Annual Report • Apr 13, 2023
Annual Report
Open in ViewerOpens in native device viewer
| GROUP PROFILE 5 | |
|---|---|
| 1. OVERVIEW OF THE GROUP 5 | |
| 2. HISTORY 5 | |
| 3. GROUP STRUCTURE 6 | |
| 4. INFORMATION ON SOCFINASIA'S HOLDINGS 7 | |
| PT SOCFIN INDONESIA "SOCFINDO" 8 | |
| SOCFIN-KCD Co 12 | |
| COVIPHAMA Co 13 | |
| PLANTATION NORD-SUMATRA "PNS" Ltd 14 | |
| SOCFINDE 15 | |
| SOGESCOL FR 16 | |
| SOCFINCO FR 17 | |
| INTERNATIONAL MARKET FOR RUBBER AND PALM OIL 18 | |
| 1. RUBBER 18 | |
| The international market in 2022 19 | |
| Outlook 2023 19 | |
| 2. PALM OIL 21 | |
| The international market in 2022 22 | |
| Outlook 2023 23 |
| ENVIRONMENT AND SOCIAL RESPONSIBILITY 24 | |
|---|---|
| KEY FIGURES 25 | |
| 1. ACTIVITY INDICATORS 25 | |
| 2. KEY FIGURES FROM THE CONSOLIDATED INCOME STATEMENT AND CONSOLIDATED STATEMENT OF CASH FLOWS 26 | |
| 3. KEY FIGURES IN THE CONSOLIDATED STATEMENT OF FINANCIAL POSITION 26 | |
| STOCK MARKET DATA 27 | |
| FINANCIAL HIGHLIGHTS OF THE YEAR 27 | |
| CORPORATE GOVERNANCE STATEMENT 28 | |
| 1. INTRODUCTION 28 | |
| 2. CORPORATE GOVERNANCE CHART 28 | |
| 3. BOARD OF DIRECTORS 28 | |
| Composition of the Board of Directors 28 | |
| Other mandates held by the directors in listed companies 28 | |
| Appointments of Directors 30 | |
| Role and powers of the Board of Directors 30 | |
| Activity report of the Board of Directors 31 | |
| 4. COMMITTEES OF THE BOARD OF DIRECTORS 31 | |
| 4.1 Audit Committee 31 | |
| 4.2 Appointment and Remuneration Committee 32 | |
| 5. REMUNERATION 32 | |
| 6. SHAREHOLDING STATUS 32 | |
| 7. FINANCIAL CALENDAR 32 | |
| 8. EXTERNAL AUDIT 33 | |
| 9. CORPORATE, SOCIAL AND ENVIRONMENTAL RESPONSIBILITY 33 | |
| 10. OTHER INFORMATION 33 |
|
| STATEMENT OF COMPLIANCE 34 | |
| CONSOLIDATED MANAGEMENT REPORT 35 | |
| 1. CONSOLIDATED FINANCIAL STATEMENTS 35 | |
| 2 .FINANCIAL INSTRUMENTS 36 | |
| 3. OUTLOOK 2023 36 | |
| 4. POLITICAL AND ECONOMIC ENVIRONMENT 36 | |
| 5. EVENTS AFTER THE CLOSING DATE 37 | |
| 6. CORPORATE GOVERNANCE 37 | |
| 7. GENERAL INTERNAL CONTROL SYSTEM ADAPTED TO THE GROUP'S SPECIFIC ACTIVITIES 37 | |
| 8. ENVIRONMENT AND SOCIAL RESPONSIBILITY 38 | |
| CONSOLIDATED FINANCIAL STATEMENTS 39 | |
| 1. CONSOLIDATED STATEMENT OF FINANCIAL POSITION 39 | |
| 2. CONSOLIDATED INCOME STATEMENT 41 | |
| 3. CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME 42 | |
| 4. CONSOLIDATED STATEMENT OF CASH FLOWS 43 | |
| 5. CONSOLIDATED STATEMENT OF CHANGES IN EQUITY 44 | |
| 6. NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS 45 | |
| Note 1. Overview and accounting policies 45 | |
| Note 2. Subsidiaries and associates 58 | |
| Note 3. Leases 60 | |
| Note 4. Intangible assets 62 | |
| Note 5. Property, plant and equipment 63 | |
| Note 6. Biological assets 64 |
| Note 8. Impairment of assets 65 | Note 7. Depreciation and impairment 65 |
|---|---|
| Note 9. Non-wholly owned subsidiaries in which non-controlling interests are significant 67 | |
| Note 10. Investments in associates 68 | |
| Note 11. Financial assets at fair value through other comprehensive income 71 | |
| Note 12. Long-term advance payments 71 | |
| Note 13. Deferred taxes 72 | |
| Note 14. Current tax assets and liabilities 72 | |
| Note 15. Income tax expense 73 | |
| Note 16. Inventories 74 | |
| Note 17. Trade receivables (current assets) 75 | |
| Note 18. Other receivables (current assets) 75 | |
| Note 19. Cash and cash equivalents 75 | |
| Note 20. Share capital 76 | |
| Note 21. Reserve 76 | |
| Note 22. Pension obligations 77 | |
| Note 23. Financial debts 79 | |
| Note 24. Trade and other payables 81 | |
| Note 25. Financial instruments 82 | |
| Note 26. Staff costs and average number of staff 84 | |
| Note 27. Other financial income 84 | |
| Note 28. Financial expenses 84 | |
| Note 29. Net earnings per share 85 | |
| Note 30. Dividends and directors' fees 85 | |
| Note 31. Information on related party 86 | |
| Note 32. Off balance sheet commitments 88 | |
| Note 33. Segment information 88 | |
| Note 34. Risk management 93 | |
| Note 35. Profit before interest, taxes, depreciation and amortisation 97 | |
| Note 36. Contingent liabilities 97 | |
| Note 37. Political and economic environment 99 | |
| Note 38. Events after the closing date 99 | |
| Note 39. Auditor's fees 99 | |
| COMPANY'S MANAGEMENT REPORT 100 | |
| ACTIVITIES 100 | |
| THE RESULT OF THE YEAR 100 | |
| BALANCE SHEET 101 | |
| PORTFOLIO 101 | |
| INVESTMENTS 101 | |
| ALLOCATION OF PROFIT 102 | |
| OWN SHARES 102 | |
| RESEARCH AND DEVELOPMENT 102 | |
| FINANCIAL INSTRUMENTS 103 | |
| BRANCH 103 | |
| CORPORATE RESPONSIBILITY POLICY 104 | |
| ESTIMATED VALUE OF THE SHARE (COMPANY ACCOUNTS) 104 | |
| SIGNIFICANT EVENTS AFTER THE END OF THE YEAR 104 | |
| MAIN RISKS AND UNCERTAINTIES 104 | |
| PERSPECTIVES 104 | |
| STATUTORY APPOINTMENTS 104 |
| 1. BALANCE SHEET AT 31ST DECEMBER 2022 105 | |
|---|---|
| 2. PROFIT AND LOSS ACCOUNT FOR THE YEAR ENDED 31ST DECEMBER 2022 107 | |
| 3. NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR 2022 108 | |
| Note 1. Overview 108 | |
| Note 2. Accounting principles, rules and methods 108 | |
| Note 3. Financial fixed assets 111 | |
| Note 3. Financial fixed assets (continued) 112 | |
| Note 3. Financial fixed assets (continued) 113 | |
| Note 4. Amounts owed by affiliated undertakings 113 | |
| Note 5. Equity 114 | |
| Note 6. Other payables 115 | |
| Note 7. Income from participating interests 115 | |
| Note 8. Income from other investments and loans forming part of the fixed assets 115 | |
| Note 9. Taxation 115 | |
| Note 10. Remuneration of the Board of Directors 115 | |
| Note 11. Political and economic environment 116 | |
| Note 12. Off-balance sheet commitments 116 | |
Socfinasia S.A. is a Luxembourg holding company and its registered address is 4 Avenue Guillaume, L 1650 Luxembourg. It was incorporated on 20th November 1972 and is listed on the Stock Exchange of Luxembourg.
The principal activity of Socfinasia is to manage a portfolio of shares focused on the operation of more than 52,000 hectares of tropical palm oil and rubber plantations in South-East Asia. Socfinasia employs 9,595 people and has achieved a consolidated turnover of EUR 202 million in 2022.
| Portfolio | Number of shares | Direct % |
|---|---|---|
| Cambodia | ||
| Socfin-KCD Co | 2,000 | 100.00% |
| Luxembourg | ||
| PNS Ltd | 27,780,000 | 100.00% |
| Socfinde | 199,790 | 79.92% |
| Management Associates | 1,500 | 15.00% |
| Terrasia | 4,781 | 47.81% |
| Induservices | 3,500 | 35.00% |
| Belgium | ||
| Centrages | 7,500 | 50.00% |
| Immobilière de la Pépinière | 3,333 | 50.00% |
| Socfinco | 8,750 | 50.00% |
| Switzerland | ||
| Sogescol FR | 2,650 | 50.00% |
| Socfinco FR | 650 | 50.00% |
| Sodimex FR | 675 | 50.00% |
| Induservices FR | 700 | 50.00% |
The following pages contain a summary of the activity and comments on the financial information for the past two financial years in which Socfinasia holds a direct or indirect participation.
Unless indicated otherwise, equity includes capital, reserves and the results brought forward before allocation of current year results.
Corporate data refers to consolidated data.
The balance sheet figures are presented in the functional currency of the respective entities.
PT Socfindo is an Indonesian company which manages oil palm and rubber plantations in North Sumatra, Indonesia.
| Key data | |
|---|---|
| ---------- | -- |
| Area (hectares) | Planted area | |||
|---|---|---|---|---|
| At 31st December 2022 | Mature | Immature | Total | |
| Rubber | 5,676 | 927 | 6,603 | |
| Palm | 35,050 | 4,229 | 39,279 | |
| 40,726 | 5,156 | 45,882 |
Concessions: 47,536 ha Permanent staff at 31st December 2022: 8,782
| Production and turnover | 2022 | 2021 |
|---|---|---|
| At 31st December | ||
| Production (tons) | ||
| Rubber | 6,896 | 8,550 |
| Palm oil | 179,516 | 180,584 |
| Seeds (thousands) | 13,189 | 9,366 |
| Turnover (EUR 000) | 193,796 | 160,251 |
| Result (EUR 000) | 71,954 | 64,841 |
| Average selling price (EUR / kg) | ||
| Rubber | 2.05 | 1.49 |
| Palm oil | 0.95 | 0.78 |
| Seeds (EUR / 1,000) | 564 | 567 |
| Average rate EUR / IDR | 15,648 | 16,938 |
| Closing rate EUR / IDR | 16,713 | 16,161 |
| Key figures (IDR million) | 2022 | 2021 |
| At 31st December | ||
| Non-current assets | 1,526,371 | 1,473,092 |
| Current assets | 609,115 | 783,085 |
| Shareholder's Equity (*) | 994,045 | 1,045,550 |
| Debt, provisions and third parties (*) | 1,141,440 | 1,210,627 |
| Profit / (loss) for the period | 1,125,920 | 1,098,297 |
| Dividend per share (USD) | (**) | 1,200 |
| Interim dividend per share (USD) | 400 | 800 |
| PNS Ltd's stake (%) | 89.98 | 89.98 |
(*) After interim dividend, before profit allocation.
(**) Not known to-date.
At 31st December 2022 and 2021 (Expressed in IDR 000, unless otherwise stated)
| Closing rate: EUR 1 = IDR | 16,713 | 16,161 |
|---|---|---|
| Average rate: EUR 1 = IDR | 15,648 | 16,938 |
| ASSETS | 31/12/2022 | 31/12/2021 |
| CURRENT ASSETS | ||
| Cash and cash equivalents | 185,733,528 | 332,219,716 |
| Receivables | ||
| Trade receivables | ||
| Amount from related parties | 20,381,992 | 17,186,198 |
| Amount due from customers | 21,720,236 | 11,945,572 |
| Other receivables | 4,986,085 | 15,938,930 |
| Inventories | 207,972,126 | 225,683,668 |
| Advance payment on order | 8,192,643 | 8,096,179 |
| Biological assets | 160,128,112 | 172,015,227 |
| TOTAL CURRENT ASSETS | 609,114,722 | 783,085,490 |
| NON-CURRENT ASSETS | ||
| Fixed assets | 1,521,296,612 | 1,464,467,746 |
| Rights-of-use of assets | 2,941,698 | 4,412,547 |
| Deferred tax assets | 2,121,243 | 4,200,294 |
| Other | 11,100 | 11,100 |
| TOTAL NON-CURRENT ASSETS | 1,526,370,652 | 1,473,091,687 |
| TOTAL ASSETS | 2,135,485,374 | 2,256,177,176 |
| LIABILITIES AND EQUITY | 31/12/2022 | 31/12/2021 |
|---|---|---|
| LIABILITIES | ||
| CURRENT LIABILITIES | ||
| Amount payable to suppliers | 32,906,833 | 25,976,433 |
| Other payables | ||
| Amount due to third parties | 12,019,642 | 12,954,770 |
| Amount due to related parties | 1,082,630 | 3,467,106 |
| Accruals | 324,622,563 | 303,800,224 |
| Advances and payments on work in progress | 27,449,274 | 30,555,928 |
| Employee benefit obligations | 3,433,799 | 5,006,977 |
| Current tax Liabilities | 166,607,114 | 232,322,738 |
| TOTAL CURRENT LIABILITIES | 568,121,855 | 614,084,175 |
| NON-CURRENT LIABILITIES | ||
| Employee benefit obligations | 573,318,210 | 596,542,873 |
| TOTAL LIABILITIES | 1,141,440,065 | 1,210,627,048 |
| Equity | ||
| Share capital | ||
| Type A | 2,385 | 2,385 |
| Type B | 265 | 265 |
| Type C | 7,947,350 | 7,947,350 |
| Type D | 34,300,000 | 34,300,000 |
| Total share capital | 42,250,000 | 42,250,000 |
| Share premium | 3,670,500 | 3,670,500 |
| Retained Earnings | ||
| Allocated to the general reserve | -177,794,840 | -50,385,700 |
| Retained Earnings not allocated | 1,125,919,650 | 1,050,015,328 |
| TOTAL EQUITY | 994,045,310 | 1,045,550,128 |
| TOTAL LIABILITIES AND EQUITY | 2,135,485,374 | 2,256,177,176 |
At 31st December 2022 and 2021
(Expressed in IDR 000, unless otherwise stated)
| 2022 | 2021 | |
|---|---|---|
| Revenue | 3,011,660,868 | 2,694,322,407 |
| Cost of sales | -1,050,595,306 | -897,162,856 |
| GROSS PROFIT | 1,961,065,562 | 1,797,159,551 |
| Selling expenses | -48,099,014 | -47,001,057 |
| General and administrative overheads (*) | -494,204,078 | -476,184,530 |
| Other income | 86,128,668 | 33,839,381 |
| Other expenses | -47,880,050 | -23,462,872 |
| Gain / (loss) arising from change in fair value of biological assets | -40,755,194 | 63,903,276 |
| OPERATING PROFIT | 1,416,255,894 | 1,348,253,749 |
| Finance Income | 7,407,886 | 8,987,330 |
| PROFIT BEFORE TAX | 1,423,663,780 | 1,357,241,079 |
| Income tax expense | -316,637,933 | -296,641,780 |
| Profit / (loss) for the period | 1,107,025,847 | 1,060,599,299 |
| Comprehensive income | ||
| Revaluation of post-employment benefits | 18,893,803 | -10,583,972 |
| TOTAL COMPREHENSIVE INCOME | 1,125,919,650 | 1,050,015,327 |
(*) These amounts include emoluments paid to the directors of PT Socfindo who are members of the Board of Directors of Socfinasia (2022 = IDR 135,314,429,990 and 2021 = IDR 61,066,588,216).
Share capital: KHR 160,000,000,000.
Socfin-KCD is a Cambodian company involved in the production of rubber.
| Area (hectares) | Planted area | ||
|---|---|---|---|
| At 31st December 2022 | Mature | Immature | Total |
| Rubber | 3,529 | 163 | 3,692 |
| Concessions: 6,659 ha (including subsidiaries) Permanent staff at 31st December 2022: 677 |
|||
| Production and turnover | 2022 | 2021 | |
| At 31st December | |||
| Production (tons) | |||
| Rubber | 6,018 | 6,107 | |
| Turnover (EUR 000) | 8,164 | 7,935 | |
| Result (EUR 000) | -1,402 | 915 | |
| Average selling price (EUR / kg) | |||
| Rubber | 1.36 | 1.30 | |
| Average rate EUR / USD | 1.05 | 1.18 | |
| Closing rate EUR / USD | 1.07 | 1.13 | |
| Key figures (USD 000) | 2022 | 2021 | |
| At 31st December | |||
| Fixed assets | 49,833 | 53,468 | |
| Current assets | 3,475 | 4,940 | |
| Equity (*) | 31,950 | 33,418 | |
| Borrowing, provisions and third-parties (*) | 21,358 | 24,991 | |
| Profit / (loss) for the period | -1,469 | 1,081 | |
| Socfinasia's holding (%) | 100.00 | 100.00 |
(*) Before profit allocation.
Share capital: KHR 8,640,000,000.
Coviphama is a Cambodian company involved in the production of rubber.
| Area (hectares) | Planted area | ||
|---|---|---|---|
| At 31st December 2022 | Mature | Immature | Total |
| Rubber | 1,361 | 1,867 | 3,228 |
| Concessions: 5,345 hectares | |||
| Permanent staff at 31st December 2022: 136 | |||
| 2022 | 2021 | ||
| Average rate EUR / USD | 1.05 | 1.18 | |
| Closing rate EUR / USD | 1.07 | 1.13 | |
| Key figures (USD 000) | 2022 | 2021 | |
| At 31st December | |||
| Fixed assets | 22,710 | 23,002 | |
| Current assets | 572 | 1,052 | |
| Equity | -1,603 | -447 | |
| Borrowing, provisions and third-parties | 24,884 | 24,500 | |
| Profit / (loss) for the period | -1,156 | 79 | |
| Socfinasia's holding (%) | 100.00 | 100.00 |
Share capital: USD 260,084,774.
PNS Ltd's is a holding company whose principal assets are its controlling interest of 89.98% in PT Socfindo, a 100% investment in Coviphama Co as well as a receivable from the latter.
| 2021 |
|---|
| 1.18 |
| 1.13 |
| 2021 |
| 391,271 |
| 19,786 |
| 310,358 |
| 100,700 |
| 49,591 |
| 47,226 |
| 100.00 |
(*) Before profit allocation.
Share capital: EUR 1,250,000
Socfinde is a Luxembourg holding company.
Profit for the year ended 31st December 2022 is EUR 139,836. The Board of Directors will not propose any dividend distribution at the Annual General Meeting.
| Key figures (EUR 000) | 2022 | 2021 |
|---|---|---|
| At 31st December | ||
| Fixed assets | 9,962 | 9,932 |
| Current assets | 47,412 | 28,728 |
| Equity | 6,023 | 5,883 |
| Borrowing, provisions and third-parties | 51,350 | 32,776 |
| Profit / (loss) for the period | 140 | 10 |
| Socfinasia's holding (%) | 79.92 | 79.92 |
Share capital: CHF 5,300,000
Sogescol FR is a Swiss company which trades in rubber and palm oil.
Profit for the year ended 31st December 2022 amounted to USD 8,864,552. The Board of Directors will propose a dividend distribution of USD 8,000,000 at the Annual General Meeting.
| 2022 | 2021 | |
|---|---|---|
| Average rate EUR / USD | 1.05 | 1.18 |
| Closing rate EUR / USD | 1.07 | 1.13 |
| Key figures (USD 000) | 2022 | 2021 |
| At 31st December | ||
| Fixed assets | 773 | 1,034 |
| Current assets | 50,991 | 51,544 |
| Equity (*) | 17,955 | 14,940 |
| Borrowing, provisions and third-parties (*) | 33,809 | 37,637 |
| Profit / (loss) for the period | 8,865 | 6,057 |
| Distribution | 8,000 | 6,000 |
| Dividend per share (USD) | 1,509 | 1,132 |
| Socfinasia's holding (%) | 50.00 | 50.00 |
(*) Before profit allocation.
Socfinco FR is a Swiss company which provides services, studies and management of agro-industrial plantations. Socfinco FR covers the agro-industrial sector of palm oil and rubber.
The profit of the year ended 31st December 2022 is EUR 8,833,675. The Board of Directors will propose a dividend distribution of EUR 8,000,000 at the Annual General Meeting.
| Key Figures (EUR 000) | 2022 | 2021 |
|---|---|---|
| At 31st December | ||
| Fixed assets | 4,309 | 5,974 |
| Current assets | 22,133 | 19,609 |
| Equity (*) | 16,432 | 15,598 |
| Borrowing, provisions and third parties (*) | 10,010 | 9,985 |
| Sales and services | 30,293 | 25,179 |
| Profit / (loss) for the period | 8,834 | 6,288 |
| Distribution | 8,000 | 8,000 |
| Dividend per share (EUR) | 6,154 | 6,154 |
| Socfinasia's holding (%) | 50.00 | 50.00 |
(*) Before profit allocation.
The average natural rubber price (TSR20 1st position on SGX) for the year 2022 is USD 1,548/T FOB Singapore compared to USD 1,677/T in 2021, i.e. a decrease of USD 129/T (-7.7%).
On the other hand, converted into Euro, the average for the year 2022 is EUR 1,469/T against EUR 1,417/T for the year 2021, i.e. an increase of 3.7% thanks to a strengthening of the dollar against the euro.
After their strong increase in 2021 linked to the global economic recovery, natural rubber prices have remained sustained with monthly averages above USD 1,700/T over the first 4 months of 2022.
Russia's invasion of Ukraine at the end of February had a positive impact on natural rubber prices, which moved slightly above USD 1,800/T in the wake of soaring crude oil and other commodity prices.
Market sentiment turned bearish as from April onwards because of the Chinese government's "zero Covid" policy measures. These measures have severely affected the economy and mobility, reducing demand from the world's largest consumer of natural rubber.
At the same time, European sanctions against Russia, a major producer of synthetic rubber and tyre components, have led to production slowdowns in tyre factories, resulting in a de facto drop in demand for natural rubber.
In the summer of 2022, the energy crisis in Europe due to the effects of sanctions against Russia has had a negative impact on rubber demand for tyre manufacturers. The level of inflation in Europe and the US is also a concern for consumers who prefer to postpone their decision to buy new cars.
At the end of 2022 the tyre manufacturers, facing a slowdown in production in their factories and therefore an increase in stocks, requested their suppliers to reduce the long term contracts or to postpone shipments to the following months.
This slowdown in demand from the tyre industry has strongly affected natural rubber prices, which bottomed out at USD 1,151/T in October 2022.
The lifting of restrictions following the end of China's "zero Covid" policy in December 2022 allowed natural rubber prices to recover to around USD 1,400/T at the end of the year.
The situation in global logistics, which was severely disrupted in 2021 until the first half of 2022 by the lack of space on ships, significantly improved in the last quarter of the year.
In the latest figures published by the International Rubber Study Group (IRSG) in February 2023, the world natural rubber production in 2022 is estimated at 14.57 million tons, up 5.8% on 2022, while the world consumption is forecasted at 14.31 million tons, up 1.7% in 2021, resulting in a surplus of 264,000 tons at the end of 2022.
The TSR20 1st FOB Singapore position on SGX settled on 30 December 2022 at USD 1,302/T.
Natural rubber prices are expected to remain under pressure amidst conflict on the Ukrainian front, high global inflation and uncertain developments on Chinese growth.
Indeed, inflationary pressure from prolonged supply chain disruptions and high-energy costs will continue to threaten the global economic growth.
At the end of 2022 and this is expected to continue during the first half of 2023, the slowdown in global economic activity has had a strong impact on demand from tyre manufacturers. Faced with a drop in production in their factories, they have accumulated significant stocks, forcing them to reduce their long-term contracts and postpone shipments to the following months.
The evolution of China's economic growth in 2023 will be decisive for natural rubber prices, which are expected to fluctuate according to the indicators of the industrial health of the world's largest natural rubber consumer.
The major uncertainty related to the evolution of the Russian-Ukrainian crisis is expected to continue to influence the evolution of rubber prices; the latter being impacted by the rise in crude oil and energy prices.
Because of a slowdown in global economic growth and the arrival on the market of new large capacity vessels, freight rates have fallen sharply, particularly from South-East Asian countries, making Asian rubbers more attractive than in 2021 and 2022, to the detriment of African rubber. Freight rates out of Africa are also expected to fall, but with a time lag.
For 2023, the IRSG estimates world production at 14.74 million tons (up 1.1%) and world demand at 14.61 million tons (up 2.1%), resulting in a rubber surplus of 129,000 tons, which would be half the surplus in 2022.
Rubber consumption would therefore be lower than production, supported by an expansion of volumes in several countries such as Côte d'Ivoire, Cambodia, Laos and Burma. By 2022, Côte d'Ivoire would be the world's third largest producer with 1.3 million tons, behind Thailand and Indonesia and ahead of Vietnam.
