Annual financial statements 2014
Transcription
Annual financial statements 2014
Annual financial statements 2014 Submitted by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 Contents Introduction03 Key figures 2014 04 Annual report by the Board of Directors to the General Shareholders’ Meeting 06 Company situation Financial data for the financial year 2014 06 13 Balance sheet 2014 19 Assets Liabilities Notes to the balance sheet 19 21 23 Income statement 2014 32 Detailed income statement Notes to the income statement 32 32 Notes to the annual accounts 39 1. Statement of intangible fixed assets 2. Statement of tangible fixed assets 3. Statement of financial fixed assets 4. Other investments and deposits 5. Deferred charges and accrued income 6. Statement of capital 7. Accrued charges and deferred income 8. Off balance sheet rights and commitments 9. Relations with affiliated companies and companies linked by shareholding interests 10.Social report 39 40 42 43 43 43 44 44 45 45 Valuation rules 47 Board of Auditors’ report on the financial statements for the year ended 31 December 2014 56 2 Introduction Company presentation Infrabel is the manager of the Belgian railway infrastructure. The company was established on 29 October 2004 as a limited company under public law following the European Directives on separation of railway infrastructure management and railway transport service operation. The company’s Articles of Association were last changed on 10 June 2014. The company’s registered office is located at place Marcel Broodthaers 2 in 1060 Brussels. The annual accounts are prepared in accordance with the Belgian Accounting Law (Belgian GAAP), where the valuation rules were to the utmost aligned with the IFRS international accounting standards. Financial year The financial year runs from 1 January to 31 December of each year. Capital The capital of Infrabel has experienced major changes in 2014 following the reform of the SNCB Group. We refer to chapter 3.9 Shareholders’ equity on page 28 for further details. The capital consists of 53,080,660 registered shares without nominal value. On 31/12/2014, the situation of the shareholders is as follows: • the Belgian State holds 52,707,410 shares, i.e. 99.30 % of the capital; • private shareholders hold 373,250 shares, i.e. 0.70 % of the capital, of which 312,962 shares are held by SFPI. There are currently still 33,421 shares held by Infrabel on behalf of holders of dividend-right shares of ex-SNCB Holding. According to art.73 of the Royal Decree of 11/12/2013, Infrabel has the right to buy back these shares in 2015 at the accountable par of the above shares, if such shares are, upon buy-back, still recorded in the share register as held by Infrabel on behalf of the holders of dividend-right shares. The annual accounts are submitted to the National Bank of Belgium. The annual report and the corporate governance reports are available on the company’s website. www.infrabel.be 3 Key figures 2014 Investments made in 2014 (in million euros) 89,8 Production means Financing of the investments made in 2014 (in million euros) 37,8 Reception Infr 105,9 29,2 3,2 Europe HST-input Own funds 117,2 Concentration of signal boxes (incl. New Traffic Management) 105,2 403,3 RER/GENfund Capacity Renewal 130,4 RER/GEN 137,0 Capacity Extension (incl. HST) 829,4 157,4 State Subsidy ETCS & TBL1+ Income statement (in million €) Operating revenues 1,581.47 Operating cost 1,460.37 (1) Gross operating income (EBITDA) 121.10 Depreciation, impairments and provisions -506.05 Net operating income (EBIT) -384.95 Financial result 508.52 Extraordinary result -127.32 Overall result (EBT) -3.75 ( 1 ) Excluding depreciation, impairments and provisions Balance sheet Infrabel’s balance sheet total amounts to € 21,060,196,447.22 on 31/12/2014 compared with € 18,720,176,473.26 on 31/12/2013. The balance sheet showing the amounts, by category of assets and liabilities, is presented on page 19. 4 01 5 Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 Introduction: required reporting in the Annual Report This Annual Report is in conformity with: - Articles 96, 134, 523, 608 and 624 of the Companies Code - Article 27 of the Act of 21 March 1991 concerning the reform of certain economic public companies. It is with great pleasure that the Board of Directors, in accordance with the legal and statutory requirements, presents to you this report regarding the situation and the results of the company during the 2014 financial year. 1. Company situation 1.1 Important events in 2014 Impact of the SNCB Group restructuring on Infrabel since 1 January 2014 The Act of 30 August 2013 relating to the reform of the structure of SNCB Holding, Infrabel and SNCB, implemented by the Royal Decrees of 7 November and 11 December 2013, led to a structural reform of the railways in Belgium. On 1 January 2014 the former tripartite structure of the SNCB Group was replaced by a dual structure with two autonomous state-owned companies, under public law, which are the railway company (SNCB) and an infrastructure manager (Infrabel) with the Belgian State being a direct shareholder in each, and with a new joint subsidiary, HR Rail. HR Rail is a limited company under public law and is the employer of the staff for all three entities, and also has the State as a shareholder. A share split was carried out at Infrabel with the number of shares being multiplied by 10. After this, Infrabel proceeded to a capital increase by incorporation of the revaluation surpluses for an amount of 1,164,744,061.45 euros. This capital increase, without the issue of new shares was necessary to allow Infrabel, after the partial demerger, to carry out a reduction in capital by cancelling the treasury shares that Infrabel received through the partial demerger. As part of the partial demerger by SNCB Holding, the full ownership of a part of the assets of SNCB Holding was transferred to Infrabel, in return for the issue of new Infrabel shares to the shareholders of SNCB Holding for a value of 1,675,064,517.69 euros. The reform was carried out by means of three major changes which all took effect on 1 January 2014: Infrabel issued 42,433,200 new shares. These shares were divided among the former SNCB Holding shareholders as follows: • Merger of SNCB Holding and SNCB, through SNCB Holding absorbing SNCB. The merged entity adopted the name SNCB; • The transfer of business activities, assets and liabilities from SNCB Holding to Infrabel by means of a partial demerger; • The creation of HR Rail NV under public law. • Belgian State: 42,059,950 • Other shareholders: 373,250 These three main actions were supported by a number of accompanying steps, such as a share split at Infrabel, a capital increase by incorporation of the revaluation surpluses at SNCB Holding and Infrabel, and the transfer of a number of assets and liabilities related to Infrabel’s «B2C» activities to SNCB. Finally, land was exchanged between Infrabel and SNCB in order to align the respective assets with regard to the role of each company. 6 The partial demerger achieved three goals simultaneously: • the transfer to Infrabel of assets and liabilities that are required for its new scope of activities; • the distribution of the financial debts of the SNCB Group that had previously been held in full by SNCB Holding, and that needed to be allocated among the railway company and the infrastructure manager as a result of the move to a dual structure, and • unwinding SNCB Holding’s stake in Infrabel by transferring these shares fully to Infrabel. Infrabel accepted the financial debts and the related financial assets that were directly attributable to Infrabel, e.g. the historic debts relating to the high-speed lines, plus 45% of the debt that was not directly attributable to either Infrabel or the merged SNCB. Financial debts of 2,160,010,510.58 euros and financial assets of 370,722,496.52 euros were transferred. Immediately after the partial demerger, the Infrabel Extraordinary General Meeting decided to carry out a reduction in capital by cancelling the treasury shares that Infrabel received through the partial demerger (157,219,080 shares for a value of 3,550,132,014.36 euros). As a result, Infrabel’s shareholder structure after the restructuring is as follows: • Belgian State: 52,707,410 shares, or 99.30% • Holders of dividend-right shares of SNCB Holding who became shareholders in Infrabel: 373,250 shares, or 0.70% The same Extraordinary General Meeting also decided to incorporate an amount of 337,842,326.89 euros of investment grants into the capital as a part of the transfers from the past, in application of art. 355 of the Law of 20 July 2006, by the restructuring, became needless. With regards to Infrabel’s «Business 2 Business» focus, a number of Infrabel’s assets and liabilities relating to information provided to passengers, and a number of other assets and liabilities related to «Business 2 Customer» activities were transferred to SNCB, for a total value of 4,505,495.68 euros. At the end of 2014 an exchange of land also took place between Infrabel and SNCB to align their respective assets with the role of each company. The land transferred from SNCB to Infrabel amounted to 52,835,579.75 euros, the land transferred from Infrabel to SNCB amounted to 53,047,491.22 euros, both net after deduction of any existing provisions for soil sanitation. The difference was paid by SNCB. As a result of this restructuring, Infrabel’s object has also been revised in the Articles of Association. Besides the five existing public service missions, «the acquisition, development, maintenance, management, exploitation and commercialisation of information technology systems and telecommunication networks», a non-public service mission, was added. Because of the restructuring, Infrabel took all necessary actions to reorganize and integrate certain new activities, in particular regarding to consolidation, treasury management and the transfer of the ICT department. Internal reorganisation at Infrabel Already since 2012, Infrabel started to carry out an internal reorganisation based on 4 main principles: a process-oriented approach, an internal working model, rigorous internal governance and geographical uniformity. A large step forward was made towards this reorganisation on 1 April 2014 with the introduction of the new organisational structure. This consists of three core processes, namely Traffic Management & Services, Asset Management, and Build with four supporting processes, namely Finance & Business Administration, Human Resources & Organisation, Information & Communication Technology and Corporate & Public Affairs. The transition to the new structure was completed at the end of 2014 and will be fine-tuned over the next few years. 7 Strategic business plan FOCUS Given the restructuring of the railway group, Infrabel has also made some minor adjustments to the strategic business plan Focus. The strategic business plan Focus 2014-2018 that was published in 2014 was an extension of the 2012-2016 Focus plan. It shows the progress that Infrabel has made in the last few years, and outlines its ambitions on a longer timescale. Focus 2014-2018 continues to work on the implementation of the five priorities, namely safety, punctuality, capacity, financial balance and social integration, which we aim to achieve via 13 levers. European policy 2014 was a transition year for European railway policy. During the first half of the year, with the European elections coming up in May, the European Commission did not launch any new initiatives and the other EU institutions contented themselves, as far as was feasible, with concluding interim agreements. For example, the European Parliament defined its position on the first reading of the whole of the Commission’s proposal for a Fourth Railway Package. The EU Council of Ministers only made progress on a compromise on the technical pillar of the proposal (rail safety, interoperability, role of the European Railway Agency). During the second half of the year, a lot of attention was paid to the composition of the new European Commission and the new European Parliament, who then had to determine their respective stances. In addition, a large part of the European regulations that have been brought into being over the last few years is still being implemented. As far as the EU Regulation relating to the Trans-European Transport Network (TEN-T) is concerned, that became effective at the end of 2013, during the course of the year the designated coordinators defined a plan of work for each of the nine multimodal «core network corridors». As far as the «Recast» directive from the end of 2012 is concerned (revision of the 1st railway package), the European Commission and the Member States are still busy negotiating on the agreed implementation measures. The Connecting Europe Facility (CEF) Regulation defines 9 multimodal “Core Network Corridors” (CNC). The railway portion of these CNCs is based on the European freight corridors as defined in the Regulation concerning a European rail network for competitive freight. These were extended by the CEF Regulation and given the same geographical name. Belgium is involved in three European freight corridors. Since 2006 Infrabel has been active in Corridor 2 (North Sea – Mediterranean) and a member of the European Economic Interest Grouping (EEIG). Since February 2011 Infrabel has been a member of the management of Corridor 1 (Rhine-Alpine), and also became a member of the EEIG at the beginning of 2014. In 2012 the management was set up for Corridor 8 (North Sea – Baltic). On 10 November 2013, Corridors 1 and 2 became operational, and in January 2014 the first train path catalogue was published for the annual timetable with the capacity being assigned to a «One Stop Shop» for the corridor. Corridor 8 will become operational in November 2015. A European coordinator was appointed for each CNC, who had to prepare a working plan including a list of investment projects for December 2014. This plan has to be approved by the Member States in the course of 2015. Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 Over the past year, Infrabel participated in the CNC Forums that were organised to prepare the working plans, in close partnership with the FPS Mobility and Transport. New federal government agreement and new policy document on mobility The federal government agreement of 9 October 2014 and the General Policy Document on Mobility 2015 from the federal Minister for Mobility, responsible for Belgocontrol and the Société Nationale des Chemins de Fer Belges / Nationale Maatschappij der Belgische Spoorwegen, set out the policy decisions in the area of mobility of persons and goods and in the area of transport infrastructure, which Infrabel needs to follow. Management contract A fourth addendum to the 2008-2012 management contract between Infrabel and the Belgian State was put into effect in a Royal Decree on 21 December 2013 and published in the Belgian Official Gazette on 17 January 2014. Pending the new management contract coming into force, the current contract was extended on 21 December 2013 by a Royal Decree (Belgian Official Gazette 27 December 2013), in which the government set out provisional rules for the transitional period. The Royal Decree of 21 March 2014 amended the previous Royal Decree of 21 December 2013. New transport plan SNCB revised its transport plan for domestic passenger transport as from December 2014. Infrabel made every effort to ensure a smooth introduction for the new transport plan, in close partnership with SNCB. For example, Infrabel contributed to the preparations and the launch of this transport plan in the following ways: • a computer simulation to test the robustness of the timetable; • allocating all requested train paths in a timely manner, and in compliance with the freight train paths already assigned under the prearranged paths catalogue; • guaranteeing an optimum infrastructure by means of close followup of the different steps necessary for commissioning («roadbook»); • taking part in the Taskforce and a Monitoring Committee with SNCB to closely monitor the plan in the first few weeks after its launch; • reinforcing the teams in the signalling boxes and on the work floor to avoid any problems with points or signalling systems during the first few weeks after the launch. Safety In 2014 Infrabel again made significant progress in increasing network safety. This remains most emphatically the top strategic priority for Belgium’s rail infrastructure manager. In accordance with the ETCS Master Plan, developed as a result of the recommendations of the parliamentary Rail Safety Committee, Infrabel is initially installing the TBL1+ automatic braking system. In 2014 the network efficiency ratio rose from 93.27% to 95.93%. By the end of 2015 the efficiency ratio should reach 99.99%. Infrabel confirms its ambition, formulated in the ETCS Master Plan, of providing a rail network which is fully equipped with the European ETCS safety system by 2022. During 2014, the total distance of conventional track