,890 15,861 15,861 Other financial liabilities (non-current) 37,262 37,262 18,397 18,397 Current derivative l iabilities - - 626 626 Non-current derivative liabilities - - 18 18 Debentures issued Derivative liabilities 2,204,102 ₩ ₩ 6,143,171 ₩ 6,159,310 ₩ 5,000,079 ₩ 5,027,999 Category Consolidated statements of financial position December 31, 2013 Book value Fair value December 31, 2012 Fair value Book value Fair value (In thousands) 1,757,660 $ 1,757,660 Financial liabilities carried at amortized cost Trade payables $ 2,291,587 $ 2,291,587 $ 2,088,602 $ 2,088,602 252,288 252,288 101,032 101,032 Other payables 978,603 978,603 793,777 793,777 1,244,420 1,336,266 1,336,266 Short-term borrowings 226,565 226,565 176,158 176,158 Other receivables 1,189,072 1,189,072 1,072,492 1,072,492 330,992 330,992 335,941 335,941 Current portion of long-term borrowings and debentures 392,285 394,726 416,374 421,097 538,162 $ Long-term other p ayables 317,835 317,835 215,256 215,256 Debentures issued 992,273 1,005,126 803,149 824,882 Long-term borrowings Long-term other r eceivables Derivative assets 2,418,312 ₩ 1,244,420 $ Long-term financial i nstruments Held-to-maturity fi nancial assets Fair value Trade receivables Long-term accounts r eceivable AFS financial assets 1,784,857 $ Book value Translation into U.S. dollars (Note 2) (In thousands) Loans and receivables Fair value Short-term borrowings 6,126,748 December 31, 2012 Fair value ₩ Long-term borrowings Translation into U.S. dollars (Note 2) Category Trade payables Other payables 1,854,859 AFS financial assets Derivative assets Book value December 31, 2012 (In millions) Fair value 266,240 Long-term financial i nstruments December 31, 2013 December 31, 2012 (In millions) Loans and receivables Consolidated statements of financial position AFS financial assets (non-current) 538,162 489,333 489,333 51,287 51,287 84,460 84,460 386,925 386,925 529,231 529,231 Held-to-maturity fi nancial assets (current) 21,473 21,473 22,271 22,271 Held-to-maturity fi nancial assets (non-current) 68,976 68,976 75,130 75,130 4 4 1,878 1,878 Current derivative a ssets $ 5,868,456 $ 5,868,456 $ 5,805,694 $ 5,805,694 Derivative liabilities 569,846 569,846 211,674 211,674 Other financial liabilities (current) 16,953 16,953 15,030 15,030 Other financial liabilities (non-current) 35,309 35,309 17,433 17,433 - - 593 593 Current derivative l iabilities Non-current derivative liabilities $ 114 5,821,256 $ 115 5,836,550 $ 17 4,738,063 $ 17 4,764,519 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (3) The Group estimates that the acquisition cost or amortized cost of financial assets and financial liabilities is close to the fair value, except AFS financial assets, derivative assets and liabilities. As the fair value is not reliably measurable for the non- Translation into U.S. dollars (Note 2) Description marketable equity securities (₩32,789 million ($31,071 thousand)) among AFS financial assets, those non-marketable equity Level 1 securities are reported at acquisition cost. Level 2 Level 3 Total (In thousands) (4) Financial instruments that are measured at fair value subsequent to initial recognition are grouped into Level 1, 2 or 3, based on the degree to which the fair value is observable, as described below: ① The standard classification of fair value Level 1: Inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the entity can access at the measurement date Level 2: Inputs are inputs, other than quoted prices included within Level 1, that are observable for the asset or liability, either directly or indirectly Level 3: Inputs are unobservable inputs for the asset or liability AFS financial assets (non-current) 260,788 $ $ 95,353 $ 39,401 $ - 1,878 - 1,878 Current derivative liabilities - 593 - 593 Non-current derivative liabilities - 17 - 17 The Group recognizes transfers between levels of the fair value hierarchy at the date of the event or change in circumstances that caused the transfer. ④ Financial liabilities that are not measured subsequent to initial recognition at fair value, but are disclosed according to fair value hierarchy ②Financial instruments that are measured subsequent to initial recognition at fair value according to fair value hierarchy levels as of levels as of December 31, 2013, are as follows: December 31, 2013, are as follows: Korean won Description Level 1 Level 2 142,763 ₩ ₩ Level 3 Current derivative assets 98,701 ₩ - Korean won Translation into U.S. dollars (Note 2) Level 1 Level 2 (In millions) (In thousands) Description Total (In millions) AFS financial assets (non-current) 395,542 Current derivative assets 134,069 ₩ 4 375,533 - 4 Current portion of long-term borrowings and debentures ₩ Debentures issued 202,430 $ 1,060,709 191,822 1,005,126 ⑤ Details of valuation techniques and inputs for measuring fair values of the financial instrument classified as Level 2 are as follows: Translation into U.S. dollars (Note 2) Description Level 1 Level 2 - AFS financial assets Level 3 Total AFS financial assets classified as Level 2 are valued using observable inputs rather than a quoted price in an active market. (In thousands) AFS financial assets (non-current) 135,282 $ $ Current derivative assets 93,529 $ - 127,044 $ 4 355,855 - 4 ③ Financial instruments that are measured subsequent to initial recognition at fair value according to fair value hierarchy levels as of December 31, 2012, are as follows: The Group’s derivative financial instrument solely consists of currency forwards. Fair value of the currency forwards is measured based on forward market exchange rates of the same remaining terms at the end of the reporting period. If the forward exchange rate, which has the same period with remaining period of currency forward, is not quoted in the current market, fair value is measured using estimates of similar period of forward exchange rate by applying interpolation method with quoted forward exchange rate. Discount rate used in the valuation was determined by yield curve derived from market interest rates as of the reporting date. Fair value Korean won Description Level 1 Level 2 measurement for the currency forwards are categorized within Level 2 as inputs used for valuation are derived from observable market Level 3 forward rates and the yield curve. Total - Current portion of long-term borrowings and debentures and debentures issued (In millions) AFS financial assets (non-current) - Derivative assets 275,210 ₩ ₩ 100,626 ₩ 41,580 ₩ 417,416 Current derivative assets - 1,982 - 1,982 Current derivative liabilities - 626 - 626 Non-current derivative liabilities - 18 - 18 116 The fair value of unsecured debentures is calculated by discounting the future cash flow at the market interest rate that is applied to other companies that have similar credit ratings as the issuer of debt security. 117 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 ⑥ The valuation methods used to evaluate fair values of each non-marketable securities of AFS financial assets in Level 3 as of December 31, 2013, are as follows: Description values on a recurring basis in the consolidated statement of financial position, for other accumulated comprehensive income is as follows: Korea Housing Guarantee Co., Ltd. Kwanak Construction & Equipment Service Co., Ltd. Hyundai Finance Corporation Seoul-Chuncheon Highway Co., Ltd. Busan Newport Co., Ltd Fair value(Korean won(In millions)) ₩ 21,859 ₩ 4,855 ₩ 10,613 ₩ 32,102 ₩ 55,771 Fair value (Translation into U.S. dollars (Note 2) ( In thousands)) $ 20,714 $ 4,601 $ 10,057 $ 30,420 $ 52,848 Valuation approaches Earnings capitalized approach Earnings capitalized approach and Comparable company approach Earnings capitalized approach Earnings capitalized approach Earnings capitalized approach Discounted free cash flow model Discounted free cash flow model and Relative valuation model Discounted free cash flow model Discounted free cash flow model Discounted free cash flow model Discounted interest rate (%) Cost of equity (4.02) Weighted-average cost of capital (6.35) Cost of equity (6.09) Cost of equity (11.00) Weighted-average cost of capital (7.33) Relationship between unobservable inputs and fair value estimates. Fair values of unlisted shares will increase if cost of equity decreases. Fair values of unlisted shares will increase if weighted-average cost of capital decreases In addition, the fair value will increase if the stock price of comparable company or PBR (Price Book-value Ratio) and PER (price earning ratio) increases Fair values of unlisted shares will increase if cost of equity decreases. Fair values of unlisted shares will increase if cost of equity decreases. Fair values of unlisted shares will increase if weighted-average cost of capital decreases. Valuation techniques ⑧ The influence of significant but unobservable inputs, related to the fair value measurement of Level 3 financial instruments found as fair Description Unobservable inputs Reasonable fluctuations of unobservable inputs Korean won Positive fluctuation respectively, as of December 31, 2013. ⑦There are no changes in the valuation techniques for measuring fair value of financial instrument that are classified as Level 2 and Level 3 during the current accounting period. Negative fluctuation Positive fluctuation (In millions) Negative fluctuation (In thousands) 7,266 ₩ Korea Housing Guarantee Co., Ltd. Discounted interest rate +/- 1.00% Kwanak Construction & Equipment Service Co., Ltd. Discounted interest rate +/- 1.00% 405 (294) 384 (279) Hyundai Finance Corporation Discounted interest rate +/- 1.00% 680 (488) 644 (462) ₩ (4,364) $ 6,885 $ (4,135) Seoul-Chuncheon Highway Co., Ltd. Discounted interest rate +/- 1.00% 5,687 (4,726) 5,389 (4,478) Busan Newport Co., Ltd. Discounted interest rate +/- 1.00% 5,073 (4,550) 4,807 (4,312) ⑨ The changes of book values of AFS financial assets in Level 3 for the year ended December 31, 2013, are as follows: Korean won Description Beginning of year Valuation Transfer(*) End of year (In millions) AFS financial assets 41,580 ₩ ₩ 5,670 ₩ 86,819 ₩ 134,069 Translation into U.S. dollars (Note 2) Description Beginning of year Valuation Moreover, Pusan Finance Center PFV Co., Ltd. is valuated at its recent public offering price of paid-in capital increase and the fair value per stock is ₩5,000 ($4). The acquisition cost and fair value are ₩8,567 million ($8,118 thousand) and ₩8,869 million ($8,404 thousand), Translation into U.S. dollars (Note 2) Transfer(*) End of year (In thousands) AFS financial assets 39,401 $ $ 5,373 $ 82,269 $ 127,043 (*) It is the acquisition cost of Seoul-Chuncheon Highway Co., Ltd., Busan Newport Co., Ltd. and Pusan Finance Center PFV Co., Ltd., that initially evaluated non-marketable equity securities as a fair value for the years ended December 31, 2013. ⑩ The changes in book values of AFS financial assets in Level 3 for the year ended December 31, 2012, are as follows: Korean won Description Beginning of year Valuation End of year (In millions) AFS financial assets ₩ 40,284 ₩ 1,296 ₩ 41,580 Translation into U.S. dollars (Note 2) Description Beginning of year Valuation End of year (In thousands) AFS financial assets 118 $ 119 38,173 $ 1,228 $ 39,401 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 ⑪ The change in accumulated other comprehensive income from AFS financial assets in Level 3 for the year ended December 31, 2013, is as follows: Korean won For the year ended December 31, 2012 Korean won Description Beginning of year Valuation Description End of year Gross amounts of Gross amounts of recognized financial recognized financial assets liabilities set off (In millions) Amount before tax ₩ Tax effect 9,496 ₩ (2,298) Amount after tax ₩ 5,670 ₩ 15,166 (1,372) 7,198 ₩ (3,670) 4,298 ₩ 11,496 (In millions) Trade receivables ₩ Other receivables ₩ Translation into U.S. dollars (Note 2) Description Beginning of year Valuation $ Tax effect 8,998 $ (2,178) Amount after tax $ (11,682) ₩ 5,418 216,038 (48,834) 167,204 233,138 ₩ (60,516) ₩ 172,622 Translation into U.S. dollars (Note 2) 5,373 $ (1,300) 6,820 $ 17,100 ₩ End of year (In thousands) Amount before tax Net amounts of financial assets presented in the consolidated statement of financial position 14,371 For the year ended December 31, 2012 (3,478) 4,073 $ Description 10,893 Gross amounts of Gross amounts of recognized financial recognized financial assets liabilities set off (5) The offset between financial assets and financial liabilities Financial assets that are subject to offsetting, enforceable master netting arrangement or other similar agreements as of December 31, 2013 and 2012 consist of the following: Net amounts of financial assets presented in the consolidated statement of financial position (In thousands) Trade receivables $ Other receivables $ Korean won 16,204 $ (11,070) $ 5,134 204,717 (46,275) 158,442 220,921 $ (57,345) $ 163,576 For the year ended December 31, 2013 Description Gross amounts of Gross amounts of recognized financial recognized financial assets liabilities set off Net amounts of financial assets presented in the consolidated statement of financial position Financial liabilities that are subject to offsetting, enforceable master netting arrangement or other similar agreements as of December 31, 2013 and 2012 consist of the following: Korean won For the year ended December 31, 2013 (In millions) Trade receivables ₩ Other receivables ₩ 6,967 ₩ (4,663) ₩ 2,304 261,348 (56,571) 204,777 268,315 ₩ (61,234) ₩ 207,081 Trade payables For the year ended December 31, 2013 Gross amounts of Gross amounts of recognized financial recognized financial assets liabilities set off Gross amounts of Gross amounts of recognized financial recognized financial liabilities assets set off ₩ Other payables Net amounts of financial assets presented in the consolidated statement of financial position Long-term other payables ₩ (In thousands) Trade receivables $ Other receivables $ 120 6,602 $ (4,419) $ Net amounts of financial liabilities presented in the consolidated statement of financial position (In millions) Translation into U.S. dollars (Note 2) Description Description 2,183 247,653 (53,607) 194,046 254,255 $ (58,026) $ 196,229 121 6,259 ₩ (2,614) ₩ 86,849 (58,619) 8 (1) 93,116 ₩ (61,234) ₩ 3,645 28,230 7 31,882 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 24. FINANCIAL INCOME (EXPENSES) AND OTHER COMPREHENSIVE INCOME (LOSS) BY CATEGORIES OF FINANCIAL Translation into U.S. dollars (Note 2) ASSETS AND LIABILITIES: For the year ended December 31, 2013 Description Gross amounts of Gross amounts of recognized financial recognized financial liabilities assets set off Net amounts of financial liabilities presented in the consolidated statement of financial position (1) Financial income (expenses) and other comprehensive income (loss) by categories of financial assets and liabilities for the year ended December 31, 2013, are as follows: Korean won (In thousands) Trade payables $ Other payables Long-term other payables $ 5,931 $ (2,477) $ 82,298 (55,547) 7 (1) 88,236 $ Description 3,454 Accounts 26,751 Loans and AFS financial receivables assets 6 (58,025) $ 30,211 Interest income (expenses) Korean won For the year ended December 31, 2012 Gross amounts of Gross amounts of recognized financial recognized financial liabilities assets set off Net amounts of financial liabilities presented in the consolidated statement of financial position ₩ Trade payables Other payables Long-term other payables ₩ 6,141 ₩ (2,911) ₩ 64,746 ₩ - ₩ (57,604) 28,354 8 (1) 7 92,107 ₩ (60,516) ₩ $ Other payables Long-term other payables $ 122 5,819 $ Description 2,369 - - - 2,369 (2,205) - - (3,640) - (5,845) Gain (loss) on foreign currency translation (6,582) - - 4,967 - (1,615) Gain (loss) on disposal - 2,735 - - 769 3,504 Gain (loss) on valuation - - - - 22 22 Reversals (impairment loss) - (22,289) - - - (22,289) 55,959 (17,185) 2,735 (68,680) 791 (26,380) - (95,189) - - - (95,189) Accounts Loans and AFS financial receivables assets 3,061 (54,585) 26,868 7 (1) 6 (57,344) $ Interest income (expenses) $ Dividend income 81,453 87,279 $ Financial liabilities carried at amortized cost Held-tomaturity financial assets Derivative instruments Total (In thousands) Gain (loss) Net amounts of financial liabilities presented in the consolidated statement of financial position (2,758) $ (2,526) Translation into U.S. dollars (Note 2) 31,591 (In thousands) Trade payables - ₩ - Translation into U.S. dollars (Note 2) Gross amounts of Gross amounts of recognized financial recognized financial liabilities assets set off 2,735 ₩ (70,007) ₩ 3,230 85,958 For the year ended December 31, 2012 Description Total Gain (loss) on foreign currency transactions Other comprehensive income (loss) Gain (loss) on valuation (In millions) ₩ Derivative instruments (In millions) Gain (loss) Dividend income Description Financial liabilities carried at amortized cost Held-tomaturity financial assets 29,935 61,353 $ - $ 2,592 $ (66,338) $ - $ (2,393) - 2,245 - - - 2,245 Gain (loss) on foreign currency transactions (2,089) - - (3,450) - (5,539) Gain (loss) on foreign currency translation (6,237) - - 4,706 - (1,531) Gain (loss) on disposal - 2,592 - - 728 3,320 Gain (loss) on valuation - - - - 21 21 Reversals (impairment loss) - (21,121) - - - (21,121) 53,027 (16,284) 2,592 (65,082) 749 (24,998) - (90,201) - - - (90,201) Other comprehensive income (loss) Gain (loss) on valuation 123 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2) Financial income (expenses) and other comprehensive income (loss) by categories of financial assets and liabilities for the year ended December 31, 2012, are as follows: 25. CAPITAL STOCK AND OTHER CONTRIBUTED CAPITAL: (1) Capital stock as of December 31, 2013 and 2012, is as follows: Korean won Description Accounts Loans and AFS financial receivables assets Financial liabilities carried at amortized cost Held-tomaturity financial assets Derivative instruments Total Interest income (expenses) ₩ Dividend income 67,563 ₩ - ₩ 3,602 ₩ (56,569) ₩ - ₩ 14,596 - 5,452 - - - 5,452 (4,322) - - 20,548 - 16,226 (36,391) - - 9,395 - (26,996) Gain (loss) on disposal - 27,209 - - 2,927 30,136 Gain (loss) on valuation - - - - 1,254 1,254 Gain (loss) on foreign currency transactions Gain (loss) on foreign currency translation Reversals (impairment loss) Other comprehensive income (loss) Gain (loss) on valuation No. of shares authorized Korean won No. of shares issued Par value December 31, 2013 December 31, 2012 (In millions) (In millions) Gain (loss) Description - (4,668) - - - (4,668) 26,850 27,993 3,602 (26,626) 4,181 36,000 - (12,203) - - - (12,203) Common stock 6,925,000,000 111,355,765 Preferred stock 75,000,000 98,856 5,000 ₩ ₩ 5,000 No. of shares authorized Accounts Loans and AFS financial receivables assets Financial liabilities carried at amortized cost Held-tomaturity financial assets Total December 31, 2013 December 31, 2012 (In thousands) Common stock 6,925,000,000 111,355,765 Preferred stock 75,000,000 98,856 ₩ 4 $ 4 Interest income (expenses) $ Dividend income Gain (loss) on foreign currency transactions Gain (loss) on foreign currency translation Gain (loss) on disposal 64,023 $ - $ 3,413 $ 527,603 468 528,071 $ 468 528,071 Korean won Description (53,605) $ - $ December 31, 2013 December 31, 2012 13,831 - 5,166 - - - 5,166 (4,096) - - 19,472 - 15,376 (34,484) - - 8,902 - (25,582) - 25,784 - - 2,774 28,558 Gain (loss) on valuation - - - - 1,188 1,188 Reversals (impairment loss) - (4,423) - - - (4,423) 25,443 26,527 3,413 (25,231) 3,962 34,114 - (11,564) - - - (11,564) Other comprehensive income (loss) Gain (loss) on valuation 527,603 $ (2) The details of other contributed capital as of December 31, 2013 and 2012, are as follows: (In thousands) Gain (loss) 557,273 Par value $ Derivative instruments 557,273 ₩ 494 Translation into U.S. dollars (Note 2) No. of shares issued Translation into U.S. dollars (Note 2) Description 556,779 494 ₩ Description 556,779 ₩ (In millions) Capital surplus ₩ Gain from reduction of capital Gain on disposal of treasury stocks Other capital surplus Other capital adjustments 287,481 ₩ 287,481 532,974 532,974 217 217 9,909 9,668 (4,261) ₩ 826,320 ₩ (4,166) 826,174 Translation into U.S. dollars (Note 2) Description December 31, 2013 December 31, 2012 (In thousands) Capital surplus $ Gain from reduction of capital Gain on disposal of treasury stocks Other capital surplus Other capital adjustments 272,416 505,045 505,045 206 206 9,390 9,161 (4,038) $ 124 272,416 $ 125 783,019 $ (3,947) 782,881 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 26. COMPONENTS OF OTHER CAPITAL: (3) The changes in components of other capital for the year ended December 31, 2012, are as follows: (1) The details of components of other capital as of December 31, 2013 and 2012, are as follows: Korean won Description Korean won Description Beginning of year Changes (In millions) December 31, 2013 December 31, 2012 Gain (loss) on valuation of AFS financial assets (In millions) Gain (loss) on valuation of AFS financial assets 34,421 ₩ ₩ Gain (loss) on valuation of equity method investments, net Translation gain(loss) on foreign operation 129,630 (1,570) (1,311) (54,795) (42,463) (21,944) ₩ ₩ 85,856 End of year ₩ 187,157 ₩ (16,141) ₩ 171,016 Less: tax effect (45,292) 3,906 (41,386) Amount after tax 141,865 (12,235) 129,630 Gain (loss) on valuation of equity method investments, net Translation gain(loss) on foreign operation Less: tax effect Amount after tax (1,163) (148) (1,311) 9,982 (66,001) (56,019) (2,416) 15,972 13,556 7,566 (50,029) (42,463) Translation into U.S. dollars (Note 2) Description Translation into U.S. dollars (Note 2) December 31, 2013 December 31, 2012 Description (In thousands) Capital surplus 32,617 $ $ Other capital surplus Other capital adjustments (1,488) (1,242) (51,923) (40,238) (20,794) $ $ Beginning of year 81,357 $ Beginning of year (15,295) $ 162,054 (42,918) 3,701 (39,217) Amount after tax 134,431 (11,594) 122,837 Less: tax effect Amount after tax Changes 177,349 $ Less: tax effect Translation gain(loss) on foreign operation Korean won End of year (In millions) Gain (loss) on valuation of AFS financial assets Gain (loss) on valuation of equity method investments, net (2) The changes in components of other capital for the year ended December 31, 2013, are as follows: Description Changes 122,837 (1,102) (140) (1,242) 9,459 (62,542) (53,083) (2,290) 15,135 12,845 7,169 (47,407) (40,238) End of year (In millions) Gain (loss) on valuation of AFS financial assets ₩ 171,016 ₩ (125,606) ₩ 45,410 Less: tax effect (41,386) 30,397 (10,989) Amount after tax 129,630 (95,209) 34,421 Gain (loss) on valuation of equity method investments, net Translation gain(loss) on foreign operation Less: tax effect Amount after tax (1,311) (259) (1,570) (56,019) (16,270) (72,289) 13,556 3,938 17,494 (42,463) (12,332) (54,795) Translation into U.S. dollars (Note 2) Description Beginning of year Changes 27. RETAINED EARNINGS: (1) Retained earnings as of December 31, 2013 and 2012, are as follows: Korean won Description $ 162,054 $ Legal reserve Voluntary reserve Reserve for financial structure improvements End of year (119,024) $ 43,030 Less: tax effect (39,217) 28,804 (10,413) Amount after tax 122,837 (90,220) 32,617 (1,242) (245) (1,487) (53,083) (15,418) (68,501) Gain (loss) on valuation of equity method investments, net Translation gain(loss) on foreign operation Less: tax effect Amount after tax 126 12,845 3,732 16,577 (40,238) (11,686) (51,924) December 31, 2013 December 31, 2012 (In millions) Statutory reserve (In millions) Gain (loss) on valuation of AFS financial assets Accounts ₩ 28,393 61,810 61,810 Reserve for overseas business losses 840,000 770,000 Reserve for technology development 770,000 700,000 Reserve for business expansion 860,000 790,000 Reserve for research development Other voluntary reserves Retained earnings b efore appropriations 33,966 ₩ Retained earnings before appropriations 127 34,334 34,000 378,000 343,000 2,944,144 2,698,810 ₩ 543,984 ₩ 352,036 ₩ 3,522,094 ₩ 3,079,239 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 ② Dividends to net income Translation into U.S. dollars (Note 2) Description Accounts December 31, 2013 December 31, 2012 Korean won Description (In millions) Statutory reserve Legal reserve 32,187 $ 26,904 Voluntary reserve Reserve for financial structure improvements 58,571 58,571 Reserve for overseas business losses 795,982 729,650 Reserve for technology development 729,650 663,318 Reserve for business expansion 814,934 748,602 $ Reserve for research development Other voluntary reserves Retained earnings b efore appropriations Retained earnings before appropriations 32,535 32,219 358,192 325,027 2,789,864 2,557,387 $ 515,478 $ 333,590 $ 3,337,529 $ 2,917,881 2013 2012 55,732 ₩ ₩ Net income attributable to owners of the Parent Company Dividends to net income Preferred shares 10.93% Common shares 11% Number of shares issued 2012 Common shares Preferred shares Common shares (In thousands) (In millions) 550 ₩ ₩ 500 ₩ 32,300 550 ₩ 60,700 1.70% 500 28,900 0.82% 70,000 1.90% 0.71% Translation into U.S. dollars (Note 2) Common shares 2013 Description 500 ₩ 550 ₩ 11% 111,355,765 54 ₩ ₩ 10.93% 2013 Description Dividend yield ratio Preferred shares 10% 98,856 Dividends declared 11.07% 2012 550 ₩ ₩ Dividend ratio 483,138 Korean won (In millions) Dividends per share 52,811 477,241 ③ Dividend yield ratio Market price per share 2013 2012 52,811 $ 509,856 11.07% Dividends per share Description 55,732 $ 503,634 (2) The computation of the proposed dividends of Parent Company for the years ended December 31, 2013 and 2012, is as follows: Korean won 2013 (In thousands) Dividends declared Preferred shares ① The computation of the proposed dividends Translation into U.S. dollars (Note 2) 98,856 55,678 ₩ 500 Preferred shares 10% 111,355,765 54 ₩ 55,678 2012 Common shares Preferred shares (In thousands) (In millions) Dividends per share 0.52 $ $ Market price per share 0.47 $ 30.61 Dividend yield ratio 1.70% Common shares 0.52 $ 57.52 0.82% 0.47 27.39 1.90% 66.33 0.71% Translation into U.S. dollars (Note 2) 2013 Description Preferred shares 2012 Common shares Preferred shares Common shares (In thousands) Dividends per share 0.52 $ $ Dividend ratio 11% Number of shares issued Dividends declared 10% 98,856 51 $ $ 0.47 $ 111,355,765 52,760 $ 0.52 $ 11% 0.47 10% 98,856 51 $ 28. REVENUES: Profit from continuing operation except for financial income and other income (Notes 31 and 32) for the years ended December 31, 2013 and 2012, is as follows: 111,355,765 Korean won 52,760 Description 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In thousands) (In millions) Sales of goods Service revenue ₩ 128 419,699 ₩ ₩ 2012 262,167 $ 397,706 $ 248,429 13,518,588 13,062,654 12,810,185 12,378,143 13,938,287 ₩ 13,324,821 $ 13,207,891 $ 12,626,572 129 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 29. CONSTRUCTION CONTRACTS: (3) Cumulative cost and income related to construction in progress or finished construction as of December 31, 2012, are summarized as follows: (1) Recognized contract income related to construction contracts for the years ended December 31, 2013 and 2012, is as follows: Korean won Description 2013 2012 2013 ₩ Building works Plant works/electrical works 2,884,731 $ 2,697,851 $ 2,733,565 3,044,831 2,994,352 2,885,275 2,837,441 7,559,624 7,140,698 7,163,483 6,766,510 13,451,497 13,019,781 12,746,609 12,337,516 153,428 174,735 145,389 165,579 67,091 42,873 63,575 40,626 13,672,016 ₩ 13,237,388 $ 12,955,573 $ Others Accumulated Accumulated cost income 12,543,720 ₩ 10,604,755 ₩ Building works Plant works/ electrical works Housing units lotting-out construction Others 1,328,794 ₩ 11,933,549 ₩ 11,440,166 ₩ 233,611 ₩ 570,215 ₩ 509,259 6,123,870 5,693,755 112,936 490,681 84,818 105,937 17,841,768 1,938,519 19,780,287 18,346,891 1,181,621 1,760,377 478,795 378,191 34,061,134 3,776,572 37,837,706 35,480,812 1,528,168 2,821,273 675,930 549,789 574,851 88,529 663,380 691,015 - - 27,635 - 65,412 12,244 77,656 71,938 12 9,274 2,924 3,877,345 ₩ 38,578,742 ₩ 36,243,765 ₩ Korean won Progress billing Due from Due to customers for customers for contract work contract work Advance ₩ Building works 9,958,767 ₩ 6,167,756 Plant works/ electrical works 27,401,112 43,527,635 Housing units lotting-out construction Others 1,391,128 ₩ 11,349,895 ₩ 10,495,669 ₩ Civil works Building works 536,774 2,201,932 4,129,834 6,704,530 29,603,044 47,657,469 449,297 ₩ 5,835,579 65,071 27,930,826 959,380 1,241,137 44,262,074 984,789 ₩ 2,155,812 1,755,505 4,099,981 105,383 ₩ 94,348 814,650 164,461 24,633 189,094 281,931 - - 92,837 94,576 14,122 108,698 110,237 11 8,558 