ULJANIK Group Yearly Report for 2013
Transcription
ULJANIK Group Yearly Report for 2013
d.d. HR 52100 PULA, Flaciusova 1, HRVATSKA, p.p. 114 e-mail: [email protected], web: www.uljanik.hr ULJANIK Group Yearly Report for 2013 Pula, April 2014 Tel.: +385 (0) 52 213 044 +385 (0) 52 373 102 +385 (0) 52 373 339 Fax.: +385 (0) 52 373 646 Management Report for 2013 ULJANIK d.d. is a joint stock company with its head office in Pula, at the address Flaciusova 1. According to the Notice regarding classification of business subjects as per national classification of activities of the State Institute for Statistics, Zagreb, the Company has the numerical class mark 7010 – management activities, business subject identification number 03229238, and VAT No. 56243843109. The company ULJANIK d.d is the parent Company within the ULJANIK Group. The subsidiary Companies are: - ULJANIK Brodogradilište d.d. 3. MAJ BRODOGRADILIŠTE d.d. ULJANIK Strojogradnja d.d. ULJANIK Proizvodnja opreme d.d. ULJANIK Poslovno informacijski sustavi d.o.o. ULJANIK Brodograđevni projekti d.o.o. ULJANIK Financije d.o.o. ULJANIK Standard d.o.o. All the stated companies are 100% in the ownership of ULJANIK Group, apart from the company 3. MAJ BRODOGRADILIŠTE d.d. On 28.06.2013 ULJANIK d.d. has signed the Contract for the sale and transfer of shares of BI 3. MAJ d.d. for the acquisition of 1,051,118 shares having nominal value of 100,00 kuna which represents 83.33 % of the equity capital of BI 3. MAJ for which ULJANIK is obliged to pay the purchase price of 1.00 kn (one kuna). After expiry of the deadline for takeover, ULJANIK d.d. gained 235 shares of the company 3. MAJ BRODOGRADILIŠTE d.d. and holds in total 1,051,352 shares which represents 83.348% of the overall number of Company shares. BUSINESS ACTIVITIES The gaining of shares of the Company 3. MAJ and the integration of same in the ULJANIK Group, had, as a consequence, the significant increase of assets and other items in the consolidated Financial Reports of ULJANIK d.d. compared to the previous year. In the 2013 period ULJANIK d.d. achieved a positive financial result before tax to the amount of 48,628 thousand kuna. Overall income amounts to 1,954,138 thousand kuna, while the overall expenditure amounts to 1,905,510 thousand kuna. The liability of corporate tax is expressed for the parent company ULJANIK d.d. and amounts to 1,975 thousand kuna. In 2013 net profit in the amount of 46,654 thousand kuna has been achieved, while loss of 12,466 thousand kuna has been attributed to the minority interest. On 31.12.2013 the overall assets of ULJANIK Group amounted to 2,598,291 thousand kuna which is 920,692 thousand kuna higher than the previous year. The world crisis in the shipbuilding industry has directly affected the income achieved from sales of ULJANIK Group which in 2013 amounted to 1,053,723 thousand kuna. On 31.12.2013. the Group had 3,956 employees, while in the previous period the number of employees was 2,631 workers. in 000 HRK I-XII/2012 I-XII/2013 Income from sales Earnings from business activities (earnings before interest and taxes) Profit after tax (loss) periods 1.391.379 1.053.723 (20.298) (368.620) (72.779) 102.610 31.12.2012 31.12.2013 50.700 364.810 in 000 HRK Liquid assets and short term financial assets Total assets 1.677.599 Principal amount 243.573 2.654.262 464.397 In 2013 extensive work has been done on development and improvement of the organization in order to increase the efficiency of all management processes as well as optimization of complex shipbuilding processes and integration with shipyard 3. MAJ, and same will be continued in the next period. In August 2013 ULJANIK has signed with the company SOFIDRA S.A. a Contract for the construction of a sophisticated multipurpose Vessel for various special maritime operations. With the signing and construction of the stated vessel ULJANIK has confirmed the trust of the Company JAN DE NUL, one of the leading companies in the area of dredging and complex marine underwater and off shore works. Ownership structure Equity capital of the Company amounts to 302,062,500.00 kuna and is divided among 3,356,250 ordinary shares having mark ULJN-R-A, of individual nominal value of 90.00 HRK. Shareholders of ULJANIK d.d. are: STATUS on 31.12.2013 No. Shareholder Ticker Number of shares Percent stake in the share capital 1 CROATIA OSIGURANJE D.D. (1/1) ULJN-R-A 333.332 9,9317 2 CERP (0/1) / HZMO - HRVATSKI ZAVOD ZA MIROVINSKO OSIGURANJE (1/1) ULJN-R-A 259.731 7,7387 HRVATSKA POŠTANSKA BANKA D.D. (0/1) / KAPITALNI FOND D.D. (1/1) ULJN-R-A 222.222 6,6211 ULJN-R-A 166.666 4,9658 ULJN-R-A 133.333 3,9727 3 4 5 HRVATSKA POŠTANSKA BANKA D.D. (0/1) / FOND ZA FINANCIRANJE RAZGRADNJE NEK (1/1) HYPO ALPE - ADRIA - BANK D.D. (0/1) / PBZ CROATIA OSIGURANJE OBVEZNI MIROVINSKI FOND (1/1) 6 HZZO - HRVATSKI ZAVOD ZA ZDRAVSTVENO OSIGURANJE (1/1) ULJN-R-A 130.157 3,8780 7 SOCIETE GENERALE - SPLITSKA BANKA D.D. (0/1) / ERSTE PLAVI OBVEZNI MIROVINSKI FOND (1/1) ULJN-R-A 111.111 3,3106 8 ULJANIK D.D. (1/1) ULJN-R-A 104.375 3,1099 9 ADRIS GRUPA D.D. (1/1) ULJN-R-A 83.000 2,4730 10 CERP (0/1) / DRŽAVNA AGENCIJA ZA OSIGURANJE ŠTEDNIH ULOGA I SANACIJU BANAKA (1/1) ULJN-R-A 80.016 2,3841 11 DOMAĆA FIZIČKA OSOBA (7.186) ULJN-R-A 1.550.380 46,1938 12 STRANA OSOBA ( 13) ULJN-R-A 3.283 0,0978 13 OSTALI DIONIČARI *** ( 43) ULJN-R-A 178.644 5,3227 3.356.250 100,0000 TOTAL Own shares: ULJANIK d.d. has gained 104,375 own shares which represents 3.1099% of the Company’s equity capital. The shares were gained at a price of 45.00 kuna per share. After this acquisition the overall number of treasury shares amounts to 104,375 which represent 3.1099% of the Company’s equity capital. The acquisition of shares has been carried out on 13.06.2013. Risk Management The Company and Group are subject to risk primarily due to changes in exchange rate, credit risk, cash flow risk as well interest rate risk. Currency exchange rate risk is the risk represented by the fact that the financial instruments value would change amid changes of the exchange rate. The Group is mainly exposed to changes in the value of the American dollar and EUR since a significant part of the financial assets, obligations and foreign income are expressed in these currencies. In order for this risk to be decreased greater currency conformity between inflow and outflow is in the process of being achieved. Credit risk represents the risk of one party not fulfilling its obligations in the financial instrument and that by not doing so will cause a financial loss to the other side. The Company minimizes that risk by continuous monitoring of Buyer’s demands, while suspicious demands are reserved and regularly appraised, and are changed if necessary. Liquidity risk, which is deemed financing risk, represents the risk that the Group will encounter difficulties in gathering funds for settling obligations related to financial instruments. The Group pays careful attention to cash flow by monitoring real daily changes. Interest risk represents the risk that the value of financial instruments will change amid changes of market interest rates. Interest risk of the Company and the Group results from received long-term and short-term credits and loans. Significant events after the date of the Assets and Liability Statement All significant events are regularly notified through the pages of the Zagreb Stock Exchange, the Official Register of Regulated Information and the internet pages of the Company. Implementation of code of corporate management The Company voluntarily applies the Code of Corporate Management drawn up jointly by the Croatian Financial Services Supervisory Agency (HANFA) and Zagreb Stock Exchange (Zagrebačka burza d.d. Zagreb) (hereinafter: Codex). In the previous year, besides the Codex, the Company had also issued the Yearly Report on corporate management, which in one place brings together all data and information showing the levels of corporate culture, and whose issuance is foreseen during 2014. The Company plans to continue to make its business and business results transparent and publically available. Surveillance over the conduct of Company business is carried out by the Supervisory Board in accordance with the provisions of the Companies Act. The Supervisory Board acts also through their sub-committee: Audit Committee which offers support to the Supervisory Board and Company’s Management Board in the realization of obligations of corporate management, financial reporting and control of business activities of the Company. The Company has an independent internal Auditor whose main function is to ensure that Financial Reports accurately and objectively show the Company’s financial as well as business status. ULJANIK d.d. Annual Consolidated Financial Statements and Independent Auditor's Report For the year ended 31 December 2013 CONTENTS Page Responsibility for the Consolidated Financial Statements 1 Independent Auditor’s Report 2-4 Consolidated Statement of Comprehensive income 5-6 Consolidated Balance Sheet / Consolidated Statement of Financial position 7-8 Consolidated Statement of Changes in Equity 9 Consolidated Cash Flows Statement 10 Notes to the Consolidated Financial Statements ULJANIK d.d., Pula 11 - 48 AUDIT MOORE STEPHENS AUDIT ZAGREB REVJZlJS)(E \:SLUGE. ZAGREB Audit d.c.c. za revizijske usluge Baslijancva 52A 10000 Zagreb HRVATSKA Tel:+385 (0) I 3667994 ,]85 (0) I 3667995 ~ 385 (0) I 3667996 Fax+385 (0) I 3667997 E-mail:[email protected] INDEPENDENT AUDITOR'S REPORT To the shareholders of the company ULJANIK d.d., Pula We have audited the accompanying annual consolidated financial statements of the company ULJ'ANIK d.d., Pula, Flaciusova 1 ("the Company") for the year ended 31 December 2013, which comprise the consolidated Balance Sheet I consolidated Statement of Financial Position as of that date; the consolidated Statement of Comprehensive Income; the consolidated Statement of Changes in Equity and the consolidated Cash Flows Statement for the year then ended; and the accompanying Notes to the consolidated Financial Statements which concisely set out the principal accounting policies and other explanations. Responsibility of the Company's Management 2 The Company's Management is responsible for the preparation and fair presentation of the enclosed consolidated financial statements according to the International Financial Reporting Standards effective in the European Union and also those internal controls which are determined by the Company's Management as necessary to enable the preparation of the consolidated financial statements free of material misstatements whether due to fraud or error. Responsibility of the Auditor 3 Our responsibility is to express an opinion on the enclosed consolidated financial statements based on the audit performed. 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 that the consolidated financial statements are free of material misstatements. An audit includes performing of procedures to obtain audit evidence supporting 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 misstatements in the consolidated financial statements, whether due to fraud or error. In making these risk assessments, the auditor considers internal controls relevant to the Company's preparation and fair presentation of the consolidated financial statements in order to conduct audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of internal controls. