Jordan Petroleum Refinery Company
Transcription
Jordan Petroleum Refinery Company
Jordan Petroleum Refinery Company (A Public Shareholding Limited Company) Amman -The Hashemite Kingdom of Jordan 54th Annual Report For the Year Ended 31st December, 2009 2009 2 Jordan Petroleum Refinery Company His Majesty King Abdullah II Ibin Al- Hussein 54th Annual Report 3 4 Jordan Petroleum Refinery Company His Royal Highness Crown Prince Hussein Bin Abdullah II 54th Annual Report 5 6 Jordan Petroleum Refinery Company Contents , Company s Vision & Mission................................................................................ 9 Board of Directors................................................................................................. 11 , Chairman s Statement............................................................................................ 13 Historical Brief...................................................................................................... 15 Fourth Expansion Project...................................................................................... 17 Analysis of Financial Position and Outcome of Activities.................................... 19 Review of Operations............................................................................................ 23 The Projects........................................................................................................... 47 Geographical Distribution of Locations................................................................ 54 , The Company s Organizational Chart….......................................................…… 55 Other Explanatory Statements............................................................................... 56 , The Board s Recommendations............................................................................. 57 , Financial Statements for the Year Ended 31/12/2009 and the Auditor s Report.....61 54th Annual Report 7 8 Jordan Petroleum Refinery Company , Company s vision , Company s mission To be a Vibrant, Integrated & Diversified Regional Energy Company admired for its Performance, Competitiveness, Quality of Products and Services. > Meeting the demand for energy in an economically, environmentally, socially responsible and safe manner. > Focusing on the constant innovation, adopting advanced technology to enhance productivity and maximizing profitability. > Expanding the company operations and diversifying our range of activities through different partnerships with reputable names to broaden company marketing network regionally. > Developing the scientific and technical capabilities of the company personnel, providing them with specialized training as well as incentives and rewards in order to realize optimum results and achievements. > Building value into the investments of the company shareholders. 54th Annual Report 9 10 Jordan Petroleum Refinery Company Board of Directors Chairman Mr. Adel Ahmed AL-Kodah Deputy Chairman Mr.Waleed Methcal Asfour* Members Mr.Wasef Yaqoub Azar Mr.Omar Ashraf Al-Kurdi Representative of General Social Security Corporation Representative of General Social Security Corporation Fund of the Engineers Association Mr.Naser Sultan Shreideh Eng. Abed Al-Rahim Boucai Eng. Wael Akram Al Saqqa Representative of Pension Dr. Jamal Mohammad Salah Representative of the Islamic Development Bank-Jeddah Majid Allan Representative of Al Samaha Real Estate Co. Mr. Mohammad Mr.Mohammad Eid Bundokji Dr.Nabeeh Ahmad Salameh Eng. Naser Falah Madadhah Eng.Suleiman Abdel Razzaq Al-Daoud Chief Executive Officer: Dr.Ahmed Hussein Al Refai ** Eng.Abdel Karim Alawin *** Financial Auditors: Deloitte & Touch Company -Middle East –Jordan * Chairman duties during his absence since 7/1/2010 have been assumed by deputy chairman in accordance with article 137/a Company›s Act. ** Contract of Dr.Ahmed Al Refai expired on 31/12/2009 *** Eng. Abdel Karim Alawin has been appointed as Chief Executive Officer from 7/3/2010 54th Annual Report 11 Coporate Headquarter in Amman 12 Jordan Petroleum Refinery Company Chairman’s Statement j Dear Honored Shareholders: I am pleased to welcome you all to the 55th General Meeting to discuss the Company’s achievements for the year 2009 and its future plans. The company has continued to perform its duties to meet the needs of the Kingdom of various oil products under continued volatility of oil prices with an average price of $ 62 per barrel of oil during the year 2009, compared with $ 100 per barrel in 2008, which had a positive impact on cash flows for the company as a result of lower crude oil prices, which constitute a main element in the cost of sales . Despite these factors and by reviewing the financial statements of the company in 2009, we note that the value of the company,s sales decreased by 24.3% as it reached JD (1,818) billion, compared to JD (2,403) billion in 2008 , and that due to decrease in petroleum products, sales prices in line with falling global crude oil prices despite the increase in sales quantities which increased by 1.57% from the year 2008; However, the company achieved a JD 13.2 Million as a net Profit before tax compared to JD 9.7 Million in 2008.,with a growth of 36 % . Additionally, the company,s total assets fell to JD 534 million compared to JD 542 million in 2008, mainly as a result of the decrease of JD (64) million in the Ministry of Finance debit account caused by collection of due amounts received from the Ministry. Dear Honored Shareholders: The company is continuing its enormous efforts to attract a strategic or financial partner to enable it to implement the fourth expansion project, which aims to increase the refining capacity and to produce high quality products in accordance with the latest international specifications and to convert heavy fuel oil into light products of high value to enable the company to compete in the open market. On 1/9/2009 the council of Ministries decided in its Resolution No. 5954 to grant the company an exclusivity for 15 years, consisted of 5 years to implement the project and ten years thereafter to serve the debt and all of that is subject to the ability of the company to attract a strategic partner. The government directed the company to invite all interested investors and those who showed interest to submit their bids for entering into strategic partnership in the refinery. On 15/12/2009 the Council of Ministers decided to suspend all measures associated with the resolution No. 5954 and formed a ministerial committee to study the procedures that the refinery followed to attract the strategic partner and determine the conditions to be developed by the government to grant exclusivity. The company and the government agreed to renew the Service Agreement to import, store and distribute oil derivatives which was signed on 25/2/2008 and was approved by the extraordinary general meeting of the company on 22/3/2008 till the end of 31/12/2010. Accordingly, the company paid JD 3 million to the Ministry of Finance as a settlement of 2008 , profits and agreed to fix the company s refining and distribution profits for 2009 to be JD 54th Annual Report 13 7.5 million after tax and exclude the profit of Lube oils activities plus an amount of 10 cents as extra profit for each barrel received from Iraqi oil . Continuing company,s policy to expand its share in the market, the company bought four gas stations, and is currently in negotiation with some other stastions owners in order to purchase their stations. Moreover, the company intends to build more stations, and it has bought some lands for this purpose. Dear Honored Shareholders: I am pleased to inform you that, after reviewing the outcome of the Company,s performance and net profits for year 2009, the Board of Directors recommends to the General Assembly to approve the distribution of (25%) dividend of the paid capital. In conclusion, I would like to express my thanks to our enlightened government for its continued support to enable the Company achieve its mission and to all the parties that cooperated with the Company, and specially, the Ministry of Finance, the Ministry of Energy and Mineral Resources, the Ministry of Industry and Trade, the Standards and Meteorology Corporation, the General Directorate of Civil Defense and all other official bodies. I would like also to express my thanks and appreciation to the Union of Petrol Filling Stations and to the owners of the filling stations themselves and to the gas distribution centers as well as the Jopetrol Lube Oil distribution centers for their continued cooperation with the Company. In addition, I would like to express my thanks and gratitude to members of the Board of Directors, The Company General Management and its employees, for their sincere efforts in serving the Company. I would like to seize this opportunity to express my deepest appreciation and gratitude for your support and trust in the management of the Company, hoping to continue in serving our Country under the patronage of His Majesty King Abdullah II, God bless him. Waleed Methcal Asfour Deputy Chairman of the Board of Directors 14 Jordan Petroleum Refinery Company Annual Report of the Board of Directors Jordan Petroleum Refinery Co. (A Public Shareholding Limited Company) Dear Honored Shareholders: The Board of Directors is pleased to present to you its fifty fourth annual report including the most important activities and achievements of the Company, the Company›s Financial Statements for the Year ended on 31st December 2009. A Historical Brief The idea of building a Refinery was first conceived by the Ministry of National Economy along with a Group of Jordanian businessmen in 1952.What prompted this idea, in addition to the Kingdom’s need for fuels, was the passage of Tapline through Jordan. The establishment of JPRC witnessed the following milestones: > On 30/06/1956, The Council of Ministers granted the go-ahead to set up a refinery in the Ha-shemite Kingdom of Jordan, and on 30/10/1957, The Council of Ministers approved the Company,s regulation and the Company was registered in the Ministry of Justice as a public limited company with a concession and with an issued share capital of four million Jordanian Dinars to which the Government contributed 250 thousand Jordanian Dinars. > On 16/11/1957, the Concession Agreement was signed between the Government represented by the Minister of National Economy, the late Mr.Khulusi Al Khairi, and Jordan Petroleum Refinery Company, represented by its then Chairman, the late Mr.Abdul Majeed Shoman. > On 10/2/1958, the concession agreement was endorsed by the Government and published in the Official Gazette (issue number 1373), on 03/03/1958. > On 8/9/1958, The Board of Directors awarded a tender to construct a refinery to an Italian Company, and on 9/10/1958 the agreement was signed to implement the project that included the construction and running of a refinery with a daily production capacity of (1000) tons perday at a cost of approximately (3) million Jordanian Dinars, also another tender was awarded to construct a pipeline of (8) inch diameter and a (43) kilometer long connecting the Refinery to the Tapline at a cost of (235000) Jordanian Dinars. > On 1/1/1961, the Company started producing different petroleum products . > On 2/2/1961 the Jordan Petroleum Refinery was officially inaugurated by His Majesty the late King Hussein Bin Talal. The Refinery through its lifetime had witnessed many expansion and development projects, that included the following: > Increased the Refinery,s capacity to (14000) tons per day through three expansion projects, which were completed in (1970, 1973 and 1982,) raising the capacity to 54th Annual Report 15 > > > > > ( (8700) ton per day and the throughput was subsequently increased to (14000) tons per day in 1998 by the technical and engineering staff of the Refinery. Construction and commissioning of lube-oil blending and packing plant in the year 1977 of ( 25000) tons per year capacity with the technical cooperation of Shell. Construction and commissioning of LPG cylinders factory in 1976 capable of producing (100000) cylinders of (12.5) kg capacity per year. The plant incorporates LPG cylinders maintenance facilities. Construction and commissioning of crude-oil unloading station to handle crude oil imported by road tankers in1986. The station is currently capable of handling (15000) tons per day. Construction and commissioning of three LPG cylinders filling stations in Zarka, Amman, and Irbid in (1979 and 1989) capable of handling jointly (8400) cylinders per hour. The stations were later expanded to handle (15600) cylinders per hour. Increasing the storage capacity of the Company facilities in phases to reach 1581725 tonsin 2009. Production, Import and Sales > Quantities of petroleum products imported by the Company during 2009 amounted to (1075061) tons against (893098) tons in 2008, representing an increase of (181963) tons or (20.37%) > Quantity of crude oil processed amounted to (3643764) tons in 2009 against (3820276) tons in 2008, representing a decrease of (176512) tons or (4.62%). > The Company,s sales of petroleum products during 2009 amounted to (4421713) tons against (4352426) tons in 2008, representing an increase of (69287) tons or (1.57%). The sale of petroleum products in 2009 compared with 2008 is as follows:- * * * * * * * Gasoline average sales increased by Kerosene sales increased by Diesel sales increased by LPG sales increased by Fuel Oil sales decreased by Jet Fuel sales increased by Asphalt sales increased by 16 (18.73%) (11.06%) (6.97%) (5.37%) (24.93%) (6.97%) (15.76%) Jordan Petroleum Refinery Company Fourth Expansion Project Due to the growth in demand on petroleum products in the Hashemite Kingdom of Jordan, the existing refinery can no longer meet the local market requirements. Considering the high cost of importing refined petroleum products from the international markets by sea to Aqaba, handling, storing and transporting these products by tankers to the consumption points in all parts of the Kingdom, taking into consideration that the oil dock is unable to handle large quantities or various types of petroleum products in addition to crude oil. Feasibility studies proved that the fourth expansion project is necessary to be executed to meet the expected increase in demand (and to produce products that are as a whole, in accordance with the latest international specifications) and to be ready for competition in an open market. Decline in demand on fuel oil started in the later part of 2003 as a result of the use of natural gas in electricity generating plants. During 2006, natural gas reached central and northern Jordan, and will eventually replace heavy fuel oil and diesel in power plants. This will create a need to add conversion units to the existing Refinery to convert cheap, surplus heavy fuel oil into valuable petroleum products like diesel, kerosene, gasoline and LPG. The forthcoming expansion project will include new units to produce petroleum products meeting the International Specifications as will as to enable the company to continue the production of unleaded gasoline but at a lower cost. Moreover, sulfur in diesel will be less than (10) ppm compared to the current sulfur content of (1.2%) . Furthermore, the expansion project will greatly improve performance of the refinery. In 1998 Jordan Petroleum Refinery contracted the services of Kellogg Brown &Root and Purvin & Gertz Companies to study the expansion of the Refinery. The study had to be revised following the Government signing in 2000 an agreement to import natural gas from Egypt. The Company commissioned Consulting firms lead by Atlas Group (Taylor Dejongh, McCarthy Tetrault and Jacobs) to revise the earlier studies. «Jacobs» completed the feasibility study of the fourth stage expansion project and the financial advisor «Taylor DeJongh» studied the financing alternatives in addition to other financial issues like assets evaluation, concluding that there is a need for a strategic partner. Based on that study, the company with a grant from the Japan Bank for International Cooperation commissioned the Japanese companies Toyo Engineering Company and Mitsui Company to study the best technologies available for licensors selection. On 19/12/2005,The Company commissioned Citigroup as a financial advisor to prepare the terms of reference and to give financial advice as well as doing all necessary steps to help find a strategic partner to help in financing the fourth stage expansion project. Three international consultants (Technical, Legal and Accounting) have been appointed to prepare a concise information memorandum, conditions of financing and qualification documents. On the 15th of December 2006, the financial consultant sent this concise information memorandum (Teaser Document) to (29) Foreign investors from outside the Kingdom requesting from interested investors to send their replies prior to 31st January 2007. Replies from twelve interested investors were received by 31st of January 2007. They were requested to pay refundable deposit of US 100,000 in order to provide them with Information Memorandum as well as a letter indicating how they are going to submit their technical and financial offers. Five consortiums 54th Annual Report 17 have deposited the amount required and as such they were provided with due information. They were asked to visit the Data Room which the company established in cooperation with the financial advisor. The mentioned consortiums visited the Data Room, met the management of the company, attended a management representation and made a visit to the various sites of the company. Based on the schedule prepared by the financial advisor, The company received two offers from a consortium of the Future plans Co. and a consortium of Citadel Capital, the offers were conditioned on obtaining an exclusive right and other requests, but the government did not approve most of these requests because they were incompatible with the government strategy for liberalizing the energy sector, which led to withdrawal of key members of the both consortiums. Therefore, the Board of Directors decided to inform the consortiums of terminating the negotiations, in addition to that, the company has developed an alternative plan in case efforts failed to attract a strategic partner to ensure the implementation of the expansion project by spontaneous raising of the capital and assuring needed financing . On 5/4/2009 a memorandum of understanding and information Non-Disclosure agreement was signed with INFRA (MENA) for three months exclusivity period to allow them to conduct a study on the company,s status and the feasibility of implementing the fourth expansion . On 2/7/2009 INFRA(MENA) submitted financial, technical and legal offer within the time frame and was transferred to the company,s internal and external consultants for further studies and evaluations. On 6/8/2009 a meeting was held by the committee that was formed on 15/6/2009 by a decision from the Prime Minister and their scope of work was to study the time required for the exclusivty of the expansion program ,and on 10/8/2009 recommendations were submitted to the Prime Minister in accordance with the following justification:1. To maintain the refinery as a national operating Company is a national strategic goal because it is a safe and secure source to provide the Kingdom,s with its needs of Petroleum products and it employs around (3600) Jordanian citizen and its economic added value to the national economy, is high . 2. All offers of previous Investors for the partnership demanded exclusivity ranging from 15-18 years (Including the period of implementation of the project). 3. Several countries have given an exclusivity period of not less than 15 years, including Turkey and others. 4. The withdrawal of the former bidders indicated the need to provide the best incentives that can attract investors especially in light of the global financial crisis which led to difficulties in obtaining finance and the hesitancy of investors to invest in huge capital projects. 5. Risk associated with cash flow of the project is relatively high compared with some other strategic projects, which requires assurance by the government to the investors through granting the exclusivity . 6. Prices will be determined according to the specific and approved mechanism, and there are technical controls to ensure the quality of the products is in accordance 18 Jordan Petroleum Refinery Company with international specifications . On the other hand, distribution of products to consumers are mostly carried out by other companies. 7. All companies which had interests in strategic partnership with the refinery subjected their offers to obtaining the exclusivity. The exclusivity becomes more necessary in the light of global economic crisis and the scarcity of funding as a result of banks, difficulties to grant loans and this was confirmed by the financial advisor (Citigroup) in their letter dated 15/8/2009. On 10/9/2009 the decision of the Council of Ministers resolution No. 5954 issued on 1/9/2009 granting an exclusive period for (15) years conditioned with the company to attract a strategic partner , and to enable the company to negotiate and attract interested investors on this basis. On 28/9/2009 The company asked both the financial advisor (Citigroup) and the legal advisor (Norton Rose) to study the Council of Ministers decision and how to attract interested investors and in the meantime giving priority to the Jordanian investors, either through strategic partnership or through issuing shares to the public . On 30/9/2009 the Board of Directors took the decision to entrust the financial advisor (Citigroup) to send expression of interest invitations to investors who had expressed interest in entering as a strategic partner and they were (12), and to clarify the conditions stated in the Council of Ministers decision . On 16/10/2009 the financial advisor sent a memo to inform (15) investors who were interested, that the last date for receipt of the expressions of interest letters, was extended from 30/10/2009 to 27/11/2009. On 15/12/2010 the Council of Ministers decided to suspend resolution No. 5954 and to set a ministerial committee to study the procedures that had been followed by the refinery to attract a partner and the conditions for granting exclusivity. Analysis of the Financial Position and Outcome of Activities in 2009 The instability of the crude oil prices continued during the year 2009, the average price per barrel of oil reached ($62), compared with an average price of ($ 100) during the year 2008. The decrease in the imported petroleum products prices and Lube oils had lowered sales value and cost of sales The government continued its subsidy by fixing the price of LPG at JD 6.5 per cylinder during the entire year. In accordance with the arrangements that had been followed since 1983 until the expiry date of the concession on 2/3/2008, any excess or deficit achieved as a result of the company,s actions is debited or credited to the MOF account and adjusting the cost of crude oil .The services agreement was signed between the government and the company on 25/2/2008 to continue subsidy of LPG at the expense of the Treasury and in the same way The Following is a concise analysis of the costs and income for the year 2009 as compared with 2008:- 1-Sales Comparing Company sales for 2009 with those for 2008 showed that the Company 54th Annual Report 19 sales value decreased from JD (2403) million in 2008 to JD (1818) million in 2009 representing a decrease of JD (585) million. The decrease in the sales value is due to lower petroleum products selling prices in line with falling in crude oil prices globally, despite the increase in sales volumes by 1.57%. 