9,921 ₩ 43,786,672 ₩ 4,168,589 ₩ 47,955,261 ₩ 44,654,242 ₩ 1,755,516 ₩ 4,108,539 ₩ 98,190 Plant works/ electrical works 119,179 614,919 532,557 Housing units lotting-out construction 749,926 Others - Accumulated Accumulated cost income Progress billing Total $ 10,049,043 $ Accumulated Accumulated cost income Progress billing Total Due from Due to customers for customers for contract work contract work Advance Building works Plant works/ electrical works Housing units lotting-out construction Others $ 9,436,906 $ 1,318,230 $ 10,755,136 $ 9,945,674 $ 425,753 $ 933,184 $ 221,369 $ 540,335 $ 107,018 464,968 80,373 100,386 16,906,821 1,836,936 18,743,757 17,385,474 1,119,702 1,668,129 453,705 358,373 32,276,257 3,578,671 35,854,928 33,621,541 1,448,089 2,673,432 640,509 520,979 544,728 83,890 628,618 654,804 - - 26,187 - 61,984 11,603 73,587 68,168 11 8,788 2,771 2,682,220 $ 669,467 $ 3,674,164 $ 36,557,133 $ 34,344,513 $ 749,926 93,045 5,844,552 508,646 6,353,198 5,529,782 61,661 909,106 89,404 25,965,235 2,086,546 28,051,781 26,467,190 1,176,099 2,042,843 582,696 504,649 41,246,693 3,913,422 45,160,115 41,942,646 1,663,513 3,885,133 771,961 710,628 155,843 23,342 179,185 267,157 - - 87,972 - 89,620 13,382 103,002 104,460 10 8,110 9,401 3,893,243 $ 869,334 $ $ 41,492,156 $ 3,950,146 $ 45,442,302 $ 42,314,263 $ 130 1,663,523 $ Deferred collection 5,395,390 Deferred collection 99,861 $ Due from Due to customers for customers for contract work contract work Advance 5,802,966 (In thousands) Civil works 549,789 482,573 Translation into U.S. dollars (Note 2) Description - 706,489 ₩ 5,320,393 $ 32,882,969 $ 1,259,162 $ 11,308,205 $ 10,840,677 $ - 917,408 ₩ 2,830,547 ₩ 65,661 (In thousands) Deferred collection (In millions) Civil works 1,528,180 ₩ 112,317 ₩ Translation into U.S. dollars (Note 2) Description Total Deferred collection 5,614,611 ₩ 34,701,397 ₩ summarized as follows: Accumulated Accumulated cost income Due from Due to customers for customers for contract work contract work Advance (In millions) Civil works (2) Cumulative cost and income related to construction in progress or finished construction as of December 31, 2013, are Description Progress billing Total (In thousands) 2,847,042 ₩ Housing units lotting-out construction ₩ Description 2012 (In millions) Civil works Korean won Translation into U.S. dollars (Note 2) 112,934 710,628 131 1,448,100 $ 106,431 $ 62,220 520,979 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 30. SELLING AND ADMINISTRATIVE EXPENSES: (2) Financial expenses for the years ended December 31, 2013 and 2012, are as follows: The details of selling and administrative expenses for the years ended December 31, 2013 and 2012, are as follows: Korean won Description 2013 Translation into U.S. dollars (Note 2) 2012 2013 211,791 ₩ ₩ 219,351 $ 200,693 $ 207,857 16,294 15,532 15,440 14,718 Employee welfare 28,296 30,763 26,813 29,151 Travel 4,572 5,054 4,332 4,789 Utility expenses 6,415 5,785 6,079 5,482 Taxes and dues 6,342 5,919 6,010 5,609 Depreciation 8,818 8,302 8,356 7,867 Amortization of intangible assets 1,413 956 1,339 906 Advertising 10,024 11,506 9,499 10,903 Ordinary development expense 62,059 73,874 58,807 70,003 Commissions and fees 20,348 12,801 19,282 12,130 8,357 7,809 7,919 7,400 531 58,130 503 55,084 30,320 32,682 28,731 30,970 Bad debt expenses Others 415,580 ₩ ₩ 488,464 $ 393,803 $ 2012 2013 (In thousands) 61,046 $ 66,338 $ Loss on foreign currency transaction 40,369 32,136 38,254 30,452 Loss on foreign currency translation 13,310 37,159 12,613 35,212 13 49 12 46 Impairment loss on AFS financial assets 22,289 4,668 21,121 4,423 Loss on disposal of investments in associates - 622 - 589 Impairment loss on investments in associates 683 4,689 647 4,443 Loss on transaction of derivatives 293 707 278 670 Loss on valuation of derivatives - 151 146,964 ₩ ₩ Korean won 2013 Translation into U.S. dollars (Note 2) 2012 2013 Korean won 2013 2013 67,481 ₩ ₩ Dividend income (In thousands) 75,642 $ 63,945 $ 71,678 5,452 2,245 5,166 Gain on foreign currency transaction 34,524 48,362 32,715 45,828 Gain on foreign currency translation 11,695 10,163 11,082 9,630 2,748 27,258 2,604 25,830 35,098 - 33,259 - 1,062 3,634 1,006 3,444 Gain on disposal of AFS financial assets Gain on disposal of investments in associates Gain on transaction of derivatives Gain on valuation of derivatives ₩ 132 22 1,405 154,999 ₩ 171,916 $ 21 146,877 $ 49,332 $ 67,435 $ 46,747 21,565 3,446 20,435 3,265 Reversal of allowance for bad debts 3,199 62,127 3,031 58,871 27,680 2,675 26,230 2,535 697 Gain on disposal of intangible assets 2,369 2012 Gain on foreign currency translation Reversal of loss on foreign operation translation (In thousands) (In millions) 133,825 Translation into U.S. dollars (Note 2) 2012 71,164 ₩ ₩ Gain on disposal of property, plant and equipment 2012 143 139,263 $ (1) Other income for the years ended December 31, 2013 and 2012, consists of the following: (In millions) Description - 141,227 $ 32. OTHER INCOME AND EXPENSES: Gain on foreign currency transaction (1) Financial income for the years ended December 31, 2013 and 2012, is as follows: 57,847 Loss on disposal of AFS financial assets 462,869 31. FINANCIAL INCOME AND EXPENSES: 2012 70,007 ₩ ₩ Description Interest income Translation into U.S. dollars (Note 2) (In millions) Interest expenses Postemployment benefits Rental 2013 2012 (In thousands) (In millions) Salaries Korean won Description Miscellaneous revenues - 736 - 3,201 - 3,033 - 39,686 35,193 37,606 33,350 166,495 ₩ ₩ 1,331 162,907 133 153,509 $ 157,770 $ 145,465 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2) Other expenses for the years ended December 31, 2013 and 2012, consist of the following: Korean won Description 2013 34. INCOME TAX EXPENSE: 2012 2013 ₩ Loss on foreign currency translation Commission expenses 2012 Korean won Description (In thousands) (In millions) Loss on foreign currency transaction (1) The components of income tax expense for the years ended December 31, 2013 and 2012, are as follows: Translation into U.S. dollars (Note 2) 64,683 ₩ 41,867 $ 61,293 $ 39,673 22,790 14,316 21,596 13,566 957 1,006 907 953 30,881 26,026 29,263 24,662 Donations and contributions 5,232 2,478 4,958 2,348 Loss on disposal of property, plant and equipment 4,288 1,013 4,063 960 Other bad debt expenses 69 1,296 65 Impairment loss on property, plant and equipment Loss on disposal of intangible assets 1,559 - 1,477 1,228 - Impairment loss on intangible assets 3,871 582 3,668 552 Depreciation expenses on assets not in use 4 24 4 23 Loss on foreign operation translation - 672 - 637 58,477 107,151 55,413 101,536 Miscellaneous expenses 192,811 ₩ ₩ 196,431 $ 182,707 $ 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In thousands) (In millions) Income tax currently payable 184,708 ₩ ₩ Adjustments for past income tax expenses Change in deferred income tax due to temporary differences Income tax expense directly charged to equity Income tax expense 212,846 $ (4,935) 9,906 (4,676) (35,993) (71,911) (34,107) (68,143) 33,159 34,050 31,421 170,050 $ Korean won Description 2013 2012 2013 2013 5,386,478 ₩ Changes in other inventories 5,055,917 $ 2012 5,104,215 $ 4,790,976 123,631 40,217 117,152 38,110 Salaries and employee benefits 1,256,200 1,074,651 1,190,372 1,018,337 Outside processing expenses 4,885,076 4,709,127 4,629,087 4,462,359 Depreciation and amortization and others 93,267 85,803 88,380 81,307 Bad debt expenses 31,412 84,156 29,766 79,746 Financial expenses 216,292 224,645 204,958 212,873 1,492,836 1,627,555 1,414,608 1,542,268 Others ₩ 13,485,192 ₩ 134 12,902,071 $ 12,778,538 $ Disallowed expenses Tax credit and tax exempt for the period (In thousands) (In millions) ₩ Disallowed income Translation into U.S. dollars (Note 2) 2012 2012 (In thousands) 761,972 ₩ 737,010 $ 722,043 $ 698,389 189,324 176,406 179,403 167,162 (3,501) (3,183) (3,318) (3,016) Adjustments: The classification of expenses by nature for the years ended December 31, 2013 and 2012, is as follows: Use of inventories ₩ Income tax expense calculated at applicable tax rates 2013 161,139 Translation into U.S. dollars (Note 2) (In millions) Korean won 32,266 182,250 $ accounting and income tax expense pursuant to Corporate Income Tax Law of Korea are as follows: Income before income tax expense Description 201,692 10,454 192,328 ₩ ₩ 175,030 $ (2) For the years ended December 31, 2013 and 2012, the differences between income before income tax expense in financial 186,138 33. CLASSIFICATION OF EXPENSES BY NATURE: 2012 9,334 13,099 8,845 12,413 (24,497) (20,590) (23,213) (19,511) Adjustments for past income tax expense 10,454 (4,935) 9,906 (4,676) The changes in unrecognized deferred tax assets/liabilities 10,654 10,216 10,096 9,681 560 (963) 531 (914) Others Income tax expense Effective tax rate 192,328 ₩ ₩ 25.24% 12,225,976 135 170,050 $ 23.07% 182,250 $ 25.24% 161,139 23.07% Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (3) The changes in deferred income tax due to temporary differences for the year ended December 31, 2013, are as follows: Translation into U.S. dollars (Note 2) Description Korean won Description Beginning of year Changes ₩ (2,456) ₩ Asset revaluation 424 ₩ (2,032) Trade receivables and other receivables 33,341 (10,782) 22,559 Inventories 12,310 (952) 11,358 AFS financial assets 36,647 6,582 43,229 Investment property 18,753 (7,703) 11,050 1,381 723 2,104 23,684 - 23,684 Property, plant and equipment Impairment loss on long-term investment securities, etc. Long-term borrowings (1,826) 1,242 (584) Retirement benefit obligations 85,322 26,615 111,937 Provision for long-term employee benefits (20,887) (3,783) (24,670) Retirement insurance fee (57,308) (15,383) (72,691) Provisions, etc. 27,109 2,424 29,533 Other non-current liabilities 89,216 (3,097) 86,119 Reserves (7,814) (7,709) (15,523) Foreign operation translation (1,725) (2,204) (3,929) Interest income (6,584) (623) (7,207) Valuation of derivatives (338) 337 (1) (12,498) 1,744 (10,754) Borrowing costs (2,390) (1,125) (3,515) Revaluation profit (63,880) 1,593 (62,287) Gain/loss on foreign currency translation Carried forward tax credit 410 89 499 Deficit carried forward 101 14,422 14,523 (41,506) 30,392 (11,114) 10,271 503 10,774 Gain on valuation of AFS financial assets Loss on foreign operation translation Remeasurements of defined benefit plan 34,557 Deferred tax assets ₩ 136 153,890 ₩ 2,264 35,993 ₩ Changes End of year (In thousands) End of year (In millions) Asset revaluation Beginning of year 36,821 $ (2,327) $ Trade receivables and other receivables 31,593 Inventories AFS financial assets Investment property Property, plant and equipment Impairment loss on long-term investment securities, etc. 402 $ (1,925) (10,217) 21,376 11,665 (902) 10,763 34,727 6,237 40,964 17,770 (7,299) 10,471 1,309 685 1,994 22,443 - 22,443 Long-term borrowings (1,730) 1,177 (553) Retirement benefit obligations 80,851 25,220 106,071 Provision for long-term employee benefits (19,792) (3,585) (23,377) Retirement insurance fee (54,305) (14,577) (68,882) Provisions, etc. 25,688 2,297 27,985 Other non-current liabilities 84,541 (2,935) 81,606 Reserves (7,405) (7,305) (14,710) Foreign operation translation (1,635) (2,089) (3,724) Interest income (6,239) (590) (6,829) (320) 319 (1) (11,843) 1,653 (10,190) Borrowing costs (2,265) (1,065) (3,330) Revaluation profit (60,533) 1,510 (59,023) Valuation of derivatives Gain/loss on foreign currency translation Carried forward tax credit Deficit carried forward Gain on valuation of AFS financial assets Loss on foreign operation translation Remeasurements of defined benefit plan Deferred tax assets $ 189,883 137 389 84 473 96 13,666 13,762 (39,330) 28,799 (10,531) 9,732 477 10,209 32,746 2,145 145,826 $ 34,107 $ 34,891 179,933 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (4) The changes in deferred income tax due to temporary differences for the year ended December 31, 2012, are as follows: Translation into U.S. dollars (Note 2) Description Korean won Description Beginning of year Changes ₩ (2,456) ₩ - ₩ (2,456) 18,023 15,318 33,341 Inventories 12,051 259 12,310 AFS financial assets 36,766 (119) 36,647 Investment property 16,281 2,472 18,753 2,451 (1,070) 1,381 23,676 8 23,684 Impairment loss on long-term investment securities, etc. Long-term borrowings (2,310) 484 (1,826) Retirement benefit obligations 68,142 17,180 85,322 Provision for long-term employee benefits (3,139) (17,748) (20,887) (59,938) 2,630 (57,308) 9,967 17,142 27,109 Other non-current liabilities 86,365 2,851 89,216 Reserves (8,426) 612 (7,814) (625) (1,100) (1,725) (5,476) (1,108) (6,584) Retirement insurance fee Provisions, etc. Foreign operation translation Interest income Valuation of derivatives Gain/loss on foreign currency translation Borrowing costs Revaluation profit Carried forward tax credit Deficit carried forward (1,487) 1,149 (338) (14,197) 1,699 (12,498) (96) (2,294) (2,390) (64,049) 169 (63,880) - 410 410 320 (219) 101 (45,034) 3,528 (41,506) Loss on foreign operation translation (2,583) 12,854 10,271 Remeasurements of defined benefit plan 17,753 16,804 34,557 81,979 ₩ 71,911 ₩ Gain on valuation of AFS financial assets Deferred tax assets ₩ 138 End of year (In thousands) Asset revaluation Trade receivables and other receivables Property, plant and equipment Changes End of year (In millions) Asset revaluation Beginning of year $ (2,327) $ Trade receivables and other receivables 17,078 Inventories AFS financial assets Investment property Property, plant and equipment Impairment loss on long-term investment securities, etc. - $ (2,327) 14,515 31,593 11,420 245 11,665 34,839 (112) 34,727 15,428 2,342 17,770 2,323 (1,014) 1,309 22,435 8 22,443 Long-term borrowings (2,189) 459 (1,730) Retirement benefit obligations 64,571 16,280 80,851 Provision for long-term employee benefits (2,975) (16,817) (19,792) (56,797) 2,492 (54,305) 9,444 16,244 25,688 Other non-current liabilities 81,839 2,702 84,541 Reserves (7,984) 579 (7,405) (592) (1,043) (1,635) Interest income (5,189) (1,050) (6,239) Valuation of derivatives (1,409) 1,089 (320) (13,453) 1,610 (11,843) (91) (2,174) (2,265) (60,693) 160 (60,533) 389 Retirement insurance fee Provisions, etc. Foreign operation translation Gain/loss on foreign currency translation Borrowing costs Revaluation profit Carried forward tax credit - 389 304 (208) 96 (42,674) 3,344 (39,330) Loss on foreign operation translation (2,448) 12,180 9,732 Remeasurements of defined benefit plan 16,823 15,923 32,746 77,683 $ 68,143 $ Deficit carried forward Gain on valuation of AFS financial assets Deferred tax assets $ 153,890 139 145,826 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (5) Unrecognized deferred tax assets (liabilities) as of December 31, 2013 and 2012, are as follows: (6) Income tax expense directly charged to equity for the years ended December 31, 2013 and 2012, is as follows: Korean won December 31, 2013 Description Deferred income tax assets (liabilities) Temporary differences Korean won Description December 31, 2012 Temporary differences Deferred income tax assets (liabilities) (In millions) ₩ Loss on foreign operation translation 36,095 ₩ ₩ Investments in associates Loss on foreign operation translation 26,706 ₩ 6,463 24,981 6,046 24,871 6,019 472,368 114,313 472,368 114,313 - - 2,948 713 15,917 2,068 3,425 829 549,361 131,162 530,318 128,337 Impairment loss on property, plant and equipment Deficit carried forward 8,735 ₩ Remeasurements of defined benefit plan 3,896 503 12,855 2,264 17,299 34,050 Translation into U.S. dollars (Note 2) Description 2013 2012 (In thousands) Investments in subsidiaries (795,019) (192,395) (827,371) (200,224) (795,019) (192,395) (827,371) (200,224) Deferred tax assets (liabilities) charged to equity Loss on valuation of AFS financial assets $ Loss on foreign operation translation Remeasurements of defined benefit plan December 31, 2013 Description 3,692 477 12,182 2,145 16,392 32,266 December 31, 2012 Deferred income tax assets (liabilities) Temporary differences 28,799 $ 31,421 $ $ Translation into U.S. dollars (Note 2) Temporary differences Deferred income tax assets (liabilities) 35. EARNINGS PER SHARE: Basic earnings per share for the years ended December 31, 2013 and 2012, are computed as follows. The Parent Company does not (In thousands) compute diluted earnings per share for the years ended December 31, 2013 and 2012, because there is no dilution effect. Unrecognized deferred tax assets: $ Investments in associates Loss on foreign operation translation Impairment loss on property, plant and equipment Deficit carried forward 34,204 $ 8,277 $ 25,307 $ 6,124 23,672 5,729 23,568 5,704 447,615 108,323 447,615 108,323 - - 2,794 676 15,082 1,960 3,244 785 520,573 124,289 502,528 121,612 Unrecognized deferred tax liabilities: Investments in subsidiaries 30,392 ₩ 33,159 ₩ ₩ Unrecognized deferred tax liabilities: Investments in subsidiaries 2012 Deferred tax assets (liabilities) charged to equity Loss on valuation of AFS financial assets (In millions) Unrecognized deferred tax assets: Investments in subsidiaries 2013 (753,358) (182,313) (784,015) (189,732) (753,358) (182,313) (784,015) (189,732) 140 Korean won Description 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In thousands, except per share amounts) (In millions, except per share amounts) Net income attributable to owners of the Parent Company 503,634 ₩ 509,856 $ 477,241 $ (54) (54) (51) (51) 503,580 509,802 477,190 483,087 111,355,765 111,355,765 111,355,765 111,355,765 ₩ Expected dividends on preferred stocks Net income available to common share Weighted-average number of common shares outstanding (shares) Basic earnings per share 2012 4,522 ₩ ₩ 141 4,578 $ 4 $ 483,138 4 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 36. RELATED-PARTY TRANSACTIONS: Translation into U.S. dollars (Note 2) 2013 (1)Significant transactions, sales, purchases, etc., for the years ended December 31, 2013 and 2012, between the Group and Description related parties or affiliates by Monopoly Regulation and Fair Trade Act of the Republic of Korea (“Act”) are as follows: Disposal of property, Purchases and other plant and equipment, expenses etc. Sales and other income Korean won (In thousands) 2013 Description Entities with significant influence over the Group: Disposal of property, Purchases and other plant and equipment, expenses etc. Sales and other income Acquisition of property, plant and equipment, etc. Hyundai Motor Company 91,602 ₩ ₩ Kia Motors Corporation Hyundai Mobis Co., Ltd. (In millions) 96,668 ₩ ₩ Kia Motors Corporation 1,036 Hyundai Mobis Co., Ltd. - ₩ - 18,774 ₩ 2,968 201 396 58 - 4,860 - 97,762 - 26,602 597 20,347 - 317 4,605 565 The Gyeongnam Highway Co., Ltd. 19,281 - 300 - The 2nd Youngdong Highway Co., Ltd. 22,599 - - - The Ulsan Harbour Bridge Co., Ltd. Associates: 23,853 - - - 6,460 - - - - Miraeseum 3rd 8,587 - - - Others 17,552 - (485) 2 98,332 - (185) 2 10,286 - 281 - 16 - 29,595 14,830 2,221 - 3,407 2 12,523 - 33,283 14,832 - - - - - - Daejeon Clean Water Co., Ltd. 6,817 - - - Miraeseum 3rd 9,062 - - - Hyundai Card Co., Ltd. Other related parties: 18,523 - (512) 2 Hyundai Rotem Company 103,770 - (195) 2 Others Other related parties: 10,855 - 297 - 17 - 31,232 15,650 2,344 - 3,595 2 13,216 - 35,124 15,652 Affiliates by the Act (*) Hyundai Steel Company 310,356 - 390,979 - Hyundai Amco Co.,Ltd. 20,917 - 5,628 - 350 19 68,732 8,681 331,623 19 465,339 8,681 Others Affiliates by the Act (*) Hyundai Steel Company 327,519 - 412,600 - Hyundai Amco Co.,Ltd. 22,074 - 5,939 - 369 20 72,533 9,161 349,962 20 491,072 9,161 Others 142 375 25,207 25,172 Others 190 - 23,849 Hyundai Rotem Company 2,812 - The Ulsan Harbour Bridge Co., Ltd. Hyundai Card Co., Ltd. 17,790 ₩ 55 The 2nd Youngdong Highway Co., Ltd. Others - Daejeon Clean Water Co., Ltd. Associates: The Gyeongnam Highway Co., Ltd. - ₩ 982 92,639 Entities with significant influence over the Group: Hyundai Motor Company Acquisition of property, plant and equipment, etc. (*) Included in the group of Hyundai Motor Company under the Act. 143 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Translation into U.S. dollars (Note 2) 2012 Description 2012 Disposal of property, Purchases and other plant and equipment, expenses etc. Sales and other income Description Acquisition of property, plant and equipment, etc. Disposal of property, Purchases and other plant and equipment, expenses etc. Sales and other income (In millions) (In thousands) Entities with significant influence over the Group: Hyundai Motor Company Acquisition of property, plant and equipment, etc. Entities with significant influence over the Group: 7,084 ₩ ₩ Kia Motors Corporation Hyundai Mobis Co., Ltd. - ₩ - Hyundai Motor Company 2,935 - Kia Motors Corporation - 4,860 - Hyundai Mobis Co., Ltd. - 25,321 - 711 - 1,824 9,619 17,526 ₩ Associates: 6,713 ₩ ₩ - ₩ 674 - 1,728 9,115 16,608 ₩ - 2,781 - - 4,605 - - 23,994 - 11,418 - 30 - 6,603 - - - 29,832 - - - 6,890 - - - 473 - - - Associates: The Gyeongnam Highway Co., Ltd. 12,049 - 32 - The Gyeongnam Highway Co., Ltd. 6,968 - - - The 2nd Youngdong Highway Co., Ltd. 31,482 - - - The Ulsan Harbour Bridge Co., Ltd. 7,271 - - - Daejeon Clean Water Co., Ltd. 499 - - - Miraeseum 3rd Hyundai Energy Inc. 63,705 - - - Hyundai Energy Inc. 60,367 - - - Others 58,038 - 2,832 - Others 54,996 - 2,684 - 180,012 - 2,864 - 170,579 - 2,714 - The 2nd Youngdong Highway Co., Ltd. The Ulsan Harbour Bridge Co., Ltd. Daejeon Clean Water Co., Ltd. Miraeseum 3rd Other related parties: Other related parties: Hyundai Card Co., Ltd. 6,378 - 320 - Hyundai Card Co., Ltd. 6,044 - 303 - Hyundai Rotem Company 1,996 - 4 - Hyundai Rotem Company 1,891 - 4 - 34 - 2,467 - Others 32 - 2,338 - 8,408 - 2,791 - 7,967 - 2,645 - Hyundai Steel Company 213,996 - 344,904 - Hyundai Amco Co.,Ltd. 118,807 - 1,263 76,300 11,996 - 175,374 825 344,799 - 521,541 77,125 Others Affiliates by the Act (*) Affiliates by the Act (*) Others Hyundai Steel Company 202,782 - 326,830 - Hyundai Amco Co.,Ltd. 112,581 - 1,197 72,302 11,368 - 166,184 782 326,731 - 494,211 73,084 Others (*) Included in the group of Hyundai Motor Company under the Act. 144 145 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (2) Significant fund transactions and equity contribution transactions for the year ended December 31, 2013 and 2012, between Translation into U.S. dollars (Note 2) the Group and related parties or affiliates by the Act are as follows: 2012 Description Loans Korean won Lending 2013 Description Loans Lending Borrowing Investment in cash Repayment The Gyeongnam Highway Co., Ltd. Associates: ₩ 2,401 ₩ Investment in cash Repayment Associates: (In millions) Busan Jungkwan Energy Co., Ltd. Borrowing (In thousands) Borrowings Collection Borrowings Collection - ₩ - ₩ - ₩ - The Gyeongnam Highway Co., Ltd. - - - - 7,442 The 2nd Youngdong Highway Co., Ltd. - - - - 27,182 The 2nd Seoul-Incheon Linking Highway Co., Ltd. - - - - 3,503 Others - - - - 24,363 2,401 - - - 62,490 - ₩ - ₩ - ₩ - ₩ The 2nd Youngdong Highway Co., Ltd. - - - - 2,682 The 2nd Seoul-Incheon Linking Highway Co., Ltd. - - - - 9,897 Others - - - - 3,108 - - - - 26,550 ₩ 10,863 (3) As of December 31, 2013 and 2012, significant balances related to the transactions between the Group and related parties or affiliates by the Act are as follows: Korean won 2013 Translation into U.S. dollars (Note 2) Description 2013 Description Loans Lending Borrowings Collection Borrowing Trade receivables Investment in cash Repayment Hyundai Motor Company 2,275 ₩ - ₩ - ₩ - ₩ - The Gyeongnam Highway Co., Ltd. - - - - 7,052 The 2nd Youngdong Highway Co., Ltd. - - - - 25,758 The 2nd Seoul-Incheon Linking Highway Co., Ltd. - - - - 3,319 Others - - - - 23,086 2,275 - - - 59,215 Kia Motors Corporation Borrowings Collection Borrowing Investment in cash Repayment (In millions) - ₩ - ₩ - ₩ - ₩ The 2nd Youngdong Highway Co., Ltd. - - - - 2,830 The 2nd Seoul-Incheon Linking Highway Co., Ltd. - - - - 10,444 Others - - - - 3,280 - - - - 28,018 ₩ 11,464 45,805 ₩ - ₩ 5,527 ₩ 144 ₩ - ₩ 440 1,819 - 16 - - - 47,624 - 5,543 144 - 440 4,222 - 50 - - 1,326 - - - - 94 The Ulsan Harbour Bridge Co., Ltd. 9,771 - - - - - - 2,401 37 - - 2 Others 1,049 - - - - - 651 - - - - - 4,534 - 8,828 - - 256 25,644 2,401 8,915 - - 1,678 Other related parties: 1,672 - - - - 7,441 Hyundai Rotem Company - - 7,553 14,137 - 1,534 Others - - - 441 - 76 1,672 - 7,553 14,578 - 9,051 Affiliates by the Act (*) Hyundai Steel Company Hyundai Amco Co.,Ltd. Others 146 ₩ 5,417 Hyundai Card Co., Ltd. Associates: The Gyeongnam Highway Co., Ltd. Others The Gyeongnam Highway Co., Ltd. Miraeseum 3rd 2012 Lending Borrowings The 2nd Youngdong Highway Co., Ltd. Daejeon Clean Water Co., Ltd. Korean won Loans Trade payables Others Associates: Busan Jungkwan Energy Co., Ltd Description Loans Entities with significant influence over the Group: Associates: ₩ Payables (In millions) (In thousands) Busan Jungkwan Energy Co., Ltd. Receivables 28,066 - 1,628 56,101 - 4,575 370 - 16,772 - - 9,783 - - 555 18,193 - 4,560 28,436 - 18,955 74,294 - 18,918 147 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Translation into U.S. dollars (Note 2) Korean won 2013 Description 2012 Receivables Trade receivables Description Payables Loans Trade payables Others Borrowings Receivables Trade receivables Others Payables Loans Others (In thousands) Kia Motors Corporation $ 43,405 $ 5,237 $ 136 $ 1,724 - $ - 15 - - $ - 417 - 45,129 - 5,252 136 - 417 The Gyeongnam Highway Co., Ltd. 4,001 - 47 - - 1,257 The 2nd Youngdong Highway Co., Ltd. 5,133 - - - - 89 The Ulsan Harbour Bridge Co., Ltd. 9,259 - - - - - Hyundai Motor Company Kia Motors Corporation Hyundai Mobis Co., Ltd. - - - - - 2,744 - - - - - 574 - - - - 221 - - 617 - - - - - Daejeon Clean Water Co., Ltd. 4,296 - 8,366 - - 242 24,300 2,275 8,448 - - 1,590 Others - - - 418 - 72 1,584 - 7,157 13,814 - 8,577 Affiliates by the Act (*) Hyundai Steel Company Hyundai Amco Co.,Ltd. Others 50 - - - Hyundai Energy Inc. Miraeseum 3rd 13,698 - - - Others 72,793 - 3,150 201 - 163 108,461 - 3,418 206 - 1,684 2,402 - 1,543 53,161 - 4,335 351 - 15,893 - - 9,270 - Other related parties: Hyundai Card Co., Ltd. Hyundai Rotem Company Others 26,595 2,231 10,872 Miraeseum 3rd 1,454 - - - The Ulsan Harbour Bridge Co., Ltd. 7,051 - 580 1,300 Busan Jungkwan Energy Co., Ltd - - 1,958 - - - 1 - - 2 - - - - 13,396 2,002 10,520 5 - - - - - 7,157 2,231 268 - - - ₩ - - - - 580 ₩ - 35 - - 3,009 - 1,584 1,957 ₩ - 4,721 2,275 Hyundai Rotem Company - ₩ 63 The Gyeongnam Highway Co., Ltd. - Hyundai Card Co., Ltd. 8,455 ₩ The 2nd Youngdong Highway Co., Ltd. 994 Other related parties: ₩ Associates: Daejeon Clean Water Co., Ltd. Others Others Entities with significant influence over the Group: Associates: Busan Jungkwan Energy Co., Ltd Borrowings (In millions) Entities with significant influence over the Group: Hyundai Motor Company Trade payables 721 - - - - 66 - 7,894 13 - - - - - 187 - 13 787 - 7,894 200 - 2,415 Affiliates by the Act (*) - - 526 17,240 - 4,322 Hyundai Steel Company 160,089 - 7,301 108,105 - 28,545 26,946 - 17,962 70,401 - 17,927 Hyundai Amco Co.,Ltd. 6,968 - 68,086 499 - 4,001 Others 8,750 - 352 32,550 - 4,790 175,807 - 75,739 141,154 - 37,336 (*) Included in the group of Hyundai Motor Company under the Act. 148 149 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Translation into U.S. dollars (Note 2) Translation into U.S. dollars (Note 2) 2012 Description Receivables Trade receivables Description Payables Loans Trade payables Others December 31, 2013 Borrowings Allowance for doubtful account Others December 31, 2012 Bad debt expenses Allowance for doubtful account Bad debt expenses (In thousands) Associates (In thousands) 35,285 $ $ - $ 33,010 $ 3,213 Entities with significant influence over the Group: Hyundai Motor Company 8,012 $ $ Kia Motors Corporation Hyundai Mobis Co., Ltd. 1,854 $ 550 $ 60 - $ - - - 1,897 - 1 - - $ 2,114 - - (5) Pledged assets provided as collateral for related parties as of December 31, 2013, are as follows: Korean won - 9,969 - 1,855 550 - 2,114 The Gyeongnam Highway Co., Ltd. 2,851 - - - - 1,232 The 2nd Youngdong Highway Co., Ltd. 4,474 - 254 5 - - 10,302 - - - - - 2,600 - - - - - 544 - - - - 209 47 - - - - - Hyundai Energy Inc. 12,980 - - - Others 68,979 - 2,985 190 - 154 102,777 - 3,239 195 - 1,595 Description Associates: The Ulsan Harbour Bridge Co., Ltd. Busan Jungkwan Energy Co., Ltd Daejeon Clean Water Co., Ltd. Miraeseum 3rd Hyundai Rotem Company - - - - 2,276 63 - 7,480 12 - - - - - 177 - 12 746 - 7,480 189 - 2,288 Others Affiliates by the Act (*) Hyundai Steel Company 151,700 - 6,918 102,440 - 27,049 Hyundai Amco Co.,Ltd. 6,603 - 64,518 473 - 3,791 Others 8,291 - 