2013 - Tele Radio Annual Report
Transcription
2013 - Tele Radio Annual Report
This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 2013 Torre de Hércules A Coruña, Spain annual report Tele Radio Group 1 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 2 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Tele Radio Group 4 Message from the CEO 11 Administration report 15 Income statements 20 Balance sheet 23 Cash flow statement 28 Notes 31 Auditor’s report 49 Management group 51 Members of the board 52 3 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Tele Radio Group tele radio sverige ab Founded 2006 tele radio norge as Founded 1995 tele radio i lysekil ab Founded 1955 tele radio gmbh Founded 2001 tele radio ltd Founded 2002 tele radio bv Founded 2000 tele radio Shanghai (branch office) Founded 2012 tele radio america llc Founded 2006 tele radio amoy Founded 2007 tele radio asia Founded 2004 tele radio sl Founded 2012 tele radio Italia Founded 2012 tele radio turkey Founded 2008 Subsidiaries Authorised Dealers Partners 4 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Ergonomic grip Informative displays Wide range of products Analogue push buttons Rugged build quality Advanced stop buttons Wide range of frequencies 433 MHz, 915 MHz, 2.4 GHz Duplex communication Proprietary joysticks 5 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Our Vision “is to be an international growth company which is respected and has a good reputation in the field of application-interfaced remote control and communications.” Our business concept ”is to surpass the needs of customers to remotely operate and/or communicate with their equipment effectively, easily and safely. This will be achieved by developing, manufacturing and marketing application-interfaced remote control and communications systems for industrial use.” Core Values • Quality in products and work • Have respect for and care about colleagues and customers • Closeness to customer • Adaptive to changes • Responsibility and decision ability 6 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Quality policy We listen to our customers and staff and their opinions is our vantage point when we develop and market products for remote control and communication. We achieve success by: • Fullfilling agreed upon demands and expectations • Each and everyone actively searches out the requirements of the goals of their work • Our work and our goals means constant improvement of products and processes 7 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. ISO 9001 and ISO 14001 Tele Radio AB is certified according to ISO 9001 travel and for freight transports, for the sake of the quality management system and ISO 14001 environment. The most important parts of the ISO environmental management system. This means that 9001 certification for management systems are quality, you can trust our capacity and knowledge to carry out responsibility, resources, product development as well the work we do, that we continuously work to avoid as measurement, analysis and improvement. ISO repeating mistakes, that we use as environmentally 14001 demands that we take the responsibility to friendly components as possible, and use the best prevent pollution and that our company management means of transport available, both for business takes full responsibility to improve year by year. Credit rating AAA The mother company Tele Radio AB has had the is gratifying that we have been given the AAA rating highest credit rating, AAA, since 2002. To get this once again, now eleven years in a row. Despite the rating the company must be well established on situation in the world market, we have been able to the market, have a great credit history, satisfactory successfully develop our company”, says the company ownership structure and report key economical figures Managing director Ola Samelius. that are above average for the industry as a whole. “It 8 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Preserving the tiger The number of tigers in the 1900’s, over 100,000, largest concentration of tigers in one reserve is about dropped to 4,000 in the 1970’s. Today, they are a 250. At Tele Radio we support the World Wide Fund critically endangered species with the total of all the for Nature (WWF) and its efforts made to preserve wild populations of the five remaining subspecies the tiger. The population of tigers is decreasing fast (Bengal, Indo-Chinese, Siberian, South China, and and if this continues the tiger is at risk of becoming Sumatran) is an estimated to be around 3,200 tigers. extinct in the wild. By supporting the WWF we hope It is known that all remaining tigers live in small, that this trend will be broken. isolated populations in widely scattered reserves. The 9 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 10 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 2013 – A good year with continued growth and increased business results. From its humble beginning at the close of 2012, fiscal year 2013 progressed positively and finished as yet another profitable year for the Tele Radio group. Despite challenges, all of the business goals were met, and the group managed an increased net turnover with about 10% to 154 MSEK and a business result of EBIT 15% (2012: 12%). 2013 was also characterised by aggressive campaigns by the head office and subsidiaries. I remain convinced that the strategy of conducting business in a well planned, responsible and honest manner has shown good results and continues to be an important driver to the success and sustainable development of the Tele Radio group. Tele Radio increased its geographical market presence in 2013, with significant gains seen in Turkey, Spain and in the United States. We can also conclude that all subsidiaries showed strong growth with good turnover and profit for this year. New advanced technical solutions and platforms expanded the product range this year and the global marketing strategy strengthened the brand overall. Previous actions to improve quality and secure production supply resulted in stable conditions with shortened delivery times, increased delivery precision and excellent product quality. The number of sold products during the year was over 200 000 units. Resources such as the GSI group, who create customised products with short lead-times, have been well received and will be further expanded during 2014. A new company, Tele Radio Export NSG AB, joined the group in 2013 to focus on markets where we are not currently active or are in a start-up phase, and will cultivate the work previously handled by the New Sales Group (NSG) department. We will continue to oversee cost-effective activities for production as well as the organisation as a whole. As a part of this, a joint business software solution will be implemented for the entire group. The entrepreneurial spirit is an important factor for us and the success of our business is dependent on our ability to understand and in some cases anticipate what the customer needs. Clear responsibilities create trust. The organisation’s ability to renew and adapt is essential, and throughout the years 