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Applus Services S.A.

Annual / Quarterly Financial Statement Feb 28, 2022

1789_10-k-afs_2022-02-28_1fb43940-c3f9-44b7-9a63-a76ca2eff9ad.pdf

Annual / Quarterly Financial Statement

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Applus Services, S.A.

Financial Statements for the year ended 31 December 2021 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.

Declaration of Responsibility of the Directors of Applus Services, S.A. for the content of the annual financial report for 2021

This declaration is a translation for informative purposes only of the original document issued in Spanish, which has been signed for approval 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 2021, prepared in accordance with the accounting policies applicable and approved by the Board of Directors at its meeting on 24 February 2022, 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 above mentioned.

Barcelona, 24 February 2022

Mr. Christopher Cole Mr. Ernesto Gerardo Mata López Chairman Director Mr. Fernando Basabe Armijo Mr. Nicolás Villén Jiménez Director Director Ms. Maria Cristina Henríquez de Luna Basagoiti Ms. Maria José Esteruelas Aguirre Director Director Ms. Essimari Kairisto Mr. Joan Amigó i Casas Director Director Ms. Marie-Françoise Madeleine Damesin Mr. Brendan Wynne Derek Connolly

Director Director

Deloitte, S.L. Avda. Diagonal, 654 08034 Barcelona España

Tel: +34 932 80 40 40 www.deloitte.es

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.

INDEPENDENT AUDITOR'S REPORT ON FINANCIAL STATEMENTS

To the Shareholders of Applus Services, S.A.,

Report on the Financial Statements

Opinion

We have audited the financialstatements of Applus Services, S.A. (the Company), which comprise the balance sheet as at 31 December 2021, and the statement of profit or loss, statement of changesin equity,statement of cash flows and notesto the financialstatementsfor 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 2021, 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.

Basis for Opinion

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 ethicalrequirements, 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

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.

Impairment of ownership interests in, and loans to, Group companies and associates

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 2021 amounted to EUR 1,630 million and EUR 300 million, respectively.

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.

Description Procedures applied in the 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 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.

Impairment of ownership interests in, and loans to, Group companies and associates

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.

Recoverability of deferred tax assets

Notes 8.1 and 8.5 to the accompanying financial statements detail the deferred tax assets amounting to EUR 20.3 million that are recognised in the balance sheet at 2021 year‐end, corresponding to tax losses, tax credits and temporary differences amounting to EUR 15.7 million, EUR 4.3 million and EUR 0.3 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.

Description Procedures applied in the audit

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
projections
of
future
taxable
profits
used
to
analyse
the
recoverability
of
tax
losses
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
We
also
analysed
the
historical
accuracy
of
management
in
the
process
of
preparing
projections
of
future
taxable
profits
for
the
purpose
of
analysing
the
recovery
of
tax
losses,
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
were
included
in
Notes
4.3
and
8
to
the
financial
statements.
connection
with
the
projections
of
business

Other Information: Directors' Report

performance.

The other information comprises only the directors' report for 2021, 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:

  • a) Solely checking that certain information included in the Annual Corporate Governance Report and the Annual Directors' Remuneration Report, to which the Spanish Audit Law refers, have been furnished as provided for in the applicable legislation and, if this is not the case, reporting this fact.
  • b) Evaluating and reporting on whether the other information included in the directors' report is consistent with the financial statements, based on the knowledge of the entity obtained in the audit of those financial statements, as well as evaluating and reporting on whether the content and presentation of this section of the directors' report are in conformity with the applicable regulations. If, based on the work we have performed, we conclude that there are material misstatements, we are required to report that fact.

Based on the work performed, as described above, we observed that the information described in section a) above was furnished as provided for in the applicable legislation and that the other information in the directors' report was consistent with that contained in the financialstatements for 2021 and its content and presentation were in conformity with the applicable regulations.

Responsibilities of the Directors and of the Audit Committee for the Financial Statements

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 unlessthe 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.

Auditor's Responsibilities for the Audit 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.

Report on Other Legal and Regulatory Requirements

European Single Electronic Format

We have examined the digital file in European Single Electronic Format (ESEF) of Applus Services, S.A. for 2021, which comprises an XHTML file including the financial statements for 2021, 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 2021 in accordance with the format requirements established in Commission Delegated Regulation (EU) 2019/815 of 17 December 2018 ("ESEF Regulation"). For these purposes, 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 materialrespects, in accordance with the requirements established in the ESEF Regulation.

Additional Report to the Audit Committee

The opinion expressed in this report is consistent with the content of our additional report to the Company's audit committee dated 24 February 2022.

Engagement Period

The Annual General Meeting held on 28 May 2021 appointed us as auditors for a period of one year from the year ended 31 December 2020, i.e., for 2021.

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

Ana Torrens Borrás Registered in ROAC under no. 17762

24 February 2022

Appendix I to our auditor's report

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.

Auditor's Responsibilities for 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:

  • Identify and assessthe risks of material misstatement of the financialstatements, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control.
  • Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the entity's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors.
  • Conclude on the appropriateness of the use by the directors of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Company's ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor's report to the related disclosures in the financial statements or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor's report. However, future events or conditions may cause the Company to cease to continue as a going concern.
  • Evaluate the overall presentation, structure and content of the financial statements, including the disclosures, and whether the financial statements represent the underlying transactions and events in a manner that achieves fair presentation.

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.

Applus Services, S.A.

Financial Statements for the year ended 31 December 2021 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.

APPLUS SERVICES, S.A. STATEMENT OF FINANCIAL POSITION AS AT 31 DECEMBER 2021

(Thousands of Euros)

Notes
ASSETS Notes 31/12/2021 31/12/2020 EQUITY AND LIABILITIES 31/12/2021 31/12/2020
NON-CURRENT ASSETS: 1,824,819 1,829,130 EQUITY: 1,255,486 1,235,668
Non-current investments in Group companies and associates- 1,804,432 1,804,901 SHAREHOLDERS' EQUITY- 1,255,486 1,235,668
Equity instruments 5.2 1,630,145 1,590,145 Share capital 6.1 14,302 14,302
Loans to companies 5.1 & 10.2 174,287 214,756 Share premium 6.2 449,391 449,391
Deferred tax assets 8.1 20,387 24,229 Reserves 6.2 753,955 760,683
Treasury shares 6.3 (3,427) (2,664)
Profit for the year 41,265 13,956
NON-CURRENT LIABILITIES: 583,344 608,340
Non-current payables 7 459,878 496,388
Non-current payables to Group companies and associates 10.2 123,466 109,025
Deferred tax liabilitites 8.1 - 2,927
CURRENT ASSETS: 146,240 213,258
Trade and other receivables- 8,619 10,498 CURRENT LIABILITIES: 132,229 198,380
Receivable from Group companies and associates 10.2 1,628 785 Current payables- 36,130 24,161
Other receivables 208 276 Bank borrowings 7 36,130 24,161
Corporate income tax receivables 8.1 6,783 9,437 Current payables to Group companies and associates 10.2 92,822 170,731
Current investments in Group companies and associates- 5.1 & 10.2 125,585 175,190 Trade and other payables- 3,277 3,488
Short-term loans to Group companies and associates 125,585 173,857 Payable from Group companies and associates 10.2 - 98
Other financial assets - 1,333 Other accounts payable 936 490
Short-term accruals 166 73 Remuneration payable 1,983 1,544
Cash and cash equivalents 5.3 11,870 27,497 Tax payables 8.1 358 1,356
TOTAL ASSETS 1,971,059 2,042,388 TOTAL EQUITY AND LIABILITIES 1,971,059 2,042,388

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 2021

APPLUS SERVICES, S.A.

STATEMENT OF PROFIT OR LOSS FOR 2021

(Thousands of Euros)

Notes 2021 2020
CONTINUING OPERATIONS:
Revenue- 9.1 & 10.1 53,724 55,400
Services 3,420 3,016
Dividend revenue 42,192 41,950
Finance revenue to Group companies and associates 8,112 10,434
Staff costs- 9.2 (3,438) (3,024)
Wages, salaries and similar expenses (3,177) (2,545)
Employee benefit costs (261) (479)
Other operating expenses- (2,810) (3,298)
Outside services (2,599) (2,349)
Taxes other than income tax (211) (949)
Impairment and gains and losses on disposals of financial instruments 5.2 - (20,000)
PROFIT FROM OPERATIONS 47,476 29,078
Finance income- 317 23
From marketable securities and other financial instruments of third parties 317 23
Finance costs- (18,547) (18,377)
On debts to Group companies and associates 10.1 (7,171) (7,418)
On debts to third parties (11,376) (10,959)
Exchange differences 11 (937) (3,316)
FINANCIAL RESULT (19,167) (21,670)
PROFIT BEFORE TAX 28,309 7,408
Corporate income tax 8 12,956 6,548
PROFIT FOR THE YEAR FROM CONTINUING OPERATIONS 41,265 13,956
DISCONTINUED OPERATIONS:
Profit for the year from discontinued operations net of tax - -
PROFIT FOR THE YEAR 41,265 13,956

The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of profit or loss for 2021.

APPLUS SERVICES, S.A.

STATEMENTS OF CHANGES IN EQUITY A) STATEMENT OF COMPREHENSIVE INCOME FOR 2021 (Thousands of Euros)

(Thousahus of LuiUS)
2021 2020
PROFIT PER INCOME STATEMENT (I) 41,265 13,956
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) 41,265 13,956

The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of comprehensive income for 2021

APPLUS SERVICES, S.A.

STATEMENTS OF CHANGES IN EQUITY B) STATEMENT OF CHANGES IN TOTAL EQUITY FOR 2021

(Thousands of Euros)

Share capital Share premium Reserves Treasury shares Profit (Loss) for the year Total
2020 BEGINNING BALANCE 14,302 449,391 710,861 (4,102) 50,803 1,221,255
Total recognised income and expense - - - - 13,956 13,956
Allocation of 2019 profit - - 50,803 - (50,803) -
- Transactions with treasury shares - - (981) 1,438 - 457
2020 ENDING BALANCE 14,302 449,391 760,683 (2,664) 13,956 1,235,668
Total recognised income and expense - - - - 41,265 41,265
Allocation of 2020 profit - - (7,497) - (13,956) (21,453)
- Transactions with treasury shares - - 842 (763) - 79
- Other operations - - (73) - - (73)
2021 ENDING BALANCE 14,302 449,391 753,955 (3,427) 41,265 1,255,486

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 2021.

APPLUS SERVICES, S.A. STATEMENT OF CASH FLOWS FOR 2021

(Thousands of Euros)

Notes
2021
2020
CASH FLOWS FROM OPERATING ACTIVITIES (I):
35,065
77,865
Profit for the year before tax
28,309
7,408
Adjustments for
Dividend revenue
10.1
(42,192)
(41,950)
Finance income
(8,429)
(10,457)
Finance costs
18,547
18,377
Exchange differences
937
3,316
Impairment loss
5.2
-
20,000
Changes in working capital
Trade and other receivables
854
1,182
Trade and other payables
1,612
436
Other current assets
1
255
Other current liabilities
-
(208)
Other cash flows from operating activities
Dividends received
43,525
82,725
Interest paid
(16,429)
(17,590)
Interest received
9,719
11,908
Corporate Income tax paid
(1,389)
2,463
CASH FLOWS FROM INVESTING ACTIVITIES (II):
35,829
(145,204)
Proceeds from disposal
Group companies and associates
106,753
78,605
Payments due to investment
Group companies and associates
(70,924)
(223,809)
(85,079)
99,984
Proceeds and payments relating to financial liability instruments
Proceeds from issue of bank borrowings
157,251
396,764
Proceeds from issue of borrowings from Group companies and associates
49,986
45,277
Repayment of bank borrowings
(189,564)
(287,175)
Repayment and amortisation of borrowings with Group companies and associates
(79,198)
(53,626)
Other payments
(2,101)
(1,256)
Dividend payments and renumeration of other equity instruments-
- Dividends
(21,453)
-
EFFECT OF FOREIGN EXCHANGE RATE CHANGES (IV):
(1,442)
(6,227)
NET INCREASE/DECREASE IN CASH AND CASH EQUIVALENTS (I+II+III+IV)
(15,627)
26,418
Cash and cash equivalents at beginning of year
27,497
1,079
Cash and cash equivalents at end of year
11,870
27,497

The accompanying Notes 1 to 14 and Appendices I and II are an integral part of the statement of cash flows for 2021.

Applus Services, S.A.

Financial Statements for the year ended 31 December 2021 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.

1

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.

Applus Services, S.A.

Notes to the financial statements for the year ended 31 December 2021

1. Company activities

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 provide services in relation to the transport sector and vehicle and highway safety (engineering processes, design, testing, approval and certification of used cars), as well as technical inspections in sectors other than the automotive sector, with a blanket exclusion of activities that are covered by special legislation.
  • The technical audits of all types of installations for technical inspection or control of vehicles located anywhere in Spain or abroad, as well as any other type of technical inspection other than vehicles.
  • The production and execution of studies and projects in relation to the previously mentioned activities: economic, industrial, property, information technology, market surveys and research, as well as the supervision, direction and provision of services and advice in the execution thereof. Provision of services, advice, administration, operation and management, whether technical, fiscal, legal or commercial.
  • Business intermediation services, both locally and abroad.
  • To provide all types of inspection services and quality and quantity control, regulatory inspection, collaboration with administration, consultancy, audit, certification, approval, personnel training and qualification, and technical assistance in general in order to improve the organization and management of quality, safety and environmental aspects.
  • To carry out studies, works, measurements, tests, analyses 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 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 2020, 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 28 May 2021, 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).

Information on the environment

Climate change offers us opportunities which can result in different types of risk in our business. 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. In this regard, in 2021, the Board of Directors approved the ESG Policy.

The Parent's Company and subsidiaries worked in 2021, as in prior years, to assess qualitatively the risks and opportunities arising from climate change, following the recommendations of the Task Force on Climate-related Financial Disclosures (TCFD), will introduce the analysis of scenarios. According to that, we 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 view of the business activities carried on by the Company, it does 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 2021 and 2020, 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.

2. Basis of presentation of the financial statements

2.1. Regulatory financial reporting framework applicable to the Company

The present financial statements for 2021 were authorised for issue by the Company's Directors at the Board of Directors Meeting held on 24 February 2022. The present financial statements were formally prepared in accordance with the regulatory financial reporting framework applicable to the Company, which consists of:

  • a) The Spanish Commercial Code and all other Spanish corporate law.
  • b) The Spanish National Chart of Accounts approved by Royal Decree 1514/2007, as amended by Royal Decree 602/2016 and Royal Decree 1/2021, and its industry adaptations.
  • c) The mandatory rules approved by the Spanish Accounting and Audit Institute in order to implement the Spanish National Chart of Accounts and the relevant secondary legislation.
  • d) All other applicable Spanish accounting legislation.

2.2. Fair presentation

The accompanying 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, present fairly the Company's equity, financial position, results of operations and cash flows for 2021. These financial statements, which were authorised for issue by the Company's Directors on 24 February 2022, 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 2020 were approved at the Annual General Meeting held on 28 May 2021.

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.

2.3. Non-obligatory accounting principles applied

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.