2-Crude Oil The actual cost of crude oil used in production decreased from JD (1973) million in 2008 to JD (1181) million in 2009 representing a decrease of $ (792) million due to lower crude oil prices by 38% in addition to the decrease in quantities produced by 3.59% 3-Imported Petroleum Products The cost of imported petroleum products decreased from JD (539) million in 2008 to JD (495) million in 2009 representing a decrease of (44) million JD ( despite the increase in the quantities imported by ( 20.37%) because of the declining in the global prices of these items during the year in line with the fall in crude oil prices globally. 4- Costs Industrial costs increased from JD (58) million in 2008 to JD (58.4) million in 2009, representing an increase of JD (0.4) million as a result of the increase in maintenance and spare parts expenditures for the refinery units As for the selling and distribution expenses, it increased from JD (20.3) million in the year 2008 to JD (23.7) million in 2009, an increase of JD (3.4) million ,as a result of increasing in staff costs because of the amendments on the disability and death program . Administrative expenses increased from JD (7.8) million in 2008 to JD (9.4) million in 2009 representing an increase of JD (1.6) million as a result of the increase in staff costs. Bank interests on loans decreased from JD (23.4) million to JD (12.8) million in 2009 a decrease of JD(10.6) million due to the decrease in the volume of credit facilities utilized due to the low burden of financing the purchases of crude oil and derivatives; in addition to lowering the debt balance of Ministry of Finance and low bank,s interest rates in 2009. Also, other non-recurring expenses decreased from JD (12.1) million to JD (8.4) million, a decrease of JD(3.7) million due to the settlement of concession agreement termination which amounted to JD (7.5) million in addition to recording of JD (4.2) million as expenses of revenue stamps penalty in 2008 which was 50% of revenue stamps penalty recollected in 2009. On the other hand, (3) million JDs were recorded in 2009 as final settlement of 2008 profits in addition to setting up (5) million JD as additional lawsuit provision. The Balance Sheet Comparing figures of the balance sheet for 2009 with 2008 shows that the balance 20 Jordan Petroleum Refinery Company sheet total figures decreased from JD (542) million to JD (534) million, representing a decrease of JD (8) million. Following is a concise analysis of the assets and liabilities items on 31/12/2009 as compared with 2008. < Current Assets and Liabilities Accounts receivable and other debit balances decreased from JD (244) million in 2008 to JD (170) million in 2009, representing a decrease of JD (74) million, which was mainly due to a decrease in the debit balance of the Ministry of Finance by JD (64) million .The value of inventory increased from JD (246) million to JD (283) million representing an increase of JD (37) million as a result of increase in the crude oil and other petroleum derivatives stock, in addition the value of deferred tax assets reached (6.2) million dinars, compared with (6.3) million dinars in 2008. The decrease in current assets were offset by a decrease in the banking facilities which decreased from JD (233) million in 2008 to JD (186) million in 2009 representing a decrease of JD (47) million, in addition to higher balances of creditors, which rose from (219) million dinars in 2008 to (252) million dinars in 2009, an increase of (33) million dinars. < Fixed Assets The book value for Fixed Assets increased from JD (267) million in 2008 to JD (277) million in 2009 representing an increase of JD (10) million while the accumulated asset depreciation had increased from JD (235.1) million to JD (242.6) million representing an increase of JD (7.5) million with a net increase in the net book value from JD (34.6) million in 2008 to JD (59) million in 2009 representing a increase of JD (24.4 ) million due to the constructions of LPG, gasoline and jet fuel storage tanks. < Shareholders Equity The statutory reserve account increased from JD (17.8) million in 2008 to JD(18) million in 2009 giving an increase of JD (0.2) million due to the settlement of the excess profits for the years 2006, 2007 until 2/3/2008 by 1.1 million dinars against an increase in the reserve by 1.3 million dinars, which is due to deducting (10%) of net profit as stated in the Company,s act No.(22) for the year 1997 and the amendments. The change in fair value of Investments held for sale had increased from JD (3.6) million in 2008 to JD (4.5) million in 2009 representing an increase of JD (0.9) million as a result of the increase in the shares value owned by the Company, as stated in standard (39) of the International Accounting standards, although, the cost value for these shares is JD (338047) only. Retained earnings had increased by JD (3.1) millions due to achieved earnings after 2008 dividends . As a result, the value of shareholders equity increased from JD (65.3) million in 2008 to JD (69.5) million in 2009 giving an increase of JD (4.2) million. 54th Annual Report 21 The effects of these changes on the financial position As a result of the above changes, the cash in hand increased by JD (3.9) million reaching JD (10.7) million in 2009 compared with JD (6.8) million in 2008. The main reason for the rise in Monetary Fund and the drop in credit facilities utilized by JD 48 million was due to lowering the debt balance of Ministry of Finance by (64) million JDs and account receivables by JD 10 million , in addition to the increase in the creditors accounts by JD 32 million. 22 Jordan Petroleum Refinery Company REVIEW OF OPERATIONS 1. IMPORTS A. Crude Oil Quantities of crude oil supplied to the Company during 2009 amounted to (3631197) tons against (3687027) tons in 2008, showing a decrease of (55830) tons or (1.51 %). B. Petroleum Products The Company processes crude oil producing different petroleum products needed by the Kingdom and meeting the Jordanian Standard Specifications. The Company pursues a yearly production policy, which aims at striking the right balance between production and imports to meet the local demand, and to best serve the national economy. Petroleum products quantities imported during 2009 amounted to(1075061) tons against (893098) tons in 2008, showing an increase of (181963) tons or (20.37%). The following table shows the petroleum products quantities imported in 2009 compared with 2007 and 2008. Quantities in tons Imported Products 2007 2008 2009 Percent Change 2009/2008 LPG 233479 195856 235738 20.36 Diesel 429005 344352 438821 27.43 Fuel Oil - 90715 - - Gasoline 166444 140631 230778 64.10 Avgas 793 1179 1037 12.05 MTBE 56276 120365 168687 40.14 Total 885997 893098 1 075 061 20.37 C- Base Oils The quantities of base oils imported by the Company during 2009 amounted to (20765) tons against (14480) tons in 2008, showing an increase of (6285) tons or (43.4%). 54th Annual Report 23 2. PRODUCTION AND REFINING A. Different Petroleum Products The Company maintained its past production policy which aims at realizing an optimal economic balance between crude oil refining operations and petroleum products imports to meet all the Kingdom›s needs with high economic efficiency. The Company,s production of petroleum products amounted to ((3538605 tons in 2009 against (3670328) tons in 2008, showing a decrease of (131723) tons or (3.59%). - The following table and graph show development of the Company,s production of petroleum products during the years (2006-2009) in ton compared with the base year 1961: view of the Refinery Process units Product LPG 1961 2006 2007 2008 2009 Percent Change 2008/2009 615 125140 107253 120155 106489 -11.38 37179 648261 678428 740488 756626 2.17 - 300698 290517 298656 308212 3.19 Kerosene 39620 131376 139065 104657 80989 -22.62 Diesel 41209 1324088 1212689 1236206 1172852 -5.13 Fuel Oil 50605 1318399 1204750 1002416 919494 -8.28 Asphalt 11897 167334 155425 167750 193268 15.21 - 1808 1189 - 675 - 181125 4017104 3789316 3670328 3538605 -3.59 Gasoline Jet Fuel White Spirit Total 24 Jordan Petroleum Refinery Company 1400 ١٤٠٠ ١٤٠٠ ١٢٠٠ 1200 ١٢٠٠ LPG Gasoline Avtur Kerosene Diesel Fuel Oil Asphalt White Spirt ١٠٠٠ 1000 ١٠٠٠ 800 ٨٠٠ ٨٠٠ ٦٠٠ 600 ٦٠٠ ٤٠٠ 400 ٤٠٠ ٢٠٠ 200 ٢٠٠ 0 ١٩٦١ ١٩٦١ 1961 ٢٠٠٦ ٢٠٠٦ 2006 ٢٠٠٧ ٢٠٠٧ 2007 ٢٠٠٨ ٢٠٠٨ 2008 B. Lubricating Oils (Jopetrol) ٢٠٠٩ ٢٠٠٩ 2009 The Company produces more than (100) different grades of lube oils of the highest quality under the trade name of (Jopetrol) to meet most of the local market requirements. All products comply with the Jordanian specifications, the American Petroleum Institute (API) standards, the Society of Automobiles Engineers (SAE) standards, European standards, and the American Army Military standards (Mil.). The products are subjected to the most stringent quality control tests carried out in specialized modern laboratories. Lube oils factory 54th Annual Report 25 Jopetrol lube-oils maintained the ISO 9001:2000 quality management certificate where its quality system is periodically inspected by the Lloyds Register committee that originally awarded the certificate. This achievement was realized due to total compliance with international quality standards that reflects the high standards adopted by Jopetrol in production, testing and marketing. This gives a boost and a strong incentive to the national industry to introduce itself to the foreign markets by complying with high level of performance and services and its commitment to follow international standards and specifications. The Jordanian Company for The Manufacturing of Lube Oils registered as a wholly-owned subsidiary of the Jordan Petroleum Refinery Company with a capital of 3 million dinars, paid (50%) on 28/5/2008 has not exercised their activities yet. Production in 2009 by blending and canning lubricant oil amounted to (17046) tons against (14055) tons in 2008, showing an increase of (2991) tons or (21.28 %). The following table and graph reflect the development in lube-oils production for the last four years compared with the initial production year 1977: - ﺍﻧﺘﺎﺝ ﺍﻟﺰﻳﻮﺕ ﺑﺎﻟﻄﻦ year 1977 Production 1191 2006 2007 14125 16471 2008 2009 Percent Change 14055 17046 21.28 % ١٨٠٠٠ 18000 16000 ١٦٠٠٠ 14000 ١٤٠٠٠ 12000 ١٢٠٠٠ 10000 ١٠٠٠٠ ٨٠٠٠ 8000 6000 ٦٠٠٠ 4000 ٤٠٠٠ 2000 ٢٠٠٠ 0٠ 1977 ١٩٧٧ 2006 ٢٠٠٦ 26 2007 ٢٠٠٧ 2008 ٢٠٠٨ Jordan Petroleum Refinery Company 2009 ٢٠٠٩ C. LPG Cylinders During 2009, the LPG cylinders factory repaired and painted (76900) cylinders compared with (55686) in 2008; also (126586) valves were replaced in 2009 compared with (123977) valves in 2008. The Jordanian Company for Manufacturing and Filling of LPG registered as a wholly-owned subsidiary of the Jordan Petroleum Refinery Company, with a capital of 4 million dinars paid (50%) on 28/5/2008, has not exercised its activities yet. D. Filling of Asphalt Drums The number of drums filled with asphalt in 2009 reached (1624) drums compared with (2795) drums for 2008. Total sales of asphalt drums in 2009 were (1577) drums. 3. SALES A. Petroleum Products Sales during 2009 reached (4421713) tons compared with (4352426) tons in 2008; this shows an increase of (69287) tons representing a rate of (1.57%). The following table and graph show the development of sales for the last four years compared with the initial year of 1961 : - Product LPG 1961 2006 2007 2008 2009 Percent Change 2009/2008 673 313072 335137 321272 338553 5.37 39301 740595 839641 861177 1022515 18.73 - 299568 296747 297681 318437 6.97 Kerosene 50824 150073 130659 99633 110654 11.06 Diesel 98428 1774362 1746054 1508376 1613536 6.97 Fuel Oil 36179 1279228 1246820 1096251 823043 -24.93 Asphalt 11101 168329 154026 167395 193785 15.76 - 1337 1146 641 1190 85.64 Gasoline Jet Fuel White Spirit Total 236506 4726564 4750230 4352426 4421713 1.57 Note: (257640) tons of fuel oil, fuel gas, and naphtha were used in the Refinery during 2009 for steam production and process operation shall be added to the above sales figures. 54th Annual Report 27 ١٨٠٠ 1800 LPG ١٦٠٠ 1600 Gasoline ١٤٠٠ 1400 Avtur ١٢٠٠ 1200 Kerosene Diesel Fuel Oil Asphalt White Spirt ١٠٠٠ 1000 ٨٠٠ 800 ٦٠٠ 600 ٤٠٠ 400 ٢٠٠ 200 0٠ 1961 ١٩٦١ 2006 ٢٠٠٦ 2007 ٢٠٠٧ 2008 ٢٠٠٨ 2009 ٢٠٠٩ B. Lubricating Oils (Jopetrol) Sales during 2009 of various grades of lube oil under the trade mark of JOPETROL reached (17332) tons compared with (13974) tons for 2008 representing an increase of (3358) tons or (24.03 %). This is due to the increase in quantities exported to Iraq. Lube oils were sold in containers of capacities ranging between (1/4) liter to (209) liters as well as in bulk to larger consumers. The following table and graph show the development in lube-oil sales for the last four years compared with the initial production year 1977. Year 1977 2006 2007 2008 2009 Percent Change 2009/2008 Sales 535 14499 17665 13974 17332 24.03 % 28 Jordan Petroleum Refinery Company Lub-Oil sales Ton. ١٨٠٠٠ 18000 16000 ١٦٠٠٠ 14000 ١٤٠٠٠ ١٢٠٠٠ 12000 ١٠٠٠٠ 10000 ٨٠٠٠ 8000 ٦٠٠٠ 6000 4000 ٤٠٠٠ 2000 ٢٠٠٠ 0٠ 1977 ١٩٧٧ 2006 ٢٠٠٦ 2007 ٢٠٠٧ 2008 ٢٠٠٨ C. LPG Cylinders 2009 ٢٠٠٩ Sales of (12.5) kg LPG cylinders during 2009 reached (100997) compared with (100089) for the 2008, showing an increase of (908) cylinders or (0.9 %). .Sales of (50) kg LPG cylinders in 2009 reached (187) cylinders compared with (78) in 2008. The estimated number of (12.5) kg LPG cylinders in circulation in the Kingdom during 2009 is (4.5) million cylinders. The number of imported LPG cylinders during 2009 reached (227898) compared with (315000) in 2008 in order to meet the increase in demand and to replace the scrapped ones. 54th Annual Report 29 4-Company,s Clients A-Petroleum Products The Company supplies all consumers, centers in the Kingdom with their needs of fuels and lube oils. The Company keeps good relationships with its customers and always works on meeting their expectations and considers them as partners in its development. The clients are from various sectors of the society. They are government institutions, filling stations, LPG Distributors, air line companies headed by the Royal Jordanian Airlines, The Central Electrical Generating Co, The Cement Company, Arab Potash Co, and the Phosphate Mines Co. B- Jopetrol Lube Oils The largest customers of Jopetrol lube oils are the Armed forces, Royal Jordanian Air Force, the Potash Co., the Phosphate Mining Co., Comedat Co. , the mining company to develop mining, Royal Jordanian airlines, Jordan Steel Company, the Directorate of Civil Defense, The Greater Amman Municipality, Aqaba Railway Corporation, Water Authority, Ministry of Public Works, and the Ports Corporation. Some of its customers are the Royal Scientific Society, the Specifications and Meteorology Corporation, and the Jordanian Universities. The Company - lube oils Products 5. DISTRIBUTION OF PETROLEUM PRODUCTS The Company supplies petroleum products daily to all service stations and directly to some industries and other establishments. 30 Jordan Petroleum Refinery Company A. Storage of Petroleum Products in the Kingdom Storage capacity in the Kingdom amounted (1581725) tons distributed as follows:Location Storage Capacity (ton) Refinery tanks/site: Zarqa-Irbid-Amman 854000 Aqaba stores tanks/new project Fuel distribution stations 154300 131927 Aqaba stores tanks/old project 28000 Large companies Airports stations Total 402350 11148 1581725 B. Service Stations At the end of Year 2009, the number of service stations in the Kingdom reached (433) stations, capable of storing (131927) tons of which (19) stations are for private use and have storage capacity of (1148) tons. The number of new stations that entered service in different parts of the Kingdom during 2009 was (14) stations. While the number of new stations expected to enter service during 2010 based on the number awarded permissions given in 2009 and previous years is (12) . The number of LPG distribution centers in the Kingdom reached(899) in 2009. The following table shows the number of stations and gas distribution centers in each governorate of the Kingdom: Governorate Amman Zarka Balqa Madaba Irbid Mafraq Jerash Ajloun Karak Ma’an Tafeela Aqaba Total No. of Gas Stations 2009 No. of LPG distribution centers 2009 33 53 172 46 225 86 12 63 40 212 10 18 12 10 37 69 19 17 26 13 91 42 18 433 54th Annual Report 8 899 31 C.LPG filling The number of LPG cylinders of (12.5) Kg capacity filled in the Zarka, Irbid and Amman stations in 2009 reached (25.2) millions compared with (23.7) millions in 2008, showing an increase of (1.5) million cylinders or (6.32 %). Also (58764) cylinders of (50) Kg capacity were filled in 2009 compared with (57958) during 2008, with an increase of (806) cylinders or (1.39%). The average daily filling rate in the three LPG filling stations based on actual working hours during 2009 was (68931) cylinders of (12.5) kg and (161) of (50) kg cylinders. D. Airports Stations The Company operates three refueling stations located in Queen Alia International Airport, Amman Civil Airport, and King Hussein International Airport in Aqaba. During 2009, the stations serviced (32026) flights and handled about (381304) million liters compared with (359718) million liters in 2008, an increase of (21586) million liters. The Company also refueled (10798) flights of Avgas. The Company imported quantities of avgas in 2009 which were supplied by Amman airport station to airplanes reaching (1621478) liters compared with (1454578 ) liters in year 2008, which is an increase of (166900) liters. E. Aqaba Depots First: Old Depot in the Port Area (Old Project). This facility has storage capacity of (28000) tons. It received (28930) tons of fuels and base oil during 2009 compared with (30727) tons in 2008 with a decrease of 32 Jordan Petroleum Refinery Company (1797) tons or (5.84%) for 2008. Sales from this depot reached (32654) tons in 2009 compared with (26649) tons in 2008 or an increase (5708) tons or (21.2%) compared with 2008 Second: New Depot in the Industrial Area (New Project) This facility has storage capacity of (154300) tons, it received (3937403) tons during 2009 compared with (4229567) tons received in 2008, a decrease of (292164) tons or (6.91%) compared with 2008. Total sales from this depot in 2009 was (4045729) tons compared to (4269266) tons in 2008, a decrease of (223537) tons, or (5.2%) compared with 2008. 6. TRANSPORT OF PETROLEUM PRODUCTS The fuel transport fleet of the Company is consists of (47) tankers, (194) trailers and (268) semi trailers which are used for hauling fuels and LPG. The fuel quantities transported in 2009 by the Company,s fleet amounted to (1356) million tons compared with (1489) million tons in 2008. The number of trips undertaken in 2009 was (65373) in which the total mileage was (9.4) million kilometers compared with (72111) trips in 2008 of a total mileage of (9.4) million kilometers. In 2009, the Company boosted its transport capability by contracting local companies to transport (1.9) million tons of diesel, Jet Fuel and LPG. 7. TENDERS AND SUPPLIES The Company,s tenders and purchases are governed by “a supplies and works code” that sets the mechanisms for preparing the specifications and issuing the tenders and their evaluation. During 2009, the Company issued (163) tenders as follows: > (106) Tenders for supplying oil products, lubricant oils and spare parts.. > (28) Tenders for transporting petroleum products to the gas stations all over the Kingdom. > (17) Tenders of Construction works. > (10) Tenders for selling obsolete cylinders, scrap metals and equipments. > (2) Tenders for exporting fuel oil > The number of purchase orders issued in 2009 was (1768) for both foreign and local orders. 54th Annual Report 33 8. Major Suppliers The Company through its Purchasing Department deals with large number of suppliers and Local agents representing more than (30) countries. The following table shows the major suppliers: Crude Oil Petroleum Products Vehicles Spare Parts Reactors and heat exchangers Nalco,UAE Renault France KOCH, Italy Chevron, France UOP,UK Diesel Technique, UAE UTON Romania Avtun U.K GE Betz, Italy United diesel, UAE BORSIG Germany Sabic, Saudi Arabia Chemic, Italy Bukke Have, Denmark Gulf Interstate Chematek, Italy Osaka, Japan Sonatrach. Algeria AFTON HTP, Germany Base Oils Additives Lubrizol (UAE) Innospec, UK Shell.UK Solvochem, Holland Naftomar, Greece I.P.G, Kuwait Aramco, Aramco, Saudi Saudi Arabia Arabia Luberef Aramco Saudi Arabia Somo Iraq Chemicals Nissan Japan Trafigura, UAE Skania. Swedish Shell U.K ACERBI, Italy ATB, Italy 9. SHAREHOLDERS The number of shareholders on 31/12/2009 was (32160). The following table and graph show the distribution of shareholders according to their nationalities: Nationality Number of Shareholders Percentage of shareholders % Jordanian 28302 88.00 26100233 81.56 1306 4.06 3459999 10.81 32160 100 32000000 100 Arab Foreign Total 2552 34 7.94 Number of Shares 2439768 Jordan Petroleum Refinery Company Percentage of number of Shares % 7.63 , Shareholders Nationalition Arab Foregin Jordanian The following table and graph show the distribution of the company,s shares according to the shareholders, categories Category Individuals Number of Shareholders Number of Shares Percentage of number of shares % 1 81 6547000 1347716 20.5 4.2 31986 Social Security Corporation Service & Industrial Companies Banks 19872420 6 2587355 Saving funds 24 Other Public entities 34 Insurance Companies 11 Jordan Investment Corporation 1 2009 ﺍﳌﺴﺎﻫﻤﲔ ﻓﺌﺎﺕ ﺣﺴﺐ ﺍﻟﺸﺮﻛﺔ ﺃﺳﻬﻢ ﻳﻊ Others 16 Total 32160 Other Public 1088751 196045 151623 86270 122820 32000000 Insurance Companies Saving Funds 62.1 -8.0 3.4 0.6 0.5 0.3 0.4 100 Jordan Investment Coporation Others Bank Service & Industrial Companies Social Security Individuals 54th Annual Report 35 Shareholders Holding more than (5%) of the Company,s Shares for Years 2008 and 2009 Name Percentage Total Shares % Number of shares 2008 2009 2008 2009 Social Security Corporation 6553000 6547000 20.48 20.46 Islamic Development Bank/ Jeddah 2000000 2000000 6.25 6.25 Total 8553000 8547000 26.73 26.71 Shares Activity in Amman Stock Exchange The number of shares transacted during 2009 in the stock exchange amounted to (46) million shares valued at JD (345) million JD executed through (80085) transfer contracts at an average share price of (7.479) JD. The following table shows the activity movement of the Company,s shares in the stock exchange from 2006 to 2009: Particulars 2006 2007 2008 2009 Shares transacted 13267953 19332667 150746253 46124142 Volume in JD 70002930 124454499 2073544415 245000000 16679 27014 180656 80085 160000000 237120000 219520000 217600000 Closing price in JD 5.000 7.410 6.860 6.800 Average share price in JD 5.280 6.440 13.755 7.479 Circulation % 41.46 60.42 471.08 144.14 year Number of transactions Market value of shares JD 36 Jordan Petroleum Refinery Company The following table shows the distribution of shareholdings ranges as on 31/12/2009: Share Holding Range Shareholders Shares Number Percentage % 1-100 14336 44.58 680109 2.1 101-500 12037 37.43 3228391 10.1 501-1000 2805 8.68 2220059 6.9 1001-5000 2398 7.46 5173042 16.2 5001-10000 322 1.00 2342024 7.4 10001-20000000 262 0.810 18356375 57.3 32160 100 32000000 100 Total Number Percentage % The following table shows the dividends distributed during the last Five Years (2005-2008) and those recomended for 2009 : Year 2005 2006 2007 2008 Percentage % 16 12 12 20 25 160 120 120 200 250 Dividend of one share (fills) * Recommended for distribution for the year 2009. 