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by Company's Management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that auditing proof and evidence collected by us are sufficient and suitable as the basis for expressing our opinion. 2 AUDIT REV1ZIJSKE USLUGE. MOORE STEPHENS AUDIT ZAGREB lAG~EB Opinion 4 In our OpiniOn, the enclosed consolidated financial statements, in all significant terms of reference, truthfully and fairly present the consolidated financial position of the Company as at 31 December 2013, and its consolidated financial performance and the consolidated cash flows of the Company for 2013, according to the Accountancy Act and the International Financial Reporting Standards effective in the European Union. Emphasize of matter 5. Without making condition upon our opinion set out in paragraph 4 above, we draw your attention that the company 3.Maj Brodogradiliste d.d., Rijeka in 2013 has recorded revenues from donations, subventions and state subsidies in the amount of HRK 139,923,216. These revenues relate to the recording of a proportional part of the refund of costs for restructuring on the basis of Contract on sale and transfer of shares of Brodogradevna industrija 3. Maj d.d., Rijeka (hereinafter:"the Contract"), and also the Restructuring program of Brodogradevna industrija 3. Maj d.d., Rijeka (hereinafter: "the Restructuring program"). On the basis of fulfilment of conditions from Contract for the receipt of subvention in 2013, as well as in accordance with the anticipated utilization of subventions according to Restructuring program and the dynamics of investments, and consequently to the established liability of the Republic of Croatia stated through the Contract and the Restructuring program, the Company in 2013 has recorded the stated amount of revenue which relates to contribution of the Republic of Croatia in the restructuring of the Company. 6. Without making condition upon our opinion set out in paragraph 4 above, we draw your opinion that the company Uljanik Brodogradiliste d.d., Pula in the Balance sheet / Statement of financial condition as at 31 December 2013 has stated loss over the level of capital in the amount of HRK 271,054,336. Beside that, as at 31 December 2013, total short-term liabilities of Uljanik Brodogradiliste d.d., Pula are bigger than short-term assets for the amount of HRK 437,769,744. Also, the company Uljanik Strojogradnja d.d., Pula in the Balance sheet/Statement of financial position as at 31 December 2013 has stated loss over the level of capital in the amount of HRK 12,366,826. Beside that, as at 31 December 2013 total short-term liabilities of Uljanik Strojogradnja d.d., Pula are bigger than short-term assets for the amount of HRK 47,708,164. This suggests the necessity of undertaking the activities on restructuring and consolidation of business operations of the stated companies. As is stated in Note 59 to the consolidated financial statements in 2014 are signed new contracts for the construction of ships. 7. Audit of the annual consolidated financial statements for 2012 was performed by auditing firm Reconsult d.o.o., Zagreb which in its Independent auditor's report dated 12 April 2013 has stated opinion with reserve due to insufficient provisions for losses upon the constructions in accordance with lAS 11. 3 AUDIT MOORE STEPHENS AUDIT ZAGREB RtVIZJJSKE USLUGE, ZAGREB Opinion on the adjustment to other legal and regulatory requirements 8. The Company's Management is responsible for the preparation of the annual consolidated financial statements of the Company for the year ended 31 December 2013 in prescribed form on the basis of the Regulation on the structure and content of annual financial statements (Official gazette No 38/08,12/09,130/10) and in accordance with the other provisions which regulate the operations of the Company ("Standard Annual Consolidated Financial Statements"). The financial information set out in the standard annual consolidated financial statements of the Company are in accordance with the information stated in the annual consolidated financial statements of the Company shown on pages 5 to 48 which are the subject of our opinion, as set out in the section Opinion, above. Opinion on adjustment to Annual statement 9 The Company's Management is responsible for the preparation of the Annual statement of the Company. As a result of the provisions of article 17 of the Accountancy Act, we are obliged to express an opinion on adjustment of the Annual statement of the Company with the annual consolidated financial statements of the Company. In our opinion, on the basis of the performed audit of the annual consolidated financial statements of the Company and the comparison with the Annual statement of the Company for the year which ended 31 December 2013, the financial information set out in the Annual statement of the Company, approved for their issuance by the Company's Management on 18 April 2014, are in accordance with the financial information set out in the annual consolidated financial statements of the Company set out on pages 5 to 48 which were the object of our opinion, a t out in section Opinion, above. Au Marijana Pranjic, member of the Manageme Zagreb, 25 April 2014 I ~ .0., ag iSl ':0-. :0AiUI2lI_~ \ d.D.a. / ~-1 G R ",,<0 Il\ @,J 2d0'"\ ~nko j Balen, certified auditor 4 CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the year ended 31 December 2013 Sales revenue Other operating revenues Operating revenues Changes in value of work in progress and finished goods Raw material and material costs Costs of goods sold Other external costs Material costs Net salaries and wages Costs for taxes and contributions from salaries Contributions on gross salaries Staff costs Depreciation Other costs Value adjustment of long-term assets Value adjustment of short-term assets Value adjustment Provisions Other operating expenses Operating expenses Interest income, foreign exchange gains, dividends and similar income from related parties Interest income, foreign exchange gains, dividends and similar income from non-related parties and other entities Financial income Interest expenses, foreign exchange losses and similar expenses from non-related parties and other entities Other financial expenses Financial expenses Income from investment-share in profit of associated entrepreneurs Loss from investment-share in loss of associated entrepreneurs Note 3 4 2013 in HRK 2012 in HRK 1,053,722,528 315,142,572 1,368,865,100 1,391,378,761 71,587,739 1,462,966,500 5 19,987,304 (2,254,791) 6 7 8 (768,192,632) (1,727,498) (149,977,357) (919,897,487) (851,553,784) (5,213,953) (178,775,671) (1,035,543,408) (297,385,827) (119,727,595) (71,592,849) (488,706,271) (50,869,259) (164,406,970) (186,341,430) (78,483,009) (47,265,782) (312,090,221) (33,492,607) (70,151,705) (17,738,380) (17,282,538) (35,020,918) (77,417,063) (21,154,367) (1,737,485,031) (980,132) (980,132) (20,204,737) (8,547,390) (1,483,264,991) 557,363,957 - 15 83,734,752 641,098,709 78,071,423 78,071,423 16 (160,951,972) (3,955,555) (164,907,527) (125,106,606) (125,106,606) 145,836 - ( 3,132,368) 2,010,109,645 (4,224,291) 1,541,037,923 (1,905,524,926) (1,612,595,888) 104,584,719 (71,557,965) (1,974,533) 102,610,186 (1,221,292) (72,779,257) 105,758,648 (72,779,257) (3,148,462) - 9 10 11 12 13 14 17 18 TOTAL INCOME TOTAL EXPENSES PROFIT/(LOSS) BEFORE TAXATION Profit tax PROFIT/(LOSS) FOR THE PERIOD Profit/(loss) subscribed to the parent capital holders 19 42 Profit/(loss) subscribed to minority interest 43 5 ULJANIK d.d., Pula CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME For the year ended 31 December 2013 - continued STATEMENT OF OTHER COMPREHENSIVE INCOME Note 2013 2012 in HRK in HRK 102,610,186 (72,779,257) operations (692,467) - OTHER COMPREHENSIVE INCOME/(LOSS) BEFORE TAXATION (692,467) - 138,493 - (553,974) - 102,056,212 (72,779,257) 105,204,674 (72,779,257) (3,148,462) - PROFIT / (LOSS) FOR THE PERIOD Exchange differences on translation of foreign Tax on other comprehensive income for the period NET OTHER COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD COMPREHENSIVE INCOME/(LOSS) FOR 21 THE PERIOD Comprehensive income/(loss) attributed to equity holders of parent company Comprehensive income/(loss) attributed to minority interest The accompanying Notes from 1 to 60 set out below form an inseparable part of these consolidated financial statements. 6 ULJANIK d.d., Pula CONSOLIDATED BALANCE SHEET / CONSOLIDATED STATEMENT OF FINANCIAL POSITION As of 31 December 2013 ASSETS Development costs Concessions, patents, licence fees, merchandise and service brands, software and other rights Intangible assets in preparation Intangible property Land Buildings Plant and equipment Instruments, facility inventories and transportation assets Tangible assets in preparation Other tangible assets Investments into real estate Tangible assets Shares (stocks) in related parties Participating interests (portions) Investment in securities Loans, deposits and similar Other long-term financial assets Investments accounted by equity method Financial assets Amounts due on the basis of sale on credit Other receivables Receivables Deferred tax property LONG-TERM ASSETS Raw material and supplies Work in progress Finished goods Merchandise Prepayments for stocks Long-term assets held for sale Inventories Accounts receivable Receivables from participating entrepreneurs Receivables from employees and shareholders Receivables from government and other institutions Other receivables Receivables Loans, deposits and similar assets Financial assets Cash at bank and in cashier SHORT-TERM ASSETS Prepaid expenses of the future period and accrued income TOTAL ASSETS OFF BALANCE RECORDS - At 31 December 2012 in HRK 5,163 181,757,084 955,556 182,712,640 125,201,147 19,000 125,225,310 15,377,808 59,225,225 173,958,591 15,377,808 63,331,324 143,556,112 23 174,533,954 35,296,832 782,205 91,553,708 550,728,323 21,781,295 34,848,886 69,758 72,039,165 351,004,348 24 84,591,493 248,700 352,234 116,131,841 20,000 147,760,661 349,104,929 54,377,459 248,700 250,490 18,888 20,000 124,581,686 179,497,223 20,755,296 305,778,946 326,534,242 1,409,080,134 8,979,788 10,000,000 18,979,788 674,706,669 221,931,525 38,655,266 825 43,449 13,079,306 643,097 274,353,468 195,352,563 17,881,895 825 56,315 213,291,598 21,952,051 26,318 224,157 219,144,213 38,290,983 279,637,722 14,074,486 37,862 141,890 226,220,641 92,786,119 333,260,998 110,916,206 110,916,206 251,715,748 916,623,144 3,693,397 3,693,397 47,006,119 597,252,112 328,558,585 2,654,261,863 819,059,650 405,640,222 Note 22 25 26 27 28 29 30 31 32 33 34 54 At 31 December 2013 in HRK 1,677,599,003 254,671,116 7 ULJANIK d.d., Pula CONSOLIDATED BALANCE SHEET / CONSOLIDATED STATEMENT OF FINANCIAL POSITION As of 31 December 2013 - continued Note At 31 December 2013 At 31 December 2012 in HRK in HRK LIABILITIES AND CAPITAL Basic (subscribed) capital 35 302,062,500 302,062,500 Capital reserves 36 15,191,367 15,191,367 3,200,000 - (4,696,875) 4,963 - (1,491,912) - Reserves for own shares Own shares and portions (deducted item) Other reserves 37 38 39 Reserves from net income Revaluation reserves 40 (692,467) Retained earnings /(Accumulated loss) 41 (64,638,108) (901,992) Profit/(Loss) for the current year 42 105,758,648 (72,779,257) Minority interest 43 108,206,777 CAPITAL AND RESERVES Provisions for pensions, severance pays and similar liabilities Other reserves Provisions 44 Liabiliteis to banks and other financial institutions Liabilities upon securities Long-term liabilities Liabilities to banks and other financial institutions Liabilities for received prepayments Accounts payable Liabilities to entrepreneurs in whom the entity holds participating interests Liabilities to employees Liabilities for taxes, contributions and similar fees Other short-term liabilities Short-term liabilities Deferred settlement of charges and income deferred to future period 45 46 47 48 49 50 51 52 53 TOTAL CAPITAL AND LIABILITIES OFF BALANCE RECORDS 54 464,396,805 243,572,618 3,861,516 - 109,775,424 649,000 113,636,940 649,000 475,612,521 155,866,629 522,102,050 - 631,479,150 522,102,050 690,945,847 231,395,669 514,545,080 20,827,273 264,596,931 270,744,774 4,051,449 3,445,612 69,694,357 23,412,468 78,389,101 16,896,621 11,958,864 14,074,277 1,362,485,822 852,492,501 82,263,146 58,782,834 2,654,261,863 1,677,599,003 819,059,650 254,671,116 356,190,028 243,572,618 108,206,777 - CAPITAL AND RESERVES Subscribed to parent capital holders Subscribed to minority interests 43 The accompanying Notes from 1 to 60 set out below form an inseparable part of these consolidated financial statements. 