Saudi Tabreed Annual Report 2014

The Custodian of the Two Holy Mosques
King Abdullah Bin Abdulaziz Al-Saud
His Royal Highness
Prince Salman Bin Abdulaziz Al-Saud
Crown Prince, Deputy Prime Minister
and Minister of Defense
Table of Contents
Shareholders
9
Board of Director
5
The Company
8
Financial Results
8
Key Accomplishments
8
Board of Directors
10
Audit & Risk Management Committee (ARMC)
10
Board Project Committee (BPC)
11
Board Finance Committee (BFC)
11
Acknowledgement
11
Business Risk Management
12
Financial Highlights
15
Corporate Governance
18
Corporate Social Responsibility
20
Health, Safety and Environment
21
Saudi Tabreed
Sh
Shareholders
are
Closed Joint Stock Company reg. in 2005
Shareholders ACWA Holding, Tabreed UAE,
RUSD Intl., Ms. Lama Khudra and Abunayyan Trading Co,
187,000 TR Contracted Capacity
Saudi tabreed
Key Facts
ho
lde
rs
High experienced
&
24/7 professional staff availability
Large District Cooling Supplier
THE ARABIAN COMPANY FOR WATER
AND POWER DEVELOPMENT (ACWA Holding), is
the result of the constructive and productive efforts exerted by the Saudi private sector. ACWA
Holding is engaged in the investment of seawater
and brackish water desalination, power generation,
potable water treatment and sewerage and industrial wastewater treatment.
ACWA Holding was established in 2002 with a vision to invest in infrastructure development projects capitalizing on the opportunities through
privatization initiative of the government. ACWA
Holding added to its portfolio around 26 major
subsidiaries/ affiliates with investments in Power
Generation, Water Desalination production and
rehabilitation, Waste Water Treatment, EPC contracting for power and water, Pipe manufacturing,
Waste Management, manufacturing of RO membranes, transportation and District Cooling.
With a vast experience in executing projects,
ACWA through API has invested in Power Generation businesses with around 15,700MW power generation and 2.37m m3/ day of desalination
projects. ACWA Holding further owns 30% share
of Saudi Cargo business and MRO business.
6X
Growth between 2010 & 2013
2010
2011
2013
2012
9
Tabreed UAE National Central Cooling Company PJSC (Tabreed) is a leading district cooling company providing sustainable, energy efficient and innovative cooling solutions to government, commercial, residential and private organizations in
the GCC.As the partner of choice for major infrastructure projects in the region,
Tabreed develops custom-built cooling solutions that meet the unique requirements of its customers.
Some of Tabreed’s high profile projects include the Dubai Metro, Abu Dhabi’s Yas Island, Sheikh Zayed
Grand Mosque and The Pearl –Qatar.
Through its infrastructure network, Tabreed supplies its customers with chilled water which is then used
for air conditioning. The company designs, builds and operates district cooling plants specifically commissioned for certain projects or converts existing projects from traditional cooling systems to district
cooling.
Established in 1998, Tabreed’s portfolio now includes 59 plants across the United Arab Emirates - 52
wholly owned and operated by the company and seven operated through its affiliates. Tabreed also has
a number of projects in Bahrain, Oman, Qatar and Saudi Arabia. In total, the company has an installed
capacity of just over 760,000 RT.
With nearly 15 years of regional industry experience, Tabreed has successfully designed and deployed
pioneering district cooling technology that has enabled it to deliver energy efficient, cost effective, and
environmentally friendlier cooling solutions that support the growth of regional economies.
Tabreed is listed on the Dubai Financial Market under the symbol of “Tabreed.”
Rusd International Services
RUSD INTERNATIONAL MARKETING SERVICES, local agent of IAIC Insurance Company and Saudi arm of
the Rusd Group, specializes in financial services through the Investment Bank and Asia Finance Bank of
Malaysia, Salama Islamic Arab Insurance Company of the UAE and Ta’jeer Co. of Saudi Arabia.
Abunayyan Trading Co.
Abdullah Abunayyan Group commenced operations in 1950 providing integrated solutions for the water
industry in Saudi Arabia and the GCC countries, subsequently expanding into Trading, Manufacturing, EPC
(turnkey contractor in water and energy related activities), Investments in water, power, oil & gas sectors.
