Annual Report • Apr 20, 2012
Annual Report
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Immobel has been a major player in property development in Belgium for over 145 years. It is also active in the Grand Duchy of Luxembourg and is currently developing a new growth pole in Central Europe, in particular in Poland. Its business covers the offi ce, residential and landbanking sectors, as well as, when the opportunity arises, retail, ensuring the diversifi cation of its portfolio of projects. Its vision of the market and its expertise enable it to design, promote and manage ambitious real estate projects that create long-term value while respecting the environment and integrating the major issues facing society.
BLACK PEARL Brussels City – Art&Build
The residential and landbanking sectors generated very good results, with a record year for landbanking.
invested in the acquisition of new projects
"Apart from its deployment on the Polish market, Immobel continued the development of its portfolio which, in addition to 375 ha of landbanking plots, currently includes close to 208,000 m2 of offices and 179,000 m2 of residential." – Gaëtan Piret –
Baron Buysse – Despite the difficult office market in Brussels, Immobel reaped significantly better results in 2011 than in 2010. They reflect the importance of the diversification of our business lines (embarked on 5 years ago), the profits of which can fluctuate substantially from one year to another. When one sector performs less well the others usually take over, which was clearly the case in 2011.
Gaëtan Piret – The residential and landbanking sectors generated very good results, with a record year for landbanking. In the face of a more difficult office sector these two business lines enabled us to rebalance our figures. Our geographic coverage is also an asset in terms of better risk spreading. The investments and developments in Poland and in Luxembourg will bring the Group success in the future. Both countries will contribute to maintaining good figures.
B.B. – We have implemented an ambitious strategic plan: initiation of a broad spectrum of real estate projects allowing us to optimise the diversification of risks; management of remarkable development projects thanks to the strengthening of our competences; optimal preparation for the marketing of these projects; and the development of our presence in the Grand Duchy of Luxembourg and in Poland, which we regard as our second market, as well as analysis of the European growth markets. The Board of Directors has given its full backing to strategic development in Central Europe.
G.P. – We started to implement this strategy of diversification in Central Europe in a very concrete manner in February 2011. It was a major turning point in Immobel's development. We acquired two office development projects in Poland. The first is a mixed office and retail project located in the centre of Warsaw (20,000 m2 ); the second, on which reconstruction work has already started, is located in the economic and commercial heart of Poznan (7,600 m2 of offices and retail). The other projects concern the acquisition, in partnership, of 7 pieces of land, mainly in Warsaw.
In the wake of these acquisitions, "Immobel Poland" was created, a development and management centre.
G.P. – Apart from its deployment on the Polish market, Immobel continued the development of its portfolio which, in addition to 375 ha of landbanking plots, currently includes close to 208,000 m2 of offices and 179,000 m2 of residential (Immobel Group share). The different projects are at various stages of development and for some of them, as permits have been obtained, commercialization has started. Nearly 72 MEUR have been invested in the acquisition of new projects - a considerable sum.
B.B. – Immobel's financial structure is sound and under control. The strategy Immobel has developed is bearing fruit. The diversifi cation of our portfolio and the increase in our geographic sphere of activity are proof of a better diversifi cation of risks. Poland's economic growth potential looks particularly high - higher than Belgium's. Our shareholders' confi dence encourages us to continue down this path. We would like to thank them for the trust they have shown in Immobel for a number of years. Therefore, having analysed the results and reviewed the projects for this year, the Board of Directors will propose to the General Meeting that the dividend be raised from 1.25 to 1.75 EUR, which is an increase of 40 %.
G.P. – The long-term plans that we have initiated in Immobel's various spheres of activity in previous years should take defi nite shape in the years to come. For example, building work will start on the residential project Bella Vita in 2012. We have also obtained the relevant permits for the Black Pearl offi ce project, on which construction will start in the 2nd half of 2012. The fi rst phase of building on another (residential) project, Charmeraie, will begin in 2012, too. To illustrate the importance of the residential department, it is useful to stress that Immobel is currently involved in the development of 2,100 housing units.
We also devote signifi cant human and fi nancial resources to ensure that our new projects are BREEAM2 certifi ed and we have already had some excellent successes, in particular the Forum project. We will have more in the future, like the Black Pearl and Bella Vita projects, where the environmental standards are high.
We are confi dent about our three business lines and continue to invest in the future.
B.B. – Every day our partners, the Executive Committee and our employees do extraordinary work. We would like to thank them for that. We thank our clients, too, who demonstrate their trust in us day after day. And, fi nally, we thank our shareholders for the support they have given to the strategy we are implementing and the confi dence they demonstrate in Immobel's development and prospects.
"The Board of Directors will propose to the General Meeting that the dividend be raised from 1.25 to 1.75 EUR, which is an increase of 40 %." – Baron Buysse –
2011 was marked mainly by the following events in:
• Acquisition Papeblok – Tervuren: Immobel acquired the company that owns the Papeblok site in Tervuren, where construction of 4 residential buildings is planned and the development of approximately 60 apartments.
• Signature of the Belair lease with the Régie des Bâtiments (for use by the Federal Police) - Brussels: A lease was signed with the Régie des Bâtiments, for use by the Federal Police, for 65,000 m² of the Belair project (formerly Cité Administrative de l'Etat), following a decision of the Council of Ministers in December 2010.
• The Immobel Group also delivered phase 3 of the Forum project to the Chamber of Representatives, on schedule and in compliance with the pre-sale agreement signed in 2009.
• Important acquisitions of land intended for urbanization (50 ha) were also carried out.
DECATHLON Wavre – Pierre Sauveur
PAPEBLOK Tervuren – Jaspers, Eyers & Partners – A.-concept
• Work having started on the Green Hill project (Château de Beggen), 51 apartments were sold in 2011 and 73 in total since the start of the development (in partnership).
• Immobel leased office space (1,229 m2 ) to Fujitsu Technology Solutions, in the WestSide Village project.
Following the creation of a second "home market" in Poland, Immobel set up a new company, "Immobel Poland", to supervise the management of the Polish projects.
having already pre-leased approximately 24 % to reputable tenants.
bedzia Str., Krakowska Str., Duracza Str.), one plot is located at Gdansk (Kopernika Str.) and the last is in Cracow (Pokoju Av.).
85 % of the portfolio acquired is therefore situated in Warsaw.
• Immobel also obtained 10 MEUR for a period of 2 years as "project financing" for the development of the Okraglak project in Poznan.
Net financial debt/Equity ratio Loan-to-cost ratio
Net financial debt includes all (current and non-current) financial debts less the treasury.
* Financial debts/Inventories
Return on equity is calculated based on the average equity at the beginning and end of the financial year.
At 31 december 2007, the net treasury is positive.
Net result without the non cash expenses (amortisation, depreciation charges, provisions ...) and the non cash income (fair value ...)
| Income statement | 2007 | 2008 | 2009 | 2010 | 2011 |
|---|---|---|---|---|---|
| Operating income | 142.3 | 58.5 | 113.0 | 85.6 | 81.1 |
| Operating expenses | -129.4 | -47.4 | -93.5 | -72.4 | -58.6 |
| Operating result | 12.9 | 11.1 | 19.4 | 13.2 | 22.6 |
| Financial result | -6.6 | -4.3 | -4.0 | -4.9 | -5.4 |
| Share in the results of associates | 3.8 | 2.3 | 0.0 | 2.9 | 0.3 |
| Result before taxes | 10.1 | 9.1 | 15.4 | 11.2 | 17.5 |
| Income taxes | -1.0 | -2.0 | -0.7 | -0.7 | -1.3 |
| Result from continuing operations | 9.1 | 7.1 | 14.7 | 10.5 | 16.2 |
| Result from discontinued operations | 41.1 | -0.2 | 0.9 | 0.0 | 0.0 |
| Result for the year | 50.2 | 6.9 | 15.6 | 10.5 | 16.2 |
| Share of Immobel | 50.2 | 6.9 | 15.6 | 10.6 | 16.2 |
| Balance sheet | 2007 | 2008 | 2009 | 2010 | 2011 |
| assets | |||||
| Non-current assets | 27.3 | 15.9 | 13.2 | 11.4 | 5.8 |
| Intangible assets and goodwill | 0.0 | 0.0 | 0.0 | 0.0 | 0.0 |
| Tangible assets and investment property | 5.4 | 2.9 | 3.4 | 3.6 | 2.5 |
| Financial assets | 20.7 | 12.7 | 9.3 | 7.5 | 1.3 |
| Other | 1.2 | 0.3 | 0.6 | 0.3 | 1.0 |
| Current assets | 393.1 | 303.3 | 345.3 | 292.1 | 401.0 |
| Inventories | 224.6 | 262.0 | 260.3 | 240.8 | 327.9 |
| Treasury | 132.7 | 15.8 | 67.7 | 34.2 | 47.0 |
| Derivative financial instruments | 0.2 | 0.0 | 0.0 | 0.0 | 0.0 |
| Other | 35.6 | 25.5 | 17.3 | 17.1 | 26.1 |
| Total assets | 420.4 | 319.2 | 358.5 | 303.5 | 406.8 |
| EQUITY AND LIABILITIES |
|||||
| Equity | 206.2 | 152.7 | 168.7 | 172.1 | 182.8 |
| Non-current liabilities | 49.7 | 86.6 | 69.3 | 71.9 | 112.6 |
| Financial debts | 29.5 | 71.2 | 58.8 | 65.6 | 109.3 |
| Other | 20.2 | 15.4 | 10.4 | 6.3 | 3.3 |
| Current liabilities | 164.5 | 79.9 | 120.5 | 59.4 | 111.4 |
| Financial debts | 91.8 | 30.5 | 44.9 | 22.5 | 74.3 |
| Derivative financial instruments | 0.0 | 1.5 | 2.2 | 1.8 | 1.8 |
| Other | 72.7 | 47.9 | 73.4 | 35.1 | 35.2 |
| Total equity and liabilities | 420.4 | 319.2 | 358.5 | 303.5 | 406.8 |
| Key figures Immobel Group (MEUR) | 2007 | 2008 | 2009 | 2010 | 2011 |
|---|---|---|---|---|---|
| Cash-flow1 | 72.2 | 0.7 | 17.2 | 8.5 | 14.0 |
| Net result, Group's share | 50.2 | 6.9 | 15.6 | 10.6 | 16.2 |
| Equity, Group's share | 206.2 | 152.7 | 168.7 | 172.2 | 182.8 |
| Market capitalization | 178.1 | 61.8 | 101.8 | 130.2 | 101.8 |
| Figures per share (EUR) | 2007 | 2008 | 2009 | 2010 | 2011 |
|---|---|---|---|---|---|
| Number of shares at year-end | 4 122 | 4 122 | 4 122 | 4 122 | 4 122 |
| Cash-flow | 17.5 | 0.2 | 4.2 | 2.1 | 3.4 |
| Net result from continuing operations | 2.2 | 1.7 | 3.6 | 2.6 | 3.9 |
| Net result, Group's share | 12.2 | 1.7 | 3.8 | 2.6 | 3.9 |
| Value of equity | 50.0 | 37.1 | 40.9 | 41.8 | 44.4 |
| Gross ordinary dividend | 12.0 | 0.0 | 2.0 | 1.25 | 1.75 |
| Net ordinary dividend | 9.0 | 0.0 | 1.5 | 0.94 | 1.3125 |
| Stock market ratios | 2007 | 2008 | 2009 | 2010 | 2011 |
|---|---|---|---|---|---|
| List price on 31 December (EUR ) |
43.2 | 15.0 | 24.7 | 31.6 | 24.7 |
| Maximum quotation (EUR ) |
49.8 | 43.4 | 24.7 | 32.9 | 34.0 |
| Minimum quotation (EUR ) |
36.5 | 11.2 | 11.0 | 23.0 | 23.4 |
| List price/book value | 0.9 | 0.4 | 0.6 | 0.8 | 0.6 |
| Gross return for 1 year2 | 18.4 % | -31.7 % | 64.8 % | 36.0 % | -17.8 % |
| Gross ordinary dividend/last list price | 27.8 % | 0.0 % | 8.1 % | 4.0 % | 7.1 % |
| Net ordinary dividend/last list price | 20.8 % | 0.0 % | 6.1 % | 3.0 % | 5.3 % |
Net result without the non cash expenses (amortisation, depreciation charges, provisions ...) and the non cash income (fair value ...)
Gross return for 1 year: (last closing price + dividends and capital repayments paid during the last 12 months - first list price for the period)/ first list price for the period
Brussels City – Headquarter of Immobel
Immobel adheres to the principles of corporate governance contained in the Belgian Corporate Governance Code published on 12 March 2009 (hereafter Code 2009), which is available on the GUBERNA website: www.guberna.be.
Immobel believes that its Corporate Governance Charter and the present Corporate Governance Statement reflect both the spirit and the rules of the Belgian Corporate Governance Code.
The Corporate Governance Charter describes in detail the structure of the Company's governance and its policies and procedures in matters of governance.
This Charter can be consulted on the Company's internet site: www.immobel.be.
This section of the Annual Financial Report contains information concerning the way Immobel put the principles of governance into practice during the past year.
The "curriculum vitae" of each Director (or of its permanent representative) can be summarised as follows:
Baron BUYSSE (1), cmg cbe, 66, following an international career in London, where he was an Executive Director of BTR Ltd and Chief Executive Officer of Vickers
Ltd, he is currently Chairman of Bekaert, a Bel20 company. It was he who initiated the Buysse Code on Corporate Governance for companies that are not listed on the stock market. He is the Chairman of the Board of Censors of the National Bank of Belgium and Director or Chairman of other organisations.
Gaëtan PIRET (2), 53, holds a Master's degree in Business Engineering from the ULB. He is PMD 1989 of the Harvard Business School and a Fellow Member of the Royal
Institution of Chartered Surveyors (FRICS). He joined the Compagnie Immobilière de Belgique in 1992, and has been Managing Director since 29 June 2007. In addition, he is, amongst other things, an Independent Director of SITQ Europe (Finances) SA (Société Immobilière Trans-Québec – Groupe Caisse de Dépôt et Placement du Québec).
Didier BELLENS (3), 56, has a degree in Economics and Business Administration from the ULB (Solvay Business School) and has been the Managing Director of Belgacom
since March 2003. He is also a member of the International Committee of NYSE. He was previously the CEO of the RTL Group and Managing Director of GBL (Groupe Bruxelles Lambert).
| Name | Function | Date first appointment |
End mandate |
Professional address |
|---|---|---|---|---|
| Baron BUYSSE | Chairman of the Board (Independant) |
13 November 2007 | 2012 | c/o Bekaert SA, Diamant Building, Boulevard Auguste Reyers 80 1030 Bruxelles |
| Gaëtan PIRET1 | Managing Director |
10 May 1995 | 2015 | Rue de la Régence, 58 1000 Bruxelles |
| Didier BELLENS2 |
Director (Independant) |
29 August 2007 | 2015 | c/o Belgacom SA Boulevard du Roi Albert II 27 1030 Bruxelles |
| Maciej DROZD |
Director | 8 September 2010 | 2013 | c/o Eastbridge Group Sp. z o.o. 104/122 rue Marszalkowska PL-00-017 Warsaw (Poland) |
| Maciej DYJAS | Director | 8 September 2010 | 2014 | c/o Eastbridge Group Sp. z o.o. 104/122 rue Marszalkowska PL-00-017 Warsaw (Poland) |
| Marc GROSMAN |
Director | 8 September 2010 | 2014 | c/o Celio International SA, South Center Titanium Place Marcel Broodthaers 8b2 1060 Bruxelles |
| Luc LUYTEN | Director (Independant) |
19 November 2007 | 2015 | c/o Bain & Company Belgium Inc., Blue Tower Avenue Louise 326 (24ème étage) 1050 Bruxelles |
| Marek MODECKI |
Director (Independant) |
8 September 2010 | 2015 | c/o Concordia Sp. z o.o. Aleje Jerzolimskie 65/79 PL-00-697 Warsaw (Poland) |
| Wilfried VERSTRAETE |
Director (Independant) |
29 August 2007 | 2015 | c/o Euler Hermes SA 1 rue Euler F-75008 Paris (France) |
| Laurent WASTEELS |
Director (Independant) |
8 September 2010 | 2015 | c/o Wasteels S.à r.l. 5 allée Guillaume Apollinaire MC-98000 Monaco |
In carrying out the functions concerned in the present report, Mr Gaëtan PIRET acts as the permanent representative of the company GAETAN PIRET sprl.
In carrying out the functions concerned in the present report, Mr Didier BELLENS acts as the permanent representative of the company ARSEMA sprl.
also has an MBA from the University of Illinois in Urbana-Champaign. He joined Eastbridge in 1995. Since June 2009, he has been a Member of the Board of Directors and the CFO of Eastbridge Group and a Member of the Supervisory Board of EM&F Group. Since 2002, he has been a Member of the Board of Directors and CFO of the Commercial Real Estate department of the Eastbridge Group, which has operated since 2007 as Centrum Development & Investments SA (CDI). Previously he worked as CFO in various companies in Poland.
Maciej DYJAS (5), 48, has degrees in Information Technology and Business Administration from the Universities of Warsaw and Stuttgart. He joined Eastbridge in
Marc GROSMAN (6), 57, supplemented his Master at the ISG business school with an MBA from Harvard Business School in 1982. Since 1978, he has been the cofounder
and CEO of Celio, the number 1 in Europe for men's ready-to-wear fashion, which has 1,600 shops in 65 countries. Since 2006, he has been a majority shareholder of the women's ready-to-wear fashion label, Jennyfer. He is also Member of the Supervisory Board of Eastbridge S.à r.l. and Director of Bata Shoes.
Luc LUYTEN (7), 58, got an MBA from the University of Chicago, as well as a Degree in Civil Engineering and a Master's degree in Applied Economics from the Uni-
versity of Ghent and the Catholic University of Leuven respectively. He joined Bain & Company in London in 1986 and became a Partner in 1988. He is a Senior Partner of Bain & Company in the Benelux.
Marek MODECKI (8),
53, holds a Master in Law from the University of Warsaw. He also studied International Law at the Max Planck Institute and Law at the Univer-
sity of Hamburg. He is currently a partner at Concordia (since 1997), an investment firm located in Warsaw and Brussels specialised in M&A transactions and corporate finance in Poland and the European Union countries. Amongst other things, he led the negotiations for the sale of Argos SA to Pernod Ricard, the sale of Warta Insurance to KBC, and the acquisition of Multivita by Coca-Cola Company. In 2006-2008 he worked as a Senior Banker for Concordia Espirito Santo Investment, a joint venture between Concordia and the Portuguese group Espirito Santo Group. In the past, he was a Member of the Supervisory Board of Argos SA, Clif SA, Atlantis SA, Metalexport SA, Prokom Software SA and Concordia Espirito Santo Investment Ltd. He is currently a Member of the Supervisory Board of Pegas Nonwovens Ltd (Czech Republic).
Wilfried VERSTRAETE (9), 53, studied Economics at the VUB (Brussels) and obtained a Master in Financial Management from VLEKHO in Brussels. He also completed the
IEP programme at INSEAD. He is currently Chairman of the Group Executive Committee of Euler Hermes and a Member of the Allianz Group, which he joined in 2007 as CFO of the Allianz Global Corporate & Specialty Group. He was Chairman of the Dutch credit insurance company Atradius NV from May 2004 to October 2006. From 1996 to 2004 he was CFO successively of Mobistar, Wanadoo and Orange, all of which are part of the France Télécom Group.
56, obtained a Master in Economic and Social Sciences (FNDP Namur) in 1981. He also followed the Entrepreneurial Management programme at
the University of Boston. He is presently the Chairman of the Board of Directors of Wasteels Trains de Nuit (via an EIG with Compagnie des Wagons-Lits for the exploitation of night trains), Director of the Compagnie Européenne de Constructions Immobilières SA and Manager of Antibes Investissements S.à r.l. He also holds two public mandates in Monaco: he is Economic and Social Advisor to the Government of the Princedom of Monaco and Honorary Consul of the Kingdom of Belgium in Monaco.
Pursuant to article 18 of the Articles of Association, the Board shall be convened by the Chairman of the Board of Directors, the Managing Director or two Directors.
In principle the Board meets at least 3 times a year (in March, August and December). Additional meetings may be organised at any time, with reasonable notice. This frequency enables the Directors, among other things, to review the half-yearly accounts in August and the annual accounts in March, as well as the budgets in December. In 2011, the Board met on five occasions.
The Board of Directors of Immobel will focus on gender diversity over the next few years, as the law won't apply to the Board until 1 January 2017 at the earliest or even later, in 2019. For this purpose, the Board of Directors has set up a Committee consisting of the Chairman of the Board, the Managing Director, Didier Bellens and Luc Luyten.
The Audit & Finance Committee (hereafter AFC) assists the Board of Directors mainly in, on the one hand, monitoring financial reports and financial information intended for Shareholders and third parties, as well as the quality of internal control and risk management, and on the other hand, following up on the auditor's work, and monitoring the Company's accounts department and finances.
The AFC is made up of at least 3 Directors who do not have executive responsibilities within Immobel; a majority of the members of this Committee are independent and at least one Member is competent in accounting and auditing matters.
The Members of the AFC and its Chairman are appointed by the Board of Directors for a maximum duration of four years.
Wilfried VERSTRAETE, Chairman, Didier BELLENS and Maciej DROZD, Members.
In 2011, the AFC met four times at the request of its Chairman.
The main mission of the Remuneration & Appointments Committee (hereafter RAC) is to make proposals to the Board of Directors concerning remuneration (elements of the remuneration of the Directors, the Members of the Management and Executive Committees, the managers and people in charge of day-to-day management; policy on employee share ownership, etc.) and concerning appointments (appointment or re-election of the Members of the Committees etc.). In application of the Law on Corporate Governance of 6 April 2010, the RAC draws up the Remuneration Report which the Board includes in the Statement on Corporate Governance, which will be discussed during the Annual General Meeting.
The RAC is made up of at least three Directors, a majority of whom are independent Directors and have the necessary expertise in remuneration policy.
The Managing Director takes part in the meetings of the RAC with an advisory vote when this Committee treats the remuneration of the other executive Directors, the other Members of the Management Committee and the other Members of the Executive Committee.
The Members of the RAC and its Chairman are appointed by the Board of Directors for a maximum duration of four years.
Didier BELLENS, Chairman, Luc LUYTEN and Marek MODECKI, Members. In 2011, the RAC met twice at the request of its Chairman.
The Investment & Asset Management Committee (hereafter IAMC) assists the Board of Directors in the strategic management of all of Immobel's assets that are valued in excess of 5 MEUR. It also helps it to identify and understand the strategic challenges posed by potential new real estate projects valued in excess of 5 MEUR.
The IAMC is made up of at least 3 Directors, including the Managing Director.
The Members of the IAMC are appointed by the Board of Directors for a maximum duration of four years. The Managing Director is the Chairman of the IAMC.
Gaëtan PIRET, Chairman, Maciej DYJAS, Marc GROSMAN and Wilfried VERSTRAETE, Members.
In 2011, the IAMC met four times at the request of its Chairman.
The main roles of the Management Committee are:
Gaëtan PIRET (1), Chairman, Philippe HELLEPUTTE, Christian KARKAN and Philippe OPSOMER, Members.
The Members of the Management Committee are not related to each other.
In 2011, the Management Committee met three times at the request of its Chairman.
The "curriculum vitae" of the Members of the Management Committee (except the one of the Managing Director - cfr. supra) can be summarised as follows:
Philippe HELLEPUTTE (2), 60 years old, joined Immobel in 1977 as legal Advisor, after having worked 2 years for Cooper & Lybrand. He is, since 1984, in charge of the
landbanking activities of the Group, Managing Director of Lotinvest, Director of various subsidiaries of Immobel Group and Member of the Executive Committee since 1987. He holds a Master in Law (UCL), is Member of the IPI and General Counsel of the UPSI-BVS.
48 years old, joined Immobel as Head of Development in January 2009 and has a broad real estate experience in various European countries. He
started his real estate career in 1986 when he joined Healey & Baker (now Cushman & Wakefield) as property agent specialised in offices, lettings and investments. From 1989 until 1993, he was in charge of real estate projects at Fibelaf. In 1995 he became an Associate of Cushman & Wakefield and Equity Partner in 2000 when he accepted the position of head of the investment team. He studied Marketing at EPHEC (Ecole Pratique des Hautes Etudes Commerciales), is Member of IPI and RICS and also has a degree in Corporate Management.
