Annual / Quarterly Financial Statement • Feb 22, 2024
Annual / Quarterly Financial Statement
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Financial Statements for the year ended 31 December 2023 and Directors' Report, together with Independent Auditor's Report
Translation of a report originally issued in Spanish based on our work performed in accordance with the audit regulations in force in Spain and of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company in Spain (see Notes 2 and 14). In the event of a discrepancy, the Spanish-language version prevails.
This declaration is a translation for informative purposes only of the original document issued in Spanish, which has been approved by every Board member. In the event of discrepancy, the Spanish-language version prevails.
The members of the Board of Directors of Applus Services, S.A. declare that, to the best of their knowledge, the individual financial statements of Applus Services, S.A. (comprising the statement of financial position, statement of profit or loss, the statement of changes in equity, the statement of cash flows and the explanatory notes) for the year ended at 31 December 2023, prepared in accordance with the accounting policies applicable and approved by the Board of Directors at its meeting on 21 February 2024, present fairly the equity, financial position and results of Applus Services, S.A., and that the management report accompanying such financial statements includes a fair analysis of the business' evolution, results and the financial position of Applus Services, S.A, as well as a description of the principal risks and uncertainties that the company faces. All the Directors have signed to certify the financial statements except for Mrs. Cristina Henríquez de Luna Basagoiti and Mrs. Essimari Kairisto who both attended the meeting by video-conference and gave their approval verbally.
Barcelona, 21 February 2024
Chairman Director
Director Director
Ms. Maria Cristina Henríquez de Luna Basagoiti Ms. Maria José Esteruelas Aguirre Director Director
Mr. Christopher Cole Mr. Ernesto Gerardo Mata López
Mr. Joan Amigó i Casas Mr. Nicolás Villén Jiménez
Ms. Essimari Kairisto Ms. Marie-Françoise Madeleine Damesin
Director Director
Mr. Brendan Wynne Derek Connolly Director
Translation of a report originally issued in Spanish based on our work performed in accordance with the audit regulations in force in Spain. In the event of a discrepancy, the Spanish-language version prevails.
To the Shareholders of Applus Services, S.A.,
We have audited the financial statements of Applus Services, S.A. (the Company), which comprise the balance sheet as at 31 December 2023, and the statement of profit or loss, statement of changes in equity, statement of cash flows and notes to the financial statements for the year then ended.
In our opinion, the accompanying financial statements present fairly, in all material respects, the equity and financial position of the Company as at 31 December 2023, and its results and its cash flows for the year then ended in accordance with the regulatory financial reporting framework applicable to the Company (identified in Note 2.1 to the financial statements) and, in particular, with the accounting principles and rules contained therein.
We conducted our audit in accordance with the audit regulations in force in Spain. Our responsibilities under those regulations are further described in the Auditor's Responsibilities for the Audit of the Financial Statements section of our report.
We are independent of the Company in accordance with the ethical requirements, including those pertaining to independence, that are relevant to our audit of the financial statements in Spain pursuant to the audit regulations in force. In this regard, we have not provided any services other than those relating to the audit of financial statements and there have not been any situations or circumstances that, in accordance with the aforementioned audit regulations, might have affected the requisite independence in such a way as to compromise our independence.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion.
Key audit matters are those matters that, in our professional judgement, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of our audit of the financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.
The Company has direct and indirect ownership interests in the share capital of Group companies and associates that are not listed on regulated markets, and has granted loans thereto (see Notes 4.1, 5.1, 5.2 and 10.2), which at 31 December 2023 amounted to EUR 1,780 million and EUR 377 million, respectively. Also, in 2023 the Company recognised a reversal of impairment losses of EUR 20 million on the aforementioned ownership interests, and this amount was credited to the statement of profit or loss, as a result of the review of the recoverable amount of the interests.
The assessment of the recoverable amount of the ownership interests and loans requires the use of significant judgements and estimates by management, both when choosing the valuation method and discounting future cash flows and when considering the key operating assumptions used. As a result of the foregoing, as well as the significance of the investments and loans held, this matter was determined to be a key matter in our audit.
Our audit procedures consisted, among others, of the evaluation of the measurement of the recoverable amount of the aforementioned ownership interests and loans performed by Company management, verifying both the conformity with the applicable regulatory financial reporting framework of the valuation method used in relation to the investment held and the clerical accuracy of the calculations made. We evaluated the reasonableness of the cash flow projections and the discount rates applied by conducting a critical analysis of the key assumptions of the models used. In particular, we compared the revenue growth rates with the latest approved strategic plan and budgets and reviewed them for consistency with both historical information and the market situation. Also, we evaluated management's historical accuracy in the estimation process.
In addition, we evaluated the reasonableness of the discount rates applied, taking into consideration the cost of capital of comparable organisations, as well as perpetuity growth rates, among others.
| Description | Procedures applied in the audit |
|---|---|
| We involved internal business valuation experts to evaluate the reasonableness of the models and key assumptions used by the Company. |
|
| Lastly, we evaluated whether the disclosures included in Notes 4.1, 5.1, 5.2 and 10.2 to the accompanying financial statements in connection with this matter were in conformity with those required by the applicable regulatory framework. |
Notes 8.1 and 8.5 to the accompanying financial statements detail the deferred tax assets amounting to EUR 14.6 million that are recognised in the balance sheet at 2023 yearend, corresponding to tax losses, tax credits and temporary differences amounting to EUR 9.2 million, EUR 4.4 million and EUR 1 million, respectively. The Company is the head of the Spanish tax group described in Note 4.3.
In addition, as indicated in Note 8.6, the Company has unrecognised deferred tax assets corresponding to tax losses and tax credits.
Our audit procedures to address this matter included, among others, evaluating the methodology and assumptions used by the Company, as well as verifying the consistency thereof taking into account both historical information and the market situation and the applicable tax legislation, which was verified with the assistance of internal tax experts. We also reviewed the consistency of the models with the financial information used by Company management in performing the impairment test on ownership interests in, and loans to, Group companies, stressing those assumptions that have the greatest effect on determining the recoverable amount of the tax assets.
| Recoverability of deferred tax assets | |
|---|---|
| Description | Procedures applied in the audit |
| At the end of each reporting period, Company management assesses the recoverability of the tax assets recognised based on the earnings projections used to estimate future taxable profits in a timeframe of no more than ten years, taking into account current legislation and the most recently approved business plan. We identified this matter as key in our audit, since the assessment of the recoverability of these assets requires a significant level of judgement, largely in connection with the projections of business performance. |
Also, we evaluated the historical accuracy of management in the process of preparing the earnings projections used to estimate taxable profits, comparing the actual figures for the year with the projections made in the preceding year. Lastly, we evaluated whether the disclosures required by the applicable accounting regulations in connection with this matter had been included in Notes 4.3 and 8 to the accompanying financial statements. |
The other information comprises only the directors' report for 2023, the preparation of which is the responsibility of the Company's directors and which does not form part of the financial statements.
Our audit opinion on the financial statements does not cover the directors' report. Our responsibility relating to the directors' report, in accordance with the audit regulations in force, consists of:
Based on the work performed, as described above, we observed that the information described in section a) above had been furnished as provided for in the applicable legislation and that the other information in the directors' report was consistent with that contained in the financial statements for 2023 and its content and presentation were in conformity with the applicable regulations.
The directors are responsible for preparing the accompanying financial statements so that they present fairly the Company's equity, financial position and results in accordance with the regulatory financial reporting framework applicable to the Company in Spain, and for such internal control as the directors determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.
In preparing the financial statements, the directors are responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Company or to cease operations, or have no realistic alternative but to do so.
The audit committee is responsible for overseeing the process involved in the preparation and presentation of the financial statements.
Our objectives are to obtain reasonable assurance about whether the financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue an auditor's report that includes our opinion.
Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with the audit regulations in force in Spain will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.
A further description of our responsibilities for the audit of the financial statements is included in Appendix I to this auditor's report. This description, which is on pages 8 and 9 of this document, forms part of our auditor's report.
We have examined the digital file in European Single Electronic Format (ESEF) of Applus Services, S.A. for 2023, which comprises an XHTML file including the financial statements for 2023, which will form part of the annual financial report.
The directors of Applus Services, S.A. are responsible for presenting the annual financial report for 2023 in accordance with the format requirements established in Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 ("ESEF Regulation"). In this regard, the Annual Corporate Governance Report and the Annual Directors' Remuneration Report were included by reference in the directors' report.
Our responsibility is to examine the digital file prepared by the Company's directors, in accordance with the audit regulations in force in Spain. Those regulations require that we plan and perform our audit procedures in order to ascertain whether the content of the financial statements included in the aforementioned file corresponds in full to that of the financial statements that we have audited, and whether those financial statements were formatted, in all material respects, in accordance with the requirements established in the ESEF Regulation.
In our opinion, the digital file examined corresponds in full to the audited financial statements, and these are presented, in all material respects, in accordance with the requirements established in the ESEF Regulation.
The opinion expressed in this report is consistent with the content of our additional report to the Company's audit committee dated 21 February 2024.
The Annual General Meeting held on 8 June 2023 appointed us as auditors for a period of one year from the year ended 31 December 2022, i.e., for 2023.
Previously, we were designated pursuant to a resolution of the General Meeting for the period of one year and have been auditing the financial statements uninterruptedly since the year ended 31 December 2007 and, therefore, since the year ended 31 December 2014, the year in which the Company became a Public Interest Entity.
DELOITTE, S.L. Registered in ROAC under no. S0692
Sergi Segura Rius Registered in ROAC under no. 22961
21 February 2024
Further to the information contained in our auditor's report, in this Appendix we include our responsibilities in relation to the audit of the financial statements.
As part of an audit in accordance with the audit regulations in force in Spain, we exercise professional judgement and maintain professional scepticism throughout the audit. We also:
We communicate with the entity's audit committee regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit.
We also provide the entity's audit committee with a statement that we have complied with relevant ethical requirements, including those regarding independence, and we have communicated with it to report on all matters that may reasonably be thought to jeopardise our independence, and where applicable, on the related safeguards.
From the matters communicated with the entity's audit committee, we determine those matters that were of most significance in the audit of the financial statements of the current period and are therefore the key audit matters.
We describe these matters in our auditor's report unless law or regulation precludes public disclosure about the matter.
Financial Statements for the year ended 31 December 2023 and Directors' Report, together with Independent Auditor's Report
Translation of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 14). This translation has been prepared by the Company for informative purposes only, has not been approved by the Board of Directors and has not the consideration of official or regulated information. In the event of a discrepancy, the Spanish-language version prevails.
(Thousands of Euros)
| ASSETS | Notes | 31/12/2023 | 31/12/2022 | EQUITY AND LIABILITIES | Notes | 31/12/2023 | 31/12/2022 |
|---|---|---|---|---|---|---|---|
| NON-CURRENT ASSETS: | 1,896,048 | 1,806,805 | EQUITY: | 1,160,367 | 1,193,060 | ||
| Non-current investments in Group companies and associates- | 1,881,254 | 1,790,197 | SHAREHOLDERS' EQUITY- | 1,160,367 | 1,193,060 | ||
| Equity instruments | 5.1 & 5.2 | 1,780,145 | 1,660,145 | Share capital | 6.1 | 12,907 | 13,587 |
| Loans to companies | 5.1 & 10.2 | 101,109 | 130,052 | Share premium | 6.2 | 449,391 | 449,391 |
| Non-current financial investments | 213 | 5 | Reserves | 6.2 | 676,958 | 721,618 | |
| Deferred tax assets | 8.1 | 14,581 | 16,603 | Treasury shares | 6.3 | (1,030) | (14,117) |
| Profit for the year | 22,141 | 22,581 | |||||
| NON-CURRENT LIABILITIES: | 744,051 | 628,646 | |||||
| Non-current payables | 7 | 553,614 | 526,083 | ||||
| Non-current payables to Group companies and associates | 10.2 | 190,437 | 102,563 | ||||
| CURRENT ASSETS: | 288,508 | 234,824 | CURRENT LIABILITIES: | 280,138 | 219,923 | ||
| Trade and other receivables- | 10,523 | 11,510 | Current payables- | 47,419 | 23,272 | ||
| Receivable from Group companies and associates | 5.1 & 10.2 | 842 | 2,077 | Bank borrowings | 7 | 47,419 | 23,272 |
| Other receivables | 152 | 166 | Current payables to Group companies and associates | 10.2 | 223,240 | 190,270 | |
| Corporate income tax receivables | 8.1 | 9,529 | 9,267 | Trade and other payables- | 9,479 | 6,381 | |
| Current investments in Group companies and associates- | 5.1 & 10.2 | 275,880 | 223,098 | Payable from Group companies and associates | 32 | - | |
| Short-term loans to Group companies and associates | 258,880 | 197,098 | Other accounts payable | 3,200 | 825 | ||
| Other financial assets | 17,000 | 26,000 | Remuneration payable | 4,679 | 5,120 | ||
| Short-term accruals | 125 | 171 | Tax payables | 8.1 | 1,568 | 436 | |
| Cash and cash equivalents | 5.3 | 1,980 | 45 | ||||
| TOTAL ASSETS | 2,184,556 | 2,041,629 | TOTAL EQUITY AND LIABILITIES | 2,184,556 | 2,041,629 |
The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of financial position as at 31 December 2023.
(Thousands of Euros)
| Notes | 2023 | 2022 | |
|---|---|---|---|
| CONTINUING OPERATIONS: | |||
| Revenue- | 9.1 & 10.1 | 38,437 | 36,436 |
| Services | 3,493 | 3,895 | |
| Dividend revenue | 17,000 | 26,000 | |
| Finance revenue to Group companies and associates | 17,944 | 6,541 | |
| Staff costs- | 9.2 | (4,180) | (6,467) |
| Wages, salaries and similar expenses | (3,944) | (6,195) | |
| Employee benefit costs | (236) | (272) | |
| Other operating expenses- | (5,751) | (3,382) | |
| Outside services | (5,670) | (3,232) | |
| Taxes other than income tax | (81) | (150) | |
| Impairment and gains and losses on disposals of financial instruments | 20,000 | - | |
| PROFIT FROM OPERATIONS | 48,506 | 26,587 | |
| Finance income- | 1,121 | 257 | |
| From marketable securities and other financial instruments of third parties | 1,121 | 257 | |
| Finance costs- | (37,038) | (17,943) | |
| On debts to Group companies and associates | 10 | (16,016) | (4,651) |
| On debts to third parties | 7 | (21,022) | (13,292) |
| Exchange differences | 11 | 177 | 2,187 |
| FINANCIAL RESULT | (35,740) | (15,499) | |
| PROFIT BEFORE TAX | 12,766 | 11,088 | |
| Corporate income tax | 8 | 9,375 | 11,493 |
| PROFIT FOR THE YEAR FROM CONTINUING OPERATIONS | 22,141 | 22,581 | |
| DISCONTINUED OPERATIONS: | |||
| Profit for the year from discontinued operations net of tax | - | - | |
| PROFIT FOR THE YEAR | 22,141 | 22,581 |
The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of profit or loss for 2023.
(Thousands of Euros)
| 2023 | 2022 | |
|---|---|---|
| PROFIT PER INCOME STATEMENT (I) | 22,141 | 22,581 |
| Income and expense recognised directly in equity: | ||
| Total income and expense recognised directly in equity (II) | - | - |
| Transfers to profit or loss: | ||
| Total transfers to profit or loss (III) | - | - |
| Total recognised income and expense (I+II+III) | 22,141 | 22,581 |
The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of recognized income and expense for 2023.
| Share capital | Share premium | Reserves | Treasury shares | Profit (Loss) for the year |
Total | |
|---|---|---|---|---|---|---|
| 2022 BEGINNING BALANCE | 14,302 | 449,391 | 753,955 | (3,427) | 41,265 | 1,255,486 |
| Total recognised income and expense | - | - | - | - | 22,581 | 22,581 |
| Share capital reduction | (715) | - | (52,988) | - | - | (53,703) |
| Allocation of 2021 profit | - | - | 20,944 | - | (41,265) | (20,321) |
| - Transactions with treasury shares | - | - | (293) | (10,690) | - | (10,983) |
| 2022 ENDING BALANCE | 13,587 | 449,391 | 721,618 | (14,117) | 22,581 | 1,193,060 |
| Total recognised income and expense | - | - | - | - | 22,141 | 22,141 |
| Share capital reduction | (680) | - | (46,933) | - | - | (47,613) |
| Allocation of 2022 profit (*) | - | - | 1,953 | - | (22,581) | (20,628) |
| - Transactions with treasury shares | - | - | 320 | 13,087 | - | 13,407 |
| 2023 ENDING BALANCE | 12,907 | 449,391 | 676,958 | (1,030) | 22,141 | 1,160,367 |
(*) The amount finally paid as dividends was EUR 20,628 thousand, corresponding to the number of outstanding shares entitled to receive a dividend on the date on which the payment occurs (excluding treasury stock)
The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of changes in total equity as at 31 December 2023.
STATEMENT OF CASH FLOWS FOR 2023
(Thousands of Euros)
| Notes | 2023 | 2022 | |
|---|---|---|---|
| CASH FLOWS FROM OPERATING ACTIVITIES (I): | 1,732 | (19,525) | |
| Profit for the year before tax | 12,766 | 11,088 | |
| Adjustments for | |||
| Dividend revenue | 10.1 | (17,000) | (26,000) |
| Finance income | (19,064) | (6,798) | |
| Finance costs | 37,038 | 17,943 | |
| Exchange differences | (177) | (2,187) | |
| Reversal of impairment participation | (20,000) | - | |
| Changes in working capital | |||
| Trade and other receivables | 2,729 | 1,126 | |
| Trade and other payables | 3,309 | 3,100 | |
| Other current assets | 8 | 5 | |
| Other cash flows from operating activities | |||
| Dividends received | 26,000 | - | |
| Interest paid | (32,960) | (18,376) | |
| Interest received | 13,288 | 6,406 | |
| Corporate Income tax paid | (4,205) | (5,832) | |
| CASH FLOWS FROM INVESTING ACTIVITIES (II): | (54,431) | (9,979) | |
| Proceeds from disposal | |||
| Group companies and associates | 51,026 | 20,021 | |
| Payments due to investment | |||
| Group companies and associates | 5.2 | (105,257) | (30,000) |
| Other credits | (200) | - | |
| 53,979 | 16,854 | ||
| Proceeds and payments relating to financial liability instruments | |||
| Proceeds from issue of bank borrowings | 215,464 | 142,762 | |
| Proceeds from issue of borrowings from Group companies and associates | 62,100 | 52,054 | |
| Repayment and amortisation of bank borrowings | (163,422) | (92,855) | |
| Repayment and amortisation of borrowings with Group companies and associates | (3,434) | - | |
| Other payments | (36,101) | (64,786) | |
| Dividend payments and renumeration of other equity instruments- | |||
| - Dividends | 6.2 | (20,628) | (20,321) |
| EFFECT OF FOREIGN EXCHANGE RATE CHANGES (IV): | 655 | 825 | |
| NET INCREASE/DECREASE IN CASH AND CASH EQUIVALENTS (I+II+III+IV) | 1,935 | (11,825) | |
| Cash and cash equivalents at beginning of year | 45 | 11,870 | |
| Cash and cash equivalents at end of year | 1,980 | 45 |
The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of cash flows for 2023.
Financial Statements for the year ended 31 December 2023 and Directors' Report
Translation of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 14). This translation has been prepared by the Company for informative purposes only, has not been approved by the Board of Directors and has not the consideration of official or regulated information. In the event of a discrepancy, the Spanish-language version prevails.
Translation of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company (see Notes 2 and 14). This translation has been prepared by the Company for informative purposes only, has not been approved by the Board of Directors and has not the consideration of official or regulated information. In the event of a discrepancy, the Spanish-language version prevails.
Notes to the financial statements for the year ended 31 December 2023
Applus Services, S.A. (formerly Applus Technologies Holding, S.L., hereinafter "the Parent" or "the Company") has been since 29 November 2007 the Parent of the Applus Group ("the Applus Group" or "the Group"). The Company has its registered office in calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, in Madrid (Spain).
The Company purpose is as follows:
To carry out studies, works, measurements, tests, analysis and controls, in laboratories or in situ, and such other professional methods and actions considered necessary or advisable, in particular those related to manufacturing materials, equipment, products and installations, in the fields of mechanics, electricity, electronics and information technology, transport and communications, administrative organization and office automation, mining, food, environment, construction and civil works, performed during the stages of design, planning, manufacturing, construction and assembly and commissioning, maintenance and production for all types of companies and entities, both public and private, as well as before the Central State Administration, the Administrations of Autonomous Communities, Provinces and Municipalities, and all types of agencies, institutions and users, whether within the country or abroad.
The purchase, holding and administration, whether direct or indirect, of shares, corporate interests, quota shares and any other form of holding or interest in the capital and/or securities granting right to the obtaining of shares, corporate interests, quota shares or other holdings or interests in companies of any type, with or without legal personality, established in accordance with Spanish law or any other applicable legislation, in accordance with Article 108 of the Law 27/2014, of 27 November 2014, of the Corporate Income Tax Law, or by such legislation as may replace it, as well as the administration, management and guidance of such companies and entities, whether directly or indirectly, by means of the membership, attendance and holding of positions on any governing and management bodies of such companies or entities, carrying out the described advisory, management and guidance services making use of the corresponding organization of material and personnel means. An exception is made for those activities expressly reserved by law for Collective Investment Institutions, as well as for that expressly reserved by the Securities Market Act for investment service companies.
The activities may be carried out either directly by the Company or through the ownership of shares or equity interest in other companies with an identical or related purpose, including the carrying out of all its activities in an indirect manner, therefore acting solely as a holding company.
All activities for which the law establishes special requirements that cannot be carried out by the Company are excluded from the corporate purpose. Should legal provisions require a professional qualification, administrative authorization or registration with a public registry to be able to perform any of the activities included in the corporate purpose, such activities must be performed by persons who hold such professional qualifications, and such tasks shall not be able to commence until the administrative requirements have been met.
Since 9 May 2014 the shares of the Company have been listed on the stock exchange.
The subsidiaries and associates directly and indirectly owned by the Company included in the scope of consolidation are shown in Appendix I. The subsidiaries and associates directly or indirectly owned by the Company excluded from scope of consolidation either because they are dormant companies or because effective control over them is not exercised by the shareholders of the Applus Group are shown in Appendix II.