equipped with ETCS rose to 899 km. On 23 December 2014 the Council of State suspended the decision of 8 the Board of Infrabel concerning the approval of a contract for further equipping the Belgian rail network with the ETCS European safety system level 2 & IL. We also refer to section 1.3 Important events since the end of the financial year. In 2014, 66 trains – out of a total of +/- 1.3 million trains – drove through a red light on main lines on the Belgian network. That is an increase compared to 2013. In 2013, 56 trains went through a red light. That is an increase of nearly 18%. But there are also important improvements to report. There was a substantial decrease in signal overruns compared with 2010 (66 trains went through a red light in 2014 compared with 104 in 2010, which represents a reduction of 37%). The number of passenger trains going through a red light also decreased. During the past year, on the main lines of the network, the number of passenger trains that went through red lights has slightly dropped from 36 (2013) to 34 (2014). During the whole period 2010-2014, there was a reduction of 50% (34 overruns in 2014 compared with 67 overruns in 2010). In 2014 Infrabel recorded 47 accidents at level crossings compared with 43 accidents in 2013. These resulted in 11 deaths in 2014 compared with 7 in 2013. In September 2014 Infrabel began the installation of a new bell sound at level crossings. By the end of 2015, the 1,601 level crossings that are equipped with bells will have the new sound. Simultaneously Infrabel launched a new awareness campaign aimed at all road users. In 2014, a total of 11 level crossings were taken out of operation. As part of efforts to prevent suicides, two pilot projects were started up in 2014 to reduce the number of (attempted) suicides. In the first project, blue lights have been installed in some stations (Dave Saint Martin, Péruwelz, Ieper and Kortenberg). The second project involves installing thermal camera surveillance (a level crossing in Ieper and stations in Duffel and Brugge-Sint-Pieters are to be equipped). In addition, in 2014 around 4 km of fencing was installed. In 2014, 9 people died on the Belgian railways while trespassing on the tracks. This is the same number as in 2013. In addition, a further 7 trespassers were seriously injured. That is almost twice as many as in 2013. It is very disturbing that the number of incidents also rose in 2014 by 6% in comparison with the previous year. In 2014, on average at least one person died or was seriously injured each month as a result of trespassing on the tracks. In the hope of reducing the high number of victims we will invest in technical measures, awareness and prevention. For this reason Infrabel launched a new national awareness campaign in June 2014 in cooperation with SNCB and the railway police. «Your life is worth a detour». As part of these measures against trespassing, anti-trespass panels are being installed along the tracks in Wavre and Wevelgem as a test, to reduce the number of unauthorised persons on the tracks. The results of the tests are positive. Therefore in the next few years more level crossings will be equipped with this system. In 2014, 25 signal boxes were converted into computerised signal boxes. This long-term project is systematically contributing to improved safety. Punctuality The punctuality ratio for domestic passenger transport stood at 88.2% for 2014 as a whole, compared to 85.6% in 2013. After eliminating external causes and investment works, punctuality stood at 92.2%, compared with 90.4% in 2013. The number of minutes of delay attributable to Infrabel rose from 20.9% in 2013 to 25.8% (current status as at 06/01/2015) in 2014. Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 In September 2014, Infrabel Traffic Control and the SNCB passenger dispatching (RDV) systems were brought together in the same location to better coordinate rail traffic management, creating the Railway Operations Center or ROC. This will lead to better crisis coordination, better internal communications in both companies, and better information for travellers. A similar exercise is being carried out at regional level in a number of signal boxes. In addition Infrabel is working on optimising core performance («infrastructure» and «traffic management» programmes) and is also working hard on joint programmes with SNCB to improve punctuality («operational processes» and «working carefully»). Finally the impact on punctuality of a number of social phenomena must not be forgotten. In 2014, there were 217 copper thefts on the Belgian railways compared with 810 in 2013. The National Action Plan against copper theft is therefore already showing results. Capacity In 2014 Infrabel made substantial progress on a number of projects to expand and update its infrastructure. This will result in a noticeable expansion of available capacity on the railway network in the future. A great deal of effort has been expended on the four major projects for the Regional Express Network (GEN/RER), namely the WatermaalSchuman-Josaphat link, and making lines 50A (Brussels-Denderleeuw), 161 (Brussels-Ottignies) and 124 (Brussels-Nivelles) four-track. In January 2014 the first track installation works were carried out in the SchumanJosaphat tunnel. At 1,250 metres in length, the new dual-track tunnel was excavated three and a half years ago. This will directly connect the European Quarter around Brussels-Schuman station with the north of Brussels, Brussels Airport and several major cities. The new section will come into service in December 2015. The Schuman-Josaphat project, including the Etterbeek triangle, is subsidised by the European Union, which is contributing almost EUR 34 million towards financing the works. On 24 March 2014 a public filling station for diesel locomotives was officially opened in the Port of Ghent. This was a new partnership between Infrabel and the West Flanders fuel supplier G&V Energy Group. As well as laying new track, Infrabel is also responsible for replacing the existing components of the network that have reached the end of their lifecycle. In the beginning of March 2014 Infrabel started major track replacement works on the line between Denderleeuw and Burst. To do this, Infrabel used a giant Swiss track-laying train almost 1 km long, that is unique in Europe. The track, sleepers and ballast were replaced over around 10 km. In April 2014 major replacement works were also carried out on the lines between Mechelen and Dendermonde (line 53) and Mechelen and Sint-Niklaas (line 54). Infrabel also modernised the railway infrastructure on the 105 metre long rail bridge over the N16 road between Temse and Puurs (line 54). The wooden sleepers and the iron pieces attaching the sleepers to the bridge were replaced. In April 2014 a rail bridge on line 12 (Antwerp – Essen) over the Albert Canal was removed. This last old rail bridge has been permanently replaced by one of the two new arch bridges which were put in place during 2013. At the start of May 2014 the last old rail bridge on the same line was demolished. The new rail bridge across the IJzerlaan was erected in August 2014. Infrabel expects that trains will be able to run over the new bridge from the spring of 2015. 9 On 14 December 2014, the Liefkenshoek rail link came into commercial service, Infrabel’s second public-private partnership following Diabolo. This rail link improves traffic flows between the Deurganckdok and the Waaslandhaven (LB) and the Antwerpen-Noord marshalling yard (RB). Many freight trains now no longer need to make a detour via bottlenecks (the Kennedy rail tunnel and Antwerp-Berchem – Antwerp-Schijnpoort rail axis), but can instead use the direct new 16 km long rail section to cross directly between the left and right banks of the Port of Antwerp. On 22 December 2014 the construction permit was granted by the Flemish planning authority (Ruimte Vlaanderen) to construct the Zwankendamme yard. This represents a major step forwards in the ‘Modernisation and expansion of Zeebrugge-Vorming marshalling yard’ project, and in the expansion of rail access to the port. 1.2 Company positioning Since the liberalisation of the market for freight traffic and international passenger traffic, 2014 was the first year where the number of rail companies operating on the Belgian network decreased. At the start of the year, Infrabel had 13 approved operators for freight traffic, of which 11 were actually running trains. These were B-Logistics, CAPTRAIN, CFL-Cargo, Crossrail Benelux NV, DB Schenker Rail Nederland N.V., EuroCargoRail, Europorte, RailTraxx, Rotterdam Rail Feeding, SNCF Fret and Trainsport. The operators ERS and PKP Cargo were approved, but did not make use of the rail network in 2014. Compared with 2013, operators Rurtalbahn and Thello no longer had a safety certificate for operating on the Belgian rail network. For passenger travel, Infrabel had two customers: SNCB (SNCB-Transport and SNCB-Europe) and Eurostar International Ltd (EIL). No changes occurred in 2014. At the end of the year Infrabel therefore had 15 customers, of which 13 had been active. The Direction Traffic Management & Services ensures that non-discriminatory quality relationships are built up with all of its customers, the rail operators. Compared with 2013, the activities of the rail operators (including tourist associations) in 2014, expressed in effective and non-effective train kilometres, fell by 0.43% to 105.7 million train kilometres. The number of effective train kilometres for domestic passenger traffic (excluding tourist associations) decreased slightly by 1.15% to 78.14 million km, mainly due to the regional and national strikes in November and December 2014. International passenger traffic increased by 11.05% to 5.60 million train km. The number of train kilometres travelled for freight traffic rose in 2014 by 0.17% to 12.60 million train km. This brings the total number of effective train kilometres (excluding tourist associations) to 96.34 million train kilometres. As a result of an indexation of 1,58% and despite the decrease in the number of train kilometres, the income from infrastructure charges rose by 1,53% in 2014. Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 Traditional investments are financed by capital investment grants from the federal government, as defined under the management contract and in 2014, in line with the Multi-annual Investment Plan 2013-2025, these were supplemented by own funds. Additional resources are also being deployed under separate contracts, such as PPPs and regional advance financing agreements. For certain projects, recourse can be made to EU subsidies. The Regional Express Network works are financed by a dedicated GEN/RER fund, while the final work to complete the high-speed network is financed by means of a loan. 1.3 Important events since the end of the financial year Syntigo At the end of 2014, the value of the net assets of Syntigo dropped under 50% of its equity. Therefore the Syntigo management requested a recapitalisation of 33 million euros from its shareholder. Considering the requested amount, the current economic situation and the rules relating to state aid, the Infrabel Board of Directors could not meet the request. The Board of Directors of Infrabel requested the management of Syntigo to investigate all options in order to continue the activities of Syntigo. Out of prudence, the shareholding interest in Syntigo was fully impaired. Discussions with potential investors are currently ongoing. Infrabel considers acquiring the strategic important shareholding interest in AlphaCloud and the fiber optic network along the railway tracks in the port of Antwerp. ETCS Level 2 With regard to the ETCS level 2 & IL case, where SA AVES had submitted a request that the decision by the Board of Directors be declared invalid, on 19 February 2015 SA AVES withdrew this request. The Council of State will rule on this withdrawal and Infrabel will then be able to award the contract to ACM Siemens-Fabricom. 1.4 Circumstances that might have a marked influence on the company’s development In Autumn 2012, the European institutions completed their review («recast») of the 1st railway package. The new Directive contains a whole series of provisions that have major consequences for rail infrastructure managers. The infrastructure manager’s business plan and the management contract (in EU terminology the “Multi-Annual Contract”), must be grafted onto a strategy outlined by the government for the development of the rail infrastructure. The future management contract must also include customer-focussed key performance indicators. A better definition of the term «direct costs» will also mean that there will be changes to the system of usage charges used currently by Infrabel. In addition, all public and private-sector bodies wishing to buy rail capacity – not just rail operators, but also carriers, logistics companies, federal, regional or local governments, etc. – can apply directly to the infrastructure manager for train paths. Developments with regard to the public-service contract concluded between the federal government and the SNCB, the expected increase in domestic passenger transport, and how SNCB intends to handle that growth in the future (including the operation of the Regional Express Network in and around Brussels), could have a major impact on Infrabel’s situation. Firstly, these developments will determine, to a large extent, the future income from usage charges and, secondly, they are decisive in determining the new rail infrastructure to be built and the need for adequate financing for this. The precarious condition of public finances, and the European rules relating to public debt and budget deficits mean that Infrabel has to pay particular attention to maintaining a financial balance. Balanced deals will also have to be reached with the authorities, to ensure that the desired level of services is aligned to the resources made available. 1.5 Risks to which the company is exposed Infrabel is subject to interest rate risk on that part of the total debt which is financed at variable rates. The financial policy approved by the managing bodies allows a prudent level of financing at variable rates. The current financial portfolio is well within the parameters of this policy. The ratio of variable/fixed interest rates is adjusted by using interest rate swaps. Liquidity risk is managed by Infrabel by means of available lines of credit at banks, combined with a short-term cash planning. Under the financial policy, any disposable short-term liquidity is invested with a number of financial institutions, up to the maximum amount permitted, which depends on the rating of each of the financial counterparties, for a period of maximum 12 months. Any remaining funds are invested with the Belgian State Debt Agency. This minimises the counterparty risk; the ratings for each of the counterparties are also updated every two weeks. 10 Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 The currency risk is very limited, given that Infrabel only sells in euro, and the few purchases in foreign currencies are directly hedged if their equivalent value is above 100,000 euros. 