Philippe OPSOMER
(4), 49 years old, joined Immobel as CFO. After a career start in the banking sector, he joined Nestlé Belgium in April 1989 where he spent 9 years (in
the Finance, Audit, IT and Logistics departments). In November 1997, he joined Econocom in Belux, where he spent 10 years in senior management jobs, in Belux & France, in Finance, Operations and IT. He left Econocom in November 2007 (being at that time CFO, Products and Services Benelux). He holds a Master's degree in Business Engineering (Solvay Business School 1987) and has a wide experience in Finance and Administration.
The role of the Executive Committee is to introduce efficient systems of internal control and risk management as well as to ensure the day-to-day management of operations. It draws up and implements the policies of Immobel the Managing Director esteems to be of the competences of the Executive Committee.
Under the responsibility of the Managing Director, he:
Gaëtan PIRET, Chairman, Pierre DELHAISE1 , Bartlomiej HOFMAN2 , Philippe HELLEPUTTE3 , Christian KARKAN4 , Jean-Louis MAZY5 , Joëlle MICHA6 , Paul MUYLDERMANS7 and Philippe OPSOMER8 , Members.
The Members of the Executive Committee are not related to each other.
The "curriculum vitae" of the Members of the Executive Committee (except those of the Members of the Management Committee – cfr. supra) can be summarised as follows:
61 years old, joined Immobel in 1984 as Company Lawyer after having worked for the office of Notary Marc Bernaerts in Brussels for 7 years. He is
Member of the Association of the Company Lawyers and is now Head of Legal Services of Immobel. He holds a Master in Law (RUG), a Master in Notary Law (VUB) and a Master in European Law (ULB). He also holds a Common law certificate from St. Catherine's College (Cambridge).
(6), 37 years old, joined the Group in 2011 as head of our Polish subsidiary (Head of Immobel Poland) and is member of the RICS. Prior to joining
Immobel, he has worked, since 1999, in real estate consultancy teams of Knight Frank and DTZ, specialising in the office sector, and from 2005, he has worked for Austrian based investment fund - Europolis - as the Managing Director in Poland being responsible for office and warehouse investments and developments in Poland. He holds a Master degree from Warsaw University in International Relations and a Postgraduate degree in Property Valuation from Warsaw Technical University.
Jean-Louis MAZY (7), 55 years old, joined Immobel in 2001 as internal consultant and afterwards as Member of the Executive Committee. He now is responsible
for important developments in Brussels, as well as for the relations of the Group with the public authorities. Prior he was a Member of the Executive Committee of Cibix sca – sicafi (1999-2001). He began his professional career as Inspector General of Finance (1979-1996). Afterwards he joined the P&V Group as CFO (from 1990 till 1997). He holds a Master's degree in Economics (ULB) and an Advanced Management Program (Harvard Business School).
Joëlle MICHA (8), 42 years old, joined the Group in 2000 as Company Secretary of the sicafi Cibix (Reit). Since 2007, she is Head of Corporate Affairs and Com-
pliance Officer of Immobel. Prior she worked as Lawyer in the Loeff Claeys Verbeke law firm (currently Allen & Overy) during 4 years, as authorised agent in a private bank, and at the FSMA (formerly BFIC) in the Financial Information Monitoring and Markets Supervision departement. She holds a Master in Law (UCL), a Master in Taxation (HEC-Liège) and she also obtained the "Certified European Financial Analyst" qualification, granted by the Belgian Association of Financial Analysts. She is also Company Director in Belgium and the Grand Duchy of Luxembourg.
(9), 57 years old, joined Immobel in 2002 as Head of Project Management. He was previously Commercial Director at Valens (Eiffage group). He holds
a degree in Civil Engineering (KUL) and a Postgraduate from the RUG. He is AMP 1997 from INSEAD and Member of the Royal Institution of Chartered Surveyors (MRICS).
In 2011, the Company implemented the remuneration policy for the Directors described in Appendix 2 to the regulation of the Board of Directors, and in point I.2.8. of the Corporate Governance Charter available on the Company's website (www.immobel.be).
Head of Legal Services and Secretary of the Executive Committee.
The General Meeting of Shareholders decides about the remuneration of its Directors upon proposal of the Board of Directors. The RAC makes detailed proposals to the Board of Directors concerning the remuneration of nonexecutive Directors.
The level and structure of their remuneration are determined on the basis of their general and specific responsibilities and market practice (and more especially in other listed companies). This remuneration includes a basic remuneration for Membership of the Board and additional remuneration for participation in the meetings or for each Chairmanship or Vice-Chairmanship of a Committee or the Board. Non-executive Directors receive no performancerelated remuneration, nor any benefits in kind, nor benefits linked to pension plans, nor an annual bonus, nor share options, nor participation in retirement plans. They are not entitled to any kind of compensation when their mandate comes to an end.
Remuneration of the non-executive Directors also takes into account the time they devote to their functions. Non-executive Directors may receive remuneration determined according to the legal provisions and to the policy on Directors' remuneration.
The Executive Directors' mandates may likewise be remunerated. In this case the remuneration is taken into account in the global framework of remuneration paid to executive Directors for the executive functions they hold within Immobel in accordance with the remuneration policy for Directors and for the Management Committee.
No changes were made to the remuneration policy in 2011.
For 2011, the remuneration policy implemented by the Company with regard to the Members of the Management Committee was as described in point III.4 of the Corporate Governance Charter on the Company's Internet website (www. immobel.be).
16 [Corporate Governance statement]
The Board of Directors approves the appointment contracts of the Members of the Management Committee and decides on their remuneration based on the recommendations of the RAC, following a proposal by the Managing Director.
The level and structure of remuneration for the Members of the Management Committee at Immobel are reviewed annually, and are such that they allow Immobel to recruit, retain and motivate qualified and competent professionals taking into account the nature and the extent of their individual responsibilities on an ongoing basis. A procedure exists for the evaluation of their performances: the Managing Director establishes a proposal of the remuneration to the RAC, which evaluates in its turn the performances of the Management Committee. The final decision with regard to the variable remuneration to be paid out belongs to the Board of Directors. The Board of Directors analyses the competitiveness of Immobel's remuneration structure on the initiative of the RAC.
Remuneration of the Members of the Management Committee aims to:
No changes were made to the remuneration policy in 2011. However, the Board of Directors decided to apply the new rules regarding the deferral of the variable remuneration as from financial year 2012 (2011 being a transition year).
criteria. It does not include entitlement to rights to stock options, nor to any corporate pension.
| Presence at Board |
Presence at AFC |
Presence at RAC |
Presence at IAMC |
Remuneration | |
|---|---|---|---|---|---|
| Baron BUYSSE | 5/5 | 4/4 (invited) | 2/2 (invited) | 4/4 (invited) | 450 000 EUR1 |
| Gaëtan PIRET | 5/5 | 4/4 (invited) | 2/2 (invited) | 4/4 | page 17 |
| ARSEMA sprl2 | 3/5 | 4/4 | 2/2 | - | 50 000 EUR |
| Maciej DROZD | 4/5 | 4/4 | - | - | 12 500 EUR |
| Maciej DYJAS | 4/5 | - | - | 4/4 | 12 500 EUR |
| Marc GROSMAN | 5/5 | - | - | 3/4 | 12 500 EUR |
| Luc LUYTEN | 5/5 | - | 2/2 | - | 25 000 EUR |
| Marek MODECKI | 5/5 | - | 2/2 | - | 25 000 EUR |
| Wilfried VERSTRAETE | 3/5 | 4/4 | - | 4/4 | 50 000 EUR |
| Laurent WASTEELS | 4/5 | - | - | - | 25 000 EUR |
| Total gross remuneration | 662 500 EUR |
Including a participation for the leasing cost of a car
Represented by its permanent representative Mr Didier BELLENS
The remuneration of the Chairman and the Members of the Management Committee is determined globally at gross rates. Consequently it does not only include the gross pro-rated remuneration from Immobel, but also that for any contractual office or representative function in the companies in which Immobel has holdings, be they majority or otherwise.
Individual remuneration is fixed by the Board of Directors, on the recommendations of the RAC, following a proposal by the Managing Director. Variable remuneration is foreseen for the Members of the Management Committee: their remuneration is linked to the results of the Company, taking into account the performance evaluation criteria relating to targets, the evaluation period and the method of evaluation.
The variable remuneration is assigned, upon proposal of the RAC, after the Board of Directors establishing the Annual Accounts per 31 December of the past year.
Remuneration of the Members of the Management Committee is divided into a fixed part and a variable part; the latter includes:
These three criteria intervene each for 1/3 in the determination of the quantitative variable remuneration and are linked to the realised performances of the Group.
In case the minimum targets were not reached, no variable remuneration will be attributed for the concerned criterion.
• a variable qualitative remuneration determined in function of the responsibilities, the mission and the targets achieved during the reviewed financial year, on an individual basis by each of the Members of the Management Committee.
In general, the Members of the Management Committee do benefit from a weighted remuneration, at 60 % for quantitative aspects, and at 40 % for qualitative aspects, compared to total variable remuneration.
Based on the performance of the Company during 2011 and on the realisation of the individual targets of the Members of the Management Committee between 1 January and 31 December 2011, the variable part of the global remuneration paid for 2011, represented 51.56 % of its basic remuneration for the Managing Director and 55.42 % for the other Members.
As from 2012 (variable due in 2013) and pursuant to the Law, if the variable remunerations of a Member of the Management Committee do exceed 1/4 of their total remuneration, they will be deferred; as such only half of the total variable remuneration will be attributed in 2013 and the 3rd and 4th quarter of the variable for 2012 will be attributed, insofar the targets linked to this variable remuneration were attained, respectively over a period of two years (2012-2013) and over a period of three years (2012-2013-2014). For this deferral, quantitative criterion that has been taken in account is the return on equity.
Remuneration and other benefits accorded, directly or indirectly, to the Managing Director and other Members of the Management Committee (cfr. members on page 14)
| Managing Director | Other Members | |
|---|---|---|
| Basic remuneration | 484 858.32 EUR | 820 988.72 EUR |
| Variable remuneration | 250 000.00 EUR | 455 000.00 EUR |
| Individual Pension commitment | None | 51 559.59 EUR |
| Company car | 24 000.00 EUR | 19 856.25 EUR |
| Other benefits | None | None |
One Member of the Management Committee has an individual pension commitment type "defined contribution" paid by the Company which includes life insurance, death insurance, disability insurance and a waiver of premium.
Regarding professional expenses chargeable to the Company, the same rules apply to Members of the Management Committee, including the Chairman, as they apply to all the employees: professional expenses incurred must be justified post by post. The Company is not responsible for private expenses.
As specified above, the mandate as Member of the Management Committee does not entail entitlement to stock options.
Apart from the deferred variable remuneration as mentioned above, the Board of Directors do not expect any fundamental changes to its remuneration policy in the next two financial years.
18 [Corporate Governance statement]
Under the leadership of its Chairman, the Board of Directors regularly examines and evaluates its own performance and that of its Committees, as well as the efficacy of Immobel's governance structure, including the number, role and responsibilities of the various Committees set up by the Board of Directors.
A periodic evaluation of the contribution made by each Director is carried out with a view to fine-tuning the composition of the Board of Directors to take into account changing circumstances. Individual Directors' performance is evaluated as part of the reelection procedure.
Each year, at the proposal of the RAC the Board of Directors decides on the objectives of the Managing Director for the coming financial year and evaluates his performance for the period drawing to a close, in conformity with the procedure currently in place. This evaluation of the Managing Director's performance is also used to fix the variable part of his annual remuneration.
The remuneration of the individual Members of the Management Committee is fixed by the Board of Directors at the recommendation of the RAC, following proposals made by the Managing Director. Remuneration of the Members of the Management Committee is variable: their remuneration is linked to the Company's results, taking into account the performance evaluation criteria with respect to the objectives, the evaluation period and the evaluation method.
Remuneration of the Members of the Management Committee entails no entitlement to shares and/or share options.
The Members of the Management Committee fulfill their duties to the Company based on a service provision contract. These contracts are similar to those generally agreed to with Members of their Management Committee by other listed companies.
Any indemnity due to a Member of the Management Committee by the Immobel Group in the event of the termination of his service provision contract, will vary in function of the terms and conditions of the contract concerned, as specified hereafter, increased, if appropriate, by part of the variable remuneration linked to Immobel's results.
The table below shows the indemnities that would be owed by the Group in case of the termination of contracts with the following Members of the Management Committee:
| Gaëtan PIRET | 24 months |
|---|---|
| Christian KARKAN | 18 months |
| Philippe OPSOMER | 12 months |
| Philippe HELLEPUTTE | |
| in case of termination between 01-01-2012 and 31-12-2013 |
24 months |
| in case of termination after 01-01-2014 |
18 months |
As the variable remuneration will only be attributed after approval of the Annual Accounts by the Ordinary General Meeting, there exists no specific right to recover variable remuneration paid out based on erroneous financial information.
The Belgian legislative framework for internal controls and risk management consists in the Law of 17 December 2008 (in application of European Directive 2006/43 concerning corporate financial control), the Law of 6 April 2010 (CG Law) and the Belgian Code on Corporate Governance 2009.
Nevertheless, the current Belgian legislative and normative framework specify neither the model of internal control to which the companies for which it is intended should conform, nor the modalities for implementing it (level of detail required).
Immobel uses a system of risk management and internal control that was drawn up internally based on the "COSO" model of internal control.
The COSO methodology is organised around five elements:
The element "internal control environment" focuses on the following components:
"Immobel is a leading Belgian listed company active in the real estate business and more specifically in the offices, residential and landbanking sectors as well as in function of retail/commercial opportunities. Immobel's objective is to ensure a diversification of its project portfolio via these sectors and to design, manage and promote real estate projects that create long-term value, while respecting the environment and integrating corporate social responsibility."
Immobel has a Board of Directors, an IAMC, an AFC, a RAC, an Executive Committee and a Management Committee.
Responsibility for drawing up Immobel's strategy and for controlling the way it does business belongs primarily to the Board of Directors. The main responsibilities of the different Committees have been mentioned above (cfr. Decision-making bodies).
Immobel takes a prudent attitude, managing a portfolio of diversified projects that create long-term value through its three lines of activity.
Immobel has a Code of Ethics and Integrity that describes the principles of good conduct that apply to each of the Directors and the Members of the Management and Executive Committees as well as all the employees and external collaborators. This Code deals with aspects of conflict of interest, professional secrecy, the buying and selling of shares, corruption and misuse of corporate funds, business gifts and even human dignity. The position of Compliance Officer has been created.
the competence of Immobel's staff. A procedure dealing with remuneration policy for the Directors and the Members of the Executive and Management Committees: Immobel has introduced a remuneration procedure that complies with the requirements of the Law of 6 April 2010 on Corporate Governance.
Immobel regularly carries out risk identification and evaluation exercises. The risks are mapped out and formal action plans are drawn up to deal with those risks for which the level of control is deemed to be inadequate. The AFC monitors the implementation of these action plans.
The principle risks to which Immobel is exposed are set out in detail in section I.B of the Directors' Report.
The control activities correspond to the regulations and procedures used to deal with the principal risks identified. Amongst the main regulations and procedures established within Immobel, we would like to mention the following:
• The principle of multiple approvals exists at every phase of the engagement process: the double signature procedure applies to approval of all transactions and the signatories are specified in function of the sums involved in the transaction.
Immobel uses the software program Navision as its financial management information system, of which the maintenance and development are subcontracted to a partner.
Data continuity is also subcontracted to a partner who is contractually bound to follow a strict procedure to establish a reliable and secure information storage system.
For the large majority of entities in the Immobel Group accounting is outsourced to a firm specialised in financial services. The accounts are kept in Immobel's ERP, the integrated management software program Navision. The finance department of Immobel is always in charge of the closure process and drafting the Annual Report, the Consolidated Financial Statements drawn up according to IFRS standards and the Annual Accounts. Communication with the personnel and the various employees of Immobel is appropriate to the size of the business. It is based mainly on work sessions, verbal communications from the management to the personnel as a whole, or internal e-mail notes signed by the Managing Director.
In order to ensure rapid communication and equal treatment of all Shareholders, Immobel publishes the agenda and the minutes of the Annual General Meetings, the half-yearly and annual financial results, press releases, the Articles of Association, the Charter of Corporate Governance and the Annual Report on its internet site. Certain information is also published in the press.
The AFC is responsible for supervising internal control. Given the size and the activities of the Company and the Group, the AFC does not consider it necessary to create the position of internal auditor to assist it in this mission.
20 [Corporate Governance statement]
In order to evaluate the control environment regularly, the AFC entrusts the Auditor with certain specific missions involving more thorough examination of internal control, consisting of testing the existing controls and identifying possible weaknesses compared to best practice. The AFC ensures that the recommendations are implemented if the need arises.
Should the nature and size of the Group's activities change, the AFC would re-examine the need to get an internal auditor.
Transactions and other contractual relationships between the Company, including associated companies, with the Directors, the Members of the Management Committee, the Members of the Executive Committee and the other staff
In 2011, the Directors had recourse to the procedure applicable in case of conflict of interest, as laid down in articles 523 and 524 of the Companies Code and described in the Charter of Corporate Governance, on one occasion. Apart from that there were no transactions between, on the one hand, the Immobel Group and, on the other hand, the Members of the Management Committee, the Members of the Executive Committee and the other staff that was subject to the procedure mentioned above.
Application of the rules cited above has not given rise to any difficulty.
In its Code of Good Conduct the Corporate Governance Charter provides rules intended to prevent the abuse of the market, which are applicable to Directors, to de facto managers, and to any other person liable to possess privileged information because of his/ her involvement in the preparations for a particular operation.
These rules have been supplemented by an internal note summarising the main legal obligations in this matter, particularly taking into account the Royal Decree of 5 March 2006 on abuse of the market, with a view to increasing an awareness of their obligations in those concerned.
The Compliance Officer is tasked with ensuring compliance with said rules in order to reduce the risk of abuse of the market by insider trading. The Compliance Officer keeps lists of people who have or are liable to have privileged information and who know or cannot reasonably be unaware of the privileged nature of this information.
When these people consider carrying out operations involving financial instruments issued by Immobel, they must give the Compliance Officer prior notice in writing or by email of their intention to carry out this operation. Within 5 working days of reception of this prior notice the Compliance Officer will inform the persons concerned whether there is any reason to think that the operation under consideration constitutes insider trading. Should that be the case, it would be inadvisable to carry out the operation. These persons must notify the FSMA of any operations carried out on their own behalf and involving Company shares within five working days of the operation concerned being performed, this notification can be deferred, however, in conformity with the law, as long as the total sum of the operations carried out during the calendar year in progress does not exceed the threshold of 5,000 EUR.
During these so-called "closed" periods, it is forbidden for these people to carry out operations involving Immobel's financial instruments.
During the past financial year the job of Compliance Officer at Immobel was carried out by Mrs Joëlle Micha, Head of Corporate Affairs.
Application of the rules cited above has not given rise to any difficulty.
The Board of Directors of Immobel assesses that no governmental, legal or arbitration proceeding exists that may have, or have had in the recent past, significant effects on the Company and that the Company is not aware of proceedings which are pending that could cause these governmental, legal or arbitration proceedings.
| 31 December 2011 | Number | Voting rights |
|---|---|---|
| Ordinary shares | 4 121 934 | 4 121 934 |
In application of article 29 of the Law of 2 May 2007 on the disclosure of shareholding in issuers whose shares are admitted to trading on a regulated market, Immobel has been informed by the following Shareholders that they hold the following shares:
| Shareholders | Voting rights | % of total shares |
|---|---|---|
| CRESIDA INVESTMENT S.à r.l. having its registered seat at L-1469 Luxembourg, Rue Ermesinde 67 |
1 030 484 | 25.00 % |
| JER AUDREY S.à r.l. having its registered seat at L-2240 Luxembourg, Rue Notre Dame 15 |
228 081 | 5.53 % |
| CAPFI DELEN ASSET MANAGEMENT NV1 having its registered seat at 2020 Antwerp, Jan Van Rijswijcklaan 178 |
208 516 | 5.06 % |
| KBC ASSURANCES NV2 having its registered seat at 3000 Leuven, Prof. Roger Van Overstraetenplein 2 |
71 275 | 1.73 % |
| FIDEA NV3 having its registered seat at 2018 Antwerp, Van Eycklei 14 |
142 413 | 3.46 % |
Mutual fund
Subsidiary of KBC GROUP NV
Subsidiary of KBC ASSURANCES NV
The General Meeting of Shareholders authorised the Board of Directors to increase the Company's capital by a maximum amount of 50,000,000 EUR, in one or more occasions, dates and manner to be determined by the Board of Directors, and for a term of five years from the publication of this authorisation in the Belgian Official Gazette. This authorisation will expire on 7 December 2012.
The Company may acquire or take as security its own shares under the conditions determined by the law. The Board of Directors is authorised to sell, on the stock exchange or outside, at the conditions it determines, without prior authorisation of the General Meeting, in accordance with the law.
By decision of the Extraordinary General Meeting of Shareholders of 13 April 2011 the Board of Directors is authorised, for a term of 3 years dating from said Extraordinary General Meeting, to purchase or dispose of shares in the company when this purchase or disposal is necessary to prevent any serious imminent harm. This authorisation is granted for a period of three (3) years dating from publication of this authorisation in the Annexes to the Belgian Official Gazette. Such authorisation shall also be valid for the acquisition or the alienation of shares of the Company by a direct subsidiary according to article 627 of the Belgian Companies Code.
Furthermore, by decision of the Extraordinary General Meeting of 13 April 2011, the Board of Directors is authorised to acquire shares of the Company to a maximum of twenty percent (20 %) of the issued shares at a price which will not be less than ten (10) EUR nor more than twenty percent (20 %) during the highest closing of the last twenty trading days of the Company shares on Euronext Brussels before the acquisition. This authorisation is granted for a period of five (5) years from the date of the Extraordinary General Meeting of 13 April 2011. This authorisation also applies to the acquisition or disposition of shares of the Company by a direct subsidiary according to article 627 of the Belgian Companies Code.
The rules governing the appointment and replacement of Directors and the amendment of the Articles of Association shall be those provided by the Companies Code.
The terms of change of control contained in credit agreements with financial institutions were approved by the General Meeting of 13 April 2011, pursuant to section 556 of the Companies Act.
The Statutory Auditor is Deloitte Reviseurs d'Entreprises, represented by Mr Laurent Boxus, which has its registered seat at 1831 Diegem, Berkenlaan 8B. The fixed fees payable to the Statutory Auditor Deloitte for examination and review of the Statutory and Consolidated Accounts of Immobel amounted to 41,200 EUR (excluding VAT). His fee for the revision of the statutory accounts of subsidiaries came to 133,750 EUR (excluding VAT).
Fortis Banque is the Central Paying Agent of Immobel for an indefinite period. The remuneration of the commission is calculated as follows:
The Brussels office leasing market is marked by contrast. A positive trend can be observed in CBD locations where vacancy is down from 7.3 % to 6.8 %. The prospect of a return to a balanced CBD market is real and very welcome. The decentralised and periphery markets remain very difficult however, with high and still increasing vacancy and very subdued demand. Very low development activity and the increasing trend towards
| Brussels | 2010 | 2011 | 12 month outlook |
|---|---|---|---|
| Stock (in million m²) | 13.0 | 13.0 | |
| Take-up total (in m²) | 469 000 | 350 000 | |
| Vacancy rate (in %) | 11.2 | 11.1 | |
| CBD (in %) | 7.3 | 6.8 | |
| Outside CBD (in %) | 18.2 | 18.8 | |
| Completions (in m²) | 281 000 | 111 000 | |
| Prime rent (in EUR/m²/year) |
310 | 300 | |
| Top quartile rent (in EUR/m²/year) |
218 | 222 | |
| Weighted average rent (in EUR/m²/year) |
171 | 171 |
| Brussels | 2010 | 2011 | 10 year average |
Trend 2012 |
|---|---|---|---|---|
| Offices | 900 | 1 077 | 1 800 | |
| Industrial | 85 | 255 | 170 | |
| Retail | 230 | 295 | 510 | |
| Others | 170 | 217 | 450 | |
| Total | 1 400 | 1 850 | 2 900 |
conversion of office buildings to alternative uses are symptomatic of the difficult market conditions and may over the medium to long-term enable this market also to find a certain stability.
The investment volume for all types of property increased by 20-30 % in 2011 to approximately 1.85 billion EUR compared to a 5-year average of more like 3 billion EUR. Demand for core assets with secure income streams and low perceived risk (such as long leased offices and established shopping centres) continued to be very strong and these assets are highly liquid. The market for secondary assets also started to show signs of life, albeit only at levels of price well below historical benchmarks.