2.4. Key issues in relation to the measurement and estimation of uncertainty

The Company's Directors are responsible for the information included in these financial statements in accordance with the applicable regulatory financial reporting framework (see Note 2.1) and for the internal control measures that they consider necessary to ensure the financial statements do not have any material misstatement.

In preparing the accompanying 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:

  • The assessment of possible impairment losses on certain assets (see Note 4.1).
  • The assumptions used in measuring the recoverable amount of financial instruments (see Note 4.1).
  • The fair value of certain financial instruments (see Note 4.1).
  • The calculation of certain provisions and contingent liabilities (see Note 4.5).
  • The recovery of deferred tax assets (see Note 8.5).
  • Corporate income tax and deferred tax assets and liabilities (see Note 8).

Although these estimates were made on the basis of the best information available as of 31 December 2021 on the events analysed, events that may take place in the future might make it necessary to change these estimates (upwards or downwards) in the coming years. Changes in accounting estimates would be applied prospectively.

2.5. Financial situation and going concern assumption

The Directors and Management of the Company monitor constantly the economic cycle evolution in the short and long term in order to address any possible risks, both financial and non-financial, that could arise from the pandemic situation of COVID-19 or any other situations, in order to minimize the possible impacts to the Company and subsidiaries.

The Directors and Management of the Company and the subsidiaries continue to constantly monitor the evolution of this situation in order to address any possible risks, both financial and non-financial, that could arise.

Considering all the aforementioned factors alongside with the economic projections in the markets in which the Company's Group operates, the three year Strategic Plan announced in November 2021 and the liquidity position of the Group, that at 31 December 2021 amounts EUR 588 million, the Company's Directors consider that the conclusion on the application of the going concern basis of accounting remains valid.

2.6. Comparative information

The accounting policies were applied on a consistent basis in 2021 and 2020 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.

2.7. Grouping of items

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.

2.8. Correction of errors

In preparing the accompanying financial statements no errors were detected that would have made it necessary to restate the amounts included in the financial statements for 2020.

2.9. Changes in accounting criteria

The new rules for, principally, the classification and measurement of financial instruments and revenue recognition provided for in Spanish Royal Decree 1/2021 became effective on 1 January 2021. These rules, disclosed in Notes 4.1 and 4.4, respectively, constitute a change with respect to those applied in prior years.

In accordance with the rules contained in Transitional Rule 2.6, the Company opted to apply the new rules prospectively, taking into account for the purpose of the classification of the financial assets the events and circumstances that existed at 1 January 2021, the date of first-time application. Accordingly, the comparative information was not adapted to the new measurement criteria.

Financial instruments

The following table shows the reconciliation at 1 January 2021 for each class of financial asset and financial liability of the initial measurement category with the corresponding carrying amount determined on the basis of the regulations previously in force to the new measurement category with the related carrying amount determined in accordance with the new regulations.

Thousands of euros
Portfolios Classification according to new
criteria 31/12/2020
Book value in Financial
Statements 31/12/2020
Amortised cost Cost
Credits and receivables 391,007 391,007 -
-Commercial 1,061 1,061 -
-Non-commercial 389,946 389,946 -
Loans and payables 800,893 800,893 -
-Commercial 588 588 -
-Non-commercial 800,305 800,305 -
Investments in Group companies 1,590,145 - 1,590,145
Total classification and valuation
according to Financial Statements
2,782,045
31/12/2020

Total classification according to new criteria 31/12/2020 1,191,900 1,590,145

Initial balance according to new criteria and valuation at 01/01/2021 1,191,900 1,590,145

The Management of the Company performed an analysis of the financial assets and liabilities at 1 January 2021 and it was not necessary to recognise any impact on the Company's equity, maintaining the measurement criteria used to date.

Revenue recognition

Revenue is recognised when (or as) control of a promised good or service is transferred to a customer. In order to apply this fundamental revenue recognition criteria, the Company applied the approach based on the five steps provided for in the new revenue recognition standard:

  • Step 1: Identify the contract(s) with a customer
  • Step 2: Identify the performance obligations in the contract
  • Step 3: Determine the transaction price
  • Step 4: Allocate the transaction price to the performance obligations in the contract
  • Step 5: Recognise revenue when (or as) the entity satisfies a performance obligation

The Management of the Company performed an analysis of the requirements together with its internal revenue recognition policy. In this regard, it considered that the timing of recognition of revenue from each of the performance obligations identified was consistent with the Company's current practice and, therefore, the application of the new standard did not have any impact on the Company's financial position or results.

3. Proposal of allocation of profit

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 2021 is as follows:

Thousands of Euros
Basis of allocation:
Profit of the year 41,265
41,265
Allocation:
To dividends 21,453
To unrestricted reserves 19,812
Total 41,265

The proposed dividend of EUR 21,453 thousand corresponds to the gross amount of EUR 0.15 per share.

4. Accounting policies

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.

4.1. Financial instruments

Financial assets

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:

  • i) Trade receivables: arising from the sale of goods or the rendering of services with deferred payment in the ordinary course business; and
  • ii) Non-trade receivables: arising from loans granted by the Company and other receivables with fixed or determinable payments.
  • b) Financial assets at cost: this category includes investments in equity instruments of Group companies, jointly controlled entities and associates.

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.

Initial recognition

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.

Subsequent measurement

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 24 February 2022.

The main aggregates in the consolidated financial statements for 2021 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
2021 2020
Total Assets 2,306,485 2,167,093
Equity attributable to the shareholders of the parent 617,631 585,238
Revenue of the consolidated operations 1,776,746 1,557,614
Net profit (loss) attributable to the parent 32,242 (158,239)

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

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 2021 the Company does not hold any financial derivative products.

Impairment of financial assets

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. The Business Plan includes the 2022 budget approved by the Board of Directors of the Company together with the expectations integrated in Strategic Plan for 2022-2024 and 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 2021 2020
Spain 7.7%-9.3% 8.4%-9.3%
Rest of Europe 6.5%-7.6% 5.9%-6.9%
US and Canada 6.6%-7.4% 6.5%-7.4%
Latin America 11.3%-14.1% 10.8%-13.6%

4.2. Foreign currency transactions

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.

4.3. Corporate income tax

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.

The Spanish consolidated tax group is comprised by the following companies:

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.
IDIADA Homologation Technical Service, S.L.U. Inversiones Finisterre, S.L.
Applus Norcontrol, S.L.U. Supervisión y Control, S.A.U.
Novotec Consultores, S.A.U. Laboratorio de Ensayos Metrológicos, S.L.
Applus Iteuve Galicia, S.L.U. ZYX Metrology, S.L.
LGAI Technological Center, S.A. Applus Organismo de Control, S.L.U.
Iteuve Canarias, S.L. Applus Energy, S.L.
Trámites, Informes, Proyectos, Seguridad y Medioambiente, S.L.U.

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.

4.4. Revenue and expense recognition

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.

4.5. Provisions and contingencies

When preparing the financial statements, the Company's Directors make a distinction between:

    1. Provisions: credit balances covering present obligations arising from past events with respect to which it is probable that an outflow of resources of economic benefits whose amount and/or timing are not known with certainty but can be reasonably reliably estimated.
    1. Contingent liabilities: possible obligations that arise from past events and whose existence and associated loss will be confirmed only by the occurrence or non-occurrence of one or more future events not wholly within the Company's control.

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.

4.6. Termination benefits

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.

4.7. Environmental assets and liabilities

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.

4.8. Transactions with Group companies, associates and related companies

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 significant shareholders of Applus Services, S.A., understood to be shareholders holding directly or indirectly 3% or more of the shares, and shareholders which, without being significant, have exercised the power to propose the appointment of a member of the Board of Directors.
  • The Directors and Senior Executives of any Applus Group company, as well as the relatives or related persons. "Director" means a member of the Board of Directors and "Senior Executives" means persons reporting directly to the Board or to the CEO of the Group.

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.

4.9. Leases

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.

Finance leases

At 31 December 2021 and 2020, the Company did not have any finance leases.

Operating 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.

4.10. Current/Non-current classification

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.

4.11. Employee benefit obligations

The Company has established specific remuneration plans with its key employees:

  • a) Annual variable remuneration based on the achievement of certain financial targets in 2021.
  • b) Variable remuneration plan entailing the annual delivery of a given number of Restricted Stock Units (RSUs) (convertible into Company shares) to the Executive Directors and certain members of the Executive Team and employees. This plan is approved annually and is convertible into shares three years from the grant date at a rate of 30% in each of the first two years and 40% in the third year. At 31 December 2021, three plans had been approved and ratified (see Note 10.3).
  • c) The "long-term incentive" plan granted to the Executive Directors and certain members of the Executive Team consists of the delivery of Performance Stock Units (PSUs) to the Chief Executive Director General Manager, and the delivery of RSUs and PSUs to the Chief Executive Director Financial Officer and members of the management, both RSUs and PSUs being convertible into Company's shares in three years from the grant date based on the achievement of certain targets (see Note 10.3).

4.12. Treasury shares

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.

5. Financial assets (non-current and current)

5.1. Breakdown of financial assets by measurement category

The carrying amount of "Non-Current Investments in Group Companies and Associates" and "Current Investments in Group Companies and Associates" was classified for measurement purposes in the following categories at the end of 2021 and 2020 (in thousands of euros):

31/12/2021 31/12/2020
Categories Long term Short term Long term Short term
Financial assets at cost:
Equity investments in Group companies and associates 1,630,145 - 1,590,145 -
Financial assets at amortised cost (Note 10.2):
Credits to Group companies 174,287 122,964 214,756 168,422
Credits and receivables from Group companies - 1,628 - 785
Short-term interest receivable from Group companies - 2,621 - 5,435
Account receivable relating to dividends - - - 1,333
Total financial assets 1,804,432 127,213 1,804,901 175,975

5.2. Group companies and associates

Equity investments in Group companies and associates

The changes in 2021 and 2020 in "Non-current equity investments in Group companies and associates" were as follows (in thousands of euros):

2021

Categories 01/01/2021 Additions Impairment
loss
31/12/2021
Equity investments in Group companies and
associates
1,590,145 40,000 - 1,630,145
Total 1,590,145 40,000 - 1,630,145

2020

Categories 01/01/2020 Additions Impairment
loss
31/12/2020
Equity investments in Group companies and
associates
1,439,765 170,380 (20,000) 1,590,145
Total 1,439,765 170,380 (20,000) 1,590,145

In 2021 the Company increased its ownership interest in the subsidiary Applus Servicios Tecnológicos, S.L.U. by EUR 40,000 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 the Group companies Applus Servicios Tecnológicos, S.L.U. and Applus Arabia L.L.C. to acquire Enertis Solar S.L.U. (Group) and SAFCO (Group).

In 2020 the Company increased its ownership interest in the subsidiary Applus Servicios Tecnológicos, S.L.U. by EUR 170,380 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 performed to enable the Group companies Applus Servicios Tecnológicos, S.L.U. and Applus Iteuve Technology, S.L.U. to acquire Reliable Analysis (Group) and Besikta Bilprovning (Group), respectively.

In 2020, as a consequence of the effects of the pandemic described in Note 2.5 and the consequent decrease in the demand for the Group's services, the Company's Directors re-estimated the recoverable value of its equity investments operational activity, and therefore, the need to record an impairment loss in the carrying amount of the ownership interest in Applus Servicios Tecnológicos, S.L.U. by EUR 20,000 thousand in order to adjust the carrying amount to the recoverable amount arrised, as described in Notes 2.5 and 4.1.

The value of direct shareholdings at 31 December 2021 and 2020 are as follows (in thousands of euros):

Subsidiary 31/12/2021 31/12/2020
Applus Servicios Tecnológicos, S.L.U. 1,527,933 1,487,933
Azul Holding 2 S.à.r.l. 102,212 102,212
Total equity investments in group companies and associates 1,630,145 1,590,145

The most significant information in relation to subsidiaries in which the Company had a direct ownership interest at 2021 year-end is as follows:

Name / Registered office % of
ownership
Thousands of euros
Share
capital
Profit (Loss) Other Total Carrying
From
operations
Net equity
items
equity amount
Applus Servicios Tecnológicos, S.L.U. 100% 134,487 30,089 28,072 693,053 855,612 1,527,933
Azul Holding 2, S.à.r.l. 100% 13 (65) 14,167 89,092 103,272 102,212
Total 134,500 30,024 42,239 782,145 958,884 1,630,145

The Company's Directors have reviewed the cash flows of the companies making up the both subgroups, and determined that, based on the business plans of the Group, the value of the investment at 31 December 2021 will be recovered.

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.

5.3. Cash and cash equivalents

The detail of the balances of "Cash and cash equivalents" at 31 December 2021 and 2020 is as follows (in thousands of euros):

Categories 31/12/2021 31/12/2020
Cash recognised in current accounts 11,870 27,497
Total cash and cash equivalents 11,870 27,497

At 31 December 2021 and 2020, no amount recognised under "Cash and cash equivalents" had been pledged.

"Cash and cash equivalents" include the debit balances recognised as "Multi Currency Notional Pooling" referring to a banking product arranged in 2015 in eight different currencies and which amounted to EUR 8,712 thousand at 31 December 2021 (EUR 11,316 thousand at 31 December 2020).

At the end of 2021, the Company has short-term credit facilities which are partially drawn down. The amount drawn down amounts to EUR 732 thousand (2020: EUR 2,365 thousand) which are classified under "Current bank borrowings" in the accompanying statement of financial position (see Note 7).

5.4. Information on the nature and level of risk of financial instruments

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 2021 and 2020 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 2021 and 2020.

Past-due or credit-impaired assets

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.

The detail of the age of the financial assets and of the related impairment losses is as follows:

Thousands of euros
2021 2020
Book value Accumulated
correction for
impairment
Book value Accumulated
correction for
impairment
Amount not due - - - -
Overdue impaid amount:
Less than 90 days - - 3 -
Between 90 and 180 - - 2 -
Between 180 and 360 - - 5 -
More than 360 days 226 (73) 213 -
226 (73) 223 -

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 2021 year-end, the amount of the financial liabilities that was scheduled to mature in 2022, totalling EUR 36,130 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 2021; 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 2021 a 59% of total debt drawn (43% at the end of 2020).

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:

2021 2020
Average interest rate 1.83% 1.61%
Average financial debt drawn (thousands of euros) 486,899 529,628

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% 2021 2020
Change in borrowing costs (thousands of euros) 1,004 1,517

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 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 2021 financial debt has been drawn down in US dollars (at 31 December 2020 financial debt was drawn down in Canadian dollars), so the Company is exposed to foreign currency risk as follows:

Thousands of Euros
2021 2020
Financial debt subject to foreign currency risk 25,003 45,869
Average financial debt drawn subject to foreign currency risk 16,776 4,187

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:

2021 2020
Change in exchange rate +0.50% -0.50% +0.50% -0.50%
Change in borrowing costs (thousands of euros) 84 (84) 21 (21)

6. Equity and shareholders' equity

6.1. Share capital

At 31 December 2016, the Company's share capital was represented by 130,016,755 fully subscribed and paidup common shares of EUR 0.10 par value each.