1.7 Subsidiaries Infrabel is exposed in the course of its normal business activities to credit risk on trade and financial receivables. However, the credit risk on trade receivables and other debtors is low because the chief debtors are the Belgian State and the rail operators. In addition to its 192 work units, at the end of 2014 Infrabel has 6 subsidiaries in which it has a majority stake. Since Infrabel was founded, stakes have been held in TUC Rail SA, operating in the field of rail infrastructure research and works, and Centre de Créosotage de Bruxelles SA, operating in the field of railway sleeper treatment. The uncertain future outlook for Syntigo SA persists and involves risk for Infrabel. A request for recapitalisation of Syntigo was rejected by the Infrabel Board of Directors. The Syntigo Board of Directors is currently looking into several options, including the sale of some significant assets, in order to improve the financial situation of the company. Out of prudence, the shareholding interest in Syntigo has been fully impaired. On 1 January 2014 the restructuring of the SNCB group came into effect. As a result of the restructuring Infrabel acquired 4 majority stakes in subsidiaries. Syntigo SA provides ICT services to both Infrabel and third parties. SPV Brussels Port SA, SPV Zwankendamme SA and SPV 162 SA are project companies created as part of the pre-financing by the regional authorities of some priority investment projects. The weak economic situation could lead to a further reduction in turnover for freight traffic, which in turn could lead to less intense traffic on the network, and therefore lower income from infrastructure charges. As part of the restructuring of the SNCB Group, Infrabel took a 49% stake in HR Rail SA, a company under public law, which is the legal employer of all staff members as of 1 January 2014, as laid down by the Royal Decree of 11 December 2013. The cost reductions imposed by the Belgian government have inevitably a direct impact on Infrabel’s activities. Infrabel has already taken the necessary steps to offset the reductions in public subsidies of 171 million euros in 2015. It must also be clear that the additional cost reductions, expected between 2016 and 2019, are a major challenge from both an operational and financial point of view. The private investor in the Diabolo project has a contractual right to premature termination of the Public-Private Partnership, if over a period of six months the number of passengers is substantially below expectations. Together with SNCB and the airport operator, measures were taken in 2014 to increase the use of this connection. These measures, combined with a steep rise in the number of air passengers at the National Airport, resulted in a noticeable improvement in passenger numbers in 2014. Finally, Infrabel has a number of major legal proceedings pending, primarily resulting from train accidents, for which provisions have been set aside where appropriate. As mentioned above, the Council of State suspended the approval of a contract for further equipping the Belgian rail network with the ETCS European safety system level 2 & IL on 23 December 2014. As part of this case, where SA AVES had submitted a request that the decision by the Board of Directors be declared invalid, as also mentioned above, on 19 February 2015 SA AVES withdrew this request. The Council of State will rule on this withdrawal and Infrabel will then be able to award the contract to ACM Siemens-Fabricom. Infrabel is also a member of the EEIG (European Economic Interest Grouping) Rail Freight Corridor 2 and of the EEIG Corridor Rhine-Alpine. The purpose of these EEIGs is the promotion and development of rail freight traffic. Infrabel also has holdings in CVBA GREENSKY, SPS Fin and Black Swan Solar, all three created in the context of alternative energy projects. Infrabel also holds a stake in the NPO Liège Carex, which is carrying out research relating to the construction of a tri-modal terminal (air, HST and road) for Liège Airport. Through these subsidiaries, Infrabel also has indirect holdings in Woodprotect SA, Rail Facilities SA, AlphaCloud SA, the NPO Euro Carex and Eurostation SA. As part of a rationalisation plan, the number of subsidiaries has already been reduced from 23 on 1 January 2014 to 18 on 31 December 2014. The direct holdings in BENOR and Bureau Central de Clearing and the indirect holdings in PortEyes, Brussels Wood Renewable, EEIG Infra IV/ Tuc Rail are no longer part of the Infrabel Group. 1.6 Research and development Infrabel builds on the international research and development possibilities provided by its membership of various international organisations. In addition, Infrabel systematically seeks to innovate in the areas which fall within its remit. 11 Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 1.8 Key indicators A 2007 2008 2009 2010 2011 2012 2013 2014 - Crashes and collisions with unforeseen obstacles on the main line (old standard) 97 85 89 85 56 --- --- --- - Accidents at level crossings (old standard) 62 47 45 33 31 --- --- --- - Crashes and collisions with unforeseen obstacles on the main line (new ERA standard) 0,497.10-7* 0* 0,302.10-7* 0,103.10-7* 0,207. 10-7* - Accidents at level crossings (new ERA standard) 1,689.10-7* 1,580.10-7* 1,813.10-7* 1,340.10-7* 2,173.10-7* Safety - Signal overruns • Main line and branch line > Main line • Branch line 79 97 117 96 21 130 104 26 133 91 42 117 75 42 100 56 44 116 66 50 Passenger train punctuality – domestic traffic B - After deduction of scheduled works 93.6% 94.3% 92.9% 90.4% 91.9% 92.0% 90.4% 92.2% - Without deduction of scheduled works 89.2% 90.2% 88.9% 85.7% 87.0% 87.2% 85.6% 88.2% - 234,159 247,046 301,491 303,741 255,075 313,715 339,645** - Share attributable to Infrabel 23.70% 23.30% 21.10% 22.60% 18.7% 20.9% 25.8%** - Number of minutes of delay attributable to Infrabel 305,458 318,527 397,068 383,807 329,013 --- --- 20.4% 19.80% 17.50% 19.10% 15.6% --- --- - Number of “minutes of reported delays” attributable to Infrabel - Share attributable to Infrabel C D E F G EBITDA in EUR million +68.8 +83.9 +55.0 +25.1 +13.0 +40.0 +29.4 + 121.1 EBT (overall result) in EUR million +65.9 +98.8 +69.6 -2.7 -6.0 +12.83 +7.2 -3.7 Quick asset position on 31 December in EUR million +576.2 +571.2 +559.1 +536.3 +484.4 +372.2 +260.8**** +360.8**** Execution rate of the revised investment budget- all funding resources included (%) 81.6% 97.9% 101.6% 94.5% 94.0% 99.9% 98.0% 95.4% Number (million) of long-term train paths 1.854 1.844 1.754 1.798 1.770 1.740 1.669 1.629 112.120 113.668 107.896 110.734 112.250 109.890 106.154 105.701 Number of train kilometres (million) (effective + non-effective) rail operators and tourist associations Domestic passengers performance survey - General satisfaction 7.23 6.93 6.92 6.41 6.28 6.49 --- ---***** - Train punctuality 6.29 5.99 5.88 5.22 4.82 5.07 --- ---***** - Quality of the information at stations 7.24 7.14 7.11 6.80 6.74 6.88 --- ---***** 12,271 *** 12,198 12,342 12,234 12,001 11,589 12,096 12,018 Staff expressed as full-time equivalents at 31 December New ERA-based standard since 2010: Relative values expressed in number/effective train km Position as of 06/01/2015 (***) Effect of the transfer of staff to SNCB as a result of the “New Passengers” operation Including guarantees paid in the context of ongoing swap operations, but excluding investments directly connected to financial debts. As of 1 January 2014 Infrabel is no longer responsible for the quality barometer reporting. ( * ) (****) (**) 12 (*****) Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 2. Financial data for the financial year 2014 2.1 Income statement 2013 2014 Operating revenues 1,405.84 1,581.47 Turnover 1,099.65 1,162.65 - Infrastructure fee 667.45 676.95 - State funding 203.63 237.73 - Other Variations in finished products, work and contracts in progress 228.57 247.97 -16.33 24.34 Produced fixed assets 284.21 357.46 38.31 37.02 1,376.48 1,460.37 159.89 208.57 INCOME STATEMENT (in EUR million) Other operating income Operating costs Raw materials and consumables Services and other goods 1,214.73 1,247.17 - Payroll charges * 740.17 781.39 - Other 474.56 465.78 1.86 4.63 29.36 121.10 Other operating charges Gross operating income (EBITDA) Depreciation, impairments and provisions * -416.42 -506.04 Financial result 445.55 508.52 Extraordinary result -51.30 -127.33 7.19 -3.75 OVERALL RESULT (EBT) ( * ) As from 2014 charges related to outstanding holidays are no longer accounted for as payroll charges against accrued charges but as additions to provisions against provisions. EBITDA The 175.6 million euros increase in operating income stems from: The earnings from the two financial years are difficult to compare as a result of the restructuring of the SNCB Group on 1 January 2014, due to the following: • an increase in turnover and in the variation in contracts in progress worth 103.8 million euros and • an increase in produced fixed assets worth 73.3 million euros, • partially offset by a decrease in the variation in work in progress and finished products worth 0.2 million euros, and • a decrease of 1.3 million euros in other operating income. • The new distribution of operating grants between SNCB and Infrabel; • The transfer of ICT activities to Infrabel with an impact on staff costs and turnover. The 2014 financial year closed with a gross operating income (EBITDA) of 121.1 million euros, compared with 29.4 million euros in 2013, equating to an increase of EUR 91.7 million euros. This growth can be explained by: • an increase in operating income of 175.6 million euros (+12.5%); • partially offset by an increase in operating costs of 83.9 million euros (+6.1%). 13 The increase in operating costs of 83.9 million euros is attributable to: • an increase in the consumption of raw materials and consumables of 48.7 million euros, • an increase in payroll costs of 41.2 million euros, • an increase in other operating costs of 2.8 million euros, • partially offset by a decrease in other services and goods purchases worth 8.8 million euros. Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 EBT Since the restructuring of the SNCB Group on 1 January 2014, the EBT has been primarily impacted by the transfer of 1.8 billion euros of net financial debt and the resulting financial charges. The related provision for financial instruments brought a steep increase in financial costs. Depreciation, impairments and provisions amounted to 506.0 million euros, an increase of 89.6 million euros on 2013. Depreciation increased by 74.5 million euros, but this increase was almost fully offset by a corresponding increase in depreciation on investment grants and therefore had no significant impact on the EBT. Costs relating to impairments increased by 1.7 million euros. Given the sharp fall in interest rates, costs relating to provisions rose by 13.4 million euros. The financial results are positive, amounting to 508.5 million euros, an increase of 63.0 million euros compared to 2013. This includes both financial revenues of 663.3 million euros, of which 586.4 million 14 euros from depreciation on investment grants, and financial charges worth 154.8 million euros, of which 123.6 million euros financial costs related to debts and 27.0 million euros increase of provisions for financial instruments. The extraordinary result stood at -127.3 million euros, compared with -51.3 million euros in 2013. This figure includes -119.3 million euros in extraordinary depreciation on tangible fixed assets, which was offset by depreciation on the above-mentioned investment grants. The 2014 financial year therefore closed with an overall result (EBT) of -3.7 million euros, which is close to break-even and in line with the budget targets (2013: 7.2 million euros), but which equally shows that the financial balance needs to be closely monitored and a strict financial policy continues to be required. Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 2.2 Balance sheet ASSETS (in EUR million) Fixed assets I. Formation expenses 2013 2014 17,635.05 18,357.03 0,00 0.00 1,374.07 1,389.99 III. Tangible fixed assets 16,256.41 16,873.37 IV. Financial fixed assets 4.57 93.67 1,085.12 2,703.17 18.83 873.07 VI. Stocks and contracts in progress 231.74 277.28 VII. Amounts receivable within one year 570.30 461.12 VIII. Investments II. Intangible fixed assets Current assets V. Amounts receivable after more than one year 260.01 404.92 IX. Cash at bank and in hand 0.82 199.57 X. Deferred charges and accrued income 3.42 487.21 18,720.17 21,060.20 2013 2014 17,091.70 15,970.22 1,247.76 875.28 299.32 299.32 TOTAL ASSETS LIABILITIES Shareholders' equity I. Capital II. Share premium III. Revaluation surpluses 1,220.01 62.47 IV. Reserves 17.17 17.17 V. Profit/loss carried forward 27.56 -99.32 Profit (loss) to be appropriated VI. Investment grants -3.75 14,279.88 14,819.05 Provisions 79.50 413.84 VII. Provisions * 79.50 413.84 1,548.98 4,676.14 VIII. Accounts payable after more than one year 681.55 2,918.39 IX. Accounts payable within one year 646.90 976.3 X. Accrued charges and deferred income * 220.53 781.45 18,720.17 21,060.20 Debts TOTAL LIABILITIES ( * ) As from 2014 charges related to outstanding holidays are no longer accounted for as payroll charges against accrued charges but as additions to provisions against provisions. 15 Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 The balance sheets of the two financial years are difficult to compare due to the restructuring of the SNCB Group on 1 January 2014. 2.3 Going concern Infrabel’s balance sheet total on 31/12/2014 stood at 21,060.2 million euros, a substantial increase of 2.34 billion euros compared to the previous year (+12.5%). The Board of Directors notes that the balance sheet shows a loss carried forward amounting to 103.1 million euros, but also notes that: The large proportion of fixed assets (18,357.0 million euros) is a key feature of the balance sheet. These are primarily tangible fixed assets (16,873.4 million euros) but also intangible fixed assets (1,390.0 million euros), including the concession right, and financial fixed assets amounting to 93.7 million euros. The increase of 722.0 million euros in fixed assets is a result of capitalised investments in 2014 worth 1,072.9 million euros and transferred fixed assets for an amount of 217.1 million euros as a result of the partial demerger of the SNCB Holding. These increases are partially offset by the depreciation and impairments of fixed assets, by decommissioning and by reimbursements of loans by the subsidiaries equating to 568.0 million euros. • The loss carried forward is almost entirely due to the partial demerger of the SNCB Holding in the context of the reform of the SNCB Group: 126,9 million euros of losses carried forward were transferred. In previous years Infrabel reported profits carried forward. • Infrabel’s gross operating income (EBITDA) amounts to 121.1 million euros. • The Federal State owns 99.3% of the shares of Infrabel. Taken into account the above mentioned elements, the Board of Directors concludes that the loss carried forward does not affect the going concern basis of the company and that applying the valuation rules on a going concern basis is justified. The current assets (2,703.2 million euros) consist of 1,334.2 million euros receivables, 604.5 million euros cash investments, cash and cash at bank, 277.3 million euros stocks and contracts in progress and 487.2 million euros in deferred charges and accrued income. The significant increase of 1,618.1 million euros in current assets is mainly a result of the partial demerger of the SNCB Holding, amounting to 696.6 million euros. In addition, Infrabel decided to put the liabilities arising from the PPP Diabolo (366.7 million euros) on the balance sheet. These liabilities are fully covered by future state funding, hence a receivable has been recorded for the same amount. This caused also the increase of 447.3 million euros in deferred charges and accrued income. Liabilities consist of 15,970.2 million euros of shareholders’ equity, which includes 14,819.1 million euros investment grants, 413.8 million euros provisions and 4,676.1 million euros debts, including 2,918.4 million euros of (gross) long-term debt, 976.3 million euros of short-term debt and 781.5 million euros of accrued charges and deferred income. We refer to chapter 1.1 for more details related to the impact of the restructuring of the SNCB Group on Infrabel’s shareholders’ equity. Provisions increased by 334.3 million euros, mainly due to the transfer of provisions in relation to the partial demerger of SNCB Holding. The increase of the debts amounting to 3,127.2 million euros can be explained by the transfer, as part of the partial demerger, of 2,060.7 million euros of long and short term debts and the transfer of 54,7 million euros of accrued charges and deferred income. The decision to include the liabilities related to the Diabolo PPP on the balance sheet resulted in an increase of 366,7 million euros of non-current and current liabilities and an increase of 447,3 million euros of accrued charges and deferred income. 16 Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 2.4 Appropriation of profits The result to be appropriated amounts to: Result of the financial year : -3,745,652.08 € Result carried forward due to the carve out : -126,877,997.78 € Result carried forward from previous financial years: 27,555,285.85 € Result to be appropriated: -103,068,364.01 € The Board of Directors proposes the following appropriation of the results: Appropriation to the capital and share premium: 0.00 € Allocation to the legal reserve: 0.00 € Allocation to the available reserves: 0.00 € Carry forward to the next financial year: -103,068,364.01 € Remuneration of the capital (dividends): 0.00 € Profit to be paid to directors: 0.00 € Profit to be paid to other beneficiaries: 0.00 € TOTAL -103,068,364.01 € 2.5 Auditors’ additional assignments 2.7 Conflicts of interest During the financial year 2014, in addition to their standard mandate, the following services have been carried out by the auditors: During the previous financial year, no acts gave rise to a conflict of interest between a Director and the company as described in article 523 of the Company Code. • Control and report on the additional report of Infrabel’s Board of Directors related to the partial demerger of the SNCB Holding by absorption by Infrabel in the amount of € 10,000.00 • Control on the Information Memorandum of a bond issue under the EMTN program in the amount of € 18,750.00 • Control and report on the allocation of the debt (legal mission) of the former SNCB Holding in the amount of € 10,000.00 2.6 Valuation rules 2.8 Corporate Governance The “Corporate Governance” data and the remuneration report form an integral part of this annual report. We refer to the Corporate Governance report that is available on the company’s website. 