The total Brussels office letting market for 2011 reached 350,000 m². This is a historically low figure and a material drop from the 2010 figure. The worst hit sector was that of private sector corporates. Only the European Institutions saw any increase thanks to the Capital transaction at Schuman (45,000 m²) which was the largest deal of the year. Regional cities also saw a decline in take-up.
Take-up by the Belgian Administrations was subdued, partly at least due to the stalemate on the formation of a new government which only finally broke very late in the year with the new government finally sworn in on 6 December.
The vacancy rate in our view reached its peak in the current cycle during the second quarter 2010 (11.5 %) and decreased to 11.2 % at the end of 2010, and 11.1 % at the end of 2011. There is a wide discrepancy between the CBD at 6.8 % and the decentralised and periphery markets at 16.8 % and 21.4 % respectively. Approximately 180.000 m² of office space left the stock as a result of reconversion to alternative uses in 2011, up from 130,000 m² in 2010.
During 2011, face rents were fairly stable with prime rents for exceptional buildings declining a little and the more representative weighted average and top quartile rents increasing very marginally.
Incentives remained high and an analysis of a sample of transactions during the year shows an average delta between face rents and economic rents of between 15 % and 20 %.
Future completions remain very low indeed and the decrease of future supply should lead to a further modest decrease in vacancy for 2012 especially in new buildings.
The increased interest locations near large public transport nodes continues to be a driver of relocation decisions, a trend that is in our view likely to continue for the foreseeable future.
The total investment volume in Belgium during 2011 saw a material increase on 2010 to reach approximately 1.85 billion EUR. The office sector was largely unchanged year-on-year with the increase being primarily in industrial and retail. Only industrial exceeded the ten-year average however.
Belgian purchasers (59 %) are still responsible for the majority of the volume with institutions, particularly insurance companies active in the core sector and private investors and developers in more opportunistic acquisitions.
Prime office yields for standard leases in our view stand at 6-6.5 % in the Brussels CBD, and 7-7.25 % outside, although little or no prime product is offered in the market. Yields for buildings with long secure lease terms remained unchanged and have been very consistent over the past three years at around 5 %.
Prime industrial yields declined somewhat due to strong demand from specialised investors and little interesting product offered, to return to around 7 %.
Retail yields remained sharp due to strong competition between investors for all types of prime products. Prime high street locations continued to trade amongst wealthy private investors at below 5 %, and prime shopping centres were in continued strong demand at 5-5.25 %. There is however, as ever, a world of difference between retail that is a proven success and more speculative assets that have not yet demonstrated that they can perform well over time. Due to the lease structure in Belgium, income security on retail assets is guaranteed by the success of the location, be it high street, shopping centre or retail park.
The coming year will in our view continue the trends seen in 2011. Property returns are likely to continue to be very attractive compared to other asset classes as long as income security is either guaranteed by long leases to creditworthy tenants (offices) or underwritten by a proven ability to re-let on attractive terms (established retail locations and logistics).
Where these elements are not present, there are signs that private investors and private property companies are increasingly keen to invest. Some clearly believe that this is the bottom of the cycle and there is an opportunity to benefit from a future upturn, and some simply prefer a tangible investment in property to a paper instrument that can disappear overnight. Time will tell, but in the past this has often been how fortunes are established. What is clear is that these types of assets are only saleable in the current market if there has been drastic and often painful re-pricing compared to historical benchmarks.
We consider the Walloon Brabant area to be part of the Brussels periphery market, so Liège, Charleroi and Namur are the three major real estate markets in terms of office space in Wallonia, with a combined stock of approximately 1 million m².
Take-up in total was of the order of 39,000 m² during 2011. Namur and Liège saw take-up of only approximately 3,000 m² each, less than one third of the 2010 figure. The largest transactions of the year were as usual with the public sector and were at opposite ends of the country. In Tournai the Château-Rempart 2 & 3 of approximately 9,300 m² were taken by the Régie des Bâtiments and in Verviers the city council bought 19,170 m² in the rue du Gymnase, of which approximately 13,170 is for their own occupation.
No completions took place during 2011 in the three main markets of Wallonia, and the vacancy rate remains very low at below 3 %. There are two projects expected to complete in 2012 in Namur, including 5,600 m² in the Namur Office Park, no completions are expected in Liège or Charleroi.
Prime rents in Charleroi and Namur in our opinion stayed stable at 125 EUR/ m²/pa and 160 EUR/m²/pa respectively, whilst in Liege we think there has been an increase of some 3.85 % compared to 2010, to a new level of 135 EUR/m²/pa.
The office investment market was relatively inactive, but it is clear that there would be strong demand for core product leased long-term to a creditworthy tenant.
Antwerp is the principal office market in Flanders. Q4 Antwerp take-up came to around 25,000 m², pushing the annual total to approximately 95,000 m². Whilst this is somewhat lower than in 2010, it is roughly in line with the 10-year average.
As in previous quarters, demand from the private sector has continued to weaken, while public sector activity remained stable. On the supply side, overall vacancy increased marginally to 10.8 %, as occupiers left behind more space than there was actually taken up.
Overall vacancy is expected to decrease in the short term, with just one significant development currently under construction in Antwerp, namely the 12,000 m² Onyx building, located in the Ring district. Whilst the short term pipeline is limited, there are a number of planned developments which could be started as soon as the required prelet rate has been met. Such projects include the Nieuw Zuid, City Link 2 and Berchem X developments, all together with a capacity of 200,000 m². As at the end of Q4, none of these projects are starting speculative construction in the short term.
Choice is in fact very limited in the top segment of the market, in particular for floor plates in excess of 2,000 m². Whilst the average requirement in the Antwerp office market stands at around the 500 m², a number of large tenants have renewed their leases given the absence of any possibilities for upgrading space besides owner occupied developments.
Prime CBD rents remained stable at 145 EUR/m²/pa for the third consecutive quarter. In the Ring Road district, prime rents moved up by 3 % to 140 EUR/ m²/pa. Some marginal rental growth is expected in 2012, driven primarily by supply shortages for the best space in both the CBD and the Ring Road district. Incentives remain an important part of lease negotiations with incentives equivalent to an 8-10 % discount on the headline rent being the market practice, significant but below the levels necessary in the Brussels decentralised and periphery markets.
Although Gent has grown in importance over the last few years (varying in the last 3 years from 40,000 m² to 60,000 m² in top year 2010) Antwerp remains by far the most important city with an average of around 100,000 m² over this same period.
Cities such as Leuven and Mechelen vary wildly from year to year between 5,000 m² and 25,000 m² depending on one or two big deals. Leuven had one in 2011 with Acerta taking up 10,000 m². Prime rents are 155 EUR/m²/pa for Leuven, 140 EUR/m²/pa for Gent, 135 EUR/ m²/pa for Mechelen and 130 EUR/m²/ pa for Hasselt.
On the investment side the largest transaction in Q4 was the 63.2 MEUR purchase of the City Link building by Mercator. The largest investment transaction of the year was the purchase by Dexia Insurance of the Kam building in Brugge, which is let on a long-term lease to the government. The prime yield for six to nine year lease remained stable at 7.00 %.
long-term.
Compared to the level of investment reached in the first three quarters of 2010, the residential market showed an increase of 4.4 %, up nearly 20 billion EUR at the end of the 3rd quarter of 20112 , while the number of transactions registered in the country was down 0.1 %. This shows there was an increase in the values of residential real estate if the two periods are compared, while the level of inflation in 2011 was higher than in 2010.
This level of investment can be partly explained by the decrease in fixed interest rates on home loans during 2011, down to 3.93 % in September. Mortgages on homes came to a total of 18 billion EUR, close to the level reached during the first three quarters of 2010.
As the detailed analyses per property type demonstrate below, the average price of residential houses, luxury houses and apartments all show a rise of more or less 4 % compared to 2010. The number of transactions for this type of property in 2011 is at a similar level to that of 2010, with 47,000 sales.
The average price of ordinary residential houses was up 4.0 % to about 187,000 EUR. The number of transactions involving this type of property increased by 2.2 %.
According to figures from the FPS Economy, the price of an ordinary house in the Brussels Capital Region in 2011 was approximately 346,000 EUR, i.e. an increase of 1.8 %. Average prices in six municipalities in the Brussels Capital Region were under 276,000 EUR at the end of 2011: Anderlecht, Sint-Agatha-Berchem, Jette, Koekelberg, Molenbeek-Saint-Jean and Saint-Joost-ten-Noode. Please note that Ganshoren is now above the 276,000 EUR mark.
The average price of ordinary residential houses in the Flemish Region in 2011 was 201,000 EUR, i.e. an increase of 6.3 % compared to 2010. The highest levels of prices at the end of the year were mainly in the zone between the outskirts of Brussels and Leuven. Some coastal municipalities, including Knokke-Heist, also recorded high levels. The most reasonable prices continued to be in the provinces of Limburg and West Flanders.
The prices of ordinary residential houses situated in the Walloon Region in 2011 reached an average of 142,000 EUR, up by 3.3 % compared to the previous year. Walloon Brabant lists several municipalities that are now over the 276,000 EUR mark.
The average price was 329,000 EUR, i.e. a rise of 3.8 %. The number of transactions involving villas and luxury houses in 2011 was at a similar level to 2010, with over 12,000 sales.
in the Belgian residential market
The global increase in the average price of apartments since 2010 was 3.9 %. The average price came to 193,000 EUR in 2011. In any case the number of transactions involving apartments shrank by 1.08 %; in fact, just under 28,000 were registered.
As far as apartments in Brussels are concerned, the average price noticed in 2011 was 206,000 EUR, i.e. a rise of 3.6 % compared to 2010. The highest average price continued to be seen in Woluwe-Saint-Pierre, while a rise in average prices in the municipalities of Schaerbeek and Auderghem was also noticeable, and a decrease in the municipality of Watermael-Boitsfort.
In the Flemish Region, the average settled at 198,000 EUR, an increase of 4.7 % compared to 2010. A few municipalities at the coast and around Antwerp, in particular, succeeded in surpassing the 276,000 EUR mark at the end of 2011.
The average price of apartments in the Walloon Region went up by 4.1 % compared to 2010 to settle at 150,000 EUR.
The Federation of Notaries' real estate activity index stabilised during the 1st half of 2011 to then slump in the 3rd quarter, as is usual during the summer holiday period. Nevertheless the index was higher in the 3rd quarter of 2011 than in the 3rd quarter of 2010. Figures from the National Bank of Belgium show that the total value of mortgages granted declined consistently between May and August; this went hand in hand with a rise in mortgage rates between January and July. Despite the drop in the level of fixed rates which bottomed out at 3.72 % in November 2011, the number of loans given to households, the main buyers of brick, continued to fall at the start of the 4th quarter, whereas in 2010 it was precisely during this period that the largest volumes of loans for the year were recorded, due to changes in VAT legislation.
Despite the rise in volumes invested in the residential real estate market compared to 2010, the number of transactions fell slightly as a whole. Brokers cite the fact that demand continued to be strong, but that, given the climate of doubt that reigned, households took longer to decide before purchasing. Furthermore the economic situation resulted in a rise in the number of prospective purchasers who were unable to obtain a mortgage. In addition, for over a year, certain buyers had been encouraged to bring forward their plans to purchase, before the interest rates went up again, so there was a concentration of purchases during a short period, rather than a more uniform spread. These factors explain the drop in the number of sales in 2011.
The average price of ordinary residential houses was up 4.0 % in Belgium in 2011, with a rise of 2.2 % in the number of transactions involving this type of property. The highest average price for ordinary houses in the three Regions was in the Brussels Capital Region, and amounted to 346,000 EUR.
The average price of luxury houses increased again in all three Regions, to hit 329,000 EUR in 2011. The number of transactions rose only slightly, by 0.5 %. The highest average price for a luxury house can be seen in the Brussels Capital Region, at 1,048,000 EUR, up by 17.5 % on 2010!
The average price of apartments is rising in all three Regions. The highest average price, 206,000 EUR, can be observed in the Brussels Capital Region. The number of transactions for this type of property dropped 1.8 % in 2011.
2. This report is based on statistics from the FPS Economy (Belgian Economy Ministry). At the moment (1 February 2012), they have not been updated beyond the 3rd quarter of 2011. For the sake of consistency comparisons with 2010 will therefore be based exclusively on the first three quarters of 2011.
In our 2010 annual report we predicted that the number of transactions of building land in 2010 would be similar to that in 2009. In the end, the positive results in the last quarter of 2010 (6,022 transactions) meant an increase in the number of sales of building plots of about 12.5 % in 2010, i.e. a total of 19,779 transactions. In the first 3 quarters of 2011, the number of transactions came to 12,806, which was a drop of about 7 % compared to the first 3 quarters of 2010. Given the number of transactions carried out in the 4th quarter of 2010, the volume for 2011 will likely be lower than that of 2010. Sales prices, on the other hand, were slightly up.
Bearing in mind that 46,271 building plots were sold in 1989, we can only conclude that the number of transactions has been in constant decline ever since. The scarcity of available plots and the complexity of the procedures involved are the cause.
The number of applications for building permits has likewise been in regular decline since 2006. The type of homes has evolved too because, since 2004, applications for building permits for apartment buildings have exceeded applications for permits for one-family houses.
Studies show continual population growth in our country, as well as a decline in the number of people per home. It would be advisable to have enough land with utilities to meet the increasing need for homes. And that is where the shoe sometimes pinches. In fact, the complexity of regional regulations, the constant modifications to them and new requirements mean there are longer waiting times for permits and more legal insecurity.
In both the Flemish Region and the Walloon Region urban planning permits for groups of buildings often have to be supplemented with applications for subdivision or urban development permits before they can become operational.
There have been some modifications to legislation recently: in the Flemish Region the Town Planning Code (Vlaamse Codex Ruimtelijke Ordening) provides that in a housing development both the town planning charges and the social charges, as well as the obligation to build a certain number of reasonably
Since 2004, applications for building permits for apartment buildings have exceeded applications for permits for one-family houses.
priced homes, may be enforced by the authority at the expense of the developer should the latter fail. In the Walloon Region, the regulation replacing the subdivision permit with an urban development permit, entered into force on 1 September 2010. A circular, dated 3 June 2010, and a vademecum, presented on 6 February 2012, are part of the accompaniment to the launch of this new tool and specify the normative measures contained in the Walloon Town Planning Code (CWATUPE). New dossiers must now conform to this new regulation. We will have to keep a close watch then on the results of this new legislation, the purpose of which is to achieve (better) quality urban development, even though, it must be admitted, it is very difficult to expect that from legal standards.
12,806 transactions in the first 3 quarters of 2011
The office rental market is characterised by an increase in take-up (174,000 m²) and a lower vacancy rate, down from 7.85 to 6.38 %. Few speculative buildings are under construction. In the investment market the volume was also up in 2011.
Partly because of the evolution of the vacancy rates, there were contrasts in the way rents evolved over the last twelve months. Those in the CBD, like those in Kirchberg, remained stable compared to 2010 and have settled at between 35 and 40 EUR/m2 /month for the CBD and between 31 and 33 EUR/ m2 /month for Kirchberg. In contrast, upward pressure on rents in the very centre of the city is conceivable in the coming two years due to a vacancy rate that is still very low. In the Station district and in Limpertsberg prices are stable at between 26 and 30 EUR/m2 /month. They have risen slightly at the Airport (26-28 EUR as opposed to 25-27 EUR/ m2 /month), as well as in Strassen (25- 28 EUR as opposed to 22-24 EUR/m2 / month) and in Capellen (20-22 EUR as opposed to 18-20 EUR/m2 /month). On the other hand, the strong vacancy rate at the Cloche d'Or is exerting net pressure on rents, with prices starting at 24 EUR now as opposed to 26 EUR/m2 / month in 2010.
As far as office take-up in Luxembourg is concerned, with close to 174,000 m² of offices let in 246 transactions, the year was excellent. A very positive sign: the 24 biggest operations all exceeded 1,500 m², the threshold for the previous two years being 1,000 m².
The vacancy rate at the end of 2011 has fallen, down from 7.85 % at the end of 2010 to 6.38 % today (212,115 m2 ), but still includes 0.86 % of sub-lets.
Within the boundaries of the City of Luxembourg, the vacancy level remains under control at 4.32 %.
The areas with the highest vacancy rates are the Cloche d'Or (10.09 %), Belair/Merl (12.97 %), Hamm (10.56 %) and Kalchesbrück.
The outskirts of the city show even higher vacancy rates (17.11 %), mainly because of Bertrange/Bourmicht (31.55 %).
Finally, the situation in the rest of the country is varied, with an average of 11.27 % vacancy.
Investment-related transactions booked good performance in 2011, with 435 MEUR in sales, i.e. a 26 % rise compared to 2010 which, one should not forget, was particularly mediocre. This fi gure, which has remained rather low, can still be explained by the lack of core products and by excessive prudence on the part of some buyers.
Returns for the City of Luxembourg have fallen slightly (5.2 % as opposed to a range of 5.5 to 6 % in 2010) and stable for the outskirts (6.5 % to 7 %). For investors the most important criteria are location, length of lease (preferably minimum 6 years), the quality of the tenants and the energy effi ciency of the buildings, which must have environmental certifi cates.
"In 2011 most of the dynamism in the residential market in Luxembourg turned out to be in the city and the inner suburbs. It was upheld by private buyers and investors. 2012 looks like developing along the same lines, a lot of clients have already shown great interest."
frédéric and Michaël Reichling, Owners – Espace Immo
For investors the most important criteria are location, length of lease, the quality of the tenants and the energy effi ciency of the buildings.
The Warsaw office market in the second half of 2011 continues to see high levels of occupiers' demand. Over 252,000 m2 was leased in the second half of 2011. In 2011, the level of demand for office space outperformed the record-breaking volume seen at the end of 2010 (549,000 m2 ). Total take-up amounted to 573,000 m2 , proving the churn on the market, and was the highest figure in Warsaw's history.
Looking more closely at the take-up structure, it is worth noting that prelease agreements accounted for 21 % in 2011.
The total Warsaw office modern stock in 2011 comprises 3.6 million m2 .
An estimated 188,400 m2 of new office space was delivered to the Warsaw office market last year, representing 27 % year-on-year reduction in new supply. Over 60 % of new space in 2011 was delivered in two zones: in the Upper South zone (64,640 m2 ) and Lower South zone (54,000 m2 ).
At the end of 2011, approximately 6.7 % of the modern office stock in Warsaw was vacant (6.1 % in the CBD, 7.1 % in the City Centre Fringe and 6.7 % in Non-Central locations). This simply means that the overall vacancy rate has remained unchanged. Warsaw's vacancy ratio should be stable in a short-term perspective, with a slight downwards pressure.
Prime headline rents in Warsaw increased in 2011, due to pressures on vacancy and sound demand. Prime office space in Warsaw City Centre is quoted between 22 and 25 EUR/ m2 /month. Some triple A buildings quote rents even higher than that. The best Non-Central locations, such as Mokotow, are being leased at 15 to 15.50 EUR/m2 /month.
Poznan office market with modern office stock of 243,800 m2 , reported 9.5 % vacancy rate in the second half of 2011. The prime headline rents are at 15-16 EUR/m2 /month.
The estimated pipeline for 2012 totals 24,000 m2 including the Okraglak & Kwadraciak projects.
1. Source: JLL – Warsaw Office Market Profile Q3 + Q4 2011; COLLIERS - 2011 POLAND REAL ESTATE REVIEW, Knight Frank - regional market review
Kellermann Wawrowsky
CEDET Warsaw – AMC - Andrzej Chołdzynski & RKW Rhode Kellermann Wawrowsky
The standards of tomorrow, in terms of environmental protection and sustainable construction are at the heart of Immobel's growth strategy. The projects developed by the Group integrate the latest technological innovations in terms of both design and industrial technology. As its benchmark Immobel uses the BREEAm label, which certifi es buildings' energy performance and environmental characteristics.
34 [Immobel and the sustainable development]
"The Brussels Region is the fi rst region in Europe to sign up to the European EPBD (Energy Performance of Buildings Directive) recast, which aims to reach "Nearly Zero Energy" between now and 2020. With its sights set on an "Excellent" BREEAM rating, the Black Pearl project being developed by IMMOBEL, in collaboration with Art&Build, is one of the big real estate projects that is already anticipating it."
sebastian Moreno-Vacca, Architect – A2M, Chairman – PMP (Plate-forme Maison Passive), Professor – ULB
A meeting with Paul Muyldermans, Head of Project Management, who is in charge of sustainable construction at Immobel:
Immobel has a long tradition of expertise in terms of ambitious development projects in the offi ce, residential and landbanking sectors. But the company's desire always to be at the cutting edge of developments concerning environmental impact and their application in the various projects is less well known.
Paul Muyldermans – These considerations have been an integral part of the design and implementation of our projects for many years already. For Immobel it is a completely normal approach. We involve all of our collaborators and our partner companies in planning the development of the various projects. We have always wanted the buildings we market to meet higher standards than those required by the legislation when work on the site starts. The Forum project, for example, which was begun in 2008, is the successful result of benchmarking with the best technology and concepts available at the time. It was awarded a "Very Good" rating in the "Post-Construction" BREEAM assessment (after the building was put into service in 2011), which is much more important than the BREEAM evaluation at the "Design Stage".
P.M. – We have chosen the BREEAM label as a basic reference for our offi ce projects. The projects are evaluated in terms of their energy performance and their environmental characteristics. We also ensure they meet the most rigorous criteria of the IBGE (the Brussels Institute for Environmental Management) and its "GreenBuildingsBrussels" rating and the AFM (the Flemish Government's Agency for Facility Management) offi ce buildings' label, "Waardering van kantoorgebouwen". These benchmarks take into account the implantation of the building in its urban setting, the ecological choice of materials and their use, the ecological use of water and rainwater, energy consumption and waste management. They also attach great importance to the well-being of the occupants, to visual comfort, natural lighting, temperature control, air quality and acoustic comfort. In the residential fi eld the main benchmark is the PEB score, i.e. the building's energy performance evaluation required by regional legislation.
P.M. – The technology and skills are very different. Besides, the partners we work with are specialised either in offi ces or in residential projects. Where homes are concerned our efforts are directed at putting "low energy" projects on the market. There is still work to be done on the technologies involved in the fi eld
"It is thanks to IMMOBEL's determination and the quality of the people who worked on the project that the goal of BREEAM certifi cation for Forum I was achieved with fl ying colours. "
Yves Pianet, CEO – Seco
of passive construction; these homes are not yet without their drawbacks. We don't want to develop projects with constraints that might have a detrimental effect on the way their future occupants feel about them. In the residential sector we always systematically integrate double fl ow technology. We make sure to stay at the cutting edge when projects permit. The large number of homes in the Bella Vita project made it possible for us to develop an urban heating system, and in the Green Hill project (in the Grand Duchy of Luxembourg) we have extended the existing urban heating system.
P.M. – Absolutely. Our buildings are intended to make a mark on their urban landscape. Cutting-edge buildings, fi tted with the best technologies, stand the test of time. Concern for performance has to be coupled with a sense of the beautiful. So, for example, we have called in the world-famous contemporary Belgian artist Arne Quinze to decorate a façade which would otherwise be banal (Belair project). He brought his own very personal touch to the project, giving it extra character. That will help the occupants to make it their own and, once again, help the building to stand the test of time.
P.M. – That is one of our preoccupations too. One should not lose sight of the practical aspects when one thinks of "sustainable", particularly when it comes to maintenance. We make sure our architects are aware of the question … A beautiful façade that is impossible or diffi cult to clean is not part of our vision of sustainable construction. Visible pipes and ventilation shafts without false ceilings engender maintenance costs and a lack of fl exibility that we will not accept in our projects. The buildings we design must also be able to evolve over time, in terms of their interior decoration and in function of new requirements. For example, the partition walls we build are easy to move.
P.M. – We are trending towards a higher occupancy rate. Surface areas are calculated in terms of the number of work stations rather than the number of square metres per person. The principle of working in individual offi ces is being called into question. Open plan, complete with fl exible meeting or brainstorming areas are much more popular nowadays. We are very aware of this evolution. The product we offer is an operational building for a precise number of people at a given price. Energy consumption is an increasingly important criterion for our clients too. The new technologies that we use in our buildings already allow us to guarantee very signifi cant energy savings. Immobel is looking ahead to "Zero-Energy Buildings", the European Council and Parliament's ambitious policy decision stipulating that, by 2020, the net energy consumption of all new buildings should be more or less zero.
Immobel acquired the company that owns the Papeblok site in Tervuren, where 4 residential buildings are planned with the development of approximately 60 apartments.