On 28 September 2017, the Company's capital was increased by EUR 1,300 thousand through the creation of 13,001,675 new shares of EUR 0.10 par value each and with a share premium of EUR 135,866 thousand at EUR 10.45 per share. The capital increase was carried out by means of monetary contributions for the full amount which totaled EUR 137,166 thousand.

The expenses incurred in relation to the capital increase carried out in 2017 amounted to EUR 1,717 thousand net of the tax effect, and were recognised with a charge to reserves.

Therefore, at 31 December 2021 and 2020, the share capital is represented by 143,018,430 fully subscribed and paid-up common shares of EUR 0.10 par value each.

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 2021 were as follows:

% share
Southeastern Asset Management Inc. 5.15%
River & Mercantile Group PLC 5.05%
Threadneedle Asset Management Limited 3.09%
Harris Associates LP 3.03%
Invesco Ltd. 3.02%

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.

6.2. Reserves and Share premium

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 2021 and 2020 the balance of this reserve amount to EUR 2,860 thousand and it had reached the legally minimum required.

At 31 December 2021 and 2020, the share premium reserves amounted to EUR 449,391 thousand and it is fully available.

At the closing of the financial years 2021 and 2020, the Company owns reserves that add up to EUR 753,955 and EUR 760,683 thousand, respectively.

Spanish Companies Act allows to use the share premium reserves balance to increase capital and it does not establish specific restrictions on the availability of that balance.

6.3. Treasury shares

At 31 December 2021, the Company holds a total of 408,098 treasury shares at an average cost of EUR 8.40 per share. The value of these treasury shares totalled EUR 3,427 thousand, which is recognised under "Treasury Shares" in the accompanying statement of financial position as at 31 December 2021 (see Note 4.12).

At 31 December 2020, the Company holds a total of 317,809 treasury shares at an average cost of EUR 8.38 per share. The value of these treasury shares totalled EUR 2,664 thousand, which is recognised under "Treasury Shares" in the accompanying statement of financial position as at 31 December 2020 (see Note 4.12).

In February and March 2021 the Company delivered to the Executive Directors, Senior Executives and certain executives of the Group a total of 159,711 shares (226,040 shares in 2020), following the approved calendar in accordance with the new incentive plan granted (see Note 10.3).

7. Non-current and current payables

7.1. Breakdown of financial liabilities by category

The balances of "Non-Current Payables" and "Current Payables" at the end of 2021 and 2020 relate in full to "financial liabilities at amortised cost". The detail is as follows (in thousands of euros):

31/12/2021 31/12/2020
Facilities Agreement 65,151 237,810
US Private Placement lenders 330,000 230,000
Bilateral facilities 16,667 30,000
CaixaBank credit facility 32,000 -
Credit facilities 16,773 -
Debt Arrangement fees (713) (1,422)
Total non-current payables 459,878 496,388
Accrued interests 2,774 2,505
Debt Arrangement fees (709) (709)
Bilateral facilities 33,333 20,000
Credit facilities (Note 5.3) 732 2,365
Total current payables 36,130 24,161
Total bank borrowings 496,008 520,549

At 31 December 2021, 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 (see table in section a).

In relation to the bilateral loan, on 9 April 2021 a grace period of one year was agreed upon, with the first repayment set for April 2022, without altering the final maturity date of April 2023.

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. EUR 32 million drawn down at 31 December 2021.

The Company had liquidity of EUR 414 million at 31 December 2021, taking into account cash and cash equivalents reflected in the accompanying statement of financial position and the undrawn balances of the financing lines detailed previously (EUR 369 million at 31 December 2020).

Note 5.4 to the financial statements contains information on the nature and level of risk of the financial instruments.

The detail of the amounts drawn, by maturity, of "Non-Current Payables" and "Current Payables" is as follows:

2021

Thousands of Euros
Long Term
Limit Short
Term
2023 2024 2025 2026
onwards
Total
Facility A "Term Loan" 200,000 - - - 11,941 - 11,941
Facility B "Revolving Credit
Facility"
400,000 - - - 53,210 - 53,210
US Private Placement lenders 330,000 - - - 150,000 180,000 330,000
Bilateral facilities 50,000 33,333 16,667 - - - 50,000
CaixaBank credit facility 100,000 - 32,000 - - - 32,000
Accrued interest - 2,774 - - - - 2,774
Debt Arrangement fees - (709) (411) (131) (82) (89) (1,422)
Credit Facilities 78,731 732 16,773 - - - 17,505
Total 1,158,731 36,130 65,029 (131) 215,069 179,911 496,008

2020

Thousands of Euros
Long Term
Limit Short
Term
2022 2023 2024 2025
onwards
Total
Facility A "Term Loan" 200,000 - - - - 11,941 11,941
Facility B "Revolving Credit
Facility"
400,000 - - - - 225,869 225,869
US Private Placement lenders 230,000 - - - - 230,000 230,000
Bilateral facilities 50,000 20,000 20,000 10,000 - - 50,000
Accrued interest - 2,505 - - - - 2,505
Debt Arrangement fees - (709) (709) (411) (131) (171) (2,131)
Credit Facilities 170,000 2,365 - - - - 2,365
Total 1,050,000 24,161 19,291 9,589 (131) 467,639 520,549

a) Syndicated loan and private placement debt

The syndicated loan bears interest at Euribor for tranches in Euros and at Libor for tranches in foreign currency (USD 9.3 million drawn down at 2021 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 has been 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 structure of the financial debt and the amounts drawn at 31 December 2021 and 2020 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 53,210 126,956 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 - 2,373 2,997
Debt arrangement expenses - (1,422) (1,813)
Total 930,000 396,102 658,140

2020

Thousands of Euros
Tranche Limit of the
Group
Drawn by the
Company
Drawn by the
Group
Maturity
Facility A "Term Loan" 200,000 11,941 200,000 27/06/2025
Facility B "Revolving Credit Facility" 400,000 225,869 225,869 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
Accrued interests - 2,318 2,772
Debt arrangement expenses - (2,131) (2,786)
Total 830,000 467,997 655,855

a.1) Obligations and restrictions relating to the syndicated loan and private debt

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 2021, the ratio, calculated on the basis of the contractually established definitions of Net consolidated Debt and consolidated EBITDA, was 2.7x.

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.

a.2) Guarantees given

None of Applus Group subsidiaries have their shares or other assets pledged to secure the financial debt.

8. Tax

8.1. Tax assets and tax liabilities

The detail of the current and non-current tax assets and tax liabilities at the end of 2021 and 2020 is as follows (in thousands of euros):

2021

Tax assets Tax liabilities
Non-current balances:
Deferred tax assets 345 -
Tax credits for tax loss carryforwards (Note 8.5) 15,662 -
Withholding taxes and other tax credits 4,380 -
Total non-current balances 20,387 -
Current balances:
Accrued social security taxes payable - 9
VAT payable - 239
Personal income tax withholdings payable - 110
Income tax withholdings receivables 6,783 -
Total current balances 6,783 358

2020

Tax assets Tax liabilities
Non-current balances:
Deferred tax assets
Tax credits for tax loss carryforwards (Note 8.5)
351
19,498
2,927
-
Withholding taxes and other tax credits 4,380 -
Total non-current balances 24,229 2,927
Current balances:
Accrued social security taxes payable - 9
VAT payable - 848
Personal income tax withholdings payable - 417
Income tax withholdings payable - 82
Income tax withholdings receivables 9,437 -
Total current balances 9,437 1,356

8.2. Reconciliation of the accounting profit to the taxable profit

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):

2021 2020
Accounting profit before tax 28,309 7,408
Permanent differences (39,297) (21,379)
Temporary differences (22) (81)
Tax loss (11,010) (14,052)
Tax profits from subsidiaries 73,880 68,005
Tax losses from subsidiaries (5,941) (9,926)
Tax base before tax consolidation adjustments 56,929 44,027
Offset of tax losses (14,235) (11,007)
Taxable profit 42,694 33,020
Tax charge 10,673 8,255
Offset of tax credits (6,772) (5,235)
Tax withholdings and prepayments (7,314) (6,729)
Corporate Income tax refundable (-) / payable(+) (3,413) (3,709)

The permanent differences in 2021 relate mainly to the application to the total amount of the dividends received by the Company of 42,192 thousand (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. Pursuant to this transitory rule, the portion of the dividend received from the subsidiary Applus Servicios Tecnológicos, S.L.U. has been adjusted downwards by an amount of EUR 18,706 thousand. 95% of the remaining amount of this dividend and the dividend received from Azul Holding, 2, S.à.r.l. has been adjusted downwards too by an amount of EUR 21,376 thousand, based on 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 permanent differences in 2020 related mainly to the application of transitory rule 23 of the Spanish Income Tax Law (inspired by the former Article 30.6 of the Consolidated Spanish Income Tax Law) and the article 21 on Spanish Income Tax Law. Pursuant to the transitory rule 23 of the Spanish Income Tax Law (inspired by the former Article 30.6 of the Consolidated Spanish Income Tax Law), a portion of the dividend, was adjusted downwards, EUR 27,208 thousand, paid by the subsidiary Applus Servicios Tecnológicos, S.L.U, and the remaining amount of the dividend of EUR 14,742 thousand was exempt based on 21 on Spanish Income Tax Law. As a consequence, the amount of the exempt dividends was EUR 41,950 thousand (see Note 10.1).

The temporary differences for 2021 relate mainly, to the reversal of provisions considered non-deductible for tax purposes, amounting EUR 1,452 thousand and to the recognition of provisions considered non-deductible for tax purposes, amounting to EUR 1,430 thousand.

The temporary differences for 2020 related mainly, to the reversal of provisions considered non-deductible for tax purposes, amounting EUR 1,533 thousand and to the recognition of provisions considered non-deductible for tax purposes, amounting to EUR 1,452 thousand.

8.3. Reconciliation of the accounting profit to the corporate income tax expense (benefit)

The reconciliation of the accounting profit to the corporate income tax expense (benefit) for 2021 and 2020 is as follows (in thousands of euros):

2021 2020
Accounting profit before tax 28,309 7,408
Permanent differences (39,297) (21,379)
Taxable accounting loss (10,988) (13,971)
Tax charge (2,747) (3,493)
Adjustments and recognitions/derecognition of tax credits and others (3,569) 1,073
Deduction of unrecognised tax assets (6,640) (4,128)
Total corporate income tax expense (benefit) recognised in profit or loss (12,956) (6,548)

The unrecognized tax deductions applied during 2021 and 2020 financial years mainly correspond to the internal double taxation deduction.

8.4. Breakdown of corporate income tax expense (benefit)

The breakdown of corporate income tax expense (benefit) is as follows:

2021 2020
Current tax:
Continuing operations (13,871) (9,738)
Discontinued operations - -
(13,871) (9,738)
Deferred tax:
Continuing operations 915 3,190
Discontinued operations - -
915 3,190
Total tax expense (benefit) (12,956) (6,548)

8.5. Deferred tax assets recognised

At 31 December 2021 and 2020, the prior year's tax loss carryforwards of the company recognised in the accompanying statement of financial position were as follows:

2021

Thousands of Euros
Tax loss carryforwards Tax asset recognised (Note 8.1)
2010 28,418 7,105
2011 34,230 8,557
Total 62,648 15,662

2020

Thousands of Euros
Tax loss carryforwards Tax asset recognised (Note 8.1)
2010 43,764 10,941
2011 34,230 8,557
Total 77,994 19,498

Additionally, "Deferred Tax Assets" of the accompanying statement of financial position as at 31 December 2021 includes other positive temporary differences amounting to EUR 345 thousand in 2021 and EUR 351 thousand in 2020 (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 2020) (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 2021, which support their future recoverability, are as follows:

  • In 2021 and 2020 the consolidated tax group in Spain obtained taxable income of EUR 56,929 and EUR 47,644 thousand which enabled it to use unrecognised tax losses from prior years amounting to EUR 281 and 440 thousand respectively.
  • The business plan of the tax group in Spain for the coming years will enable it to recover the deferred tax assets capitalised at 31 December 2021.

8.6. Deferred tax assets not recognised

The detail of the tax losses not recognised in the accompanying statement of financial position as at 31 December 2021 and 2020 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 2021 and 2020 is as follows (in thousands of euros):

Year Description 31/12/2021 31/12/2020
2013 Domestic double taxation tax credit 4,692 13,703
2014 Domestic double taxation tax credit 4,313 4,313
2015 Domestic double taxation tax credit 4,227 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 -
Total 40,276 45,920
Year Description 31/12/2021 31/12/2020
2011 Specific activities taxation tax credit - 1,118
2012 Specific activities taxation tax credit 365 1,600
2013 Specific activities taxation tax credit 1,161 1,161
2014 Specific activities taxation tax credit 1,470 1,470
2015 Specific activities taxation tax credit 1,138 1,138
2016 Specific activities taxation tax credit 1,000 1,000
2017 Specific activities taxation tax credit 702 702
2018 Specific activities taxation tax credit 156 156
2019 Specific activities taxation tax credit 49 49
2020 Specific activities taxation tax credit 4 -
Total 6,045 8,394

Additionally, the Company owns the following tax credits generated by the subsidiary Idiada Automotive Technology S.A. (in thousands of euros):

8.7. Open years for review and tax audits

In 2019 tax audits were commenced by the Spanish tax authorities at certain Spanish companies belonging to consolidated tax group, of income tax with number 238/08 and of VAT with number 0036/11 relating to the following taxes: Income tax (2014 to 2017), VAT (2015 to 2017) and Personal income tax withholdings and prepayments (2015 to 2017). In 2020 these tax audits were completed and the tax assessments issued were signed on an uncontested basis and paid, with no significant impact on the Group's equity position. In general, at 2021 year-end, the years open for review for Income tax are 2018-2020 and for VAT and the rest of applicable taxes are 2018-2021.

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.

9. Revenue and exepense

9.1. Revenue

The Company's revenue relates in full to transactions carried out with Group companies (see Note 10.1).

The detail of the revenue for 2021 and 2020 is as follows (in thousands of euros):

2021 2020
Dividend revenue 42,192 41,950
Finance revenue 8,112 10,434
Management fee revenue 3,420 3,016
Total 53,724 55,400

9.2. Staff costs

The detail of "Staff Costs" in the statement of profit or loss for 2021 and 2020 is as follows (in thousands of euros):

2021 2020
Wages and salaries 3,177 2,341
Termination benefits - 204
Employer social security costs 87 86
Other employee benefit costs 174 393
Total 3,438 3,024

The average number of employees in 2021 and 2020, by category and gender, is as follows:

2021

Category Men Women Total
Top management 4 - 4
Middle management 1 - 1
Supervisors - 1 1
Total 5 1 6

2020

Category Men Women Total
Top management 4 - 4
Middle management 1 - 1
Supervisors - 1 1
Total 5 1 6

Also, the breakdown of the workforce, by gender and category, at the end of 2021 and 2020 is as follows:

2021

Category Men Women Total
Top management 4 - 4
Middle management 1 - 1
Supervisors - 1 1
Total 5 1 6

2020

Category Men Women Total
Top management 4 - 4
Middle management 1 - 1
Supervisors - 1 1
Total 5 1 6

In 2021 and 2020, Applus Services, S.A. has no employees with a disability equal to or greater than 33%.