The TSR20 1st position FOB Singapore on SGX settled on 28 February 2023 at USD 1,362/T.
| 2023 | 2022 | 2021 | 2020 | 2019 | 2018 | 2017 | 2015 | 2005 | 1995 | |
|---|---|---|---|---|---|---|---|---|---|---|
| (*) | ||||||||||
| Indonesia | 47.9 | 46.5 | 44.7 | 42.8 | 44.2 | 41.6 | 36.8 | 33.4 | 14.1 | 4.2 |
| Malaysia | 18.7 | 18.3 | 18.1 | 19.1 | 19.9 | 19.5 | 19.9 | 20.0 | 15.0 | 7.8 |
| Other | 14.2 | 13.8 | 13.1 | 12.2 | 12.4 | 11.9 | 11.2 | 9.1 | 4.8 | 3.2 |
| TOTAL | 80.8 | 78.6 | 75.9 | 74.1 | 76.5 | 73.0 | 67.9 | 62.5 | 33.9 | 15.2 |
(*) Estimated (December 2022).
| Oct 2022 to Sep 2023 (*) |
2022 | 2021 | 2020 | 2019 | 2018 | 2017 | 2015 | 2005 | 1995 | |
|---|---|---|---|---|---|---|---|---|---|---|
| Palm | 80.3 | 78.6 | 75.9 | 74.1 | 76.5 | 73.0 | 67.9 | 62.5 | 33.9 | 15.2 |
| Soya | 61.2 | 59.8 | 60.1 | 58.6 | 56.8 | 56.8 | 53.9 | 48.8 | 33.6 | 20.2 |
| Rape | 28.7 | 26.6 | 26.9 | 25.3 | 24.9 | 25.6 | 25.4 | 26.3 | 16.2 | 10.8 |
| Sunflower | 20.9 | 20.1 | 18.9 | 21.3 | 20.7 | 19.0 | 19.0 | 15.1 | 9.7 | 8.7 |
| Palm kernel | 8.4 | 8.2 | 8.0 | 7.8 | 8.1 | 7.7 | 7.2 | 6.8 | 4.0 | 2.0 |
| Cotton | 4.5 | 4.4 | 4.4 | 4.6 | 4.6 | 4.7 | 4.2 | 4.7 | 5.0 | 3.9 |
| Peanut | 4.7 | 4.7 | 4.4 | 4.2 | 3.7 | 4.0 | 4.2 | 3.7 | 4.5 | 4.3 |
| Copra | 2.9 | 3.1 | 2.8 | 2.6 | 2.9 | 2.9 | 2.4 | 2.9 | 3.2 | 3.3 |
| TOTAL | 211.6 | 205.5 | 201.4 | 198.5 | 198.2 | 193.7 | 184.2 | 170.8 | 110.1 | 68.4 |
(*) Estimated (December 2022).
The average price for CIF Rotterdam crude palm oil in 2022 is USD 1,352/T compared to USD 1,195/T in 2021.
The year 2021 was marked by an almost uninterrupted rise in palm oil prices due to a much lower than expected supply. This contraction in supply, combined with a massive return in demand following the end of the containment measures, led to a very significant rise in palm oil prices in 2021.
This price increase continued into 2022. Indeed, the uncertainties regarding the global supply of vegetable oils were further accentuated during the first quarter. Firstly, in Malaysia, where the effects of the plan to accelerate the return of foreign workers to the plantations were slow to be felt. Then in Indonesia, which, worried about its domestic market, decided to restrict its palm oil exports at the end of January while global demand continued to rise.
At the end of February, the Russian-Ukrainian conflict put the vegetable oil market on edge. Ukraine alone traditionally supplied over 50% of the world's sunflower oil production. Buyers were forced to turn to alternative vegetable oils (soya, palm, rapeseed, etc.) whose prices soared. At the beginning of March, the CIF Rotterdam CPO broke through the historic USD 2,000/T threshold, i.e. an increase of almost 50% since the beginning of the year.
In April 2022, tensions rose again with Indonesia's decision to suspend palm oil exports in an already tight market.
The rationing of the overall supply of vegetable oils in a context where demand remained strong contributed to maintaining high price levels throughout most of the first half. The surge in oil prices, with a barrel of oil breaking the USD 120 mark on several occasions, also helped to support palm oil prices during this period.
The price surge ended in May with the easing of export restrictions in Indonesia. The level of palm oil stocks in the country was then close to 9 million tons. The world's largest producer therefore had no choice but to supply the international market by massively opening the floodgates for exports, thus creating strong downward pressure on prices.
The loosening of the grip on sunflower seed exports from the Black Sea has also helped to alleviate concerns about the overall supply of vegetable oils.
Prices thus fell back below the USD 1,000/T mark in September.
During the last quarter of 2022, despite abundant supply and high stock levels, palm oil prices held up well thanks to continued strong demand, particularly in Asia. At the end of December 2022, the CIF Rotterdam CPO was trading at around USD 1,030/T.
After an unprecedented decline at the height of the Covid pandemic in 2020, palm oil production increased in 2021 and 2022. The increase is expected to continue in 2023 with production expected to exceeding 80 million tons.
However, several uncertainties weigh on palm oil production. Malaysia, the world's second largest producer, is facing a structural labour problem that could negatively affect its production figures. In addition, soaring fertiliser prices could lead growers to restrict their use, which would limit the expected increase in yields.
Indonesia, for its part, is increasing the number of announcements aimed at limiting the volumes of palm oil exported in order to satisfy its domestic market first. Palm oil consumption for the Indonesian biodiesel industry is also expected to increase as the country plans to move from the B30 mandate to the B35 mandate (i.e. 35% palm oil in biodiesel composition).
The area harvested for soybeans for the 2023 marketing year is expected to increase, and production forecasts for other oilseeds (rapeseed, sunflower, etc.) are also favourable, suggesting an abundant supply of vegetable oils on the markets in 2023.
Against the backdrop of the global economic slowdown, demand could show signs of weakening even though the main importing countries, led by India and China, are not expected to see a significant drop in consumption. In addition, demand should also be supported by the biofuel industry, thus preventing prices from falling too sharply.
The evolution of oil prices, the purchasing policies of importing countries, the implementation of tax incentives or customs barriers, will also play a determining role in the evolution of palm oil prices.
On 28 February 2023, the CIF Rotterdam CPO quotes at around USD 1,005/T.
The responsible management policy is based on the Group's three pillars of commitment, alongside its specific commitment to transparency: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives aimed at improving long-term economic performance, social wellbeing, health, safety and natural resource management.
An implementation plan for this policy has been defined and implemented throughout 2022.
The efforts and actions undertaken by the Socfin Group in this area are detailed in a regularly updated dashboard as well as in a separate annual report ("Sustainable Development Report").
The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.
| Area (hectares) | Rubber | Palm | |||
|---|---|---|---|---|---|
| At 31st December 2022 |
|||||
| Immatures (by year of planting) | |||||
| 2022 | 167 | 1,724 | |||
| 2021 | 120 | 1,286 | |||
| 2020 | 189 | 1,219 | |||
| 2019 | 155 | 0 | |||
| 2018 | 215 | 0 | |||
| 2017 | 80 | 0 | |||
| 2016 | 0 | 0 | |||
| 2015 | 726 | 0 | |||
| 2014 | 940 | 0 | |||
| 2013 | 183 | 0 | |||
| 2012 | 9 | 0 | |||
| 2011 | 139 | 0 | |||
| 2010 | 33 | 0 | |||
| Total immatures | 2,957 | 4,229 | |||
| Young | (from 6 to 11 years) | 3,230 | (from 3 to 7 years) | 7,265 | |
| Prime | (from 12 to 22 years) | 7,039 | (from 8 to 18 years) | 12,167 | |
| Old | (above 22 years) | 296 | (above 18 years) | 15,618 | |
| Total in production | 10,565 | 35,050 | |||
| TOTAL | 13,523 | 39,279 | |||
| Area (hectares) | 2022 | 2021 | 2020 | 2019 | 2018 |
| Palm | 39,279 | 39,089 | 38,727 | 38,447 | 39,476 |
| Rubber | 13,523 | 13,886 | 14,414 | 14,829 | 15,655 |
| TOTAL | 52,802 | 52,975 | 53,141 | 53,276 | 55,131 |
| Production | 2022 | 2021 | 2020 | 2019 | 2018 |
| Palm Oil (tons) | |||||
| Own production | 179,516 | 180,584 | 182,577 | 189,462 | 194,705 |
| Rubber (tons) | |||||
| Own production | 12,914 | 15,430 | 15,110 | 15,123 | 15,142 |
| Seeds (thousands) | |||||
| Own production | 13,189 | 11,668 | 8,042 | 6,308 | 14,875 |
| Turnover (EUR million) | 2022 | 2021 | 2020 | 2019 | 2018 |
|---|---|---|---|---|---|
| Palm | 171 | 141 | 105 | 99 | 98 |
| Rubber | 22 | 21 | 18 | 19 | 17 |
| Other agricultural products | 7 | 5 | 4 | 4 | 10 |
| Other | 1 | 1 | 0 | 0 | 0 |
| TOTAL | 202 | 168 | 127 | 122 | 125 |
| Staff | 2022 | 2021 | 2020 | 2019 | 2018 |
| Average workforce | 9,595 | 10,168 | 10,363 | 10,567 | 10,885 |
| (EUR million) | 2022 | 2021 | 2020 | 2019 | 2018 |
|---|---|---|---|---|---|
| Turnover | 202 | 168 | 127 | 122 | 125 |
| Operating income | 56 | 73 | 34 | 21 | 36 |
| Profit / (loss) for the period attributable to the Group |
48 | 57 | 16 | 14 | 23 |
| Net cash flows from operating activities |
91 | 69 | 36 | 25 | 8 |
| Free cash flows (*) | 80 | 60 | 25 | 12 | -12 |
(*) Free Cash Flows = Cash flows from operating activities + cash flows from investing activities.
| (EUR million) | 2022 | 2021 | 2020 | 2019 | 2018 |
|---|---|---|---|---|---|
| Bearer biological assets | 90 | 115 | 107 | 117 | 110 |
| Other non-current assets | 183 | 256 | 154 | 87 | 85 |
| Current assets | 145 | 115 | 75 | 143 | 148 |
| Total equity | 280 | 296 | 247 | 255 | 253 |
| Non-current liabilities | 40 | 121 | 37 | 45 | 38 |
| Current liabilities | 99 | 70 | 52 | 47 | 51 |
| (EUR) | 2022 | 2021 | 2020 | 2019 | 2018 |
|---|---|---|---|---|---|
| Number of shares | 19,594,260 | 19,594,260 | 19,594,260 | 19,594,260 | 19,594,260 |
| Equity attributable to the owners of the Company |
273,585,223 | 289,258,777 | 241,466,670 | 247,709,358 | 246,510,612 |
| Undiluted net profit per share | 2.45 | 2.93 | 0.84 | 0.73 | 1.44 |
| Dividend per share | 3.50 | 1.40 | 0.80 | 0.80 | 0.90 |
| Share price | |||||
| Minimum | 14.20 | 13.10 | 11.10 | 11.70 | 12.60 |
| Maximum | 18.80 | 17.80 | 17.80 | 16.40 | 20.40 |
| Closing | 16.50 | 14.30 | 14.50 | 16.30 | 12.60 |
| Market capitalisation (*) | 323,305,290 | 280,197,918 | 284,116,770 | 319,386,438 | 246,887,676 |
| Dividend paid / net profit attributable to the owners of the Company |
143.03% | 47.78% | 95.36% | 109.27% | 62.50% |
| Dividends / market capitalisation | 21.21% | 9.79% | 5.52% | 4.91% | 7.14% |
| Market price / undiluted net profit per share |
6.74 | 4.88 | 17.28 | 22.26 | 8.75 |
(*) Market capitalisation is the product of the number of shares multiplied by the closing market price.
Liquidation of Sodimex. Sale of 5% of Management Associates to Socfin.
Socfinasia pays close attention to the evolution of the ten principles of corporate governance of the Luxembourg Stock Exchange. It commits to provide the necessary explanations for a comprehensive understanding on how the Company functions.
Corporate governance is a set of principles and rules whose main objective is to contribute to long-term value creation. It allows the Board to promote the interests of the Company and its shareholders while putting in place effective control systems, management of risks and conflicts of interests.
The Board of Directors adopted the corporate governance chart on 21st November 2018. It has been updated on 29th March 2023 and is available on the Group's website.
| Nom | Nationalité | Année de naissance |
Fonction | Première nomination |
Echéance du mandat |
|---|---|---|---|---|---|
| Mr. Hubert Fabri | Belgian | 1952 | Chairman (a) | AGO 1980 | AGO 2027 |
| Mr. Vincent Bolloré | French | 1952 | Director (a) | AGE 1990 | AGO 2024 |
| Mr. Cyrille Bolloré | French | 1985 | Director (a) | AGO 2019 | AGO 2025 |
| Administration and Finance | |||||
| Corporation "AFICO" | Belgian | 1961 | Director (b) | AGO 1997 | AGO 2028 |
| represented by Régis Helsmoortel | |||||
| Mr. François Fabri | Belgian | 1984 | Director (b) | AGO 2014 | AGO 2026 |
| Mr. Philippe Fabri | Belgian | 1988 | Director (b) | AGO 2018 | AGO 2024 |
| Mrs. Valérie Hortefeux | French | 1967 | Director (c) | AGO 2019 | AGO 2025 |
(a) Non-Executive non-independent Director
(b) Executive non-independent Director
(c) Independent Director
The mandate of Mr. Vincent Bolloré, outgoing director, is eligible for re-election. The Board will propose to the next General Meeting the renewal of this term of office for a period of six years expiring during the General Meeting of 2029.
Chairman
• Chairman and director of the Board of Directors of Société Financière des Caoutchoucs "Socfin", Socfinaf and Socfinasia.
Director
Positions and offices held in Luxembourg companies
• Director of Société Financière des Caoutchoucs "Socfin", Socfinaf and Socfinasia.
Director
Positions and offices held in Luxembourg companies
• Director of Socfinasia.
• Director of Société des Caoutchoucs du Grand Bereby "SOGB", Société Industrielle et Financière de l'Artois and Société Camerounaise de Palmeraies "Socapalm".
Director
Director
Positions and offices held in Luxembourg companies
Director
• Director of Socfinasia.
Positions and offices held in foreign companies
• Director of Mediobanca and Compagnie de l'Odet.
The Board of Directors proposes the appointment of the Directors at the Annual General Meeting of shareholders.
In the event of a vacancy due to death or following the resignation of one or more Directors, the remaining Directors will proceed to temporary co-optations. These co-optations will be subject to the approval of the Annual General Meeting of shareholders at its next meeting. The Director appointed to replace another Director will complete the term of his predecessor.
The Board of Directors is the body responsible for the management of the Company and the control of day-today management. It acts in the interest of the Company.
The Board of Directors ensures that all financial and human resources are available and ensures that all the necessary structures are in place to achieve its objectives and ensure long-term value creation.
The Articles of Association empower the Board of Directors to perform all actions necessary to achieve the corporate purpose.
At least two for the year-end and mid-year evaluations. During the 2022 financial year, the Board of Directors met 5 times.
Periodic accounting situations; Portfolio movements; Inventory and valuation of the portfolio; Evolution of significant holdings; Management report; Investment projects; Corporate, social and environmental responsibility.
2022: 95%
2021: 98%
The Committee is composed of three members, of which 2 are independents and one of them is assigned as President of the Audit Committee.
The Members of the Audit Committee are appointed for one year and are eligible for re-election. This Audit Committee is effective as of 1st January 2023 and has been in charge of the supervision of the preparation of the financial information for the year 2022.
The Board of Directors has proposed that it will be constituted as follows:
The appointment of the non-executive members will be confirmed at the General Meeting of Shareholders on 30 th May 2023.
The Audit Committee will assist the Board of Directors in its supervisory function and is responsible of the monitoring of the financial reporting, the audit process, the analysis and control of financial risks.
The Audit Committee shall meet three times a year.
The remuneration of the operational management of Socfinasia is set by the principal shareholders. The Board of Directors does not consider it necessary to set up a Remuneration Committee. Similarly, for practical reasons and due to the size of the Company, the Board of Directors has chosen not to set up a Nomination Committee.
The remuneration allocated to the members of the Board of Directors of Socfinasia for financial year 2022 amounts to EUR 15,278,115 compared to EUR 5,849,500 in 2021.
The Directors of Socfinasia did not receive any other payment in shares (stock options).
| Shareholder | Number of shares held = Number of voting rights |
Percentage holding |
Date of notification |
|---|---|---|---|
| Socfin L-1650 Luxembourg |
11,324,179 | 57.79 | 01/02/2017 |
| Bolloré Participations F-29500 Ergué Gaberic |
200 | 0.001 | 22/10/2018 |
| Bolloré F-29500 Ergué Gaberic |
3,358,100 | 17.138 | 22/10/2018 |
| Compagnie du Cambodge F-92800 Puteaux |
1,002,500 | 5.116 | 22/10/2018 |
| Total Bolloré Participations (direct et indirect) |
4,360,800 | 22.255 |
| th May 2023 30 |
Annual General Meeting at 11.00 am |
|---|---|
| th June 2023 8 |
Payment of the balance of dividend for 2022 (coupon number 84) |
| End of September 2023 | Half year stand alone and consolidated results at 30th June 2023 |
| Mid-November 2023 | Interim Management statement for 3rd quarter of 2023 |
| End of March 2024 | Annual stand alone results at 31st December 2023 |
| Mid-April 2024 | Consolidated annual results at 31st December 2023 |
| Mid-May 2024 | Interim Management statement for the 1st quarter of 2024 |
| 28th May 2024 | Annual General Meeting at 11.00 am |
The Company's results are published on the Luxembourg Stock Exchange website www.bourse.lu and on the Company's website www.socfin.com.
Independent statutory auditor (Réviseur d'entreprises agréé) Ernst & Young "EY" 35E Avenue John F. Kennedy L-1855 Luxembourg.
In 2022, the audit fees amounted to EUR 394,614 VAT included.
The audit fees include all fees paid to the independent statutory auditor of the Group, as well as those paid to member firms within their network for the year. No consulting work or other non-audit services have been performed by those companies in 2022.
The responsible management policy is based on the Group's three pillars of commitment, alongside its specific commitment to transparency: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives aimed at improving long-term economic performance, social wellbeing, health, safety and natural resource management.
An implementation plan for this policy has been defined and implemented throughout 2022.
The efforts and actions undertaken by the Socfin Group in this area are detailed in a regularly updated dashboard as well as in a separate annual report ("Sustainable Development Report").
The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.
Pursuant to the Regulation 2016/347 of the European Commission of 10th March 2016 specifying the modalities for updating insider lists, a list of insiders has been drawn up and is kept continuously up to date. The persons concerned have been informed of their inclusion on this list.
Mr. Philippe Fabri, Director and Mr. Daniel Haas, Chief Financial Officer, indicate that, to their knowledge:
Directors' report on the consolidated financial statements presented by the Board of Directors to the Annual General Meeting of the Shareholders of 30th May 2023
Ladies and Gentlemen,
The consolidated financial statements at 31st December 2022 include the financial statements of Socfinasia, all subsidiaries and direct and indirect associate companies, the details of which are given in Note 2 of the Notes to the consolidated financial statements.
As stated in Note 1 of the Notes to the consolidated financial statements, the consolidated financial statements have been prepared in accordance with International Financial Reporting Standards or IFRS as adopted by the European Union. Socfinasia (the Group) adopted IFRS standards for the first time in 2005 and all the standards applicable to the Group at 31st December 2022 have been implemented.
For the 2022 financial year, the result attributable to the Group amounted to EUR 47.9 million compared to EUR 57.4 million in 2021. This results in earnings per share attributable to the Group of EUR 2.45 compared to EUR 2.93 in 2021.
Consolidated revenue amounted to EUR 202.0 million in 2022 compared to EUR 168.2 million in 2021 (an increase of EUR 33.8 million). This increase in revenue was mainly due to rise in the price (EUR +15.6 million) and the variation of the Indonesian Rupiah versus Euro (EUR +15.6 million).
Likewise, operating profit decreased to EUR 55.7 million compared to EUR 73.2 million in 2021. The fixed assets were subject to a non-recurring impairment of EUR 27.3 million in 2022.
Other financial income increased to EUR 26.8 million compared to EUR 8.1 million in 2021 and consisted mainly of exchange gains for EUR 17.5 million and of EUR 7.7 million of interest on long-term advances to Socfin.
Financial expenses amounted to EUR 8.8 million compared to EUR 2.1 million in 2021 and consisted mainly of foreign exchange losses for EUR 3.6 million and of interest expenses for EUR 3.5 million.
The tax expense increased. Income taxes amounted to EUR 28.3 million compared to EUR 21.7 million in 2021.
Profit for the year from associates attributable to the Group increased to EUR 10.8 million compared to EUR 7.1 million in 2021.
The assets of Socfinasia consist of:
Shareholders' equity attributable to the Group amounted to EUR 273.6 million compared to EUR 289.3 million in 2021. The decrease in shareholders' equity of EUR -15.7 million is mainly due to the profit for the period (EUR +47.9 million), the allocation of the net results (EUR -58.8 million, final dividend 2021 and interim dividend 2022 included), and the change in translation reserve (EUR -6.5 million).
On the basis of the consolidated shareholders' equity, the net value per share attributable to the Group (before distribution of the balance of the dividend) was EUR 13.96 compared to EUR 14.76 a year earlier. At 31st December 2022, the share price stood at EUR 16.50.
Current and non-current liabilities decreased to EUR 138.6 million compared to EUR 190.9 million a year earlier. The financial liabilities decreased from EUR 87.4 million to EUR 28.3 million.
At 31st December 2022, cash and cash equivalents amounted to EUR 94.6 million, an increase of EUR 21.2 million for the period compared to an increase of EUR 53.6 million in the previous financial year.
Net cash flows from operating activities amount to EUR 91.3 million in 2022 (EUR 69.2 million in 2021) and cash flow from operating activities amount to EUR 107.9 million compared to EUR 92.3 million in the previous financial year.
Cash flows from investing activities show a net inflow, amounting to EUR 60.9 million (compared to net outflow of EUR 6.0 million in 2021), due to the partial reimbursement of the long-term advance from Socfin. Cash flows from financing activities amounted to EUR 132.0 million (EUR 11.6 million in 2021) of which EUR 66.3 million of dividends (EUR 23.1 million in 2021) and EUR 65.6 million repayment of borrowings.
Financial risk management policies are described in the notes to the consolidated financial statements of the Company (see notes 23 and 34).
The results for the next financial year will depend, to a large extent, on factors which are external to the management of the Group, namely the political and economic conditions in the countries where the subsidiaries are established, the changes in the price of rubber and palm oil, and the evolution of the Indonesian Rupiah and the US dollar against the Euro. The Group, for its part, pursues its policy of keeping cost prices as low as possible and improving its production capacity.
The Company holds interests in subsidiaries operating in South-East Asia.
Given the economic and political instability in some of these countries, these investments present a risk in terms of exposure to political and economic changes.
In February 2022, a number of countries (including the US, UK and EU) imposed sanctions against certain entities and individuals in Russia as a result of the official recognition of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Announcements of potential additional sanctions have been made following military operations initiated by Russia against the Ukraine on 24th February 2022.
Due to these geopolitical tensions, there has been a significant increase in volatility on the securities and currency markets in 2022, as well as a significant depreciation of the ruble against the US dollar and the euro.
Although neither the company's performance and going concern nor operations, have been significantly impacted by the above during 2022, the Board of Directors continues to monitor the evolving situation and its impact on the financial position and results of the company.
As of 24th February 2023 and following an early prepayment of Socfin's debt to PNS Ltd, PNS Ltd itself repaid early the outstanding balance of its bank loan, amounting to USD 30,000,000.
Following this final repayment, PNS Ltd bank loan is fully reimbursed, the share pledge and the securities have been waived.
The Board of Directors implements the corporate governance rules applicable in the Grand Duchy of Luxembourg in the Group's financial structure and reports.
Further information on how the rules are implemented is available in the corporate governance statement in the annual report and in the management report on the Company's stand alone financial statements.
The segregation of operational, commercial and financial functions implemented at each level of the Group reinforces the independence of internal control.
These different functions ensure the completeness and reliability of the information which is within their areas of responsibility. They provide regular updates of the completeness of information to local managers and to the Group's headquarters (agricultural and industrial production, trade, human resources, finance, etc).
The operational entities have a large degree of autonomy in their management due to geographical distances. They are, in particular, responsible for the implementation of an internal control system adapted to the nature and extent of their activity, the optimisation of their operations and financial performances, the protection of their assets and management of their risks.
This autonomy makes it possible for the entities to be more accountable and to ensure the adequacy between their practices and the legal framework of their host country.
The Human Resources Management policy of the top management of the entities within the Group is centralised at the Group's headquarters. It contributes to the smooth running of an effective internal control system through the independence of recruitment, the harmonisation of the segregated functions, annual evaluations and training programs.
The operational, commercial and financial functions centrally define a set of standard reports which ensure the homogeneity of the presentation of information originating from the subsidiaries.
The treasury department organises, supervises and controls the reporting of daily information and weekly indicators of the subsidiaries and, in particular, the cash flow position, the evolution of net debt and the expenses related to the investments.