Residential The Immobel Group sold 19 apartments in the Jardin des Sittelles project and 30 apartments in the Résidence Vallée du Maelbeek (partnership), both in Brussels, as well as 168 pieces of land, including 22 with buildings on them.
group - Wavre On 25 May 2011, on a piece of land measuring 6 ha 26 a, Decathlon opened a new 4,400 m2 retail space, complete with a car park with 400 spaces. Immobel was charged with the construction of the closed structure of the building, as well as the car park and the access roads. The first stone was laid on 15 December 2010.
A partnership comprising Immobel, Soficom Development, CFE and Besix RED concluded the sale to Ethias, on 29 June, of the building known as South Crystal, situated at 13-18 Avenue Fonsny, in Brussels (Saint-Gilles), for the sum of approximately 30 MEUR inclusive of tax.
Signature of the Belair lease with the Régie des Bâtiments (intended for the Federal Police) - Brussels City A lease for 65,000 m² was signed
with the Régie des Bâtiments, for use by the Federal Police, in the Belair project (formerly Cité Administrative de l'Etat), following a decision of the Council of Ministers in December 2010.
| Belair | > Brussels City | 1 |
|---|---|---|
| Black Pearl | > Brussels City | 2 |
| Brusselstower | > Brussels City | 3 |
| Etterbeek Offices | > Brussels (Etterbeek) | 4 |
| Forum | > Brussels City | 5 |
| South Crystal | > Brussels (Saint-Gilles) | 6 |
| Tournai/Château-Rempart: Phase 2 | > Tournai | 7 |
| Universalis Park | > Brussels (Ixelles) | 8 |
| Albatross Village | > Brussels (Haren) | 9 |
|---|---|---|
| Bella Vita | > Waterloo | 10 |
| Boulevard Melot | > Namur | 11 |
| Charmeraie | > Brussels (Uccle) | 12 |
| Espace Midi - Block D | > Brussels (Saint-Gilles) | 13 |
| Forum | > Brussels City | 14 |
| Hôpital Français | > Brussels (Berchem-Sainte-Agathe) | 15 |
| Ilot Saint-Roch | > Nivelles | 16 |
| Jardin des Sittelles: Phase 2 | > Brussels (Woluwe-Saint-Lambert) | 17 |
| Jardins de Jette | > Brussels (Jette) | 18 |
| Mercelis | > Brussels (Ixelles) | 19 |
| Papeblok | > Tervuren | 20 |
| Résidence Saint-Hubert | > Liège | 21 |
| Universalis Park | > Brussels (Ixelles) | 22 |
| Vallée du Maelbeek | > Brussels City | 23 |
| Achène | 24 |
|---|---|
| Berloz | 25 |
| Bredene | 26 |
| Chastre | 27 |
| Ciney | 28 |
| Clavier | 29 |
| Enghien | 30 |
| Eupen | 31 |
| Fleurus | 32 |
| Kettenis | 33 |
| Lontzen | 34 |
| Montzen | 35 |
| Olne | 36 |
| Soignies | 37 |
| Soumagne | 38 |
| Uccle | 39 |
|---|---|
| Walhain | 40 |
| Wanfercée-Baulet | 41 |
| Waremme | 42 |
| Waterloo | 43 |
Systematic integration of the latest environmental standards makes it possible to offer the market new products, aimed at achieving the highest levels of certifi cation.
Immobel is developing this site as part of a joint venture (40 %).
With the signature of the leasing agreement with the Régie des Bâtiments for 65,000 m², intended for the Federal Police, Immobel and its partner started major renovation work on the Belair project. The work involves the whole of Buildings C1 and D-F, i.e. over 75,000 m² above ground. The project will get "Very Good" BREEAM certifi cation.
This vast project of more than 43,000 m² of offi ces is situated in the immediate vicinity of the Federal Parliament, in the block delimited by rue du Parlement, rue de la Croix de Fer, rue de la Presse and rue de Louvain. It consists of 3 phases.
Immobel (in a 20 % partnership) continued and completed the construction of this mixed offi ce (6,400 m²) and residential (2,830 m²) building.
The offi ces were leased to the SNCB and sold in 2011 to the investor, Ethias. This is a mixed offi ce and commercial building, situated close to the Gare du Midi. All of the offi ces, i.e. some
"A top-quality renovation such as the one carried out at the Cité Administrative (Belair project) is a reference that helps us in our development abroad."
thomas spitaels, CEO – TPF
6,427 m² and 34 parking spaces, have been leased to SNCB Holding. Delhaize has leased the majority of the 811 m² of commercial space to set up a new Proxy Delhaize.
As for energy performance, the building was recently awarded VALIDEO certifi cation and has achieved an E75.
This brings to a conclusion the long series of real estate projects developed by the promoters along the avenue Fonsny: an approximately 18,000 m² offi ce building sold to Delta Lloyd and delivered in 2003 and 2004; two offi ce buildings sold respectively to Group S (around 10,000 m²) and to GLL Real Estate, leased to SNCB Holding (around 10,000 m²), both of which were delivered in 2008; two offi ce buildings of approximately 13,000 m² and 17,000 m² developed in partnership on Block C and delivered in 2009 and 2010, and sold to Intégrale and Allianz (occupied by SMALS and Infrabel); and, fi nally, a 142-room hotel operating under the Park Inn fl ag, which opened on 1 March last year. This hotel has not only created a new dynamism in the neighbourhood, but has also created new jobs.
To complete these operations the promoters have also developed a building with 22 apartments situated in rue de Russie, with shops on the ground fl oor. These businesses are operational and the housing units are up for sale now. Several are already occupied by their new owners.
Immobel continued construction of Phase 2.
NB: Phase 2 as well as the earlier phases (1A and 1B) have been leased to the Régie des Bâtiments and have been sold to a private investor and the Caisse d'Epargne Nord France Europe.
charles-Antoine schobbens, IMMOBEL
"To translate an ambition through exceptional architecture that is coherent with its context and to create living spaces where people can thrive both as individuals and as a group – that is what preoccupies us every day and Black Pearl is the perfect embodiment of this."
Marc thill, Architect, Founding Partner, CEO – Art&Build
In 2010 Immobel acquired a 99-year lease on this building situated in Brussels at the corner of rue Montoyer and rue du Commerce.
In 2011 Immobel applied for and got town planning and environmental permits for a new 11,000 m² offi ce building. The process for acquiring "Excellent" BREEAM certifi cation is underway. Work should start in the second quarter of 2012. The building will be equipped with a system of reversible heat pumps coupled with a geothermal network.
In 2009 Immobel obtained (in a 50 % partnership) a town planning permit modifying the size of the current building to one with 24 fl oors. In 2011 Immobel continued to pursue its contacts with a view to the pre-leasing and/or pre-sale of the project.
Immobel fi nished the preparatory work at the end of 2011 with a view to starting construction early in 2012.
This project is to be developed in a 50 % partnership. In 2011 Immobel continued to pursue its contacts with a view to the sale of the project to a purchaseroccupant.
In September 2007, Immobel (in a 50 % partnership), acquired 2 pieces of land (85,000 m²) belonging to the ULB and situated on the Campus de la Plaine in Ixelles, for a mixed offi ce and residential project.
With regard to the offi ce part of the project, applications for permits can only be made once the PPAS or PRAS (regional plan for the designation of land use) has been adopted by the local authorities in Ixelles.
The Bella Vita project is exemplary for several reasons. Its aim is to encourage intergenerational exchanges between the inhabitants and to create a pilot district in Waterloo that integrates the environmental issues.
Immobel continued and completed the construction of this building, a mixture of offi ces (6,400 m²) and residential (2,830 m²).
The residential part is on sale now; 7 apartments were sold in 2011.
Construction of the residential part of the Forum project started in 2011. The project includes 32 apartments and 3 businesses. Marketing has just started. 5 apartments will be transferred to the Régie Fonçière of the City of Bruxelles (Municipal Property Management Agency of the City of Brussels), to cover town planning expenses.
Construction work on the "Orchidées" building, which consists of 32 apartments, will be completed during the fi rst semester of 2012. In 2011, 19 apartments were sold. At the end of the year there were still 2 apartments for sale.
Work on the last of the houses was delivered in 2011.
During 2012 construction will start on the last building in this important development, which was started in 2003. It will consist of 17 apartments.
Work on this residential project (50 % partnership), comprising 25 apartments and ideally situated in Liège, continued in 2011. 19 apartments had been sold at 31 December 2011, i.e. 11 sales were concluded in the past year.
Sales of the remainder (project in 50% partnership) continued in 2011. There were still 4 units for sale at 31 December 2011.
The last apartment was sold in 2011.
Sales of this project (50 % partnership) continued in 2011. 30 sales were concluded in the year under review, bringing the total to 48.
"Just a stone's throw from the Rond Point Schuman and Parc Léopold, the Vallée du Maelbeek project is attractive both for owner-occupiers and for investors, reinforced particularly by the continued demand for rental properties for European offi cials. As a result we were able to maintain a sales rhythm of 3 units a month in 2011."
denis Latour, Managing Director – Latour & Petit
This vast intergenerational project (50 % partnership) will consist of 269 homes in a park of almost 15 ha. Given that the appeal for suspension before the Council of State went completely in favour of Immobel, an agreement was reached with the residents in the scope of the appeal for annulment: the appeal for annulment was abandoned. This allowed Immobel and its partner to continue preparations for the project and work is expected to start in spring 2012. They already have all the permits necessary to carry out the work.
To increase safety and social interaction, the site will be organised as a restricted speed zone (20 km/h) with priority for pedestrians. In terms of energy, the site is equipped with a centralised pelletfuelled heating installation with cogeneration.
Brussels (Woluwe-Saint-Lambert) Trio Architecture
RÉSIDENCE SAINT-HUBERT Liège – Bureau Audex
The Résidence Saint-Hubert project in Liège is exceptionally well located.
Harry chkolar, IMMOBEL
The houses and apartments will all be equipped with a ventilation system double fl ow with heat recuperation for the new ones and single fl ow for the renovated buildings. The new buildings are all "low energy", with a global insulation level better than K30.
The road works for this new development were delivered at the end of 2011. A fi rst phase of construction, comprising 8 houses and 14 apartments will be started in 2012, as soon as the urban planning permits are obtained.
The road works for this new development were delivered at the end of 2011. A fi rst phase of construction, comprising 8 houses and 14 apartments will be started in 2012, as soon as the urban planning permits are obtained.
In 2011 Immobel continued preparations for this mixed project with a view to a residential and commercial development.
In September 2007, Immobel (in a 50 % partnership) acquired 2 pieces of land (85,000 m²) belonging to the ULB, situated on the Campus de la Plaine in Ixelles, for a mixed offi ce and residential project.
In 2011, Immobel submitted an application for town planning permission, concerning a fi rst residential phase comprising 131 apartments.
Griet trekels, IMMOBEL
In the context of the prison project to be developed in the Brussels Region, Immobel sold 5 ha 96 a 97 ca of the land it had on the Chaussée de Haecht in Haren to the Régie des Bâtiments.
Given the constraints that existed (size of the project, preservation of the façade, etc.) Immobel sold the building it had in the boulevard Melot 6-12 in Namur to a private investor.
Immobel (in a 50 % partnership) sold 1 ha 11 a 86 ca of land in Jette.
"The Saint-Roch Ecodistrict in Nivelles contributes to the sustainable city achievement, by creating an urban planning design integrating new housing and retail business models, green spaces and sustainable buildings."
Grégoire de Jerphanion, Architect, Founding Partner – DDS & Partners
The Group owns 375 ha of land, including 279 ha of urban development zone, 26 ha of agricultural zone and 69 ha conditional on the relevant permits being obtained.
nicolas Mommens, IMMOBEL
The landbanking department owns 305 ha. It has also acquired 69 ha on the condition that planning permission is obtained.
For over 186 ha (Immobel Group share 171 ha) of land, applications for permits have been introduced or were under consideration.
Three important achievements should be pointed out:
• The sale to Decathlon of a commercial space with closed structure, approaches and grounds in Wavre.
Under an agreement with the Walloon Ministry for Infrastructure and Transport, Immobel also constructed a roundabout providing access to the shop as well as security at the crossroads, an important communication hub (E411, N25, and N4).
On this site, which was originally intended to be divided into lots, the landbanking department has built an important commercial project that enjoys the support of both the local authorities and the Regions. The project took into account remarks made by the residents, and the deadlines were strictly respected.
Acquisitions of land in urban development zones came to 42 ha 77 a; partnerships for 8 ha 18 a 94 ca came into effect following the delivery of subdivision permits; fi nally 3 ha 67 a were purchased in 2011 on condition that permits are obtained.
At the end of the fi nancial year, the department was holding 279 ha of urban development zone and 26 ha of agricultural zone. It also controls, under conditions precedent or under option, 69 ha of land in urban development zones.
In 2011, new subdivision permits for approximately 18 ha and urban planning permits were delivered for the sites at Berloz, Bredene, Chastre, Ciney, Clavier, Etterbeek, Olne, Soignies, Soumagne, Waterloo and Uccle.
"It is important to keep a healthy balance between land and buildings. Besides, overly intensive building pushes the price of land up to such a level that construction quality may suffer within the limits of a feasible budget."
Philippe Janssens, FRICS, Managing Director – Stadim
of new acquisitions in urban development zones
For over 186 ha of land, applications for permits have been introduced or were under consideration.
Important road building work was started, continued or delivered for the landbanking developments at Berloz, Braibant, Bredene, Cortil-Noirmont, Eupen, Fleurus, Gesves, Kettenis, Lontzen, Mons-Casteau, Montzen, Soumagne, Uccle, Walhain, Wanfercée-Baulet and Waterloo.
Land sales accounted for 168 transactions in 2011. They involved over 20 ha (Immobel Group share), including 18 ha of urban development zone (compared to 8.2 ha of urban development zone in 2010).
Most of the sales were completed in the following developments: Bredene (40 plots), Casteau (34 plots), Chastre (13 plots), Herstal (14 plots), Kelmis (9 plots), Limburg (10 plots), Waterloo (15 plots), Wavre (8 plots) and Woluwe.
Following road building work which was offi cially delivered in 2011 or will be delivered in 2012, new landbanking developments will be marketed soon: Achène, Berloz, Bredene, Chastre, Ciney, Clavier, Enghien, Eupen, Fleurus, Kettenis, Lontzen, Montzen, Olne, Soignies, Soumagne, Uccle, Walhain, Wanfercée-Baulet, Waremme and Waterloo.
Land sales accounted for 168 transactions in 2011.
Immobel leased 1,229 m2 office space in the West-Side Village project to Fujitsu Technology Solutions.
Work having started on the Green Hill project (Château de Beggen), 51 apartments were sold in 2011, and 73 in total since the start of the development (joint venture).
| OFF ICES |
||
|---|---|---|
| WestSide Village | > Capellen | 1 |
| RES IDENT IAL |
||
| Green Hill | > Dommeldange | 2 |
The building work having been completed in the fi rst quarter of 2010, Immobel continued marketing the 3 buildings in phase 2. In 2011, Immobel was able to conclude the lease on 1,229 m² offi ce space with Fujitsu Technology Solutions.
"Fujitsu Technology Solutions' move to WestSide Village provided the IT company with the ideal space in which to realise its ambitions in the Luxembourg market and gave its employees one of the best work environments in the Grand Duchy of Luxembourg."
Alain Helinck, Director TQM – Fujitsu Technology Solutions
The project (a 50 % partnership), situated at Dommeldange, numbers 170 apartments on which construction started in March 2011. The project is being developed in an ecodistrict with, notably, urban biomass heating, buildings with fi rst-class energy performance (class A on a scale from A to I), double fl ow ventilation, and stormwater and recharge basins. Green areas have been planned in response to a compensatory impact study and will support the development of biodiversity.
51 apartments were sold in 2011, and 73 in total since the start of the development (joint venture).
Following the creation of a second "home market" in Poland, Immobel set up a new company "Immobel Poland", to supervise the management of the Polish projects.
Immobel obtained zoning confirmation for its mixed office and commercial project in the heart of Warsaw and is currently preparing an application for urban planning permission.
In February 2011 Immobel acquired two mixed office and commercial projects, one in the heart of Warsaw (approximately 20,000 m²) and the other right in the centre of Poznan (approximately 7,600 m²).
On 10 November 2011, Immobel acquired (in a 50 % partnership) 7 pieces of land in Poland belonging to the Polish company Ruch. Together the plots represent a potential of over 150,000 m² of office/commercial and residential development. This was one of the most important acquisitions on the Polish real estate market in 2011. Five plots are situated in Warsaw (Wronia/Prosta Str., Jana Kazimierza Str., Kierbedzia Str., Krakowska Str., Duracza Str.), one plot is situated at Gdansk (Kopernika Str.) and the last is in Cracow (Pokoju Av.).
Acquisitions Office projects as well as residential and retail, with a development potential of about 178,000 m2.
Immobel started major reconstruction/renovation work on its mixed office and commercial project located in the centre of Poznan, having already pre-leased approximately 24 % to reputable tenants.
2
1 4
3
| Cedet | > Warsaw | 1 | |
|---|---|---|---|
| Okraglak | > Poznan | 2 | |
| Wronia | > Towarowa - Warsaw | 3 | |
| RES IDENT IAL |
|||
| Kierbedzia | > Warsaw | 4 |
In February 2011 Immobel also acquired a landmark building, known by the name of Cedet or "Smyk", situated in the heart of Warsaw.
The aim is to redevelop the site with approximately 11,000 m² of offi ces and 8,000 m² of commercial properties once zoning confi rmation has been obtained. An application for a permit is under consideration with a view to work starting in 2013.
Immobel acquired an existing building situated in the centre of Poznan in February 2011. Meanwhile it has started major renovation work on 6,800 m² of offi ces and 800 m² of commercial space. The BREEAM certifi cation process is underway. 24 % of the building has already been pre-leased to reputable tenants.
Immobel acquired (in a 50 % partnership) a site in Warsaw which is ideally situated, where it should be possible to construct 2 offi ce buildings with fl oor areas of 30,000 m² and 35,000 m². Various preparatory studies are underway.
"We have re-designed the offi ce building Okraglak, a myth, a legend of Poznan. It is particularly challenging to preserve the past and implement a new thought."
Wojtek Grabianowski, Architect, Member of the Board – RKW Rhode Kellermann Wawrowsky
Patrycja van triet, IMMOBEL Poland
Immobel acquired (in a 50 % partnership) an existing real estate complex in the centre of Warsaw. The project consists of the demolition of the existing buildings with a view to developing approximately 17,000 m² of apartments there.
Immobel also acquired (in a 50 % partnership, from the same seller as it did Wronia - Towarowa and Kierbedzia) 5 other real estate assets. Three are situated in Warsaw, one in Cracow and the last in Gdansk..
Various studies are being carried out. Certain assets could be resold as they were.
Immobel acquired real estate in Cracow, Gdansk, Poznan and Warsaw.
Kellermann Wawrowsky
Office projects on which construction was started, was ongoing or was completed and/or in the process of being leased/sold in 2011
| Country | Project | Location | Participation | Area (m² above ground) |
Immobel's share (m²) |
Disposition date |
State of commercialization |
|---|---|---|---|---|---|---|---|
| Belgium | Belair | Brussels City | 40 % | 75 000 | 30 000 | December 2013 | A lease has been signed with the Belgian Buildings Agency for 65 000 m² to be used by the Federal Police |
| Belgium | Forum | Brussels City | 100 % | 43 053 | 43 053 | Phase 1: Q1 2010 Phase 2: Q2 2013 Phase 3: Q2 2011 |
Transferred |
| Belgium | Château-Rempart, Phase 2 |
Tournai | 100 % | 5 633 | 5 633 | mid-2012 | Transferred |
| Belgium | South Crystal | Brussels (Saint-Gilles) |
20 % | 6 427 | 1 285 | Completed | Transferred |
| Luxembourg | WestSide Village | Capellen | 100 % | 11 667 | 11 667 | Completed | 4 803 m² leased, rest in progress |
| Poland | Okraglak | Poznan | 100 % | 7 600 | 7 600 | Q2 2012 | 24 % leased |
| Land stock (in m2)1 | 2005 | 2006 | 2007 | 2008 | 2009 | 2010 | 2011 |
|---|---|---|---|---|---|---|---|
| Under exploitation | 545 887 | 653 136 | 573 012 | 501 953 | 569 384 | 581 099 | 544 161 |
| In reserve | 2 557 573 | 2 294 693 | 2 267 505 | 2 392 694 | 2 436 762 | 2 315 857 | 2 511 758 |
| Total at 31 December | 3 103 460 | 2 947 829 | 2 840 517 | 2 894 647 | 3 006 146 | 2 896 956² | 3 055 9193 |
| Net surface area sold | 115 596 | 184 316 | 132 582 | 215 824 | 97 178 | 253 340 | 205 603 |
| Number of transactions | 222 | 232 | 141 | 150 | 159 | 174 | 168 |
Immobel Group share
To be increased with 91 ha acquired under conditions precedent
To be increased with 69 ha acquired under conditions precedent
| Country | Project | Location | Participation | Units |
|---|---|---|---|---|
| Belgium | Espace Midi | Brussels (Saint-Gilles) | 20 % | 22 apartments of which 11 were sold in 2011 |
| Belgium | Jardin des Sittelles - Phase 2 |
Brussels (Woluwe-Saint Lambert) |
80 % | 32 apartments of which 19 were sold in 2011. At the end of the financial year 2 apartments remained to be sold. Reception was taken of the last houses in 2011. |
| Belgium | Résidence Saint-Hubert |
Liège | 50 % | 25 apartments of which 11 were sold in 2011. At the end of the financial year 6 apartments remained to be sold. |
| Belgium | Forum | Brussels City | 100 % | 32 apartments and 3 business premises, 5 apartments were transferred to the Régie Fonçière of the City of Brussels |
| Belgium | South City Hôtel | Brussels (Saint-Gilles) | 10 % | Hotel with 142 rooms |
| Luxembourg | Green Hill | Dommeldange | 50 % | 170 apartments of which 51 had been sold at 31 December 2011 |
| Country | Project | Location | Participation | Units |
|---|---|---|---|---|
| Belgium | Jardins de Jette | Brussels (Jette) | 50 % | 4 units remain to be sold |
| Belgium | Mercelis | Brussels (Ixelles) | 100 % | The last apartment has been sold |
| Belgium | Vallée du Maelbeek | Brussels City | 50 % | 66 residential units and 7 business properties. 30 sales were made in 2011 |
| Belgium | Place des Martyrs | Brussels City | 100 % | Hotel with 46 rooms |
We have great pleasure in presenting our report on the activities of the Immobel Group during 2011.
Despite the ongoing difficult economic situation and the fact that the office market in Brussels is generally very unfavourable, Immobel ended 2011 with an operating income of 22.6 MEUR, well up on 2010 (13.2 MEUR).
This income generated a net consolidated profit of 16.2 MEUR, up 53 % compared to 2010 (10.6 MEUR).
Sales for the year ended came to 79.22 MEUR compared to 81.85 MEUR in 2010.
82 % of sales came from the residential and landbanking activities, which were both marked by a good level of unit sales, and by the transfer of several plots of land in their original state.
Throughout 2011, Immobel pursued its development plan in its various spheres of activity, offices, residential, landbanking and, depending on the opportunities, retail, in the three countries where it is now active, Belgium, the Grand Duchy of Luxembourg and Poland. It has therefore made several important acquisitions, sales and leases, in accordance with its objectives, as described below.
Residential: Immobel acquired the Papeblok site in Tervuren, in the Flemish Region, with the intention of building and/or renovating 4 residential buildings there and developing about 60 apartments, for which an application for urban planning permission has already been submitted.
Landbanking: Important acquisitions of over 42.8 ha of urban development zone have been made, as well as acquisitions under conditions precedent, partnership agreements or options involving about 8 ha.
in Brussels (Haren) to the Régie des Bâtiments in the framework of the project for the new Brussels prison, as well as a building on the Boulevard Melot in Namur.
During 2011, Immobel obtained:
It also submitted applications for urban planning permits for the Papeblok project in Tervuren, Charmeraie in Uccle, Jardin des Sittelles (last phase) in Woluwe-Saint-Lambert, as well as various subdivision permits.
Following the transfers and leases cited below, sales for the "offices" activity in Belgium reached 11.31 MEUR for the past fiscal year compared to 58.64 MEUR in 2010. The operating income came to -1.19 MEUR in 2011 compared to 11.05 MEUR in 2010.
As far as the "residential" activity is concerned, sales for the activity reached 35.19 MEUR in Belgium for the past fiscal year as opposed to 12.03 MEUR in 2010.
The operating income generated was 11.25 MEUR in 2011 compared to 0.38 MEUR in 2010.