8 ULJANIK d.d., Pula CONSOLIDATED STATEMENT OF CHANGES IN EQUITY For the year ended 31 December 2013 At 31 December 2011 Loss At 31 December 2012 Increase Decrease Transfer from/to in HRK in HRK 670,875,900 100,799,730 (469,613,130) - - 302,062,500 Capital reserves - - 15,191,367 - - 15,191,367 Transferred loss (457,022,983) - 454,421,763 1,699,228 - (901,992) 1,699,228 - - (1,699,228) (72,779,257) (72,779,257) 215,552,145 100,799,730 - - (72,779,257) 243,572,618 in HRK Basic (subscribed) capital Profit/(Loss) for the current year Total Note for the current year in HRK Profit At 31 December 2012 in HRK Increase/ (decrease) Other in HRK At 31 December 2013 in HRK for the current year in HRK Transfer from/to in HRK in HRK Basic (subscribed) capital 35 302,062,500 - - - - 302,062,500 Capital reserves 36 15,191,367 - - - - 15,191,367 Reserves for own shares 37 - - 3,200,000 - 3,200,000 Own shares and portions 38 - (4,696,875) - - - (4,696,875) Other reserves 39 - - - 4,963 - 4,963 Revaluation reserves 40 - - (692,467) - - (692,467) Transferred loss 41 (901,992) - 12,248,104 (75,984,220) - (64,638,108) Profit/(Loss) for the current year 42 (72,779,257) - - 72,779,257 105,758,648 105,758,648 Minority interest 43 - 108,206,777 - - - 108,206,777 243,572,618 103,509,902 11,555,637 - 105,758,648 464,396,805 Total The accompanying Notes from 1 to 60 set out below form an inseparable part of these consolidated financial statements. 9 ULJANIK d.d., Pula CONSOLIDATED CASH FLOWS STATEMENT For the year ended 31 December 2013 Note I CASH FLOW FROM OPERATING ACTIVITIES Profit before tax Depreciation Increase in short-term liabilities Decrease in short-term receivables Decrease in inventories Other cash flow increases Total increase in cash flow from operating activities Decrease in short-term liabilities Increase in inventories Other cash flow decreases Total decrease in cash flow from operating activities NET CASH FLOW FROM OPERATING ACTIVITIES II CASH FLOW FROM INVESTING ACTIVITIES Cash inflows from sale of long-term intangible and tangible assets Cash inflows from sale of equity and debt financial instruments Interest received Dividends received Other cash inflows from investing activities Total cash inflows from investing activities Cash outflows for purchase of long-term intangible and tangible assets Cash outflows for purchase of equity and debt financial instruments Other outflows from investing activities Total money expenses from investing activities TOTAL CASH FLOW FROM INVESTING ACTIVITIES III CASH FLOW FROM FINANCING ACTIVITIES Cash inflows from the issue of equity and debt financial instruments Cash inflows from loans, debentures, credits and other borrowings 2013 in HRK 2012 in HRK 104,584,719 50,869,259 333,577,722 111,772,100 339,626,167 (71,557,965) 33,492,607 105,103,444 70,654,091 56,517,318 940,429,967 (61,061,869) (867,847,902) 194,209,495 (248,745,520) (90,519,792) (928,909,771) (339,265,312) 11,520,196 (145,055,817) 4,492,817 1,354,816 1 6,433,843 179,635 19,095,433 2,540,331 703,815 3,305,378 30,201,729 7,904,340 (4,196,466) (15,258,731) (53,492,900) (60,403,922) (51,240,426) (2,333,397) (118,093,288) (68,832,554) (87.891.559) (60,928,214) - 100,799,730 973,242,095 835,876,223 Total cash inflows from financing activities Cash outflows for the repayment of loan principal and bonds Cash outflows for the financial lease Cash expenses for the purchase of own shares 973,242,095 936,675,953 (687,335,691) (128,537) (4,696,875) (793,388,600) (292,714) - Total money expenses from financial activities (692,161,103) (793,681,314) TOTAL CASH FLOW FROM FINANCING ACTIVITIES 281.080.992 142,994,639 TOTAL NET CASH FLOW CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD CASH AND CASH EQUIVALENTS AT END OF PERIOD INCREASE/(DECREASE) IN CASH AND CASH EQUIVALENTS 204,709,629 (62,989,392) 33 47,006,119 109,995,511 33 251,715,748 47,006,119 204,709,629 (62,989,392) The accompanying Notes from 1 to 60 set out below form an inseparable part of these consolidated financial statements. 10 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 1. GENERAL 1.1. Activity ULJANIK d.d., Flaciusova 1, Pula (''the Company'') is a Parent company of the Group Uljanik and is engaged in managing companies, activities of sale and the design, financial operations as well as rendering of other services for the companies of the Group. The Group consists of the Company and the subsidiary companies, as follows: Company’s portion of ownership and voting rights (%) 2013 2012 Uljanik Brodogradilište d.d., Pula 100.00 100.00 3.Maj Brodogradilište d.d., Rijeka 83.35 - Uljanik Strojogradnja d.d., Pula 100.00 100.00 Uljanik Proizvodnja opreme d.d., Pula 100.00 100.00 Uljanik Poslovno informacijski sustavi d.o.o., Pula 100.00 100.00 Uljanik Brodograđevni projekti d.o.o., Pula 100.00 100.00 Uljanik Financije d.o.o., Pula 100.00 100.00 Uljanik Standard d.o.o., Pula 100.00 100.00 Maritime Transport Pula Three Inc., Liberia 100.00 - Brodo Opus d.o.o., Pula 100.00 100.00 AKS d.o.o., Pula 60.00 60.00 Uscs d.o.o., Pula 100.00 67.00 Uljanik Marina d.o.o., Pula 100.00 38.00 Maritime Transport Pula One Inc., Liberia Maritime Transport Pula Two Inc., Liberia 100.00 - 100.00 - United Shipping Services Sixteen Inc., Liberia 100.00 - Associated companies Adriadiesel d.d., Karlovac 28.15 28.15 Brodogradilište Viktor Lenac d.d., Rijeka 34.67 23.22 United Shipping Services Twelve Inc, Liberia 45.00 45.00 United Shipping Services Thirteen Inc., Liberia 45.00 45.00 11 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 1.2. Number of staff The number of staff employed by the Company at 31 December 2013 was 3,956 employees (At 31 December 2012 was 2,631 employees). The structure of the staff by qualification level is, as follows: At 31 December At 31 December 2013 2012 Doctor’s degree 1 - Master’s degree 7 6 University degree 489 318 Two-year post secondary school diploma 182 132 1,162 650 236 268 1,228 798 444 391 Secondary school certificate High-skilled workers Skilled workers Semi-skilled workers Low-skilled workers Unskilled workers Total 1.3. 5 4 202 64 3,956 2,631 Supervisory and Management Board of the Company The members of the Supervisory Board of the Company are: from – to Renata Kašnjar-Putar, president from 27 April 2013 Đino Šverko, vice president from 27 April 2013 Andrija Hren, member from 27 April 2013 Rajko Kutlača, member from 27 April 2013 Vladimir Žmak, member from 27 April 2013 Zoja Crnečki, member to 26 April 2013 Vladimir Žmak, president to 26 April 2013 Erik Ružić, vice president to 26 April 2013 Anica Sekušak, member to 26 April 2013 The Management of the Company: from – to Gianni Rossanda, president from 27 April 2013 Veljko Grbac, member from 27 April 2013 Marinko Brgić, member from 27 April 2013 Anton Brajković, president to 26 April 2013 The amount of remuneration to members of the Management and the Supervisory Board of the Company is specified in Notes 9 and 11 to the consolidated Financial Statements. 12 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Set out below are the principal accounting policies. 2.1. Statement of adjustment and basis of presentation The consolidated financial statements of the Company for 2013 are prepared in accordance with the Accounting Act (Official gazette 109/07, 54/13) and the International Financial Reporting Standards (‘’IFRS’’) effective in the European Union, and in accordance with the Regulation on the structure and content of annual financial statements (Official gazette No 38/08, 12/09, 130/10). The International Financial Reporting Standards ("IFRS") issued by the Committee for Financial Reporting Standards nominated by the Government of the Republic of Croatia (Official gazette No 136/09, 8/10, 18/10, 27/10, 65/10, 120/10, 58/11, 140/11, 15/12, 118/12, 45/13, 69/13), which were effective till the date of entrance of Croatia into the European Union, are in accordance with International Financial Reporting Standards ("IFRS") which have been established by the European commission and promulgated in official gazette of European Union. The consolidated financial statements are prepared with the application of the basic accounting assumption of the occurrence of a business event upon which the effects of operations are recognized when arisen and are shown in the consolidated financial statements for the period to which they relate and with the application of the basic accounting assumption of the going concern concept. 2.2. Basis of consolidation The consolidated financial statements incorporate the financial statements of the Company and the financial statements of enterprises controlled by the Company (its subsidiaries). Control is achieved where the Company has the power to govern the financial and operating policies of an investee enterprise so as to obtain benefits from its activities. All significant intercompany transactions and balances between Group’s enterprises are eliminated on consolidation. 2.3. Key estimates and uncertainty of estimates Certain estimates are used during the preparation of the consolidated financial statements which have inflow to the statement of property and liabilities of the Company and subsidiary companies, income and expenses of the Company and subsidiary companies and the disclosure of potential liabilities of the Company and subsidiary companies. Future events and their inflows cannot be predicted with certainty, thus the real results may differ from those estimated. The estimates utilized during the preparation of the consolidated financial statements are subject to changes by the occurrence of new events, by gathering additional experience, obtaining additional information and comprehensions and by a change of environment in which the Company and subsidiary companies operate. Key estimates used by the application of accounting policies during the preparation of the consolidated financial statements relate to the depreciation count of long-term intangible and tangible property, value decrease of property, value provision of inventories, value provision of receivables and provisions and the disclosure of potential liabilities. 