11 has been the determining factor for profitability regardless of the economic and currency situation. We plan to continue on this path! To be in a state of growth means continuous change to the operation and organisation as a whole. Tele Radio continues to invest in the development of its staff in order to deliver excellence in customer focused thinking, professionalism, responsibility and commitment. The educational concept of Tele Radio Academy will be soon introduced. The prognosis for 2014 is exceptionally good and we stand well equipped for the future to continue our travels with aggressive global growth, increased profitability and increased cash flow. We want to thank all the staff, customers and colleagues for a very successful year! Ola Samelius Managing Director & CEO This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Top 3 performers - Turnover 2013 vs. 2012 Figures reflect subsidiary development +20% Tele Radio LLC Founded 2006 +205 % +253% Tele Radio TurkeyFounded 2008 Tele Radio Spain Founded 2012 12 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 239 376 Products sold during 2013 15% EBIT margin during 2013 10% Sales growth during 2013 13 8,4% Average yearly turnover growth the last five years This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 14 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Administration report General business T ele Radio i Lysekil AB engages developing, manufacturing and marketing in the area of remote control and communications for industrial use. The company is headquartered in Gothenburg, Västra Götalands län, Sweden. The corporate group of Tele Radio is represented by subsidiaries in the following countries: Norway, USA, The Netherlands, Germany, UK, Hong Kong, Sweden, China, Turkey, Spain and Italy. 2013 was characterised by further investments in both product organisation and subsidiaries. During the year we completed the acquisition in full of the production company, which also positively impacted operating income. Operational Risks Risk management in Tele Radio Lysekil AB aims to identify, control and to minimise the risks within the company. The operational risks are mainly related to customers, suppliers, competitors and employees. Employees The Company depends on a skilled workforce and expertise. By being an employer that provides the opportunity for interesting work, flexible working hours, health promotion and performance appraisal allow the company to attract, develop, and retain their staff. The company has a high level of technical competence from its personnel, offering a competitive advantage for customers who can benefit from the broad range of skills within the organisation, rather than be dependent on an individual’s skills. Production Previous measures to further secure the production and supply continues to give very good results with shortened delivery times and excellent product quality. Financial Risks The company is not exposed to any essential risks that demands action to be taken. The most essential risk for the company is the currency exchange rate risk in trade receivables and payables. Some of the risks are attributable to interest on the checking account. The company holds no derivative instruments for hedging flows. Research and development The Company’s objective and business area focus is to develop technology to meet current and changing customer needs. The plan is to anticipate them and bring to market these technical solutions accordingly. Investments made in development are seen to offer significant benefits over the competition. The company conducts its own development, and sees continued high levels. We also have this year patiently and in a futureoriented manner continued to invest heavily in Left Custom product manufactured for the industrial equipment supplier company - SPX. 15 product development, which also yielded results in increased market share and increased powerful product range with a positive reception in the market. Costs have affected net income. Future During 2013, the total market for our customer segment showed a positive trend. The sales in the subsidiaries has therefore continued to increase. The positive trend in orders makes us expect a continuous increase of turnover and net profit during 2014. The company continues to work actively to increase our market share. We have achieved a number of new exciting projects within segments of which we have never worked before. This has been made possible thanks to the parent company’s recently released products, which are introduced to the market by our subsidiaries and retailers. In 2014 we preparing to expand with increased profitability and improved cash flow, while planning further ventures to develop our marketing mix, organisation and subsidiaries. The Tele Radio group is looking with great confidence towards 2014 and the following years. Future No significant events occurred after the year end. For other information For more information, please visit the company group’s webpage: www.teleradio.com This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 16 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. As time goes by ... T ele Radio i Lysekil AB has come a long way since 1955. began to decline and he slowly realised that he would have to sell the business. By then there were a few other competitors on the market that could be potential buyers, but finally Inge’s son-in-law, Bertil Görling, bought the company based on evaluation by a professional corporate finance bank and the auditors. Bertil took over the operation and started bringing the company into an expansion phase. The company was moved to Gothenburg in order to get closer to its customers. But with expansion comes growing pains and for a few years the numbers were not looking as good as they previously had. It wasn’t until 1992, that things really started to turn around with the birth of the ”460-system”, Tele Radio’s first in-house developed product line. Things started rolling very fast after this milestone with customers in Europe placing increasing sales demand on the company. The first subsidiary was formed in 1995, Tele Radio AS in Norway, coinciding with the companies 40 th anniversary. In 1997 Tele Radio had its own booth at the important ”Hannover fair” in Germany, another milestone. In 1999 the second subsidiary, Tele Radio Company history One could argue that the first trembling steps to becoming one of the world’s largest remote control companies was taken in 1955 in Lysekil, Sweden. Inge Dahlgren then only 17 years old constructed a bicycle mounted radio powered by a wheel mounted generator. The company was later registered since Inge was determined to do something ”on his own”. The company’s first ventures were in radio, walkie-talkies, TV and stereo equipment. In the early years, the company remained in the radio & television segment, building a reputation; but it wasn’t until 1969 that the first remote control system moved through the doors of Tele Radio in the form of a modified system from an American company. And in 1971 the focus had shifted from the home electronics segment into garage door openers and other remote control products. The business continued in this way up until 1988 when Inge’s health Left Tele Radio conducts all of its own research and development. 