334 30,844 - 4,539 166,594 - 71,770 133,757 - 35,379 Investments in associates 38,451 Kookmin Bank and others Loan guarantee The Gyeongnam Highway Co., Ltd. The Ulsan Harbour Bridge Co., Ltd. Investments in associates 21,569 Kookmin Bank and others Loan guarantee Investments in associates 13,367 Kookmin Bank and others Loan guarantee Others Investments in associates Korea Development Bank and others Pledging of shares ₩ 6 73,393 ₩ Translation into U.S. dollars (Note 2) Description Description of pledged assets Book value - The 2nd Youngdong Highway Co., Ltd. Investments in associates 36,436 Kookmin Bank and others Loan guarantee The Gyeongnam Highway Co., Ltd. The Ulsan Harbour Bridge Co., Ltd. Investments in associates 20,439 Kookmin Bank and others Loan guarantee Investments in associates 12,667 Kookmin Bank and others Loan guarantee Others Investments in associates Korea Development Bank and others Pledging of shares $ 6 69,548 $ Korean won Bad debt expenses December 31, 2012 Allowance for doubtful account Bad debt expenses (In millions) Associates 37,236 ₩ ₩ 150 - ₩ 34,835 ₩ Remarks (In thousands) 2012, are as follows: Allowance for doubtful account Security holder Associates: (4) Details of allowance for doubtful accounts related to account balances with related parties as of December 31, 2013 and Description Remarks - The 2nd Youngdong Highway Co., Ltd. (*) Included in the Group of Hyundai Motor Company under the Fair Trade Act. December 31, 2013 Security holder (In millions) - 683 Book value Associates: Other related parties: Hyundai Card Co., Ltd. Description of pledged assets 3,391 151 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (6) Supplemental funding arrangements and others provided to related parties as of December 31, 2013, are as follows: 37. PLEDGED ASSETS: Korean won Description Description of pledged assets Book value (1) Pledged assets provided as collateral for the Group’s borrowings and guarantees as of December 31, 2013, are as follows: Security holder Remarks Description of pledged assets (In thousands) (In millions) Korean won Detailed title Book value Security holder Associates The Gyeongnam Highway Co., Ltd. ₩ 4,425 $ 4,193 Supplemental funding arrangements of borrowings Remarks (In millions) Financial assets AFS (non-current) Construction Guarantee Cooperative Financial assets AFS (non-current) Korea Housing Guarantee Co., Ltd. Seosan Chongchun Co., Ltd. 28,235 26,755 Supplemental funding arrangements of borrowings Uljuchongchun Co., Ltd. 25,524 24,186 Supplemental funding arrangements of borrowings Daejeon Clean Water Co., Ltd. 23,025 21,818 Supplemental funding arrangements of borrowings Ulsan Chongchun Co., Ltd. 27,847 26,388 Supplemental funding arrangements of borrowings Long-term financial instruments Due from financial institution Korea Exchange Bank and others Current transaction deposit Jinju Chongchun Co., Ltd. 28,795 27,286 Supplemental funding arrangements of borrowings Long-term financial instruments 7,704 First Gulf Bank For construction warranty The Ulsan Harbour Bridge Co., Ltd. 12,250 11,608 Supplemental funding arrangements of borrowings Busan Jungkwan Energy Co., Ltd. 17,500 16,583 Supplemental funding arrangements of borrowings 398 First Gulf Bank For construction warranty 9,960 9,438 Supplemental funding arrangements of borrowings Long-term other receivables Due from financial institution Interest on due from financial institution Other operation key money 10,369 9,826 Overseas construction guarantee and others Cash and cash equivalents Due from financial institution 5,375 4,825 4,573 Overseas construction guarantee and others Cash and cash equivalents Due from financial institution 182,654 Financial assets AFS (non-current) Korea Specialty Contractor Financial Cooperative (*) Limits on payment guarantee are equal to the amount of guarantee provided as of December 31, 2013. Financial assets AFS (non-current) Construction Guarantee Cooperative (7) Compensation for registered directors and unregistered directors of the Group for the years ended December 31, 2013 and Investments in subsidiaries Hyundai Energy Inc. Miraeseum 3rd Hyundai Engineering Pakistan (Private) Limited Hyundai Engineering (Thailand) Co., Ltd. ₩ 192,755 $ Long-term other receivables Korean won Description 2013 2013 40,657 ₩ Postemployment benefits 5,416 Long-term employee salaries ₩ 44,890 $ 3,792 38,527 $ 21,859 Korea Housing Guarantee Co., Ltd For construction warranty and others Seoul Guarantee Insurance Co., Ltd Deposit for license Korea Development Bank and others For borrowings 20 Seoul Guarantee Insurance Co., Ltd Deposit for license 1,148 Korea Specialty Contractor Financial Cooperative Guarantee for contract and guarantee for advance payment and others 309 Construction Guarantee Cooperative Guarantee for contract and guarantee for advance payment and others - Korea Development Bank and others Pledging of shares 108,590 Translation into U.S. dollars (Note 2) Detailed title Book value Security holder 5,132 22 371 21 46,095 ₩ 49,053 $ 43,680 $ Remarks (In thousands) 42,538 3,593 352 46,483 Financial assets AFS (non-current) Construction Guarantee Cooperative Financial assets AFS (non-current) Korea Housing Guarantee Co., Ltd. $ 67,919 Construction Guarantee Cooperative For construction warranty and others 20,714 Korea Housing Guarantee Co., Ltd For construction warranty and others Long-term financial instruments Due from financial institution Korea Exchange Bank and others Current transaction deposit Long-term financial instruments 7,300 First Gulf Bank For construction warranty 377 First Gulf Bank For construction warranty Long-term other receivables Due from financial institution Interest on due from financial institution Other operation key money Cash and cash equivalents Due from financial institution 5,093 Cash and cash equivalents Due from financial institution Financial assets AFS (non-current) Korea Specialty Contractor Financial Cooperative Financial assets AFS (non-current) Construction Guarantee Cooperative Investments in subsidiaries Hyundai Energy Inc. Long-term other receivables 33 63 $ 152 For construction warranty and others (In thousands) (In millions) ₩ Description of pledged assets 2012 Construction Guarantee Cooperative 67 Translation into U.S. dollars (Note 2) 2012 71,675 35 ₩ 2012, are as follows: Short-term employee salaries ₩ Seoul Guarantee Insurance Co., Ltd Deposit for license Korea Development Bank and others For borrowings 19 Seoul Guarantee Insurance Co., Ltd Deposit for license 1,088 Korea Specialty Contractor Financial Cooperative Guarantee for contract and guarantee for advance payment and others 293 Construction Guarantee Cooperative Guarantee for contract and guarantee for advance payment and others - Korea Development Bank and others Pledging of shares 102,899 153 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 In addition to the above matter, the common stock of Hyundai Energy Inc. is established as a pledge right that is offered by the stockholders, and the insurance (₩908,216 million ($860,624 thousand)) for plants is established as a pledge right. Plants located in Yeosu will be Translation into U.S. dollars (Note 2) Company Description of pledged assets established a pledge right within six months from completion according to contract with lender. The book value of property, plant and equipment that will be offered a pledge right is ₩505,025 million ($478,561 thousand) as of December 31, 2013, and borrowings that are related to it are ₩390,000 million ($369,563 thousand). (2) Pledged assets provided as collateral by the Group to other parties, excluding the Group’s related parties as of December 31, 2013, are as follows: Korean won Company Description of pledged assets Detailed title Book value Security holder Remarks Korea Development Bank and others Loan guarantee (In millions) 2,070 Kangnam Beltway Co., Ltd. AFS financial assets Kangnam Beltway Co., Ltd. Busan Newport Co., Ltd. AFS financial assets Busan Newport Co., Ltd. 55,771 Kookmin Bank and others Loan guarantee Seoul-Chuncheon Highway Co., Ltd. AFS financial assets Seoul-Chuncheon Highway Co., Ltd. 32,102 Kookmin Bank and others Loan guarantee Kaya Railroad Co., Ltd. AFS financial assets Kaya Railroad Co., Ltd. - National Pension Service and others Loan guarantee Taekwang-Doksan Project Financial Investment AFS financial assets Taekwang-Doksan Project Financial Investment HanWon PFV. AFS financial assets HanWon PFV. 1,592 995 Kaya Railroad Co., Ltd. - National Pension Service and others Loan guarantee Arenapark Development Co., Ltd. AFS financial assets Arenapark Development Co., Ltd. - Korea Development Bank and others Loan guarantee Pusan Finance Center PFV Co., Ltd. AFS financial assets Pusan Finance Center PFV Co., Ltd. 8,404 Korea Development Bank and others Loan guarantee Mileseum Co., Ltd. AFS financial assets Mileseum Co., Ltd. - Korea Development Bank and others Loan guarantee Loan guarantee The Second Mileseun Co., Ltd. AFS financial assets The Second Mileseun Co., Ltd. - Hanwha General Insurance Co., Ltd., and others Heemangsewoom Co., Ltd. AFS financial assets Heemangsewoom Co., Ltd. - Korea Finance Corporation and others Loan guarantee Taekwang-Doksan Project Financial Investment AFS financial assets Taekwang-Doksan Project Financial Investment Korea Development Bank and others Loan guarantee HanWon PFV. AFS financial assets HanWon PFV. 1,509 943 Hana Bank and others Loan guarantee Loan guarantee Loan guarantee Korea Finance Corporation and others Loan guarantee Korea Development Bank and others Loan guarantee Loan guarantee Loan guarantee Loan guarantee Seoul integrated freight terminal PFV Co., Ltd. AFS financial assets Seoul integrated freight terminal PFV Co., Ltd. 3,500 Korea Development Ban Kookmin Bank and others Investment property Land 36,735 $ Hana Bank and others 3,705 38,766 AFS financial assets Kimlatiera PFV Co., Ltd ERail Co., Ltd. 147,370 Loan guarantee Kaya Railroad Co., Ltd. Loan guarantee AFS financial assets ₩ Loan guarantee Kookmin Bank and others Hanwha General Insurance Co., Ltd., and others ERail Co., Ltd. Investment property Land Kookmin Bank and others 30,420 Korea Development Ban Korea Development Bank and others Kimlatiera PFV Co., Ltd 52,848 Seoul-Chuncheon Highway Co., Ltd. 3,317 - Busan Newport Co., Ltd. AFS financial assets Seoul integrated freight terminal PFV Co., Ltd. The Second Mileseun Co., Ltd. Heemangsewoom Co., Ltd. AFS financial assets Seoul-Chuncheon Highway Co., Ltd. AFS financial assets Korea Development Bank and others AFS financial assets Busan Newport Co., Ltd. $ Seoul integrated freight terminal PFV Co., Ltd. - AFS financial assets Loan guarantee Kangnam Beltway Co., Ltd. Loan guarantee Mileseum Co., Ltd. The Second Mileseun Co., Ltd. 1,962 AFS financial assets 3,511 Loan guarantee AFS financial assets Korea Development Bank and others (In thousands) Kangnam Beltway Co., Ltd. ERail Co., Ltd. Loan guarantee Korea Development Bank and others Mileseum Co., Ltd. Remarks AFS financial assets Korea Development Bank and others Arenapark Development Co., Ltd. Pusan Finance Center PFV Co., Ltd. Security holder ERail Co., Ltd. - AFS financial assets AFS financial assets Book value Korea Development Bank and others 8,869 Arenapark Development Co., Ltd. Pusan Finance Center PFV Co., Ltd. Heemangsewoom Co., Ltd. ₩ Detailed title Kookmin Bank and others Loan guarantee (*) 139,649 (*) Payment guarantee limits of lands in investment property are ₩59,000 million ($55,908 thousand) for loan guarantee. 38. COMMITMENTS AND CONTINGENCIES: (1) Guarantees provided by the Group to other parties, excluding the Group’s related parties, as of December 31, 2013, are as Loan guarantee (*) follows: Korean won Beneficiary Translation into U.S. dollars (Note 2) Remarks (In millions) Samchang village rebuilding association and others ₩ 1,178,566 $ 1,116,807 Business drive expense Gangseo Hillstate Housing contractors and others 302,216 286,379 Moving expense Namyangju-si Jigeum-dong reconstruction association and others 847,489 803,079 Middle payment Heemangsewoom Co., Ltd. and others 256,219 242,793 Fund supplement agreements Pyeongtaek segyo district development association 3,321 ₩ 2,587,811 $ 3,147 Farmland installment payment guarantee 2,452,205 (*) Payment guarantee limits are ₩4,350,245 million ($4,122,283 thousand). As part of commercial practice of the Korean construction industry, the Group bears joint guarantee for construction related to housing sales guarantee provided by Korea Housing Guarantee Co., Ltd., as of December 31, 2013. 154 155 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 As of December 31, 2013, the Group has provided minimum revenue guarantee to a financial investor as construction investor in connection with Pusan Finance Center PFV Co., Ltd., and others. $2,689,008 thousand related to the overseas construction. (2) In connection with the development company’s project financing (“PF”) borrowing, the major guarantees provided by the Group as of December 31, 2013, are as follows: Area Loan amount Loan amount (In millions) Gyeonggi Nonmonetary institutions Gyeonggi Nonmonetary institutions ₩ (5) As of December 31, 2013, the Group is accused in 166 lawsuit cases pending as a defendant regarding claims for damage, etc., and these litigations are valued as ₩444,988 million ($421,670 thousand). The outcome of such lawsuits cannot be Translation into U.S. dollars (Note 2) Korean won Financial institution (4) As of December 31, 2013, the Group had credit limit agreements with Korea Exchange Bank and others for LC amounting to Beginning date currently determined. The Group accounted the above lawsuit as litigation provision amounting to ₩84,463 million ($80,037 Maturity Description Type (6) The Group has pledged five blank notes and two notes (₩4,798 million ($4,547 thousand)), seven blank checks and six (In thousands) 159,237 $ 99,500 thousand) as of December 31, 2013. 