54th Annual Report 37 2009* The following table shows the net profits and shareholders Equity for the last five Years (2005-2008) and those recommended for distribution in 2009. Year Net profits Distributed profits (after discount of distribution tax) Shareholders equity JD JD JD 2004 5660342 3840000 56864263 2005 7784111 5120000 63727560 2006 6210137 3840000 59521538 2007 5949863 3840000 62073576 2008 9973938 6400000 65373696 2009* 10854768 8000000 69514241 * Recommended for distribution for the year 2009. 38 Jordan Petroleum Refinery Company 54th Annual Report 39 1939 Name Mr. Adel Ahmad Al-Kodah chairman of the board Starting from 30/04/2007 No. 1 1965 Mr. Wasef Yaqoub Azar Mr. Omar Ashraf Al Kurdi Representative of social security Corporation 3 4 1959 1956 Mr. Naser Sultan Shreideh Representative of social security Corporation Eng. Abed Al-Rahim Boucai Eng.Wael Akram Al Saqqa Representative of the Engineering union of pension fund 5 6 7 1967 1936 Mr. Waleed Methcal Asfour 2 1932 Date of Birth 30/04/2007 Former minister Chairman & member of board of directors 1969 for several banks & public corporations and companies. Ex-Director General for Phosphate Mines Co. MA in development administration & Economics A.U.B, Lebanon Former Head of Engineering union 1980 Member of several Public Shareholders Companies. Member of Parliament 1983 Former Member of a number of board of directors. B.Sc in Civil Engineering Frenzo University USA B.Sc in Architectural engineering Jordan University of Petra Commission 1995 President Ex. Secretary General Ministry of planning MA in Economics Yarmouk university 30/04/2007 30/04/2007 1/10/2007 01/10/2007 30/04/2007 Former minister 1958 Chairman & member of board of directors for several banks & companies MA in political science & economics. Tenese university USA M.Sc in Electrical Engineerminister ing from Georgia University/ 1987 Former Member of board of directors USA Finance and catering former minister President of Audit Bureau. 1978 President of the Executive Commission for Priva- 10/11/2004 tization, some higher administrative positions and the membership at boards of directors Brief Practical Experience - 15700 N/A - 600 1150 500 - - - - - - 500 - - - - - - - 3333 ** 3333 5000 * 5000 * 3333 3333 3333 Contracts, Projects Number of and Contracting RemuneraDate of Number Shares Held by held com- tion during Joining the of Shares relatives panybywiththeChairBoard Held man and Members year 2008 of Board MA in General Administration- University of Southern California Academic Degree Graduation Year A- The Chairman and Members of the Board of Directors: 12000 12000 - - 12000 12000 12000 Transportation Allowance for the year 2009 10. THE CURRICULUM VITAE OF THE CHAIRMAN, MEMBERS OF THE BOARD OF DIRECTORS AND THE EXECUTIVE MANAGEMENT OF THE COMPANY AND THEIR REMUNERATION DURING 2009 40 Jordan Petroleum Refinery Company * Remuneration is paid to the Social Security Corporation. ** Remuneration is paid to the Engineering union pension fund. *** Remuneration is paid to the Islamic Development Bank-Jeddah. 1979 - Chairman and General Manager of several companies. 1/4/2009 128038 of Industrial Engi1953 Bachelor neering United States U.S. 1/4/2009 Eng. Suleiman Abdel Razzaq AlDaoud 13 1960 600 1935 BA in Law, Cairo University, BA in Mechanical Engineer1944 ing, University of Lawrence United States U.S. - Eng. Naser Falah M adadhah 12 01/06/2007 100 -Former Chairman of the Board of Directors of the phosphate mines -Former adviser of the Prime Minister of the projects and tenders -Former Chairman of the Central Tenders Committee - Ex-Secretary General Ministry of Planning - An advisor of the Islamic Development, Bank-Jeddah 30/04/2007 500 Dr. Nabeeh Ahmad Salameh 11 1979 Asst. General director of Jordan Islamic Bank Brief Practical Experience -Chairman of the Board of Directors of the Arab Potash -Former General Manager of Jordan Investment 1/4/2009 Corporation Mohammad Eid Bundokji 10 in Economics 1947 PhD University of Kiel U.K 1986 Graduation Year in economics from 1946 Ph.D. Cairo Dr. Jamal Mohammed Salah Starting from 1/6/2007 9 in Business Administra1953 B.A tion, Arab University/ Beirut Academic Degree 2500 Mr. Mohammed Majid Allan Representative of Al-Samaha Real Eastate Co. 8 Date of Birth -law professor -Former head of the Jordanian Arbitration before, 1/4/2009 and board member of several companies and institutions Name No. 10000 Daughter - - - - - - - - - - - 12000 - - - - 9000 9000 9000 5000 *** 12000 *** 3333 Contracts, Projects Number of and Contracting TransportaDate of Number Held by held by the com- Remuneration AllowJoining the of Shares Shares tion during relatives pany with Chairance for the Board Held man and Members year 2008 year 2009 of Board 54th Annual Report 41 Mr. Ramzi Al Masri Eng. Zaid Al Kayyed 3 4 1952 1957 Bachelor of Mechanical Engineering-Egypt Master of Engineering refining and Petrokimoi- Romania Current Position Executive Director of Transportation Executive Director of distribution Chief Financial Officer Secretary of the Board of Directors Refinery Executive Director Chief Executive Officer ** Eng. Abdel Karim Alawin has been appointed as a Chief Executive Officer from 7/3/2010 1979 1981 1990 1987 1982 1978 BS in Chemical Engineering/I.I.T University/India BA Accounting / University of Jordan CPA from Colorado, USA Jordanian auditing CPA (JCPA) 1992 Graduation Year PhD in Economics/University of Illinois/USA Academic Degree , * Dr. Ahmad Al-Refai s Contract Ended on 31/12/2009 Eng. Abdulla Khader Eng. Abdel Kareem Alaween ** 2 6 1955 Dr. Ahmad Hussein AlRefai* 1 1959 1966 Name No. Date of Birth 1979 1981 14/4/2005 28/10/1978 1/1/2004 Date of Appointment B. The curriculum vitae for the Executive Chairman and Executive Directors of the Company N/A N/A N/A 3000 N/A Shares Held N/A N/A N/A N/A N/A Shares Held by Relatives The following table shows the number of shares owned by Members of the Board as of 31/12/2009 Number of shares owned personally No. of shares owned by the organization he represents Chairman of the Board Mr. Adel Al-Kodah 500 - Vice Chairman of the Board/ Mr. Waleed Methcal Asfour 1150 - Eng. Abed Al-Rahim Boucai 15700 - 600 - Representative of the Islamic Development Bank-Jeddah. Dr. Jamal Mohammad Salah - 2000000 Representative of the Engineering Union of Pension Fund Eng. Wael Akram Al Saqa - 196810 Representative of Al Samaha Real Estate Co. Mr. Mohammed Majed Allan 100 2000 - 6547000 Mr.Mohammad Eid Bundokji 2500 - Dr.Nabeeh Ahmad Salameh 500 - Eng.Naser Falah Madadhah 600 - 128038 - Name Mr. Wasef Yaqoub Azar General Social Security Corporation Mr. Omar Ashraf Kurdi Mr. Naser Sultan Shreideh Eng. Suleiman Abdel Razzaq AlDaoud 42 Jordan Petroleum Refinery Company 11. Administrative Affairs In support of the Company’s policy of providing a decent living environment for its employees and their families; which motivate them to contribute their best efforts and energies in work therefore the company administration had decided during 2009 the following:- > The distribution of half-month salary bonus for all employees in the company > Introduction of university scholarships for the children of workers at the com> pany rate of 5 grants a year. Modifying the scheme of death and disability and compensation by increase every segment of the compensation a 100 dinars. A. Training & Development The Company continued developing the technical & management skills of its employees (177) training programs in 2009 benefiting (1809) participants administered by the Training Department, were held either in-house at Abdul Majeed Shoman Training Center, or inside Jordan & abroad as shown briefly below:- > Implementation (77) training activities in technical administrative and financial advantage of them in Jordan (133) employees. > (67) Employees attended (42) training courses& conferences abroad. Training (10) delegates from the housing and working ministry, engineering union, and the company training program for fresh graduates engineers and some business and finance graduates. > Continued cooperation with universities and colleges for training students to complete their undergraduate program requirements. (86) students had been trained during 2009 . > Held (22) different training program in the areas of maintenance and operations and the establishment of occupational safety and awareness in quality management within the Center for Abdul Majeed Shoman Training Center of the company benefited from (1104) employees. B. Manpower 1- The total number of employees on 31/12/2009 was (3501) distributed as shown below:Particulars Numbers % Permanent Employees 2367 67.6 Annual Contracts 798 22.8 Semi-Annual Contracts (3-6) months 308 8.8 Total 3501 100 Daily Workers 28 54th Annual Report 0.8 43 2- The Following Table shows the development in the number of permanent & annual contract employees from 2005-2009. Year Number 2005 2006 Permanent Employees 3202 2998 Annual Contracts 229 Total 3431 2007 2008 2009 2702 2521 2367 260 474 675 798 3258 3176 3196 3165 3- Distribution of Permanent & Annual Contract Employees by Rank as at 31/12/2009 Rank group Permanent Employees Annual Contracts Total Percentage of Permanent & contract employees to grand total Special 27 7 34 1.1 First 246 2 248 7.8 Second 1820 380 2200 69.5 Third 274 409 683 21.6 Total 2367 798 3165 100 ﺗﻮﺯﻳﻊ ﺍﳌﻮﻇﻔﲔ ﺍﳌﺼﻨﻔﲔ ﻭﺍﻟﻌﻘﻮﺩ Special Third First Second 44 Jordan Petroleum Refinery Company 4- The following table & graph show the distribution of Permanent Employees & Annual Contracts by Educational Qualifications as at 31/12/2009. Permanent Employees Annual Contracts Total Percentage of Permanent & contract employees to grand total % Engineering graduates 125 61 186 5.9 University graduates 163 45 208 6.6 Intermediate diploma 307 93 400 12.6 General Secondary Certificate 395 128 533 16.9 Apprentice 275 85 360 11.3 Vocational Centers 92 6 98 3.1 Educational Qualifications Below general Secondary Certificate 1010 370 1380 ﻭﺯﻳﻊ ﺍﳌﻮﻇﻔﲔ ﺍﳌﺼﻨﻔﲔ ﺣﺴﺐ ﻣﺆﻫﻼﺗﻬﻢ ﺍﻟﻌﻠﻤﻴﺔ Total 2367 798 3165 Engineering Graduates 43.6 100 University Graduates Beiow General Secondary Certificate Intemediate Diploma Vocational Centers Apprentice 54th Annual Report General Secondary Certificate 45 12. Safety and Environment Since its inception the company has been careful for the safety of its staff , facilities and the environment from the basis of that logo (safety first), and the company aims to consolidate the concept of “safety culture” among its employees by ensuring that safety is everyone›s responsibility from the top management level and ending with the lowest level, and through the involvement of supervisors in decision-making and to establish procedures for ensuring the safe operation of equipment and through the provision of personal protective equipment for their employees as required by the safety regulations in the company. Department,s achievements during the year 2009: The company is working to provide safe working conditions for staff of the refinery by following proper operating procedures which has been adopted in the petrochemical industries in the world In spite of the company,s conviction that personal protective equipment is a last resort to ensure the protection of workers, the company gave personal protective equipment to employees free of charge at the value of 133,232 Jordanian dinars in 2009. Special attention to the safety of equipment and facilities in the refinery, brought considerable attention as a specialized global authorities such as TUV, RPI, UOP, and the Royal Scientific Society to carry out the periodic assessment on refinery,s equipment especially the LPG spheres. The company realizes the importance of the scientific and training aspects and continued sending a large number of staff and engineers to the scientific sessions ,and specialized training in some local and foreign countries, and also holding training courses for staff working in the refinery with regard to safety issues to improve their technical and scientific level and to raise the safety level in the company. Refinery participates in many government commissions and committees on specifications of petroleum derivatives and provides technical advice on matters relating to gas and gas distribution and storage. As the Department of Safety and risk analysis contributed in the following activities during 2009: < Follow-up to the issuance of various work permits in the refinery / location, and set the conditions for implementing the actions required in the permits and ensure compliance to ensure the safety of work and workers. < Study and review the system of work permits in the refinery in accordance with international standards and codes and commensurate with the systems used in refineries and oil facilities in coordination and participation of all constituencies, and the study was submitted to the Department for approval. < Holding orientation sessions to introduce new employees and trainees on the most important items of safety rules and regulations in force in the company through lectures and road shows in various locations in the refinery, in addition to distributing copies of the safety manuals to the new engineers in the company. 46 Jordan Petroleum Refinery Company < Making daily rounds by supervisors to check safety in the refinery units and facilities and direct notices to prevent accidents that could affect the facility›s safety, staff or conduct of the production process which were produced (101) notice to prevent accidents during the year 2009 has been directed to the relevant departments to correct the irregularities which they were received. < Monitoring of the activities related to the safety of equipment and staff, and that during periods of restoring regular and emergency units and ensure compliance of all workers with the systems and safety instructions. < Follow-up procedures and safety measures adopted in the establishment of new LPG storage tanks at the location through safety supervisor who is available for the duration of work and through the commission on the follow-up project. 13. LOCAL COMMUNITY SERVICE The Company continued providing services to the local community by providing financial support for educational and religious institutions, charities, and local municipalities in the kingdom through donation to support them in achieving their mission. In 2009, the Company donated JD (251499) of which JD (245700) were in cash for (57) institutions, the recurring constant donations including those approved by the board of directors were JD (10000) for every governmental university. In addition to the most important cash money donations to the following: - Jordanian Dinars (JD) Jordanian Hashemite Charity Organization55000 Jordanian Hashemite Fund for Development15000 Union workers in the Jordan Petroleum Refinery Company 9000 Hashemiya Municipality33000 King Hussein Cancer Center15000 While the value of contributions in kind provided by the company during the 2009 amount (5799) dinars have been distributed to (7) different directions. 14- PROJECTS Completed Projects and Projects under Construction: First :Completed Projects 1. Works Related to the Refinery Units: > Purchase of prosthetic devices for hydrogen cracking unit at a total cost (7,145) million dinars, and as follows: < Purchasing two exchange Hydro cracker reactors unit at a total cost (4.6) million dinars. 54th Annual Report 47 < > > > > > > > > > > > > > > > > The purchase of three heat exchangers replacement tool with a network of steel pipes Stanlis for the Hydro cracker unit at a total cost (2.2) million dinars. < Purchase of four air coolers cells No. 308-E14A / / D with a new design packages instead of the current pipelines total cost of (0,345) million dinars. Purchase and installation of diesel generator capacity (2.4) MW power at a total cost (1.8) million dinars. Purchase and install a removal of salts from the crude oil at atmospheric distillation unit number (3) total cost (1.3) million dinars. Purchase a backup equipment for the various refinery units: air coolers, air cells at a total cost (660,000) dinars. Purchase two firefighting car multi-purpose (foam / powder) at an estimated cost (600,000) dinars. Buy (48) a radar device to measure temperature level and installed on the tanks at a total cost (500,000) dinars. Purchase and installation of two major fire-fighting pumps running on diesel engines at a total cost (280,000) dinars. Purchase five pressure vessels replacement tool for various units in the refinery at a total cost (250,000) dinars. Buy Blowers soot for the two boilers steam No. 7001 and No. 7002 at a total cost (200,000) dinars. Add crude oil reservoir to the crude oil receipt station using the current reservoir number (15) at a total cost (180,000) dinars. Installation and operation the control systems for steam boiler No. 7004 at a total cost (100,000) dinars. Buy two diving pumps for groundwater wells at a total cost (75,000) dinars. The purchase of three vessels, rubber lined replacement tool at a total cost (70,000) dinars Service Unit No. (2). Transfer tank number (35) for storing MTBE and unleaded gasoline at a total cost (70,000) dinars. Extend the pipeline network of oil and fuel to supply the units of third expansion project at a total cost (50,000) dinars. Purchase and installation a new trays for removal tower number (2) in the contaminated water treatment unit to improve its performance at a total cost (50,000) dinars. Purchase and installation a pump and Building a pond, industrial rainwater at an estimated cost (50,000) dinars. 2. Construction Works: > Paving and re-paving streets and squares of different stale and replace parties and pathways in the refinery at a total cost (744.000) JD. 48 Jordan Petroleum Refinery Company > Civil works for Modernization of cathodic protection systems in the refinery at a total cost (346,000) dinars. > Buildings facilities for the refinery›s guards (using the new cafeteria) at a total cost (178,000) dinars. > Raise the station capacity of receiving crude oil in Al-Zarqa, add (6) lanes for unloading crude oil tanks and the installation of supporting steel foam fire extinguishing system at a total cost (166,000) dinars. > Sporadic actions include the establishment of cars hole Preview in the refinery and installation of a plastic line (20) inches for sewage refinery›s water and replacement of damaged floor tiles with asphalt concrete tiles. Maintenance and paving the roads inside the refinery and the establishment of two rooms observe the door and the representative of the Ministry of Public Works on the exit of loading facilities and office operations maintenance and establishment of a trench of concrete to electricity cables in the first distillation unit (1), and other works at a total cost (155,000) dinars. > Maintenance of apartments for the Aqaba,s staff at a total cost (148,000) dinars. > Establishment of infrastructure to modernize the computer network project in the refinery at a total cost (140,000) dinars. > Establishment of infrastructure for the radar installation on the refinery storage tanks project at a total cost (134,000) dinars. > Establishment of the foundations and independent steel structures for the cooling water tanks of liquefied gas spherical (S 302, S 303 S 301,) at the location of the refinery at a total cost (98.300) dinars. > Building new offices outside the major reservoirs hangars in the refinery at a total cost (97,000) dinars. > Build a fence and gates for the company,s farm at a total cost (84.900) dinars. > Replacement the furniture and cabinets of three rooms in the main laboratories of the refinery at a total cost (80,000) dinars. > Connecting the offices of loading and unloading sewerage at the refinery and sewerage Marka,s fuel station with main network of public sewerage at a total cost (79,000) dinars. > Resurfacing, paving the streets around the, fill gas canisters station No. (2) in the AL-Zarqa at a total cost (78,000) dinars. > Sporadic: Update the telephones network in the residential area in the refinery and re-paving asphalt playgrounds at a gas station in Amman and the establishment of the fountains in the south of Aqaba, ... Etc., at an estimated cost (54,000) dinar. > Civil works for the installation of additional crude oil storage tank in the receiving station of crude oil at a total cost (53.800) dinars. > Creating a square for the storage of cylinders in Amman›s gas station at a total cost (50,000) dinars. > Processing and maintenance of the buildings at the residential area at an estimated cost (50,000) dinars. 54th Annual Report 49 Second :Projects under Progress 1. Works Related to the Refinery Units: > Construction of (4) LPG spherical tanks, of 8000 tons total capacity, at a total cost of JD (27) million. The project has been awarded to a Consortium of Lotte Engineering and Construction Co., and Hantech Co. > > > > > > Upgrading the capacity of Asphalt Unit from (800) tons per day to (1,100) tons per day, at a total cost of JD (650,000) Purchasing a reactor for Naphtha Hydro treating Unit, at a total cost of JD (375,000). Modified the fire fighting systems on the tanks at an estimated cost (180,000) dinar. The fire The use of a specialized body system, FERM-Fire and Explosion Management in order to build a system to prevent and fight against fires and explosions at an estimated cost (156,000) dinars. Buy cyclones backup for a FCC Unit under the new designs at an estimated cost (150,000) dinars. Purchase and installation pipes for the naphtha,s oven unit to raise its efficiency at an estimated cost (60,000) dinars. 2. Works Related to LPG Filling Stations, Factories, Airport Service Stations and Aqaba Depots: > Construction of two gasoline storage tanks at South Aqaba Depot and two jet fuel storage tanks at Queen Alia International Airport JPRC Station Project, at a total cost of JD (10.4) million. > Purchase and installation a detection systems , fire alarm and fire water pump driven by diesel engine and pump to save water network firefighting pressure at the storage in the main port, at an estimated cost (250,000) dinars. > Expand the pallet in the warehouse of the south of Aqaba at a total cost (125,000) dinars. 3. Construction Works: > Rehabilitation receipt and unloading station of crude oil from the tanks at the refinery at a total cost (342,000) dinars. > Protection the control rooms in the refinery from the risk of explosion at an estimated cost (150,000) dinars. > Isolated acts: building a concrete wall for the fire fighting water tank in the refinery and a separation fence between the residential area and the refinery and raising the efficiency of separation in the drying ponds at the refinery and modernization in the applications fuel offices in Amman, Irbid and Zarqa, ... Etc., at an estimated cost (140,000) dinars. > Create a hanger for the chemicals storage in the major reservoirs in the refinery at a cost of (74,500) dinars. 