Ms Lama I. F. Abu Khadra
Ms Lama Ismael Abu Khadra along with her husband Mr. Abdul Raouf W. Al Bitar are the sole owners of
Lama Holding having investments in various companies including Al Manahal Water Factory, a Saudi Limited Liability Company, established in late 1989 along with sister companies producing water and juices in
Jeddah, Dammam and Bahrain with focus on Qatar and UAE.
Amongst many other investments, they have investments in District Cooling, Middle East Molds and
Plastic Factory, Hayat plaza, Dubai Contracting, Tabreed UAE, Multiforms etc.
Bo
DC Scheme
Components
ard
Board of Directors
of
Dir
ect
ors
Saudi Tabreed Board of directors comprises of highly respectable and experienced personalities. The
Board Members are as follows:
Mohammad Abdullah Abunayyan
Chairman
Chairman of the Board of Abdullah Abunayyan Group of Companies
Member of the Advisory Committee to the Chairman of the High Supreme Economic Council of the Kingdom of Saudi Arabia
Board member of several large joint stock companies in Saudi Arabia
Essam A. Al Muhaidib
Board Member
Chillers
Control
Systems
Cooling
Towers
TES
Piping Distribution network
Primary &
Secondary
Pumps
TES
Chief Executive Officer of Al Muhaidib Group.
Board member of the:
-ACWA Holding
-Nestle Waters
-Azizia Panda United
-Eastern Province Governance Council
13
Rasheed Abdulrahman Al Rasheed
Jassim Al Thabet
-Board of Director of ACWA Holding.
-He Joined the group in 2000 as Vice President and Chief Financial Officer of
ACWA Power Development.
-He started his career in 1998 with STC as a Computer Programmer and Systems
Analyst and has also worked for the Royal Air force (PDM) International (As Sr.
Systems Analyst), Al-Rashed Certified Public Accountants(Senior Management
Consultant).
-Jasim Thabet is the Chief Executive Officer of National Central Cooling Company
PJSC (Tabreed). Prior to joining Tabreed. He was Vice-President in Mubadala
Development Company’s Industry Unit.
-In 2009, Thabet held the position of Senior Project Manager at General Electric
Power Systems. He sits on the board of a number of companies including Qatar
Cool, Tabreed Oman, Tabreed Bahrain, S&T and SNC Lavalin Gulf Contractors.
Managing Director and Board Member
Abdulrahman A. Bajunaid
Board Member
-COO of ACWA Holding
-Over 17 years of experience in banking & finance with leading Saudi financial
institutes.
-Regional Head of Corporate Banking/ Central Region at Saudi Hollandi Bank
-Eight year experience with SAMBA Financial Group
-Graduated with honor in Finance from KFUPM University
Board Member
Abdul Raouf W. Al Bitar
Board Member
CEO of Al Manhal and Nestle Waters Group of Companies in Saudi Arabia. He is
the Chairman of the Board for Jordan New Cable Co. (JNCC).
-He is also a Board Member of several companies like Middle East Specialized
Cables (MESC) – Saudi Arabia, Tabreed District Cooling Co. - Saudi Arabia, ACWA
Power - Saudi Arabia, LG-Shaker Factory – Saudi Arabia, MESC-Fujikura Cable Co.
– Jordan
Saleh Malaikah
Khaled Al Qubaisi
Board Member
-Khaled Abdulla Al Qubaisi is the Executive Director of Human Capital at Mubadala, the Abu Dhabi based investment and Development Company.
-He is also a Member of the Managing Director of National Central Cooling Company PJSC (Tabreed). Chairman of the National Health Insurance Company (DAMAN). Board Member of various organizations.
14
Board Member
-Dr. Malaikah is currently the Chairman of Rusd Investment Bank of Labuan, Malaysia and is the Chairman of a group of insurance and re-insurance companies
(including BEST Re, , IAIC KSA [Islamic Arab Insurance Co, of Saudi Arabia] & ESIH)
and the Chairman of a group of leasing companies (Ta’jeerof Saudi Arabia & BEST
Lease of Tunisia).
-Board Member of National Industrialization Co. (NIC), Saudi Tabreed Co. (STC),
and Nabaa Development & Investment Co. (NDIC)
15
Benefits
Board of Directors Report
Key Facts
Dear Shareholders,
We are pleased to present this Board of Director’s Report and the Audit Financial Statements
of Saudi Tabreed District Cooling Company (“STDCC”) for the year ended December 31, 2013.