The Company is the head of a group of subsidiaries, the Applus Group, and is obliged under current legislation to prepare consolidated financial statements separately. The consolidated financial statements for 2022, which were prepared in accordance with International Financial Reporting Standards (IFRSs), were approved by the shareholders at the Annual General Meeting of Applus Services, S.A. on 8 June 2023, and were filed at the Madrid Mercantile Register.
These financial statements relate to the Company individually. The Company prepares consolidated financial statements in accordance with International Financial Reporting Standards (IFRSs) (see Note 4).
Applus looks after the sustainability of its business and feels accountable for acting against climate change and supporting the transition to a low-carbon emissions economy through the services it provides and the management of its processes. Thus, the continuous improvement of a safety, healthy and sustainable environment constitutes the centre of the Company's and its subsidiaries environmental policy, reinforcing its commitment. Although the activities of the Parent's Company and its subsidiaries do not have a significant environmental impact, the consumption of energy in its facilities and the consumption of fuel to provide the services on clients' site generate the main impact of its operations. The Parent's Company and its subsidiaries work to reduce the carbon footprint by means of specific programs related to energy efficiency and the use of renewables.
Climate change offers opportunities which can result in different types of risk in the business of the Parent. The Parent's Company and subsidiaries main objective is to mitigate such risks and identify any potential opportunities to maximise our value to society, through a responsible management of the business, incorporating the interests and expectations of the Parent's stakeholders.
As in prior years, in 2023 the Parent's Company and subsidiaries have assessed qualitatively the risks and opportunities arising from climate change, following the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD) (see Climate Change in section 7 from the Financial and non-financial Report (ESG)), is working to introduce the analysis of scenarios. According to that, the Parent's Company and subsidiaries have identified the potential impact of the risks and the probability of their occurrence, considering the substantial impacts, based on the following key elements: Governance, Strategy, Risk management, Metrics and objectives, classifying the impact as low, medium and high and defined in three time horizons, short, medium and long term. Following the impact assessment, the probability of the risk occurring should be evaluated. Likewise, we rolled out plans to make the best possible use of the opportunities that climate change may offer us, which will more than compensate for any potential impacts, albeit limited, that may arise.
In August 2023, SBTi (Science Based Targets Initiative) validated the long-term target of Applus+ to become netzero by 2050. This environmental objective is aligned with the 1.5º scenario according to the COP of Paris. This objective complements the Group's short-term environmental targets (2030) validated by SBTi in 2022.
The commitment to net-zero emissions has allowed the Parent's Company and subsidiaries to be part of the "Business Ambition for 1.5 ºC" campaign and the UNFCCC "Race to Zero" Campaign, which brings together entities from over the world to completely eliminate emissions by 2050.
It is worth mentioning that since 2019, when the Group established its baseline year for emissions, its emissions have been consistently reduced in line with the commitments we have made.
In view of the business activities carried on by the Parent's Company and subsidiaries, they do not have any environmental liability, expenses, assets, provisions or contingencies that might be material with respect to its equity, financial position or results. Therefore, no specific disclosures relating to environmental issues are included in these notes to the accompanying financial statements.
The Company considers that it complies with applicable environmental protection legislation and has procedures designed to ensure such compliance. In 2023 and 2022, the Company did not recognise any provisions to address potential environmental risks as it considered that there were no significant contingencies associated with potential lawsuits, compensation or other items. Lastly, the potential contingencies, compensation and other environmental risks that could be incurred by the Company are sufficiently covered by its third-party liability insurance policies.
The present financial statements for 2023 were issued by the Company's Directors at the Board of Directors Meeting held on 21 February 2024. The present financial statements were formally prepared in accordance with the regulatory financial reporting framework applicable to the Company, which consists of:
The attached financial statements, which were obtained from the Company's accounting records, are presented in accordance with the regulatory financial reporting framework applicable to the Company and, in particular, with the accounting principles and rules contained therein and, accordingly, fairly present the Company's equity, financial position, results of operations and cash flows for 2023. These financial statements, which were issued by the Company's Directors on 21 February 2024, will be submitted for approval by the shareholders at the Annual General Meeting. The Company's Directors consider that these financial statements will be approved without any changes.
The financial statements for 2022 were approved at the Annual General Meeting held on 8 June 2023.
In preparing these financial statements, the Company omitted any information or disclosures which, not requiring disclosure due to their qualitative importance, were considered not to be material in accordance with the concept of materiality defined in the conceptual framework of the 2007 Spanish National Chart of Accounts.
No non-obligatory accounting principles were applied. Also, the Directors formally prepared these financial statements taking into account all the obligatory accounting principles and standards with a significant effect hereon.
All obligatory accounting principles were applied.
The Company's Directors are responsible for the information included in these financial statements, which shall be issued by them in accordance with the applicable regulatory financial reporting framework (see Note 2.1), as well as, for implementing the internal control measures that they consider necessary to ensure the financial statements do not have any material misstatement.
In preparing the attached financial statements, estimates were made based on historical experience and on other factors considered to be reasonable in view of the current circumstances; these estimates formed the basis for establishing the carrying amounts of certain assets, liabilities, income, expenses and obligations whose value is not readily determinable using other sources. The Company reviews its estimates on an ongoing basis.
The main assumptions regarding the future and other significant sources of uncertainty in the estimates at yearend that could have a significant effect on the financial statements in the coming year were as follows:
Although these estimates were made on the basis of the best information available as of 31 December 2023 future events might make it necessary to change these estimates (upwards or downwards) in the coming years. Changes in accounting estimates would be applied prospectively.
On 30 June 2023, Manzana Spain Bidco, S.L.U., a company indirectly owned by funds managed by indirect subsidiaries of Apollo Global Management, INC. ("Apollo") submitted an application for authorisation of a voluntary tender offer for all the Company's shares. The Spanish National Securities Market Commission (CNMV) admitted Apollo's tender offer for consideration on 17 July 2023 and the foreign investment was authorised without any conditions by the Spanish Cabinet on 27 December 2023.
The terms and conditions of Apollo's tender offer were initially detailed in the prospectus authorised by the CNMV on 17 January 2024 in which Apollo articulated its offer in the form of a purchase and sale. The consideration was EUR 9.5 per Applus share, subject to, among others, the acceptance of the tender offer by the holders of at least 75% of the share capital of Applus ("Minimum Acceptance Condition").
Subsequently, on 26 January 2024 Apollo announced that it had submitted an application for authorisation to the CNMV in order to modify its offer by increasing the consideration offered to EUR 10.65 per share, as a result of the execution of shares purchase agreements representing 21.85% of the share capital of Applus announced on 24 January 2024. The addendum to the offer prospectus containing the terms and conditions modifying the tender offer was approved by the CNMV on 2 February 2024 and the Minimum Acceptance Condition was eliminated, along with some other pending conditions.
In parallel, on 14 September 2023, Amber EquityCo, S.L.U., a company wholly owned indirectly by private equity funds managed by indirectly-owned subsidiaries of ISQ Holdings, L.L.C. and TDR Capital L.L.P. ("ISQ and TDR") (Amber EquityCo, S.L.U. is owned 50% by funds managed by subsidiaries of ISQ and 50% by funds managed by TDR), submitted an application for authorisation of a voluntary tender offer for all the Company's shares with an initial offer price of EUR 9.75 per Applus share. On 2 February 2024 ISQ and TDR announced their decision to increase the price of their offer to EUR 11 and reduce the Minimum Acceptance Condition to 50%. The Spanish Cabinet authorised the foreign investment without any conditions on 30 January 2024 and it was admitted for processing of the application for authorisation by the CNMV on February 16, 2024. However, at the date of issue of these financial statements, the prospectus has not been published and therefore the terms are still not known.
The period for the acceptance of Apollo's tender offer will not commence until the tender offer submitted by ISQ and TDR have been authorised or rejected by the CNMV.
In summary, at the end of 2023 and at the date of formal preparation of these financial statements there are two tender offer bids (one authorised and one pending authorisation by CNMV) the execution and potential outcome of which may eventually arise in the coming months of 2024.
The tender offer processes indicated above could have an impact on the financial situation and profit or loss of the Company and the Group in 2024 as a result of the change of control that could occur if either of the two tender offers were successful.
In this regard, the Company has certain debt, fundamentally, the syndicated loan and private debt placed with US investors (see Note 7.1), which at 31 December 2023 amounted to EUR 523.9 million (EUR 800.6 million for the Applus Group), which contractual conditions include a change of control clause that the lenders could activate, accelerating the repayment of the debt.
In accordance with the regulatory financial reporting framework applicable to the Company, the financial debt is presented as a non-current liability in the attached balance sheet on the basis of its contractual maturity at the end of 2023. The Directors, together with their legal counsel, consider that the change of control clause might carry the right to accelerate the repayment of the financing granted if there is a change of control, which can only be exercised, as the case may be, when such change of control occurs. Consequently, at 2023 yearend the lenders were not entitled to accelerate the repayment of the debt.
At the reporting date and at the date of formal preparation of the consolidated financial statements, taking into account the Group's current circumstances, it is not considered probable the demand for repayment would materialise in the future considering that a debt refinancing would immediately take place as explained in Apollo's (Manzana Spain Bidco, S.L.U.) prospectus and that this is common practice in these types of transactions.
Also, certain long-term share-based incentive plans of the Company's Management team and key employees provide, in the event of a change of control, for the early vesting of the plans and their settlement in cash at the price of the Applus shares on the date on which the change of control occurs.
The Company has therefore recognised a provision for the long-term incentive plans at 31 December 2023, and it is considered that the early vesting of the incentive plans will not have a significant impact on the amount recognised in 2023 or in relation to such shortfall in the related provision that might arise in 2024 in the event of the early vesting of the plans.
The accounting policies were applied on a consistent basis in 2023 and 2022 and, accordingly, no operations or transactions were accounted for following different accounting policies that might have given rise to discrepancies in the interpretation of the comparative figures in both years.
Certain items in the statement of financial position, statement of profit or loss, statement of changes in equity and statement of cash flows are grouped together to facilitate their understanding; however, whenever the amounts involved are material, the information is broken down in the related notes to the financial statements.
In preparing the attached financial statements no errors were detected that would have made it necessary to restate the amounts included in the financial statements for 2022.
The proposed allocation of the Company's net profit, formulated by the Board of Directors that will be presented at the next Company's Annual General Meeting of the Shareholders, for 2023 is as follows:
| Thousands of Euros | |
|---|---|
| Basis of allocation: | |
| Profit of the year | 22,141 |
| 22,141 | |
| Allocation: | |
| To unrestricted reserves | 22,141 |
| Total | 22,141 |
As indicated in Note 2, the Company applied accounting policies in accordance with the accounting principles and rules included in the Spanish Commercial Code, implemented in the current Spanish National Chart of Accounts (2007 and Royal Decree 1/2021), and all other Spanish corporate law in force at the reporting date of these financial statements. In this connection, only those accounting policies that are specific to the Company's business activities and those considered significant on the basis of the nature of its activities are detailed below.
The financial assets held by the Company are classified in the following categories:
a) Financial assets at amortised cost: these include financial assets, including those admitted to trading on an organised market, for which the Company holds the investment in order to collect contractual cash flows, and the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding.
In general, this category includes:
Group companies are deemed to be those related to the Company as a result of a relationship of control and associates are companies over which the Company exercises significant influence. Jointly controlled entities include companies over which, by virtue of an agreement, the Company exercises joint control with one or more other ventures.
In general terms, financial assets are initially recognised at the fair value of the consideration given, plus any directly attributable transaction costs. However, transaction costs directly attributable to financial assets classified as at fair value through profit or loss are recognised in profit or loss.
Also, in the case of equity investments in Group companies affording control over the subsidiary, the fees paid to legal advisers and other professionals relating to the acquisition of the investment are recognised directly in profit or loss.
Financial assets at amortised cost are accounted for using this measurement rule, and the related accrued interest is recognised in profit or loss using the effective interest method.
Investments classified in category b) above are measured at cost net, where appropriate, of any accumulated impairment losses. These losses are calculated as the difference between the carrying amount of the investments and their recoverable amount. Recoverable amount is the higher of fair value less costs of disposal and the present value of the future cash flows from the investment. Unless there is better evidence of the recoverable amount of investments in equity instruments, it is based on the value of the equity of the investee, adjusted by the amount of the unrealised gains existing at the date of measurement, net of the related tax effect.
The Company has majority ownership interests in the share capital of certain companies. The financial statements do not reflect the increases or decreases in the value of the Company's ownership interests which would arise from the application of consolidation methods. It should also be noted that, in accordance with current legislation, the Company prepares consolidated financial statements separately under International Financial Reporting Standards ("EU-IFRS"). These consolidated financial statements have been authorised for issue by the Board of Directors on the meeting held on 21 February 2024.
The main aggregates in the consolidated financial statements for 2023 prepared, as stipulated in Final Rule 11 of Law 62/2003, of 30 December, in accordance with International Financial Reporting Standards approved by European Commission Regulations, are as follows:
| Thousands of Euros | ||
|---|---|---|
| 2023 | 2022 | |
| Total Assets | 2,440,687 | 2,432,604 |
| Equity attributable to the shareholders of the parent | 540,529 | 606,747 |
| Revenue of the consolidated operations | 2,057,916 | 1,898,514 |
| Net profit (loss) attributable to the parent | 20,191 | 48,600 |
The Company derecognises a financial asset when the rights to the cash flows from the financial asset expire or have been transferred and substantially all the risks and rewards of ownership of the financial asset have also been transferred.
However, the Company does not derecognise financial assets, and recognises a financial liability for an amount equal to the consideration received, in transfers of financial assets in which substantially all the risks and rewards of ownership are retained.
Financial liabilities assumed or incurred by the Company are classified as financial liabilities at amortised cost, which are the Company's loans and payables that have arisen from the purchase of goods or services in the normal course of the Company's business and also those which, not having commercial substance or being derivative financial instruments, arise from loans and credits received by the Company.
These liabilities are initially recognised at the fair value of the items received, adjusted by the directly attributable transaction costs. These liabilities are subsequently measured at amortised cost.
The Company derecognises financial liabilities when the obligations given cease to exist.
At 31 December 2023 the Company does not hold any financial derivative products.
At least once a year, the Company tests financial assets not measured at fair value through profit or loss for impairment. Objective evidence of impairment is considered to exist when the recoverable amount of the financial asset is lower than its carrying amount. When this occurs, the impairment loss is recognised in the statement of profit or loss.
Recoverable amount is the higher of fair value less costs to sell and value in use.
The Management updates annually its subsidiaries business plan which is prepared according to the Group estimates by sector and geography, considering the specific characteristics of each company regarding to its customers, projects and services. The main components of this plan are: projections on operating income and expense, investment and working capital. For 2023, the Business Plan includes the 2024 budget approved by the Board of Directors of the Company together with the expectations for the following years.
The projections were prepared on the basis of past experience and of the best estimates available at the date on which the impairment tests were carried out.
In order to calculate the recoverable amount of each asset, the present value of its cash flows was determined using as a basis the business plan prepared by the Company Management. As a general rule, projections based on indefinite useful lives were used, applying a projected period of five years and a perpetual return from the sixth year onwards, except for the businesses with a finite useful life for which projections adjusted to the actual duration of the contract are used, considering in such cases the probability of renewal thereof. The cash flows generated by each asset were considered to grow to perpetuity at a rate equivalent to that of the growth of each industry in the territory in which it operates.
The main average discount rates after tax used in each of the Company's geographical areas were as follows:
| Country/Geographical Area | 2023 | 2022 |
|---|---|---|
| Spain | 8.9%-9.7% | 8.7%-9.9% |
| Rest of Europe | 7.6%-8.9% | 7.7%-8.4% |
| US and Canada | 7.9% | 8.3% |
| Latin America | 12.4% | 11.7% |
The Company's functional currency is the Euro. Therefore, transactions in currencies other than the Euro are deemed to be "foreign currency transactions" and are recognised by applying the exchange rates prevailing at the date of the transaction.
At the end of each reporting period, monetary assets and liabilities denominated in foreign currencies are translated by applying the exchanges rates prevailing at the closing date. Any resulting gains or losses are recognised directly in the statement of profit or loss in the year in which they arise.
Non-monetary assets and liabilities carried at fair value that are denominated in foreign currencies are translated at the exchange rates prevailing at the date when the fair value was determined. The resulting gains or losses are recognised in equity or in profit or loss by applying the same methods as those used to recognise changes in fair value, as indicated in Note 4.1 on Financial instruments.
Tax expense (tax income) comprises current tax expense (current tax income) and deferred tax expense (deferred tax income).
The current corporate income tax expense is the amount payable by the Company as a result of corporate income tax settlements for a given year. Tax credits and other tax payment benefits on the tax payable, excluding tax withholdings and pre-payments, and tax loss carry forwards from prior years effectively offset in the current year reduce the current corporate income tax expense.
The deferred tax expense or income relates to the recognition and derecognition of deferred tax assets and liabilities. These include temporary differences measured at the amount expected to be payable or recoverable on differences between the carrying amounts of assets and liabilities and their tax bases, and tax loss and tax credit carry forwards. These amounts are recognised by applying to the temporary difference or tax asset that are expected to apply at the corporate tax rates in the period when the asset is realised or the liability is settled.
Deferred tax liabilities are recognised for all temporary differences except for:
a) Those arising from the initial recognition of goodwill or other assets and liabilities in a transaction that does not affect neither the tax profit nor the accounting profit and is not a business combination.
b) Those associated with investments in subsidiaries, branches and associates or interests in joint ventures, when the Company is able to control the timing of the reversal of the temporary difference and it is probable that the temporary difference will not reverse in the foreseeable future.
Deferred tax assets are only recognised in the statement of financial position if it is considered probable that the Company will have sufficient future taxable profits against which they can be utilised.
The deferred tax assets recognised are reassessed at the end of each reporting period and the appropriate adjustments are made to the extent that there are doubts as to their future recoverability. Also, unrecognised deferred tax assets are reassessed at the end of each reporting period and are recognised to the extent that it has become probable that they will be recovered through future taxable profits.
The Company is the head of the Applus Group, which files consolidated tax returns as being the tax group number 238/08, and the tax base for the year is determined as if individual returns were being filed, net of such tax credits and tax relief as might be deductible under the consolidated tax regime. The Company manages the accounts receivable or payable that arise related to the group corporate income tax.
| Companies | ||||
|---|---|---|---|---|
| Applus Services, S.A. | Ringal Invest, S.L. | |||
| Applus Servicios Tecnológicos, S.L.U. | Applus Iteuve Technology, S.L.U. | |||
| IDIADA Automotive Technology, S.A. | Tunnel Safety Testing, S.A. | |||
| Applus Norcontrol, S.L.U. | jtsec Beyond IT Security, S.L. | |||
| Novotec Consultores, S.A.U. | Supervisión y Control, S.A.U. | |||
| Entidad IDV Madrid, S.L.U. | Laboratorio de Ensayos Metrológicos, S.L. | |||
| LGAI Technological Center, S.A. | ZYX Metrology, S.L. | |||
| Iteuve Canarias, S.L. | Applus Organismo de Control, S.L.U. | |||
| Enertis Solar, S.L.U. | Applus Energy, S.L. | |||
| Applus Certificación IDI, S.L.U. |
The Spanish consolidated tax group is comprised by the following companies:
The Company is head of the tax group and files consolidated VAT returns as part of VAT group number 0036/11. The Company manages the accounts receivable and payable generated in this connection.
The Spanish VAT group is comprised by the following companies:
| Companies | ||||
|---|---|---|---|---|
| Applus Services, S.A. | Applus Energy, S.L.U. | |||
| Applus Servicios Tecnológicos, S.L.U. | Ringal Invest, S.L.U. | |||
| LGAI Technological Center, S.A. | Applus Iteuve Technology, S.L.U. |
According to BOICAC's 79, question 2, due to the Company's holding activity, both the dividend revenue and the finance revenue of the loans from its subsidiaries are recorded under the heading "Revenue".
Revenue and expenses are recognised when the actual flow of the related goods or services occurs, regardless of when the resulting monetary or financial flow arises.
Revenue from the sale of goods and the rendering of services is measured at the monetary amount received or, where appropriate, at the fair value of the consideration received or receivable, which, in the absence of evidence to the contrary, will be the price agreed on, net of any discounts, taxes and interest included in the nominal amount of the receivables. The estimated amount of variable consideration will be included in the measurement of revenue only to the extent that it is highly probable that a significant reversal in the amount of cumulative revenue recognised will not occur.
Revenue is recognised when (or as) control of a promised good or service is transferred to a customer.
For the recognition of the Company's revenue, be it in the form of dividends, interest or revenue from services rendered to Group companies, there is a single performance that is satisfied at a point in time the price of which is determined in contracts with customers and, accordingly, revenue recognition is not complex and the revenue is recognised when the performance obligation is satisfied.
Interest revenue from financial assets is recognised using the effective interest method and dividend revenue is recognised when the shareholder's right to receive payment has been established. Interest and dividends from financial assets accrued after the date of acquisition are recognised as revenue in the profit or loss statement.
With respect to the dividends received, any distribution of unrestricted reserves shall be classified as a "distribution of profit" and, accordingly, shall give rise to the recognition of revenue in the shareholder's financial statements, provided that the investee or any Group company in which the latter holds an ownership interest has earned a profit exceeding the equity distributed from the acquisition date. The judgement as to whether a profit has been earned by the investee shall be based exclusively on the profits recognised in the separate statement of profit or loss from the acquisition date, unless there is no doubt that the distribution of the dividend out of the aforementioned profit for the year should be classified as a recovery of the investment from the perspective of the entity receiving the dividend.
Fees for attending general meetings and expenses incurred in holding such meetings are recognised when they are incurred under "Other Operating Expenses" in the accompanying statement of profit or loss since the amounts thereof are merely compensatory in nature.
When preparing the financial statements, the Company's Directors make a distinction between:
The financial statements include all the provisions with respect to which it is considered that it is more likely than not that the obligation will have to be settled. Contingent liabilities are not recognised in the financial statements, but rather are disclosed, unless the possibility of an outflow in settlement is considered to be remote.
Provisions are measured at the present value of the best possible estimate of the amount required to settle or transfer the obligation, taking into account the information available on the event and its consequences. Where discounting is used, adjustments made to provisions are recognised as financial cost on an accrual basis.