150,893 06/11/2013 06/10/2014 Joint guarantee ABCP 94,286 06/10/2013 03/10/2014 Joint guarantee ABCP checks (₩25,872 million ($24,516 thousand)) as collateral for borrowings and payment guarantees. Gyeonggi Nonmonetary institutions 82,100 77,798 04/25/2013 02/25/2015 Joint guarantee ABCP South of Chuncheong Nonmonetary institutions 80,700 76,471 10/18/2012 10/20/2014 Joint guarantee ABCP South of Chuncheong Nonmonetary institutions 80,700 76,471 10/18/2012 10/20/2014 Joint guarantee ABCP 800%, collateral is not to exceed 200% of equity and disposal of assets should not to exceed ₩2,000,000 million ($1,895,196 Gyeonggi Nonmonetary institutions 62,700 59,414 04/01/2013 06/01/2015 Joint guarantee ABCP thousand) a year. If the Parent Company fails to meet such conditions, the parent Company’s rights may be forfeited. Bonds issued with the above conditions amounted to ₩1,250,000 million ($1,184,497 thousand). Gyeonggi Nonmonetary institutions 60,000 56,856 10/07/2011 10/07/2014 Joint guarantee ABCP Gyeonggi Nonmonetary institutions 60,000 56,856 06/28/2013 05/16/2014 Joint guarantee ABCP Gyeonggi Bank Gyeonggi Nonmonetary institutions ₩ 56,500 53,539 02/14/2012 06/14/2015 Joint guarantee LOAN 56,420 $ 53,463 04/01/2013 05/06/2015 Joint guarantee ABCP In addition, the total PF borrowing balances that the Group guaranteed for developer’s PF borrowings are ₩1,701,546 million ($1,612,381 (7) The bond issuance contracts provide for such terms and conditions that the debt-to-equity ratio is to be kept at less than (8) Long-term contracts of Hyundai Energy Inc. are as follows: Institution Description Period thousand) including the above major guarantees and consist of ABCP type for ₩1,482,800 million ($1,405,098 thousand) and other PF Loan Korea South-East Power Co., Ltd. Real estate lease 27 years from 04/01/2010 type for ₩218,746 million ($207,283 thousand). Moreover, the limits of payment guarantee for the borrowing balances of PF borrowings, Boim Energy Co., Ltd. and Korea South-East Power Co., Ltd. Coal purchases 25 years from coal supply starting Boim Energy Co., Ltd. Coal unloading, storage and transit piping management of heat 27 years from 04/01/2010 Korea South-East Power Co., Ltd. Operation and maintenance of integrated energy business 25 years from two months before completion of the integrated energy facilities in Yeosu which are ₩1,701,546 million ($1,612,381 thousand), are ₩1,957,680 million ($1,855,093 thousand). (3) Guarantees provided to the Group by other parties, excluding the Group’s related parties as of December 31, 2013, are as follows: Guarantee Korean won ₩ Seoul Guarantee Insurance Co., Ltd. Korea Housing Guarantee Co., Ltd. Hana Bank and others Korea Exchange Bank and others Remarks Hyundai Energy Inc. changed due date on completion of the integrated energy facilities with consent of unsubordinated lender from (In thousands) (In millions) Korea Construction Financial Cooperative Translation into U.S. dollars (Note 2) 6,804,970 $ 6,448,375 Guarantee for construction and others 931,002 882,215 Guarantee for construction and others 1,993,683 1,889,210 79,295 75,140 Guarantee for housing and others 6,207,651 5,882,357 17,903 16,965 Guarantee for contract and others Engineering Financial Cooperative 59,391 56,279 Guarantee for contract and others Guarantee for overseas construction and others 950 900 2,320,416 2,198,821 150 143 Korea South-East Power Co., Ltd. 33,147 31,410 Pledging of shares NH Power the 2nd Co., Ltd. 14,402 13,647 Pledging of shares NongHyup Bank 9,601 9,098 Pledging of shares Boim Energy Co., Ltd. 1,143 1,083 Pledging of shares The Export-Import Bank of Korea and others Korea Exchange Bank ₩ 18,473,704 $ the requirement of comprehensive completion is not satisfied until changed due date and it is not solved within 30 days from date of receipt of corrective notice of Korea Development Bank. Guarantee for construction and others Korea Specialty Contractor Financial Cooperative Korea Development Bank and others 06/30/2012 to 12/31/2012. Cause of loss of benefit of time related to ₩408,920 million ($387,492 thousand) for borrowings may happen if Guarantee for other foreign currency payment Guarantee for contract and others Guarantee for other foreign currency payment 17,505,643 156 157 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 39. CONSOLIDATED STATSMENTS: (3)Deduction of income not involving cash inflows and others for the years ended December 31, 2013 and 2012, is as follows: Korean won (1) The cash and cash equivalents in the consolidated statements of cash flows are the same as the cash and cash equivalents Description in the consolidated statements of financial position. 2013 Translation into U.S. dollars (Note 2) 2012 2013 2012 (In thousands) (In millions) (2) Additions of expenses not involving cash outflows and others for the years ended December 31, 2013 and 2012, are as follows: Korean won Description 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In thousands) (In millions) Transfer to provision for construction warranties 2012 52,632 ₩ 59,683 $ 49,874 $ 56,555 Transfer to provision for construction loss 46,138 37,002 43,723 35,064 Transfer to provision for litigation 26,771 56,978 25,368 53,992 Postemployment benefits 69,606 53,545 65,958 50,739 Depreciation 89,091 82,763 84,422 78,426 540 503 512 477 4 24 4 23 3,632 2,513 3,442 2,381 531 58,130 503 55,084 30,881 26,026 29,263 24,662 Other long-term employee benefits (2,011) 1,298 (1,906) 1,230 Loss on foreign currency translation (financial expenses) 12,896 - 12,220 - ₩ Depreciation of investment property Depreciation expenses on assets not in use Amortization of intangible assets Bad debt expenses Other bad debt expenses Loss on foreign currency translation (financial expenses) 13,310 37,159 12,613 35,212 Loss on foreign currency translation (other expenses) 22,790 14,316 21,596 13,566 Loss on foreign operation translation - 672 - 637 Loss on valuation of derivatives - 151 - 143 4,288 1,013 4,063 960 69 1,296 65 1,228 Impairment loss on property, plant and equipment 1,559 - 1,477 - Impairment loss on intangible assets 3,871 582 3,668 552 13 49 12 46 - 622 - 589 22,289 4,668 21,121 4,423 Loss on disposal of property, plant and equipment Loss on disposal of intangible assets Loss on disposal of AFS financial assets Loss on disposal of investments in associates Impairment loss on AFS financial assets Impairment loss on investments in associates Loss on valuation using equity method Interest expenses Income tax expense ₩ 683 4,689 647 4,443 14,161 14,274 13,419 13,526 70,007 61,046 66,338 57,847 192,329 170,050 182,250 161,139 676,080 ₩ 689,052 $ 640,652 $ 652,944 Reversal of provision for construction warranties 6,701 ₩ ₩ 6,350 $ 9,337 Reversal of provision for construction loss 73,786 33,793 69,918 32,025 Reversal of provision for litigation 10,640 12,188 10,082 11,549 Gain on foreign currency transaction (financial income) 9,256 - 8,771 - Gain on foreign currency translation (financial income) 11,695 10,163 11,082 9,630 Gain on foreign currency translation (other income) 3,265 21,565 3,446 20,435 Reversal of loss on foreign operation translation 3,201 - 3,033 - Reversal of allowance for doubtful accounts 3,199 62,127 3,031 58,871 Gain on valuation of derivatives Gain on disposal of property, plant and equipment Gain on disposal of intangible assets Gain on disposal of AFS financial assets Gain on disposal of investments in associates Gain on valuation using equity method 22 1,405 21 1,331 27,680 2,675 26,230 2,535 - 736 - 697 2,748 27,258 2,604 25,830 35,098 - 33,259 - 1,544 3,109 1,463 2,946 Interest income 67,481 75,642 63,945 71,678 Dividend income 2,369 5,452 2,245 5,166 - 1,589 - 1,505 Miscellaneous revenues 276,985 ₩ ₩ 249,436 $ 262,469 $ 236,365 (4)Investing and financing activities of non-cash transactions for the years ended December 31, 2013 and 2012, are as follows: Korean won Description 2013 2012 (In millions) Current portion of long-term financial instruments 80,000 ₩ ₩ Current portion of long-term loan 95,020 14,036 251,254 Current portion of long-term borrowings 417,722 178,287 Current portion of long-term debentures issued 200,000 350,010 Translation into U.S. dollars (Note 2) Description 2013 2012 (In thousands) Current portion of long-term financial instruments $ Current portion of long-term loan 158 9,853 $ 75,808 $ 90,041 13,300 238,088 Current portion of long-term borrowings 395,832 168,944 Current portion of long-term debentures issued 189,520 331,669 159 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 40. RISK MANAGEMENT: The Group deposits cash and cash equivalents, long-term and short-term financial instruments in Korea Exchange Bank and others. As these financial institutions the Group makes transactions with are reputable financial institutions, the credit risks from them are considered (1)Capital risk management limited. The purpose of capital risk management is to protect its ability to continuously provide profits to shareholders and parties in interest and to maintain optimum capital structure to reduce capital expenses. To maintain or to adjust capital structure, the Group can adjust dividend, return capital to shareholders, issue new shares to reduce liabilities and dispose assets. ② The maximum exposed amounts of credit risk As of December 31, 2013, the maximum exposed amounts of credit risk for financial assets maintained by the Group are as follows. The Group’s capital structure consists of net liability, which is borrowings less cash and cash equivalents and equity; the overall capital risk Korean won Description management policy of the Group is unchanged from the prior period. Items managed as capital by the Group as of December 31, 2013 and Book value 2012, are as follows: Translation into U.S. dollars (Note 2) Exposed amount (In thousands) (In millions) Korean won Description Translation into U.S. dollars (Note 2) Less: Cash and cash equivalents ₩ 2,301,576 ₩ (In thousands) 1,696,242 $ 2,180,969 $ 1,607,355 (1,883,560) (1,854,859) (1,784,857) (1,757,660) 418,016 (158,617) 396,112 (150,305) Total liabilities 9,530,137 7,990,893 9,030,737 7,572,152 Total equity 5,203,075 4,755,936 4,930,423 4,506,716 Net borrowings The ratio of net borrowings compared to equity Debt ratio Cash and cash equivalents ₩ 1,883,560 ₩ Short-term financial instruments December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 (In millions) Total borrowings Loans and receivables 8.03% - 8.03% - 183.16% 168.02% 183.16% 168.02% Held-to-maturity financial assets 1,883,560 $ 1,784,857 $ 1,784,857 266,240 266,240 252,288 252,288 Trade receivables 1,313,236 1,313,236 1,244,420 1,244,420 Other receivables 1,254,828 1,254,828 1,189,072 1,189,072 Long-term accounts receivables 349,296 349,296 330,992 330,992 Long-term other receivables 567,922 567,922 538,162 538,162 Long-term financial instruments 54,123 54,123 51,287 51,287 Held-to-maturity financial assets (current) 22,661 22,661 21,473 21,474 Held-to-maturity financial assets (non-current) 72,790 72,790 68,976 68,976 Derivative assets Current derivative assets Financial guarantee Other financial liability (2) Financial risk management Exposed amount Book value ₩ 4 4 4 4 55,152 4,687,681 52,262 4,442,036 5,533,793 $ 9,923,568 5,839,812 ₩ 10,472,341 $ The Group is exposed to various financial risks, such as market risk (foreign exchange risk, interest rate risk and price risk), credit risk and liquidity risk related to financial instruments. The purpose of risk management of the Group is to identify potential risks related to financial performance and reduce, eliminate and evade those risks to a degree acceptable to the Group. Overall financial risk management policy of the Group is the same as the prior period. 2) Liquidity risk The Group establishes short-term and long-term fund management plans. The Group analyzes and reviews actual cash outflow and its budget to correspond the maturity of financial liabilities to that of financial assets. Management believes that with proper financial liabilities, it will be able to easily access cash when necessary for its operating activities and financial assets. The Group has overdraft agreements with 1) Credit risk its main banks to manage liquidity risk, which may temporarily increase. ① Management policy of credit risk The Group makes transactions with reputable financial institutions to manage credit risk and operate with policy and procedures for credit enhancement of financial assets. The Group decides credit transaction limits based on evaluation of client’s credit, through information obtained from the credit bureau and disclosed financial position at committing contracts. Also, the Group is provided collateral or payment guarantees. The Group continually reviews the credit and the limits of credit of clients to adjust necessary collateral. For delayed collection of financial assets, current state and collection measures are reported in each quarter and appropriate actions are taken in accordance with the reason for any delays. 160 161 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 The maturity analysis of financial liabilities according to their remaining contract expiration as of December 31, 2013, is as follows: Changes in net assets (before income tax) that are sensitive to changes in Korean won against the foreign currencies by 10% as of December 31, 2013, are as follows: Korean won Korean won Remaining contractual undiscounted cash flows Description Less than 1 year More than 5 years 1–5 years Currency Total (In millions) Interest-bearing liabilities 735,416 ₩ ₩ Non-interest-bearing liabilities 3,454,391 Description 1,374,965 ₩ 613,194 ₩ 350,777 10% increase against foreign currency 3,805,168 10% decrease against foreign currency 10% increase against foreign currency USD ₩ 10% decrease against foreign currency (In thousands) (In millions) 2,723,575 - Translation into U.S. dollars (Note 2) 13,515 ₩ (13,515) $ 12,807 $ (12,807) AED 42,693 (42,693) 40,456 (40,456) KWD 41,775 (41,775) 39,586 (39,586) Translation into U.S. dollars (Note 2) LYD 13,355 (13,355) 12,655 (12,655) Remaining contractual undiscounted cash flows QAR 12,686 (12,686) 12,021 (12,021) Others 68,213 (68,213) 64,638 Less than 1 year More than 5 years 1–5 years Total 192,237 ₩ ₩ (192,237) $ (64,638) 182,163 $ (182,163) (In thousands) Interest-bearing liabilities 696,879 $ $ Non-interest-bearing liabilities 3,273,373 1,302,914 $ 332,396 581,061 $ - 2,580,854 3,605,769 ② Management policy of foreign currency risk The Group borrows funds with fixed and variable interest rates, and the Group is exposed to interest rate risk arising from financial The total guarantee amounts related to the financial guarantee contract amounted to ₩4,687,681 million ($4,442,036 thousand). instruments with variable interest rates. To manage the interest rate risk and to avoid the future cash flow fluctuation risk, the Group mainly The above maturity analysis is based on the book value and the earliest maturity date by which the payments should be made. uses fixed interest rate; however, it uses variable interest rates on occasion. 