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Socfinaf

Annual Report Apr 26, 2024

2277_10-k_2024-04-26_27b400f4-474e-4211-b1e8-28616c64b24b.pdf

Annual Report

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Table of contents

Group profile 4
1. Overview of the Group 4
2. History 4
3. Group structure 6
4. Information on Socfinaf's holdings 7
International market for rubber and palm oil 21
1. Rubber 21
2. Palm oil 24
Environment and social responsibility 27
Key figures 28
1. Activity indicators 28
2. Key figures in the consolidated income statement and the cash flow statement 29
3. Key figures in the consolidated statement of financial position 29
Stock market data 30
Financial highlights of the year 30
Corporate governance statement 31
1. Introduction 31
2. Corporate governance chart 31
3. Board of Directors 31
4. Committees of the Board of Directors 34
4.1. Audit Committee 34
4.2. Appointment and Remuneration Committee 35
5. Remunerations 35
6. Shareholding status 35
7. Financial calendar 36
8. External audit 36
9. Corporate, social and environmental responsibility 36
10. Other information 36
Statement of compliance 37
Consolidated management report 38
Auditor's report on the consolidated financial statements 42
Consolidated financial statements 47
1. Consolidated statement of financial position 47
2. Consolidated income statement 49
3. Consolidated statement of comprehensive income 50
4. Consolidated statement of cash flows 51
5. Consolidated statement of changes in equity 52
6. Notes to the consolidated financial statements 53
Note 1. Overview and accounting policies 53
Note 2. Subsidiaries and associates 65
Note 3. Restatement and reclassification 67
Note 4. Leases 69
Note 5. Intangible assets 71
Note 6. Property, plant and equipment 72
Note 7. Biological assets 73
Note 8. Depreciation and impairment 74
Note 9. Impairment of assets 74
Note 10. Non-wholly owned subsidiaries in which non-controlling interests are significant 76
Note 11. Investments in associates 78
Note 12. Financial assets at fair value through other comprehensive income 81
Note 13. Deferred taxes 82
Note 14. Current tax assets and liabilities 83
Note 15. Income tax expense 84

Table of contents

Note 16. Inventories 85
Note 17. Trade receivables (current assets) 86
Note 18. Other receivables (current assets) 87
Note 19. Cash and cash equivalents 87
Note 20. Share capital and share premium 88
Note 21. Legal reserves 88
Note 22. Pension obligations 89
Note 23. Financial debts 91
Note 24. Trade and other payables 95
Note 25. Financial instruments 96
Note 26. Staff costs and average number of staff 98
Note 27. Other financial income 98
Note 28. Financial expenses 98
Note 29. Net earnings per share 99
Note 30. Dividends and Directors' fees 99
Note 31. Information on related party 100
Note 32. Off balance sheet commitments 102
Note 33. Segment information 103
Note 34. Risk management 110
Note 35. Contingent liabilities 113
Note 36. Political and economic environment 114
Note 37. Events after the closing date 114
Note 38. Assets classified as held for sale 114
Note 39. Auditor's fees 115
Company's management report 116
Audit report on the Company's financial statements 123
Company financial statements 127
1. Balance sheet as at 31 December 2023 127
2. Income statement for the year ended 31 December 2023 129
3. Notes to the parent company financial statements for the 2023 financial year 130
Note 1. Overview 130
Note 2. Accounting principles, rules and methods 130
Note 3. Financial fixed assets 133
Note 4. Equity 136
Note 5. Amounts owed to affiliated undertakings 137
Note 6. Amounts owed to undertakings with which the undertaking is linked
by vitue of participating interests: 137
Note 7. Income from participating interests 137
Note 8. Income from other investments and loans forming part of the fixed assets 137
Note 9. Taxation 138
Note 10. Remuneration of the Board of Directors 138
Note 11. Political and economic environment 138
Note 12. Off-balance sheet commitments 138
Note 13. Significant events after the year end 138
Glossary 139

Portrait du Groupe Group profile

1. Overview of the Group

Socfinaf is a Luxembourgish company whose registered address is 4, Avenue Guillaume, L-1650, Luxembourg. It was incorporated on 22 October 1961 and is listed on the Stock Exchange of Luxembourg.

Socfinaf's principal activity is to manage a portfolio of shares that mainly focus on the operation of more than 137,000 hectares of tropical palm oil and rubber plantations in Africa. As of 2023, Socfinaf employs 23,940 people and has achieved a consolidated turnover of EUR 563 million over that same year.

2. History

• 22/10/1961: Incorporation of Compagnie Internationale de Cultures (Intercultures) as a Luxembourgish
holding company.
• 31/12/1961: Intercultures invests in two Congolese plantations named "La Compagnie Congolaise de l'Hévéa"
and "Cultures Equatoriales".
• 18/04/1966: The shares of Intercultures have been listed on the Stock Exchange of Luxembourg.
• 31/12/1974: Nationalisation measures of industrial enterprises by the State of Zaire.
• 31/12/1976: Progress of negotiations with Zaire - exit of Zairian holdings from the portfolio and accounting
for Zaire claim.
• 19/05/1995: Increase of the share capital of Intercultures in order to relaunch the Company's activity in the
field of tropical plantations.
• 30/06/1995: Acquisition of 65% of Société des Caoutchoucs du Grand Bereby "SOGB" in Côte d'Ivoire via
Bereby Finances "Befin", a Côte d'Ivoire holding company.
• 30/06/1997: Acquision of 5% of Palmci, a Côte d'Ivoire company producing palm oils.
• 30/06/1998: Increase
of
share
capital
and
investment
in
Kenya
in
70.8%
of
Red
Lands Roses, producer of roses and Socfinaf Company, coffee producer.
In addition, Intercultures acquired through its Luxembourg subsidiary (Indufina Luxembourg) 54%
of an oil palm plantation in Nigeria, Okomu Oil Palm Company.
• 31/03/1999: Intercultures continues the expansion of its investments inAfrica and more specifically in Liberia:
acquisition of 70% of Weala Rubber Company, owner of a rubber factory and 75% of Liberian
Agricultural Company "LAC" which has a rubber concessionG (terms having a G are explained part
"Glossary" at the end of the annual report).
• 31/03/2000: Acquisition of 89.64% of Société des Palmeraies de la Ferme Suisse "SPFS", a Cameroon company
active in the production, processing and refining of palm oil.
• 31/12/2000: Through a Cameroon holding Palmcam, Intercultures continues its investments in Cameroon in
Socapalm, a company active in the production and processing of palm oil.
• 31/12/2001: Further increase in share capital which allowed Intercultures to increase its stake in Okomu Oil
Palm Company and in Befin (parent company of SOGB).
• 31/12/2006: Restructuring of Socfinal Group's holdings, including the distribution of Intercultures shares by
Socfinasia (spin-off) and repositioning of the Group's operating companies.
• 31/12/2007: Intercultures acquired 99.8% of Brabanta, a company developing a palm oil plantation in Congo
(DRC). On the other hand, Intercultures sold its holdings Weala Rubber Company (Liberia) and
Palmci (Côte d'Ivoire).
• 31/12/2008: Constitution of Sud Comoë Caoutchouc "SCC" (Côte d'Ivoire) via the Ivorian holding Befin.
Intercultures sold 60% of Red Lands Roses (Kenya).
• 31/12/2009: Capital increase in Brabanta (DRC).
Increased participation in Salala Rubber Corporation "SRC" (Liberia).
• 17/03/2010: Sale of Socfinaf Company (Kenya).
• 10/01/2011: Extraordinary General Meeting which ratified the abandon of the holding 29 status and change
of the designation to Socfinaf.
• 01/07/2011: Share split by 10.
Acquisition of 32.9% of Palmcam's shares which is entirely owned by Socfinaf.
Acquisition of 3.4% of Okomu Oil Palm Company's shares.
Incorporation of Plantations Socfinaf Ghana "PSG".
Acquisition of 100% of STP Invest's shares, a Belgian company which owns 88% of Agripalma,
benefitting from a grant of 5,000 hectares concessionG on the island of São Tomé.
Capital increase with the issue of 1,474,200 new shares subscribed by Socfin in exchange for
100% of the shares of Société Anonyme Forestière et Agricole "SAFA". It owns 68.93% of Safacam
(Cameroon).
Beginning of Sogescol Cameroon and Camseeds, which were formed in 2014 by Sogescol FR and
Socfin Research.
Acquisition of shares in Socapalm to increase the percentage holding to 4.57%.
Constitution of Sodimex FR and Induservices FR.
Liquidation of Palmcam (Cameroon).

3. Group structure

4. Information on Socfinaf's holdings

Portfolio Number of shares Direct %
Sierra Leone
SAC 119,970,000 93.00%
Liberia
LAC 25,000 100.00%
SRC 795 100%
Côte d'Ivoire
Befin 739,995 87.06%
Ghana
PSG 750,000 100.00%
Nigeria
Okomu 633,172,834 66.38%
Cameroon
Socapalm 3,086,886 67.46%
Democratic Republic of Congo
Brabanta 5,000 100.00%
France
SAFA 577,200 100.00%
Belgium
Socfinco 8,750 50.00%
Centrages 7,500 50.00%
Pépinière 3,333 50.00%
STP Invest 1,800 100.00%
Luxembourg
Socfinde 50,000 20.00%
Terrasia 3,328 33.28%
Induservices 3,000 30.00%
Management Associates 1,500 15.00%
Switzerland
Sogescol FR 2,650 50.00%
Socfinco FR 650 50.00%
Induservices FR 700 50.00%
Sodimex FR 675 50.00%

The following pages contain a summary of the activity and comments on the financial information for the past two financial years in which Socfinaf holds a direct or indirect participation.

Unless indicated otherwise, equity includes capital, reserves and the results brought forward before allocation of the current year results.

Corporate data refers to consolidated data.

The balance sheet figures are presented in the functional currency of the respective entities.

SOCFIN AGRICULTURAL COMPANY "SAC"

Share capital: USD 30,000,000

SAC is active in Sierra Leone in the production of palm oil.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Palm 12,349 0 12,349
ConcessionsG: 18,473 ha
Permanent staff as at 31 December 2023: 2,375
Production and turnover
As at 31 December 2023 2022
Production (tons)
Palm oil 50,249 51,919
Turnover (EUR 000) 44,341 58,554
Result (EUR 000) 11,126 16,516
Average sale price (EUR / kg)
Palm oil 0.88 1.13
Average rate EUR / USD 1.08 1.05
Key figures (USD 000)
As at 31 December 2023 2022
Fixed assets 124,216 131,376
Current assets 13,813 7,315
Equity (*) 45,729 33,684
Debts, provisions and third parties (*) 92,299 105,007
Profit / (loss) for the period 12,046 17,307
Socfinaf's holding (%) 93.00 93.00

Closing rate EUR / USD 1.10 1.07

LIBERIAN AGRICULTURAL COMPANY "LAC"

Share capital: USD 31,105,561

LAC is active in Liberia in the field of rubber cultivation and industrial rubber processing.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Rubber 10,711 1,558 12,269
ConcessionsG : 121,407 ha

Permanent staff as at 31 December 2023: 2,036

Production and turnover
As at 31 December 2023 2022
Production (tons)
Rubber 27,694 27,401
Turnover (EUR 000) 34,964 40,757
Result (EUR 000) -16,538 3,509
Average sale price (EUR / kg)
Rubber 1.26 1.49
Average rate EUR / USD 1.08 1.05
Closing rate EUR / USD 1.10 1.07
Key figures (USD 000)
As at 31 December 2023 2022
Fixed assets 64,814 83,995
Current assets 24,252 23,589
Equity (*) 42,913 60,817
Debts, provisions and third parties (*) 46,153 46,767
Profit / (loss) for the period -17,904 3,677
Socfinaf's holding (%) 100.00 100.00

SALALA RUBBER CORPORATION "SRC"

Share capital: USD 49,656,328

SRC is active in Liberia in the rubber sector.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Rubber plantation 3,335 1,110 4,445
ConcessionsG: 8,000 ha
Permanent staff as at 31 December 2023: 229
Production and turnover
As at 31 December 2023 2022
Production (tons)
Rubber 5,314 4,563
Turnover (EUR 000) 4,018 4,469
Result (EUR 000) -2,638 -2,229
Average sale price (EUR / kg)
Rubber 0.76 0.98
Average rate EUR / USD 1.08 1.05
Closing rate EUR / USD 1.10 1.07
Key figures (USD 000)
As at 31 December 2023 2022
Fixed assets 44,025 46,130
Current assets 2,554 2,686
Equity -2,331 526
Debts, provisions and third parties 48,910 48,291
Profit / (loss) for the period -2,856 -2,335
Socfinaf's direct and indirect holding (%) 100.00 100.00

BEREBY-FINANCES "BEFIN"

Share capital: CFA 8,500,000,000

This Côte d'Ivoire holding company holds 73.16% of SOGB and 70.01% of SCC.

SOCIETE DES CAOUTCHOUCS DU GRAND BEREBY "SOGB"

Share capital: CFA 21,601,840,000

SOGB is active in Côte d'Ivoire in the production and processing of palm oil and rubber.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Palm 7,471 20 7,491
Rubber 12,906 2,879 15,785
TOTAL 20,377 2,899 23,276

ConcessionsG: 34,712 ha

Permanent staff at 31 December 2023: 6,281

Production and turnover
As at 31 December 2023 2022
Production (tons)
Rubber 64,309 65,815
Palm oil 34,159 35,301
Turnover (EUR 000) 111,971 143,125
Result (EUR 000) 8,035 23,863
Average selling price (EUR / kg)
Rubber 1.22 1.52
Palm oil 0.91 1.13
Rate EUR / CFA 655.957 655.957
Key figures (CFA million)
As at 31 December 2023 2022
Fixed assets 63,269 64,408
Current assets 25,738 27,065
Equity (*) 60,756 68,879
Debts, provisions and third parties (*) 28,251 22,594
Profit / (loss) for the period 5,270 15,653
Distribution 7,094 8,000
Socfinaf's indirect holding (%) 63.69 63.69

SUD COMOË CAOUTCHOUC "SCC"

Share capital: CFA 964,160,000

SCC is active in Côte d'Ivoire in the industrial rubber processing sector.

Key data

Permanent staff at 31 December 2023: 408

Production and turnover
As at 31 December 2023 2022
Production (tons)
Rubber 38,559 39,554
Turnover (EUR 000) 48,644 57,479
Result (EUR 000) 4,099 4,858
Average selling price (EUR / kg)
Rubber 1.26 1.45
Rate EUR / CFA 655.957 655.957
Key figures (CFA million)
As at 31 December 2023 2022
Fixed assets 3,727 3,977
Current assets 10,196 11,978
Equity (*) 7,976 7,987
Debts, provisions and third parties (*) 5,947 7,968
Profit / (loss) for the period 2,689 3,187
Distribution 2,000 2,500
Socfinaf's indirect holding (%) 60.95 60.95

PLANTATIONS SOCFINAF GHANA "PSG"

Share capital: GHS 150,000,000

PSG is active in Ghana in the production of palm oil and rubber.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Rubber 942 0 942
Palm 6,140 0 6,140
TOTAL 7,082 0 7,082

ConcessionsG: 18,304 ha

Permanent staff as at 31 December 2023: 2,642

Production and turnover
As at 31 December 2023 2022
Production (tons)
Rubber 1,280 814
Palm oil 35,472 25,375
Turnover (EUR 000) 34,514 33,083
Result (EUR 000) 12,795 5,808
Average selling price (EUR / kg)
Rubber 0.89 1.19
Palm oil 0.94 1.26
Average rate EUR / GHS 12.07 8.42
Closing rate EUR / GHS 13.13 9.15
Key figures (GHS 000)
As at 31 December 2023 2022
Fixed assets 477,066 465,946
Current assets 39,895 65,401
Equity (*) 428,495 274,059
Debts, provisions and third parties (*) 88,465 257,288
Profit / (loss) for the period 154,436 48,891
Socfinaf's holding (%) 100 100

OKOMU OIL PALM COMPANY

Share capital: NGN 476,955,000

Okomu is active in Nigeria in the production and processing of palm oil and rubber.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Rubber 6,265 1,070 7,335
Palm 19,045 0 19,045
TOTAL 25,310 1,070 26,380

ConcessionsG: 33,113 ha

Permanent staff at 31 December 2023: 1,862

Production and turnover
As at 31 December 2023 2022
Production (tons)
Rubber 9,907 8,124
Palm oil 69,563 54,091
Turnover (EUR 000) 113,519 133,280
Result (EUR 000) 35,264 38,963
Average selling price (EUR / kg)
Rubber 1.21 1.52
Palm oil 1.46 2.23
Average rate EUR / NGN 662 445
Closing rate EUR / NGN 995 479
Key figures (NGN 000)
As at 31 December 2023 2022
Fixed assets 59,399,143 55,902,697
Current assets 23,325,373 13,717,176
Equity (*) 40,633,430 42,017,150
Debts, provisions and third parties (*) 42,091,087 27,602,722
Profit / (loss) for the period 23,331,914 17,342,677
Distribution 13,292,595 20,032,110
Gross dividend per share (NGN) 13.93 21.00
Socfinaf's holding (%) 66.38 66.38

SOCAPALM

Share capital: CFA 45,757,890,000

Socapalm is active in Cameroon in the production and processing of palm oil and the cultivation of rubber trees.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Rubber 1,936 0 1,936
Palm 29,458 2,975 32,433
TOTAL 31,394 2,975 34,369

ConcessionsG: 58,063 ha

Permanent staff at 31 December 2023: 2,664

Production and turnover
As at 31 December 2023 2022
Production (tons)
Palm oil 138,783 146,232
Rubber (*) 2,499 1,734
Turnover (EUR 000) 129,003 112,852
Result (EUR 000) 18,194 16,269
Average selling price (EUR / kg)
Palm oil 0.91 0.75
Rubber 0.71 0.82
Rate EUR / CFA 655.957 655.957
Key figures (CFA million)
As at 31 December 2023 2022
Fixed assets 73,401 74,493
Current assets 18,657 20,762
Equity (**) 67,873 66,234
Debts, provisions and third parties (**) 24,185 29,022
Profit / (loss) for the period 11,934 10,672
Distribution 9,630 9,450
Socfinaf's holding (%) 67.46 67.46

(*) Agricultural production fully sold to SAFACAM.