The compensation to be received from a third party on settlement of the obligation is recognised as an asset when there are no doubts that the reimbursement will take place.
Under current legislation, the Company is required to pay termination benefits to employees terminated under certain conditions. Therefore, termination benefits that can be reasonably quantified are recognised as an expense in the year in which the decision to terminate the employment relationship is taken and a valid expectation regarding termination is created on the part of third parties.
Environmental assets are deemed to be assets used on a lasting basis in the Company's operations whose main purpose is to minimise environmental impact and protect and improve the environment, including the reduction or elimination of future pollution.
Because of their nature, the Company's business activities do not have an environmental impact.
For the purposes of the presentation of the financial statements, group companies are considered to be those entities over which the Company directly and indirectly controls the financial and operating policies, exercises power over the relevant activities, maintains exposure, or rights, to variable returns from involvement with the investee; and the ability to use power over the investee to affect the amount of the investor's returns. This is generally because it holds more than 50% of the voting power.
Associates are companies over which the Company is in a position to exercise significant influence, but not control or joint control. Normally this capacity exists because the Company holds (directly or indirectly) between 20% and 50% of the voting power of the subsidiary.
For the purposes of the information in this section, related parties are considered to be:
The Company performs all its transactions with related parties on an arm's length basis. Also, the transfer prices are adequately supported and, therefore, the Company's Directors consider that there are no material risks in this connection that might give rise to significant liabilities in the future.
Leases are classified as finance leases whenever the terms of the lease transfer substantially all the risks and rewards incidental to ownership of the leased asset to the lessee. All other leases are classified as operating leases.
At 31 December 2023 and 2022, the Company did not have any finance leases.
Expenses resulting from operating leases are recognised in the statement of profit or loss in the year in which they are incurred.
The Company only holds certain vehicles under operating leases which do not have a significant impact.
Current assets are assets associated with the normal operating cycle, which in general is considered to be one year; other assets which are expected to mature, be disposed of or be realised within twelve months from the end of the reporting period; financial assets held for trading, except for financial derivatives that will be settled in a period exceeding one year; and cash and cash equivalents. Assets that do not meet these requirements are classified as non-current assets.
Similarly, current liabilities are liabilities associated with the normal operating cycle, financial liabilities held for trading, except for financial derivatives that will be settled in a period exceeding one year; and, in general, all obligations that will mature or be extinguished at short term. All other liabilities are classified as non-current liabilities.
The Company has established specific remuneration plans with its key employees:
Treasury shares acquired by the Company during the year are recognised at acquisition cost, reducing equity until they are sold. Gains and losses on the acquisition, sale, issue or retirement of treasury shares are recognised directly in equity and in no case are they recognised in profit or loss.
The carrying amount of "Non-Current Investments in Group Companies and Associates", "Current Investments in Group Companies and Associates" and "Receivable from Group companies and associates" was classified for measurement purposes in the following categories at the end of 2023 and 2022 (in thousands of euros):
| 31/12/2023 | 31/12/2022 | ||||
|---|---|---|---|---|---|
| Categories | Long term | Short term | Short term | ||
| Financial assets at cost: | |||||
| Equity investments in Group companies and associates | 1,780,145 | - | 1,660,145 | - | |
| Financial assets at amortised cost (Note 10.2): | |||||
| Credits (loans) to Group companies | 101,109 | 250,760 | 130,052 | 194,759 | |
| Credits from commercial operations | - | 842 | - | 2,077 | |
| Short-term interest receivable from Group companies | - | 8,120 | - | 2,339 | |
| Account receivable relating to dividends | - | 17,000 | - | 26,000 | |
| Total financial assets | 1,881,254 | 276,722 | 1,790,197 | 225,175 |
The changes in 2023 and 2022 in "Non-current equity investments in Group companies and associates" were as follows (in thousands of euros):
| Categories | 01/01/2023 | Additions | Impairment loss |
31/12/2023 |
|---|---|---|---|---|
| Equity investments in Group companies and associates |
1,660,145 | 100,000 | 20,000 | 1,780,145 |
| Total | 1,660,145 | 100,000 | 20,000 | 1,780,145 |
| Categories | 01/01/2022 | Additions | Impairment loss |
31/12/2022 |
|---|---|---|---|---|
| Equity investments in Group companies and associates |
1,630,145 | 30,000 | - | 1,660,145 |
| Total | 1,630,145 | 30,000 | - | 1,660,145 |
In 2023, the Company has increased its ownership in the subsidiary Applus Servicios Tecnológicos, S.L.U. by EUR 100,000 thousand through a sole shareholder contribution recognised in the investee's equity for that amount. This increase in the ownership interest in Applus Servicios Tecnológicos, S.L.U. was mainly performed to enable this Company to acquire various companies, between them Ripórtico Engenharia Lda., Rescoll Group and Barlovento Group.
In 2023, the Company's Directors have re-estimated the recoverable amount of equity investments in their businesses and, as a consequence, it has become apparent that the accumulated impairment in the value of the investment in Applus Servicios Tecnológicos, S.L.U. amounting to EUR 20,000 thousand needed to be reversed to bring it into line with its recoverable amount, as described in Notes 2.4 and 4.1.
In 2022, the Company increased its ownership in the subsidiary Applus Servicios Tecnológicos, S.L.U. by EUR 30,000 thousand through a sole shareholder contribution recognised in the investee's equity for that amount. This increase in the ownership interest in Applus Servicios Tecnológicos, S.L.U. was mainly performed to enable this Company to acquire K2 Ingeniería, S.A.S. group.
Additionally, in 2022, a merger by absorption between the companies Azul Holding 2, S.à.r.l. and Velosi S.a.r.l was carried out. As a result of this operation, the Company was the shareholder company of Velosi S.a.r.l at the end of the financial year 2022. This merger applied a local tax neutrality regime, similar to that provided by the Spanish Law 27 /2014, of November 27, on Corporate Income Tax ("LIS"), in the country of residence (Luxembourg) of the aforementioned non-resident companies. Likewise, the Company, as a partner of the nonresident entities participating in the merger, proceeded to notify to the Tax Administration the acceptance of this operation in Spain under the tax neutrality regime provided for in Chapter VII of Title VII of the LIS.
The value of direct shareholdings at 31 December 2023 and 2022 are as follows (in thousands of euros):
| Subsidiary | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Applus Servicios Tecnológicos, S.L.U. | 1,677,933 | 1,557,933 |
| Velosi S.a.r.l. | 102,212 | 102,212 |
| Total equity investments in group companies and associates | 1,780,145 | 1,660,145 |
The most significant information in relation to subsidiaries in which the Company had a direct ownership interest at 2023 and 2022 is as follows:
| 2023 - Thousands of euros | ||||||||
|---|---|---|---|---|---|---|---|---|
| Name / Registered office | % of ownership |
Share capital | Profit (Loss) | Other equity | Total equity | Carrying | ||
| From operations |
Net | items | amount | |||||
| Applus Servicios Tecnológicos, S.L.U. | 100% | 134,487 | 17,692 | 14,447 | 642,337 | 791,271 | 1,677,933 | |
| Velosi S.a.r.l. | 100% | 25 | 4,554 | 6,608 | 49,946 | 56,579 | 102,212 | |
| Total | 134,512 | 22,246 | 21,055 | 692,283 | 847,850 | 1,780,145 |
| 2022 - Thousands of euros | ||||||||
|---|---|---|---|---|---|---|---|---|
| Name / Registered office | % of ownership |
Profit (Loss) | Other equity | Carrying | ||||
| Share capital Total equity items From Net operations |
amount | |||||||
| Applus Servicios Tecnológicos, S.L.U. | 100% | 134,487 | (162,906) | (161,083) | 720,372 | 693,775 | 1,557,933 | |
| Velosi S.a.r.l. | 100% | 26 | 1,268 | (498) | 52,519 | 52,048 | 102,212 | |
| Total | 134,513 | (161,638) | (161,581) | 772,891 | 745,823 | 1,660,145 |
The Company's Directors have reviewed the cash flows of the companies included in both subgroups, and determined that, based on the business plans of the Group in which the Company is the Parent, the value of the investment at 31 December 2023 will be recovered.
As indicated in Note 4.1, at year-end the Company tests the investments recognised to ascertain whether there are any indications of impairment and, as the case may be, the recoverable amount of the assets.
To this end, firstly, the recoverable amount of the investments was estimated on the basis of the equity of the related investees.
In those cases where this method was used and it was disclosed that the carrying amount was higher, the recoverable amount of the investment was determined on the basis of the present value of the future cash flows generated by the investment, calculated using an estimate of the investor's share of the cash flows expected to be generated by the investee, or market value (price of recent similar transactions in the market) less the costs associated with the sale.
Where the investee engages mainly in the ownership of equity investments, its recoverable amount was calculated by aggregating the present value of the future cash flows from the investments in its subsidiaries.
The main steps carried out in order to determine the present value of the future cash flows arising from the investment were as follows:
As a result of the foregoing, in 2023 it has been considered necessary to recognise the impairment loss reversion in Applus Servicios Tecnológicos, S.L.U. On the other hand, in 2022 it was not considered necessary to recognise impairment losses nor reversions.
The most significant assumptions used in determining the fair value of the investments in Group companies are detailed in Note 4.1.
In connection with the impairment tests on the investments in Group companies, the recoverable amount (determined on the basis of the fair value as stated above) obtained therefrom exceeds the carrying amount of the investments recognised and, therefore, if the assumptions used in the calculations changed significantly, there would be no indication of the existence of a significant impairment risk.
According to the sensitivity analysis performed, changes of +50 basis points in the discount rates, -50 basis points in the growth rates of the "g" terminal value and -500 basis points in the business growth rates would not lead to a significant impairment loss.
Thus, the recoverable amount obtained exceeds the carrying amount of the investments in Group companies, and the sensitivity analysis conducted on the projections shows clearly a high tolerance (above 20%) to changes in the key assumptions used.
The subsidiaries and associates directly and indirectly owned by the Company are shown in Appendix I. None of the subsidiaries are listed on the stock market.
The detail of the balances of "Cash and cash equivalents" at 31 December 2023 and 2022 is as follows (in thousands of euros):
| Categories | 31/12/2023 | 31/12/2022 |
|---|---|---|
| Cash recognised in current accounts | 1,980 | 45 |
| Total cash and cash equivalents | 1,980 | 45 |
At 31 December 2023 and 2022, no amount recognised under "Cash and cash equivalents" had been pledged.
At the end of 2023, the Company has short-term credit facilities which are partially drawn down. The amount drawn down amounts to EUR 11,038 thousand (2022: EUR 4,067 thousand) which are classified under "Current bank borrowings" in the accompanying statement of financial position (see Note 7).
The Company's financial risk management is centralised in the Corporate Financial Department of the Applus Group, which has established required mechanisms to control exposure to interest rate and exchange rate fluctuations as well as credit and liquidity risk. The main financial risks affecting the Company are as follows:
a) Credit risk:
In general, the Company holds its cash and cash equivalents at banks with high credit ratings.
The accounts receivable at 31 December 2023 and 2022 relate mainly to balances with Group companies for services provided by the Company.
The Company's Directors consider that there was no significant credit risk at 31 December 2023 and 2022.
The carrying amount less any accumulated impairment losses represents the maximum exposure to credit risk and also coincides with the carrying amount at which all the Company's financial assets are recognised.
Also, there are no significant financial assets that entail the recognition of income in the statement of profit or loss.
| Thousands of euros | |||||||
|---|---|---|---|---|---|---|---|
| 2023 | 2022 | ||||||
| Book value | Accumulated correction for impairment |
Book value | Accumulated correction for impairment |
||||
| Amount not due | - | - | - | - | |||
| Overdue impaid amount: | |||||||
| Less than 90 days | - | - | - | - | |||
| Between 90 and 180 | - | - | - | - | |||
| Between 180 and 360 | - | - | - | - | |||
| More than 360 days | 228 | (76) | 237 | (79) | |||
| 228 | (76) | 237 | (79) |
The detail of the age of the financial assets and of the related impairment losses is as follows:
The carrying amount of the financial assets and financial liabilities constitutes an acceptable approximation to fair value.
b) Liquidity risk:
The Company, for the purpose of ensuring liquidity and enabling it to meet all the payment obligations arising from its business activities, has the cash and cash equivalents disclosed in its statement of financial position, together with credit and financing facilities.
The Company manages liquidity risk prudently by maintaining sufficient cash, the availability of financing in the form of committed credit facilities and through the sufficient capacity to settle market positions.
The detail by maturity of the financial liabilities with fixed or determinable maturities is shown in Note 7.
At 2023 year-end, the amount of the financial liabilities that was scheduled to mature in 2024, totalling EUR 47,419 thousand, was lower than the available funds, determined as the sum of: cash and cash equivalents and current financial assets; the annual cash flow expected to be generated in 2023; and the discount lines and credit facilities to which banks are committed that have not been used and that have an initial maturity of more than 12 months (see Note 7).
c) Market risk:
Both the Company's cash and part of its bank borrowings are exposed to interest rate risk, which variations could have an effect on financial profit or loss and cash flows. In addition, in order to minimize the risk exposure, the Company has a private debt placement secured at a fixed interest rate. Private placement debt represents at 31 December 2023 a 56% of total debt drawn (60% at the end of 2022).
The Company's Directors continue to constantly monitor these risks.
In addition, some of the balances with Group companies are in foreign currencies.
Therefore, the main market risks to which the Company is exposed are interest rate and foreign currency risk.
c.1) Interest rate risk:
The detail of the average interest rate and of the average financial debt drawn is as follows:
| 2023 | 2022 | |
|---|---|---|
| Average interest rate | 2.69% | 2.08% |
| Average financial debt drawn (thousands of euros) | 590,191 | 548,480 |
On the basis of the financial debt drawn, the impact on borrowing costs of a change of half a point in the average interest rate would be as follows:
| Change in interest rate +0,50% | 2023 | 2022 |
|---|---|---|
| Change in borrowing costs (thousands of euros) | 1,301 | 1,092 |
c.2) Foreign currency risk:
The Company's Management, based on activity in countries outside the eurozone, monitors the changes in the various currencies in which the Parent's Company Group operates and assesses the foreign currency risk that could affect its financial statements.
To manage foreign currency risk, the Company takes the following measures:
If the financial market of the country in which the investment is made allows for adequate financing to be obtained in terms of timing and cost, hedging is naturally obtained through financing taken in the same currency as that of the investment.
If the above is not possible, the Company determines asset and liability sensitivity to exchange rate fluctuations on the basis of the extent and severity (volatility) of the risk exposure.
At 31 December 2023 financial debt has been drawn down in US dollars (at 31 December 2022 financial debt was drawn down in US dollars), so the Company is exposed to foreign currency risk as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Financial debt subject to foreign currency risk | 16,807 | 17,443 | ||
| Average financial debt drawn subject to foreign currency risk | 21,126 |
On the basis of the financial debt in foreign currency, the impact on borrowing costs of a change of half a point in the average exchange rate would be as follows:
| 2023 | 2022 | |||||
|---|---|---|---|---|---|---|
| Change in exchange rate | +0.50% | -0.50% | +0.50% | -0.50% | ||
| Change in borrowing costs (thousands of euros) | 86 | (86) | 106 | (106) |
Despite the long period of historically low inflation, in 2022 inflation in the euro zone rose sharply, remaining stable in 2023. The great majority of the Company's expense contracts are indexed to inflation, being the main ones those related to leased infrastructure. Likewise, the great majority of the contracts between the Company and its clients are indexed to inflation, meaning that much of this risk is naturally mitigated.
The Directors, the Management of the Company and of its subsidiaries continue to observe closely the geopolitical and macroeconomic situation in the markets in which the Group operates and monitor the degree of achievement of the strategic plan presented in November 2021. In 2023 special attention was paid to the possible impacts of the war between Russia and Ukraine and the geopolitical and financial risks in the markets in which the Group operates and obtains its financing. In addition, special attention is paid to technology-related risks and those derived from cyberattacks, as well as to environmental regulatory and labour-related risks. In no case were any significant impacts detected for the Group. The Group's liquidity at year-end amounted to EUR 472 million.
At 31 December 2022, the Parent's share capital is represented by 135,867,508 fully subscribed and paid-up common shares of EUR 0.10 par value each.
On 8 June 2023, the General Shareholders' Meeting approved the capital reduction through the redemption of 6,793,375 treasury shares, which represent the 5% of the share capital of the Parent Company. This capital reduction was duly registered in the Mercantile Registry of Madrid and has led to a reduction in the share capital of the Parent Company by EUR 679 thousand (with a nominal value of EUR 0.10 per share), a decrease in the value of own shares (see Note 6.3) for an amount of EUR 47,613 thousand (at an average price of EUR 7.01) and a reduction in reserves (see Note 6.2) for an amount of EUR 46,934 thousand.
Consequently, as at 31 December 2023, the share capital of the Parent Company is represented by 129,074,133 ordinary shares of EUR 0.10 par value each, fully subscribed and paid.
As per the notifications of the number of shares submitted to the Spanish National Securities Market Commission (CNMV), the following shareholders owned significant direct and indirect interests in the Company's share capital, representing more than 3% of share capital, at 31 December 2023 were as follows:
| % Voting rights attached to shares |
% Voting rights through financial instruments |
% Total voting rights |
|
|---|---|---|---|
| Morgan Stanley | 4.634% | 6.652% | 11.286% |
| Barclays Plc | 0.041% | 8.562% | 8.603% |
| JP Morgan Chase & Co | 6.625% | 1.286% | 7.911% |
| Davies, Simon (Sand Grove) | - | 6.926% | 6.926% |
| The Goldman Sachs Group Inc | 5.858% | 0.014% | 5.872% |
| Samson Rock Capital Llp | - | 5.859% | 5.859% |
| DWS Investment Gmbh | 3.840% | - | 3.840% |
| Santander Asset Management, S.A., SGIIC | 3.771% | - | 3.771% |
| Jefferies Financial Group Inc | - | 3.043% | 3.043% |
The Company's Directors are not aware of any other ownership interests of 3% or more of the share capital or voting rights of the Company, or of any lower ownership interests that might permit the holder to exercise a significant influence over the Company.
Under the Spanish Companies Act, 10% of net profit for each year must be allocated to the legal reserve until the balance of this reserve reaches at least 20% of the share capital. The legal reserve can be used to increase capital provided that the remaining reserve balance does not fall below 10% of the increased share capital amount, except for that, and until the legal reserve exceeds 20% of share capital, it can only be used to offset losses, provided that sufficient other reserves are not available for this purpose.
At the end of 2023 and 2022 the balance of the legal reserve amount to EUR 2,860 thousand and it had reached the legally minimum required.
At 31 December 2023 and 2022, the share premium reserves amounted to EUR 449,391 thousand and it is fully available.
The Spanish Companies Act allows the use of the share premium reserves balance to increase capital and it does not establish specific restrictions on the availability of that balance.
At the closing of the financial years 2023 and 2022, the Company owns reserves that add up to EUR 676,958 and EUR 721,618 thousand, respectively.
During 2023, reserves decreased by EUR 46,934 thousand as a result of the capital reduction mentioned in Note 6.1.
On 8 June 2023, the General Shareholders' Meeting of the Parent Company approved the allocation of the profit of the Parent Company for the year 2022 amounting to EUR 22,581 thousand, to dividends for an amount of EUR 0.16 per share for all the outstanding shares entitled to receive a dividend, which represented EUR 20,628 thousand, and the remaining to voluntary reserves of free disposal. The dividend was paid on 6 July 2023.
At 31 December 2023, the Company holds a total of 146,997 treasury shares at an average cost of EUR 7.01 per share. The value of these treasury shares totalled EUR 1,030 thousand, which is recognised under "Treasury Shares" in the accompanying statement of financial position as at 31 December 2023 (see Note 4.12).
The Board of Directors of the Parent Company approved on 26 January 2022 to launch a programme to buyback the Company's shares, pursuant to the authorization granted by the General Meeting of Shareholders of the Company held on 29 May 2020, under item Seventh of its agenda. The share buyback programme started on 1 February 2022 and finalized on 13 May 2022. Further details of the terms and conditions of the programme can be found on the CNMV Inside Information dated 27 January 2022.
On 28 June 2022, the Annual General Shareholders Meeting approved the capital reduction by the redemption of 7,150,922 treasury shares, representing 5% of the Parent's Company share capital (see Note 6.1).
The Board of Directors of the Parent Company agreed on 7 November 2022 to launch a second Buyback program, under the authorization granted by the General Shareholders' Meeting of the Parent Company held on 28 June 2022, under item 10 of its agenda. The maximum net investment of the Buyback Program amounts to EUR 50 million. The maximum number of shares of the Company that may be acquired under the Buyback Program was set at 6,793,375 shares, representing 5% of the share capital at this date. The Share Buyback Program began on 9 November 2022 and finished on 17 May 2023.
On 8 June 2023, the Annual General Shareholders Meeting approved the capital reduction by the redemption of 6,793,375 treasury shares, representing 5% of the Parent's Company share capital (see Note 6.1).
At 31 December 2022, the Company held a total of 2,227,423 treasury shares at an average cost of EUR 6.34 per share. The value of these treasury shares totalled EUR 14,117 thousand, which is recognised under "Treasury Shares" in the accompanying statement of financial position as at 31 December 2022 (see Note 4.12).
In February and March 2023 the Company delivered to the Chief Executive Officer, Senior Executives and certain executives of the Group a total of 248,598 shares (212,503 shares in 2022), following the approved calendar in accordance with the incentive plans granted (see Note 10.3).