2.9 Proposed discharge from liability of the Directors and auditors The valuation rules applied at the close of the annual accounts on 31 December 2014 were submitted to the Management Committee on 21/04/2015 and to the Board of Directors on 27/04/2015. The Shareholders’ Meeting is requested to approve the annual financial statements presented to you and to discharge the Directors as well as the auditors from liability. The valuation rules amendments include: Drawn up in Brussels on 27/04/2015. • The addition of a paragraph explaining the impact on the value of land of the revaluation of certain land performed in 2013. On behalf of the Board of Directors, • The addition of asset class “land held for sale”. • On request from technical services, the classification of fixed assets in asset classes was aligned with the technical reality and therefore, following some new technical developments, some new asset classes were added. Christine Vanderveeren Chair of the Board of Directors Luc Lallemand Chief Executive Officer The valuation rules form an integral part of this annual report. 17 Annual Report by the Board of Directors to the General Shareholders’ Meeting of 20 May 2015 02 18 Balance sheet 2014 1. Assets Balance sheet financial year 2014 ( in euros ) Balance sheet at 31/12/2013 Balance sheet at 31/12/2014 17,635,054,845.15 18,357,025,570.56 0.00 0.00 1,374,073,474.30 1,389,985,249.40 1,236,363,636.35 1,222,626,262.61 137,709,837.95 167,358,986.79 III. Tangible fixed assets 16,256,406,697.09 16,873,368,495.36 A. Land and buildings 5,886,053,118.14 6,316,618,359.24 6,697,477,012.01 7,198,836,034.11 ASSETS FIXED ASSETS I. Formation expenses II. Intangible fixed assets Concession right Intangible assets excl. concession right Acquisition value Depreciation B. Plant, machinery and equipment -811,423,893.87 -882,217,674.87 5,694,880,894.39 6,350,861,495.67 Acquisition value 10,955,606,644.66 12,019,598,426.72 Depreciation -5,260,725,750.27 -5,668,736,931.05 22,385,586.73 29,567,445.76 C. Furnitures and vehicles Acquisition value Depreciation D. Leasing and similar rights Acquisition value Depreciation E. Other tangible fixed assets Acquisition value Depreciation 131,599,038.39 142,659,676.65 -109,213,451.66 -113,092,230.89 4,317,297.98 3,148,913.56 39,303,309.33 39,303,309.33 -34,986,011.35 -36,154,395.77 17,480,005.66 30,692,826.76 104,529,661.03 115,086,704.88 -87,049,655.37 -84,393,878.12 4,631,289,794.19 4,142,479,454.37 4,574,673.76 93,671,825.80 A. Affiliated companies 4,534,093.42 83,539,930.33 1. Shareholdings 3,284,093.42 3,470,093.42 2. Accounts receivable F. Assets under construction and advance payments IV. Financial fixed assets 1,250,000.00 80,069,836.91 B. Companies linked by shareholding interests 38,568.10 10,130,237.50 1. Shareholdings 38,568.10 10,130,237.50 2. Accounts receivable 0.00 0.00 C. Other financial fixed assets 2,012.24 1,657.97 1. Shares 1,714.77 0.50 2. Accounts receivable and cash guarantees 297.47 1,657.47 19 Balance sheet financial year 2014 (in €) ASSETS CURRENT ASSETS V. Accounts receivable after more than one year A. Trade receivables B. Other accounts receivable Balance sheet at 31/12/2013 Balance sheet at 31/12/2014 1,085,121,628.11 2,703,170,876.66 18,832,074.66 873,070,622.75 10,642,074.66 4,642,074.66 8,190,000.00 868,428,548.09 - Receivables from the State related to PPP Diabolo 0.00 359,527,250.77 - Other receivables from the State 0.00 471,435,005.40 - Other 8,190,000.00 37,466,291.92 231,743,800.14 277,277,816.98 A. Stocks 221,801,097.33 240,134,338.76 1. Raw materials 214,610,444.52 234,604,028.38 2. Work in progress 3,856,798.20 3,494,693.88 3. Finished products 3,330,920.11 1,929,180.21 6. Advance payments VI. Stocks and contracts in progress 2,934.50 106,436.29 9,942,702.81 37,143,478.22 VII. Accounts receivable within one year 570,296,583.53 461,115,294.86 A. Trade receivables 275,211,482.98 231,463,982.72 B. Other accounts receivable 295,085,100.55 229,651,312.14 - Subsidised receivables 200,305,495.10 126,198,554.54 - Recoverable VAT 39,854,020.92 47,304,855.02 - State funding and Rail Investment Fund 32,481,000.00 32,262,447.42 - Other 22,444,584.53 23,885,455.16 260,006,000.00 404,925,193.61 260,006,000.00 404,925,193.61 824,764.82 199,569,358.53 3,418,404.96 487,212,589.93 B. Contracts in progress VIII. Cash investments B. Other cash investments and deposits IX. Cash at bank and in hand X. Deferred charges and accrued income - Deferred charges related to PPP Diabolo - Other deferred charges - Accrued income TOTAL ASSETS 20 0.00 449,714,565.14 3,408,596.29 20,754,686.92 9,808.67 16,743,337.87 18,720,176,473.26 21,060,196,447.22 Balance sheet 2014 2. Liabilities Balance sheet financial year 2014 (in €) Balance sheet at 31/12/2013 Balance sheet at 31/12/2014 17,091,694,202.19 15,970,222,897.75 1,247,761,500.00 875,280,391.67 1,247,761,500.00 875,280,391.67 0.00 0.00 299,317,752.80 299,317,752.80 1,220,005,945.97 62,470,997.59 17,170,597.69 17,170,597.69 A. Legal reserves 17,170,597.69 17,170,597.69 V. Result carried forward 27,555,285.85 -103,068,364.01 14,279,883,119.88 14,819,051,522.01 79,498,425.38 413,839,550.14 79,498,425.38 413,839,550.14 79,498,425.38 413,839,550.14 0.00 189,742,801.48 79,498,425.38 224,096,748.66 LIABILITIES Equity I. Capital A. Issued capital B. Uncalled capital (-) II. Share premium III. Revaluation surpluses IV. Reserves VI. Investment grants PROVISIONS AND DEFERRED TAXES VII.Provisions for liabilities and charges and deferred taxes A. Provisions for liabilities and charges 1.Pensions and similar obligations 4.Other liabilities and charges 21 Balance sheet 2014 Balance sheet at 31/12/2013 Balance sheet at 31/12/2014 1,512,903,450.79 4,676,133,999.33 681,547,136.73 2,918,388,687.21 A. Financial debts 5.40 1,883,652,943.95 2. Unsubordinated debentures 0.00 1,317,656,060.67 3. Leasing and other similar obligations 5.40 0.00 4. Credit institutions 0.00 204,080,000.00 5. Other loans 0.00 361,916,883.28 B. Trade debts 667,378,200.67 1,021,790,417.78 - PPP Liefkenshoek rail link 667,378,200.67 662,263,167.01 0.00 359,527,250.77 14,168,930.66 12,945,325.48 646,904,204.89 976,293,198.31 6,808,846.13 311,139,866.81 10,000,394.34 66,051,264.45 LIABILITIES DEBTS VIII. Accounts payable after more than one year - PPP Diabolo D. Other debts IX. Accounts payable within one year A. Accounts payable after more than one year due within the year B. Financial debts 1. Credit institutions 2. Other loans 394.34 233.13 10,000,000.00 66,051,031.32 C. Trade payables 605,791,167.78 573,342,400.72 605,791,167.78 573,342,400.72 6,623,227.03 4,764,846.75 1. Trade creditors D. Advances received on contracts E. Debts with regard to taxes. remuneration and social security F. Other debts X. Accrued charges and deferred income - Accrued charges - Deferred income related to PPP Diabolo - Deferred income from infrastructure fee - Other deferred income TOTAL LIABILITIES 22 0.00 2,617.76 17,680,569.61 20,992,201.82 220,532,504.07 781,452,113.81 107,951,550.99 117,042,195.28 0.00 450,035,365.07 111,193,963.63 112,067,946.66 1,386,989.45 102,306,606.80 18,720,176,473.26 21,060,196,447.22 Balance sheet 2014 3. Notes to the balance sheet 3.1. Introduction The balance sheet total increased from € 18.7 billion end 2013 to € 21.1 billion end 2014. The main causes of this increase are: • investments made in 2014 in the amount of € 1.1 billion; • the partial demerger of SNCB-Holding in the context of the reform of the SNCB Group, which led to the transfer of assets amounting to € 0.8 billion and; • the decision to present on the balance sheet Infrabel’s existing obligations with regards to the PPP Diabolo as well as the receivable from the State and the related accruals for a total of € 0.8 billion. The increase in fixed assets and investment grants for a value of € 0.6 billion is the result of, on the one hand, investments made in 2014 and on the other hand, depreciation and retirements. The partial demerger results in a significant increase in debt that is explained by the transfer of debts of the former SNCB-Holding for € 2.2 billion and at the same time, a transfer of current assets for € 0.6 billion, mainly receivables from the State and cash investments related to these liabilities. In addition, provisions were transferred in the amount of € 0.2 billion. The partial demerger has also given rise to capital movements that caused a decrease of € 0.4 billion in capital and of € 1.1 billion in revaluation surpluses. In the context of increasingly stringent accounting rules, the decision was taken to present on the balance sheet Infrabel’s existing obligations with regards to the PPP Diabolo and the related receivable from the State. This caused an increase of € 0.4 billion in respectively receivables, payables, deferred charges and deferred income. 3.2. Intangible fixed assets The intangible fixed assets include, on the one hand, the right to operate the Belgian network with a book value of € 1,222,626,262.61. This operating right is depreciated on a straight-line basis over 99 years. On the other hand, they include the investments in software for specific applications like amongst others SAP. The book value of the software is € 167,358,986.79. See also the notes to the annual financial statements - Statement 1 (page 39). 3.3. Tangible fixed assets Infrabel has a considerable annual investment budget. The company’s investments particularly relate to expansion, modernisation and maintenance of the traditional railway infrastructure. Furthermore, Infrabel is investing significant amounts in the completion of infrastructure works aimed at providing greater accessibility to Brussels (RER) and in investment projects provided for in the strategic plan 23 FOCUS, such as the concentration of signalling boxes, the implementation of the TBL1+ and ETCS systems, access to the ports, etc. The net increase of the tangible fixed assets compared to 31 December 2013 amounts to € 616,961,798.27. This increase is mainly due to investments made by Infrabel in 2014 for € 1,072,855,957.95 and to tangible fixed assets transferred from the SNCB-Holding in the context of the reform of the SNCB Group for € 53,898,095.5. This increase is partially offset by depreciation of fixed assets, sales and retirements for € 509,792,255.18. See also the notes to the annual financial statements - Statement 2 (page 40). 3.4. Financial fixed assets The company holds a majority shareholding interest in 6 subsidiaries amounting to € 3,470,093.42: • • • • • • Brussels Creosote Centre (BCC) for € 1,796,732.27 TUC RAIL SA for € 1,487,361.15 SPV 162 for € 62,000.00 SPV Zwankendamme for € 62,000.00 SPV Brussels Port for € 62,000.00 Syntigo SA for € 0.00 (after impairment) As a precaution, a full impairment was recorded on the shareholding interest in Syntigo for an amount of € 16,728,945.31. Infrabel provided a roll-over credit to the company TUC RAIL of up to € 5,000,000.00 from which the total amount has been drawn end 2014. Following the reform of the SNCB Group, loans to SPVs created for the pre-financing of some priority investment projects, Syntigo and AlphaCloud were transferred via the partial demerger mechanism. End 2014, these loans amounted to € 75,069 836.91. In 2013, as part of the reform of the SNCB Group, Infrabel and SNCBHolding formed the subsidiary HR Test. Following the Royal Decree of December 11, 2013, HR Test was converted into HR Rail, which since 1st of January 2014 acts as legal employer of all Infrabel and SNCB staff. Infrabel holds 49% of the shares, as it received 100 shares for its contribution and has transferred 2 shares to the Belgian State, in accordance with the law. Furthermore, Infrabel is also member of the EEIG (European Economic Interest Grouping) RFC 2 and the EEIG Corridor Rhine-Alpine. Infrabel holds a shareholding interest in CVBA GREENSKY, SPS FIN and Black Swan Solar II, which were all established within the framework of projects for alternative energy. Infrabel was participating in the Central Clearing Office (BCC) of the International Union of Railways (UIC), a system of clearing funds between railway companies. In 2014, Infrabel has decided to leave this system. Balance sheet 2014 The participation in NPO Benor, which represents a quality label resulting in the certification of products mainly in the field of construction, is to be considered as a free membership. Hence it is no longer accounted for as a shareholding interest. The general structure of Infrabel’s interests in its subsidiaries’ capital is presented in the following diagram. See also the notes to the annual financial statements - Statement 3 (page 42). Infrabel also has a shareholding interest in the NPO Liège Carex, which conducts studies on the construction of a trimodal terminal (air, train and road) at Liège Airport. Through these subsidiaries, Infrabel indirectly inherited shareholdings in Woodprotect SA, Rail Facilities SA, AlphaCloud SA, NPO Euro Carex and Eurostation SA. BELGIAN STATE 99,3 % Private shareholders 0,7 % 99,9 % 75 % 100 % 100% 100 % 51 % 29,2 % 25 % 1,5 % 10 % 10 % 0,01 % Syntigo TUC RAIL SPV162 SPV Brussels Port SPV Zwankendamme CCB RFC2 Corridor1 RhineAlpine SPS Fin Greensky Liège Carex Black Swan Solar II 0,01% 50% 0,03% 49% 99,8% 25% AlphaCloud Eurostation HR Rail Woodprotect Eurocarex 2% 99,9% Rail Facilities 24 Balance sheet 2014 3.5. Accounts receivable after more than one year On 31/12/2014, the accounts receivable after more than one year amount to € 873,070,622.75 made up of trade receivables for €4,642,074.66 and other receivables for € 868,428,548.09. The amount of trade receivables represents the partial reclassification of a credit note from TUC RAIL of € 16,642,074.66 which repayment plan is spread over several years. A first payment of € 6,000,000.00 took place in 2014. The part that will be repaid in 2015, € 6,000,000.00, was reclassified to short-term trade receivables. The other receivables include the following receivables: • Receivable from the State related to the PPP Diabolo in the amount of € 359,527,250.77 for the implementation of the rail infrastructure intended to improve access to the Brussels airport. • Other State receivables amounting to € 471,435,005.40 for the implementation of various railway infrastructure works. • Other receivables for an amount of € 37,466,291.92. 3.6. Stocks and contracts in progress On 31/12/2014, the company has a total amount of € 240,134,338.76 in stocks on its balance sheet. A large part of these stocks concern supplies in consumables, including advance payments, such as signalling equipment, sleepers, track equipment, telecom materials, etc. amounting to € 234,710,464.67. Finished products and work in progress have a value of € 3,494,693.88 and € 1,929,180.21 respectively. Contracts in progress, excluding impairments, amount to € 37,143,478.22 and mainly concern works where a contract is signed with the third party who placed the order. These open orders will later be invoiced to the third party in question. Amounts in € Stocks : 1. Supplies Acquisition value - Raw materials - Various deliveries - Ballast 240,134,338.76 234,710,464.67 258,260,715.59 35,628.77 9,896,210.49 690,814.97 - Sleepers 25,570,843.17 - Rails 10,950,249.74 - Track equipment 13,794,995.32 - Crossings 13,833,602.19 - Cables 3,218,826.12 - Signalling equipment 119,419,086.31 - Other track materials 36,392,658.12 - Decommissioned equipment - Telecom materials - Rolling stock 7,893,550.24 13,708,068.54 2,749,745.32 - Advances on supplies 106,436.29 Recorded impairments -23,550,250.92 2. Work in progress 3,494,693.88 3. Finished products 1,929,180.21 Amounts in € Contracts in progress : - Manufacturing cost - Impairments 25 37,143,478.22 37,369,023.84 -225,545.62 Balance sheet 2014 3.7. Accounts receivable within one year 3.8. Cash investments and cash at bank and in hand The accounts receivables within one year stand at € 461,115,294.86 on 31/12/2014 and consist of trade receivables of € 231,463,982.72 and other receivables of € 229,651,312.14. The trade receivables towards the railway operator SNCB amount to € 87,855,536.33. These relate mainly to the invoice for the infrastructure fee for the month of February 2015. Infrastructure fees are invoiced two months in advance to each operator active on the Belgian railway network. The receivable linked to the operating grant from the State amounts to € 89,684,000.07. The other receivables, amounting to € 229,651,312.14, include mainly receivables linked to funding by third parties for € 126,198,554.54, € 89,340,868.44 of which concerns the RER fund. The VAT amount to be recovered amounts to € 47,304,855.02. As of 31/12/2014, Infrabel has cash investments amounting to € 404,925,193.61 of which almost the entire amount is unavailable because these cash investments have the same maturity dates as the debts they are linked to. These cash investments are composed as follows: • Fixed income securities and deposits held to cover some longterm debts for € 243,069,193.61: As part of the reform of the SNCB Group and the mechanism of partial demerger of the SNCB Holding, several “Concession and concession back” debts were transferred to Infrabel. Long-term cash investments related to these debts, which will be used to pay back these debts on maturity date, have also been transferred. • Collaterals related to swaps for € 145,150,000.00: In the same context, swaps linked to debts, and related collaterals were taken over from the former SNCB Holding. For these swaps, collaterals need to be created as guarantee based on the real value of the debts they cover. Following the considerable decrease of interest rates, these collaterals increased significantly in 2014. • Term deposits with the Debt Agency of the Belgian State for € 16,706,000.00. As of 31/12/2014, Infrabel has also cash at bank and in hand for € 199,569,358.53. This amount also includes € 66,051,031.32 in deposits from subsidiaries at Infrabel in the context of the cash pooling. This cash does not belong to Infrabel. The actual available cash for the treasury department amounts to € 150,224,327.21. The cash flow table below presents the movements in cash investments and cash and the way in which these were generated and allocated. The indirect method was applied for the preparation of the cash flow statement. This method reconstructs the cash flow by correcting the net profit for activities without a monetary character, such as depreciation, impairments and provisions. 