DC w. TES
0.85
Better Space Utilization
Window
DC
1
50%
Air
Cooled
1.7
2.2
Split
1.8
Without DC
50% less Kw per Ton Elect. Consumption
20 % NOISE REDUCTION
99.94 % more RELIABILITY as per
(International District Energy Association)
With DC
The Company
Saudi Tabreed District Cooling Company (the “Company”) is a Closed Joint Stock Company
registered in Al Khobar, Kingdom of Saudi Arabia under the Commercial Registration umber
2051032068 dated 29 Dhu Al Qadah 1426H (Corresponding to December 31, 2005).
The Company and its project companies, including Saudi Dahran District Cooling Company (“SDCC”), Central District Cooling Company (“CDCC”), Jubail and Yanbu District Cooling
Company (“JYDCC”) and Operation and Maintenance for District Cooling Systems (“STOM”),
together (the “Group”).
Financial Results
The Company Consolidated Financial Statements for the year ended Dec 31, 2013 shows a
significant growth in the financial performance of the company with its Income from Operations at SAR79.5mln compared to SAR16.1mln in 2012 and its Net Income recorded at
SAR76.2mln increasing from SAR15.5mln in 2012.
During the year ended December 2013, Saudi Tabreed has made Revenue of SR 134.71 Mln and
incurred Operating cost of SR 70.48 Mln, making Operating Profit of SR 64.24 Mln. During the
year Finance Cost was SR 19.94 Mln and other cost of SR 16.43 Mln. Net Profit before zakat
of SR 79.29 Mln.
Key Accomplishments
Saudi Dhahran District Cooling Company (“SDCC”): being the first ever district cooling project financed under long term non-recourse financing successfully completed its construction and started operations in Feb 2013. SDCC has a capacity of 27,000TR with a concession
running for 25 years with Saudi Aramco. The project is situated in Dhahran supplying chilled
water to various Aramco facilities. Under the concession contract a further 5000 TR capacity
can be added. Recently Aramco has confirmed additional capacity requirement bringing the
total capacity to 32,000TR.
17
Central District Cooling Company (“CDCC”) : was the second project with a total capacity of 55,000 TR.
The project is to be completed in 5 Phases. Its Phase 1 & 2 started construction in 2012 and scheduled to
be completed in June 2014. The project is expected to supply chilled water to various buildings in Jabal
Omar Development. The Phase 1 & 2 is for 25,000TR Capacity.
Operations & Maintenance Company for District Cooling Systems (“STOM”) : is performing under contract with King Abdullah Financial District to operate 100,000TR capacity. The project is situated in Riyadh
in the KAFD and is under a fixed price contract for a term of 10 years. The Phase 1 of 50,000TR started
operations from Sep 2013.
STOM has entered into 25 year long term contracts with CDCC and SDCC and is responsible for the O&M
of these projects.
Growth: With a total contracted capacity 78,082TR by end of 2013 the Company has achieved significant
growth since its inception and has set standards for the District Cooling industry in GCC. In 2014 the
Company expects to have a connected load of 156,971TR (including 100,000TR of O&M Capacity) just
from its existing contracts.
Board of Directors
STDCC Board of Directors comprises of 8 members:
1) Mr. Mohammad A. Abunayyan
2) Mr. Essam A. Al Muhaidib
3) Mr. Rasheed A. Al Rasheed
4) Mr. Abdulrahman A. Bajunaid
5) Mr. Khalid Al Qubaisi
6) Mr. Jasim Thabet
7) Mr. Abdul Raouf W. Al Bitar
8) Mr. Saleh Malaikah
Connected/ Fixed O&M Capacity
200,000
156,971
150,000
29,971
77,000
100,000
27,000
50,000
-
100,000
50,000
2011
2012
KAFD
18
27,000
2013
ARAMCO
2014E
JODC
19
The BOD held 2 board meetings during the period 1st January 2013 to 31st December 2013 to monitor the
Company’s financial and operational performance, policies and procedures and its future growth strategies. The BOD further reviewed the growth pipeline and approved budgets to meet the operational
needs of the Company. As per the Articles of the Company no remuneration was paid to any of the
Board of Directors. The Board has appointed from its members following committees:
1) Audit & Risk Management Committee
2) Board Project Committee
3) Board Finance Committee
Board Project Committee (BPC)
The BPC’s objective is to provide management with directions related to commercial operations, contracts, procurement related to projects. Additionally BPC endorses the projects and recommends to the
Board for their approval based on its financial and technical feasibility studies. BPC oversees projects
having significant impact on the business.
