Quarterly Report • Aug 30, 2011
Quarterly Report
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- Consolidated Accounts -
José Lourenço Abreu Teixeira – Chairman Manuel Fernando Monteiro da Silva – Vice-Chairman António Manuel Oliveira Saramago – 1st Secretary Maria Olívia Almeida Madureira – 2nd Secretary
José Reis da Silva Ramos – Chairman Hiroyuki Ochiai – Member Miguel Silva Ramalho da Fonseca – Member Maria Angelina Martins Caetano Ramos - Member Salvador Acácio Martins Caetano – Member Miguel Pedro Caetano Ramos – Member Rui Manuel Machado de Noronha Mendes - Member Shigeki Enami – Alternate Member
José Domingos da Silva Fernandes - Chairman Takehiko Kuriyama - Member António Pimpão & Maximino Mota, SROC represented by António Maia Pimpão – Member Maria Livia Fernandes Alves - Alternate Member
José Pereira Alves, or by Hermínio António Paulos Afonso representing PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda., António Joaquim Brochado Correia – Alternate Member
| JUN '11 | JUN '10 | JUN '09 |
|---|---|---|
| 152.323.880 | 212.990.469 | 187.924.272 |
| 9.478.981 | 12.833.614 | 14.962.374 |
| -306.744 | 536.939 | 868.145 |
| 22.582.870 | 24.301.392 | 24.345.586 |
| 12.076.344 | 21.150.433 | 5.336.541 |
| 1.778 | 1.933 | 2.018 |
| 495.492 | 6.290.546 | 3.934.128 |
| 520.171 | 6.291.688 | 3.810.501 |
| 51,50% | 44,06% | 40,30% |
In accordance with the provisions laid down in article 246 (1-b) of Código dos Valores Mobiliários (Portuguese Securities Code), the interim report presented herein was prepared, containing indications from each of the Companies within Toyota Caetano Portugal's perimeter of consolidation concerning major events which occurred within the time period and their impact on the financial statements.
Simultaneously, the main expectations for the 2nd half of the current financial year are also presented, albeit in summary form.
The first half of the 2011 was marked by the violent earthquake and tsunami that occurred in Japan on 11 March, as well as by the effects of the global economic crisis.
The tsunami event forced TMC (Toyota Motor Corporation) to suspend its entire production, resulting in a decrease in the supply of material/parts for all Toyota Plants. The impact on the Ovar Plant forced the suspension of production during May and June. This situation led to the anticipation of the annual maintenance, and also to the signing of an agreement regarding a new bank of working hours between the Company and all employees, in force until 2014.
The national and international crisis has once again had a negative influence on Plant activity.
By analysing the results, we see that 941 units were produced in the Toyota business, corresponding to a decrease of 27% over the same period of 2010. Production of Dyna model for the export market decreased by 6% compared to the 1st half of 2010, with 440 vehicles being produced.
The combination of various factors (cyclical and strategic) led to the decision of transferring the Optimo activity to another Group company, where all activities regarding buses are now concentrated. These transfers were accompanied by a corresponding reduction in personnel.
Conversion and PDI business prepared 2,452 vehicles, corresponding to a fall of 28% over the same period last year.
| PRODUCTION | 2011 (JAN-JUN) |
2010 | 2009 | 2008 | 2007 |
|---|---|---|---|---|---|
| Toyota Physical Units | 941 | 2,553 | 1,967 | 5,947 | 4,924 |
| Minibuses Physical Units | 12 | 91 | 86 | 154 | 160 |
| Converted Physical Units | 2,452 | 6,316 | 5,677 | 10,046 | 11,682 |
| Total Employees | 229 | 297 | 340 | 360 | 343 |
Worthy of note was the visit paid by Mr. Didier Leroy, President and CEO of Toyota Motor Europe, on 11 May. During this visit, Mr. Leroy had the opportunity to acquaint himself with the reality of the Plant and assess its situation, as well as that of the market, with a view to planning the future.
The Ovar Plant was yet again shown recognition for its environmental efficiency at the 5th Toyota Global Eco Award, where it was awarded its third consecutive distinction.
VEHICLES
TOTAL MARKET
Source: ACAP
The 1st half of 2011 shows sharp downturns, with the market total falling approximately 20% against the same period of last year, totalling 111,049 units.
The drop in commercial vehicles is slightly lower than the one registered in light passenger vehicles (a drop of 18.7% vs.20.3%, respectively).
The downturn experienced by the market can be explained by the following factors:
| Jan-Jun '10 | Jan-Jun '11 | Var. | |
|---|---|---|---|
| RAC | 9.614 | 13.895 | + 44,5% |
| OTHERS | 129.176 | 97.154 | - 24,8% |
| TTL | 138.790 | 111.049 | - 20,0% |
RAC % in TTL 6,9% 12,5% + 5,6 p.p.
Source: ACAP
the end of government measures encouraging the recycling of End of life vehicles)
3) Nonetheless, the registered decrease is less severe due to the strong growth in the Rent-a-car segment (+45% compared to 2010), with the resulting increase in the share of the market total (+5.6 p.p.).
In line with the market tendency, Toyota shows a sharp downturn, with total sales of 4,380 units which translate into a total market share of 3.9%.
Toyota's performance was different depending on whether we are talking about Light Passenger or Commercial vehicles:
This drop in volume and performance is essentially due to:
(3) Some limitations in the supply of models originating in Japan, following March earthquake.
In Commercial Vehicles, a decrease of around 18% was registered, lower than the one registered in passenger vehicles, corresponding to a more positive behaviour than that of the market and representing a share growth of 0.1 p.p. compared to 2010.
This improved performance in relation to the market is sustained by:
(1) Strong growth in the CDVs segment, supported by the growth of the AURIS BIZZ; (2) An excellent performance in the Chassis Cab segment, in which - despite the sharp market downturn - we are able to show a growth of 3.5% over the past year, maintaining segment leadership with the Dyna model manufactured at our plant in Ovar.
| 2011 | 2010 | Deviation | ||
|---|---|---|---|---|
| Jan-Jun | Jan-Jun | Qty | % | |
| CT | 103 | 103 | 100% | |
| IS | 46 | 121 | -75 | -62.0% |
| GS | 4 | 5 | -1 | -20.0% |
| RX | 13 | 39 | -26 | -66.7% |
| LS | 1 | -1 | -100.0% | |
| Total | 166 | 166 | 0 | 0.0% |
| 2011 | 2010 | Deviation | ||
|---|---|---|---|---|
| Jan-Jun | Jan-Jun | Qty | % | |
| Premium Market | 16,233 | 18,590 | -2,357 | - 12.7% |
Source: ACAP
The 1st half of 2011 was characterized by the maintenance of the Lexus sales volume compared to the same period last year. This value stayed above the Premium Market's behaviour, which suffered a decrease of 12.7% compared to the same period of 2010. The maintenance of the sales volume is entirely due to the introduction of the new model CT200h into the C Premium segment. The other models registered steep decreases (IS: -62% compared to the 1st half of 2010; RX: -66.7% compared to the same period last year and, finally, GS with -20%).
For the 2nd half of 2011 we expect an increase in the difficulties resulting from the country's current economic situation, namely with respect to access to financing. However, the fact that we have an entirely new product, which is well positioned in terms of price within the 2nd most important segment in the Premium market, will enable Lexus to reach its objective of 361 units for the current year.
| MARKET | TOYOTA + BT SALES | |||||||
|---|---|---|---|---|---|---|---|---|
| 1st Half | Variation | 1st Half'10 | 1st Half'11 | |||||
| '10 | '11 | % | Qtd . | Quota | Qtd . | Quota | % | |
| Forklifts | 425 | 420 | -1,2% | 95 | 22,4% | 81 | 19,3% | -14,7% |
| Counter-balanced | ||||||||
| Warehouse | 483 | 584 | 20,9% | 104 | 21,5% | 175 | 30,0% | 68,3% |
| Equipment | ||||||||
| TOTAL CHM | 908 | 1004 | 10,6% | 199 | 21,9% | 256 | 25,5% | 28,6% |
Source : ACAP
With the 1st half of the year having come to an end, it was registered that in global terms the domestic market for cargo handling machines (CHM) registered an increase of approximately 10.6%. This growth was essentially influenced by sales of warehouse equipment resulting from the fleet renewal of an important national client.
Reflecting the general tendency triggered by the economic and financial crisis, as well as the contraction in investment by companies, the counter-balanced forklift market decreased by 1.2%.
Overall, our sales increased 28.6%, thereby increasing our market share from 21.9% to 25.5% and thus reinforcing our market leadership.
With regard to Toyota Counter-balanced Forklifts we reached, in the first 6 months of the year, 81 units with an accumulated share of 19.3%.
Regarding Warehouse Equipment BT, the sales volume amounted to 175 units, with an accumulated share of 30.0% as at June.
| Product | Sales 1st Half 2010 |
Sales 1st Half 2011 |
Growth % 2011/2010 |
|---|---|---|---|
| Parts/ Accessories/Merchandising | 21,372,535 | 21,503,902 | 0.6% |
| Extracare/Eurocare Services | 1,138,247 | 979,339 | -14.0% |
| Total | 22,510,782 | 22,483,241 | -0.1% |
During the first half of 2011, Toyota's After Sales Division invoiced approximately 21.5 million Euros in parts, accessories and merchandising. This value represents an increase of 0.6% compared to invoicing obtained during the same period in 2010.
On the contrary, service sales (namely 'Eurocare', 'Extracare' and 'Euroassistance') shows a downturn trend. These services' turnover totalised 979 thousand Euros, less 14.0% than in the previous year. It is worth noting that 'Eurocares' involved in the Accelerator Pedal Inspection campaign, totalling 157,000 Euros, are included in the first quarter of last year.
Note: the following analysis refers only to sales of parts, accessories and merchandising (therefore not including the sale of services).
| Weight (%) in Sales Total | |||
|---|---|---|---|
| 1st Half 2010 | 1st Half 2011 | ||
| Genuine Toyota Parts | 84.7% | 87.4% | |
| Nationally Incorporated Parts | 4.2% | 4.1% | |
| Accessories * | 10.3% | 7.9% | |
| Merchandising * | 0.8% | 0.6% |
* Accessories and Merchandising encompass both genuine and national material.
The sale of Genuine Toyota parts stands for the largest share of overall sales, and corresponded to 87.4% of those sales (slightly higher than the 84.7% in the first half of 2010).
The Official Toyota Assistance network is the main client of the After Sales Division. This client got 91.6% of global turnover, corresponding to 19.7 million Euros. This is a growth of 2.2% (+422,000 Euros) when compared with the same period of the previous year.
As a final note to the comments on the activity developed, we would like to point out that sales results for the first half of this year reflect the current state of economic contraction in Portugal. Affected by an adverse economic climate, the priority lies in expenditure containment, which seriously affects the automobile business. In an attempt to reverse this unfavourable situation, Toyota Caetano Portugal has implemented several measures, of which we highlight the following:
Additionally, some measures have been considered which will be implemented during the second half of 2011, aiming at promoting the retention of clients who own vehicles with more than 7 years, as well as a more dynamic use of the Express Service.
The severe economic contraction which the country has been experiencing and that naturally affects all areas of the Company, namely the management of Human Capital.
This context demands great discipline from everybody in their individual performance, but this is especially true for those who bear the responsibility of team leadership. This is a very important focus that has been asked to all the managers of the various structures, with the objective of reducing expenditure while simultaneously keeping the teams consistent and motivated.
Even so, the stance that has always characterized the Company – sharing income with Employees – and even during these unfavourable times, led to the decision, taken during the General Shareholders' Meeting on 28 April, of awarding an extraordinary bonus, to be distributed according to performance.
This is undoubtedly a sign that, above all, provides motivation, enabling the fulfilment of winning objectives and values which generate cohesion within the Organization.
There has already been much discussion on the economic and financial crisis that has been affecting many European economies, unfortunately with more immediate and serious repercussions in Greece, Ireland and Portugal.
Toyota Caetano Group, due to the location of the majority of its business (in the Portuguese market) and also because of its Core Business (automotive sector), was clearly very exposed to the crisis which had already arrived in 2010 but which became much more serious in the first half of 2011.
In fact although it is the case that the overall fall in the car market in the first quarter of this year was thought to be a result of the advance purchase that occurred in late 2010, it is also true that the second quarter did not bring any new improvements, and the sector remained stuck in an unprecedented slump, which even the traditional rent-a-car business has been unable to evade.
The drop in demand caused by lack of consumer confidence, coupled with cuts in consumer credit introduced by the Banks operating in our country, also explain the almost 20% fall in the Portuguese car market in the first half of 2011.
The funding limitations in the financial sector in turn led to a significant increase in debt costs (spreads) which, added to the upswing in the reference rates (Euribor) compounded the inability of many small and medium companies to renew their service fleet.
Obviously, some counter-measures have already been taken, notably in the financial area in order to safeguard the future, particularly:
Fixing of the reference interest rate for a period of three years to about 40% of the expected debt.
Fixing of the exchange rate for businesses with turnover in pounds for the current financial year.
Meanwhile in other operational areas certain measures/decisions which are also significant have been taken, including:
a) Decommissioning of Factory 2 in Ovar, with transfer of its production (Óptimo mini-buses) to another Industrial Unit of Salvador Caetano Group, and subsequent negotiation of mutual agreements with the workers who expressed a wish not to transfer workplace.
Note: The costs of mutual agreement compensation registered in the period under review for Toyota Caetano Group exceeded 1.7 million Euros, which directly affected the income for the period.
Finally, two positive notes in this analysis that reflect balanced financial management:
Improvement in the Degree of Financial Autonomy to a comfortable 51,5%
Reduction in Bank Liabilities of more than 3.5 million Euros following the reduction of activity.
In terms of the outlook for the remainder of this year, we think that the low level of demand will remain, thus conditioning our business and the income generated. However, we have total confidence in the effectiveness of the measures already taken, and therefore expect that 2011 financial year will show positive results with a second half year somewhat better than the first, with the launch of the new Yaris model, which is very important for the brand and will take place during this period.
As a result of the recession that the market is facing, CA has also registered a significant reduction in the turnover achieved in this 1st half (35 million Euros) compared to the same period last year. (a reduction of 2,371 units sold).
However, the after-sales business, mostly due to an improvement in occupancy rates, minimized this decrease by registering an operating income of more than 2 million Euros.
Meanwhile, also by having foreseen this situation, the Company Directors have made an effort to contain fixed expenses and, wherever possible, to reduce them. This objective was fulfilled and is visible in the reduction of External Supplies and Services and also in the reduction of staff costs, resulting from the signing of mutual agreements.