13 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 2.4. Reporting currency The consolidated financial statements of the Company are prepared in the Croatian kuna as a measuring and reporting currency of the Company. 2.5. Revenue recognition Revenue from the sale of goods and services is recognized in the moment when goods are delivered and services are rendered, and the title has passed. Interest from revenue is accrued on a time basis, by reference to the principal outstanding and at the applicable effective interest rate. Dividend income, or income from the share in the profit, is recognized when the right to receive payment has been recognized. Income from construction contracts, subsequently to the estimate of the results of contract, is recognized according to a degree of finalization of the works contracted, and on the basis of portion of contract's costs, recognized until the end of the consolidated Balance Sheet / consolidated Statement of Financial Position date in relation to the totally estimated contract's costs. If it is likely that totally estimated contract’s costs will exceed total contract's income, the expected loss is recognized as expense of the period. 2.6. State subsidies State subsidies are recognized as income on a systematic and rational basis through the accounting periods as to be brought face to face with related costs to which they are intended to refund them and in accordance with conditions according to which the subsidies are granted. 2.7. Borrowing costs Borrowing costs are charged to the consolidated Statement of Comprehensive Income in the period in which they were incurred. 2.8. Foreign currency transactions Transactions in currencies other than the Croatian kuna are initially recorded at the rates of exchange prevailing on the dates of the transactions. Monetary assets, receivables and liabilities denominated in such currencies are calculated at the rates prevailing on the date of the consolidated Balance Sheet / consolidated Statement of Financial Position. Gains and losses arising on conversion are included in the consolidated Statement of Comprehensive Income for the current year. At 31 December 2013 the official rate of the Croatian kuna was 7.64 HRK for 1 EUR (At 31 December 2012 it was 7.55 HRK) and 5.55 HRK for 1 USD (At 31 December 2012 it was 5.73 HRK). 14 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued The results of operations and the financial position of the Group members which functional currency differs from the reporting currency is translated in the reporting currency as follows: i. assets and liabilities for each item of the Balance Sheet / Statement on Financial position are calculated at the closing currency rate at each Balance Sheet / Statement of Financial Position date; ii. income and expenses for each Statement of Comprehensive Income are calculated at the average currency rates. 2.9. Income tax The tax currently payable is based on the result for the year, adjusted by non-taxable and tax nondeductible items (70% of business entertainment expenses, 30% of costs for the use of personal cars, etc.). Income tax is calculated using tax rates that were valid on the date of the consolidated Balance Sheet / consolidated Statement of Financial Position. Deferred tax property and deferred tax liability arise from temporary differences between value of property and liabilities stated in the financial statements and the values stated for the purposes of determining net income tax basis. Deferred tax property is recognized for the non-utilized transferred tax losses if the possibility exists that in the future net taxable income would be realized as the basis for the utilization of deferred tax property. Deferred tax property and deferred tax liability is accounted by the application of net income tax rates applicable to future period when such property or liability has to be realized. 2.10. Long-term intangible and tangible assets Long-term intangible and tangible assets initially are carried at historical acquisition cost which comprises purchase price, import duties and non-refundable sales taxes, after the deduction of commercial discounts and rebates, as well as all other costs directly attributable to bringing the asset to its working condition for its intended use. Long-term intangible and tangible assets are recognized if it is likely that future benefits attributable to the property will inflow to the Company, and if the cost of the acquisition of an asset can be reliably measured, and if a single purchase value of property exceeds HRK 3,500. After the first recognition, the property is carried at historical acquisition cost minus the accumulated depreciation and any accumulated impairment losses. Maintenance and repairs, replacements and improvements of minor importance are expensed as incurred. Where it is obvious that the expenses incurred resulted in an increase of expected future economic benefits to be derived from the use of an item of long-term intangible or tangible property in excess of the originally assessed standard performance of the asset, they are added to the carrying amount of the asset. Gains or losses on the retirement or disposal of long-term intangible and tangible asset are included in the consolidated Statement of Comprehensive Income in the period in which they occur. 15 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued Investments into real estate (land, buildings) which are the property of the Company or subsidiary company or in a financial lease are held to enable the Company or subsidiary company to realize rental income or / and the increase of a market value of property, and are stated at fair value. Depreciation commences when an asset is put into use, i.e. when it is at the location and in the condition necessary for utilization. The depreciation count of property ceases when the property is classified as property held for sale. Depreciation is charged so as to write-off the cost or valuation of each asset, other than land and long-term intangible and tangible property under construction, over their estimated useful lives, using the straight-line method, on the following basis: Depreciation rate 2013 (from – to %) Development costs 20 – 50 % Concessions, patents, licenses, software, etc. 20 – 50 % Other intangible assets 2– 20 % Buildings 2 – 10 % Facilities and equipment 2.5 – 25 % Instruments, facility inventories and transportation assets 2.5 – 25 % Other material assets 2.5 – 25 % 2.11. Financial assets Financial property represents the cash, the investments in cash, objects and the cession of rights with an intention of securing income and is classified on the date of the consolidated Balance Sheet / consolidated Statement of Financial Position, as follows: • investments held to the maturity date; • loans and receivables. 2.12. Shares (stocks) in related parties Associated companies are the companies where the Company has a control over bringing and implementing of financial and business policies. Investments into associated companies are stated at cost method. 16 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 2.13. Inventories Inventories are stated at the lower of cost and net realizable value. Cost of inventories comprises all purchase costs, cost of conversion and other costs that have been incurred in bringing the inventories to their present location and condition. Net realizable value represents the estimated selling price during a normal course of operations less all estimated costs of completion and necessary costs to be incurred in selling. If the value of inventories is higher than the estimated net selling price, an allowance is created and charged to consolidated Income Statement / consolidated Statement of Comprehensive Income for the current year. Small inventories, packing materials and car tires are written-off by 100% at the moment when they are put into use. Work in progress is assessed on the basis of a percentage of finalization method, measured by value of work finalized in relation to calculated value. Building contracts Costs of contract are recognized when occur. When the outcome of building contract is not possible to estimate reliably, the income from contract is recognized only in the amount of arisen costs from the contract which is expected to be able to be realized. When an outcome of contract is impossible to be reliably measured and when it is probable that by the contract would be realized the income, the income from building contract is recognized as income while the duration of the contract. When the possibility exists that total costs of contract will exceed total income of the contract, the expected loss is recognized immediately as cost. For all the contracts in course by which the arisen costs and the recognized gains (decreased for recognized losses) are bigger than the payments of buyers upon phases of realization, the amount of receivables from ship-owners is stated as refundable amount upon contracts in the figure of the paid costs of the future period and undue collection of income. When the payments of the ship-owners upon phases of realization are bigger than arisen costs increased for recognized gains (decreased for recognized losses), the amount of liability is shown as liabilities toward buyers upon contract, in the figure of liabilities for received advance payments. 2.14. Long term assets held for sale Assets held for sale represent long-term intangible and tangible assets which are expected, due to ceasing of utilization or suspension of operations, to be sold within a one year period from the date of classification. Assets held for sale are stated at the lower of a net book value and fair value less selling costs. 17 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 2.15. Receivables Receivables are initially measured at fair value. At each consolidated Balance Sheet / consolidated Statement of Financial Position date, receivables, which collection is expected in a period longer than a year, are stated at depreciated cost by the application of effective interest rate method less impairment value. Short-term receivables are stated at initially recognized nominal amount less corresponding amount of value provision for estimated uncollectable amounts and the value decreases. The value of receivables is decreased and the impairment losses arise only and exclusively if an objective evidence exists in respect of a value decrease resulted from a certain or more events arisen after the initial recognition of property, when such event has the impact to the estimated future cash flows from receivables which can be reliably determined. At each consolidated Balance Sheet / consolidated Statement of Financial Position date, it is estimated whether an objective evidence in respect of a value decrease of a single receivable exists. If an objective evidence exists in respect of a value decrease of receivables, the amount of loss is measured as a difference between a net book value and the estimated future cash flows. Net book value of receivables will be decreased directly or by using a separate account of value provision. The amount of a loss is recognized by charging the consolidated Statement of Comprehensive Income for the current year. 2.16. Cash at bank and in cashier Cash consists of balances with banks and cash in hand, demand deposits and securities payable at call or with maturities of up to three months. 