17 LLC, was formed to serve the American market. By 2000 the third subsidiary, Tele Radio BV in Holland was established and in this fashion it has continued, with a new subsidiary started almost every year since 1999. Now Tele Radio has its own production and logistics center in Asia servicing subsidiaries, thirteen authorised dealers and partners in every continent of the world. This was only made possible by having very dedicated staff with a mission to create great products and a willingness to listen to the customer in order to tailor our products to their very specific needs. This is our mission, to continue to grow by providing great products for small and large companies all over the world. Through hard work and dedication we are convinced that the future will hold even greater rewards for the Tele Radio Group. And the rest as they say, is history. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Comparative figures covering several years 2013 2012 2011 2010 2009 153 821 139 088 130 462 109 118 88 336 23 197 16 274 22 251 7 699 -5 151 Equity/assets ratio, % 44 34 42 37 40 Return on equity, % 24 18 34 34 neg 83 720 75 214 77 240 60 029 45 336 4 222 3 464 3 732 -5 576 -10 703 Equity/assets ratio, % 41 31 49 46 51 Return on equity, % 6 14 15 neg 34 Summary of the company’s financial development Group Net sales, TSEK Income after financial items, TSEK Annual meeting The annual meeting will be held Friday the 9th of May at 14.00 at the Tele Radio headquarters, Datavägen 21, 436 32 Askim, Sweden. Information about the agenda for the meeting will be distributed alongside the invitation. Parent company Net sales, TSEK Income after financial items, TSEK Definitions of key ratios used are provided in Note 1. The Board proposes that the dividend payment be made the day after the Annual General Meeting. The proposed dividend will reduce the company’s adjusted equity (shareholders’ equity / total assets) to 27%. The equity ratio is given provided that the company’s operations continue to be carried on profitably reassuring. Liquidity in the company can be maintained at a similarly satisfactory level. The Board believes that the proposed dividend will not prevent the company from fulfilling its obligations in neither the short and long term, nor the necessary investments. The proposed dividend can be justified with reference to the stipulations of Chapter 17, Section 3, § 2-3 (precautionary principle). Proposed appropriation of profits The following profits are at the disposal of the Annual General Meeting: Unappropriated profit brought forward Net income for the year 24 660 193 4 915 172 29 575 365 The Board of Directors proposes that the profits are appropriated so that a dividend of SEK 5 769, totaling amount To be carried forward 15 000 000 14 575 365 29 575 365 18 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Increased business result with growth strategy Net turn-over / EBIT margin 180 000 000 20% 160 000 000 15% 140 000 000 120 000 000 The fact that the Tele Radio group increased profits during 2013 despite the burden of substantial depreciations and ongoing costs for the group proves the viability of our growth strategy. We can also attribute this accomplishment to our presence in the global market place for sustained profitable growth. We are confident we will continue to prosper through tactics in global risk diversification and increased product range. 10% 100 000 000 5% 80 000 000 60 000 000 0% 40 000 000 -5% 20 000 000 0 -10% 2006 2007 2008 2009 2010 2011 2012 2013 Financial solidity EBIT 30 000 000 60% 25 000 000 50% 20 000 000 40% 15 000 000 10 000 000 30% 5 000 000 20% 0 10% -5 000 000 -10 000 000 0% 2006 2007 2008 2009 2010 2011 2012 2013 2006 19 2007 2008 2009 2010 2011 2012 2013 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Parent Company Group Income Statements Net sales Note 2 Net sales group Other operating income 2013 2012 2013 2012 153 821 505 139 088 450 16 487 562 15 559 107 0 0 67 232 302 59 654 534 2 677 689 3 254 771 50 754 850 235 156 499 194 142 343 221 83 770 618 76 063 876 0 0 -32 618 472 -29 309 131 -31 171 248 -25 438 560 -11 849 355 -7 054 926 -7 102 560 -6 099 258 0 0 Operating expenses Goods for resale group Goods for resale Raw materials Other external expenses 3, 4 -35 717 791 -42 040 558 -17 938 797 -18 185 656 5 -55 240 565 -48 570 443 -23 147 226 -20 134 812 Depreciation of tangible and intangible assets -2 314 121 -2 120 315 -551 810 -656 038 Other operating expenses -1 086 586 -980 734 0 -1 057 778 -132 632 871 -125 249 868 -86 105 660 -76 398 341 23 866 323 17 093 353 -2 335 042 -334 465 0 0 7 647 213 4 672 248 Other interest income and similar profit/loss items 64 589 253 417 55 042 76 395 Interest expenses and similar profit/loss items -733 718 -1 072 655 -1 144 941 -950 523 Profit/loss after financial investment -669 129 -819 238 6 557 314 3 798 120 23 197 194 16 274 115 4 222 272 3 463 655 Personnel costs Operating profit/loss Income from financial items Income from participations in Group companies Income after financial items 6 Right Part of the Tele Radio team on a team building exercise. 20 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 21 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 22 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Parent Company Group Income Statements Note Tax on profit for the year 7 Deferred tax liabilities Minority interest in net income Net income for the year Balance sheets Note 2013 2012 2013 2012 -4 220 097 -7 145 037 692 900 -2 129 750 -115 000 -824 000 0 0 -3 603 181 -2 762 491 0 0 15 258 916 5 542 587 4 915 172 1 333 905 2013-12-31 2012-12-31 2013-12-31 2012-12-31 Assets Fixed assets Intangible fixed assets Trademarks 8 28 873 40 930 28 873 40 930 Goodwill 9 9 809 175 10 681 557 0 0 9 838 048 10 722 487 28 873 40 930 10 2 246 941 2 461 571 902 580 956 051 11 0 0 23 352 395 22 970 436 3 353 919 2 434 448 0 0 86 926 0 0 0 3 440 845 2 434 448 23 352 395 22 970 436 Tangible fixed assets Equipment, tools, fixtures and fittings Financial fixed assets Participations in Group companies Deferred tax Other long term receivables Left A customisation project for one of Tele Radio’s customers. Total fixed assets 23 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Group Balance sheets Current assets Note Parent Company 2013-12-31 2012-12-31 2013-12-31 2012-12-31 15 525 834 15 618 506 24 283 848 23 967 417 28 203 352 32 000 109 25 657 505 30 397 647 5 034 156 4 258 321 0 0 33 237 508 36 258 430 25 657 505 30 397 647 15 747 443 16 649 724 1 740 482 1 725 659 0 0 17 594 074 19 781 913 Current tax assets 165 770 671 526 165 770 0 Advance payments to suppliers 369 783 370 133 369 783 370 133 1 010 880 1 060 288 22 582 670 511 Inventories, etc. Finished products and goods for resale Raw materials and consumables Current receivables Accounts receivable - trade Receivables from Group companies Other current receivables Prepaid expenses and accrued income 2 300 671 2 425 066 653 297 