26 Balance sheet 2014 Cash flow 31 December 2014 Cash investments and cash equivalents at the start of the financial year 260,830,764.82 Operational activities Company result Non-cash items included in the company result -3,745,652.08 75,284,552.88 - Depreciation of fixed assets - Revenue recognition of investment grants - Depreciation of revaluation surpluses -1,168,384.31 - Impairments 16,381,324.61 - Provisions for risks and charges 51,678,253.33 - Gains and losses on derecognition of fixed assets -8,556,055.47 - Translation adjustments Gross cash flow generated by the company's operational activities Variation in stocks and contracts in progress Variation in trade receivables Variation in receivables linked to the operating grant from the State Variation in other short-term receivables Variation in other long-term receivables 600,839,946.49 -586,231,901.30 2,341,369.53 71,538,900.80 -44,747,142.64 -782,889,287.92 -31,582,000.07 2,130,779.23 -22,483.33 Variation in short-term trade debts -32,448,767.06 Variation in long-term trade debts 354,412,217.11 Variation in other debts 3,745,779.98 Variation in the accruals and deferrals 74,784,055.24 Variation in current account VAT -7,450,834.10 Net cash flow generated by operational activities -392,528,782.76 Investment activities Investment in intangible fixed assets -67,376,263.29 Investment in tangible fixed assets -1,222,343,145.82 Variation in revaluation surplus -1,156,366,564.07 Income from the sale of fixed assets Investment in financial fixed assets Net cash flow generated by investment activities 10,894,243.17 -105,834,277.22 -2,541,026,007.23 Financing activities Investment grants from the State for the funding of assets Variation in receivables linked to the investment grant from the State Variation in receivables linked to the RER fund Variation in other receivables linked to the financing of investment projects Variation in receivables related to the Rail Investment Fund Variation in debts concerning unused investment grants 1,215,148,399.88 -15,781,447.42 73,744,457.22 362,483.33 16,000,000.00 -16,000,000.00 Variation in financial debts 2,256,521,313.87 Variation in issued capital -372,481,108.33 Variation in result carried forward following the partial demerger -126,877,997.78 Variation in provisions for liabilities and charges following the partial demerger Net cash flow generated by financing activities Cash investments and cash equivalents at the end of the financial year 27 246,582,476.53 3,277,218,577.31 604,494,552.14 Balance sheet 2014 3.9. Shareholders’ equity The shareholders’ equity amounts to € 15,970,222,897.75 and can be summarised as follows: Issued capital 875,280,391.67 Uncalled capital 0.00 Share premium 299,317,752.80 Revaluation surpluses 62,470,997.59 Reserves 17,170,597.69 Result carried forward -103,068,364.01 Investment grants 14,819,051,522.01 TOTAL 15,970,222,897.75 € The evolution of the number of shares that represent the capital is summarized as follows: Total Number of shares A Number of shares B NUMBER OF SHARES ON DECEMBER 31, 2013 16,786,654 1,064,746 15,721,908 Split of shares on January 1, 2014 167,866,540 10,647,460 157,219,080 42,433,200 42,059,950 Issue of shares following the partial demerger Cancellation of treasury shares NUMBER OF SHARES ON DECEMBER 31, 2014 -157,219,080 53,080,660 373,250 -157,219,080 52,707,410 373,250 At 31 December, 2013, Infrabel had issued in total 16,786,654 shares with voting rights and without nominal value of which 1,064,746 shares of category A and 15,721,908 shares of category B. Category A shares are held by the Belgian State and category B shares are held by other parties than the Belgian State. The Extraordinary General Meeting of Shareholders of December 19, 2013 decided to split the existing shares by ten (10). As a result, the share capital is represented by 167,866,540 shares. In the same Extraordinary General Meeting of Shareholders, and as a consequence of the approval of the partial demerger of the merged SNCB, the share capital was increased by issuing 42,059,950 shares of category A and 373.250 shares of category B. As a result of the partial demerger of the merged SNCB, Infrabel became owner of 157,219,080 treasury shares. The Extraordinary General Meeting of Shareholders of December 19, 2013 decided to decrease the share capital by cancellation of these 157,219,080 treasury shares. On December 31, 2014, the share capital of the Group is represented by 53,080,660 shares with each one voting right, without nominal value, representing each 1/53,080,660 part of the share capital. All shares are fully paid. The evolution of the capital is as follows: Issued capital On Januari 1st, 2014 Incorporation of revaluation surpluses Capital increase with issue of new shares Capital decrease by cancellation of treasury shares Cancellation art 355 transfer of capital to capital grants On December 31st, 2014 28 1,247,761,500.00 1,164,744,061.45 1,675,064,517.69 -3,550,132,014.36 337,842,326.89 875,280,391.67 Balance sheet 2014 Following the partial demerger and the Extraordinary General Meetings of Shareholders of December 19, 2013 and May 21, 2014, the following capital movements became effective: - Incorporation of revaluation surpluses for an amount of € 1,164,744,061.45 without issuing new shares but through the increase of the nominal value of the existing shares; - Capital increase of € 1,675,064,517.69 by issuing 42,433,200 shares as compensation for the net assets acquired through the partial demerger of the merged SNCB; - Capital decrease of € 3,550,132,014.36 by the cancellation of treasury shares acquired through the partial demerger of the merged SNCB; At the end of December 2014, Infrabel owned no treasury shares. A partial demerger entails that each category of equity must be transferred at the ratio “net transferred assets on total net assets”. At that ratio, a deferred loss of € - 126,877,997.78 was also transferred from the former SNCB Holding to Infrabel via the partial demerger mechanism. Combined with the carried forward profit on December 31, 2013 of € 27,555,285.85 and the result of the year 2014 of € -3,745,652.08, this explains the result carried forward of € -103,068,364.01 on December 31, 2014. The increase in investment grants compared with the previous financial year, relates to new investment grants received for different investment projects such as the RER project along with all other investment projects financed by the State, the European Union, the provinces, etc. - Cancellation of the transfer from capital to capital grants in the context of art. 355 of the Law of July 20, 2006 in the amount of € 337,842,326.89 as a result of the reform of the SNCB Group. 3.10 Provisions and deferred taxes To cover all significant known liabilities and obligations, Infrabel has included provisions in the balance sheet totalling € 413,839,550.14. The provisions refer to: Pensions and similar obligations 189,742,801.48 Financial instruments 98,760,142.24 Deferred leave 56,615,523.85 Environment 35,136,211.73 Legal disputes 26,252,942.26 Seniority leave and seniority premiums TOTAL Following the reform of the SNCB Group, all provisions relating to Infrabel’s employee benefits, mainly pensions and similar obligations, were transferred. These provisions are calculated actuarially and individually. 7,331,928.58 413,839,550.14 € Following a change in accounting treatment, deferred leave is no longer recognised as an accrual but as a provision for risks and charges. Following the reform of the SNCB Group, the provisions for the financial instruments related to the debt transferred to Infrabel, were also transferred and they increased in 2014 primarily due to the evolution in the interest rates. 29 Balance sheet 2014 3.11 Accounts payable after more than one year Long-term debts amount to € 2,918,388,687.21 and can be broken down as follows: Unsubordinated debentures 1,317,656,060.67 Financial debts with credit institutions 204,080,000.00 Other financial debts 361,916,883.28 Trade payables 1,021,790,417.78 Other debts 12,945,325.48 TOTAL Following the allocation of the historical debt as part of the reform of the SNCB Group, Infrabel was allotted: • • • • 2,918,388,687.21 € Trade payables consist of the debt related to the PPP Liefkenshoek rail link for € 662,263,167.01 and the debt related to the PPP Diabolo for € 359,527,250.77. unsubordinated debentures (Euro Medium Term Notes and private placements), financial debts with credit institutions, other unsecured financial debts, other debts related to currency swaps. 3.12 Accounts payable within one year Short- term debts amount to € 976,293,198.31 and can be broken down as follows: Long-term debts due within the year 311,139,866.81 Financial debts 66,051,264.45 Trade payables 573,342,400.72 Advance payments received Taxes, remuneration and social security Other debts TOTAL Long-term debts due within the year consist of the part of the financial debts with credit institutions and long-term commercial debts that falls due in the short term. 4,764,846.75 2,617.76 20,992,201.82 976,293,198.31 € Trade payables consist of supplier invoices, invoices to be received and credit notes to be issued to customers. The financial debts are mainly the result of the deposits of Infrabel’s subsidiaries at Infrabel through the cash pooling. 30 Balance sheet 2014 03 31 Income statement 2014 1. Detailed income statement INCOME STATEMENT (in comparison to the previous financial year) Year to date 31.12.2013 Year to date 31.12.2014 Variation I. Operating revenues 1,405,840,640.70 1,581,472,437.63 175,631,796.93 A. Turnover 1,099,648,835.26 1,162,654,034.48 63,005,199.22 1,099,648,835.26 1,162,654,034.48 63,005,199.22 Sales and services - State funding 203,634,316.70 237,734,088.45 34,099,771.75 - Infrastructure fee 667,449,487.66 676,953,090.26 9,503,602.60 - Energy for traction and buildings 125,763,873.35 115,876,050.87 -9,887,822.48 - Investments for third parties 52,678,488.22 36,718,354.10 -15,960,134.12 - Other 50,122,669.33 95,372,450.80 45,249,781.47 0.00 0.00 0.00 B. Variation in work in progress, finished products and contracts in progress (increase+,decrease-) -16,328,144.03 24,342,210.50 40,670,354.53 C. Produced fixed assets 284,211,713.96 357,460,859.80 73,249,145.84 38,308,235.51 37,015,332.85 -1,292,902.66 1,792,898,454.74 1,966,421,700.48 173,523,245.74 159,893,626.22 208,573,370.94 48,679,744.72 151,917,205.92 221,366,275.30 69,449,069.38 Awarded discounts, returns and rebates D. Other operating income II. Operating costs A. Raw materials and consumables 1. Purchases 2. Variation in stocks (increase-,decrease+) 7,976,420.30 -12,792,904.36 -20,769,324.66 1,214,726,361.02 1,247,166,475.10 32,440,114.08 715,186,768.77 752,407,698.74 37,220,929.97 24,987,493.10 28,974,558.88 3,987,065.78 474,552,099.15 465,784,217.48 -8,767,881.67 0.00 0.00 0.00 407,196,450.02 481,701,959.97 74,505,509.95 E. Impairments on stocks, contracts in progress and trade receivables (increase+,decrease-) -2,116,867.44 -355,800.57 1,761,066.87 F. Provisions for liabilities and charges (increase+,decrease-) 11,342,208.18 24,701,474.29 13,359,266.11 1,856,676.74 4,634,220.75 2,777,544.01 -387,057,814.04 -384,949,262.85 2,108,551.19 B. Services and other goods - Payroll charges - Other personnel related costs - Other C. Remuneration, social security costs and pensions D. Depreciation and impairments on formation expenses, tangible and intangible fixed assets G. Other operating costs III. Operating result 32 INCOME STATEMENT ( in comparison to the previous financial year ) Year to date 31.12.2013 Year to date 31.12.2014 Variation IV. Financial income 467,836,401.82 663,321,448.41 195,485,046.59 0.00 6,390,695.11 6,390,695.11 2,770,592.04 25,233,384.02 22,462,791.98 A. Income from financial fixed assets B. Income from current assets C. Gains on derecognition of current assets 3,119.73 2,980,777.53 2,977,657.80 465,047,098.29 628,421,960.07 163,374,861.78 15,591.76 294,631.68 279,039.92 V. Financial costs 22,288,893.69 154,798,781.41 132,509,887.72 A. Debt costs 22,731,760.77 123,558,884.36 100,827,123.59 B. Impairments on current assets other than those referred to in II.E. ( increase+,decrease-) -2,750,180.78 -1,615,490.67 1,134,690.11 1,338,792.22 3,161,910.49 1,823,118.27 D. Investment and interest grants E. Other financial income C. Losses on derecognition of current assets D. Write-back of capital grants 692,854.91 208,236.82 -484,618.09 E. Other financial costs 275,666.57 29,485,240.41 29,209,573.84 58,489,694.09 123,573,404.15 65,083,710.06 1,352,115.85 9,740,939.47 8,388,823.62 147,470.20 0.00 -147,470.20 B. Write-back of impairments on financial fixed assets 0.00 0.00 0.00 C. Write-back of provisions for extraordinary liabilities and charges 0.00 0.00 0.00 D. Gains on derecognition of fixed assets 659,530.93 9,540,136.56 8,880,605.63 E. Other extraordinary income 545,114.72 200,802.91 -344,311.81 52,652,967.28 137,059,995.70 84,407,028.42 52,600,945.85 119,338,789.43 66,737,843.58 11,597.53 16,737,125.18 16,725,527.65 VI. Profit (loss) on ordinary activities before taxes VII.Extraordinary income A. Write-back of depreciation and impairments on tangible and intangible fixed assets VIII.Extraordinary costs A. Extraordinary depreciation and impairments on formation expenses, tangible and intangible fixed assets B. Impairments on financial fixed assets C. Provisions for extraordinary liabilities and charges D. Losses on derecognition of fixed assets E. Other extraordinary costs IX. Profit (loss) of the financial year before taxes 33 0.00 0.00 0.00 40,423.90 984,081.09 943,657.19 0.00 0.00 0.00 7,188,842.66 -3,745,652.08 -10,934,494.74 Income statement 2014 2. Notes to the income statement 2.1. Turnover Total turnover amounts to € 1,162,654,034.48 and can be presented as follows: Amounts in € I. Operating revenues A.Turnover 1,162,654,034.48 Infrastructure fee 676,953,090.26 State funding 237,734,088.45 Energy for traction and buildings 115,876,050.87 ICT services 53,825,836.57 Investments for third parties 36,718,354.10 Other services provided 23,418,605.76 Scrap sales 9,176,708.73 Contractual fees 4,765,954.83 Miscellaneous services provided to third parties 3,737,862.92 Maintenance and modification of railway installations 447,481.99 The infrastructure fee obtained from railway operators represents € 676.95 million or 58% of the turnover. Infrabel receives a fee from the various railway operators calculated per train kilometre for use of the Belgian railway infrastructure, both for national and international passenger transport and for freight transport. To finance its operating costs, the company has also obtained state funding for € 237.73 million, which is 20% of the turnover. Infrabel purchases electrical energy end then provides it to the various users. This means reinvoicing for both traction energy and energy for buildings. This income amounted to € 115.88 million in 2014. Infrabel earns also other revenues from amongst others ICT services, investments for third parties, scrap sales, contractual fees etc. Following the reform of the SNCB Group, Infrabel has taken over the ICT activities from the former SNCB Holding and provides ICT services, mainly to SNCB and to HR Rail, since January 1, 2014. 34 Income statement 2014 2.2. Produced fixed assets Infrabel has its own resources that it may use to construct tangible and intangible fixed assets, within the framework of its economic activities. These sustainable assets, investments made using internal resources, are referred to as “produced fixed assets”. The charges for works carried out under the entity’s own management are neutralised by posting a corresponding income, while the investments realised are put on the balance sheet. The produced fixed assets amount to € 357,460,859.80 in 2014. 