2.17. Impairment On the date of each consolidated Balance Sheet / consolidated Statement of Financial position, the Company reviews the carrying amounts of its assets to determine whether there is any indication that these assets have suffered an impairment loss. If any such indication exists, the recoverable amount of the asset is estimated in order to determine the extent of the impairment loss. If the recoverable amount of an asset is estimated to be less than its carrying amount, the carrying amount of the asset is reduced to its recoverable amount. Loss from the decrease in value of property is recognized as expense in the consolidated Statement of Comprehensive Income. 2.18. Financial instruments Financial instruments are classified as assets, liabilities or equity instruments in accordance with applicable contracts. Interest, gains and losses on financial instruments classified as financial assets or liabilities are recognized as income or expense when they arise. Financial assets and financial liabilities are recognized on the Company's consolidated Balance Sheet / consolidated Statement of Financial Position when the Company or subsidiary company becomes a party to the contractual provisions of the instrument. 18 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued Receivables are stated at their nominal value as reduced by appropriate allowances for estimated irrecoverable amounts. Liabilities are stated at their nominal amounts. Investments are recognized on a trade-date basis of accounting and initially are measured at cost, which includes transaction costs. Interest-bearing bank borrowings and overdrafts are recorded in the proceeds received and to the extent of approved overdraft facility. The Management Board of the Company believes that the fair values of all assets and liabilities stated in the consolidated Balance Sheet / consolidated Statement of Financial Position are not materially different from their carrying amounts. 2.19. Leases Leases are classified as financial leases if all the risks and economic benefits connected with ownership are transferred from the lessor to the lessee. A financial lease is recognized in the consolidated Balance sheet / consolidated Statement of Financial Position of the lessee as property and liability for the financial lease. Leases are classified as business/operating leases if all the risks and economic benefits connected with ownership are not transferred from the lessor to the lessee. A business/operative lease is recognized as an expense in the consolidated Statement of Comprehensive Income of the lessee on the uniform basis during the period of lease. 2.20. Provisions A provision is recognized only when the Company or subsidiary company has a present obligation as a result of a past event and if it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation, and if a reliable estimate can be made of the amount of the obligation. Provisions are reviewed at each consolidated Balance Sheet / consolidated Statement of Financial Position date and adjusted to reflect the current best estimate. Provisions are determined for possible repair costs in a guarantee period, anticipated construction losses upon contract, costs of legal proceedings, costs of severance pays, costs of jubilee awards to employees and retirement costs (regular jubilee awards and severance pays) and also for the costs of stimulative severance pays based on a staff restructuring plan of the Company or subsidiary company. Provision of costs of jubilee awards to employees and retirement costs (regular jubilee awards and severance pays) is determined as a net book value of the future pay-offs using a discount rate equal to the interest rate on government bonds. 19 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued Provisions of costs of awards to employees for a long-age employment and retirement (regular jubilee awards and severance pays) of employees of the subsidiary company 3. Maj Brodogradilište d.d., Rijeka is not determined in the financial statements of subsidiary company 3. Maj Brodogradilište d.d., Rijeka concerning that the mentioned company was not able to measure reliably the amount of the stated provisions due to the following reasons: • the company since 2011 is in the restructuring process on the basis of which the number of employees has fluctuated significantly, and in this period was decreased from 1,955 in 2011 to 1,307 at the end of 2013.Having into regard the requirements from the Restructuring program, in the following period is expected further decrease of the number of employees, but in the very moment of the issuance of these consolidated financial statements the Management of the Company does not have reliable information of the number and the names of employees who will leave the Company. • momentary effective Collective agreement of the company 3. Maj Brodogradilište d.d. is not in the fundamental elements which determine the amounts and the criteria for the payment of severance pays and jubilee awards identical to the Collective contract which is in the application for the other companies of the Uljanik Group. Due to the stated, it is expected the adjustment of these collective contracts but in the moment of the issuance of these financial statements is not known when and by which mode will be adjusted the stated collective contracts. Due to the stated question marks for the subsidiary company 3. Maj Brodogradilište d.d., Rijeka was not possible to apply the reliable criteria which are the basis for measurement of the amount of provision for regular severance pays and jubilee awards in the consolidated financial statements for 2013. 2.21. Contingent liabilities and assets Contingent liabilities are not recognized in the consolidated financial statements but disclosed in notes to the consolidated financial statements. A contingent asset is not recognized in the consolidated financial statements but disclosed in the moment when an inflow of economic benefits is probable. 2.22. Subsequent events Events which occur after the date of the consolidated consolidated Balance Sheet / consolidated Statement of Financial Position that provide additional information about the Company’s or subsidiary company’s position on the date of the consolidated Balance Sheet / consolidated Statement of Financial Position (adjusting events) are reflected in the consolidated financial statements. Post-year-end events that are not adjusting events are disclosed in the notes to the consolidated financial statements when material. 20 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 3. SALES REVENUE Revenue from sale in Croatia Revenue from sale abroad Total 4. 2013 2012 in HRK in HRK 90.836.265 29.915.873 962.886.263 1.361.462.888 1.053.722.528 1.391.378.761 OTHER OPERATING INCOME Income from sale of long-term assets Income from reversal of provisions Income from write-offs of liabilities Income from donations, subventions, etc. 2013 2012 in HRK in HRK 2.892.331 74.486 153.281.699 56.874.868 697.966 539.394 140.138.968 3.112.174 Income from previous years Income from collection of previously writen-off of receivables Income from indemnifications 810.221 1.955.888 1.689.279 1.476.700 1.496.637 1.908.927 Surpluses 1.178.837 187.383 12.956.634 5.457.919 315.142.572 71.587.739 Other income Total /i/ The most significant part of income from reversal of provisions relates to income from reversal of provisions upon anticipated losses upon building contracts according to IAS 11 in the amount of HRK 140,103,326 as well as the reversal of provisions for non utilized holidays in the amount of HRK 4,783,060. /ii/ Income from donations, subventions and state subsidies in the amount of HRK 139,923,216 relate to the recording of a proportional part of compensation of restructuring costs on the basis of Contract of sale and transfer of shares of Brodograđevna industrija 3. Maj d.d., Rijeka (hereinafter:"the Contract") as also the Restructuring program of Brodograđevna industrija 3. Maj d.d. (hereinafter:"Restructuring program"). On the basis of fulfilment of conditions from Contract for the receipt of subsidy in 2013 and also in accordance with the anticipated utilization of subventions according to Restructuring program and the dynamics of investments stated through the Contract and Restructuring program are defined the liabilities of the Republic of Croatia. The Company in 2013 has recorded the stated amount of income. which relates to contribution of the Republic of Croatia in the restructuring of the company. 5. CHANGES IN VALUE OF WORK IN PROGRESS AND FINISHED GOODS The increase in value of work in progress and finished goods compared to the prior reporting period in the amount of HRK 19,987,304 (2012 decrease in the amount of HRK 2,254,791) is included in/excluded from the value of inventories. 21 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 6. RAW MATERIAL AND MATERIAL COSTS Raw material and material costs Energy Small inventory costs Total 7. 2013 2012 in HRK in HRK 730,364,233 832,839,677 36,602,288 17,599,983 1,226,111 1,114,124 768,192,632 851,553,784 COSTS OF GOODS SOLD Costs of goods sold in the amount of HRK 1,727,498 (2012 in the amount of HRK 5,213,953) relate to the purchase value of goods sold. 8. OTHER EXTERNAL COSTS Telephone cost, postal services and transport 2013 2012 in HRK in HRK 5,971,435 1,366,244 External services of manufacturing and sale of goods and services 103,058,487 129,553,688 Maintenance (services) Costs of research and development 5,881,412 9,420,044 - 25,000 Rental costs and lease 2,580,620 1,201,994 Advertising, promotion and trade fairs 69,325 41,207 Sponsorships 92,000 71,626 Intellectual and personal services 7,620,468 8,986,599 Municipal costs 7,641,998 7,603,930 17,061,612 20,505,339 149,977,357 178,775,671 Other external costs Total 9. STAFF COSTS Costs of Company’s Management salaries in the Group in the gross amount of HRK 7,263,009 (2012: in gross amount of HRK 4,854,322) are the component of the stated staff costs. 22 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 10. DEPRECIATION Depreciation of intangible assets 2013 2012 in HRK in HRK 9,071,869 5,287,802 Depreciation of tangible assets 41,797,390 28,204,805 Total 50,869,259 33,492,607 2013 2012 in HRK in HRK 11. OTHER COSTS Insurance premiums Taxes not depending on income and charges Business entertainment expenses Banking services and payment operations’ costs 10,179,229 7,801,614 1,083,559 1,166,401 843,255 861,379 17,537,558 19,798,389 88,495,641 24,254,044 848,462 317,066 3,178,882 2,324,159 999,374 654,323 1,766,556 2,240,249 39,474,454 10,734,081 164,406,970 70,151,705 Compensations of costs to employees, grants and subventions Remunerations to members of the Supervisory Board Daily allowances and travelling costs Education costs Donations Other costs Total /i/ In 2013 is a significant increase of costs of disbursements to employees, due to payments of severance pays to workers who are established as a technology surplus. 