The financial department organises, supervises and controls the reporting of monthly accounting, budgetary and financial information and distributes condensed reports for use by the Group's operational management.
Twice per year, it includes this information in the long-term development plan of the subsidiaries. It also ensures the implementation of the financial decisions taken by the Board of Directors of the subsidiaries.
The consolidated financial statements are prepared on a half-yearly basis. They are audited annually by the external auditors as part of a financial audit of subsidiaries, which covers both the statutory accounts of the entities in the scope of consolidation and the consolidated financial statements.
Once approved by the Board of Directors, they are published.
The consolidation department of the Group guarantees homogeneity and treatment monitoring for all companies within the scope of consolidation. It strictly adheres to the accounting standards in force relating to consolidation operations. It uses a standard consolidation tool to ensure the secure processing of information feedback from subsidiaries, the transparency and relevance of automatic consolidation processes and the consistency of presentation of accounting aggregates in the annual report. Lastly, due to the complexity of the accounting standards in force and the many specificities related to their implementation, the consolidation service centralises the adjustments specific to the valuation rules applicable to the consolidated financial statements.
The responsible management policy is based on the Group's three pillars of commitment, alongside its specific commitment to transparency: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives aimed at improving long-term economic performance, social wellbeing, health, safety and natural resource management.
An implementation plan for this policy has been defined and implemented throughout 2022.
The efforts and actions undertaken by the Socfin Group in this area are detailed in a regularly updated dashboard as well as in a separate annual report ("Sustainable Development Report").
The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.
The Board of Directors
| EUR | Note | 31/12/2022 | 31/12/2021 |
|---|---|---|---|
| Non-Current Assets | |||
| Right-of-use assets | 3 | 1,866,143 | 910,065 |
| Intangible assets | 4 | 237,776 | 828,613 |
| Property, plant and equipment | 5 | 40,992,845 | 41,308,451 |
| Biological assets | 6 | 90,355,051 | 115,405,596 |
| Investments in associates | 10 | 25,588,659 | 21,934,906 |
| Financial assets at fair value through other comprehensive income | 11 | 773,528 | 501,082 |
| Long-term advances | 12 | 100,503,325 | 175,971,270 |
| Deferred tax assets | 13 | 5,817,338 | 7,870,916 |
| Other non-current assets | 31 | 7,000,000 | 7,000,000 |
| 273,134,665 | 371,730,899 | ||
| Current Assets | |||
| Inventories | 16 | 15,945,854 | 16,115,866 |
| Current biological assets | 6 | 1,684,003 | 1,135,194 |
| Trade receivables | 17 | 3,141,096 | 2,304,055 |
| Other receivables | 18 | 28,426,558 | 20,904,231 |
| Current tax assets | 14 | 1,574,532 | 1,228,967 |
| Cash and cash equivalents | 19 | 94,648,047 | 73,404,709 |
| 145,420,090 | 115,093,022 | ||
| TOTAL ASSETS | 418,554,755 | 486,823,921 |
| EUR | Note | 31/12/2022 | 31/12/2021 |
|---|---|---|---|
| Equity attributable to the owners of the Parent | |||
| Share capital | 20 | 24,492,825 | 24,492,825 |
| Legal reserve | 21 | 2,449,283 | 2,449,283 |
| Consolidated reserves | 321,299,102 | 321,053,764 | |
| Translation reserves | -122,604,832 | -116,151,273 | |
| Profit / (loss) for the period | 47,948,844 | 57,414,177 | |
| 273,585,222 | 289,258,776 | ||
| Non-controlling interests | 9 | 6,404,183 | 6,662,431 |
| Total equity | 279,989,405 | 295,921,207 | |
| Non-current liabilities | |||
| Deferred tax liabilities | 13 | 4,856,278 | 5,579,195 |
| Employee benefits obligations | 22 | 34,304,488 | 36,912,326 |
| Long-term debt, net of current portion | 23 | 9,375,586 | 78,136,408 |
| Long-term lease liabilities | 3 | 397,717 | 401,008 |
| 48,934,069 | 121,028,937 | ||
| Current liabilities | |||
| Short-term debt and current portion of long-term debt | 23 | 18,522,296 | 8,853,829 |
| Short-term lease liabilities | 3 | 28,105 | 26,341 |
| Trade payables | 24 | 4,333,217 | 4,003,740 |
| Current tax liabilities | 14 | 11,928,558 | 16,005,952 |
| Other payables | 24 | 54,819,105 | 40,983,915 |
| 89,631,281 | 69,873,777 | ||
| TOTAL EQUITY AND LIABILITIES | 418,554,755 | 486,823,921 |
| EUR | Note | 2022 | 2021 |
|---|---|---|---|
| Revenue | 33 | 201,959,951 | 168,186,805 |
| Work performed by entity and capitalised | 587,915 | 1,105,836 | |
| Change in inventories of finished products and work in progress | -772,075 | 3,452,902 | |
| Other operational income | 3,767,343 | 1,305,827 | |
| Raw materials and consumables used | 33 | -18,662,703 | -11,421,404 |
| Other expenses | 33 | -15,267,663 | -13,038,627 |
| Staff costs | 26 | -73,154,782 | -60,755,553 |
| Depreciation and impairment expense | 7 | -37,867,992 | -10,948,422 |
| Other operating expenses | 31 | -4,845,092 | -4,648,823 |
| Operating profit / (loss) | 55,744,902 | 73,238,541 | |
| Other financial income | 27 | 26,794,435 | 8,059,609 |
| Gain on disposals | 382,822 | 696,738 | |
| Loss on disposals | -301,923 | -2,236,973 | |
| Financial expenses | 28 | -8,794,505 | -2,062,103 |
| Profit / (loss) before taxes | 73,825,731 | 77,695,812 | |
| Income tax expense | 15 | -28,346,768 | -21,664,691 |
| Deferred tax (expense) / income | 15 | -1,042,777 | 357,786 |
| Share of the Group in the result from associates | 10 | 10,844,143 | 7,147,777 |
| Profit / (loss) for the period | 55,280,329 | 63,536,684 | |
| Profit / (loss) attributable to non-controlling interests | 7,331,485 | 6,122,507 | |
| Profit / (loss) attributable to the owners of the Parent | 47,948,844 | 57,414,177 | |
| Basic earnings per share undiluted | 29 | 2.45 | 2.93 |
| Number of Socfinasia's shares | 19,594,260 | 19,594,260 | |
| Basic earnings per share | 2.45 | 2.93 | |
| Diluted earnings per share | 2.45 | 2.93 |
| EUR | Note | 2022 | 2021 |
|---|---|---|---|
| Profit / (loss) for the period | 55,280,329 | 63,536,684 | |
| Other comprehensive income | |||
| Actuarial gains / (losses) | 22 | 1,548,009 | -801,102 |
| Deferred tax on actuarial losses and gains | -285,761 | -25,588 | |
| Fair value changes of securities measured at fair value through other comprehensive income, before taxes |
11 | -27,554 | -36,378 |
| Deferred tax on fair value changes of securities measured at fair value through other comprehensive income |
6,872 | 9,073 | |
| Subtotal of items that cannot be reclassified to profit or loss | 1,241,566 | -853,995 | |
| Gains / (losses) on exchange differences on translation of subsidiaries Share of other comprehensive income related to associates |
10 | -6,643,883 443,738 |
8,936,823 317,468 |
| Subtotal of items eligible for reclassification to profit or loss | -6,200,145 | 9,254,291 | |
| Total other comprehensive income | -4,958,579 | 8,400,296 | |
| Comprehensive income | 50,321,750 | 71,936,980 | |
| Comprehensive income attributable to non-controlling interests | 7,263,233 | 6,411,487 | |
| Comprehensive income attributable to the owners of the Parent | 43,058,517 | 65,525,493 |
| EUR | Note | 2022 | 2021 |
|---|---|---|---|
| Operating activities | |||
| Profit / (loss) attributable to the owners of the Parent | 47,948,844 | 57,414,177 | |
| Profit / (loss) attributable to non-controlling shareholders | 7,331,485 | 6,122,507 | |
| Income from associates | 10 | -10,844,143 | -7,147,777 |
| Dividends received from associates Fair value of agricultural production |
10 | 7,126,982 -2,378,830 |
3,383,509 1,380,915 |
| Other adjustments having no impact on cash position | -9,102,961 | -1,526,193 | |
| Depreciation, impairment, provisions and allowances | 38,118,718 | 9,839,642 | |
| Net loss on disposals of assets | 344,053 | 1,540,235 | |
| Income tax expense and deferred tax | 15 | 29,389,545 | 21,306,905 |
| Cash flows from operating activities | 107,933,693 | 92,313,920 | |
| Interest expense / (income) | 27, 28 | -5,700,645 | -3,521,702 |
| Income tax paid | 15 | -28,346,768 | -21,664,691 |
| Change in inventory | 1,391,037 | -6,112,598 | |
| Change in trade and other receivables | 4,985,088 | 1,105,895 | |
| Change in trade and other payables | 9,619,162 | 3,694,583 | |
| Change in accruals and prepayments | 1,444,533 | 3,352,891 | |
| Change in working capital requirement | 17,439,820 | 2,040,771 | |
| Net cash flows from operating activities | 91,326,100 | 69,168,298 | |
| Investing activities | |||
| Acquisitions / disposals of intangible assets | -635,933 | -647,322 | |
| Acquisitions of property, plant and equipment and biological assets | 5, 6 | -13,786,271 | -10,468,242 |
| Disposals of property, plant and equipment | 2,534,443 | 977,739 | |
| Acquisitions / disposals of financial assets and loans with | 31 | 67,069,288 | 621,710 |
| shareholder | |||
| Interest received | 5,700,645 | 3,521,702 | |
| Net cash flows from investing activities | 60,882,172 | -5,994,413 | |
| Financing activities | |||
| Dividends paid to the owners of the Parent | 30 | -58,782,780 | -17,634,834 |
| Dividends paid to non-controlling shareholders | 9 | -7,521,462 | -5,497,754 |
| Proceeds from borrowings | 23 | 0 | 12,082,392 |
| Repayment of borrowings | 23 | -65,642,097 | -483,046 |
| Repayment of lease liabilities | -28,470 | -25,145 | |
| Net cash flows from financing activities | -131,974,809 | -11,558,387 | |
| Effect of exchange rate fluctuations | 1,009,875 | 1,957,095 | |
| Net cash flows | 21,243,338 | 53,572,593 | |
| Cash and cash equivalents at 1st January | 19 | 73,404,709 | 19,832,116 |
| Cash and cash equivalents at 31st December | 19 | 94,648,047 | 73,404,709 |
| Net increase / (decrease) in cash and cash equivalents | 21,243,338 | 53,572,593 |
| Equity attributable |
Non | ||||||
|---|---|---|---|---|---|---|---|
| EUR | Share capital |
Legal reserve | Translation reserves |
Consolidated reserves |
to the owners of the Parent |
controlling interests |
TOTAL EQUITY |
| Balance at 1st January 2021 | 24,492,825 | 2,449,283 | -125,183,537 | 339,708,101 | 241,466,672 | 5,748,691 | 247,215,363 |
| Profit / (loss) for the period |
57,414,177 | 57,414,177 | 6,122,507 | 63,536,684 | |||
| Actuarial (losses) / gains | -744,021 | -744,021 | -82,669 | -826,690 | |||
| Change in fair value of securities at fair value through other comprehensive income | -21,821 | -21,821 | -5,484 | -27,305 | |||
| Foreign currency translation adjustments | 8,559,690 | 0 | 8,559,690 | 377,133 | 8,936,823 | ||
| Transfer between reserves | 472,574 | -472,574 | 0 | 0 | |||
| Share in other comprehensive income from associates |
317,468 | 317,468 | 0 | 317,468 | |||
| Other comprehensive income | 9,032,264 | 56,493,229 | 65,525,493 | 6,411,487 | 71,936,980 | ||
| Dividends (Note 30) Interim dividends (Note 30) |
-9,797,130 -7,837,704 |
-9,797,130 -7,837,704 |
-5,497,754 0 |
-15,294,884 -7,837,704 |
|||
| Other movements | -98,555 | -98,555 | 7 | -98,548 | |||
| Transactions with shareholders | -17,733,389 | -17,733,389 | -5,497,747 | -23,231,136 | |||
| Balance at 31st December 2021 | 24,492,825 | 2,449,283 | -116,151,273 | 378,467,941 | 289,258,776 | 6,662,431 | 295,921,207 |
| Balance at 1st January 2022 | 24,492,825 | 2,449,283 | -116,151,273 | 378,467,941 | 289,258,776 | 6,662,431 | 295,921,207 |
| Profit / (loss) for the period | 47,948,844 | 47,948,844 | 7,331,485 | 55,280,329 | |||
| Actuarial (losses) / gains | 1,136,023 | 1,136,023 | 126,225 | 1,262,248 | |||
| Change in fair value of securities at fair value through other | comprehensive income | -16,529 | -16,529 | -4,153 | -20,682 | ||
| Foreign currency translation adjustments | -6,453,559 | -6,453,559 | -190,324 | -6,643,883 | |||
| Share in other comprehensive income from associates | 443,738 | 443,738 | 0 | 443,738 | |||
| Other comprehensive income | -6,453,559 | 49,512,076 | 43,058,517 | 7,263,233 | 50,321,750 | ||
| Dividends (Note 30) |
-19,594,260 | -19,594,260 | -5,521,954 | -25,116,214 | |||
| Interim dividends (Note 30) |
-39,188,520 | -39,188,520 | -1,999,508 | -41,188,028 | |||
| Other movements | 50,709 | 50,709 | -19 | 50,690 | |||
| Transactions with shareholders | -58,732,071 | -58,732,071 | -7,521,481 | -66,253,552 | |||
| Balance at 31st December 2022 | 24,492,825 | 2,449,283 | -122,604,832 | 369,247,946 | 273,585,222 | 6,404,183 | 279,989,405 |
Socfinasia S.A. (the "Company") was incorporated on 20th November 1972. Its corporate purpose qualifies it as a soparfi since the Annual General Meeting of 10th January 2011. The registered office is established at 4, avenue Guillaume, L-1650 in Luxembourg.
The main activity of the Company and its subsidiaries (the "Group") is the management of a portfolio of interests mainly focused on the exploitation of tropical oil palm and rubber plantations mainly in South-East of Asia.
Socfinasia is controlled by Société Financière des Caoutchoucs, abbreviated as "Socfin" which is the largest entity that consolidates. The registered office of the latter company is also located in Luxembourg.
The Company is registered in the commercial register under the number B10534 and is listed on the Luxembourg Stock Exchange under ISIN code: LU0092047413.
The consolidated financial statements have been prepared on a going concern basis and in accordance with International Financial Reporting Standards (IFRS) as adopted by the European Union and the consolidated financial statements are presented in euros and rounded to the nearest whole number, the euro being the functional currency of the parent company Socfinasia and of the Group's presentation currency.
On 29th March 2023, the Board of Directors approved the consolidated financial statements.
In conformity with the current legislation existing in the Grand Duchy of Luxembourg, the financial statements will be approved by the shareholders during the Annual General Meeting. The official version of the accounts is the ESEF version available with the Officially Appointed Mechanism (OAM) tool.
The Group does not expect the adoption of the standards and amendments described below to have a material impact on its consolidated financial statements, nor anticipate early adoption of new accounting standards, amendments and interpretations.
On 18th May 2017, the IASB issued IFRS 17 "Insurance Contracts", which establishes principles for the recognition, measurement and presentation of insurance contracts. Under IFRS 17, insurance performance should be measured at its current execution value and provide a more consistent measurement and presentation method for all types of insurance contracts. IFRS 17 replaces IFRS 4 "Insurance contracts" and its interpretations. It is effective as of 1 st January 2023 and early adoption is permitted if IFRS 15 "Revenue from Contracts with Customers" and IFRS 9 "Financial Instruments" have been applied. On 9th December 2021, the IASB issued amendments to IFRS 17, aimed at helping entities to avoid temporary accounting mismatches between financial assets and insurance contract liabilities.
On 7th May 2021, the IASB published amendments to IAS 12 "Deferred Tax related to Assets and Liabilities arising from a Single Transaction". The amendments narrowed the scope of the recognition exemption in paragraphs 15 and 24 of IAS 12 (recognition exemption) so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences. They are effective for financial years beginning on or after 1st January 2023 and are to be applied retrospectively, with early adoption permitted.
On 12th February 2021, the IASB issued amendments to IAS 1, IFRS Practice Statement 2 "Making Judgments about Materiality" and IAS 8. The amendments are intended to assist preparers in determining the accounting policies to be presented in their financial statements, to further enhance the importance in determining the accounting policies, and to distinguish changes in accounting estimates from changes in accounting policies. They are effective for financial years beginning on or after 1st January 2023 and are to be applied prospectively, with early adoption permitted.
On 23rd January 2020, the IASB published amendments to IAS 1 "Presentation of Financial Statements" on the classification of liabilities as current and non-current in order to establish a more general approach to the classification of liabilities under IAS 1, based on an analysis of contracts existing at the balance sheet date. The amendments include clarification of the requirements for classifying liabilities that a company could settle by converting them into equity. On 15th July 2020, the IASB deferred the effective date of the amendments. On 31st October 2022, the IASB issued "Non-current Liabilities with Covenants" to clarify how conditions with which an entity must comply within twelve months after the reporting period affect the classification of a liability. The amendments are effective for reporting periods beginning on or after 1st January 2024. The Group does not expect the adoption of these amendments to have a material impact on its consolidated financial statements.
On 22nd September 2022, the IASB issued amendments to IFRS 16 "Lease Liability in a Sale and Leaseback", that clarify how a seller-lessee subsequently measures sale and leaseback transactions that satisfy the requirements in IFRS 15 to be accounted for a sale. The amendment does not change the accounting for leases unrelated to sale and leaseback transactions. The amendment applies retrospectively to annual reporting periods beginning on or after 1st January 2024, with early adoption permitted. The Group does not expect the adoption of these amendments to have a material impact on its consolidated financial statements.
The consolidated financial statements are presented in euros (EUR or €). They are prepared on the basis of historical cost with the exception of the following assets:
Biological assets (current) (IAS 2, IAS 41), derivative instruments and securities measured at fair value through other comprehensive income are recognised at fair value;
Property, plant and equipment acquired as part of a business combination (IFRS 3) are measured initially at their fair value at the date of acquisition.
The accounting principles and rules are applied in a consistent and permanent way within the Group. The consolidated financial statements are prepared for the accounting year ending 31st December 2022 and are presented before the Annual General Meeting of shareholders approving the allocation of the parent company's income.
At 1 st January 2022, the Group adopted the following amendments without any material impact on the Group's consolidated financial statements:
Amendment to IFRS 3 Business Combinations - reference to the Conceptual Framework: the amendments updated the reference to the Conceptual Framework for Financial Reporting, added a reference to IAS 37 or IFRIC 21 when a company identifies the liabilities assumed in a business combination, and stated that an acquirer should not recognise contingent assets acquired in a business combination.
Amendment IAS 16 Property, Plant and Equipment: the amendments prohibit a company from deducting from the cost of property, plant and equipment amounts received from selling items produced while the company is preparing the asset for its intended use. Instead, a company should recognise such sales proceeds and related cost in profit or loss.
Amendments to IAS 37 Provisions, Contingent Liabilities and Contingent Assets: Onerous Contracts — Cost of Fulfilling a Contract: these amendments specify which costs a company includes when assessing whether a contract will be loss-making.
Annual Improvements to IFRS Standards 2018–2020. These amendments concern IFRS 1, IFRS 9, IFRS 16 and IAS 41:
• IFRS 1 (1st time adopter): allows a subsidiary to measure translation differences using the amounts reported by its parent, based on the parent's date of transition to IFRS
• IFRS 16: removal from the illustrative examples of the illustration of the reimbursement of leasehold improvements by the lessor
• IFRS 9: the amendment clarifies which fees an entity includes when it applies the "10 per cent" test in paragraph B3.3.6 of IFRS 9 in assessing whether to derecognise a financial liability
• IAS 41: the amendment removes the requirement in IAS 41.22 for entities to exclude taxation cash flows when measuring the fair value of a biological asset using a present value technique.
The consolidated financial statements include the financial statements of the parent company Socfinasia as well as those of the companies controlled by the parent ("subsidiaries") and those of the companies in which Socfinasia exercises significant influence ("associates"), all of which constitute the "Group".
All companies included in the scope of consolidation at 31st December 2022 close their accounts on 31st December.
In accordance with IFRS 10, an investor has control when three conditions are fulfilled:
Currently, the Group holds the majority of the voting rights in the entities.
Income and expenses from subsidiaries acquired or sold during the year are included in the consolidated income statement, respectively, from the date of acquisition to the date of disposal.
Profit or loss and each component of other comprehensive income are attributed to the equity holders of the parent of the Group and to the non-controlling interests, even if this results in the non-controlling interests having a deficit balance.
Where appropriate, restatements are made to the financial statements of the subsidiaries to align the accounting principles used with those of other companies in the scope of consolidation.
All intra-group balances and transactions are eliminated upon consolidation.
If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interest and other components of equity, while any residual gain or loss is recognised in profit or loss. Any investment retained is recognised at fair value.
An associate is a company over which the Group exercises significant influence through its participation in the financial and operational decisions of this company, but over which it has no control. Significant influence is presumed when the Group holds, directly or indirectly through its subsidiaries, between 20% and 50% of the voting rights. A joint venture is a joint arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the arrangement. Joint control is the contractually agreed sharing of control of an arrangement (i.e. decisions require unanimous consent of the parties sharing control).
Associates and joint ventures are accounted for using the equity method. Under this method, the Group's interest in the associate and joint venture is initially recognised at cost in the statement of financial position and subsequently adjusted to recognise the Group's share of movements in profit and loss and other comprehensive income.
The statement of profit or loss reflects the Group's share of the results of operations of the associate or joint venture. Any change in other comprehensive income of those investees is presented as part of the Group's other comprehensive income. Unrealised gains and losses resulting from transactions between the Group and the associate or joint venture are eliminated to the extent of the interest in the associate or joint venture.
Investments in associates and joint ventures are included in the consolidated financial statements using the equity method from the date on which significant influence begins until the date when this influence ceases. The carrying amount of positive goodwill that results from the acquisition of associates and joint ventures is included in the carrying amount of the investment and is not tested for impairment separately. An impairment test is performed if an objective indication of impairment is identified. Impairment is recognised, if necessary, in the income statement under the heading "Share of the Group in the result from associates".
The list of subsidiaries and associated companies (including joint ventures) of the Group is presented in note 2.
A change in accounting policy is applied only if it meets the requirements of a standard or interpretation or permits more reliable and relevant information. Changes in accounting policies are accounted for retrospectively, except in the case of transitional provisions specific to the standard or interpretation. A material error, when discovered, is also adjusted retrospectively.
Uncertainties inherent in the activity require the use of estimates when preparing financial statements. The estimates are based on judgements intended to give a reasonable assessment of the latest reliable information available. An estimate is revised to reflect changes in circumstances, new information available and the effects of experience.
IFRS 3 "Business Combinations" provides the accounting basis for recognising business combinations and changes in interests in subsidiaries after obtaining control.
For each business combination, the Group elects whether to measure the non-controlling interests in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net assets.
Changes in interest in a subsidiary that do not result in loss of control are accounted for as equity transactions.
Goodwill is the difference on the date of acquisition between the fair value of the consideration given in exchange for taking control, the value of non-controlling interests, the fair value of previous equity investments and the fair value of identifiable assets and liabilities and contingent liabilities of the acquiree.
When disposing of a subsidiary, the residual amount of goodwill attributable to the subsidiary is included in the calculation of the result of disposal.
Gain on a bargain purchase represents the excess of the Group's interest in the fair value of identifiable assets and liabilities and the contingent liabilities of a subsidiary or associate on the cost of acquisition on the acquisition date.
To the extent that gain on a bargain purchase remains after considering and reassessing the fair value of identifiable assets and liabilities and contingent liabilities of a subsidiary or associate, it is recognised directly as an income in the income statement.
In the financial statements of Socfinasia and of each subsidiary, transactions in foreign currency are recorded, upon initial recognition, in the functional currency of the company concerned by applying the exchange rate in force on the transaction date. At closing, monetary assets and liabilities denominated in foreign currencies are converted on the last day of the year. Gains and losses arising from the realisation or translation of monetary items denominated in foreign currencies are recorded in the income statement for the year.
On consolidation, the assets and liabilities of companies whose accounts are held in a currency other than the euro are translated into euros at the exchange rate prevailing on the closing date. Income and expenses are converted into euros at the average exchange rate for the year. Any exchange differences are classified as equity under "Translation reserves". In the event of a disposal, the translation reserves relating to the company concerned are recognised in the income statement for the year in which the sale occurred.
Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.
The following exchange rates have been used for the conversion of the consolidated financial statements:
| 1 euro equals to: | Closing rate | Average Rate | ||
|---|---|---|---|---|
| 31/12/2022 | 31/12/2021 | 2022 | 2021 | |
| Euro | 1.000 | 1.000 | 1.000 | 1.000 |
| Indonesian rupiah | 16,713 | 16,161 | 15,648 | 16,938 |
| American dollar | 1.0666 | 1.1326 | 1.0479 | 1.1809 |
Intangible assets are stated at their acquisition cost less accumulated depreciation and any impairment losses.