SOCIETE ANONYME FORESTIERE ET AGRICOLE "SAFA"

Share capital: EUR 4,040,400

This French company owns 68.93% of Safacam.

SAFACAM

Share capital: CFA 6,210,000,000

Safacam is active in Cameroon in the production and processing of palm oil and the cultivation of rubber trees.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Palm 5,306 0 5,306
Rubber 3,509 917 4,426
TOTAL 8,815 917 9,732

ConcessionsG and land owned: 17,690 ha

Permanent staff as at 31 December 2023: 2,475

Production and turnover
As at 31 December 2023 2022
Production (tons)
Palm oil 16,096 16,526
Palm kernel oil 9,770 8,531
Rubber 9,004 6,377
Turnover (EUR 000) 35,943 35,406
Result (EUR 000) 934 4,189
Average selling price (EUR / kg)
Palm Products 1.61 1.50
Rubber 1.08 1.66
Rate EUR / CFA 655.957 655.957
Key figures (CFA million)
As at 31 December 2023 2022
Fixed assets 22,602 21,901
Current assets 9,107 8,251
Equity (*) 19,242 21,374
Debts, provisions and third parties (*) 12,467 8,778
Profit / (loss) for the period 613 2,748
Distribution 1,000 2,484
Socfinaf's indirect holding (%) 69.05 69.05

(*) Before profit allocation.

16 | ANNUAL REPORT 2023 | Socfinaf S.A.

AGRIPALMA

Share capital: STN 156,094,090

Agripalma is a company active in the production of palm oil on the island of São Tomé and Principe.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Palm 1,879 0 1,879

ConcessionsG and land owned: 2,388 ha Permanent staff as at 31 December 2023: 789

Production and turnover
As at 31 December 2023 2022
Production (tons)
Palm oil 4,870 6,430
Turnover (EUR 000) 5,512 7,782
Result (EUR 000) -2,463 849
Average selling price (EUR / kg)
Palm oil 1.13 1.21
Average rate EUR / STN 24.50 24.50
Closing rate EUR / STN 24.50 24.50
Key figures (STN million)
As at 31 December 2023 2022
Fixed assets 667 691
Current assets 94 103
Equity -16 44
Debts, provisions and third parties 777 750
Profit / (loss) for the period -60 21
Socfinaf's indirect holding (%) 88.00 88.00

BRABANTA

Share capital: CDF 34,243,622,100

Brabanta is a Congolese company (DRC) active in the production of palm oil.

Key data

Area (hectares) Planted area
As at 31 December 2023 Mature Immature Total
Palm 6,072 0 6,072
ConcessionsG: 8,380 ha
Permanent staff as at 31 December 2023: 2,023
Production and turnover
As at 31 December 2023 2022
Production (tons)
Palm oil 13,231 13,769
Turnover (EUR 000) 10,923 16,366
Result (EUR 000) -4,803 -672
Average selling price (EUR / kg)
Palm oil 0.83 1.19
Average rate EUR / CDF 2,514 2,103
Closing rate EUR / CDF 2,961 2,151
Key figures (CDF million)
As at 31 December 2023 2022
Fixed assets 139,957 133,043
Current assets 175,848 115,053
Equity (*) 74,717 69,634
Debts, provisions and third parties (*) 241,088 178,463
Profit / (loss) for the period -12,077 -1,413
Socfinaf's holding (%) 100.00 100.00

SOGESCOL FR

Share capital: CHF 5,300,000

Sogescol FR is a Swiss company that sells rubber and palm oil.

The financial year ended on 31 December 2023 with a profit of USD 6,705,434. The Board of Directors will propose to the General Meeting of Shareholders a profit distribution of USD 8,000,000.

2023 2022
Average rate EUR / USD 1.08 1.05
Closing rate EUR / USD 1.10 1.07
Key figures (USD 000)
As at 31 December 2023 2022
Fixed assets 4,031 773
Current assets 49,001 50,991
Equity (*) 16,660 17,955
Debts, provision and third parties (*) 36,372 33,809
Profit / (loss) for the period 6,705 8,865
Distribution 8,000 8,000
Gross dividend per share (USD) 1,509 1,509
Socfinaf's holding (%) 50.00 50.00

SOCFINCO FR

Share capital: CHF 1,300,000

Socfinco FR is a Swiss company, which provides services, studies and management of agro-industrial plantations. Socfinco FR covers the agro-industrial sector of palm oil and rubber.

The financial year that ended on 31 December 2023 shows a profit of EUR 6,488,998. The Board of Directors will propose to the General Meeting of Shareholders a profit distribution of EUR 6,000,000.

Key figures (EUR 000)
As at 31 December 2023 2022
Fixed assets 5,444 4,309
Current assets 19,703 22,133
Equity (*) 14,921 16,432
Debts, provisions and third parties (*) 10,225 10,010
Sales and services 26,709 30,293
Profit / (loss) for the period 6,489 8,834
Distribution 6,000 8,000
Gross dividend per share (EUR) 4,615 6,154
Socfinaf's holding (%) 50.00 50.00

1. Rubber

Jan 2023

100

Feb 2023

Mar 2023

Apr 2023

May 2023

Jun 2023

Jul 2023

Aug 2023

Sep 2023

Oct 2023

Nov 2023

Dec 2023

SGX - NATURAL RUBBER - 5 years +

Jan 2024

Feb 2024

100

The international market in 2023

The average natural rubber price (TSR20G 1st position on SGXG) for the year 2023 is USD 1,377/T FOBG Singapore compared with USD 1,548/T in 2022, a fall of 11%.

Converted into euros, the average TSR20G price in 2023 is EUR 1,273/T, compared with EUR 1,469/T in 2022.

The end of 2022 was marked by the end of the 'zerocovid' policy in China and high stocks of natural rubber in consumer countries. China, the world's leading consumer of natural rubber, saw one of its lowest rates of economic growth for 40 years in 2022, at 3%.

Hopes of a recovery in Chinese economic activity at the start of the year enabled natural rubber prices to reach levels close to USD 1,450/T at the end of January 2023. Indeed, the lifting of public health measures was expected to go hand in hand with a spectacular upturn in the Chinese economy. In reality, however, the country has not recovered, faced with a major property crisis, falling exports and sluggish domestic consumption.

Against this backdrop, and despite the start of the winter season in producing countries, prices remained under pressure from February onwards, fluctuating between USD 1,300 and USD 1,400/T against a backdrop of slowing consumption, the war in Ukraine, persistent inflationary pressures, restrictive monetary policies on the part of the main central banks and turbulence in the banking sector. In mid-August, natural rubber prices reached their lowest point of the year at USD 1,270/T.

The fall in demand for natural rubber was particularly felt in the European and American markets, leading to an increase in inventories at tyre manufacturers' plants.

The fall in production in Indonesia and Malaysia, due in particular to a rubber tree disease, did not have a positive effect on natural rubber prices, as it was offset by increased production in other countries such as Côte d'Ivoire and Cambodia. In 2023, Côte d'Ivoire recorded its strongest annual production growth (+26%) for five years, consolidating its status as the world's third producer with 1.68 million tons produced.

From the end of August, natural rubber prices recovered following measures taken by the Chinese government to stimulate economic growth and downward revisions to production in Thailand and Indonesia due to heavy rains hampering harvests.

At the end of December, natural rubber prices broke through the USD 1,500/T barrier and reached their highest level of the year at USD 1,561/T on the last closing day of 2023.

In stark contrast to 2021 and the first half of 2022, global logistics improved at the end of 2022 and ocean freight rates fell steadily during 2023 to return to pre-COVID levels. Freight rates out of Asia have fallen faster than out of Africa, making Asian rubber more competitive with African rubber.

However, the tensions that have arisen in the Red Sea have had an impact on freight rates from Asia to Europe, which began to rise sharply at the end of 2023. Shipowners are now having to divert their vessels to the Cape of Good Hope instead of the Suez Canal, and are imposing substantial freight surcharges for cargoes originating in Asia.

According to the latest forecasts published by GlobalData in February 2024, world natural rubber production in 2023 will be 14.15 million tons, down 1.1% on 2022, while world consumption will be 14.03 million tons, up 2.3% on 2022, resulting in a surplus of 118,000 tons in 2023 compared with 596,000 tons in 2022.

Outlook 2024

Natural rubber prices remained above USD 1,500/T at the start of the year, reaching USD 1,603/T at the end of February, their highest level since July 2022.

Natural rubber prices should be supported in 2024 by tight supply and a recovery in demand. Poor weather conditions which disrupted production in the southern provinces of Thailand in late 2023 and early 2024 and the possibility of an early winter in the main producing countries linked to the El Niño phenomenon could amplify the natural rubber deficit forecast for 2024.

The end of interest rate rises and, depending on inflation trends, a probable easing of monetary policy by central banks in the USA and Europe could encourage an economic recovery with a positive impact in terms of demand for natural rubber.

Price trends will also depend on the effectiveness of the measures taken by the Chinese government to stimulate the economic recovery, which remains affected by an unprecedented property crisis and a global economic slowdown as a result of the fight against inflation.

The entry into force at the end of 2024 of the European "EUDR" regulation aimed at banning certain raw materialsG derived from deforestation should change the structure of the market. The strong demand from tyre manufacturers for traceable natural rubber destined for mainland Europe should enable producers who can prove that their supply chain is legal and does not come from deforested areas to obtain a substantial premium over the reference market. Rubber producers who do not comply with the EUDR will be forced to sell their production outside the single market at a lower premium.

According to the IRSG'sG latest forecasts, published inAugust 2023,the IRSGG estimates world production in 2024 at 14.90 million tons (up 2.2%) and world demand of around 14.95 million tons (up 2.7%), resulting in a rubber deficit of 48,000 tons. Consumption and production are therefore almost in balance.

The TSR20G 1st FOBG Singapore position on SGXG was quoted at USD 1,603/T on 23 February 2024.

2. Palm oil

CIF ROTTERDAM - PALM OILS - 5 years +

World palm oil production in million tons (source: Oil World)

2024 (*) 2023 2022 2021 2020 2019 2018 2015 2005 1995
Indonesia 48.2 48.4 46.7 44.7 42.8 44.2 41.6 33.4 14.1 4.2
Malaysia 18.4 18.6 18.5 18.1 19.1 19.9 19.5 20.0 15.0 7.8
Other 14.8 14.4 14.0 13.1 12.2 12.4 11.9 9.1 4.8 3.2
TOTAL 81.4 81.6 79.2 75.9 74.1 76.5 73.0 62.5 33.9 15.2

(*) Estimated (December 2023).

Production of the main oils in million tons (source: Oil World)

Oct 2023 to Sep 2024 (*) 2023 2022 2021 2020 2019 2018 2015 2005 1995
Palm 81.4 81.6 79.2 75.9 74.1 76.5 73.0 62.5 33.9 15.2
Soya 61.4 59.7 60.1 60.1 58.6 56.8 56.8 48.8 33.6 20.2
Rapeseed 30.9 30.6 25.7 26.9 25.3 24.9 25.6 26.3 16.2 10.8
Sunflower 22.3 22.3 19.7 18.9 21.3 20.7 19.0 15.1 9.7 8.7
Palm kernel 8.5 8.4 8.2 8.0 7.8 8.1 7.7 6.8 4.0 2.0
Cotton 4.5 4.4 4.4 4.4 4.6 4.6 4.7 4.7 5.0 3.9
Peanut 4.4 4.4 4.7 4.4 4.2 3.7 4.0 3.7 4.5 4.3
Copra 3.0 3.1 3.0 2.8 2.6 2.9 2.9 2.9 3.2 3.3
TOTAL 216.6 214.5 205.1 201.4 198.5 198.2 193.7 170.8 110.1 68.4

(*) Estimated (December 2023).

The international market in 2023

The average price for CIF RotterdamG crude palm oil in 2023 is USD 964/T, compared with USD 1,352/T in 2022.

Whereas 2022 had been characterised by high price volatility, 2023 was marked by a degree of stability, with prices mostly fluctuating between USD 900 and USD 1,000/T.

In 2022, prices rose spectacularly in the first half of the year, triggered by a sudden restriction in supply due to the Russian-Ukrainian conflict and protectionist measures taken by Indonesia. Then, in the second half of the year, rising stocks and the massive return of Indonesian palm oil to the markets created strong downward pressure on prices. After losing almost USD 500/T in the space of a few months, the price of CIF RotterdamG crude palm oil ended 2022 at around USD 1,000/T.

Over the first few months of 2023, prices stabilised at around USD 1,000/T, with the market torn between bullish and bearish news. The supply of vegetable oil on the markets remained strong, encouraging bearish sentiment. At the same time, fairly positive export statistics and difficult weather conditions likely to affect harvests helped to support prices during this period.

After several months without much volatility, palm oil prices finally eroded in May, falling from USD 1,000/T to USD 850/T CIF RotterdamG, before rebounding in June following announcements of a likely return of the El Niño weather phenomenon. In South-East Asia, El Niño is traditionally synonymous with drought, which can lead to sharp falls in production, and therefore a tightening of palm oil supply on the markets.

However, while the occurrence of this climatic phenomenon has now been confirmed, the forecasts for a "strong" El Niño have gradually faded. The impact on palm oil production could be delayed and less severe than expected.

Oil World forecasts global palm oil production at around 81.6 million tons in 2023.

Demand remains strong, despite the slowdown in the Chinese economy. India remains the biggest importer, with almost 10 million tons expected to be imported by 2023. But the biggest consumer is Indonesia, which absorbs more than 20 million tons of palm oil a year, or 40% of its production. The proportion destined for

Outlook 2024

After rising sharply in recent years, global palm oil production is now running out of steam. The two main palm oil producing countries, Indonesia and Malaysia (85% of world production), are experiencing a slowdown in production growth, with fewer areas available for planting and labour shortages.In addition, the possible effects of the El Niño phenomenon on palm plantations could also have an impact on palm oil production in 2024.

The available supply of palm oil could therefore prove insufficient to satisfy the growth in world demand. Demand remains strong, thanks in particular to the increase in the world's population and the continuing rise in demand for vegetable oils in developing countries.

Given the current global economic slowdown, however, demand could show signs of weakening, even if the main importing countries, led by India and China, do not see their consumption fall significantly.

The biofuels industry's increasingly ambitious programmes (B20 in Malaysia, B35 in Indonesia) should provide some support for palm oil prices. By 2023, it is estimated that over 20 million tons of palm oil (25% of global production) will have been used to make biodiesel.

the biofuel industry (11 million tons) now exceeds that destined for the food industry (9 million tons).

At the end of 23 December 2023, the CIF RotterdamG CPOG was trading at around USD 935/T.

Some experts also believe that the entry into force of the European regulation on imported products (EUDR) could create a two-tier palm oil market. From the end of 2024, this law will prohibit the arrival on European soil of raw materialsG originating from deforestation zones after 2020. This restrictive legislation could split the palm oil market in two: on the one hand, traceable palm oil produced by the largest plantations capable of complying with European regulations, and on the other, downgraded oil produced by smaller players that will be sold outside the European Union. This "non-labelled" oil would then see its price fall in relation to "EUDR" palm oil.

Palm oil prices are also likely to be affected by the trend in soya prices in 2024. Brazil, which accounts for almost 40% of global soya production, is currently experiencing severe weather problems (dry weather in Mato Grosso and heavy rain in Paraná) that are likely to affect the 2024 harvest and influence the overall supply of vegetable oils on the markets.

On 23 February 2024, the CIF RotterdamG CPOG was quoted at around USD 960/ton.

Environment and social responsibility

Along with its specific commitment to transparency, the Group has built a responsible management policy around its three pillars of commitment, namely: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives that are aimed at improving long-term economic performance, social well-being, health, safety and natural resource management.

An implementation plan for this policy has been defined and implemented since 2022.

A regularly updated dashboard, as well as a separate annual report ("Sustainable Development Report"), details the efforts and actions undertaken by the Socfin Group in this area.

The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.