The BPC has following 3 members:
Audit & Risk Management Committee (ARMC)
1) Mr.Abdul Jalil Bakhurji (Chairman)
2) Mr. Mohammed Yassin
3) Mr. Faisal Malaikah
The Audit and Risk Committee comprises of the following members:
The members of the BPC were not paid any remuneration in accordance with the Articles of the Company.
1) Mr.Steven Williams Halliday (Chairman – Independent Member)
2) Mr. Sameer Ali Khan
3) Mr. Faisal Malaikah
Board Finance Committee (BFC)
The ARMC held 2 meetings during the period from 1st January 2013 to 31st December 2013. As provided
for in its charter the ARMC assists the Board of Directors and the management by reviewing the accounting policies financial statements, audit internal control policies and procedures, conformity to the international standards, compliance with policies and procedures and with various contractual arrangements
and risk management framework with advice to mitigate the risks to an acceptable level in order to meet
its objectives.
The members of ARMC were not paid any remuneration in line with the Articles of the Company during
the financial year from 1st January 2013 to 31st December 2013.
20
The BFC is formed to assist the Board in the review of the financial performance of the company including the review of its financial statements, financial structure, 5 year business plan, annual budget, forecast
and any other matter critical to the business of the Company including review of financing arrangements
and new investments.
BFC is comprised of the following members:
1) Mr. Abdulrahman A. Bajunaid – Chairman
2) Mr. Colin Sangster
3) Mr. Faisal Malaikah
4) Mr. Hani Sabha
21
Acknowledgement
Saudi Tabreed Operating Model
On behalf of the Board of Directors, it is my pleasure to extend our sincere thanks to the Company shareholders for their continued support for the Company and to offer considerable gratitude to all members
of the Company staff for their hard work, diligence and achievements throughout the year.
Special thanks to the Saudi government, specifically the Ministries of Finance and Commerce and Industry and the Ministry of Water and Electricity for their continued leadership and support for the District
Cooling Industry. Saudi Tabreed as a leader in District Cooling in KSA is committed to protection of
environment through reduction in electricity consumption in Saudi Arabia under the leadership of the
Custodian of the Two Holy Mosques, the Crown Prince and HRH the Second Deputy Prime Minister.
Saudi Tabreed is The operating model of the Company revolves around
development, construction and operations of its projects. The Company
operating model is to
Business Risk Management
Our businesses are exposed to and proactively
manage risks to a manageable level. Through our
Audit and Risk Management Committee we seek
guidance in steps for implementation of highest
risk management standards. Our business is exposed to the following key risks:
Project Execution Risk
The project execution risk comes is a combination
of risks associated with the development, construction and operations of the project. Following
is the summary of our key risks and our mitigation
strategy to minimize the adverse impact of these
risks:
performance of the counterparty. Furthermore we
have the rights under the agreements to terminate
the agreement with counter party bound by the
termination payments. The off takers credit worthiness is reviewed and complete due diligence undertaken along with advisors and the project financiers. We enter into the long term agreements for
chilled water for assets with strategic importance.
Technology and Contractor
Engineering Procurement and Construction (EPC)
agreements are the most essential part of the project construction as we enter into Lump Sum Turn
Key contracts with the experienced and reputable
EPC contractors to ensure that all construction risk
is passed on to them. The EPC contracts further
Counter Party Risk
Our business model is based on long term take or include performance risk mitigation measures inpay contracts. These contracts are key to our risk cluding the liquidated damages regime. The projmitigation strategy. These contracts ensure the ect is further protected through significant per-
23
formance bonds and construction bonds ensuring
compliance with the contract.
Funding Risk
Our business is a capital intensive business with
significant requirement of funding. Largely the
funding is arranged on a long term limited/ non-recourse basis at the project with no recourse to its
shareholders. The equity is arranged through either
the investment from our shareholders or through
corporate debt or through Equity Bridge Loans at
the project level. We do provide either directly or
through our shareholders support for the projects
in the form of Corporate Guarantees to support
the equity bridge loans and commitments under
the equity and subscription agreements.
responsible for the operations and maintenance of
the projects. STOM has employed work force to
achieve efficient and seamless operations.
Operational risk can be categorized as reduction
in availability and deterioration in efficiency. These
risks are mitigated through extensive training, implementation of highest operational standards and
support from OEM.