Amortisation is applied on a straight-line basis based on an estimate of the useful life of the asset in question. Intangible assets are not subject to revaluation. When the recoverable value of an asset is lower than its book value, the latter is reduced to reflect this loss in value.
The estimated useful lives are as follows:
| Patents | 3 to 5 years |
|---|---|
| Other intangible assets | 3 to 5 years |
| Software | 3 to 5 years |
| Concessions | Length of the concessions |
Amortisation starts from the date of bringing the asset into use.
Gains or losses arising on derecognition of assets (difference between the disposal proceeds and the carrying amount of the asset) are included in the income statement when assets are derecognised.
Tangible fixed assets are recorded at their acquisition cost less accumulated amortisation and any impairment losses.
Property, plant and equipment in progress is carried at cost less any identified impairment.
Depreciation is applied on a straight-line basis based on an estimate of the useful life for each significant component of the asset in question. When the recoverable value of an asset is lower than its book value, the latter is reduced to reflect this loss in value.
The estimated useful lives are as follows:
| Buildings | 20 to 50 years |
|---|---|
| Technical installations | 3 to 20 years |
| Furniture, vehicles and others | 3 to 20 years |
Depreciation starts from the date that the assets are brought into use.
Land is not subject to depreciation.
Gains or losses arising on derecognition of assets (difference between the disposal proceeds and the carrying amount of the asset) are included in the income statement when assets are derecognised.
The Group has biological assets in South-East Asia. These biological assets, mainly consisting of palm oil and rubber plantations, are valued according to the principles defined in IAS 16 "Tangible fixed assets".
Biological assets at the time of harvest, in particular for palm bunches, palm oil and rubber, are evaluated according to the principles defined by IAS 41 "Agriculture".
Producer biological assets are recorded at acquisition cost, less accumulated amortisation and any impairment losses.
Depreciation is applied according to the straight-line method based on an estimate of the useful life. When the recoverable amount of an asset is less than its carrying amount, the carrying amount is reduced to reflect that impairment.
The estimated useful lives are as follows:
| Bearer plants – Palm | 20 to 25 years |
|---|---|
| Bearer plants - Rubber | 20 to 25 years |
Depreciation starting date is the date of transfer of biological assets in production (asset being mature). This transfer takes place in the third year after palm oil tree planting and in the seventh year after rubber tree planting. For each entity, the operating period can be adapted according to the particular circumstances.
Agricultural production at harvest is valued at fair value less estimated costs necessary to complete the sale.
There are no observable data for agricultural production (palm harvest, latex). The World Bank publishes price forecasts for dry rubber (finished product). These forecasts are based on the RSS3 grade (smoked sheet) that is not produced by the Group. Lastly, and even more so, there are no observable prospective data relating to the Group's agricultural production. The price of a standard product in a global market is not sufficiently representative of the economic reality in which the various entities of the Group intervene. This price cannot be used as a reference for valuation.
As a result, each entity determines the fair value of agricultural production based on actual market prices obtained over the past year.
The Group considers produce that grows on mature plantations (oil in the palm fruits and produce of rubber) as biological assets, in accordance with IAS 41 principles. This produce is measured at fair value until the point of harvest. Any resultant gains or losses arising from changes in fair value are recognised in the income statement.
The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.
The Group applies a single recognition and measurement approach for all leases, except for short-term leases and leases of low-value assets (mainly IT equipment), for which payments associated are recognised as an expense in the income statement. The Group recognises lease liabilities to make lease payments and right-ofuse assets representing the right to use the underlying assets.
The Group leases offices and agricultural land for terms ranging from 1 to 99 years, as well as vehicles and equipment for terms ranging from 1 month to 5 years.
The Group's lease contracts are standard contracts that do not include additional non-leasing components, except for some vehicle lease contracts that include a maintenance service. The Group has used the practical expedient that allows not separating the lease component from the non-lease component for these contracts.
Assets and liabilities related to lease contracts are initially measured at the present value of the fixed payments including in-substance fixed payments less any lease incentives receivable. Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability. To this purpose, management takes into account all facts and circumstances that may create an incentive to exercise a renewal option or not to exercise an early termination option. The lease liability is remeasured if there is a change in the lease term, in the lease payment or in the assessment of an option to purchase the underlying asset.
As the implicit interest rate is not known for all the Group's contracts, the incremental borrowing rate was used to discount the lease payments. The incremental borrowing rate is the rate that the lessee would have to pay to borrow, for a similar term and with a similar guarantee, the funds necessary to acquire an asset of similar value to the asset under the right-of-use in a similar economic environment.
In determining the incremental borrowing rate, the Group:
The discount rates used by the Group range between 1.75% and 19.9%.
Lease payments are allocated between the repayment of the principal amount of the lease liabilities and interest expense. Interest expense is recognised in the income statement for the period over the term of the lease. Rightof-use assets are depreciated on a straight-line basis over the shorter of the useful life and the lease term.
The Group applies IAS 36 to determine whether a right-of-use asset is impaired and recognises any impairment loss as described in Note 8.
Goodwill is not amortised but is tested for impairment at least once a year and whenever there is an indication of impairment.
In addition, at each reporting date, the Group reviews the carrying amounts of its intangible and tangible assets, including its organic producing assets, in order to assess whether there is any indication that its assets may have lost value. If there is such an indication, the recoverable amount of the asset is estimated to determine, if applicable, the amount of the loss or impairment. The recoverable amount is the higher of the fair value less costs to sell the asset and the value in use.
The fair value of property, plant and equipment and intangible assets is the present value of estimated future cash flows expected from the use of an asset or cash-generating unit. When it is not possible to estimate the recoverable amount of an isolated asset, the Group determines the recoverable amount of the cash-generating unit to which the asset belongs.
If the recoverable amount of an asset (or a cash-generating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. Impairment losses are immediately recognised as expenses in the income statement.
When an impairment loss recognised in a prior period no longer exists or needs to be written down, the carrying amount of the asset (cash-generating unit) is increased to the extent of the revised estimate of its recoverable amount. However, this increased carrying amount may not exceed the carrying amount that would have been determined if no impairment loss had been recognised for the asset (cash-generating unit) in prior years. The reversal of an impairment loss is recognised immediately in income in the income statement.
An impairment loss recorded on goodwill cannot be subsequently reversed.
Inventories are recorded at the lower of cost and net realisable value. Cost includes direct material costs and, if applicable, direct labour costs and directly attributable overhead costs.
Where specific identification is not possible, the cost is determined on the basis of the weighted average cost method. Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to complete the sale (primarily selling expenses).
Impairment or loss on inventory to net realisable value is recognised as an expense in the period in which the impairment or loss occurred.
As explained in Note 1.12. Bearer biological assets, agricultural production is measured at fair value less estimated costs necessary to make the sale.
Trade receivables are valued at their nominal value and do not bear interest. The Group applies a simplified approach and records a provision for expected losses over the life of the receivables. This provision for losses is an amount that the Group considers a reliable estimate of the inability of its customers to make the required payments (refer to Note 34).
This item includes cash, demand deposits, short-term deposits of less than 3 months, as well as investments easily convertible into a known amount of cash, having a maturity of three months or less, and which are subject to a negligible risk of change in value.
Financial assets and liabilities are recognised in the consolidated statement of financial position when the Group becomes a party to the contractual provisions of the instrument.
Financial instruments derivatives are measured at fair value at each reporting date. The accounting treatment depends on the qualification of the instrument concerned:
The Group refers to certain hedging instruments, including foreign exchange risk and interest rate risk derivatives, as cash flow hedges. Foreign currency hedges related to firm commitments are accounted for as cash flow hedges.
At the inception of the hedging relationship, the entity prepares documentation describing the relationship between the hedging instrument and the hedged item as well as its risk management objectives and strategy for performing various hedging transactions. In addition, when the hedge is created and regularly thereafter, the Group indicates whether the hedging instrument is highly effective in offsetting changes in the fair value or cash flows of the hedged item attributable to the hedged risk.
The effective portion of changes in the fair value of derivatives that are designated as cash flow hedges and qualify for such designation is recognised in other comprehensive income and accumulated in the hedging reserve, cash flow. The gain or loss related to the ineffective portion is recognised immediately in profit or loss, in other gains and losses.
Amounts previously recognised in other comprehensive income and accumulated in equity are reclassified to net income in the periods in which the hedged item affects net income, to the same account as the recognised hedged item. However, if a hedged forecast transaction results in the recognition of a non-financial asset or liability, the gains and losses that were previously recognised in other comprehensive income and accumulated in equity are taken out of equity to be recognised in the initial measurement of the cost of the non-financial asset or liability.
For the periods 2021 and 2022, no hedging instruments were used by the Group.
Changes in the fair value of derivative financial instruments that do not qualify for hedge accounting are recognised in the income statement when they occur.
To hedge its exposure to certain foreign exchange risks, the Group uses forward exchange contracts: for the periods 2021 and 2022, forward exchange contracts were used by the Group.
Loans bearing interest are recorded for the amounts given, net of direct costs of issue. Financial income is added to the carrying amount of the instrument to the extent that it is not received in the period in which it occurs. Interest is calculated using the effective interest rate method.
The Group's business model for financial assets management refers to the way it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from the collection of contractual cash flows, the disposal of financial assets or both. Financial assets classified and measured at amortised cost are held in a business model with the objective of holding financial assets to collect contractual cash flows. Long-term advances and other receivables are held for the sole purpose of collecting principal and interest. They comply with the "Solely Payments of Principal and Interest" (SPPI) model. They are accounted for using the amortised cost method.
The Group applies the low credit risk simplification: at every reporting date, the Group evaluates whether the debt instrument is considered to have low credit risk using all reasonable and supportable information that is available without undue cost or effort. In making that evaluation, the Group reassesses the internal credit rating of the debt instrument. In addition, the Group considers that there has been a significant increase in credit risk when contractual payments are more than 30 days past due.
Interest-bearing borrowings and overdrafts are recorded for amounts received, net of direct issue costs, at amortised cost. Financial expenses are recognised in income statement and are added to the carrying amount of the instrument to the extent that they are unpaid in the year in which they occur.
The carrying amount is a reasonable approximation of fair value in the case of financial instruments such as borrowings and debts with short-term maturity.
The fair value measurement of borrowings and debts with financial institutions, other than in the short-term, depends both on the specifics of the loans and on current market conditions. The fair value was calculated by discounting the expected future cash flows at the re-estimated interest rates prevailing at the balance sheet date over the remaining term of repayment of the loans (refer to Note 25).
The Group relied on the evolution of the interest rate of the European Central Bank adjusted for the specific risk inherent in each financial instrument, as a reasonable benchmark for estimating the fair value of such borrowings (see Note 25).
Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI when they meet the definition of equity under IAS 32 Financial Instruments: Presentation and are not held for trading. The classification is determined on an instrument-by-instrument basis.
Gains and losses on these financial assets are never recycled to profit or loss. Dividends are recognised as other income in the statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment.
The Group elected to classify irrevocably its non-listed equity investments under this category.
Other financial assets (trade receivables, other receivables, …) and liabilities (trade payables, other payables, …) are recorded at their acquisition cost. The fair value of other financial assets and liabilities is estimated to be close to the carrying amount.
The receivables are valued at their nominal value (at cost) less any write-downs covering amounts considered as non-recoverable if the Group deems it necessary. Impairment of assets is recognised in the income statement under "Other operating income/expenses". The Group has established a provision matrix, based on its historical credit loss experience (average default over several years), adjusted for prospective factors specific to the debtors and the economic environment. The carrying amount of the asset is reduced through the use of a provision account and the amount of the loss is recognised in the consolidated income statement. The Board of Directors of each subsidiary evaluates the receivables individually. Value adjustments are determined taking into account the local economic reality of each country. They are reviewed at the reception of new events and at least annually.
Provisions are recognised when the Group has a present obligation (legal or constructive) resulting from a past event which will probably lead to an outflow of economic benefits that can be reasonably estimated.
Restructuring provisions are recognised when the Group has a formal and detailed plan for the restructuring that has been notified to the affected parties.
These plans designate the post-employment benefit plans under which the Group pays defined contributions to external insurance companies for certain categories of employees. Payments made under these pension plans are recognised in the income statement in the year in which they are due.
As these plans do not generate future commitments for the Group, they do not give rise to provisions.
These plans refer to post-employment benefit plans that provide additional income to certain categories of employees for services rendered during the year and prior years.
This guarantee of additional resources is a future expenditure for the Group for which a commitment is calculated by independent actuaries at the end of each financial year.
The actuarial assumptions used to determine the liabilities vary according to the economic conditions prevailing in the country in which the plan is located.
The discount rates applicable to discount post-employment benefit obligations should be determined by reference to the market yields on high quality corporate bonds that are appropriate to the estimated timing of benefit payments at the balance sheet date.
The Group decided to calculate discount rates using an economic approach for high-quality corporate bonds corresponding to the terms of the employee benefits in the countries concerned. In the countries where there is no active market for such obligation, the Group refers to the market yields (at the end of the reporting period) of government bonds. The currency and duration of these corporate or government bonds must correspond to the currency and estimated duration of the post-employment benefit obligations.
The cost of corresponding commitments is determined using the projected unit credit method, with a discounted value calculation at the balance sheet date in accordance with the principles of IAS 19 "Employee Benefits".
All changes in the amount of defined benefit pension obligations are recognised as they occur.
Remeasurements of defined benefit pension obligations, including actuarial gains and losses, should be recognised immediately in "Other comprehensive income".
The costs of services rendered during the period, past service costs (plan amendment) and net interest are recognised as an expense immediately.
The amount recognised in the statement of financial position is the present value of the pension obligations of the defined benefit plans adjusted for actuarial gains and losses and less the fair value of plan assets.
The Group's revenues derive from the performance obligation of transferring control of products under arrangements. According to these arrangements, the transfer of control and the fulfilment of the performance obligation occur at the same time.
The point of control of the asset by the customer depends on when the goods are made available to the carrier or when the buyer takes possession of the goods, depending on the delivery conditions. With regards to the Group's activities, the recognition criteria are generally met:
(a) for export sales, where the time of the transfer of deed based on the incoterms;
(b) for local sales, depending on the delivery conditions, either when the goods leave the premises or when the customer takes possession of the goods.
This is the moment when the Group has fulfilled its performance obligations.
Revenues are valued at the transaction price of the consideration received or receivable, which the company expects to be entitled to.
The selling price is determined at the market price and in a few cases the selling price is contractually determined on a provisional basis, based on a reliable estimate of the selling price. In the latter case, price adjustments can then take place depending on the movements between the reference price and the final price, as recognised.
The Group considers being the principal in its revenue arrangements, because it controls the goods sold before transferring them to the customers.
At 31st December 2022, revenue from the major customer within the Group accounted for approximately EUR 96.2 million (2021: EUR 81.9 million) of total Group revenue.
Current tax is the amount of tax payable or recoverable on the profit or loss of a financial year.
Temporary differences between the book values of assets and liabilities and their tax bases give rise to the recognition of a deferred tax using the tax rates whose application is provided for when reversing the temporary differences, as adopted on the closing date.
Deferred taxes are recognised for all temporary differences unless the deferred tax is generated by goodwill or by the initial recognition of an asset or a liability that is not acquired through a business combination and does not affect the accounting profit or the taxable profit on the transaction date.
A deferred tax liability is recognised for all taxable temporary differences related to investments in subsidiaries and associates, unless the date on which the temporary difference will be reversed can be controlled and it is likely that it will not reverse in the foreseeable future.
A deferred tax asset is recognised to carry forward unused tax losses and tax credits to the extent that it is probable that future taxable profits will be available on which these unused tax losses and tax credits can be charged.
Deferred tax is recognised in the income statement unless it relates to items that have been directly recognised, either in equity or in other comprehensive income.
IFRS 8 "Operating Segments" requires operating segments to be identified based on the internal reporting analysed by the entity's chief operating decision-maker to assess performance and make resource decisions for the segments.
The identification of these operational sectors follows from the information analysed by the management which is based on the geographic distribution of political and economic risks and on the analysis of individual social accounts at historical cost.
For the preparation of consolidated financial statements in accordance with IFRS, Group Management has had to make assumptions based on its best estimates that affect the carrying amount of assets and liabilities, information on assets and liabilities, contingent liabilities and the carrying amount of income and expenses recorded during the period. Depending on the evolution of these assumptions or different economic conditions, the amounts that will appear in the Group's future consolidated financial statements may differ from current estimates. Significant accounting policies, for which the Group has made estimates, mainly concern the application of IAS 19 (Note 22), IAS 41 / IAS 2 (Notes 6 and 16), IAS 16 (Note 5), IAS 36 (Notes 6 and 8), IFRS 9 (Notes 25 and 34) and IFRS 16 (Note 3).
In the absence of observable data within the scope of IFRS 13, the Group makes use of a model developed to assess the fair value of agricultural production based on local production costs and conditions and local sales (Refer to Note 1.12).
This method is inherently more volatile than assessment at historical cost.
The Group considered the potential impact of the climate change, which may affect positively and negatively the Group's biological assets thus the financial performance of the Group, the distribution of rainfall and sunshine being the most important factors.
The Group considered climatic events such as severe wind or fires in the valuation of the biological assets, however and given the actual level of knowledge, distinguishing impacts of natural climate variations apart from climate impacts related to anthropic activity remain difficult.
The effects of the climate change on the Group's financial statements at 2022 year-end remain uncertain. The Management Board considered various documentation in its assessment of the impact, such as the last Intergovernmental Panel on Climate Change (IPCC) reports, that do not link the climate change to a negative impact on oil palm plantations.
The Management Board will continue to consider the potential impacts of the climate change in its judgements, and will integrate any new potential impact if this could lead to a material change in the Group's financial statements.
In February 2022, a number of countries (including the US, UK and EU) imposed sanctions against certain entities and individuals in Russia as a result of the official recognition of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Announcements of potential additional sanctions have been made following military operations initiated by Russia against the Ukraine on 24th February 2022.
Due to these geopolitical tensions, there has been a significant increase in volatility on the securities and currency markets in 2022, as well as a significant depreciation of the ruble against the US dollar and the euro.
Although neither the company's performance and going concern nor operations, have been significantly impacted by the above during 2022, the Board of Directors continues to monitor the evolving situation and its impact on the financial position and results of the company.
| % Group |
% Group |
Consolidation Method (*) |
% Group |
% Group |
Consolidation Method (*) |
|
|---|---|---|---|---|---|---|
| Interest | Control | Interest | Control | |||
| 2022 | 2022 | 2022 | 2021 | 2021 | 2021 | |
| ASIA | ||||||
| Rubber and palm | ||||||
| PT SOCFIN INDONESIA " SOCFINDO " | 90.00 | 90.00 | FI | 90.00 | 90.00 | FI |
| Rubber | ||||||
| SETHIKULA CO LTD | 100.00 | 100.00 | FI | 100.00 | 100.00 | FI |
| SOCFIN-KCD CO LTD | 100.00 | 100.00 | FI | 100.00 | 100.00 | FI |
| VARANASI CO LTD | 100.00 | 100.00 | FI | 100.00 | 100.00 | FI |
| COVIPHAMA CO LTD | 100.00 | 100.00 | FI | 100.00 | 100.00 | FI |
| EUROPE | ||||||
| Other activities | ||||||
| CENTRAGES S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| IMMOBILIERE DE LA PEPINIERE S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| INDUSERVICES S.A. | 35.00 | 35.00 | EM | 35.00 | 35.00 | EM |
| INDUSERVICES FR S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| MANAGEMENT ASSOCIATES S.A. | 15.00 | 15.00 | NC | 20.00 | 20.00 | EM |
| PLANTATION NORD-SUMATRA LTD " PNS Ltd " S.A. | 100.00 | 100.00 | FI | 100.00 | 100.00 | FI |
| SOCFINCO S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| SOCFINCO FR S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| SOCFINDE S.A. | 79.92 | 79.92 | FI | 79.92 | 79.92 | FI |
| SODIMEX S.A. | - | - | NC | 50.00 | 50.00 | EM |
| SODIMEX FR S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| SOGESCOL FR S.A. | 50.00 | 50.00 | EM | 50.00 | 50.00 | EM |
| TERRASIA S.A. | 47.81 | 47.81 | EM | 47.81 | 47.81 | EM |
(*) Consolidation method: FI: Full Integration, EM: Equity Method, NC: Not Consolidated
The amounts recognised in the balance sheet, related to leases under IFRS 16 are as follows:
| Land and concession of agricultural |
|||
|---|---|---|---|
| EUR | Buildings | area | TOTAL |
| Gross value at 1st January 2021 | 277,158 | 1,174,217 | 1,451,375 |
| Foreign exchange differences | 23,125 | 86,441 | 109,566 |
| Gross value at 31st December 2021 | 300,283 | 1,260,658 | 1,560,941 |
| Accumulated depreciation at 1st January 2021 | -96,279 | -396,946 | -493,225 |
| Depreciation | -25,224 | -90,185 | -115,409 |
| Foreign exchange differences | -9,108 | -33,133 | -42,241 |
| Accumulated depreciation at 31st December 2021 | -130,611 | -520,264 | -650,875 |
| Net book value at 31st December 2021 | 169,672 | 740,394 | 910,066 |
| Gross value at 1st January 2022 | 300,283 | 1,260,658 | 1,560,941 |
| Transfer | 0 | 1,171,888 | 1,171,888 |
| Foreign exchange differences | 18,581 | -90,767 | -72,186 |
| Gross value at 31st December 2022 | 318,864 | 2,341,779 | 2,660,643 |
| Accumulated depreciation at 1st January 2022 | -130,611 | -520,264 | -650,875 |
| Depreciation | -28,424 | -112,901 | -141,325 |
| Additions | 0 | -14,218 | -14,218 |
| Foreign exchange differences | -7,584 | 19,502 | 11,918 |
| Accumulated depreciation at 31st December 2022 | -166,619 | -627,881 | -794,500 |
| Net book value at 31st December 2022 | 152,245 | 1,713,898 | 1,866,143 |
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Long-term lease liabilities | 397,717 | 401,008 |
| Short-term lease liabilities | 28,105 | 26,341 |
| TOTAL | 425,822 | 427,349 |
| 2021 | ||||||
|---|---|---|---|---|---|---|
| EUR | 2023 | 2024 | 2025 | 2026 | 2027 and above |
TOTAL |
| Lease liabilities | 26,467 | 26,594 | 26,721 | 26,850 | 294,376 | 401,008 |
| 2022 | ||||||
| EUR | 2024 | 2025 | 2026 | 2027 | 2028 and above |
TOTAL |
| Lease liabilities | 28,239 | 28,374 | 28,511 | 28,649 | 283,944 | 397,717 |
The amounts recognised in the income statement in relation with the lease contracts are detailed as follows:
| EUR | 2022 | 2021 |
|---|---|---|
| Depreciation of right-of-use assets | 141,325 | 115,409 |
| Expenses related to short-term leases and leases of low-value assets |
8,553 | 30,560 |
| Interest expense (included in the financial expenses) | 42,471 | 37,808 |
| TOTAL | 192,349 | 183,777 |
The Group does not own all of the land on which its bio-based assets are planted. In general, these lands are subject to very long-term concessions from the local public authority. These concessions are renewable.