Key figures

1. Activity indicators

Area (hectares) Rubber Palm
As at 31 December 2023
Immatures (by year of planting)
2023 606 761
2022 391 755
2021 935 1,480
2020 1,000 0
2019 1,373 0
2018 2,146 0
2017 912 0
2016 167 0
2015 3 0
2014 0 0
Total immatures 7,535 2,996
Young (from 8 to 11 years) 12,425 (from 4 to 7 years) 14,295
Prime (from 12 to 22 years) 18,440 (from 8 to 18 years) 46,024
Old (above 22 years) 8,739 (above 18 years) 27,401
Total in production 39,603 87,720
TOTAL 47,138 90,716
Area (hectares) 2023 2022 2021 2020 2019
Palm 90,716 90,959 91,004 91,207 91,220
Rubber 47,138 47,278 47,940 48,146 48,361
TOTAL 137,854 138,237 138,944 139,353 139,581
Production 2023 2022 2021 2020 2019
Palm oil (tons) 362,424 349,644 355,924 321,348 278,979
Own productionG 319,591 308,544 309,149 285,726 244,551
Third party purchasesG 42,834 41,100 46,775 35,623 34,428
Rubber (tons) 149,472 147,271 151,848 144,456 147,851
Own productionG 68,210 59,027 55,450 48,972 53,749
Third party purchasesG 81,262 88,243 96,397 95,484 94,102
Seeds (thousands) 3,464 4,495 3,362 1,413
Own productionG 3,464 4,495 3,362 1,413

Key figures

Turnover (EUR million) 2023 2022 2021 2020 2019
Palm 370 408 328 241 210
Rubber 187 222 196 157 164
Other agricultural products 2 0 1 1 0
Other 4 7 2 4 3
TOTAL 563 637 527 403 376
Staff 2023 2022 2021 2020 2019
Average workforce 23,940 25,453 24,596 23,291 24,166

2. Key figures in the consolidated income statement and the cash flow statement

2023 2022 2021 2020 2019
(EUR million) Restated
Turnover 563 637 527 403 376
Operating income 105 175 143 56 47
Profit / (loss) for the period attributable to the Group 28 73 72 -4 4
Net cash flows from operating activities 147 190 154 91 65
Free cash flowsG 98 136 93 30 9

3. Key figures in the consolidated statement of financial position

(EUR million) 2023 2022
Restated
2021
Restated
2020 2019
Bearer biological assets 300 350 366 364 405
Other non-current assets 300 324 316 290 304
Current assets 191 230 209 171 169
Assets held for sale 6 0 0 0 0
Total equity 464 485 416 334 385
Non-current liabilities 166 220 295 182 197
Current liabilities 167 199 180 310 298

Stock market data

2023 2022 2021 2020 2019
(EUR) Restated Restated
Number of shares 17,836,650 17,836,650 17,836,650 17,836,650 17,836,650
Equity attributable to the owners of the
Company
363,885,495 368,561,160 301,530,511 224,895,450 272,328,282
Undiluted net profit per share 1.58 4.10 4.04 -0.22 0.22
Dividend per share 0.00 0.00 0.00 0.00 0.00
Share price
Minimum 10.00 11.30 8.10 7.00 8.20
Maximum 13.40 15.80 12.40 12.60 12.20
Closing 10.80 12.10 12.00 11.10 12.00
Market capitalisationG 192,635,820 215,823,465 214,039,800 197,986,815 214,039,800
Dividend paid / net profit attributable to the
owners of the Company
N.a. N.a. N.a. N.a. N.a.
Dividends / market capitalisationG N.a. N.a. N.a. N.a. N.a.
Market price / undiluted net profit per share 6.82 2.95 2.97 -51.03 55.60

Financial highlights of the year

No material events occurred during the financial period.

1. Introduction

Socfinaf pays close attention to the evolution ofthe ten principles of corporate governance of the Luxembourg Stock Exchange. It commits to providing the necessary explanations for a comprehensive understanding on how the Company functions.

Corporate governance is a set of principles and rules whose main objective is to contribute to longterm value creation. It allows the Board to promote the interests of the Company and its shareholders while putting in place effective control systems, management of risks and conflicts of interests.

2. Corporate governance chart

The Board of Directors adopted the Corporate Governance Chart on 21 November 2018. It was updated on 27 March 2024 and is available on the Group's website.

3. Board of Directors

Composition of the Board of Directors

Name Nationality Year of
Birth
Position First
nomination
Term of
office
Mr. Hubert Fabri Belgian 1952 Chairman(a) AGM 1981 AGM 2028
Mr. Vincent Bolloré French 1952 Director(a) AGM 1993 AGM 2029
Bolloré Participations SE
represented by Mr. Cyrille Bolloré
French 1985 Director(a) AGM 2018 AGM 2024
Mr. Gbenga Oyebode Nigerian 1959 Director(a) AGM 2011 AGM 2029
Mr. François Fabri Belgian 1984 Managing Director(b) AGM 2014 AGM 2026
Mr. Philippe Fabri Belgian 1988 Director(b) AGO 2020 AGO 2026
Mr. Frédéric Lemaire Belgian 1970 Director(c) AGM 2019 AGM 2025
Mr. George QUARTENG-MENSAH Ghanaian 1953 Administrator AGM 2023 AGO 2029

(a) Non-Executive Non-Independent Director

(b) Executive Non-Independent Director

(c) Independent Director

The term served by Mr. Cyrille Bolloré as director expires this year. The renewal of this term will be proposed at the next Annual General Meeting . This renewal will hold for six years until the Annual General Meeting of 2030.

A new administrator Mr. George Quarteng-Mensah was appointed at the last Annual General Meeting for six years until 2029.

Other mandates held by the Directors in listed companies

Hubert Fabri

Chairman

Positions and offices held in Luxembourgish companies

• Chairman and director of the Board of Directors of Société Financière des Caoutchoucs "Socfin", Socfinaf and Socfinasia.

Positions and offices held in foreign companies

  • Chairman and Director of the Board of Directors of Palmeraies de Mopoli;
  • Vice-Chairman of Société des Caoutchoucs du Grand Bereby "SOGB";
  • Vice-Chairman and member of the Supervisory Board of Compagnie du Cambodge;
  • Director of Compagnie de l'Odet, Financière Moncey, Okomu Oil Palm Company, S.A.F.A. Cameroon "Safacam", Société Industrielle et Financière de l'Artois and La Forestière Equatoriale;
  • Permanent representative of Administration and Finance Corporation "AFICO" at the Board of Société Camerounaise de Palmeraies "Socapalm".

Vincent Bolloré

Director

Positions and offices held in Luxembourgish companies

• Director of Société Financière des Caoutchoucs "Socfin", Socfinaf and Socfinasia.

Positions and offices held in foreign companies

  • Chairman and chief Executive officer of Compagnie de l'Odet;
  • Vice-Chairman of Société des Caoutchoucs du Grand Bereby "SOGB";
  • Director of Compagnie de l'Odet;
  • Permanent representative of Bolloré Participations SE on the Boards of Directors of S.A.F.A. Cameroon "Safacam", Société des Caoutchoucs du Grand Bereby "SOGB" and Société Camerounaise de Palmeraies "Socapalm".

Bolloré Participations

Director

Positions and offices held in Luxembourgish companies

• Director of Socfinaf.

Positions and offices held in foreign companies

  • Member of the Supervisory Board of Compagnie du Cambodge;
  • Director of Bolloré SE, Compagnie des Tramways de Rouen, Société des Chemins de Fer et Tramways du Var et du Gard, Société des Caoutchoucs du Grand Bereby "SOGB", Société Industrielle et Financière de l'Artois, Financière Moncey, S.A.F.A. Cameroun "Safacam" and Société Camerounaise de Palmeraies "Socapalm".

Gbenga Oyebode Director

Positions and offices held in Luxembourgish companies

• Director of Socfinaf.

Positions and offices held in foreign companies

  • Chairman of Okomu Oil Palm Company;
  • Director of Nestlé Nigeria and Lafarge Africa.
  • Director of Lafarge Africa plc, which is listed on the Nigerian Stock Exchange.

François Fabri

Managing Director

Positions and offices held in Luxembourgish companies

  • Director of Société Financière des Caoutchoucs "Socfin", Socfinaf and Socfinasia;
  • Executive Director of Socfinaf.

Positions and offices held in foreign companies

  • Permanent Representative of Administration and Finance Corporation "AFICO" on the Board of Société des Caoutchoucs du Grand Bereby "SOGB" and Société Industrielle et Financière de l'Artois;
  • Managing Director of Palmeraies de Mopoli;
  • Director of S.A.F.A. Cameroon "Safacam" and Société Camerounaise de Palmeraies "Socapalm".

Philippe Fabri Director

Positions and offices held in Luxembourgish companies

  • Director of Société Financière des Caoutchoucs "Socfin", Socfinaf and Socfinasia;
  • Executive Director of Société Financière des Caoutchoucs "Socfin".

Positions and offices held in foreign companies

  • Member of the Supervisory Board of Palmeraies de Mopoli;
  • Permanent representative of Société Anonyme Forestière et Agricole "SAFA" on the board of S.A.F.A. Cameroon "Safacam".

Frédéric Lemaire Director

Positions and offices held in Luxembourgish companies

• Director of Socfinaf.

George Quarteng-Mensah Administrator

Positions and offices held in Luxembourgish companies • Director of Socfinaf.

Appointments of Directors

The Board of Directors proposes the appointment of the Directors at the Annual General Meeting of shareholders. It specifies the term of service and verifies that the Director meets the criteria for independence.

In the event of a vacancy due to the passing of or following the resignation of one or more Directors, the remaining Directors will proceed to temporary cooptations. These co-optations will be subject to the approval of the Annual General Meeting at its following meeting. The Director appointed to replace another Director will complete the term of his predecessor.

Role and powers of the Board of Directors

The Board of Directors is the body responsible for the management of the Company and the control of day-to-day management. It acts in the interest of the Company.

The Board of Directors ensures that all financial and human resources are available and ensures that all the necessary structures are in place to achieve its objectives and secure long-term value creation.

The Articles of Association empower the Board of Directors the power to perform all actions necessary to achieve the corporate purpose.

Activity report of the Board of Directors

Number of meetings

There are at least two meetings for the end of year and mid-year evaluations. During the 2023 financial year, the Board of Directors met 2 times.

Topics generally discussed

Periodic accounting situations; Portfolio movements; Inventory and valuation of the portfolio; Evolution of significant holdings; Management report; Investment projects; Corporate, social and environmental responsibility.

Average attendance rate of Directors

  • 2023: 87%
  • 2022: 83% - 2021: 83%
  • 2020: 85%
  • 2019: 71%

4. Committees of the Board of Directors

4.1. Audit Committee

The Committee consists of three members, of which 2 are independents and one is assigned as President of the Audit Committee. The members of the Audit Committee are appointed for one year and are eligible for re-election. This Audit Committee is effective as of 1 January 2024 and has been in charge of supervising the preparation of the financial information for the year 2023.

The Board of Directors has proposed that it will be constituted as follows:

  • Mr. Frédéric Lemaire (Independent Director) - Chairman
  • Mr. Philippe Fabri (Director)

The appointment of the non-executive members will be confirmed at the General Meeting of Shareholders on 29 May 2024.

The Audit Committee will assist the Board of Directors in its supervisory function and is responsible of the

4.2. Appointment and Remuneration Committee

The principal shareholders set the remuneration of the operational management of Socfinaf. The Board of Directors does not consider it necessary to set up a Remuneration Committee. Similarly, for practical reasons and due to the size of the Company, the Board of Directors has chosen not to set up a Nomination Committee.

5. Remunerations

The remuneration allocated to the members of the Board of Directors of Socfinaf for the financial year of 2023 amounts to EUR 488,730 compared to EUR 356,995 for the financial year 2022.

The Directors of Socfinaf did not receive any other payment in shares (stock options).

6. Shareholding status

On 31 December 2014, Socfinaf issued 1,474,200 new shares which brings to a total of 17,854,200 number of shares issued. All statements filed between 1 July 2011 and 31 December 2014 relate to the previous number of shares in place and the previous number of voting rights, i.e. 16,380,000.

On 31 December 2023, the share capital is represented by 17,836,650 shares.

Shareholder Number of shares held =
Number of voting rights
Percentage holding Date of
notification
Socfin
L-1650 Luxembourg
10,497,046 58.85 01/02/2017
Bolloré (a)
F-29500 Ergué Gaberic
80,642 0.49 (b) 03/09/2014
Compagnie du Cambodge (a)
F-92800 Puteaux
1,157,929 7.07 (b) 03/09/2014
Société Industrielle et Financière de l'Artois (a)
F-92800 Puteaux
176,636 1.08 (b) 03/09/2014
Compagnie des Glénans (a)
F-29500 Ergué Gaberic
58,993 0.36 (b) 03/09/2014
Total Bolloré (all categories combined, based
on aggregate voting rights)
1,474,200 9.00 (b)

(a) = entities controlled by Vincent Bolloré.

(b) = before increase in share capital on 31 December 2014.

monitoring of the financial reporting, the audit process, the analysis and the control of financial risks.

The Audit Committee shall meet three times a year.

7. Financial calendar

29 May 2024 Annual General Meeting at 10 a.m.
End of September 2024 Half year stand alone and consolidated results as at 30 June 2024
Mid-November 2023 Interim Management statement for 3rd quarter of 2024
End of March 2025 Annual stand alone results as at 31 December 2024
Mid-April 2025 Consolidated annual results as at 31 December 2024
Mid-May 2025 Interim Management statement for the 1st quarter of 2025
28 May 2025 Annual General Meeting at 10 a.m.

The results of the Company are published on the website of the Luxembourg Stock Exchange www.bourse.lu under the heading "OAM" and on the website of the Company www.socfin.com.

8. External audit

Independent statutory auditor (Réviseur d'entreprises agréé) Ernst & Young "EY" 35E Avenue John F. Kennedy L-1855 Luxembourg.

The audit fees include all fees paid to the independent statutory auditor of the Group namely EY as well as those paid to member firms within EY network for the relevant years. No consulting work or other non-audit services have been performed by this firm in 2023 or in 2022.

In 2023, the audit fees amounted to EUR 732,412 VAT included.

9. Corporate, social and environmental responsibility

Along with its specific commitment to transparency, the Group has built a responsible management policy around its three pillars of commitment, namely: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives that are aimed at improving long-term economic performance, social well-being, health, safety and natural resource management.

An implementation plan for this policy has been defined and implemented since 2022.

The efforts and actions undertaken by the Socfinaf Group in this area are detailed in a regularly updated dashboard as well as in a separate annual report ("Sustainable Development Report").

10. Other information

Following the Regulation 2016/347 of the European Commission of 10 March 2016 which specifies the modalities for updating insider lists, a list of insiders has been drawn up and is updated continuously. The persons concerned were informed of their inclusion on this list.

Statement of compliance

Mr. Philippe Fabri, Director and Mr. Daniel Haas, Chief Financial Officer, indicate that, to their knowledge:

  • (a) In accordance with the International Financial Reporting Standards as adopted by the European Union, the consolidated financial statements prepared for the year ended on 31 December 2023, provide a true and fair view of the assets and liabilities, the financial position and the profits or losses attributable to Socfinaf and all of the entities included in consolidation, and
  • (b) the management report presents the following information in a fairly manner: the evolution and results of the Company, the financial position of the Group and all the entities that are included in the consolidation as well as a description of the main risks and uncertainties they face.

Directors' report on the consolidated financial statements presented by the Board of Directors to the Annual General Meeting of the Shareholders of 29 May 2024

Ladies and Gentlemen,

1. Consolidated financial statements

The consolidated financial statements as at 31 December 2023 include the financial statements of Socfinaf, and of all subsidiaries and direct and indirect associate companies. The details are given in Note 2 of the notes to the consolidated financial statements.

As stated in Note 1 to the consolidated financial statements, the consolidated financial statements were prepared in accordance with the International Financial Reporting Standards (IFRSG) as adopted by the European Union. Socfinaf (the Group) adopted IFRSG for the first time in 2005, and implemented all the standards applicable to the Group as at 31 December 2023.

Consolidated results

For the 2023 financial year, the result attributable to the Group of the parent company amounted to EUR 28.2 million compared to EUR 73.2 million in 2022. This results in earnings per share of EUR 1.58 compared to EUR 4.10 in 2022.

The consolidated revenue amounted to EUR 563.1 million in 2023 compared to EUR 637.3 million in 2022 (decrease of EUR 74.2 million). This decrease in revenue is mainly due to the variation of transactional currency versus Euro for EUR 74.9 million, the decrease in prices for EUR 22.5 million whereas higher quantities sold increased revenues for EUR 17.8 million.

Likewise, the operating profit decreased to EUR 105.2 million, compared to EUR 175.3 million in 2022.

Other financial income amounted to EUR 22.9 million compared to EUR 8.7 million in 2022 and consisted mainly of foreign exchange gains of EUR 22.2 million compared to EUR 8.0 million in 2022.

Financial expenses amounted to EUR 43.0 million compared to EUR 41.2 million in 2022 and consisted mainly of interest expense for EUR 14.7 million (EUR 15.9 million in 2022) and foreign exchange losses of EUR 26.8 million (EUR 24.6 million in 2022).