670 800 19 594 547 21 176 737 20 545 988 23 219 016 Cash and bank balances 27 135 643 16 765 717 4 346 562 475 716 Total current assets 79 967 698 74 200 884 50 550 055 54 092 379 Total assets 95 493 532 89 819 390 74 833 903 78 059 796 Share capital 1 300 000 1 300 000 1 300 000 1 300 000 Statutory reserve 3 307 243 2 563 462 260 000 260 000 4 607 243 3 863 462 1 560 000 1 560 000 22 314 244 21 320 563 24 660 193 21 704 288 Equity and liabilities Equity 12 13 Restricted equity Non-restricted equity Retained earnings 24 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. I have had the pleasure to lead the Benelux subsidiary company, Tele Radio BV, since it was founded in 2000. The Benelux market is very diffuse and segmented, and because of the widening and deepening assortment provided by Tele Radio AB over time, we have been able to conquer a large part of it. Over the past years, continuous growth and improvement have been my goals, and we have been able to attain these goals almost every year. Together with my team I have built a company that is ready for the future, however competitive or high-tech this future may be! KeesJan van der Elst CEO of Tele Radio BV 25 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 26 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Parent Company Group Balance sheets Note 2013-12-31 2012-12-31 2013-12-31 2012-12-31 15 258 916 5 542 587 4 915 172 1 333 905 37 573 160 26 863 150 29 575 365 23 038 193 42 180 403 30 726 612 31 135 365 24 598 193 5 471 970 4 678 416 0 0 7 765 18 434 0 0 Other provisions 690 176 956 192 0 0 Total provisions 697 941 974 626 0 0 13 312 500 10 562 500 13 312 500 10 562 500 13 312 500 10 562 500 13 312 500 10 562 500 14,15 6 828 378 14 376 371 6 828 378 14 376 371 14 4 074 306 4 045 687 3 750 000 3 750 000 9 325 657 8 435 244 3 236 565 2 309 161 0 0 12 710 856 10 325 746 676 903 3 626 855 406 157 2 980 137 7 202 356 7 239 076 31 396 6 235 988 5 723 118 5 154 003 3 422 686 2 921 700 Total current liabilities 33 830 718 42 877 236 30 386 038 42 899 103 Total equity and liabilities 95 493 532 89 819 390 74 833 903 78 059 796 26 850 000 26 850 000 26 850 000 26 850 000 None None None None Net profit/loss for the year Total equity Minority Interest Provisions Deferred taxes Non-current liabilities Other liabilities to credit institutions 14 Total long-term liabilities Current liabilities Bank overdraft facilities Liabilities to credit institutions Accounts payable - trade Liabilities to Group companies Current tax liabilities Other current liabilities Accrued expenses and deferred income 16 17 Pledged assets Left Product demonstration using a scale model of overhead traversing crane. Contingent liabilities 27 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Parent Company Group Cash flow statement Note 2013 2012 2013 2012 23 866 323 17 093 353 -2 335 042 -334 465 2 314 121 2 120 315 551 810 843 032 0 0 7 647 213 3 066 248 64 589 253 417 55 042 76 395 -733 718 -1 072 655 -1 144 941 -950 523 -7 383 715 -7 145 037 -1 087 328 -1 078 347 18 127 600 11 249 393 3 686 754 1 622 340 3 020 922 4 366 576 4 740 143 -5 893 447 Change in accounts receivable 902 281 76 233 -14 823 1 348 103 Change in current receivables 845 679 -234 409 2 687 851 -6 471 046 Change in accounts payable 890 413 -822 760 927 403 181 266 -2 583 327 5 235 246 -5 490 248 18 245 594 21 203 568 19 870 279 6 537 080 9 032 810 Operating activities Operating profit/loss before financial items Adjustments for non-cash items, etc. 8, 9, 10 Interest received Dividends received 6 Interest paid Paid / refunded income taxes Change in inventories Change in current payables Cash flow from operating activates before working capital changes Investing activities Investments in tangible fixed assets 10 -822 266 0 3 616 0 0 11 -310 000 -18 426 999 -381 959 -21 034 712 Change Long-term receivables -1 006 397 -2 434 448 0 0 Cash flow from investing activities -2 138 663 -21 842 953 -868 241 -21 156 890 Acquisition of subsidiaries Investment in group company -985 122 -486 282 28 -122 178 Product demonstrations Each year a technical meeting is arranged where subsidiaries can meet up and experience new products. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Parent Company Group Cash flow statement Note 2013 2012 2013 2012 -7 547 993 1 835 439 -7 547 993 1 835 439 2 778 619 7 465 069 2 750 000 7 750 000 Financing activities Change in cheque account with overdraft facility 14 Amortisation/borrowings Joachim Drews - Tele Radio AB I started at Tele Radio in 2012 as a consultant doing an external test of the new CANOpen receiver. I continued as an employee with focus to support our customers that use our different bus receivers. I have a background of 25 years mainly developing different kinds of test equipment used by the plastic pipe industry all over the world. These years have given me a wide knowledge in many technical fields and in slowing technical problems both on-site and at distance. I know that this will be something I can make great use of when customising and supporting all of Tele Radio products. Group contribution received 13 0 0 5 200 000 5 200 000 Dividends paid 13 -2 200 000 -5 200 000 -2 200 000 -5 200 000 Dividend non-controlling interests -1 845 395 -1 556 850 0 0 Cash flow from financing activities -8 814 769 2 543 658 -1 797 993 9 585 439 Cash flow for the year 10 250 136 570 984 3 870 846 -2 538 641 Exchange rate difference in cash and cash equivalents 119 790 -1 046 549 0 0 Cash and cash equivalents at beginning of the year 16 765 717 17 241 282 475 716 3 014 357 Cash and cash equivalents at the end of the year 27 135 643 16 765 717 4 346 562 475 716 29 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. In 2006, when our US subsidiary was founded, Tele Radio was virtually unknown in South America and only marginally known in North America. Nowadays, we are recognised by customers and competitors alike as one of the market leaders, providing quality radio remote controls with particular focus on customers, outstanding technical and sales support and full coverage in the Americas. In 2012, with the sudden demise of our former exclusive distributor in Spain due to the deep crisis which savaged their country, I was asked to set up and manage Tele Radio Spain SL. Our initial only purpose was offering support to the numerous systems we had sold during the golden boom years. We had to prove to our customers in Spain and worldwide Tele Radio always stands behind its products no matter what. To our delight, we closed the first year of activity in black figures, significantly increasing both sales and profits the following year. These incredible success stories in such different and difficult markets can only be achieved by providing quality, safe and competitive products, supported by an outstanding team. I am proud of being part of this family and look forward to a very promising future. Miguel Tellez CEO of Tele Radio LLC & Tele Radio SL 30 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Notes to the Consolidated and Parent company Financial Statements Note 1 | Accounting and valuation principles nated in its