The balances of "Non-Current Payables" and "Current Payables" at the end of 2023 and 2022 relate in full to "financial liabilities at amortised cost". The detail is as follows (in thousands of euros):
| 31/12/2023 | 31/12/2022 | |
|---|---|---|
| Facilities Agreement | 193,941 | 113,941 |
| US Private Placement lenders | 330,000 | 330,000 |
| CaixaBank credit facility | - | 65,000 |
| Sabadell Loan | 13,036 | - |
| Polizas de crédito | 16,807 | 17,444 |
| Debt Arrangement fees | (170) | (302) |
| Total non-current payables | 553,614 | 526,083 |
| Accrued interests | 3,164 | 2,949 |
| Debt Arrangement fees | (131) | (411) |
| Bilateral facilities | - | 16,667 |
| CaixaBank credit facility | 30,000 | - |
| Sabadell Loan | 3,348 | - |
| Credit facilities (Note 5.3) | 11,038 | 4,067 |
| Total current payables | 47,419 | 23,272 |
| Total bank borrowings | 601,033 | 549,355 |
At 31 December 2023, the Company's debt structure is mainly composed of a portion of bank borrowings and placed private debt borrowings with US institutional investors. The bank borrowings consist of a multi-currency syndicated loan of EUR 600 million, which comprises a Facility A "Term Loan" of EUR 200 million and a Facility B "Revolving Credit Facility" of EUR 400 million. The total amount of the private debt is EUR 330 million and includes the new private debt placement of EUR 100 million carried out in 2021, bearing interest at a market rate and with final maturity in June 2036. The amount of the borrowings drawn down by the Company is disclosed in the foregoing table. The amount of the borrowings drawn down by the Group is disclosed in the consolidated financial statements of the Applus Group and in the table below in section a.
On 15 April 2021, the Applus Group entered a sustainability linked credit facility with CaixaBank limited to EUR 100 million maturing in 2023, with a one-year extension option that has been effective in 2022 of which EUR 30 million were drawn down at 31 December 2023.
On 2 May 2023, a loan agreement was signed with Banco Sabadell for an amount of EUR 18 million, with the first repayment scheduled for June 2023 and the final payment expected in June 2028. This loan accrues interest at the market rate.
The aforementioned borrowings include change of control covenants that entitle the financial creditors to demand repayment of the amounts drawn down. The Parent's Directors estimate that, in the event of a change of control, the aforementioned debt will be refinanced (see Note 2.4).
Note 5.4 to the financial statements contains information on the nature and level of risk of the financial instruments. In this regard, Group liquidity is also detailed in this Note.
The detail of the amounts drawn, by maturity, of "Non-Current Payables" and "Current Payables" is as follows:
| Thousands of Euros | |||||||
|---|---|---|---|---|---|---|---|
| Long Term | |||||||
| Limit | Short Term |
2025 | 2026 | 2027 | 2028 onwards |
Total | |
| Facility A "Term Loan" | 200,000 | - | 11,941 | - | - | - | 11,941 |
| Facility B "Revolving Credit Facility" |
400,000 | - | 182,000 | - | - | - | 182,000 |
| US Private Placement lenders | 330,000 | - | 150,000 | - | - | 180,000 | 330,000 |
| CaixaBank credit facility | 100,000 | 30,000 | - | - | - | - | 30,000 |
| Sabadell Loan | 3,348 | 3,509 | 3,677 | 3,854 | 1,996 | 16,384 | |
| Accrued interest | - | 3,164 | - | - | - | - | 3,164 |
| Debt Arrangement fees | - | (131) | (82) | (36) | (36) | (16) | (301) |
| Credit Facilities | 93,157 | 11,038 | 16,807 | - | - | - | 27,845 |
| Total | 1,123,157 | 47,419 | 364,175 | 3,641 | 3,818 | 181,980 | 601,033 |
| Thousands of Euros | ||||||||
|---|---|---|---|---|---|---|---|---|
| Long Term | ||||||||
| Limit | Short Term |
2024 | 2025 | 2026 | 2027 onwards |
Total | ||
| Facility A "Term Loan" | 200,000 | - | - | 11,941 | - | - | 11,941 | |
| Facility B "Revolving Credit Facility" |
400,000 | - | - | 102,000 | - | - | 102,000 | |
| US Private Placement lenders | 330,000 | - | - | 150,000 | - | 180,000 | 330,000 | |
| Bilateral facilities | 16,667 | 16,667 | - | - | - | - | 16,667 | |
| CaixaBank credit facility | 100,000 | - | 65,000 | - | - | - | 65,000 | |
| Accrued interest | - | 2,949 | - | - | - | - | 2,949 | |
| Debt Arrangement fees | - | (411) | (131) | (82) | (36) | (53) | (713) | |
| Credit Facilities | 88,083 | 4,067 | 17,444 | - | - | - | 21,511 | |
| Total | 1,134,750 | 23,272 | 82,313 | 263,859 | (36) | 179,947 | 549,355 |
The syndicated loan bears interest at Euribor for tranches in Euros and at SOFR for tranches in foreign currency (not drawn at 2023 year-end) plus a spread based on a leverage grid for each Facility.
All the tranches had an initial single maturity on 27 June 2023, which may be extended for a total of two additional years at the end of the first and second years. On 27 June 2019 all tranches have been extended to 27 June 2024 and, on 16 June 2020, they were extended to 27 June 2025.
The initial private placement debt was placed from two US institutional investors. The structure includes a tranche of EUR 150 million maturing on 11 July 2025 and a tranche of EUR 80 million maturing on 11 July 2028. On 10 June 2021 a new private debt placement with one US institutional investor was added with two tranches, each one of EUR 50 million, the first tranche maturing on 10 June 2031 and the second one on 10 June 2036.
The accompanying statement of profit or loss for 2023 reflects an expense associated with the syndicated loan and private debt placement amounting to EUR 21,022 thousand. Also, the statement of profit or loss for 2022 reflected an expense of EUR 13,292 thousand. The change was due to the increase in the average interest rate described in Note 5.4.c.
The structure of the financial debt and the amounts drawn at 31 December 2023 and 2022 are as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| Tranche | Limit of the | Drawn by the | Drawn by the | Maturity |
| Group | Company | Group | ||
| Facility A "Term Loan" | 200,000 | 11,941 | 200,000 | 27/06/2025 |
| Facility B "Revolving Credit Facility" | 400,000 | 182,000 | 270,600 | 27/06/2025 |
| US Private Placement lenders - 7 years | 150,000 | 150,000 | 150,000 | 11/07/2025 |
| US Private Placement lenders - 10 years | 80,000 | 80,000 | 80,000 | 11/07/2028 |
| US Private Placement lenders - 10 años | 50,000 | 50,000 | 50,000 | 10/06/2031 |
| US Private Placement lenders - 15 años | 50,000 | 50,000 | 50,000 | 10/06/2036 |
| Accrued interests | - | 2,547 | 2,733 | |
| Debt arrangement expenses | - | (301) | (301) | |
| Total | 930,000 | 526,187 | 803,032 |
| Thousands of Euros | ||||
|---|---|---|---|---|
| Tranche | Limit of the | Drawn by the | Drawn by the | Maturity |
| Group | Company | Group | ||
| Facility A "Term Loan" | 200,000 | 11,941 | 200,000 | 27/06/2025 |
| Facility B "Revolving Credit Facility" | 400,000 | 102,000 | 194,486 | 27/06/2025 |
| US Private Placement lenders - 7 years | 150,000 | 150,000 | 150,000 | 11/07/2025 |
| US Private Placement lenders - 10 years | 80,000 | 80,000 | 80,000 | 11/07/2028 |
| US Private Placement lenders - 10 years | 50,000 | 50,000 | 50,000 | 10/06/2031 |
| US Private Placement lenders - 15 years | 50,000 | 50,000 | 50,000 | 10/06/2036 |
| Accrued interests | - | 2,349 | 2,659 | |
| Debt arrangement expenses | - | (713) | (841) | |
| Total | 930,000 | 445,577 | 726,304 |
Both the syndicated loan and the private placement debt are subject to the achievement of certain financial ratios. The main one is defined as consolidated Net Debt to consolidated EBITDA of the last twelve months lower than 4.0x, tested every six months, at 30 June and 31 December.
At 31 December 2023, the ratio, calculated on the basis of the contractually established definitions of Net consolidated Debt and consolidated EBITDA, was 2.4x.
In accordance with the established terms and conditions, the Company's Directors expect the financial leverage ratio covenant to be met in the following years.
The Group also has to fulfil certain obligations under the syndicated loan and the private placement agreement which relate mainly to disclosure requirements concerning its consolidated financial statements and negative undertakings to not perform certain transactions without the lender's and investor's consent, such as certain mergers or changes of business activity.
None of Applus Group subsidiaries have their shares or other assets pledged to secure the financial debt.
The detail of the current and non-current tax assets and tax liabilities at the end of 2023 and 2022 is as follows (in thousands of euros):
| Tax assets | Tax liabilities | |
|---|---|---|
| Non-current balances: | ||
| Deferred tax assets | 982 | - |
| Tax credits for tax loss carryforwards (Note 8.5) | 9,219 | - |
| Withholding taxes and other tax credits | 4,380 | - |
| Total non-current balances | 14,581 | - |
| Current balances: | ||
| Accrued social security taxes payable | - | 10 |
| VAT payable | - | 1,389 |
| Personal income tax withholdings payable | - | 169 |
| Income tax withholdings receivables | 9,529 | - |
| Total current balances | 9,529 | 1,568 |
| Tax assets | Tax liabilities | |
|---|---|---|
| Non-current balances: | ||
| Deferred tax assets | 464 | - |
| Tax credits for tax loss carryforwards (Note 8.5) | 11,759 | - |
| Withholding taxes and other tax credits | 4,380 | - |
| Total non-current balances | 16,603 | - |
| Current balances: | ||
| Accrued social security taxes payable | - | 9 |
| VAT payable | - | 267 |
| Personal income tax withholdings payable | - | 160 |
| Income tax withholdings receivables | 9,267 | - |
| Total current balances | 9,267 | 436 |
The reconciliation of the accounting profit (loss) to the taxable profit (tax loss) for corporate income tax purposes is as follows (in thousands of euros):
| 2023 | 2022 | |
|---|---|---|
| Accounting profit before tax | 12,766 | 11,088 |
| Permanent differences | (35,882) | (22,926) |
| Temporary differences | (463) | 277 |
| Tax loss | (23,579) | (11,561) |
| Tax profits from subsidiaries | 85,376 | 86,800 |
| Tax losses from subsidiaries | (16,454) | (8,532) |
| Tax base before tax adjustments | 45,343 | 66,707 |
| 50% limit current year tax losses | 20,017 | - |
| Tax base | 65,360 | 66,707 |
| Offset of tax losses from previous years | (16,260) | (16,669) |
| Taxable profit | 49,100 | 50,038 |
| Tax charge | 12,275 | 12,510 |
| Offset of tax credits | (6,416) | (6,428) |
| Tax withholdings and prepayments | (10,387) | (9,432) |
| Corporate Income tax refundable (-) / payable(+) | (4,528) | (3,350) |
The permanent differences in 2023 relate mainly to the application to the reversal of the accumulated impairment in the value of the participation in Applus Servicios Tecnológicos, S.L.U. for an amount of EUR 20,000 thousand (EUR 0 in 2022) (see Note 5.2) and the total amount of the dividends received by the Company of EUR 17,000 thousand (EUR 26.000 thousand in 2022) (see Note 10.1) of transitory rule 23 of the Spanish Income Tax Law (inspired by the former Article 30.6 of the Consolidated Spanish Income Tax Law), permitting the non-inclusion in the tax base of dividends received from the Spanish subsidiaries (and, therefore, their consideration as a reduction of the tax base of the ownership interest) and the claim for a double taxation tax credit, provided that there is evidence that the seller has effectively been taxed on an amount equal to the dividend received and of the exemption of article 21 on Spanish Income Tax Law.
It should also be noted that the Company has opted to apply the tax regime for foreign securities holding companies (ETVEs) envisaged in Articles 107 et seq. of the Spanish Income Tax Law.
The temporary differences for 2023 relate mainly, to the reversal of provisions considered non-deductible for tax purposes, amounting EUR 4,438 thousand and to the recognition of provisions considered non-deductible for tax purposes, amounting to EUR 3,976 thousand (EUR 1,630 thousand and EUR 1,907 thousand in 2022, respectively).
Since the individual tax base of the company is negative, additional provision 19 of the Corporate Tax Law, which establishes a temporary measure limiting the compensation of negative tax bases for tax periods beginning in 2023, introduced by Law 38/2022, of December 27, is applicable. According to this provision, the Tax Base of the consolidated group for fiscal year 2023 will be determined by applying the positive tax bases and 50% of the individual negative tax bases ("BINS") of each and every one of the entities comprising the tax group. The temporary measure additionally establishes that the amount of BINS not included in the group's taxable base, due to the application of this limitation, will be deducted in the ten subsequent years in equal parts, even if any of the entities with BINS are excluded from the tax group. Likewise, in the event of loss of the tax consolidation regime or extinction of the tax group, the amount of the individual tax losses pending to be deducted into the group's tax base will be integrated into the last tax period in which the group is taxed in the fiscal consolidation regime.
The reconciliation of the accounting profit to the corporate income tax expense (benefit) for 2023 and 2022 is as follows (in thousands of euros):
| 2023 | 2022 | |
|---|---|---|
| Accounting profit before tax | 12,766 | 11,088 |
| Permanent differences | (35,882) | (22,926) |
| 50% limit current year tax loss | 11,790 | - |
| Taxable accounting loss | (11,326) | (11,838) |
| Tax charge | (2,832) | (2,960) |
| Adjustments and recognitions/derecognition of tax credits and others | (406) | (2,278) |
| Deduction of unrecognised tax assets | (6,137) | (6,255) |
| Total corporate income tax expense (benefit) recognised in profit or loss | (9,375) | (11,493) |
The unrecognized tax deductions applied during 2023 and 2022 financial years mainly correspond to the internal double taxation deduction.
The breakdown of corporate income tax expense (benefit) is as follows:
| 2023 | 2022 | |
|---|---|---|
| Current tax: | ||
| Continuing operations | (11,397) | (15,277) |
| Discontinued operations | - | - |
| (11,397) | (15,277) | |
| Deferred tax: | ||
| Continuing operations | 2,022 | 3,784 |
| Discontinued operations | - | - |
| 2,022 | 3,784 | |
| Total tax expense (benefit) | (9,375) | (11,493) |
At 31 December 2023 and 2022, the prior year's tax loss carryforwards of the company recognised in the accompanying statement of financial position were as follows:
| Thousands of Euros | |||
|---|---|---|---|
| Tax loss carryforwards Tax asset recognised (Note 8.1) |
|||
| 2010 | 2,648 | 662 | |
| 2011 | 34,230 | 8,557 | |
| Total | 36,878 | 9,219 |
| Thousands of Euros | |||
|---|---|---|---|
| Tax loss carryforwards Tax asset recognised (Note 8.1) |
|||
| 2010 2011 |
12,805 34,230 |
3,201 8,558 |
|
| Total | 47,035 | 11,759 |
Additionally, "Deferred Tax Assets" of the accompanying statement of financial position as at 31 December 2023 includes other positive temporary differences amounting to EUR 982 thousand in 2023 and EUR 464 thousand in 2022 (see Note 8.1).
Finally, "Deferred Tax Assets" includes EUR 4,380 thousand corresponding to the recognition of withholding taxes for domestic double taxation (same amount as for 2022) (see Note 8.1).
At the end of each year the Company's Directors analyse the recoverability of the deferred tax assets and only recognise those that they consider will probably be recovered.
The factors taken into consideration by the Company's Directors to recognise as a deferred tax asset, including tax credit for tax loss carry forwards, withholding taxes and tax credits for temporary differences at 31 December 2023, which support their future recoverability, are as follows:
The detail of the tax losses not recognised in the accompanying statement of financial position as at 31 December 2023 and 2022 is as follows:
| Thousands of Euros | |||
|---|---|---|---|
| Tax Loss carryforwards | Tax credit not recognised | ||
| 2007 | 5,077 | 1,269 | |
| Total | 5,077 | 1,269 |
The detail of the tax credit carryforwards not recognised in the accompanying statement of financial positions at 31 December 2023 and 2022 is as follows (in thousands of euros):
| Year | Description | 12/31/2023 | 12/31/2022 |
|---|---|---|---|
| 2014 | Domestic double taxation tax credit | - | 3,488 |
| 2015 | Domestic double taxation tax credit | 1,857 | 4,227 |
| 2016 | Domestic double taxation tax credit | 3,925 | 3,925 |
| 2017 | Domestic double taxation tax credit | 4,693 | 4,693 |
| 2018 | Domestic double taxation tax credit | 4,419 | 4,419 |
| 2019 | Domestic double taxation tax credit | 5,743 | 5,743 |
| 2020 | Domestic double taxation tax credit | 4,897 | 4,897 |
| 2021 | Domestic double taxation tax credit | 3,367 | 3,367 |
| 2022 | Domestic double taxation tax credit | 3,127 | 3,127 |
| Total | 32,028 | 37,886 |
Additionally, the Company owns the following tax credits generated by the subsidiary Idiada Automotive Technology S.A. (in thousands of euros):
| Year | Description | 31/12/2023 | 31/12/2022 |
|---|---|---|---|
| 2012 | Specific activities taxation tax credit | 394 | 394 |
| 2013 | Specific activities taxation tax credit | 1,161 | 1,161 |
| 2014 | Specific activities taxation tax credit | 34 | 34 |
| 2015 | Specific activities taxation tax credit | 13 | 13 |
| 2016 | Specific activities taxation tax credit | 9 | 386 |
| 2017 | Specific activities taxation tax credit | 12 | 544 |
| 2018 | Specific activities taxation tax credit | 7 | 113 |
| 2019 | Specific activities taxation tax credit | 1 | 1 |
| 2020 | Specific activities taxation tax credit | 4 | 4 |
| Total | 1,635 | 2,650 |
In general, at 2023 year-end, the years open for review for corporate income tax are 2018-2022 and those fiscal years in which four years have not elapsed from the deadline for filing the corresponding returns for VAT and the rest of applicable taxes.
These notes to the financial statements do not include the information referred to in Article 42 bis of Royal Decree 1065/2007 in relation to persons resident in Spain, whether legal entities that are beneficiaries or holders of accounts abroad or individuals from the Company who are authorised representatives for accounts abroad held by a subsidiary of the Company non-resident in Spain, since such information is duly recorded and detailed in the Company's accounting records pursuant to Article 42 bis 4.b of Royal Decree 1065/2007.
On 18 January 2024, the Spanish Constitutional Court issued a ruling declaring unconstitutional certain income tax-related measures introduced by Royal Decree-Law 3/2016, of 2 December, in Spain, relating to the establishment of more severe limits for the offset of tax losses, the introduction of a limit on the deduction of double taxation tax credits and the obligation to automatically include in the tax base the impairment losses on equity interests that have been deducted in prior years. In this context, the Parent's directors, together with their legal counsel and tax advisers, considered that, despite having submitted claims in this connection amounting to EUR 23 million for the Spanish tax group for which the Company is the head, there are no grounds for their recognition in the accompanying statement of financial position because it is not considered that there is a significant probability of such claims being resolved in favour of the Group (virtually certain contingent asset). Also, in relation to the calculation of the income tax for 2023 and the estimate at the reporting date of the tax losses and deferred tax assets that may be recoverable in the future, it was considered that the impact of this ruling was not material with respect to the Group's annual financial statements.
The Company's revenue relates in full to transactions carried out with Group companies (see Note 10.1).
The detail of the revenue for 2023 and 2022 is as follows (in thousands of euros):
| 2023 | 2022 | |
|---|---|---|
| Dividend revenue | 17,000 | 26,000 |
| Finance revenue | 17,944 | 6,541 |
| Management fee revenue | 3,493 | 3,895 |
| Total | 38,437 | 36,436 |
The detail of "Staff Costs" in the statement of profit or loss for 2023 and 2022 is as follows (in thousands of euros):
| 2023 | 2022 | |
|---|---|---|
| Wages and salaries | 3,944 | 6,195 |
| Employer social security costs | 98 | 90 |
| Other employee benefit costs | 138 | 182 |
| Total | 4,180 | 6,467 |
The average number of employees in 2023 and 2022, by category and gender, is as follows:
| Category | Men | Women | Total | |
|---|---|---|---|---|
| Top management | 3 | - | 3 | |
| Middle management | 1 | - | 1 | |
| Operational employees and others | 1 | 1 | 2 | |
| Total | 5 | 1 | 6 |
| Category | Men | Women | Total | |
|---|---|---|---|---|
| Top management | 3 | - | 3 | |
| Middle management | 1 | - | 1 | |
| Operational employees and others | 1 | 1 | 2 | |
| Total | 5 | 1 | 6 |
| Category | Men | Women | Total | |
|---|---|---|---|---|
| Top management | 3 | - | 3 | |
| Middle management | 1 | - | 1 | |
| Operational employees and others | 1 | 1 | 2 | |
| Total | 5 | 1 | 6 |
| Category | Men Women |
Total | ||
|---|---|---|---|---|
| Top management | 3 | - | 3 | |
| Middle management | 1 | - | 1 | |
| Operational employees and others | 1 | 1 | 2 | |
| Total | 5 | 1 | 6 |
In 2023 and 2022, Applus Services, S.A. has no employees with a disability equal to or greater than 33%.