| Company | Date of initial lease or renewal extension |
Duration of the initial lease |
Area conceded |
|---|---|---|---|
| SETHIKULA CO LTD | 2010 | 99 years | 4,273 ha |
| VARANASI CO LTD | 2009 | 70 years | 2,386 ha |
| COVIPHAMA CO LTD | 2008 | 70 years | 5,345 ha |
| PT SOCFINDO | 1995/2015/2019 | 25 to 35 years | 47,536 ha |
| Concessions | |||
|---|---|---|---|
| EUR | and patents | Softwares | TOTAL |
| Cost at 1st January 2021 | 40,866 | 1,490,231 | 1,531,097 |
| Additions | 545,053 | 113,512 | 658,565 |
| Disposals | -421 | -24,514 | -24,935 |
| Foreign exchange differences | 29,598 | 110,062 | 139,660 |
| Cost at 31st December 2021 | 615,096 | 1,689,291 | 2,304,387 |
| Accumulated depreciation at 1st January 2021 | -40,866 | -1,281,969 | -1,322,835 |
| Depreciation | -13,944 | -55,593 | -69,537 |
| Depreciation reversals | 397 | 13,295 | 13,692 |
| Foreign exchange differences | -4,061 | -93,033 | -97,094 |
| Accumulated depreciation at 31st December 2021 | -58,474 | -1,417,300 | -1,475,774 |
| Net book value at 31st December 2021 | 556,622 | 271,991 | 828,613 |
| Cost at 1st January 2022 | 615,096 | 1,689,291 | 2,304,387 |
| Additions | 582,356 | 53,577 | 635,933 |
| Disposals | -446 | -591 | -1,037 |
| Transfer | -1,171,888 | 0 | -1,171,888 |
| Foreign exchange differences | 21,897 | -59,530 | -37,633 |
| Cost at 31st December 2022 | 47,015 | 1,682,747 | 1,729,762 |
| Accumulated depreciation at 1st January 2022 | -58,474 | -1,417,300 | -1,475,774 |
| Depreciation | 0 | -80,101 | -80,101 |
| Depreciation reversals | 446 | 591 | 1,037 |
| Transfer | 14,218 | 0 | 14,218 |
| Foreign exchange differences | -3,205 | 51,841 | 48,636 |
| Accumulated depreciation at 31st December 2022 | -47,015 | -1,444,969 | -1,491,984 |
| Net book value at 31st December 2022 | 0 | 237,778 | 237,778 |
| Land and | Technical | Furniture, vehicles |
Work in | Advances and |
|||
|---|---|---|---|---|---|---|---|
| EUR | nurseries | Buildings | installations | and others | progress | prepayments | TOTAL |
| Cost at 1st January 2021 | 4,218,619 | 65,610,295 | 60,386,607 | 1,637,151 | 62,423 | 370,843 | 132,285,938 |
| Additions (*) | 1,116,667 | 754,850 | 1,807,369 | 1,109,080 | 221,178 | -314,840 | 4,694,304 |
| Disposals | 0 | -207,419 | -623,604 | -687,077 | 0 | 0 | -1,518,100 |
| Transfer | -1,045,343 | 210,233 | 64,200 | 0 | -255,722 | -60,031 | -1,086,663 |
| Foreign exchange differences | 341,787 | 4,859,745 | 4,400,557 | 147,943 | 3,469 | 8,277 | 9,761,778 |
| Cost at 31st December 2021 |
4,631,730 | 71,227,704 | 66,035,129 | 2,207,097 | 31,348 | 4,249 | 144,137,257 |
| Accumulated depreciation at 1st January 2021 | -19,593 | -43,907,304 | -46,470,607 | -1,730,837 | 0 | 0 | -92,128,341 |
| Depreciation | 0 | -1,957,512 | -2,139,255 | -1,157,181 | 0 | 0 | -5,253,948 |
| Depreciation reversals | 0 | 81,020 | 591,549 | 680,485 | 0 | 0 | 1,353,054 |
| Foreign exchange differences | -1,635 | -3,249,198 | -3,395,099 | -153,640 | 0 | 0 | -6,799,572 |
| Accumulated depreciation at 31st December 2021 |
-21,228 | -49,032,994 | -51,413,412 | -2,361,173 | 0 | 0 | -102,828,807 |
| Net book value at 31st December 2021 |
4,610,502 | 22,194,710 | 14,621,717 | -154,076 | 31,348 | 4,249 | 41,308,450 |
| Furniture, | Advances | ||||||
|---|---|---|---|---|---|---|---|
| Land and | Technical | vehicles | Work in | and | |||
| EUR | nurseries | Buildings | installations | and others | progress | prepayments | TOTAL |
| Cost at 1st January 2022 | 4,631,730 | 71,227,704 | 66,035,129 | 2,207,097 | 31,348 | 4,249 | 144,137,257 |
| Additions (*) | 897,761 | 867,390 | 2,411,185 | 1,936,327 | 118,524 | 72,671 | 6,303,858 |
| Disposals | -814,455 | -41,902 | -387,475 | -766,566 | 0 | 0 | -2,010,398 |
| Transfer | -458,382 | 39,874 | -12,788,979 | 12,788,688 | -39,874 | -1,550 | -460,223 |
| Foreign exchange differences | 191,134 | -999,343 | -1,025,891 | -870,621 | 561 | -984 | -2,705,144 |
| Cost at 31st December 2022 |
4,447,788 | 71,093,723 | 54,243,969 | 15,294,925 | 110,559 | 74,386 | 145,265,350 |
| Accumulated depreciation at 1st January 2022 | -21,228 | -49,032,994 | -51,413,412 | -2,361,173 | 0 | 0 | -102,828,807 |
| Depreciation | 0 | -1,972,066 | -2,220,215 | -1,305,477 | 0 | 0 | -5,497,758 |
| Depreciation reversals | 22,946 | 39,989 | 381,523 | 731,185 | 0 | 0 | 1,175,643 |
| Transfer | 0 | 0 | 9,176,617 | -9,174,777 | 0 | 0 | 1,840 |
| Foreign exchange differences | -1,718 | 1,270,341 | 980,800 | 627,153 | 0 | 0 | 2,876,576 |
| Accumulated depreciation at 31st December 2022 |
0 | -49,694,730 | -43,094,687 | -11,483,089 | 0 | 0 | -104,272,506 |
| Net book value at 31st December 2022 |
4,447,788 | 21,398,993 | 11,149,282 | 3,811,836 | 110,559 | 74,386 | 40,992,844 |
(*) Additions for the period include capitalised costs.
The accounting policies applicable to property, plant and equipment are detailed in notes 1 and 8.
| EUR | Palm | Rubber | TOTAL | ||
|---|---|---|---|---|---|
| Mature | Immature | Mature | Immature | ||
| Cost at 1st January 2021 | 55,889,111 | 13,914,280 | 56,796,540 | 23,881,440 | 150,481,371 |
| Additions (*) | 0 | 4,245,559 | 0 | 1,528,379 | 5,773,938 |
| Disposals | -630,350 | -10,740 | -1,344,475 | -781,103 | -2,766,668 |
| Transfer | 6,695,221 | -5,653,783 | 5,195,825 | -5,150,601 | 1,086,662 |
| Foreign exchange differences | 4,258,855 | 919,460 | 4,665,299 | 1,758,297 | 11,601,911 |
| Cost at 31st December 2021 | 66,212,837 | 13,414,776 | 65,313,189 | 21,236,412 | 166,177,214 |
| Accumulated depreciation at 1st January 2021 | -24,816,102 | 0 | -11,948,675 | 0 | -36,764,777 |
| Depreciation | -2,973,072 | 0 | -2,477,994 | 0 | -5,451,066 |
| Depreciation reversals | 489,107 | 0 | 750,394 | 0 | 1,239,501 |
| Foreign exchange differences | -1,880,985 | 0 | -977,024 | 0 | -2,858,009 |
| Accumulated depreciation at 31st December 2021 | -29,181,052 | 0 | -14,653,299 | 0 | -43,834,351 |
| Accumulated impairment at 1st January 2021 | 0 | 0 | -216,282 | -6,130,481 | -6,346,763 |
| Impairment | 0 | 0 | -201,978 | 0 | -201,978 |
| Impairment reversal | 0 | 0 | 0 | 143,516 | 143,516 |
| Transfer | 0 | 0 | -4,058,669 | 4,058,669 | 0 |
| Foreign exchange differences | 0 | 0 | -234,155 | -297,887 | -532,042 |
| Accumulated impairment at 31st December 2021 | 0 | 0 | -4,711,084 | -2,226,183 | -6,937,267 |
| Net book value at 31st December 2021 | 37,031,785 | 13,414,776 | 45,948,806 | 19,010,229 | 115,405,596 |
| Cost at 1st January 2022 | 66,212,837 | 13,414,776 | 65,313,189 | 21,236,412 | 166,177,214 |
| Additions (*) | 0 | 6,199,700 | 0 | 1,282,713 | 7,482,413 |
| Disposals | -952,198 | 0 | -905,821 | -1,635,892 | -3,493,911 |
| Transfer (***) | 7,424,736 | -6,997,999 | -4,213,088 | -1,846,110 | -5,632,461 |
| Foreign exchange differences | -2,597,597 | -391,853 | 2,244,270 | 1,012,781 | 267,601 |
| Cost at 31st December 2022 | 70,087,778 | 12,224,624 | 62,438,550 | 20,049,904 | 164,800,856 |
| Accumulated depreciation at 1st January 2022 | -29,181,051 | 0 | -14,653,300 | 0 | -43,834,351 |
| Depreciation | -3,500,858 | 0 | -2,778,468 | 0 | -6,279,326 |
| Depreciation reversals | 794,304 | 0 | 592,730 | 0 | 1,387,034 |
| Transfer (***) | 0 | 0 | 65,294 | 0 | 65,294 |
| Foreign exchange differences | 1,135,500 | 0 | -57,472 | 0 | 1,078,028 |
| Accumulated depreciation at 31st December 2022 | -30,752,105 | 0 | -16,831,216 | 0 | -47,583,321 |
| Accumulated impairment at 1st January 2022 | 0 | 0 | -4,711,086 | -2,226,181 | -6,937,267 |
| Impairment (**) | 0 | 0 | -27,341,960 | -182,149 | -27,524,109 |
| Impairment reversal | 0 | 0 | 386,164 | 1,268,463 | 1,654,627 |
| Transfer (***) | 0 | 0 | 4,705,732 | 1,319,816 | 6,025,548 |
| Foreign exchange differences | 0 | 0 | 98,668 | -179,948 | -81,280 |
| Accumulated impairment at 31st December 2022 | 0 | 0 | -26,862,482 | 1 | -26,862,481 |
| Net book value at 31st December 2022 | 39,335,673 | 12,224,624 | 18,744,852 | 20,049,905 | 90,355,054 |
(*) Additions for the period include capitalised costs.
(**) Impairment test on biological assets is disclosed in Note 8.
(***) During previous periods, a positive revaluation for EUR 5.8 million and an impairment for EUR 6.0 million had been booked on biological assets on the Cambodian segment. Those adjustments having no significant net impact, they were removed in the current year.
Accounting policy regarding current biological assets is disclosed in note 1.12.
| EUR | 2022 | 2021 |
|---|---|---|
| Depreciation | ||
| Of right-of-use assets (Note 3) | 141,325 | 115,409 |
| Of intangible assets (Note 4) | 80,101 | 69,537 |
| Of property, plant and equipment excluding biological assets (Note 5) | 5,497,758 | 5,253,948 |
| Of biological assets (Note 6) | 6,279,327 | 5,451,066 |
| Impairment | ||
| Of biological assets (Note 6) | 27,524,109 | 201,978 |
| Impairment reversal | ||
| Of biological assets (Note 6) | -1,654,627 | -143,516 |
| TOTAL | 37,867,993 | 10,948,422 |
At each reporting date, the Group reviews the carrying amount of its intangible and tangible assets and right-ofuse assets in order to assess whether there is any indication of impairment. If such indication exists, the recoverable amount of the asset is estimated, to determine the amount of the impairment loss.
At 31st December 2022, no impairment was recognised on above mentioned assets.
At each reporting date, the Group assesses if there is any indication that its biological assets may be impaired.
The significant and sustained decreasing trend in the prices of natural rubber (TSR20 1st position on SGX) and crude palm oil (CIF Rotterdam) was considered an observable sign that the biological assets may have been impaired. A decrease in these prices at reporting date greater than 15% compared to an average of 5-year value has been set by the Group to be an impairment indicator.
At 31st December 2022, the closing prices did not exceed 15% of the average price over the past 5 years for the Rubber and Palm segments.
The Group considers, as well, average prices over the six months before reporting date and average prices over the last twelve months instead of only closing prices to avoid seasonal fluctuations in the prices of supply materials.
The Group reviews also the prices of palm oil observed on local market and considers a decrease in these prices at the closing date of more than 15% compared to an average of values over 5 years as an impairment indicator.
Based on the above criteria, the review of global and local prices led to the conclusion that there are no external indicators of impairment.
In addition to these external indicators, the Group considers the following indicators:
The review of impairment indicators led the Group to conclude that a sign of impairment exists for Coviphama and Socfin KCD.
If an indication of impairment is identified, the recoverable amount of the producing biological assets is determined.
Impairment tests must be performed on the smallest identifiable group of assets which generates cash flows independently of other assets or groups of assets and for which the Group prepares financial information for the Board of Directors.
The identification of Cash Generating Units (CGUs) depends, in particular, on:
The Group considers the political and country specific risk factors while reviewing business evolution. Therefore, companies are grouped within the CGU country.
The recoverable amount of bearer biological assets is determined from the calculation of value in use using the most recent information approved by the local management. The Group uses the discounted value of expected net cash flows which are discounted at a pre-tax rate. At reporting date, the financial projection incorporates the full exploitation of the younger bearer biological assets. The operational life ranges between 25 and 30 years for both crops. This period can be adapted according to the particular circumstances for each entity.
The value-in-use calculation has been very sensitive to:
Initially, the Group determines separately the expected production of each category of biological assets within the entity over their remaining life. This expected production is estimated on the basis of the surface areas planted at reporting date as well as the actual crops yield recorded during the financial year which depends on the maturity of the bearer biological asset. Production is then valued on average basis of five-year of the margins achieved by the entity in relation to agricultural activities. The value-in-use of the biological asset is then obtained by discounting these cash flows. Average margins are considered constant over the duration of the financial projection. An indexing factor is not considered.
Based on the existence of an impairment indication and following subsequent impairment tests, using a discount rate of 17.3% for Cambodia in 2022, impairment losses of EUR 18.9 million for Socfin KCD and EUR 8.4 million for Coviphama have been accounted for in 2022 (Note 6), the recoverable amounts for these biological assets being respectively 14.1 million and 10.5 million.
At 31st December 2022, accumulated impairment losses amounted to EUR 18.6 million for Socfin KCD and EUR 8.3 million for Coviphama (Note 6).
Interests of non-controlling interests in the activities of the Group
| Subsidiary | Main location |
shares of non-controlling | Percentage of equity interest |
Percentage of voting rights of non-controlling interests |
|
|---|---|---|---|---|---|
| 2022 | 2021 | 2022 | 2021 | ||
| Production of palm oil and rubber | |||||
| SOCFINDO | Indonesia | 10% | 10% | 10% | 10% |
| Subsidiary | Net income attributed to non | controlling interests in the subsidiary during the financial period |
Accumulated non controlling interests in the subsidiary |
||
| EUR | 2022 | 2021 | 2022 | 2021 | |
| SOCFINDO | 7,307,921 | 6,001,300 | 5,570,075 | 5,847,731 | |
| Subsidiaries that hold non-controlling interests that are not significant individually | |||||
| 834,108 | 814,700 |
Summary financial information concerning subsidiaries whose interests of non-controlling interests are significant for the Group excluding intragroup eliminations
| EUR | ||||
|---|---|---|---|---|
| Subsidiary | Current assets |
Non-current assets |
Current liabilities |
Non-Current liabilities |
| SOCFINDO | ||||
| 2021 | 48,455,059 | 91,150,642 | 37,997,748 | 36,912,343 |
| 2022 | 36,446,379 | 91,330,388 | 33,993,571 | 34,304,495 |
| EUR | ||||
| Subsidiary | Revenue from ordinary activities |
Net income for the period |
Comprehensive income for the period |
Dividends paid to non controlling interests |
| SOCFINDO | ||||
| 2021 | 160,251,333 | 64,841,457 | 64,841,457 | 5,499,223 |
| 2022 | 193,795,921 | 71,954,260 | 71,954,260 | 7,524,578 |
| EUR |
| Net cash inflows (outflows) | ||||
|---|---|---|---|---|
| Subsidiary | Operating activities |
Investing activities |
Financing activities |
Net cash inflows (outflows) |
| SOCFINDO | ||||
| 2021 | 71,121,523 | -9,573,215 | -54,992,234 | 6,556,074 |
| 2022 | 78,446,226 | -12,561,950 | -75,245,783 | -9,361,507 |
The nature and evolution of the risks associated with the interests held by the Group in the subsidiaries remained stable over the financial period compared to the previous year.
| EUR | 2022 | 2021 |
|---|---|---|
| Value at 1st January | 21,934,906 | 20,600,069 |
| Income from associates | 10,844,143 | 7,147,776 |
| Dividends | -7,126,982 | -3,383,509 |
| Share in other comprehensive income from associates | 443,737 | 317,467 |
| Scope exits (Note 2) | -442,029 | -2,274,586 |
| Other movements | -65,117 | -472,311 |
| Value at 31st December | 25,588,658 | 21,934,906 |
| EUR | Value of investment in associates 31/12/2022 |
Income from associates 2022 |
Value of investment in associates 31/12/2021 |
Income from associates 2021 |
|---|---|---|---|---|
| Centrages | 3,365,183 | 132,473 | 3,432,710 | 241,051 |
| Immobilière de la Pépinère | 1,866,129 | 1,962 | 1,864,426 | -46,822 |
| Induservices | 114,673 | 30,840 | 83,833 | 1,188 |
| Induservices FR | 0 | -108,679 | 0 | 164,940 |
| Management Associates | 0 | 154,201 | 245,799 | 531,279 |
| Socfin Green Energy | 0 | 0 | 0 | -641,650 |
| Socfin Research | 0 | 0 | 0 | 1,140,424 |
| Socfinco | 318,537 | -256,646 | 775,183 | 20,607 |
| Socfinco FR | 8,639,420 | 5,223,770 | 7,364,276 | 3,386,981 |
| Sodimex | 0 | -49,895 | 153,374 | 1,557 |
| Sodimex FR | 2,183,194 | 451,950 | 1,890,380 | 227,628 |
| Sogescol FR | 8,807,490 | 5,249,578 | 5,845,483 | 2,106,457 |
| Terrasia | 294,033 | 14,590 | 279,441 | 14,136 |
| TOTAL | 25,588,659 | 10,844,144 | 21,934,906 | 7,147,776 |
| Total assets | Revenue | Total assets | Revenue | |
|---|---|---|---|---|
| EUR | 31/12/2022 | 2022 | 31/12/2021 | 2021 |
| Centrages | 4,106,686 | 3,880,683 | 4,052,720 | 4,128,202 |
| Immobilière de la Pépinère | 4,019,267 | 591,134 | 3,983,909 | 510,366 |
| Induservices | 815,459 | 2,700,576 | 1,853,192 | 3,128,650 |
| Induservices FR | 6,629,460 | 2,937,282 | 6,611,187 | 2,779,036 |
| Management Associates | 18,854,237 | 3,922,498 | 12,567,871 | 3,438,858 |
| Socfinco | 1,589,976 | 169 | 2,456,705 | 20,569 |
| Socfinco FR | 26,442,122 | 30,292,559 | 25,583,207 | 25,179,023 |
| Sodimex | 0 | 0 | 306,953 | 0 |
| Sodimex FR | 10,279,841 | 21,313,415 | 8,634,788 | 14,238,890 |
| Sogescol FR | 48,532,250 | 411,044,829 | 46,421,846 | 371,317,721 |
| Terrasia | 624,891 | 0 | 593,179 | 0 |
| TOTAL | 121,894,189 | 476,683,145 | 113,065,557 | 424,741,315 |
| Associate company EUR |
Main location |
Main activity |
Dividend received 2022 |
Dividend received 2021 |
|---|---|---|---|---|
| Socfinco | Belgium | Rendering of services | 200,000 | 125,000 |
| Socfinco FR | Switzerland | Rendering of services | 4,000,000 | 1,000,000 |
| Sodimex FR | Switzerland | Purchase and sale of equipment | 250,000 | 250,000 |
| Sogescol FR | Switzerland | Trade of tropical products | 2,816,020 | 1,885,091 |
| TOTAL | 7,266,020 | 3,260,091 |
Summary financial information of interests held in associates - Statement of financial position
| Associate company 2021 |
Current assets EUR |
Non current assets EUR |
Current liabilities EUR |
Non current liabilities EUR |
|---|---|---|---|---|
| Management Associates | 1,424,905 | 11,142,966 | 2,868,219 | 7,000,000 |
| Socfinco FR | 19,608,845 | 5,974,362 | 4,970,769 | 5,014,035 |
| Sodimex FR | 8,585,658 | 49,131 | 4,585,941 | 0 |
| Sogescol FR | 45,509,154 | 912,692 | 33,230,531 | 0 |
| TOTAL | 75,128,562 | 18,079,151 | 45,655,460 | 12,014,035 |
| Associate company 2022 |
Current assets EUR |
Non current assets EUR |
Current liabilities EUR |
Non current liabilities EUR |
|---|---|---|---|---|
| Management Associates | 1,537,121 | 17,317,115 | 9,398,157 | 7,000,000 |
| Socfinco FR | 22,132,936 | 4,309,187 | 6,658,770 | 3,351,275 |
| Sodimex FR | 10,245,556 | 34,286 | 5,825,789 | 0 |
| Sogescol FR | 47,807,127 | 725,123 | 31,698,353 | 0 |
| TOTAL | 81,722,740 | 22,385,711 | 53,581,069 | 10,351,275 |
| Associate company 2021 |
Profit from operations EUR |
Net income for the period EUR |
Comprehensive income for the period EUR |
|---|---|---|---|
| Management Associates | 262,563 | 262,563 | 262,563 |
| Socfinco FR | 6,288,105 | 6,288,105 | 6,288,105 |
| Sodimex FR | 413,732 | 413,732 | 413,732 |
| Sogescol FR | 5,129,175 | 5,129,175 | 5,129,175 |
| TOTAL | 12,093,575 | 12,093,575 | 12,093,575 |
| Associate company 2022 |
Profit from operations EUR |
Net income for the period EUR |
Comprehensive income for the period EUR |
|---|---|---|---|
| Management Associates | -243,573 | -243,573 | -243,573 |
| Socfinco FR | 8,833,675 | 8,833,675 | 8,885,013 |
| Sodimex FR | 905,204 | 905,204 | 996,068 |
| Sogescol FR | 8,459,383 | 8,459,383 | 8,652,202 |
| TOTAL | 17,954,689 | 17,954,689 | 18,289,711 |
Reconciliation of the financial information summarised above to the carrying amount of the investments in the consolidated financial statements
| Associate company 2021 |
Net assets of the associate EUR |
% stake held by the Group |
Other IFRS adjustments EUR |
Value of stake held by the Group EUR |
|---|---|---|---|---|
| Management Associates | 2,699,652 | 20% | -294,131 | 245,799 |
| Socfinco FR | 15,598,403 | 50% | -434,926 | 7,364,276 |
| Sodimex FR | 4,048,848 | 50% | -134,044 | 1,890,380 |
| Sogescol FR | 13,191,315 | 50% | -750,175 | 5,845,483 |
| TOTAL | 35,538,218 | -1,613,275 | 15,345,938 |
| Associate company 2022 |
Net assets of the associate EUR |
% stake held by the Group |
Other IFRS adjustments EUR |
Value of stake held by the Group EUR |
|---|---|---|---|---|
| Management Associates | 2,456,079 | 15% | -368,412 | 0 |
| Socfinco FR | 16,432,078 | 50% | 423,381 | 8,639,420 |
| Sodimex FR | 4,454,053 | 50% | -43,833 | 2,183,194 |
| Sogescol FR | 16,833,897 | 50% | 390,542 | 8,807,490 |
| TOTAL | 40,176,107 | 401,678 | 19,630,104 |
There is no goodwill attributed to the above associates.
| EUR | 2022 | 2021 |
|---|---|---|
| Share of profit from continued operations attributable to the Group | -235,355 | 895,431 |
| Share of other comprehensive income attributable to the Group | -235,355 | 895,431 |
| Total book value of investments in associates held by the Group | 5,958,555 | 6,588,968 |
Profit after tax from discontinued operations for 2022 and 2021 are nil for all associate companies of the Group.
The nature, extent and financial impact of the interests held in associates by the Group, including the nature of relationships with other investors, remained stable over the financial period compared to the previous year.
| EUR | 2022 | 2021 |
|---|---|---|
| Fair value at 1st January | 501,082 | 584,990 |
| Change in fair value (*) | -27,554 | -36,378 |
| Disposals | 0 | -47,530 |
| Transfer | 300,000 | 0 |
| Fair value at 31st December | 773,528 | 501,082 |
(*) The variation in the fair value of the financial assets is accounted under the Other Comprehensive Income.
| Cost (historical) | Fair value | |||
|---|---|---|---|---|
| EUR | 2022 | 2021 | 2022 | 2021 |
| Financial assets at fair value through other comprehensive income | 771,587 | 471,587 | 773,528 | 501,082 |
At 31st December 2022, the long-term advance payments consist mainly of a receivable from Socfin for a nominal amount of EUR 100,412,500 (2021: 2 receivables for respectively EUR 100,592,500 and EUR 75,293,177). This receivable bears interest at rate of 4% per annum (2021: rates of 4% per annum and 3-month USD Libor rate +6.7%), and is repayable within 4 years.
* Components of deferred tax assets and liabilities
| EUR | 2022 | 2021 |
|---|---|---|
| IAS 2 / IAS 41: Agricultural production | -1,430,218 | -1,255,209 |
| IAS 16: Property, plant and equipment | -4,455,862 | -4,249,920 |
| IAS 19: Pension obligations | 7,546,987 | 8,093,894 |
| IAS 12: Losses carried forward | 4,148,849 | 5,210,941 |
| IFRS 16: Leases | 10,525 | 9,555 |
| IAS 12: Withholding Tax | -4,856,278 | -5,579,195 |
| IFRS 9: Financial assets measured at fair value through other comprehensive income | -2,943 | -9,815 |
| Others | 0 | 71,470 |
| Balance at 31st December | 961,060 | 2,291,721 |
| Of which Deferred Tax Assets | 5,817,338 | 7,870,915 |
| Of which Deferred Tax Liabilities | -4,856,278 | -5,579,195 |
The above deferred taxes are presented per category of deferred taxes resulting from consolidation adjustments. They are calculated company per company and the net position between deferred tax liabilities and deferred tax assets is presented.
Some of the subsidiaries have accumulated tax losses that are limited or not over time or capital allowances limited or not over time.