2.3. Raw materials and consumables The costs related to raw materials and consumables amount to € 208.57 million and include € 153.62 million for specific consumables and supplies for the railroad. Amounts in € II. Operating costs A. Raw materials and consumables 208,573,370.94 221,366,275.30 1. Purchases Rails 29,818,275.31 Ballast 10,762,867.40 Sleepers 32,428,548.98 Track accessories 5,741,627.70 Points 3,623,912.63 Overhead wires and cabling 10,205,371.30 Signalling equipment 77,576,134.04 Items for catenaries 10,818,919.55 Telecommunication items 11,367,284.93 Other consumables 29,025,622.40 Discounts, returns and rebates 2. Variation in stocks Variation in stocks of specific railroad items Variation in stocks of other items 35 -2,288.94 -12,792,904.36 -27,356,253.58 14,563,349.22 Income statement 2014 2.4. Services and other goods Services and other goods amount to € 1,247.17 million, including € 781.38 million which are related to payroll charges. Amounts in € II. Operating costs B. Services and other goods 1,247,166,475.10 Payroll charges Other payroll charges Energy for traction and buildings 124,171,492.51 Infrastructure maintenance 108,482,911.69 Rent of movable and immovable properties 65,992,528.83 Investments for third parties 51,311,266.99 Costs of technical control, industrial processes and transport 20,892,324.79 Telecommunication and network costs Other services 752,407,698.74 28,974,558.88 3,142,491.95 91,791,200.72 Because the entire staff is seconded by HR Rail, playing the role of legal employer, personnel expenses are treated as services and other goods. Infrabel buys electrical energy for its own use and for other users. Only Infrabel’s part has an impact on the profit and loss account. These Following a change in accounting treatment, charges related to deferred leave are not accounted for anymore in services and other goods, but in costs related to provisions for risks and charges. purchases include both traction energy and energy for buildings. These purchases amount to € 124.17 million. 2.5. Depreciation, impairments and provisions for liabilities and charges Depreciation is posted on a monthly basis and commences on the first day of the month following the month in which the fixed asset can be commissioned, in accordance with the approved valuation rules. Depreciation of tangible and intangible fixed assets is largely compensated by the depreciation of the corresponding investment grants. The latter are accounted for as financial income. The cost of € 24.7 million for the provisions for liabilities and charges is mainly due to higher provisions for pensions and similar obligations and for financial instruments due to the considerable decrease of interest rates. Amounts in € II. Operating costs D. Depreciation and impairments on formation expenses, tangible and intangible fixed assets 481,701,959.97 Formation expenses Concession right 13,737,373.74 Other intangible fixed assets (mainly software) 35,261,048.70 Tangible fixed assets E. Impairments on stocks, contracts in progress and trade receivables F. Provisions for liabilities and charges 36 0.00 432,703,537.53 -355,800.57 24,701,474.29 Income statement 2014 2.6. Financial income The financial income amounts to € 663.32 million and mainly results from depreciation on the investment grants (€ 586.44 million) and from interest grants (€ 41.98 million). Furthermore, an amount of € 25.23 million comes from the interests on investments received via the partial demerger mechanism. An amount of € 6.39 million is generated by the financial assets, particularly interest income on loans to the SPVs, Syntigo and AlphaCloud. Amounts in € IV. Financial income A. Income from financial fixed assets B. Income from current assets C. Gains on derecognition of current assets D. Investment and interest grants E. Other financial income 663,321,448.41 6,390,695.11 25,233,384.02 2,980,777.53 628,421,960.07 294,631.68 2.7. Financial costs The financial costs amount to € 154.79 million and can mainly be explained by the interest charges on the debts (€ 123.56 million), of which € 79.60 million as a result of the transfer of debts by the partial demerger mechanism. Furthermore, other financial costs have been accounted for in the amount of € 29,49 million, mainly a higher provision for financial instruments (€ 26,97 million) following the considerable decrease in interest rates. Amounts in € V. Financial costs 154,798,781.41 A. Debt costs 123,558,884.36 B. Impairment on current assets C. Losses on derecognition of current assets D. Write-back of capital grants E. Other financial costs 37 -1,615,490.67 3,161,910.49 208,236.82 29,485,240.41 Income statement 2014 04 38 Notes to the annual accounts 1. Statement of intangible fixed assets Amounts in € Concessions, patents, licences,… A. Acquisition value At the end of the previous financial year 1,548,800,876.17 Movements during the financial year : - Acquisitions, including produced fixed assets 93,771,630.18 - Sales and disposals -3,513,094.01 - Transfer from one heading to another Situation at the end of the financial year 671,321.90 1,639,730,734.24 C. Depreciation and impairments At the end of the previous financial year 174,727,401.87 Movements during the financial year : - Recorded 51,961,442.66 - Write-backs - Acquisitions from third parties 26,395,366.89 - Sales and disposals -3,513,094.01 - Transfer from one heading to another Situation at the end of the financial year D. Net book value at the end of the financial year 39 174,367.43 249,745,484.84 1,389,985,249.40 2. Statement of tangible fixed assets Amounts in € Land and buildings Plant, machinery and equipment Furniture and vehicles 5,481,788,352.12 10,955,606,644.66 131,599,038.39 A. Acquisition value At the end of the previous financial year Movements during the financial year : - Acquisition, including produced fixed assets 105,504,546.38 259,055,936.70 11,315,265.98 - Sales and disposals -11,223,092.17 -167,095,679.52 -3,696,078.95 - Transfer from one heading to another 452,802,395.83 972,031,524.88 3,441,451.23 6,028,872,202.16 12,019,598,426.72 142,659,676.65 811,423,893.87 5,260,725,750.27 109,213,451.66 79,599,920.00 459,149,428.10 5,580,392.73 397,687.84 106,306,295.73 1,827,898.54 - Sales and disposals -7,921,369.50 -167,095,679.52 -3,648,555.49 - Transfer from one heading to another -1,282,457.34 9,651,136.47 119,043.45 882,217,674.87 5,668,736,931.05 113,092,230.89 6,316,618,359.24 6,350,861,495.67 29,567,445.76 Situation at the end of the financial year B. Revaluation surpluses At the end of the previous financial year 1,215,688,659.89 Movements during the financial year : - Recorded 9,861,046.50 - Acquisitions from third parties - Reversals -55,585,874.44 - Transfer from one heading to another Situation at the end of the financial year 1,169,963,831.95 C. Depreciation and impairments At the end of the previous financial year Movements during the financial year : - Recorded - Acquisitions from third parties - Write-backs Situation at the end of the financial year D. Net book value at the end of the financial year 40 Notes to the annual accounts Leasing and similar rights Other tangible fixed assets Assets under construction and advance payments 12.14 104,529,661.03 4,631,289,794.19 - Acquisition, including produced fixed assets 19,395,301.56 933,031,613.43 - Sales and disposals -2,832,546.20 - Transfer from one heading to another -7,104,740.59 -1,421,841,953.25 113,987,675.80 4,142,479,454.37 Amounts in € A. Acquisition value At the end of the previous financial year Movements during the financial year : Situation at the end of the financial year 12.14 B. Revaluation surpluses At the end of the previous financial year 39,303,297.19 Movements during the financial year : - Recorded 1,099,029.08 - Acquisition from third parties - Reversals - Transfer from one heading to another Situation at the end of the financial year 39,303,297.19 1,099,029.08 34,986,011.35 87,049,655.37 1,168,384.42 3,581,181.49 C. Depreciation and impairments At the end of the previous financial year Movements during the financial year : - Recorded - Write-backs - Acquisitions from third parties 4,168,730.16 - Sales and disposals -1,743,598.89 - Transfer from one heading to another -8,662,090.01 Situation at the end of the financial year D. Net book value at the end of the financial year 41 36,154,395.77 84,393,878.12 3,148,913.56 30,692,826.76 4,142,479,454.37 Notes to the annual accounts 3. Statement of financial fixed assets Amounts in € Affiliated companies Companies linked by a shareholding interest Other companies 3,284,093.42 40,750.00 11,250.50 16,916,070.32 10,300,000.00 -1,125.01 -200,615.00 -1,250.00 20,199,038.73 10,140,135.00 10,000.50 2,181.90 9,535.73 16,728,945.31 7,715.60 464.27 16,728,945.31 9,897.50 10,000.00 1. Shareholding interests A. Acquisition value At the end of the previous financial year Movements during the financial year : - Acquisitions - Sales and disposals At the end of the financial year C. Impairments At the end of the previous financial year Movements during the financial year : - Recorded - Write-backs At the end of the financial year D. Uncalled amounts At the end of the previous financial year Movements during the financial year At the end of the financial year Net book value at the end of the financial year 0.00 0.00 3,470,093.42 10,130,237.50 0.50 2. Accounts receivable Net book value at the end of the previous financial year Movements during the financial year : - Transfer to short-term receivables Net book value at the end of the financial year 42 1,250,000.00 297.47 - Additions 149,833,927.46 1,360.00 - Reimbursements -62,538,215.00 -8,475,875.55 80,069,836.91 0.00 1,657.47 Notes to the annual accounts 4. Other investments and deposits Amounts in € Fixed income securities 109,934,351.72 Fixed term deposits with credit institutions With a residual maturity up to one month 16,706,000.00 With a residual maturity of more than one year 278,284,841.89 5. Deferred charges and accrued income Amounts in € Deferred charges 470,469,252.06 Charges related to the PPP Diabolo 449,714,565.14 Insurance premiums 1,225,513.55 Software licences 3,512,826.26 Maintenance costs for the data center Muizen 4,974,880.68 Maintenance costs for locomotives and wagons 8,400,000.00 Other deferred costs 2,641,466.43 Accrued income 16,743,337.87 Accrued unmatured interests on cash investments 16,743,337.87 6. Statement of capital Amounts in € Number of shares 1,247,761,500.00 16,786,654 A. Capital 1. Issued capital At the end of the previous financial year Changes during the financial year - Split of existing shares by 10 on January 1, 2014 - Incorporation of revaluation surpluses 167,866,540 1,164,744,061.45 - Capital increase with issue of new shares - Capital decrease by cancellation of treasury shares - Cancellation transfer of capital to investment grants 337,842,326.89 At the end of the financial year 875,280,391.67 53,080,660 875,280,391.67 53,080,660 1,675,064,517.69 42,433,200 -3,550,132,014.36 -157,219,080 2. Structure of the capital 2.1. Categories of shares Registered shares without par value B. Unpaid capital 1. Uncalled capital 43 0.00 Notes to the annual accounts 7. Accrued charges and deferred income Amounts in € Accrued charges 117,042,195.28 Holiday pay and staff bonus 61,647,527.78 Accrued unmatured interests on financial debts 55,259,695.56 Various expenses 134,971.94 Deferred income 664,409,918.53 Income related to PPP Diabolo as a result of the receivable from the State 450,035,365.07 Infrastructure fee 112,067,946.66 Income related to other receivables from the State 98,040,163.69 Other deferred income 4,266,443.11 8. Off balance sheet rights and commitments Amounts in € Personal guarantees given or irrevocably promised by the enterprise as security for debts and commitments of third parties 55,930,444.00 Substantial commitments to acquire fixed assets - Investments in railway infrastructure 1,480,223,196.00 Forward transactions - Currencies purchased 109,538,107.00 - Currencies sold 109,538,107.00 Important legal disputes and other important commitments - Purchase of materials and delivery of services 333,511,027.00 - Commitments related to legal disputes 260,000.00 - Interest rate swaps 295,310,000.00 Nature and business purpose of off-balance sheet arrangements - Rental contract 1,204,473.58 - Guarantees given by third parties on behalf of the company 305,196,837.73 - Rights related to customer contracts 23,859,177.49 - Securities held for third parties 551,099.89 Other rights and commitments not reflected on the balance sheet Rights and commitments resulting from the Royal Decree of 11 December 2013 regarding the reform of the structures of the SNCB-Holding, Infrabel and the SNCB : 1. SNCB holds for free a perpetual easement on the platforms, ... to achieve its public service missions, 2. Infrabel holds for free a perpetual easement on SNCB’s stations and properties needed to execute Infrabel’s public service missions. 44 Notes to the annual accounts 9. Relations with affiliated companies and companies linked by shareholding interests Amounts in € 2013 2014 4,534,093.42 83,539,930.33 3,284,093.42 3,470,093.42 Affiliated companies 1. Financial fixed assets Investments Accounts receivable : others 1,250,000.00 80,069,836.91 220,662,911.51 32,863,176.84 18,492,074.66 4,642,074.66 Within one year 202,170,836.85 28,221,102.18 3. Cash investments 103,400,000.00 0.00 2. Accounts receivable After more than one year Accounts receivable 4. Accounts payable After more than one year 103,400,000.00 0.00 404,600,926.29 88,068,464.82 13,710,084.31 0.00 Within one year 390,890,841.98 88,068,464.82 7. Financial results -662,561.65 6,370,850.80 0.00 6,390,695.11 Income from financial fixed assets Income from current assets 134,486.32 56.47 10.88 21,965.34 Charges from debts -648,686.85 -41,861.28 Other financial charges -148,372.00 -4.84 38,568.10 10,130,237.50 38,568.10 10,130,237.50 Other financial income Companies linked by shareholding interests 1. Financial fixed assets Investments 2. Accounts receivable 0.00 4,337,303.21 After more than one year 0.00 0.00 Within one year 0.00 4,337,303.21 4. Accounts payable 0.00 132,018,391.07 After more than one year 0.00 0.00 Within one year 0.00 132,018,391.07 10. Social report In 2014, Infrabel had a workforce of 12,045.2 employees expressed as the average full-time equivalents over the year. The entire staff is seconded by HR Rail, which plays the role of legal employer. 45 Notes to the annual accounts 05 46 Valuation rules 2014 These valuation rules have been prepared in compliance with the legal provisions in force in Belgium, and more particularly those resulting from the law of 17 July 1975 relating to corporate accounting and the Royal Decree of 30 January 2001 implementing the Code des Sociétés [Companies Code]. Where appropriate, when legislation or accounting practice does not provide any guidance on accounting for extraordinary transactions, the accounting texts used are done so in accordance with the provisions of article 24 of the Royal Decree of 30 January 2001, and, if possible, using the notices issued by the Commission des Normes Comptables [Accounting Standards Commission] or the requirements of the IAS/IFRS international accounting rules. The valuation rules have been aligned as much as possible with IAS/IFRS. The main valuation rules are the following: 1. Formation expenses Formation expenses are charged to the financial year during which they are in-curred. Formation expenses cannot be capitalised. 2. Intangible fixed assets This heading includes identifiable, non-monetary assets with no physical substance, held with a view to their use for the production or supply of goods or services, for leasing to third parties or for administrative purposes. Intangible assets can however only be posted as assets if they are likely to have a future economic use that contributes to the functioning of the company and if the cost of the asset can be reliably valued. With regard to software programs developed in-house, only the development costs are capitalised, while research costs are charged directly to the net result. Development costs only relate to: (a) programming and description of the concept and the introduction of controls, (b) examination of the operational reliability of the programmed concept and review of the effectiveness of the controls intro-duced, and (c) further but fundamental adaptation of the program in order to change or extend the application. Intangible assets are valued according to the cost model, i.e. at their initial cost after deduction of accumulated depreciation and any accumulated impairment losses. The initial cost for intangible assets: • acquired separately includes, in addition to the purchase price, additional costs such as non-recoverable taxes and transport costs; • internally generated equals the sum of the costs incurred from the date at which the assets met the criteria for recognition under IAS 38 for the first time, namely from the time when the Company can demonstrate (1) the technical feasibility of the project, (2) its intention to sell or use the asset, (3) how the asset will generate future economic benefits, (4) the existence of adequate resources to complete the project and (5) that these costs can be reliably measured. These costs incorporate both direct costs and the running costs of operational services (Infrastructure areas, districts and workshops). 