The detail of the transactions with Group and related companies in 2023 and 2022 is as follows:
| Thousands of Euros | |||||
|---|---|---|---|---|---|
| Dividend revenue (Note |
Finance income |
Finance | Services rendered |
||
| 9.1) | (Note 9.1) | expense | (Note 9.1) | ||
| Applus Servicios Tecnológicos, S.L.U | 17,000 | 7,388 | 7 | 3,493 | |
| Applus Iteuve Technology, S.L.U. | - | 773 | 2,342 | - | |
| Arctosa Holding, B.V. | - | 357 | - | - | |
| Röntgen Technische Dienst Holding, B.V. | - | - | 267 | - | |
| Libertytown USA 1, Inc. | - | 891 | - | - | |
| Ringal Invest, S.L.U. | - | 1,093 | - | - | |
| Libertytown Australia Pty, Ltd. | - | 1,009 | - | - | |
| Velosi Industries Sdn Bhd | - | - | 259 | - | |
| Libertytown Applus Rtd Germany Gmbh | - | 1,215 | - | - | |
| Röntgen Technische Dienst, B.V. | - | - | 451 | - | |
| John Davidson & Associates Pty, Ltd. | - | - | 1,375 | - | |
| Applus Pty Ltd. | - | 343 | - | - | |
| Applus UK, Ltd. | - | 391 | 209 | - | |
| LGAI Technological Center, S.A. | - | - | 3,512 | - | |
| Applus Technical Services L.L.C. | - | 763 | 392 | - | |
| Applus Energy, S.L.U. | - | 176 | - | - | |
| RTD Quality Services, Inc. | - | 1,261 | - | - | |
| Applus Norcontrol, S.L.U. | - | 32 | 216 | - | |
| Applus Car Testing Service, Ltd. | - | - | 253 | - | |
| Applus Iteuve Euskadi, S.A.U. | - | - | 214 | - | |
| Applus RTD Gulf, Dmcc. | - | 163 | 425 | - | |
| RTD Holding Deutschland, Gmbh. | - | - | 236 | - | |
| Applus Velosi Canada, Ltd. | - | 154 | 191 | - | |
| TIC Investments Chile SpA | - | 198 | - | - | |
| Applus Arabia L.L.C | - | - | 599 | - | |
| Supervisión y Control, S.A.U. | - | - | 1,162 | - | |
| Velosi S.a.r.l. | - | 101 | 267 | - | |
| Libertytown RE, S.A. | - | - | 671 | - | |
| Applus Singapore PTE Ltd. | - | 45 | 100 | - | |
| Applus Inspection Services Ireland, Ltd. | - | - | 932 | - | |
| 3C Test Limited | - | 285 | - | - | |
| Others | - | 1,306 | 1,936 | - | |
| Total | 17,000 | 17,944 | 16,016 | 3,493 |
| Thousands of Euros | |||||||
|---|---|---|---|---|---|---|---|
| Dividend revenue (Note 9.1) |
Finance income (Note 9.1) |
Finance cost | Services rendered (Note 9.1) |
||||
| Applus Servicios Tecnológicos, S.L.U | 26,000 | 1,197 | 79 | 3,895 | |||
| Applus Iteuve Technology, S.L.U. | - | 195 | 343 | - | |||
| Arctosa Holding, B.V. | - | 238 | - | - | |||
| Röntgen Technische Dienst Holding, B.V. | - | - | 35 | - | |||
| Libertytown USA 1, Inc. | - | 1,261 | - | - | |||
| Ringal Invest, S.L.U. | - | 315 | - | - | |||
| Libertytown Australia Pty, Ltd. | - | 282 | - | - | |||
| Velosi Industries Sdn Bhd | - | - | 197 | - | |||
| Libertytown Applus Rtd Germany Gmbh | - | 494 | - | - | |||
| Röntgen Technische Dienst, B.V. | - | - | 104 | - | |||
| John Davidson & Associates Pty, Ltd. | - | 2 | 118 | - | |||
| Applus Pty Ltd. | - | 70 | - | - | |||
| Applus Norcontrol Guatemala, S.A. | - | 3 | - | - | |||
| LGAI Technological Center, S.A. | - | - | 941 | - | |||
| Applus Technical Services L.L.C | - | 811 | 12 | - | |||
| Applus Energy, S.L.U. | - | 59 | - | - | |||
| RTD Quality Services, Inc. | - | 471 | 2 | - | |||
| Applus Norcontrol, S.L.U. | - | 26 | 115 | - | |||
| Applus Car Testing Service, Ltd. | - | - | 56 | - | |||
| Applus Iteuve Euskadi, S.A.U. | - | - | 72 | - | |||
| Novotec Consultores, S.A.U. | - | 22 | 44 | - | |||
| RTD Holding Deutschland, Gmbh. | - | - | 70 | - | |||
| Applus Velosi Canada, Ltd. | - | 110 | 81 | - | |||
| TIC Investments Chile SpA | - | 181 | - | - | |||
| SAST International Ltd. | - | - | 8 | - | |||
| Supervisión y Control, S.A.U. | - | - | 1,005 | - | |||
| Applus Singapore PTE Ltd. | - | 2 | 112 | - | |||
| Applus Inspection Services Ireland, Ltd. | - | - | 187 | - | |||
| Others | - | 802 | 1,070 | - | |||
| Total | 26,000 | 6,541 | 4,651 | 3,895 |
On 11 December 2023, the subsidiary Applus Servicios Tecnológicos, S.L.U. approved the distribution of a dividend amounting to EUR 13,000 thousand as an advance from the 2023 results and a distribution of a dividend amounting to EUR 4,000 thousand charged to contributions from shareholders, which were outstanding at the close of the 2023 fiscal year.
On 30 December 2022, the subsidiary Applus Servicios Tecnológicos, S.L.U. approved the distribution of a dividend amounting to EUR 26,000 thousand out of unrestricted reserves, which were pending to be earned at the end of 2022.
Also, the Company has a "Management fee" agreement with Applus Servicios Tecnológicos, S.L.U. under which the Company charges the management, analysis and business plan development services and, overheads, among others. The amount payable under this agreement was established on the basis of a report prepared by an independent expert and is in line with market prices.
Additionally, the Company holds loans and cash pooling agreements with its subsidiaries, which generate finance income and expenses. The amount of these agreements was set based on a professional valuer's report at market rates.
The detail of the balances with related companies reflected in the statement of financial position as at 31 December 2023 and 2022 is as follows:
| Thousands of Euros | |||||||
|---|---|---|---|---|---|---|---|
| Other | Credits from | ||||||
| Long-term | Short-term | financial | Long-term | Short-term | comercial | Trade | |
| credits | credits (Note | assets (Note | loans | loans | operations | payables | |
| (Note 5.1) | 5.1) | ||||||
| 5.1) | (Note 5.1) | ||||||
| Applus Servicios Tecnológicos, S.L.U. | 52,174 | 121,425 | 17,000 | 44,000 | 7,381 | 700 | 32 |
| Libertytown USA Finco, Inc. | - | 8 | - | 4,544 | 63 | - | - |
| Applus Iteuve Technology, S.L.U. | 12,838 | 6,598 | - | - | 63,428 | - | - |
| Ringal Invest, S.L.U. | - | 21,796 | - | - | 86 | - | - |
| Enertis Solar, S.L.U. | - | 3 | - | 5,795 | 72 | - | - |
| Libertytown Applus RTD Germany Gmbh. | - | 25,264 | - | - | - | - | - |
| Velosi Industries Sdn Bhd. | - | - | - | 4,609 | 95 | - | - |
| Libertytown Australia Pty, Ltd. | 8,829 | 7,937 | - | - | - | - | - |
| Röntgen Technische Dienst Holding, B.V. | - | - | - | - | 17,523 | - | - |
| Applus Iteuve Euskadi, S.A.U. | - | - | - | - | 4,041 | - | - |
| LGAI Technological Center, S.A. | - | 1,748 | - | 69,724 | 20,172 | - | - |
| Applus Inspection Services Ireland, Ltd. | - | - | - | - | 18,956 | - | - |
| Supervisión y Control, S.A.U. | - | 5,482 | - | - | 30,651 | - | - |
| Applus Car Testing Service, Ltd. | - | - | - | - | 5,051 | - | - |
| Applus Norcontrol, S.L.U. | 227 | 31 | - | 8,000 | 4,828 | - | - |
| Idiada Automotive Technology, S.A. | - | 3,000 | - | - | - | - | - |
| Röntgen Technische Dienst, B.V. | - | - | - | - | 8,406 | - | - |
| Arctosa Holding, B.V. | - | 11,564 | - | - | - | - | - |
| John Davidson & Associates Pty, Ltd. | - | - | - | 19,149 | 776 | - | - |
| Applus Organismo de Control, S.L.U. | - | 313 | - | - | 3,123 | - | - |
| Applus Energy, S.L.U. | - | 1,867 | - | - | 175 | - | - |
| Applus Pty Ltd. | - | 1,651 | - | - | - | - | - |
| Applus Technical Services L.L.C, | 34 | 3,273 | - | - | 3,718 | 7 | - |
| Applus Deutschland Inspektions-Gesellschaft, GmbH. | - | 1,188 | - | - | - | - | - |
| Applus UK Ltd. | - | 8,830 | - | - | 6,530 | - | - |
| Applus Velosi Canada Ltd. | - | 2,964 | - | - | 3,576 | - | - |
| Rescoll, S.A. | - | - | - | 9,581 | 121 | - | - |
| Norcontrol Inspección S.A. | - | - | - | 992 | 51 | - | - |
| 3C Test Limited | 5,028 | 97 | - | - | - | - | - |
| RTD Quality Services, Inc. | - | 18,570 | - | - | - | - | - |
| Applus Portugal, Lda. | - | 1,423 | - | - | - | - | - |
| Besikta Bilprovning i Sverige Holding AB | - | 3,822 | - | - | - | - | - |
| RTD Holding Deutschland, Gmbh. | - | - | - | - | 4,825 | - | - |
| Novotec Consultores, S.A.U. | - | 438 | - | - | 3,327 | - | - |
| Applus Euskadi Holding, S.L. | 3,000 | 1,279 | - | - | 1 | - | - |
| TIC Investments Chile SpA | 1,591 | 104 | - | - | - | - | - |
| Applus Singapore PTE Ltd. | - | 1,215 | - | - | 2,417 | - | - |
| Applus Norcontrol República Dominicana, S.R.L. | 214 | 9 | - | - | - | - | - |
| BK Werstofftechnik-Prufstelle Für Werkstoffe, Gmbh | - | - | - | - | 456 | - | - |
| Applus LGAI Germany GmbH. | - | 161 | - | - | - | - | - |
| Applus RTD Gulf DMCC | - | 2,798 | - | - | 7,882 | - | - |
| Iteuve Canarias, S.L. | - | 98 | - | - | 891 | - | - |
| Libertytown RE, S.A. | - | - | - | 6,000 | 503 | - | - |
| Applus India Private Ltd. | 1,181 | 23 | - | - | - | - | - |
| SARL Apcontrol Energie et Industrie Algerie | 560 | 74 | - | - | - | - | - |
| Steel Test (Pty) Ltd. | 409 | 73 | - | - | - | - | - |
| Applus RTD Pte, Ltd. | - | - | - | 1,027 | 17 | - | - |
| Tunnel Safety Testing, S.A. | - | 22 | - | - | 860 | - | - |
| Velosi S.a.r.l. | 3,585 | 100 | - | - | - | - | - |
| Applus Qualitec Serviços de Engenharia, Ltda. | 2,150 | 49 | - | - | - | 7 | - |
| Applus Arabia L.L.C | - | - | - | 14,248 | 359 | 2 | - |
| AC6 Metrología, S.L.U. | 1,600 | 25 | - | - | 418 | - | - |
| Laboratorio de Ensayos Metrológicos, S.L.U. | - | 204 | - | - | 728 | - | - |
| ZYX Metrology S.L.U. | - | 43 | - | - | 780 | - | - |
| Reliable Analysis Inc. | 2,457 | 97 | - | - | - | - | - |
| Applus Laboratories, AS. | 1,022 | 17 | - | - | - | - | - |
| Applus Velosi Egypt, LLC | 604 | 61 | - | - | - | 24 | - |
| Otros | 3,606 | 3,136 | - | 2,768 | 953 | 102 | - |
| Total | 101,109 | 258,880 | 17,000 | 190,437 | 223,240 | 842 | 32 |
| Thousands of Euros | ||||||
|---|---|---|---|---|---|---|
| Credits from | ||||||
| Long-term | Short-term | Other financial | Long-term | Short-term | commercial | |
| credits (Note | credits | assets (Note 5.1) | loans | loans | operations | |
| 5.1) | (Note 5.1) | (Note 5.1) | ||||
| Applus Servicios Tecnológicos, S.L.U. | 17,313 | 48,614 | 26,000 | - | 1,765 | 1,614 |
| Libertytown USA 1, Inc. | 62,784 | 380 | - | - | - | - |
| Applus Iteuve Technology, S.L.U. | 12,838 | 7,671 | - | - | 41,964 | - |
| Ringal Invest, S.L.U. | - | 21,244 | - | - | 45 | - |
| Libertytown Applus RTD Germany Gmbh. | - | 20,067 | - | - | - | |
| Velosi Industries Sdn Bhd. | - | 107 | - | 4,870 | 53 | 345 |
| Libertytown Australia Pty, Ltd. | 8,829 | 7,023 | - | - | - | - |
| Röntgen Technische Dienst Holding, B.V. | - | - | - | - | 784 | - |
| Applus Iteuve Euskadi, S.A.U. | - | - | - | - | 4,096 | - |
| LGAI Technological Center, S.A. | - | 258 | - | 56,724 | 10,272 | - |
| Applus Inspection Services Ireland, Ltd. | - | - | - | - | 13,199 | - |
| Supervisión y Control, S.A.U. | - | 5,539 | - | - | 56,120 | - |
| Applus Car Testing Service, Ltd. | - | - | - | - | 4,435 | - |
| Applus Norcontrol, S.L.U. | - | 3,352 | - | - | 17 | - |
| Idiada Automotive Technology, S.A. | - | 4,398 | - | - | - | - |
| Röntgen Technische Dienst, B.V. | - | - | - | - | 10,761 | - |
| Arctosa Holding, B.V. | - | 4,591 | - | - | - | - |
| John Davidson & Associates Pty, Ltd. | - | - | - | 19,516 | 603 | - |
| Applus Iteuve Galicia, S.L.U. | - | 6,432 | - | - | - | - |
| Applus Energy, S.L.U. | - | 3,180 | - | - | 328 | - |
| Applus Pty Ltd. | - | 8,305 | - | - | - | - |
| Velosi Certification Services L.L.C | 38 | 22,094 | - | - | 9,575 | - |
| Applus Deutschland Inspektions-Gesellschaft, GmbH. | - | 579 | - | - | - | - |
| Applus UK Ltd. | - | 8,036 | - | - | 2,062 | - |
| Applus Velosi Canada Ltd. | - | 2,882 | - | - | 2,899 | - |
| Norcontrol Inspección S.A. | - | - | - | 1,031 | 12 | - |
| 3C Test Limited | 3,456 | 23 | - | - | - | - |
| RTD Quality Services, Inc. | - | 13,969 | - | - | - | - |
| Applus Portugal, Lda. | - | - | - | - | 1,419 | - |
| RTD Holding Deutschland, Gmbh. | - | - | - | - | 4,657 | - |
| Novotec Consultores, S.A.U. | - | 543 | - | - | 702 | - |
| Applus Euskadi Holding, S.L. | 3,000 | 412 | - | - | 1 | - |
| TIC Investments Chile SpA | 6,714 | 53 | - | - | - | - |
| Applus Singapore PTE Ltd. | - | 1,006 | - | - | 1,336 | - |
| Applus Norcontrol República Dominicana, S.R.L. | 222 | 5 | - | - | - | - |
| BK Werstofftechnik-Prufstelle Für Werkstoffe, Gmbh | - | - | - | - | 798 | - |
| Applus LGAI Germany GmbH. | - | 1,100 | - | - | - | - |
| Applus RTD Gulf DMCC | - | 2,745 | - | - | 8,330 | - |
| Iteuve Canarias, S.L. | 2,000 | 74 | - | - | 2,156 | - |
| Libertytown RE, S.A. | - | - | - | 5,000 | 49 | - |
| Applus India Private Ltd. | 1,369 | 14 | - | - | - | - |
| SARL Apcontrol Energie et Industrie Algerie | 500 | 42 | - | - | - | - |
| Steel Test (Pty) Ltd. | 425 | 57 | - | - | - | - |
| Applus RTD Pte, Ltd. | - | - | - | 566 | 7 | - |
| Tunnel Safety Testing, S.A. | - | 27 | - | - | 384 | - |
| Velosi S.a.r.l. | - | - | - | 5,563 | 77 | - |
| Inversiones Finisterre, S.L. | - | 624 | - | - | 7,513 | - |
| Applus Arabia Co., L.L.C. | - | - | - | - | - | 3 |
| AC6 Metrología, S.L. | 1,600 | 7 | - | - | 28 | - |
| Laboratorio Ensayos Metrológicos S.L. | - | 99 | - | 1,425 | 997 | - |
| ZYX Metrology, S.L.U. | - | 17 | - | - | 680 | - |
| Reliable Analysis Inc. | 1,605 | 34 | - | - | - | - |
| Applus Laboratories AS | - | - | - | 765 | 6 | - |
| Applus Velosi Egypt, LLC | 622 | 33 | - | - | - | 24 |
| Others | 6,737 | 1,462 | - | 7,103 | 2,140 | 91 |
| Total | 130,052 | 197,098 | 26,000 | 102,563 | 190,270 | 2,077 |
"Short-term credits from Group companies" and "Short-term loans to Group companies" include accounts receivable and accounts payable with various Group companies arising from the Company's inclusion as the head of the consolidated tax group, accounts receivable amounting at 31 December 2023 to EUR 12,898 thousand and accounts payable amounting to EUR 2.665 thousand (2022: accounts receivable EUR 21,187 thousand and accounts payable EUR 2,133 thousand) (see Note 4.3).
In addition, under "Short-term credits from Group companies" and "Short-term loans to Group companies", amounts of EUR 162,135 thousand and EUR 215,152 thousand are recognised, respectively, in relation to the cash-pooling agreement maintained with the other Group companies (EUR 129,484 and EUR 123,974 thousand respectively in 2022).
"Long-term credits to Group companies" include loans with related parties, which have a maturity between 2025 and 2028.
Also, under "Other financial assets" there are recognized the dividends receivable at the end of 2023 and 2022 (see Note 5.1).
Group credits and loans generate an interest at market rates.
The detail of the remuneration (social benefits included) earned by the Executive Directors and the Company's Board of Directors at 2023 and 2022 year-end is as follows:
| Thousands of Euros | ||||||||
|---|---|---|---|---|---|---|---|---|
| 12/31/2023 | 12/31/2022 | |||||||
| Chief Executive Officer |
Members of the Board of Directors |
Total | Executive Directors |
Members of the Board of Directors |
Total | |||
| Fixed remuneration | 600 | - | 600 | 909 | - | 909 | ||
| Variable remuneration | 480 | - | 480 | 663 | - | 663 | ||
| Other items | 90 | - | 90 | 105 | - | 105 | ||
| Non-Executive Chairman and Independent Directors |
- | 737 | 737 | - | 727 | 727 | ||
| Corporate Social Security Committee |
- | 70 | 70 | - | 70 | 70 | ||
| Appointments & Compensation Committee |
- | 70 | 70 | - | 65 | 65 | ||
| Audit Committee | - | 90 | 90 | - | 90 | 90 | ||
| Total | 1,170 | 967 | 2,137 | 1,677 | 952 | 2,629 |
a) Annual remuneration:
In 2023, Executive Directors include the Chief Executive Officer, being the sole Executive Director (CEO). In 2022, Executive Directors include the Chief Executive Officer and the Chief Financial Officer.
The fixed remuneration of the Executive Director during his position as Chief Executive Financial Officer included a portion in the form of RSUs amounting to EUR 37 thousand per year at the date on which they were granted. According to the plans in force, at the end of the fiscal year of the fixed RSUs granted in the month of February are from the years in which he held the position of Chief Executive Financial Officer 2021 and 2022 for 6,649 and 7,100 RSUs, respectively. The RSUs granted in 2021 will be convertible to shares three years after the date on which they were granted. The RSUs granted in 2022 will be convertible to shares three years after the date on which they are granted, 30% of which are granted in each of the first two years and the remaining 40% are granted in the third year. In February 2023, the Group effected delivery of 3,947 net shares relating to the plan granted in February 2020 and the 30% relating to the plan granted in February 2022.
Since 2022, 62,5% of the Executive Director' variable remuneration is given in cash (50% previously), with the rest comprising RSUs convertible to shares three years after the date on which they are granted, 30% of which are granted in each of the first two years and the remaining 40% are granted in the third year. These RSUs amounted to EUR 95 thousand in the year. At 2023 year-end, three RSU plans were in force, having been granted in February 2021, 2022 and 2023 for 5,206, 11,820 and 25,116 RSUs, respectively. In February 2023, the Group effected delivery of 4,878 net shares relating to 40% of RSUs bonus granted in 2020, 30% of RSUs bonus granted in 2021 and 30% of RSUs bonus granted in 2022.
The plans in force at the end of the year in relation to the RSUs granted in 2021, 2022 and 2023 can be consulted in the Remuneration Report.
"Other items" include the total of benefits that, according to the Remuneration Policy, accounts for 15% of the Fixed Remuneration without fixed RSUs. The table above does not include pension plans, as they are included afterwards.
b) Ordinary long-term incentive ("LTI"):
According to remuneration policy in force, the CEO shall annually receive PSUs (performance stock units) that are convertible into shares of the Parent three years after the date on which they are granted and according to the accomplishment of specific objectives. The expense recognised in 2023 relating to the three plans in force amounted to EUR 383 thousand as a result of the fulfilment of the variables established for them.
At 2023 year-end, three PSU plans were in force, having been granted in 2021, 2022 and 2023 for 6,649, 76,932 and 82,679 PSUs, respectively. The detail of the PSU plans in force can be consulted in the Remuneration Report. In February 2023 the Group effected the delivery of 3,382 net shares related to the plan granted in February 2020.
Regarding the previous CEO, who left the Company in 2022, there are 2 PSUs plans in force corresponding to the years 2021 and 2022 for 51,291 and 54,770 PSUs respectively. In the month of February 2023, 26,449 net shares were received under the plan granted in February 2020.
c) Extraordinary long-term incentive plan (one-off):
According to remuneration policy in force, with effect from 1 January 2022, the CEO participated in an incentive plan through which he receives a number of PSUs (Performance Stock Units) convertible into shares of the Parent Company based on compliance of certain objectives, which will be carried out within a period of three years after the date on which they are granted. The expense recognised in 2023 relating to the plan in force amounted to EUR 400 thousand as a result of the temporary pro rata since its validity (1 January 2022), assuming 100% compliance with the established objectives.
In 2023, the CEO and the members of the Board of Directors did not earn or receive any termination benefits.
The pension plan benefits earned by the CEO in 2023 amounted to EUR 2 thousand.
At 31 December 2023, no loans or advances had been granted to the members of the Parent's Board of Directors.
Applus Services, S.A. took out a third-party liability insurance policy. The insured persons under this policy are the Directors and Executives of the Group companies the Parent of which is Applus Services, S.A. The Parent's Directors are included among the insured persons of this policy. The premium paid in 2023 for this insurance policy amounted to EUR 171 thousand (2022: EUR 171 thousand).
The Parent's Board of Directors at 31 December 2023 is made up of 5 men and 4 women (5 men and 4 women at 31 December 2022).
Since 2022, Senior Executives are the ones who report directly to the Group's Chief Executive Officer (CEO).