entirety. The Group’s equity includes only that portion of the subsidiary equity arising after the acquisition. The Annual Report has been prepared in accordance with the Annual Accounts Act and Swedish Accounting Standards Board. The accounting policies are unchanged compared to last year. Acquisition during the year is included in the consolidated accounts from the period after the acquisition. Results from the year’s divested companies are included in the consolidated income statement for the period until the date of sale. Assets, provisions and liabilities are valued at cost unless otherwise stated. Company’s foreign subsidiaries are classified as independent subsidiaries, which is why the current method applied for the conversion of their accounts. This means that the foreign subsidiaries’ assets and liabilities are translated at the closing rate. All income statement items are translated at the average rate. Exchange differences are taken directly to equity. Consolidated accounts The consolidated accounts include subsidiaries where the parent company directly or indirectly, holds more than 50% of the voting rights or otherwise has a controlling interest. Inter-Group profits are eliminated in full. The Group’s financial statements are prepared using the purchase method, which means that the subsidiaries’ equity at acquisition, defined as the difference between assets and liabilities, is elimi- In the consolidated income statement, minority interests reported in net income. Minority interest in subsidiary’s equity are reported as a separate item in the 31 consolidated balance sheet. The parent company’s accounts in subsidiaries are reported at cost less any impairment. As dividends from subsidiaries, only the dividends received by the profits earned after the acquisition will be reported. Foreign currencies Assets and liabilities in foreign currency are valued at closing rate of exchange. Where hedging instruments have been used, for example forward cover, the forward rate is applied. Transactions in foreign currencies are translated at the spot rate on transaction date. Income Sales of goods are reported at delivery of the products to customers, in accordance with the sales agreements. Sales are reported after deduction of VAT and discounts. In the consolidated accounts, inter-Group sales are eliminated. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Income tax Reported income tax includes tax, which shall be paid or received, regarding the current year adjustments concerning previous years’ current taxes, changes to deferred tax and shares of associated companies’ taxes. All tax liabilities and receivables are valued at their nominal amount according to the tax regulations and tax rates that have been decided or that have been announced and are likely to be adopted. The tax effects for the items reported in the income statement are also reported in the income statement. The tax effects of items that are accounted for directly against equity are also reported directly against equity. Deferred tax is calculated according to the balance sheet method on all temporary differences which occur between the reported and taxable values of the assets and liabilities. The temporary differences have primarily arisen in connection with the depreciation of property, appreciation of long-term securities holdings, derivative contracts, tax losses (losses carried forward) and provisions for pensions. Deferred tax assets regarding losses carried forward or other future tax deductions are reported to the extent that it is probable that the deduction can be settled against a surplus when taxed in the future. Due to tax regulations, the Parent Company reports deferred tax liabilities on untaxed reserves as untaxed reserves. Tax liabilities and receivables are valued according to the amount that the company deems should be paid to or received from the Swedish Tax Agency. The assessment is made according to the tax regulations and tax rates, which have been determined or that have been announced and are likely to be adopted. Deferred tax regarding future tax effects is not reported in the income statement and balance sheet. Intangible assets Research and development work Expenditure on research and development are expensed as they arise. Concessions, patents, licenses, trademarks and similar rights Expenses for gained concessions, patents, licenses and trademarks are reported in the balance sheet and are written off linearly over their respective contractually regulated time of use, normally maximum 20 years. Write-offs are included in the post “Write-off of material and immaterial assets” of the result sheet. Tangible fixed assets Tangible fixed assets are reported at acquisition cost reduced by the amount of depreciation. Expenses for improving the performance of the assets beyond their original level increase the asset’s reported value. The following periods of depreciation are applied: Equipment, tools, fixtures and fittings 32 5, 7 years Thorough Håkan Engblom branding - Tele Radio AB It Since is important Septemberfor 2012 us Ito work consider at the R&D all asdepartment pects of branding, at Tele-Radio. the salesforce have the My company area oflogo responsibility and other isbrand within flair develon opment their cars. of software for different kinds of Tele-Radio products. The R&D department at Tele-Radio is a very dynamic and creative environment to work in and I find my work interesting. My main focus so far has been evaluation of new HW platforms, development of fieldbus support/features, safety critical software and the accompanying certification of safety critical software. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Accounts receivable Inventories Accounts receivable are reported as current assets at the amounts expected to be received after deductions for individually-assessed bad debts. Inventories are valued, using the first-in, first-out method, at the lower of acquisition cost or net realisable value on balance sheet date. Borrowing Reporting for operational branches and geographic markets Borrowing is initially reported at the amount received after deductions for transaction costs. If the reported amount is different from the amount to be repaid on due date, the difference is allocated as interest expenses or interest income over the term of the loan. In this manner, the reported amount and the amount to be repaid will be equal on due date. A financial liability first ceases to be reported when it has been settled on the basis of repayments or if it has been waived. All transactions are reported on settlement date. Jonny Blad - Tele Radio AB I started my journey in this company in 1994. During my 20 years I have played different roles like production, purchasing, responsible for the service department and now for the quality of our products. During this time there has been new challenges considering the different positions and also new products. A geographic market is a country or group of countries where the company has sales either through direct exports or through their local units. Cash flow statement The cash flow statement has been prepared using the indirect method. The reported cash flow includes only those transactions that have resulted in receipts or payments. Definitions of key ratios Transaction exposure Accounts receivable and accounts payable in foreign currencies are valued at closing rates. Receivables Receivables with due dates later than 12 months after balance sheet date are reported as fixed assets, others as current assets. Receivables are reported in the amounts that, on the basis of individual assessment, are estimated to be received. 