12. VALUE ADJUSTMENT 2013 2012 in HRK in HRK Value adjustment of long-term receivables 17,738,380 - Value adjustment of inventories 11,236,869 305,244 6,045,669 674,888 17,282,538 980,132 35,020,918 980,132 Value adjustment of short-term receivables Total /i/ In 2013 was performed the value adjustment - discount of long-term receivables from the Ministry of economics in the amount of HRK 17,508,406 as well as the receivables on the basis of the pre-bankruptcy settlement toward 3. Maj Tibo d.d. in the amount of HRK 229,974 (see Note 25). 23 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 13. PROVISIONS 2013 2012 in HRK in HRK Provisions for risks in a guarantee period 1,510,725 - Provisions for risks upon legal proceedings Costs of provisions for losses upon contract 5,732,557 - 59,209,229 18,457,737 Provisions for stimulative severance pays 7,103,036 1,747,000 Provisions for regular severance pays and jubilee awards 3,861,516 - 77,417,063 20,204,737 2013 2012 in HRK in HRK Total 14. OTHER OPERATING EXPENSES Net book value of long-term assets sold 624,749 539,282 Write-offs of inventories 268,776 244,582 Write-offs of receivables 1,126,011 1,511,501 42,670 116,629 4,000,436 1,537,560 Deficit Penalties, amends, indemnifications etc. Subsequently identified expenses Purchase value of sold material 391,803 1,290,396 4,815,715 - Other operating expenses 9,884,207 3,307,440 21,154,367 8,547,390 Total 15. FINANCIAL INCOME 2013 2012 in HRK in HRK From related parties Income from favourable purchase (negative goodwill) From non-related parties and other entities Interest income Foreign exchange gains Dividend income and share in the profit Other financial income Total 557,363,957 - 6,433,843 2,546,719 77,121,273 74,820,888 179,635 703,816 1 - 83,734,752 78,071,423 83,734,752 78,071,423 /i/ Income from favourable purchase in the amount of HRK 557,363,957 represents the surplus of portion in fair value of property, liabilities and unexpected liabilities over the cost of acquisition for shares of the company 3. Maj Brodogradilište d.d. 24 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 16. FINANCIAL EXPENSES 2013 2012 in HRK in HRK Interest expense 66,575,808 48,953,609 Foreign exchange losses 94,376,164 76,152,997 160,951,972 125,106,606 3,955,555 - 164,907,527 125,106,606 From non-related parties and other entities Other financial expenses Total 17. INCOME FROM INVESTMENT-SHARE IN PROFIT OF ASSOCIATED ENTREPRENEURS 2013 2012 in HRK in HRK Brodogradilište Viktor Lenac d.d., Rijeka 145,836 - Total 145,836 - 18. LOSS FROM INVESTMENT-SHARE IN LOSS OF ASSOCIATED ENTREPRENEURS 2013 2012 in HRK in HRK United Shipping Services Twelve Inc., Liberia 1,704,778 2,462,142 United Shipping Services Thirteen Inc., Liberia 315,569 1,754,549 Uljanik Marina d.o.o., Pula - 7,600 Adriadiesel d.d.. Karlovac 1,112,021 - Total 3,132,368 4,224,291 25 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 19. PROFIT TAX Profit is determined as a difference between income and expenses and is corrected for the increases and decreases in accordance with provisions of Income tax law. The income tax rate in effect is 20%. The Group for the period since 1 January to 31 December 2013 has realized loss as a difference between income and expenses in the amount of HRK 449,453,455. The income tax liability amounts to HRK 1,974,533 and is stated at parent company's account of Uljanik d.d. The applicable profit tax rate for 2013 and 2012 was 20%. 19.2. Tax losses to be carried forward for the purpose of reducing taxable profit are available for the Company or subsidiary company in the period of next five (5) years. As at 31 December 2013, total net losses carried forward are determined in the amount of HRK 760,365,465. The net amount of tax losses of HRK 760,365,465 available for transfer may be utilized as follows, until: 31 December 2014 31 December 2015 31 December 2016 HRK 160,354 HRK 3,949,076 HRK 131,176,004 31 December 2017 31 December 2018 HRK 107,617,607 HRK 517,462,424 The benefits of tax losses carried forward have not been recognized in these consolidated financial statements because of uncertainty as to whether the conditions to utilize them will exist in the future periods. 20. GAINS / (LOSS) PER SHARE Net income / (Loss) Weighted average number of shares Gains / (Loss) per share 21. 2013 2012 in HRK in HRK 102,610,186 (72,779,257) 3,298,614 2,276,143 31.11 (31.97) NET OTHER COMPREHENSIVE INCOME/(LOSS) FOR THE PERIOD 2013 2012 in HRK in HRK Exchange differences from conversion of foreign operations (692,467) - Total (692,467) - (692,467) - 138,493 - (553,974) - OTHER COMPREHENSIVE INCOME/(LOSS) BEFORE TAX Tax on other comprehensive income/(loss) for the period Total 26 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 22. LONG-TERM INTANGIBLE ASSETS Concessions, patents, in HRK Development costs Assets in preparation licence fees, software and other rights Total Cost At 31 December 2012 320,000 211,671,766 19,000 212,010,766 - 292,921 Additions Transfer - 292,921 - 292,921 (292,921) - Disposals or retirements - (115,514) - (115,514) Acquisition - 109,903,278 6,706,425 116,609,703 Consolidation entry - - (5,769,869) (5,769,869) 320,000 321,752,451 955,556 323,028,007 314,837 86,470,619 - 86,785,456 5,163 9,066,706 - 9,071,869 - (115,514) - (115,514) - 44,573,556 - 44,573,556 320,000 139,995,367 - 140,315,367 At 31 December 2013 - 181,757,084 955,556 182,712,640 At 31 December 2012 5,163 125,201,147 19,000 125,225,310 At 31 December 2013 Accumulated depreciation At 31 December 2012 Depreciation charge for 2013 Disposals or retirements Acquisition At 31 December 2013 Net book value 27 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 23. LONG-TERM TANGIBLE ASSETS Instruments, in HRK Land plant Plant and equipment Buildings inventories and Assets in preparation Other Investments in real estate Total transportation assets Cost 15,377,808 174,772,721 834,547,686 198,990,521 34,848,886 69,758 72,039,165 1,330,646,545 Additions - - - 156,512,578 3,032,493 - - 159,545,071 Transfer - 5,000 1,651,589 961,257 (2,584,547) - - 33,299 Disposals or retirements - (3,328,532) (3,090,596) (5,502,894) - - (11,922,022) Acquisition - 5,577,428 418,570,998 36,165,352 - 712,447 41,280,952 502,307,177 15,377,808 177,026,617 1,251,679,677 387,126,814 35,296,832 782,205 113,320,117 1,980,610,070 At 31 December 2012 - 111,441,397 690,991,574 177,209,226 - - - 979,642,197 Depreciation charge for 2013 - 2,428,159 30,007,069 8,417,326 - - 944,836 41,797,390 Disposals or retirements - (1,596,144) (2,954,241) (4,943,434) - - - (9,493,819) Acquisition - 5,527,980 359,676,684 31,909,742 - - 20,821,573 417,935,979 At 31 December 2013 - 117,801,392 1,077,721,086 212,592,860 - - 21,766,409 1,429,881,747 At 31 December 2013 15,377,808 59,225,225 173,958,591 174,533,954 35,296,832 782,205 91,553,708 550,728,323 At 31 December 2012 15,377,808 63,331,324 143,556,112 21,781,295 34,848,886 69,758 72,039,165 351,004,348 At 31 December 2012 At 31 December 2013 Accumulated depreciation Net book value Long-term tangible property (real estate / equipment, etc.) with a net book value in the amount of HRK 61,782,443 is pledged by the owner as collateral for the loan repayment. 28 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 24. LONG-TERM FINANCIAL ASSETS At 31 December 2013 in HRK At 31 December 2012 in HRK Portions (stocks) in related parties Subsidiary companies Uljanik Aks d.o.o., Pula Uscs d.o.o., Pula Brodo Opus d.o.o., Pula United Shipping Services Sixteen Inc., Liberia Maritime Transport Pula One Inc., Liberia Maritime Transport Pula Two Inc., Liberia Uljanik Marina d.o.o., Pula 2,862,932 792,039 20,000 590 4,192 4,192 12,400 2,862,932 709,506 20,000 - 3,696,345 3,592,438 15,487,200 54,112,125 11,295,823 15,487,200 35,297,821 - 80,895,148 50,785,021 84,591,493 54,377,459 Utp d.o.o., Pula 248,700 248,700 Total 248,700 248,700 110,490 140,000 99,890 216,000 (214,146) 110,490 140,000 - 352,234 250,490 Given loans, deposits, etc. Guarantee deposits Other Other deposits 111,487,802 4,644,039 18,888 Total 116,131,841 18,888 20,000 20,000 75,057,990 78,939,708 (6,237,037) 75,057,990 53,740,387 (4,216,691) Total 147,760,661 124,581,686 Total 349,104,929 179,497,223 Associated companies Adriadiesel d.d., Karlovac (portion 28.15% ) Brodogradilište Viktor Lenac d.d., Rijeka (portion 34.67%) Part in profit of associated companies Total - - Participating interests (portions) Investments in securities Privredna banka Zagreb d.d. Croatia osiguranje d.d., Zagreb Uljanik Plovidba d.d., Pula Ingra d.d., Zagreb Less: Value provision Total Other long-term financial assets Associated companies United Shipping Services Twelve Inc., Liberia United Shipping Services Thirteen Inc., Liberia Less: Value provision The stated subsidiary companies are not consolidated because they have not significant inflow to the financial position and the efficiency of operations of the Group. 29 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 25. LONG-TERM RECEIVABLES At 31 December 2013 in HRK At 31 December 2012 in HRK Receivables on the basis of sale on credit Receivables for flats sold 25,093,016 8,979,788 Less: Value provision (2,160,111) - Less: Current portion (see Note 31) (2,177,609) - Total 20,755,296 8,979,788 4,058,717 - - 10,000,000 313,727,571 - Other receivables Receivables for flats sold Tankerska plovidba d.d. Receivables from Ministry of economics 5,731,038 - Less: Value provision (see Note 12) (17,738,380) - Total 305,778,946 10,000,000 Total 326,534,242 18,979,788 Other /i/ At 26 June 2013, the subsidiary company 3. Maj Brodogradilište d.d., Rijeka with the Republic of Croatia has concluded the Agreement on arrangement of mutual relations by which the Ministry of economics has engaged itself to pay HRK 313,727,571 in 2015. The stated receivables relate to the receivables for the difference of stipulated and market price of ships which are constructed on the basis of the Construction of ships program for Croatian members of the shipping trade till 2011 and on the basis of the Agreement for cooperation on common implementation of the Construction project of 4 ships concluded on 21 January 2009 and the Supplement 1 dated 11 February 2009. Receivables in 2013 is reclassified from short-term to long-term receivables. 30 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 26. INVENTORIES At 31 December 2013 in HRK At 31 December 2012 in HRK Inventories 244,967,658 197,720,405 Spare parts 12,450 - Small inventory and packing 42,891 9,757 (23,091,474) 221,931,525 (2,377,599) 195,352,563 38,655,266 17,881,895 825 825 43,449 56,315 260,631,065 213,291,598 10,065,198 - 3,014,108 - 13,079,306 - 643,097 - 274,353,468 213,291,598 Raw material and supplies Less: Value provision of raw material and supplies Work in progress Finished goods Merchandise Total Prepayments for stocks Advances made in Croatia Advances made abroad Total Long-term assets held for sale Total 26.1. Inventories without turnover in the last 2 years in the amount of HRK 34,987,196 were the object of reexamination with a goal of their possible write-off by charging the consolidated Comprehensive Income Statement. As a result, on the basis of the estimate of their unprofitableness, an additional value provision of inventories was made by charging expenses in 2013 in the amount of HRK 12,161,600. 