The breakdown of the remuneration earned in 2023 and 2022 by the Senior Executives is as follows:
| Thousands of Euros | ||||
|---|---|---|---|---|
| 2023 | 2022 | |||
| Fixed remuneration | 592 | 293 | ||
| Variable remuneration | 312 | 156 | ||
| Other items | 84 | 49 | ||
| Termination benefits | - | - | ||
| Pension plans | 2 | 2 | ||
| Total | 990 | 500 |
The fixed remuneration of certain Senior Executives includes a portion in fixed RSUs amounting to EUR 37 thousand in those cases in which the Senior Executive reported to the CEO in the date on which they were granted. These fixed RSU will be convertible into shares in the third year of the date of concession those granted in 2021 and in a period of three years from the day of their granting, being 30% in each of the first two years and 40% in the third year those granted in 2022 and 2023. The plans in force at the end of the year 2023 correspond to the shares granted in the month of February 2023 for 5,742 RSUs.
62,5% of the Senior Executives' variable remuneration is given in cash, with the rest comprising RSUs convertible to shares three years after the date on which they are granted, 30% of which are granted in each of the first two years and the remaining 40% are granted in the third year. The RSU plans in force at the end of 2023 relate to the RSUs granted in February 2021, 2022 and 2023 for 5,864, 9,825 and 11,087 RSUs, respectively for the Senior Executives that reported to the CEO at 2023 year-end. In February 2023 the Group effected delivery of 4,805 net shares relating to the plans granted in 2020, 2021 and 2022 to the Senior Executives that reported to the CEO. EUR 68 thousand were charged to the consolidated statement of profit or loss for 2023 in this connection.
In 2023, the Senior Executives did not earn or receive any termination benefits.
b) Multiannual remuneration and long-term incentive in PSUs:
According to remuneration policy in force, certain members of the Group's Senior Executives annually receive PSUs (Performance Stock Units) that are convertible into shares of the Parent's Company three years after the date on which they are granted. The expense recognised for the three plans in force amounted to EUR 56 thousand in 2023 as a result of the achievement of the variables established for them. The PSU plans in force at the end of 2023 relate to the PSUs granted in February 2021, 2022 and 2023 for 4,274, 4,564 and 14,354 PSUs, respectively, to the Senior Executives that reported to the CEO at 2023 year-end. In February 2023 the Group effected the delivery of 2,316 net shares relating to the plan granted in February 2020.
c) Extraordinary long-term incentive plan (one-off):
According to remuneration policy in force, with effect from 1 January 2022, some Senior Executives participated in an incentive plan through which they received a number of PSUs (Performance Stock Units) convertible into shares of the Parent Company based on the fulfilment of certain objectives, which will be carried out over a period of three years from the day of their grant to be received according to the vesting calendar of each one during 2023, 2024 and 2025. The expense recognised in 2023 relating to the plan in force amounted to EUR 398 thousand as a result of the compliance with the variables defined for them.
With this extraordinary plan, a total of 154,237 PSUs was delivered at the time of granting to the Senior Executives who reported at that time to the CEO. In the month of February 2023, 7,311 net shares were delivered for the plan granted in 2022.
Also, the Group has life insurance obligations to certain Senior Executives; the related expense is included under "Other Items" in the tables above.
At 31 December 2023, the Parent's Senior Executives is made up of 3 men (2 men at 31 December 2022).
It is hereby stated that the Directors, their individual representatives and their related persons thereto, do not hold any investments in the share capital of companies engaging in identical, similar or complementary activities to those of the Company or hold positions or discharge duties thereat, other than those held or discharged at the Applus Group companies, that could give rise to a conflict of interest as established in Article 229 of the Spanish Companies Act.
At 31 December 2023, the Company had granted loans in currencies other than the euro amounting to EUR 85,766 thousand (31 December 2022: EUR 134,845 thousand) and had received foreign currency loans amounting to EUR 87,162 thousand (31 December 2022: EUR 102,273 thousand).
The Company's statement of profit or loss includes finance income in currencies other than the euro amounting to EUR 6,901 thousand at 31 December 2023 (31 December 2022: EUR 3,321 thousand) and finance costs in currencies other than the euro amounting to EUR 5,668 thousand (31 December 2022: EUR 2,441 thousand).
As a result of these balances, the Company's statement of profit or loss includes positive foreign exchange differences amounting to EUR 177 thousand at 31 December 2023 (31 December 2022: Positive amount of EUR 2,187 thousand).
The loans granted to the Company relate mainly to loans with Group companies arranged basically in US dollars, Australian dollars and Pound sterling.
The detail of the amounts received by the Company's auditor, Deloitte, S.L., or by any firm in the same network as defined by current Spanish audit legislation, in 2023 and 2022 is as follows (in thousands of euros):
| Description | 2023 | 2022 |
|---|---|---|
| Audit services Services different from audit: |
299 | 440 |
| Services required by the applicable regulatory framework | 82 | 71 |
| Other attest services | 95 | 87 |
| Tax counselling services | 58 | - |
| Total professional services | 534 | 598 |
The Company had contracted certain obligations and guarantees derived from the financing agreement described in Note 7. These obligations include reporting obligations relating to the Group's financial statements and business plans; the obligation to take certain measures such as guaranteeing accounting closes, refrain from performing certain transactions without the consent of the lender, such as mergers, changes of business activity, share redemptions, and the financial obligation to achieve certain financial ratios, among others.
At 31 December 2023 and 2022, the Company's shares had not been pledged.
At 31 December 2023 and 2022, no banks had provided the Company with guarantees to third parties.
Detailed below is the information required by the Additional Rule 3 "Disclosure Obligation" of Law 15/2010, of 5 July (amended by Final Rule 2 of Law 31/2014, of 3 December), which was prepared in accordance to the Spanish Accounting and Audit Institute (ICAC) Resolution of 29 January 2016 on information to be incorporated in notes to the financial statements in relation to average payment periods to suppliers in commercial transactions.
| 2023 | 2022 | ||
|---|---|---|---|
| Days | |||
| Average payment period to suppliers | 54 | 53 | |
| Ratio of transactions settled | 54 | 57 | |
| Ratio of transactions not yet settled | 51 | 33 | |
| Amount (Thousands of Euros) | |||
| Total payments made | 2,600 | 2,605 | |
| Total payments outstanding | 534 | 492 |
The data shown in the foregoing table in relation to payments to suppliers relate, pursuant to the ICAC Resolution, to commercial transactions relating to goods supplied and services provided since the entry into force of Law 31/2014, of 3 December.
Suppliers, solely for the purpose of disclosing the information provided for in this Resolution, are considered to be trade creditors for the supply of goods and services and are included under "Payables from Group companies and associates" and "Other accounts payables" in the accompanying statement of financial position.
"Average Payment Period to Suppliers" is understood to be the period between the supply of the goods or the provision of the services on the supplier's account and the effective payment of the transaction.
The maximum payment period applicable to the Spanish consolidated companies under Law 3/2004, of 29 December, on combating late payment in commercial transactions, is 30 days. This period may be extended by agreement between the parties, but under no circumstances should be superior to 60 natural days (same legal period in 2022).
However, most of the pending payment at year end has been paid during the first two months of the year 2024.
In accordance with the requirements established in Law 18/2022 of 28 September 2022, which modified Law 3/2004, of 29 December 2004, the Management has proceeded to calculate the number of invoices paid in a period lower than the maximum established in the regulations. As of 31 December 2023, 739 invoices were paid for a total of EUR 1,398 thousand. These invoices represent 86% of all the invoices paid during the fiscal year and 54% of the total amount in euros.
In 2023 no transactions outside the course of the Company's ordinary business operations arose which required the amendment or early extinguishment of any agreement between the Company and any of its directors or persons acting on their behalf.
In 2024 and until the date of authorisation for issue of these financial statements, no relevant events took place other than those already included in these financial statements that should be included in, modify or significantly affect these financial statements for 2023 and, in particular, in relation with the voluntary tender offer process indicated in Note 2.4.
These financial statements are presented on the basis of the regulatory financial reporting framework applicable to the Company (see Note 2.1). Certain accounting practices applied by the Company that conform with that regulatory framework may not conform with other generally accepted accounting principles and rules.
Translation of financial statements originally issued in Spanish and prepared in accordance with the regulatory financial reporting framework applicable to the Company. This translation has been prepared by the Company for informative purposes only, has not been approved by the Board of Directors and has not the consideration of official or regulated information. In the event of a discrepancy, the Spanish-language version prevails.
Translation of a report originally issued in Spanish. In the event of a discrepancy, the Spanish-language version prevails.
Directors' Report for the year ended 31 December 2023
Formally prepared by the Directors of Applus Services, S.A. in relation to the year ended 31 December 2023.
We are pleased to submit to you this report on the Company's performance in 2023 and on its progress up to the present date.
The Company's turnover was slightly higher than in the previous year mainly due to the fact that the increase in financial income from interest on loans with Group companies was higher than the reduction in income from dividends received. In addition, an impairment reversal of EUR 20,000 thousand has been recorded due to the reestimation of the value of the investment in Group companies (Note 5.2.). However, the financial result has decreased considerably with respect to 2022 due to the impact of the rise in interest rates.
The combined effect of the aforementioned variations results in a slightly higher profit before tax in 2023 compared to 2022.
The rest of items in the statement of profit or loss do not show significant variations.
The General Shareholders' Meeting of the Parent Company approved the allocation of the profit of the Parent Company for the year 2022 to dividends for an amount of EUR 0.16 per share (2022: EUR 0.15 per share) for all the outstanding shares entitled to receive a dividend, which represented EUR 20.6 million (2022: EUR 20.3 million), and the remaining to voluntary reserves of free disposal.
The financing agreement on the syndicated bank debt of the group is sufficient to ensure the liquidity needs in the medium and long term.
The main risks to which the Company is exposed are those typically faced by a holding company and the industry in which its subsidiaries operate.
The policy of the Directors is to take decisions that they may consider appropriate in order to mitigate any kind of risk related to the Company's activities.
At 31 December 2023, the Company holds a total of 146,997 treasury shares at an average cost of EUR 7.01 per share. The value of these treasury shares amounted to EUR 1,030 thousand.
At 31 December 2022, the Company held a total of 2,227,423 treasury shares at an average cost of EUR 6.34 per share. The value of these treasury shares amounted to EUR 14,177 thousand.
The Group policy establishes the use of financial derivatives to eliminate or significantly reduce certain interest rate and foreign currency risks relating to its assets if needed. The Company does not hold any derivative financial instruments at the end of 2023.
In 2024 and until the date of authorisation for issue of the accompanying financial statements, no relevant events took place other than those already included in Note 13 of the Annual Accounts report that should be included in, modify or significantly affect, the accompanying financial statements for 2023.
Information on deferred payments made to suppliers is detailed in Note 12.3 of the Annual Accounts report for the year ended 31 December 2023.
The Annual Corporate Governance Report for the year 2023 is included in the consolidated Directors' Report of Applus Services, S.A., in accordance with the provisions of Article 49.4 of the Commercial Code and in accordance with Article 538 of the Capital Companies Law. Likewise, this report will be available from the publication of these accounts on the Applus Group website and on the website "Comisión Nacional de Mercado de Valores (CNMV)".
The Annual Directors' Remuneration Report for the year 2023 is included in the consolidated Directors' Report of Applus Services, S.A., in accordance with Article 538 of the Capital Companies Law. Likewise, this report will be available from the publication of these accounts on the Applus Group website and on the website "Comisión Nacional de Mercado de Valores (CNMV)".
www.cnmv.es
www.applus.com
Ownership interest held by Group companies:
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
|---|---|---|---|---|---|---|
| Applus Servicios Tecnológicos, S.L.U | Calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, Madrid (Spain) |
Holding company | Active | 100% | - | Full consolidation |
| Libertytown RE, SA | 23 avenue Monterey, L-2163 (Luxemburg) | Captive reinsurance company | Active | - | 100% | Full consolidation |
| Applus Iteuve Argentina, S.A. | Reconquista 661 – Piso 2, C 1003 Ciudad de Buenos Aires (Argentina) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Applus Santa Maria del Buen Ayre, S.A. Reconquista 661 – Piso 2, C 1003 Ciudad de Buenos Aires (Argentina) |
Right and compliance of the obligations corresponding to public services concessions relating to the obligatory Technical Verification of Vehicles |
Active | - | 100% | Full consolidation | |
| Applus Uruguay, S.A. | Guayabos nº 1718, escritorio 505 Montevideo (Uruguay) | Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Revisiones Técnicas Applus del Ecuador Applusiteuve, S.A. |
Avda Patria nºE4-41 Intersección Avda Amazonas edificio Patria Piso 10 Oficina 01, Pichincha, Quito (Ecuador) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Applus Iteuve Brasil Serviços LTDA | Avenida Paulista 726, Cj. 1207, 12ª andar, Sala 36, Sao Paulo (Brazil) |
Holding company | Active | - | 100% | Full consolidation |
| Libertytown USA Finco, Inc. | 615, Dupont Highway, Kent County Dover, State of Delaware (USA) |
Holding company | Active | - | 100% | Full consolidation |
| Applus Iteuve Technology, S.L.U | Calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, Madrid (Spain) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| IDIADA Automotive Technology, S.A | L'Albornar, s/n PO BOX 20,43710 Sta Oliva. Tarragona (Spain) |
Engineering, testing, proving ground services and homologation |
Active | - | 80% | Full consolidation |
| Applus Argentina, S.A. | Reconquista 661 – Piso 2, C 1003 Ciudad de Buenos Aires (Argentina) |
Investments, investment property and provision of engineering services |
Active | - | 100% | Full consolidation |
| IDIADA Fahrzeugtechnik, GmbH. | Manchinger Straße 97, 85053 Ingolstadt (German) | Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| CTAG-Idiada Safety Technology, S.L. | Polígono A Granxa, Parcelas 249-250. 36410 Porriño, Pontevedra (Spain) |
Engineering, testing and homologation | Active | - | 40% | Full consolidation |
| Applus Chile, S.A. | Avenida Departamental 390, San Joaquin, Santiago de Chile (Chile) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Applus Iteuve Euskadi, S.A., Sociedad Unipersonal |
Polígono Ugaldeguren I Parcela 8, 48710 Zamudio, Vizcaya (Spain) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Applus Revisiones Técnicas de Chile, S.A. |
Avenida Departamental 390, San Joaquin, Santiago de Chile (Chile) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Applus Danmark, A/S | Høje Taastrup Boulevard 23, 2th, 2630 Taastrup (Denmark) Vehicle roadworthiness testing | Active | - | 100% | Full consolidation | |
| IDIADA CZ, A.S. | Prazska 320/8,500 04, Hradec Králové (Czech Republic) | Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Inspecció Tècnica de vehicles i serveis, S.A. |
Ctra de Bixessarri s/n, Aixovall AD600 (Andorra) | Vehicle roadworthiness testing | Active | - | 50% | Full consolidation |
| Idiada Automotive Technology India PVT, ltd |
Unit No. 304, 'B' Wing, 3rd Floor, Sai Radhe Building, 100- 101, Raja Bahadur Mill Road, Off Kennedy Road, Pune 411001 (India) |
Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Shanghai IDIADA Automotive Technology Services Co., Ltd |
Jucheng Pioneer Park, Building 23, 3999 Xiu Pu Road, Nan Hui 201315 Shanghai (Pudong District) (China) |
Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Applus Euskadi Holding, S.L.U. | Polígono Ugaldeguren, 1 parcela 8, Zamudio, Vizcaya (Spain) |
Holding company | Active | - | 100% | Full consolidation |
| Group companies: | Ownership interest held by | |||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active / Inactive |
Direct | Indirect | Method used to account the investment |
| Applus Car Testing Service, Ltd. | 3026 Lakedrive, Citywest Business Campus, Naas Road, Dublin 24 (Ireland) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Idiada Tecnologia Automotiva, Ltda. | Av. Senador Vergueiro, 2123 – Marco Zero Tower – 22nd. Floor, Sao Bernardo do Campo, 09750-001 (Brazil) |
Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Idiada Automotive Technology UK, Ltd. St Georges Way Bermuda Industrial Estate, Nuneaton, Warwickshire CV10 7JS (UK) |
Engineering, testing and homologation | Active | - | 80% | Full consolidation | |
| Shangdong Idiada Automotive and tire proving ground Co, Ltd |
No.1, Jingang Road, Xinzhuang Town, Zhaoyuan 265400, Shandong Province, China 265400 Zhaoyuan |
Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Supervisión y Control, S.A.U. | Estación I.T.V. de O Espíritu Santo.Ctra. N-VI, Km. 582 - 15168 Espiritu Santo - Sada, A Coruña (Spain) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| RITEVE SyC, S.A. | Alajuela, Avenida Central, Calles 8 y 10, frente a Mundo Mágico, puerta metálica, segunda planta (Costa Rica) |
Vehicle roadworthiness testing | Active | - | 55% | Full consolidation |
| Idiada Automotive Technology Rus, LLC. |
Russian Federation, 603004, Nijniy Novgorod, prospect Lenina, 115 (Russia). |
Engineering, testing and homologation | Inactive | - | 80% | Full consolidation |
| Applus Idiada Karco Engineering, LLC | 9270 Holly Road. 92301 Adelanto. Californa (USA) | Engineering, testing and homologation | Active | - | 67% | Full consolidation |
| Idiada Homologation Technical Service, S.L.U. |
L'Albornar s/n 43710 Santa Oliva - Tarragona (Spain). | Homologation | Inactive | - | 80% | Full consolidation |
| IDIADA Automotive Technology USA, LLC |
9270 Holly Road, Adelanto, CA 92301 (USA). | Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Inversiones y Certificaciones Integrales SyC, S.A. |
Alajuela, Avenida Central, Calles ocho y diez, frente a Mundo Mágico, puerta metálica, segunda planta. (Costa Rica) |
Business and management services advice | Active | - | 100% | Full consolidation |
| Applus Inspection Services Ireland, Ltd. 3026 Lake drive, Citiwest business campus, Naas Road, Dublin 24 (Ireland) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation | |
| Idiada Automotive Technology Mexico S de RL de CV |
Carretera Lateral Mexico Puebla, 7534, 72110, Puebla (Mexico) |
Engineering, testing and homologation | Active | - | 80% | Full consolidation |
| Iteuve Canarias, S.L. | Los Rodeos, Camino de San Lázaro, 166, 38206 San Cristobal de la Laguna, Santa Cruz de Tenerife (Spain) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Iteuve Canarias Aeropuerto el Matorral, S.L. |
C/ Concejal Garcia Feo, número 30, Las Palmas de Gran Canaria, Las Palmas (Spain) |
Vehicle roadworthiness testing | Active | - | 50% | Full consolidation |
| Iteuve India Private Limited | 1 & 2 Upper Ground Floor, Kanchenjunga Building 18, Barakhamba Road, Connaught Place New Delhi 110001 (India) |
Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Besikta Bilprovning i Sverige Holding AB |
Källvattengatan 7, SE- 212 23 MALMÖ (Sweden) | Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| Besikta Bilprovning i Sverige AB | Källvattengatan 7, SE- 212 23 MALMÖ (Sweden) | Vehicle roadworthiness testing | Active | - | 100% | Full consolidation |
| CRpplus Services Costa Rica S.A. | Alajuela, Avenida Central, Calles ocho y diez, frente a Mundo Mágico, puerta metálica, segunda planta. (Costa Rica) |
General trading activity | Active | - | 100% | Full consolidation |
| Ownership interest held by Group companies: |
||||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| WIAM GmbH | Wilhelmine-Reichard-Ring 4, 01109 Dresden (Germany) | Development and commercialization of software technology and software products. Commercialization of licenses of rights of use of software technologies. |
Active | - | 100% | Full consolidation |
| SWM Struktur - und Werkstoffmechanikforschung Dresden gemeinnützige GmbH |
Wilhelmine-Reichard-Ring 4, 01109 Dresden (Germany) | Conducts research in the area of technical mechanics, especially structural and mechanics of material. |
Active | - | 100% | Full consolidation |
| Enertis Solar, S.L.U. | Calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, Madrid (Spain) |
Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis UK Limited | 6th Floor 9 Appold Street, EC2A 2AP, London (UK) | Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis Solar, Inc | 230 California Street, Suite 508, 94111, San Francisco, California (US) |
Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis Mexico S.A. de C.V. | Hamburgo 213-15 Despacho C, 06600, Ciudad de Mexico (Mexico) |
Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis Colombia S.A.S. | Calle 98 # 10- 32 Oficina 302, Bogotá D.C (Colombia) | Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis Chile, SpA | Nueva de Lyon 145 oficina 503, Providencia, Santiago de Chile (Chile) |
Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis S.A.S. | Uruguay 469 10º C 1015, Buenos Aires (Argentina) | Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis South Africa (PTY) Ltd | 1st floor convention towers - CNR Heerengracht & walter sisulu streets - 8001 - Ciudad del Cabo (Republic of South Africa) |
Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Enertis AM Chile, SpA | Nueva de Lyon 145 oficina 503, Providencia, Santiago de Chile (Chile) |
Engineering, consulting, testing and inspection services company for the provision of quality control and assurance for the solar photovoltaic industry |
Active | - | 100% | Full consolidation |
| Applus Organismo de Control, S.L.U. | Carretera Nacional N-VI, Km. 582,6, 15168 – Sada, A Coruña (Spain) |
Inspection, quality and quantity control and regulatory inspection |
Active | - | 95% | Full consolidation |
| Lightship Security, Inc | 150 Isabella Street, suite 1101. Ottawa, Ontario, K2S 1V7 (Canada) |
Certification and cybersecurity testing | Active | - | 100% | Full consolidation |
| Lightship Security USA, INC | 251 Little Falls Drive, Wilmington, New Castle Delaware, 19808 (USA) |
Certification and cybersecurity testing | Active | - | 100% | Full consolidation |
| Ownership interest held by Group companies: |
||||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| Alpe Metrología Industrial, S.L.U. | Avenida de los Donantes de Navarra, número 8, Bajo,31195 Berriozar, Navarra (Spain) |
Industrial calibration | Active | - | 95% | Full consolidation |
| Indoor Climate Management S.L. | Avenida Vía Augusta, número 15-25, 08174 Sant Cugat del Vallés, Barcelona (Spain) |
Provision of energy efficiency and consultancy services | Active | - | 30% | Equity method |
| Applus Certificación IDI, S.L.U. | Calle Campezo 1, Polígono Industrial Las Mercedes, Madrid (Spain) |
Evaluation and certification | Active | - | 100% | Full consolidation |
| JTSEC Beyond IT Security, S.L. | Av. de la Constitución, 20, Oficina 208, 18012 Granada (Spain) |
Certification and cybersecurity testing | Active | - | 100% | Full consolidation |
| K2 Ingeniería S.A.S. | Carrera 36 No. 36-26/28, Bucaramanga, Santander (Colombia) |
Engineering and other consulting activities | Active | - | 100% | Full consolidation |
| Riportico Engenharia, Lda | Rua Viriato 161, 3430 649 Carregai do Sal (Portugal) | Implementation and supervision of projects in the fields of engineering, architecture and construction, including topography, safety and quality control services as well as direction and coordination in construction sites. Additionally, carries out testing, technical analysis and consulting activities related to civil engineering and expertise |
Active | - | 100% | Full consolidation |
| Cámara Laboratorios y Metrología, S.L. Plaza de la Victoria 1, Alcalá de Henares, Madrid (Spain) | Metrology activities | Active | - | 80% | Full consolidation | |
| Suzhou Chunfen Test Technology Services Co., Ltd (CFI) |
No. 15 Laoliuhe Road, Chengxiang Town, Taicang City (China) |
Analysis and tests on durability and performance of car components such as airbags, pipes and seats. |
Active | - | 100% | Full consolidation |
| Rescoll, S.A. | 8 Allée Geoffroy Saint-Hilaire, CS 30021, 33600 Pressac (France) |
Research and development in the physical and natural sciences. Manufacture, design and assembly fo analysis and processes of control equipment |
Active | - | 100% | Full consolidation |
| Rescoll Manufacturing, S.L. | 4 Chemin du Solarium, 33170 Gradignan (France) | Provision of industrial services, research and development, manufacturing and subcontracting for the materials industry Active |
- | 100% | Full consolidation | |
| Rescoll Production, S.L. | Rue du Bac Chezelles, 86530 Naintré (France) | Manufacture and marketing of all chemical, synthetic and dye products for trade and industry |
Active | - | 100% | Full consolidation |
| NTPT – Consultores Portugal, Lda | Avenida 5 de Outubro, nº 85, 5º. Distrito de Lisboa, Concelho: Lisboa Freguesia, Avenida Novas 1050 050 Lisboa (Portugal) |
Advising, consulting, execution, direction, training and inspection services in any of the productive phases in the sectors of engineering, IT, civil, industrial, electric, energetic and environmental industries; including the provision, installation and assembly of machinery and equipment, either for public or private companies. |
Active | - | 100% | Full consolidation |
| AFC Ingenieros, S.L. | Paseo Imperial, 6, 2 D1, 28005, Madrid (Spain) | Performing analysis, tests, technical control, studies and reports related to the environment and the meteorology, as well as the commercialization, assembling and calibration of measuring instruments. |
Active | - | 100% | Full consolidation |
| Group companies: | Ownership interest held by | |||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| Barlovento Recursos Naturales, S.L. | Calle Pintor Sorolla 8, 1ºA, Logroño 26, La Rioja (Spain) | Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Barlovento Recursos Naturales S.A.S. (Colombia) |
Calle 6 Sur 43 A 200, Ofifinca 510, Medellín, Antioquia (Colombia) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Barlovento Renovables Latinoamérica S.A.C. (Perú) |
Calle Bolognesi nº 125, 1304 Miraflores, Lima (Peru) | Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Barlovento Brasil Energías Renováveis Ltda. (Brazil) |
Avenida Presidente Wilson, 210, 13º andar, Centro, Rio de Janeiro – RJ, 20.030-021 (Brazil) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Barlovento Chile Limitada (Chile) | Lo Fontecilla 101, Oficina 909-910 Las Condes, Santiago de Chile Región Metropolitana (Chile) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| E2Q de México, S.A. de C.V. (México) | Avenida Hidalgo 2380, colonia Vallarta Norte, C.P. 44690, Guadalajara, Jalisco (Mexico) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Barlovento Dacia, S.R.L. (Rumania) | 6 Topolovăţ St, Bloc Td19, 6th fllor, Apartment 40, room 1, Sector 6, Bucharest (Romania) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Energy to Quality, S.L. (Spain) | Calle Doctor Esquerdo 39, semisótano B. Madrid, 28, Madrid (Spain) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| Ingepower, S.L. (Spain) | Calle Doctor Esquerdo 39, semisótano B. Madrid, 28, Madrid (Spain) |
Provision of engineering, consulting, testing and R&D&I services for the renewables energies sector, particularly in the wind and solar industries |
Active | - | 100% | Full consolidation |
| LGAI Technological, Center, S.A. | Campus de la UAB,Ronda de la Font del Carme, s/n, 08193 Bellaterra-Cerdanyola del Vallès. Barcelona (Spain) |
Certification | Active | - | 95% | Full consolidation |
| Applus México, S.A. de C.V. | Blvd. Manuel Avila Camacho 184, Piso 4-A, Col. Reforma Social, C.P. 11650 México D.F. (Mexico) |
Quality system audit and certification | Active | - | 95% | Full consolidation |
| LGAI Chile, S.A. | Alberto Henckel 2317, Providencia, Santiago de Chile (Chile) |
Quality system audit and certification | Active | - | 95% | Full consolidation |
| Applus Costa Rica, S.A | Oficentro Ejecutivo La Sabana, Edificio 6, 4 piso, San José (Costa Rica) |
Quality system audit and certification | Active | - | 95% | Full consolidation |
| Applus Norcontrol, S.L., Sociedad Unipersonal |
Crta. Nacional VI-Km 582, 15168, Sada, A Coruña (Spain) Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation |
| Ownership interest held by Group companies: |
||||||||
|---|---|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ | Direct Indirect |
Method account investment |
used | to the |
| Novotec Consultores, S.A., Sociedad Unipersonal |
Calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, Madrid (Spain) |
Services related to quality and safety in industrial plants, buildings,etc. |
Active | - | 100% | Full consolidation | ||
| Applus Panamá, S.A | Calle Jacinto Palacios Cobos, Edificio 223, piso 3, locales A y C, Ciudad del Saber; Clayton, Ciudad de Panamá (Panama) |
Certification | Inactive | - | 95% | Full consolidation | ||
| Applus Norcontrol Panamá, S.A. | Calle Jacinto Palacios Cobos, Edificio 223, piso 3, locales A y C, Ciudad del Saber; Clayton, Ciudad de Panamá (Panama) |
Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation | ||
| Norcontrol Chile, S.A. | Agustinas Nº 640, Piso 9, Santiago de Chile (Chile) | Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation | ||
| Norcontrol Inspección, S.A. de C.V. – México |
Blvd. Manuel Avila Camacho 184, Piso 4-B, Col. Reforma Social, C.P. 11650 México, D.F (Mexico) |
Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation | ||
| Applus Norcontrol Guatemala, S.A. | Km 14,5 Carretera a El Salvador, Santa Catarina Pínula (Guatemala) |
Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation | ||
| Applus Norcontrol Colombia, Ltda | Calle 17, núm. 69-46 Bogotá (Colombia) | Inspection, quality control and consultancy services | Active | - | 96% | Full consolidation | ||
| Norcontrol Nicaragua, S.A. | Colonia Los Robles, Km. 6,500 Carretera Masaya, Managua (Nicaragua) |
Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation | ||
| Röntgen Technische Dienst Holding BV Delftweg 144, 3046 NC Rotterdam (The Netherlands) | Holding company | Active | - | 100% | Full consolidation | |||
| Applus Centro de Capacitación, S.A. | Agustinas Nº640, Piso 9, Santiago de Chile (Chile) | Provision of training services | Inactive | - | 95% | Full consolidation | ||
| Applus Czech Republic, s.r.o. | U Stadionu 89, 530 02 Pardubice (Czech Republic) | Certification services through non-destructive testing | Active | - | 100% | Full consolidation | ||
| Applus RTD Deutschland inspektions Gesellschaft, Gmbh |
Industriestraße 34b, D-44894 Bochum (Germany) | Certification services through non-destructive testing | Active | - | 100% | Full consolidation | ||
| Röntgen Technische Dienst B.V. | Delftweg 144, 3046 NC Rotterdam (The Netherlands) | Certification services through non-destructive testing | Active | - | 100% | Full consolidation | ||
| RTD Quality Services, Inc (Canada) | 5504 36 St NW, Edmonton, AB T6B 3P3 (Canada) | Certification services through non-destructive testing | Active | - | 100% | Full consolidation | ||
| RTD Quality Services Nigeria Ltd. | Warri Boat Yard, 28 Warri/Sapele Road, Warri, Delta State (Nigeria) |
Certification services through non-destructive testing | Active | - | 49% | Full consolidation | ||
| RTD Holding Deutschland, Gmbh | Industriestraße 34b, D-44894 Bochum (Germany) | Holding company | Active | - | 100% | Full consolidation | ||
| Applus RTD PTE, Ltd (Singapore) | 521 BUKIT BATOK STREET 23, 05 - 0E, 659544, Singapore |
Certification services through non-destructive testing | Active | - | 100% | Full consolidation | ||
| Applus Colombia, Ltda. | Calle 17, núm 69-46, Bogotá (Colombia) | Certification | Active | - | 95% | Full consolidation | ||
| Applus (Shangai) Quality inspection Co, Ltd |
Jucheng Industrial Park, Building 23, 3999 Xiu Pu Rd, Nan Hui, Shanghai 201315 (China) |
Inspection services in quality processes, production processes, technical assistance and consultancy |
Active | - | 95% | Full consolidation | ||
| Applus PTY, Ltd (Australia) | C/- Prime Company Compliance, Level 1, 162 Grand Boulevard, Joondalup WA 6027 (Australia) |
Certification services through non-destructive testing | Active | - | 100% | Full consolidation | ||
| Arctosa Holding, B.V. | Delftweg 144, 3046 NC Rotterdam (The Netherlands) | Holding company | Active | - | 100% | Full consolidation | ||
| Libertytown Australia, PTY, Ltd. | C/- Prime Company Compliance, Level 1, 162 Grand Boulevard, Joondalup WA 6027 (Australia) |
Holding company | Active | - | 100% | Full consolidation |
| Group companies: | Ownership interest held by | |||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| Applus UK, Ltd | Block 2, Units C and D, West Mains Industrial Estate, Stirlingshire, FK3 8YE, Scotland (UK) |
Certification services through non-destructive testing | Active | - | 100% | Full consolidation |
| Applus RTD Certification, B.V. | Delftweg 144, 3046 NC Rotterdam (The Netherlands) | Certification services | Inactive | - | 100% | Full consolidation |
| Applus RTD SP, z.o.o. | Ul. Klodnicka 97/210, 41-706 Ruda Śląska, Poland | Certification services through non-destructive testing | Active | - | 100% | Full consolidation |
| Applus Energy, S.L.U. | Calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, Madrid (Spain) |
Provision of advisory services and auditing in the energy sector |
Active | - | 100% | Full consolidation |
| APP Management, S. de R.L. de C.V. | Blvd. Manuel Avila Camacho 184, Piso 4-A, Col. Reforma Social, C.P. 11650 México D.F. (Mexico) |
Provision of professional, technical, administrative and human resources services |
Inactive | - | 100% | Full consolidation |
| Libertytown Applus RTD Germany Gmbh |
Industrie Strasse 34 b, D-44894 Bochum (Germany) | Holding company | Active | - | 100% | Full consolidation |
| Applus Norcontrol Maroc, Sarl | INDUSPARC Module N°11BD AHL LOGHLAM Route de Tit Mellil Chemin Tertiaire 1015 Sidi Moumen 20400, Casablanca (Morocco) |
Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation |
| Applus RTD Gulf DMCC. | Unit No. 15-PF-130, Detailed Retail 15, JLT-PH1-RET-15, Jumeirah Lakes Towers, Dubai (United Arab Emirates) |
Certification services through non-destructive testing | Active | - | 100% | Full consolidation |
| Applus Qualitec Serviços de Engenharia, Ltda. |
Cidade de Ibirité, Estado de Minas Gerais, na Rua Petrovale, quadra 01, lote 10, integrante da área B, nª450, Bairro Distrito Industrial Marsil, CEP 32.400-000 (Brazil) |
Certification services through non-destructive testing | Active | - | 100% | Full consolidation |
| Applus Lgai Germany, Gmbh | Zur Aumundswiede 2, 28279 Bremen (Germany) | Certification | Active | - | 95% | Full consolidation |
| BK Werstofftechnik-Prufstelle Für Werkstoffe, Gmbh |
Zur Aumundswiede 2, 28279 Bremen (Germany) | Certification | Active | - | 95% | Full consolidation |
| Ringal Brasil Investimentos, Ltda. | Cidade de Ibirité, Estado de Minas Gerais, na Rua Petrovale, quadra 01, lote 10, integrante da área B, nª450, Bairro Distrito Industrial Marsil, CEP 32.400-000 (Brazil) |
Holding company | Active | - | 100% | Full consolidation |
| Applus Norcontrol Perú, S.A.C. | Avenida el Derby, 254, Piso 12 OF 1202. Surco. Lima (Peru) |
Inspection, quality control and consultancy services | Active | - | 96% | Full consolidation |
| John Davidson & Associates PTY, Ltd | C/- Prime Company Compliance, Level 1, 162 Grand Boulevard, Joondalup WA 6027 (Australia) |
Provision of executive recruitment services | Active | - | 100% | Full consolidation |
| Applus PNG Limited | Unit 11, Section 53, Allotment 15 & 16, Ume Street, Gordons, Port Moresby, National Capital District, (Papua New Guinea) |
Provision of executive recruitment services | Active | - | 100% | Full consolidation |
| PT Applus Energi dan Industri | Gedung Pondok Indah Office Tower 2, Lantai 16, Suite 1602, Jalan Sultan Iskandar Muda Kav. VTA RT 004 RW 003 Pondok Pinang Kebayoran Lama, Jakarta Selatan 12310 (Indonesia) |
Provision of technical engineering and planning, conservation and operational services, technical training and human resource development |
Active | - | 0% | Full consolidation |
| Applus Norcontrol Consultoría e Ingeniería, SAS |
Calle 17, núm. 69-46 Bogotá (Colombia) | Inspection, quality control and consultancy services in the industry and services sector |
Active | - | 94% | Full consolidation |
| Group companies: | Ownership interest held by | |||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| Applus Mongolia, LLC | The Landmark, 7th Floor, Chinggis Avenue – 13, Sukhbaatar District, Ulaanbaatar (Mongolia) |
Provision of human resources consultancy in the area of recruitment, placement candidates and related services |
Active | - | 100% | Full consolidation |
| Applus Laboratories, AS. | Langmyra 11, 4344 Bryne (Norway) | Certification | Active | - | 95% | Full consolidation |
| Applus Arabia L.L.C | Building No. 3215, Secondary No. 8367, Postal Code 13522, Anas Bin Malik Road - Al Malqa, Riyadh, Saudi Arabia |
Certification | Active | - | 75% | Full consolidation |
| Applus Portugal, Lda | Complexo Petroquímico, Monte Feio, 7520-954 Sines (Portugal) |
Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation |
| Ringal Invest, S.L.U | Calle Campezo 1, edificio 3, Parque Empresarial Las Mercedes, Madrid (Spain) |
Holding company | Active | - | 100% | Full consolidation |
| Applus Velosi DRC, Sarl. | Lubumbashi, Avenue Lumumba, N. 1163, Quartier Industriel, Commune Kampemba (Congo) |
Provision of permanent contract services | Active | - | 100% | Full consolidation |
| Ingelog Consultores de Ingeniería y Sistemas, S.A. |
Agustinas Nº 640, Piso 9, Santiago de Chile (Chile) | Counseling and consulting services in the areas of engineering, infrastructure, environment, etc. |
Active | - | 100% | Full consolidation |
| Ingeandina Consultores de Ingeniería, S.A.S. |
Calle 17, núm. 69-46 Bogotá (Colombia) | Counseling and consulting services in the areas of engineering, infrastructure, environment, etc. |
Active | - | 100% | Full consolidation |
| Ingelog Costa Rica S.A. | Mata Redonda, Sabana Sur, Oficentro Ejecutivo la Sabana, torre 6, piso 4, oficinas T&L Consultores, San José (Costa Rica) |
Counseling and consulting services in the areas of engineering, infrastructure, environment, etc. |
Active | - | 98% | Full consolidation |
| NRAY Services, Inc. | 56A Head Street, Dundas, ON L9H 3H7 (Canada) | Inspection of the based neutron radiation services | Active | - | 100% | Full consolidation |
| Applus Technical Services USA, Inc. | 7337 Empire Central Drive, Houston, TX 77040 (USA) | Holding company | Active | - | 100% | Full consolidation |
| X-RAY Industries, Inc. | 5700 Crooks, Rd. Suite 450, Troy, MI 48089 (USA) | X-ray metallurgical, management, retail equipment, equipment manufacturing, non-destructive; testing services Active |
- | 100% | Full consolidation | |
| Applus Laboratories USA, Inc. | 615 S. DuPont Highway, Kent County, Dover, Delaware 19901 (USA) |
Holding company | Active | - | 95% | Full consolidation |
| Arcadia Aerospace Industries, Llc. | 28000 Mooney Avenue, Building #110, Punta Gorda Florida 33982 (USA) |
Industrial contract and inspection services | Active | - | 86% | Full consolidation |
| Libertytown USA 3, Inc. | 7337 Empire Central Drive, Houston, TX 77040 (USA) | Any lawful act or activity in order for companies to organize themselves under the Delaware General Corporation Law |
Active | - | 100% | Full consolidation |
| SKC Engineering Ltd | 19165 94TH Avenue, Surrey BC, V4N 3S4 (Canada) | Ensure quality, training, inspection, proof and design and welding engineering services. |
Active | - | 100% | Full consolidation |
| Applus Norcontrol República Dominicana, S.R.L |
Plaza El Avellano, Calle Dr. Jacinto Ignacio Mañón No. 5 Local No. 08 Primer Piso. Ensanche Paraíso, Santo Domingo (República Dominicana) |
Inspection and technical assistance services | Active | - | 95% | Full consolidation |
| Group companies: | Ownership interest held by | |||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| Emilab, SRL | Via F.lli Solari 5/A 33020 Amaro (UD) (Italy) | Research in the areas of engineering, electromagnetic compatibility and electrical safety. |
Active | - | 95% | Full consolidation |
| AC6 Metrología, S.L.U. | Polígono Comarca I, Edificio Pasarela. 31160, ORKOIEN, Navarra (Spain) |
Research, development and advisory services for metrology and industrial calibration activities. |
Active | - | 95% | Full consolidation |
| Applus RVIS, B.V. | Delftweg 144, NC 3046 Rotterdam (The Netherlands) | Remote Non-destructive Inspection and Testing | Active | - | 51% | Full consolidation |
| Applus Servicios Integrales, S.A.S. | Calle 17 # 69 - 46, Bogotá (Colombia) | Inspection, quality control and consultancy services | Active | - | 95% | Full consolidation |
| Tunnel Safety Testing, S.A. | LG Centro Experimental San Pedro de Anes s/n, Siero 33189, Asturias (Spain) |
Fire testing in tunnels, fire suppression product testing and fire training. |
Active | - | 89% | Full consolidation |
| 3C Test Limited | Silverstone Technology Park, Silverstone Circuit, Silverstone, Towcester, Northamptonshire, NN12 8GX (UK) |
Electromagnetic compatibility (EMC) and electrical tests, especially for the automotive sector. |
Active | - | 95% | Full consolidation |
| DatapointLabs LLC | 23 Dutch Mill Rd, Ithaca, New York 14850 (USA) | Materials characterization laboratory specialized in providing properties for numerical simulation. |
Active | - | 95% | Full consolidation |
| Matereality, LLC. | 23 Dutch Mill Rd, Ithaca, New York 14850 (USA) | Development of IT solutions for the properties of materials, management and storage. |
Active | - | 95% | Full consolidation |
| Applus Middle East Engineering Consultancy, LLC |
Office 201, Abu Dhabi Business Hub, Building B, Mussafah (United Arab Emirates) |
Industrial support and consulting | Active | - | 47% | Full consolidation |
| SARL Apcontrol Energie et Industrie Algerie |
Rue 05 N°53 Paradou Commune de Hydra Alger (Algeria) | Production of technical control devices and appliances for the calibration of machinery, mechanical testing and measurement, oil services, management consulting, hydrocarbon analysis, environmental prevention and cleaning programs |
Active | - | 47% | Full consolidation |
| Talon Test Laboratories (Phoenix) Inc. | 5700 Crooks, Rd. Suite 450, Troy, MI 48089 (USA) | Non-destructive testing services | Active | - | 100% | Full consolidation |
| Talon Test Laboratories Incorporated | 5700 Crooks, Rd. Suite 450, Troy, MI 48089 (USA) | Non-destructive testing services | Active | - | 100% | Full consolidation |
| Laboratorio de Ensayos Metrológicos, S.L.U. |
Avenida Can Sucarrats, 110, nave 11, Rubí (Spain) | Laboratory of metrological tests and calibration of measuring instruments |
Active | - | 95% | Full consolidation |
| A2M Industrie, SAS (A2MI) | ZA du Parc - Secteur, Rue de la Gampille, 42490 Fraisses (France) |
Mechanical and material tests. | Active | - | 95% | Full consolidation |
| Applus Tanzania Limited | Kimwery Avenue, Msasani, Tirdo Complex, Dar Es Salaam (Tanzania) |
Provision of services, training and consulting, including though not limited to inspection, testing, verification, NDT services, maintenance and technical assistance for the industrial and construction sectors and related areas, as well as the consulting activities for business and management. |