Furthermore, the tax expense decreased, with income taxes amounting to EUR 36.6 million compared to EUR 39.8 million in 2022.

Profit for the period from associates attributable to the Group decreased to EUR 6.0 million compared to EUR 11.3 million in 2022.

Consolidated statement of financial position

The assets of Socfinaf consist of:

  • Non-current assets of EUR 600.1 million compared to EUR 673.8 million in 2022, indicating a decrease of EUR 73.7 million mainly due to the decrease of biological assets for EUR -50.3 million, of property, plant and equipment for EUR -44.7 million and to the increase of right-of-use assets for EUR +21.1 million;
  • Current assets that amounted to EUR 190.5 million compared to EUR 229.8 million in 2022 This decrease of EUR 39.3 million is mainly due to the decrease in the value of inventory for EUR -17.0 million and in cash and cash equivalents for EUR -23.9 million.

The shareholders' equity amounted to EUR 363.9 million compared to EUR 368.6 million in 2022. This decrease in the shareholder's equity of EUR 4.7 million is mainly due to the profit for the period: EUR 28.2 million (2022: EUR 73.2 million), to the impact of hyperinflation for EUR 15.9 million and to the change in the translation reserve for EUR -50.9 million.

Based on consolidated shareholders' equity, the net value per shareG attributable to the Group was EUR 20.40 compared to EUR 20.66 a year earlier. On 31 December 2023, the share price stood at EUR 10.80.

Current and non-current liabilities decreased to EUR 332.8 million compared to EUR 418.3 million a year earlier.

Financial debts decreased to EUR 166.9 million in 2023 compared to EUR 247.4 million in 2022. This mainly consists of loans to Socfinaf from Socfin for EUR 80.0 million and advances from shareholders amounting to EUR 40.0 million, as well as the noncurrent and current portion of bank loans for an amount of EUR 34.0 million.

Deferred tax liabilities decreased to EUR 24.6 million compared to EUR 33.1 million in 2022. Current tax liabilities decreased to EUR 28.7 million compared to EUR 40.7 million in 2022.

Net debt before IFRSG adjustments amounts to EUR 113.4 million versus EUR 176.5 million as at 31 December 2022.

Consolidated cash flows

As at 31 December 2023, cash and cash equivalents amounted to EUR 36.3 million, a decrease of

2. FINANCIAL INSTRUMENTS

Financial risk management policies are described in the notes to the consolidated financial statements of the Company (see Notes 25 and 34).

3. OUTLOOK 2024

The results forthe next financial year will largely depend on factors that are external to the Group's management such as the prevailing political and economic conditions in the countries where the subsidiaries are established,

the changes in the price of rubber and palm oil, but also the price of the US dollar against the Euro. The Group, for its part, maintains its policy of keeping cost prices as low as possible and of improving its production capacity.

EUR 16.7 million for the year compared to a decrease of

Net cash flows from operating activities amounted to EUR 147.0 million during the financial year 2023 (EUR 189.5 million in 2022). This resulted mainly from self-financing capacity of EUR 176.9 million (EUR 208.4 million in 2022), EUR 35.2 million of income tax paid and EUR -9.0 million change in working capital.

Net cash flows from investing activities amounted to EUR -48.5 million (EUR -53.4 million in 2022). These activities are largely influenced by acquisitions of tangible fixed assets amounting to EUR 45.8 million

Cash flows from financing activities amounted to EUR 105.5 million (EUR 138.8 million in 2022), and is mainly due to net reimbursement of borrowings for EUR 63.1 million (compared to a net reimbursement in 2022 for EUR 92.6 million) and to the dividends paid for

EUR 23.1 million (EUR 28.9 million in 2022).

(EUR 55.1 million in 2022).

EUR 3.1 million in the previous financial year.

4. Political and economic environment

The Company holds interests in subsidiaries operating in Africa.

Given the economic and political instability in some of the African countries (Sierra Leone, Liberia, Côte d'Ivoire, Ghana, Nigeria, Cameroon, São Tomé and DRC), these holdings present a risk in terms of exposure to political and economic changes.

Geopolitical uncertainties

In February 2022, a number of countries (including the US, UK and EU) enforced sanctions against certain entities and individuals in Russia as a result of the official recognition of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Following the military operations initiated by Russia against Ukraine on 24 February 2022, potential additional sanctions were announced.

On 7 October 2023 Palestinian militant groups led by Hamas launched a coordinated surprise offensive on Israel resulting in more than 1,200 deaths, primarily Israeli citizens. Following this attack, Israel declared itself in a state of war for the first time since the Yom Kippur War in 1973.

Due to the geopolitical tensions, since February 2022, there has been a significant increase in volatility on the securities and currency markets. The conflicts have had a significant impact on the financial markets, with many investors concerned about the potential for further escalation and the impact on global trade and economic growth.

Although neither the company's operations nor performance and going concern have been significantly impacted by the above in 2023, the Board of Directors continues to monitor the evolving situation and the possible effects on the financial position and results of the company.

5. Events after the closing date

There are no material events after the closing date to mention.

6. Corporate governance

The Board of Directors implements the corporate governance rules that are applicable in the Grand Duchy of Luxembourg into the Group's financial structure and reports.

Furtherinformationonhowtheserulesareimplemented is available in the corporate governance statement of the annual report and in the management report on the Company's stand-alone financial statements.

7. General internal control system adapted to the group's specific activities

Segregation of functions

The segregation of the operational, commercial and financial functions implemented at each level of the Group encourages an autonomous model of internal control.

In each of their area of responsibility, these different functions ensure the completeness and reliability of information. They provide regular updates on this aspect to local managers and to the Group's headquarters, on information related to agricultural and industrial production, trade, human resources, finance, etc.

Autonomy and accountability of subsidiaries

The operational entities have a large degree of autonomy in their management due to geographical distances. In particular, they are responsible for the implementation of an internal control system, which is adapted not only to the nature and extent of their activity, but also to the optimisation of their operations and financial performances, the protection of their assets and the management of their risks.

This autonomy allows the entities to be more accountable and to ensure consistency between their practices and the legal framework of their host country.

Centralised control

The top management of the entities within the Group adhere to a Human Resources Management policy, which is centralised at the Group's headquarters.

This policy contributes to the smooth running of the internal control system and ensures its effectiveness through different practices such as autonomous recruiting processes, the harmonisation of all segregated functions, as well as annual evaluations and training programs.

The operational, commercial and financial functions centrally define a set of standard reports which ensure that information originating from the subsidiaries is presented homogenously.

Treasury reporting process

The treasury department organises, supervises and controls the reporting of the subsidiaries' daily information and weekly indicators. In particular, it monitors the position of the cash flow, the evolution of net debt and the expenses related to investments.

Financial reporting process

The financial department organises, supervises and controls the reporting of monthly accounting, budgetary and financial information. It distributes condensed reports used by the Group's operational management.

Twice per year, it includes this information in the longterm development plan of the subsidiaries. It also ensures the implementation of the financial decisions taken by the subsidiaries' Board of Directors.

Preparation of consolidated accounts

The consolidated financial statements are prepared on a half-yearly basis. On a yearly basis, they are audited by the external auditors as part of a financial audit of subsidiaries, which covers both the statutory accounts of the entities in the scope of consolidation and the consolidated financial statements.

Once approved by the Board of Directors, they are published.

The consolidation department of the Group guarantees homogeneity and treatment monitoring for all companies within the scope of consolidation. It strictly adheres to the accounting standards in force relating to consolidation operations. It uses a standard consolidation tool to ensure a number of procedures, such as the secure processing of information feedback from subsidiaries, the transparency and relevance of automatic consolidation processes and the consistency of the accounting aggregates's presentation in the annual report. Lastly, due to the complexity of the accounting standards in force and the many specificities around their implementation, the consolidation service centralises the adjustments specific to the valuation rules applicable to the consolidated financial statements.

8. Environment and social responsibility

Along with its specific commitmentto transparency,the responsible management policy embodies the Group's three pillars of commitment: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives aimed at improving long-term economic performance, social well-being, health, safety and natural resource management.

An implementation plan for this policy was defined and implemented since 2022.

A regularly-updated dashboard as well as a separate annual report ("Sustainable Development Report") detail the efforts and actions undertaken by the Socfin Group in relation to this policy.

The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.

The Board of Directors

REPORT ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS

To the Shareholders of Socfinaf S.A. 4, Avenue Guillaume L-1650 Luxembourg

Opinion

We have audited the consolidated financial statements of Socfinaf S.A. (the "Company") and its subsidiaries (the "Group"), which comprise the consolidated statement of financial position as at 31 December 2023, and the consolidated statement of comprehensive income, the consolidated statement of changes in equity and the consolidated statement of cash flows for the year then ended, and the notes to the consolidated financial statements, including material accounting policy information.

In our opinion, the accompanying consolidated financial statements give a true and fair view of the consolidated financial position of the Company as at 31 December 2023, and of its consolidated financial performance and consolidated cash flows for the year then ended in accordance with International Financial Reporting Standards ("IFRS") as adopted by the European Union.

Basis for opinion

We conducted our audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 on the audit profession ("Law of 23 July 2016") and with International Standards on Auditing ("ISAs") as adopted for Luxembourg by the "Commission de Surveillance du Secteur Financier" ("CSSF"). Our responsibilities under the EU Regulation Nº 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the "Responsibilities of the "réviseur d'entreprises agréé" for the audit of the consolidated financial statements" section of our report. We are also independent of the Company in accordance with the International Code of Ethics for Professional Accountants, including International Independence Standards, issued by the International Ethics Standards Board for Accountants ("IESBA Code") as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the consolidated financial statements, and have fulfilled our other ethical responsibilities under those ethical requirements. 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 judgment, were of most significance in our audit of the consolidated financial statements of the current period. These matters were addressed in the context of the audit of the consolidated financial statements as a whole, and in forming our opinion thereon, and we do not provide a separate opinion on these matters.

Valuation of biological assets

Risk identified

As at 31 December 2023, the value of the Group's biological assets amounted to EUR 300.0 million out of total assets of EUR 797.0 million.

The Group owns biological assets in Africa. These biological assets, which consist mainly of oil palm and rubber plantations, are valued in accordance with the principles defined in IAS 16 "Property, Plant and Equipment". These assets are recognised at cost less accumulated depreciation and any impairment losses.

The Note 9 "Impairment of assets" of the consolidated financial statements describes the methodology used by Group management to assess whether there is any indicator of impairment or any indicator of impairment reversal at the balance sheet date. When an indicator is identified, Group management determines the recoverable amount of the biological assets and thus determines the impairment loss or the reversal of impairment to be recognised, if any.

The indicators used by Group Management are:

  • • a decrease or an increase of the listed price of natural rubber (TSR20 1st position on SGX) and the listed price of crude palm oil (CIF Rotterdam) at the balance sheet date higher than 15% compared to a five-year average of the prices observed on those markets
  • • a decrease or an increase of the six-month average of the prices observed of those markets higher than 15% compared to a five-year average of the prices observed on those markets
  • • a decrease or an increase of the twelve-month average of the prices observed of those markets of more than 15% compared to a five-year average of the prices observed on those markets

For palm oil, which is mainly sold on local markets, Group Management also analyses local sales prices, considering that a decrease or an increase in these prices at the balance sheet date higher than 15% compared to a five-year average value of the local prices constitutes an indicator of impairment or an indicator of impairment reversal respectively.

In addition to these external factors, the Group analyses the following internal performance indicators:

    • Specificities of the local market (evolution of supply and demand, ...);
    • Physical indications of impairment;
    • Significant changes in the plantations that could have a material impact on future cash flows.

The recoverable amount is determined as the higher of the value in use and the fair value less costs of disposal. The value in use is defined in terms of discounted future net cash flows and involves significant judgements and estimations by Group Management, including financial forecasts and the utilization of appropriate discount rates.

We considered the valuation of biological assets to be a key audit issue because of :

    • their significance in relation to the Group's total assets
    • the assessment of whether there is any indicator of impairment or any indicator of impairment reversal; and
    • the determination of their recoverable amount which involves significant judgements and estimates.

Audit response

In order to assess the reasonableness of an indicator of impairment or an indicator of impairment reversal and, where appropriate, to determine the recoverable amount of biological assets, we performed the following audit procedures :

  • • Assess the compliance of Group's management's methodology with the provisions of IAS 36 "Impairment of Assets";
  • • Analyze the methodology used with a particular focus on the indicators of impairment or on the indicators of impairment reversal;
  • • Analyze the completeness of indicators of impairment or indicators of impairment reversal:
      • Evaluating the assessment performed by Group management to identify the existence of indicators of impairment or indicators of impairment reversal by comparing the underlying data of the analysis with the source of the data used;
      • Comparing the evolution of yields per hectare; and
      • Overseeing the audit work of the components auditors of material subsidiaries to identify any indicators of impairment or any indicators of impairment reversal, including that site visits of the plantations have been carried out;
  • • In case ofidentification of an indicator ofimpairment or an indicator of impairment reversal, we
      • Assess the appropriateness of the methodology applied by Group Management to determine the recoverable value of the biological assets and the accuracy of any impairment loss or any impairment reversal recorded;
      • Analyze the reasonableness of the cash flow forecasts used by Group Managementto determine the value in use of the biological assets;
      • Assess the reasonableness of the assumptions and inputs used by Group management; and
      • Reconcile the key inputs used in the model with information audited by the components auditors of material subsidiaries.
  • • Assess whether the disclosures required by IAS 36 "Impairment of Assets" for biological assets are properly disclosed in the notes of the consolidated financial statements.

Other information

The Board of Directors is responsible for the other information. The other information comprises the information included in the consolidated management report and the corporate governance statement but does not include the consolidated financial statements and our report of "réviseur d'entreprises agréé" thereon.

Our opinion on the consolidated financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connection with our audit of the consolidated financial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the consolidated financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report this fact. We have nothing to report in this regard.

Responsibilities of the Board of Directors and of those charged with governance for the consolidated financial statements

The Board ofDirectors is responsible forthe preparation and fair presentation of the consolidated financial statements in accordance with IFRS as adopted by the European Union, and for such internal control as the Board of Directors determines is necessary to enable the preparation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

The Board of Directors is also responsible for presenting and marking up the consolidated financial statements in compliance with the requirements set out in the Delegated Regulation 2019/815 on European Single Electronic Format, as amended ("ESEF Regulation").

In preparing the consolidated financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Those charged with governance are responsible for overseeing the Company's financial reporting process.

Responsibilities of the "réviseur d'entreprises agréé" for the audit of the financial statements

The objectives of our audit are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error, and to issue a report of the "réviseur d'entreprises agréé" that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with the ISAs as adopted for Luxembourg by the CSSF 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 consolidated financial statements.

As part of an audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • Identify and assess the risks of material misstatement of the consolidated financial statements, 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 Company's internal control.

  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.

  • Conclude on the appropriateness of Board of Directors'useofthegoing concernbasisofaccounting 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 report of the "réviseur d'entreprises agréé" to the related disclosures in the consolidated 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 report of the "réviseur d'entreprises agréé". 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 consolidated financial statements, including the disclosures, and whether the consolidated financial statements represent the underlying transactions and events in a manner that achieves fair presentation.
  • • Assess whether the consolidated financial statements have been prepared, in all material respects, in compliance with the requirements laid down in the ESEF Regulation.
  • Obtain sufficient appropriate audit evidence regarding the financial information of the entities and business activities within the Group to express an opinion on the consolidated financial statements. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion.

We communicate with those charged with governance 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 those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate to them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, we determine those matters that were of most significance in the audit of the consolidated financial statements ofthe current period and are therefore the key audit matters. We describe these matters in our report unless law or regulation precludes public disclosure about the matter.

Report on other legal and regulatory requirements

We have been appointed as "réviseur d'entreprises agréé" by the General Meeting of the Shareholders on 26 May 2020 and the duration of our uninterrupted engagement, including previous renewals and reappointments, is 4 years.

The consolidated management report is consistent with the consolidated financial statements and has been prepared in accordance with applicable legal requirements.

The accompanying corporate governance statement on pages 31 to 36 is the responsibility of the Board of Directors. The information required by article 68ter paragraph (1) letters c) and d) of the law of 19 December 2002 on the commercial and companies register and on the accounting records and annual accounts of undertakings, as amended, is consistent with the consolidated financial statements and has been prepared in accordance with applicable legal requirements.

We have checked the compliance of the consolidated financial statements of the Company as at 31 December 2023 with relevant statutory requirements set out in the ESEF Regulation that are applicable to the financial statements. For the Company, it relates to :

  • • Financial statements prepared in valid xHTML format;
  • • The XBRL markup of the consolidated financial statements using the core taxonomy and the common rules on markups specified in the ESEF Regulation.

In our opinion, the consolidated financial statements of the Company as at 31 December 2023, identified

as Socfinaf-2023-12-31-en.zip, have been prepared, in all material respects, in compliance with the requirements laid down in the ESEF Regulation.

We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent.

