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IMPSA S.A. — Interim / Quarterly Report 2002
Oct 8, 2002
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Download source fileIndustrias Metalúrgicas Pescarmona B.V.
Amsterdam
Quarterly report as at March 31, 2002
Industrias Metalúrgicas Pescarmona B.V.
Table of contents: page
Quarterly report as at March 31, 2002
Report of the management 3
Accounts
Balance sheet as at March 31, 2002 4
Profit and loss account as at March 31, 2002 5
Notes to the accounts as at March 31, 2002 6
Other information
Appropriation of results 10
Review report 11
Industrias Metalúrgicas Pescarmona B.V.
Report of the management
The management herewith presents to the shareholder the accounts of Industrias Metalúrgicas Pescarmona B.V. (hereinafter: “the Company”) as at March 31, 2002.
General
The Company is a limited liability company incorporated under the laws of The Netherlands and acts as a holding company.
Overview of activities
During the year the Company did not star up new activities.
Results
The net asset value of the Company as at 31 March 2002 amounts to EUR 8.522.271 (2001: EUR 8.533.421).
The result for the period January 1, 2002, up to March 31, 2002 amounts to a loss of EUR 11.150 (2001: EUR 75.095 loss)
Future outlook
The management is of the opinion that the present level of activities will be maintained during the next financial year.
Amsterdam, May 2002
Directors
E.M. Pescarmona G.F. Rossi
J.C. Fernández MeesPierson Trust B.V.
F.V. Valenti
Industrias Metalúrgicas Pescarmona B.V.
Balance sheet as at March 31, 2002
(Before the proposed appropriation of the result and expressed in euro´s)
Notes 31-03-2002 31-12-2001
Fixed assets
Financial fixed assets
Interests in group entities 1 8.627.266 8.627.266
Total fixed assets 8.627.266 8.627.266
Current assets
Cash and banks 2 (16) (381)
Total current assets (16) (381)
Current liabilities (due within one year)
Amounts due to group entities 3 43.535 32.535
Accruals and deferred income 4 61.444 60.929
Total current liabilities 104.979 93.464
Current assets less current liabilities (104.995) (93.845)
Net asset value 8.522.271 8.533.421
========== ==========
Capital and reserves 5
Paid-up and called up share capital 18.250 18.250
Share premium account 8.626.481 8.626.481
Other reserves (111.310) (36.215)
Unappropriated results (11.150) (75.095)
Total shareholders` equity 8.522.271 8.533.421
========== ==========
The accompanying notes form an integral part of these financial statements.
Industrias Metalúrgicas Pescarmona B.V.
Profit and loss account as at March 31, 2002
Notes 31-03-2002 31-12-2001
(Expressed in euro´s)
Other financial income and expenses
Other interest income 6 - 38
Other interest charges 7 (6) -
Total other financial income and expenses (6) 38
Other income and expenses
General and administrative expenses 8 (11.144) (75.133)
Total other income and expenses (11.144) (75.133)
Result before taxation (11.150) (75.095)
Corporate income tax - -
Result after taxation (11.150) (75.095)
========== ==========
The accompanying notes form an integral part of these financial statements.
Industrias Metalúrgicas Pescarmona B.V.
Notes to the accounts for the period ended March 31 2002
General
The company was incorporated as a limited liability company under the laws of The Netherlands on 22 October 1999 and has its statutory seat in Amsterdam. The ultimate holding company is Industrias Metalurgicas Pescarmona Sociedad Anonima Industrial Comercial Y. Financiera, Argentina.
The principal activity of the Company is to act as a holding company.
Basis of presentation
The accompanying accounts have been prepared in accordance with accounting principles generally accepted in The Netherlands, the most significant of which are as follows:
- Financial fixed assets
Interests in group entities are valued at historical cost. Permanent impairment of cost price with net asset value will lead to a diminution in value to this lower market value.
- Foreign currencies
Other assets and liabilities in foreign currencies are translated into euro´s at their exchange rates prevailing on the balance sheet date. Transactions in foreign currencies are translated into euro´s at the exchange rates in effect at the time of the transactions. The resulting currency exchange rate differences are taken to the profit and loss account.
The exchange rates used in the annual accounts are: 31.03.2002 31.12.2001
US dollar 1.14679 1.13314
- Assets and liabilities
All other assets and liabilities are shown at face value, unless stated otherwise in the notes.
- Consolidation
In conformity with article 408, Book 2 of the Dutch Civil Code, the Company does not prepare consolidated annual accounts. The annual accounts of the Company and its subsidiaries are included in the consolidated accounts of the ultimate holding company, which are filed with the Chamber of Commerce in Amsterdam.
- Recognition of income
Dividens from group entitites are recorded as income when received. Other income and expenses, including taxation, are recognised and reported on accrual basis.
- Corporate income tax
Provisions for taxation have been made in accordance with the standard ruling practice for holding companies in The Netherlands. Final corporate income tax assessments have been received for the financial years through 2000.
Industrias Metalúrgicas Pescarmona B.V.