Sales for the "landbanking" activity in Belgium came to 25.70 MEUR for the past fiscal year compared to 11.15 MEUR in 2010.
Operating income generated was 11.12 MEUR as against 1.88 MEUR in 2010.
• Sales - Residential: Immobel sold 73 apartments in the Green Hill
project (participation 50 %) in total, of which 51 in 2011.
• Leases - Offices: Fujitsu Technology Solutions signed a lease for 1,229 m2 of offices in the WestSide Village project.
Sales figures for the "offices" activity in the Grand Duchy of Luxembourg came to 0.88 MEUR for the past fiscal year (compared to 0 in 2010) and the operating income generated was 0.49 MEUR in 2011.
As far as "residential" is concerned, sales figures for the Grand Duchy of Luxembourg came to 4.03 MEUR for the past fiscal year (compared to 0 in 2010) and the operating income generated was 0.77 MEUR in 2011.
Immobel acquired two mixed offices and commercial projects for development, one in the centre of Warsaw (approximately 20,000 m²) and the other right in the centre of Poznan (close to 7,600 m²).
Immobel has also acquired, in a 50 % partnership, 7 pieces of land in Poland. These plots represent a potential development of over 150,000 m² of offices/commercial and residential. Five of these lots are situated in Warsaw (Wronia/Prosta Str., Jana Kazimierza Str., Kierbedzia Str., Krakowska Str., Duracza Str.), one lot is in Gdansk (Kopernika Str.) and the last is in Cracow (Pokoju Av.).
In the project Okraglak, which is situated in Poznan and has been under renovation since March 2011, three leases were entered into during the financial year under review; Nordea Bank, Kredyt Bank and Open Finance have rented approximately 1,800 m² or nearly 24 % of the surface area available in this project.
The "offices" activity in Poland made sales of 2.11 MEUR in Poland during the past fiscal year (0 in 2010). This revenue came from rents received for the Cedet building (Warsaw) which is still partially occupied and operating income came to 0.15 MEUR in 2011.
| (MEUR) | 31-12-2010 | 31-12-2011 |
|---|---|---|
| Operating income | 13.22 | 22.59 |
| Financial result | -4.88 | -5.42 |
| Shares in the income of entities accounted | ||
| for by the equity method | 2.86 | 0.30 |
| Result before tax | 11.20 | 17.47 |
| Taxes | -0.67 | -1.30 |
| Income from ongoing business | 10.53 | 16.17 |
| Income for the year | 10.53 | 16.17 |
| Group share of income | 10.55 | 16.18 |
| (MEUR) | 31-12-2010 | 31-12-2011 |
|---|---|---|
| Inventories | 240.8 | 327.9 |
| Participations | 7.8 | 1.3 |
| Trade receivables & other assets | 20.7 | 30.6 |
| Cash | 34.2 | 47.0 |
| Total assets | 303.5 | 406.8 |
| Equity | 172.1 | 182.8 |
| Provisions | 5.7 | 4.8 |
| Long-term financial liabilities | 65.6 | 109.3 |
| Short-term financial liabilities | 22.5 | 74.3 |
| Accounts payable to suppliers and others | 37.6 | 35.6 |
| Total liabilities | 303.5 | 406.8 |
The operating profit amounts to 8.75 MEUR for the past financial year compared to -4.86 MEUR for the year closed at 31 December 2010.
The financial result amounts to 6.96 MEUR as opposed to 3.44 MEUR in 2010. The increase in the financial result comes from the growth in dividends received from subsidiaries.
The exceptional result, affected by adjustments in the value of financial participations, amounts to 3.21 MEUR.
Immobel's financial year ended with a net profit of 18.92 MEUR, compared to a net loss of 5.35 MEUR at 31 December 2010.
The Balance sheet total amounts to 313.66 MEUR compared to 215.96 MEUR for the financial year closed at 31 December 2010.
On 31 December 2011 equity came to 183.65 MEUR. In 2010 it was 171.94 MEUR.
The profit to be allocated, taking into account the amount carried forward from the previous year, amounts to 120.48 MEUR.
The Board of Directors proposes to the Ordinary General Meeting of 24 May 2012 to distribute a gross dividend in respect of the 2011 financial year of 1.75 EUR per share.
The profit will therefore be allocated as follows:
The dividend will be made available for payment on 1 June 2012 upon presentation of coupon n° 23.
The Immobel Group faces the risks and uncertainties inherent to the property development sector as well as those associated with the economic situation and the financial world. Without the list being exhaustive, we would like to mention the following in particular:
Changes in general economic conditions in the markets in which Immobel's properties are located can adversely affect the value of Immobel's property development portfolio, as well as its development policy and, consequently, its growth prospects.
Immobel is exposed to the national and international economic conditions and other events and occurrences that affect the markets in which Immobel's property development portfolio is located: the office property market in Belgium (mainly in Brussels), Luxembourg and Poland; and the residential (apartments and plots) property market (Belgium, Luxembourg and Poland).
This diversification of both business and countries means it can target different clients, economic cycles and sales volumes.
Changes in the principal macroeconomic indicators, a general economic slowdown in Belgium or one or more of Immobel's other markets, or on a global scale, could result in a fall in demand for office buildings or residential property or building plots, higher vacancy rates and higher risk of default of service providers, building contractors, tenants and other counterparties, any of which could materially adversely affect Immobel's value of its property portfolio, and, consequently, its development prospects.
Immobel has spread its portfolio of projects under development or earmarked for development so as to limit the impact of any deterioration in the real estate market by spreading the projects in terms of time and nature.
Immobel may not be able to dispose of some or all of its real estate projects.
Immobel's revenues are determined by disposals of real estate projects. Hence, the results of Immobel can fluctuate significantly from year to year depending on the number of projects that can be put up for sale and can be sold in a given year.
Furthermore, it cannot be guaranteed that Immobel will find a buyer for the transfer of its assets or that the transfer price of the assets will reach a given level. Immobel's inability to conclude sales can give rise to significant fluctuations of the results.
The policy of diversification implemented by Immobel for the last 5 years has allowed it to reduce its concentration on and therefore its exposure to offices in Brussels with an increased portfolio of residential and landbanking projects, which should give it a revenue base and regular cash flows.
When considering property development investments, Immobel makes certain estimates as to economic, market and other conditions, including estimates relating to the value or potential value of a property and the potential return on investment. These estimates may prove to differ from reality, rendering Immobel's strategy inappropriate with consequent negative effects for Immobel's business, results of operations, financial condition and prospects.
Immobel takes a prudent approach to the acquisition and development of new projects and applies precise selection criteria. Each investment follows a clear and strict approval process.
In 2011 Immobel acquired 9 offices/residential/commercial projects in Poland, which are either under development or will be developed, thereby confirming its strategy to further expand in Central Europe and, in particular, in Poland.
Although Immobel has carried out development projects in Poland in the past, it has a more limited experience in managing projects outside of the Belux market and has a more restricted knowledge of the market and regulatory situation and requirements in this new market.
That is the reason why Immobel does not launch itself on a new market until it can count on the expertise and network of a local partner on the spot, who can help it limit the risks linked to the new market.
Before acquiring a new project, Immobel carries out feasibility studies with regard to urban planning, technology, the environment and finance, usually with the help of specialised consultants. Nevertheless these projects are always subject to a variety of risks, each of which could cause late delivery of a project and consequently increase the length of time before it can be sold, engender a budget overrun or cause the loss or decrease of expected income from a project or even, in some cases, its actual termination.
Risks involved in these activities include but are not limited to: (i) delays resulting from amongst other things adverse weather conditions, work disputes, construction process, insolvency of construction contractors, shortages of equipment or construction materials, accidents or unforeseen technical difficulties; (ii) difficulty in acquiring occupancy permits or other approvals required to complete the project; (iii) a refusal by the planning authorities in the countries in which Immobel operates to approve development plans; (iv) demands of planning authorities to modify existing plans; (v) intervention by pressure groups during public consultation procedures or other circumstances; and (vi) upon completion of the development project, occupancy rates, actual income from sale of properties or fair value being lower than forecasted.
Taking into account these risks, Immobel cannot be sure that all its development projects (i) can be completed in the expected timeframe, (ii) can be completed within the expected budgets or (iii) can even be completed at all. It is in the framework of controlling this risk and others that Immobel has increased the diversification of its business/countries/clients, which allows it to reduce its concentration on any particular project or another.
Furthermore Immobel has some projects where an asset under development is pre-leased or pre-sold to a third party and where Immobel could incur substantial liabilities if and when such projects are not completed within the preagreed timeline.
Immobel's operations and property development portfolio are subject to various laws and regulations in the countries in which it operates concerning the protection of the environment, including but not limited to regulation of air, soil and water quality, controls of hazardous or toxic substances and guidelines regarding health and safety.
Such laws and regulations may also require Immobel to obtain certain permits or licenses, which it may not be able to obtain in a timely manner or at all. Immobel may be required to pay for clean-up costs (and in specific circumstances, for aftercare costs) for any contaminated property it currently owns or may have owned in the past.
As a property developer, Immobel may also incur fines or other penalties for any lack of environmental compliance and may be liable for remedial costs. In addition, contaminated properties may experience decreases in value.
Loss of its managerial staff and other key personnel or the failure to attract and retain skilled personnel could hamper Immobel's ability to successfully execute its business strategies.
Immobel believes that its performance, success and ability to fulfil its strategic objectives depend on retaining its current executives and members of its managerial staff who are experienced in the markets and business in which Immobel operates. Immobel might find it difficult to recruit suitable employees, both for expanding its operations and for replacing employees who may resign, or recruiting such suitable employees may entail substantial costs both in terms of salaries and other incentive schemes. The unexpected loss of the services of one or more of these key individuals and any negative market or industry perception arising from such loss could have a material adverse effect on Immobel's business, results of operations, financial condition and prospects.
The conduct of its management teams, in Belgium, Luxembourg and in Poland, is therefore monitored regularly by the CEO and the Remuneration & Appointments Committee, one of the organs of the Board of Directors.
Immobel is subject to the risk of litigation, including potential warranty claims relating to the lease, development or sale of real estate.
In the normal course of Immobel's business, legal actions, claims against and by Immobel and its subsidiaries and arbitration proceedings involving Immobel and its subsidiaries may arise. Immobel may be subject to other litigation initiated by sellers or purchasers of properties, tenants, contractors and subcontractors, current or former employees or other third parties.
In particular, Immobel may be subject to warranty claims due to defects in quality or title relating to the leasing and sale of its properties. This liability may apply to defects in properties that were unknown to Immobel but could have, or should have, been revealed.
Immobel may also be subject to claims by purchasers of its properties as a result of representations and warranties about those properties given by Immobel at the time of disposal.
Immobel makes sure to control these risks with a systematic policy of taking out adequate insurance cover.
Immobel is exposed to risk in terms of liquidity and financing which might result from a lack of funds in the event of non-renewal or cancellation of its existing financing contracts or its inability to attract new financing.
Immobel does not initiate the development of a project unless financing for it is assured by both internal and external sources for the estimated duration of its development.
Immobel gets its financing from several first-rate Belgian banking partners with which it has maintained longstanding good relations and mutual trust. During 2011, Immobel renewed or negotiated credit lines for 288 MEUR (100 % participation) either alone or with partners, and raised 30 MEUR with a bond issue in mid-December 2011 in the form of a private placement.
Given its current and future indebtedness, Immobel is affected by a short or long-term change in interest rates, by the credit margins taken by the banks and by the other financing conditions. With the exception of the bond issue at the end of 2011, which is at a fixed rate, Immobel's financing is mainly provided on the basis of short-term interest rates (based on Euribor rates for 1 to 12 months). In the context of a global programme of risk management coverage, Immobel has set up a "hedging" policy aimed to provide adequate cover against the risk of interest rates on its debt with financial instruments.
Feasibility studies for each project are based on the predictions for long-term rates.
Following its entering in the Polish market, Immobel is subject to currency exchange risks. There is the foreign currency transaction risk and the foreign currency translation risk.
Immobel also makes sure whenever possible to carry out all of its operations outside the Eurozone in EUR, by having purchase, lease and sales contracts drawn up for the most part in EUR.
Any development project depends on obtaining urban planning, subdivision, urban development, building and environmental permits. A delay in granting them or failure to grant them could impact on Immobel's activities.
Furthermore, Immobel has to respect various urban planning regulations. Local authorities or public administrations might embark on a revision and/ or modification of these regulations, which could have a material impact on Immobel's activities.
Immobel has contractual relations with multiple parties, such as partners, investors, tenants, contractors, financial institutions, architects. The inability of such counterparty to live up to their contractual obligations could have an impact on Immobel's operational and financial position. Immobel pays great attention, through appropriate studies, to the choice of its counterparties.
Changes in direct or indirect taxation rules could impact the financial position of Immobel.
Immobel is active in Belgium, Luxembourg and Poland. Changes in direct or indirect fiscal legislation in any of these could impact Immobel's financial position.
The Company has issued an extra tranche of bonds to the value of 10 MEUR on 13 February 2012 in addition to the obligatory 30 MEUR on 15 December 2011, under the same conditions and with the same maturity date (21 December 2016).
To the Directors' knowledge there were no other important events after the closure of the financial year.
To the Directors' knowledge, there should not be any circumstances likely to have any significant influence on the development of the Group.
In as much as it is necessary the Board of Directors reiterates that, given the nature of its business, the Group did not engage in any research and development activities during the year which has just ended.
The Board of Directors confirms that Immobel used financial instruments intended to cover any rise in interest rates. The market value of these financial instruments was -1.81 MEUR at 31 December 2011.
As proposed by the Board of Directors, the Shareholders appointed as Directors Mr Wilfried Verstraete (during the Extraordinary General Meeting on 29 August 2007) and ARSEMA sprl, represented by Mr Didier Bellens, (during the Ordinary General Meeting on 28 May 2009). These Directors meet all of the criteria of independence in Articles 524 and 526ter of the Companies Code and sit on the Board of Directors and the Audit & Finance Committee of Immobel as independent Directors. These Directors hold university degrees in Economics and Business Administration (MBA) and have held or continue to hold the roles of Chief Executive Officer in international groups.
Mr Maciej Drozd, the present CFO of Eastbridge Group, also has the necessary expertise in accounting and audit.
In as far as it is necessary, the Board of Directors reiterates:
Regarding the information to be inserted pursuant to art. 96 § 1, 7° of the Companies Code the Board of Directors report:
The Board of Directors reports that it has used the procedure provided for in articles 523 and 524 of the Companies Code while decisions were being taken regarding the possible takeover by Immobel Poland of some twenty people currently employed by Centrum Development and Investments Polska (hereafter CDI Polska). CDI Polska is linked to Immobel Poland through the Reference shareholder of the Immobel Group Crésida Investment, a company under Luxembourg law.
The Committee of Independent Directors gave its advice on the proposed takeover of part of team of CDI Polska Sp. z o.o. by Immobel Poland Sp. z o.o. (cfr. Appendix 1) on 2 December 2011.
Based on this report by the Committee of Independent Directors and the report by the Auditor, Jean-François Cats, who assisted the Committee of Independent Directors in assessing the possible financial consequences of the operation envisaged, both for Immobel Poland, a company under Polish law, and for the Immobel Group, the Board of Directors decided to approve the operation in question on 14 December. It mandated Baron Buysse and/or Gaëtan Piret, acting together or separately, to carry out and finalise the negotiations with CDI Polska, and to sign the various documents required.
The Auditor made an assessment as to the accuracy of the data in the Committee's advice and in the minutes of the Board of Directors (cfr. Appendix 2).
IX. Corporate Governance Statement (art. 96 § 2 Companies Code), including the Remuneration Report (art. 96 § 3 Companies Code) and the description of the internal control systems and risk management (art. 119, 7° Companies Code)
The Corporate Governance Statement is part of this Director's report (cfr. page 10 of the Annual Report).
Pursuant to article 34 of the Royal Decree of 14 November 2007 concerning the obligations of issuers of financial instruments admitted for trading on a regulated market, Immobel states that:
1° the capital stock is 60,302,107.83 EUR represented by 4,121,934 shares, without any mention of par value, each representing an equal share of the capital stock (art. 4 of the Articles of Association).
• During the Ordinary General Meeting on 24 May 2012, you will be able to express your opinion on the election of Mr Dany DWEK as a Director of the Company for a period of 4 years, i.e. until the Ordinary General Meeting to be held in 2016.
Furthermore, during this same General Meeting there will be a proposal to renew the Directorship of Baron BUYSSE for a period of 4 years, which will expire during the Ordinary General Meeting to be held in 2016.
We therefore ask you to approve the terms of this report and grant discharge to the Members of the Board and the Auditor.
Agreed at the Meeting of the Board of Directors on 15 March 2012
Baron BUYSSE Chairman of the Board
GAËTAN PIRET sprl Managing Director
Brussels, 2 December 2011
In conformity with the procedure provided for in article 524 of the Companies Code, we have analysed the operation envisaged.
In the context of the strategy approved by the Board of Directors and, in particular, the evolution of the Group's development business, geographic diversification and the strengthening of Immobel's activities in Poland, Immobel SA has examined the possibility of taking over part of the management team of Centrum Development and Investment Polska Sp. z o.o (hereafter CDI Polska), which is linked to Immobel Poland Sp. z o.o. via the Reference shareholder of the Immobel Group, Cresida Investment S.à r.l., a company registered under Luxembourg law.
The operation envisaged relates to the continuity of the projects acquired in 2011 by the Immobel Group in Poland via its subsidiary Immobel Poland, more specifically:
In total then, at the moment, there are 9 projects, including several large-scale ones, which are or could be developed at various levels in Poland.
At the moment of reporting, Immobel Poland employs two people: Mr Bartlomiej Hofman (half-time) and Ms Patricia van Triet and relies on the services of CDI Polska and its team to see through the development of the projects.
The operation envisaged would therefore consist of taking on about twenty people currently employed by CDI Polska, which would provide Immobel Poland, and the Group, with a coherent team of familiar people on the spot, thereby assuring its current and future position in the local market and, in particular, its ability to develop the projects acquired by the Group, which would not be possible with the present team.
The Committee of Independent Directors has called on Jean-François Cats, an auditor associated with RSM InterAudit to help us assess the possible financial consequences of the operation envisaged, both for Immobel Poland Sp. z o.o., a company registered under Polish law, and for the Immobel Group.
••• From a financial point of view, the cost per annum of taking on the personnel has been estimated by the management at around 1,500,000 EUR.
In order to limit the annual impact this personnel cost implies for Immobel Poland, we propose simultaneously concluding a project management contract with CDI Polska, for the period 2012-2014, for the provision of services to be supplied in the context of the development of certain CDI Polska real estate projects.
This contract will guarantee Immobel Poland a level of minimum income that will partially cover the personnel costs as well as the structural costs linked to the number of people employed.
The financial consequences for the Company are additional personnel costs per annum estimated at around 1,500,000 EUR the impact of which on Immobel will be limited by a provision of services contract.
The advantage of the operation envisaged will be the state of progress and smooth running of the (re)development projects. •••
The Committee of Independent Directors considers that the operation envisaged is not of a nature likely to cause obvious serious damage to the Company in the light of the policy pursued by the Company.
Laurent Wasteels Luc Luyten ARSEMA sprl Baron Buysse Director Director Director Chairman of (represented by Didier Bellens) the Board of Directors
Consolidated accounts and condensed Company accounts
| 85 | Consolidated accounts |
|---|---|
| 85 | Consolidated income statement |
| 85 | Consolidated statement of comprehensive income |
| 86 | Consolidated statement of financial position |
| 87 | Consolidated cash flow statement |
| 88 | Consolidated statement of changes in equity |
| 89 | Accounting Principles and Methods |
| 95 | Notes to the consolidated financial statements |
| 95 | 1. Information by segment - financial information by business segment |
| 97 | 2. Turnover |
| 97 | 3. Other operating income |
| 98 | 4. Cost of sales |
| 98 | 5. Personnel expenses |
| 99 | 6. Amortisation, depreciation and impairment of assets |
| 99 | 7. Other operating expenses |
| 100 | 8. Financial result |
| 101 101 |
9. Share in the result of investments in associates 10. Income taxes |
| 101 | 11. Earnings per share |
| 102 | 12. Property, plant and equipment |
| 102 | 13. Investment property |
| 103 | 14. Investments in associates |
| 103 | 15. Investments available for sale |
| 104 | 16. Deferred tax assets and liabilities |
| 104 | 17. Inventories |
| 106 | 18. Trade receivables |
| 106 | 19. Other current assets |
| 107 | 20. Information related to the net financial debt |
| 109 110 |
21. Equity 22. Pensions and similar obligations |
| 111 | 23. Provisions |
| 112 | 24. Trade payables |
| 112 | 25. Other current liabilities |
| 113 | 26. Change in working capital |
| 113 | 27. Repayment of capital and dividends collected |
| 114 | 28. Main contingent assets and liabilities |
| 114 | 29. Information on related parties |
| 115 | 30. Events subsequent to reporting date |
| 116 | 31. Joint ventures 32. Subsidiaries, joint ventures and associates |
| 116 | |
| 119 | Statement from the responsible persons |
| 120 | Statutory Auditor's report |
| 121 | Condensed Company accounts |
| 121 | Condensed balance sheet |
| 122 | Condensed income statement |
| 122 | Appropriation account |
| 123 | Summary of accounting policies |
| 124 | General information |
| NOTES | 31-12-2011 | 31-12-2010 | |
|---|---|---|---|
| OPERATING INCOME | 81 146 | 85 616 | |
| Turnover | 2 | 79 223 | 81 850 |
| Other operating income | 3 | 1 923 | 3 766 |
| OPERATING EXPENSES | -58 556 | -72 399 | |
| Cost of sales | 4 | -42 479 | -56 749 |
| Personnel expenses | 5 | -7 097 | -6 363 |
| Amortisation, depreciation and impairment of assets (including reversals) | 6 | 614 | -349 |
| Change in the fair value of investment property | 13 | 6 | 309 |
| Other operating expenses | 7 | -9 600 | -9 247 |
| OPERATING RESULT | 22 590 | 13 217 | |
| Interest income | 284 | 423 | |
| Interest expense | -5 221 | -4 771 | |
| Other financial income | 14 | 22 | |
| Other financial expenses | -501 | -554 | |
| FINANCIAL RESULT | 8 | -5 424 | -4 880 |
| Share in the result of investments in associates | 9 | 305 | 2 859 |
| RESULT FROM CONTINUING OPERATIONS BEFORE TAXES | 17 471 | 11 196 | |
| Income taxes | 10 | -1 297 | -670 |
| RESULT FROM CONTINUING OPERATIONS | 16 174 | 10 526 | |
| RESULT FOR THE YEAR | 16 174 | 10 526 | |
| Share of non-controlling interests | -10 | -24 | |
| SHARE OF IMMOBEL | 16 184 | 10 550 | |
| BASIC EARNINGS AND DILUTED EARNINGS PER SHARE (IN EUR) | 11 | ||
| - Result of the continuing operations/Result of the year | 3.93 | 2.56 |
| NOTES | 31-12-2011 | 31-12-2010 |
|---|---|---|
| Result for the year | 16 174 | 10 526 |
| Other comprehensive income | ||
| Cash flow hedges 20 |
- | 1 114 |
| Currency translation | -418 | - |
| Actuarial gains and losses (-) on defined-benefit plans 22 |
59 | 53 |
| Other comprehensive income | -359 | 1 167 |
| TOTAL COMPREHENSIVE INCOME FOR THE YEAR | 15 815 | 11 693 |
| Share of non-controlling interests | -10 | -24 |
| SHARE OF IMMOBEL | 15 825 | 11 717 |
| ASSETS NOTES |
31-12-2011 | 31-12-2010 |
|---|---|---|
| NON-CURRENT ASSETS | 5 844 | 11 415 |
| Intangible assets | 47 | 12 |
| Property, plant and equipment 12 |
1 214 | 1 278 |
| Investment property 13 |
2 286 | 2 280 |
| Investments in associates 14 |
1 254 | 7 445 |
| Participating interests available for sale 15 |
77 | 77 |
| Deferred tax assets 16 |
717 | 74 |
| Other non-current assets | 249 | 249 |
| CURRENT ASSETS | 400 954 | 292 093 |
| Inventories 17 |
327 863 | 240 769 |
| Trade receivables 18 |
10 956 | 9 881 |
| Tax receivables | 5 | 546 |
| Other current assets 19 |
15 166 | 6 358 |
| Cash and cash equivalents 20 |
46 964 | 34 239 |
| Non current assets classified as held for sale | - | 300 |
| TOTAL ASSETS | 406 798 | 303 508 |
| EQUITY AND LIABILITIES NOTES |
31-12-2011 | 31-12-2010 |
| TOTAL EQUITY 21 |
182 792 | 172 129 |
| EQUITY SHARE OF IMMOBEL | 182 825 | 172 152 |
| Share capital | 60 302 | 60 302 |
| Retained earnings | 122 517 | 111 485 |
| Reserves | 6 | 365 |
| NON-CONTROLLING INTERESTS | -33 | -23 |
| NON-CURRENT LIABILITIES | 112 644 | 71 949 |
| Employee benefit obligations 22 |
299 | 346 |
| Provisions 23 |
2 997 | 3 003 |
| Deferred tax liabilities 17 |
- | 335 |
| Financial debts 20 |
109 348 | 65 640 |
| Trade payables 24 |
- | 2 625 |
| CURRENT LIABILITIES | 111 362 | 59 430 |
| Provisions 23 |
1 479 | 2 357 |
| Financial debts 20 |
74 330 | 22 540 |
| Trade payables 24 |
20 883 | 13 342 |
| Tax liabilities | 1 476 | 232 |
| Derivative financial instruments 20 |
1 807 | 1 824 |
| Other current liabilities 25 |
11 387 | 19 135 |
| TOTAL EQUITY AND LIABILITIES | 406 798 | 303 508 |
86 [Consolidated accounts] [Immobel – Annual report 2011] 87
| NOTES | 31-12-2011 | 31-12-2010 |
|---|---|---|
| Operating result | 22 590 | 13 217 |
| Amortisation, depreciation and impairment of assets | -614 | 349 |
| Change in the fair value of investment property | -6 | -309 |
| Change in provisions | -872 | -2 202 |
| Disposal of participating interests | 59 | -49 |
| CASH FLOW FROM OPERATIONS BEFORE CHANGES OF WORKING CAPITAL, PAID INTERESTS AND PAID TAXES |
21 157 | 11 006 |
| Change in working capital 26 |
-89 935 | -16 474 |
| CASH FLOW FROM OPERATIONS BEFORE PAID INTERESTS AND PAID TAXES | -68 778 | -5 468 |
| Paid interests | -4 997 | -4 652 |
| Paid income taxes | -490 | -134 |
| CASH FROM OPERATING ACTIVITIES | -74 265 | -10 254 |
| Disposal of investments | 241 | 228 |
| Repayment of capital and dividends collected from associates 14, 27 |
6 509 | 4 443 |
| Acquisitions of tangible assets | -144 | -111 |
| Disposals of tangible assets | - | 10 |
| Change in investments available for sale and other non-current assets | - | 30 |
| CASH FROM INVESTING ACTIVITIES | 6 606 | 4 600 |
| Increase in financial debts 20 |
90 922 | 15 300 |
| Repayment of financial debts 20 |
-5 424 | -35 098 |
| Interest received | 284 | 423 |
| Other financing cash flows | -246 | -224 |
| Gross dividend paid | -5 152 | -8 244 |
| CASH FROM FINANCING ACTIVITIES | 80 384 | -27 843 |
| NET INCREASE OR DECREASE (-) IN CASH AND CASH EQUIVALENTS | 12 725 | -33 497 |
| CASH AND CASH EQUIVALENTS AT THE BEGINNING OF THE YEAR 20 |
34 239 | 67 736 |
| CASH AND CASH EQUIVALENTS AT THE END OF THE YEAR 20 |
46 964 | 34 239 |
Acquisitions of projects, either directly or indirectly through the acquisition of project company, are not considered as investing activities and are directly included in the cash fl ows from the operating activities.