Health, Safety and Environment
Safety is our top priority with no compromise policy. We believe that through training, awareness,
continuous monitoring and upgrading our safety standards we can achieve the required safety
standards. Considering that lack of these measures
can have material legal and financial consequences
Regulatory Risk
through injury or damage to property. Additionally
Regulatory changes may pose a risk on the perfor- the lack of proper safety standards may have promance of our businesses. The change of law pro- longed loss of revenue.
vision protects our business from any change that We therefore are taking measures to ensure that
may have an adverse impact on our business.
compliance to our safety policy is ensured. We ensure continuous learning and improvement in our
Operational Risk
safety standards.
Our businesses are also exposed to operational
risks that are part of our core business. We rely on Interest Rate Risk
our skilled work force and highly capable manage- We have long term financing with risk of changes
ment to manage our operations. We receive strong in interest rates. This risk is mitigated through the
support from our shareholders having experience implementation of our long term hedging policy.
in the field. STOM (our O&M Company) is mainly
24
25
Financial Highlights
A summary of the Group’s financial performance during the year 2013 is set out below. The results and
financial position are presented on consolidated basis (as per the consolidated financial statements).
We currently have operational investments with a total capacity of 77,000 TR spread over 2 plants (Table – 1), with another 101,082 TR capacities currently under construction (Table – 2). The majorities of our
investments are under long term agreements with the utilities price and supply risk assumed by a credit
worthy off-taker. Our investments are presented in the following table with the respective accounting
classification.
TABLE - 1
Connected Load
Capacity
TR Operational Projects
fied as subsidiary) and do an equity accounting (one-line consolidation) for the projects where we either
have joint control or significant influence which are classified as a joint venture (“JV”) or an associate,
respectively.
In order to deliver the business model of investing in assets in which Saudi Tabreed has operational
control and to do so in an efficient and value creating manner, the plant operations and maintenance
activities undertaken by Saudi Tabreed are structured through a wholly owned subsidiary, The Operation
& Maintenance Company for DCS (“STOM”).
The financial information presented in the consolidated financial statements has been prepared in accordance with accounting standards generally accepted in the Kingdom of Saudi Arabia. For the year 2012,
we achieved an income of SAR 588 million from main operations and a net income of SAR 331 million.
The drivers of the net income are services rendered (including development fee income), results of operations from our subsidiaries and our share of net income from joint ventures and associates.
Summary of the Group’s financial performance is as follows:
Aramco
27,000
2013
2012
KAFD
50,000
SAR Millions
SAR Millions
Total Connected Capacity
77,000
Revenue
124.11
0.00
Gross Profit
86.64
0.00
Share in result of an associate
(1.16)
0.00
Income from main operations
79.76
(1.91)
Net Income
76.22
15.55
Net Cash from operating activities
31.94
6.61
Net Cash used in investing activities
(138.63)
(257.72)
Net Cash (used in) from investing activities
196.33
266.24
TABLE - 2
Load Under Construction
Capacity TR
Projects under Construction
Aramco
5,000
KAFD
50,000
JODC
46,082
Total Capacity under Construction
101,082
We undertake a full line-by-line consolidation for all projects over which we exercise full control (classi26
Summary of the Group’s financial position is as follows:
27
2013
2012
SAR Millions
SAR Millions
Bank Balance and Cash
131.43
41.80
Current Asset
170.55
50.50
Non - Current assets
1,017.99
898.24
Total Liabilities
778.86
614.39
Total Equity
408.42
332.20
Tangible Net Worth
1,168.18
927.68
Revenue
Comparison of Revenue/ Income
Revenue
2012
Consultancy Service Income
2013
Commission Income
0%
20%
40%
60%
80%
100%
Other Income
Revenue is driven by the availability of the capacity and dispatch of chilled water by operational facilities,
and operation and maintenance services and development fees.
Chilled Water sales started during the year driven largely by Aramco plant operational from Feb 19, 2013 &
KAFD operational from September 17, 2013. Further, Temporary Cooling was provided to JODC.
28
29
Operating Costs
The Operating costs comprise of utilities & fixed and variable operation and maintenance costs incurred
at the consolidated businesses. Operating costs of the projects generally comprise electricity, water,
chemicals, salaries and wages, routine and annual plant maintenance, consumables and spares, insurance.