Last year's financial report already predicted that 2011 would be a difficult year, mired in full economic recession.
Indeed, the first half of 2011 has already registered the effects of the current crisis, and this has been felt by Auto Partner – Comércio de Automóveis, with a reduction of around one million Euros in accumulated turnover up to June, when compared with the same period of last year. (less 72 units sold)
However, the after-sales business, as a result of the effort to improve occupancy rates, managed to substantially minimize this impact.
To withstand the recession, the Directors of Auto Partner – Comércio has also adjusted its human structure to current needs by restructuring and taking advantage of available synergies, resulting in several mutual agreements with an impact of 8,000 Euros on the income of the half-year.
The first half of 2011 has already registered the effects of the current crisis, and Caetano Colisão (Norte), SA. has naturally kept pace with and felt the effects of this economic recession.
However, since in major collision the business depends more on the accidents which effectively occur than on the economic situation itself, turnover has stayed at around 3 million Euros, a similar amount to the one registered in the same period of the previous year.
Nonetheless, having foreseen current market difficulties, the Company's Directors have made an effort to adjust the entire human structure of the organization, resulting in mutual agreements already registered in this semester to an amount of approximately 10,000 Euros.
In parallel, efforts were made to capture and maintain major Clients such as fleet management services and insurance companies, with the aim of optimizing the structure installed and thereby leverage improved income.
In view of the abovementioned constraints and in individual terms, accumulated income up to June 2011 registered losses of approximately 32,000 Euros.
These entities, as holding companies, reflect in their operations, above all, income of their controlled companies, through application of the Equity Method.
As in the consolidation process, these movements are purged, only the costs relating to auditors' fees and some interest charged by banks were effective in these companies, which overall were not significant.
This year we began to experience a slight improvement in the main areas of economic activity in Cape Verde – tourism and Civil Construction.
Indeed, demand for vehicles recovered during the first half of this year compared to last year. Naturally, numbers are still far from those achieved in 2009.
The difficulty that Toyota brand has been experiencing in fulfilling our orders may give rise to another crisis during the 2nd half of this year, due to a manifest lack of supply.
Toyota existing stocks cover only 15 days, which fully justifies these fears.
Although during July, we have received 14 units only, in August there have been a normalization of supplies.
The company's total fleet at the end of the 1st half consists of 2,204 units, which corresponds to an increase of 428 units, compared with the same period last year. The occupancy rate is quite close to 100%.
Total Fleet vehicles has the following structure:
| Light Passenger Vehicles: | 1,866 uts | (84.66%) |
|---|---|---|
| Light Commercial Vehicles: | 48 uts | ( 2.18%) |
| Industrial Machines: | 290 uts | (13.16%) |
The significant increase in the fleet was due mainly to the 'RACs' segment, where the number of units purchased was 807 of the 960 purchases made during the 1st half. Turnover reached 2.7 million Euros, which represents an increase of around 39% in comparison to the same period last year.
The increase in depreciation costs by virtue of the increase in the fleet led to a loss in the period but a recovery is expected for the 2nd half of this financial year with the disposal of a significant part of the fleet.
The first half of 2011 is marked by the beginning of series production of the C5 chassis, with a total of 13 C5-Diesel model Chassis having been manufactured.
Together with the Kaizen Institute, the "Kaizen Line Design and Chassis Production Warehouse" project was initiated.
Implementation of a layout defined for this project, with definition of the storage areas of the materials, component pre-assembly and assembly line for the whole production of the front and rear chassis modules, as well as an inspection and final testing area.
Employees experienced in the areas of engineering and quality were transferred from CaetanoBus to Caetano Components, with the objective of obtaining the best results.
In the seat sector, we continue with a significant production level due to the order for seats for the Levante model (60+55 units) and Winner model (22 units).
The cast products and covers sectors maintained the same production plan as last semester.
New equipment was acquired in the Metalwork sector, enabling adjustments to the thickness of materials used in the chassis.
In relation to production, this sector maintained its activity of cutting and preparation of material for the various Caetanobus products, with this semester having been occupied for the most part by the order of Levante units.
Other clients of Caetano Components, such as EFACEC and Manitowoc, have significantly reduced their volume of orders.
In the case of EFACEC, the supply contract was cancelled as of the second half of 2011.
Contacts have been established aiming at the alienation of C Pavilion and, in parallel, the transfer of the cast manufacturing activity.
Activities planned for the second half are as follows:
Chassis: integral assembly of Chassis with an expected increase in cadences;
Metalwork: production of chassis and bodywork parts for Ovar Plant and for CBUS;
Seats: continuation of seat cover production and seat assembly.
Companies without activity in the period under review and facing formal closure implementation.
We declare, under the terms and for the purposes provided for in article 246(1-c) of the Código dos Valores Mobiliários (Portuguese Securities Code), that to the best of our knowledge, the consolidated financial statements of Toyota Caetano Portugal regarding the 1st half of 2011 were prepared in accordance with applicable accounting standards, giving a true and fair view of the assets and liabilities, the financial condition and the income of this company, and that the interim management report faithfully shows the information required under article 246(2) of CVM (Portuguese Securities Code).
Vila Nova de Gaia, 25 August 2011
The Board of Directors
José Reis da Silva Ramos – Chairman Hiroyuki Ochiai Miguel Silva Ramalho da Fonseca Maria Angelina Martins Caetano Ramos Salvador Acácio Martins Caetano Miguel Pedro Caetano Ramos Rui Manuel Machado de Noronha Mendes
(under item a) Article 9º Reg. 5/2008 of CMVM)
JOSÉ REIS DA SILVA RAMOS: As at 26 April 2011, he disposed of 125,590 shares at € 3.70 each, and as such as at 30 June 2011 he holds no shares or obligations.
HIROYUKI OCHIAI – Holds no shares or obligations.
MIGUEL SILVA RAMALHO DA FONSECA – Holds no shares or obligations.
MARIA ANGELINA MARTINS CAETANO RAMOS – Holds no shares or obligations. As at 26 April 2011, her spouse disposed of 125,590 shares at € 3.70 each, and as such as at 30 June 2011 she holds no shares or obligations.
SALVADOR ACÁCIO MARTINS CAETANO – Holds no shares or obligations.
MIGUEL PEDRO CAETANO RAMOS – As at 26 April 2011, he disposed of 1,130 shares at € 3.70 each, and as such as at 30 June 2011 he holds no shares or obligations.
RUI MANUEL MACHADO DE NORONHA MENDES – Holds no shares or obligations.
SHIGEKI ENAMI – Holds no shares or obligations.
Maria Angelina Martins Caetano Ramos - Chairman of the Board of Directors, Salvador Acácio Martins Caetano – Vice Chairman of the Board of Directors, José Reis da Silva Ramos and Miguel Pedro Caetano Ramos - Members of the Board of Directors of GRUPO SALVADOR CAETANO, SGPS, S.A., this Company registered no changes and as such as at 30 June 2011 held 21,000,000 shares, with the nominal value of one euro each.
José Reis da Silva Ramos – spouse of Maria Angelina Martins Caetano Ramos - Chairman of the Board of Directors, Salvador Acácio Martins Caetano and Rui Manuel Machado de Noronha Mendes - Members of the Board of Directors of FUNDAÇÃO SALVADOR CAETANO, SGPS, S.A., this Company purchased as at 4 January 2011, 10 shares at € 3.72 Euros each; as at 6 January 2011, 1,650 shares at € 3.70 each; as at 8 February 2011, 1,000 shares at € 3.70 each; as at 9 February 2011, 6,500 shares at € 3.70 each; as at 10 February de 2011, 2,926 shares at € 3.70 each; as at 22 February 2011, 140 shares at € 3.70 each, as at 2 March 2011, 190 shares at € 3.70 each, as at 15 March 2011, 1,744 shares at € 3.70 each, as at 16 March 2011, 804 shares at € 3.70 each, as at 17 March 2011, 80 shares at € 3.70 each, as at 15 April 2011, 256,500 shares at € 4.09 each, as at 19 April 2011, 101 shares at € 3.70
each, as at 5 May 2011, 2,000 shares at € 3.70 each, as at 6 May 2011, 3,440 shares at € 3.70 each, as at 27 June 2011, 90 shares at € 3.70 each, and as such as at 30 June 2011 it held 281,814 shares, with the nominal value of one Euro each.
Maria Angelina Martins Caetano Ramos - spouse of José Reis da Silva Ramos, Chairman of the Board of Directors and Miguel Pedro Caetano Ramos, Vice Chairman of the Board of Directors of COVIM – Sociedade Agrícola, Silvícola e Imobiliária, S.A., this Company purchased as at 26 April 2011, 393,252 shares at € 3.70 each, and as such as at 30 June 2011, it held 393,252 shares, with the nominal value of one Euro each.
Maria Angelina Martins Caetano Ramos - spouse of José Reis da Silva Ramos, Chairman of the Board of Directors and Salvador Acácio Martins Caetano - Member of the Board of Directors of COCIGA – Construções Civis de Gaia, S.A., this Company registered no changes and as such as at 31 December 2010 it held 290 shares, with the nominal value of one euro each.
José Domingos da Silva Fernandes – Holds no shares or obligations.
Takehiko Kuriyama – Holds no shares or obligations.
António Pimpão & Maximino Mota, SROC represented by António Maia Pimpão – Holds no shares or obligations.
PricewaterhouseCoopers & Associados - Sociedade de Revisores Oficiais de Contas, Lda., represented by José Pereira Alves, or by Hermínio António Paulos Afonso - Holds no shares or obligations.
| Shares Held As at 31.12.10 |
Shares Acquired As at 2011 |
Shares Sold As at 2011 |
Shares Held As at 30.06.11 |
|
|---|---|---|---|---|
| JOSÉ REIS DA SILVA RAMOS (Chairman) | 125,590 | -- | 125,590 | -- |
| HIROYUKI OCHIAI (Member) | -- | -- | -- | -- |
| MIGUEL SILVA RAMALHO DA FONSECA (Member) | -- | -- | -- | -- |
| MARIA ANGELINA M. CAETANO RAMOS (Member) | -- | -- | -- | -- |
| SALVADOR ACACIO MARTINS CAETANO (Member) | -- | -- | -- | -- |
| MIGUEL PEDRO CAETANO RAMOS (Member) | 1,130 | -- | 1,130 | -- |
| RUI MANUEL MACHADO DE NORONHA MENDES (Member) | -- | -- | -- | -- |
| SHIGEKI ENAMI (Director – Alternate Member) | -- | -- | -- | -- |
| JOSÉ DOMINGOS DA SILVA FERNANDES (Chairman Audit Board) | -- | -- | -- | -- |
| TAKEHIKO KURIYAMA (Member Audit Board) | -- | -- | -- | -- |
| ANTÓNIO PIMPÃO & MAXIMINO MOTA, SROC, REPRESENTED BY | -- | -- | -- | -- |
| ANTÓNIO MAIA PIMPÃO (Member Audit Board) | ||||
| PRICEWATERHAUSECOOPERS & Associados, SROC, S.A., REPRESENTED BY JOSÉ PEREIRA ALVES OR BY HERMINIO ANTÓNIO PAULOS AFONSO (Statutory Auditor - Permanent) |
-- | -- | -- | -- |
| SHAREHOLDERS | Shares | Shares | Shares | Shares |
|---|---|---|---|---|
| Held | Acquired | Sold | Held | |
| As at 31.12.2010 | As at 2011 | As at 2011 | As at 30.06.11 | |
| TOYOTA MOTOR EUROPE NV/SA | 9,450,000 | -- | -- | 9,450,000 |
| SHAREHOLDERS | Shares | Shares | Shares | Shares |
|---|---|---|---|---|
| Held | Acquired | Sold | Held | |
| As at 31.12.2010 | As at 2011 | As at 2011 | As at 30.06.11 | |
| GRUPO SALVADOR CAETANO, SGPS, SA | 21,000,000 | -- | -- | 21,000,000 |
| SHAREHOLDER | Shares | % of voting rights |
|---|---|---|
| GRUPO SALVADOR CAETANO - SGPS, SA | 21,000,000 | 60.00 |
| TOYOTA MOTOR EUROPE NV/SA | 9,450,000 | 27.000 |
| SALVADOR FERNANDES CAETANO (HEIRS OF) | 1,399,255 | 3.998 |
| Millenium BCP – Gestão de Fundos de Investimentos, S.A. representing the securities' funds it manages, as follows: |
||
| Millennium Acções Portugal |
630,540 | 1.80 |
| Millennium PPA |
473,468 | 1.35 |
| Millennium Poupança PPR |
71,826 | 0.21 |
| Millennium Investimento PPR |
41,205 | 0.12 |
| Millennium Aforro PPR |
9,896 | 0.03 |
| ASSETS | Notes | 30-06-2011 | 31-12-2010 |
|---|---|---|---|
| NON-CURRENT ASSETS | |||
| Intangible Assets | 4 | 539.499 | 313.801 |
| Tangible Fixed Assets | 5 | 101.490.023 | 98.443.328 |
| Goodwill | 7 | 611.997 | 611.997 |
| Investment property | 6 | 16.723.161 | 16.910.528 |
| Available for sale Investments | 8 | 3.402.389 | 3.395.705 |
| Deferred tax | 13 | 2.400.499 | 2.506.497 |
| Accounts Receivable | 10 | 1.490.105 | 1.556.626 |
| Outros activos não correntes | |||
| Total non-current assets | 126.657.673 | 123.738.482 | |
| CURRENT ASSETS | |||
| Inventories | 9 | 62.418.340 | 66.797.892 |
| Accounts Receivable | 10 | 46.984.346 | 68.808.514 |
| Other Credits | 11 | 7.855.014 | 7.970.625 |
| Public Entities | - | 3.098.044 | 1.636.769 |
| Other Current Assets | 12 | 2.151.738 | 2.115.892 |
| Available for sale Investments | - | - | - |
| Cash and cash equivalents | 14 | 11.922.708 | 20.102.375 |
| Derivative financial instruments | 25 | 44.381 | |
| Total current assets | 134.474.571 | 167.432.067 | |
| Total assets | 261.132.244 | 291.170.549 | |
| SHAREHOLDERS' EQUITY & LIABILITIES | |||
| EQUITY | |||
| Share capital | 15 | 35.000.000 | 35.000.000 |
| Legal Reserve | - | 7.498.903 | 7.498.903 |
| Revaluation reserves | - | 6.195.184 | 6.195.184 |
| Translation reserves | - | (1.695.238) | (1.695.238) |
| Fair value reserves | - | (293.657) | (271.329) |
| Other Reserve | - | 86.261.437 | 81.278.229 |
| Net Income | - | 520.171 | 11.740.117 |
| 133.486.800 | 139.745.866 | ||
| Non-controlled Interests | 17 | 1.005.492 | 1.081.820 |
| Total equity | 134.492.292 | 140.827.686 | |
| LIABILITIES: | |||
| NON-CURRENT LIABILITIES | |||
| Long-term Bank loans | 18 | - | 250.000 |
| Other Loan | 18 | 1.826.359 | 1.908.747 |
| Other Creditors | 20 | 5.888.646 | 6.621.087 |
| Deferred tax | 13 | 1.781.858 | 1.771.535 |
| Total non-current liabilities | 9.496.863 | 10.551.369 | |
| CURRENT LIABILITIES | |||
| Short-term Bank loans | 18 | 55.826.278 | 59.354.790 |
| Other Loans | 18 | 566.623 | 210.612 |
| Accounts Payable | 19 | 32.754.007 | 37.913.647 |
| Other Creditors | 20 | 2.965.143 | 5.011.963 |
| Public Entities | 20 | 9.004.383 | 18.818.974 |
| Other current liabilities | 22 | 15.687.957 | 17.205.024 |
| Provisions | 24 | 338.698 | 1.101.702 |
| Derivative financial instruments Total current liabilities |
25 | - 117.143.089 |
174.782 139.791.494 |
| Total liabilities and shareholder' equity | 261.132.244 | 291.170.549 |
The notes to the financial statements integrates this statement for the period ending at 30 June 2011 .