33 Equity/assets ratio Equity and untaxed reserves (less deferred tax) as a percentage of total assets. Return on equity Income after financial items as a percentage of equity and untaxed reserves (less deferred tax). This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 2| Breakdown of net sales by geographical markets Parent Company Group 2013 2012 2013 2012 Nordic countries 53 938 964 53 611 787 30 813 228 30 290 554 Europe, excluding the Nordic countries 62 126 701 53 841 792 33 306 402 28 709 558 North America 22 573 283 18 762 973 10 313 850 9 066 676 Asia and other countries 15 182 557 12 871 898 9 286 384 7 146 853 153 821 505 139 088 450 83 719 864 75 213 641 2013 2012 2013 2012 Net sales classified according to geographic market as follows: Total Note 3| Remuneration to auditors Auditing PwC 275 625 245 500 205 000 200 500 Other 138 179 155 088 0 0 Other assignments than audit assignments PwC 0 0 0 0 20 000 30 000 20 000 30 000 Consultancy, others PwC 106 870 79 425 95 785 79 425 Other consultancy, others advisory 568 166 588 548 0 0 1 108 840 1 098 561 320 785 309 925 Tax consultancy PwC Total 34 The audit engagement refers to auditing of the annual report and the book-keeping as well as the administration of the board of Directors and the Managing Director, other duties performed by the accountant as consultation or assistance as a result of observations made during the audit or the implementation of other tasks. Everything else is other engagements. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 4| Operating lease agreements Parent Company Group 2013 2012 2013 2012 Leasing costs, cars 282 409 262 316 0 0 Total 282 409 262 316 0 0 Lease expenses for operating leases for the year following; Anders Brynefall - Tele Radio AB I started my employment at Tele Radios head-office around April 2012. Born with a huge interest for technical stuff, modifications e.t.c, I have been working as an engineer the overall time of my career. I really felt at home, as I joined Tele Radios Group for Special Customisations. At GSI, I rebuild & program transmitters and receivers to fit the customers special needs. I also handle Technical support both by phone and mail world-wide. Not a day is the same, which suits me perfectly. 35 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 36 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 5| Salaries, other remuneration and social security contributions Group total 140 2013 total 142 88 Women 2012 89 Men 52 53 Head Office 25 total 31 6 total 31 6 Left Support technician Thomas Berg conducting a Tiger system demonstration during a technical meeting. 37 25 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Group Parent Company 2013 2012 2013 2012 Salaries and remuneration to the Board and Managing Director 10 077 516 9 483 274 2 277 019 1 945 079 Salaries and remuneration to other employees 31 105 506 26 972 307 12 469 825 10 517 177 41 183 022 36 455 581 14 746 844 12 462 256 Statutory and contractual social security contributions 9 325 405 8 375 823 4 675 223 4 114 956 Pension costs for the Board and Managing Director 1 255 196 947 605 858 926 601 553 Pension costs for other employees 1 430 778 1 281 813 954 285 891 858 53 194 401 47 060 822 21 235 278 18 070 623 2012 2011 Salaries, remuneration, social security contributions and pension costs Total Board members and officers of the company in the management. Group and Parent company. Total Eva Carlbrand Klavmark - Tele Radio AB Jan 8 Note 6| Income from participations in Group companies. Group 8 Parent Company 2013 2012 2013 Dividends 0 0 7 647 213 5 672 248 Write-downs 0 0 0 -1 000 000 Total 0 0 7 647 213 4 672 248 38 2012 My I started history at Tele at Tele Radio Radio AB started in November in au2002. tumn I2010. work Iatwork the switchboard as a controller andand the reception, am a part of there the Imanagement meet a lot ofgroup. interesting The customers, daily work suppliers is filled with and other financial guests. figures, My job but also alsoincludes lots of down financial to earth business. issuesIin enjoy the my company. job andBeing I think a part Tele of Radio the financial is a positive department and progressive and dealing company with and questions I am glad that to concerns be a part of thethe group Tele Radio is bothteam! challenging and stimulating. The main issue for the future is to connect together the group in a mutual system and to make us more efficient. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 7| Tax on profit for the year Group Parent Company 2013 2012 2013 2012 -4 220 097 -4 848 326 -385 100 -1 200 639 Tax referred from earlier years 0 -2 296 711 0 -2 296 711 Tax effect on group contributions paid 0 0 1 078 000 1 367 600 -4 220 097 -7 145 037 692 900 -2 129 750 2013 2012 2013 2012 Opening acquisition cost 418 667 418 667 418 667 418 667 Closing accumulated acquisition cost 418 667 418 667 418 667 418 667 -377 737 -359 787 -377 737 -359 787 -12 057 -17 950 -12 057 -17 950 -389 794 -377 737 -389 794 -377 737 28 873 40 930 28 873 40 930 Current tax for the year Total Note 8| Concessions, patents, licenses, trademarks and similar rights Kerstin Ljungström - Tele Radio AB I was employed at Tele Radio AB in April 1999, from the beginning I felt this was a good company to work for. I work at the financial department and HR department. I still enjoy my work very much and I think we all are a great team. Opening depreciation Depreciation for the year Closing accumulated depreciation Closing residual value according to plan 39 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 40 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 9| Goodwill Group 2013 Opening acquisition cost Parent Company 2012 2013 2012 11 342 182 0 0 0 Capitalised expenditure for the year, purchases 310 000 11 342 182 0 0 Reclassifications -17 182 0 0 0 11 635 000 11 342 182 0 0 Closing accumulated acquisition cost Opening depreciation -660 625 0 0 0 Depreciation for the year -1 165 200 -660 625 0 0 Closing accumulated depreciation -1 825 825 -660 625 0 0 9 809 175 10 681 557 0 0 Closing residual value according to plan Note 10 | Equipment, tools, fixtures and fittings Group Opening acquisition cost Purchases Sales and disposals 2013 2012 2013 2012 15 305 474 14 195 296 10 243 954 10 121 776 822 266 985 122 486 283 122 178 0 -3 616 0 0 Reclassifications/ translation difference 97 452 128 672 0 0 Closing accumulated acquisition cost 16 225 192 15 305 474 10 730 237 10 243 954 Opening depreciation -12 843 903 -11 416 673 -9 287 904 -8 649 816 Depreciation for the year Closing accumulated depreciation Left Booth from the Hannover