Development Costs Written Off
Saudi Tabreed Group has been working on various projects to develop DC facilities. However, some of
them have not converted into projects. Hence, Saudi Tabreed decided to clean the books by writing off
all the projects which Saudi Tabreed is no more pursuing.
Finance costs
Financial charges are largely driven by interest on long term loans of Saudi Tabreed Group. The fee paid
upfront is capitalized and is amortized over the project life.
Debt and Capital Structure
Saudi Tabreed’s capital structure mainly comprises of equity injections from shareholders and long term
project financing. The Project finance at the respective projects is without recourse to the respective
shareholders.
The shareholders of Saudi Tabreed funded, directly and indirectly, a loan of SAR 84.3 million to Saudi
Dhahran Cooling Company, a loan of SAR 21 million and a deposit of SR 72 Million to Central District
Cooling Company.
Highlights on each project performance
SDCC (Aramco District Cooling Project): During the operational period during 2013, SDCC provided Aramco with cooling service of 63.13 Mln TR-HR. SDCC billed Aramco SR 39.12 Mln for Capacity Charge and
SR 15.87 Mln for Consumption Charge. SDCC consumes 73.54 KwH of electricity & 1.10 Mln M3 of water
to produce the cooling services.
30
CDCC (Jabal Omar District Cooling Project): Jabal Omar Project was under construction. The project is
expecting initial COD in June 2014. However, a Temporary Cooling service was provided to JODC, resulting
in revenue of SR 33.60 Mln during the year 2013.
STOM (KAFD District Cooling O&M Project): STOM project with KAFD started its operations. Revenue
recognized for the month of December was SR 5.45 Mln.
Corporate Strategy
Growth
The previous growth targets are now being revised to reflect the higher confidence in KSA’s vibrant real
estate market. These also took into consideration the subtle differences across the country from East to
West and the many projects that were either dormant for years or pending approvals and now revitalized, also taking advantage of the rapidly growing awareness of district cooling and its benefits.
We can confidently report that we remain on course to expand our cooling capacities by 2018 doubling
the current figures and in turn doubling our revenues.
In addition we continue to forge solid relations with Government and the Private Sector who understand
the benefits of district cooling and see it as one of the most viable technologies that will help reduce
domestic demand for oil through saving electricity. We are also exerting a lot of effort in helping the
concerned authorities to develop KSA District Cooling Regulation. We have been actively participating
in local as well as international district cooling forums to increase awareness of district cooling as well
as learn from the experiences of others. Our target market is mixed use developments. However we are
keeping an eye on the growing interest in district cooling by Industries which are eager to reduce their
carbon footprints such as SABIC and ARAMCO. Also we are targeting KSA Military, a bulk consumer of
cooling energy building on Tabreed’s success with the UAE Military.
and reporting of HSE performance continues and performance is well within targets. We pride ourselves
on the good relationships we have with our stakeholders, supply chain and subsidiaries. Keeping in close
communication and contact with our partners is an ongoing objective to ensure we build trust and cooperation. The provision of technical support, consulting services and training events to our extended
team and associates will be carried on to maintain and improve standards and share experiences. Finally,
our investment in Rabigh Technical College where more than 20 young Saudi Technicians have enrolled
on a two year training course is yielding positive results with the first batch of technicians will graduate in
2014 summer ready to be deployed on our projects in Makkah, Riyadh and Dhahran soon after graduation.
Stability
Our strategy for growth is anchored on a platform of stable and profitable projects which are performing
above and/or better than target levels. The Asset Management team supports the swift resolution of
billing and commercial issues and stabilizing earnings and returns. Emphasis continues to be placed on
containing costs within budgets and formalizing standard accounting and reporting practices across all
schemes. Saudi Tabreed is in the process developing and implementing an Enterprise Risk Management
(ERM) system with a scope that will cover all subsidiaries and joint ventures. HSE performance continues
to be assured by our HSE team who undertake periodic inspections and audits. The monthly monitoring
32
33
Corporate Governance
Names
Our code of Corporate Governance is implemented through the establishment of Board Committees
and internal control policies. We are continuously improving our code with an emphasis to achieve the
highest standards. Our focus is to build confidence in our financial information.