We confirm that the prohibited non-audit services referred to in EU Regulation No 537/2014 were not provided and that we remained independent of the Company in conducting the audit.

Ernst & Young Société anonyme Cabinet de révision agréé

Anthony Cannella

1. Consolidated statement of financial position

31/12/2023 31/12/2022
Restated (*)
01/01/2022
Restated (*)
ASSETS Note EUR EUR EUR
Non-Current Assets
Right-of-use assets 4 29,232,550 8,169,573 7,484,998
Intangible assets 5 991,732 1,449,899 1,958,916
Property, plant and equipment 6 232,787,778 277,533,909 269,676,822
Biological assets 7 299,988,603 350,244,763 365,903,978
Investments in associates 11 24,499,660 27,288,358 23,619,982
Financial assets at fair value through other
comprehensive incomeG
12 4,800,038 300,038 38
Long-term advances 2,015,903 1,664,769 1,745,719
Deferred tax assets 13 2,735,633 4,513,651 9,421,066
Other non-current assets 3,089,715 2,619,576 1,743,807
600,141,612 673,784,536 681,555,326
Current Assets
Inventories 16 88,736,703 105,769,814 92,844,873
Current biological assets 2,129,780 3,005,618 2,423,966
Trade receivables 17 27,235,836 23,519,223 28,185,332
Other receivables 18 23,131,220 21,440,996 8,995,522
Current tax assets 14 9,549,095 12,438,610 13,378,526
Cash and cash equivalents 19 39,741,654 63,638,033 63,091,772
190,524,288 229,812,294 208,919,991
Assets classified as held for sale 38 6,313,418 0 0
TOTAL ASSETS 796,979,318 903,596,830 890,475,317

(*) For further details, refer to Note 3.

31/12/2023 31/12/2022
Restated (*)
01/01/2022
Restated (*)
EQUITY AND LIABILITIES Note EUR EUR EUR
Equity attributable to the owners of the Parent
Share capital 20 35,673,300 35,673,300 35,673,300
Share premium 20 87,453,866 87,453,866 87,453,866
Legal reserve 21 3,567,330 3,567,330 3,567,330
Consolidated reserves 330,567,274 239,380,868 166,418,604
Translation reserves -121,624,614 -70,699,935 -63,611,554
Profit / (loss) for the period 28,248,339 73,185,734 72,028,965
363,885,495 368,561,163 301,530,511
Non-controlling interestsG 10 100,045,115 116,745,946 113,878,970
Total Equity 463,930,610 485,307,109 415,409,481
Non-Current Liabilities
Deferred tax liabilities 14 24,585,197 33,149,100 32,481,370
Employee Benefits Obligations 22 12,501,274 12,366,549 12,054,536
Long-term debt, net of current portion 23 102,778,317 163,937,129 240,634,699
Long-term lease liabilities 4 24,950,880 8,674,141 8,285,305
Other payables 24 1,332,110 1,650,571 1,445,937
166,147,778 219,777,490 294,901,847
Current Liabilities
Short-term debt and current portion of long
term debt
23 64,103,627 83,477,325 75,991,471
Short-term lease liabilities 4 2,778,042 1,532,064 1,105,090
Trade payables 24 46,397,043 50,186,437 43,847,861
Current tax liabilities 14 28,701,137 40,651,438 30,408,824
Provisions 597,934 622,480 337,462
Other payables 24 24,038,868 22,042,487 28,473,281
166,616,651 198,512,231 180,163,989
Liabilities associated with assets classified as
held for sale
38 284,279 0 0
TOTAL EQUITY AND LIABILITIES 796,979,318 903,596,830 890,475,317

(*) For further details, refer to Note 3.

2. Consolidated income statement

2023 2022
Restated (*)
Note EUR EUR
Revenue 33 563,066,846 637,341,934
Change in inventories of finished products and work in progress 9,185,214 -5,109,712
Other operational income 33 11,671,635 5,844,939
Raw materialsG and consumables used 33 -198,032,506 -178,603,713
Other expenses 33 -118,502,853 -128,138,069
Staff costs 26 -78,909,883 -72,776,228
Depreciation and impairment expense 8 -68,590,445 -58,213,723
Other operating expenses 33 -14,677,733 -25,015,835
Operating profit / (loss) 105,210,275 175,329,593
Other financial income 27 22,852,327 8,653,915
Gain on disposals 153,578 76,466
Loss on disposals -342,369 -1,833,410
Financial expenses 28 -43,023,377 -41,163,373
Profit / (loss) before taxes 84,850,434 141,063,191
Income tax expense 15 -36,557,147 -39,796,407
Deferred tax (expense) / income 13 -4,971,264 -6,528,620
Share of the Group in the result from associates 11 6,002,745 11,297,778
Profit / (loss) for the period 49,324,768 106,035,942
Profit / (loss) attributable to non-controlling interestsG 21,076,429 32,850,208
Profit / (loss) attributable to the owners of the Parent 28,248,339 73,185,734
Basic earnings per share undiluted 1.58 4.10
Number of Socfinaf shares 17,836,650 17,836,650
Basic earnings per share 1.58 4.10
Diluted earnings per share 1.58 4.10

(*) For further details, refer to Note 3.

3. Consolidated statement of comprehensive income

31/12/2023 31/12/2022
Restated (*)
Note EUR EUR
Profit / (loss) for the period 49,324,768 106,035,942
Other comprehensive incomeG
Actuarial gains / (losses) 22 -1,468,299 902,556
Deferred tax on actuarial losses and gains 602,097 -187,624
Subtotal of items that cannot be reclassified to profit or loss -866,202 714,932
Gains / (losses) on exchange differences on translation of subsidiaries (**) -62,323,635 -6,900,555
Share of other comprehensive income related to associates 11 -337,884 443,736
Subtotal of items eligible for reclassification to profit or loss -62,661,519 -6,456,819
Total other comprehensive income -63,527,721 -5,741,887
Total comprehensive income -14,202,953 100,294,055
Comprehensive income attributable to non-controlling interestsG 6,403,098 32,388,357
Comprehensive income attributable to the owners of the Parent -20,606,051 67,905,698

(*) For further details, refer to Note 3.

(**) Of which EUR -33.1 million relating to Okomu and EUR -13.6 million relating to PSG (following the important devaluation of the Naira and the Cedi during the period, refer to Note 1.9).

4. Consolidated statement of cash flows

2023 2022
Restated (*)
Note EUR EUR
Operating activities
Profit / (loss) attributable to the owners of the Parent 28,248,339 73,185,734
Profit / (loss) attributable to non-controlling shareholders 21,076,429 32,850,208
Income from associates
11
-6,002,745 -11,297,777
Dividends received from associates
11
8,292,174 7,126,982
Fair value of agricultural production 9,659,361 -5,789,099
Other adjustments having no impact on cash position 4,310,632 -1,202,240
Depreciation and impairment expense
8
68,590,445 58,213,723
Provisions and allowances 1,011,683 7,278,228
Net loss on disposals of assets 188,791 1,758,494
Income tax expense and deferred tax 41,528,411 46,325,027
Cash flows from operating activities 176,903,520 208,449,280
Interest expense
27, 28
14,238,101 15,590,970
Income tax paid
15
-35,155,555 -39,796,406
Change in inventory -5,993,340 -8,943,177
Change in trade and other receivables -14,979,594 -13,221,521
Change in trade and other payables 9,116,206 29,213,136
Change in accruals and prepayments 2,830,778 -1,758,263
Change in working capital requirement -9,025,950 5,290,175
Net cash flows from operating activities 146,960,116 189,534,019
Investing activities
Acquisitions / disposals of intangible assets -15,444 -32,003
Acquisitions of property, plant and equipment and biological assets
6, 7
-45,765,516 -55,144,750
Disposals of property, plant and equipment 1,553,935 1,655,010
Acquisitions / disposals of financial assets
12
-4,741,780 134,933
Interest received
27
419,665 0
Net cash flows from investing activities -48,549,140 -53,386,810
Financing activities
Dividends paid to non-controlling shareholders
10
-23,106,115 -28,941,422
Proceeds from borrowings
23
3,564,029 7,030,288
Repayment of borrowings
23
-66,681,107 -99,581,546
Repayment of lease liabilities
23
-4,623,622 -1,737,556
Interest paid
28
-14,657,766 -15,590,970
Net cash flows from financing activities -105,504,581 -138,821,206
Effect of exchange rate fluctuations -9,216,071 -446,315
Effect of cash linked to assets held for sale
38
-361,169 0
Net cash flow -16,670,845 -3,120,312
Cash and cash equivalents as at 1 January
19
52,942,133 56,062,445
Cash and cash equivalents as at 31 December
19
36,271,288 52,942,133
Net increase / (decrease) in cash and cash equivalents -16,670,845 -3,120,312

(*) For further details, refer to Note 3.

5. Consolidated statement of changes in equity

EUR Share
capital
Share
premium
Legal
reserve
Translation
reserves
Conso
lidated
reserves
Equity
attributable
to the
owners of
the Parent
Non
controlling
interestsG
TOTAL
EQUITY
Balance as at 1 January 2022 – Restated (*) 35,673,300 87,453,866 3,567,330 -63,611,554 238,447,569 301,530,511 113,878,970 415,409,481
Profit / (loss) for the period 73,185,734 73,185,734 32,850,208 106,035,942
Actuarial (losses) / gains 620,360 620,360 94,572 714,932
Foreign currency translation adjustments -6,344,132 -6,344,132 -556,423 -6,900,555
Share in other comprehensive incomeG
from associates
443,736 443,736 443,736
Total comprehensive income -6,344,132 74,249,830 67,905,698 32,388,357 100,294,055
Dividends (Note 10) 0 0 -22,456,156 -22,456,156
Interim dividends (Note 10) 0 0 -6,485,266 -6,485,266
Other movements -744,249 -130,797 -875,046 -579,959 -1,455,005
Transactions with shareholders -744,249 -130,797 -875,046 -29,521,381 -30,396,427
Balance as at 31 December 2022 – Restated (*) 35,673,300 87,453,866 3,567,330 -70,699,935 312,566,602 368,561,163 116,745,946 485,307,109
Balance as at 1 January 2023 35,673,300 87,453,866 3,567,330 -70,699,935 312,566,602 368,561,163 116,745,946 485,307,109
Profit / (loss) for the period 28,248,339 28,248,339 21,076,429 49,324,768
Actuarial (losses) / gains -490,124 -490,124 -376,078 -866,202
Foreign currency translation adjustments -48,026,382 -48,026,382 -14,297,253 -62,323,635
Transfer between reserves -2,898,297 2,898,297 0 0
Share in other comprehensive incomeG
from associates
-337,884 -337,884 -337,884
Total comprehensive income -50,924,679 30,318,628 -20,606,051 6,403,098 -14,202,953
Dividends (Note 10) 0 0 -20,924,672 -20,924,672
Interim dividends (Note 10) 0 0 -2,181,443 -2,181,443
Hyperinflation 15,923,481 15,923,481 15,923,481
Other movements 6,902 6,902 2,186 9,088
Transactions with shareholders 15,930,383 15,930,383 -23,103,929 -7,173,546
Balance as at 31 December 2023 35,673,300 87,453,866 3,567,330 -121,624,614 358,815,613 363,885,495 100,045,115 463,930,610

(*) For further details, refer to Note 3.

6. Notes to the consolidated financial statements

Note 1. Overview and accounting policies

1.1. Overview

Socfinaf S.A. (the "Company") was incorporated on 22 October 1961. Its corporate purpose qualifies it as a holding company "soparfi"G (terms having a G are explained part "Glossary" at the end of the annual report) since the Annual General Meeting of 10 January 2011. The registered office is established at 4, avenue Guillaume, L-1650 in Luxembourg.

The main activity of the Company and its subsidiaries (the "Group") is the management of a portfolio of holdings that mainly focus on the exploitation of tropical oil palm and rubber plantations in Africa.

Socfinaf is controlled by Société Financière des Caoutchoucs, abbreviated as "Socfin" which is the largest entity that consolidates. The registered office of the latter company is also located at 4, avenue Guillaume, L-1650 in Luxembourg.

The Company is listed on the Luxembourg Stock Exchange under ISIN code: LU0056569402 and is registered in the commercial register under the number B6225.

1.2. Statement of compliance

The consolidated financial statements have been prepared on a going concern basis and in accordance with International Financial Reporting Standards (IFRSG) as adopted by the European Union. The consolidated financial statements are presented in euros and rounded to the nearest whole number, the euro being the functional currency of the parent company Socfinaf and of the Group's presentation currency.

On 27 March 2024, the Board of Directors approved the consolidated financial statements.

In conformity with the current legislation existing in the Grand Duchy of Luxembourg, the financial statements will be approved by the shareholders during the Annual General Meeting. The official version of these financial statements is the ESEFG version available with the Officially Appointed Mechanism (OAM) tool.

New standards and amendments issued but not yet effective on 1 January 2023:

The Group does not expect the adoption of the standards and amendments described below to have a material impact on its consolidated financial statements, nor does it anticipate the early adoption of new accounting standards, amendments and interpretations.

  • In January 2020 and October 2022, the IASB issued amendments to paragraphs 69 to 76 of IAS 1 "Presentation of Financial Statements" to specify the requirements for classifying liabilities as current or non-current. The amendments clarify:
  • • What is meant by a right to defer settlement
  • • That a right to defer must exist at the end of the reporting period
  • • That classification is unaffected by the likelihood that an entity will exercise its deferral right
  • • That only if an embedded derivative in a convertible liability is itself an equity instrument would the terms of a liability not impact its classification

In addition, a requirement has been introduced to require disclosure when a liability arising from a loan agreement is classified as non-current and the entity's right to defer settlement is contingent on compliance with future covenants within twelve months. The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must be applied retrospectively.

  • In September 2022, the IASB issued amendments to IFRSG 16 to specify the requirements that a seller-lessee uses in measuring the lease liability arising in a sale and leaseback transaction, to ensure the seller-lessee does not recognise any amount of the gain or loss that relates to the right of useG it retains. The amendments are effective for annual reporting periods beginning on or after 1 January 2024 and must applied retrospectively to sale and leaseback transactions entered into after the date of initial application of IFRSG 16. Earlier application is permitted and that fact must be disclosed.

New IFRSG standards, amendments and interpretations not yet endorsed by the European Union:

The Group does not expect the adoption of the standards and amendments described below to have a material impact on its consolidated financial statements, nor does it anticipate the early adoption of new accounting standards, amendments and interpretations.

  • On 25 May 2023, the IASB issued amendments to IASG 7 and IFRSG 7 "Supplier Finance Arrangements": the amendments clarify the characteristics of an arrangement for which an entity is required to provide the information. They also require entities to disclose information that allows users to assess how supplier finance arrangements affect an entity's liabilities, cash flows and exposure to liquidity risk. Such information may consist of the terms and conditions of these arrangements and the carrying amount of the supplier finance arrangement financial liabilities. The amendments will be applied to annual reporting periods beginning on or after 1 January 2024, with early adoption permitted.
  • On 25 August 2023, the IASB issued amendments to IASG 21 "Lack of Exchangeability". The amendments clarify how an entity should assess whether a currency is exchangeable, and how it should determine a spot exchange rate when exchangeability is lacking. They also explain how an entity should specify information disclosures so that they help users of financial statements understand the impact of a currency that is not exchangeable. The amendments will be applied prospectively to annual reporting periods beginning on or after 1 January 2025, with early adoption permitted.

1.3. Presentation of the consolidated financial statements

The consolidated financial statements are presented in euros (EUR or €).

They are prepared based on historical cost with the exception of the following assets:

  • Biological assets (current) (IAS 2, IAS 41), securities measured at fair value through other comprehensive incomeG, all of which are recognised at fair value;
  • Property, plant and equipment acquired as part of a business combination (IFRS 3), which are measured initially at their fair value at the date of acquisition.

The accounting principles and rules are applied in a consistent and permanent way within the Group. The consolidated financial statements are prepared for the accounting year ending on 31 December 2023, and are presented before the Annual General Meeting of shareholders that approves the allocation of the parent company's income.

As of 1 January 2023, the Group adopted the following amendments without any material impact on the Group's consolidated financial statements:

  • IFRS 17 "Insurance Contracts" and its amendments: establishes principles for the recognition, measurement and presentation of insurance contracts. Under IFRS 17, insurance performance should be measured at its current execution value and provide a more consistent measurement and presentation method for all types of insurance contracts. IFRS 17 replaces IFRS 4 "Insurance contracts" and its interpretations.
  • Amendments to IAS 12 "Deferred Tax related to Assets and Liabilities arising from a Single Transaction": the amendments narrowed the scope of the recognition exemption in paragraphs 15 and 24 of IAS 12 (recognition exemption) so that it no longer applies to transactions that, on initial recognition, give rise to equal taxable and deductible temporary differences.
  • Amendments to IAS 8 Definition of Accounting Estimates: the amendments to IAS 8 clarify the distinction between changes in accounting estimates, changes in accounting policies and the correction of errors. They also clarify how entities use measurement techniques and inputs to develop accounting estimates.
  • Amendments to IAS 1 and IFRS Practice Statement 2 Disclosure of Accounting Policies: the amendments to IAS 1 and IFRS Practice Statement 2 Making Materiality Judgements provide guidance and examples to help entities apply materiality judgements to accounting policy disclosures. The amendments aim to help entities provide accounting policy disclosures that are more useful by replacing the requirement for entities to disclose their 'significant' accounting policies with a requirement to disclose their 'material' accounting policies and adding guidance on how entities apply the concept of materiality in making decisions about accounting policy disclosures.
  • Amendments to IAS 12 "International Tax Reform Pilar Two Model Rules": on 23 May 2023, the IASB issued amendments to IAS 12 in order to respond to concerns about the potential implications of the OECD Pillar Two model rules. The amendments introduce, in IAS 12, a mandatory exception from recognising and disclosing deferred tax assets and

liabilities related to Pillar Two income taxes on the one hand, and disclosure requirements on the other. The latter are intended for affected entities to help users of the financial statements have a better understanding of the exposure to Pillar Two income taxes that arise from that legislation, in particular before its effective date. The consequences of this amendment are further disclosed in Note 13.