CHARTERED ACCOUNTANT BOARD OF DIRECTORS ALBERTO LUÍS LEMA MANDIM JOSÉ REIS DA SILVA RAMOS – President HIROYUKI OCHIAI MIGUEL SILVA RAMALHO DA FONSECA MARIA ANGELINA MARTINS CAETANO RAMOS SALVADOR ACÁCIO MARTINS CAETANO MIGUEL PEDRO CAETANO RAMOS RUI MANUEL MACHADO DE NORONHA MENDES
| 01-04 a 30-06-2011 | 01-04 a 30-06-2010 | ||||
|---|---|---|---|---|---|
| Notes | 30-06-2011 | (Non Audit) | 30-06-2010 | (Non Audit) | |
| Operational Income: Sales |
31 | 140.365.770 | 70.334.366 | 200.684.142 | 113.700.428 |
| Service Rendered | 31 | 11.958.110 | 5.781.699 | 12.306.327 | 6.170.356 |
| Other Operating Income | 32 | 16.953.979 | 9.192.575 | 19.610.894 | 9.648.529 |
| 169.277.859 | 85.308.640 | 232.601.363 | 129.519.313 | ||
| Operational Costs: | |||||
| Cost of sales Variation of Products |
9 9 |
112.697.993 2.777.185 |
54.984.894 3.175.124 |
167.844.884 (3.863.982) |
94.284.089 410.007 |
| External Supplies and Services | - | 19.745.953 | 9.163.348 | 24.565.560 | 12.442.610 |
| Payroll Expenses | - | 22.582.870 | 11.297.529 | 24.301.392 | 12.106.921 |
| Depreciations and Amortizations | 4 and 5 | 8.698.493 | 4.026.290 | 8.209.824 | 4.184.107 |
| Investment property Amortization | 6 | 286.141 | 63.623 | 405.822 | 211.272 |
| Provisions and Impairment loss | 24 | (305.700) | 156.048 | 786.856 | 747.893 |
| Other Operating expenses | - | 1.972.124 | 775.691 | 2.466.298 | 971.075 |
| 168.455.059 | 83.642.547 | 224.716.654 | 125.357.974 | ||
| Operational Income | 822.800 | 1.666.093 | 7.884.709 | 4.161.339 | |
| Finance costs | 33 | (1.020.161) | (505.785) | (2.785.673) | (2.457.303) |
| Finance Income | 33 | 1.326.905 | 380.070 | 2.248.734 | 1.393.086 |
| Profit before taxation from continuing operations | 1.129.544 | 1.540.378 | 7.347.770 | 3.097.122 | |
| Income tax for the year | 27 | (634.052) # | (535.337) # | (1.057.224) | (380.808) |
| Net profit for the period | 495.492 | 1.005.041 | 6.290.546 | 2.716.314 | |
| Net profit for the period attributable to: | |||||
| Equity holders of the parent | 520.171 | 1.053.862 | 6.291.688 | 2.727.522 | |
| Non-controlled interest | (24.679) 495.492 |
(48.821) 1.005.041 |
(1.142) 6.290.546 |
(11.208) 2.716.314 |
|
| Earnings per share: | |||||
| Basic | 28 | 0,014 | 0,029 | 0,180 | 0,078 |
| Diluted | 28 | 0,014 | 0,029 | 0,180 | 0,078 |
The notes to the financial statements integrates this statement for the period ending at 30 June 2011 .
CHARTERED ACCOUNTANT BOARD OF DIRECTORS ALBERTO LUÍS LEMA MANDIM JOSÉ REIS DA SILVA RAMOS – President
HIROYUKI OCHIAI MIGUEL SILVA RAMALHO DA FONSECA MARIA ANGELINA MARTINS CAETANO RAMOS SALVADOR ACÁCIO MARTINS CAETANO MIGUEL PEDRO CAETANO RAMOS
RUI MANUEL MACHADO DE NORONHA MENDES
| Re ser ves |
||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Sh are ital cap |
Leg al Re ser ves |
Re lua tion ava Re ser ves |
Tra nsl atio n res erv es |
Fa ir v alu e res erv es |
Oth er Re ser ve |
To tal res erv es |
No roll ed ont n-c Inte ts res |
Ne t fit pro |
To tal |
|
| Ba lan 31 of D mb er 2 009 at ces ece |
35 .00 0.0 00 |
7.4 98 .90 3 |
6.1 95 .18 4 |
( 1.6 95 .23 8) |
88 5.9 36 |
76 .07 9.4 93 |
88 .96 4.2 78 |
3.2 84 .68 1 |
10 .37 9.4 09 |
13 7.6 28 .36 8 |
| Ap lica tion of the Co lida ted Ne t In e 2 008 p nso com fer Leg al r s tr ese rve ans |
- | - | ||||||||
| Dis trib d d ivid end ute s Oth nsf tra er res erv es er Tot al c hen siv e in e fo r th om pre com e y ear |
- - - |
- - - |
- - - |
- - - |
- - - |
- 5.1 29 .40 9 - |
- 5.1 29 .40 9 ( 8) 660 .45 |
- - ( 2) 2.3 98 .92 |
( 5.2 50 .00 0) ( 9) 5.1 29 .40 - |
( 5.2 50 .00 0) - ( 0) 3.0 59 .38 |
| Oth ers |
- | - | - | - | ( 1.0 05 .82 7) |
34 5.3 69 |
- | 32 .11 5 |
6.2 91 .68 8 |
6.3 23 .80 3 |
| Ba lan 30 of J 20 10 at ces une |
35 .00 0.0 00 |
7.4 98 .90 3 |
6.1 95 .18 4 |
( 1.6 95 .23 8) |
( 119 .89 1) |
81 4.2 71 .55 |
93 .43 3.2 29 |
91 7.8 74 |
6.2 91 .68 8 |
13 5.6 42 .79 1 |
| of D Ba lan at 31 mb er 2 010 ces ece |
35 .00 0.0 00 |
7.4 98 .90 3 |
6.1 95 .18 4 |
( 8) 1.6 95 .23 |
( 29) 27 1.3 |
81 .27 8.2 29 |
93 .00 5.7 49 |
1.0 81 .82 0 |
11 .74 0.1 17 |
14 0.8 27 .68 6 |
| Ap lica tion of the Co lida ted Ne t In e 2 009 p nso com Leg al r fer s tr ese rve ans |
- - - |
- | ||||||||
| Dis trib d d ivid end ute s Oth tra nsf |
- | - | - | - | - | - 5.0 90 .11 7 |
- 5.0 90 .11 7 |
( 3) 43 .64 |
( 0) 6.6 50 .00 5.0 90 .11 |
( 3) 6.6 93 .64 |
| er res erv es er Tot al c hen siv e in e fo r th om pre com e y ear Oth ers |
- - |
- - |
- - |
- - |
- ( 22 .32 8) |
( 106 .90 9) |
( 129 .23 7) |
- ( 24 .67 9) ( 06) 8.0 |
( 7) 52 0.1 71 |
- 36 6.2 55 ( 06) 8.0 |
| Ba lan 30 of J 20 11 at ces une |
35 .00 0.0 00 |
7.4 98 .90 3 |
6.1 95 .18 4 |
( 1.6 95 .23 8) |
( 293 .65 7) |
86 .26 1.4 37 |
97 .96 6.6 29 |
1.0 05 .49 2 |
52 0.1 71 |
13 4.4 92 .29 2 |
The notes to the financial statements integrates this statement for the period ending at 30 June 2011 .
CHARTERED ACCOUNTANTALBERTO LUÍS LEMA MANDIM
BOARD OF DIRECTORS JOSÉ REIS DA SILVA RAMOS – President HIROYUKI OCHIAIMIGUEL SILVA RAMALHO DA FONSECAMARIA ANGELINA MARTINS CAETANO RAMOSSALVADOR ACÁCIO MARTINS CAETANOMIGUEL PEDRO CAETANO RAMOSRUI MANUEL MACHADO DE NORONHA MENDES
| IAS/IFRS 30-06-2011 |
IAS/IFRS 30-06-2010 |
|
|---|---|---|
| Consolidated net profit for the period, including non-controlled interest p p , g |
495.492 | 6.290.546 |
| Components of other consolidated comprehensive income, net of tax: | ||
| Available for sale Investments fair value changes (Note 10) Others |
(22.328) (106.909) |
(1.005.827) 378.626 |
| Consolidated comprehensive income Atributable to: |
366.255 | 5.663.345 |
| Equity holders of the parent company Equity holders of the parent Non-controlled interest |
390 934 390.934 (24.679) |
5 664 487 5.664.487 (1.142) |
The notes to the consolidated financial statments integrates this statement for the period ending at 30 June 2011.
CHARTERED ACCONTANT BOARD OF DIRECTORS ALBERTO LUÍS LEMA MANDIM JOSÉ REIS DA SILVA RAMOS – Presidente HIROYUKI OCHIAI MIGUEL SILVA RAMALHO DA FONSECA MARIA ANGELINA MARTINS CAETANO RAMOS SALVADOR ACÁCIO MARTINS CAETANO MIGUEL PEDRO CAETANO RAMOS RUI MANUEL MACHADO DE NORONHA MENDES
| (Euros) | ||
|---|---|---|
| OPERATING ACTIVITIES | Jun'11 | Jun'10 |
| Collections from Customers Payments to Suppliers |
185.759.256 (133.625.913) |
217.426.053 (182.345.217) |
| Payments to Personnel | (20.212.715) | (20.800.870) |
| Operating Flow | 31.920.628 | 14.279.966 |
| Payments of Income Tax | (1.884.676) | (1.628.826) |
| Other Collections/Payments Related to Operating Activities | (14.504.688) | (336.408) |
| Operating Flow before Extraordinary Items | (16.389.364) | (1.965.234) |
| Flow in Operating Activities | 15.531.264 | 12.314.732 |
| Collections from: | ||
|---|---|---|
| Investments | - | 5.958.067 |
| Tangible Fixed Assets | 6.860.453 | 6.704.857 |
| Intangible Fixed Assets | 5.526 | 3.859 |
| Subsidies | - | - |
| Interest and Others | - | 42.767 |
| Dividends | - 6.865.979 |
128.287 12.837.837 |
| Payments to: | ||
| Investments | (29.012) | (3.604.898) |
| Tangible Fixed Assets | (16.835.064) | (21.942.568) |
| Intangible Fixed Assets | (247.098) (17.111.174) | (14.105) (25.561.571) |
Flow in Investing Activities (10.245.195) (12.723.734)
| Collections from: Loan Subsidies |
273.624 - 273.624 |
13.850.087 13.850.087 |
|
|---|---|---|---|
| Payments to: | |||
| Loan | (3.778.511) | (10.867.948) | |
| Lease Down Payments | (1.728.102) | (926.200) | |
| Interest and Others | (1.560.458) | (1.487.927) | |
| Dividends | (6.672.290) (13.739.361) | (5.579.503) (18.861.578) | |
| Flow in Financing Activities | (13.465.737) | (5.011.491) |
| Changes in Perimeter | Cash and Cash Equivalents at Beginning of Period Cash and Cash Equivalents at End of Period |
20.102.376 - 11.922.708 |
25.214.006 - 20.270.354 |
|---|---|---|---|
| Net Flow in Cash Equivalents | (8.179.668) | (5.420.493) |
ADMINISTRATIVE MANAGER BOARD OF DIRECTORS
ALBERTO LUÍS LEMA MANDIM JOSÉ REIS DA SILVA RAMOS – Presidente
HIROYUKI OCHIAI
MIGUEL SILVA RAMALHO DA FONSECA
MARIA ANGELINA MARTINS CAETANO RAMOS
SALVADOR ACÁCIO MARTINS CAETANO MIGUEL PEDRO CAETANO RAMOS
RUI MANUEL MACHADO DE NORONHA MENDES
Toyota Caetano Portugal, S.A. ("Toyota Caetano" or "the Company") was incorporated in 1946, with its head office in Vila Nova de Gaia, and is the Parent Company of a Group ("Toyota Caetano Group"), whose companies mainly develop economic activities included in the automotive industry, namely the import, assembly and retail of light and heavy vehicles, production of buses, retail and rentals of cargo movement industrial equipment (forklifts), retail of vehicles spare parts, as well as the corresponding technical assistance.
Toyota Caetano Group develops its activity mainly in Portugal and in Cabo Verde.
Toyota Caetano shares are listed in Euronext Lisboa stock exchange since October 1987.
As of 30 June 2011, the companies included in Toyota Caetano Group, their headquarters and the abbreviations used, are as follows:
Companies Head office
With headquarters in Portugal: Toyota Caetano Portugal, S.A. ("Parent company") Vila Nova de Gaia Saltano – Investimentos e Gestão, S.G.P.S., S.A. ("Saltano") Vila Nova de Gaia Caetano Components, S.A. ("Caetano Components") Vila Nova de Gaia Caetano Renting, S.A. ("Caetano Rent") Vila Nova de Gaia Caetano Auto, S.A. ("Caetano Auto") Vila Nova de Gaia Caetano Retail (Norte) II SGPS, S.A. ("Caetano Retail SGPS") Vila Nova de Gaia Auto Partner-Comércio de Automóveis, S.A. ("Auto Partner") Vila Nova de Gaia Caetano Colisão (Norte), S.A. ("Caetano Colisão") Vila Nova de Gaia Movicargo – Movimentação Industrial, Lda. ("Movicargo") Vila Nova de Gaia
With headquarters in other countries: Salvador Caetano (UK), Ltd. ("Salvador Caetano UK") (1) Leicestershire (United Kingdom) Cabo Verde Motors, S.A.R.L. ("Cabo Verde Motors") Praia (Cabo Verde)
(1) Inactive Company
The attached financial statements are stated in Euros (rounded by the unit), as this is the functional currency used in the economic environment where the Group operates. Foreign transactions are included in the consolidated financial statements in accordance with the policy mentioned in Note 2.3.