3) Market risk The Group’s sensitivity to a 1% change in interest rates on income before income tax as of December 31, 2013, is as follows: Korean won ① Management policy of foreign currency risk Description The Group is generally exposed to the risk of foreign currencies in USD, AED and KWD. The Group’s sensitivity to a 10% increase and Increase by 1% decrease in Korean won (functional currency of the Group) against the major foreign currencies as of December 31, 2013, is described in the below table. This 10% is a sensitivity of management’s valuation on rational changes of foreign currency and it is applied when reporting Decrease by 1% Increase by 1% (206) ₩ ₩ Long-term borrowings The sensitivity analysis is conducted on monetary assets and liabilities denominated in foreign currencies other than functional currency as of ₩ Decrease by 1% (In thousands) (In millions) Short-term borrowings Current position of long-term borrowings internally the foreign currency risk to management. Translation into U.S. dollars (Note 2) 206 $ (195) $ 195 (11) 11 (10) 10 (2,174) 2,174 (2,060) 2,060 (2,391) ₩ 2,391 $ (2,265) $ 2,265 December 31, 2013. It only includes unsettled monetary accounts denominated in foreign currencies and adjusts foreign currency translation expecting changes in foreign currency by 10% at the end of the fiscal year. Positive balance (+) represents increases of gains, losses and others in equity section due to appreciation of Korean won. When Korean won is depreciated by 10% to other currencies, gains, losses and other equity accounts are affected by the corresponding amount, which will lead to negative balance (-). ③ Price risks The Group is exposed to price fluctuation risk arising from AFS equity investments. As of December 31, 2013 and 2012, the amount of marketable AFS equity investments is as follows: Korean won Description Translation into U.S. dollars (Note 2) December 31, 2013 December 31, 2012 December 31, 2013 December 31, 2012 (In thousands) (In millions) AFS financial assets 142,763 ₩ ₩ 275,210 $ 135,282 $ 260,788 When the price of marketable equity investments changes by 1%, equity would increase/decrease by ₩1,082 million ($1,025 thousand) (after income tax). 162 163 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 41. SEGMENT INFORMATION: (3) Information related to each operating segment of the Group for the year ended December 31, 2012, is as follows: (1) The Group’s operations are divided into the following segments by type of products and services: Segment Building works Products Description Primary customer Buildings, structures and others Civil works Korean won Building works Civil works Public Procurement Service, CDPL and others Roads, bridges, housing site development and others Korea Highway Corp., ADPC and others Power stations, gas facilities, electric work and others Public Procurement Service, Korea Electric Power Corp. (KEPCO), ARAMCO and others Others Real estate leasing and others KEPCO and others ₩ 3,244,723 ₩ 3,036,446 Gross profit Others Consolidation adjustments ₩ 3,395,630 ₩ 3,059,158 Gross profit ₩ 7,680,797 ₩ (477,591) ₩ 13,324,821 28,305 (14,247) 1,248,872 Property, plant and equipment 6,098 86,636 33,492 798,490 219,314 1,144,030 Depreciation 1,611 9,531 10,280 62,276 (911) 82,787 Building works Total (466,963) ₩ 13,938,287 315,131 338,312 540,643 27,789 (13,425) 1,208,450 Property, plant and equipment 8,348 139,406 38,923 1,243,834 207,710 1,638,221 Depreciation 1,712 10,401 9,386 65,895 1,701 89,095 Plant works/ electrical works Civil works Others Consolidation adjustments Total (In thousands) Sales $ Gross profit 269,665 ₩ 271,384 ₩ Translation into U.S. dollars (Note 2) (In millions) Sales ₩ 7,249,859 ₩ 652,397 Description Plant works/ electrical works Total 369,508 Korean won Civil works Consolidation adjustments 212,909 (2) Information related to each operating segment of the Group for the year ended December 31, 2013, is as follows: Building works Others (In millions) Sales Plant works/electrical works Description Plant works/ electrical works 3,074,693 $ 2,877,330 $ 6,869,951 $ 257,162 $ (452,564) $ 12,626,572 201,752 350,145 618,210 26,822 (13,500) 1,183,429 Property, plant and equipment 5,778 82,096 31,737 756,648 207,821 1,084,080 Depreciation 1,527 9,032 9,741 59,012 (863) 78,449 Reportable segments accounting method is applied by the same measured metrics that applied to the Group. (4) Geographical analysis of income and performance of the Group for the year ended December 31, 2013, is as follows: Translation into U.S. dollars (Note 2) Description Building works Civil works Plant works/ electrical works Others Korean won Consolidation adjustments Description Total Korea (domestic) Middle East/Africa Asia Gross profit $ 3,217,692 $ 298,617 2,898,852 $ 320,584 7,278,307 $ 512,312 Consolidation adjustments Total (In millions) (In thousands) Sales Others 255,533 $ 26,334 (442,493) $ 13,207,891 (12,722) Sales ₩ 5,318,021 ₩ 3,041,614 1,145,125 Property, plant and equipment Depreciation Property, plant and equipment 7,911 132,101 36,883 1,178,654 196,826 1,552,375 Depreciation 1,622 9,856 8,894 62,442 1,612 84,426 ₩ 5,405,487 ₩ 640,128 ₩ (466,963) ₩ 13,938,287 1,208,433 94,646 114,484 12,948 207,710 1,638,221 24,829 18,580 42,870 1,115 1,701 89,095 Reportable segments accounting method is applied by the same measured metrics that applied to the Group. Translation into U.S. dollars (Note 2) Description Korea (domestic) Asia Middle East/Africa 2,882,227 $ Others Consolidation adjustments Total (In thousands) Sales Property, plant and equipment Depreciation 164 $ 5,039,345 $ 5,122,228 $ 606,584 $ (442,493) $ 13,207,891 1,145,108 89,686 108,485 12,270 196,826 1,552,375 23,528 17,606 40,624 1,056 1,612 84,426 165 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 (5) Geographical analysis of income and performance of the Group for the year ended December 31, 2012, is as follows: (2) Fair values of assets acquired and liabilities recognized due to business combination are as follows: Korean won Description Korea (domestic) Middle East/Africa Asia Hyundai Energy Inc. Consolidation adjustments Others Total (In millions) ₩ 5,501,106 ₩ 2,786,553 Sales Property, plant and equipment Depreciation ₩ 5,306,029 ₩ 208,724 ₩ December 31, 2013 December 31, 2012 (477,591) ₩ 13,324,821 698,677 112,923 112,949 167 219,314 1,144,030 22,298 20,989 40,207 204 (911) 82,787 (In millions) Fair value of identifiable assets: ₩ Description Korea (domestic) Asia Middle East/Africa Consolidation adjustments Others Total Sales $ Property, plant and equipment 5,212,836 $ 2,640,532 662,065 Depreciation 107,006 21,130 19,889 $ 5,027,982 $ 197,786 $ 107,030 158 38,100 (452,564) $ 12,626,572 207,821 193 1,084,080 (863) 78,449 11,789 Cash and cash equivalents 6,905 6,543 Trade and other receivables 1,832 1,736 Inventories 1,173 1,112 Other current assets 2,531 2,398 524,176 496,708 Property, plant and equipment 524,106 496,642 Other non-current receivables 70 66 444,596 421,298 35,564 33,700 Fair value of identifiable liabilities: Current liabilities: Trade and other payables 42. BUSINESS COMBINATION: Non-current liabilities: Description Main operation Hyundai Energy Inc. Production of steam, cold and hot water, air-conditioning Existing ownership percentage 49.00% Additional acquisition date 09/30/2013 Ownership additionally acquired(*1) 2.81% Long-term borrowings Korean won Translation into U.S. dollars (Note 2) 33,700 409,032 387,598 Consideration transferred(*2) Consideration transferred(*2) (In millions) (In thousands) $ 52,728 $ Ownership of Hyundai Energy Inc. is acquired for strengthening foundation about business of combined heat and power plant and 106 387,492 92,021 87,199 (3) Goodwill incurred due to business combination for the year ended December 31, 2013, is as follows: Hyundai Energy Inc. Korean won Description 49,965 (*2) Consideration transferred for acquired ownership includes fair value of ₩33,128 million ($31,392 thousand) for existing common stocks of Hyundai Energy Inc. Acquisition reward of convertible preferred stocks is ₩19,600 million ($18,573 thousand) that is paid in cash. 112 408,920 Fair value of identifiable net assets Translation into U.S. dollars (Note 2) December 31, 2013 December 31, 2012 (*1) Ownership percentage in consideration of potential voting right of convertible preferred stocks. (In millions) Consideration transferred ₩ Less: Fair value of acquired identifiable net assets Goodwill construction management operation of the energy manufacturing facility. Acquisition extra cost is excluded from the consideration transferred and recognized as expense in the consolidated statement of comprehensive income for the year ended December 31, 2013. 166 35,564 Retirement benefit obligation (1) A summary of business combination for the year ended December 31, 2013, is as follows: 508,497 12,441 Non-current assets: (In thousands) (In thousands) 536,617 $ Current assets: Translation into U.S. dollars (Note 2) Translation into U.S. dollars (Note 2) Korean won Description 167 (In thousands) 52,728 $ 49,965 (49,476) (46,883) 3,252 3,082 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED FINANCIAL STATEMENTS NOTES TO CONSOLIDATED Independent Auditors’ Report FINANCIAL STATEMENTS HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 English Translation HYUNDAI ENGINEERING of & CONSTRUCTION a Report Originally CO., LTD. Issued AND ITS in Korean SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 To the Shareholders and the Board of Directors of (4) Net cash outflow for business combination is as follows: Hyundai Engineering & Construction Co., Ltd. Amounts Korean won Description Translation into U.S. dollars (Note 2) December 31, 2013 December 31, 2012 (In millions) Consideration paid in cash ₩ Less: Acquired cash and cash equivalents (In thousands) We have audited the accompanying separate financial statements of Hyundai Engineering & Construction Co., Ltd. (the “Company”). The separate financial statements consist of the separate statements of financial position as of December 31, 2013 and 2012, respectively, and the related separate statements of comprehensive income, separate statements of changes in shareholders’ equity and separate statements of cash flows, all expressed in Korean won, for the years ended December 31, 2013 and 2012, respectively. The Company’s management is responsible 19,600 $ 18,573 for the preparation and fair presentation of the separate financial statements, and our responsibility is to express an opinion on these separate (6,905) (6,543) 12,695 12,030 financial statements based on our audits. (5) Business combination between Hyundai Energy Inc. and the Group occurred on September 30, 2013; therefore, sales and net income of the Group include Hyundai Energy Inc.’s sales and deficits, which amounted to ₩16,688 million ($15,814 thousand) and ₩6,474 million ($6,135 thousand), respectively. If the business combination is occurred on January 1, 2013, sales and net income on continued operations of the Group We conducted our audits in accordance with auditing standards generally accepted in the Republic of Korea. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the separate financial statements are free of material misstatement. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the separate financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall separate financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. are ₩13,954,609 million ($13,223,357 thousand) that is added by ₩16,322 million ($15,467 thousand) and ₩521,565 million ($494,234 thousand) and is deducted by ₩48,079 million ($45,560 thousand), respectively. In our opinion, the separate financial statements referred to above present fairly, in all material respects, the financial position of the Company as of December 31, 2013 and 2012, respectively, and the results of its operations and its cash flows for the years ended December 31, 2013 and 2012, respectively, in conformity with Korean International Financial Reporting Standards (“K-IFRS”). 43. SUBSEQUENT EVENTS: Our audits also comprehended the translation of Korean won amounts into U.S. dollar amounts and, in our opinion, such translation has been Hyundai Engineering Co., Ltd., subsidiary, will merge with Hyundai Amco Co.,Ltd. on April 1, 2014, to maximize synergies by combining made in conformity with the basis in Note 2. Such U.S. dollar amounts are presented solely for the convenience of readers outside of Korea. design and construction ability and to enhance corporate value by reinforcing business execution capabilities and order competitiveness. This merger will not have an effect to changing in-scope of the Group’s consolidation Accounting principles and auditing standards and their application in practice vary among countries. The accompanying separate financial statements are not intended to present the financial position, results of operations and cash flows in accordance with accounting principles and practices generally accepted in countries other than the Republic of Korea. In addition, the procedures and practices utilized in the Republic of Korea to audit such separate financial statements may differ from those generally accepted and applied in other countries. Accordingly, this report and the accompanying separate financial statements are for use by those knowledgeable about Korean accounting principles and auditing standards and their application in practice. March 6, 2014 Notice to Readers This report is effective as of March 6, 2014, the auditors’ report date. Certain subsequent events or circumstances may have occurred between the auditors’ report date and the time the auditors’ report is read. Such events or circumstances could significantly affect the accompanying separate financial statements and may result in modifications to the auditors’ report. 