1.4. Consolidation principles

The consolidated financial statements include the financial statements of the parent company Socfinaf as well as those of the companies controlled by the parent ("subsidiaries") and those of the companies in which Socfinaf has exercised significant influence ("associates"), all of which constitute the "Group".

All companies included in the scope of consolidation as of 31 December 2023 close their accounts on 31 December.

a) Subsidiaries

In accordance with IFRS 10, an investor has control when it fulfills three conditions:

  • 1) It holds power over the entity;
  • 2) It is entitled to or is exposed to variable returns from its involvement;
  • 3) It has the ability to use its power over the entity to affect returns.

Currently, the Group holds the majority of the voting rights in the entities.

Income and expenses from subsidiaries acquired or sold during the year are included in the consolidated income statement, respectively, from the date of acquisition to the date of disposal.

Profit or loss and components of other comprehensive income are attributed to the equity holders of the parent of the Group and to the non-controlling interestsG, even if this results in the non-controlling interestsG having a deficit balance.

Where appropriate, restatements are made to the financial statements of the subsidiaries to align the accounting principles used with those of the Group.

All intra-group balances and transactions are eliminated upon consolidation.

If the Group loses control over a subsidiary, it derecognises the related assets (including goodwill), liabilities, non-controlling interestG and other components of equity. Any residual gain or loss is recognised in profit or loss, while any investment retained is recognised at fair value.

b) Investments in associates and joint ventures

An associate is a company over which the Group exercises significant influence through its participation in the financial and operational decisions of this company, but over which it has no control. Significant influence is presumed when the Group holds, directly or indirectly through its subsidiaries, between 20% and 50% of the voting rights. A joint venture is a joint arrangement whereby the parties that have joint control ofthe arrangement have rights to the net assets of the arrangement. Joint control is the contractually agreed sharing of control of an arrangement (i.e. decisions require unanimous consent of the parties sharing control).

Associates and joint ventures are accounted for using the equity method. Under this method, the Group's interest in the associate and joint venture is initially recognised at cost in the statement of financial position and subsequently adjusted to recognise the Group's share of movements in profit and loss and other comprehensive incomeG.

The profit or loss statement reflects the Group's share in the results of the associate or joint venture's operations. Any change in other comprehensive incomeG of those investees is presented as part of the Group's other comprehensive incomeG. Unrealised gains and losses resulting from transactions between the Group and the associate or joint venture are eliminated to the extent of the interest in the associate or joint venture.

Investments in associates and joint ventures are included in the consolidated financial statements using the equity method from the date on which significant influence begins until the date when this influence ceases. The carrying amount of positive goodwill that results from the acquisition of associates and joint ventures is included in the carrying amount of the investment and is not tested for impairment

separately. An impairment test is performed if an objective indication of impairment is identified. Impairment is recognised, if necessary, in the income statement under the heading "Share of the Group in the result from associates".

The list of subsidiaries and associated companies (including joint ventures) of the Group is presented in Note 2.

1.5. Changes in accounting policies, errors and changes in estimates

A change in accounting policy is applied only if it meets the requirements of a standard or of an interpretation or if it permits more reliable and relevant information. Changes in accounting policies are accounted for retrospectively, except in the case of transitional provisions specific to the standard or interpretation. A material error, when discovered, is also adjusted retrospectively.

Uncertainties inherent to the activity require the use of estimates when preparing financial statements. The estimates are based on judgments intended to give a reasonable assessment of the latest reliable information available. An estimate is revised to reflect changes in circumstances, new information available and the effects of experience.

1.6. Business combinations

IFRS 3 "Business Combinations" provides the accounting basis for recognising business combinations and changes in interests in subsidiaries after obtaining control.

For each business combination, the Group elects whether to measure the non-controlling interestsG in the acquiree at fair value or at the proportionate share of the acquiree's identifiable net assets.

Changes in interest in a subsidiary that do not result in loss of control are accounted for as equity transactions.

1.7. Goodwill

Goodwill is the difference on the date of acquisition between the fair value of the consideration given in exchange for taking control, the value of noncontrolling interestsG, the fair value of previous equity investments and the fair value of identifiable assets and liabilities and contingent liabilities of the acquiree.

When disposing of a subsidiary, the residual amount of goodwill attributable to the subsidiary is included in the calculation of the disposal's result.

1.8. Gain on a bargain purchase

Gain on a bargain purchase represents the excess of the Group's interest in the fair value of identifiable assets and liabilities, and the contingent liabilities of a subsidiary or associate on the cost of acquisition on the acquisition date.

Insofar as gain on a bargain purchase remains after considering and reassessing the fair value ofidentifiable assets and liabilities as well as of contingent liabilities of a subsidiary or associate, it is recognised directly as an income in the income statement.

1.9. Foreign currency conversion

In the financial statements of Socfinaf and of each subsidiary,transactions in foreign currency are recorded, upon initial recognition, in the functional currency of the company concerned. The exchange rate in force is applied on the transaction date. At closing, monetary assets and liabilities denominated in foreign currencies are converted on the last day of the year. Gains and losses arising from the realisation or translation of monetary items denominated in foreign currencies are recorded in the income statement for the year.

On consolidation, the assets and liabilities of companies whose accounts are held in a currency other than the euro are translated into euros at the exchange rate prevailing on the closing date. Income and expenses are converted into euros at the average exchange rate for the year. Any exchange differences are classified as equity under "Translation differences". In the event of a disposal, the translation differences relating to the company concerned are recognised in the income statement for the year in which the sale occurred.

Goodwill and fair value adjustments arising on the acquisition of a foreign entity are treated as assets and liabilities of the foreign entity and translated at the closing rate.

The following exchange rates have been used for the conversion of the consolidated financial statements:

Closing rate Average rate
1 euro equals to: 31/12/2023 31/12/2022 2023 2022
Euro 1.000 1.000 1.000 1.000
CFA franc 655.957 655.957 655.957 655.957
Ghanaian cedi 13.1274 9.1472 12.0698 8.4184
Nigerian naira 994.55 478.92 661.63 445.11
Dobra of São Tomé 24.50 24.50 24.50 24.50
Congolese franc 2,961 2,151 2,514 2,103
American dollar 1.1050 1.0666 1.0826 1.0479

1.10. Intangible assets

Intangible assets are stated at their acquisition cost less accumulated depreciation and any impairment losses.

Amortisation is applied on a straight-line basis based on an estimate of the useful life of the asset in question. Intangible assets are not subject to revaluation. When the recoverable value of an asset is lower than its book value, the latter is reduced to reflect this loss in value.

The estimated useful lives are as follows:

Patents 3 to 5 years
Other intangible assets 3 to 5 years
Software 3 to 5 years
ConcessionsG Length of the concessionsG

Amortisation starts from the date when the asset is available to use.

Gains or losses arising from derecognition of assets (i.e. the difference between the disposal proceeds and the carrying amount of the asset) are included in the income statement when assets are derecognised.

1.11. Property, plant, equipment

Tangible fixed assets are recorded at their acquisition cost less accumulated amortisation and any impairment losses.

Property, plant and equipment in progress is carried at cost less any identified impairment.

Depreciation is applied on a straight-line basis, according to an estimate of the useful life for each significant component of the asset in question. When the recoverable value of an asset is lower than its book value, the latter is reduced to reflect this loss in value.

The estimated useful lives are as follows:

Buildings 20 to 50 years
Technical installations 3 to 20 years
Furniture, vehicles and others 3 to 20 years

Depreciation starts from the date that the assets are available to use.

Land is not subject to depreciation.

Gains or losses arising from the derecognition of assets (i.e. the difference between the disposal proceeds and the carrying amount of the asset) are included in the income statement when assets are derecognised.

1.12. Bearer biological assets

The Group has biological assets inAfrica. Bearer plants, mainly consisting of palm oil and rubber plantations, are valued by using the cost model, according to the principles defined in IAS 16 "Property, plant and equipment".

Biological assets at the time of harvest, in particular for palm bunches, palm oil and rubber, are evaluated according to the principles defined by IAS 41 "Agriculture".

Bearer biological assets

Producer biological assets are recorded at acquisition cost, less accumulated amortisation and any impairment losses.

Depreciation is applied according to the straight-line method based on an estimate of the useful life. When the recoverable amount of an asset is less than its carrying amount, the carrying amount is reduced to reflect that impairment.

The estimated useful lives are as follows:

Bearer plants – Palm 20 to 26 years
Bearer plants - Rubber 20 to 33 years

The depreciation starting date is the date of transfer of biological assets in production (i.e. asset being mature). This transfer takes place in the fourth year after palm oil tree planting and in the seventh year after rubber tree planting. For each entity, the operating period can be adapted according to the particular circumstances.

Agricultural production

Agricultural production at harvest is valued at fair value less the estimated costs necessary to complete the sale.

There are no observable data for agricultural production (palm harvest, latex). The World Bank publishes price forecasts for dry rubberG (finished product). These forecasts are based on the RSS3G grade (smoked sheetG) that is not produced by the Group. Lastly, and even more so, there are no observable prospective data relating to the Group's agricultural production. The price of a standard product in a global market is not sufficiently representative of the economic reality in which the various entities of the Group intervene. This price can hence not be used as a reference for valuation.

As a result, each entity determines the fair value of agricultural production based on actual market prices obtained over the past year.

The Group considers produce that grows on mature plantations (oil in the palm fruits and produce of rubber) as biological assets, in accordance with IAS 41 principles. This produce is measured at fair value until the point of harvest. Any resultant gains or losses arising from changes in fair value are recognised in the income statement.

1.13. Leases

The Group assesses at contract inception whether a contract is, or contains, a lease. That is, if the contract conveys the right to control the use of an identified asset for a period of time in exchange for consideration.

The Group applies a single recognition and measurement approach for all leases, except for shortterm leases and leases of low-value assets (mainly IT equipment), for which payments associated are recognised as an expense in the income statement. The Group recognises lease liabilities to make lease payments and right-of-use assets representing the right to use the underlying assets.

The Group leases offices and agricultural land for terms ranging from 1 to 99 years, as well as vehicles and equipment for terms ranging from 1 month to 5 years.

The Group's lease contracts are standard contracts that do notinclude additional non-leasing components, except for some vehicle lease contracts that include a maintenance service. The Group has used the practical expedient that allows the non-segregation of the lease component from the non-lease component for these contracts.

Assets and liabilities related to lease contracts are initially measured at the present value of the fixed payments, including in-substance fixed payments less any lease incentives receivable. Lease payments to be made under reasonably certain extension options are also included in the measurement of the liability. To this purpose, the management considers all facts and circumstances that may create an incentive to exercise a renewal option or not to exercise an early termination option. The lease liability is remeasured if there is a change in the lease term, in the lease payment or in the assessment of an option to purchase the underlying asset.

As the implicit interest rate is unknown for all the Group's contracts, the incremental borrowing rate was used to discount the lease payments. The incremental borrowing rate is the rate that the lessee would have to pay to borrow, for a similar term and with a similar guarantee, the funds necessary to acquire an asset whose value is similar to the asset under the right-ofuse in a similar economic environment.

In determining the incremental borrowing rate, the Group:

  • where possible, uses the most recent financing received by the lessee as a starting point, which was adjusted to reflect the change in financing conditions since the financing was received;
  • uses a build-up approach starting with a risk-free rate which was adjusted for credit risk for leases for entities with no recent external financing;
  • makes lease specific adjustments (such as term, country, currency and collateral).

The discount rates used by the Group range between 1.75% and 19.9%.

Lease payments are allocated between the repayment of the principal amount of the lease liabilities and interest expense. Interest expense is recognised in the income statement for the period over the term of the lease. Right-of-use assets are depreciated on a straight-line basis over the shortest of useful life and lease term.

The Group applies IAS 36 to determine whether a right-of-use asset is impaired and recognises any impairment loss as described in Note 9: Impairment of assets.

1.14. Impairment of assets

Goodwill is not amortised, but is tested for impairment at least once a year, and whenever there is an indication of impairment.

In addition, at each reporting date, the Group reviews the carrying amounts of its intangible and tangible assets, including its organic producing assets, in order to assess whether there is any indication that its assets may have lost value. If there is such an indication, the recoverable amount of the asset is estimated to determine, if applicable, the amount of the loss or impairment. The recoverable amount is the highest of the fair value less the costs to sell the asset and the value in use.

The fair value of property, plant and equipment and intangible assets is the present value of estimated future cash flows expected from the use of an asset or cash-generating unit. When it is not possible to estimate the recoverable amount of an isolated asset, the Group determines the recoverable amount of the cash-generating unit to which the asset belongs.

If the recoverable amount of an asset (or a cashgenerating unit) is estimated to be less than its carrying amount, the carrying amount of the asset (cash-generating unit) is reduced to its recoverable amount. Impairment losses are immediately recognised as expenses in the income statement.

When an impairment loss which was recognised in a prior period no longer exists or needs to be written down, the carrying amount of the asset (cashgenerating unit) is increased to the extent of the revised estimate of its recoverable amount. However, this increased carrying amount may not exceed the carrying amount that would have been determined if no impairment loss had been recognised for the asset (cash-generating unit) in prior years. The reversal of an impairment loss is recognised immediately in income in the income statement.

Itis not possible to subsequently reverse an impairment loss recorded on goodwill.

1.15. Inventories

Inventories are recorded at the lower of cost and net realisable value. Cost includes direct material costs and, if applicable, direct labour costs and directly attributable overhead costs.

Where specific identification is not possible, the cost is determined based on the weighted average cost method. Net realisable value is the estimated selling price in the ordinary course of business less estimated costs of completion and the estimated costs necessary to complete the sale (primarily selling expenses).

Impairment or loss on inventory to net realisable value is recognised as an expense in the period in which the impairment or loss occurred.

As explained in Note 1.12. Bearer biological assets, agricultural production is measured at fair value less estimated costs necessary to make the sale.

1.16. Trade receivables

Trade receivables are valued attheir nominal value and do not bear interest. The Group applies a simplified approach and records a provision for expected losses over the life of the receivables. This provision for losses is an amount that the Group considers a reliable

estimate of the inability of its customers to make the required payments (refer to Note 34).

1.17. Cash and cash equivalents

Cash and cash equivalents include cash, demand deposits, short-term deposits of less than 3 months, as well as investments that are subject to a negligible risk of change in value and are easily convertible into a known amount of cash, having a maturity of three months or less.

1.18. Financial instruments

Financial assets and liabilities are recognised in the consolidated statement of the financial position when the Group becomes a party to the contractual provisions of the instrument.

Loans and borrowings

The Group's business model for financial assets management describes the way it manages its financial assets in order to generate cash flows. The business model determines whether cash flows will result from the collection of contractual cash flows, from the disposal of financial assets, or both. Financial assets classified and measured at amortised cost are held in a business model with the aim to hold financial assets and collect contractual cash flows. Long-term advances and other receivables are held for the sole purpose of collecting principal and interest. As such, they comply with the "Solely Payments of Principal and Interest" (SPPIG) model. They are accounted for using the amortised cost method.

Loans bearing interest are recorded at the net value of the amounts given, less direct costs of issue. Financial income is added to the carrying amount of the instrument to the extent that it is not received in the period in which it occurs. Interest is calculated using the effective interest rate method.

The Group applies the low credit risk simplification: at every reporting date, the Group evaluates whether the debt instrument is considered to have low credit risk using all reasonable and supportable information that is available without undue cost or effort. In making that evaluation, the Group reassesses the internal credit rating of the debt instrument. In addition, the Group considers that there has been a significant increase in credit risk when contractual payments are more than 30 days past due.

Interest-bearing borrowings and overdrafts are recorded for the net value of amounts received, minus direct issue costs. Financial expenses are recognised in income statement and are added to the carrying amount of the instrument to the extent that they are unpaid in the year in which they occur.

The carrying amount is a reasonable approximation of fair value in the case of financial instruments such as borrowings and debts with short-term maturity.

The fair value measurement of borrowings and debts with financial institutions, other than in the short term, depends both on the specifics of the loans and on current market conditions. The fair value was calculated by discounting the expected future cash flows at the re-estimated interest rates prevailing at the balance sheet date over the remaining term of repayment of the loans (Refer to Note 25).