Following table provides for the attendance of Annual General Assembly:
Names
Arabian Company for Water & Power Development
National Central Cooling Company
Rusd International
M/S Lama Ismael Abu Khadra
Abunayyan Trading Company
Attended (√), Apologies (-), Proxy (P)
Annual General Assembly 2013
P
P
P
P
P
Following table provides for the names, category and attendance of the Board of Directors:
Names
Category
Board Meetings held and the attended
during 2013
May 2
Oct 10
√
√
√
√
√
√
-
Mr. Muhammad A. Abunayyan
Mr. Essam A. Al Muhaidib
Mr. Rasheed A. Al Rasheed
Mr. Abdulrahman A. Bajunaid
Non-Executive Chairman
Non-Executive Member
Non-Executive Member
Non-Executive Member
Mr. Khaled Al Qubaisi
Non-Executive Member
√
-
Mr. Jasim Thabet
Non-Executive Member
√
√
Mr. Abdul Rauf W. Al Bitar
Non-Executive Member
√
√
Mr. Saleh Al Malaikah
Non-Executive Member
√
√
Category
Mr. Omar Al Khudairi
Mr. Faisal Malaikah
Mr. Mohammed Yassin
Attended ( √), Apologies (-), Proxy (P)
Chairman - Independent
Non-Executive Member
Non-Executive Member
Board Project Committee 2013
Jan 29
May 15
Oct 30
√
√
√
√
√
√
√
√
√
Following table provides for the names, category and attendance of the Audit & Risk Management Committee:
Names
Category
Mr. Steven Williams Halliday
Chairman – Independent
Mr. Faisal Malaikah
Non-Executive Member
Mr. Abdul Jabbar
Non-Executive Member
Mr. Sameer Ali Khan
Non-Executive Member
Attended (√), Apologies (-), Proxy (P)
Board Audit & Risk Management Committee 2013
Jul 2
Nov 27
√
√
√
√
√
√
Following table provides for the names, category and attendance of the Board Finance Committee:
Names
Mr. Abdulrahman A. Bajunaid
Mr. Colin Sangster
Mr. Adrian Kershaw
Mr. Faisal Malaikah
Mr. Hani Sabha
Attended (√), Apologies (-), Proxy (P)
Category
Chairman – Non-Executive
Non-Executive Member
Non-Executive Member
Non-Executive Member
Non-Executive Member
Board Finance Committee 2013
April 2013
July 2013
Dec 13
√
√
√
√
P
√
√
-
Attended (√), Apologies (-), Proxy (P)
Following table provides for the names, category and attendance of the Project Committee:
34
35
Health & Safety
Location Type
Corporate Social Responsibility
Corporate Social Responsibility
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No. of sites by type Personnel
Number of people
Hours worked
Health, Safety & Environment
Fatalities
Reportable Injuries
Occupational Diseases
Dangerous Occurrences
Minor & 1st aid injuries
Environmental incidents
HSE Near misses
HSE Performance
Hours worked without
reportable injury
Reportable Injury Rate
Reportable Incidents
Reportable Incidents rate
HSE Notices
HSE penalties and fines (SAR)
HSE Management
HSE Committee Meetings
HSE inductions, toolbox talks
and awareness sessions
HSE training sessions
HSE Tours,
Inspections and Audits
HSE Emergency Tests,
Drills & Practices
Offices
1
11
23232
Production Construction Total YTD Total YTD
Facility
Site
2014
2013
2
1
4
4
50
10
71
46
105600
15240
51144
96224
0
0
0
0
0
0
0
0
0
0
0
1
0
1
0
0
0
0
0
0
4
0
0
0
0
1
0
5
0
0
0
0
1
0
10
23232
105600
15240
51144
96224
Monthly
Monthly
Monthly
12
36
Quarterly
Daily
Daily
92
542
Quarterly
Monthly
Monthly
12
36
Quarterly
Quarterly
Quarterly
Monthly
Quarterly
Quarterly
Monthly
Quarterly
Quarterly
12
1
1
36
4
4
37
Environment
Performance
The Company recognizes in today’s global marketplace, sustainability is of paramount importance as not
only it touches all aspects of its business but also the technology it offers to which can only competes
with established conventional technologies on the basis of energy efficiency and sustainability.