Interim financial statements are presented in accordance with IAS 34 – "Interim Financial Reporting".
These interim financial statements, prepared in accordance with the above mentioned framework, do not include all the required information to be included in the annual consolidated financial statements. Therefore, they should be read along with the consolidated financial statements as of 31 December 2010.
Comparative information regarding 31 December 2010, included in consolidated financial statements was audited.
The accompanying consolidated financial statements have been prepared on a going concern basis and under the historical cost convention, except for some financial instruments which are stated at fair value, from the books and accounting records of the companies included in consolidation (Note 3).
During the preparation of the accompanying consolidated financial statements, estimates were used which have an impact on the recorded amounts of assets and liabilities, as well as in recorded expenses and income in the period. However, all estimates and assumptions made by the Board of Directors were based on the best knowledge of events and transactions in course, available at the date of approval of these consolidated financial statements.
The accompanying financial statements were prepared in accordance with the accounting policies disclosed in the notes to the consolidated financial statements as of 31 December 2010.
In the accompanying consolidated financial statements, Toyota Caetano Portugal, S.A, did not apply any standard or interpretation, issued by the IASB until 30 June 2011, which mandatory application date may be subsequent.
a) Changes to accounting standards applicable to periods beginning on or after 1 January 2011
IAS 32 (amendment), 'Financial Instruments: Presentation – classification of issued rights.This change refers to the recognition of issued rights denominated in a currency other than the functional currency of the reporting entity. If rights are issued pro-rata for a fixed amount denominated in any currency, they are handled as equity transactions to be classified through Net Shareholders' Funds. Otherwise, rights should be recognized as liability derivative instruments.
IFRS 1 (amendment), 'First-Time Adoption of International Financial Reporting Standards'.This change allow entities adopting IFRS for the first time to use the same transition rules included in IFRS 7 – 'Financial Instruments: Disclosures', which exempts the entity from disclosing comparative information regarding fair value classification through the three classes required by IFRS 7, as long as comparative periods end 31 December 2009.
IAS 24 (amendment), 'Related Parties'. This amendment withdraws general requirements for public entities to disclose related party information. However, the reporting entity should disclose its relation with the State and any transactions held with the State or State related entities. Furthermore, the definition of related party has been changed so as to eliminate inconsistency in identifying and disclosing related party information.
2010 Annual Improvements on Standards, to apply mostly to periods beginning on or after 1 January 2011. These improvements affected IFRS 1, IFRS 3, IFRS 7, IAS 1, IAS 27, IAS 34 and IFRC 13.
IFRIC 14 (amendment), 'IAS 19 - The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction'. This amendment clarifies that a positive balance from voluntary advance payments on account of future minimum contributions may be recognized as an asset. No significant impacts are expected in the financial statements resulting from their adoption.
IFRIC 19 (new), Extinguishing Financial Liabilities with Equity Instruments'. This interpretation clarifies the accounting treatment to be adopted when an entity renegotiate the terms of a borrowing resulting in its payment through issuance of equity instruments. A gain or a loss will be recognized through profit or loss based on the fair value of issued equity instruments compared with the borrowing carrying amount. The mere reclassification of borrowings to net shareholders' funds is not permitted.
b) Changes issued that are to be applied in periods beginning on or after 1 July 2011
IFRS 1 (amendment), 'First-time Adoption of International Financial Reporting Standard' (applicable to periods beginning on or after 1 July 2011). This amendment is pending European Union endorsement. This amendment aims to include a specific exemption for entities that formerly operated in hyperinflationary economies and that will adopt IFRS for the first time. This exemption allows the entity to recognize some assets and liabilities at fair value and to use fair value as deemed cost on its first financial statements under IFRS. Furthermore, it replaces references to specific dates for "transition date to IFRS" regarding the exemption from retrospective application of IFRS.
IFRS 7 (amendment), 'Financial Instruments: Disclosures' – transfer of financial assets (applicable to periods beginning on or after 1 July 2011). This amendment is pending European Union endorsement. This change to IFRS 7 refers to disclosure requirements relating financial assets transferred to third parties but not derecognized from the balance sheet because of related liabilities kept by the entity.
IAS 12 (amendments), 'Income Taxes' (applicable to periods beginning on or after 1January 2012). This amendment is pending European Union endorsement. This change requires entities to recognize deferred taxes related to assets if entities expect to recover the carrying amount of assets through use or sale, except for investment properties at fair value. This amendment includes in IAS 12 the principles formerly included in SIC 21, which is withdrawn.
IAS 1 (amendment), 'Presentation of Financial Statements' (applicable to periods beginning on or after 1 January 2012). This amendment is pending European Union endorsement. This amendment requires entities to separately present items recognized as Other Comprehensive Income, depending on whether they might or might not be taken through profit or loss, and the related tax effect, if items are presented before tax.
The impact on the Group financial statements ended at 30 June 2011, resulting from the adoption of the standards, interpretations, amendments and revisions above mentioned was not significant.
IFRS 9 (new), 'Financial Instruments' – classification and measurement (applicable to periods beginning on or after 1 January 2013). This amendment is pending European Union endorsement. IFRS 9 refers to the first phase of the new standard on financial instruments and includes two measurement categories: amortized cost and fair value. All financial instruments are to be measured at fair value. A debt instrument is measured at amortized cost only when the entity owns it to receive contractual cash flows and these ones represent face value and interest. Otherwise, debt instruments are measured at fair value through profit or loss.
IFRS 10 (new), 'Consolidated Financial Statements' (applicable to periods beginning on or after 1 January 2013). This amendment is pending European Union endorsement. IFRS 10 replaces all control and consolidation principles included in IAS 27 and SIC 12. Definition of control is changed, along with criteria used for determining control. The base principle that consolidated financial statements present parent company and subsidiaries as an only entity remains unchanged.
IFRS 11 (new) 'Joint Arrangements' (applicable to periods beginning on or after 1 January 2013). This amendment is pending European Union endorsement. IFRS 11 focus on the rights and obligations of joint arrangements rather than on the legal form. Joint arrangements might be Joint Operations (rights over assets and liabilities) or Joint Ventures (rights to the net assets through application of Equity Method). Proportionate consolidation is no longer permitted.
IFRS 12 (new), 'Disclosure of Interests in Other Companies' (applicable to periods beginning on or after 1 January 2013). This amendment is pending European Union endorsement. This standard sets out disclosure requirements for all types of interests in other entities, including joint arrangements, associates and special purpose entities, in order to assess the nature, risk and financial effects related to interest in other companies. An entity may disclose some or all the information without having to fully apply IFRS 12 or IFRS 10 and 11 and IAS 27 and 28.
IFRS 13 (new), 'Fair Value Measurement' (applicable to periods beginning on or after 1 January 2013). This amendment is pending European Union endorsement. IFRS 13 aims to increase consistency by precisely defining fair value and being the only source of requirements to measure and disclose fair value across IFRSs.
IAS 27 (revised 2011), 'Separate Financial Statements', (applicable to periods beginning on or after 1 January 2013). This amendment is pending European Union endorsement. IAS 27 was revised after IFRS 10 was issued and contains the recognition and disclosure requirements for investments in subsidiaries, joint arrangements and associates in an entity's separate financial statements.
IAS 28 (revised 2011), 'Investments in Associates and Joint Ventures', (applicable to periods beginning on or after 1 January 2013). IAS 28 was revised after IFRS 11 was issued and sets out the recognition criteria for investments in associates along with the requirements for applying equity method.
IAS 19 (amendment), 'Employee Benefits' (applicable to periods beginning on or after 1 January 2013). This amendment includes significant changes to recognition and measurement of defined benefit costs and termination costs along with changes to disclosures related to all kinds of employee benefits. Actuarial gains and losses should be immediately recognized through Other Comprehensive Income (the corridor method is not allowed). Finance cost of plans with asset funds is calculated over the net basis of unfunded liability.
These standards although endorsed by the European Union were not adopted by the Group in the annual period ended on 30 June 2011, once its application is not yet mandatory. No significant impacts are expected in the financial statements resulting from their adoption.
Exchange rates used in the conversion of foreign affiliated companies, as of 30 June 2011 and 31 December 2010 were as follows:
| 30-06-2011 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Final Exchange Rate for | Average | Exchange Rate at | Final Exchange rate for | ||||||
| Currency | Jun-11 | Exchange Rate for Jun-11 the Date of Incorporation | 2010 | ||||||
| Cabo Verde Motors, SARL | CVE | 0,009069 | 0,009069 | 0,009069 | 0,009069 | ||||
| Captions | Balance Sheet except Shareholders |
Income Statement | Share Capital | Retained Earnings |
| 31-12-2010 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Final Exchange Rate for | Average | Exchange Rate at | Final Exchange rate for | ||||||
| Currency | Dez-10 | Exchange Rate for Dez-10 the Date of Incorporation | 2009 | ||||||
| Cabo Verde Motors, SARL | CVE | 0,009069 | 0,009069 | 0,009069 | 0,009069 | ||||
| Captions | Balance Sheet except Shareholders |
Income Statement | Share Capital | Retained Earnings |
During the period ended as of 30 June 2011, in accordance with paragraph 51 of IAS16, the Group has revised the useful lives of major fixed assets, based on a study with a technical opinion. As a result, the depreciation and amortization for the period ended as of 30 June 2011 were approximately lower in 771 thousand Euros.
Group companies included in the consolidated financial statements consolidated by the full consolidation method and percentage of share capital held by the Group as of 30 June 2011 and 31 December 2010 are as follows:
| Companies | Effective Percentage Held |
||||
|---|---|---|---|---|---|
| Jun-11 | Dec-10 | ||||
| Toyota Caetano Portugal, SA | Parent Company | ||||
| Saltano - Investimentos e Gestão (SGPS), SA | 99,98% | 99,98% | |||
| Salvador Caetano (UK), Ltd | 99,82% | 99,82% | |||
| Caetano Components, SA | 99,98% | 99,98% | |||
| Cabo Verde Motors, SARL | 81,24% | 81,24% | |||
| Caetano Renting, SA | 99,98% | 99,98% | |||
| Caetano - Auto, SA | 98,39% | 98,39% | |||
| Caetano Retail (Norte) II SGPS, SA | 49,20% | 49,20% | |||
| Auto Partner - Comércio de Automóveis, SA | 49,20% | 49,20% | |||
| Caetano Colisão (Norte), SA | 49,20% | 49,20% | |||
| Movicargo - Movimentação Industrial, Lda. | 100,00% | 100,00% |
These group companies were consolidated using the full consolidation method, as established by IAS 27 – "Consolidated and Separate Financial Statements" (control of the subsidiary through the majority of voting rights, or any other mechanism, being company's capital shareholder).
During the six month period ended as of 30 June 2011 and 2010, movements in Intangible assets as well as in accumulated depreciation and accumulated impairment losses, are made up as follows:
| 30-06-11 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Installations Expenses |
Research and Development Expenses |
Industrial Property |
Goodwill | Advances in Intangible Assets |
Computer Programs |
Total | ||||
| Gross Assets: Opening Balances Additions Transfer and Write-offs |
140.816 | 81.485 | 200.000 129.330 - |
1.164.675 117.768 500 |
1.586.976 247.098 500 |
|||||
| Ending Balances | 140.816 | 81.485 | 329.330 | 1.282.943 | 1.834.574 | |||||
| Accumulated Depreciation and Impairment losses: |
||||||||||
| Opening Balances | 47.604 | 81.485 | - | 1.144.086 | 1.273.175 | |||||
| Depreciations | 12.217 | - | 9.378 | 21.595 | ||||||
| Transfer and Write-offs | -195 | - | 500 | 305 | ||||||
| Ending Balances | 59.626 | 81.485 | 1.153.964 | 1.295.075 | ||||||
| Net Intangible Assets | 81.190 | 329.330 | 128.979 | 539.499 |
| 30-06-10 | ||||||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Research | ||||||||||
| and | Advances in | |||||||||
| Installations | Development | Industrial | Intangible | Computer | ||||||
| Expenses | Expenses | Property | Goodwill | Assets | Programs | Total | ||||
| Gross Assets: | ||||||||||
| Opening Balances | 13.601 | 4.099.769 | 165.310 | 1.065.053 | - | 5.343.733 | ||||
| Transfer and Write-offs | -13.601 | -4.099.769 | -24.212 | -983.568 | - | 1.181.045 -3.940.105 | ||||
| Ending Balances | 141.098 | 81.485 | - | 1.181.045 | 1.403.628 | |||||
| Accumulated Depreciation and | ||||||||||
| Impairment losses: | ||||||||||
| Opening Balances | 13.601 | 3.906.697 | 24.233 | 1.065.053 | - - | 5.009.584 | ||||
| Depreciations | 12.172 | - | 18.188 | 30.360 | ||||||
| Transfer and Write-offs | -13.601 | -3.906.697 | -512 | -983.568 | - | 1.120.074 -3.784.304 | ||||
| Ending Balances | 35.893 | 81.485 | 1.138.262 | 1.255.640 | ||||||
| Net Intangible Assets | 105.205 | 42.783 | 147.988 | |||||||
The company proceeded in 2010, with the write-off of values recorded under "Development expenses", with a net book value of approximately 233.000 Euros, as it no longer meet the criteria for recognition as an asset, in particular, the uncertainty regarding the ability to generate future economic benefits has increased significantly.
The remaining balance of "Development Costs" was reclassified to "Software".
