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IMPSA S.A. — Interim / Quarterly Report 2002
May 15, 2003
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Download source fileIndustrias Metalúrgicas Pescarmona B.V.
Amsterdam
Quarterly report as at September 30, 2002
Industrias Metalúrgicas Pescarmona B.V.
Table of contents: page
Quarterly report as at September 30, 2002
Report of the management 3
Accounts
Balance sheet as at September 30, 2002 4
Profit and loss account as at September 30, 2002 5
Notes to the accounts as at September 30, 2002 6
Other information
Review report
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 September 30, 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 9 months period the Company did not star up new activities.
Results
The net asset value of the Company as at 30 September 2002 amounts to EUR 8.500.907 (2001: EUR 8.533.421).
The result for the period January 1, 2002, up to September 30, 2002 amounts to a loss of EUR 32.514 (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, October 2002
Directors
E.M. Pescarmona G.F. Rossi
J.C. Fernández MeesPierson Intertrust B.V.
F.V. Valenti M. Gholghesaei
T.M.A. Kamphuiis
Industrias Metalúrgicas Pescarmona B.V.
Balance sheet as at September 30, 2002
(Before the proposed appropriation of the result and expressed in euro´s)
Notes 30-09-2002 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 2 454 (381)
Total current assets 454 (381)
Current liabilities (due within one year)
Amounts due to group entities 3 115.981 32.535
Accruals and deferred income 4 10.832 60.929
Total current liabilities 126.813 93.464
Current assets less current liabilities (126.359) (93.845)
Net asset value 8.500.907 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 (32.514) (75.095)
Total shareholders` equity 8.500.907 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 September 30, 2002
Notes 30-09-2002 31-12-2001
(Expressed in euro´s)
Other financial income and expenses
Other interest income 6 32 38
Other interest charges 7 (10) -
Total other financial income and expenses 22 38
Other income and expenses
General and administrative expenses 8 (32.536) (75.133)
Total other income and expenses (32.536) (75.133)
Result before taxation (32.514) (75.095)
Corporate income tax - -
Result after taxation (32.514) (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 September 30, 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 Planeta Brillante S.A., Spain.
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: 30.09.2002 31.12.2001
USD US dollar 1.01626 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
Dividends from group entities 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.
30-09-2002 31-12-2001
EUR EUR
Balance sheet
1 Interests in group entities
Name Domicile Owned
CBK Power Company LTD Philippines 37% 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, which enables departure from valuing subsidiaries at equity value if the Company forms part of an international group which values its subsidiaries at cost.
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 30 September 8.627.266
==========
The net asset value per group entity is:
Name Domicile Owned
CBK Power Company LTD Philippines 37% 31.856.408 25.151.421
31.856.408 25.151.421
=========== ==========
2 Cash at banks
Current account 454 (381)
454 (381)
=========== ==========
3 Amounts due to group entities
Intercompany account shareholder 115.981 32.535
115.981 32.535
=========== ==========
4 Accruals and deferred income
Accruals 10.832 60.929
10.832 60.929
=========== ==========
Industrias Metalúrgicas Pescarmona B.V.
Notes 30-09-2002 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 | (32.514) | ||||||
| Balance as per 30.09.2002 | 18.250 | 8.626.481 | (111.310) | (32.514) |
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 in the manner and according to the structure set forth in the agreement.
Industrias Metalúrgicas Pescarmona B.V.
30-09-2002 31-12-2001
EUR EUR
Profit and loss account
6 Other interest income
Bank interest on current accounts 32 38
32 38
=========== ==========
7 Other interest charges
Interest on bank overdrafts 10 -
10 -
=========== ==========
8 General and administrative expenses
Management and administration fees 17.665 16.644
Legal advice 1.050 2.857
Tax advice 7.269 1.281
Auditors 6.033 6.480
Bank charges 372 254
Capital tax - 47.446
General expenses 147 171
32.536 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, October 2002
Directors
E.M. Pescarmona G.F. Rossi
J.C. Fernández MeesPierson Intertrust B.V.
F.V. Valenti M. Gholghesaei
T.M.A. Kamphuiis
Industrias Metalúrgicas Pescarmona B.V.
Other information
Deloitte
& Touche
To the directors of
Industrias Metalúrgicas Pescarmona B.V.
Date Reference
October 22, 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 nine months period, ended September 30, 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 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.