| CAPITAL | RETAINED EARNINGS |
RESERVE FOR CASH FLOW HEDGES |
CURRENCY TRANSLATION |
RESERVE FOR DEFINED BENEFIT PLANS |
EQUITY ALLOCATED GROUP |
NON TO BE CONTROL- LING TO THE INTERESTS |
TOTAL EQUITY |
|
|---|---|---|---|---|---|---|---|---|
| 2010 | ||||||||
| BALANCE AS AT 01-01-2010 | 60 302 | 109 179 | -1 114 | - | 312 | 168 679 | 1 | 168 680 |
| Total comprehensive income for the year |
- | 10 550 | 1 114 | - | 53 | 11 717 | -24 | 11 693 |
| Dividends paid | - | -8 244 | - | - | - | -8 244 | - | -8 244 |
| CHANGES IN THE YEAR | - | 2 306 | 1 114 | - | 53 | 3 473 | -24 | 3 449 |
| BALANCE AS AT 31-12-2010 | 60 302 | 111 485 | - | - | 365 | 172 152 | -23 | 172 129 |
| 2011 | ||||||||
| BALANCE AS AT 01-01-2011 | 60 302 | 111 485 | - | - | 365 | 172 152 | -23 | 172 129 |
| Total comprehensive income for the year |
- | 16 184 | - | -418 | 59 | 15 825 | -10 | 15 815 |
| Dividends paid | - | -5 152 | - | - | - | -5 152 | - | -5 152 |
| CHANGES IN THE YEAR | - | 11 032 | - | -418 | 59 | 10 673 | -10 | 10 663 |
| BALANCE AS AT 31-12-2011 | 60 302 | 122 517 | - | -418 | 424 | 182 825 | -33 | 182 792 |
The capital is made up by 4,121,934 ordinary shares without par value.
A dividend of 7,213 KEUR, corresponding to 1.75 EUR gross per share, was proposed by the Board of Directors of 15 March 2012 and will be submitted to the Shareholder's approval at General Assembly of Shareholders of 24 May 2012. The appropriation of the result has not been accounted for in the fi nancial statements as per 31 December 2011.
Immobel (hereafter named the "Company") is a limited company incorporated in Belgium. The address of its registered office is Rue de la Régence 58 at 1000 Brussels.
The consolidated financial statements have been prepared in accordance with IFRS (International Financial Reporting Standards) as adopted in the EURopean Union. The Board of Directors settled the consolidated financial statements and approved their publication on 15 March 2012.
Standards and interpretations applicable for the annual period beginning on 1 January 2011
The application of these new standards had no material impact for the Group.
Standards and interpretations published, but not yet applicable for the annual period beginning on 1 January 2011
IFRS 10 Consolidated Financial Statements (applicable for annual periods beginning on or after 1 January 2013)
IFRS 11 Joint Arrangements (applicable for annual periods beginning on or after 1 January 2013)
The group expects to have an impact following the adoption of IFRS9 and IFRS11.
The consolidated financial statements are presented in thousands of EUR.
They are prepared on the historical cost basis, except for investment property, securities held for trading, availablefor-sale securities and derivative financial instruments which are measured at fair value.
The consolidated financial statements include the financial statements of the Company and its subsidiaries, as well as interests in joint ventures consolidated using the proportionate method and in associated companies accounted for using the equity method. All intragroup balances, transactions, revenue and expenses are eliminated.
Subsidiaries are companies controlled by the Group. Control is defined as the power to govern the financial and operating policies of the entity so as to obtain benefits from its activities. Control is presumed to exist when the Group holds more than half of the voting rights, directly or indirectly.
The financial statements of subsidiaries are included in the consolidated financial statements from the date when control begins until the date when control ends.
A joint venture is a contractual agreement whereby the Group and one or several parties agree to undertake an economic activity under joint control. The joint venture agreement generally results in the creation of one or more distinct jointly controlled entities.
The Group consolidates its interests in joint ventures applying the proportionate consolidation method until the date when joint control ends.
Associates are entities over which the Group has significant influence through its participation in their financial and operating policy decisions. They are neither subsidiaries, nor joint ventures of the Group.
Significant influence is presumed if the Group, directly or indirectly, holds 20 % or more but less than 50 % of the voting rights through its subsidiaries.
Interests in associates are accounted for in the consolidated financial statements using the equity method, from the date when significant influence begins until the date when it ends. The book value of interests is decreased, if applicable, so as to record any impairment of individual interests.
The financial statements of subsidiaries, joint ventures and associates with reporting dates other than 31 December (reporting date of the Company) are adjusted so as to take into account the effect of significant transactions and events that occurred between the reporting date of the subsidiary, joint venture or associate and 31 December. The difference between 31 December and the reporting date of the subsidiary, joint venture or associate never exceeds 3 months.
90 [Consolidated accounts] [Immobel – Annual report 2011] 91
Goodwill represents the excess of the price of the business combination over the Group's share in the net fair value of the identifiable assets, liabilities and contingent liabilities of the acquired entity at the date of acquisition. Goodwill is reported as an asset and is not amortised but annually subject to an impairment in value test at reporting date (or more frequently if there are indications of loss in value). Impairment losses are recognised immediately under income and are not reversed in subsequent periods.
Goodwill resulting from the acquisition of an associate is included in the book value of the associate. Goodwill resulting from the acquisition of subsidiaries and joint ventures is presented separately in the balance sheet.
On disposal of a subsidiary, a joint venture or an associate, the book value of the goodwill is included so as to determine the profit or loss on the disposal.
Negative goodwill represents the excess of the net fair value of the identifiable assets, liabilities and contingent liabilities of a subsidiary, a joint entity or an associate over the price of business combination at the date of acquisition. To the extent that a surplus subsists after review and re-evaluation of the values, the negative goodwill is immediately recognised in profit and loss.
The balance sheets of foreign companies are translated in EUR at the official year-end exchange rate and income statements are translated at the average exchange rate for the financial year.
Translation differences resulting therefrom are included under shareholders' equity under "translation differences". Upon disposal of an entity, translation differences are recognised in profit and loss.
Transactions are first recorded at the exchange rate prevailing on the transaction date. At each end of the financial year, monetary assets and liabilities are converted at the exchange rates on the balance sheet date. Gains or losses resulting from this conversion are recorded as financial result.
Intangible assets are recorded in the balance sheet if it is likely that the expected future economic benefits which may be allocated to assets will flow to the entity and if the cost of the assets can be measured reliably.
Intangible assets are measured at cost less accumulated amortisation and any impairment losses.
Intangible assets are amortised using the straight-line method on the basis of the best estimate of their useful lives. The amortisation period and method are reviewed at each reporting date.
Tangible assets are measured at cost less accumulated depreciation and any impairment losses. Fixed assets are depreciated prorata temporis on a straight-line basis over their useful lives. Useful lives have been determined as follows:
Land has an unlimited useful life and therefore it is not depreciated.
Subsequent expenses related to tangible assets are only capitalised if it is likely that future economic benefits associated with the item will flow to the entity and if the cost of the item can be measured reliably.
Buildings under construction for manufacturing, leasing or administrative purposes are recorded at cost less any impairment loss. Depreciation of these assets begins when the assets are ready to be used.
Investment property is measured in accordance with the fair value model of IAS 40 – Investment property. It represents real property (land and/or buildings under construction or available) held by the Group so as to earn rent and/or create value for property rather than use or sell it. Investment property (under construction) is initially measured at cost and subsequently carried at fair value. Any change in fair value is directly recognised in the income statement.
The Group distinguishes finance leases and operating leases by determining if objective criteria indicate that the major part of the value of the asset will be used by the group:
Assets held by the Group under finance lease are initially recognised at their fair value or at the present value of the minimum lease payments, whichever is lower. The corresponding obligation to the lessor regarding this asset is included in the balance sheet as a finance lease obligation.
Lease payments are apportioned between financial expenses and the decrease in lease obligation at a constant interest rate with respect to the remaining debt balance. Financial expenses are directly recognised in profit and loss. Assets held under finance leases are depreciated on a straight-line basis over their expected useful lives or the lease term, whichever is shorter.
Lease payments under an operating lease are recognised as expenses in the income statement on a straight-line basis over the lease term.
Financial assets and financial liabilities are recognised in the Group's balance sheet when the Group becomes a party to the contractual provisions of the instrument.
Short term trade receivables are measured at nominal value less appropriate allowances for estimated irrecoverable amounts. An assessment of the permanent character of doubtful trade receivables is carried out and any write-downs are recorded.
Cash includes cash on hand and demand deposits (deposits of less than 3 months). Cash equivalents are very short term, highly liquid investments that are subject to an insignificant risk of change in value.
Cash and cash equivalents are carried in the balance sheet at amortized cost.
Cash flows are inflows and outflows of cash and cash equivalents.
Operating activities are the principal revenue-producing activities of the entity and other activities that are not investing or financing activities. Acquisitions and sales of projects, either directly through the purchase of sale of assets, or indirectly through the acquisition or sale of project companies, are considered as operating activities and are presented as part of the cash flows from operating activities.
Investing activities are the acquisition and disposal of longterm assets and other investments not included in cash equivalents.
Financing activities are activities that result in changes in the size and composition of the contributed equity and borrowings of the entity.
The classification of cash outflows resulting from acquisition of project companies as operating cash flows resulted in an impact of 51.892 KEUR (see note 32). Those cash flows were presented as investing activities in the previous periods.
Issue costs that may be directly allocated to an equity transaction are recorded as a deduction from equity. As a consequence, capital increases are recorded at the proceeds received, net of issue costs. Similarly, equity transactions on own participation are recognised directly under shareholders' equity.
Interest-bearing bank borrowings and overdrafts are recorded at the cash amount, less any transaction costs. After the initial recording they are measured at amortised cost. Any difference between the received consideration and the expected exit value is recognised under income over the term of the borrowing using the effective interest rate.
Short-term trade payables are recorded at their nominal value.
Derivative financial instruments are initially measured at cost and subsequently carried at their fair values. The method of recognising the unrealised result from derivatives depends on the nature of the hedged item. On the date a derivative contract is entered into, the instrument is designated either as a hedge of the fair value of recognised assets or liabilities (fair value hedge) or as a hedge of future cash flows (cash flow hedge). Changes in the fair value of derivative financial instruments designated as fair value hedge are recorded in profit and loss, in addition to the changes in the fair value of the hedged asset or liability. With respect to cash flow hedges, the changes in the fair value are recognised in the other elements of comprehensive income. The ineffective hedging portion is recorded directly in profit and loss.
The changes in the fair value of derivative instruments that do not meet the hedge accounting requirements are recognised directly under income.
Contract proceeds and costs are recognised according to the stage of completion of the contract based on the cost method (the relation between the costs already accrued for work performed and the total estimated contract costs) excluding the costs that do not reflect the work performed (land costs, goodwill allocated to the land, installation costs, etc.).
Contract proceeds include the amounts agreed to in the initial contract and in its amendments, indemnities, and other bonuses and incentive payments, if it is likely that they will be acquired and if they can be reliably measured.
Contract costs include costs that relate directly to the specific contract, expenses that may be allocated to contract activity in general and that may be reasonably allocated to the contract, and other similar costs that may be specifically invoiced to the customer under the terms of the contract.
If it seems that total contract costs will exceed total contract proceeds, the expected loss is immediately recognised as an expense.
Interests during construction are capitalised, for the projects started after 1 January 2009.
Inventories are measured at cost or net realisable value, whichever is lower.
The acquisition cost of purchased goods includes acquisition cost and incidental expenses. For finished goods and work in progress, the costprice takes into account direct expenses and a portion of production overhead without including administrative and financial expenses.
Interests during construction are capitalised, for the projects started after 1 January 2009.
When specific identification is not possible, cost is determined using the weighted average cost method. Net realisable value is the estimated selling price in the ordinary course of business less the estimated costs of completion and the estimated cost necessary to make the sale. The impairment in value or loss on inventories to bring them to their net realisable value is recognised as an expense in the year when the impairment in value or loss occurs.
Provisions are recognised when the Group has a present obligation (legal or constructive) as a result of a past event, when it is likely that an outflow of resources will be necessary to settle the obligation and when a reliable estimate of the amount of the obligation can be made.
The amount recognised as a provision is the best estimate of the expenditure required to settle the present obligation if necessary.
A provision for warranties is made when underlying products or services are sold. The measurement of the provision is based on historical data and by weighing all possible outcomes to which probabilities are associated (expected value method).
Contingent liabilities, which occurrence is not probably, are not recognised as a provision and are mentioned in the notes to the financial statements, provided that the risk is significant.
Contingent assets are not recognised in the financial statements.
The current post employment benefit plan of the Group is a defined benefit plan.
For such a plan, the cost of corresponding commitments is determined using the Projected Unit Credit Method, with present values being calculated at year end.
The amount recognised in the balance sheet represents the present value of commitments in terms of the defined benefit pension plans, less the fair value of plan assets and costs of rendered services not yet recognised. Any asset resulting from this calculation is limited to the present value of possible payments for the Group and the decreases in future contributions to the plan.
Actuarial gains and losses are directly recorded in the other elements of comprehensive income and are presented in the statement of comprehensive income.
Received government grants related to assets or investment subsidies are recognised in the balance sheet (presented under other long-term liabilities or other short-term liabilities) as deferred income. They are recognised as income in the same way as the asset margin to which they relate.
Group revenue comes mainly from real estate development activities (including project management services) and also from lease agreements.
Revenue from "real estate development" activities is measured at the fair value of the consideration received or receivable.
To the extent that the sale contract contains several distinct parts and whose delivery is separate, the different parts are recognised separately for the proceeds of the sale.
To the extent that the contract of sale of a property development (or part of this contract) qualifies as a construction contract, the proceeds of the sale is recognised at the advancement of the project, as detailed in paragraph 11.
To the extent that the sale contract of a property development (or part of this contract) does not qualifies as a construction contract, the proceeds of the sale is recognised at delivery, unless the contract states that there is continuing transfer of ownership in order to be possible to recognise the revenue of the sale over the period of the transfer of ownership, or at the advancement of the project.
With respect to operating leases, rent is recognised under income on a straight-line basis over the term of the lease, even if payments are not made on this basis. Lease incentives granted by the Group in negotiating or renewing an operating lease are recognised as a reduction of the lease income on a straight-line basis over the term of the lease.
The carrying amount of non-current assets (other than financial assets in the scope of IAS 39, deferred taxes and noncurrent assets held for sale) is reviewed at the end of each reporting period in order to determine if an indication exists that an asset has impaired. If such indication exists, the recoverable amount is then determined. Regarding intangible assets with indefinite useful lives and goodwill, the recoverable amount is estimated at the end of each reporting period. An impairment loss is recognised if the carrying amount of the asset or the cash-generating unit exceeds its recoverable amount. Impairment losses are presented in the income statement.
When the recoverable amount cannot be individually determined for an asset, including goodwill, it is measured at the level of the cash generating unit to which the asset belongs.
The revoverable amount of receivables and investments of the company held to maturity is the present value of the future cash flows, discounted at the original effective interest rate inherent to those assets.
The recoverable amount of other assets or cash-generating unit is its fair value less selling costs or its use value, whichever is higher. The latter is the present value of expected future cash flows from the asset or the respective cash generating unit.
In order to determine the value in use, the future cash flows are discounted using a pre-tax discount rate which reflects both the current market rate and the specific risks of the asset.
A reversal of impairment loss is recognised under income if the recoverable amount exceeds the net book value. However, the reversal may not lead to a higher book value than the value that would have been determined if no impairment loss had been initially recorded on this asset (cashgenerating unit). No reversal of impairment loss is recognised on goodwill.
Borrowing costs include interests on bank overdrafts and short- and long-term borrowings, amortisation of share premiums or repayment of borrowings, amortisation of accrued incidental borrowing costs. The costs are capitalised into the cost of qualifying assets.
Income tax for the year includes current and deferred tax. Current and deferred income taxes are recognised in profit and loss only if they relate to items recognised directly under shareholders' equity, in which case they are also recognised under shareholders' equity.
Current tax is the amount of income taxes payable (or recoverable) on the profit (or loss) in a financial year and the adjustments to tax charges of previous years.
Deferred tax is recognised using the liability method of tax allocation, based on timing differences between the book value of assets and liabilities in the consolidated accounts and their tax basis.
Deferred tax liabilities are recognised for all taxable timing differences.
Deferred tax assets are only recognised for deductible timing differences if it is likely that in the future they may be charged against taxable income. This criterion is re-evaluated at each reporting date.
A discontinued operation is a component of an entity that either has been disposed of or is classified as held for sale. Such component represents a separate major line of business or geographical area of operations that can be clearly distinguished, operationally and for financial reporting purposes. The net result of discontinued operations (including possible results on disposal and taxes) is presented separately from the continued operations in the income statement.
The deferred tax assets are only recorded as far that they may be in the future used against taxable income.
The tangible and intangible assets with a fixed useful live are straight line depreciated based on the estimation of the live time of these fixed assets.
The fair value of the investment properties is estimated by independent experts in accordance with the principles as described under note 13 of the financial statements.
As part of the tests of impairment losses, the recoverable value of an asset is estimated based on the present value of the expected cash flows generated by this asset.
For the provisions, the bookvalue fits with the best estimation of the expense necessary to pay off the present obligation (legal or implicit) at closing date.
The projects in inventory and construction contracts are subject to feasibility studies used for the release of margin and the computation of the rate of completion. At each closing date, the expenses to be incurred are estimated.
The accounts of the temporary joint ventures are accounted for in the financial statements using the proportionate consolidation method, each heading of the balance sheet and of the income statement is included in proportion to the share held by the partner in the temporary joint venture.
The core business of the Company, real estate development, includes the activities of "offi ces", "residential development" and "land development". Projects are allocated to sectors based on their allocation in offi ce buildings, residential buildings or parcelled or to parcel land.
The Group's activity, which was mainly carried out in Belgium and Grand Duchy of Luxembourg, is also carried out, since this year, in Poland.
| TURNOVER | OPERATING RESULT | |||
|---|---|---|---|---|
| 31-12-2011 | 31-12-2010 | 31-12-2011 | 31-12-2010 | |
| OFFICES | ||||
| Belgium | 11 310 | 58 640 | -1 186 | 11 054 |
| Grand Duchy of Luxembourg | 883 | 31 | 494 | -98 |
| Poland | 2 107 | - | 150 | - |
| SUBTOTAL OFFICES | 14 300 | 58 671 | -542 | 10 956 |
| RESIDENTIAL | ||||
| Belgium | 35 190 | 12 032 | 11 249 | 384 |
| Grand Duchy of Luxembourg | 4 029 | - | 768 | - |
| SUBTOTAL RESIDENTIAL | 39 219 | 12 032 | 12 017 | 384 |
| LANDBANKING | ||||
| Belgium | 25 704 | 11 147 | 11 115 | 1 877 |
| SUBTOTAL LANDBANKING | 25 704 | 11 147 | 11 115 | 1 877 |
| TOTAL CONSOLIDATED | 79 223 | 81 850 | 22 590 | 13 217 |
| Belgium | 72 204 | 81 819 | 21 178 | 13 315 |
| Grand Duchy of Luxembourg | 4 912 | 31 | 1 262 | -98 |
| Poland | 2 107 | - | 150 | - |
| Financial result | -5 424 | -4 880 |
|---|---|---|
| Share in the result of investments in associates | 305 | 2 859 |
| Income taxes | -1 297 | -670 |
| RESULT FROM CONTINUING OPERATIONS | 16 174 | 10 526 |
| NET RESULT | 16 174 | 10 526 |
| OFFICES | RESIDENTIAL DEVELOPMENT |
LAND DEVELOPMENT |
CONSOLIDATED | |
|---|---|---|---|---|
| 2011 | ||||
| Operating result | -542 | 12 017 | 11 115 | 22 590 |
| Amortisation, depreciation and impairment | -227 | -434 | 47 | -614 |
| Change in the fair value of investment property | -6 | - | - | -6 |
| Change in provisions | -886 | 34 | -20 | -872 |
| Disposal of participating interets | - | 59 | - | 59 |
| Change in working capital | -71 372 | -1 092 | -17 471 | -89 935 |
| OPERATING CASH FLOW BEFORE PAID INTERESTS AND PAID INCOME TAXES |
-73 033 | 10 584 | -6 329 | -68 778 |
| INVESTMENT CASH FLOW | 6 428 | 241 | -63 | 6 606 |
| 2010 | ||||
| Operating result | 10 956 | 384 | 1 877 | 13 217 |
| Amortisation, depreciation and impairment | 175 | 78 | 96 | 349 |
| Change in the fair value of investment property | -309 | - | - | -309 |
| Change in provisions | -1 407 | -381 | -414 | -2 202 |
| Disposal of participating interets | - | -49 | - | -49 |
|---|---|---|---|---|
| Change in working capital | -15 007 | 2 073 | -3 540 | -16 474 |
| OPERATING CASH FLOW BEFORE PAID INTERESTS AND PAID INCOME TAXES |
-5 592 | 2 105 | -1 981 | -5 468 |
| INVESTMENT CASH FLOW | 3 526 | 1 098 | - 24 | 4 600 |
| OFFICES | RESIDENTIAL DEVELOPMENT |
LAND DEVELOPMENT |
CONSOLIDATED | |
|---|---|---|---|---|
| 2011 | ||||
| Segment assets | 205 073 | 78 675 | 73 784 | 357 532 |
| Unallocated items1 | 49 266 | |||
| TOTAL ASSETS | 406 798 | |||
| Segment liabilities | 18 931 | 14 104 | 4 010 | 37 045 |
| Unallocated items1 | 186 961 | |||
| TOTAL LIABILITIES | 224 006 |
2010
| Segment assets | 124 070 78 123 |
58 685 | 260 878 |
|---|---|---|---|
| Unallocated items1 | 42 630 | ||
| TOTAL ASSETS | 303 508 | ||
| Segment liabilities | 23 927 12 178 |
6 527 | 42 632 |
| Unallocated items1 | 88 747 | ||
| TOTAL LIABILITIES | 131 379 |
| BELGIUM | GRAND DUCHY OF LUXEMBOURG | POLAND | TOTAL | |
|---|---|---|---|---|
| Segment assets 31-12-2011 | 240 123 | 54 499 | 62 910 | 357 532 |
| Segment assets 31-12-2010 | 214 313 | 46 565 | - | 260 878 |
The components of the turnover are as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Asset sales | 75 591 | 81 570 |
| Services fees | 510 | 280 |
| Rents | 3 122 | - |
| TOTAL TURNOVER | 79 223 | 81 850 |
Turnover is allocated as follows per segment:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices1 | 14 300 | 58 671 |
| Residential Development2 | 39 219 | 12 032 |
| Land Development3 | 25 704 | 11 147 |
| TOTAL TURNOVER | 79 223 | 81 850 |
In 2011, Immobel recorded two transactions representing each more than 10 % of the turnover. These two transactions impacting segments "residential development" and "land development".