During the six month period ended as of 30 June 2011 and 2010, movements in tangible assets as well as in accumulated depreciation and accumulated impairment losses, are made up as follows:
| 30-06-11 | ||||||||
|---|---|---|---|---|---|---|---|---|
| Land | Buildings and Other Constructions |
Machinery and Equipment |
Transport Equipment |
Administrative Equipment |
Other Fixed Assets |
Tangible assets in Progress |
Advance in Fixed Assets Total |
|
| Gross Assets: | ||||||||
| Opening Balances | 16.215.089 | 87.181.644 | 59.512.044 | 58.358.849 | 7.719.612 | 4.197.971 | 1.441.335 | - 234.626.544 |
| Additions | 101.250 | 631.402 | 400.700 | 18.956.586 | 56.045 | 9.604 | 99.924 | - 20.255.511 |
| Disposals | (109.247) | (1.288.219) | (84.224) (12.512.014) | (19.690) | (1.180) | - | - (14.014.574) | |
| Changes in Perimeter | - | - | - | - | - | - | - | - - |
| Transfer and Write-offs | - | 11.612 | - | - | (500) | - | (16.700) | - (5.588) |
| Ending Balances | 16.207.092 | 86.536.439 | 59.828.520 | 64.803.421 | 7.755.467 | 4.206.395 | 1.524.559 | - 240.861.893 |
| Accumulated Depreciation and Impairment losses: |
||||||||
| Opening Balances | - | 54.507.624 | 50.353.072 | 20.822.436 | 7.119.409 | 3.380.675 | - | - 136.183.216 |
| Depreciations | - | 1.390.961 | 1.208.952 | 5.845.382 | 112.551 | 119.052 | - | - 8.676.898 |
| Transfer and Write-offs | - | (788.153) | (27.516) (4.651.655) | (19.881) | (1.039) | - | - (5.488.244) |
|
| Changes in Perimeter | - | - | - | - | - | - | - | - - |
| Ending Balances | - | 47.934.666 | 35.587.443 | 21.883.500 | 7.090.123 | 3.000.929 | - | - 139.371.870 |
| Net Tangible Assets | 16.207.092 | 38.601.773 | 24.241.077 | 42.919.921 | 665.344 | 1.205.466 | 1.524.559 | - 101.490.023 |
| 30-06-10 | |||||||||
|---|---|---|---|---|---|---|---|---|---|
| Buildings and | Machinery | Transport | Administrative | Other | Tangible assets | Advance in | |||
| Land | Other Constructions | and Equipment | Equipment | Equipment | Fixed Assets | in Progress | Fixed Assets | Total | |
| Gross Assets: | |||||||||
| Opening Balances | 16.608.116 | 84.266.504 | 59.761.355 | 47.009.517 | 7.872.652 | 4.186.655 | 3.825.199 | - 223.529.998 | |
| Additions | 488.336 | 1.706.002 | 163.215 | 19.416.528 | 33.940 | 48.639 | 1.445.694 | - | 23.302.354 |
| Disposals | - | (1.024.675) | (690.553) (9.900.791) | - | (43.000) | (3.766) | - (11.662.785) | ||
| Transfer and Write-offs | 1.508.104 | (2.120.324) | 7.474 | 368.675 | (42.236) | 18.132 | (196.234) | - | (456.409) |
| Ending Balances | 18.604.556 | 82.827.507 | 59.241.491 | 56.893.929 | 7.864.356 | 4.210.426 | 5.070.893 | - 234.713.158 | |
| Accumulated Depreciation and | |||||||||
| Impairment losses: | |||||||||
| Opening Balances | - | 53.242.926 | 48.922.790 | 17.534.068 | 7.134.775 | 3.207.617 | - | - 130.042.176 | |
| Depreciations | - | 1.925.405 | 1.288.080 | 4.710.502 | 132.930 | 122.547 | - | - | 8.179.464 |
| Transfer and Write-offs | - | (2.503.456) | (691.761) (4.520.218) | (47.877) | (22.075) | - | - | (7.785.387) | |
| Ending Balances | - | 47.934.666 | 35.587.443 | 21.883.500 | 7.090.123 | 3.000.929 | - | - 130.436.253 | |
| Net Tangible Assets | 18.604.556 | 34.892.841 | 23.654.048 | 35.010.429 | 774.233 | 1.209.497 | 5.070.893 | - 104.276.905 | |
The movements recorded in caption "Transport equipment" mainly refer to vehicles that are being used by the Group, as well as forklifts being used by the Group and for operational rentals to customers.
During the period ended June 30, 2010, the Group transferred the gross amount of 335.558 Euros (and depreciation in the amount of 289.256 euros) of its tangible assets (under the heading "Buildings and other constructions) to "Investment Property" as those properties have ceased the use for operational activity.
As of 30 June 2011, 31 December 2010 and 30 June 2010, the caption "Investment properties" refers to real estate assets that are held to earn rental income or for capital appreciation or both. These real estate assets are stated at their historical cost.
Gains related to "Investment properties" are recorded in the caption "Finance income" and amounted to 672.263 Euros in the six month period ended as of 30 June 2011 (1.275.652 Euros as of 30 June 2010) (Note 33).
Additionally, in accordance with appraisals recorded as of 31 December 2010 performed by independent experts, and in accordance with evaluation criteria usually accepted for real estate markets, the fair value of those investment properties amounted to, approximately, 51,6 million Euros.
The real estate assets recorded in the caption "Investment properties" as of 30 June 2011, 30 June 2011 and 31 December 2010 can be detailed as follows:
| Jun-11 | Dec-10 | Jun-10 | |||||
|---|---|---|---|---|---|---|---|
| Building | Local | Net accounting value |
Fair Value (2010) |
Net accounting value |
Fair Value (2010) |
Net accounting value |
Fair Value (2008) |
| Industrial facilities Industrial facilities Industrial Warehouse Commercial facilities (a) Lands not in use (a) |
V.N. Gaia Carregado V.N. Gaia Several places Several places |
1.036.746 7.666.250 1.508.339 3.401.102 3.110.723 |
11.035.000 24.100.000 5.235.000 6.536.000 4.675.000 |
1.107.830 7.729.468 1.559.960 3.455.617 3.057.652 |
11.035.000 24.100.000 5.235.000 6.536.000 4.675.000 |
1.652.292 4.250.067 3.554.828 |
1.234.003 11.000.000 3.875.685 26.000.000 5.034.000 8.113.000 4.134.000 |
| 16.723.161 | 51.581.000 | 16.910.528 | 51.581.000 | 14.566.875 54.281.000 |
The fair value of the Investment properties that are disclosed as of 30 June 2011 was determined in accordance with an appraisal performed in 2010 and 2008 by an independent appraiser – American Appraisal (Market Method, Cost Method and Return models).
The movement in the caption "Investment properties" as of 30 June 2011 and 2010 was as follows:
| 30-06-2011 | |||
|---|---|---|---|
| Gross Assets | Land | Buildings | Total |
| Opening Balances | 8.919.187 | 32.633.940 | 41.553.127 |
| Transfer and Write-offs | 53.072 | 335.558 | 388.630 |
| Impairment loss | - | - | - |
| Ending Balances | 8.972.259 | 32.969.498 | 41.941.757 |
| Accumulated Depreciation | Land | Buildings | Total |
| Opening Balances | 24.642.599 | 24.642.599 | |
| Additions | 286.141 | 286.141 | |
| Transfer and Write-offs | 289.856 | 289.856 | |
| Ending Balances | 25.218.596 | 25.218.596 |
| 30-06-2010 | ||||||
|---|---|---|---|---|---|---|
| Gross Assets | Land | Buildings | Total | |||
| Opening Balances | 9.107.019 | 28.223.703 | 37.330.722 | |||
| Transfer and Write-offs | (643.472) | 2.496.441 | 1.852.969 | |||
| Impairment loss | (924.446) | - | (924.446) | |||
| Ending Balances | 7.539.101 | 30.720.144 | 38.259.245 | |||
| Accumulated Depreciation | Land | Buildings | Total | |||
| Opening Balances | 21.253.930 | 21.253.930 | ||||
| Additions | 405.822 | 405.822 | ||||
| Transfer and Write-offs | 2.032.618 | 2.032.618 | ||||
| Ending Balances | 23.692.370 | 23.692.370 | ||||
During the six month period ended as of 30 June 2011 there were no movements in the caption "Goodwill".
Goodwill is not amortized. It is subject to impairment tests on an annual basis.
As of 30 June 2011 and 2010, the movements in the caption "Available for sale investments" are made up as follows:
| Non-current assets | |
|---|---|
| Jun-11 Jun-10 |
|
| Available for sale Investments | |
| Fair value at January 1 | 3.395.705 5.367.157 |
| Acquisitions during the semester | 29.012 3.604.898 |
| Increase/(decrease) in fair value | (22.328) (163.117) |
| Sales during the semester | - (5.305.020) |
| Fair value as of June 30 | 3.402.389 3.503.918 |
During the period, the Group has purchased shares in companies listed on Euronext Lisbon (BCP.
"Available for sale investments" include the amount of 316.839 Euros corresponding to shares of listed companies in Euronext Lisbon (BCP), which are recorded at its fair value (the acquisition cost of those shares ascended to 617.463 Euros and accumulated change in fair value to (300.624) Euros as of 30 June 2011. It also includes the amount of 3.020.913 Euros corresponding to shares of Cimóvel - Real Estate Investment Fund, which are recorded at its fair value (the acquisition cost of those shares ascended to 3.013.947 Euros and accumulated change in fair value to 6.966 Euros as of 30 June 2011).
The remaining "Available for sale investments" refer to small investments in non listed companies. The Board of Directors understands that the net accounting value of these investments is similar to their fair value.
Additionally, the impact in equity and in the statement of profit and loss as of 30 June 2011 and 2010 from recording "Available for sale investments" at fair value can be summarized as follows:
| Jun-11 | Jun-10 | |
|---|---|---|
| Increase in fair value | (22.328) | (163.117) |
| Deferred tax liabilities | 5.917 | 43.226 |
| (16.411) | (119.891) |
As of 30 June 2011, 31 December 2010 and 30 June 2010, Inventories are as follows:
| Jun-11 | Dec-09 | Jun-10 | |
|---|---|---|---|
| Raw and subsidiary Materials | 10.178.179 | 9.398.703 | 7.884.818 |
| Production in Process | 3.876.749 | 6.235.204 | 7.680.921 |
| Finished and semi-finished Products | 3.488.580 | 3.869.884 | 7.325.760 |
| Merchandise | 47.347.162 | 49.655.887 | 59.389.660 |
| 64.890.670 | 69.159.678 | 82.281.159 | |
| Accumulated impairment losses in inventories (Note 24) | (2.472.330) | (2.361.786) | (2.239.310) |
| 62.418.340 | 66.797.892 | 80.041.849 | |
Cost of goods sold and consumed as of 30 June 2011 and 2010 were computed as follows:
| Jun-11 | Jun-10 | |||||
|---|---|---|---|---|---|---|
| Raw and | Raw and | |||||
| Merchandise | subsidiary | Total | Merchandise | subsidiary | Total | |
| Materials | Materials | |||||
| Opening Balances | 49.655.887 | 9.398.703 | 59.054.590 | 51.975.486 | 8.454.175 | 60.429.661 |
| Net Purchases | 96.105.827 | 15.062.917 111.168.744 | 155.097.955 | 19.591.746 174.689.701 | ||
| Ending Balances | (47.347.162) | (10.178.179) (57.525.341) | (59.389.660) | (7.884.818) (67.274.478) | ||
| Total | 98.414.552 | 14.283.441 | 112.697.993 | 147.683.781 | 20.161.103 | 167.844.884 |
The variation in production as of 30 June 2011 and 2010, was computed as follows:
| Finished and semi-finished products | |||
|---|---|---|---|
| Jun-11 | Jun-10 | ||
| Ending Balances | (7.365.329) | (15.006.681) | |
| Inventories adjustments | 37.426 | 16.608 | |
| Opening Balances | 10.105.088 | 11.126.091 | |
| Total | 2.777.185 | (3.863.982) | |
As of 30 June 2011, 31 December 2010 and 30 June 2010, this caption was made up as follows:
| CURRENT ASSEST | NON-CURRENT ASSETS | ||||||
|---|---|---|---|---|---|---|---|
| Jun-11 | Dec-10 | Jun-10 | Jun-11 | Dez-10 | Jun-10 | ||
| Customers, current accounts | 49.414.683 | 71.282.984 | 69.836.057 | 1.490.105 | 1.556.626 | 1.872.341 | |
| Customers, notes receivable | 80.876 | 76.650 | 11.512 | - | - | - | |
| Doubtful Accounts Receivable | 10.360.104 | 10.327.614 | 11.164.714 | - | - | - | |
| 59.855.663 | 81.687.248 | 81.012.283 | 1.490.105 | 1.556.626 | 1.872.341 | ||
| Accumulated impairment losses in accounts Receivable (Note 24) | (12.871.318) | (12.878.734) | (13.166.879) | - | - | - | |
| 46.984.346 | 68.808.514 | 67.845.404 | 1.490.105 | 1.556.626 | 1.872.341 | ||
Accounts receivable from customers recorded as non current assets include an amount that refer to customers of the affiliated Caetano Auto, S.A., under deferred payment agreements (whose periods of payment vary between 1 to 6 years and bear interests).
Group exposure to credit risk is mainly related to trade receivables resulting from its operational activity. Before accepting new customers, the Group obtains information from credit risk analysis agencies and performs internal credit risk assessments through specific departments of credit control, collections and management of client claims, establishing credit limits, taking into account the information gathered.
The amounts presented in the consolidated balance sheet are net of accumulated impairment losses for doubtful accounts estimated by the Group, in accordance with its experience and evaluation of the economical environment as of the date of the financial statements. Concentration on credit risk is limited, as the customer basis is comprehensive and non relational. The Board of Directors understands that the carrying amount of accounts receivable is similar to its fair value.
As of 30 June 2011, 31 December 2010 and 30 June 2010, this caption was made up as follows:
| Current Assets | Non-Current Assets | |||||
|---|---|---|---|---|---|---|
| Jun-11 | Dec-10 | Jun-10 | Jun-11 | Dec-10 | Jun-10 | |
| Down Payments to Suppliers | 36.244 | 32.737 | 61.075 | - | - | - |
| Other debtors | 7.818.770 | 7.937.888 | 8.395.111 | - | - | - |
| 7.855.014 | 7.970.625 | 8.456.186 | - | - | ||
The caption "Others" includes the amount of, approximately, 5 Million Euros (5.1 Million Euros as of 31 December 2010 and 5.5 Million Euros as of 30 June 2010) referring to advance payments made by the Group related to construction works and leasehold improvements in commercial facilities for automotive retail, which were fully invoiced in previous years, being that the remaining amount is expected to be supported in the short term by third parties.
Additionally, this caption also includes as of 30 June 2011, the amount of, approximately, 800.000 Euros to be received from the related party Caetano Retail (Norte) SGPS, S.A. (2.000.000 Euros as of 31 December 2010 and 30 June 2010).