PNS Ltd, Socfin KCD and Coviphama have unused tax losses for respectively EUR 15.1 million, EUR 8.7 million and EUR 2.2 million.
Due to the instability which may exist in these countries with regards to the evolution of tax legislation or its application, no deferred tax assets have been booked related to these tax losses.
| EUR | 2022 | 2021 |
|---|---|---|
| Current tax assets at 1st January | 1,228,967 | 980,690 |
| Tax income | 11,108 | 31,318 |
| Taxes paid or recovered | 323,667 | 562,949 |
| Tax adjustments | 3,004 | -376,776 |
| Foreign exchange differences | 7,785 | 30,786 |
| Current tax assets at 31st December | 1,574,531 | 1,228,967 |
| EUR | 2022 | 2021 |
|---|---|---|
| Current tax liabilities at 1st January | 16,005,952 | 10,048,388 |
| Tax expense | 32,284,407 | 30,644,770 |
| Other taxes | 68,832 | 8,096 |
| Taxes paid or recovered | -35,985,895 | -25,361,738 |
| Tax adjustments | -3,049 | 63 |
| Foreign exchange differences | -441,690 | 666,373 |
| Current tax liabilities at 31st December | 11,928,557 | 16,005,952 |
| EUR | 2022 | 2021 |
|---|---|---|
| Current income tax expense (*) | 28,346,768 | 21,664,692 |
| Deferred tax expense / (income) | 1,042,777 | -357,787 |
| Tax expense at 31st December | 29,389,545 | 21,306,905 |
(*) Withholding tax on dividends is presented within income tax expense.
| EUR | 2022 | 2021 |
|---|---|---|
| IAS 12: Income Tax (*) | 339,175 | -448,261 |
| IAS 19: Pension obligations | 13,070 | -466,416 |
| IAS 2 / IAS 41: Fair value of agricultural produce | 230,832 | -118,326 |
| IAS 16: Tangible assets | 382,839 | 744,451 |
| IFRS 16: Leases | -386 | -686 |
| Others | 77,247 | -68,548 |
| Deferred tax expense / (income) at 31st December | 1,042,777 | -357,786 |
(*) Of which impact of losses carried forward activated for EUR 1.1 million, and withholding tax for EUR ‑0.7 million
| EUR | 2022 | 2021 |
|---|---|---|
| Profit before tax from continuing operations | 73,825,731 | 77,695,812 |
| Nominal tax rate of the parent company | 24.94% | 24.94% |
| Nominal tax rate of subsidiaries | from 20% to 24.94% | from 20% to 24.94% |
| Income tax at nominal tax rates of subsidiaries | 17,052,299 | 17,079,179 |
| Unfunded taxes | -20,640 | 37,693 |
| Definitively taxed income / (expense) | -1,568,319 | -32,224 |
| Use of capital allowances | 745,288 | 269,892 |
| Specific tax regimes in foreign countries | 7,061,849 | 9,621,193 |
| Non-taxable income | -1,937,160 | -1,314,690 |
| Non-deductible expenses | 7,914,796 | 1,125,255 |
| Use of unrecognised accumulated tax losses | -263,288 | -6,178,320 |
| Unrecognised losses carried forward | 379,823 | 578,034 |
| Impact of change in tax rate | 25,110 | 122,896 |
| Other adjustments | -213 | -2,003 |
| Tax expense at 31st December | 29,389,545 | 21,306,905 |
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Raw materials | 768,403 | 1,044,685 |
| Consumables | 3,537,708 | 3,024,646 |
| Spare parts | 2,066,773 | 1,767,983 |
| Production in progress | 2,693,651 | 1,218,562 |
| Finished products | 7,608,564 | 9,650,351 |
| Gross amount (before impairment) at 31st December | 16,675,099 | 16,706,227 |
| Inventory write-downs | -729,244 | -590,361 |
| Net amount at 31st December | 15,945,855 | 16,115,866 |
| EUR | 2022 | 2021 |
|---|---|---|
| Situation at 1st January | 16,706,227 | 12,023,088 |
| Change in inventory | -1,413,348 | 6,144,248 |
| Fair value of agricultural products | 1,754,937 | -2,464,157 |
| Foreign exchange differences | -372,717 | 1,003,048 |
| Gross amount (before impairment) at 31st December | 16,675,099 | 16,706,227 |
| Inventory write-downs | -729,244 | -590,361 |
| Net amount at 31st December | 15,945,855 | 16,115,866 |
| 31/12/2021 | Raw Materials | Production-in progress |
Finished goods |
|---|---|---|---|
| Crude Palm Oil / Palm Kernel Oil (tons) | 0 | 0 | 5,576 |
| Rubber (tons) | 1,076 | 0 | 3,935 |
| Others (units) | 0 | 4,737,950 | 24,926 |
| 31/12/2022 | Raw Materials | Production-in progress |
Finished goods |
|---|---|---|---|
| Crude Palm Oil / Palm Kernel Oil (tons) | 0 | 0 | 5,868 |
| Rubber (tons) | 710 | 0 | 2,459 |
| Others (units) | 0 | 10,043,350 | 0 |
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Trade receivables | 2,645,367 | 1,802,589 |
| Advances and prepayments | 495,729 | 501,466 |
| TOTAL | 3,141,096 | 2,304,055 |
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Social security | 8,860 | 8,708 |
| Other receivables (*) | 28,371,836 | 20,864,847 |
| Accrued charges | 45,859 | 30,677 |
| TOTAL | 28,426,555 | 20,904,232 |
(*) The "Other receivables" consist mainly of cash pooling receivables at Socfinde for EUR 13.4 million (EUR 18.5 million in 2021) and receivables from Socfin at PNS Ltd for EUR 14.1 million (see also Note 38).
The accounting policy and risk management applicable to receivables are detailed in notes 1 and 34.
| EUR | 2022 | 2021 |
|---|---|---|
| Current account | 94,648,047 | 73,404,709 |
| TOTAL | 94,648,047 | 73,404,709 |
Reconciliation with the cash flow statement
| EUR | 2022 | 2021 |
|---|---|---|
| Current account | 94,648,047 | 73,404,709 |
| TOTAL | 94,648,047 | 73,404,709 |
Issued and fully paid capital amounted to EUR 24.5 million at 31st December 2022 (no change compared to 2021).
At 31st December 2022, the share capital is represented by 19,594,260 shares without nominal value.
| Ordinary shares | ||
|---|---|---|
| 2022 | 2021 | |
| Number of Shares at 31st December | 19,594,260 | 19,594,260 |
| Number of fully paid shares issued without designation of par value | 19,594,260 | 19,594,260 |
In accordance with Luxembourg commercial law, the company is required to allocate a minimum of 5% of its net profit for each financial year to a legal reserve. This requirement ceases to be necessary once the balance on the legal reserve reaches 10% of the issued share capital. The legal reserve is not available for distribution to the shareholders.
The Group provides a defined benefit pension plan to its employees in its Indonesian subsidiary. The latter pay benefits which are payable in the event of retirement or voluntary resignation. The benefits paid are calculated as a percentage of salary and are based on the number of years of service.
The plan is based on the employment contract for the employees and on the collective agreements for the labourers. The benefits payable to the employees are not financed by any specific asset against the provisions.
| EUR | 2022 | 2021 |
|---|---|---|
| Assets and liabilities recognised in the statement of financial position | ||
| Present value of obligations | 34,304,488 | 36,912,326 |
| Net amount recognised in the statement of financial position for defined benefit plans |
34,304,488 | 36,912,326 |
| Components of net charge | ||
| Current service costs | 2,028,323 | 2,080,954 |
| Financial costs | 1,894,992 | 1,889,375 |
| Past service costs | 0 | -555,090 |
| Defined benefit plan costs | 3,923,315 | 3,415,239 |
| Movements in liabilities / net assets recognised in the statement of financial position | ||
| At 1st January | 36,912,326 | 35,114,910 |
| Costs as per income statement | 3,923,315 | 3,415,239 |
| Contributions | -3,859,526 | -4,879,625 |
| Actuarial gains and losses of the year recognised in other comprehensive income |
-1,548,010 | 801,101 |
| Foreign exchange differences | -1,123,617 | 2,460,701 |
| At 31st December | 34,304,488 | 36,912,326 |
Provisions are based on actuarial valuation reports prepared in January 2023.
| EUR | 2022 | 2021 |
|---|---|---|
| Adjustments of liabilities related to experience | 533,879 | -2,759,574 |
| Changes in financial assumptions related to recognised liabilities | 1,014,131 | 1,958,473 |
| Actuarial gains and losses recognised during the period in other comprehensive income |
1,548,010 | -801,101 |
| EUR | 2022 | 2021 |
|---|---|---|
| ASIA | ||
| Average discount rate | from 5.52% to 7.44% | from 3.40% to 7.60% |
| Expected long-term returns of plan assets | N/A | N/A |
| Future salary increases | 6.50% | 6.50% |
| Average remaining active life of employees (in years) | 13.10 | 12.96 |
| EUR | 2022 | 2021 |
|---|---|---|
| Actuarial value of the obligation | ||
| - Pension plan | 32,563,604 | 35,065,614 |
| - Other Long-term benefits | 1,740,884 | 1,846,712 |
| Total at 31st December | 34,304,488 | 36,912,326 |
| Actuarial rate (on pension plan) | ||
| Increase of 0.5% | 33,188,601 | 35,702,753 |
| Decrease of 0.5% | 35,486,229 | 38,247,974 |
| Expected future salary increases (on pension plan) | ||
| Increase of 0.5% | 35,408,582 | 38,104,204 |
| Decrease of 0.5% | 33,252,768 | 35,777,001 |
The sensitivity analysis are based on the same actuarial method used to measure the obligations of the defined benefit plans.
| EUR | 2023 | 2022 |
|---|---|---|
| Estimated contributions for the next financial year (in euros) | 2,924,588 | 4,227,108 |
| 2022 | 2021 | |
| Weighted average duration of defined benefit plan obligations (in years) |
12.85 | 12.75 |
| 31/12/2021 | |||
|---|---|---|---|
| EUR | < 1 year | > 1 year | TOTAL |
| Loans held by financial institutions (*) | 8,842,663 | 78,136,408 | 86,979,071 |
| Other loans | 11,166 | 0 | 11,166 |
| Lease liabilities | 26,341 | 401,008 | 427,349 |
| TOTAL | 8,880,170 | 78,537,416 | 87,417,586 |
| 31/12/2022 | |||
|---|---|---|---|
| EUR | < 1 year | > 1 year | TOTAL |
| Loans held by financial institutions (*) | 18,522,074 | 9,375,586 | 27,897,660 |
| Other loans | 222 | 0 | 222 |
| Lease liabilities | 28,105 | 397,717 | 425,822 |
| TOTAL | 18,550,401 | 9,773,303 | 28,323,704 |
(*) In November 2021, a loan of USD 100 million has been granted to PNS Ltd at a floating rate of 3-month LIBOR + 5%. In 2022, an amount of USD 70 million has been early reimbursed by PNS Ltd. The remaining balance (USD 30 million) has been fully repaid by PNS Ltd in February 2023 (see also note 38).
The company is in compliance with covenants related to the amounts owed to credit institutions.
| 31/12/2021 | |||||
|---|---|---|---|---|---|
| EUR | Fixed Rate | Rate | Floating rate | Rate | TOTAL |
| Loans held by financial institutions | |||||
| Luxembourg | 0 | 0 78,136,408 |
3-month LIBOR + 5% | 78,136,408 | |
| 0 | 78,136,408 | 78,136,408 | |||
| 31/12/2022 | |||||
| EUR | Fixed Rate | Rate | Floating rate | Rate | TOTAL |
| Loans held by financial institutions | |||||
| Luxembourg | 0 | 0 | 9,375,586 | 3-month SOFR + 5% | 9,375,586 |
| 0 | 9,375,586 | 9,375,586 |
* Long-term debts analysis by currency
| 2021 | USD | TOTAL EUR |
|---|---|---|
| Loans held by financial institutions | 78,136,408 | 78,136,408 |
| Lease liabilities | 401,007 | 401,007 |
| TOTAL | 78,537,415 | 78,537,415 |
| 2022 | USD | TOTAL EUR |
| Loans held by financial institutions | 9,375,586 | 9,375,586 |
| Lease liabilities | 397,716 | 397,716 |
| 2021 | ||||||
|---|---|---|---|---|---|---|
| EUR | 2023 | 2024 | 2025 | 2026 | 2027 and above | TOTAL |
| Loans held by financial institutions |
16,952,946 | 61,183,462 | 0 | 0 | 0 | 78,136,408 |
| Lease liabilities | 26,467 | 26,594 | 26,721 | 26,850 | 294,376 | 401,008 |
| TOTAL | 16,979,413 | 61,210,056 | 26,721 | 26,850 | 294,376 | 78,537,416 |
| 2022 | ||||||
|---|---|---|---|---|---|---|
| EUR | 2024 | 2025 | 2026 | 2027 | 2028 and above | TOTAL |
| Loans held by financial institutions |
9,375,586 | 0 | 0 | 0 | 0 | 9,375,586 |
| Lease liabilities | 28,239 | 28,374 | 28,511 | 28,649 | 283,944 | 397,717 |
| TOTAL | 9,403,825 | 28,374 | 28,511 | 28,649 | 283,944 | 9,773,303 |
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Cash and cash equivalents | 94,648,047 | 73,404,709 |
| Long-term debt net of current portion | -9,375,586 | -78,136,408 |
| Short-term debt and current portion of long-term debt | -18,522,296 | -8,853,829 |
| Lease liabilities | -425,822 | -427,349 |
| Net cash surplus / (Net debt) | 66,324,343 | -14,012,877 |
| Cash and cash equivalents | 94,648,047 | 73,404,709 |
| Loan bearing interest at a variable rate | -27,897,882 | -86,990,237 |
| Lease liabilities | -425,822 | -427,349 |
| Net cash surplus / (Net debt) | 66,324,343 | -14,012,877 |
| Cash and cash equivalents |
Long-term debt, net of current portion |
Short-term debt and current portion of long-term debt |
Debt related to leases |
TOTAL | |
|---|---|---|---|---|---|
| At 1st January 2021 | 19,832,117 | 0 | 0 | -418,637 | 19,413,480 |
| Cash flows | 51,615,483 | -12,001,941 | 402,595 | 25,143 | 40,041,280 |
| Foreign exchange differences | 1,957,109 | -3,195,394 | -361,616 | -33,860 | -1,633,761 |
| Transfers | 0 | -62,939,073 | -8,894,808 | 0 | -71,833,881 |
| At 31st December 2021 | 73,404,709 -78,136,408 | -8,853,829 | -427,354 | -14,012,882 | |
| Cash flows | 20,233,462 | 66,817,381 | -1,175,284 | 28,468 | 85,904,027 |
| Foreign exchange differences | 1,009,876 | -6,148,630 | -384,269 | -26,936 | -5,549,959 |
| Transfers | 0 | 8,092,070 | -8,108,913 | 0 | -16,843 |
| At 31st December 2022 | 94,648,047 | -9,375,586 | -18,522,296 | -425,822 | 66,324,343 |
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Trade payables | 4,333,218 | 4,003,741 |
| Staff cost liabilities | 431,513 | 841,332 |
| Other payables (*) | 34,838,679 | 21,344,312 |
| Accruals | 19,548,913 | 18,798,271 |
| TOTAL | 59,152,323 | 44,987,656 |
(*) Other payables consist mainly of debts of EUR 24.2 million (EUR 10.4 million in 2021) relating to the cash pooling at Socfinde.
| 31/12/2021 | Loans and borrowings |
Financial assets at fair value through other comprehensive income |
Other financial assets and liabilities |
TOTAL | Loans and borrowings (*) |
Other financial assets and liabilities (*) At fair |
|---|---|---|---|---|---|---|
| EUR | At cost | At fair value | At cost | At fair value | value | |
| Assets Financial assets at fair value through other comprehensive income |
0 | 501,082 | 0 | 501,082 | 0 | 0 |
| Long-term advances | 175,885,677 | 0 | 85,592 | 175,971,269 | 175,885,677 | 85,592 |
| Other non-current assets | 7,000,000 | 0 | 0 | 7,000,000 | 7,000,000 | 0 |
| Trade receivables | 0 | 0 | 2,304,055 | 2,304,055 | 0 | 2,304,055 |
| Other receivables | 0 | 0 | 20,904,231 | 20,904,231 | 0 | 20,904,231 |
| Cash and cash equivalents | 0 | 0 | 73,404,709 | 73,404,709 | 0 | 73,404,709 |
| Total Assets | 182,885,677 | 501,082 | 96,698,587 | 280,085,346 | 182,885,677 | 96,698,587 |
| Liabilities | ||||||
| Long-term debts (**) | 78,136,408 | 0 | 0 | 78,136,408 | 78,136,408 | 0 |
| Short-term debts (**) | 0 | 0 | 8,853,829 | 8,853,829 | 0 | 8,853,829 |
| Trade payables (current) | 0 | 0 | 4,003,741 | 4,003,741 | 0 | 4,003,741 |
| Other payables (current) | 0 | 0 | 40,983,912 | 40,983,912 | 0 | 40,983,912 |
| Total Liabilities | 78,136,407 | 0 | 53,841,482 | 131,977,889 | 78,136,407 | 53,841,482 |
(*) For information purposes.
(**) See Note 23.
| 31/12/2021 | Fair Value | |||
|---|---|---|---|---|
| EUR | Level 1 | Level 2 | Level 3 | TOTAL |
| Financial assets at fair value through other comprehensive income |
0 | 0 | 501,082 | 501,082 |
| 31/12/2022 | Loans and borrowings |
Financial assets at fair value through other comprehensive income |
Other financial assets and liabilities |
TOTAL | Loans and borrowings (*) |
Other financial assets and liabilities (*) |
|---|---|---|---|---|---|---|
| EUR | At cost | At fair value | At cost | At fair value | At fair value | |
| Assets | ||||||
| Financial assets at fair value through other comprehensive income |
0 | 773,528 | 0 | 773,528 | 0 | 0 |
| Long-term advances | 100,412,500 | 0 | 90,824 | 100,503,324 | 100,412,500 | 90,824 |
| Other non-current assets | 7,000,000 | 0 | 0 | 7,000,000 | 7,000,000 | 0 |
| Trade receivables | 0 | 0 | 3,141,096 | 3,141,096 | 0 | 3,141,096 |
| Other receivables | 0 | 0 | 28,426,554 | 28,426,554 | 0 | 28,426,554 |
| Cash and cash equivalents | 0 | 0 | 94,648,047 | 94,648,047 | 0 | 94,648,047 |
| Total Assets | 107,412,500 | 773,528 | 126,306,521 | 234,492,549 | 107,412,500 | 126,306,521 |
| Liabilities | ||||||
| Long-term debts (**) | 9,375,586 | 0 | 0 | 9,375,586 | 9,375,586 | 0 |
| Short-term debts (**) | 0 | 0 | 18,522,296 | 18,522,296 | 0 | 18,522,296 |
| Trade payables (current) | 0 | 0 | 4,333,218 | 4,333,218 | 0 | 4,333,218 |
| Other payables (current) | 0 | 0 | 54,819,105 | 54,819,105 | 0 | 54,819,105 |
| Total Liabilities | 9,375,586 | 0 | 77,674,619 | 87,050,205 | 9,375,586 | 77,674,619 |
(*) For information purposes.
(**) See Note 23.
| 31/12/2022 | Fair Value | |||
|---|---|---|---|---|
| EUR | Level 1 | Level 2 | Level 3 | TOTAL |
| Financial assets at fair value through other comprehensive income |
0 | 0 | 773,528 | 773,528 |
The Group did not identify significant differences between the carrying amount of the loans and their fair value.
| Average number of employees | 2022 | 2021 |
|---|---|---|
| Directors | 195 | 197 |
| Employees | 2,253 | 2,396 |
| Workers (including temporary workers) | 7,147 | 7,575 |
| TOTAL | 9,595 | 10,168 |
| EUR | 2022 | 2021 |
|---|---|---|
| Remuneration | 67,364,459 | 56,030,593 |
| Social security and pension expenses | 5,790,322 | 4,724,960 |
| TOTAL | 73,154,781 | 60,755,553 |
| EUR | 2022 | 2021 |
|---|---|---|
| On non-current assets / liabilities | ||
| Interest on other investments (*) | 7,720,339 | 1,063,405 |
| On current assets / liabilities | ||
| Interest from receivables and cash and cash equivalents | 1,555,214 | 2,940,712 |
| Exchange gains | 17,463,418 | 3,233,227 |
| Others | 55,464 | 822,265 |
| TOTAL | 26,794,435 | 8,059,609 |
(*) Interests mainly relating to the long-term advances towards Socfin (see Note 31).
| EUR | 2022 | 2021 |
|---|---|---|
| On non-current assets / liabilities | ||
| Impairment on non-current assets | 30,000 | 20,000 |
| Interest expense on lease liabilities | 42,471 | 37,808 |
| On current assets / liabilities | ||
| Interest and finance expense | 3,532,438 | 444,607 |
| Impairment on current assets | -4,258 | 342,741 |
| Realised exchange losses | 3,614,032 | 980,270 |
| Others | 1,579,822 | 236,677 |
| TOTAL | 8,794,505 | 2,062,103 |
Undiluted net earnings per share (basic) is the profit for the year attributable to ordinary shareholders divided by the average number of ordinary shares outstanding during the year. As there are no potential dilutive ordinary shares, the diluted net earnings per share is identical to the undiluted net earnings per share.
| 2022 | 2021 | |
|---|---|---|
| Net profit / (loss) for the period (in euros) | 47,948,844 | 57,414,177 |
| Average number of shares | 19,594,260 | 19,594,260 |
| Net earnings per share undiluted (in euros) | 2.45 | 2.93 |
The Board will propose at the Annual General Meeting of 30th May 2023 the payment of a total dividend of EUR 3.50 per share, out of which an interim dividend of EUR 2.00 per share was paid in November 2022. If the proposed dividend is approved by the general meeting of shareholders, a balance of EUR 1.50 per share for a total amount of EUR 29.4 million would therefore remain payable.
| 2022 | 2021 | |
|---|---|---|
| Dividends and interim dividends distributed during the period | 58,782,780 | 17,634,834 |
| Number of shares | 19,594,260 | 19,594,260 |
| Dividend per share distributed during the period | 3.00 | 0.90 |
In addition, in accordance with the statutory provisions, 1/9th of the gross dividend is allocated to the Board of Directors.
| EUR | 2022 | 2021 |
|---|---|---|
| Short-term benefits | 15,278,115 | 5,849,500 |
| 31/12/2021 | ||||
|---|---|---|---|---|
| EUR | Parent | Associates | Other related parties |
TOTAL |
| Non-current assets | ||||
| Long-term advances | 175,293,177 | 592,500 | 0 | 175,885,677 |
| Other non-current assets | 0 | 7,000,000 | 0 | 7,000,000 |
| 175,293,177 | 7,592,500 | 0 | 182,885,677 | |
| Current assets | ||||
| Trade receivables | 0 | 1,023,084 | 0 | 1,023,084 |
| Other receivables (Note 18) | 11,479,691 | 5,539,924 | 2,249,186 | 19,268,800 |
| 11,479,691 | 6,563,008 | 2,249,186 | 20,291,884 | |
| Current liabilities | ||||
| Financial debts | 0 | 11,044 | 0 | 11,044 |
| Trade payables | 0 | 97,731 | 0 | 97,731 |
| Other payables (Note 24) | 0 | 9,631,904 | 1,587,759 | 11,219,663 |
| 0 | 9,740,679 | 1,587,759 | 11,328,438 | |
| Income statement | ||||
| Services and goods delivered | 0 | 14,752,300 | 94,373 | 14,846,673 |
| Services and goods received | 0 | 5,616,532 | 0 | 5,616,532 |
| Financial income | 679,322 | 25,004 | 2,819,718 | 3,524,044 |
| EUR | Parent | Associates | Other related parties |
TOTAL |
|---|---|---|---|---|
| Non-current assets | ||||
| Long-term advances | 100,000,000 | 132,500 | 280,000 | 100,412,500 |
| Other non-current assets | 0 | 0 | 7,000,000 | 7,000,000 |
| 100,000,000 | 132,500 | 7,280,000 | 107,412,500 | |
| Current assets | ||||
| Trade receivables | 0 | 1,308,312 | 37,405 | 1,345,717 |
| Other receivables (Note 18) | 14,498,034 | 6,016,300 | 7,520,601 | 28,034,935 |
| 14,498,034 | 7,324,612 | 7,558,006 | 29,380,652 | |
| Current liabilities | ||||
| Trade payables | 0 | 102,981 | 0 | 102,981 |
| Other payables (Note 24) | 1,914,036 | 7,780,667 | 15,313,990 | 25,008,693 |
| 1,914,036 | 7,883,648 | 15,313,990 | 25,111,674 | |
| Income statement | ||||
| Services and goods delivered | 0 | 13,371,056 | 167,896 | 13,538,952 |
| Services and goods received | 0 | 5,596,574 | 447,562 | 6,044,136 |
| Financial income | 7,682,513 | 4,004,774 | 311,305 | 11,998,592 |
| Financial expenses | 2,220 | 30,020 | 71,073 | 103,313 |
Related party transactions are made at arm's length.