168 169 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED SEPARATE STATEMENTS OFFINANCIAL FINANCIALSTATEMENTS POSITION NOTES TO CONSOLIDATED SEPARATE STATEMENTS OFFINANCIAL FINANCIALSTATEMENTS POSITION (CONTINUED) HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOROF AS THE DECEMBER YEARS ENDED 31, 2013 DECEMBER AND 201231, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won ASSETS Notes December 31, 2013 December 31, 2013 (In millions) Short-term financial instruments 4, 22, 38, 39 ₩ 22, 39 1,106,067 ₩ 1,217,518 $ 1,048,107 $ 1,153,717 Trade payables 15, 22, 35, 39 Other payables 15, 22, 35, 39 20,000 20,000 18,952 18,952 1,130,192 1,033,814 1,070,967 Advances from customers 1,144,177 1,090,893 Due to customers for contract work 2,922,421 1,945,162 Short-term borrowings 5, 22, 28, 35, 39 1,207,450 1,151,219 28 3,084,031 2,052,729 Held-to-maturity financial assets 9, 22, 39 22,471 23,448 21,293 22,219 Current derivative assets 21, 22, 39 4 1,982 4 1,878 1,013,497 818,110 960,388 775,239 Current derivative liabilities Income tax payable 6, 13 7, 35 Total current assets 752,518 989,797 713,084 937,930 8,297,022 7,404,995 7,862,240 7,016,957 NON-CURRENT ASSETS: Current portion of long-term borrowings and debentures December 31, 2012 (In thousands) 7,734 9,116 7,329 8,638 354,518 330,986 335,940 5, 22, 28, 35, 36, 39 354,413 382,021 335,841 362,002 Long-term other payables 522,087 Debentures issued 8, 22, 36, 39 400,925 550,958 379,916 9, 22, 39 70,013 78,270 66,344 74,168 1,460,277 1,383,309 1,383,755 1,310,821 10, 35 Investment property 11 349,529 359,784 331,213 340,931 Property, plant and equipment 12 345,666 333,177 327,552 315,718 1,765,100 $ 1,755,095 $ 1,672,605 822,376 741,520 779,282 702,663 1,229,978 1,081,778 1,165,524 1,025,090 593,099 487,129 562,019 461,602 169,984 166,655 161,076 157,922 16, 22, 36, 37, 39 412,902 371,967 391,265 352,475 21, 22 19 349,289 1,852,152 ₩ 28 Other current liabilities 5, 22, 39 Investments in subsidiaries and associates December 31, 2013 16, 22, 39 Total current liabilities 22, 36, 39 Available-for-sale financial assets 28, 35 18, 22, 35, 36, 37, 39 Long-term financial instruments Held-to-maturity financial assets ₩ Other financial liabilities Long-term accounts receivable Long-term other receivables Translation into U.S. dollars (Note 2) December 31, 2012 (In millions) 1,090,984 Other receivables Other current assets December 31, 2013 CURRENT LIABILITIES: 5, 22, 35, 39 Inventories Notes (In thousands) Trade receivables Due from customers for contract work LIABILITIES AND EQUITY December 31, 2012 CURRENT ASSETS: Cash and cash equivalents Korean won Translation into U.S. dollars (Note 2) December 31, 2012 - 626 - 593 41,856 71,411 39,663 67,669 17,890 15,861 16,953 15,030 12,627 84,539 11,965 80,109 5,152,864 4,786,586 4,882,842 4,535,758 NON-CURRENT LIABILITIES: Long-term borrowings Non-current derivative liabilities Retirement benefit obligation 15, 22, 39 281,571 201,989 266,816 191,404 1,047,136 847,563 992,264 803,149 121,260 180,553 114,906 171,092 - 18 - 17 20 213,945 163,129 202,734 154,581 11,723 15,941 11,109 15,106 17 338,926 312,600 321,166 296,219 18, 22, 35, 36, 37, 39 37,262 18,397 35,309 17,433 16, 22, 37, 39 16, 22, 36, 37, 39 21, 22 Provision for long-term employee benefits Provisions Intangible assets 14 27,821 26,255 26,363 24,879 Deferred tax assets 33 177,226 135,342 167,939 128,250 Other non-current assets 7 61,512 37,440 58,289 35,478 Other non-current liabilities 12,914 12,224 12,237 11,583 3,458,912 Total non-current liabilities 2,064,737 1,752,414 1,956,541 1,660,584 Total liabilities 7,217,601 6,539,000 6,839,383 6,196,342 24, 39 557,273 557,273 528,071 528,071 784,783 3,604,405 Total non-current assets Total assets ₩ 11,901,427 ₩ 3,650,190 11,055,185 $ 3,415,527 11,277,767 $ 10,475,869 Other financial liabilities 19 SHAREHOLDERS’ EQUITY (Continued) Capital stock Other contributed capital 24, 39 828,181 828,181 784,783 Components of other capital 25, 39 (30,776) 96,528 (29,163) 91,470 Retained earnings 26, 39 3,329,148 3,034,203 3,154,693 2,875,203 4,683,826 Total shareholders’ equity Total liabilities and shareholders’ equity ₩ (Concluded) 170 171 11,901,427 ₩ 4,516,185 11,055,185 $ 4,438,384 11,277,767 $ 4,279,527 10,475,869 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED SEPARATE STATEMENTS OFFINANCIAL COMPREHENSIVE STATEMENTS INCOME NOTES TO CONSOLIDATED SEPARATE STATEMENTS OFFINANCIAL CHANGES STATEMENTS IN SHAREHOLDERS’ EQUITY HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Notes 2013 Translation into U.S. dollars (Note 2) 2012 2013 (In millions, except per share amounts) SALES COST OF SALES 27, 28, 35 ₩ 32, 35 9,762,976 828,332 GROSS PROFIT SELLING AND ADMINISTRATIVE EXPENSES FINANCIAL EXPENSES OTHER INCOME OTHER EXPENSES 2012 (In thousands, except per share amounts) 10,433,442 $ 10,036,301 $ 9,604,835 9,251,375 828,607 (In millions) Balance at January 1, 2012 ₩ 828,181 ₩ 149,114 ₩ 2,783,189 ₩ 4,317,757 785,186 - - (55,732) (55,732) - - - 347,019 347,019 352,588 412,973 334,112 391,332 415,634 450,814 393,854 Loss on valuation of available-for-sale financial assets, net - - (12,322) - (12,322) 23, 30 156,361 198,024 148,167 187,647 Loss on foreign operations translation, net - - (40,264) - (40,264) 23, 30, 32 129,071 119,592 122,307 113,325 Remeasurements of defined benefit plans - - - (40,273) Balance at December 31, 2012 ₩ 557,273 ₩ 828,181 ₩ 96,528 ₩ 3,034,203 ₩ 4,516,185 Balance at January 1, 2013 ₩ 557,273 ₩ 828,181 ₩ 96,528 ₩ 3,034,203 ₩ 4,516,185 31, 35 94,931 114,770 89,957 108,755 31, 32, 35 125,157 158,232 118,599 149,940 472,808 450,604 448,032 426,991 33 112,530 103,585 106,633 98,157 NET INCOME 26 360,278 347,019 341,399 328,834 OTHER COMPREHENSIVE INCOME (LOSS): - - - (55,732) (55,732) Net income - - - 360,278 360,278 Loss on valuation of available-for-sale financial assets, net - - (95,269) - (95,269) Loss on foreign operations translation, net - - (32,035) - (32,035) Balance at December 31, 2013 20 (9,601) (40,273) (9,098) (38,163) (9,601) (40,273) (9,098) (38,163) (95,269) (12,322) (90,277) (11,676) ₩ 25 TOTAL COMPREHENSIVE INCOME 34 (32,035) (40,264) (30,356) (38,154) (127,304) (52,586) (120,633) (49,830) ₩ 223,373 ₩ 254,160 $ 211,668 $ 240,841 ₩ 3,235 ₩ 3,116 $ 3 $ 3 - 828,181 ₩ Other contributed capital Capital stock (9,601) (30,776) ₩ 3,329,148 ₩ (9,601) 4,683,826 Components of other capital Retained earnings Total amount (In thousands) Balance at January 1, 2012 $ 528,071 $ 784,783 $ 141,300 $ 2,637,343 $ 4,091,497 Dividends - - - (52,811) (52,811) Net income - - - 328,834 328,834 Loss on valuation of available-for-sale financial assets, net - - (11,676) - (11,676) Loss on foreign operations translation, net - - (38,154) - (38,154) Remeasurements of defined benefit plans - - - (38,163) (38,163) Balance at December 31, 2012 $ 528,071 $ 784,783 $ 91,470 $ 2,875,203 $ 4,279,527 Balance at January 1, 2013 $ 528,071 $ 784,783 $ 91,470 $ 2,875,203 $ 4,279,527 Dividends - - - (52,811) (52,811) Net income - - - 341,399 341,399 Loss on valuation of available-for-sale financial assets, net - - (90,277) - (90,277) Loss on foreign operations translation, net - - (30,356) - (30,356) Remeasurements of defined benefit plans Balance at December 31, 2013 172 - 557,273 ₩ Translation into U.S. dollars (Note 2) Items that may be reclassified subsequently to profit or loss: 23, 25 (40,273) Dividends Remeasurements of defined benefit plans Items that will not be reclassified subsequently to profit or loss: BASIC EARNINGS PER SHARE 557,273 ₩ - INCOME TAX EXPENSE Loss on foreign operation translation, net Total amount 475,744 29, 32, 35 INCOME TAX EXPENSE Loss on available-for-sale financial assets, net Retained earnings Dividends INCOME BEFORE Remeasurements of defined benefit plans Components of other capital 9,886,707 9,101,521 784,926 Other contributed capital Capital stock Net income OPERATING INCOME FINANCIAL INCOME 10,591,308 ₩ Korean won $ 528,071 $ 173 784,783 $ (29,163) $ (9,098) 3,154,693 $ (9,098) 4,438,384 Financial Statements Hyundai Engineering & Construction 2013 Annual Report NOTES TO CONSOLIDATED SEPARATE STATEMENTS OFFINANCIAL CASH FLOWS STATEMENTS NOTES TO CONSOLIDATED SEPARATE STATEMENTS OFFINANCIAL CASH FLOWS STATEMENTS (CONTINUED) HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 HYUNDAI ENGINEERING & CONSTRUCTION CO., LTD. AND ITS SUBSIDIARIES FOR THE YEARS ENDED DECEMBER 31, 2013 AND 2012 Korean won Notes 2013 Korean won Translation into U.S. dollars (Note 2) 2012 2013 (In millions) Notes ₩ Net income (128,035) ₩ 360,278 38 439,438 38 (45,326) $ 347,019 481,758 (121,326) $ 341,399 416,410 (42,951) 328,834 456,513 Acquisition of short-term financial instruments 2012 (In thousands) (7,854) (11,958) (7,441) (58,547) (22,541) (55,479) Acquisition of available-for-sale financial assets (12,694) (4,011) (12,029) (3,801) Acquisition of held-to-maturity financial assets (14,214) (15,279) (13,469) (14,478) Acquisition of investments in subsidiaries and associates (81,919) (135,404) (77,626) (128,309) Movements operating assets and liabilities: (686,405) (607,985) (650,436) (576,125) Acquisition of investment property Decrease (increase) in trade receivables 36,639 (379,405) 34,719 (359,523) Acquisition of property, plant and equipment (52,141) 96,693 (49,410) 91,625 (117,737) (956,279) (111,567) Decrease (increase) in inventories (77,373) 213,283 (73,318) 202,107 Decrease (increase) in other current assets 108,077 (157,098) 102,414 (148,866) Increase in long-term other receivables (36,307) (21,548) (34,404) (20,419) 1,989 7,594 1,885 7,196 87,053 (81,583) 82,491 (77,308) Decrease in derivative assets Increase (decrease) in trade payables Increase in other payables Increase (decrease) in advances from customers Increase (decrease) in due to customers for contract work Decrease in other current liabilities Increase (decrease) in long-term other payables Decrease in derivative liabilities 75,193 228,109 71,253 216,156 148,200 (157,588) 140,434 (149,330) 113,496 (58,513) 107,549 (55,447) (71,912) (6,228) (68,144) (5,902) 80,679 (37,181) 76,451 (35,233) (595) (1,905) (564) (1,805) Decrease in provisions (32,110) (44,325) (30,427) (42,002) Decrease in retirement benefit obligation (10,062) (15,419) (9,535) (14,611) (2,207) (1,997) (2,091) (1,892) (45,863) (73,137) (43,460) (69,304) Interest income received 38,768 44,074 36,737 Dividend income received 85,216 41,417 (58,251) Decrease in provision for long-term employee benefits Decrease in components of other capital Interest expense paid Income taxes paid Acquisition of intangible assets (1,484) (4,261) (38,478) (72,770) 1,147,827 1,236,395 1,211,302 1,171,605 Issuance of debentures Proceeds from short-term borrowings 398,496 298,833 377,614 283,174 Proceeds from long-term borrowings 885,542 229,448 839,138 217,424 (1,232,832) (1,211,767) (1,168,229) (1,148,268) (568,551) (264,815) (538,758) (250,938) (534,268) (44,840) (506,271) (42,490) (55,732) (55,732) (52,811) (52,811) Cash outflows for financing activities: Repayment of short-term borrowings Repayment of current portion of long-term borrowing and debentures Repayment of long-term borrowings Payment of dividends 122,288 153,918 (22,867) (108,138) (21,668) CASH AND CASH EQUIVALENTS, AT BEGINNING OF YEAR 1,217,518 1,240,865 1,153,717 1,175,841 41,764 EFFECT OF EXCHANGE RATE ON CASH AND CASH EQUIVALENTS 2,668 (480) 2,528 (456) 80,751 39,247 CASH AND CASH EQUIVALENTS, AT END OF YEAR (50,556) (55,199) (47,907) (140,261) (98,110) (132,911) (92,969) (202,563) (108,501) (191,948) (102,816) - ₩ 118,307 $ - $ 38 ₩ (Concluded) 112,108 1,248 304 1,183 288 Disposal of available-for-sale financial assets 22,588 130 21,404 123 Disposal of held-to-maturity financial assets 23,449 19,026 22,220 18,029 61,231 - 1 - 1 30,084 3 28,508 3 3,831 4,554 3,630 4,315 - 3,859 - 3,657 (Continued) 174 (4,497) (76,795) 162,429 Withdrawal of long-term financial instruments Disposal of property, plant and equipment (1,566) (40,606) 129,050 62,503 Disposal of intangible assets (80) (35,793) (114,119) 64,617 Disposal of investments in subsidiaries and associates (1,265) (37,554) NET DECREASE IN CASH AND CASH EQUIVALENTS 65,959 Disposal of investment property (84) (37,772) Cash inflows from financing activities: Cash inflows from investing activities: ₩ (1,335) (39,631) CASH FLOWS FROM FINANCING ACTIVITIES: CASH FLOWS FROM INVESTING ACTIVITIES: Decrease in other receivables (22,883) (12,618) (252,173) (1,009,161) - (23,788) (228,699) Decrease (increase) in other receivables (24,148) Increase in other receivables (266,118) Increase in due from customers for contract work - Increase in long-term other receivables (241,346) Withdrawal of short-term financial instruments 2013 Cash outflows for investing activities: Cash generated from operations: Deduction of income not involving cash inflows and others 2012 (In millions) (In thousands) CASH FLOWS FROM OPERATING ACTIVITIES: Additions of expenses not involving cash outflows and others 2013 2012 Translation into U.S. dollars (Note 2) 175 1,106,067 ₩ 1,217,518 $ 1,048,107 $ 1,153,717 Hyundai Engineering & Construction 2013 Annual Report Board of Directors As of May, 2014 Chairman JUNG SOO HYUN Director CHUNG MONG KOO Director KIM YONG HWAN Director SHIN HYUN YOON Director LEE SEUNG JAE Director SUH CHEE HO Director PARK SUNG DUCK Civil & Environment Division Building Works Division Plant Division Power & Energy Division Domestic Business Division International Business Division Organization Chart President / CEO JUNG SOO HYUN Auditing Group Director RYU CHIL HEE 176 Executive Vice President Senior Vice President Executive Vice President Senior Vice President Senior Vice President Senior Vice President PARK KYUNG HO KIM IN SOO KIM JONG HO KIM SEUNG HO KIM HYUNG ILL KWON OH SHIK Quality, Scheduling & HSE Division Research & Development Division Procurement Division Finance & Accounting Division Management & Administration Division Planning Division Senior Vice President Senior Vice President Executive Vice President Executive Vice President / CFO Executive Vice President Executive Vice President YOON CHUL SOO KWON OH HYUK KIM HAN SOO PARK DONG WOOK BAEK KYUNG KEE KIM JUNG CHUL 177 Hyundai Engineering & Construction 2013 Annual Report Tehran Global Network Tashkent Baghdad London Dubai Kuwait Doha Al Khobar Beijing Tokyo Alger ASIA Tripoli U.A.E. 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