As of 30 June 2011, 31 December 2010 and 30 June 2010, this caption was made up as follows:
| Jun-11 | Dec-10 | Jun-10 | |
|---|---|---|---|
| Accrued Income | |||
| Warranty claims | 460.745 | 332.514 | 352.664 |
| Fleet programs | 266.829 | 146.177 | 111.805 |
| Commission | 67.159 | ||
| Bonus suppliers | 12.000 | 217.593 | 29.090 |
| Others | 652.091 | 611.277 | 479.114 |
| 1.391.665 | 1.307.561 | 1.039.832 | |
| Deferred Expenses | |||
| Maintenance charges | 267.344 | 204.984 | 241.548 |
| Insurance | 209.096 | 146.186 | 68.419 |
| Workshop costs | 84.459 | 83.297 | |
| Rentals | 51.882 | 135.440 | |
| Others | 147.292 | 238.424 | 283.437 |
| 760.073 | 808.331 | 593.404 | |
| Total | 2.151.738 | 2.115.892 | 1.633.236 |
The detail of the amounts and nature of assets and liabilities for deferred taxes recorded in the accompanying consolidated financial statements as of 30 June 2011 and 2010, are as follows:
| Profit and Loss | ||||
|---|---|---|---|---|
| Dec-10 | Impact | Equity Impact | Jun-11 | |
| Deferred tax assets: | ||||
| Provisions not accepted for tax purpose | 1.156.801 | 1.156.801 | ||
| Tax losses | 215.574 | 215.574 | ||
| Write-off of tangible assets | 1.036.015 | (59.681) | 976.334 | |
| Write-off of deferred costs | 37.040 | 37.040 | ||
| Derivative financial instruments valuation | 61.067 | (46.317) | 14.750 | |
| Bonus provisions | - | - | ||
| 2.506.497 | (105.998) | 2.400.499 | ||
| Deferred tax liabilities: | ||||
| Depreciation as a result of legal and free revaluation of fixed assets | (1.124.447) | 1.437 | (1.123.010) | |
| Effect of the reinvestments of the surplus in fixed assets sales | (426.002) | (426.002) | ||
| Future costs that will not be accepted fiscally | (190.529) | (190.529) | ||
| Tax gains according to n.º 7 Artº7 30/G 2000 Portuguese Law | (30.557) | (30.557) | ||
| Derivative financial instruments valuation | (11.761) | (11.761) | ||
| (1.771.535) | (10.324) | (1.781.858) | ||
| Net effect ( Note 27 ) | (116.322) | |||
| 30-06-2010 | ||||
|---|---|---|---|---|
| Profit and Loss | ||||
| Dec-09 | Impact | Equity Impact | Jun-10 | |
| Deferred tax assets: | ||||
| Provisions not accepted for tax purpose | 1.051.730 | (56.187) | 995.543 | |
| Tax losses | 133.607 | 133.607 | ||
| Pension Fund liabilities | ||||
| Write-off of tangible assets | 305.970 | 913.195 | (140.001) | 1.079.164 |
| Write-off of deferred costs | 59.998 | (32.066) | - | 27.932 |
| Derivative financial instruments valuation | 246.893 | (73.319) | 43.226 | 216.800 |
| Bonus provisions | 11.235 | - | 11.235 | |
| 1.798.198 | 762.858 | (96.775) | 2.464.281 | |
| Deferred tax liabilities: | ||||
| Depreciation as a result of legal and free revaluation of fixed assets | (1.058.113) | 12.557 | - | (1.045.556) |
| Effect of the reinvestments of the surplus in fixed assets sales | (484.148) | 29.074 | - | (455.074) |
| Future costs that will not be accepted fiscally | - | 18.568 | (185.676) | (167.108) |
| Tax gains according to n.º 7 Artº7 30/G 2000 Portuguese Law | (36.669) | 3.056 | - | (33.613) |
| Reserve | (96.626) | (96.626) | ||
| (1.578.930) | 63.255 | (282.302) | (1.797.977) | |
| Net effect ( Note 27 ) | 826.113 | (282.302) | ||
In accordance with the applicable tax legislation in Portugal, tax losses can be carried forward for a period of four years (six years for tax losses related to years prior 2010) after their occurrence and subject to deduction to tax profits realized during that period. As of 31 December 2010 (date of the last tax declarations delivered), the Group companies that had tax losses available to be carried forward in relation to which deferred tax assets were recorded, were as follows:
| Dec-10 | |||
|---|---|---|---|
| Deferred tax | |||
| With Latest date of utilization: | Tax Losses | Assets | Expiry date |
| At 2005 | |||
| - Caetano Retail (Norte) SGPS SA | 69.055 | - | 2011 |
| - Caetano Components, S.A. | 233.848 | 58.463 | 2011 |
| - Caetano Colisão, SA | 396.421 | - | 2011 |
| At 2006 | |||
| - Caetano Retail (Norte) SGPS SA | 2.059 | - | 2012 |
| - Caetano Colisão, SA | 388.146 | - | 2012 |
| At 2007 | |||
| - Caetano Retail (Norte) SGPS SA | 63.772 | - | 2013 |
| - Auto Partner CA, SA | 219.604 | - | 2013 |
| - Caetano Colisão, SA | 1.100.930 | - | 2013 |
| At 2008 | |||
| - Caetano Retail (Norte) SGPS SA | 70.511 | - | 2014 |
| - Caetano Colisão, SA | 117.929 | - | 2014 |
| - Auto Partner CA, SA | 343.145 | 85.786 | 2014 |
| At 2009 | |||
| - Caetano Retail (Norte) SGPS SA | 48.248 | - | 2015 |
| - Auto Partner CA, SA | 409.584 | 71.325 | 2015 |
| 3.463.252 | 215.574 | ||
On a prudential basis, some of the Group Companies do not record deferred tax assets related to tax losses carried forward.
As of 30 June 2011 and 2010, tax rates used to compute deferred tax assets and liabilities were as follows:
| Tax rates | ||
|---|---|---|
| 30.06.2011 | 30.06.2010 | |
| Affiliate country: | ||
| Portugal | 26,5%/25% | 26,5%/25% |
| Cabo Verde | 35,0% | 35,0% |
| United Kingdom | 30,0% | 30,0% |
Except for Movicargo, Toyota Caetano Group companies with head office in Portugal started to be taxed on an aggregated basis, in accordance with the "Group Special Taxation Regime" ("Regime Especial de Tributação de Grupos de Sociedades - RETGS") established by articles 69th and 70th of the Corporate Income Tax Code.
In accordance with the applicable legislation, the income tax returns of Toyota Caetano and other Group companies with head office in Portugal are subject to review and correction by the tax authorities for a four year period. Therefore, the tax declarations of the Group Companies for the years 2006 to 2010 are still subject to review. Declarations relating to Social Security may be reviewed for a period of 10-years up to 2000, inclusive, and 5-year period for the years as from 2001. The Board of Directors believes that the corrections that may arise from such reviews/inspections will not have a significant impact in accompanying consolidated financial statements.
In accordance with article 88 of Corporate Income Tax Code ("Código do Imposto sobre o Rendimento das Pessoas Colectivas"), Group companies with head office in Portugal are also subject to an autonomous taxation over a group of expenses at the rates defined in the referred article.
As of 30 June 2011, 31 December 2010 and 30 June 2010, the caption "Cash and cash equivalents" was as follows:
| Jun-11 | Dec-10 | Jun-10 | |
|---|---|---|---|
| Cash | 148.975 | 156.425 | 223.285 |
| Bank Deposits | 11.775.549 | 19.945.500 | 20.019.959 |
| Cash equivalents | (1.816) | 450 | 27.109 |
| 11.922.708 | 20.102.375 | 20.270.353 | |
The Company and its affiliates have credit lines available as of 30 June 2011 by an amount of, approximately, 130 Million Euros that may be used for future operational activities and to comply with financial commitments, as there aren´t any restrictions to its use.
As of 30 June 2011, the Company's share capital, fully subscribed and paid for, consisted of 35.000.000 bearer shares, with a nominal value of 1 Euro each.
The entities with over 20% of subscribed capital are as follows:
| - Grupo Salvador Caetano – SGPS, S.A. | 60,00% |
|---|---|
| - Toyota Motor Europe NV/SA | 27,00% |
In accordance with the decision of the General Shareholders Meeting held on 28 April 2011, Toyota distributed in 2011 a dividend of 0,19 Euros per share (total dividend amounting to Euro 6.650.000). In accordance with the decision of the General Shareholders Meeting held on 23 April 2010, Toyota distributed in 2010 a dividend of 0,15 Euros per share (total dividend amounting to Euro 5.250.000).
Portuguese commercial legislation determines that at least, 5% of annual net profit must to be allocated to the legal reserve until it represents 20% of a company's share capital. This reserve cannot be distributed to shareholders unless the company is to be liquidated. This reserve can be used to compensate accumulated losses provided that all other reserves are used first and can be incorporated into share capital.
The revaluation reserves may not be distributed to shareholders unless they are fully depreciated or if the property subject to reassessment has been sold.
The currency conversion reserves reflect the exchange rate changes occurred in the transposition of the financial statements of subsidiaries in currencies other than Euro and cannot be distributed or used to absorb losses.
The fair value reserves reflect the changes in fair value of financial investments available for sale and cannot be distributed or used to absorb losses.
Under Portuguese law, the amount of distributable reserves is determined according to the individual financial statements of Toyota Caetano Portugal, presented according to the Normas Contabilísticas e de Relato Financeiro (NCRF, Portuguese GAAP).
The variation occurred in this caption during the six month period ended as of 30 June 2011 and 2010, was as follows:
| Jun-11 | Jun-10 | |
|---|---|---|
| Opening Balances as of January 1 | 1.081.820 | 3.284.681 |
| Aquisition variation | - | (2.398.922) |
| Others | (51.649) | 33.257 |
| Net profit attributable to Minority Interest | (24.679) | (1.142) |
| 1.005.492 | 917.874 | |
As of 30 June 2011, 31 December 2010 and 30 June 2010, the caption "Loans" was as follows:
| Jun-11 | Dec-10 | Jun-10 | |||||||
|---|---|---|---|---|---|---|---|---|---|
| Current | Non-Current | TOTAL | Current | Non-Current | TOTAL | Current | Non-Current | TOTAL | |
| Bank Loan | 55.460.000 | 55.460.000 | 59.000.000 | 250.000 | 59.250.000 | 75.670.198 | 250.000 | 75.920.198 | |
| Overdrafts | 366.278 | 366.278 | 354.790 | 354.790 | 699.447 | 699.447 | |||
| Other Loans | 1.826.359 | 1.826.359 | 1.908.747 | 1.908.747 | 2.119.358 | 2.119.358 | |||
| 55.826.278 | 1.826.359 | 57.652.637 | 59.354.790 | 2.158.747 | 61.513.537 | 76.369.644 | 2.369.358 | 78.739.002 | |
Interests relating to the above mentioned bank loans are indexed to Euribor interest rates, increased with a spread that varies from 1,35 % to 4,25 %.
As of 30 June 2011, 31 December 2010 and 30 June 2011, this caption was composed of short-term current accounts with suppliers.
The Group, as to manage financial risks, has implemented policies to ensure that all liabilities are paid within established payment deadlines.
As of 30 June 2011, 31 December 2010 and 30 June 2010, the detail of this caption was as follows:
| Current Liabilities | Non-Current Liabilities | |||||
|---|---|---|---|---|---|---|
| Jun-11 | Dec-10 | Jun-10 | Jun-11 | Dec-10 | Jun-10 | |
| Public Entities | ||||||
| Income Taxes withheld | 694.807 | 349.190 | 390.532 | - | - | - |
| Value Added Taxes | 4.815.137 | 11.641.562 | 7.764.191 | - | - | - |
| Income Tax (estimated tax) (Note 25) | 517.730 | 3.449.654 | 1.875.834 | - | - | - |
| Income Tax (recover tax) | 267.201 | - | 411.137 | - | - | - |
| Income Tax (RETGS) | - | - | (747.465) | - | - | - |
| Income Tax (advance tax pay) | (570.633) | (2.133.025) | (478.345) | - | - | - |
| Vehicles Tax | 2.089.739 | 3.836.667 | 4.407.327 | - | - | - |
| Custom Duties | 137.396 | 727.142 | 623.901 | - | - | - |
| Employee's social contributions | 847.319 | 733.598 | 923.114 | - | - | - |
| Others | 205.688 | 214.186 | 339.951 | - | - | - |
| 9.004.383 | 18.818.974 | 15.510.177 | - | - | ||
| Shareholders - Others | 37.535 | 59.825 | 156.229 | - | - | - |
| Advances from Customers | 300.840 | 636.666 | 583.303 | - | - | - |
| Fixed Assets Suppliers | 1.543.114 | 1.689.397 | 1.747.760 | 5.888.646 | 6.621.087 | 7.458.602 |
| Other Creditors | 1.083.653 | 2.626.075 | 1.935.572 | - | - | - |
| 11.969.525 | 23.830.937 | 19.933.041 | 5.888.646 | 6.621.087 | 7.458.602 | |
The caption "Fixed assets suppliers" (current and non current) include liabilities of the Group as a lease, in financial lease contracts, related to the acquisition of facilities and equipments.
As of 30 June 2011, this caption refers to a reimbursable subsidy to investment granted in the first semester of 2010, with the following reimbursement plan:
| 2012 | 839.301 |
|---|---|
| 2013 and following years | 1.553.681 |
| -------------- | |
| 2.392.982 | |
| ======== |
As of 30 June 2011, 31 December 2010 and 30 June 2010, the caption "Other current liabilities" was as follows:
| Jun-11 | Dec-10 | Jun-10 | |
|---|---|---|---|
| Accrued Cost | |||
| Vacation pay and bonus | 7.239.435 | 6.036.037 | 8.499.673 |
| Accrual for Vehicles Tax | 1.580.534 | 780.628 | 602.684 |
| Advertising Campaigns | 1.477.138 | 2.349.319 | 730.364 |
| Specialization cost assigned to vehicles sold | 904.985 | 693.720 | 193.820 |
| Warranty claims | 660.185 | 825.516 | |
| Interest | 332.332 | 710.473 | 599.099 |
| Advance costing | 156.083 | 122.934 | 260.916 |
| Advance External Supplies and Services | 140.060 | 708.655 | |
| Royalties | 138.439 | 106.368 | |
| Work for the Company | 126.434 | 265.558 | |
| Insurance | 79.563 | 63.423 | |
| Commission | 262.590 | ||
| Others | 913.237 | 2.391.766 | 2.720.475 |
| 13.748.425 | 13.084.877 | 15.839.141 | |
| Deferred Income | |||
| Publicity recuperation | 1.011.011 | 890.257 | 1.500.565 |
| Interest Charged to Customers | 60.912 | 80.148 | 120.868 |
| Subsidy granted by API | 59.936 | ||
| Investment subsidy | 697.630 | 706.936 | |
| Revenue deferred | 2.271.797 | ||
| Others | 169.980 | 171.009 | 502.502 |
| 1.939.533 | 4.120.147 | 2.183.871 | |
| Total | 15.687.957 | 17.205.024 | 18.023.012 |
Toyota Caetano Portugal (along with other associated companies) incorporated, by public deed dated 29 December 1988, the "Salvador Caetano Pension Fund", subsequently updated in 2 January 1994, in 29 December 1995 and in 23 December 2002.