10. Transactions and balances with Group and related companies

10.1. Transactions with Group and related companies

The detail of the transactions with Group and related companies in 2021 and 2020 is as follows:

2021
------
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. 28,000 1,920 1,420 3,420
Applus Iteuve Technology, S.L.U. - 420 369 -
Arctosa Holding, B.V. - 186 - -
Röntgen Technische Dienst Holding, B.V. - 176 2 -
Libertytown USA 1, Inc. - 963 - -
Ringal Invest, S.L.U. - 352 - -
Libertytown Australia Pty, Ltd. - 451 - -
Velosi Industries Sdn Bhd. - 437 16 -
Libertytown Applus Rtd Germany Gmbh. - 512 1 -
Röntgen Technische Dienst, B.V. - 60 161 -
John Davidson & Associates Pty, Ltd. - - 735 -
Applus Pty Ltd. - 215 - -
Applus Norcontrol Guatemala, S.A. - 27 - -
LGAI Technological Center, S.A. - - 969 -
Velosi Certification Services L.L.C - 501 13 -
Applus Energy, S.L.U. - 59 - -
RTD Quality Services, Inc. - 157 9 -
Applus Norcontrol, S.L.U. - 58 120 -
Applus Car Testing Service, Ltd. - 60 136 -
Applus Iteuve Euskadi, S.A.U. - - 70 -
Novotec Consultores, S.A.U. - 34 7 -
RTD Holding Deutschland, Gmbh. - - 72 -
Applus Velosi Canada Ltd. - 88 96 -
TIC Investments Chile SpA - 266 - -
SAST International Ltd. - - 630 -
Supervisión y Control, S.A.U. - - 873 -
Velosi (HK) Ltd. - - 357 -
Azul Holding, 2, S.à.r.l. 14,192 2 16 -
Applus Singapore PTE Ltd. - 29 191 -
Applus Inspection Services Ireland, Ltd. - - 177 -
QPS Evaluation Services Inc. - 584 - -
Otros - 555 731 -
Total 42,192 8,112 7,171 3,420

2020

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. 40,725 2,091 923 3,016
Applus Iteuve Technology, S.L.U. - 904 361 -
Arctosa Holding, B.V. - 142 - -
Röntgen Technische Dienst Holding, B.V. - 1,454 360 -
Libertytown USA 1, Inc. - 1,708 - -
Ringal Invest, S.L.U. - 464 - -
Libertytown Australia Pty, Ltd. - 465 - -
Velosi Industries Sdn Bhd. - 506 - -
Libertytown Applus Rtd Germany, Gmbh. - 324 414 -
Röntgen Technische Dienst, B.V. - 246 2 -
John Davidson & Associates Pty, Ltd. - 17 235 -
Applus RTD Norway, As. - 188 - -
Applus Pty Ltd. - 41 5 -
Applus Norcontrol Guatemala, S.A. - 216 - -
LGAI Technological Center, S.A. - 79 726 -
Velosi Certification Services L.L.C - 246 - -
Applus Energy, S.L.U. - 80 - -
RTD Quality Services, Inc. - 236 32 -
Applus Norcontrol, S.L.U. - - 657 -
Applus Car Testing Service, Ltd. - 32 361 -
Applus Iteuve Euskadi, S.A.U. - - 234 -
Novotec Consultores, S.A.U. - - 136 -
RTD Holding Deutschland, Gmbh. - - 98 -
Applus Velosi Canada Ltd. - 76 76 -
TIC Investments Chile SpA - 364 - -
SAST International Ltd. - - 712 -
Supervisión y Control, S.A.U. - - 466 -
Velosi (HK) Ltd. - - 350 -
Azul Holding, 2, S.à.r.l. 1,225 9 - -
Applus Singapore PTE Ltd. - 25 178 -
Applus Inspection Services Ireland, Ltd. - 1 176 -
Velosi Saudi Arabia Co Ltd. - - 169 -
Others - 520 747 -
Total 41,950 10,434 7,418 3,016

On 21 December 2021, the subsidiary Applus Servicios Tecnológicos, S.L.U. approved the distribution of an interim dividend amounting to EUR 28,000 thousand out of profit for 2021.

On 21 December 2021, the subsidiary Azul Holding 2 S.à.r.l. approved the distribution of a dividend amounting to USD 15,903 thousand (EUR 14,192 thousand), USD 15,874 thousand out of profit for 2021 (EUR 14,166 thousand) and USD 29 thousand (EUR 26 thousand) out of retained earnings of the subsidiary company.

On 23 June 2020, the subsidiary Applus Servicios Tecnológicos, S.L.U. approved the distribution of a dividend amounting to EUR 10,725 thousand out of profit for 2019. Subsequently, on 28 December 2020, the same subsidiary approved an interim dividend amounting EUR 30,000 thousand with charge to its profit for the year.

On 21 December 2020, the subsidiary Azul Holding 2 S.à.r.l. approved the distribution of a dividend amounting to EUR 1,225 thousand out of profit for 2020.

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.

10.2. Balances with Group and related companies

The detail of the balances with related companies reflected in the statement of financial position as at 31 December 2021 and 2020 is as follows:

2021

Thousands of Euros
Long-term Short-term Trade
credits credits Long-term Short-term receivables
(Note 5.1) (Note 5.1) loans loans (Note 5.1)
Applus Servicios Tecnológicos, S.L.U. 62,313 1,800 - 1,684 1,403
Libertytown USA 1, Inc. 54,296 331 - - -
Applus Iteuve Technology, S.L.U. 12,838 7,696 - 11,702 -
Ringal Invest, S.L.U. - 20,961 - 36 -
Libertytown Applus RTD Germany, Gmbh - 19,558 - - -
Velosi Industries Sdn Bhd. - 113 5,226 17 26
Libertytown Australia Pty, Ltd. 8,829 6,840 - - -
Röntgen Technische Dienst Holding, B.V. - 26 - 339 -
Applus Iteuve Euskadi, S.A.U. - - - 3,570 -
LGAI Technological Center, S.A. - 728 42,724 20,479 -
Applus Inspection Services Ireland, Ltd. - - - 8,140 -
Supervisión y Control, S.A.U. - 5,509 38,400 295 -
Applus Car Testing Service, Ltd. - - - 3,293 -
Applus Norcontrol, S.L.U. - 83 - 3,139 -
Idiada Automotive Technology, S.A. - 2,333 - - -
Röntgen Technische Dienst, B.V. - 2 - 6,185 -
Arctosa Holding, B.V. - 9,423 - - -
John Davidson & Associates Pty, Ltd. - 281 19,824 207 -
Applus Iteuve Galicia, S.L.U. - 3,003 - 31 -
Applus Energy, S.L.U. - 4,232 - 74 -
Applus Pty Ltd. - 5,149 - - -
Velosi Certification Services L.L.C - 16,321 - 5,843 -
Applus Deutschland Inspektions-Gesellschaft, GmbH. - - - 2,143 -
Applus UK Ltd. - 4,453 - 1,642 -
Applus Velosi Canada Ltd. - 2,420 - 3,178 -
Azul Holding, 2, S.à.r.l. - - 1,333 6 -
Norcontrol Inspección S.A. - - 1,158 14 -
3C Test Limited 2,427 25 - - -
RTD Quality Services, Inc. - 6,408 - - -
Applus Portugal, Lda. - - - 2,281 -
K1 Katsastajat, OY - 561 1,700 - -
RTD Holding Deutschland, Gmbh. - - - 4,657 -
Novotec Consultores, S.A.U. 3,000 462 - 1,739 -
Applus Euskadi Holding, S.L. 4,400 33 - 61 -
TIC Investments Chile SpA 7,563 70 - - -
Applus Singapore PTE Ltd. - 889 - 3,276 -
Applus Norcontrol República Dominicana, S.R.L. 274 52 - - -
BK Werkstofftechnik – Prüfstelle für Werstoffe GmbH. - - - 1,031 -
Applus LGAI Germany GmbH. - 1,093 - - -
Applus RTD Gulf DMCC - 2,626 - 4,068 1
Iteuve Canarias, S.L. 2,000 21 - 1,077 -
Libertytown RE, S.A. - - 2,600 76 -
Applus India Private Ltd. 883 9 - - 1
SARL Apcontrol Energie et Industrie Algerie 500 30 - - -
Steel Test (Pty) Ltd. 397 35 - - -
Applus RTD Pte, Ltd. - - 530 6 -
Tunnel Safety Testing, S.A. - - - 739 -
Velosi Sarl - - 2,295 - -
Inversiones Finisterre, S.L. - 530 4,500 27 -
Applus Arabia Co., L.L.C. 7,766 68 - - -
AC6 Metrología, S.L. 1,600 6 - - -
Laboratorio Ensayos Metrológicos S.L. - 127 1,425 28 -
ZYX Metrology, S.L.U. - 142 - 874 -
Reliable Analysis Inc. 794 11 - - -
Adícora Servicios de Intermediación de Ingeniería S.L.U. 591 1 - 98 -
Ingeniería, Estudios y Construcciones, S.A.U. 815 401 - - -
Applus Laboratories AS - - 802 10 -
Applus Velosi Egypt, LLC 591 13 - - -
Otros 2,410 710 949 757 197
Total 174,287 125,585 123,466 92,822 1,628

2020

Thousands of Euros
Other
Long-term Short-term financial Long-term Short-term Trade Trade
credits credits assets loans loans receivables payables
(Note 5.1) (Note 5.1) (Note 5.1) (Note 5.1)
Applus Servicios Tecnológicos, S.L.U. 52,313 58,596 - - 37,144 447 -
Libertytown USA 1, Inc. 35,776 429 - - - - 87
Applus Iteuve Technology, S.L.U. 42,838 9,655 - - 13,710 - -
QPS Evaluation Services, Inc. 45,378 - - - - - -
Ringal Invest, S.L.U. - 22,360 - - 56 - -
Libertytown Applus RTD Germany, Gmbh. - 17,599 - - - - -
Velosi Industries Sdn Bhd. 3,000 7,524 - - - - -
Libertytown Australia Pty, Ltd. 8,829 6,163 - - - - -
Röntgen Technische Dienst Holding, B.V. - 7,426 - - 133 - -
Applus Iteuve Euskadi, S.A.U. - - - - 3,134 - -
LGAI Technological Center, S.A. - 8 - 24,724 31,228 - -
Applus Inspection Services Ireland, Ltd. - 1 - - 18,707 - -
Supervisión y Control, S.A.U. - 5,264 - 38,000 138 2 -
Applus Car Testing Service, Ltd. - 4,606 - 9,930 67 10 -
Applus Norcontrol, S.L.U. - - - - 7,275 - -
Idiada Automotive Technology, S.A. - 1,147 - - 352 - -
Röntgen Technische Dienst, B.V. - 2,180 - - 6,920 - -
Norcontrol Guatemala, S.A. 4,717 752 - - - 8 -
Arctosa Holding, B.V. - 6,190 - - - - -
John Davidson & Associates Pty, Ltd. - - - - 18,331 - -
Applus Iteuve Galicia, S.L.U. - 3,463 - - 5 - -
Applus Energy, S.L.U. - 3,985 - - 80 - -
APPLUS Pty Ltd. - 646 - - - - -
Velosi Certification Services L.L.C - 7,054 - - 419 2 -
Applus Deutschland Inspektions-Gesellschaft, GmbH. - 3 - - 466 - -
Applus UK Ltd. - 729 - - 2,044 48 -
Applus Velosi Canada Ltd. - 2,052 - - 2,373 - -
Azul Holding, 2, S.à.r.l. - 422 1,333 - - - -
Norcontrol Inspección S.A. - - - 1,079 33 - -
3C Test Limited - - - 1,477 15 - -
RTD Quality Services, Inc. - 935 - - 2,063 24 -
Applus Portugal, Lda. - - - - 3,060 - -
Velosi (HK) Ltd. - - - 8,247 35 - -
K1 Katsastajat, OY - - - 3,400 987 - -
RTD Holding Deutschland, Gmbh. - - - - 4,686 - -
Novotec Consultores, S.A.U. - 325 - - 1,665 - -
Sast International Ltd. - - - 18,815 227 - -
Applus Euskadi Holding, S.L. 7,000 161 - - 1,377 - -
TIC Investments Chile SPA 11,920 419 - - - - -
Applus Singapore PTE Ltd. - 1,076 - - 4,702 - -
Applus Norcontrol República Dominicana, S.R.L. 255 39 - - - - -
SKC Engineering Ltd. - - - - 2,384 - -
BK Werkstofftechnik – Prüfstelle für Werstoffe - - - - 686 - -
GmbH.
Applus LGAI Germany GmbH. - - - - 386 - -
Applus RTD Gulf DMCC - 1,866 - - 2,604 3 10
Iteuve Canarias, S.L. 294 3 - - 1,305 - -
Libertytown RE, S.A. - - - 1,400 8 - -
Applus India Private Ltd 822 3 - - - - -
SARL Apcontrol Energie et Industrie Algerie 400 19 - - - - -
Steel Test (Pty) Ltd. 370 16 - - - - -
Applus Norcontrol Panamá, S.A. - - - 822 14 9 -
Applus RTD Pte, Ltd. - - - 493 6 - -
Tunnel Safety Testing, S.A. - 71 - - 913 - -
Others 844 670 - 638 993 232 1
Total 214,756 173,857 1,333 109,025 170,731 785 98

"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 2021 to EUR 18,201 thousand and accounts payable amounting to EUR 1,490 thousand (2020: accounts receivable EUR 16,391 thousand and accounts payable EUR 3,614 thousand) (see Note 4.3).

In addition, under "Current Receivables" and "Current Payables", amounts of EUR 105,981 thousand and EUR 90,311 thousand are recognised, respectively, in relation to the cash-pooling agreement maintained with the other Group companies (EUR 146,668 and EUR 166,055 thousand respectively in 2020).

"Long-term credits to Group companies" include loans with related parties, which have a maturity between 2023, 2024 and 2028.

Also, under "Other financial assets" there are recognized the dividends receivable at the end of 2021 and 2020 (see Note 5.1).

Group credits and loans generate an interest at market rates.

10.3. Disclosures on Directors and Senior Executive Directors

Remuneration of and obligations to the Board of Directors

The detail of the remuneration (social benefits included) earned by the Executive Directors and the Company's Board of Directors at 2021 and 2020 year-end is as follows:

a) Annual remuneration:

Thousands of Euros
31/12/2021 31/12/2020
Executive
Directors
Members of the
Total
Board of Directors
Executive
Directors
Members of the
Board of Directors
Total
Fixed remuneration 1,076 - 1,076 999 - 999
Variable remuneration 812 - 812 382 - 382
Other items 65 - 65 91 - 91
Non-Executive Chairman and
Independent Directors
- 648 648 - 620 620
Corporate Social Security
Committee
- 52 52 - 46 46
Appointments & Compensation
Committee
- 58 58 - 65 65
Audit Committee - 90 90 - 83 83
Total 1,953 848 2,801 1,472 814 2,286

The fixed remuneration of the Executive Directors includes a portion in the form of RSUs amounting to EUR 58 thousand per year. In February 2019, 2020 and 2021, 5,838, 5,317 and 6,648 RSUs, respectively, were granted. These RSUs will be convertible to shares three years after the date on which they were granted. In February 2021 the Company effected delivery of 2,933 net shares relating to the plan granted in February 2018.