26.2. Long-term property in the amount of HRK 643,097 relates to the object-transformer station, which is, according to the decision of the Management of the company 3. Maj Brodogradilište d.d., Rijeka intended for sale. 31 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 27. SHORT-TERM ACCOUNTS RECEIVABLE At 31 December 2013 in HRK 38,024,973 24,420,997 (20,897,234) (10,714,298) 17,127,739 13,706,699 Domestic trade receivables Less: Value provision 8,665,354 367,787 (3,841,042) - 4,824,312 367,787 21,952,051 14,074,486 Foreign trade receivables Less: Value provision Total 27.1 At 31 December 2012 in HRK Age analysis (structure) of trade receivables is, as follows: Undue Total Due < 30 days 30-60 days 60-90 days 90-120 days in HRK in HRK in HRK in HRK in HRK in HRK in HRK 31 December 2013 6,899,487 1,567,589 915,685 2,013,992 3,119,435 7,435,863 21,952,051 31 December 2012 1,635,656 1,485,370 1,237,017 443,692 871,690 8,401,061 14,074,486 27.2. >120 days Trade receivables doubtful for collection amounting to HRK 24,738,276 were the object of reexamination, with a goal of making their possible provision by charging the consolidated Statement of Comprehensive Income. As a result, a value provision of trade receivables was made on the basis of estimates upon their collection in the same amount. 28. CURRENT RECEIVABLES FROM PARTICIPATING ENTREPRENEURS At 31 December 2013 At 31 December 2012 in HRK in HRK Utp d.o.o., Pula 26,318 37,862 Total 26,318 37,862 32 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 29. AMOUNTS DUE FROM EMPLOYEES AND COMPANY’S MEMBERS At 31 December 2013 in HRK Advance payments for official trips At 31 December 2012 in HRK 840 9,897 10,636 819 Receivables from workers for the receipts in kind 108,889 57,911 Other receivables from employees 103,792 73,263 Total 224,157 141,890 Receivables from workers for indemnification 30. CURRENT RECEIVABLES FROM GOVERNMENT AND OTHER INSTITUTIONS At 31 December 2013 in HRK Receivables for value added tax Receivables for contributions and memberships Receivables from the removal from accounts of maritime property Receivables for state subsidies Other receivables from the state Total At 31 December 2012 in HRK 31,378,968 13,758,836 229,081 78,619 104,359,257 208,718,514 55,971,216 - 27,205,691 3,664,672 219,144,213 226,220,641 33 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 31. CURRENT OTHER RECEIVABLES At 31 December 2013 in HRK Receivables for interest Advance payments to suppliers Other receivables Less: Value provision Add: Current portion Total 32. At 31 December 2012 in HRK 746,958 13,432 28,953,372 57,202,335 8,362,289 35,570,352 (1,949,245) - 2,177,609 - 38,290,983 92,786,119 CURRENT FINANCIAL ASSETS At 31 December 2013 in HRK At 31 December 2012 in HRK Given loans, deposits, etc. Uti d.o.o., Pula Stiven's d.o.o., Pula Brodo opus d.o.o., Pula 200,000 200,000 - 122,000 60,000 60,000 - 2,863,397 Uljanik Plovidba d.d., Pula 36,000,000 750,000 Uljanik Marina d.o.o., Pula 25,000 20,000 74,695,931 - 22,775 - 112,500 - (200,000) (322,000) 110,916,206 3,693,397 United Shipping Services.One, Inc., Liberia Given deposits over 90 days Other Brodograditelj d.o.o.,Pula Less: Value provision Total 34 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 33. CASH AT BANK AND IN CASHIER At 31 December 2013 in HRK At 31 December 2012 in HRK Letters of credit 25,370,450 - Current account balance 58,707,888 37,153,581 Foreign currency account balance 46,603,917 8,997,693 18,981 23,885 5,155 4,942 121,000,643 826,018 Other 8,714 - Total 251,715,748 47,006,119 Cash in hand – HRK Cash in hand – foreign currency Deposits up to 3 months 34. PREPAID EXPENSES OF THE FUTURE PERIOD AND ACCRUED INCOME At 31 December 2013 in HRK At 31 December 2012 in HRK 327,390,149 405,566,948 1,124,819 73,274 Other 43,617 - Total 328,558,585 405,640,222 Refundable amount upon building contracts Prepaid costs 35. REGISTERED (SUBSCRIBED) CAPITAL The registered capital was established in the nominal amount of HRK 302,062,500 (At 31 December 2012 in the same amount) and consists of 3,356,250 shares with nominal value of HRK 90. The ownership structure of the Company is, as follows: 35 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued Shareholder At 31 December 2013 Number Ownership of share % shares At 31 December 2012 Number Ownership of share % shares Croatia osiguranje d.d. (1/1) 333,332 9.93 166,666 4.97 Cerp (0/1) / HZMO - Croatian pension insurance institute (1/1) 259,731 7.74 259,731 7.74 Hrvatska poštanska banka d.d. (0/1) / Kapitalni fond d.d. (1/1) 222,222 6.62 222,222 6.62 Hrvatska poštanska banka d.d. (0/1) / The NEK overhauling financing fund (1/1) 166,666 4.97 166,666 4.97 Hypo Alpe - Adria - Bank d.d. (0/1) / PBZ The Croatia insurance obligatory pension fund (1/1) 133,333 3.97 133,333 3.97 HZZO - Croatian health insurance institute 130,157 3.88 130,157 3.88 - - 111,111 3.31 111,111 3.31 111,111 3.31 104,375 3.11 Croatia osiguranje d.d. / life insurance Societe generale - Splitska banka d.d. (0/1) / Erste plavi obvezni mirovinski fond (1/1) Uljanik d.d. (1/1) Hrvatska brodogradnja-Jadranbrod dd Adris grupa d.d. (1/1) Cerp (0/1) State agency for sving deposits assurance and the improving of financial conditions of banks (1/1) Domestic individual Foreign individual Other shareholders Total 36. - - - - 104,375 3.11 83,000 2.47 83,000 2.47 80,016 2.38 - - 1,550,380 46.19 1,550,638 46.20 3,283 0.10 3,323 0.10 178,644 5.32 313,917 9.35 3,356,250 100.00 3,356,250 100.00 CAPITAL RESERVES Capital reserves in the amount of HRK 15,191,367 (2012 in the same amount) were ascertained in 2012 by the simplified decrease of basic capital. 37. RESERVES FOR OWN SHARES in HRK At 31 December 2012 - Appropriation on the basis of the Assembly’s Decision in 2013 At 31 December 2013 3,200,000 3,200,000 36 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 38. OWN SHARES AND PORTIONS (deducted item) At 13 June 2013 the Company has acquired 104,375 own shares at the price of 45 per piece in the amount of HRK 4,696,875 representing 3.1099 % of the basic capital of the Company. 39. OTHER RESERVES Other reserves in the amount of HRK 4,963 are formed upon the Assembly’s Decision from realized income for 2012. 40. REVALUATION RESERVES in HRK At 31 December 2012 - Foreign exchange differences from conversion of foreign operations (692,467) At 31 December 2013 (692,467) 41. ACCUMULATED LOSS in HRK At 31 December 2012 Loss for 2012 (see Note 42) (72,779,257) (901,992) Reserves for own shares (see Note 37) (3,200,000) Other reserves (see Note 39) (4,963) Foreign exchange differences Part in profit of associated entrepreneurs At 31 December 2013 42. (13,903) 12,262,007 (64,638,108) PROFIT / (LOSS) FOR THE CURRENT YEAR In 2013 the Group generated net profit ascribed to the Parent company capital holders in the amount of HRK 105,758,648 (2012 loss in the amount of HRK 72,779,257). 43. MINORITY INTEREST Minority interest as at 31 December 2013 in the amount of HRK 108,206,777 comprise loss of the period ascribed to minority interest in the amount of HRK 3,148,462. The minority interest represents 16.652 % of the capital of the company 3. Maj Brodogradilište d.d., Rijeka. 37 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 44. PROVISIONS Potential liabilities (acquisition) Costs of legal proceedings Jubilee awards and severance pays Arbitration costs Total in HRK in HRK in HRK in HRK in HRK At 31 December 2012 Additional provisions - 649,000 - - 649,000 83,000,000 5,571,755 3,861,516 - 92,433,271 - (2,166,669) - (240,200) (2,406,869) - (1,395,951) - - (1,395,951) - 16,620,590 - 7,736,899 24,357,489 83,000,000 19,278,725 3,861,516 7,496,699 113,636,940 Reversal of provisions Amounts utilized during the year Acquisition At 31 December 2013 /i/ Potential liabilities in the amount of HRK 83,000,000 relate to liabilities of the company 3. Maj Brodogradilište d.d. on the basis of the Contract on sale and transfer of shares of Brodograđevna industrija 3.Maj d.d., Rijeka, as also the Restructuring program of Brodograđevna industrija 3. Maj d.d., Rijeka which are recorded in the consolidated financial statements when establishing fair value of assets and liabilities of the company 3. Maj Brodogradilište d.d., Rijeka. 45. LONG-TERM LIABILITIES At 31 December 2013 in HRK At 31 December 2012 in HRK 104,359,257 367,461,569 113,747,417 469,913,191 101,625,364 - 109,592,750 71,254,202 89,189 (290,891,863) 139,567,391 37,728,120 217,524 (226,949,540) 475,612,521 522,102,050 Liabilities upon securities Liabilities for issued bills of exchange 155,866,629 - Total 631,479,150 522,102,050 Liabilities to banks and other financial institutions Deutsche Bank AG London Hrvatska banka za obnovu i razvitak d.d., Zagreb Erste & Steiermaerkische Bank d.d., Rijeka Zagrebačka banka d.d., Zagreb Privredna banka Zagreb d.d., Zagreb Hypo Alpe-Adria-Bank d.d., Zagreb Liabilities upon financial lease Less: Current portion (see Note 46) 38 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 45.1. The movements in liabilities to banks and other financial institutions during the year may be summarized as follows: in HRK At 31 December 2012 522,102,050 New borrowings 267,075,626 Amounts repaid (104,359,257) Foreign exchange differences 2,642,499 687,460,918 Add: Reclassified from short-term loan 79,043,466 Less: Current portion (290,891,863) At 31 December 2013 45.2 475,612,521 The repayment schedule of long-term liabilities to banks and other financial institutions is as follows: in HRK Due in one to two years 378,486,027 Due in two to three years 32,516,892 Due in three to four years 32,071,723 Due in four to five years 26,820,303 Due over five years 5,717,576 Total 46. 