As of 30 June 2011, the following companies of Toyota Caetano Group were associated with Salvador Caetano Pension Fund:
This set up Pension Fund establishes that, as long as Toyota Caetano Group maintains the decision to make contributions to the above mentioned fund, employees (beneficiaries) may receive, at their retirement date, non updatable pension complement, computed based on a percentage of the salary, among other conditions.
As a result of the actual economic environment and the increasing liabilities that a fund structure as ours causes to the group of associated companies, a request was made as of 19 December 2006 to the fund manager of the Salvador Caetano Pension Fund (ESAF – Espírito Santo Activos Financeiros, S.A.), to act near "ISP - Instituto de Seguros de Portugal" and take the necessary measures to change the defined benefit plan into a defined contribution plan, among other changes.
Following the above mentioned, a dossier was sent in 18 December 2007 to Instituto de Seguros de Portugal containing the change proposals to the "Constitutive Contract" of Salvador Caetano Pension Fund, as well as the minute of approval of these changes by the Pensions Fund Advisory Committee, and requesting, with effects as from 1 January 2008, the approval of these changes.
The proposal to change the pension complement, dully approved by the Pension Funds Advisory Committee ("Comissão de Acompanhamento do Fundo de Pensões"), includes the maintenance of a defined benefit plan for the retired workers and ex-employees with acquired rights until 1 January 2008, as well as for all the employees with more than 50 years and more than 15 years of service completed until 1 January 2008, being created a new group
(formed by the remaining universe of employees working for the Salvador Caetano Pension Fund associates) that will be included in a defined contribution plan.
As of 29 December 2008 Toyota Caetano Portugal, S.A. received a letter from ISP - Instituto de Seguros de Portugal with the approval of the requested changes starting as of 1 January 2008. ISP determined in the above mentioned approval that the employees associated to the Salvador Caetano Pension Fund who as of 1 January 2008 had already completed 15 years of service and were under 50 years of age (and that shall integrate a Defined Contribution Plan) had the right to an individual "initial capital" according to the new plan, determined in accordance with the actuarial responsibilities as of 31 December 2007 and based on the assumptions and criteria used on that year.
The actuarial assumptions used by the fund manager include the "Projected Unit Credit" calculation method, the Mortality Table and Disability Table TV 73/77 and SuisseRe 2001, respectively, as well as a salary increase rate, pension increase rate and average rate of return of 2%, 0% e 5%, respectively.
Additionally, during the first semester of 2011, Toyota Caetano Group, recorded an accrual for the above mentioned Pension Fund that amounted to, approximately, 690 thousand Euros (538 thousand Euros as of 30 June 2010), which was reflected in the statement of profit and loss caption "Payroll expenses".
Movements in provisions and accumulated impairment losses over the six month period ended as of 30 June 2011 and 2010 were as follows:
30-06-2011
| Opening Balances |
Increases | Disposals and Other |
Ending Balances |
|
|---|---|---|---|---|
| Accumulated impairment losses in investments Accumulated impairment losses in accounts Receivable Accumulated impairment losses in inventories Provisions |
1.781.995 12.878.734 2.361.786 1.101.702 |
149.956 43.290 |
(7.416) (39.412) (806.293) |
1.781.995 12.871.318 2.472.330 338.698 |
30-06-2010
| Opening Balances |
Increases | Disposals and Other |
Ending Balances |
|
|---|---|---|---|---|
| Accumulated impairment losses in investments | 1.471.651 | - | (1.469.656) | 1.995 |
| Accumulated impairment losses in accounts Receivable | 13.050.481 | 492.028 | (375.630) | 13.166.879 |
| Accumulated impairment losses in inventories | 2.382.475 | 111.288 | (254.453) | 2.239.310 |
| Provisions | 828.133 | 535.335 | (55.408) | 1.308.060 |
As of 30 June 2011, 31 December 2010 and 30 June 2010, the caption "Provisions" has the following breakdown:
| Jun-11 | Dec-10 | Jun-10 | |
|---|---|---|---|
| Bonus to employees | - | - | 342.398 |
| Warranty provision | 138.684 | 126.688 | 137.939 |
| Litigations in progress | 200.014 | 975.014 | 707.723 |
| Tax Contingencies | - | - | 120.000 |
| 338.698 | 1.101.702 | 1.308.060 | |
The derivative financial instruments used by Toyota Caetano Group, as of 30 June 2011, refer to interest rate swap agreement (cash flow hedges) aiming to cover interest rate risk of loans that, although not fulfilling all the requirements to be considered as hedging instruments, contribute to a reduction of the exposure to interest rates fluctuations or for the optimization of funding costs.
Fair value of these derivatives as of 30 June 2011 was of (44.381) Euros.
These derivative financial instruments were valuated considering the estimated cash flows resulting from those financial instruments. Toyota Caetano Group intends to hold these financial instruments until maturity, so this valuation reflects the best estimation of future cash flows resulting from these financial instruments.
These interest rate hedging instruments are reflected at their respective fair value, at the date of the balance sheet, determined by valuations made by the banks with whom these financial instruments were agreed. The computation of these financial instruments fair value was based, for the interest rate swaps, on the actualization for the date of the balance sheet of future cash flows resulting from the difference between the interest rate of the fixed leg of the derivative instrument and the indexing variable interest rate of the derivative instrument variable leg. That measure, falls within the second level of hierarchy of fair value, under paragraph 27-A of IFRS7 (measurement inputs based on assumptions indirectly observable in the market)
As of 30 June 2011, 31 December 2010 and 30 June 2010, Toyota Caetano Group had assumed the following financial commitments:
| Commitments | Jun-11 | Dec-10 |
|---|---|---|
| Credits Guarantees of Imports |
1.999.513 12.078.088 |
2.013.588 12.078.088 |
| 14.077.601 | 14.091.676 | |
The financial commitments as of 30 June 2011 and 31 December 2010,classified as "Guarantees for Imports", include an amount of 8.080.910 Euros related with guarantees on imports provided to Portuguese Customs Agency (Direcção Geral das Alfândegas).
The Corporate Income Tax recorded in the six month period ended as of 30 June 2011 and 2010 was made up as follows:
| Jun-11 | Jun-10 | |
|---|---|---|
| Income Tax (Note 20) | 517.730 | 1.883.337 |
| Deferred income taxes (Note 13) | 116.322 | (826.113) |
| 634.052 | 1.057.224 | |
Earnings per share over the six month period ended as of 30 June 2011 and 2010 were computed based on the following amounts:
| Jun-11 | Jun-10 | |
|---|---|---|
| Net Income Basic Diluted |
495.492 495.492 |
6.290.546 6.290.546 |
| Number of shares | 35.000.000 | 35.000.000 |
| Earnings per share (basic and diluted) | 0,014 | 0,180 |
During the six month period ended as of 30 June 2011 and 2010 there were no changes in share number.
During the six month period ended as of 30 June 2011 and 2010, the detail in segment information was as follows:
| 30-06-2011 | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| NATIONAL | FOREIGN | ||||||||||||||
| Vehicles | Industrial Equipment | Others | Vehicles | Industrial Equipment | Removals | Consolidated | |||||||||
| Industrie | Commercial | Services | Rental | Machines | Services | Rental | Industrie | Commercial Machines Services Rental | |||||||
| PROFIT | |||||||||||||||
| External sales | 13.392.072 161.755.743 10.308.836 2.080.171 | 4.351.253 | 1.303.531 5.457.036 | 7.707.578 | 9.416.929 | 156.995 | 6.740 | (58.817.252) | 157.119.631 | ||||||
| Income | |||||||||||||||
| Operational income | (1.928.590) | 3.924.864 | (213.909) | (196.295) | (18.690) | 779.493 | 539.923 (212.268) (1.617.079) | 514.966 | 1.267 | 3.918 | (754.801) | 822.800 | |||
| Financial income | (75.088) | (420.996) | (4.770) | (130.561) | (11.685) | (7.851) | (258.330) | 14.390 | (43.472) | (21.040) | (853) | (41) | 1.267.041 | 306.744 | |
| Net Income w ith non-controlled interests (2.002.237) | 1.675.469 1.179.678 | (326.857) | (30.374) | 734.719 | 263.171 (197.879) (1.660.551) | 404.687 | 394 | 3.691 | 451.581 | 495.492 | |||||
| Other Information | |||||||||||||||
| Total consolidated assets | 69.647.921 196.572.529 30.247.597 21.889.190 | 7.791.453 | 503.718 48.093.099 35.879.394 | 9.857.367 | (159.350.023) | 261.132.244 | |||||||||
| Total consolidated liabilities | 30.420.641 108.002.359 | 7.302.643 20.741.087 | 3.096.869 | 212.171 23.901.463 12.882.807 | 146.238 | (80.066.325) | 126.639.952 | ||||||||
| Capital Expenses | 510.088 | 1.190.711 | 225.607 8.049.438 | 89.766 | 13.289 2.566.251 | 45.777 | (720.042) | 11.970.886 | |||||||
| Depreciation | 936.048 | 2.142.273 | 671.345 1.431.397 | 132.816 | 19.663 3.280.839 | 101.194 | (17.082) | 8.698.493 | |||||||
| 30-06-2010 | |||||||||||||||
| NATIONAL | FOREIGN | ||||||||||||||
| Vehicles | Industrial Equipment | Vehicles | Industrial Equipment | Removals | Consolidated | ||||||||||
| Industrie | Commercial | Services | Rental | Machines | Services | Rental | Others | Industrie Commercial Machines Services Rental | |||||||
| PROFIT | |||||||||||||||
| External sales | 16.030.899 243.317.362 11.291.298 4.529.308 3.841.677 1.426.335 5.370.865 | 6.370.990 10.016.559 | 129.725 | 3.311 52.604 | (84.826.553) | 217.554.380 | |||||||||
| Income | |||||||||||||||
| Operational income | (1.222.585) | 2.719.772 2.877.874 | (46.219) | 22.721 | 893.401 | 416.150 | 629.394 | (895.055) | 586.166 | 6.341 | 2.215 (5.492) | 1.083.417 | 7.884.709 | ||
| Financial income | (78.472) | (336.568) | (33.101) | 47.990 | (24.229) | (7.749) | (177.796) | 707.846 | (31.234) | (13.187) | (611) | (21) | (151) | (589.655) | (536.939) |
| Net Income w ith non-controlled interests (1.301.721) | 1.549.083 2.772.043 | 1.771 | (2.042) | 719.054 | 193.770 | 911.761 | (926.289) | 451.277 | 4.652 | 1.781 (5.643) | 1.104.440 | 6.290.546 | |||
| Other Information | |||||||||||||||
| Total consolidated assets | 85.592.545 191.875.040 48.324.769 25.646.340 10.289.602 13.751.599 40.454.470 41.926.354 | 10.508.246 | (160.521.634) | 307.847.330 | |||||||||||
| Total consolidated liabilities | 43.539.684 122.061.810 16.495.163 23.456.816 4.914.797 6.859.392 20.178.967 20.269.008 | 885.267 | (86.456.366) | 172.204.539 | |||||||||||
| Capital Expenses | 333.937 | (687.484) | (665.090) | 6.902.973 | 60.927 | 8.985 6.251.195 | 14.749 | 6.592.555 | 18.812.746 | ||||||
| Depreciation | 1.176.908 | 2.099.362 | 804.895 | 903.352 | 156.352 | 23.059 3.029.549 | 91.492 | (75.144) | 8.209.824 | ||||||
The line "Turnover" includes Sales, Service Rendered and the amount of about 4.795.000 Euros (4.564.000 Euros as of 30 June 2010) related to equipment rentals accounted in Other Operating Income.
The column "Eliminations" mainly includes the elimination of transactions between Group companies included in consolidation, mainly belonging to Vehicles segment.