59.51% of the Executive Directors' 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. These RSUs amounted to EUR 329 thousand in the year. At 2021 year-end, three RSU plans were in force, having been granted in March 2019, 2020 and 2021 for 30,607, 34,645 and 17,618 RSUs, respectively. In February 2021 the Company effected delivery of 12,471 net shares.

The plans in force at the end of the year in relation to the RSUs granted in 2019, 2020 and 2021 can be consulted in the Remuneration Report.

b) Long-term incentive ("LTI"):

Under the remuneration policy in force, the Executive Directors shall annually receive PSUs (performance stock units) that are convertible into shares of the Company three years after the date on which they are granted. The expense recognised in 2021 in this connection amounted to EUR 489 thousand as a result of the fulfilment of the variables established for them. At 2021 year-end, three PSU plans were in force, having been granted in 2019, 2020 and 2021 for 50,874, 46,338 and 57,939 PSUs, respectively. The detail of the PSU plans in force can be consulted in the Remuneration Report. In February 2021 the Group did not effect the delivery of net shares relating to the plan granted in February 2018 due to the non-achievement of the variables established for them.

In 2021 the Executive Directors and the members of the Board of Directors did not earn or receive any termination benefits.

The pension plan benefits earned by the Executive Directors in 2021 amounted to EUR 45 thousand, not included in the above table.

At 31 December 2021, no loans or advances had been granted to the members of the Company's Board of Directors.

Lastly, 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 Directors of Applus Services, S.A. are included among the insured persons of this policy. The premium paid in 2021 for this insurance policy amounted to EUR 156 thousand (2020: EUR 89 thousand).

The Company's Executive Directors comprised 2 men at 31 December 2021 and 2020.

The Company's Directors comprised 6 men and 4 women at 31 December 2021 (7 men and 3 women at 31 December 2020).

Remuneration of and obligations to Senior Executives

Senior Executives are those who are part of the Group Management according to actual accounting legislation.

The breakdown of the remuneration earned in 2021 and 2020 by the Senior Executives is as follows:

a) Annual remuneration:

Thousands of Euros
2021 2020
Fixed remuneration 280 267
Variable remuneration 151 88
Other items 46 28
Termination benefits - 204
Pension plans 2 6
Total 479 593

52.58% 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 2021 relate to the RSUs granted in February 2019, 2020 and 2021 for 7,978, 8,582 and 5.864 RSUs, respectively. In March 2021 the Group effected delivery of 4.341 net shares relating to the plans granted in 2018 (40%), 2019 (30%) and 2020 (30%). EUR 81 thousand were charged to the financial statement of profit or loss for 2021 in this connection.

b) Multiannual remuneration and long-term incentive in PSUs:

Under the current remuneration policy, certain of the Senior Executives annually receive PSUs (performance stock units) that are convertible into shares of the Company three years after the date on which they are granted. The expense recognised in this connection amounted to EUR 37 thousand in 2021. The PSU plans in force at the end of 2020 relate to the PSUs granted in February 2019, 2020 and 2021 for 3,753, 3,418 and 4,274 PSUs, respectively.

Also, the Applus Group has life insurance obligations to certain Senior Executives; the related expense is included under "Other Items" in the tables above.

The Senior Executives comprise two men at 31 December 2021 (31 December 2020: two men).

Information relating to conflict of interest on the part of the Directors

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.

11. Foreign currency balances and transactions

At 31 December 2021, the Company had granted loans in currencies other than the euro amounting to EUR 120,466 thousand (31 December 2020: EUR 151,814 thousand) and had received foreign currency loans amounting to EUR 73,511 thousand (31 December 2020: EUR 149,919 thousand).

The Company's statement of profit or loss includes finance income in currencies other than the euro amounting to EUR 17,725 thousand at 31 December 2021 (31 December 2020: EUR 4,615 thousand) and finance costs in currencies other than the euro amounting to EUR 4,285 thousand (31 December 2020: EUR 3,213 thousand).

As a result of these balances, the Company's statement of profit or loss includes foreign exchange differences amounting to EUR 937 thousand at 31 December 2021 (31 December 2020: EUR 3,316 thousand).

The loans granted to the Company relate mainly to loans with Group companies arranged basically in US dollars, Australian dollars and Pound sterling.

12. Other disclosures

12.1. Fees paid to auditors

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 2021 and 2020 is as follows (in thousands of euros):

Description 2021 2020
Audit services
Services different from audit:
266 254
Services required by the applicable regulatory framework - -
Other attest services 154 154
Tax counselling services - -
Other services - -
Total professional services 420 408

12.2. Obligations and other guarantees

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 2021 and 2020, the Company's shares had not been pledged.

At 31 December 2021 and 2020, no banks had provided the Company with guarantees to third parties.

12.3. Disclosures on the payment periods to suppliers

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.

2021 2020
Days
Average payment period to suppliers 52 45
Ratio of transactions settled 54 46
Ratio of transactions not yet settled 41 41
Amount (Thousands of Euros)
Total payments made 2,468 2,036
Total payments outstanding 427 335

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 2020).

However, most of this pending payment at year end has been paid during the first two months of the year 2022.

12.4. Amendment or extinguishment of agreements

In 2021 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.

13. Events after the reporting period

The Board of Directors of the Company has approved on 26th January 2022 to launch a programme to buy back the Company's shares, pursuant to the authorisation granted by the General Meeting of Shareholders of the Company held on 29 May 2020, under item Seventh of its agenda. The Programme shall be carried out with the aim of reducing the Company's share capital by the redemption of the treasury shares acquired under the Programme. Such share capital reduction is expected to be submitted for approval at the Annual General Meeting of Shareholders of 2022. The Share Buyback Programme's maximum net investment amounts to Eur 75,000,000. The maximum number of Company's shares to be acquired under the Share Buyback Programme, is set at 7,150,922 shares, representing 5% of the share capital as of this date. The Share Buyback Programme will start on 1 February 2022, and will remain in force until 31 January 2023, both included. Further details of the terms and conditions of the Programme can be found on the CNMV Inside Information dated 27th January 2022.

The Programme shall be carried out in accordance with the provisions of Regulation (EU) 596/2014 of the European Parliament and of the Council, of 16 April 2014, on market abuse ("Regulation (EU) 596/2014") and of Commission Delegated Regulation (EU) 2016/1052, of 8 March 2016, supplementing Regulation on market abuse with regard to regulatory technical standards for the conditions applicable to buyback programmes and stabilisation measures ("Delegated Regulation (EU) 2016/1052").

14. Explanation added for translation to English

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.

Applus Services, S.A.

Directors' Report for the year ended 31 December 2021

Formally prepared by the Directors of Applus Services, S.A. in relation to the year ended 31 December 2021.

Dear Shareholders:

We are pleased to submit to you this report on the Company's performance in 2021 and on its progress up to the present date.

Company performance and earnings

Profit before taxes has been greater compared to 2020, due to no impairment on the subsidiaries value has been recognized, while in 2020 an impairment of EUR 20,000 was recognized.

The rest of items in the statement of profit or loss do not show significant variations. The staff cost increase is due to the reduction occurred in 2020 as a response to the COVID crisis of the Board members and management remuneration.

The dividends received from subsidiaries have been slightly higher than in 2020 but still lower than in pre-COVID years.

The Board of Directors will propose to the shareholders in the General Annual Meeting a dividend of 15 cents per share (2020: 15 cents per share). This is equivalent to EUR EUR 21,5 million (2020: EUR 21.5 million).

The financing agreement on the syndicated bank debt of the group is sufficient to ensure the liquidity needs in the medium and long term.

Main risks

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.

Treasury share transactions

At 31 December 2021, the Company held a total of 408.098 treasury shares at an average cost of EUR 8,40 per share. The value of these treasury shares amounted to EUR 3,427 thousand.

At 31 December 2020, the Company held a total of 317,809 treasury shares at an average cost of EUR 8.38 per share. The value of these treasury shares amounted to EUR 2,664 thousand.

Use of financial instruments

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 do not hold any derivative financial instruments at the end of 2021.

Significant events after the reporting period

The Board of Directors of the Company has approved on 26th January 2022 to launch a programme to buy back the Company's shares, pursuant to the authorisation granted by the General Meeting of Shareholders of the Company held on 29 May 2020, under item Seventh of its agenda. The Programme shall be carried out with the aim of reducing the Company's share capital by the redemption of the treasury shares acquired under the Programme. Such share capital reduction is expected to be submitted for approval at the Annual General Meeting of Shareholders of 2022. The Share Buyback Programme's maximum net investment amounts to Eur 75,000,000. The maximum number of Company's shares to be acquired under the Share Buyback Programme, is set at 7,150,922 shares, representing 5% of the share capital as of this date. The Share Buyback Programme will start on 1 February 2022, and will remain in force until 31 January 2023, both included. Further details of the terms and conditions of the Programme can be found on the CNMV Inside Information dated 27th January 2022.

The Programme shall be carried out in accordance with the provisions of Regulation (EU) 596/2014 of the European Parliament and of the Council, of 16 April 2014, on market abuse ("Regulation (EU) 596/2014") and of Commission Delegated Regulation (EU) 2016/1052, of 8 March 2016, supplementing Regulation on market abuse with regard to regulatory technical standards for the conditions applicable to buyback programmes and stabilisation measures ("Delegated Regulation (EU) 2016/1052").

Disclosures on the payment periods to suppliers

Information on deferred payments made to suppliers is detailed in Note 12.3 of the Annual Accounts report for the year ended 31 December 2021.

Annual Corporate Governance Report

The Annual Corporate Governance Report for the year 2021 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)".

Annual Directors' Remuneration Report

The Annual Directors' Remuneration Report for the year 2021 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