475,612,521 SHORT-TERM LIABILITIES TO BANKS AND OTHER FINANCIAL INSTITUTIONS At 31 December 2013 At 31 December 2012 in HRK in HRK Privredna banka Zagreb d.d. Hrvatska banka za obnovu i razvitak 116,061,186 7,637,643 29,656,902 Zagrebačka banka d.d. OTP banka d.d. Imex banka d.d. 109,592,750 34,603,182 9,409,576 Istarska kreditna banka d.d. Hrvatska poštanska banka d.d. BKS bank d.d. 26,635,200 44,392,000 - Primorska banka d.d. Veneto Banka d.d. Hypo Alpe-Adria Bank d.d. 7,637,643 21,003,519 23,075,042 113,104,182 35,486,775 14,940,336 33,501,745 45,814,352 15,091,248 - Add: Current portion 290,891,863 226,949,540 Total 690,945,847 514,545,080 39 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 46.1. The movements in liabilities to banks and other financial institutions during the year may be summarized as follows: in HRK At 31 December 2012 514,545,080 New borrowings 527,984,729 Loan repayment and leases (563,432,359) Reclassification to long-term loan (79,043,466) 400,053,984 Add: Current portion 290,891,863 At 31 December 2013 690,945,847 47. LIABILITIES FOR RECEIVED PREPAYMENTS Domestic customers At 31 December 2013 At 31 December 2012 in HRK in HRK 28,814,757 300,630 Foreign customers 202,580,912 20,526,643 Total 231,395,669 20,827,273 40 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 48. CURRENT LIABILITIES TO SUPPLIERS At 31 December 2013 in HRK At 31 December 2012 in HRK Domestic accounts payable 136,535,390 100,861,156 Foreign accounts payable 104,577,493 159,395,658 23,470,936 10,478,108 13,112 9,852 264,596,931 270,744,774 Uninvoiced goods (material) Other liabilities Total 48.1. Age analysis (structure) of liabilities to suppliers is as follows: Due Due Undue in HRK < 30 days in HRK 30-60 days in HRK 60-90 days in HRK 90-120 days in HRK >120 days in HRK in HRK At 31 December 2013 157,828,301 30,478,687 19,390,790 8,965,897 7,100,002 40,833,254 264,596,931 At 31 December 2012 77,705,611 16,868,009 1,275,057 4,677,144 13,542,234 36,676,719 270,744,774 49. LIABILITIES TO ENTREPRENEURS IN WHOM THE ENTITY HOLDS PARTICIPATING INTERESTS At 31 December 2013 in HRK At 31 December 2012 in HRK Utp d.o.o., Pula 4,051,449 3,445,612 Total 4,051,449 3,445,612 50. CURRENT LIABILITIES TO EMPLOYEES At 31 December 2013 in HRK At 31 December 2012 in HRK Net wages and salaries 24,981,330 15,379,330 Liabilities for compensations 23,162,659 1,515,938 Other 21,550,368 1,353 Total 69,694,357 16,896,621 41 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 51. CURRENT LIABILITIES FOR TAXES, CONTRIBUTIONS AND SIMILAR FEES At 31 December 2013 in HRK Liabilities for contributions At 31 December 2012 in HRK 12,832,373 8,129,886 Liabilities for taxes and surtaxes 3,287,506 2,065,619 Liabilities for value added tax 3,739,979 878,062 Other 3,552,610 885,297 Total 23,412,468 11,958,864 52. OTHER CURRENT LIABILITIES At 31 December 2013 in HRK At 31 December 2012 in HRK Liabilities for interest and fees Liabilities for contracts on work and compensations to the Supervisory board Other liabilities 21,371,447 9,678,791 71,948 55,363 4,465,010 4,340,123 Liabilities toward Bollore Delmas 52,480,696 - Total 78,389,101 14,074,277 /i/ Liability toward company Bollore Delmas, France which is as an customer abstained from construction of 2 ships is based on lost court/arbitration procedure which is lead for many years. During 2008, Trade court in Rijeka has brought the decision for the recognition of the arbitration decision, and the Company's Management in 2008 has brought a decision on booking and presenting the liabilities on the basis of the mentioned official decision. 53. DEFERRED PAYMENT OF COSTS AND INCOME DEFERRED TO FUTURE PERIOD At 31 December 2013 in HRK At 31 December 2012 in HRK 59,415,595 54,218,796 Provisions for costs of guarantee works 4,373,600 - Provisions for severance pays 7,103,036 - Accounted but non utilized holidays 3,268,024 - 483,333 378,062 7,619,558 4,185,976 82,263,146 58,782,834 Provisions for anticipated losses upon building contracts Accounted but uninvoiced costs Income of the future period 42 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 54. OFF BALANCE RECORDS At 31 December 2013 At 31 December 2012 in HRK in HRK 67,200 - Securities 98,428,162 - Deferred tax property 12,642,404 - Right for transfer of tax loss Other 697,153,444 243,902,676 10,768,440 10,768,440 Total 819,059,650 254,671,116 Receivables on the basis of illegally deprived property 43 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 55. INFORMATION ON SEGMENTS Shipbuilding Machine building in HRK in HRK Production of equipment in HRK Other Intragroup transactions Total Group in HRK in HRK in HRK For 2013 Income from sale Other income Operating income Operating expenses Operative income / (loss) Net financial income/ (expenses) Result before taxation Income tax Net profit/ (loss) 1,003,110,187 298,945,385 58,931,338 8,151,985 24,168,008 213,872 76,985,913 8,678,693 (109,472,918) (847,363) 1,053,722,528 315,142,572 1,302,055,572 67,083,323 24,381,880 85,664,606 (110,320,281) 1,368,865,100 1,637,794,097 100,749,278 30,776,468 78,485,039 (110,319,850) 1,737,485,032 (335,738,525) (33,665,955) (6,394,588) 7,179,567 (431) (368,619,932) (76,291,378) (2,405,361) 55,331 (2,192,546) 554,038,605 473,204,651 (412,029,903) (36,071,316) (6,339,257) 4,987,021 554,038,174 104,584,719 - - (1,974,533) - (1,974,533) (412,029,903) (36,071,316) (6,339,257) 3,012,488 554,038,174 102,610,186 2,389,071,092 1,927,312,933 60,089,918 72,456,744 115,169,261 13,087,476 849,625,026 411,089,766 (759,693,433) (234,081,861) 2,654,261,863 2,189,865,058 1,332,412,553 61,367,232 101,313,401 5,876,960 31,575,078 244,577 56,756,277 4,111,571 (130,678,548) (12,601) 1,391,378,761 71,587,739 1,393,779,785 107,190,361 31,819,655 60,867,848 (130,691,149) 1,462,966,500 1,392,844,117 131,102,138 30,065,501 59,944,383 (130,691,149) 1,483,264,990 935,668 (23,911,777) 1,754,154 923,465 - (20,298,490) (51,723,493) (1,970,362) (9,851) 2,444,231 (51,259,475) (50,787,825) (25,882,139) 1,744,303 3,367,696 (71,557,965) - - (359,786) (861,506) - (1,221,292) (50,787,825) (25,882,139) 1,384,517 2,506,190 - (72,779,257) 1,506,936,909 1,484,476,320 103,782,871 145,078,382 113,719,771 5,298,729 379,958,050 10,149,841 (426,798,598) (210,976,887) 1,677,599,003 1,434,026,385 Other information Total assets Total liabilities For 2012 Income from sale Other income Operating income Operating expenses Operative income / (loss) Net financial income/ (expenses) Result before taxation Income tax Net profit/ (loss) Other information Total assets Total liabilities 44 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 56. CASH FLOWS STATEMENT Consolidated statement of cash flows during 2013 was prepared on the basis of indirect method. 57. FINANCIAL INSTRUMENTS AND RISK MANAGEMENT 57.1. Category of financial instruments Financial assets at fair value through profit and loss account Financial assets available for sale At 31 December 2013 At 31 December 2012 in HRK in HRK 352,234 250,490 Other long-term financial assets 348,752,695 179,246,733 Other long-term receivables 326,534,242 18,979,788 21,952,051 14,074,486 Short-term receivables from customers Other short-term financial assets 110,916,206 3,693,397 Other short-term receivables 257,685,671 319,186,512 Cash at bank and in cashier 251,715,748 47,006,119 Financial assets 1,317,908,847 582,437,525 Liabilities upon loans 1,166,469,179 1,036,429,606 Liabilities upon financial lease 155,866,629 89,189 217,524 Liabilities to suppliers 264,596,931 270,744,774 Other liabilities 406,943,044 67,202,647 1,993,964,972 1,374,594,551 Liabilities upon securities Financial liabilities 45 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 57.2. Managing financial risk objectives The Group controls and manages financial risks which could have the inflow to the operations of the Group by internal reports on risks where the exposures to risks are analyzed on the basis of a degree and character of market risk, interest risk, credit risk, currency risk and solvency risk. 57.3. Market risk The Group operates in the Croatian and international markets. The Group’s management determines the prices of its products and services separately for domestic and foreign markets. There were no significant changes of market risk influence to Group’s operations. 57.4. Interest rate risk Interest rate risk is a risk that the value of a financial instrument will fluctuate due to changes in market rates relative to the interest rate applicable to the financial instrument. Interest rate cash flow risk is the risk that the interest cost of an instrument will fluctuate over time. There were no significant changes of interest risk influence to Group’s operations. 57.5. Credit risk Credit risk is a risk that the other contractual party would not be able to perform its financial liabilities and thus cause financial losses for the Group. Financial assets that potentially expose the Group to credit risk consist mainly of cash, money equivalents and trade receivables. Trade receivables have been adjusted for the allowance for bad and doubtful accounts. There were no significant changes of credit risk influence to Group’s operations. 57.6. Currency risk The official currency of the Group is Croatian kuna (‘’HRK’’). However, certain transactions denominated in foreign currencies are translated into Croatian kuna by applying the exchange rates in effect at the consolidated balance sheet / statement of financial position date, and is consequently, the Group potentially exposed to risks of changes in currency rates. Exposure of Group to currency risk is, as follows: Assets At 31 December 2013 At 31 December 2012 in HRK in HRK Liabilities At 31 At 31 December December 2013 2012 in HRK in HRK EUR 272,390,616 114,725,031 1,206,563,937 812,688,573 USD 588,251,435 436,160,190 373,986,735 309,809,032 5,554,423 14,259,930 27,967,268 3,600,418 Other currencies 46 ULJANIK d.d., Pula NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS For the year ended 31 December 2013 - continued 57.8. Solvency risk Solvency risk is risk that the Group would not be able to fulfill its financial liabilities to the other contractual party. Group manages solvency risk in the way that observes continuously and analyses expected and actual cash flow on the basis of maturity of financial property. 58. POTENTIAL LIABILITIES Court disputes which the Group conducts as the accused mainly are disputes from working contracts, i.e. the indemnification to workers due to injuries at work, as also the disputes for indemnification due to deadly cases as a result of asbestosis or injuries at work. The company 3. Maj Brodogradilište d.d. conducts three arbitration procedures (the arbitrations in London), i.e the one is initiated by side of the Company against the customer MS Monte Carlo, Hamburg, NSC Hamburg (guarantee) and the banks to which the rights are transferred from the Building contract of ship Nov 707, due to unjustly breaking off the Contract. The another arbitration procedure is initiated by the side of MS Monza, Hamburg in relation to guarantee works at NOV. 705, and the third is started by the side of MS Montreal, for the reason of indemnification (on the basis of unrealized reparation /substitution of spare parts/ performing of works in a guarantee period) for NOV. 706. The Company upon these works made the provision in total amount of HRK 7,496,699. At 31 December 2013 the Group for potential liabilities upon court disputes and the mentioned arbitration has established provisions of costs in the amount of HRK 26,775,424 (see Note 44). 59. EVENTS AFTER THE CONSOLIDATED BALANCE SHEET / CONSOLIDATED STATEMENT OF FINANCIAL POSITION DATE /i/ In January and February 2014 is stipulated the making of 3 pieces of barges for transport of dropped gas (LPG) and 10 pieces of barges for transport of oil and preparations for the buyer Wisby Tankers AB for the company 3. Maj Brodogradilište d.d., Rijeka. The barge is anticipated to be without human crew which is pushed by stream tugboats on rivers of the Republic of Columbia. The main dimensions are as follows: length of 59.48 m, width of 16 m and a maximum draught of 4.60 m. /ii/ On 28 February 2014 the representatives of the managements of HC Global Production B.V. the Netherlands and Uljanik d.d., Pula have signed the Contract on building of one furnished body of the selfpropelled cutter suction dredger with digger. The installed power of the ship comes to 23,684 KW, length of 152 m and width of 28 m. 47 ULJANIK d.d., Pula