The Group relied on the evolution of the interest rate of the European Central Bank adjusted for the specific risk inherent in each financial instrument, as a reasonable benchmark for estimating the fair value of such borrowings (see Note 25).

Financial assets designated at fair value through OCI (equity instruments)

Upon initial recognition, the Group can elect to classify irrevocably its equity investments as equity instruments designated at fair value through OCI if they meet the definition of equity under IAS 32 Financial Instruments: Presentation and are not held for trading. The classification is determined on an instrument-by-instrument basis.

Gains and losses on these financial assets are never recycled into profit or loss. Dividends are recognised as other income in the statement of profit or loss when the right of payment has been established, except when the Group benefits from such proceeds as a recovery of part of the cost of the financial asset, in which case, such gains are recorded in OCI. Equity instruments designated at fair value through OCI are not subject to impairment assessment.

The Group elected to classify irrevocably its non-listed equity investments under this category. The Group continues to hold these equity investments (also refer to Note 12).

Other financial assets and liabilities

Other financial assets (trade receivables, other receivables, ...) and liabilities (trade payables, other payables, ...) are recorded at their acquisition cost. The fair value of other financial assets and liabilities is estimated to be close to the carrying amount.

The receivables are valued at their nominal value (at cost) less any write-downs covering amounts considered as non-recoverable if the Group deems it necessary. Impairment of assets is recognised in the income statement under "Other operating income/ expenses". The Group has established a provision matrix, based on its historical credit loss experience (average default over several years), which was adjusted for prospective factors specific to the debtors and the economic environment. The carrying amount of the asset is reduced using a provision account, and the amount of the loss is recognised in the consolidated income statement. The Board of Directors of each subsidiary evaluates the receivables individually. Value adjustments are determined by taking into account the local economic reality of each country. They are reviewed at the reception of new events and at least annually.

1.19. Provisions

Provisions occur when the Group has a present obligation (legal or constructive) as a result of a past event. This present obligation will probably lead to an outflow of economic benefits, insofar as they can be reasonably estimated.

Restructuring provisions occur when the Group has come up with a formal and detailed plan for the restructuring, which has been notified to the affected parties.

1.20. Pension obligations

Defined contribution plans

The defined contribution plans designate the postemployment benefit plans under which the Group pays defined contributions to external insurance companies for certain categories of employees. Payments made under these pension plans are recognised in the income statement in the year when they are due.

As these plans do not generate future commitments for the Group, they do not give rise to provisions.

Defined benefit plans

The defined benefit plans refer to post-employment benefit plans that provide additional income to certain categories of employees for services rendered during the year and prior years.

This guarantee of additional resources is a future expenditure for the Group for which a commitment is calculated by independent actuaries at the end of each financial year.

The actuarial assumptions used to determine the liabilities vary according to the prevailing economic conditions in the country in which the plan is located.

The discount rates applicable to post-employment benefit obligations should be determined by reference to the market yields on high quality corporate bonds that are appropriate/relevant to the estimated timing of benefit payments at the balance sheet date.

The Group decided to calculate discount rates using an economic approach for high-quality corporate bonds whose duration corresponds to the terms of employee benefits in the countries concerned. In the countries where there is no active market for such obligation, the Group refers to the market yields (at the end of the reporting period) of government bonds. The currency and duration of these corporate or government bonds must correspond to the currency and estimated duration of the post-employment benefit obligations.

The cost of corresponding commitments is determined by using the projected unit credit method, with a discounted value calculation at the balance sheet date in accordance with the principles of IASG 19 "Employee Benefits".

All changes in the amount of defined benefit pension obligations are recognised as soon as they occur.

Remeasurements of defined benefit pension obligations, including actuarial gains and losses, should be recognised immediately in "Other comprehensive income"G.

The costs of services rendered during the period, past service costs (plan amendment) and net interest are recognised as an expense immediately.

The amount recognised in the statement of financial position consists of the present value of the defined benefit plans' pension obligations. This value has been adjusted for actuarial gains and losses, minus the fair value of plan assets.

1.21. Revenue recognition

The Group's revenues derive from the performance obligation to transfer the control of products under arrangements. According to these arrangements, the transfer of control and the fulfilment of the performance obligation occur at the same time.

The point of control of the asset by the customer depends on the moment when the goods are made available to the carrier or when the buyer takes possession of the goods. This also depends on the delivery conditions. With regards to the Group's activities, the recognition criteria are generally met: (a) for export sales, where the time of the transfer of deed is based on the incoterms;

(b) forlocal sales, depending on the delivery conditions, either when the goods leave the premises or when the customer takes possession of the goods.

This is the moment when the Group has fulfilled its performance obligations.

Revenues are valued at the transaction price of the consideration received or receivable, to which the company expects to be entitled.

The selling price is determined at the market price and, in a few cases, is contractually determined on a provisional basis using a reliable estimate. In the latter case, price adjustments can then take place depending on the movements between the reference price and the final price, as recognised.

The Group considers itself to be the principal in its revenue arrangements, because it controls the goods sold before transferring them to the customers.

As at 31 December 2023, revenue from the major Group customer accounted for approximately EUR 197.8 million (2022: EUR 247.5 million) of total Group revenue.

1.22. Taxes

Currenttax is the amount oftax payable orrecoverable on the profit or loss of a financial year.

Temporary differences between the book values of assets and liabilities and their tax bases give rise to the recognition of a deferred tax using the tax rates. The application of the latter is provided for when reversing the temporary differences, as adopted on the closing date.

Deferred tax is recognised for all taxable temporary differences, except when the deferred tax is generated:

  • by goodwill or;
  • by the initial recognition of an asset or liability in a transaction which is not acquired through a business combination. It does not affect neither the accounting profit nor the taxable profit (tax loss), and does not give rise to equal taxable and deductible temporary differences at the time of the transaction.

A deferred tax liability is recognised for all taxable temporary differences related to investments in subsidiaries and associates, unless the date on which the temporary difference will be reversed can be controlled and will most likely not be reversed in the foreseeable future.

A deferred tax asset is recognised in order to carry forward unused tax losses and tax credits, so that future taxable profits, on which these unused tax losses and tax credits can be charged, will likely be available.

Deferred tax is recognised in the income statement unless it relates to items that have been directly recognised, either in equity or in other comprehensive income.

The Group applies the mandatory exception to recognise and disclose information about deferred tax assets and liabilities related to Pillar Two income taxes.

1.23. Segment information

IFRSG 8 – Operating Segments requires operating segments to be identified based on an internal reporting. This internal reporting is analysed by the

entity's chief operating decision-maker, in order to assess performance and make resource decisions for the segments.

The identification of these operational sectors originates from the information that is analysed by the management. This information based on the geographic distribution of political and economic risks and on the analysis of individual social accounts at historical cost.

1.24. Use of estimates

For the preparation of consolidated financial statements in accordance with IFRS, the Group's management has made use of its best estimates to make assumptions on the extent to which the following aspects were affected: the carrying amount of assets and liabilities, information on assets and liabilities, contingent liabilities and the carrying amount of income and expenses recorded during the period. Depending on the evolution of these assumptions or changing economic conditions, the amounts that will appear in the Group's future consolidated financial statements may still differ from current estimates. Material accounting policies, for which the Group has made estimates, mainly concern the application of IASG 19 - Employee Benefits (Note 22), IASG 41 - Agriculture and IASG 2 - Inventories (Notes 7 and 16), IASG 16 - Property, Plant and Equipment (Note 6), IASG 36 - Impairment of Assets (Notes 6, 7 and 9), IFRSG 9 - Financial Instruments (Note 25) and IFRSG 16 – Leases (Note 4).

In the absence of observable data within the scope of IFRSG 13 – Fair Value Measurement, the Group makes use of a model that was developed to assess the fair value of agricultural production, using local production costs and conditions, and local sales (Refer to Note 1.12).

This method is inherently more volatile than assessment at historical cost.

1.25. Non-Current Assets held for sale

Non-current assets (or disposal groups) are classified as assets that are held for sale when their carrying amount is to be recovered principally through a sale transaction and when a sale is considered highly probable. If their carrying amount is recovered principally through a sale transaction rather than through continuing use, these assets are stated at the lowest of the carrying amount and fair value, less the costs of disposal (Note 38).

1.26. Going concern

As at 31 December 2023, liabilities due within 12 months (EUR 166,616,651) do not exceed assets due within 12 months (EUR 190,524,288).

1.27. Hyperinflation

The accounts of entities whose economies are in hyperinflation are translated in accordance with the standard IAS 29 – Financial reporting in hyperinflationary economies. Monetary items in the balance sheet are not restated, as they are already expressed in the measuring unit current at the end of the reporting period, unlike non-monetary items, which are restated in terms of the measuring unit current at the end of the reporting period. In accordance with IAS 21 Foreign exchange, as comparative amounts are translated into the currency of a non-hyperinflationary economy, they do not need to be restated.

Sierra Leone

Since October 2023, Sierra Leone is considered hyperinflationary. IAS 29 is applicable to entities whose functional currency is the Leone of Sierra Leone (SLL). The functional currency of the subsidiary located in Sierra Leone is the US dollar. Consequently, IAS 29 has no incidence on the Group financial statements in Sierra Leone.

Ghana

Since October 2023, Ghana is considered hyperinflationary. IAS 29 is applicable to entities whose functional currency is the Ghanaian Cedi (GHS). The functional currency of the subsidiary located in Ghana is the Ghanaian Cedi. Consequently, non-monetary items of the subsidiary located in Ghana have been restated in terms of the measuring unit current at the end of the reporting period (refer to Notes 4, 6 and 7), corresponding to the Ghana Consumer Price Index (CPI), provided by the Government of Ghana Statistical Service.

1.28. Climate effect

The Group considered the potential impact of climate change, which may affect positively or negatively the Group's biological assets, and thus the financial performance of the Group. Among climate factors, the distribution of rainfall and sunshine are the most important ones.

The Group considered climatic events such as severe wind or fires in the valuation of the biological assets. However, given current knowledge, distinguishing the impact of natural climate changes from climate impact caused by anthropic activity remains difficult.

The Management Board considered various documentation in its assessment of the impact, such as the last Intergovernmental Panel on Climate Change (IPCC) reports but also the data coming from the agronomic departments which reflect the potential effect of climate change over the past years. Budgets are adjusted to integrate the operational needs that may result of the impact of those changes and the value in use of the biological assets is aligned consequently (Note 1.14 and Note 9). From a social stand point, the effect of climate change are integrated through the regular updates of the data used for the calculation of the employee benefit provision (Note 22).

The Management Board will continue to consider the potential impact of climate change in its assessments, and will integrate any new potential impact that could lead to a material change in the Group's financial statements.

1.29. Geopolitical uncertainties

In February 2022, a number of countries (including the US, UK and EU) imposed sanctions against certain entities and individuals in Russia as a result of the official recognition of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Announcements of potential additional sanctions were made following military operations initiated by Russia against Ukraine on 24 February 2022.

On 7 October 2023 Palestinian militant groups led by Hamas launched a coordinated surprise offensive on Israel resulting in more than 1,200 deaths, primarily Israeli citizens. Following this attack, Israel declared itself in a state of war for the first time since the Yom Kippur War in 1973.

Due to the geopolitical tensions, since February 2022, there has been a significant increase in volatility on the securities and currency markets. The conflicts have had a significant impact on the financial markets, with many investors concerned about the risk of further escalation and the ensuing impact on global trade and economic growth.

Although the aforementioned aspects have not significantly impacted the company's operations nor performance and going concern during 2023, the Board of Directors continues to monitor the evolving situation and its impact on the company's financial position and results.

1.30. Environmental, Social and Governance

The Group has described its ambitions and objectives in terms of environment, social responsibilities and governance in a separate Sustainability Report that can be accessed on Socfinaf website.

Management has performed a preliminary assessment to measure the financial impacts of those objectives on the consolidated financial statements. Based on this assessment, Management was able to conclude that most of the commitments described in the Sustainability Report have already been incorporated in the budgets of the subsidiaries of Group. Those budgets are mainly used for the determination of internal indicators of impairment but also as a basis for the determination of the expected growth rates of the companies. A further description for the assessment of impairment indicators is provided in Notes 1.14 and 9.

Note 2. Subsidiaries and associates

% Group
Interest
% Group
Control
Consolidation
Method (*)
% Group
Interest
% Group
Control
Consolidation
Method (*)
2023 2023 2023 2022 2022 2022
AFRICA
Rubber and palm
SOCIETE DES CAOUTCHOUCS DE GRAND-BEREBY "SOGB" S.A. 63.69 73.16 FI 63.69 73.16 FI
PLANTATIONS SOCFINAF GHANA "PSG" LTD 100.00 100.00 FI 100.00 100.00 FI
OKOMU OIL PALM COMPANY PLC 66.38 66.38 FI 66.38 66.38 FI
SOCIETE AFRICAINE FORESTIERE ET AGRICOLE DU CAMEROUN
"SAFACAM" S.A.
69.05 69.05 FI 69.05 69.05 FI
SOCIETE CAMEROUNAISE DE PALMERAIES "SOCAPALM" S.A. 67.46 67.46 FI 67.46 67.46 FI
Rubber
LIBERIAN AGRICULTURAL COMPANY "LAC" 100.00 100.00 FI 100.00 100.00 FI
SALALA RUBBER CORPORATION "SRC" 100.00 100.00 FI 100.00 100.00 FI
SUD COMOË CAOUTCHOUC "SCC" S.A. 60.95 70.01 FI 60.95 70.01 FI
Palm
SOCFIN AGRICULTURAL COMPANY "SAC" LTD 93.00 93.00 FI 93.00 93.00 FI
SOCIETE DES PALMERAIES DE LA FERME SUISSE "SPFS" S.A. 67.46 100.00 FI 67.46 100.00 FI
AGRIPALMA LDA 88.00 88.00 FI 88.00 88.00 FI
BRABANTA S.A.U. 100.00 100.00 FI 100.00 100.00 FI
Other activities
BEREBY-FINANCES "BEFIN" S.A. 87.06 87.06 FI 87.06 87.06 FI
CAMSEEDS S.A. 67.52 100.00 FI 67.61 100.00 FI
EUROPE
Other activities
CENTRAGES S.A. 50.00 50.00 EM 50.00 50.00 EM
IMMOBILIERE DE LA PEPINIERE S.A. 50.00 50.00 EM 50.00 50.00 EM
INDUSERVICES S.A. 30.00 30.00 EM 30.00 30.00 EM
INDUSERVICES FR S.A. 50.00 50.00 EM 50.00 50.00 EM
SOCIETE ANONYME FORESTIERE AGRICOLE "SAFA" S.A.S. 100.00 100.00 FI 100.00 100.00 FI
SOCFINCO S.A. 50.00 50.00 EM 50.00 50.00 EM
SOCFINCO FR S.A. 50.00 50.00 EM 50.00 50.00 EM
SOCFINDE S.A. 20.00 20.00 EM 20.00 20.00 EM
SODIMEX FR S.A. 50.00 50.00 EM 50.00 50.00 EM
SOGESCOL FR S.A. 50.00 50.00 EM 50.00 50.00 EM
STP INVEST S.A. 100.00 100.00 FI 100.00 100.00 FI
TERRASIA S.A. 33.28 33.28 EM 33.28 33.28 EM

(*) Consolidation method: FI: Full Integration - EM: Equity Method – NC: Not Consolidated

List of subsidiaries and associated companies

  • * AGRIPALMA LDA is a company located on the island of São Tomé and Principe specialised in the production of palm oil.
  • * BEREBY-FINANCES "BEFIN" S.A. is a holding company under Ivorian law that owns the Ivorian companies SOGB S.A. and SCC.
  • * BRABANTA S.A. is a company under Congolese law specialised in the production of palm oil.
  • * CAMSEEDS S.A. is a company under Cameroonian law specialised in research, development and production of seeds (palm).
  • * CENTRAGES S.A. is a company under Belgian law providing administrative and accounting services and owning three floors of office space in Brussels.
  • * IMMOBILIERE DE LA PEPINIERE "PEPINIERE" S.A. is a company under Belgian law owning three floors of office space in Brussels.
  • * INDUSERVICES S.A. is a company under Luxembourgish law whose purpose is to provide all administrative services to all companies and organisations, including all services relating to documentation, bookkeeping and register services, as well as all representation, study, consultation activities and assistance.
  • * INDUSERVICES FR S.A. is a company under Swiss law whose purpose is to provide all administrative services to all companies, organisations and companies, including all services relating to documentation, bookkeeping and register services, as well as all representation, study, consultation activities and assistance. In addition, it provides all Group companies with access to the common IT platform.
  • * LIBERIAN AGRICULTURAL COMPANY "LAC" is a company under Liberian law that specialises in the production of rubber.
  • * OKOMU OIL PALM COMPANY "OKOMU" PLC is a company under Nigerian law specialised in the production of palm and rubber products.
  • * PLANTATIONS SOCFINAF GHANA "PSG" LTD is a company under Ghanaian law specialised in the production of palm and rubber products.
  • * SOCIETE AFRICAINE FORESTIERE ET AGRICOLE DU CAMEROUN "SAFACAM" S.A. is a company under Cameroonian law active in the production of palm oil and the cultivation of rubber trees.
  • * SALALA RUBBER CORPORATION "SRC" is a company under Liberian law active in the cultivation of rubber trees.
  • * SOCIETE CAMEROUNAISE DE PALMERAIES "SOCAPALM S.A." is active in Cameroon in the production of palm oil and rubber cultivation.
  • * SOCFIN AGRICULTURAL COMPANY "SAC" LTD is a company located in Sierra Leone specialised in the production of palm oil.
  • * SOCFIN CONSULTANT SERVICES "SOCFINCO" S.A. is a company established in Belgium providing technical assistance, agronomic and financial services.
  • * SOCFINCO FR S.A. is a Swiss company providing services, studies and management of agro-industrial plantations.
  • * SOCIETE ANONYME FORESTIERE AGRICOLE "SAFA" is a company under French law that holds a stake in a plantation in Cameroon, Safacam S.A.
  • * SOCFINDE S.A.is a finance holding company under Luxembourgish law.
  • * SOCIETE DES PALMERAIES DE LA FERME SUISSE "SPFS" S.A. is active in Cameroon in the production, processing and marketing of palm oil.
  • * SODIMEX FR S.A. is a company under Swiss law active in the field of purchase and sale of planting material.
  • * SOCIETE DES CAOUTCHOUCS DE GRAND-BEREBY "SOGB" S.A. is a company under Ivorian law specialised in the production of palm and rubber products.
  • * SOGESCOL FR S.A. is a Swiss company active in the tropical products trade.
  • * STP INVEST S.A. is a company under Belgian law with a stake in Agripalma LDA.
  • * SUD COMOE CAOUTCHOUC "SCC" S.A. is a company under Ivorian law whose activity focuses on the processing and marketing of rubber.
  • * TERRASIA S.A. is a company under Luxembourgish law owning office spaces.