Appendix I - Companies included in the scope of consolidation

Name Applus Servicios
Tecnológicos, S.L.U
Azul Holding 2, S.à.r.l. Libertytown RE, SA Applus Iteuve Argentina,
S.A.
Applus Santa Maria del
Buen Ayre, S.A.
Applus Uruguay, S.A. Revisiones Técnicas
Applus del Ecuador
Applusiteuve, S.A.
Applus Iteuve Brasil
Serviços LTDA
Registered office Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
7, rue Robert Stümper
L-2557 Luxembourg
(Luxembourg)
23 avenue Monterey, L
2163 (Luxembourg)
Reconquista 661 – Piso
2, C 1003 Ciudad de
Buenos Aires
(Argentina)
Jurisdicción de la
Ciudad autónoma de
Buenos Aires
(Argentina)
Guayabos nº 1718,
escritorio
505 Montevideo
(Uruguay)
Avda Patria nºE4-41
Intersección Avda
Amazonas edificio Patria
Piso 10 Oficina 01,
Pichincha, Quito
(Ecuador)
Avenida Paulista 726,
Cj. 1207, 12ª andar,
Sala 36, Sao Paulo
(Brazil)
Line of business Holding company Holding company Captive reinsurance
company
Vehicle roadworthiness
testing
Right and compliance of
the obligations
corresponding to public
services concessions
relating to the obligatory
Technical Verification of
Vehicles
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct 100% 100% - - - - - -
Indirect - - 100% 100% 100% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Technologies,
Inc.
Janx Holding, Inc Jan X-RAY Services,
Inc.
Libertytown USA 1, Inc. Libertytown USA Finco,
Inc.
Applus Iteuve
Technology, S.L.U
IDIADA Automotive
Technology, S.A
Applus Argentina, S.A.
Registered office 3225 Gateway Road,
Suite 450, Brookfield, WI
53045 (USA)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
615, Dupont Highway,
Kent County Dover,
State of Delaware (USA)
615, Dupont Highway,
Kent County Dover,
State of Delaware (USA)
Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
L'Albornar, s/n PO BOX
20,43710 Sta Oliva.
Tarragona (Spain)
Reconquista 661 – Piso
2, C 1003 Ciudad de
Buenos Aires
(Argentina)
Line of business Vehicle roadworthiness
testing
Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Holding company Holding company Vehicle roadworthiness
testing
Engineering, testing and
certification
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 100% 100% 100% 80% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name IDIADA
Fahrzeugtechnik, GmbH.
CTAG-Idiada Safety
Technology, S.L.
Applus Chile, S.A. Applus Iteuve Euskadi,
S.A., Sociedad
Unipersonal
Applus Revisiones
Técnicas de Chile, S.A.
Applus Danmark, A/S IDIADA CZ, A.S. K1 Kasastajat, OY
Registered office Manfred Hochstatter
Strasse 2, 85055
Ingolstadt (Germany)
Polígono A Granxa,
Parcelas 249-250.
36410 Porriño,
Pontevedra (Spain)
Avenida Américo
Vespucio 743 -
Huechuraba - Santiago
de Chile (Chile)
Polígono Ugaldeguren I
Parcela 8, 48710
Zamudio, Vizcaya
(Spain)
Avenida Américo
Vespucio 743 -
Huechuraba - Santiago
de Chile (Chile)
Høje Taastrup Boulevard
23, 2th, 2630 Taastrup
(Denmark)
Prazska 320/8,500 04,
Hradec Králové (Czech
Republic)
Joukahaisenkatu 6,
20520 Turku
Finland
Line of business Engineering, testing and
certification
Engineering, testing and
certification
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Engineering, testing and
certification
Vehicle roadworthiness
testing
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 80% 40% 100% 100% 100% 100% 80% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Inspecció Tècnica de
vehicles i serveis, S.A.
Idiada Automotive
Technology India PVT,
ltd
Shangai IDIADA
Automotive Technology
Services Co., Ltd
Applus Euskadi Holding,
S.L.U.
Applus Car Testing
Service, Ltd.
Idiada Tecnologia
Automotiva, Ltda.
Idiada Automotive
Technology UK, Ltd.
Shangdong Idiada
Automotive and tire
proving ground Co, Ltd
Registered office Ctra de Bixessarri s/n,
Aixovall AD600
(Andorra)
Unit no. 206, 2nd
Floor,Sai Radhe Building
Raja Bahadur Mill Road,
off Kennedy Road, Pune
411 001 (India)
Jucheng Pioneer Park,
Building 23, 3999 Xiu Pu
Road, Nan Hui 201315
Shanghai (Pudong
District) (China)
Polígono Ugaldeguren, 1
parcela 8, Zamudio,
Vizcaya (Spain)
3026 Lakedrive,
Citywest Business
Campus,
Naas Road, Dublin 24
(Ireland)
Cidade de São Bernardo
do Campo, Estado de
São Pulo, na Rua
Continental, nª 342, Vila
Margarida, CEP 09750-
060 (Brasil)
St Georges Way
Bermuda Industrial
Estate, Nuneaton,
Warwickshire CV10 7JS
(UK)
Room 302, No.1
industrial building of
West Jin Hui Road,
South Qi Xiao (China)
Line of business Vehicle roadworthiness
testing
Engineering, testing and
certification
Engineering, testing and
certification
Holding company Vehicle roadworthiness
testing
Engineering, testing and
certification
Engineering, testing and
certification
Engineering, testing and
certification
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct
Indirect
-
50%
-
80%
-
80%
-
100%
-
100%
-
80%
-
80%
-
80%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Iteuve Galicia,
S.L.U.
Inversiones Finisterre,
S.L.
Supervisión y Control,
S.A.U.
RITEVE SyC, S.A. Inspecciones y Avalúos
SyC, S.A.
Idiada Automotive
Technology Rus, LLC
Applus Idiada Karco
Engineering, LLC
IDIADA Automotive
Technology USA, LLC
Registered office Ctra. N-VI, Km. 582,6 -
15168 Espiritu Santo -
Sada, A Coruña (Spain)
Estación I.T.V. de O
Espíritu Santo.Ctra. N
VI, Km. 582 15168
Espiritu Santo - Sada, A
Coruña (Spain)
Estación I.T.V. de O
Espíritu Santo.Ctra. N
VI, Km. 582 - 15168
Espiritu Santo - Sada, A
Coruña (Spain)
Lagunilla de Heredia,
ciento cincuenta metros
al este de la Bomba
Texaco (Costa Rica)
Heredia, Cantón Central,
Distrito Ulloa, Lagunilla,
150 metros este de la
Bomba Uno (Costa Rica)
Russian Federation,
603004, Nijniy
Novgorod, prospect
Lenina, 115 (Russia).
9270 Holly Road. 92301
Adelanto, Califorina
(USA)
9270 Holly Road,
Adelanto, CA 92301
(USA).
Line of business Holding company Holding company Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Engineering, testing and
certification
Engineering, testing and
certification
Engineering, testing and
certification
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 80% 80% 44% 44% 80% 67% 80%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name CTAG - Idiada Safety
Technology Germany,
GmbH
Inversiones y
Certificaciones
Integrales SyC, S.A.
Applus Inspection
Services Ireland, Ltd.
Idiada Automotive
Technology Mexico S de
RL de CV
Iteuve Canarias, S.L. Iteuve Canarias
Aeropuerto el Matorral,
S.L.
Iteuve India Private
Limited
Besikta Bilprovning i
Sverige Holding AB
Registered office Manfred-Hochstatter
Straße 2, 85055
Ingolstadt (Germany)
Heredia-Heredia Ulloa,
exactamente en
Lagunilla, cien metros
este de la Bomba Uno,
edificio a mano derecha
color blanco (Costa
Rica)
3026 Lake drive,
Citiwest business
campus, Naas Road,
Dublin 24 (Ireland)
Carretera Lateral Mexico
Puebla, 7534, 72110,
Puebla (Mexico)
Los Rodeos, Camino de
San Lázaro, 166, 38206
San Cristobal de la
Laguna, Santa Cruz de
Tenerife (Spain)
C/ Concejal Garcia Feo,
número 30, Las Palmas
de Gran Canaria, Las
Palmas (Spain)
1 & 2 Upper Ground
Floor, Kanchenjunga
Building 18,
Barakhamba Road,
Connaught Place New
Delhi 110001 (India)
Källvattengatan 7, SE
212 23 MALMÖ
(Sweden)
Line of business Engineering, testing and
certification
Business and
management services
advice
Vehicle roadworthiness
testing
Engineering, testing and
certification
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 40% 89% 100% 80% 100% 50% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Besikta Bilprovning i
Sverige AB
ClearCar AB CRpplus Services Costa
Rica S.A.
Applus Iteuve Mexico,
SA de CV
ZYX Metrology S.L.U. Reliable Analysis Inc. Shanghai Reliable Auto
Analysis Testing Ltd.
Liuzhou Reliable Auto
Analysis Testing Ltd.
Registered office Källvattengatan 7, SE
212 23 MALMÖ
(Sweden)
Källvattengatan 7, SE
212 23 MALMÖ
(Sweden)
Provincia de Heredia,
cantón Heredia, distrito
Ulloa, cien metros Este
de la estacion de
servicio UNO, oficinas
centrales del Country
Manager (Costa Rica)
Boulevard Manuel Avila
Camacho, 184, piso 4°
"b" – Colonia Reforma
Social, Miguel Hidalgo -
11650 Ciudad de México
(Mexico)
Torre Mateu nº 29, de
Ripollet (Spain)
32201 N. Avis Drive,
Madison Heights, MI
48071 (USA)
12A, Lane 1365,
Kangqiao East Road,
Kangqiao Industrial
Zone, Pudong New
Area, Shanghai (China)
No.417, 4th Floor,
Building 7, No.12 Fuxin
Road, Liuzhou (China)
Line of business Vehicle roadworthiness
testing
Vehicle roadworthiness
testing
General trading activity Vehicle roadworthiness
testing
Performing engineering,
industrial metrology,
calibration and legal
metrology services
Testing and certification
in the fields of EMC,
electrical components,
non-electrical
components and
materials for original
equipment
manufacturers and their
suppliers
Testing and certification
in the fields of EMC,
electrical components,
non-electrical
components and
materials for original
equipment
manufacturers and their
suppliers
Testing and certification
in the fields of EMC,
electrical components,
non-electrical
components and
materials for original
equipment
manufacturers and their
suppliers
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 100% 95% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Shanghai Reliable
Testing Technology Ltd.
QPS Evaluation
Services Inc
QPS America, Inc QPS Europe B.V. Applus Ingenieria y
Consultoria, SAS
Adicora Servicios de
Intermediación de
Ingeniería, S.L.U
Ingeniería, Estudios y
Construcciones, S.A.U.
Shanghai Reliable
Analysis Scientific
Testing Co., Ltd.
Registered office Building 5, No.450 Yinxi
Road, Jiuting Town,
Songjiang District,
Shanghai (China)
8-81 Kelfield Street,
Toronto, Ontario, M9W
5A3 (Canada)
2271 Centreville Road,
Suite 400, Wilmington,
Delaware, 19808 (USA)
Berg en Dalsewerg 122,
6522 BW Nijmegen (The
Netherlands)
Calle 17, núm. 69-46
Bogotá (Colombia)
Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
Calle Alameda de
Urquijo, 28, 48010
Bilbao (Spain)
Building 1, No. 1288,
Huateng Road, Huaxin
Town, Qingpu District,
Shanghai (China)
Line of business Testing and certification
in the fields of EMC,
electrical components,
non-electrical
components and
materials for original
equipment
manufacturers and their
suppliers
Testing, certification,
field evaluation and
other related services to
enable customers to
meet their regulatory,
national and
international
requirements, including
but not limited to those
related to the product
safety of electrical &
electronic equipment
Testing, certification,
field evaluation and
other related services to
enable customers to
meet their regulatory,
national and
international
requirements, including
but not limited to those
related to the product
safety of electrical &
electronic equipment
Testing, certification,
field evaluation and
other related services to
enable customers to
meet their regulatory,
national and
international
requirements, including
but not limited to those
related to the product
safety of electrical &
electronic equipment
Civil engineering and
consulting services in
energy, rail and road
infrastructure, building,
sanitation and supply
and telecommunications
Technical advice and
project implementation
and execution.
Industrial engineering
studies and projects.
Certification services,
inspection ans testing
services.
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 100% 88% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name IMA Materialforschung
und Anwendungstechnik
GmbH
WIAM GmbH SWM Struktur - und
Werkstoffmechanikforschung
Dresden gemeinnützige
GmbH
Enertis Solar, S.L.U. Enertis UK Limited Enertis Solar, Inc Enertis Mexico S.A. de
C.V.
Enertis Colombia S.A.S.
Registered office Wilhelmine-Reichard
Ring 4, 01109 Dresden
(Germany)
Wilhelmine-Reichard
Ring 4, 01109 Dresden
(Germany)
Wilhelmine-Reichard-Ring 4,
01109 Dresden (Germany)
Avda De Bruselas 31, 1
ºA, 28108, Alcobendas,
Madrid (Spain)
Devonshire House, 60
Goswell Road,
EC1M7AD, London (UK)
Corporation Trust
Center, 1209 Orange
Street, Wilmington, DE
19801, Delaware (US)
Hamburgo 213-15
Despacho C, 06600,
Ciudad de Mexico
(Mexico)
Calle 98 # 10- 32 Oficina
302, Bogotá D.C
(Colombia)
Line of business Renders technical and
scientific services and
research, in the fields of
materials testing,
components, structural
and product testing and
inspections, certification
and calibration in
general. Development
and distribution of
software and databases
for material and testing
application
Development and
commercialization of
software technology and
software products.
Commercialization of
licenses of rights of use
of software technologies.
Conducts research in the
area of technical mechanics,
especially structural and
mechanics of material.
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct
- - - - - - - -
Indirect 100% 100% 100% 100% 100% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Enertis Chile, SpA Enertis S.A.S. Enertis South Africa
(PTY) Ltd
Enertis AM Chile, SpA Applus Organismo de
Control, S.L.U.
LGAI Technological,
Center, S.A.
Applus México, S.A. de
C.V.
LGAI Chile, S.A.
Registered office Nueva de Lyon 145
oficina 503, Providencia,
Santiago de Chile
(Chile)
Uruguay 469 10º C
1015, Buenos Aires
(Argentina)
1st floor convention
towers - CNR
Heerengracht & walter
sisulu streets - 8001 -
Ciudad del Cabo
(Republic of South
Africa)
Nueva de Lyon 145
oficina 503, Providencia,
Santiago de Chile
(Chile)
Carretera Nacional N-VI,
Km. 582,6, 15168 –
Sada, A Coruña (Spain)
Campus de la
UAB,Ronda de la Font
del Carme, s/n, 08193
Bellaterra-Cerdanyola
del Vallès, Barcelona
(Spain)
Blvd. Manuel Avila
Camacho 184, Piso 4-A,
Col. Reforma Social,
C.P. 11650 México D.F.
(Mexico)
Alberto Henckel 2317,
Providencia, Santiago
de Chile (Chile)
Line of business Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Engineering, consulting,
testing and inspection
services company for the
provision of quality
control and assurance
for the solar photovoltaic
industry
Inspection, quality and
quantity control and
regulatory inspection
Certification Quality system audit and
certification
Quality system audit and
certification
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct
- - - - - - - -
Indirect 100% 100% 100% 100% 95% 95% 95% 95%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Costa Rica, S.A Applus Norcontrol, S.L.,
Sociedad Unipersonal
Novotec Consultores,
S.A., Sociedad
Unipersonal
Applus Panamá, S.A Applus Norcontrol
Panamá, S.A.
Norcontrol Chile, S.A. Norcontrol Inspección,
S.A. de C.V. – México
Applus Norcontrol
Guatemala, S.A.
Registered office Oficentro Ejecutivo La
Sabana, Edificio 6, 4
piso, San José (Costa
Rica)
Crta. Nacional VI-Km
582, 15168, Sada, A
Coruña (Spain)
Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
Calle Jacinto Palacios
Cobos, Edificio 223, piso
3, locales A y C, Ciudad
del Saber; Clayton,
Ciudad de Panamá
(Panama)
Calle Jacinto Palacios
Cobos, Edificio 223, piso
3, locales A y C, Ciudad
del Saber; Clayton,
Ciudad de Panamá
(Panama)
Agustinas Nº 640, Piso
9, Santiago de Chile
(Chile)
Blvd. Manuel Avila
Camacho 184, Piso 4-B,
Col. Reforma Social,
C.P. 11650 México, D.F
(Mexico)
Km 14,5 Carretera a El
Salvador, Santa
Catarina Pínula
(Guatemala)
Line of business Quality system audit and
certification
Inspection, quality
control and consultancy
services
Services related to
quality and safety in
industrial plants,
buildings, etc.
Certification Inspection, quality
control and consultancy
services
Inspection, quality
control and consultancy
services
Inspection, quality
control and consultancy
services
Inspection, quality
control and consultancy
services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 95% 95% 100% 95% 95% 95% 95% 95%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Norcontrol
Colombia, Ltda
Norcontrol Nicaragua,
S.A.
Röntgen Technische
Dienst Holding BV
Applus Czech Republic,
s.r.o.
Applus RTD
Deutschland
inspektions-Gesellschaft,
Gmbh
Röntgen Technische
Dienst B.V.
RTD Quality Services,
Inc (Canada)
RTD Quality Services
Nigeria Ltd.
Registered office Calle 17, núm. 69-46
Bogotá (Colombia)
Colonia Los Robles, Km.
6,500 Carretera Masaya,
Managua (Nicaragua)
Delftweg 144, 3046 NC
Rotterdam (The
Netherlands)
U Stadionu 89, 530 02
Pardubice (Czech
Republic)
Industriestraße 34 b,
44894 Bochum
(Germany)
Delftweg 144, 3046 NC
Rotterdam (The
Netherlands)
5504 36 St NW,
Edmonton, AB T6B 3P3
(Canada)
Warri Boat Yard, 28
Warri/Sapele Road,
Warri, Delta State
(Nigeria)
Line of business Inspection, quality
control and consultancy
services
Inspection, quality
control and consultancy
services
Holding company Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 96% 95% 100% 100% 100% 100% 100% 49%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus RTD USA, Inc. RTD Holding
Deutschland, Gmbh
Applus RTD PTE, Ltd
(Singapore)
Applus Colombia, Ltda. Applus (Shangai) Quality
inspection Co, Ltd
Applus RTD
Certification, B.V.
Applus PTY, Ltd
(Australia)
Arctosa Holding, B.V.
Registered office 3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
Industriestr. 34. D
44894, Bochum
(Germany)
521 Bukit Batok St 23,
Unit 05-E, Singapore
(Singapore)
Calle 17, núm 69-46,
Bogotá (Colombia)
Jucheng Industrial Park,
Building 23, 3999 Xiu Pu
Rd, Nan Hui, Shanghai
201315 (China)
Delftweg 144, 3046 NC
Rotterdam (The
Netherlands)
94 Discovery Drive,
Bibra Lake WA 6163
(Australia)
Delftweg 144, 3046 NC
Rotterdam (The
Netherlands)
Line of business Certification services
through non-destructive
testing
Holding company Certification services
through non-destructive
testing
Certification Inspection services in
quality processes,
production processes,
technical assistance and
consultancy
Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 95% 95% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Libertytown USA 2, Inc. Libertytown Australia,
PTY, Ltd.
Applus UK, Ltd Applus RTD SP, z.o.o. Applus Energy, S.L.U. RTD Slovakia, s.r.o. APP Management, S. de
R.L. de C.V.
Libertytown Applus RTD
Germany Gmbh
Registered office 3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
94 Discovery Drive,
Bibra Lake WA 6163
(Australia)
Unit 2, Blocks C and D,
West Mains Industrial
Estate, Grangemouth,
FK3 8YE, Scotland (UK)
Raclawicka, 19, 41-506
Chorzów (Poland)
Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
Udernicka 11; 851 01;
Bratislava, (Slovakia)
Blvd. Manuel Avila
Camacho 184, Piso 4-A,
Col. Reforma Social,
C.P. 11650 México D.F.
(Mexico)
Industrie Strasse 34 b,
44894 Bochum
(Germany)
Line of business Holding company Holding company Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Provision of advisory
services and auditing in
the energy sector
Certification services
through non-destructive
testing
Provision of
professional, technical,
administrative and
human resources
services
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held
by Group companies:
Direct
Indirect
-
100%
-
100%
-
100%
-
100%
-
100%
-
100%
-
100%
-
100%
Method used to account
the investment
Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Norcontrol
Maroc, Sarl
Applus RTD Gulf DMCC. Applus Qualitec Serviços
de Engenheria, Ltda.
Applus Lgai Germany,
Gmbh
BK Werstofftechnik
Prufstelle Für
Werkstoffe, Gmbh
Ringal Brasil
Investimentos, Ltda.
Assinco-Assesoria
Inspeçao e Controle,
Ldta
Applus Norcontrol Perú,
S.A.C.
Registered office INDUSPARC Module
N°11BD AHL LOGHLAM
Route de Tit Mellil
Chemin Tertiaire
1015 Sidi Moumen
20400, Casablanca
(Morocco)
16th Floor, Office 1601,
Swiss Tower, Jumeirah
Lake Towers, PO Box
337201, (United Arab
Emirates)
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)
Zur Aumundswiede 2,
28279 Bremen
(Germany)
Zur Aumundswiede 2,
28279 Bremen
(Germany)
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)
Rua Petrovale, quadra
01, lote 10, integrante da
area B, nº 450, Bloco 2 -
1º andar, Bairro Distrito
Industrial Marsil, EP
32400-000 Cidade de
Ibirité, Estado de Minas
Gerais (Brazil)
Avenida el Derby, 254,
Oficina 901. Edificio
Lima Central Tower.
Surco. Lima (Peru)
Line of business Inspection, quality
control and consultancy
services
Certification services
through non-destructive
testing
Certification services
through non-destructive
testing
Certification Certification Holding company Inspection, quality
control and consultancy
services
Inspection, quality
control and consultancy
services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group companies:
Direct - - - - - - - -
Indirect 95% 100% 100% 95% 95% 100% 100% 96%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Kiefner &Associates Inc. John Davidson &
Associates PTY, Ltd
Applus PNG Limited PT Applus Energi dan
Industri
Applus Norcontrol
Consultoría e Ingeniería,
SAS
Applus Mongolia, LLC Applus Laboratories, AS. Applus Arabia L.L.C
Registered office 4480 Bridgeway
Avenue, Suite D,
Columbus, Ohio 43219
(USA)
Unit 9, 783 Kingsford
Smith Drive, Eagle
Farm, Queensland 4009
(Australia)
Unit 11, Section 53,
Allotment 15 & 16, Ume
Street, Gordons, Port
Moresby, National
Capital District (Papua
New Guinea)
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)
Calle 17, núm. 69-46
Bogotá (Colombia)
The Landmark, 7th
Floor, Chinggis Avenue
– 13, Sukhbaatar
District, Ulaanbaatar
(Mongolia)
Langmyra 11, 4344
Bryne (Norway)
Building No.500 Office
19 Al Sahaba Rd.
Ishbiliyah - Riyadh