50 Jordan Petroleum Refinery Company Third: Projects that shall be executed during 2010 1. Works Related to Refinery Units:> Sulfur Recovery Unit Project, at an estimated cost of JD (12) million. > Purchasing heat exchangers and spare tube bundles for Refinery units, at an estimated cost of JD (1/060)million. > Buy two gas pressure to replace the old one in Unit FCC Assistant at an estimated cost (1) million dinars. > Periodically intensive scan to rehabilitate spherical gas tanks at an estimated cost (700,000) dinars. > Installation the saving electricity panels and improve the power factor on the electrical transformers at an estimated cost (70,000) Dinars > Update circuit breakers in the main electricity transformer stations 3Kv in the refinery at an estimated cost (600,000) dinars. > Installation a SCADA system for the control and protection of modern protection (Siemens Relays) at an estimated cost (500,000) dinars. > The purchase and installation of (62) radar device to measure temperature level and installed on the tanks at an estimated cost (500,000) dinars. > Purchase the equipment needed to fight a fire of the entire surface of the tank as recommended by Wiliams Fire Company at an estimated cost (500,000) dinars. > To modify one part of a fire-fighting system of an estimated cost (450,000) dinars. > Buy (3) tanks, mobile storage for foam material capacity (18000) liters each at an estimated cost (400,000) dinars. > Purchase and installation a generator and two superheated steam for new asphalt unit at an estimated cost (400,000) dinars. > Television control system for the refinery and south of Aqaba locations at an estimated cost (400,000) dinars. > Buy a rescue and rapid intervention car Hazmat at an estimated cost (400,000) dinars. > Supply paint of gas cylinders line 12,5 cylinder capacity of 150 kg / hour at an estimated cost (400,000) dinars. > Installation and operation the control systems for two boiling steam No. 7001 and No. 7002 at an estimated cost (400,000) dinars. > Connect to the water line of fire-fighting with the main water department at an estimated cost (370,000) dinars. > Supply filtering system in a manner reverse automatic cleaning at naphtha unit at an estimated cost (300,000) dinars. > Check crude oil storage tanks, floor at the location at an estimated cost (250,000) dinars. 54th Annual Report 51 > > > > > > > > > > > > > > > > > > > > > Buy tubes for the two boiling steam No. A / B at an estimated cost (250,000) dinars. Supply and installation equipment to protect the power grid at an estimated cost (242,000) dinars. Modify the heating system of all facilities at the refinery east of the rail using hot water instead the steam at an estimated cost (200,000) dinars. The use of specialize body in Operational safety systems to work on a system similar to what is happening in the international refineries and provide a mechanical equipment safety system in the areas of maintenance, inspection and operations, at an estimated cost (200,000) Dinars Purchasing of two air pressure for unit Merox 2 No. 306-MC-1A & B at an estimated cost (170,000) dinars. Drilling new water wells or rehabilitate well No. (6) Estimated cost (150,000) dinars. Periodic intensive examination of a fire control network at an estimated cost (150,000) dinars. Purchase and installation of new power transformer instead of the old transformers at an estimated cost (150,000) dinars. Introduction of a specialized body to study the modernization load derivatives system in the refinery, at an estimated cost (150,000) dinars. Buy (3) packs pipe heat exchangers 301-E1 A, B, C & D in the atmospheric distillation unit number (3) Estimated cost (140,000) dinars. Replacement recycling compressors of the hydrogen Unit No. C4-A & B new compressors estimated cost (125,000) dinars. Amendments the fillings of water cooling towers at an estimated cost (120,000) dinars. Purchasing replacement pumps for the refinery untis and for the oil separator unit at an estimated cost (115,000) dinars Replace pumps the lower part number (301 P108 A & B) of the atmospheric distillation unit number (3) Estimated cost (110,000) dinars. Purchase and installation a new compressor for the purpose of using the storage capacity of vessels hydrogen storage (H2 Bullets) at an estimated cost (100,000) dinars. Purchase equipment of testing and measuring to detect the leakage of toxic and harmful gases, at an estimated cost (100,000) dinars. Update vibration Systems of steam turbines for electric generators (G3 & G4) in the refinery at an estimated cost (100,000) dinars. Consultancy services for the power grid at an estimated cost (96,000) dinars. Purchase and installation a backup feed pump to Naphtha Hydro treating Unit capacity (100 m 3) at an estimated cost (65,000) dinars. The installation of the pressure system and central air-conditioning and ventilation of the control room and the first units FCC, Topp.1, Vac.1 at an estimated cost (60,000) dinars. Buying pressure receptacle No. 304-V7X for naphtha unit at an estimated cost (60,000) dinars. 52 Jordan Petroleum Refinery Company > Purchase and installation valves for remote operation on high heat pumps at an estimated cost (50,000) dinars. > Design and supply laboratory with fire control system at an estimated cost (50,000) dinars. 2. Works Related to LPG Filling Stations, Factories, Airport Service Stations and Aqaba Depots:> Periodic intensive inspection for the rehabilitation of gas tank in gas station at Amman at an estimated cost (250,000) dinars. > Purchasing and installing a water spray cooling system for LPG piping located outside LPG pumps area , at Amman LPG Filling Station , at an estimated cost of JD (50000). 3. Construction Works: > Maintenance of the concrete pavements at the Refinery process units, at an estimated cost of JD (650000). > Expanding store hangar at Aqaba South Depots, at an estimated cost of JD (250000). > Maintenance of laboratories , replacement of the furniture and supply of new industrial lab cupboards for the remaining halls of laboratories at the Refinery, at an estimated cost of JD (200000). > The work of fire protection for the mineral-bearing facilities the carrier of refrigeration (Air cooled condensers) units within the refinery at an estimated cost (200,000) dinars. > Maintenance of scattered roads and squares and open roads in the bush for the purpose of fire fighting at an estimated cost (100,000) dinars. > Improve the entrance to the refinery at an estimated cost (100,000) dinars. > Maintenance of public buildings at an estimated cost (75,000) dinars. > Connecting the sewage systems of lube oil factory buildings with the main public sewage system, at an estimated cost of JD (65000). > Construction of water evaporation pit at Aqaba South Depots, to meet environmental requirements , at an estimated cost of JD (60000). > Construction of parking area for Transportation Department employees, cars at Zarqa site, at an estimated cost of JD (60000). > Construction of structural steel shelter, and various steel and concrete structures at LPG Filling Stations, at an estimated cost of JD (60000). > Installation of an emergency external steel escape stair and installation of fire resistance door for isolating the maintenance rooms, in the Head Offices building, at an estimated cost of JD (50000) . > Construction of rest house for laborers of Zarka LPG Filling Stations, at an estimated cost of JD (50000) . > Demolition and removal of the ancient Romans stores at an estimated cost (50,000) dinars. 54th Annual Report 53 Al-Mafraq Tafelah Kerak Aqaba Irbid Zarqa Amman Location Geographical distribution locations for the Company’s activities, investment cost and number of employees as of 31/12/2009 Value of Fixed assets (JD) Description General Administration Departments Petroleum Products Marketing Dept./Offices Musdar Station Um Al-Heeran Station Marka Station Ameriah Station Khan Alzabeeb Station Distribution/Maintenance Queen Alia International Airport Station Amman Civil Airport Station LPG activities/Amman LPG Filling Station Total Refinery’s Site Transportation Loding Cylinders Factory LPG activities/Zarka LPG Filling Station Petroleum Products Marketing Dept./Zarka Office Petroleum Products Marketing /Site’s Station Lube Oils Manufacturing and Marketing Petroleum Products Marketing / AlRemal Station Total Distribution and Marketing / LPG activities Distribution and Marketing/Irbid Office & Maintenance Center Financial /Accounting Medical Services Total Distribution and Marketing / Aqaba warehouses Distribution and Marketing / King Hussein International Airport Gas Station Residential area Information Technology Department Total Distribution and Marketing / Kerak Station Total Distribution and Marketing / Lands Total Distribution and Marketing / Buildings and Lands/ Mfraq Station Total Ma’an Land Total Number of employees Contracted Contracted Workers daily workers 3 – 6 Months 1 1 2 5 2 6 9 98 12 123 13 87 3 1 - Permanent Contract 5508224 78033 218117 264104 96498 1115100 391090 13992747 2643303 1053164 15082855 40443235 158961214 21627483 1666150 1848152 7589972 905 115804 7048383 732749 199582812 11284206 4690 22721 11311617 23895772 231319 40266 683654 24851011 84710 84710 8328 8328 188 34 7 11 5 4 61 27 11 105 453 1053 492 44 5 2 4 2 2 1 10 16 2 54 142 349 35 22 40 4 6 69 1686 91 6 3 1 101 117 6 123 4 4 - 49 2 19 1 455 32 2 2 36 158 1 159 5 5 - 21 12 8 121 26 26 24 24 1 1 - 1 4 9 6 5 5 - 923133 - 1 5 - 923133 - 1 5 - 2367 798 308 28 103860 103860 Azraq Land 75268 Total 75268 Grand Total 54 277391974 Jordan Petroleum Refinery Company Information Systems CIO Executive Director Marketing & Distribution Executive Director Transport Process Planning & Quality Control Group Inspection, E& HS Group Environment Inspection Safety & Risk Analysis Fire Fighting Crude & Products Supply & Trading Purchasing Workshop Dep. Movement Dep. Lube Oil Business Logistics & Storage ( Aqaba Depots) LPG Business Airport Serv. Business Petroleum Products Business Stations Maintenance Financial Planning Budget & Control General Accounting Cash Mang. Payroll. Personnel & Admin. Services Training Org. & Systems Medical Services Executive Director Supply & Trading Plan Sched. & Valorization Process Development Laboratory &QC Maintenance Group Executive Director Refinery Electric Chief Financial Officer Instrumentation Executive Director Human Resources Planification Methods Strategic Strategic Planning Planning & & Research Research Dep. Dep. General Turnaround Legal Legal & & Risk Risk Mang. Mang. Dep. Dep. Maintenance By Area Internal Internal Audit Audit & & Control Control Dep. Dep. Engineering Group Training Training Center Center Administrative Administrative Services Services Stores Chief ChiefExecutive ExecutiveOfficer Officer Civil Engineering Secretary Secretary of of The The Board Board Refinery Projects & Eng. Chairman Chairmanof ofThe TheBoard Board Operation ٣ Board BoardOf OfDirectors Directors Operations Group Operation ٢ Jordan Petroleum Refinery Co. Ltd. Organization Chart Operation١ 54th Annual Report 55 Movements & Loading Workshop & Factory Maintenance Other Explanatory Notes > The total capital investment for Company’s activities in 2009 was JD (35105107). > The Company owns as of 31/12/2009 the following subsidiary companies: - The Jordanian company for the Manufacturing and Filling of LPG with a total capital of JD 4 Million 50% paid. - The Jordanian company for the Manufacturing of Lube oils with a total capital of JD 3 Million 50% paid. > Fees for the financial auditors Deloitte & Touch Company were JD (48000). , > There were no unusual activities outside the main Company s activities in 2009, except for the profit settlement expenses for 2008 with the government . > > Declaration of the Board of Directors The Board of Directors of Jordan Petroleum Refinery Co declares that there were no substantial matters that would affect the sustainability of the Company for the upcoming financial years that were not disclosed. Members of the board of directors mentioned below declare their full responsibility for the accuracy and complete information and accounts in the report. Name Deputy chairman Member Adel Al Kodah Waleed Asfour Wasef Azar Member Member Member Jamal Salah Omer Al Kurdi Naser Shreideh Member Member Member Eng. Wael Al Saqqa Mohammed Allan Eng. Abed Al-Rahim Boucai Chairman of the Board Signature Name Signature Name Signature Name Member Member Mohammad Eid Bundokji Nabeeh Ahmad Salameh Member Member Naser Falah Madadhah Suleiman Abdel Razzaq Aldaoud Signature 3- The mentioned below declare that they take the full responsibility for the accuracy and complete information and accounts in the report. Deputy Chairman Name Waleed Asfour Chief Executive Officer. Chief Financial Officer Abdel karim Alawin Ramzi Al- Masri Signature 56 Jordan Petroleum Refinery Company The Recommendations of the Board of Director 1- To adopt the Company’s financial statements for the year ended on 31/12/2009 and the Board of Directors report, future plans and to exonerate the members of the Board of Directors. 2- To approve the allocation of (1363250) JD to statuary reserves. 3- To declare (25%) dividend (250) fills per share payable to shareholders registered in Company’s register on the date of convening of the general meeting in which this resolution is adopted. 4- To select the Company’s auditors for the fiscal year 2010. 5- To consider any other issues proposed by the General Assembly and falls within the scope of the General Meeting. 54th Annual Report 57 58 Jordan Petroleum Refinery Company JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN CONSOLIDATED FINANCIAL STATEMENTS FOR THE YEAR ENDED DECEMBER 31, 2009 TOGETHER WITH INDEPENDENT AUDITOR’S REPORT TABLE OF CONTENTS Page Independent Auditor’s Report 61 Consolidated Statements of Comprehensive Income 67 Consolidated Statements of Financial Position Consolidated Statements of Income 65 66 Consolidated Statements of Changes in Shareholders’ Equity Consolidated Statements of Cash Flows 68 69 Notes to Consolidated Financial Statements 54th Annual Report 72 59 60 Jordan Petroleum Refinery Company Independent Auditor’s Report AM / 7609 To the Shareholders of Jordan Petroleum Refinery Company Amman - Jordan We have audited the accompanying consolidated financial statements of Jordan Petroleum Refinery Company (a Public Shareholding Limited Company), which comprise of the consolidated statement of financial position as of December 31, 2009, and the consolidated statement of income, consolidated statement of comprehensive income, consolidated statement of changes in shareholders› equity, and consolidated statement of cash flows for the year then ended, and a summary of significant accounting policies and other explanatory notes. We have previously audited the consolidated financial statements of the Company for the year 2008, and issued our qualified report thereon dated June 8, 2009. Management’s Responsibility for the Consolidated Financial Statements Management is responsible for the preparation and fair presentation of these consolidated financial statements in accordance with International Financial Reporting Standards. This responsibility includes designing, implementing and maintaining internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error; selecting and applying appropriate accounting policies; and making accounting estimates that are reasonable in the circumstances. Auditor’s Responsibility Our responsibility is toa express an opinion on these consolidated financial statements based on our audit. Except for what is stated in paragraph (a) below, we conducted our audit in accordance with International Standards on Auditing. Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the consolidated financial statements are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the consolidated financial statements. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the consolidated financial statements, whether due to fraud or error. In making those risk assessments, the auditor considers internal control relevant to the Company,s preparation and fair presentation of the consolidated financial statements 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 Company›s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of ac- 54th Annual Report 61 counting estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion. Basis of Qualified Opinion As stated in Notes (2 and 30) to the consolidated financial statements, the Company’s concession period ended on March 2, 2008. Accordingly, the Company signed a settlement agreement with the Jordanian Government on February 25, 2008, concerning the expiry of the concession, which was approved by its General Assembly in its extraordinary meeting dated March 22, 2008. Moreover, no final settlement has been reached regarding the provision for doubtful debts and provision for slow-moving and spoiled inventory, whereby recoveries from these two provisions balances outstanding as of the concession expiry date should be credited to the Government, in addition to the Government›s requirement that any new or additional provisions should be agreed on with the Government according to the Ministry of Finance letter dated November 15, 2009 concerning the settlement of pending financial issues between the Government and the Company provided that these provisions are to be reviewed quarterly. Furthermore, the Ministry of Finance has been informed of the outstanding provisions amounts and balances with the Government as of December 31, 2009 per the Company,s letter No. 2/25/7/2953 dated March 18, 2010. The Minsitry of Finance approval of these balances and provisions as of December 31, 2009 has been received per the Ministry of Finance letter No. 18/4/8801 dated March 30, 2010. Qualified Opinion In our opinion, except for the effect of any adjustments that might have been determined to be necessary had we been able to verify the financial impact of the settlement agreement with the Government mentioned in paragraph (a) above, the consolidated financial statements present fairly, in all material respects, the consolidated financial position of Jordan Petroleum Refinery Company as of December 31, 2009, its consolidated financial performance, and its consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards. Emphasis of Matter Paragraphs Without further qualifying our opinion, we draw attention to the following: 1. As stated in Notes (2 and 20) to the consolidated financial statements, the Ministry of Finance, per its letter No. 18/4/9952 dated April 29, 2009, required the Company to record the surplus in the targeted profit in excess of JD 7.5 million annually to the Government,s account. Moreover, the Company,s Board of Directors rejected, in its resolution No. 75/2009 dated May 14, 2009, to impose a profit ceiling for the Company. The Board of Directors reiterated this rejection in its resolution No. 127/2009 dat- 62 Jordan Petroleum Refinery Company ed November 3, 2009. According to the Board of Directors, resolution No. 132/2009 dated November 15, 2009 and the Council of Ministers approval in its meeting dated November 24, 2009, the relationship between the Government and the Company for the year 2009 has been settled through the recognition of an annual profit of JD 7.5 million after tax excluding the profits from the Lube Oil Factory and the surplus realized from refining Iraqi crude oil provided that any new provisions or increase in the outstanding provisions are agreed on with the Government. Consequently, the Company has prepared the consolidated financial statements for the year ended December 31, 2009 on the basis of the targeted net profit of JD 7.5 million excluding the income from the Lube Oil Factory and the Company,s share from the surplus realized from refining Iraqi crude oil. This resulted in claiming JD 3,666,853 from the Government according to this settlement. 2. As stated in Notes (2 and 10) to the consolidated financial statements, the Ministry of Energy and Mineral Resources and the Ministry of Finance, through the Pricing Committee,s resolutions, adjusted the prices of some petroleum products. This resulted in a reduction in the Company,s share of revenue according to IPP prices compared to what the Company should have received according to the previously approved arrangements over seven months period starting June 2009, and the surplus is considered to be payable to the Ministry of Finance. However, the Company,s management considers this procedure contradicting to the service agreement signed between the Company and the Government which states that approval be granted to the Company to carryout its activities on a commercial basis. This treatment resulted in reduction of the Company,s realized profits of approximately JD 23.6 million for the period from June 2009 to December 31, 2009, as reported by management. Report on Legal Requirements The Company maintains proper accounting records, and the accompanying consolidated financial statements are in agreement therewith and with the financial statements presented in the Board of Directors, report, and we recommend that the General Assembly of Shareholders take into consideration the effect of what is mentioned in paragraph (a) and paragrahs (1 and 2) above when approving these consolidated financial statements. The accompanying consolidated financial statements are a translation of the original consolidated financial statements in the Arabic language to which reference should be made. Amman - Jordan March 30, 2010 Deloitte & Touche (M.E.) - Jordan 54th Annual Report 63 JORDAN PETROLEUM REFINERY COMPANY AMMAN CONSOLIDATED ASSETS Note Current Assets: Cash and bank balances Accounts receivable and other debit balances Crude oil, finished oil products and supplies Total Current Assets 4 5 December 31, 2009 JD 10,711,632 2008 JD 6,827,058 170,351,268 244,539,271 464,404,012 497,066,258 283,341,112 245,699,929 Deferred tax assets 6 6,206,955 6,318,273 Available-for-sale investments 7 4,969,520 4,102,893 Fixed Assets: 8 3,827,801 1,209,808 Lands Fixed assets Less: Accumulated depreciation 273,564,172 265,974,036 31,000,675 30,852,123 242,563,497 Net Book Value of Fixed Assets Projects under construction 24,164,770 Total Fixed Assets TOTAL ASSETS 235,121,913 2,538,831 58,993,246 34,600,762 534,573,733 542,088,186 156,787,303 156,787,303 Contra Accounts Crude oil & strategic inventory derivatives Death, disability, and indemnity fund 13 28 25,983,164 20,777,970 Board of Directors Chairman THE ACCOMPANYING NOTES CONSTITUTE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS AND SHOULD BE READ WITH THEM. 64 Jordan Petroleum Refinery Company (A PUBLIC SHAREHOLDING LIMITED COMPANY) JORDAN BALANCE SHEETS Note LIABILITIES Current Liabilities: Due to banks Accounts payable and other credit balances Provision for income tax Total Current Liabilities Long - Term Liabilities: December 31, 2009 2008 JD JD 9 185,682,246 233,444,122 11 3,904,317 5,386,655 10 251,506,955 219,208,329 441,093,518 458,039,106 Due to death, disability, and indemnity fund 28 23,099,530 17,822,000 Provision for staff end-of-service indemnity 12 704,342 712,202 Deferred tax liabilities 6 Total Long-Term Liabilities 162,102 141,182 23,965,974 18,675,384 32,000,000 32,000,000 104,816 104,816 , SHAREHOLDERS EQUITY Authorized, subscribed and paid-up capital (32,000,000 shares at JD one per share) Statutory reserve 14 Cumulative change in fair value - net 15 Voluntary reserve Retained earnings , Total Shareholders Equity ، TOTAL LIABILITIES AND SHAREHOLDERS EQUITY Contra Accounts Ministry of Finance-funding of strategic inventory Provision for death, disability, and indemnity fund 13 28 18,013,537 4,469,371 14,926,517 3,623,661 11,834,999 69,514,241 65,373,696 534,573,733 542,088,186 156,787,303 156,787,303 25,983,164 Chief Executive Officer 54th Annual Report 17,810,220 65 20,777,970 JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN CONSOLIDATED STATEMENTS OF INCOME Note For the Year Ended December 31, 2009 2008 JD JD Sales 16 1,818,083,819 