47 Valuation rules 2014 Intangible assets are depreciated on a straight-line basis over their probable useful life. The concession right is amortised over the duration of the right as set out in the A.R. [Royal Decree] of 14 June 2004. Licences are depreciated over the duration of the contract. The depreciation periods applied are as follows: Categories Depreciation periods Concession right 99 years ERP development costs 10 years Other software development costs 5 years Software acquired from third parties 5 years Websites 3 years Licences Contract duration 3. Tangible fixed assets This heading includes tangible assets which are held by the company, either to be used in the production or supply of goods or services, or to be leased to third parties, or for administrative purposes, and which are expected to be used over more than one financial year. Tangible fixed assets are valued according to the cost model, i.e. at their initial cost after deduction of accumulated depreciation and any accumulated impairment losses. The initial cost includes: • the costs directly attributable to the purchase transaction; • the costs directly attributable to the transfer of the asset to its place of use and to put them in the condition required to be used as intended by the Company. The cost therefore excludes the costs inherent in the study phase incurred in connection with tangible fixed asset construction projects, management costs, overheads related to non-operational services (i.e. excluding Infrastructure areas, districts and workshops), staff training costs and HR management costs. Tangible fixed assets Land Service, logistics and technical buildings Components Administrative buildings Components The initial cost of tangible fixed assets generated internally is equal to the sum of the costs incurred from the date on which the assets have met the criteria for recognition under IAS 16 for the first time, i.e. if it is probable that associated future economic benefits will flow to the Company and that the cost of the asset can be reliably valued. For industrial buildings, the rail infrastructure (tracks, certain engineering structures, level crossings, signalling, lighting, LHPP installations, electrical traction installations) and sundry installations and equipment, the acquisition value of the tangible fixed assets is broken down into its various components with different periods of use, and each component is depreciated over its specific useful life. With the exception of land, tangible fixed assets are depreciated over their probable useful life, using the straight-line method. The amount to be depreciated corresponds to the acquisition cost reduced by its residual value, provided the latter can be determined reliably. The depreciation periods applied are as follows: Depreciation periods N/A 50 years 15 to 20 years 60 years 10 to 30 years Small constructions 15 years Facilities in leased buildings 15 years Main lines: rails 25 to 40 years sleepers - timber 25 to 30 years sleepers - concrete 40 to 45 years ballast track bed 48 40 years 100 years Valuation rules 2014 Secondary lines: rails 40 years sleepers - timber 30 years sleepers - concrete 50 years ballast 40 years track bed Track equipment 100 years 25 to 30 years Buffers 50 years Weighbridges 30 years Level crossings: signalling coating Tunnels, storm basins, monolithic bridges Tunnel components Culverts: 30 years 10 to 25 years 120 years 5 to 20 years 100 years Bridges: infrastructure 120 years superstructure 75 years paint/leak tightness treatment 20 years Supporting walls 75 years Reinforced embankments 30 years Noise-reduction panels / rock walls 20 years Signalling 7 to 35 years Traction sub-stations: connector cabling/ overhead line other components Lighting, heating and power plant 50 years 10 to 25 years 7 to 30 years Overhead lines: pillars, gantries or consoles other components 50 years 15 to 25 years Wagons 20 years Locomotives 35 years Cars, trucks, etc. Special tools 4 to 15 years 20 to 40 years Telecommunication 4 to 20 years Workshop installations and equipment 5 to 30 years Computer equipment Land equipment Station equipment 49 4 to 5 years 20 to 30 years 30 years Valuation rules 2014 For tangible fixed assets acquired by leasing or similar rights, the means of financing may not influence the book value of these fixed assets. Such fixed assets are recognised at the start of the contract at their fair value or, if lower, at the discounted value of the minimum lease payments. Disused fixed assets or those which have ceased to be sustainably employed in the company’s business are, if appropriate, subject to exceptional depreciation in order to align their valuation with their probable realisation value. The fixed assets (or a group of fixed assets) must be classified as held for sale if their book value is recovered mainly by means of a sales transaction rather than by continuous use. In other words, this means that the fixed asset is available for immediate sale in its current state and that the sale is highly probable. Land held for sale is valued according to the revaluation model, i.e. at its fair value at the date of revaluation less the costs to sell, minus potential impairments. The revaluation is performed on a regular basis to ensure that the book value does not become significantly different from the fair value at closing date. When this land meets the IFRS 5 requirements for « Assets held for sale », it is classified in this category. In 2013 Infrabel decided to revalue certain land as part of restructuring the SNCB Group. To determine the potential of the revaluation, the recoverable value from the revalued assets was calculated on the basis of future cash flows. This calculation was carried out using the best available forecasts with regards to future cash flows, interest rates, inflation, etc. Given that all the land Infrabel owns can be regarded as required to its mission of public service as the Rail Infrastructure Manager, the sites were revalued at their «Depreciated Replacement Cost» (‘DRC’), as determined by an external expert. Each year, an impairment test is performed. The assets acquired through a specific contract, are depreciated according to the useful life which is at least equal to the contract period. The underlying assets which are part of the specific contract, and for which the useful life is longer than the contract period, are depreciated over their normal useful life. 4. Financial fixed assets This heading includes (a) shareholdings, regardless of the relative significance, in other companies, where the aim is to perpetuate or support their operations, (b) shares and interests that do not constitute a shareholding, when such holding seeks, through the establishment of a sustainable and specific link with the companies concerned, to contribute to Infrabel’s own activity, (c) receivables made available long term to sustainably support the activity of those companies and (d) cash bonds paid as permanent guarantees. Financial fixed assets are recorded at their acquisition value, less any impairment losses. Expenses incidental to their acquisition are recorded directly as costs. assets are subject, at least once a year, to an impairment test. If the impairment test shows that the recoverable amount of the financial fixed asset concerned is lower than its book value, the holding or the shares held are subject to an impairment loss. On the basis of this impairment test and on the basis of the other information made available to the management, an allocation or writeback to the impairment losses must be recorded. Financial fixed assets represented by receivables are subject to impairment if their repayment on the due date is wholly or partly uncertain or compromised. Financial fixed assets represented by receivables are valued at their nominal value, applying the conversion rate at acquisition if the amount is stipulated in foreign currency. In accordance with the stipulations of standard IAS 36, financial fixed 5. Accounts Receivable after more than one year This heading includes receivables with a contractual term of more than one year. Receivables are valued at their nominal value, except for receivables in the form of fixed-income securities which are valued at their acquisition value. They are adjusted, where appropriate, by value reductions. mally low interest, it is subject to discounting intended to record it at its current value, in any event if the effect of the discounting is significant. This discounting is posted in the accrued charges. Receivables are subject to value reduction if their repayment on the due date is in whole or in part uncertain or compromised. When a long-term receivable is non-interest-bearing or yields abnor- 50 Valuation rules 2014 6. Stocks and contracts in progress The heading ‘stocks’ includes assets (a) held for sale, (b) in the course of production, including materials or raw materials and supplies already incorporated into the production process, (c) in the form of raw materials or supplies to be consumed in the production or supply of services process. The heading “contracts in progress” includes works being executed, products in the course of being manufactured and services in the course of being performed, carried out on behalf of a third party pursuant to an order. Stocks are valued at the lower of acquisition cost or net realisable value. The acquisition price of fungible stocks is determined by applying the weighted average price method. The cost of stocks includes all the acquisition and processing costs, plus the other costs incurred in transporting the stocks to their present place and in their present condition. Work in progress and contracts in progress are valued at cost price. Financing costs are excluded from the cost price. Certain stock articles are periodically subject to value reductions following regular examination of their condition by the technical services concerned. Ranges of stock articles with no direct link to tangible fixed assets undergo a value reduction when they do not experience any movement for at least one year. The percentage value reduction applied to the value of the articles is based on the known stock rotation rate. Value reductions are recorded on contracts in progress (a) if their cost price, plus the estimated amount of related costs still to be incurred, exceeds, according to the circumstances, their net selling price on the closing date or the cost price set out in the contracts, and (b) by 50% and 100% respectively if their execution date exceeds the invoicing date by 1 or 2 years. Stock processing costs include the costs directly linked to the units produced, such as direct labour. They also include the routine allocation of fixed or variable production overheads which are incurred in processing the raw materials into finished products. 7. Accounts receivable within one year This heading includes receivables - commercial or otherwise - whose initial term is one year maximum, as well as receivables or parts of receivables whose initial term exceeded one year, but which come to term within twelve months of the end of the last financial year. valued at their acquisition value. They are adjusted, where appropriate, by value reductions. Receivables are subject to value reduction if their repayment on the due date is wholly or partly uncertain or compromised. Receivables are entered on the balance sheet at their nominal value, except for those in the form of fixed-income securities which are 8. Cash investments This heading includes receivables in term deposits with credit institutions and securities acquired as cash investments and which are not classified as financial fixed assets. Cash investments due to be realised shortly are subject to appropriate value reductions if, at the end of the financial year, the estimate of their realisation value is lower than their acquisition price. Cash investments are valued at the lowest of acquisition value or market value. For treasury investments represented by shares or stocks, value reductions are recorded either (a) for the difference between book value and repurchase or realisation value, or (b) for the difference between book value and market value or (c) for the difference between book value and the share in the equity of the company. For fixed-income securities, if there is a difference between the acquisition and redemption value, the difference is accounted for in profit and loss pro rata temporis over the remaining term of the securities, as a constituent part of the interest produced by these securities and is, as appropriate, added to or deducted from the acquisition value of the securities, the recording in profit and loss being made on a discounted basis. 51 Valuation rules 2014 9. Cash at bank and in hand This heading includes available financial items, such as cash in hand, securities falling due for collection and credit balances at banks. An appropriate value reduction is registered when the realisation value at the fi-nancial year-end is lower than the nominal value. Cash at bank and in hand is recorded at its nominal value and adjusted, where appropriate, by value reductions. 10. Deferred charges and accrued income This heading includes (1) deferred charges, i.e. pro rata charges incurred during the financial year or a previous year but which relate to one or more later years, and (2) accrued income, i.e. pro rata income which will only fall due during a subsequent financial year but which relate to a previous year. Deferred charges, accrued income and pro rata interest included in the nominal value of debts are valued at their acquisition value taking due account, for income, of its recoverability. 11. Capital The capital consists of two items, in particular the issued capital, formed by the amounts which the shareholders have agreed to contribute, and the uncalled capital, i.e. the part of which the company’s management bodies have not yet claimed the payment. Shares representing capital are valued at their nominal value. 12. Revaluation surpluses This heading includes unrealised revaluation surpluses recorded on the net book value of tangible or financial fixed assets, to the extent that they constitute an increase in the intrinsic value of the capital invested. the net book value posted under assets. In case of future capital loss on a revalued asset, the recorded revaluation surplus is reversed for the amount not yet depreciated. Revaluation surpluses are recorded at their nominal value and apply only to positive differences between the estimation by an expert and 13. Reserves This heading includes profits of previous financial years not distributed by the Company, in a sustainable context, in accordance with legal, regulatory or corporate provisions, following a decision of the General Shareholders’ Meeting. Reserves are valued at their nominal value. 14. Investment grants This heading includes public aid, taking the form of transfers of resources to a company, the main condition of obtaining which is the purchase, construction or acquisition by any means of assets in the long term, and granted by the European Community, the Belgian State, other Belgian or foreign public authorities, or by third parties. 52 Investment grants are recorded at their nominal value. Investment grants are subject to straight-line depreciation at the same rate as the tangible and intangible fixed assets which they have financed. Valuation rules 2014 15. Provisions and deferred taxes This heading includes liabilities whose due date or amount is uncertain. Two kinds of provisions are included, firstly those provisions valued in accordance with the principles set out in Standard IAS 37, and secondly those provisions valued in accordance with the principles set out in Standard IAS 19. 15.1 IAS 37 provisions Provisions valued in accordance with IAS 37 principles must be included in the balance sheet only when (a) there is a current (legal or implicit) obligation resulting from a past event, (b) it is probable that the expense will be incurred, and (c) the amount of the obligation can be reliably estimated. The discount rate used is determined by reference to the market rate at the date of calculation of the bonds of leading companies and with maturity comparable to that of the commitments. The other actuarial hypotheses (mortality, salary increases, inflation, etc.) reflect the Company’s best estimate. When the impact of the effect of time is likely to be significant, the provision is valued on a discounted basis. Other long-term benefits The other long-term benefits are benefits that are not wholly due in the twelve months following the end of the financial year during which the employees rendered the corresponding services. Contingencies and expenditure which are the subject of a provision are estimated, case-by-case, based on information brought to the Company’s attention, while ensuring compliance with the criteria of prudence, truthfulness and good faith. The amount recorded in the financial statements is equal to the present value of the obligation reduced, if appropriate, by the market value at the date of closing of the plan assets. The calculations are based on the “projected unit credit method”. A provision must be recorded under liabilities at its gross value (= cannot be reduced by a recoverable asset). Termination benefits Termination benefits are benefits payable following a decision by the Company to terminate the contract of employment of one or more employees before the normal retirement date, or following the decision of the employee(s) to leave voluntarily in exchange for benefits. 