(Saudi Arabia)
Line of business Certification services
through non-destructive
testing
Provision of executive
recruitment services
Provision of executive
recruitment services
Provision of technical
engineering and
planning, conservation
and operational
services, technical
training and human
resource development
Inspection, quality
control and consultancy
services in the industry
and services sector
Provision of human
resources consultancy in
the area of recruitment,
placement candidates
and related services
Certification Certification
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 0% 94% 100% 95% 74%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Portugal, Lda Ringal Invest, S.L.U Applus Velosi DRC, Sarl. Ingelog Consultores de
Ingeniería y Sistemas,
S.A.
Ingelog Guatemala
Consultores de
Ingeniería y Sistemas,
S.A.
Ingeandina Consultores
de Ingeniería, S.A.S.
Ingelog Costa Rica S.A. NRAY Services, Inc.
Registered office Complexo Petroquímico,
Monte Feio, 7520-954
Sines (Portugal)
Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
Lubumbashi, Avenue
Lumumba, N. 1163,
Quartier Industriel,
Commune Kampemba
(Congo)
Agustinas Nº 640, Piso
9, Santiago de Chile
(Chile)
Ciudad de Guatemala
(Guatemala)
Calle 17, núm. 69-46
Bogotá (Colombia)
Mata Redonda, Sabana
Sur, Oficentro Ejecutivo
la Sabana, torre 6, piso
4, oficinas T&L
Consultores, San José
(Costa Rica)
56A Head Street,
Dundas, ON L9H 3H7
(Canada)
Line of business Inspection, quality
control and consultancy
services
Holding company Provision of permanent
contract services
Counselling and
consulting services in
the areas of engineering,
infrastructure,
environment, etc.
Counselling and
consulting services in
the areas of engineering,
infrastructure,
environment, etc.
Counselling and
consulting services in
the areas of engineering,
infrastructure,
environment, etc.
Counselling and
consulting services in
the areas of engineering,
infrastructure,
environment, etc.
Inspection of the based
neutron radiation
services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 95% 100% 100% 100% 100% 100% 98% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus RTD USA
Aerospace Holding, Inc.
X-RAY Industries, Inc. Applus Laboratories
USA, Inc.
Arcadia Aerospace
Industries, Llc.
Applus RTD USA
Services, Inc.
Libertytown USA 3, Inc. Applus Management
Services, Inc.
SKC Engineering Ltd
Registered office 5700 Crooks Rd.
Suite 450
Troy, MI 48089
(USA)
5700 Crooks Rd.
Suite 450
Troy, MI 48089
(USA)
615 S. DuPont Highway,
Kent County, Dover,
Delaware 19901 (USA)
28000 Mooney Avenue,
Building #110, Punta
Gorda Florida 33982
(USA)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
19165 94TH Avenue,
Surrey BC, V4N 3S4
(Canada)
Line of business Holding company X-ray metallurgical,
management, retail
equipment, equipment
manufacturing, non
destructive; testing
services
Holding company Industrial contract and
inspection services
Any lawful act or activity
in order for companies to
organize themselves
under the Delaware
General Corporation
Law
Any lawful act or activity
in order for companies to
organize themselves
under the Delaware
General Corporation
Law
Provision of
professional, technical,
administrative and
human resources
services
Ensure quality, training,
inspection, proof and
design and welding
engineering services.
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 95% 86% 100% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name MxV Engineering,Ltd Applus Norcontrol
República Dominicana,
S.R.L
Emilab, SRL AC6 Metrología, S.L. Applus RVIS, B.V. Applus Servicios
Integrales, S.A.S.
Tunnel Safety Testing,
S.A.
Trámites, Informes,
Proyectos, Seguridad y
Medio Ambiente, S.L.U.
Registered office 19165 94TH Avenue,
Surrey BC, V4N 3S4
(Canada)
Plaza El Avellano, Calle
Dr. Jacinto Ignacio
Mañón No. 5 Local No.
08 Primer Piso.
Ensanche Paraíso,
Santo Domingo
(Dominican Republic)
Via F.lli Solari 5/A 33020
Amaro (UD) (Italy)
Polígono Comarca I,
Edificio Pasarela. 31160,
ORKOIEN, Navarra
(Spain)
Delftweg 144, NC 3046
Rotterdam (The
Netherlands)
Calle 17 # 69 - 46,
Bogotá (Colombia)
LG Centro Experimental
San Pedro de Anes s/n,
Siero 33189, Asturias
(Spain)
Calle Campezo 1,
edificio 3, Parque
Empresarial Las
Mercedes, Madrid
(Spain)
Line of business Dielectric tests,
inspections of cranes,
stability tests and
preventive maintenance
Inspection and technical
assistance services
Research in the areas of
engineering,
electromagnetic
compatibility and
electrical safety.
Research, development
and advisory services for
metrology and industrial
calibration activities.
Remote Non-destructive
Inspection and Testing
Inspection, quality
control and consultancy
services
Fire testing in tunnels,
fire suppression product
testing and fire training.
Inspection, quality
control and consultancy
services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 95% 95% 95% 51% 95% 89% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name 3C Test Limited DatapointLabs, Llc. DatapointLabs India, Inc. Matereality, Llc. Applus Middle East
Engineering
Consultancy, LLC
SARL Apcontrol Energie
et Industrie Algerie
Talon Test Laboratories
(Phoenix) Inc.
Talon Test Laboratories
Incorporated
Registered office Silverstone Technology
Park, Silverstone Circuit,
Silverstone, Towcester,
Northamptonshire, NN12
8GX (UK)
23 Dutch Mill Rd, Ithaca,
New York 14850 (USA)
23 Dutch Mill Rd, Ithaca,
New York 14850 (USA)
23 Dutch Mill Rd, Ithaca,
New York 14850 (USA)
Office 201, Abu Dhabi
Business Hub, Building
B, Mussafah (United
Arab Emirates)
Planta 12 Centre
Commercial et d'Affaires
El Qods, Chéraga, Argel
(Algeria)
5700 Crooks Rd.
Suite 450
Troy, MI 48089
(USA)
5700 Crooks Rd.
Suite 450
Troy, MI 48089
(USA)
Line of business Electromagnetic
compatibility (EMC) and
electrical tests,
especially for the
automotive sector.
Materials
characterization
laboratory specialized in
providing properties for
numerical simulation.
Materials
characterization
laboratory specialized in
providing properties for
numerical simulation.
Development of IT
solutions for the
properties of materials,
management and
storage.
Industrial support and
consulting
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
Non-destructive testing
services
Non-destructive testing
services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 95% 95% 95% 95% 47% 47% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Laboratorio de Ensayos
Metrológicos, S.L.
A2M Industries, SAS
(A2MI)
Applus Tanzania Limited Applus and Partner
Engineering
Consultancy
Applus Fomento de
Control, S.A.
Servicios SEFF S.A.
Chile
LEM Laboratorios y
Asistencia Técnica
Limitada Chile
TIC Investments Chile
SpA
Registered office Avenida Can Sucarrats,
110, nave 11, Rubí
(Spain)
ZA du Parc - Secteur,
Rue de la Gampille,
42490 Fraisses (France)
Kimwery Avenue,
Msasani, Tirdo Complex,
Dar Es Salaam
(Tanzania)
Building No. 500, Office
20, Al Sahaba Rd
crossing with Imam
Abdullah Ibn Saud Ibn
Abdulaziz Rd, Ishbiliyah,
3795. Riyadh (Saudi
Arabia)
11, rue El Wahda,
Résidence Imam Ali, Apt
2, Casablanca
(Morocco)
Calle Potrerillos N°4141,
Puerto del Inca, ciudad
de Calama (Chile)
Avenida Huaytiquina
N°1601, ciudad de
Calama (Chile)
Avenida Huaytiquina
N°1601, ciudad de
Calama (Chile)
Line of business Laboratory of
metrological tests and
calibration of measuring
instruments
Mechanical and material
tests.
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.
Engineering
consultancy services
The provision of
verification services for
industrial products
imported into the
Kingdom of Morocco
(Law No. 24-09,
Morocco)
Personnel Transport 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.
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 95% 95% 75% 48% 85% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Brasil
Investimentos, Ltda
Registered office Rua Dom José de
Barros, nº 177, 6ª andar,
conjunto 601, sala 602,
Vila Buarque, CEP
01038-100, Sao Paulo
(Brazil)
Line of business Holding company
Active / Inactive Active
Ownership interest held by Group
companies:
Direct
-
Indirect 100%
Method used to account the investment Full consolidation
Name Velosi S.à r.l. SAST international Ltd Velosi Asia
(Luxembourg) S.à r.l.
Velosi Africa
(Luxembourg) S.à r.l.
Velosi Europe
(Luxembourg) S.à r.l.
Velosi Poland Sp z.o.o. Velosi Europe Ltd Velosi Certification
Bureau LTD
Registered office 7, rue Robert Stümper
L-2557 Luxembourg,
Grand Duchy of
Luxembourg, L-1653
Luxembourg
(Luxembourg)
IFC1, Level 1,
Esplanade, St. Heiler,
Jersey JE2 3BX,
Channel Islands (Jersey)
7, rue Robert Stümper
L-2557 Luxembourg,
Grand Duchy of
Luxembourg, L-1653
Luxembourg
(Luxembourg)
7, rue Robert Stümper
L-2557 Luxembourg,
Grand Duchy of
Luxembourg, L-1653
Luxembourg
(Luxembourg)
7, rue Robert Stümper
L-2557 Luxembourg,
Grand Duchy of
Luxembourg, L-1653
Luxembourg
(Luxembourg)
Ul. Inflancka 4 00-189
Warszawa (Poland)
Unit 18 Dawkins Road
Poole BH15 4JY (UK)
Unit 18 Dawkins Road
Poole BH15 4JY (UK).
Line of business Holding company Provision of consultancy
and engineering
services
Holding company Holding company Holding company Publishing of other
programmes
Provision of technical,
engineering and
industrial services
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 100% 100% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus International
Italy, Srl
Applus Italy, SRL Applus Norway A/S Applus Turkey Gozetim
Hizmetleri Limited Sirketi
Velosi LLC Velosi Malta I Ltd Velosi Malta II Ltd Velosi Industries Sdn
Bhd
Registered office 23807 Merate (LC), via
De Gasperi, 113, Merate
(Italy)
Via Cinquantenario, 8 -
24044 Dalmine,
Bergamo (BG) (Italy)
Sveiogata 40, 5514
Haugesund (Norway).
1042. Cadde
1319.Sokak No.9/5
Ovecler, Ankara
(Turkey)
Azadlig Avenue 189, Apt
61, AZ1130 Baku
(Azerbaijan)
The Bastions, Office No.
2 Emvim Cremona
Street, Floriana, FRN
1281 (Malta)
The Bastions, Office No.
2 Emvim Cremona
Street, Floriana, FRN
1281 (Malta)
No. 152-3-18A,
Kompleks Maluri, Jalan
Jejaka, Taman Maluri,
55100 Kuala Lumpur
(Malaysia).
Line of business Provision of technical,
engineering and
industrial services
Quality control,
maintenance and
inspection
Quality control,
maintenance and
inspection
Quality control,
maintenance and
inspection
Provision of auxiliary
services for oil and gas
companies
Holding company Holding company Investments, investment
property and provision of
engineering services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 80% 80% 60% 80% 100% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Malaysia Sdn
Bhd
Velosi Plant Design
Engineers Sdn Bhd
Applus Singapore PTE
Ltd
Velosi (HK) Ltd Velosi Saudi Arabia Co
Ltd
Applus China Co., Ltd Velosi Siam Co Ltd Applus (Thailand)
Company Limited
Registered office No. 152-3-18A,
Kompleks Maluri, Jalan
Jejaka, Taman Maluri,
55100 Kuala Lumpur
(Malaysia)
No. 152-3-18A,
Kompleks Maluri, Jalan
Jejaka, Taman Maluri,
55100 Kuala Lumpur
(Malaysia)
521 Bukit Batok Street
23 Unit 5E, Excel
Building,659544
(Singapore)
11/F, Lee Garden Two,
28 Yun Ping Road,
Causeway Bay, Hong
Kong (China)
Unit No. 1, Al-Qusur,
Talal Al-Doha Building,
Sub of Prince
Mohammad bin Fahd
Road, Dhahran, 34247-
3229 (Saudi Arabia)
Room 1304, Shengkang
LiaoShi Building No. 738
Shang Cheng Road
Pudong, Shanghai PRC,
200120 (China)
412, Sukhumvit 95,
Bang Chak,
Phra Khanong, Bangkok
10260
(Thailand)
412, Sukhumvit 95,
Bang Chak,
Phra Khanong, Bangkok
10260
(Thailand)
Line of business Provision of engineering
and inspection services
Provision of consultancy
and engineering
services for the design
of plants, construction
and engineering and the
investment that they
possess
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
Provision of
management services,
sales support, advisory
and business
development services to
related companies
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
Provision of consulting
of Petroleum
Engineering, technical
consultation of
mechanical engineering
and consulting of
business management
Holding company Provision of engineering
and technical services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 100% 60% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Velosi Corporate
Services Sdn Bhd
Velosi International
Holding Company BSC
(c)
Velosi Certification
Services LLC
Velosi Certification for
Consulting CO. W.L.L.
PT Java Velosi Mandiri Velosi Certification WLL Velosi PromService LLC Velosi LLC
Registered office No. 152-3-18A,
Kompleks Maluri, Jalan
Jejaka, Taman Maluri,
55100 Kuala Lumpur
(Malaysia)
Flat 42, Building 1033,
Road 3731, Block 337,
Menama/UMM
Alhassam (Bahrain)
# 201, Block B, Abu
Dhabi Business Hub,
ICAD-1, Mussafah, PO
Box 427 Abu Dhabi
(United Arab Emirates)
Yaal Mall, Al Fahaheel,
Al Dabbous Street,
Block# 11, Building# 11,
11th Floor, Office# 12
(Kuwait)
Pondok Indah Office
Tower 2, 16th Floor,
Suite 1602, Jl. Sultan
Iskandar Muda Kav. VTA
Pondok Indah, Jakarta
Selatan 12310
(Indonesia)
Building No 121340,
First Floor New Salata,
C Ring Road, P.O. Box
3408, Doha (Qatar)
Russian Federation,
125130, Moscow,
Staropetrovsky proezd,
7A, bld. 19, office 7
(Russia)
Kurilskaya Str., 38,
693000 Yuzhno
Sakhalinsk, Sakhalin
Region, (Russia)
Line of business Provision of general
management, business
planning, coordination,
corporate finance
advisory, training and
personnel management
services
Holding company of a
group of commercial,
industrial and service
companies
Provision of construction
project quality
management services,
management system
certification, quality
management of the
maintenance of existing
facilities and equipment
and mandatory
inspection services
Provision of industrial
consultancy
Provision of engineering
consultancy services,
such as quality control
and non-destructive
testing (NDT) inspection
services, provision of
skilled labor with
vocational training
Provision of inspection
and analysis and
technical services in the
area of qualified
technical jobs
Provision of quality
assurance and control,
general inspection,
corrosion control and
services for the supply of
labor for the oil and gas
industries
Holding Company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 49% 24% 0% 24% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Velosi Bahrain WLL Velosi LLC Velosi Quality
Management
International LLC
Applus Kazakhstan LLC Velosi (B) Sdn Bhd Velosi Certification
Services LLC
Velosi Philippines Inc Dijla & Furat Quality
Assurance, LLC.
Registered office Flat 11, Building 1033,
Road 3721, Block 337,
Menama / UMM
Alhassam (Bahrain)
Block no 227 Stella
Building, Post Box 231
Hamriya. Way nº 2748
(Oman)
Unit 201, 2nd floor,
Emaar Business Park 4,
Sheikh Zayed Road, The
Greens, PO Box
337201, Dubai (United
Arab Emirates)
Building #31A, Akzhal
lane, Atyrau, Atyrau
Oblast, 060002
(Kazakshtan)
Lot 5211, Spg. 357, Jln
Maulana, KA 2931 Kuala
Belait, Negara Brunei
Darussalam (Brunei)
17, Chimkent Street,
Mirobod District, 100029
Tashkent (Uzbekistan)
1004, 10F, Pagibig WT
Tower, Cebu Business
Park, Ayala, Cebu City
(Philippines)
Ramadan Area, District
623-S, No.1, Baghdad
(Iraq)
Line of business Provision of quality
control and
standardization services,
industrial inspection
services and general
services
Provision of certification,
engineering and
inspection services
Provision of certification,
engineering and
inspection, onshore
and/or offshore services
Provision of services in
the area of industrial
safety
Provision of quality
control and engineering
services for the oil and
gas industries
Provision of inspection,
certification, monitoring
and other types of
business activity
Provision of inspection,
quality control,
certification and
business process
outsourcing
Provision of quality
control and training
services
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 50% 49% 80% 30% 80% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Equity method Full consolidation Full consolidation Full consolidation
Name Applus Korea Co, Ltd. Oman Inspection and
Certification Services
Applus Japan KK Applus Senegal SURL Soil and Foundation
Company Limited
Geotechnical and
Environmental Company
Limited
Soil and Foundation
Company Limited Egypt
Applus Steel Test (Pty)
Ltd
Registered office 194
Myeongbonggeonam-ro,
Onsan-eup, Ulju-gun,
Ulsan (Republic of
Korea).
P.O. Box 15, South
Alkhuawir, Bawshar,
Muscat Governorate
(Oman)
Yamauchi Building 3F 3-
24-8 Nishi Shimbashi,
Minato-ku, Tokyo
(Japan).
Almadies, route de Ngor,
immeuble SIA, 14er
étage, Dakar (Senegal)
Jeddah. Al Faisalliyah
District. Sari Street.
Building Number 2969
(Saudi Arabia)
Riyadh. King Abdulaziz
District. Salah Aldeen Al
Ayoubi Street (Saudi
Arabia)
Villa7, Block8, Street9,
Al Tijarien City,
Mokattam, Cairo (Egypt)
28 Senator Rood Road,
1939 Vereeniging
(Republic of South
Africa)
Line of business Provision of training and
consulting for services
related to technical
engineering, hiring-out of
manpower and materials
and leasing of
properties.
Provision of non
destructive testing
services (NDT),
environmental and
safety services (HSE),
quality control and
engineering services.
Provision of quality and
inspection services, man
power, NDT tests and
industrial consulting
Provide quality
assurance and quality
control services to the oil
and gas industry in
Senegal and in the
CDEAO
Soil investigation,
material testing,
dewatering,
environmental testing,
hydrology studies,
marine studies, probing
and grouting, structural
evaluation and
geophysical study
Soil investigation,
material testing,
dewatering,
environmental testing,
hydrology studies,
marine studies, probing
and grouting, structural
evaluation and
geophysical study
Soil investigation,
material testing,
dewatering,
environmental testing,
hydrology studies,
marine studies, probing
and grouting, structural
evaluation and
geophysical study
Pipe and steel thickener
testing
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 50% 100% 100% 74% 74% 100% 75%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Velosi (Ghana)
Ltd
Velosi Superintendend
Nigeria Ltd
Velosi Uganda LTD Applus Velosi SA (Pty)
Ltd
Velosi Gabon (SARL) Applus Steel Test
Secunda (PTY), LTD.
Applus Velosi Egypt,
LLC
Velosi Mozambique LDA
Registered office 2nd Floor, Design
House, Ring Road East,
Accra (Ghana)
3A Alabi Street, Off
Toyin Street, Ikeja -
Lagos (Nigeria)
3rd Floor, Rwenzori
House, Plot 1, Lumumba
Avenue, PO Box 10314
Kampala (Uganda)
128 Senator Rood Road,
1939 Vereeniging
(Republic of South
Africa)
Cité Shell, Port-Gentil in
Gabon, BP: 2 267
(Gabon)
11 Viscount, Road
Bedfordview 2007,
(Republic of South
Africa)
27, Ali El-Gendy St.,
Nasr City, Cairo (Egypt)
Avenida Kim Il Sung,
961 - Bairro
Sommershield - Distrito
Urbano 1, Maputo
Cidade (Mozambique)
Line of business Provision of inspection,
quality control and
certification services
Provision of services
(quality assurance and
control, general
inspection, corrosion
control and supply of
labor) for the oil and gas
industries
Provision of business
consulting and
management services
Provision of services
related with the quality of
the oil and gas industries
Provision of security and
environmental services
(HSE), quality control
and engineering in the
oil and gas sector.
Inspection of pipes and
steel thickness
Provision of engineering
consultancy in the oil
sector, the maritime
business, power
generation and mining,
as well as management
consulting
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
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 49% 30% 100% 100% 75% 100% 100% 74%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation
Name Applus Velosi Angola,
Lda.
Applus India Private
Limited
Applus Mozambique
Limitada
K2 Do Brasil Services
Ltda
Applus Velosi America
LLC
Applus Velosi Canada
Ltd
Applus K2 America, LLC Velosi Australia Pty Ltd
Registered office Condominio Mirantes de
Talatona, Rua das
Acácias, casa B13,
Luanda (Angola)
#402, Vijaysri Nivas,
Prakash Nagar,
Begumpet, Hyderabad –
500 016. Telenagana
(India)
Paulo Samuel
Kankhomba Avenue,
number 3,371, Maputo
City (Mozambique)
Avenida Nossa Senhora
da Gloria, 2.643,
Cavaleiros, Macae - RJ,
CEP27920-360, Macae
(Brazil)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA).
2600 Manulife Place
10180 - 101st Street,
Edmonton, AB T5J 3Y2
(Canada)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
Unit 9, 783 Kingsford
Smith Drive, Eagle
Farm, Queensland 4009
(Australia)
Line of business Provision of quality
assurance and control,
inspection, supply of
technical manpower,
certification and
specialized services in
NDT and engineering.
Provision of labor supply
services for the oil and
gas industries
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
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
Provision of labor supply
services for the oil and
gas industries
Provision of labor supply
services for the oil and
gas industries
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
Holding company
Active / Inactive Active Active Active Active Active Active Active Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 49% 100% 49% 100% 100% 100% 100% 100%
Method used to account the investment Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation Full consolidation