2,402,736,934 Cost of sales 17 (1,763,233,865) (2,333,638,258) 54,849,954 69,098,676 18 4,202,226 4,157,772 Provisions no longer needed 19 4,777,488 - Settlement of the year 2009 income 20 3,666,853 - 67,496,521 73,256,448 21 (23,736,149) (20,315,482) 22 (9,392,179) (7,761,275) (12,735,696) (23,425,353) 27 C (5,000,000) - the government 23 (3,000,000) - Other expenses - net 24 (428,524) (12,094,127) 13,203,973 9,660,211 (2,349,205) (1,935,894) 10,854,768 7,724,317 Gross Income from Sales Add: Operating income and other income Gross Income Less: Selling and distribution expenses General and administrative expenses Bank interest and commissions Provision for lawsuits Settlement expenses for the year 2008 with Income before Tax Income tax expense 11 Income for the Year Weighted Average Number of Shares 25 32,000,000 32,000,000 Earnings per share 25 0.339 0.241 Board of Directors Chairman Chief Executive Officer THE ACCOMPANYING NOTES CONSTITUTE AN INTEGRAL PART OF THESE CONSOLIDATED FINANCIAL STATEMENTS AND SHOULD BE READ WITH THEM. 66 Jordan Petroleum Refinery Company JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Year Ended December 31, Income for the year 2009 2008 JD JD 10,854,768 7,724,317 845,710 (726,902) 11,700,478 6,997,415 Comprehensive income: Change in fair value of available-for-sale investments Comprehensive income for the Year Board of Directors Chairman 54th Annual Report Chief Executive Officer 67 68 Jordan Petroleum Refinery Company 0 0 997,393 32,000,000 17,810,220 0 Appropriation to statutory reserve Dividends paid to shareholders Balance - End of the Year 0 104,816 0 104,816 - 104,816 - - 104,816 JD Voluntary Reserve 3,623,661 (726,902) 4,350,563 ( 726,902) 4,469,371 - - 845,710 845,710 3,623,661 JD JD 0 10,854,768 845,710 11,700,478 65,373,696 JD Total 6,997,415 62,216,281 7,724,317 (726,902) 69,514,241 ( 997,393) ( 3,840,000) ( 3,840,000) 11,834,999 65,373,696 7,724,317 8,948,075 7,724,317 - 14,926,517 - (1,159,933) (6,400,000) (6,400,000) (1,363,250) 10,854,768 10,854,768 11,834,999 Retained Earnings * * The retained earnings balance includes an amount of JD 6,206,955 as of December 31, 2009 resulting from deferred tax assets (JD 6,318,273 as of December 31, 2008) , ** The Company s General Assembly decided in its ordinary meeting held on July 12, 2009, to distribute dividends at 20% of the nominal value of the share, equivalent to JD 0.200 per share for a total amount of JD 6,400,000 as income for shareholders for the year 2008. Comprehensive Income for the Year 32,000,000 16,812,827 - Year 2008 32,000,000 18,013,537 Balance - beginning of the year Income for the year Change in fair value of available - for - sale investments Balance - End of the Year 1,363,250 - (1,159,933) - - Appropriation to the Ministry of Finance - settlement of excess earnings Dividends paid to shareholders ** Appropriation to statutory reserve 0 14 JD 32,000,000 17,810,220 JD Statutory Reserve Income for the year Change in fair value of available - for - sale investments Comprehensive Income for the Year Balance - beginning of the year Year 2009 Note Paid-up Capital Cumulative Change in Fair Value - Net CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS› EQUITY JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN CONSOLIDATED STATEMENTS OF CASH FLOWS CASH FLOWS FROM OPERATING ACTIVITIES: Income before tax Adjustments for: Lawsuits provision Depreciation of fixed assets For the Year Ended December 31, 2009 2008 JD JD 13,203,973 9,660,211 5,000,000 - 7,907,726 8,674,886 (4,777,488) 130,843 77,101 Settlement of the year 2009 income (3,666,853) Gas cylinders replacement provision 76,896 Provisions no longer needed End-of-service indemnity Settlement expenses of the expiry of the concession with the Government Net Cash Flows from Operations before Changes in Working Capital Decrease (increase) in accounts receivable and other debit balances (Increase) in crude oil, finished oil products and supplies Increase in due to death, disability and indemnity fund Increase in accounts payable and other credit balances Net Cash Flows from (used in) Operating Activities before Income Tax and Paid Provisions Income tax paid 17,875,097 - 6,418,300 7,580,373 32,410,871 73,028,070 (49,623,639) 34,628,780 53,327,322 (37,641,183) 5,277,530 (63,717,670) 3,217,783 93,168,294 (24,385,333) (3,720,225) (1,006,012) 89,309,366 (25,586,440) Fixed assets - net Net Cash Flows (used in) Investing Activities (32,300,210) (32,300,210) (10,209,718) (10,209,718) (Decrease) increase in due to banks Dividends paid to shareholders Net Cash Flows (used in) from Financing Activities (47,761,876) (5,362,706) (53,124,582) 13,897,731 (3,364,589) 10,533,142 Staff indemnity paid Net Cash Flows from (used in) Operating Activities CASH FLOWS FROM INVESTING ACTIVITIES: CASH FLOWS FROM FINANCING ACTIVITIES: Net Increase (decrease) in Cash Cash and bank balances - beginning of the year Cash and bank balances - End of the Year 54th Annual Report (138,703) 3,884,574 6,827,058 10,711,632 69 (195,095) (25,263,016) 32,090,074 6,827,058 70 Jordan Petroleum Refinery Company JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 54th Annual Report 71 JORDAN PETROLEUM REFINERY COMPANY (A PUBLIC SHAREHOLDING LIMITED COMPANY) AMMAN - JORDAN NOTES TO CONSOLIDATED FINANCIAL STATEMENTS 1. General The Company was established on July 8, 1956 with a capital of JD 4 million. In 1968, the Company doubled its capital to JD 8 million, and in 1976 the capital was increased to JD 32 million. In addition to the main units of refining and producing hydrocarbon products, the Company owns four factories for the production of lube-oils, LPG cylinders, containers, and asphalt drums. The accompanying consolidated financial statements include the operations of the main refining units and those of the subsidiary factories. In addition to the refining and production of hydrocarbon products, the Company transports and distributes the products to distribution stations all over the Kingdom. It is also responsible for the maintenance of these stations and the marketing of lube-oils. According to the settlement agreement with the Jordanian government, dated February 25, 2008 concerning the termination of the concession, the Company should segregate some of the Company›s activities through establishing new companies wholly or partially owned by Jordan Petroleum Refinery Company after the expiry of the concession agreement on March 2, 2008. During the year ended December 31, 2008, the Company established two subsidiary companies wholly owned by Jordan Petroleum Refinery Company, namely: Jordan Liquid Gas Manufacturing and Packing Company and Jordan Lube-oil Manufacturing Company. These companies have been founded in preparation of the segregation of the activities of gas packing and lube-oil manufacturing. Moreover, none of these companies has conducted any commercial activities yet. Additionally, Jordan Petroleum Refinery Company is still in the process of segregating the Company›s other activities. The Board of Directors approved the accompanying consolidated financial statements in its decision No. (65/2010) in its meeting held on March 17, 2010; and they are subject to the approval of the General Assembly of Shareholders. 2. The Concession Agreement On February 10, 1958, Law No. (19) of the Year 1958 was issued to ratify the concession agreement signed between the Government and the Company on November 16, 1957. According to this agreement, the Government granted the Company a concession for fifty years, giving it the exclusive right to establish and invest in facilities for the refining and processing of petroleum and hydrocarbon products and derivatives thereof; to engage in the storage, distribution and selling of these products; to own and lease lands; and other rights. Furthermore, the Company is exempted from all fees and customs duties that would otherwise be charged on goods and materials imported for the Company›s operations. In accordance with the concession agreement, the Government has the right to determine and monitor the prices of oil, crude oil and products supplied for local consump- 72 Jordan Petroleum Refinery Company tion. Furthermore, the Company shall submit to the Government a detailed statement of production costs. In consultation with the Company, the Government shall specify sales prices, and make every now and then amendments thereto as necessary. However, profit including income tax shall neither exceed 16% nor be lower than 7.5% of the nominal value of the Company,s shares (taken on the basis of accounting periods of five years each). The last period started in the year 2006 and ended on March 2, 2008, the date on which the concession agreement expired. The Company together with the Ministry of Finance settled the excess earnings for the period ending in the year 2005 according to the concession agreement. The differences of JD 3.6 million have been settled from the statutory reserve in accordance with the Ministry of Finance Letter No. 18/4/10494 dated October 31, 2006. Moreover, the concession agreement expired on March 2, 2008. Accordingly, the Company signed a settlement agreement with the Government dated February 25, 2008, concerning the expiry of the concession agreement, which was approved by the Company,s General Assembly in its extraordinary meeting dated March 22, 2008. Moreover, the financial effect of some items in this agreement has not been determined nor reflected in the accompanying consolidated financial statements as stated in (Note 30). Additionally, no final settlement has been reached regarding the provision for doubtful debts and provision for slow-moving and spoiled inventory, and excess earnings for the period from the beginning of the year 2006 up to the end of the concession period on March 2, 2008. Moreover, during the year 2009 the Company transferred an amount of JD 1,159,933 from the statutory reserve to the account of the Ministry of Finance to settle the excess earnings for the period from the beginning of the year 2006 to the expiry of the concession dated March 2, 2008. The Ministry of Energy and Mineral Resources and Ministry of Finance, through the Pricing Committee,s resolutions, adjusted the prices of some petroleum products. This resulted in a reduction in the Company,s share of revenue according to IPP prices compared to what the Company should have received according to the previously approved arrangements over seven months period starting June 2009, and the surplus is considered to be payable to the Ministry of Finance, contrary to what it is stated in item 4-2 of the service agreement signed between the Company and Government, which states that approval be granted to the Company to carryout its activities on a commercial basis so that the local market petroleum derivatives prices are made according to the pricing mechanisms approved by the Governmental Petroleum Derivatives Pricing Committee based on international prices (IPP).This treatment resulted in reduction of the Company,s realized profits of approximately JD 23.6 million for the period from June 2009 to December 31, 2009. According to Jordan Petroleum Refinery Company,s Board of Directors, resolution No. 132/2009 dated November 15, 2009, the subject matter of His Excellency the Minister of Finance,s letter No. (18/4/25741) dated November 15, 2009, was approved to settle the outstanding financial issues between the Company and both the Ministry of Finance and Ministry of Energy and Mineral Resources on the following basis: 1. Through the petroleum derivatives pricing mechanisms, annual profit of JD 7.5 million after tax will be achieved related to the refining and distribution activities taking into consideration that the change in the Company,s expenses is within the normal ratios. 54th Annual Report 73 2. The Lube - Oil Factory,s income referred to item (1) above shall be excluded provided that it is subject to income tax. 3. The Company shall be granted an amount of 10 cents / barrel from the surplus realized for the Government as additional income from refining the Iraqi crude oil. This consideration is calculated based on the quantity of the barrels received by the Company provided that this income shall be subjected to tax. 4. Agreement shall be made between the Government’s representatives and Director of the Audit Committee arising from the Company,s Board of Directors concerning any new provisions or increasing the outstanding provisions. These provisions shall be reviewed quarterly. According to the Prime Ministry,s resolution in its meeting held on November 24, 2009, the above items have been approved to settle the financial relationship between the Government and Jordan Petroleum Refinery Company for the year 2009. Consequently, the Company has prepared the consolidated financial statements for the year ended December 31, 2009 on the basis of the targeted income of JD 7.5 million. This resulted in a claim by the Company of JD 3,666,853 from the Government according to this settlement. 3. Significant Accounting Policies Basis of preparation of the consolidated financial statements - The consolidated financial statements have been prepared in accordance with International Financial Reporting Standards (IFRSs) and related interpretations. - The consolidated financial statements are stated in Jordanian Dinar. The accounting policies adopted in this year are consistent with those applied in the year ended December 31, 2008 except for the following: - IFRS 7 ‘Financial Instruments: Disclosures’ The IASB published amendments to IFRS 7 in March 2009, which became effective in 2009. The amendment requires enhanced disclosures about fair value measurements and liquidity risk. In particular, the amendment requires disclosure of fair value measurements by level of a fair value measurement hierarchy. The adoption of the amendment results in additional disclosures but does not have an impact on the financial position or the comprehensive income of the Company and subsidiaries. - IFRS 8 – Operating Segments. This standard, which replaced International Accounting Standard No. 14 «segment reporting», requires the adoption of the «management style in the presentation of internal reports» in the presentation of operating segments. This resulted in the presentation of additional operating segments. Moreover, these operating segments will be presented in a manner consistent with the internal reports presented to decision makers. The adoption of this standard has had no impact on the financial position or the comprehensive income of the Company and subsidiaries - IAS 1 (2007) Presentation of Financial Statements (effective for annual peri- 74 Jordan Petroleum Refinery Company ods on or after January 1, 2009). The amendment to IAS 1 has led to some changes including amended titles for the financial statements in addition to some changes in their presentation and disclosure. However, this standard has had no effect on the results of operations and financial position of the Company and its subsidiaries. This standard requires that all changes in non – equity holders’ accounts within shareholders’ equity (i.e. comprehensive income) be presented separately in the statement of comprehensive income. The details of significant accounting policies are as follows: a. Basis of Consolidation of the Financial Statements The consolidated financial statements include the financial statements of the Company, its subsidiaries, and entities under its control, control is achieved when the Company has the ability to control the financial and operating policies of the subsidiary company to obtain benefits from its activities. Transactions, balances, revenues, and expenses between the Company and its subsidiaries are eliminated. - The financial statements of the subsidiary companies are prepared for the same fiscal year of the Company through adopting the same accounting policies of the Company. If the accounting policies adopted by the subsidiary differ from those adopted by the Company, the necessary adjustments to the subsidiary company,s financial statements are made so that its accounting policies match those of the Company. As of December 31, 2009, the Company owns the following subsidiaries: Company,s Name Investment Balance as of December Location 31, 2009 Establishment Date Capital Ownership JD % JD Jordan Liquid Gas Manufacturing and Packing Company (paid 50%) 4,000,000 100 2,000,000 Amman May 28, 2008 Jordan Lube-oil Manufacturing Company (paid 50%) 3,000,000 100 1,500,000 Amman May 28, 2008 b. The crude oil and finished products price is determined according to the lower of cost or net realizable value. Cost is determined according to the weighted average method. Finished and under process products at the subsidiaries, lube-oil and cylinders factories are stated at the lower of cost, following the weighted average method, or net realizable value. Raw materials, spare parts and supplies are stated at the lower of cost, following the weighted average method, or net realizable value. A provision is taken for slow moving-inventory items. 54th Annual Report 75 c.Available-for-Sale Investments These represent financial assets that the Company does not intend to classify as trading financial assets or held to maturity. Available-for-sale investments are stated at cost, plus acquisition expenses when acquired, and are revalued at fair value subsequently. Changes in the fair value of investments are recorded in a separate account within the statement of comprehensive income and shareholders’ equity. In case any of these investments is sold wholly or partially, or impaired, then the recorded gain or loss therefrom is transferred from shareholders’ equity to the consolidated statement of income. The impairment loss previously recorded in the consolidated statement of income can be recovered if it becomes objectively evident that the increase in fair value occurred in a period subsequent to the recording of the impairment loss. Moreover, the impairment loss of debt instruments can be recovered through the consolidated statement of income, while the impairment loss in companies shares can be recovered through the cumulative change in fair value. d. Fair Value Fair value represents the closing market price of financial assets and derivatives on the date of the consolidated financial statements. In case declared market prices do not exist, active trading of some financial assets and derivatives is not available, or the market is inactive, fair value is estimated by one of several methods including the following: - Comparison with the present market value of a very similar financial instrument. - Analysis of future cash flows and discounting expected cash flows at a rate used for a similar financial instrument. - Adoption of options pricing models. The evaluation methods aim at obtaining a fair value that reflects market expectations and considers market factors and any expected risks or benefits upon valuing financial instruments. Furthermore, financial instruments the fair value of which cannot be reliably measured are stated at cost net of any impairment in their value. e. Accounts receivable are stated at net realizable value. Moreover, a provision for doubtful debts is computed according to management’s estimates, and the recoverable amounts. f. Fixed assets Fixed assets are stated at cost net of accumulated depreciation and impairment (if any), and depreciated (except for land), when ready for use, according to the straight-line method over their expected operating lives at annual rates as follows: 76 Jordan Petroleum Refinery Company % Buildings 2–4 Machinery and production equipment 9 – 11 Machinery and support services equipment 5 – 15 Tanks and pipes 5 – 15 Machinery, electric equipment, and machines 10 – 15 Products haulage units 10 – 11 Vehicles 15 Furniture and office equipment 10 – 15 Library and training equipment 10 Distribution stations assets 10 – 15 Other fixed assets 7 – 11 Computer hardware 40 - When the recoverable amount of any fixed asset becomes less than its net book value, its value is reduced to the recoverable amount and the impairment loss is charged to the consolidated statement of income. - The productive lives of fixed assets are revalued at the end of every year. If revaluation differs from previous estimates, the change is recorded in subsequent years, being a change in estimate. - Fixed assets are eliminated when disposed of or when no future benefits are expected from their use or disposal. g. A provision for income tax is taken through estimating the expected tax liabilities. The realized differences in estimated income tax are recorded in the consolidated statement of income when paid upon reaching a final settlement with the Income and Sales Tax Department. h. Deferred taxes are taxes expected to be paid or recovered due to temporary timing differences between the value of the assets or liabilities in the consolidated financial statements and the value on the basis of which tax is calculated. Furthermore, deferred taxes are calculated using the liability method in the consolidated financial statements according to the tax rates expected to be applied at the time of settlement of the income tax liability or the recognition of the deferred tax assets. - On the consolidated financial statements date, the balance of deferred tax assets and liabilities are reviewed and reduced in case it is expected that the Company would not benefit in whole or in part from the deferred tax assets, or the tax liability is settled or no longer needed. 