At 31st December 2022, Socfinasia has an amount receivable of EUR 100 million from Socfin. This receivable bears interest at 4%. The amount of interest recognised for the year 2022 is EUR 4.0 million.
At 31st December 2022, PNS has an amount receivable of EUR 14.1 million from Socfin. This receivable bears interest at 3-month LIBOR + 6.7%. The amount of interest recognised for the year 2022 is EUR 3.7 million.
No other significant transactions have been noted with the parent company Socfin, with the exception of the payment of dividends by Socfinasia amounting to EUR 10.2 million in 2021 and EUR 34.2 million in 2022. In addition, Socfinde has a payable of EUR 1.9 million with the parent company at 31st December 2022.
At 31st December 2022, Socfinde has an amount receivable of EUR 0.3 million from Socfinaf (2021: EUR 2.2 million).
At 31st December 2022, Socfinde has a USD denominated loan equivalent to EUR 12.2 million (2021: EUR 1.6 million) towards Socfinaf. This loan bears annual interest rate of SOFR (Secured Overnight Financing Rate) - 0,50% x 85% with a minimum rate of 0%. The amount of interest recognised for 2022 is EUR 0.1 million.
In 2021, PNS Ltd obtained a loan of USD 100 million which stipulates that as long as the loan remains outstanding, PNS Ltd may not provide any guarantee or provision of any other security or arrangement to other creditors without granting them on the same terms to the bank. PNS Ltd also opened a reserve account with enough funds to service principal and interest due in the first 12 months (this amount is reflected in Note 23). In addition, 100% of PNS Ltd shares, owned by Socfinasia, have been pledged to the bank under this loan. The contract also stipulates that a change of control in PNS Ltd's or in the Company's shareholding would result in the early repayment of the loan. At 31st December 2022, the balance of the loan amounts to USD 30 million (2021: USD 100 million). As the loan has been fully reimbursed in February 2023, the share pledge and the securities have been waived (see also Note 38).
In accordance with IFRS 8, the analysis of information by management is based on the geographical distribution of political and economic risks. As a result, the sectors are Indonesia, Cambodia and Europe.
The products of the operating sector from Indonesia come from sales of palm oil and rubber, those from Cambodia come exclusively from sale of rubber, those from Europe come from the rendering of administrative services, assistance in managing the areas under plantation and the marketing of products outside the Group. The segment profit of the Group is the profit from operations.
The stated figures originate from internal reporting. They do not include any consolidation or IFRS adjustments or adjustments and are therefore not directly comparable to amounts reported in the consolidated statement of financial position and income statement.
| EUR | Revenue from ordinary business with external customers |
Revenue from ordinary business between segments |
Segmental profit / (loss) (*) |
|---|---|---|---|
| Europe | 0 | 0 | -2,924,837 |
| Cambodia | 7,935,361 | 0 | 988,373 |
| Indonesia | 160,251,445 | 0 | 82,976,211 |
| TOTAL | 168,186,805 | 0 | 81,039,747 |
| Fair value of agricultural production | -1,439,376 | ||
| Other IFRS adjustments | 2,928,458 | ||
| Consolidation adjustments (intra-group and others) | -9,290,288 | ||
| Financial income | 8,756,347 | ||
| Financial expenses | -4,299,076 | ||
| Group share of income from associates | 7,147,777 | ||
| Income tax expense | -21,306,905 | ||
| Net Profit / (loss) for the period | 63,536,684 |
(*) Profit / (loss) for the period include operating expenses.
| EUR | Revenue from ordinary business with external customers |
Revenue from ordinary business between segments |
Segmental profit / (loss) (*) |
|---|---|---|---|
| Europe | 0 | 0 | -2,502,234 |
| Cambodia | 8,164,138 | 0 | -2,490,942 |
| Indonesia | 193,795,812 | 0 | 91,818,347 |
| TOTAL | 201,959,951 | 0 | 86,825,171 |
| Fair value of agricultural production | -23,308,503 | ||
| Other IFRS adjustments | 899,993 | ||
| Consolidation adjustments (intra-group and others) | -8,671,760 | ||
| Financial income | 27,177,257 | ||
| Financial expenses | -9,096,428 | ||
| Group share of income from associates | 10,844,143 | ||
| Income tax expense | -29,389,545 | ||
| Net Profit / (loss) for the period | 55,280,329 |
(*) Profit / (loss) for the period include other expenses for EUR 15.3 million, corresponding mainly to external services invoiced to plantations and related directly to the operational activity (road maintenance, …), and other operating expenses for EUR 4.8 million not related directly to the operational activity (other taxes, property taxes, …).
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Europe | 82,675,979 | 50,366,111 |
| Cambodia | 67,618,326 | 68,843,348 |
| Indonesia | 117,769,545 | 127,714,998 |
| Total at 31st December | 268,063,850 | 246,924,457 |
| IFRS 3 / IAS 16 : Bearer plants | -25,178,480 | -395,689 |
| IAS 2 / IAS 41: Agricultural production | 1,752,466 | 114,882 |
| Other IFRS adjustments | -1,494,716 | -530,493 |
| Consolidation adjustments (intra-group and others) | 3,861,555 | 4,389,329 |
| Total consolidated segmental assets | 247,004,675 | 250,502,486 |
| Consolidated assets not included in segmental assets | ||
| Right-of-use assets | 1,866,143 | 910,065 |
| Investments in associates | 25,588,659 | 21,934,906 |
| Financial assets at fair value through other comprehensive income | 773,528 | 501,082 |
| Long-term advances | 100,503,325 | 175,971,270 |
| Deferred tax | 5,817,339 | 7,870,915 |
| Other non-current assets | 7,000,000 | 7,000,000 |
| Consolidated non-current assets | 141,548,994 | 214,188,239 |
| Other debtors | 28,426,554 | 20,904,231 |
| Current tax assets | 1,574,532 | 1,228,967 |
| Consolidated current assets | 30,001,086 | 22,133,197 |
| Total of consolidated assets in the segmental assets | 171,550,080 | 236,321,436 |
| Total assets | 418,554,755 | 486,823,921 |
Segmental assets and liabilities are presented to meet the requirements of IFRS 8. They are derived from internal reporting and do not take into account any consolidation or IFRS adjustments.
Segmental assets include only fixed assets, producing biological assets, trade receivables, inventories, cash and cash equivalents.
| EUR | 31/12/2022 | 31/12/2021 |
|---|---|---|
| Europe | 48,589,840 | 29,914,750 |
| Cambodia | 1,318,995 | 1,154,105 |
| Indonesia | 24,094,356 | 23,690,766 |
| Total at 31st December | 74,003,191 | 54,759,620 |
| Other IFRS adjustments | -1,973 | 0 |
| Consolidation adjustments (intra-group and others) | -14,848,896 | -9,771,966 |
| Total consolidated segmental liabilities | 59,152,322 | 44,987,654 |
| Consolidated liabilities not included in segmental liabilities | ||
| Total equity | 279,989,406 | 295,921,208 |
| Non-current liabilities | 39,558,482 | 121,028,937 |
| Current financial debts | 27,897,882 | 8,853,829 |
| Current lease liabilities | 28,105 | 26,341 |
| Current tax liabilities | 11,928,558 | 16,005,952 |
| Provisions | 0 | 0 |
| Total consolidated liabilities not included in segmental liabilities | 359,402,433 | 441,836,268 |
| Total equity and liabilities | 418,554,755 | 486,823,921 |
Segmental liabilities include only trade and other payables.
| EUR | Intangible assets |
Tangible assets | Biological assets |
TOTAL |
|---|---|---|---|---|
| Cambodia | 0 | 436,270 | 859,167 | 1,295,437 |
| Indonesia | 658,565 | 4,258,034 | 4,914,771 | 9,831,369 |
| TOTAL | 658,565 | 4,694,304 | 5,773,938 | 11,126,806 |
* Costs incurred for acquisition of segmental assets during 2022
| EUR | Intangible assets | Tangible assets | Biological assets | TOTAL |
|---|---|---|---|---|
| Cambodia | 0 | 417,668 | 469,391 | 887,059 |
| Indonesia | 635,933 | 5,886,190 | 7,013,022 | 13,535,145 |
| TOTAL | 635,933 | 6,303,858 | 7,482,413 | 14,422,204 |
| EUR | 2022 | 2021 |
|---|---|---|
| Palm | 170,873,347 | 140,988,797 |
| Rubber | 22,322,007 | 20,706,986 |
| Other agricultural activities | 7,435,188 | 5,307,630 |
| Others | 1,329,409 | 1,183,392 |
| TOTAL | 201,959,951 | 168,186,805 |
| EUR Geographical location Origin |
Europe | Africa | Asia | America | Oceania | 2021 TOTAL |
|---|---|---|---|---|---|---|
| Asia | 14,752,311 | 235,968 | 152,940,190 | 255,594 | 2,742 | 168,186,805 |
| EUR Geographical location Origin |
Europe | Africa | Asia | America | Oceania | 2022 TOTAL |
| Asia | 13,092,428 | 785,781 | 187,277,153 | 804,588 | 0 | 201,959,951 |
* Information by business segment by revenue category
| EUR | 2021 | |||
|---|---|---|---|---|
| Category Business Segment |
Palm | Rubber | Other agricultural products |
TOTAL |
| Indonesia | 140,988,797 | 12,771,626 | 6,491,022 | 160,251,445 |
| Cambodia | 0 | 7,935,360 | 0 | 7,935,360 |
| TOTAL | 140,988,797 | 20,706,986 | 6,491,022 | 168,186,805 |
| EUR | 2022 | |||
|---|---|---|---|---|
| Category Business Segment |
Palm | Rubber | Other agricultural products |
TOTAL |
| Indonesia | 170,873,347 | 14,157,869 | 8,764,597 | 193,795,813 |
| Cambodia | 0 | 8,164,138 | 0 | 8,164,138 |
| TOTAL | 170,873,347 | 22,322,007 | 8,764,597 | 201,959,951 |
The Group manages its capital and adjusts accordingly in response to changes in economic conditions and investment opportunities. To maintain or adjust the capital structure, the Group may issue new shares, repay part of the capital or adjust the payment of dividends to shareholders.
The Group also manages its capital by close monitoring of the ratio of debt over equity.
The financial risk for the companies within the Group comes mainly from changes in the selling price of agricultural commodities, foreign exchange and to a lesser extent, interest rate movements.
None of the countries in which the Group operates has a hyperinflationary economy or suffers from an immediate threat of price devaluation. Nevertheless, in a minority of countries in which the Group operates, the political system and economic stability remain fragile and could lead to currency devaluation or hyperinflation.
The Group regularly reviews its sources of financing as well as currency movements and its decisions are based on a variety of risks and opportunities which are themselves based on several factors including interest rates, currency and counterparties.
The Group markets its finished products at prices which may be influenced by commodity prices in international markets. It therefore faces the risk of volatility in the prices of these commodities.
The main policy of the Group's companies has always been to control its production costs in order to generate margins for the viability of structures in the event of a significant drop in the selling prices of raw materials and conversely to generate profit margins during the market downturns.
In parallel with this main policy, secondary policies have also been implemented to improve or consolidate profit margins:
The Group reduces its exposure to price risk by investing into different geographical markets and products.
The Group carries out transactions in local currencies, mainly being US dollar and Indonesian rupiah. In addition, financial instruments hedging against exchange rate fluctuations may not be available for certain currencies. This creates exposure to exchange rate fluctuations which may have an impact on the financial result denominated in euro.
Apart from the current currency hedging instruments for operational transactions (which is relatively limited), the main policy of the Group to finance its development projects in local currencies in the region given the significant investments made in the plantations and wherever possible, to reduce borrowings.
This risk includes a change in cash flows relating to short-term borrowings (often on a variable rate) and the relatively high level of base interest rates on cash and cash equivalents and developing markets when borrowing in local currency.
The first risk is managed by an active policy of monitoring the evolution of local financial markets and sometimes short-term debt consolidation in the long-term, if necessary. The second risk is considered by a systematic policy of putting local and international banks in competition with international lenders who can offer real investment and development opportunities at attractive rates.
Credit risk arises from the potential inability of clients to meet their contractual obligations.
To manage this risk, the Group ensures the payment of local sales in cash or the guarantee of the receivables by obtaining approved bills of exchange. The export sales of the plantations are centralised in the Group's sales structure, which applies either a cash payment policy or a commercial credit policy whose limits are defined by its Board of Directors.
Details on impairment of financial assets and liabilities, including measurement of expected credit losses, are disclosed in Note 1.18.
Liquidity risk is defined as the risk that the Group cannot meet its obligations on time or at a reasonable price. This risk is mainly impacting plantations which are both the main source of cash and financing needs.
Given the specific economic and technological environment of each plantation, the Group manages this risk in a decentralised manner. However, both the cash available and the implementation of the financing are supervised by the Group management.
The Group chooses, whenever possible, to maintain financial liabilities and cash position (as mentioned respectively in Notes 23 and 19) with low credit risk institutions.
Current or future political instability in certain countries in which the Group operates may affect the ability to do business, generate revenue and impact the Group's profitability.
The political system in some of the Group's markets remains relatively fragile and remains potentially threatened by cross-border conflicts or wars between rival groups.
The Group's activities contribute to improve the quality of life in the countries in which the Group operates while improving the stability of its markets may lead to an appreciation of the value of the Group's companies located locally.
Diversifying the geographic mix of countries, economies and currencies in which the Group generates its revenues and cash flows reduces its exposure to emerging market risk.
The Group is aware of the environmental and social responsibility it has towards the local population and is implementing initiatives to this end.
Certain countries in which the Group operates have political regimes that may call into question foreign commercial interests by limiting their activities and may attempt to impose control over the Group's assets.
The diversification of the geographical distribution of the countries in which the Group generates its revenues and its cash flows reduces its exposure to this risk.
The Group is exposed to the risk of loss of confidence of the financial markets in relation to its ability to maintain a sound financial health considering:
The Group has published its responsible management policy in 2017, updated in 2022. This complements the Group's sustainable development commitments, formalised in 2012.
The Group's initiatives to monitor this risk are detailed in the information provided in the annual sustainable development report available on request at Group headquarters.
The Group is exposed to changes in value arising from fluctuations in exchange rates generated by its operating activities. However, as local turnover were made in the local currency and export sales are made in US dollar, the Group's exposure is limited to fluctuations in dollar against the euro. The impact on the result of a 10% increase or decrease (EUR/USD) in foreign currency financial instruments amounts to EUR 6.4 million.
In the case where the currency of sale is not the functional currency of the Company, and it is linked to a strong currency, the conversion is ensured at the time of the conclusion of the contract. The local sales concluded in the local currency in 2022 amounted to EUR 175.5 million.
Socfinasia companies have a cash position of USD 68.4 million at 2022 year-end.
The breakdown of fixed rate loans and variable rate loans is described in Note 23. Following the variable rate loan arrangement entered into by PNS Ltd in November 2021, the Group is exposed to interest rate risk. To control this risk, the management closely monitors the interests rate evolution. In February 2023, PNS Ltd repaid the last instalment of the loan, reducing the Group exposure to interest rate risk (see note 38).
At 31st December 2022, the trade receivables from global customers amounted to EUR 1.2 million and to EUR 1.3 million for local customers. Accounts receivable from global customers are mainly receivables related to the sale of rubber. Palm oil is sold locally to local players (wide range of customers). The marketing of rubber is entrusted to Sogescol FR (equity accounted company). It trades either on the physical markets or directly with end customers.
The outstanding trade receivables are not significant.
| EUR | 2022 | 2021 |
|---|---|---|
| Trade receivables | 3,141,096 | 2,304,055 |
| Other receivables | 28,426,554 | 20,904,232 |
| Long-term advances | 100,503,325 | 175,971,270 |
| Total net receivables | 132,070,975 | 199,179,557 |
| Amount not yet due | 132,070,975 | 199,179,557 |
| Total net receivables | 132,070,975 | 199,179,557 |
| EUR | 2022 | 2021 |
|---|---|---|
| Profit after tax (Group's share) | 47,948,844 | 57,414,177 |
| Profit share of non-controlling interests | 7,331,484 | 6,122,505 |
| Income from associates | -10,844,143 | -7,147,776 |
| Dividends received from associates | 7,126,982 | 3,383,509 |
| Fair value of biological assets | -2,378,830 | 1,380,915 |
| Depreciation, amortisation and provisions | 38,054,928 | 11,304,028 |
| Gains and losses on disposals of assets | 344,053 | 1,540,235 |
| Tax charge | 29,389,546 | 21,306,905 |
| Other financial income | -26,794,436 | -8,059,609 |
| Other financial income included in depreciation write-backs | 0 | 233,171 |
| Financial expenses | 8,794,506 | 2,062,103 |
| Financial expenses included in amortisation and provisions | -25,742 | -362,741 |
| Impact of lease restatement on EBITDA | -183,797 | -153,217 |
| TOTAL | 98,763,395 | 89,024,205 |
The company SOCFICOM ("Socficom"), a public limited company incorporated under Liechtenstein law and a subsidiary of the Group, was the subject of criminal proceedings initiated by the Belgian Public Prosecutor's Office.
The main accusation against Socficom was that the Belgian Public Prosecutor's Office considered that Socficom was a "Belgian resident company", subject to Belgian corporate income tax.
Socficom was acquitted, following a ruling by the 11th Chamber of the Brussels Court of Appeal, sitting in correctional matters, dated 23rd October 2018. The Court ruled that "it is clear from all these elements that the real seat of the defendant Socficom is indeed established in Liechtenstein and that nothing allows it to be located in Brussels". The Public Prosecutor's Office did not appeal against this judgement and this decision is therefore final.
However, the Federal Public Service Finance, relying itself exclusively on the investigation file submitted by the Belgian Public Prosecutor's Office in criminal matters, maintains that Socficom meets the conditions for it to be liable to corporate income tax in Belgium (the Federal Public Service Finance considers that Socficom is effectively managed from Belgium and that all its activities were carried out there).
Socficom was therefore automatically assessed with corporate income tax, on 4th January 2012, for the tax years 2004 to 2009 for an amount of EUR 77,343,783 excluding late payment interest at an annual rate of 7% reduced to 4% as from 1st January 2018.
On 5th April 2013, Socficom filed a tax claim against these 6 ex officio tax assessments. These 6 claims were declared admissible, but were rejected.
Socficom filed an action before the "Tribunal de première instance francophone" of Brussels.
The "Tribunal de première instance francophone" of Brussels, by judgement dated 26th April 2019, declared the claim admissible and partially founded insofar as it ordered the partial relief of the disputed taxes.
Socficom considers that this decision, although partly favourable to the argument it defended before the Court, is not satisfactory, given the acquittal decision referred to above.
The tax authorities want to tax Socficom exclusively on the basis of the elements of the criminal file, as the tax file does not contain any "new claims" in relation to the criminal proceedings. The facts judged in the tax proceedings have already been decided by the Court of Appeal (correctional chamber) which acquitted Socficom and the other defendants.
The Court could therefore not agree with the tax office on the basis of documents, observations or findings, without taking into considerations the judgement of the Court of Appeal of 23rd October 2018. The Brussels Tax Court has "re-heard" the criminal case ignoring the acquittal of the 11th Chamber of the Brussels Court of Appeal.
Socficom has therefore decided to appeal against the tax judgement in order to request that the Court grants the request initially formulated by the company, i.e. to order the complete cancellation of the relief of the disputed taxes.
Tax judgements that are appealed against are not enforceable until the Court has ruled on them.
The amounts initially claimed by the tax authorities from Socficom amounted to EUR 77,343,783, excluding interest (see above), from which it must be deducted the relief granted by the Court amounting to EUR 50,000,000.
The company's counsel and Group management are of the opinion that the Court of Appeal should fully cancel these taxes, based on the acquittal decision of the Court of Appeal, Correctional Chamber, dated 23rd October 2018 which confirms: "that the real seat of the defendant Socficom is indeed established in Liechtenstein and that there is no reason to locate it in Brussels". Based on these elements, the management is of the opinion that no provision should be recorded as the probability of an outflow of financial resources by the Group is low. The findings of the Court of Appeal are not expected before 2024.
As described above, the Federal Public Service Finance maintains that Socficom is a Belgian resident company. The tax authorities are claiming VAT of EUR 3,054,160.15 for the years 2006, 2007, 2008 and 2009, adding to this tax fines and interest at a rate of 0.8% per month as from 20th January 2010.
The amounts claimed amount to EUR 10,310,844.61, split as follows:
Socficom contested this tax before the Brussels Court of First Instance.
The Court declared the claim admissible and partially founded insofar as it cancelled the fines of EUR 6,108,320 and the interest charged on this amount.
Socficom considers that this decision, although partially favorable to the case it defended before the Court, is not satisfactory since it was granted the acquittal following the judgement rendered by the 11th Chamber of the Brussels Court of Appeal dated 23rd October 2018.
In order to claim the disputed VAT from Socficom, the tax authorities based themselves exclusively on the criminal file. However, the Brussels Court could not ignore the acquittal decision and condemn Socficom without taking into account the final and res judicata judgement of the Brussels Court of Appeal.
In the absence of new elements brought by the tax authorities and having an impact on the outcome of the trial, the decision of the Court of Appeal of 23rd October 2018 could not be challenged and is binding on the Court.
Socficom therefore decided to appeal the tax ruling in order to request that the Court to grant the request initially made by the company, i.e. to order a tax relief for the disputed taxes.
The Company's counsel and the Group's management are of the opinion that the Court of Appeal should fully cancel these taxes, based on the acquittal decision of the Court of Appeal, Correctional Chamber, dated 23rd October 2018, which confirms: "that the real seat of the defendant Socficom is indeed established in Liechtenstein and that there is no reason to locate it in Brussels". Based on these elements, management is of the opinion that no provision should be recorded as the probability of an outflow of financial resources by the Group is low. The findings of the Court of Appeal are not expected before 2024.
The Company holds interests in subsidiaries operating in South-East Asia.
Given the economic and political instability in some of these countries, these investments represent a risk in terms of exposure to political and economic changes.
As of 24th February 2023 and following an early prepayment of Socfin's debt to PNS Ltd, PNS Ltd itself repaid early the outstanding balance of its bank loan, amounting to USD 30,000,000.
Following this final repayment, PNS Ltd bank loan is fully reimbursed, the share pledge and the securities have been waived.
| EUR | 2022 | 2021 |
|---|---|---|
| Audit (VAT included) | 394,614 | 343,389 |
The audit fees include all fees paid to the independent statutory auditor of the Group namely EY as well as those paid to member firms within EY network for the relevant years. No consulting work or other non-audit services have been performed by this firm in 2022 or in 2021.
Presented by the Board of Directors at the Annual General Meeting of 30th May 2023
Ladies and gentlemen,
We are pleased to present our annual report and to submit for your approval the annual accounts of our Company at 31st December 2022.
Socfinasia S.A. holds financial interests in portfolio companies which operate directly or indirectly in South-East Asia in the rubber and palm oil sectors.
The profit and loss account for the year, compared to that of the previous year, is as follows:
| (EUR million) | 2022 | 2021 |
|---|---|---|
| INCOME | ||
| Value adjustments in respect of financial assets Income from participating interests |
0.3 | 1.2 |
| Derived from affiliated undertakings | 69.0 | 44.9 |
| Other interest receivable and similar income | 5.5 | 3.2 |
| Total income | 74.8 | 49.3 |
| EXPENSES | ||
| Other external expenses | 2.0 | 2.2 |
| Interest payable and similar expenses | 1.4 | 1.5 |
| Income tax | 0.7 | 0.6 |
| Total expenses | 4.1 | 4.3 |
| PROFIT FOR THE FINANCIAL YEAR | 70.7 | 45.0 |
At 31st December 2022, the income from financial fixed assets amounted to EUR 69 million compared to EUR 44.9 million in 2021. The increase is mainly due to increased revenues from Indonesia as well as interest on the advance granted to Socfin.
The profit of the year, after structural charges and costs, stood at EUR 70.7 million compared to EUR 45 million at 31st December 2021.
At 31st December 2022, Socfinasia's total assets amounted to EUR 457.7 million compared to EUR 451.9 million in 2021.
Socfinasia's assets mainly consist of financial fixed assets of EUR 405.7 million, receivables and cash at Bank of EUR 52 million.
Shareholders' equity, before allocation of the remaining dividend, amounts to EUR 452.1 million.
During the year, the liquidation of Sodimex was completed. In addition, Socfinasia sold 5% of its investment in Management Associates to Socfin.
During the 2022 financial year, Socfinasia recognised a write-down reversal on Sodimex for EUR 0.3 million.
Unrealised capital gains on the portfolio of participating interests are estimated at EUR 101.9 million at 31st December 2022 compared with EUR 88.3 million at the end of the previous year.