In KSA demand for electricity continues to grow rapidly with the greater portion of power consumption
is attributed to air conditioning. During the summer peak season power consumption in air conditioning
could reach as high as 70% of the total consumption in the country. KSA is considered among the second
highest group of nations worldwide who contribute to greenhouse gases. The current equivalent barrel
of oil consumed internally is in region of 3 to 4 million a day, according to Aramco’s statistics this figure
will double in 10 to 15 years. The estimated daily emission of CO2 in KSA is in the region of 1.5 to 2 million metric ton or approximately 550 to 750 million ton a year. Saudi Tabreed is proud to announce that
our district cooling technology helped in reducing the CO2 emission in 2013 by approximately 40,000
Ton, a humble beginning but this figure is expected to increase by manifolds during 2014 when three of
our district cooling plants reach their maximum capacity. In addition to reducing CO2 emission, Saudi
Tabreed continues its innovative plant design and operational methodologies to further reduce power
consumption and as well as water. We are also exerting a lot of effort in seeking new viable water treatment technologies that will reduce reliance on chemicals and encourage the use of environment friendly
compounds.
Key Facts
“COOL THE WORLD” without hurting the “ENVIRONMENT”
Projected ST Contribution in DC Savings in Oil and CO2 Emissions
90,000
250,000
80,000
200,000
70,000
60,000
30,000
In SAR '000
40,000
150,000
100,000
20,000
In Metric Tons
50,000
Reduction in Oil Consumption
1,232,000 (BOE/YR)
Reduction in CO2 Emissions
130,000 Ton/Year
Reduction in Oil Consumption
420,000 (BOE/Year)
50,000
10,000
0
0
Jan-14 Feb-14 Mar-14 Apr-14 May-14 Jun-14 Jul-14 Aug-14 Sep-14 Oct-14 Nov-14 Dec-14
38
Aramco CO2 Emission - MTU Savings
KAFD CO2 Emission - MTU Savings
JODC CO2 Emission - MTU Savings
Oil Saving - SAR
Jabal Omar 55,000 TR
ARAMCO 32,000 TR
KAFD 100,000 TR
Projects
PROJECTS
2010
Saudi Aramco / Dhahran
Plant Capacity at 32,000 TR
Saudi Aramco
Dhahran
2012
KAFD
Riyadh
Jabal Omar /
Makkah
Plant Capacity at 55,000 TR
Jabal Omar
Makkah
2012
KAFD / Riyadh
Plants Capacity of 100,000 TR
187,000 TR CONTRACTED CAPACITY
Jabal Omar 55,000 TR
40
ARAMCO 32,000 TR
KAFD 100,000 TR
2013
Jabal Omar District Cooling Project
Area Type
Commercial
Area Type
Property Details
Saudi Aramco Office Complex, Dhahran, KSA
Property Details
Contract Capacity
55,000 TR (in Phases)
Type
27,000 TR
Expandable to 32,000 TR
Build Operate Transfer
Type
Build Own Operate Transfer
Term
25 Years from agreement signing
Term
25 Years from commissioning
Project Sponsors
Off-Taker
Tariff
Status
Saudi Tabreed (90%)
ACWA Holding (10%)
Single off-taker
Saudi Aramco
Capacity Charge
Consumption Charge
Operational
Connected Capacity: 27,000 TR
Expansion
Additional capacity of 5,000 TR under development
Expansion Time line
Q4 2015
42
Project Sponsors
Off-Taker
Tariff
Mixed Use (Commercial and Residential)
Spread over 57 acres at Mekkah,
Includes 37 Towers with total built-up area of 2.0 MN sq. m
Saudi Tabreed (60%)
JODC (40%)
Retail and Hotels
Payments facilitated through JODC from direct customers
Connection Fee
Capacity Charge
Consumption Charge
Status
Additional capacity of 10,000 TR under development
Expansion
Additional capacity of 5,000 TR under development
Expansion Time line
Phase 3 :Operational by Q4 2015
Private and Confidential – For Limited Circulation Only
Contract Capacity
Private and Confidential – For Limited Circulation Only
Dhahran District Cooling Project
43
Area Type
Mixed Use (Commercial and Residential)
Property Details
Spread over 1.6 Million Sq. mts T Riyadh, KSA consisting of
34 towers for various uses and accommodation for
12000 individuals
Contract Capacity
100,000 TR (in Phases)
Type
Operation & Maintenance (O & M)
Term
10 Year fixed Price
Share holders
Saudi Tabreed (100%)
Customer Profile and
Off-Taker
Customers: Financial Sector, Economic EPI Center of KSA
Tariff
Fixed Price Contract
Status
Operational
Connected Capacity: 100,000 TR
Expansion
N/A
Expansion Time line
N/A
44
Private and Confidential – For Limited Circulation Only
KAFD District Cooling Project