Inactive | - | 75% | Full consolidation |
| Applus and Partner Engineering Consultancy |
Building No. 3215, Secondary No. 8367, Postal Code 13522, Anas Bin Malik Road - Al Malqa, Riyadh, Saudi Arabia |
Engineering consultancy services | Active | - | 48% | Full consolidation |
| Applus Fomento de Control, S.A. | 11, rue El Wahda, Résidence Imam Ali, Apt 2, Casablanca (Morocco) |
The provision of verification services for industrial products imported into the Kingdom of Morocco (Law No. 24-09, Morocco) |
Active | - | 85% | Full consolidation |
| Group companies: | Ownership interest held by | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ | Direct | Indirect | Method account investment |
used | to the |
| Servicios SEFF S.A. Chile | Ciudad de Calama, Región de Antofagasta (Chile) | Formulation and management of projects' budgets, research and development activities, innovation, consulting and assessment of quality control in the construction industry including materials, processes and the methodology implemented. Conduction of engineering and topography studies and the provision of services in any area of the industrial production |
Inactive | - | 100% | Full consolidation | |||
| Sociedad LEM Laboratorios y Asistencia Técnica Limitada |
Avenida Huaytiquina N°1601, ciudad de Calama (Chile) | Development of projects, consultancies and technical quality control consultants for construction, referring to the quality of materials and industrial elements used for construction and its condition of application of building works. |
Active | - | 100% | Full consolidation | |||
| TIC Investments Chile SpA | Avenida Huaytiquina N°1601, ciudad de Calama (Chile) | Holding company | Active | - | 100% | Full consolidation | |||
| Applus Brasil Investimentos, Ltda | Rua Dom José de Barros, nº 177, 6ª andar, conjunto 601, sala 602, Vila Buarque, CEP 01038-100, Sao Paulo (Brazil) Holding company |
Active | - | 100% | Full consolidation | ||||
| Velosi S.à r.l. | 7, rue Robert Stümper L-2557 Luxembourg, Grand Duchy of Luxembourg, L-1653 Luxembourg (Luxembourg). |
Holding company | Active | 100% | - | Full consolidation | |||
| Velosi Poland Sp z.o.o. | Ul. Inflancka 4 00-189 Warszawa (Poland) | Publishing of other programmes | Active | - | 100% | Full consolidation | |||
| Velosi Europe Ltd | Unit 18 Dawkins Road Poole BH15 4JY (UK). | Provision of technical, engineering and industrial services | Active | - | 100% | Full consolidation | |||
| Velosi Certification Bureau LTD | Unit 18 Dawkins Road Poole BH15 4JY (UK). | Holding company | Active | - | 100% | Full consolidation | |||
| Applus International Italy, Srl | 23807 Merate (LC), via De Gasperi, 113, Merate (Italy). | Provision of technical, engineering and industrial services | Active | - | 80% | Full consolidation | |||
| Applus Italy, SRL | Via Cinquantenario, 8 - 24044 Dalmine, Bergamo (BG) (Italy). |
Quality control, maintenance and inspection | Active | - | 80% | Full consolidation | |||
| Applus Norway A/S | Sveiogata 40, 5514 Haugesund (Norway). | Quality control, maintenance and inspection | Active | - | 60% | Full consolidation | |||
| Applus Turkey Gozetim Hizmetleri Limited Sirketi |
1042. Cadde 1319.Sokak No.9/5 Ovecler, Ankara (Turkey). Quality control, maintenance and inspection | Active | - | 80% | Full consolidation | ||||
| Velosi LLC | Azadlig Avenue 189, Apt 61, AZ1130 Baku (Azerbaijan). | Provision of auxiliary services for oil and gas companies | Active | - | 100% | Full consolidation | |||
| Velosi Malta I Ltd | The Bastions, Office No. 2 Emvim Cremona Street, Floriana, FRN 1281 (Malta). |
Holding company | Active | - | 100% | Full consolidation | |||
| Velosi Malta II Ltd | The Bastions, Office No. 2 Emvim Cremona Street, Floriana, FRN 1281 (Malta). |
Holding company | Active | - | 100% | Full consolidation | |||
| Velosi Industries Sdn Bhd | No. 152-3-18A, Kompleks Maluri, Jalan Jejaka, Taman Maluri, 55100 Kuala Lumpur (Malaysia). |
Investments, investment property and provision of engineering services |
Active | - | 100% | Full consolidation | |||
| Applus Malaysia, Sdn Bhd | No. 152-3-18A, Kompleks Maluri, Jalan Jejaka, Taman Maluri, 55100 Kuala Lumpur (Malaysia). |
Provision of engineering and inspection services | Active | - | 100% | Full consolidation |
| Group companies: | Ownership interest held by | |||||
|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ Direct |
Indirect | Method used to account the investment |
| Velosi Plant Design Engineers Sdn Bhd No. 152-3-18A, Kompleks Maluri, Jalan Jejaka, Taman Maluri, 55100 Kuala Lumpur (Malaysia). |
Provision of consultancy and engineering services for the design of plants, construction and engineering and the investment that they possess |
Inactive | - | 100% | Full consolidation | |
| Applus Singapore Pte Ltd | 1 Corporation Drive #04-10, Singapore 619775 (Singapore) | Provision of specialized services in the area of repair of ships, tankers and other high sea vessels, and provision of rope access, testing and technical analyses for the oil and gas industries |
Active | - | 100% | Full consolidation |
| Velosi Energy Consultants Sdn Bhd | No. 152-3-18A, Kompleks Maluri, Jalan Jejaka, Taman Maluri, 55100 Kuala Lumpur (Malaysia). |
Provision of consultancy services for all engineering activities and the supply of local and foreign experts for the generation of oil and gas energy, marine, energy conservation, mining and all other industries, together with the engineering and maintenance of refining vessels, oil platforms, platforms, petrochemical plants and the supply of qualified labor |
Inactive | - | 100% | Full consolidation |
| Velosi (HK) Ltd | 11/F, Lee Garden Two, 28 Yun Ping Road, Causeway Bay, Hong |
Provision of management services, sales support, advisory and business development services to related companies |
Active | - | 100% | Full consolidation |
| Velosi Saudi Arabia Co Ltd | Buld No-7031, Additional No-2958, Sub of Amir Mohammed Bin Fahd Rd, Al-Qusur Dist, Dhahran-34247 (Arabia Saudí). |
Provision of maintenance testing, fixing, examination of the welding and quality control for the pipes, machinery, equipment and other buildings in oil, gas and petrochemical facilities and to issue related certificates |
Active | - | 60% | Full consolidation |
| Applus China Co., Ltd | Room 1304, Shengkang LiaoShi Building No. 738 Shang Cheng Road Pudong, Shanghai PRC, 200120 (China). |
Provision of consulting of Petroleum Engineering, technical consultation of mechanical engineering and consulting of business management |
Active | - | 100% | Full consolidation |
| Velosi Siam Co Ltd | 412, Sukhumvit 95, Bang Chak, Phra Khanong, Bangkok 10260 (Thailand). |
Holding company | Inactive | - | 100% | Full consolidation |
| Applus (Thailand) Company Limited | 412, Sukhumvit 95, Bang Chak, Phra Khanong, Bangkok 10260 (Thailand). |
Provision of engineering and technical services | Active | - | 100% | Full consolidation |
| Velosi Corporate Services Sdn Bhd | No. 152-3-18A, Kompleks Maluri, Jalan Jejaka, Taman Maluri, 55100 Kuala Lumpur (Malaysia). |
Provision of general management, business planning, coordination, corporate finance advisory, training and personnel management services |
Active | - | 100% | Full consolidation |
| Velosi International Holding Company BSC (c) |
Office No. 9089, Building No. 15 Road 3801, Block 338, AlQudaybiyah Area Kingdom of Bahrain |
Holding company of a group of commercial, industrial and service companies |
Active | - | 100% | Full consolidation |
| Applus Technical Services L.L.C. | # 201, Block B, Abu Dhabi Business Hub, ICAD-1, Mussafah, PO Box 427 Abu Dhabi (United Arab Emirates). |
Provision of construction project quality management services, management system certification, quality management of the maintenance of existing facilities and equipment and mandatory inspection services |
Active | - | 49% | Full consolidation |
| Velosi Certification for Consulting CO. W.L.L. |
Yaal Mall, Al Fahaheel, Al Dabbous Street, Block# 11, Building# 11, 11th Floor, Office# 12 (Kuwait). |
Provision of industrial consultancy | Active | - | 24% | Full consolidation |
| Group companies: | Ownership interest held by | ||||||||
|---|---|---|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ | Direct | Indirect | Method account investment |
used | to the |
| PT Java Velosi Mandiri | Gedung Pondok Indah Office Tower 2, Lantai 16, Suite 1602, Jalan Sultan Iskandar Muda Kav. VTA RT 004 RW 003 Pondok Pinang Kebayoran Lama, Jakarta Selatan 12310 (Indonesia) |
Provision of engineering consultancy services, such as quality control and non-destructive testing (NDT) inspection services, provision of skilled labor with vocational training |
Active | - | 0% | Full consolidation | |||
| Velosi Certification LLC | Building No 121340, First Floor New Salata, C Ring Road, P.O. Box 3408, Doha (Qatar). |
Provision of inspection and analysis and technical services in the area of qualified technical jobs |
Active | - | 24% | Full consolidation | |||
| Velosi PromService LLC | Russian Federation, 125130, Moscow, Staropetrovsky proezd, 7A, bld. 19, office 7 (Russia). |
Provision of quality assurance and control, general inspection, corrosion control and services for the supply of labor for the oil and gas industries |
Active | - | 100% | Full consolidation | |||
| Velosi LLC | Kurilskaya Str., 38, 693000 Yuzhno-Sakhalinsk, Sakhalin Region, (Russia). |
Holding Company | Active | - | 100% | Full consolidation | |||
| Velosi Bahrain WLL | Flat 11, Building 1033, Road 3721, Block 337, Menama / UMM Alhassam (Bahrain). |
Provision of quality control and standardization services, industrial inspection services and general services |
Active | - | 100% | Full consolidation | |||
| Velosi LLC | Block no 227 Stella Building, Post Box 231 Hamriya. Way no 2748 (Oman). |
Provision of certification, engineering and inspection services |
Active | - | 50% | Full consolidation | |||
| Velosi Quality Management International LLC |
Unit 201, 2nd floor, Emaar Business Park 4, Sheikh Zayed Road, The Greens, PO Box 337201, Dubai (United Arab Emirates). |
Provision of certification, engineering and inspection, onshore and/or offshore services |
Active | - | 49% | Full consolidation | |||
| Velosi CBL (M) Sdn Bhd | C/o AGL Management Associates Sdn Bhd, No. 152-3-18A, Kompleks Maluri, Jalan Jejaka, Taman Maluri, 55100 Kuala Lumpur (Malaysia). |
Provision of equipment inspection services | Inactive | - | 100% | Full consolidation | |||
| Applus Kazakhstan LLC | Building #31A, Akzhal lane, Atyrau, Atyrau Oblast, 060002 (Kazakshtan). |
Provision of services in the area of industrial safety | Active | - | 80% | Full consolidation | |||
| Velosi (B) Sdn Bhd | Lot 5211, Spg. 357, Jln Maulana, KA 2931 Kuala Belait , Negara Brunei Darussalam (Brunei). |
Provision of quality control and engineering services for the oil and gas industries |
Active | - | 30% | Equity method | |||
| Velosi Certification Services LLC | 17, Chimkent Street, Mirobod District, 100029 Tashkent (Uzbekistan). |
Provision of inspection, certification, monitoring and other types of business activity |
Active | - | 80% | Full consolidation | |||
| Velosi Philippines Inc | 1004, 10F, Pagibig WT Tower, Cebu Business Park, Ayala, Cebu City (Philippines). |
Provision of inspection, quality control, certification and business process outsourcing |
Active | - | 100% | Full consolidation | |||
| Dijla & Furat Quality Assurance, LLC. | Ramadan Area, District 623-S, No.1, Baghdad (Iraq). | Provision of quality control and training services | Inactive | - | 100% | Full consolidation | |||
| Applus Korea Co, Ltd. | 194, Myeongbonggeonam-ro, Onsan-eup, Ulju-gun, Ulsan (Republic of Korea). |
Provision of training and consulting for services related to technical engineering, hiring-out of manpower and materials and leasing of properties. |
Active | - | 100% | Full consolidation | |||
| Oman Inspection and Certification Services |
P.O. Box 15, South Alkhuawir, Bawshar, Muscat Governorate (Oman) |
Provision of non-destructive testing services (NDT), environmental and safety services (HSE), quality control and engineering services. |
Active | - | 50% | Full consolidation |
| Group companies: | Ownership interest held by | ||||||
|---|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ | Direct | Indirect | Method used to account the investment |
| Applus Japan KK | Yamauchi Building 3F 3-24-8 Nishi Shimbashi, Minato-ku, Tokyo (Japan). |
Provision of quality and inspection services, man power, NDT tests and industrial consulting |
Active | - | 100% | Full consolidation | |
| Applus Senegal SURL | Almadies, route de Ngor, immeuble SIA, 14er étage, Dakar (Senegal) |
Provide quality assurance and quality control services to the oil and gas industry in Senegal and in the CDEAO |
Active | - | 100% | Full consolidation | |
| Precision for Engineering Services, Project Management, Vocational Training and Importation of Man Power, LLC. |
Al-Shamasiyah District Section No. 316 Street 15 house 37 1, Basra (Iraq) |
Buy, lease, ownership of personal property, intellectual property and the sale of said goods |
Inactive | - | 100% | Full consolidation | |
| Soil and Foundation Company Limited | Jeddah. Al Faisalliyah District. Sari Street. Building Number 2969 (Saudi Arabiaí) |
Soil investigation, material testing, dewatering, environmental testing, hydrology studies, marine studies, probing and grouting, structural evaluation and geophysical study |
Active | - | 75% | Full consolidation | |
| Applus Arabia for Geotechnical and Environmental Works Co. Ltd |
Building No. 6783, Prince Turki Bin Abdulaziz Al Awwal Street, 2997 Al Muhammadiyah District, 12362 Riyadh (Saudi Arabia) |
Soil investigation, material testing, dewatering, environmental testing, hydrology studies, marine studies, probing and grouting, structural evaluation and geophysical study |
Active | - | 75% | Full consolidation | |
| Soil and Foundation Company Limited Egypt |
Villa7, Block8, Street9, Al Tijarien City, Mokattam, Cairo (Egypt) |
Soil investigation, material testing, dewatering, environmental testing, hydrology studies, marine studies, probing and grouting, structural evaluation and geophysical study |
Active | - | 100% | Full consolidation | |
| Applus Koins Corporation | 215, Yulchonsandan 3-ro, Yulchon-myeon, Yeosu-si, Jeollanam-do, Republic of Korea |
Provision of inspection, repair and maintenance including cleaning services and training in the oil and gas and petrochemical sectors. |
Active | - | 51% | Full consolidation | |
| Applus Regional Headquarters Company |
Building No. 6783, Price Turki Bin Abdulaziz Al Awwal, 2997 Al Muhammadiyah, 12362 Riyadh (Saudi Arabia) |
Holding company and provision of management services to affiliates within Middle East region |
Active | - | 100% | Full consolidation | |
| Applus Steel Test (Pty) Ltd | 28 Senator Rood Road, 1939 Vereeniging (Republic of South Africa). |
Pipe and steel thickener testing | Active | - | 75% | Full consolidation | |
| Applus Velosi (Ghana) Ltd | 2nd Floor, Design House, Ring Road East, Accra (Ghana). Provision of inspection, quality control and certification services |
Active | - | 49% | Full consolidation | ||
| Velosi Superintendend Nigeria Ltd | 3A Alabi Street, Off Toyin Street, Ikeja - Lagos (Nigeria). | Provision of services (quality assurance and control, general inspection, corrosion control and supply of labor) for the oil and gas industries |
Active | - | 30% | Full consolidation | |
| Velosi Uganda LTD | 3rd Floor, Rwenzori House, Plot 1, Lumumba Avenue, PO Box 10314 Kampala (Uganda). |
Provision of business consulting and management services Inactive | - | 100% | Full consolidation | ||
| Applus Velosi SA (Pty) Ltd | 28 Senator Rood Road, 1939 Vereeniging (Republic of South Africa). |
Provision of services related with the quality of the oil and gas industries |
Active | - | 100% | Full consolidation | |
| Velosi Gabon (SARL) | Cité Shell, Port-Gentil in Gabon, BP: 2 267 (Gabon). | Provision of security and environmental services (HSE), quality control and engineering in the oil and gas sector. |
Inactive | - | 75% | Full consolidation |
| Group companies: | Ownership interest held by | |||||||
|---|---|---|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active Inactive |
/ | Direct | Indirect | Method used account investment |
to the |
| Velosi Mozambique LDA | Avenida Kim Il Sung, 961 - Bairro Sommershield - Distrito Urbano 1, Maputo Cidade (Mozambique). |
Provision of consultancy services and technical assistance in the oil and gas industries, such as labor force services, and other specialized services in non-destructive trials, controls, quality inspections and asset integrity |
Inactive | - | 74% | Full consolidation | ||
| Applus Velosi Egypt, LLC | 9, El-Batrawy St., Entrance 2, Genana Mall Building, Al Manteqah Al Oula, Nasr City, Cairo (Egypt) |
Provision of engineering consultancy in the oil sector, the maritime business, power generation and mining, as well as management consulting |
Active | - | 100% | Full consolidation | ||
| Applus Velosi Angola, Lda. | Condominio Mirantes de Talatona, Rua das Acácias, casa B13, Luanda (Angola). |
Provision of quality assurance and control, inspection, supply of technical manpower, certification and specialized services in NDT and engineering. |
Active | - | 49% | Full consolidation | ||
| Applus India Private Limited | #402, Vijaysri Nivas, Prakash Nagar, Begumpet, Hyderabad – 500 016. Telenagana (India) |
Provision of labor supply services for the oil and gas industries |
Active | - | 100% | Full consolidation | ||
| Applus Mozambique Limitada | Paulo Samuel Kankhomba Avenue, number 3,371, Maputo City (Mozambique). |
Provision of consulting and technical assistance services in the oil and gas industry, man power services, NDT specialized tests, controls and quality inspections and provision of asset integrity services |
Active | - | 49% | Full consolidation | ||
| K2 Do Brasil Services Ltda | Avenida Nossa Senhora da Gloria, 2.643, Cavaleiros, Macae - RJ, CEP27920-360, Macae (Brazil). |
Provision of updating, repair, modification and control of onshore and offshore oil facilities, inspection and development of design services, manufacture of components and machinery structures and supply of qualified labor |
Active | - | 100% | Full consolidation | ||
| Applus Velosi America LLC | 7337 Empire Central Drive, Houston, TX 77040 (USA) | Provision of labor supply services for the oil and gas industries |
Active | - | 100% | Full consolidation | ||
| Applus Velosi Canada Ltd | 2600 Manulife Place 10180 - 101st Street, Edmonton, AB T5J 3Y2 (Canada) |
Provision of labor supply services for the oil and gas industries |
Active | - | 100% | Full consolidation | ||
| Applus K2 America, LLC | 7337 Empire Central Drive, Houston, TX 77040 (USA) | Providing solutions for owners and operators of drilling rigs and FPSO in America, including inspection services, repair and maintenance, structural design and analysis and training services |
Active | - | 100% | Full consolidation |
Note: the % of ownership of the Group companies reported corresponds to the legal interest that, in some cases, may differ from the effective percentage
| Group companies: | Ownership interest held by | ||||
|---|---|---|---|---|---|
| Name | Registered office | Line of business | Active / Inactive |
Direct | Indirect |
| Ingelog Guatemala Consultores de Ingeniería y Sistemas, S.A. |
Ciudad de Guatemala (Guatemala) | Counseling and consulting services in the areas of engineering, infrastructure, environment, etc. |
Inactive | - | 100% |
| CTAG - Idiada Safety Technology Germany, GmbH |
Manfred-Hochstatter-Straße 2, 85055 Ingolstadt (Germany) Engineering, testing and homologation | Inactive | - | 40% | |
| Velosi Turkmenistan | Ashgabat City, Kopetdag District, Turkmenbashy, Avenue, No. 54 (Turkmenistan). |
No line of business | Inactive | - | 100% |
| Velosi Ukraine LLC | 5A Piterska Street, 03087 Kyiv (Ukraine). | Provision of auxilary services in the oil and natural gas industries |
Inactive | - | 100% |
| Velosi Services L.L.C. (Russia) | Kommunistichesky prospect, 32, suite 610, Yuzhno Sakhalinsk, Sakhalin Region (Russia). |
No line of business | Inactive | - | 100% |
| Velosi Do Brasil Ltda | Praia Do Flamengo 312, 9 Andar Parte Flamengo, Rio De Janeiro (Brazil). |
No line of business | Inactive | - | 98% |
| Velosi Asia Kish (Iran) | No. 7, Second Floor, Block B28, Pars Commercial Complex, South-West of the Port Area (Iran). |
No line of business | Inactive | - | 97% |
| Velosi Jorson Sdn Bhd (Brunei) | LOT 5211. Simpang 357, Jalan Maulana, Kuala Belait KA2931, Brunei Darussalam (Brunei). |
Provision of non-destructive testing services (NDT), technological development, transformation and technical consulting. |
Active | - | 15% |
Note: the % of ownership of the Group companies reported corresponds to the legal interest that, in some cases, may differ from the effective percentage
This declaration is a translation for informative purposes only of the original document issued in Spanish, which has been approved by every Board member. In the event of discrepancy, the Spanish-language version prevails.
The Board of Directors of Applus Services, S.A., in compliance with the current mercantile legislation, have authorised for issue on 21 February 2024 the Financial Statements and Director's Report, which include the nonfinancial information statement and the Annual Corporate Governance Report for 2023, in accordance with the formatting and markup established Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 ("ESEF Regulation"). The aforementioned Financial Statements and Director's Report are integrated in the digital file with the 11861BDC2AE526590CA50DD4B4BD1BC090438320262E30FBE1E3B0512B4C834B hash code included in the ZIP file with number 213800M9XCA6NR98E873-2023-12-31-es (1).
The members of the Board of Directors declare signed and authorised for issue unanimously, through this Diligence, the aforementioned Financial Statements and Directors' Report for 2023, awaiting on the auditors' verification and subsequent approval by the Parent's Annual General Meeting.
Note that Mrs. Cristina Henríquez de Luna Basagoiti and Mrs. Essimari Kairisto authorized the Financial Statements to be issued, although could not physically sign them, as they attended the meeting by videoconference.
Barcelona, 21 February 2024
| Mr. Christopher Cole | Mr. Ernesto Gerardo Mata López |
|---|---|
| Chairman | Director |
| Mr. Joan Amigó i Casas | Mr. Nicolás Villén Jiménez |
| Director | Director |
| Ms. Maria Cristina Henríquez de Luna Basagoiti | Ms. Maria José Esteruelas Aguirre |
| Director | Director |
| Ms. Essimari Kairisto | Ms. Marie-Françoise Madeleine Damesin |
| Director | Director |
| Mr. Brendan Wynne Derek Connolly |
Director
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