Industrial Fair. Parent Company Closing residual value according to plan 41 -1 134 348 -1 427 230 -539 753 -638 088 -13 978 251 -12 843 903 -9 827 657 -9 287 904 2 246 941 2 461 571 902 580 956 050 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 11 | Participations in subsidiaries Name Location Equity Result Miami, USA 4.575.879 4.094.133 Haag, NL 2.787.641 436.093 Schierling, DE 4.922.407 2.787.961 Tele Radio Norge AS Dal, NO 3.112.779 1.980.727 Tele Radio (UK) Ltd Macclesfield, UK 5.078.938 1.847.938 Tele Radio Asia (HK) Co., Ltd Hong Kong, PRC 17.755.513 6.078.388 Istanbul, TR 262.909 96.189 Göteborg, SE 3.711.566 4.370.807 Saluzzo, IT -136.716 -97.563 Tele Radio Spain Radio Controles, S.L Barcelona, ES 933.417 758.665 Tele Radio Export NSG AB Göteborg, SE 50.000 0 Tele Radio America LLC Tele Radio B.V. Tele Radio Funkfernsteuerungen GmbH Tele Radio Elektronik (TR), Ltd Tele Radio Sverige AB Tele Radio Italia Srl Parent Company Share of equity % Share of voting power % Book value 2013 Book value 2012 Tele Radio America LLC 70 70 265 083 265 083 Tele Radio B.V. 56 56 118 033 118 033 Tele Radio Funkfernsteuerungen GmbH 70 70 160 845 160 845 Tele Radio Norge AS 60 60 804 435 804 435 Tele Radio (UK) Ltd 70 70 150 865 150 865 Tele Radio Asia (HK) Co., Ltd 100 100 19 164 684 18 853 784 Tele Radio Elektronik (TR), Ltd 100 100 2 364 118 2 364 118 Tele Radio Sverige AB 100 100 100 000 100 000 70 70 146 812 125 753 Tele Radio Spain Radio Controles, S.L Tele Tadio Italia Srl 100 100 27 520 27 520 Tele Radio Export NSG AB 100 100 50 000 0 23 352 395 22 970 436 Total 42 Kim Rydenfält - Tele Radio AB I started working at Tele Radio AB in 2007. I spent my first years at the R&D department where I was part of the projects to set a new platform of products which later became the Tiger family. In 2011 I left the R&D department and became Project Manager. My main task today is to keep track of all the running projects and putting all the bits and pieces together to eventually end up with products ready for sales. This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 12 | Prepaid expenses and accrued income Group The difference between, on the one hand the income tax which has been declared in the income statement, and in the other the income tax affecting the business; consists of deferred tax, untaxed inter-company profit and inventories. Balance sheets 2013-12-31 Parent Company 2012-12-31 2013-12-31 2012-12-31 846 533 599 358 340 228 341 723 98 765 107 842 0 0 Other items 1 355 373 1 717 866 313 069 329 077 Total 2 300 671 2 425 066 653 297 670 800 Prepaid rent Prepaid insurances 43 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 13 | Change in equity Share capital Restricted reserves Distributable reserves and net profit for the year 1 300 000 1 087 778 18 735 122 13 027 112 34 150 012 Appropriation of profits based on the resolution of the general meeting of shareholders - - 13 027 112 -13 027 112 - Dividends - - -5 200 000 - -5 200 000 Adjustment inter-company profit inventories - - -2 625 200 - -2 625 200 Translation differences - - -1 140 787 - -1 140 787 This year’s adjustment untaxed reserves - 1 475 684 -1 475 684 - - Net profit/loss for the year - - - 5 542 587 5 542 587 1 300 000 2 563 462 21 320 563 5 542 587 30 726 612 Appropriation of profits based on the resolution of the general meeting of shareholders - - 5 542 587 -5 542 587 - Dividends - - -2 200 000 - -2 200 000 Translation differences - - -1 605 125 - -1 605 125 This year’s adjustment untaxed reserves - 743 781 -743 781 - - Net profit/loss for the year - - - 15 258 916 15 258 916 1 300 000 3 307 243 22 314 244 15 258 916 42 180 403 Group Equity, 2011-12-31 Equity 2012-12-31 Equity 2013-12-31 Net profit/loss for the year Total equity Right Jesper Ribbe, head of R&D doing a presentation during a technology meeting. 44 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 45 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Share capital Restricted reserves Distributable reserves and net profit for the year 1 300 000 260 000 18 725 769 4 346 119 24 631 888 Group contribution received - - 5 200 000 - 5 200 000 Tax effect of Group contribution - - -1 367 600 - -1 367 600 Appropriation of profits according to general meeting of shareholders - - 4 346 119 -4 346 119 - Dividends - - -5 200 000 - -5 200 000 Net profit/loss for the year - - - 1 333 905 1 333 905 1 300 000 260 000 21 704 288 1 333 905 24 598 193 Group contribution received - - 4 900 000 - 4 900 000 Tax effect of Group contribution - - -1 078 000 - -1 078 000 Appropriation of profits according to general meeting of shareholders - - 1 333 905 -1 333 905 - Dividends - - -2 200 000 - -2 200 000 Net income for the year - - - 4 915 172 4 915 172 1 300 000 260 000 24 660 193 4 915 172 31 135 365 Parent Company Equity, 2011-12-31 Equity 2012-12-31 Equity 2013-12-31 Net profit/loss for the year Total equity The share capital consists of 1300 A-shares with a quota value of 500 SEK and 1300 B-shares with a quota value of 500 SEK. 46 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 14 | Long-term liabilities Group Interest-bearing liabilities Parent Company 2013-12-31 2012-12-31 2013-12-31 2012-12-31 Liabilities to credit institutions 13 312 500 10 562 500 13 312 500 10 562 500 Total 13 312 500 10 562 500 13 312 500 10 562 500 Bank overdraft facilities 6 282 378 14 376 371 6 828 378 14 376 371 Liabilities to credit institutions 4 074 306 4 045 687 3 750 000 3 750 000 Total 10 356 684 18 422 058 10 578 378 18 126 371 Total interest-bearing liabilities 23 669 184 28 984 558 23 890 878 28 688 871 9 562 500 6 812 500 9 562 500 6 812 500 2013-12-31 2012-12-31 2013-12-31 2012-12-31 15 447 150 15 430 830 15 000 000 15 000 000 Long-term liabilities Current liabilities Due dates The portion of long-term liabilities falling due for payment later than two years but within five years after balance sheet date Joackim Dyhre - Tele Radio Sverige AB I started working for Tele Radio AB in January 2000. I worked with the early systems like the Garage opener and other products such as the 170, 460 and 850. Today I am employed by the Swedish subsidiary and responsible for door and gates, winch systems and handicap solutions. I have had lots of nice years in the company and seen a lot of new good products. Note 15 | Bank overdraft facilities Granted amount of overdraft facility is 47 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Note 16 | Accrued expenses and deferred income Group Parent Company 2013-12-31 2012-12-31 2013-12-31 2012-12-31 Accrued wages, salaries and holiday pay liabilities. 