Note: the % of ownership of the Group companies reported corresponds to the legal interest.

Appendix II - Out of the scope of consolidation

Name Velosi Turkmenistan Velosi Services L.L.C.
(Russia)
Velosi Cameroun Sàrl Applus Velosi Kenya
Limited
Velosi Do Brasil Ltda Idiada Homologation
Technical Service,
S.L.U.
Applus Centro de
Capacitación, S.A.
Applus RTD UK Holding,
Ltd
Registered office Ashgabat City, Kopetdag
District, Turkmenbashy,
Avenue, No. 54
(Turkmenistan)
Kommunistichesky
prospect, 32, suit 610,
Yuzhno-Sakhalinsk,
Sakhalin Region
(Russia)
Douala, PO Box 15805,
Akwa (Cameroon)
3rd floor, Kiganjo House,
Rose Avenue Off Denis
Pritt Road L.R No
1/1870, Nairobi P.O.Box
50719 - 00200, Nairobi
(Kenya).
Praia Do Flamengo 312,
9 Andar Parte
Flamengo, Rio De
Janeiro (Brazil)
L'Albornar s/n 43710
Santa Oliva - Tarragona
(Spain)
Agustinas Nº640, Piso 9,
Santiago de Chile
(Chile)
Unit 2, Blocks C and D,
West Mains Industrial
Estate, Grangemouth,
FK3 8YE, Scotland (UK)
Line of business No line of business No line of business No line of business Services of provision of
quality control, technical
engineering of labor and
consulting, Non
Destructive Testing and
certification, electrical
inspection, engineering
and project management
and supervision of
construction services
No line of business Engineering, testing and
certification
Provision of training
services
Holding company
Active / Inactive Inactive Inactive Inactive Inactive Inactive Inactive Inactive Inactive
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 100% 100% 100% 100% 98% 80% 95% 100%
Name Velosi Asia Kish (Iran) Velosi Energy
Consultants Sdn Bhd
Velosi CBL (M) Sdn Bhd Velosi Ukraine LLC Precision for
Engineering Services,
Project Management,
Vocational Training and
Importation of Man
Power, LLC.
Midstream Technical
Inspection Services, LLC
QA Management
Services Pty Ltd
Velosi Jorson Sdn Bhd
(Brunei)
Registered office No. 7, Second Floor,
Block B28, Pars
Commercial Complex,
South-West of the Port
Area (Iran)
No. 152-3-18A,
Kompleks Maluri, Jalan
Jejaka, Taman Maluri,
55100 Kuala Lumpur
(Malaysia)
C/o AGL Management
Associates Sdn Bhd, No.
152-3-18A, Kompleks
Maluri, Jalan Jejaka,
Taman Maluri, 55100
Kuala Lumpur (Malaysia)
5A Piterska Street,
03087 Kyiv (Ukraine)
Al-Shamasiyah District
Section No. 316 Street
15 house 37 1, Basra
(Iraq)
3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
Unit 9, 783 Kingsford
Smith Drive, Eagle
Farm, Queensland 4009
(Australia)
LOT 5211. Simpang
357, Jalan Maulana,
Kuala Belait KA2931,
Brunei Darussalam
(Brunei)
Line of business No line of business 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
Provision of equipment
inspection services
Provision of auxiliary
services in the oil and
natural gas industries
Buy, lease, ownership of
personal property,
intellectual property and
the sale of said goods
Supply of certifications
for pipelines belonging
to the oil and gas sector
Provision of quality
assurance services,
such as worldwide
inspection and ISO 9000
Quality Management
Consultancy, training
courses, quality control
software packages and
specialized labor
services
Provision of non
destructive testing
services (NDT),
technological
development,
transformation and
technical consulting.
Active / Inactive Inactive Inactive Inactive Inactive Inactive Inactive Inactive Active
Ownership interest held by Group
companies:
Direct - - - - - - - -
Indirect 97% 100% 100% 100% 100% 100% 100% 15%
Name Janx Integrity Group Inc.
Registered office 3 Sugar Creek Center
Blvd. Suite 600 Sugar
Land, TX 77478 (USA)
Line of business No line of business
Active / Inactive Inactive
Ownership interest held by Group
companies:
Direct -
Indirect 100%

This declaration is a translation for informative purposes only of the original document issued in Spanish, which has been signed for approval by every Board member. In the event of discrepancy, the Spanishlanguage version prevails.

The Board of Directors of Applus Services, S.A., in compliance with the current mercantile legislation, have authorised for issue on February 24, 2022 the Financial Statements and Director's Report for, which include the non-financial information statement and the Annual Corporate Governance Report for 2021, 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 481428C6C9F44B893D0AD76BFED2A78DBC632BCFD0B9B9BAC3E1FEACD094D4CA hash code included in the file with number INDIVIDUAL_2021 - MD (APPLUS_INDIVIDUAL).xhtml

The members of the Board of Directors declare signed, through this Diligence, the aforementioned Financial Statements and Directors' Report for 2021. They have been authorised for issue unanimously, awaiting on the auditors' verification and subsequent approval by the Parent's Annual General Meeting.

Barcelona, 24 February 2022

Chairman Director

Mr. Fernando Basabe Armijo Mr. Nicolás Villén Jiménez Director Director

Mr. Christopher Cole Mr. Ernesto Gerardo Mata López

Ms. Maria Cristina Henríquez de Luna Basagoiti Ms. Maria José Esteruelas Aguirre Director Director

Director Director

Ms. Essimari Kairisto Mr. Joan Amigó i Casas

Ms. Marie-Françoise Madeleine Damesin Mr. Brendan Wynne Derek Connolly Director Director

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