54th Annual Report 77 i. Provisions are recognized when the Company has liabilities at the date of the consolidated statement of financial position arising from previous events, settlement of these liabilities is probable, and their value can be reliably measured. j. Revenue from fuel sales is recognized upon delivery of fuel to the customer and issuance of the invoice. k. Interest is charged to the consolidated statement of income on the accrual basis. l. Transactions in foreign currencies are recorded in Jordanian Dinars at the exchange rates prevailing at the dates of the transactions. Assets and liabilities denominated in foreign currencies are translated to Jordanian Dinars at the average exchange rates published by the Central Bank of Jordan at year-end. The resulting exchange gains or losses are taken to the consolidated statement of income. m. A provision for the replacement of damaged gas cylinders is taken based on technical studies that estimate the number of cylinders intended to be destroyed every year. n.The Company adopts the self-insurance policy for vehicles. A provision is taken against vehicles accidents equivalent to the value of the comprehensive insurance premiums of the vehicles and their cargo. o.A provision for slow-moving, idle, and spoiled goods is taken based on technical studies performed by the Company,s specialized committees. p.A Provision for end-of-service indemnity is booked for any legal or contractual obligations related to end-of-service indemnity, death and disability at the end of the employees, services according to the accumulated service terms at the date of the consolidated statement of financial position and the Company,s internal regulations. q.Accounting Estimates Preparation of the accompanying consolidated financial statements and the application of accounting polices require the Company,s management to estimate and assess some items affecting financial assets and liabilities and to disclose contingent liabilities. These estimates and assumptions also affect revenues, expenses, provisions, and changes in the fair value within shareholders› equity and require the Company,s management to estimate and assess the amounts and timing of future cash flows. The aforementioned estimates and assumptions are based on multiple factors with varying degrees of assessment and uncertainty. Moreover, the actual results may differ from the estimates due to the changes resulting from the conditions and circumstances of those estimates in the future. The Company,s management believes that the estimates in the consolidated finan- 78 Jordan Petroleum Refinery Company cial statements are reasonable. The details are as follows: - A provision for doubtful debts, and slow-moving and spoiled inventory items is taken on the basis and estimates approved by management in conformity with International Financial Reporting Standards (IFRSs). - Income tax expense for the year is accounted for in accordance with the prevailing laws, regulations, and International Financial Reporting Standards. - Management periodically reassesses the economic useful lives of tangible assets for the purpose of calculating annual depreciation based on the general condition of these assets and the assessment of their expected useful economic lives in the future. Impairment loss (if any) is charged to the consolidated statement of income. - A provision for cylinders expected to be scrapped and replaced in the future is taken on the basis and assumptions approved by the Company,s management according to International Financial Reporting Standards. - A provision is booked for any legal or contractual obligations related to end-ofservice indemnity and death and disability according to the Company,s internal regulations. - Management frequently reviews financial assets stated at cost to estimate any decline in their value. Impairment loss (if any) is charged to the consolidated statement of income. - A provision for lawsuits raised against the Company is taken based on an approved legal study prepared by the Company’s legal consultants. According to the study, probable future risks are identified. This study is reviewed periodically. - Fair value hierarchy: The Company is required to determine and disclose the level in the fair value hierarchy into which the fair value measurements are categorised in their entirety, segregating fair value measurements in accordance with the levels defined in IFRS. Differentiating between Level 2 and Level 3 fair value measurements, i.e., assessing whether inputs are observable and whether the unobservable inputs are significant, may require judgement and a careful analysis of the inputs used to measure fair value, including consideration of factors specific to the asset or liability. r. Adoption of New and Revised International Financial Reporting Standards (IFRSs) r.a Standards affecting presentation and disclosure The following new and revised standards have been adopted in these consolidated financial statements for the current period. The details of other Standards and Inter- 54th Annual Report 79 pretations that have been adopted but that have had no effect on the consolidated financial statements are set out in section r.b. IAS 1 (as revised in 2007) Presentation of Financial Statements IAS 1 (2007) has introduced terminology changes (including revised titles for the financial statements) and changes in the format and content of the financial statements. Improving Disclosures about Financial Instruments (Amendments to IFRS 7 Financial Instruments: Disclosures) The amendments to IFRS 7 expand the disclosures required in respect of fair value measurements and liquidity risk. The Company has elected not to provide comparative information for these expanded disclosures in the current year in accordance with the transitional reliefs offered in these amendments. IFRS 8 Operating Segments IFRS 8 is a disclosure standard that has resulted in re-designation of the Company,s reportable segments. r.b Standards and Interpretations adopted with no effect on the financial statements The following new and revised Standards and Interpretations have also been adopted in these consolidated financial statements of the Company. Their adoption has not had any significant impact on the amounts or disclosure reported in these consolidated financial statements but may affect the accounting for future transactions or arrangements. Improving Disclosures about Financial Instruments (Amendments to IFRS 7 Financial Instruments: Disclosures) The amendments to IFRS 7 expand the disclosures required in respect of fair value measurements and liquidity risk. IFRS 8 Operating Segments IFRS 8 is a disclosure Standard that requires re-designation of the Company,s reportable segments based on the segments used by the Chief Operating Decision Maker to allocate resources and assess performance. [There was no material impact of this Standard on the previous disclosures and reported results or the financial position of the Company since the business segments reported earlier as per the requirements of IAS 14 Segment Reporting are also used by the General Manager to allocate resources to the segments and to assess their performance. IFRS for SMEs Small and Medium-sized Entities 80 This Standard is available immediately but the adoption has to be decided by the jurisdiction of implementation Jordan Petroleum Refinery Company Amendments to IFRS 2 Share-based Payment - Vesting Conditions and Cancellations IAS 23 (as revised in 2007) Borrowing Costs Amendments to IAS 32 Financial Instruments: Presentation and IAS 1 Presentation of Financial Statements – Puttable Financial Instruments and Obligations Arising on Liquidation IFRIC 13 Customer Loyalty Programmes IFRIC 15 Agreements for the Construction of Real Estate IFRIC 16 Hedges of a Net Investment in a Foreign Operation The amendments clarify the definition of vesting conditions for the purposes of IFRS 2, introduce the concept of ‘non-vesting’ conditions, and clarify the accounting treatment for cancellations. The principal change to the Standard was to eliminate the option to expense all borrowing costs when incurred. This change has had no impact on these financial statements because it has always been the Company›s accounting policy to capitalise borrowing costs incurred on qualifying assets. The revisions to IAS 32 amend the criteria for debt/equity classification by permitting certain puttable financial instruments and instruments (or components of instruments) that impose on an entity an obligation to deliver to another party a pro-rata share of the net assets of the entity only on liquidation, to be classified as equity, subject to specified criteria being met. The Interpretation provides guidance on how entities should account for customer loyalty programmes by allocating revenue on sale to possible future award attached to the sale. The Interpretation addresses how entities should determine whether an agreement for the construction of real estate is within the scope of IAS 11 Construction Contracts or IAS 18 Revenue and when revenue from the construction of real estate should be recognized. The Interpretation provides guidance on the detailed requirements for net investment hedging for certain hedge accounting designations. The Interpretation addresses the accounting by recipients for transfers of property, plant and equipment from ‘customers’ and concludes that when the item of property, IFRIC 18 Transfers of Assets from Customers (adplant and equipment transferred meets the definition of an opted in advance of effective date of transfers of assets asset from the perspective of the recipient, the recipient from customers received on or after 1 July 2009) should recognise the asset at its fair value on the date of the transfer, with the credit recognised as revenue in accordance with IAS 18 Revenue. Improvements to IFRSs (2008) Amendments to IFRS 3, 5, IAS 1, IAS 16, IAS 19, IAS 20, IAS 27, IAS 28, IAS 29, IAS 31, IAS 36, IAS 38, IAS 39, IAS 40 and IAS 41 resulting from May and October 2008 Annual Improvements to IFRSs the majority of which is effective for annual periods beginning on or after January 1, 2009. 54th Annual Report 81 r.c Standards and Interpretations in issue not yet effective At the date of authorization of these consolidated financial statements, the following new and revised Standards and Interpretations were in issue but not yet effective: New Standards and amendments to Standards: Effective for annual periods beginning on or after IFRS 1 (revised) First time Adoption of IFRS and IAS 27 (revised) Consolidated and Separate Financial Statements – Amendment relating to Cost of an Investment in a Subsidiary, Jointly Controlled Entity or Associate 1 July 2009 IFRS 3 (revised) Business Combinations – Comprehensive revision on applying the acquisition method and consequential amendments to IAS 27 (revised) Consolidated and Separate Financial Statements, IAS 28 (revised) Investments in Associates and IAS 31 (revised) Interests in Joint Ventures 1 July 2009 IAS 39 (revised) Financial Instruments: Recognition and Measurement – Amendments relating to Eligible Hedged Items(such as hedging inflation risk and hedging with options) 1 July 2009 IFRS 1 (revised) First time Adoption of IFRS – Amendment on additional exemptions for First-time Adopters 1 January 2010 IFRS 2 (revised) Share-based Payment – Amendment relating to the Company cash-settled share-based payments 1 January 2010 IAS 32 (revised) Financial Instruments: Presentation – Amendments relating to classification of Rights Issue 1 February 2010 IAS 24 Related Party Disclosures – Amendment on disclosure requirements for entities that are controlled, jointly controlled or significantly influenced by a Government 1 January 2011 IFRS 9 Financial Instruments: Classification and Measurement (intended as complete replacement for IAS 39 and IFRS 7) 1 January 2013 Amendments to IFRS 2, IFRS 5, IFRS 8, IAS 1, IAS 7, IAS 17, IAS 18, IAS 28, IAS 36, IAS 38 and IAS 39 resulting from April 2009 Annual Improvements to IFRSs. 82 Majority effective for annual periods beginning on or after 1 January 2010 Jordan Petroleum Refinery Company New Interpretations and amendments to Interpretations: Effective for annual periods beginning on or after IFRS 17: Distributions of Non-cash Assets to Owners 1 July 2009 IFRIC 19: Extinguishing Financial Liabilities with Equity Instruments 1 July 2010 Amendment to IFRIC 14: IAS 19: The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their interaction 1 January 2011 Amendment to IFRIC 16: Hedges of a Net Investment in a Foreign Operation 1 July 2009 Amendment to IFRIC 9 (revised): Reassessment of Embedded Derivatives relating to assessment of embedded derivatives in case of reclassification of a financial asset out of the ‘FVTPL’ category 1 January 2013 The Company,s management anticipates that the adoption of these Standards and Interpretations in future periods will have no material impact on the consolidated financial statements of the Company in the period of initial application except for the following: IFRS 9 The application of the current version of IFRS 9 would mainly result in applying different classification and measurement criteria for financial assets. The requirements of IFRS 9 apply a consistent approach to classifying financial assets and replace the numerous categories of financial assets in IAS 39, each of which has its own classification criteria. They also result in one impairment method, replacing the numerous impairment methods in IAS 39 that arise from the different classification categories. IFRS (3), IAS (27), (28), and (31) - Revised: The application of these revised standards leads to the adoption of new policies relating to the Company,s acquisition of new shares in associate and subsidiary Companies, partial disposal of the Company,s shares in subsidiary and associate companies and an increase in the investment in subsidiary and associate companies. 54th Annual Report 83 4. Accounts Receivable and Other Debit Balances This item consists of the following: 2009 December 31, 2008 JD JD Governmental institutions and departments – fuel * 74,780,821 99,375,475 Fuel customers 17,106,995 17,365,331 Ministry of Finance 36,308,905 100,472,455 9,623,702 11,717,135 493,392 525,746 139,418,277 229,908,357 33,513,589 18,298,186 Letters of credit deposits and purchase orders Prepaid expenses 1,205,053 139,912 Prepail expenses 1,226,547 1,258,063 207,918 154,869 Other receivables Employees receivable 1,104,462 Advances against staff end-of-service indemnity Total Receivables Checks under collection ** Other debit balances (refundable deposits and other) Less: Provision for doubtful debts *** 452,215 175,571,384 249,759,387 (5,220,116) ( 5,220,116) 170,351,268 244,539,271 * The “Governmental institutions and departments” includes amounts due from the following governmental institutions and departments: December 31, 2009 JD 2008 JD Royal Jordanian 24,375,032 16,361,242 Jordanian Armed Forces and other security agencies 26,249,610 25,696,397 1,644,740 2,171,490 Central Electricity Generating Company Water Authority Ministry of Health King Hussein Medical Center Ministry of Public Works Greater Amman Municipality Other governmental institutions 12,542,659 2,207,356 2,201,297 549,256 2,697,975 2,312,896 74,780,821 36,992,689 3,954,253 2,905,538 1,188,847 3,113,347 6,991,672 99,375,475 ** The maturity dates of checks under collection extend up to January 10, 2010. 84 Jordan Petroleum Refinery Company *** The movement on the provision for doubtful debts is as follows: December 31, Balance – beginning of the year 2009 2008 JD JD 5,220,116 5,350,146 - (130,030) 5,220,116 5,220,116 Less: debts written-off Balance – End of the Year The Company has adopted a policy of dealing with only creditworthy counterparties as a means of mitigating the risk of financial loss from defaults. The following are the accounts receivable due but not impaired: December 31, 2009 2008 JD JD 1 day – 89 days 94,892,067 114,680,440 90 days – 119 days 19,858,142 76,946,727 120 days – 179 days 2,559,070 25,657,283 117,309,279 217,284,450 The following are due accounts receivable of which some are impaired: December 31, 2009 2008 JD JD 180 days – 365 days 12,702,232 8,535,052 More than one year 9,406,766 4,088,855 22,108,998 12,623,907 139,418,277 229,908,357 Total 54th Annual Report 85 5. Crude Oil, Finished Oil Products, and Supplies This item consists of the following: December 31, 2009 2008 JD JD 101,433,990 73,641,643 Crude oil and materials under process 42,575,768 40,219,224 Raw materials, spare parts, and other supplies 47,258,613 47,043,304 Goods in transit 114,443,676 107,275,852 Provision for slow-moving and spoiled inventory ** (22,370,935) (22,480,094) 283,341,112 245,699,929 Finished petroleum products and lube oil * * The Concession agreement with the Government expired on March 2, 2008. Consequently, during the year 2008, the Company signed an agreement with the Government to evaluate the strategic inventory and fix it in terms of quantity and value as of the concession expiry date on March 2, 2008. Accordingly, strategic inventory is stated as a contra account off-consolidated statement of financial position according to the quantities and prices prevailing as of that date. ** The movement on the provision for spoiled and slow-moving inventory items is as follows: December 31, Balance – beginning of the year Less: Items written-off Balance – End of the Year 86 2009 2008 JD JD 22,480,094 22,571,490 (109,159) (91,396) 22,370,935 22,480,094 Jordan Petroleum Refinery Company 6. Deferred Tax Assets This item consists of the following: Items Resulting in Deferred Tax Assets For the Year Ended December 31, 2009 Deferred Tax Assets as of December 31, 2008 Transferred to the Statement of Income During the Year 2008 JD JD Transferred to the Statement of Income During the Year JD JD (17,699) Deferred Taxes 106,830 (19,505) JD (8,222) 783,017 961,687 Year-End Balance 98,608 (52,201) 1,401,743 12,039 JD 704,342 730,816 (502,684) 224,593 Amounts Released (138,703) 5,220,116 899,059 20,545 JD 130,843 - 6,421,849 245,138 Additions 712,202 - (3,000,000) 1,750,983 JD 5,220,116 76,896 (173,841) Balance Beginning of the Year Provision for doubtful debts 9,344,953 427,537 (13,709) Provision for staff end-of-service indemnities Gas cylinders replacement provision 1,497,287 3,372,014 (12,617) (240,084) 430,076 910,196 3,131,930 671,328 6,318,273 22,370,935 1,101,404 (111,318) (109,159) 7,867,170 6,206,955 - - 44,335,395 22,480,094 2,867,170 5,000,000 (3,421,703) JD - 141,182 141,182 Transferred to Deferred Tax the Income Liabilities as Statement of December 31, 2008 Deferred Taxes During the Year JD 162,102 - Year-End Balance Additions 4,631,473 162,102 Amounts Released Balance Beginning of the Year JD - 4,631,473 JD JD 866,630 - JD 3,764,843 866,630 JD 42,121,822 5,635,276 Provision for employees vacations Provision for slow-moving and spoiled items Provision for lawsuits Items Resulting in Deferred Tax Liabilities Cumulative change in fair value 3,764,843 - The Company is subject to income tax at a rate of 15% whereas the future benefits of deferred tax assets and liabilities have been calculated at 14% instead of 15% as of December 41, 2009 according to the prevailing income tax rate applicable to industrial companies effective from January 1, 2010. 87 54th Annual Report 7. Available-for-Sale Investments This item consists of the following: No. of Shares December 31, 2009 2008 JD JD 626347 2,611,867 1,768,851 47300 1,712,733 1,662,595 128259 302,691 302,691 Jordan Paper and Cardboard Factories Company 33300 37,296 82,584 Public Mining Company 37500 281,250 262,125 Palestine Development and Investment Company 28060 23,683 24,047 4,969,520 4,102,893 Listed Shares: Jordan Electricity Company Arab Potash Company Jordan Dubai Islamic Bank 88 Jordan Petroleum Refinery Company 8. Fixed Assets Projects Totallandexcluding and under Total construction *** projects under construction JD JD JD 2,538,831 266,788,036 270,536,675 23,757,319 8,087,417 35,105,107 (2,131,380) (1,311,281) (4,085,039) 0 0 24,164,770 273,564,172 301,556,743 Vehicles Office Other furniture Library and Distribution training stations fixed Computers and assets assets fixtures equipment JD JD JD JD JD 1,764,617 24,708 20,374,375 186,383 3,325,117 87,882 2,175 1,693,095 - 785,437 (48,445) (66,017) - (17,120) 1,804,054 26,883 22,001,453 186,383 4,093,434 - 235,935,913 235,935,913 - 7,907,726 7,907,726 - (1,280,142) (1,280,142) 0 0 0 242,563,497 242,563,497 Products loading units 20,242 16,659,629 186,383 2,193,747 1,031 786,336 - 815,606 (56,266) - (17,120) 1,510 21,273 17,391,209 186,383 2,992,233 Electrical supplies and equipment JD JD JD JD 41,367,623 16,359,142 31,799,390 28,031,556 213,031 846,958 295,089 (25,255) - (1,154,444) (90,556) 90,556 41,580,654 17,090,289 31,799,390 27,262,757 1,351,779 90,265 (42,785) (1,455) 1,397,804 Tanks and pipelines Production Supporting machinery machinery Lands ** Buildings and and equipment equipment JD JD JD JD 1,209,808 17,574,073 72,659,922 33,321,130 3,260,371 2,175,622 1,427,017 561,111 (642,378) 3,827,801 19,749,695 74,086,939 33,882,241 38,802,085 10,945,076 25,510,215 27,433,157 980,403 812,366 2,311,439 178,506 (9,527) - (1,154,444) (15,092) 15,092 39,782,488 11,732,823 27,821,654 26,472,311 58,993,246 - 11,989,957 69,345,009 31,498,634 643,537 885,595 402,642 (55) 0 12,633,439 70,230,604 31,901,276 31,000,675 5,610 0 1,131,370 2,538,831 7 - 11 40 - 30,852,123 34,600,762 - 228,420,780 228,420,780 - 8,674,886 8,674,886 - (1,159,753) (1,159,753) 0 235,935,913 235,935,913 0 1,101,201 24,164,770 406,250 3,714,746 10 - 15 4,610,244 790,446 6,289,175 10 - 11 3,977,736 21,960 20,721,073 186,383 1,689,452 2,337,591 257,939,311 261,486,710 2,748 63,880 - 1,636,190 2,914,331 10,050,050 12,964,381 - (410,578) (525) (2,713,091) (1,201,325) (3,914,416) 24,708 20,374,375 186,383 3,325,117 2,538,831 266,788,036 270,536,675 5,414,066 10 - 15 5,357,466 1,798,166 1,721,166 62,268 (18,817) 1,764,617 19,730 15,812,377 186,383 1,465,370 512 1,234,362 - 728,902 - (387,110) (525) 20,242 16,659,629 186,383 2,193,747 1,822,496 5 - 15 1,980,965 41,214,678 13,234,737 29,283,616 28,537,922 152,945 3,146,265 2,515,774 162,561 (21,860) - (668,927) 41,367,623 16,359,142 31,799,390 28,031,556 1,282,111 87,995 (18,327) 1,351,779 3,314,913 9 - 11 3,856,335 37,522,693 10,288,353 23,276,704 27,892,640 1,279,392 678,582 2,233,511 197,210 (21,859) - (656,693) 38,802,085 10,945,076 25,510,215 27,433,157 5,584,116 2-4 7,116,256 1,209,808 17,235,245 71,391,010 32,702,069 350,051 1,338,307 619,061 (11,223) (69,395) 1,209,808 17,574,073 72,659,922 33,321,130 3,827,801 11,395,063 68,287,136 30,992,220 606,117 1,121,889 506,414 (11,223) (64,016) 11,989,957 69,345,009 31,498,634 4,466 10 0 412,838 10 - 15 1,209,808 - 2,565,538 5 - 15 598,399 15 This item consists of the followings: Cost : Balance - beginning of the year Additions Disposals Transfers Balance - End of the Year Accumulated Depreciation : Balance - beginning of the year Additions Disposals Transfers Balance - End of the Year Net Book Value as of December 31, 2009 Cost : Balance - beginning of the year Additions Disposals Balance - End of the Year Accumulated Depreciation : Balance - beginning of the year Additions Disposals Balance - End of the Year Net Book Value as of December 31, 2008 Annual Depreciation Rate % - Fixed assets include fully depreciated assets amounting to JD 191,425,381 as of December 31, 2009 (JD 190,462,631 as of December 31, 2008). ** Additions to land mainly consist of six plots of land bought by the Company, of which four plots have fuel distribution stations erected on them. *** Additions to projects under construction mainly consist construction projects for liquid gas spherical tanks and benzene and fuel tanks for aircraft. 89 54th Annual Report 9. Due to Banks This item represents overdraft current accounts granted by several local banks to finance the Company,s activities at interest rates ranging from 7.75% to 8% against the Company,s guarantee. 