The main investments have evolved as follows during the period:
90% subsidiary of PNS Limited which itself is 100% owned by Socfinasia.
| Area (ha) at 31/12/2022 | Planted area | ||
|---|---|---|---|
| Mature | Immature | Total | |
| Rubber | 5,676 | 927 | 6,603 |
| Palm | 35,050 | 4,229 | 39,279 |
| Total | 40,726 | 5,156 | 45,882 |
| Key figures | Realised 2022 | Realised 2021 | Difference (%) |
|---|---|---|---|
| Production (tons) | |||
| Rubber | 6,896 | 8,547 | -19.3 |
| Palm oil | 179,516 | 180,584 | -0.6 |
| Turnover (EUR 000) | |||
| Rubber | 14,140 | 12,763 | +10.8 |
| Palm tree | 170,656 | 140,898 | +21.1 |
| Seeds | 7,426 | 5,304 | +40.0 |
| Total | 192,222 | 158,965 | +20.9 |
| Result (EUR 000) | 71,863 | 61,951 | +16.0 |
Coviphama Co Ltd (Cambodia) - 100% owned subsidiary of PNS Ltd, which itself is 100% owned by Socfinasia.
The production of rubber processed by Socfin KCD during the year 2022 is down by 2% due to difficulties in recruiting and maintaining the workforce for tapping operations. However, turnover is up 3% due to 3% higher selling price. The net result is nevertheless down due to a less favourable unit margin and a non-recurring depreciation on unusable surfaces.
At Coviphama, raw rubber production is down for the same reasons as mentioned above. Turnover is also 48% lower compared to 2021 due to lower volume and lower selling price. The result shows a loss.
The profit for the year of EUR 70,684,907 increased by retained earnings of EUR 234,841,827, give a total earnings of EUR 305,526,734 which it is proposed to allocate as follows:
| Earning allocation | EUR |
|---|---|
| Retained earnings | 229,326,834 |
| From the balance : | |
| 10% to the Board of Directors 90% to 19,594,260 shares |
7,619,990 68,579,910 |
| representing EUR 3.50 per share of which EUR 2.00 already paid at the end of 2022 |
305,526,734 |
As a reminder, the dividend relating to previous year was EUR 1.40.
After this allocation of earnings, the reserves will be as follows:
| Reserves | EUR |
|---|---|
| Legal reserve | 2,449,282 |
| Statutory reserve | 125,993,370 |
| Other reserves | 30,070,910 |
| Other available reserves | 7,153,910 |
| Retained earnings | 229,326,834 |
394,994,306
If this distribution is approved, Coupon No. 84 of EUR 1.50 will be declared on 6th June 2023 and payable as from 8 th June 2023.
During the year 2022, the Company did not buy back any of its shares.
During the year 2022, Socfinasia did not incur any expenses relating to research and development.
Socfinasia's treasury holds USD 40 million in its position at 31st December 2022. The purpose of holding this currency is to cover dollar related investments and expenses.
Financial risk management policies are described in the notes to the Company's consolidated financial statements.
The Company has a permanent establishment in Fribourg (CH).
Mentions required by Art. 11 (1) points a) to k) of the law of 19th May 2006 concerning Public Takeover Bids
On 22nd October 2018, Bolloré Participations declared that it holds a direct and indirect stake of 22.255% in Socfinasia, of which 17.138% via Bolloré and 5.116% via Compagnie du Cambodge.
h) Art. 13. of the statutes: "The Company is administered by a Board composed of at least three members, whether natural or legal persons.
The Directors are appointed for a period of six years by the General Meeting of Shareholders. They are eligible for re-election.
The Directors are renewed by lottery, so that at least one Director will be leaving each year ".
Art. 22. of the statutes: "In the event of vacancy of one or more director's seat, it may be provisionally replaced by complying with the formalities provided for by law."
Art. 31. of the statutes: "The present statutes can be modified by decision of the General Meeting specially convened for this purpose, in the forms and conditions prescribed by articles 450-1 and 450-8 of the law of 10 August 1915 on the commercial companies, as amended."
i) The powers of the members of the Board of Directors are defined in Art. 17 and seq. of the statutes of the Company. They provide in particular that: "The Board of Directors is vested with the broadest powers for the administration of the Company. All matters not expressly reserved to the General Meeting by the statutes or the law fall within the competence of the Board ".
In addition, the statutes provide in Art. 6: "In the event of a capital increase, the Board of Directors shall determine the conditions of issue of the shares.
The new shares to be paid up in cash shall be offered in preference to the current shareholders, in accordance with the law.
In the event of the issue of shares by contribution in cash or in the event of the issue of instruments which fall within the scope of application of article 420-27 of the law on companies and which are paid for in cash, including and in a non-exhaustive manner, convertible bonds allowing their holder to subscribe to shares or to be allocated shares, shareholders have preferential subscription rights in proportion to their participation with regard to all these issues in accordance with the provisions of company law.
The General Meeting called to deliberate, under the conditions required for the amendment of the Articles of Association, on the increase in the share capital or on the authorisation to increase the capital in accordance with Article 420-23 of the law of commercial companies, may limit or cancel the preferential subscription right or authorise the Board to do so in the manner and under the conditions provided for by law."
The other points of Art. 11 (1) are not applicable, namely:
The responsible management policy is based on the Group's three pillars of commitment, alongside its specific commitment to transparency: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives aimed at improving long-term economic performance, social wellbeing, health, safety and natural resource management.
An implementation plan for this policy has been defined and implemented throughout 2022.
The efforts and actions undertaken by the Socfin Group in this area are detailed in a regularly updated dashboard as well as in a separate annual report ("Sustainable Development Report").
The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.
The estimated value of Socfinasia at 31st December 2022 before allocation of the result and after the interim dividend payment for the financial year amounts to EUR 554.1 million, that is EUR 28.28 per share compared to EUR 27.31 at the end of the previous financial year. This valuation incorporates the unrealised capital gains of the portfolio.
As a reminder, the share price at 31st December 2022 was EUR 14.80 compared to EUR 14.30 a year earlier.
At 31st December 2022 and 2021, the Company had no significant off-balance sheet commitments.
It must be emphasised that the Group's investments in South-East Asia may be subject to political and economic risks. On-site executives and managers follow the day-to-day evolution of the situation.
In addition, the Company may be exposed to foreign exchange risks on long-term advances to subsidiaries. The assessment of this risk is described in the notes to the Company's statutory financial statements.
The result for the 2023 financial year will depend to a large extent on the dividend distributions of the subsidiaries.
Mr. Vincent Bolloré, outgoing director, is eligible for re-election. The Board will propose to the next General Meeting the renewal of this term of office for a period of six years.
The Board of Directors
| Note | 2022 | 2021 | |
|---|---|---|---|
| ASSETS | EUR | EUR | |
| FIXED ASSETS | |||
| Financial assets | 3 | ||
| Shares in affiliated undertakings | 289,622,628.31 | 289,824,828.31 | |
| Loans to affiliated undertakings | 116,045,211.05 | 120,642,097.14 | |
| 405,667,839.36 | 410,466,925.45 | ||
| Current assets | |||
| Debtors | |||
| Amounts owed by affiliated undertakings | |||
| Becoming due and payable within one year | 4 | 12,794,759.27 | 13,792,713.29 |
| Other debtors | |||
| Becoming due and payable within one year | 1,553,016.15 | 1,036,267.85 | |
| Shares in affiliated undertakings | 0.00 | 20.00 | |
| 14,347,775.42 | 14,829,001.14 | ||
| Cash at bank and in hand | 37,681,058.52 | 26,595,021.45 | |
| 52,028,833.94 | 41,424,022.59 | ||
| TOTAL ASSETS | 457,696,673.30 | 451,890,948.04 |
The accompanying notes form an integral part of the financial statements.
| Note | 2022 | 2021 | |
|---|---|---|---|
| CAPITAL, RESERVES AND LIABILITIES | EUR | EUR | |
| CAPITAL AND RESERVES | 5 | ||
| Issued capital | 24,492,825.00 | 24,492,825.00 | |
| Reserves | |||
| Legal reserve | 2,449,282.50 | 2,449,282.50 | |
| Reserves provided for by the articles of association | 125,993,370.46 | 125,993,370.46 | |
| Other reserves, including the fair value reserve | |||
| Other available reserves | 37,224,819.43 | 37,224,819.43 | |
| 165,667,472.39 | 165,667,472.39 | ||
| Profit brought forward | 234,841,827.35 | 220,321,607.44 | |
| Profit for the financial year | 70,684,906.52 | 45,000,179.91 | |
| Interim dividends | -43,542,800.00 | -8,708,560.00 | |
| 452,144,231.26 | 446,773,524.74 | ||
| CREDITORS | |||
| Amounts owed to credit institutions | |||
| Becoming due and payable within one year | 9.04 | 22.00 | |
| Trade creditors | |||
| Becoming due and payable within one year | 226,872.44 | 100,786.30 | |
| Amounts owed to affiliated undertakings | |||
| Becoming due and payable within one year | 1,872.00 | 342,496.74 | |
| Other creditors | |||
| Tax authorities | 1,852,680.00 | 1,199,020.00 | |
| Other creditors | |||
| Becoming due and payable within one year | 6 | 3,471,008.56 | 3,475,098.26 |
| 5,552,442.04 | 5,117,423.30 | ||
| TOTAL CAPITAL, RESERVES AND LIABILITIES | 457,696,673.30 | 451,890,948.04 |
The accompanying notes form an integral part of the financial statements.
| Note | 2022 EUR |
2021 EUR |
|
|---|---|---|---|
| Other operating income | 175,99 | 0,00 | |
| Raw materials and consumables and other external | |||
| expenses Other external expenses |
-1,922,242.44 | -1,910,960.28 | |
| Other operating expenses | -107,709.95 | -284,849.19 | |
| Income from participating interests | |||
| Derived from affiliated undertakings | 7 | 65,053,599.02 | 44,327,679.58 |
| Income from other investments and loans forming part of the fixed assets |
|||
| Derived from affiliated undertakings | 8 | 3,972,222.23 | 583,333.33 |
| Other interest receivable and other similar income | |||
| Derived from affiliated undertakings Other interests and financial income |
5,183,952.87 264,535.28 |
3,139,177.65 87,550.47 |
|
| Value adjustments in respect of financial | |||
| assets and of investments held as current assets | 347,589.84 | 1,210,073.30 | |
| Interest payable and similar expenses | |||
| Derived from affiliated undertakings | -492,636.07 | -1,504,833.39 | |
| Other interest and similar charges | -883,552.26 | -889.78 | |
| Tax on profit | -80,175.06 | 1,898.22 | |
| Profit after taxation | 71,335,759.45 | 45,648,179.91 | |
| Other taxes not shown above | -650,852.93 | -648,000.00 | |
| Profit for the financial year | 70,684,906.52 | 45,000,179.91 |
| 2022 | 2021 | |
|---|---|---|
| EUR | EUR | |
| Retained earnings | 229,326,833.87 | 234,841,827.35 |
| From the balance: 10% to the Board of Directors |
7,619,990.00 | 3,047,996.00 |
| 90% to 19,594,260 shares | 68,579,910.00 | 27,431,964.00 |
| 305,526,733.87 | 265,321,787.35 | |
| Dividend per share | 3.50 | 1.40 |
The accompanying notes form an integral part of the financial statements.
SOCFINASIA, (the "Company'') was incorporated on 20th November 1972 as a public limited company and adopted the status of "Soparfi" on 10th January 2011.
The duration of the company is unlimited, and its registered office is established in Luxembourg. The company is registered in the Register of Commerce and Companies under number B10534, and is listed on the Luxembourg Stock Exchange under ISIN number LU0092047413.
The object of the company is (i) the acquisition, holding and disposal, in any form whatsoever and by any means, directly or indirectly, of participations, rights and interests, as well as bonds of Luxembourg or foreign companies, (ii) the acquisition by contribution, purchase, subscription or otherwise, as well as the disposal by sale, transfer, exchange or otherwise, of shares, interests, bonds, debts, notes and other securities or financial instruments of any kind (in particular bonds or shares issued by Luxembourg or foreign collective investment funds or any other similar body), loans or any other credit line, as well as contracts relating thereto and (iii) the holding, administration, development and management of a portfolio of assets (composed in particular of the assets described in points (i) and (ii) above).
The company may also acquire and develop any patents and other rights relating to or supplementing those patents.
The company may borrow in any form whatsoever. It may enter into any kind of loan agreement and may issue debt securities, bonds, certificates, shares, profit shares, warrants and all kinds of debt and equity securities, including by virtue of one or several issue programmes. The company may lend funds, including those resulting from borrowings and/or securities issues, to its subsidiaries, affiliates and any other company.
Although the company is included in the consolidated financial statements of Société Financière des Caoutchoucs, abbreviated as "Socfin", which is the largest entity in which the company is consolidated, the Company also prepares consolidated financial statements which are published in accordance with the law and which are available at the company's registered office (4, avenue Guillaume, L-1650 Luxembourg) or on the Internet site: www.socfin.com.
The financial year begins on 1st January and ends on 31st December.
The annual financial statements are prepared in accordance with Luxembourg legal and regulatory requirements in force in Luxembourg under the historical cost convention.
The accounting policies and valuation principles are, apart from the rules imposed by the law of 19th December 2002, determined and implemented by the Board of Directors.
The preparation of the annual financial statements involves the use of a number of critical accounting estimates. It also requires the Board of Directors to exercise its judgement in the application of accounting principles. Any change in assumptions may have a significant impact on the financial statements for the period in which the assumptions are changed. The Board of Directors believes that the underlying assumptions are appropriate and that the financial statements give a true and fair view of the financial position and results of the Company.
The Company keeps its accounts in euros (EUR); the annual accounts are expressed in the same currency.
Transactions in a currency other than the balance sheet currency are converted into the balance sheet currency at the exchange rate prevailing on the date of the transaction.
At the balance sheet date:
Realised foreign exchange gains and losses and unrealised losses are recognised in the profit and loss account. Unrealised foreign exchange gains are not recognised.
If there is an economic link between two transactions, unrealised exchange differences are recognised at the corresponding unrealised exchange loss.
Shares in affiliated undertakings are valued at acquisition cost, which includes incidental expenses. Receivables from affiliated companies are valued at their nominal value, which includes incidental expenses.
In the event of an impairment that, in the opinion of the Board of Directors, is of a lasting nature, these financial fixed assets are subject to value adjustments in order to give them the lower value that should be attributed to them on the balance sheet date, as determined by the Board of Directors. In order to determine the value adjustments that are permanent at the balance sheet date, the Board of Directors carries out the following analyses for each investment on an individual basis:
1/ For investments listed on public markets, the Board of Directors compares the net book value of the investment with its shares in the market based on the stock market price at the closing date. When the market value is greater than or equal to the net book value, the Board of Directors considers that no value adjustment needs to be recorded at the closing date. However, when the market value is lower than the net book value, the Board of Directors tests the net book value against the share in the revalued net assets of the investment.
2/ If the net book value exceeds the market value or the equity value for unlisted investments, the Board of Directors compares the net book value with the share held in the revalued net assets as well as in the consolidated net assets (i.e. equity attributable to owners of the parent company) if the subsidiary prepares consolidated accounts.
If one of these values is greater than or equal to the net book value of the investment, no value adjustment is recognised.
3/ When both values are lower than the net book value of the investment:
However, the Board of Directors may take other factors into consideration and, in particular, in view of the very long period of immaturity of young plantation, it considers that the value adjustment is not permanent for a plantation where more than half of the planted area is not being used.
Loans to affiliated companies are subject to a value adjustment in the event that the net book value test by discounting future cash flows to shareholders does not support the full repayment of the receivable.
These value adjustments are not maintained when the reasons for which they were established have ceased to exist.
Receivables are recorded at their nominal value. They are subject to value adjustments when their recovery is compromised. These value adjustments are not continued if the reason for which the value adjustments were made have ceased to apply.
Securities are valued at the lower of cost, including incidental costs or market value. A value adjustment is recorded when the market price is lower than the purchase price. Value adjustments are not maintained if the reasons for their negotiations have ceased to exist.
Debts are recorded at their reimbursement value. When the amount to be repaid on the debts exceeds the amount received, the difference is recorded to the profit and loss account.
In February 2022, a number of countries (including the US, UK and EU) imposed sanctions against certain entities and individuals in Russia as a result of the official recognition of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Announcements of potential additional sanctions have been made following military operations initiated by Russia against the Ukraine on 24th February 2022.
Due to the geopolitical tensions since February 2022, there has been a significant increase in volatility on the securities and currency markets, as well as a significant depreciation of the ruble against the US dollar and the euro.
Although neither the company's performance and going concern nor operations, have been significantly impacted by the above during 2022, the Board of Directors continues to monitor the evolving situation and its impact on the financial position and results of the company.
| Shares in | Loans to | Total | ||||
|---|---|---|---|---|---|---|
| affiliated undertakings | affiliated undertakings | |||||
| 2022 | 2021 | 2022 | 2021 | 2022 | 2021 | |
| EUR | EUR | EUR | EUR | EUR | EUR | |
| Acquisition cost/nominal value | ||||||
| at the beginning of the year | 291,418,270.12 | 294,576,661.97 | 120,642,097.14 | 22,765,600.07 | 412,060,367.26 | 317,342,262.04 |
| Increases | 0.00 | 11.55 | 0.00 | 100,000,000.00 | 0.00 | 100,000,011.55 |
| Decreases | -549,789.84 | -3,158,403.40 | -4,596,886.09 | -2,123,502.93 | -5,146,675.93 | -5,281,906.33 |
| Acquisition cost/nominal value | ||||||
| at the end of the year | 290,868,480.28 | 291,418,270.12 | 116,045,211.05 | 120,642,097.14 | 406,913,691.33 | 412,060,367.26 |
| Value adjustments | ||||||
| at the beginning of the year | -1,593,441.81 | -2,803,515.11 | 0.00 | 0.00 | -1,593,441.81 | -2,803,515.11 |
| Impairment | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 | 0.00 |
| Reversal | 347,589.84 | 1,210,073.30 | 0.00 | 0.00 | 347,589.84 | 1,210,073.30 |
| Value adjustments | ||||||
| at the end of the year | -1,245,851.97 | -1,593,441.81 | 0.00 | 0.00 | -1,245,851.97 | -1,593,441.81 |
| Net book value | ||||||
| at the end of the year | 289,622,628.31 | 289,824,828.31 | 116,045,211.05 | 120,642,097.14 | 405,667,839.36 | 410,466,925.45 |
| Name | Country | % held | Net book value EUR |
Year end | Currencies of the annual accounts |
Net equity at 31/12/2022 in foreign currency (including net income) (*) |
Net result at 31/12/2022 in foreign currencies (*) |
|---|---|---|---|---|---|---|---|
| Induservices | Luxembourg | 35.00 | 35,000 | 31.12.2022 | EUR | 327,636 | 88,113 |
| Plantation Nord-Sumatra Ltd | Luxembourg | 100.00 | 244,783,208 | 31.12.2022 | USD | 313,879,264 | 64,637,223 |
| Socfinde | Luxembourg | 79.92 | 1,072,391 | 31.12.2022 | EUR | 6,023,090 | 139,836 |
| Terrasia | Luxembourg | 47.81 | 118,518 | 31.12.2022 | EUR | 615,003 | 30,516 |
| Induservices FR | Switzerland | 50.00 | 642,202 | 31.12.2022 | EUR | 1,095,421 | 102,087 |
| Socfinco FR | Switzerland | 50.00 | 486,891 | 31.12.2022 | EUR | 16,432,078 | 8,833,675 |
| Sogescol FR | Switzerland | 50.00 | 1,985,019 | 31.12.2022 | USD | 17,955,034 | 8,864,552 |
| Sodimex FR | Switzerland | 50.00 | 621,424 | 31.12.2022 | EUR | 4,454,052 | 906,872 |
| Centrages | Belgium | 50.00 | 4,074,315 | 31.12.2022 | EUR | 3,378,041 | 223,191 |
| Immobilière de la Pépinière | Belgium | 50.00 | 3,015,798 | 31.12.2022 | EUR | 3,656,008 | 10,856 |
| Socfinco | Belgium | 50.00 | 750,365 | 31.12.2022 | EUR | 1,537,073 | -6,383 |
| Socfin-KCD Co | Cambodia | 100.00 | 31,685,450 | 31.12.2022 | USD | 31,949,637 | -1,468,650 |
289,570,582
(*) Based on unaudited financial statements at 31st December 2022.
During the year, the company has sold:
At 31st December 2022, the Board of Directors is of the opinion that there is no permanent value decrease for the shares in affiliated undertakings.
| At 31st December 2022, loans to affiliated undertakings are as follows: | |||
|---|---|---|---|
| ------------------------------------------------------------------------- | -- | -- | -- |
| Related parties | Currency | Balance | Balance | Unrealised exchange gains / (losses) * |
|---|---|---|---|---|
| In currency | in EUR | EUR | ||
| Induservices | EUR | 132,500 | 132,500 | 0 |
| Socfin | EUR | 100,000,000 | 100,000,000 | 0 |
| Socfin-KCD Co | USD | 18,403,890 | 15,632,711 | 1,622,014 |
| Management Associates | EUR | 280,000 | 280,000 | 0 |
| TOTAL | 120,045,211 | 1,622,014 |
* In accordance with Luxembourg legal and regulatory provisions and generally accepted accounting practices, loans to affiliated undertakings are translated at the historical exchange rate and the unrealised foreign exchange gain or loss is not recognised in the profit and loss account, with the exception of the current portion of receivables, which is valued individually at the lower of their historical exchange rate value or their value determined on the basis of the exchange rate prevailing at the balance sheet date.
At 31st December 2022, the Board of Directors is of the opinion that these receivables do not show any permanent impairment losses and consequently no impairment has been recorded.
At 31st December 2022, this item consists mainly of:
At 31st December 2022, the Board of Directors is of the opinion that the amounts are fully recoverable and as such, no impairment has been accounted for.
| Issued | Legal | Other | Retained | Profit for | Interim | |
|---|---|---|---|---|---|---|
| capital | reserves | reserves | earnings | the year | dividend paid | |
| EUR | EUR | EUR | EUR | EUR | EUR | |
| Balance at 1st January 2021 | 24,492,825.00 | 2,449,282.50 | 163,218,189.89 | 205,600,141.29 | 31,992,823.02 | -6,531,420.00 |
| Allocation of the result for the 2020 financial year following decision of the General Meeting held on 25th May 2021 |
||||||
| • Retained earnings | 14,721,466.15 | -14,721,466.15 | ||||
| • Dividends | -9,143,988.00 | |||||
| • Directors' fees | -1,741,712.00 | |||||
| • 2020 interim dividend | -6,531,420.00 | 6,531,420,00 | ||||
| Interim dividend as per decision of the Board of Directors held on 26th October 2021 |
-8,708,560,00 | |||||
| Results for the financial year | 45,000,179.91 | |||||
| Balance at 31st December 2021 | 24,492,825.00 | 2,449,282.50 | 163,218,189.89 | 220,321,607.44 | 45,000,179.91 | -8,708,560.00 |
| Allocation of the result for the 2021 financial year following decision of the General Meeting held on 31st May 2022 |
||||||
| • Retained earnings | 14,520,219.91 | -14,520,219.91 | ||||
| • Dividends | -19,594,260.00 | |||||
| • Directors' fees | -2,177,140.00 | |||||
| • 2021 interim dividend | -8,708,560.00 | 8,708,560,00 | ||||
| Interim dividend as per decision of the Board of Directors held on 27th October 2022 |
-43,542,800,00 | |||||
| Results for the financial year | 70,684,906.52 | |||||
| Balance at 31st December 2022 | 24,492,825.00 | 2,449,282.50 | 163,218,189.89 | 234,841,827.35 | 70,684,906.52 | -43,542,800.00 |
At 31st December 2022 and 2021, the issued and fully paid share capital is EUR 24,492,825 represented by 19,594,260 shares without nominal value.
The annual profit is subject to a levy of 5% to be allocated to a legal reserve. This allocation ceases to be compulsory as soon as the reserve reaches 10% of the share capital. The legal reserve cannot be distributed.
The statutory reserve includes an unavailable reserve of EUR 125,993,370 (2021: EUR 125,993,370), relating to the profit earned at the time of the formation of Plantation Nord-Sumatra Ltd. in 1997. Pursuant Article 33 of the Company's coordinated Articles of Association, this reserve is not available for distribution to shareholders.
At 31st December 2022, this item includes interest payable for EUR 3,471,008 (2021: EUR 3,475,098).
| 2022 EUR |
2021 EUR |
|
|---|---|---|
| Dividends received (*) Capital gain on disposal of financial fixed assets |
65,034,849 18,750 |
43,657,036 670,643 |
| 65,053,599 | 44,327,679 |
(*) This amount corresponds to the dividend received from the affiliated undertakings (Note 3).
| 2022 EUR |
2021 EUR |
|
|---|---|---|
| Interest on related companies' receivables | 3,972,222 | 583,333 |
| 3,972,222 | 583,333 |
The Company is subject to all taxes to which Luxembourg commercial companies are subject.
During 2022, the members of the Board of Directors received EUR 12,500 (2021: EUR 12,188) as attendance fees and EUR 6,616,420 (2021: EUR 2,209,426) as directors' fees.
During 2022, no advances or loans were granted to the Board members.
The Company directly and indirectly holds interests in companies operating in Indonesia and Cambodia.
Given the political instability that exists in these countries and their economic fragility, the investments held by the Company present a risk in terms of exposure to political and economic fluctuations.
At 31st December 2022 and 2021, the Company had no significant off-balance sheet commitments.
Building tools?
Free accounts include 100 API calls/year for testing.
Have a question? We'll get back to you promptly.