This heading includes recoveries of taxes and withholdings, reinvoicing of expenses and other miscellaneous reimbursements.
Other operating income is allocated by segment as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | 1 537 | 2 293 |
| Residential Development | 166 | 1 337 |
| Land Development | 220 | 136 |
| TOTAL OTHER OPERATING INCOME | 1 923 | 3 766 |
1. The "offi ces" turnover is mainly infl uenced by the sale of the buildings of the third phase of the Forum project in Brussels City and by the sale of the South Crystal building in Brussels City.
2. Jardin des Sittelles in Brussels (Woluwe-Saint-Lambert), Jardins de Jette in Brussels (Jette), Foncière du Parc in Brussels City and Green Hill in the Grand Duchy of Luxembourg contribute in particular to the "residential development" turnover. In addition to these promotions, the "residential development" turnover is favourably infl uenced by the sale of some of the land in Haren (Brussels). This land, originally intended for residential development, was sold to the Régie des Bâtiments for the implementation of a new prison.
3. Major recurrent sales relate to the land development projects in Bredene, Chastre, Enghien, Limbourg, Mons and Waterloo. Turnover also includes proceeds from the sale of a retail project located in Wavre.
Cost of sales is allocated as follows per segment:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | -6 936 | -40 484 |
| Residential Development | -24 158 | -9 772 |
| Land Development | -11 385 | -6 493 |
| TOTAL COST OF SALES | -42 479 | -56 749 |
and are related with the turnover and the projects above.
This heading includes salaries and fees of personnel, Members of the Executive Committee and non-executive Directors. They break down as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Salaries and fees of personnel and Members of the Executive Committee | -5 760 | -5 176 |
| Salaries of the non-executive Directors | -662 | -421 |
| Social security charges | -424 | -582 |
| Pension costs - defined contribution plan | -209 | -146 |
| Other | -42 | -38 |
| PERSONNEL EXPENSES | -7 097 | -6 363 |
Tne number of full time equivalents for the personnel on 31 December, 2011 amount 18 as opposed to 26 in 2010. The year 2010 was positively infl uenced by use of provisions made in prior years.
Break down as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Amortisation of intangible assets and depreciation of tangible assets | -174 | -213 |
| Impairment loss on assets classified as held for sale | - | -36 |
| Impairment gain on participating interests available for sale | - | 17 |
| Write down on inventory | -471 | -14 |
| Reversal of write down on inventory | 928 | - |
| Write down on trade receivables | -5 | -104 |
| Reversal of write down on trade receivables | 336 | 1 |
| AMORTISATION, DEPRECIATION AND IMPAIRMENT OF ASSETS | 614 | -349 |
Break down as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Services and other goods | -8 274 | -8 760 |
| Provisions | 879 | 1 021 |
| Other expenses | -2 205 | -1 508 |
| OTHER OPERATING EXPENSES | -9 600 | -9 247 |
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Rent and service charges, including mainly rent and service charges for the registered office, current and older for 2010 (to link with the use of provision for evaluation and organisation of the Group - see the main components of provisions below) |
-508 | -1 448 |
| Third party payment, including in particular the fees paid to third parties and related to the turnover |
-6 301 | -6 423 |
| Other services and other goods, including company supplies, advertising, maintenance and repair expenses, etc. |
-1 465 | -889 |
| TOTAL SERVICES AND OTHER GOODS | -8 274 | -8 760 |
| Total amount of payments recognised under expenses for the year | -424 | -452 |
|---|---|---|
| Total minimum payments to be made: | ||
| - within one year | -389 | -416 |
| - after one year but within 5 years | -1 465 | -1 467 |
These amounts correspond mainly to the rent for the registered offi ce and cars.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Audit fees at consolidation level | -175 | -180 |
| Fees for extraordinary services and special missions accomplished within the Group1 : |
-28 | -265 |
| - Tax consulting missions | - | -40 |
| - Other missions outside the audit mission | -28 | -225 |
Main components of variations in provisions:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Provisions related to the sales | 861 | -4 |
| Provisions for evaluation & organisation of the Group | - | 1 095 |
| Other provisions | 18 | -70 |
| TOTAL VARIATIONS IN PROVISIONS | 879 | 1 021 |
| Increase | -267 | -356 |
| Use | 1 046 | 1 045 |
| Release | 100 | 332 |
The other expenses of -2,205 KEUR mainly concern taxes (property withholding taxes, regional and municipal taxes) not capitalised on assets included in inventory.
The fi nancial result breaks down as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Cost of gross financial debt at amortises costs | -6 210 | -4 881 |
| Activated interests on projects in development | 989 | - |
| Fair value changes on financial instruments | -241 | -198 |
| Financial income from cash investments | 284 | 423 |
| Other financial charges | -260 | -246 |
| Other financial income | 14 | 22 |
| FINANCIAL RESULT | -5 424 | -4 880 |
The amounts relating to fair value changes are from fi nancial instruments acquired for hedging purposes, but which were not designated as hedging for accounting hedges under IAS39. These instruments are detailed in note 20.
The result of associates, 305 KEUR, affects the "offi ces" activity.
Income taxes are as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Current income taxes for the current year | -2 065 | -445 |
| Current income taxes for the previous financial years | 53 | -45 |
| Deferred taxes | 715 | -180 |
| TOTAL OF TAX EXPENSES RECOGNIZED IN THE STATEMENT OF COMPREHENSIVE INCOME | -1 297 | -670 |
The reconciliation of the actual tax charge with the theoretical tax charge is summarised as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Result before taxes | 17 471 | 11 196 |
| Share in the result of investments in associates | -305 | -2 859 |
| RESULT BEFORE TAXES AND SHARE IN THE RESULT OF INVESTMENTS IN ASSOCIATES | 17 166 | 8 337 |
| THEORETICAL INCOME TAXE CHARGE AT 33.99 % | -5 835 | -2 834 |
| Tax impact: | ||
| - non-taxable income | - | 20 |
| - non-deductible expenses | -181 | -135 |
| - use of taxes losses and notional interests deduction carried forward on which no DTA was recognised in previous years |
5 595 | 1 521 |
| - losses and notional interests deduction in 2011, on which no DTA is recognised | -1 366 | 974 |
| Recognition during the year of DTA on tax losses and notional interests deduction generated in prior years |
445 | - |
| Adjustment to current income taxes for the previous financial years & Other | 45 | -217 |
| TAX CHARGE | -1 297 | -670 |
| EFFECTIVE TAX RATE OF THE EXERCISE | 7.6 % | 8.0 % |
Due to the absence of potential dilutive ordinary shares in circulation, the basic result per share is the same as the diluted result per share.
Basic earnings and diluted earnings per share are determined using the following information:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Average number of shares considered for basic earnings and diluted earnings | 4 121 934 | 4 121 934 |
| Net result from continuing operations | 16 174 | 10 526 |
| Group's share in the net result for the year | 16 184 | 10 550 |
| Net per share (in EUR): | ||
| - Result of the continuing operations | 3.92 | 2.55 |
| - Group's share in the net result of the year | 3.93 | 2.56 |
Property, plant and equipment evolve as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| ACQUISITION COST AT THE END OF THE PREVIOUS PERIOD | 1 682 | 1 686 |
| Acquisitions | 104 | 99 |
| Disposals and retirements | -44 | -103 |
| ACQUISITION COST AT THE END OF THE YEAR | 1 742 | 1 682 |
| DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE PREVIOUS PERIOD | -404 | -306 |
| Depreciations | -168 | -191 |
| Disposals and retirements | 44 | 93 |
| DEPRECIATIONS AND IMPAIRMENT AT THE END OF THE YEAR | -528 | -404 |
| NET CARRYING AMOUNT AS AT 31 DECEMBER | 1 214 | 1 278 |
Tangible assets consist primarily of development costs of the headquarters.
Investment property is measured by independent experts in accordance with the fair value model of the IAS 40 standard. Investment property evolve as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| FAIR VALUE ON 1 JANUARY | 2 280 | 1 971 |
| Change in the fair value recognised in the income statement | 6 | 309 |
| FAIR VALUE ON 31 DECEMBER | 2 286 | 2 280 |
This account contains a land under leasehold of an offi ce building.
The fair value of this asset is estimated considering the transfer charges to be on charge of the purchaser.
Key assumptions used to determine fair value:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Rental price (EUR) per m² of offices | 185 | 175 |
| Discount rate | 8.15 % | 8.50 % |
Investments in associates refer to the "offi ces development" activity and are as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| VALUE AS AT 1 JANUARY | 7 445 | 9 194 |
| Share in result | 305 | 2 859 |
| Acquisitions and transfers from accounts | 13 | 14 |
| Disposals and retirements | - | -179 |
| Dividends paid by the companies | -4 634 | - |
| Repayment of capital by the companies | -1 875 | -4 443 |
| CHANGES FOR THE YEAR | -6 191 | -1 749 |
| VALUE AS AT 31 DECEMBER | 1 254 | 7 445 |
The dividends paid et the repayment of capital have been made by the companies Espace Midi and Promotion Léopold. The condensed fi nancial statements of these entities are as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Total assets | 11 474 | 37 883 |
| Total liabilities | 7 394 | 8 241 |
| Net assets | 4 080 | 29 642 |
| Share in the net asset of the Group Immobel | 1 055 | 4 080 |
| Turnover | 6 534 | 2 549 |
| Net result of the year | 1 651 | 13 665 |
| Share of Immobel in the net result of the year | 305 | 2 859 |
The associates are listed under note 32.
The investments available for sale moved as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| VALUE AS AT 1 JANUARY | 77 | 70 |
| Disposals/Reverse | 0 | -10 |
| Impairment gain on participating interests | - | 17 |
| CHANGES FOR THE YEAR | 0 | 7 |
| VALUE AS AT 31 DECEMBER | 77 | 77 |
The book value as at 31 December 2011 of the participating interests available for sale is considered to be representative of their fair value.
Deferred tax assets or liabilities are recorded in the balance sheet on deductible or taxable temporary differences, tax losses and tax credits carried forward. Changes in the deferred taxes in the balance sheet having occurred over the fi nancial year are recorded in the income statement unless they refer to items directly recognised under the equity. Deferred taxes on the balance sheet refer to the following temporary differences:
| DEFERRED TAX ASSETS | DEFERRED TAX LIABILITIES | |||
|---|---|---|---|---|
| 31-12-2011 | 31-12-2010 | 31-12-2011 | 31-12-2010 | |
| Tax losses | 717 | 74 | - | - |
| Inventories | - | - | - | 335 |
| TOTAL | 717 | 74 | - | 335 |
| ASSETS | LIABILITIES | TOTAL | |
|---|---|---|---|
| ON 1 JANUARY 2011 | 74 | -335 | -261 |
| CHANGES FOR THE YEAR | 643 | 335 | 978 |
| ON 31 DECEMBER 2011 | 717 | - | 717 |
Deferred tax assets have been recognised in 2011 on tax loss carry forwards, where the subsidiaries have demonstrated taxable profi ts will be realised in the future.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| TAX LOSS AMOUNTS FOR WHICH NO DEFERRED TAX ASSET WAS RECOGNIZED IN THE BALANCE SHEET, FROM WHICH: |
33 327 | 45 893 |
| Expiring at the end of 2013 | 92 | 92 |
| Expiring at the end of 2014 | 176 | 377 |
| Expiring at the end of 2015 | 850 | 1 236 |
| Expiring at the end of 2016 | 1 019 | 1 579 |
| Expiring at the end of 2017 | 732 | 4 043 |
| Expiring at the end of 2018 | 1 210 | - |
| Not time-limited | 29 248 | 38 566 |
Inventories consist of buildings and land acquired for development and resale. Allocation of this position by segment is as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | 190 381 | 113 916 |
| Residential Development | 71 500 | 72 249 |
| Land Development | 65 982 | 54 604 |
| TOTAL INVENTORIES | 327 863 | 240 769 |
Allocation of this position by geographical area is as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Belgium | 217 141 | 194 759 |
| Grand Duchy of Luxembourg | 49 866 | 46 010 |
| Poland | 60 856 | - |
| TOTAL INVENTORIES | 327 863 | 240 769 |
The book value of inventories is as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| INVENTORY AS AT 1 JANUARY | 240 769 | 260 250 |
| Purchases for the year | 127 668 | 41 275 |
| Disposals of the year | -41 757 | -57 152 |
| Activated interests | 989 | - |
| Transfers from other accounts | -263 | -3 590 |
| Write-offs recorded | -471 | -14 |
| Write-offs reversed | 928 | - |
| MOVEMENTS DURING THE YEAR | 87 094 | -19 481 |
| INVENTORY AS AT 31 DECEMBER | 327 863 | 240 769 |
| Book value of inventories which are pledged for bank loan securities | 274 022 | 166 379 |
Break down of the movements of the year per segment:
| PURCHASES | DISPOSALS | ACTIVATED INTERESTS | TRANSFERS | NET IMPAIRMENT | NET | |
|---|---|---|---|---|---|---|
| Offices | 78 850 | -5 905 | 838 | 2 692 | -10 | 76 465 |
| Residential Development | 25 492 | -24 167 | 151 | -2 692 | 467 | -749 |
| Land Development | 23 326 | -11 685 | - | -263 | - | 11 378 |
| TOTAL | 127 668 | -41 757 | 989 | -263 | 457 | 87 094 |
Break down of the movements of the year per geographical area:
| PURCHASES | DISPOSALS | ACTIVATED INTERESTS | TRANSFERS | NET IMPAIRMENT | NET | |
|---|---|---|---|---|---|---|
| Belgium | 59 576 | -38 226 | 838 | -263 | 457 | 22 382 |
| Grand Duchy of Luxembourg | 7 236 | -3 531 | 151 | - | - | 3 856 |
| Poland | 60 856 | - | - | - | - | 60 856 |
| TOTAL | 127 668 | -41 757 | 989 | -263 | 457 | 87 094 |
With the exception of the risks and uncertainties inherent in the activities carried out by the Group (in particular a signifi cant increase in interest rates and credit margins, a downturn in the real estate market, changes in global economic trends, loss of interest by investors in the real estate market, a tightening of credit conditions by the banks,…) and in view of the building permits already obtained, the Board of Directors is confi dent that it will obtain the necessary permits to develop the Group's existing projects and is not aware, on the basis of the information currently available, of any major risks or uncertainties that could signifi cantly damage the Group's future results.
The main risks and uncertainties are developed in the Director's report.
Trade receivables refer to the following segments:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | 2 174 | 5 029 |
| Residential Development | 2 893 | 1 902 |
| Land Development | 5 889 | 2 950 |
| TOTAL | 10 956 | 9 881 |
The credit risk is related to the possible failing of the customers in respecting their commitments towards the Group.
Due to the nature of the customers, being mainly known investors, public clients or equivalent, the Group does not use instruments covering the customer credit risk.
The customers are closely followed up and adequate impairments are recorded as to cover the amounts that are considered being not recoverable.
At 31 December 2011 there was no concentration of credit risk with a sole third party. The maximum risk amounts to the book value of the receivables.
The recorded impairments of trade receivables is as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| BALANCE AT 1 JANUARY | 553 | 523 |
| Additions | 5 | 31 |
| Reversals | -336 | -1 |
| MOVEMENTS OF THE YEAR | -331 | 30 |
| BALANCE AT 31 DECEMBER | 222 | 553 |
The components of this account are:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Other receivables | 10 634 | 5 402 |
| from which: advances to joint ventures, associates and on projects in participation | 4 205 | 1 440 |
| taxes (other than income taxes) and VAT receivable | 3 518 | 786 |
| grants and allowances receivable | 1 358 | 515 |
| other | 1 553 | 2 661 |
| Deferred charges and accrued income | 4 532 | 956 |
| from which: on projects in developement | 3 833 | 558 |
| other | 699 | 398 |
| TOTAL OTHER CURRENT ASSETS | 15 166 | 6 358 |
and are related to the following segments:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | 9 675 | 2 350 |
| Residential Development | 4 074 | 3 364 |
| Land Development | 1 417 | 644 |
| TOTAL OTHER CURRENT ASSETS | 15 166 | 6 358 |
The Group's net fi nancial debt is the balance between the cash & cash equivalents and the fi nancial debts (current and non current). It is -136,714 KEUR as at 31 December 2011 compared to -53,941 KEUR as at 31 December 2010.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Cash and cash equivalents (+) | 46 964 | 34 239 |
| Non current financial debts (-) | 109 348 | 65 640 |
| Current financial debts (-) | 74 330 | 22 540 |
| NET FINANCIAL DEBT | -136 714 | -53 941 |
The Group's gearing ratio is 75 % as at 31 December 2011 compared to 31 % at the end of 2010.
Cash deposits and cash at bank and in hand amount to 46,964 KEUR compared to 34,239 KEUR at the end of 2010, representing an increase of 12,725 KEUR.
The available cash moved as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Term deposits with duration of maximum 3 months | 2 191 | 2 975 |
| Cash at bank and in hand | 44 773 | 31 264 |
| AVAILABLE CASH AND CASH EQUIVALENTS | 46 964 | 34 239 |
The explanation of the change in available cash is given in the consolidated cash fl ow statement.
Financial debts increase with 95,498 KEUR, from 88,180 KEUR at 31 December 2010 to 183,678 KEUR at 31 December 2011. The components of fi nancial debts are as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Bond issue maturity 21-12-2016 at 7 % - nominal amount 30 MEUR | 29 403 | - |
| Credit institutions | 79 945 | 65 640 |
| NON CURRENT FINANCIAL DEBTS | 109 348 | 65 640 |
| Credit institutions | 74 330 | 22 506 |
| Other debts | - | 34 |
| CURRENT FINANCIAL DEBTS | 74 330 | 22 540 |
| TOTAL FINANCIAL DEBTS | 183 678 | 88 180 |
Financial debts evolve as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| FINANCIAL DEBTS AS AT 1 JANUARY | 88 180 | 103 775 |
| Contracted debts | 100 922 | 19 503 |
| Repaid debts | -5 424 | -35 098 |
| FINANCIAL DEBTS AS AT 31 DECEMBER | 183 678 | 88 180 |
In connection with the acquisition of Cedet Sp. z o.o., the Group has taken a current debt amounting to 10 MEUR, which is not included in the cash fl ow statement (note 32).
All the fi nancial debts are denominated in EUR.
Immobel issued, in December 2011, a bond for an amount of 30 MEUR. The bonds will be redeemed in december 2016 at 100 % of their principal amount and bear a coupon of 7 %, payable annually in arrears. Except the bond, the fi nancing of the Group and the fi nancing of the Group's projects are provided based on a short-term rate, the 1 to 12 month euribor, increased by commercial margin.
Immobel disposes at December 31, 2011 of 60 MEUR credit facility (corporate credit signed in May 2011), of which 42 MEUR used at end of December 2011, due in June 2014.
Moreover, Immobel disposes at December 31, 2011 of confi rmed bank credit lines for 127.5 MEUR of which 112.3 MEUR used at end of December 2011. These credit lines (project fi nancing credits) are specifi c for certain projects in development.
At December 31, 2011, the book value of Group's assets pledged to secure the corporate credit and the project fi nancing credits amounts to 276 MEUR
The fi nancial debt schedule of the Group is summarised as follows:
| DUE IN | 2012 | 2013 | 2014 | 2016 | TOTAL |
|---|---|---|---|---|---|
| Bond | - | - | - | 29 403 | 29 403 |
| Corporate credit | - | - | 42 000 | - | 42 000 |
| Project Financing credits | 74 330 | 31 860 | 6 085 | - | 112 275 |
| TOTAL FINANCIAL DEBT | 74 330 | 31 860 | 48 085 | 29 403 | 183 678 |
On the basis of the situation as per 31 December 2011, each change in interest rate of 1 % involves an annual increase or decrease of the interest charge on debts at variable rate of 1,543 KEUR.
In the frame of the availability of long term credits, corporate or project fi nancing, the Group uses fi nancial instruments mainly for the hedging of interest rates.
At 31 December 2011, the derivative fi nancial instruments have been concluded as to hedge future risks and are the following:
| PERIOD | OPTIONS | STRIKE | NOTIONAL AMOUNTS |
|
|---|---|---|---|---|
| 06/2009 - 06/2012 | CAP bought | 3.50 % | 16 250 | |
| 02/2011 - 06/2013 | CAP bought | 3.50 % | 15 750 | |
| 06/2011 - 06/2014 | CAP bought | 4.00 % | 36 000 | |
| 09/2011 - 09/2012 | CAP bought | 5.00 % | 19 775 | |
| 03/2010 - 03/2014 | IRS bought | 3.02 % | 10 000 | |
| 03/2010 - 03/2014 | IRS bought | 3.07 % | 8 000 | |
| 03/2010 - 03/2014 | IRS bought | 2.99 % | 7 000 | |
| 06/2010 - 06/2013 | IRS bought | 2.88 % | 20 000 | |
| TOTAL | 132 775 |
The fair value of derivatives is determined based on valuation models and interest rate futures ("level 3"). The change in fair value of fi nancial instruments is recognized through the income statement as those have not been designated as cash fl ow hedges.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| FAIR VALUE OF FINANCIAL INSTRUMENTS | ||
| Cash flow hedges : | ||
| - Bought CAP Options | 20 | 3 |
| - Bought IRS Options | -1 827 | -1 827 |
| TOTAL | -1 807 | -1 824 |
| EFFECTIVE PART |
NON EFFECTIVE PART |
TOTAL | |
|---|---|---|---|
| CHANGE IN FAIR VALUE OF THE DERIVATIVE FINANCIAL INSTRUMENTS | |||
| SITUATION AT 1 JANUARY 2010 | -1 114 | -1 058 | -2 172 |
| Changes during the period | 1 114 | -766 | 348 |
| SITUATION AT 31 DECEMBER 2010 | - | -1 824 | -1 824 |
| Changes during the period | - | 17 | 17 |
| SITUATION AT 31 DECEMBER 2011 | - | -1 807 | -1 807 |
No instrument has been documented as hedge accounting at 31 December 2011.
The Company starts only new projects in case of appropriate fi nancing by corporate, specifi c fi nancing or pre-sale. As a consequence, the cash risk related to the progress of a project is very limited.
The Group is, for the majority of the mentionned fi nancial debts, subject to a number of fi nancial commitments.
These commitments are taking into account the equity, the net fi nancial debt and its relation with the equity and the inventories. At 31 December 2011, as for the previous years, the Group was in conformity with all these fi nancial commitments.
The Group does not currently hedge the foreign exchange rates risks on its development activities.
However, the functional currency of the offi ces activity currently developped in Poland has been determined to be the EUR, thereby eliminating any exchange risk.
The equity is 182,792 KEUR compared to 172,129 KEUR as at 31 December 2010, representing an increase of 10,663 KEUR. The explanation of the change in equity is given in the consolidated statement of changes in equity.