10. Accounts Payable and Other Credit Balances This item consists of the following: December 31, 2009 2008 JD JD Suppliers against drafts and purchase orders 137,934,731 119,378,864 Accounts payable and other credit balances * 51,040,426 47,943,010 Provision for vehicles self insurance ** 4,659,678 4,668,861 Provision for replacing gas cylinders (Note 27 b) 6,421,849 9,344,953 Provision for financing cylinders boxes *** 2,255,415 2,255,415 Provision for occupational accidents indemnity 1,488,335 1,251,339 25,588 25,588 7,867,170 2,867,170 27,793,865 19,648,313 - 3,554,976 545,106 - Provision for employees vacations 1,750,983 1,497,287 Municipalities fees ***** 9,284,201 6,634,341 439,608 138,212 251,506,955 219,208,329 Deferred revenues Provision for lawsuits (Note 27 c) Surpluses and derivatives pricing differences funds **** Provision for stamps fees and fines Accrued bonuses Retentions from contractors * This item consists of deposits of approximately JD 5.73 million, to the favor of Government, including the financial surplus realized from importing Iraqi fuel after paying JD 13.6 million to the Ministry of Finance and after calculating the Company,s share from the compensation for damages relating to the refinement of imported Iraqi fuel. According to the Ministry of Energy and Mineral Resources letter No. 9/2/2/4113 dated October 6, 2009, the Company has been required to calculate the financial surplus 90 Jordan Petroleum Refinery Company realized from the discount granted to the Government on the imported Iraqi crude oil since September 2008 up to date and record it to the favor of Government. ** The Company adopts a self-insurance policy on vehicles, and a provision is taken for the assessed comprehensive insurance premiums on vehicles and their cargo to meet any liabilities that might arise against the Company due to car accidents. *** According to the Council of Ministers, resolution No. 58/1/1/4941 dated April 9, 2006, the additional commission on gas cylinders has been raised to fils 50 instead of fils 25 provided that the commission proceeds are collected in an account maintained by the Company for financing safety boxes to be distributed to gas distributors. Deducting this commission has been stopped after the adoption of pricing mechanisms of oil derivatives subject to international prices IPP. **** This item includes the funds arising from pricing the gas cylinders and petroleum derivatives price differences between total cost including taxes, fees, and transportation fees and actual selling prices and the rounding-up of fractions effective from March 2, 2008. This is considered a Government right according to the Ministry of Energy and Mineral Resources Letter No. 9/4/1/719 dated February 16, 2009 and Ministry of Finance Letter No. 18/4/9952 dated April 29, 2009. Consequently, the Company was obliged, effective from March 2008, to record the result of the rounding-up of the prices to the favor of the Ministry of Finance. Additionally, the Government has claimed the differences on the pricing of the petroleum derivatives effective from December 14, 2008 according to the resolution of the Petroleum Derivatives Pricing Committee, in its meeting held on December 13, 2008, provided that the pricing surplus be recorded as a deposit under liabilities within the consolidated financial statements of the Company. *****According to the Prime Ministry›s resolution No. 58/1/2444 dated February 7, 2008, the pricing mechanisms of oil derivatives, subject to international prices during the year 2008, were made to include the municipalities fees at 6% of the ex-refinery price excluding lube oil as per the Municipalities Law No. (14) for the year 2007 instead of one fils per liter applied during the concession period. 11. Provision for Income Tax The movement on the provision for income tax was as follows: December 31, 2009 2008 JD JD Balance – beginning of the year 5,386,655 2,056,726 Add : Income tax expense for the year 2,237,887 2,846,090 - 1,489,851 (3,720,225) (1,006,012) 3,904,317 5,386,655 Income tax for prior years Less : Income tax paid Balance - End of the Year 54th Annual Report 91 Income tax expense for the year shown in the consolidated statement of income represents the following: December 31, 2009 2008 JD JD Income tax for the year 2,237,887 2,846,090 Less : Deferred tax assets for the year (691,873) (1,020,773) 803,191 110,577 Income tax for prior years* - 1,489,851 Ministry of Finance account* - (1,489,851) 2,349,205 1,935,894 Amortization of deferred tax assets for the year * The Company,s income tax has been settled with the Income and Sales Tax Department up to the end of the year 2007. During the year 2008, the Income and Sales Tax Department claimed an amount of JD 1,489,851 from the Company concerning the years 2005, 2006, and 2007. The details are as follows: Year JD 2005 441,544 2006 404,511 2007 643,796 1,489,851 During the year 2008, the Company charged the above claims to the Ministry of Finance›s account as the Company was subject to the concession agreement with the Government during those years. Moreover, the Government was supposed to bear these taxes according to the concession agreement, and the taxes should have been offset against excess earnings for the period from the beginning of the year 2006 until the expiry of the concession. Additionally, the Company has submitted its income tax return for the year 2008 and paid the tax declared thereon. However, the Income and Sales Tax Department has reviewed the Company,s records and no final tax settlement has been reached yet. In the opinion of the Company,s management and tax consultant, the provisions taken in the consolidated financial statements are adequate for the tax liabilities. 92 Jordan Petroleum Refinery Company 12. End-of-Service Indemnity The movement on the provision for end-of-service indemnity is as follows: December 31, 2009 2008 JD JD Balance-beginning of the year 712,202 830,196 Additions during the year 130,843 77,101 Disposals during the year (138,703) (195,095) 704,342 712,202 Balance-End of the Year 13. Ministry of Finance - Funding of Strategic Inventory a. This item represents an interest-free fund granted to the Company by the Ministry of Finance to finance the strategic inventory. b. The concession agreement expired on March 2, 2008. Consequently, the Company, during the year 2008, entered into an agreement with the Government to evaluate the strategic inventory and fix its quantity and value as of the expiry date of the concession on March 2, 2008. Accordingly, the strategic inventory has been stated off-consolidated statement of financial position based on the quantities and values as of that date. 14. Statutory Reserve a. In accordance with Article (186) of the Companies Law No. (22) for the Year 1997, and its amendments, the last of which was provisional Law No. (17) for the year 2003: - 10% of net income shall be allocated to the statutory reserve every year. The allocation shall not be stopped before the total allocated amount is equivalent to one quarter of the Company’s authorized capital. However, upon approval of the General Assembly of the Company, this allocation can continue until the statutory reserve equals the authorized capital. - If necessary, and as needed, the Company’s Board of Directors can partially use the balance of the statutory reserve to settle the realized profits due to the Government in excess of the profit percentage specified in the concession agreement provided that the statutory reserve is rebuilt in accordance with the provisions of paragraph “a” of this article. During the year 2006, an amount of JD 3,604,977 was transferred from the statutory reserve to the account of the Ministry of Finance to settle the excess earnings for the period from the year 2001 to the year 2005. Moreover, during the year 2009, an amount of JD 1,159,933 was transferred from the statutory reserve to the account of the Ministry of Finance to settle the excess earnings for the period from the beginning of the year 2006 to the expiry of the concession dated March 2, 2008. 54th Annual Report 93 b. The movement on the statutory reserve is as follows: December 31, 2009 2008 JD JD 17,810,220 16,812,827 1,363,250 997,393 340,355 - Less: Appropriated from statutory reserves to Ministry of Finance account against prior years income tax (1,500,288) - Balance – End of the Year 18,013,537 17,810,220 Balance – beginning of the year Add: Appropriated from net income for the year to statutory reserve Appropriated from Ministry of Finance account-settlement of excess earnings to statutory reserves 15. Cumulative Change in Fair Value - Net This item consists of the following: December 31, Cumulative change in the fair value of available-for-sale investments Less: Deferred tax liabilities 2009 2008 JD JD 4,631,473 3,764,843 (162,102) (141,182) 4,469,371 3,623,661 16. Sales This item consists of the following: December 31, 2009 JD Refinery and distribution sales 2008 JD 1,637,570,165 2,232,651,312 133,767,097 129,546,828 Lube oil factory sales 24,561,644 20,795,937 Transportation fleet proceeds 22,184,913 19,742,857 1,818,083,819 2,402,736,934 Gas cylinders packing sales 94 Jordan Petroleum Refinery Company 17. Cost of Sales This item consists of the following: Raw Materials: Crude oil and materials in process - beginning of the year Purchases of crude oil and raw materials used in production Less: Crude oil strategic inventory Crude oil and materials in process - End of the Year Production Expenses: Salaries and other employees benefits Company contribution on death disability fund Depreciation of fixed assets Materials, spare parts and other supplies Fuel delivery Fuel for vehicles Other production expenses Total Production Expenses Total Production Costs Add: Petroleum finished products and oil -beginning of the year Purchases of finished products during the year Less: Petroleum derivatives strategic inventory Total Goods Available for Sale Less: Petroleum finished products and oil – end of the year Subsidy for crude oil purchases and derivatives charged to the Ministry of Finance Government›s surplus / Iraqi crude oil Petroleum derivatives pricing differences 15,129,990 2,586,836 2,819,304 9,356,434 4,612,110 34,504,674 1,199,194,665 71,490,236 335,849,864 1,606,534,765 (100,194,713) 1,506,340,052 40,005,418 1,167,062,354 (42,377,781) 1,164,689,991 Refinery and Distribution JD (31,009,628) 128,998,448 239,273 33,794 47,587 16,875 133,091 470,620 654,495 159,353,581 160,008,076 160,008,076 4,459 194,151 (14,735) 183,875 Gas cylinders Packing JD 18,969,373 899,732 56,659 286,954 94,376 283,143 1,620,864 18,057,243 2,151,407 20,208,650 (1,239,277) 18,969,373 209,347 16,410,284 (183,252) 16,436,379 2009 Lube Oil Factory JD 21,771,182 6,093,686 1,200,234 122,723 43,764 10,043,501 3,985,752 281,522 21,771,182 21,771,182 21,771,182 21,771,182 - Transportation Fleet JD (42,930,067) 19,644,496 79,430,753 1,763,233,865 22,362,681 3,877,523 3,276,568 9,511,449 10,043,501 3,985,752 5,309,866 58,367,340 1,239,677,585 73,641,643 495,203,445 1,808,522,673 (101,433,990) 1,707,088,683 40,219,224 1,183,666,789 0 (42,575,768) 1,181,310,245 Total JD (197,873,952) 2,333,638,258 20,880,787 977,201 3,646,157 6,635,170 12,304,803 4,039,870 9,564,410 58,048,398 2,030,976,127 171,245,571 538,819,226 (135,887,071) 2,605,153,853 (73,641,643) 2,531,512,210 65,514,601 1,968,532,584 (20,900,232) (40,219,224) 1,972,927,729 Total JD 2008 (11,920,439) 19,644,496 79,430,753 1,593,494,862 95 54th Annual Report 18. Operating Income and Other Income This item consists of the following: December 31, 2009 2008 JD JD Scrap sales 246,196 487,449 Income from foreign exchange 756,694 811,727 1,438,830 1,126,125 94,919 115,304 1,665,587 1,526,095 - 91,072 4,202,226 4,157,772 Income from the Ports Corporation * Dividends income Other income Cylinders testing fees * This item represents fees of JD 1,438,830 due to Jordan Petroleum Refinery Company resulting from the use of the service of the Company›s employees during the year 2009 by the Ports Corporation (JD 1,126,125 during the year 2008). 19. Provisions No Longer Needed This item consists of the following: December 31, 2009 2008 JD JD Provision for replacement of gas cylinders * 3,000,000 - Provision for revenue stamps and fines ** 1,777,488 - 4,777,488 - * According to the Company,s Board of Directors› resolution No. (51) dated February 23, 2010, it was approved to reverse JD 3 million from the Gas cylinders replacement provision, representing the amount in excess of the Company’s needs due to the actual calculation on December 31, 2009. ** According to the Ministry of Finance,s resolution No. 18/4/14965 dated June 30, 2009, it was approved to exempt the Company from 50% of the fines on revenue stamps fees not fully paid during the year 2008. The remaining amount has been recorded as revenue in the consolidated statement of income. 96 Jordan Petroleum Refinery Company 20. Settlement of the Year 2009 Income According to Jordan Petroleum Refinery Company›s Board of Directors› resolution No. 132/2009 dated November 15, 2009, the subject matter of His Excellency the Minster of Finance,s letter No. (18/4/25741) dated November 15, 2009 was approved to settle the outstanding financial issues between the Company and both Ministry of Finance and the Ministry of Energy and Mineral Resources on the following basis: 1. Through the petroleum derivatives pricing mechanisms, annual profit of JD 7.5 million after tax will be achieved related to the refining and distribution activities taking into consideration that the change in the Company›s expenses is within the normal ratios. 2. The Lube - Oil Factory,s income referred to item (1) above shall be excluded provided that it is subject to income tax. 3. The Company shall be granted an amount of 10 cents / barrel from the surplus realized for the Government as additional income from refining the Iraqi crude oil. This consideration is calculated based on the quantity of the barrels received by the Company provided that this income shall be subjected to tax. 4. Agreement shall be made between the Government’s representatives and Director of the Audit Committee arising from the Company,s Board of Directors concerning any new provisions or increasing the outstanding provisions. These provisions shall be reviewed quarterly. According to the Prime Ministry,s resolution in its meeting held on November 24, 2009, the above items have been approved to settle the financial relationship between the Government and Jordan Petroleum Refinery Company for the year 2009, the settlement details of the year 2009 income are as follows: 2009 JD Income before Tax and Fees for the Year 2009 9,965,644 Less: Lube Oil Factory’s income after tax (3,520,203) , The Company s share from the surplus after tax realized on the Iraqi crude oil refining activity (263,089) , The Company s targeted income (7,500,000) Income tax for the year (2,349,205) Charged to Government to Reach the Targeted Income 54th Annual Report 3,666,853 97 21. Selling and Distribution Expenses This item consists of the following: 2009 Salaries and other employees benefits Company,s contribution in death and disability fund Depreciation of fixed assets Spare parts December 31, JD 11,514,113 JD 10,225,756 3,719,549 4,208,144 885,250 959,498 2,078,951 2,815,288 Insurance fees Fees, taxes and stamps Other selling and distributing expenses 2008 336,572 2,386,426 23,736,149 240,036 1,923,121 665,931 2,092,996 20,315,482 22. General and Administrative Expenses This item consists of the following: December 31, 2009 Salaries and other employee benefits Company,s contribution in death and disability fund Donations Postage and telephone JD 3,494,116 251,499 265,356 574,168 188,662 Stationery and printing 145,172 Depreciation of fixed assets 911,609 End-of-service indemnity provision 130,843 Advertisements 213,133 Technical and legal consultations Maintenance and repairs Rents Water and electricity Professional fees 98 820,585 77,101 134,051 144,214 126,758 55,895 47,322 75,491 324,196 48,200 55,000 92,315 Other general and administrative expenses 135,936 205,487 22,312 Insurance premiums 158,936 708,445 34,647 Subscriptions 414,413 855,352 127,733 Cars expenses 2008 JD 4,605,935 909,621 9,392,179 Jordan Petroleum Refinery Company 75,448 723,503 7,761,275 23. Settlement of 2008 Expenses According to the Prime Ministry,s resolution in its meeting held on November 24, 2009, it was approved to settle the financial relationship between the Government and the Jordan Petroleum Refinery Company for the year 2008 through transferring JD 3 million by the Company to the Ministry of Finance as final settlement for the year 2008 income. 24. Other Expenses – Net This item consists of the following: December 31, 2009 JD 2008 JD Additional universities fees 136,325 99,739 Provision for scientific research and vocational training 136,325 99,739 95,874 60,000 67,949 46,300 - 7,580,373 4,200,027 428,524 12,094,127 Provision for Technical and Vocational Training Support Fund fees Board of Directors, remuneration Expenses for the settlement of the expiry of the concession with the government (Note 30)* Fees, taxes, fines, and imports stamps * This item consists of the following: December 31, 2008 JD Cumulative change in fair value as of March 2, 2008 6,197,008 Settlement of excess earnings 1,383,365 7,580,373 25. Earnings Per Share Earnings per share are calculated by dividing net income by the weighted average number of shares during the year as follows: 2009 December 31, JD Income for the Year 10,854,768 Earnings Per Share 0.339 Weighted Average Number of Shares 54th Annual Report 32,000,000 99 2008 JD 7,724,317 32,000,000 0.241 26. Fair Value Hierarchy The following table analyzes the financial instruments recorded at fair value according to the evaluation method at different levels defined as follows: - Level 1: Quoted prices (unadjusted) for identical assets and liabilities. - Level 2: Information not included in level (1) advertised prices mentioned for the asset or liability, either directly (e:g. Prices) or indirectly (i.e. derived from prices); - Level 3: Information on the asset or liability not based on those observed from the market (unobservable inputs). December 31, 2009 Level 1 Level 2 Level 3 Total JD JD JD JD 4,969,520 - - 4,969,520 4,969,520 - - 4,969,520 Financial instruments: Available-for-sale investments 27. Contingent Liabilities and Financial Commitments a. As of the consolidated statement of financial position date, the Company was contingently liable and financially committed as follows: December 31, Letters of credit and bills of lading Letters of guarantee Contracts for projects under construction 2009 2008 JD JD 278,120,842 298,317,783 484,335 785,230 15,203,092 37,705,056 b. The number of gas cylinders in circulation is estimated to be (4.5) million cylinders. According to pertinent regulations, the Company will be charged with the value of replacing damaged cylinders. As a result, the Company is building a gradual provision for the damaged cylinders to be replaced in the future. The provision balance is included in «Accounts payable and other credit balances». c. On July 12, 2006, and during the concession period, an accident occurred to a gas ship tanker that resulted in legal claims being filed claiming compensations at Aqa- 100 Jordan Petroleum Refinery Company ba Court of First Instance against the Company and the ship tanker›s captain by the four deceased persons, heirs, the Ports Corporation, and the Jordanian Armed Forces. On March 11, 2009, the said court issued its verdict by holding both parties responsible, detaining the tanker, and disallowing it from traveling. The verdict was appealed at M’ain Appellate Court, which issued its final verdict on June 1, 2009, endorsing the court of First Instance verdict, thus rendering it irrevocable. The ship owner filed an arbitration case in London claiming USD 28 million as compensation. Moreover, the Company presented its arguments on the unavailability of an arbitration agreement and the non-specialization, successively. Additionally, the ship owner filed a marine attachment lawsuit at South New York Court. In its turn, the Company granted power of attorney to international legal offices in New York and London to follow up on the attachment case and arbitration case. This resulted in the lifting off of the attachment on the Company,s funds in New York. Consequently, the above court cancelled the previous attachment decision dated November 19, 2009. At the end of the year 2009, the arbitration case in London was seized based on both parties, consents due to ongoing reconciliation negotiations between the two parties. In light of the above, and based on the legal consultants› opinion, the Company,s management believes that no additional provisions are needed concerning this case. There are lawsuits in courts raised against the Company claiming amounts estimated at JD 3,500,000 as of December 31, 2009. Some of the current lawsuits originated in prior years and have been filed against both the Government and the Company. The contingent liabilities arising from unsettled lawsuits have been estimated, and provisions have been taken in accounts payable and other credit balances. Based on the opinion of the Company,s management and its legal consultant, no additional provisions are needed in the accompanying consolidated financial statements concerning this matter. d.According to the Customs Duties Law No. (20) for the year 1998, the Company’s purchases from petroleum products have been subjected to customs duties, and its sales, to sales tax in accordance with the General Sales Tax Law No. (6) for the year 1994 and its related amendments. As a result, the Company has raised its objection to the related governmental parties. In accordance with the Ministry of Finance Letter No. 18/4/2927 dated March 23, 2004, the financial relationship between the Government and the Company entails that the Company should transfer the surplus in its earnings (net of both costs and shareholders’ dividends) to the Ministry of Finance. Consequently, the amounts claimed from the Company by the Department of Customs Duties, representing customs fees and sales tax on petroleum products imported by the Company for the years from 1999 until December 31, 2003, have been transferred to the General Treasury account through the weekly payments made by the Jordan Petroleum Refinery Company to the Ministry of Finance. According to the Minister of Finance›s Letter No. 12/1/37/11772 dated October 30, 2005, collection of customs duties has been deferred according to the documents submitted directly by the Company and is to be effective as of the beginning of the year 2008 when due. 54th Annual Report 101 According to the Minister of Finance’s Letter No. 12/1/27/1781 dated January 27, 2008, collection of customs duties has been deferred until the expiry of the concession period on March 2, 2008. Moreover, the collection of customs duties has been deferred until December 31, 2010 according to the Prime Minister,s resolution No. 12/11/4/5141 dated March 11, 2010. According to the resolution of the Prime Ministry No. 12/11/4/2439 dated February 7, 2008, it was approved to levy sales tax on unleaded fuel, as stated below, effective from February 8, 2008: 1. To adjust the exemption rate on unleaded benzine (Octane No. 90) to become 12% according to the provisions of Article (22/c) of the General Sales Tax Law No. (6) for the year 1994 and related amendments so that this product becomes subject to general sales tax at a rate of 4%. 2. To cancel the exemption rate on unleaded benzine (Octane No. 95) according to the provisions of Article (22/c) of the above general Sales Tax Law so that this product becomes subject to general sales tax at a rate of 16%. 28. Due to the Disability, Death, and Indemnity Fund The Company’s liabilities for this fund is estimated at JD 25,983,164 on the assumption that the services of the Company’s employees are terminated all at the same time (JD 20,777,970 as of December 31, 2008). During the year 2007, a net amount of JD 6,116,931 was transferred to the Fund, and the Company’s liabilities net balance as of December 31, 2007 became JD 14,604,217. According to the Board of Directors› resolution No. (132) dated September 9, 2008, it was agreed to borrow JD 3 million from the Fund at a rate of 7.5%. Consequently, the net balance due to the Fund became JD 17,822,000 as of December 31, 2008. According to the Board of Directors› resolution No. (7) dated April 14, 2009, it was approved to adjust the Death and Disability Fund Regulations through an increase of JD 100 per bracket and record such adjustment as an obligation to the Fund. Accordingly, the amount due to the Fund has become JD 23,099,530 as of December 31, 2009. Moreover, the Fund›s assets and liabilities of JD 25,983,164 have been recorded as off-consolidated statement of financial position. Moreover, the Fund has special regulations whereby the Company’s employees, since the Fund’s establishment in the year 1987, have been co-financing this fund through monthly subscriptions. According to the Fund’s regulations, the Company pays its dues relating to any deficit that may arise upon settlement of these debts annually. 