During the six month period ended as of 30 June 2011 and 2010, the average number of personnel was as follows:
| Personnel | Jun-11 | Jun-10 |
|---|---|---|
| Employees Workers |
1.182 596 |
1.245 688 |
| 1.778 | 1.933 |
The detail of sales and services rendered by geographic markets, for the six months period ended as of 30 June 2011 and 2010, was as follows:
| Jun-11 | Jun-10 | ||||
|---|---|---|---|---|---|
| Market | Amount | % | Amount | % | |
| National | 134.717.111 | 88,44% | 203.516.990 | 95,55% | |
| Germany | 2.546.728 | 1,67% | 6.096.630 | 2,86% | |
| United Kingdom | 134.816 | 0,09% | 754 | 0,00% | |
| Spain | 279.593 | 0,18% | 135.980 | 0,06% | |
| African Countries with Official Portuguese Language | 7.326.187 | 4,81% | 1.200 | 0,00% | |
| Others | 7.319.445 | 4,81% | 3.238.915 | 1,52% | |
| 152.323.880 100,00% | 212.990.469 100,00% | ||||
Additionally, sales and services rendered by activity were as follows:
| Jun-11 | Jun-10 | ||||
|---|---|---|---|---|---|
| Activity | Amount | % | Amount | % | |
| Vehicles Spare Parts Repairs and after sales services Others |
109.377.950 28.091.241 8.843.172 6.011.517 |
71,81% 18,44% 5,81% 3,95% |
166.482.123 109,29% 31.402.837 9.844.104 5.261.405 |
20,62% 6,46% 3,45% |
|
| 152.323.880 100,00% | 212.990.469 139,83% |
As of 30 June 2011 and 2010, the caption "Other operating income" was made up as follows:
| Other operating income | Jun-11 | Jun-10 |
|---|---|---|
| Guarantees recovered (Toyota) | 3.265.531 | 3.289.104 |
| Gains in the disposal Tangible Fixed Assets | 1.349.652 | 1.629.916 |
| Commissions | 813.806 | 1.183.385 |
| Lease Equipment | 4.911.502 | 4.564.075 |
| Advertising expenses and sales promotion recovered | 540.146 | 737.756 |
| Transport expenses recovered | 572.278 | 899.977 |
| Services provided | 790.789 | 1.405.688 |
| Work for the Company | 1.054.709 | 1.278.795 |
| Surplus in financial investments | - | 1.140.590 |
| Rents expenses recovered | 589.318 | 884.206 |
| Additional tax asseements recovered (Note 34) | - | 795.911 |
| Subsidies | 695.836 | 480.595 |
| Materials | 204.475 | 17.836 |
| Others | 2.165.937 | 1.303.059 |
| 16.953.979 | 19.610.894 | |
As of 30 June 2011 and 2010, the consolidated financial results were as follows:
| Expenses and Losses | Jun-11 | Jun-10 |
|---|---|---|
| Interest Foreign Currency Exchange Losses Other Financial Expenses Net Financial Results |
1.020.161 - - 306.744 1.326.905 |
1.441.261 96.375 1.248.037 -536.939 2.248.734 |
| Income and Gains | Jun-11 | Jun-10 |
|---|---|---|
| Interest Revenue from Investments Properties (Note 6) Gains from Financial Investments Gains on Disposals of Financial Investments Other Financial Income |
435.479 672.263 - 219.163 |
330.866 1.275.652 128.287 - 513.929 |
| 1.326.905 | 2.248.734 | |
Balances and transactions between the Parent Company and its affiliates, which are related entities to the Parent Company, were eliminated in the consolidation process, and, as such, they will not be disclosed in this Note. Balances and transactions details between Toyota Caetano Group and its related parties can be summarized as follows:
| Comercial Debts | Products | Fixed assets | Services | Others | |||||
|---|---|---|---|---|---|---|---|---|---|
| COMPANY | Receivable Payable | Sales | Purchases Purchases Rendered | ||||||
| ALBITIN- CIMFT, LDA | 790 | 57.322 | 327.855 | 2.251 | Obtained | Income | Costs 40 |
||
| AMORIM BRITO & SARDINHA LDA | 37 | 30 | |||||||
| ATLANTICA, SA | 5.111 | ||||||||
| BAVIERA - COMÉRCIO DE AUTOMÓVEIS, SA | 327.418 | 192.895 | 1.296.079 | 255.791 | 25.068 | 7.152 | 109.781 | 121.395 | 87.107 |
| CAETANO ACTIVE (SUL), LDA. | 184 | 5.370 | 10.848 | -1.066 | 4.770 | 27.424 | |||
| CAETANO AUTOBODY,COMERCIO DE AUTOCARROS,SA | 2.062.005 | 174.044 | 9.000 | 1.026 | 6.903 | 5.803 | |||
| CAETANO CITY E ACTIVE (NORTE) SA | 171.661 | 113.448 | -4 | 113.760 | 370 | 131.843 | |||
| CAETANO DRIVE SPORT URBAN (NORTE)SA | 217.416 | 216.592 | 545 | 199.681 | 222.602 | 764 | 203 | 275.874 | |
| CAETANO DRIVE SPORT URBAN(CENTRO)SA | 111.791 | 12.633 | 274.991 | 425.447 | 4.306 | 156.123 | 49.268 | 520.248 | |
| CAETANO DRIVE SPORT URBAN(SUL)SA | 11.706 | 35.153 | 8.346 | 91 | -19.940 | -62.657 | 13.097 | 25.787 | |
| CAETANO FORMULA (NORTE),SA | 1.347 | 200.576 | 89.681 | 143.227 | 5.523 | 12.742 | 33.351 | ||
| CAETANO MOTORS (NORTE), SA | 1.153 | 259 | 459 | ||||||
| CAETANO MOTORS (SUL), SA | 644 | -3.597 | 379 | -11.205 | -33.551 | 9.853 | 25.862 | ||
| CAETANO PARTS (NORTE) LDA | 78.535 | 332.491 | 176.925 | 622.381 | 109.354 | 217.990 | 30.060 | ||
| CAETANO PARTS E COLISÃO (SUL), S.A. | -206.298 | 504.361 | -108.182 | 729.177 | 72 | 427.110 | |||
| CAETANO POWER (PORTO), SA | 11.634 | 29.953 | 50.345 | 483 | 968 | ||||
| CAETANO POWER (SUL) SA | 15.062 | 2.407 | 78 | 1.032 | -56.459 | 28.633 | |||
| CAETANO RETAIL (CENTRO), SGPS, S.A. | 37 | 37 | |||||||
| CAETANO RETAIL SERVIÇOS SA | 5.956 | 13.174 | |||||||
| CAETANO SPAIN, SA | 317.746 | 242 | 136.753 | 242 | |||||
| CAETANO STAR (SUL) SA | 72.792 | 38.000 | 129.254 | 5.191 | -8.158 | 48.426 | |||
| CAETANO TECHNIK (SUL), SA | 135 | 3.466 | 1.410 | 604 | -53.371 | 25.190 | |||
| CAETANO TECHNIK E SQUADRA LDA | 141.956 | 76.363 | 16.555 | 87.943 | 21.532 | 81.099 | 13.616 | 51.110 | |
| CAETANO UK LIMITED | 4.672 | 24.101 | 168 | 4.672 | |||||
| CAETANOBUS-FABRICAÇÃO DE CARROÇARIAS SA | 5.532.029 | 278.400 | 3.381.034 | 41.609 | 74.694 | 32.350 | 38.994 | 1.123.771 | |
| CAETANOLYRSA, S.A | 76 | 2.814 | 2.288 | 417 | |||||
| CAETSU PUBLICIDADE,SA | 468 | 213.270 | 374 | 1.899.286 | 1.500 | 453 | |||
| CARPLUS (CENTRO) SA | 8.770 | 13.345 | 8.415 | 5.719 | 18.524 | ||||
| CARPLUS (NORTE) LDA | 33.228 | 14.082 | 16.360 | 98.842 | 11.815 | 6.064 | 8.414 | 536 | 116.525 |
| CARPLUS (SUL), S.A. | 9.738 | 24.334 | 230 | 446 | -91.635 | 13.154 | |||
| CARPLUS-COMERCIO AUTOMOVEIS SA | 1.071 | 4.725 | 55.000 | 56.071 | |||||
| CIBERGUIA, SA | 9.954 | ||||||||
| COCIGA - CONSTRUÇÕES CIVIS DE GAIA, SA | 17.495 | 80.959 | 29.271 | 109.370 | 13.518 | 86.942 | 2.650 | ||
| CONTRAC GMBH MASCHINEN UND ANLAGEN | -25.769 | 115.959 | 55.096 | 567 | |||||
| DICUORE-DECORACAO SA | 2.629 | 19.652 | |||||||
| ENP-ENERGIAS RENOVÁVEIS PORTUGAL, S.A. | 13.657 | 12.384 | 199 | 85 | 10.068 | 10.000 | |||
| EUFER-CAETANO-ENERGIAS RENOVÁVEIS,LDA. | 23.815 | 14.128 | |||||||
| FINLOG - ALUGUER E COMÉRCIO AUTO, SA | 333.198 | 208.659 | 499.111 | 278.259 | 40.048 | 468.787 | 896 | 29.504 | |
| GILLCAR NORTE - COM. IND. MAQUINAS E TINTAS,SA | 3.888 | 545 | 34.180 | 313 | 5.699 | 11.759 | 785 | ||
| GLOBALIA AUTOMOVILES SL | -48.172 | ||||||||
| GLOBALWATT, SGPS, S.A. | 37 | 30 | |||||||
| GRUPO SALVADOR CAETANO, SGPS, SA | 577 | 465.270 | 8 | ||||||
| GUÉRIN-RENT-A-CAR(DOIS),LDA | 263.345 | 69.369 | 53.698 | 754.007 | 13.078 | 33.062 | |||
| IBERICAR AUTO NIPON, SA | 48.902 | 15.929 | 48.172 | 15.929 | 730 | ||||
| LUSILECTRA - VEÍCULOS E EQUIPAMENTOS, SA | 5.506 | 112.421 | 501.620 | 228.361 | 3.970 | 108.464 | 218 | 7.468 | |
| MDS AUTO - MEDIAÇÃO SEGUROS SA | 20.799 | 344.530 | 335 | 144 | 48.831 | 894.122 | 346.811 | ||
| NOVEF-SGPS | 19.500 | ||||||||
| POAL, SA | 17.806 | ||||||||
| PORTIANGA - COMÉRCIO INTERNACIONAL E PARTICIPAÇÕES, SA RARCON - ARQUITECTURA E CONSULTADORIA, SA |
63.429 736 |
34.443 19.587 |
124.608 | 99.243 | 171 | 22.812 46.902 |
443 1.366 |
||
| RIGOR - CONSULTORIA E GESTÃO, SA | 111.007 1.195.973 | 1.704 | 5.259 | 2.100 | 55.648 | 2.059.851 | 7.924 | 97.526 | |
| SIMANOR - COMÉRCIO DE AUTOMÓVEIS, LDA. | 451 | 30 | |||||||
| SIMOGA - SOC. IMOBILIÁRIA DE GAIA, SA | 1.973 | 268 | |||||||
| SOL PORTUGAL - VIAGENS TURISMO LDA. | 5.902 | 899 | 899 | ||||||
| SPRAMO - PUBLICIDADE & IMAGEM, S.A. | 681 | ||||||||
| TECNICAS DE REPARACION RAFER, SL | 471 | ||||||||
| TOYOTA MOTOR CORPORATION | 343.481 | 1.019.036 | 223.609 | ||||||
| TOYOTA MOTOR EUROPE NV/SA (TME) | |||||||||
| TURISPAIVA - SOCIEDADE TURÍSTICA PAIVENSE, LDA. | 279 | 725 | |||||||
| CIMOVEL- FUNDO IMOBILIARIO | 5.078.400 | 7.734 | 12.192 | ||||||
| CAETSU PUBLICIDADE,SA | 615 | 530 | 227 | 12.048 | |||||
| TOVICAR, SOCIEDADE COMERCIAL DE AUTOMÓVEIS,SA | 39.792 | 8.731 | |||||||
| CAISB - COMPANHIA ADMINISTRADORA IMOBILIÁRIA SÃO BERNARDO | 6.050 | 164.640 | |||||||
| CATEDRAL DO AUTOMÓVEL,SA | 908 | 46.046 | 54.072 | ||||||
| CHOICE CAR (SGPS), SA | 1.648 | ||||||||
| LAVORAUTO-ADMINISTRAÇÃO E CONSULTORIA DE EMPRESAS,SA | 52.640 | ||||||||
| LUSO ASSISTÊNCIA-GESTÃO DE ACIDENTES , SA | 2.966 | 17.456 | 2.143 | 15.136 | 919 | ||||
| AUTO PARTNER IMOBILIARIA, SA | 25.420 | 59.107 | 109.883 | ||||||
| 15.020.750 5.463.474 | 6.406.126 | 4.429.343 | 1.240.889 | 1.088.702 | 5.801.220 1.220.077 | 3.658.200 |
Purchase and sale of goods and services rendered to related parties were made at market prices.
Taxes:
As a result of favorable decisions on the judicial impugnation processes, regarding additional assessments of Corporate Income Tax and relating to the fiscal years of 1995, 1997, 1998 and 1999 it is still expected in the shortterm for the reimbursement of the remaining of the additional taxes paid and recorded as expenses in previous years, added by the corresponding compensatory interests. During the period, ended in June 2010, has been recovered approximately 796.000 Euros recorded under "other operating income" (Note 32).
Regarding the tax inspection to the years 2003 and 2004, the additional assessments related with Corporate Income Tax already paid and recognized as expenses in previous years were claimed, amounting to 725.542 Euros.
Regarding the tax inspection to the year 2003, an additional Corporate Income tax assessment was received and paid during 2007, amounting to 453.895 Euros, although it was partially judicially claimed by the Company.
In relation to the tax inspection to the year 2004, additional tax assessments were received and paid during 2007, amounting to 677.473 Euros, and recorded as an expense, having the Company decided to claim them judicially. Also in relation with this tax inspection, the Group received a notification from the tax authorities to correct its carried forward tax losses, already used in prior years, amounting to 354.384 Euros, and recorded in the caption "Other operating expenses" in previous years.
The remuneration of members of the board of Toyota Caetano Portugal, S.A. in the six months ended June 30, 2011 and 2010 were as follows:
| Board Members | Jun-11 | Jun-10 |
|---|---|---|
| Board of Directors | ||
| Fixed remunerations | 280.068 | 355.873 |
| Variable remunerations | 183.016 | 214.537 |
The Group takes the necessary measures regarding the environmental area, in order to comply with the prevailing legislation.
The Board of Directors of Toyota Caetano Portugal believes that there are no risks associated to environmental protection and improvement, and confirms that no communication or sanction related with these matters was received in the first semester of 2011.
In September 2000, the European Commission approved a Directive regarding end-of-life vehicles and the responsibility of Producers/Distributors for dismantling and recycling them.
Producers/Distributors will have, in accordance with this legislation, to support at least a significant part of the cost of dismantling vehicles placed in the market after 1 July 2002, as well as vehicles produced before this date when presented to be dismantled after 1 January 2007.
This legislation will have an impact in Toyota vehicles sold in Portugal. Toyota Caetano Portugal and the brand Toyota are closely monitoring the development of Portuguese National Legislation in order to assess the impact of these operations in its financial statements.
However, it is our conviction, in accordance with studies performed on the Portuguese market, and taking into account the possible future usage of the vehicles parts resulting from the dismantlement, that the effective impact of this legislation in the Company accounts will be reduced or nil.
Meanwhile, and according to the legislation in force (Dec./Law 196/2003), the Company signed a contract with "ValorCar – Sociedade de Gestão de Veículos em Fim de Vida, Lda." - a licensed entity for the management of an integrated system of ELV- to transfer the liabilities in this process.
These consolidated financial statements were authorized for emission by the Board of Directors as of 25 August 2011.
These consolidated financial statements are a translation of financial statements originally issued in Portuguese in accordance with International Financial Reporting Standards (IFRS/IAS), some of which may not conform or be required by generally accepted accounting principles in other countries. In the event of discrepancies, the Portuguese language version prevails.
CHARTERED ACCOUNTANT BOARD OF DIRECTORS ALBERTO LUÍS LEMA MANDIM JOSÉ REIS DA SILVA RAMOS - President HIROYUKI OCHIAI MIGUEL SILVA RAMALHO DA FONSECA MARIA ANGELINA MARTINS CAETANO RAMOS SALVADOR ACÁCIO MARTINS CAETANO MIGUEL PEDRO CAETANO RAMOS RUI MANUEL MACHADO DE NORONHA MENDES
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