31-03-2002 31-12-2001
EUR EUR
Balance sheet
1 Interests in group entities
Name Domicile Owned
CBK Power Company LTD Philippines 97% 785 785
Capital contribution for the amount of USD 7.621.496,22
dated December 27, 2001 8.626.481 8.626.481
8.627.266 8.627.266
=========== ==========
The Company has made use of article 389.9, Book 2 of the Dutch Civil Code. The subsidiaries are valued at cost since the Company is considered to be an intermediate holding company, which has no control over its subsidiaries.
Movements in the interests in group entities have been as follows:
Balance as per 1 January 8.627.266
Acquisitions -
Disposals -
Write down of book value -
Balance as per 31 March 8.627.266
==========
The net asset value per group entity is:
Name
CBK Power Company LTD 27.711.853 25.151.421
27.711.853 25.151.421
=========== ==========
2 Cash and banks
Current account (16) (381)
(16) (381)
=========== ==========
3 Amounts due to group entities
Intercompany account shareholder 43.535 32.535
43.535 32.535
=========== ==========
4 Accruals and deferred income
Accruals 61.444 60.929
61.444 60.929
=========== ==========
Industrias Metalúrgicas Pescarmona B.V.
Notes 31-03-2002 31-12-2001
EUR EUR
5 Capital and reserves
The authorised share capital of the Company amounts to EUR 90,760 divided into 9.076 shares of EUR 10 each. Issued and paid up are 1.825 shares of EUR 10.
| Share capital | Share premium | Other reserves | Unappr.results | ||||
| Balance as per 01.01.2001 | 18.250 | - | (36.215) | - | |||
| Paid-in / (repaid) | 8.626.481 | ||||||
| Transfer | |||||||
| Dividend | |||||||
| Result for the period | (75.095) | ||||||
| Balance as per 01.01.2002 | 18.250 | 8.626.481 | (36.215) | (75.095) | |||
| Paid-in / (repaid) | |||||||
| Transfer | (75.095) | 75.095 | |||||
| Dividend | |||||||
| Result for the period | (11.150) | ||||||
| Balance as per 31.03.2002 | 18.250 | 8.626.481 | (111.310) | (11.150) |
Promise of future contributions
Subject to the terms and conditions of the Agreement of Limited Partnership by and among CBK Power Corporation, EME Kalayaan B.V., EME Caliraya B.V., Industrias Metalurgicas Pescarmona B.V. and Corporación Impsa B.V. the company currently has undertaken a promise to contribute approximately $33.84 million to the Partnership during 2002 in the manner and according to the structure set forth in the agreement.
Industrias Metalúrgicas Pescarmona B.V.
31-03-2002 31-12-2001
EUR EUR
Profit and loss account
6 Other interest income
Bank interest on current accounts - 38
- 38
=========== ==========
7 Other interest charges
Interest on bank overdrafts 6 -
6 -
=========== ==========
8 General and administrative expenses
Management and administration fees 5.817 16.644
Legal advice 1.050 2.857
Tax advice 2.380 1.281
Auditors 1.620 6.480
Bank charges 130 254
Capital tax - 47.446
General expenses 147 171
11.144 75.133
=========== ==========
Staff numbers and employment costs
The Company has no employees and hence incurred no wages, salaries or related social security charges during the reporting period, nor during the previous year.
Directors
The Company has five (previous year: five) managing directors.
The Company has no (previous year: none) supervisory directors.
Amsterdam, May 2002
Directors
E.M. Pescarmona G.F. Rossi
J.C. Fernández MeesPierson Trust B.V.
F.R. Valenti
Industrias Metalúrgicas Pescarmona B.V.
Other information
Appropriation of results
Subject to the provisions under Dutch law that no dividends can be declared until all losses have been recovered, other reserves and unappropriated results are at the disposal of the shareholder in accordance with the Company´s articles of association.
Furthermore, Dutch law prescribes that any profit distribution may only be made to the extent that the shareholder´s equity exceeds the amount of the issued capital and other reserves.
The management proposes to the shareholder to add the result for the year to the other reserves.
Deloitte
& Touche
To the directors of
Industrias Metalúrgicas Pescarmona B.V.
Date Reference
May 16, 2002 E.R. Termaten
Review report
Introduction
In accordance with your instructions, we have reviewed the financial statements of Industrias Metalúrgicas Pescarmona B.V. at Amsterdam for the three months period ended March 31, 2002. These financial statements are the responsibility of the company`s management. Our responsibility is to issue a report on these statements based on our review.
Scope
We conducted our review in accordance with generally accepted standards for review engagements in the Netherlands. These standards require that we plan and perform review to obtain moderate assurance as to whether the financial statements are free of material misstatement. A review is limited primarily to inquiries of representatives of the company and analytical procedures applied to financial data and therefore provides less assurance than an audit. We have not performed an audit and, accordingly, we do not express an audit opinion.
Opinion
Based on our review, nothing has come to our attention that causes us to believe that the financial statements do not give a true and fair view in accordance with accounting principles generally accepted in the Netherlands.