29. Related Parties Balances The details of the transactions with related parties are as follows: 102 Jordan Petroleum Refinery Company December 31, Ministry of Finance (Debit) Ministry of Finance – Funding of strategic inventory 2009 2008 JD JD 36,308,905 100,474,207 156,787,303 156,787,303 December 31, Ministry of Finance – Fuel subsidy 2009 2008 JD JD 42,930,067 197,873,952 3,666,853 - Ministry of Finance – Iraqi crude oil (19,644,496) - Ministry of Finance – Difference in oil derivatives pricing (79,430,753) - Ministry of Finance – Settlement of the year 2009 income Moreover, executive management and members of the Board of Directors, salaries and remunerations amounted to JD 557,411 for the year 2009 (JD 571,524 for the year 2008). 30. Settlement Agreement with the Government Relating to the Expiry of the Concession Granted to the Company In light of the expiry of the Company’s concession and the necessity to settle all related issues including financial settlement and determination of the Company’s future after the concession expiry, and in reference to the Prime Minister’s Letter No. 58/11/1833 dated January 28, 2008 on conducting the concession termination bargains, the Company signed a settlement agreement with the Government relating to the expiry of the concession agreement on February 25, 2008. The details are as follows: a. The Company shall be granted part of the distribution activity (one of the four companies to be licensed) representing 25% of the market share as a minimum provided that this company is separate from but owned by Jordan Petroleum Refinery Company (JPRCO) and that all the conditions will be applied on the other three distributing Companies according to a licence agreement for this purpose. Moreover, the Company’s assets shall include the (five) gas stations owned by JPRCO. 54th Annual Report 103 b. One logistics company shall be set up in Jordan whereby the Government’s share in this company is 51%, and JPRCO’s share is 49% upon its establishment. Moreover, this company shall operate on the basis of the free system of using the logistical facilities (This Company is not entitled to trade in or import fuel derivatives). The Government and JPRCO shall be obliged to sell part of their shares in this company according to the Government’s program for restructuring the oil sector by opening it up for competition, and separating and evaluating assets as follows: 1. JPRCO shall be obliged to sell 29% of the logistics company’s capital to the operator (private sector) so that its share becomes 20% of the logistics company’s capital. Furthermore, the Government shall be obliged to sell 31% of the logistics company’s capital to the operator so that its share becomes 20% of the logistics company’s capital and the operator’s share becomes 60% of the logistics company’s capital. 2. All JPRCO’s facilities and assets in the new location in Aqaba / Southern Area, erected on a plot of land with an area of 251,820 dunums rented to JPRCO by Aqaba Special Economic Zone Authority / Aqaba Development Company, shall be separated, and so shall all the facilities and assets of JPRCO in Queen Alia International Airport, King Hussein Airport, and Maraka Civil Airport from the facilities and assets of JPRCO. These facilities and assets in Aqaba and the airports shall be considered part of the logistics company’s facilities and assets. 3. 51% of the logistical assets transferred to the logistics company shall be charged to the Government for the benefit of JPRCO ( as per item 2 above). This percentage is considered the Government’s share in the logistics company upon its establishment. 4. All shares mentioned in item (1) above, including the option to sell the remaining Government’s share, shall be sold according to the Government’s program for restructuring the oil sector and establishing and licensing the logistics company. Moreover, JPRCO shall be obliged to sell its share, mentioned in item (1) above which represents 29% of the logistics company’s capital, at the same time the Government sells its share of 31% of the logistics company’s capital through competitive bidding offered by the Government for selling 60% to the operator (new buyer from the private sector). Moreover, both the Government and JPRCO shall receive the value of their sold shares according to the sale value charged to the operator (private sector). 5. The Government and JPRCO shall comply with all the requirements for establishing the logistics company and its tasks. The logistics company shall be responsible for securing future storage capacities to serve the distribution companies in all parts of the Kingdom during its licence term and ensure the availability of the necessary storage capacity for the strategic inventory. 6. The logistics company is considered the legal successor of JPRCO in connection with the rights and obligations on the executed tenders relating to the facilities mentioned in item (2) above, and shall charge the Government to the favor of JPRCO the equivalent of 51% of the tenders value and 49% of the tenders value to JPRCO. 7. Settlement of the working employees’ rights and addressing their conditions are performed according to the pertinent laws and regulations in effect. 104 Jordan Petroleum Refinery Company c.JPRCO’s ownership of the constructions, facilities, equipment, and accessories on the Company’s premises in Aqaba / old site / phosphate pavement shall be retained by JPRCO. Moreover, the request of Aqaba Special Economic Zone Authority (ASEZA) / Aqaba Development Company relating to the ownership of the site and what is constructed on it shall be left to JPRCO to deal with. In its Letter No. th b/b/11870 dated July 1, 2007, addressed to the Prime Minister, ASEZA requested reconsideration of the resolution of the Council of Ministers concerning ownership of these facilities for the purpose of selling them to the logistics company in order to enable Aqaba Development Company to translocate the main port facilities and equipment to the new site in the southern coast. JPRCO shall manage these facilities according to the free usage regulations to empower the distribution companies to supply the ships with fuel until the logistics company makes available new facilities to enable the distribution companies to supply ships with fuel. d. JPRCO’s ownership of the petrol derivatives haulage facilities at the Refinery / Zarqa shall be retained as these facilities cannot be technically separated. Moreover, JPRCO shall manage these facilities according to the free usage regulations for a transitional period provided that the necessary improvements and upgrading of these facilities are executed in accordance with the international requirements until the logistics company is empowered to build its own haulage facilities. After the transitional period, work of these facilities shall be limited for JPRCO’s purposes. e. JPRCO’s ownership of the liquid petrol gas containering facilities in Zarqa, Amman, and Irbid shall be retained provided that a company independent from and owned by JPRCO is established for the management of these facilities. Moreover, the Government shall be entitled to open the liquid petrol gas market for competition effective from the expiry date of the concession. f. JPRCO shall make available the storage capacities in excess of its needs in Zarqa, for the benefit of the logistics company, on a commercial basis for a transitional period until the logistics company sets up its own storage and haulage facilities. g. JPRCO shall continue to store its crude oil in tanks No›s. 70, 15, and 71 with an approximate capacity of 68,000 tons allocated to store crude oil on JPRCO’s site (new site in Aqaba). The facilities and assets of the site shall be handed over to the logistics company without paying the logistics company any additional costs aside from the current costs estimated at JD 1.5/ton/month for utilizing the abovemention tanks. JPRCO shall continue to use these tanks as arranged until alternative storage capacities are made available by Aqaba Development Company / Integrated Oil Port Project. h. Approval of the financial settlement relating to the expiry of the concession according to the report of the financial specialist hired by the Government is as follows: 54th Annual Report 105 Description Final Status The balance of profit appropriations to the statutory reserve of JD 1.383 million Government’s right Value of cumulative change in investments (shares) Government’s right. The value is determined upon the concession expiry date Value of interest paid on the bridge loan of JD 30 million Agreement on retaining it for JPRCO Value of distributed profits (16%) on the difference between capital of JD 32 million and actual paid-in capital of JD 30,566 million for the period (1981 – 2007) Agreement on retaining it for JPRCO Strategic inventory Government’s right according to actual valuation upon the concession expiry date Operating stock Government’s right of evaluating it according to the prevailing international prices on the concession expiry date. Provision for doubtful debts Recoveries of these debts shall be paid to Government Provision for staff end-of-service indemnity This relates to the Company’s employees who will be transferred to the other companies Provision for employees vacations This relates to the Company’s employees who will be transferred to the other companies Provision for gas cylinders This shall be the right of the party that will take responsibility of replacing the citizens gas cylinders Provision for slow-moving and spoiled inventory items An independent study shall be conducted to evaluate slow-moving and spoiled inventory item. The difference shall be recovered from Government. Capital projects Agreement on retaining it for JPRCO. The above amounts have been estimated in light of and at the date of the financial report. The final amount of the above items shall be adopted according to JPRCO’s consolidated financial statements at the date of the expiry of the concession, and the final financial settlements shall be prepared accordingly. j. JPRCO shall make available the petrol derivatives needed by the kingdom until the logistics company, the distribution companies, and the new liquid petrol gas 106 Jordan Petroleum Refinery Company companies commence their operations according to the “Agreement on Petrol Derivatives Distribution, Storage, Import, and Availability”. k. The distribution / marketing companies shall be obliged to purchase 75% of the Refinery’s production of light petrol derivatives. Moreover, fuel oil shall be exclusively sold by JPRCO until the completion of its expansion project and operating it commercially no later than the year 2011 extendible for a year upon both parties approval. This shall be considered cancelled in case JPRCO does not complete its program for commencing the execution of the expansion project through attracting a strategic partner and/ or a financial partner and / or increasing capital no later than December 31, 2008 or any extension approved by both parties. In accordance with the resolution of the Prime Ministry No. 58/11/1/2634 dated March 2, 2008, it was agreed to: 1. Approve the settlement agreement signed on February 25, 2008 between the representatives of the Government (the Minister of Finance and the Minister of Energy and Mineral Resources) and JPRCO’s representative (JPRCO’s Chairman of the Board of Directors) concerning termination of JPRCO’s concession including the financial settlement stated in the agreement. 2. Approve the import, storage, insurance, and distribution services of the petrol derivatives agreement signed on February 25, 2008 between the Government’s representative (Minister of Energy and Mineral Resources) and JPRCO’s representative (JPRCO’s Chairman of the Board of Directors). 3. Commence work on the above-mentioned agreements effective from the expiry of the concession. These agreements shall be considered cancelled in case JPRCO’s General Assembly does not approve them. Moreover, the resolution of the Council of Ministers No. 4487 dated June 5, 2007 shall be effective for separating and owning the logistics, distribution, and liquid petrol gas facilities belonging to JPRCO. Its assets shall be relocated to the new companies which shall be licensed according to the Government’s plan for restructuring the oil sector. 4. Complete the necessary procedures for signing the licensing agreement with JPRCO in light of the above settlement. According to JPRCO General Assembly’s resolution in its extraordinary meeting held on March 22, 2008, it was agreed to: Approve the settlement agreement with the Government on the termination of the concession on February 25, 2008. b. Approve the segregation of the Company’s activities through establishing companies wholly or partially owned by JPRCO and authorizing the Board of Directors to do all what is necessary in this regard. c. Amend the Company’s internal regulations to comply with the Company’s legal status given the expiry of the concession. During the year ended December 31, 2008, the Company established two sub- 54th Annual Report 107 sidiaries wholly-owned by Jordan Petroleum Refinery Company, namely: Jordan Liquid Gas Manufacturing and Packing Company and Jordan Lube-oil Manufacturing Company in preparation of segregating the activities of gas packing and lube-oil manufacturing. Moreover, these two companies have not yet conducted any commercial activities. Additionally, the Company is still in the process of segregating the Company›s other activities. 31. Risk Management The Company adopts financial policies for managing the various risks within a specific strategy. Moreover, the Company’s management controls and monitors risks and performs the optimal strategic allocation of financial assets and financial liabilities. Risks include interest rate risk, market risk, credit risk, and foreign currency risk. 1. Capital Risk Management The Company manages its capital to ensure its ability to continue as a going concern and maximize the return to stakeholders through achieving an optimal balance between equity and debt. Moreover, no change in the Company’s overall policy has occurred since the year 2008. 2. Liquidity Risk Liquidity risk, also known as funding risk, represents the difficulty that the Company will encounter in making available the necessary funds to fulfill its obligations. Moreover, the Company manages its liquidity risk through keeping adequate reserves, continuously monitoring the expected and actual cash flows, and matching the maturities of financial assets and financial liabilities. 3. Credit Risk Credit risk relates to the other party’s inability to meet its contractual obligations leading to the incurrence of losses by the Company. Moreover, the Company adopts a policy of dealing with creditworthy parties in order to mitigate the financial losses arising from defaults. The Company’s financial assets consisting mainly of accounts receivable, available-for-sale financial investments, and cash and cash equivalents do not represent important concentrations of the credit risk. Furthermore, the debtors are wide spread among the clients’ categories and their geographic areas. Strict credit control is maintained over the credit limits granted to each customer separately on a continuous basis. - All of the Company’s investments are classified as available-for-sale financial assets. - The risk related to the investment in shares relates to the change in the value of the financial instrument as a result of the changes in the closing prices of shares. 108 Jordan Petroleum Refinery Company The change in the financial market index whereby the above securities are traded as of the consolidated financial statements date represents a 5% increase or 5% decrease. The following is the impact of the change on the Company’s shareholders’ equity. 2009 5% Increase 5% (Decrease) December 31, 2008 JD JD 248,476 205,145 (248,476) (205,145) 4. Market Risk Market risk is the loss in value resulting from the change in market prices such as interest rate, foreign currency exchange rate, and equity instruments prices, and consequently, the change in the fair value of the financial instruments cash flows on-and off-the consolidated statement of financial position. a. Currencies Risk The Company’s major transactions are in Jordanian Dinar and US Dollar. The following are the book values of the Company’s financial assets and financial liabilities denominated in foreign currencies as of December 31, 2009 and 2008: December 31, Assets - US Dollar Liabilities - US Dollar 2009 2008 JD JD 12,358,057 7,742,997 198,958,605 86,771,135 Currency risk relates to the changes in the prices of currencies in connection with foreign currency payments. As the Jordanian Dinar is pegged to the US Dollar, the Company’s management believes that the foreign currency risk is immaterial. b. Interest Rate Risk Interest rate risk is the risk of change in the value of the financial instrument due to changes in market interest rates. Moreover, the Company continuously manages its exposure to interest rate risk and considers the various scenarios such as refinancing, renewal of the present positions, and alternative financing. 54th Annual Report 109 The below-mentioned sensitivity analysis is determined according to the exposure to interest rate risk related to the lending banks as of the consolidated financial statements date. Moreover, the analysis has been prepared assuming that the liability amount at the consolidated financial statements date was outstanding during the whole year. An increase or decrease of half a percentage point (0.5%) is used, representing the evaluation of the Company’s management of the potential and acceptable change at market interest rates: December 31, 0.5% Increase 2009 2008 JD JD (760,843) (1,075,730) 760,843 1,075,730 0.5% Decrease 32. Sectorial & Geographical Distribution Information on geographical and sectorial distribution: - The Company is organized, for management purposes, into four major business sectors. - Refining: This sector separates the components of imported lube-oil into a set of varied oil products according to international specifications. - Distribution: Distribution links the production activity and refining activity on one hand, and all customers in the various areas of the kingdom, on the other. Moreover, distribution fulfills customers› demands on the Company›s petroleum derivatives and gas. - Manufacturing of Lube-oil: This sector includes the manufacturing and production of several types of oil required in the local market. - Manufacturing and Packing of Liquid Oil: This sector includes manufacturing, repairing, and maintaining gas cylinders. All of the Company,s assets, liabilities, and operations are inside the kingdom of Jordan. The following are the Company,s activities distributed according to activity type: Total December 31, Refining & Distribution JD Income before tax Manufacturing & Packing of Liquid Manufacturing of Transportation Gas Lube Oil Fleet Others 2009 JD JD 2008 JD JD JD JD 8,808,759 (18,128) 4,513,490 413,731 172,961 13,890,813 9,660,211 505,048,561 759,395 15,414,973 4,768,182 8,582,622 534,573,733 542,088,186 (451,788,534) (2,369,475) (10,901,483) - - (465,059,492) (476,714,490) Other Information Total sector›s assets Total sector›s liabilities 110 Jordan Petroleum Refinery Company 33. Future Expansion Plan The Board of Directors approved the fourth stage of expansion estimated cost of USD 1 billion in order for the Company to continue its operation and to obtain offers from a strategic partner to finance this project. During the year 2008, two offers have been received from two joint venturers. The offers were submitted provided that certain privileges are obtained from the Government. However, the Government did not agree on this matter as it contradicts the Government,s strategy to liberate the energy sector. This led to the withdrawal of important members from the two joint ventures. Consequently, the Company›s Board of Directors decided to inform the two joint ventures of the termination of negotiations in order to allow other investors who expressed their willingness to enter as partners. In addition, an alternative plan has been made to execute the project,s expansion through raising capital by the Company itself and secure the necessary funding in case efforts to attract the strategic partner fail. On April 5, 2009, a Memorandum of Understanding was signed with an investor interested in entering as a strategic partner with the Company for 3 months. During this period, the investor would study the Company›s status and discuss related matters with the Government in preparation of submitting his technical and financial offer. On July 2, 2009, the Company received a financial, technical, and legal offer from the above investor within the grace period according to the Memoradum of Understanding signed on April 5, 2009. The offer included raising the Refinery›s refining capacity to 150,000 barrels per day. The project costs are estimated at USD 2.1 billion. Moreover, the expansion project shall be financed through the investor,s subscriptions in the Company’s new shares and through obtaining the necessary funding from local and international funding resources. The offer included a set of requirments from the Government to ensure the success of the 4th expansion project and to secure the necessary funding. Additionally, the Board of Direcotrs decided not to accept this offer in light of the issuance of the Council of Ministers› resolution No. 5954 dated September 1, 2009 which includes approval for the Jordan Petroleum Refinery Company to invite the companies that have submitted their offers and expressed their interest in strategically partnering with the Company to execute the 4th expansion project on the basis of an exclusively period of 15 years at maximum of which 5 years are for executing the Refinery,s expansion project. This is followed by 10 exclusive years after executing the 4th expansion project provided that this limited period is granted according to the agreement which shall be made between the Government and the Company according to the terms and criteria to be agreed on at that time so as to enable the Company to negotiate and attract the interested investors accordingly. Consequenlty, the financial consultant « Citigroup» sent expression-of- interest letters to 12 investors to confirm their interest in entering as strategic partners. Their final replies were due on October 30, 2009. The deadline has been extended to November 27, 2009 due to the inadequacy of the period upon the investors, request. On December 15, 2009, the Council of Ministers resolved to suspend implementation of resolution No. (5954) and to form a ministerial committee to study the Refinery,s measures to attract the partner and the exclusivity granting conditions. Moreover, the Ministerial Committee decided to appoint a financial 54th Annual Report 111 , legal, and technical consultants to advise the Ministry of Finance and Ministry of Energy concering the exclusivity agreement and related negotiations. 34. Comparative Figures Some of the comparative figures for the year 2008 have been reclassified to correspond with the classification of the year 2009 figures. Such reclassifications do not affect the prior year’s results of operations. 112 Jordan Petroleum Refinery Company