Immobel is attending to optimise the structure of its permanent capital through a balance between capital and long term debts. The target is to maximise the value for the shareholder while maintaining the required fl exibility to achieve the development projects. Other elements, like the expected return on each project and the respect of a number of balance sheet ratios, infl uence the decision taking.
The pensions and similar obligations cover the obligations of the Company as far as the group insurance is concerned. The amount recognised in the balance sheet represents the present value of obligations in terms of defi ned benefi t pension plans less the fair value of plan assets and any unrecognized past service costs.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| AMOUNTS RECORDED IN THE BALANCE SHEET | ||
| Present value of funded defined benefit obligations | 2 200 | 2 222 |
| Fair value of plan assets at the end of the period | -1 901 | -1 876 |
| LIABILITIES RECOGNISED IN THE BALANCE SHEET | 299 | 346 |
| MOVEMENTS OF THE NET OBLIGATIONS IN THE BALANCE SHEET | ||
| OBLIGATIONS AS AT 1 JANUARY | 346 | 786 |
| Total expense breaks down as follows: | 115 | -7 |
| - Cost of services rendered during the year | 93 | 114 |
| - Financial Cost | 99 | 114 |
| - Expected return on plan's assets | -77 | -74 |
| - Recognition of past service cost | - | -161 |
| Group contributions | -103 | -380 |
| Amount recognised in Statement of comprehensive income | -59 | -53 |
| OBLIGATIONS AS AT 31 DECEMBER | 299 | 346 |
| PRESENT VALUE OF THE OBLIGATIONS AS AT 1 JANUARY | 2 222 | 2 540 |
| Cost of services rendered during the period | 93 | 114 |
| Employee contributions | 37 | 41 |
| Interest cost | 99 | 114 |
| New vested past service cost | - | -161 |
| Actuarial (gains) losses | -109 | -104 |
| Paid benefits | -142 | -322 |
| PRESENT VALUE OF THE OBLIGATIONS AS AT 31 DECEMBER | 2 200 | 2 222 |
| FAIR VALUE OF THE PLAN ASSETS AS AT 1 JANUARY | 1 876 | 1 754 |
| Expected return on plan's assets | 77 | 74 |
| Group contributions | 103 | 380 |
| Employee contributions | 37 | 41 |
| Actuarial gains (losses) | -50 | -51 |
| Paid benefits | -142 | -322 |
| FAIR VALUE OF THE PLAN ASSETS AS AT 31 DECEMBER | 1 901 | 1 876 |
| Contribution of the employer expected for 2013/2012 | 104 | 129 |
| ACTUAL RETURN ON THE PLAN ASSETS | 26 | 22 |
| ACTUARIAL ASSUMPTIONS USED TO DETERMINE OBLIGATIONS | ||
| Discount rate | 3.80 % | 4.50 % |
| Expected rate of return on plan's assets | 4.10 % | 3.94 % |
| Expected salary growth rate | 3.50 % | 3.50 % |
| Average inflation rate | 2.00 % | 2.00 % |
The pension plans are funded through a group insurance. The underlying assets of the insurance contracts are primarily invested in bonds. The expected rate of return on the plan assets refl ects the guaranteed interest rate by the insurance company and the expected insurance dividends. The actuarial gain recognized in the statement of other comprehensive income equals 59 KEUR.
The accumulated amount of actuarial gains and losses recognized in other comprehensive income equals 424 KEUR. Historical review of the key fi gures of the four last years :
| 2011 | 2010 | 2009 | 2008 | |
|---|---|---|---|---|
| Present value of defined benefit obligations | 2 200 | 2 222 | 2 540 | 3 831 |
| Fair value of plan assets at the end of the period | 1 901 | 1 876 | 1 754 | 2 166 |
| Deficit of financed plans | 299 | 346 | 786 | 1 665 |
| Experience adjustments on: | ||||
| - plan assets | 223 | 136 | 1 168 | -88 |
| - plan liabilities | -50 | -51 | -83 | -64 |
The components of provisions are as follows:
| 31-12-2011 | 31-12-2010 | ||||
|---|---|---|---|---|---|
| Provisions related to the sales | 1 278 | 2 140 | |||
| Provisions for litigations | 2 980 | 2 980 | |||
| Other provisions | 218 | 240 | |||
| TOTAL PROVISIONS | 4 476 | 5 360 | |||
| RELATED TO THE SALES |
LITIGATIONS | OTHER | |||
| PROVISIONS AS AT 1 JANUARY | 2 140 | 2 980 | 240 | 5 360 | 7 175 |
| Additions | 86 | - | 180 | 266 | 356 |
| Utilisations | -848 | - | -202 | -1 050 | -1 839 |
| Release | -100 | - | - | -100 | -332 |
| CHANGES FOR THE YEAR | -862 | - | -22 | -884 | -1 815 |
| PROVISIONS AS AT 31 DECEMBER | 1 278 | 2 980 | 218 | 4 476 | 5 360 |
| From which current provisions | 1 479 | 2 357 |
Allocation of this position by segment is as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | 2 988 | 3 869 |
| Residential Development | 1 062 | 1 065 |
| Land Development | 426 | 426 |
| TOTAL | 4 476 | 5 360 |
These provisions made correspond to the best estimate of outgoing resources considered as likely by the Board of Directors.
The provisions are made up based in the risks related to the sales and to the litigations, in particular when the recognition conditions of those liabilities are met. The provisions related to the sales mainly consist of rental guarantees, good end of execution...
No provision has been recorded for the other litigations that mainly concern:
This account is allocated by segment as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Offices | 12 441 | 8 829 |
| Residential Development | 6 156 | 5 599 |
| Land Development | 2 286 | 1 539 |
| TOTAL TRADE PAYABLES | 20 883 | 15 967 |
The components of this account are:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Personnel debts | 611 | 861 |
| Taxes (other than income taxes) and VAT payable | 286 | 2 909 |
| Advance on sales (mainly related to residential projects) | 3 088 | 4 341 |
| Advances from joint ventures and associates | 2 313 | 5 099 |
| Accrued charges and deferred income | 1 052 | 858 |
| Operating grants | 2 263 | 2 263 |
| Other current liabilities | 1 774 | 2 804 |
| TOTAL OTHER CURRENT LIABILITIES | 11 387 | 19 135 |
Other current liabilities are related to the following segments:
| Offices | 3 359 | 9 773 |
|---|---|---|
| Residential Development | 6 832 | 5 113 |
| Land Development | 1 196 | 4 249 |
| TOTAL OTHER CURRENT LIABILITIES | 11 387 | 19 135 |
Trade receivables and payables and other receivables and payables
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Trade receivables | 10 956 | 9 881 |
| Other current assets | 15 166 | 6 358 |
| TOTAL OF TRADE RECEIVABLES AND OTHER CURRENT ASSETS | 26 122 | 16 239 |
| Trade payables | 20 883 | 13 342 |
| Other current liabilities | 11 387 | 19 135 |
| TOTAL OF TRADE PAYABLES AND OTHER CURRENT LIABILITIES | 32 270 | 32 477 |
| NET SITUATION OF RECEIVABLES AND PAYABLES | -6 148 | -16 238 |
The change in working capital by kind is established as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Inventories, including acquisition of entities that are not considered as business combinations | -77 055 | 20 082 |
| Trade receivables | -744 | -4 829 |
| Trade payables | 4 916 | -9 476 |
| Other current assets and liabilities | -17 052 | -22 251 |
| CHANGE IN WORKING CAPITAL | -89 935 | -16 474 |
Changes by segment are described under note 1 (fi nancial information by segment).
Repayment of capital and dividends collected relate to the companies Promotion Léopold and Espace Midi.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Guarantees from third parties on behalf of the Group with respect to: | ||
| - inventories | 48 085 | 47 014 |
| - construction contracts | 215 | 215 |
| - other assets | 329 | 329 |
| TOTAL GUARANTEES FROM THIRD PARTIES ON BEHALF OF THE GROUP | 48 629 | 47 558 |
| These guarantees consist of: | ||
| - guarantees "Real estate trader" (acquisitions with registration fee at reduced rate) | 13 615 | 13 201 |
| - guarantees "Law Breyne" (guarantees given in connection with the sale of houses or apartments under construction) |
7 036 | 11 521 |
| - guarantees "Good end of execution" (guarantees given in connection with the execution of works) | 16 718 | 11 576 |
| - guarantees "Payment" and "Other" (successful completion of payment, rental) | 11 260 | 11 260 |
| TOTAL | 48 629 | 47 558 |
| Mortgage power - Amount of inscription | 49 036 | 29 036 |
| Book value of Group's assets pledged for debt securities related to investment property and inventory as a whole |
276 308 | 168 659 |
| BOOK VALUE OF PLEDGED GROUP'S ASSETS | 276 308 | 168 659 |
| Amount of debts guaranteed by above securities | ||
| - Non current debts | 79 945 | 65 640 |
| - Current debts | 74 330 | 17 506 |
| TOTAL | 154 275 | 83 146 |
| Commitments for the acquisition of inventories | 15 124 | 38 618 |
| Commitments for the disposal of inventories | 26 607 | 13 521 |
| The commitments from which the value of acquisition or disposal can not be defined, because depending from future events (permit to obtain, number of m² to construct…), are not included. |
The list of subsidiaries, joint ventures and associates is included under note 32.
The transactions between Immobel, subsidiaries and joint ventures are eliminated in consolidation. The relationships with associates consist mainly of loans or advances, whose amounts are recorded in the balance sheet in the following accounts:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Other current assets | 1 229 | 541 |
| Other current liabilities | - | 3 088 |
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Cresida Investment S.à r.l. | 25.00 % | 25.00 % |
| JER Audrey S.à r.l. | 5.53 % | 5.53 % |
| Capfi Delen Asset Management n.v. | 5.06 % | 5.06 % |
| Fidea n.v. | 3.46 % | 3.46 % |
| KBC Assurances n.v. | 1.73 % | 1.73 % |
| Other | 59.22 % | 59.22 % |
| Number of representative capital shares | 4 121 934 | 4 121 934 |
Immobel has acquired on 2 February 2011 two offi ces projects to be developed in Poland. Those two transactions were completed with the company Centrum Development and Investments Polska Sp. z o.o., a related party of Cresida Investment S.à r.l., Reference shareholder of Immobel.
These are the salaries of Members of the Executive Committee and non-executive Directors.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Salaries | 3 897 | 3 234 |
| Post-employment benefits | 81 | 86 |
| Other Benefits | 9 | 9 |
| TOTAL | 3 987 | 3 329 |
These are relationships with related companies not included in the consolidation scope.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Amounts recognized as income | 0 | - |
| Amounts recognized as expenses | 276 | - |
| Amounts capitalized on inventories | 200 | - |
| Amounts due to related parties | 33 | - |
| Amounts due by related parties | 0 | - |
No signifi cant event that may change the fi nancial statements occured from the reporting date on 31 December 2011 up to 15 March 2012 when the fi nancial statements were approved by the Board of Directors.
Immobel has completed on 13 February 2012 an additional bookbuilding of 10 MEUR to the private placement of bonds of 15 December 2011.
The companies jointly controlled are listed under note 32. The participating interests of the Group in these companies are reported using the proportionate consolidation method grouping the accounts line by line. The share of the joint ventures in the consolidated fi nancial statements are detailed as follows:
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Total non-current assets | 2 | 5 |
| Total current assets | 117 200 | 84 934 |
| Total non-current liabilities | 7 565 | 18 518 |
| Total current liabilities | 42 718 | 23 278 |
| Total income | 6 970 | 3 885 |
| Total charges | 7 828 | 2 950 |
Companies forming part of the Group as at 31 December 2011:
| NAME | COMPANY NUMBER |
REGISTERED OFFICE |
% INTEREST1 |
|---|---|---|---|
| Cedet | - | Warsaw | 100.00 |
| Compagnie Immobilière de Lotissements (Lotinvest) | 0451 565 088 | Brussels | 100.00 |
| Compagnie Immobilière de Participations Financières (CIPAF) | 0454 107 082 | Brussels | 100.00 |
| Compagnie Immobilière de Wallonie (CIW) | 0401 541 990 | Wavre | 100.00 |
| Compagnie Immobilière Luxembourgeoise | - | Luxembourg | 100.00 |
| Entreprise et Gestion Immobilières (Egimo) | 0403 360 741 | Brussels | 100.00 |
| Espace Nivelles | 0472 279 241 | Brussels | 100.00 |
| Foncière Jennifer | 0464 582 884 | Brussels | 100.00 |
| Foncière Montoyer | 0826 862 642 | Brussels | 100.00 |
| Harmonia | 0444 218 131 | Brussels | 100.00 |
| Immobel Poland | - | Warsaw | 100.00 |
| Immobiliën Vennootschap van Vlaanderen (Investimmo) | 0403 342 826 | Brussels | 100.00 |
| Immobilière Deka | 0417 100 196 | Brussels | 100.00 |
| Katavia Invesment | - | Warsaw | 100.00 |
| Les Jardins du Nord | 0444 857 737 | Brussels | 76.00 |
| Okraglak Development | - | Warsaw | 100.00 |
| Project Papeblok | 0831 193 097 | Brussels | 100.00 |
| Quomago | 0425 480 206 | Brussels | 100.00 |
| The Green Corner | 0443 551 997 | Brussels | 100.00 |
| Torres Investment | - | Warsaw | 100.00 |
| Veldimmo | 0430 622 986 | Brussels | 100.00 |
| WestSide | - | Luxembourg | 100.00 |
| NAME | COMPANY NUMBER |
REGISTERED OFFICE |
% INTEREST1 |
|---|---|---|---|
| Bella Vita | 0890 019 738 | Brussels | 50.00 |
| Bitra Enterprise | - | Warsaw | 50.00 |
| Château de Beggen | - | Luxembourg | 50.00 |
| Espace Trianon | 0450 883 417 | Embourg | 50.00 |
| Fanster Enterprise | - | Warsaw | 50.00 |
| Foncière du Parc | 0433 168 544 | Brussels | 50.00 |
| Ilot Ecluse | 0441 544 592 | Gilly | 50.00 |
| Intergénérationnel de Waterloo | 0890 182 460 | Brussels | 50.00 |
| Lex 2000 | 0403 364 996 | Brussels | 50.00 |
| RAC 1 | 0819 582 791 | Antwerp | 40.00 |
| RAC 2 | 0819 585 959 | Antwerp | 40.00 |
| RAC 3 | 0819 588 830 | Antwerp | 40.00 |
| RAC 4 | 0819 593 481 | Antwerp | 40.00 |
| Société Espace Léopold | 0435 890 977 | Brussels | 50.00 |
| Temider Enterprise | - | Warsaw | 50.00 |
| Universalis Park | 0891 775 438 | Brussels | 50.00 |
| Vilpro | 0437 858 295 | Brussels | 50.00 |
| NAME | COMPANY NUMBER |
REGISTERED OFFICE |
% INTEREST1 |
|---|---|---|---|
| DHR Clos du Château | 0895 524 784 | Brussels | 33.33 |
| Espace Midi | 0402 594 342 | Brussels | 20.00 |
| Esplanade 64 | 0888 411 419 | Brussels | 25.00 |
| Promotion Léopold | 0439 904 896 | Brussels | 35.50 |
| SCOPE OF CONSOLIDATION - NUMBER OF ENTITIES | 31-12-2011 | 31-12-2010 |
|---|---|---|
| Subsidiaries - Global method of consolidation | 22 | 19 |
| Joint ventures - Proportionate method of consolidation | 17 | 14 |
| Associates - Equity method | 4 | 4 |
| TOTAL | 43 | 37 |
| 31-12-2011 | |
|---|---|
| Inventories | 61 063 |
| Other assets | 2 373 |
| Cash and cash equivalents | 776 |
| TOTAL ASSETS | 64 212 |
| Financial debts | 10 000 |
| Other liabilities | 1 544 |
| TOTAL LIABILITIES | 11 544 |
| PAID PRICE | 52 668 |
| Purchase price paid in cash | -52 668 |
|---|---|
| Acquired cash | 776 |
| OPERATING CASH FLOW | -51 892 |
The acquisitions are not recognized as business combinations under IFRS 3 since the acquired assets and liabilities are not activities ("business"). The acquired assets and liabilities are therefore accounted for using the applicable standard (mainly IAS 2 - "Inventories").
The undersigned persons state that, to the best of their knowledge:
On behalf of the Board of Directors:
Gaëtan Piret sprl Baron Buysse cmg cbe
Chief Executive Officer Chairman of the Board of Directors
on the consolidated fi nancial statements for the year ended 31 December 2011
(in thousands of EUR)
The Financial Statements of the parent company, Immobel SA, are presented below in a condensed form.
In accordance with Belgian company law, the Directors' report and Financial Statements of the parent company, Immobel SA, together with the Statutory Auditor's report, have been fi led at the National Bank of Belgium.
They are available on request from:
Immobel SA Rue de la Régence 58 BE-1000 Brussels Belgium www.immobel.be The Statutory Auditor issued an unqualifi ed report on the fi nancial statements of Immobel SA.
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| ASSETS | ||
| FIXED ASSETS | 105 848 | 114 561 |
| Start-up costs | 597 | - |
| Intangible fixed assets | 47 | 12 |
| Tangible fixed assets | 1 155 | 1 014 |
| Financial fixed assets | 104 049 | 113 535 |
| CURRENT ASSETS | 207 813 | 101 403 |
| Stocks and contracts in progress | 63 235 | 37 306 |
| Amounts receivable within one year | 109 170 | 37 278 |
| Short term investments | 192 | 212 |
| Cash balance | 34 128 | 26 125 |
| Deferred charges and accrued income | 1 088 | 482 |
| TOTAL ASSETS | 313 661 | 215 964 |
| LIABILITIES | ||
| SHAREHOLDERS' EQUITY | 183 645 | 171 936 |
| Capital | 60 302 | 60 302 |
| Reserves | 10 075 | 10 075 |
| Accumulated profits | 113 268 | 101 559 |
| PROVISIONS AND DEFERRED TAXES | 3 024 | 3 022 |
| Provisions for liabilities and charges | 3 024 | 3 022 |
| DEBTS | 126 992 | 41 006 |
| Amounts payable after one year | 83 700 | - |
| Amounts payable within one year | 43 019 | 40 944 |
| Accrued charges and deferred income | 273 | 62 |
| TOTAL LIABILITIES | 313 661 | 215 964 |
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| Operating income | 22 407 | 5 188 |
| Operating charges | -13 655 | -10 045 |
| OPERATING PROFIT | 8 752 | -4 857 |
| Financial income | 9 576 | 5 088 |
| Financial charges | -2 615 | -1 648 |
| FINANCIAL RESULT | 6 961 | 3 440 |
| OPERATING PROFIT BEFORE TAXES | 15 713 | -1 417 |
| Extraordinary income | 7 209 | 671 |
| Extraordinary charges | -3 996 | -4 604 |
| EXTRAORDINARY RESULT | 3 213 | -3 933 |
| PROFIT OF THE FINANCIAL YEAR BEFORE TAXES | 18 926 | -5 350 |
| Taxes | -4 | - |
| PROFIT OF THE FINANCIAL YEAR | 18 922 | -5 350 |
| PROFIT OF THE FINANCIAL YEAR TO BE APPROPRIATED | 18 922 | -5 350 |
| 31-12-2011 | 31-12-2010 | |
|---|---|---|
| PROFIT TO BE APPROPRIATED | 120 481 | 106 711 |
| Profit for the financial year available for appropriation | 18 922 | -5 350 |
| Profit carried forward | 101 559 | 112 061 |
| RESULT TO BE CARRIED FORWARD | 113 268 | 101 559 |
| Profit to be carried forward | 113 268 | 101 559 |
| PROFIT AVAILABLE FOR DISTRIBUTION | 7 213 | 5 152 |
| Dividends | 7 213 | 5 152 |
Tangible assets are recorded as assets net of accumulated depreciation, at either their cost price or contribution value (value at which they were brought into the business), including ancillary costs and non-deductible VAT. Depreciation is calculated by the straight line method.
The main depreciation rates are the following:
| • Buildings | 3 % |
|---|---|
| • Buildings improvements | 5 % |
| • Office furniture and equipment | 10 % |
| • Computer equipment | 33 % |
| • Vehicles | 20 % |
Financial Fixed Assets are entered either at their purchase price, after taking into account any amounts still not paid up and any write-offs made. They are written down if they suffer a capital loss or a justifiable long-term loss in value.
Amounts Receivable within one year and those receivable after one year are recorded at their nominal value. Writedowns are applied in case of permanent impairment or if the repayment value at the closing date is less than the book value.
Stocks are recorded at their purchase price or contribution value, including, in addition to the purchase price, the ancillary costs, duties and taxes relating to them. The infrastructure costs are recorded at their cost price. Realisation of stocks is recorded at the weighted average price. Work in progress is valued at cost price. Profits are, in principle, recorded on the basis of the percentage of completion of the work. Write-downs are applied as appropriate, according to the selling price or the market value. The sales and the purchases of properties are recorded at the signature of the notarial act in so far as the eventual conditions precedents are lifted and a clause of deferred property transfer is foreseen in the compromise under private signature.
Short term investments are recorded as assets at their purchase price (ancillary costs excluded) or contribution value. Their values are adjusted, provided that the depreciation is lasting.
Cash at bank and in hand are recorded at their nominal value. Values are adjusted if the estimated value at the end of the financial year is lower than the book value.
At the close of each financial year, the Board of Directors, acting with prudence, sincerity and in good faith, examines the provisions to be set aside to cover the major repairs or major maintenance and the risks arising from completion of orders placed or received, advances made, technical guarantees after sale or delivery and current litigations.
Amounts Payable are recorded at their nominal value.
Company name Immobel
Rue de la Régence, 58 1000 Brussels - Belgium RPM/RPR (Legal Entitites Register) - VAT BE 0405.966.675
Belgian registered joint stock company, constituted on 9 July 1863, authorised by the Royal Decree of 23 July 1863.
Indefinite
(Art. 12 of the Articles of Association – excerpt)
Any physical or moral person who acquires securities in the Company, whether representative of capital or not, conferring the right to vote, must declare to the Company and to the Belgian Banking, Finance and Insurance Commission the number of securities s/he holds, when the voting rights pertaining to these securities reach the level of three percent or more of the total voting rights that exist.
S/he must make the same declaration in the event of an additional acquisition of securities referred to in paragraph 1, if when this acquisition is completed, the voting rights pertaining to the securities that s/he possesses reach the level of five, ten, fifteen percent, and so on in tranches of five points, of the total number of existing voting rights.
He must make the same declaration in the event of disposal of securities when, following the disposal, his voting rights are reduced to below one of the thresholds referred to in paragraph 1 or paragraph 2.
When a physical or moral person acquires or transfers control, be it direct or indirect, de jure or de facto, of a company which possesses three percent at least of the voting power of the company, s/he must declare this to the company and to the Banking, Financial and Insurance Commission.
The aforementioned declarations must be addressed to the Banking, Financial and Insurance Commission, as well as to the Company, at the latest on the second work day after the completion of the acquisition or transfer concerned, without prejudice to the special legal provisions regarding securities acquired by succession.
Philippe Opsomer Tel.: 32(0)2/422.53.61 - Fax: 32(0)2/422.53.02 E-mail: [email protected]
Publication of annual accounts 2011: 15 March 2012 Ordinary General Meeting 2012: 24 May 2012 Publication of 2012 half-year results : 31 August 2012 Publication of 2012 annual accounts: March 2013 Ordinary General Meeting 2013: 23 May 2013
Joëlle Micha Tel.: 32(0)2/422.53.57 - Fax: 32(0)2/422.53.02 [email protected]
www.immobel.be
Lindsay Edwards – Christine Leroy
Massoz
www.chriscom.eu
© Georges De Kinder (Projects) © Laurent van Steensel (Portraits)
Airprint - Gabari (Advanced Real Estate Communication - www.gabari.be) – Trio Architecture – Christian Bauer & Associés Architectes + Digital Studio – © www.laurentphotoaerial.be (Alexandre Laurent) – Studio Arne Quinze
Immobel does its utmost to respect the legal prescriptions related to copyrights. It kindly invites any person whose rights may have been infringed to contact the Company.
This report is available in English, in Dutch and in French. Dit verslag is beschikbaar in het Nederlands, in het Frans en in het Engels. Ce rapport est disponible en français, en néerlandais et en anglais.
The original text of this report is in French. De oorspronkelijke tekst van dit verslag is in het Frans. Le texte original de ce rapport est en français.
Immobel Limited company Rue de la Régence, 58 - 1000 Brussels - Belgium
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