2 907 298 3 149 297 2 052 062 1 851 969 Accrued social security contributions 1 441 533 1 221 688 1 164 384 922 051 0 50 359 0 0 Other items 1 374 287 732 659 206 240 147 680 Total 5 723 118 5 154 003 3 422 686 2 921 700 2013-12-31 2012-12-31 2013-12-31 2012-12-31 Floating charges 26 850 000 26 850 000 26 850 000 26 850 000 Total pledged assets 26 850 000 26 850 000 26 850 000 26 850 000 Accrued interest expenses Note 17 | Pledged assets For own provisions and liabilities Relating to liabilities to credit institutions 48 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Auditor’s report To the annual meeting of the shareholders of Tele Radio i Lysekil AB, corporate identity number 556344-0196. counts that are free from material misstatement, whether due to fraud or error. Auditor’s responsibility Report on the annual accounts and consolidated accounts My responsibility is to express an opinion on these annual accounts and consolidated accounts based on my audit. I conducted my audit in accordance with International Standards on Auditing and generally accepted auditing standards in Sweden. Those standards require that I comply with ethical requirements and plan and perform the audit to obtain reasonable assurance about whether the annual accounts and consolidated accounts are free from material misstatement. An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the annual accounts and consolidated accounts. The procedures selected depend on the auditor’s judgment, including the assessment of the risks of material misstatement of the annual accounts and consolidated accounts, whether due to fraud or error. In making those risk assessments, the auditor considers internal control I have audited the annual accounts and consolidated accounts of Tele Radio I Lysekil AB for the year 2013. Mattias Celind Authorised Public Accountant at PwC Responsibilities of the Board of Directors and the Managing Director for the annual accounts and consolidated accounts The Board of Directors and the Managing Director are responsible for the preparation and fair presentation of these annual accounts and consolidated accounts in accordance with the Annual Accounts Act, and for such internal control as the Board of Directors and the Managing Director determine is necessary to enable the preparation of annual accounts and consolidated ac- 49 relevant to the company’s preparation and fair presentation of the annual accounts and consolidated accounts in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the company’s internal control. An audit also includes evaluating the appropriateness of accounting policies used and the reasonableness of accounting estimates made by the Board of Directors and the Managing Director, as well as evaluating the overall presentation of the annual accounts and consolidated accounts. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my audit opinion. Opinions In my opinion, the annual accounts and consolidated accounts have been prepared in accordance with the Annual Accounts Act and present fairly, in all material respects, the financial position of the parent company and the group as of 31 December 2013 and of their financial performance and cash flows for This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Auditor’s report continued the year then ended in accordance with the Annual Accounts Act. The statutory administration report is consistent with the other parts of the annual accounts and consolidated accounts. I therefore recommend that the annual meeting of shareholders adopt the income statement and balance sheet for the parent company and the group. Report on other legal and regulatory requirements In addition to my audit of the annual accounts and consolidated accounts, I have also audited the proposed appropriations of the company’s profit or loss and the administration of the Board of Directors and the Managing Director of Tele Radio i Lysekil AB for the year 2013. Responsibilities of the Board of Directors and the Managing Director The Board of Directors is responsible for the proposal for appropriations of the company’s profit or loss, and the Board of Directors and the Managing Director are responsible for administration under the Companies Act. Auditor’s responsibility The Board of Directors is responsible for the proposal for appropriations of the company’s profit or loss, and the Board of Directors and the Managing Director are responsible for administration under the Companies Act. Auditor’s responsibility My responsibility is to express an opinion with reasonable assurance on the proposed appropriations of the company’s profit or loss and on the administration based on my audit. I conducted the audit in accordance with generally accepted auditing standards in Sweden. As a basis for my opinion on the Board of Directors’ proposed appropriations of the company’s profit or loss, I examined the Board of Directors’ reasoned statement and a selection of supporting evidence in order to be able to assess whether the proposal is in accordance with the Companies Act. As a basis for my opinion concerning discharge from liability, in addition to my audit of the annual accounts and consolidated accounts, I examined significant decisions, actions taken and circumstances of the company in order to determine whether any member of the Board of Directors or the Managing Director is liable to the company. I also examined whether any member of the Board of Directors or the Managing Director has, in any other way, acted in contravention of the Companies Act, the Annual Accounts Act or the Articles of Association. I believe that the audit evidence I have obtained is sufficient and appropriate to provide a basis for my opinions. Opinions I recommend to the annual meeting of shareholders that the profit be appropriated in accordance with the proposal in the statutory administration report and that the members of the Board of Directors and the Managing Director be discharged from liability for the financial year. Uddevalla 5/5 2014 Mattias Celind Authorised Public Accountant 50 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Management group Ola Samelius Managing Director & CEO Lars Elvind Sales Manager Halldór Halldórsson Purchasing Manager The management group is the executive management team at Tele Radio acting for the parent company through short and long term planning and decisions with continuous improvement. Jesper Ribbe Research & Development Manager Jan Carlbrand Controller 51 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Board of Directors The board - from left to right Christer Fehrling Member Bertil Görling Chairman Ola Samelius Managing Director & CEO 52 Bengt Rydell Co-opt member Thord Görling Member This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. The work of the board The board of directors mission is to manage the company’s affairs by the will of the owners. The board continuously assess the company’s group financial situation. The board is composed of individuals with diverse backgrounds offering broad industry knowledge and competency. The board then makes overall decisions in areas such as the company’s strategy, marketing and sales, finance, budget and long term planning. During the year the board held six recorded sessions. At every board meeting a review of the operations, group result, financial standing, as well as the rest of the year is made. 53 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. Notes 54 This is a translated copy from the Swedish original. If any conflict occurs in the translation the Swedish will prevail. 55 Tele Radio AB • Datavägen 21 • 436 32 Askim • Sweden Tel +46 31 748 54 60 • Fax +46 31 68 54 64 • www.teleradio.com