15.2 IAS 19 provisions Employee benefits are subject to provisions in line with the principles set out in Standard IAS 19. These mainly concern provisions for post-employment benefits, other long-term benefits and termination benefits. Post-employment benefits Post-employment benefits refer to employee benefits that are payable subsequent to cessation of employment. For these benefits, a debt determined on an actuarial basis is recorded to the extent that an obligation exists for the Company. This debt is discounted if the benefits are payable beyond twelve months. 15.3 Deferred taxes No deduction for deferred taxes is recorded. Post-employment benefits granted to personnel can be of two types: • “defined contributions” type: these are plans for which a contribution is paid by the Company to a distinct entity, and in respect of which the Company will have no legal or implicit obligation to pay additional contributions. These contributions are recorded as costs in the periods during which the services are rendered by the employees. If appropriate, contributions paid in advance (not yet paid) are recorded under assets (liabilities) in the financial statements; • “defined benefit” type: these are all plans other than the “defined contributions” type. Post-employment benefits granted to employees and of the “defined benefit” type are subject to actuarial valuation. They are provided for (subject to deduction of any plan assets, i.e. any assets previously constituted to pay for the benefits) to the extent that the Company has an obligation to bear the costs, related to the services rendered by the personnel. This obligation can result from a law, a contract or “acquired rights” on the basis of established practice (implicit obligation). The actuarial method used is the “projected unit credit method”. 53 Valuation rules 2014 16. Accounts payable after more than one year This heading includes debts which have a contractual term exceeding one year. Debts are entered at their nominal value. Non-interest-yielding debts or those yielding abnormally low interest are entered as liabilities at their nominal value, but the entry is accompanied by an accrued income entry and an entry in the P&L pro rata temporis on the basis of the compound interest, of the discount calculated at the market rate. Debts represented by fixed-income securities are valued at their acquisition value. 17. Accounts payable within one year This heading includes debts which have a contractual term of less than, or equal to, one year. Debts are entered at their nominal value. Debts represented by fixed-income securities are valued at their acquisition value. 18. Accrued charges and deferred income This heading includes (1) accrued charges, i.e. the pro rata of charges which will only fall due during a later financial year but which relate to a previous year, and (2) deferred income, i.e. the pro rata of income received during the financial year or a previous year but which relates to one or more later years. Accrued charges, deferred income and interest included in receivables are recorded at their nominal value. 54 Valuation rules 2014 06 55 Board of Auditors’ Report on the financial statements for the year ended 31 December 2014 INFRABEL NV VAN PUBLIEK RECHT Marcel Broodthaersplein 2 1060 SINT-GILLIS RPR : BE 0869.763.267 FREE TRANSLATION – The original versions of this report are in Dutch and in French Statutory Auditor’s report to the general meeting of shareholders of Infrabel NV van Publiek Recht on the financial statements for the year ended 31 December 2014 In accordance with the legal and statutory requirements, we report to you on the performance of the mandate of statutory auditor, which has been entrusted to us. This report contains our opinion on the true and fair view of the financial statements as well as the required additional statements and information and a report on the accounts by sector of activity. The financial statements include the balance sheet as at 31 December 2014 and the income statement for the year then ended as well as the notes to the account. Report on the annual accounts - Unqualified opinion We have audited the financial statements of the company Infrabel NV van Publiek Recht for the year ended 31 December 2014, prepared in accordance with the financial reporting framework applicable in Belgium as defined in the company code, and in accordance with the framework specific to the company as defined mainly in the law of 21 March 1991 and in the regulations specific to railway companies, which show a balance sheet total of EUR 21.060.196.447,22 and a loss for the year of EUR 3.745.652,08. Responsibility of the Board of Directors for the preparation of the annual accounts The Board of Directors is responsible for the preparation of annual accounts that give a true and fair view in accordance with the financial reporting framework applicable in Belgium, and for such internal control as the Board of Directors determines is necessary to enable the preparation of annual accounts that are free from material misstatement, whether due to fraud or error. Grant Thornton Bedrijfsrevisoren CVBA | burgerlijke vennootschap met handelsvorm Tel +32 (0)2 242 11 40 | Fax +32 (0)2 242 03 45 | [email protected] | www.grantthornton.be Metrologielaan 10, bus 15 | 1130 Brussel BTW BE 0439 814 826 | RPR Antwerpen Mazars Réviseurs d’Entreprises – Société Civile à forme de société coopérative à responsabilité limitée Avenue Marcel Thiry 77 b. 4 – B 1200 Bruxelles Tel. : + 32 (0)2 779 02 02 – Fax: + 32 (2) 779 03 33 – www.mazars.be – www.mazars.com TVA : BE 0428.837.889 - RPM Bruxelles Rekenhof | Cour des comptes Regentschapsstraat 2 – 1000 Brussel | Rue de la Régence 2 – 1000 Bruxelles 56 Tel +32 (0)2 551 81 11 | Fax +32 (0)2 551 86 22 | www.ccrek.be Responsibility of the statutory auditors Our responsibility is to express an opinion on these annual accounts based on our audit. We conducted our audit in accordance with the International Standards on Auditing (ISAs). Those standards require that we comply with the ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts. The procedures selected depend on the statutory auditor’s judgement, including the assessment of the risks of material misstatement of the annual accounts, whether due to fraud or error. In making those risk assessments, the statutory auditor considers the company’s internal control relevant to the preparation of annual accounts that give a true and fair view, in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors, as well as evaluating the overall presentation of the annual accounts. We have obtained from the Board of Directors and the company officials the explanations and information necessary for performing our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Unqualified opinion In our opinion, the annual accounts give a true and fair view of the company’s net equity and financial position as at 31 December 2014, and of its results for the year then ended, in accordance with the financial reporting framework applicable in Belgium and in accordance with the legal and regulatory framework specific to the company. Matters of emphasis Without qualifying our opinion, we draw your attention to the explanatory notes to the financial statements and more specifically: 1. To the valuation rules in VOL 7 in which the principles are defined for the revaluation of land. During the financial year 2013, the board of directors proceeded to the revaluation of land (1.215 million EUR) and this has been accounted for in the financial statements as at 31 December 2013 in a separate line of equity, in accordance with article 57 of the Royal Decree of 30 January 2001 to execution of the Company Code. In 2014 a capital increase by incorporation of revaluation surpluses was carried out for an amount of EUR 1.164.744.061,45 and additional revaluation surpluses on land were accounted for for an amount of EUR 7.278.468,30. 57 The board of directors is of the opinion that, based on an external expert report, the value of a large number of land exceeds in a certain and durable way the carrying value, considering the “Depreciated Replacement Cost”, supported by the total amount recoverable from the whole of the activities of Infrabel (cash generating unit). Given all land may be considered necessary in the light of the mission of public service of the railway infrastructure manager, the land was revalued at the “Depreciated Replacement Cost” (‘DRC’), as assessed by an external expert. An impairment test is performed annually. We draw the attention to the fact that the revaluation and the annual impairment test are based on financial data and valuation parameters on which inherently a degree of uncertainty and interpretation margin is linked. Moreover, the accounting estimates resulting here from, are subject to changes in case of questioning the data and parameters used. 2. In the annual report (point 2.3) incorporated in VOL 8 of the annual accounts, the Board of Directors justifies, in accordance with article 96, 6° of the Company Code, the application of the valuation rules from a going concern perspective. The matters described in the notes indicate the existence of an uncertainty regarding going concern related to the reform of the Belgian railways. Other matters 1. We draw attention to the fact that the reorganization of the company was implemented in the course of the 2014 financial year. As a result, at the beginning of the 2014 financial year the administrative organisation and internal control was not adapted to this changed environment and the increased complexity. 2. We draw attention to the accounting estimates and the elements of assessment in the accounts, in particular the environmental provisions (soil contamination and remediation) which are based on the current state of the inventory and the assessment of pollution related to the land, the valuation of financial instruments and the valuation of obligations to employees. These accounting estimates and elements of assessment include inherent elements of uncertainty. 3. We draw attention to the annual report in which the Board of Directors provides an explanation of the future rights and obligations given by the company to the PPP Diabolo. 4. The company has taken steps to develop a fraud management policy. Fraud risks should be further identified and it should be verified whether the existing management measures reduce these fraud risks to an acceptable level. Report on other legal and regulatory requirements The Board of Directors is responsible for the preparation and the content of the Director’s report, as well as for the compliance with the legal and regulatory requirements regarding bookkeeping, with the Company Code and with the company’s by-laws. In the context of our mandate and in accordance with the Belgian standard which is complementary to the International Standards on Auditing (ISAs) as applicable in Belgium, our responsibility is to verify, in all 58 3 material respects, compliance with certain legal and regulatory requirements. On this basis, we make the following additional statements, which do not modify the scope of our opinion on the annual accounts: The Director’s report includes the information required by the law, is consistent with the annual accounts and does not present any material inconsistencies with the information that we became aware of during the performance of our mandate. Regarding completeness and the assessment of off balance sheet commitments, we rely on the confirmation of the management and relevant third parties. Without prejudice to certain formal aspects of minor importance, the accounting records are maintained in accordance with the legal and regulatory requirements applicable in Belgium. The appropriation of results proposed to the general meeting complies with the relevant requirements of the law and the company’s by-laws. There are no transactions undertaken or decisions taken in breach of the by-laws or of the Company Code that we have to report to you. Other matters We point out that, pursuant to Article 156c, paragraph 2 of the Act of 21 March 1991, the authority to carry out investment work on platforms is accorded to NMBS from 2014. Infrabel, in the absence of an agreement between the two companies, has continued to carry out such investment work and recorded this as work in progress on behalf of NMBS. Despite of numerous references to IAS/IFRS in the financial statements, we would like to emphasize that our mission is strictly limited to the verification of the financial statements in accordance with the financial and legal reporting framework applicable in Belgium and with the framework specific to the Company. Report on the accounts by sector of activity Pursuant to Article 27 § 1 of the Act of 21 March 1991 on the reform of certain economic public companies, Infrabel should provide a separate set of accounts for its activities related to public service tasks, which are specifically defined in Article 199 the aforementioned Act of 21 March 1991, on the one hand, and with respect to its other activities (namely the acquisition, development, maintenance, management, operation and marketing of computer systems and telecommunications networks), on the other hand. The notes to the financial statements should include a summary statement of the accounts relating to the public service tasks and a corresponding commentary. The management is responsible for the preparation and fair presentation of the accounts by sector of activity in accordance with Article 27, §1 of the Act of 21 March 1991 and for such internal control as management determines is necessary to enable the preparation of financial statements that do not contain any material misstatement resulting from fraud or error. 59 4 The Board of Directors adopted the 2014 accounts by sector of activity in its meeting on 30 March 2015. These accounts are included in the notes to the financial statements. The Board of Auditors has audited the accounts by sector of activity for the 2014 financial year. The audit was performed in accordance with the ISAE 3000 standard "Assurance Engagements Other Than Audits or Reviews of Historical Financial Information". Based on our audit of the accounts by sector of activity, we draw your attention to the following points: 1. The paragraphs that emphasize certain matters as contained in the report of the Board of Auditors on the statutory financial statements also apply to accounts by sector of activity. 2. The accounts by sector of activity are partly based on the use of a distribution formula based on a number of parameters. The assumptions underlying this, include elements of uncertainty. 3. At the debt distribution in accordance with Article 5 of the Royal Decree of 7 November 2013 to reform the structures of NMBS Holding, Infrabel and NMBS abstraction was made of the origin of the net financial debt at 31 December 2013. Until 31 December 2013, the breakdown of the total debt at the level of NMBS Holding for the sectors of activity could be followed through the cash flow statements of the NMBS Group, in application of Article 94 of the management contract between the Belgian State and NMBS Holding. A distinction was made between the ABX debt (EUR 1,85 billion), a number of other commercial debts (EUR 0,49 billion) and debts relating to public service tasks (EUR 0,95 billion). In the absence of clarity about its origin, the debt transferred to Infrabel was allocated entirely to the public sector. 4. For some assets (mainly ICT systems and software) that are classified as being in the public sector, the attribution of the associated costs of use by the sectors has yet to be reflected in the accounts by sector of activity. 60 Brussels, May 4, 2015 The Statutory Auditors Het Rekenhof represented by Rudi Moens Counselor at het Rekenhof Michel de Fays Counselor at La Cour des Comptes The members of the Institute of Registered Auditors (Instituut van de Bedrijfsrevisoren / Institut des Réviseurs d’Entreprises) Mazars Bedrijfsrevisoren CVBA represented by Grant Thornton Bedrijfsrevisoren CVBA represented by Philippe Gossart Registered Auditor Ria Verheyen Registered Auditor 61