Note 3. Restatement and reclassification

The Group has restated its previously issued consolidated financial statements for the years ended 31 December 2022 and 1 January 2022. The Group has identified a misstatement from prior year. This misstatement has been considered by restating each of the relevant line items in the prior years' financial statements.

Certain items in the reported figures relating to prior year have been reclassified for current year presentation purposes.

The following tables summarise the impact of these restatement and reclassification on the Group's financial statements.

Consolidated statement of financial position:

Impact of the
restatement
Impact of the
reclassification
01/01/2022 Previously
published
(a) (b) (c) Restated
Consolidated reserves 180,034,759 -13,616,155 166,418,604
Translation reserves -63,481,543 -130,011 -63,611,554
Profit / (loss) for the period 72,028,965 72,028,965
Non-controlling interestsG 121,205,286 -7,326,314 113,878,972
Total Equity 309,787,467 -21,072,480 0 288,714,987
Deferred tax liabilities 11,408,890 21,072,480 32,481,370
Long-term debt, net of current portion 234,679,480 5,955,219 240,634,699
Other payables, non-current 7,401,155 -5,955,219 1,445,936
Short-term debt and current portion of
long-term debt 35,588,183 40,403,288 75,991,471
Other payables, current 68,876,569 -40,403,288 28,473,281
TOTAL EQUITY AND LIABILITIES 357,954,277 21,072,480 0 379,026,757
Impact of the
restatement
Impact of the
reclassification
31/12/2022 Previously
published
(a) (b) (c) Restated
Consolidated reserves 253,235,800 -13,854,932 239,380,868
Translation reserves -71,070,327 370,392 -70,699,935
Profit / (loss) for the period 75,584,548 -2,398,815 73,185,733
Non-controlling interestsG 124,791,747 -8,045,799 116,745,948
Total Equity 382,541,768 -23,929,154 0 358,612,614
Deferred tax liabilities 9,219,942 23,929,155 33,149,097
Long-term debt, net of current portion 159,582,281 4,354,848 163,937,129
Other payables, non-current 6,005,420 -4,354,848 1,650,572
Short-term debt and current portion of
long-term debt
43,071,845 40,405,480 83,477,325
Other payables, current 62,447,969 -40,405,480 22,042,489
TOTAL EQUITY AND LIABILITIES 280,327,457 23,929,155 0 304,256,612
Impact of the
Impact of the
restatement
reclassification
For the year ended 31 December 2022 Previously
published
(a) (b)
(c)
Restated
Work performed by entity and capitalised 9,969,880 -9,969,880 0
Raw materialsG and consumables used -182,873,108 4,269,395 -178,603,713
Other expenses -132,268,074 4,130,005 -128,138,069
Staff costs -74,266,738 1,490,510 -72,776,228
Other operating expenses -25,095,805 79,970 -25,015,835
Deferred tax (expense) / income -2,914,673 -3,613,947 -6,528,620
Profit / (loss) for the period 109,649,889 -3,613,947 0
0
106,035,942
Profit / (loss) attributable to non-controlling
interestsG
34,065,341 -1,215,132 32,850,209
Profit / (loss) attributable to the owners of
the Parent
75,584,548 -2,398,814 73,185,734
Gains / (losses) on exchange differences on
translation of subsidiaries
-7,801,046 900,491 -6,900,555
Comprehensive income 103,007,511 -2,713,456 0 100,294,055

Consolidated income statement and statement of comprehensive income:

The restatement (a) corresponds to deferred tax liabilities of one of the subsidiaries in Africa (Okomu), that were understated in prior years.

The reclassification are described below:

  • (b) Loans from shareholders have been reclassified respectively from other payables (non-current) to long-term debt, and from other payables (current) to short-term debt;
  • (c) Work performed by entity and capitalised and related expenses, for several subsidiaries in Africa, have been offset within income statement, in order to impact the statement of financial position movements only.

Undiluted earnings per share for the year ended 31 December 2022 have also been adjusted. The amount of the adjustment to undiluted earnings per share is a decrease of EUR 0.14 per share.

Note 4. Leases

The amounts recognised in the balance sheet related to leases are as follows:

* Right-of-use assets

Furniture,
vehicles and
Land and
concessionG of
agricultural
EUR other Buildings area Total
Gross value as at 1 January 2022 8,334,541 672,164 7,437,970 16,444,675
Additions 2,517,377 0 58,191 2,575,568
Disposals 0 -136,602 0 -136,602
Foreign exchange differences -32,383 -39 86,597 54,175
Gross value as at 31 December 2022 10,819,535 535,523 7,582,758 18,937,816
Accumulated depreciation as at 1 January 2022 -6,173,227 -469,720 -2,316,736 -8,959,683
Depreciation -1,666,422 -36,367 -158,987 -1,861,776
Depreciation reversals 0 40,980 0 40,980
Foreign exchange differences 40,887 11 -28,669 12,229
Accumulated depreciation as at 31 December 2022 -7,798,762 -465,096 -2,504,392 -10,768,250
Net book value as at 31 December 2022 3,020,773 70,427 5,078,366 8,169,566
Gross value as at 1 January 2023 10,819,535 535,523 7,582,758 18,937,816
Additions 10,151,459 0 14,357,096 (*) 24,508,555
Disposals -4,402,886 0 0 -4,402,886
Hyperinflation 0 0 3,213,055 3,213,055
Transfer to assets held for sale 0 0 -185,995 -185,995
Foreign exchange differences -3,219,325 -831 -391,540 -3,611,696
Gross value as at 31 December 2023 13,348,783 534,692 24,575,374 38,458,849
Accumulated depreciation as at 1 January 2023 -7,798,762 -465,096 -2,504,392 -10,768,250
Depreciation -3,641,708 -31,842 -559,689 -4,233,239
Depreciation reversals 4,402,886 0 0 4,402,886
Transfer to assets held for sale 0 0 152,144 152,144
Foreign exchange differences 1,180,354 230 39,566 1,220,150
Accumulated depreciation as at 31 December 2023 -5,857,230 -496,708 -2,872,371 -9,226,309
Net book value as at 31 December 2023 7,491,553 37,984 21,703,003 29,232,540

(*) Additions during the period correspond to the revision of the concession price in Cameroon.

* Lease liabilities

31/12/2023 31/12/2022
EUR EUR
Long-term lease liabilities 24,950,880 8,674,141
Short-term lease liabilities 2,778,042 1,532,064
TOTAL 27,728,922 10,206,205

The amounts recognised in the income statement in relation with the lease contracts are detailed as follows:

2023 2022
EUR EUR
Depreciation of right-of-use assets 4,233,239 1,861,776
Expenses related to short-term leases and leases of low-value assets 2,154,944 1,529,868
Interest expense (included in the financial expenses) 3,411,779 1,041,390
TOTAL 9,799,962 4,433,034

* Agricultural land and concessionsG

The Group does not own all of the land on which its biological-based assets are planted. In general, these lands are subject to very long-term concessionsG from the local public authority. These concessionsG are renewable.

Company Date of initial lease or
renewal extension
Duration of the
initial lease
Area
conceded
SAC 2011/2012/2013/2014 50 years 18,473 ha (1)
LAC 1959 77 years 121,407 ha
SRC 1960 70 years 8,000 ha (3)
SOGB 1995 99 years 34,712 ha
PSG 2013/2016/2022 50 years 18,304 ha
OKOMU 1986/1993/1999//2014 92 to 99 years 33,113 ha
SOCAPALM 2005 55 years 58,063 ha
SAFACAM 2022 3 years 2,161 ha (4)
AGRIPALMA 2009 25 years 1,735 ha (2)(5)
BRABANTA 2004 to 2022 25 years 8,380 ha

(1) Renewable concessionsG for a term of 25 years

(2) ConcessionsG renewable tacitly for periods of 25 years

(3) Extensible concessionsG up to 40,000 ha

(4) Safacam owns 15,529 ha

(5) Agripalma owns 653 ha

Note 5. Intangible assets

ConcessionsG Other
intangible
EUR and patents Softwares assets TOTAL
Cost as at 1 January 2022 2,189,580 752,312 767,672 3,709,564
Additions 0 0 32,003 32,003
Disposals 0 -348,205 -167,660 -515,865
Foreign exchange differences -556,198 1,454 -1,205 -555,949
Cost as at 31 December 2022 1,633,382 405,561 630,810 2,669,753
Accumulated depreciation as at 1 January 2022 -280,076 -748,249 -722,323 -1,750,648
Depreciation -35,068 -3,938 -15,628 -54,634
Depreciation reversals 0 348,480 167,660 516,140
Foreign exchange differences 69,538 -1,454 1,205 69,289
Accumulated depreciation as at 31 December 2022 -245,606 -405,161 -569,086 -1,219,853
Net book value as at 31 December 2022 1,387,776 400 61,724 1,449,900
Cost as at 1 January 2023 1,633,382 405,561 630,810 2,669,753
Additions 0 15,621 0 15,621
Disposals 0 0 -177 -177
Transfer 0 0 -35,710 -35,710
Foreign exchange differences -489,272 -21,759 -13,624 -524,655
Cost as at 31 December 2023 1,144,110 399,423 581,299 2,124,832
Accumulated depreciation as at 1 January 2023 -245,606 -405,161 -569,086 -1,219,853
Depreciation -24,459 -746 -29,603 -54,808
Transfer 0 0 35,710 35,710
Foreign exchange differences 70,469 21,759 13,624 105,852
Accumulated depreciation as at 31 December 2023 -199,596 -384,148 -549,355 -1,133,099
Net book value as at 31 December 2023 944,514 15,275 31,944 991,733

Note 6. Property, plant and equipment

Land and Furniture, Advances
EUR nurseries
(***)
Buildings Technical
installations
vehicles and
others
Work in
progress
and prepay
ments
TOTAL
Cost as at 1 January 2022 8,266,696 244,788,574 148,484,143 211,417,483 17,754,247 658,096 631,369,239
Additions (*) 409,617 6,398,548 15,373,975 11,600,420 12,514,036 583,322 46,879,918
Disposals 0 -1,914,426 -343,416 -7,501,440 0 0 -9,759,282
Transfer 870,068 2,235,911 7,830,695 5,329,369 -16,185,586 -314,457 -234,000
Foreign exchange differences -178,502 1,423,572 -3,654,409 530,620 178,014 -61,378 -1,762,083
Cost as at 31 December 2022 9,367,879 252,932,179 167,690,988 221,376,452 14,260,711 865,583 666,493,792
Accumulated depreciation as at 1 January 2022 -1,175,572 -125,170,715 -67,367,106 -166,068,695 0 0 -359,782,088
Depreciation -16,775 -11,632,747 -10,914,834 -11,632,864 0 0 -34,197,220
Depreciation reversals 0 1,909,317 238,877 6,463,264 0 0 8,611,458
Transfer 0 -1,736,377 0 1,736,377 0 0 0
Foreign exchange differences -1,085 -701,941 750,838 -916,911 0 0 -869,099
Accumulated depreciation as at 31 December 2022 -1,193,432 -137,332,463 -77,292,225 -170,418,829 0 0 -386,236,949
Accumulated impairment as at 1 January 2022 0 0 -1,728,058 -182,271 0 0 -1,910,329
Impairment (**) 0 -409,129 -403,478 0 0 0 -812,607
Accumulated impairment as at 31 December 2022 0 -409,129 -2,131,536 -182,271 0 0 -2,722,936
Net book value as at 31 December 2022 8,174,447 115,190,587 88,267,227 50,775,352 14,260,711 865,583 277,533,907
Cost as at 1 January 2023 9,367,879 252,932,179 167,690,988 221,376,452 14,260,711 865,583 666,493,792
Additions (*) 0 4,599,712 5,234,624 13,420,048 12,189,105 676,214 36,119,703
Disposals 0 -150,984 -445,823 -3,383,491 -1,487,422 0 -5,467,720
Hyperinflation 0 3,559,352 4,626,554 1,723,126 0 0 9,909,032
Transfer -1,482,854 10,296,975 2,197,008 3,184,170 -14,548,501 -1,069,328 -1,422,530
Transfer to assets held for sale 0 -5,971,824 0 -1,261,309 0 0 -7,233,133
Foreign exchange differences -2,259,961 -19,590,147 -39,010,253 -14,835,108 -1,276,793 -8,376 -76,980,638
Cost as at 31 December 2023 5,625,064 245,675,263 140,293,098 220,223,888 9,137,100 464,093 621,418,506
Accumulated depreciation as at 1 January 2023 -1,193,432 -137,332,463 -77,292,225 -170,418,829 0 0 -386,236,949
Depreciation -16,518 -12,150,672 -8,955,871 -13,400,168 0 0 -34,523,229
Depreciation reversals 0 140,444 306,131 3,370,914 0 0 3,817,489
Transfer 19,670 -61,214 -393 393 0 0 -41,544
Transfer to assets held for sale 0 3,631,134 0 975,370 0 0 4,606,504
Foreign exchange differences 5,941 6,213,514 10,482,218 9,540,193 0 0 26,241,866
Accumulated depreciation as at 31 December 2023 -1,184,339 -139,559,257 -75,460,140 -169,932,127 0 0 -386,135,863
Accumulated impairment as at 1 January 2023 0 -409,129 -2,131,536 -182,271 0 0 -2,722,936
Impairment 0 -298,687 0 0 0 0 -298,867
Impairment reversals 0 0 133,234 0 0 0 133,234
Transfer to assets held for sale 0 385,553 0 0 0 0 385,553
Foreign exchange differences 0 7,968 0 0 0 0 7,968
Accumulated impairment as at 31 December 2023 0 -314,295 -1,998,302 -182,271 0 0 -2,494,868
Net book value as at 31 December 2023 4,440,725 105,801,711 62,834,656 50,109,490 9,137,100 464,093 232,787,775

(*) Additions for the period include capitalised costs.

(**) Impairment test on property, plant and equipment is disclosed in Note 9.

(***) Nurseries have been reclassified in 2023 from property, plant and equipment to biological assets, see Note 7.

As at 31 December 2023, the Group has technical installations and professional equipment pledged as guarantees for borrowings of the Group for an amount of EUR 4.9 million (2022: EUR 8.1 million). Details of these guarantees are provided in Note 32.

Note 7. Biological assets

Palm
Rubber
Nurseries and
EUR Mature Immature Mature Immature Others (***) Total
Cost as at 1 January 2022 369,391,780 6,506,412 177,926,297 50,252,424 7,131 604,084,044
Additions (*) 0 2,839,161 0 5,425,671 0 8,264,832
Disposals -7,615,248 -521,789 -4,614,064 -1,048,276 0 -13,799,377
Transfer 3,220,779 -3,129,536 16,158,537 -16,015,781 0 233,999
Foreign exchange differences -1,387,620 -186,183 3,504,320 -130,834 0 1,799,683
Cost as at 31 December 2022 363,609,691 5,508,065 192,975,090 38,483,204 7,131 600,583,181
Accumulated depreciation as at 1 January 2022 -124,846,284 0 -58,239,712 0 -3,104 -183,089,100
Depreciation -15,458,723 0 -5,828,706 0 -56 -21,287,485
Depreciation reversals 7,590,069 0 4,314,350 0 0 11,904,419
Transfer -304,376 0 304,376 0 0 0
Foreign exchange differences 480,583 0 -1,182,888 0 0 -702,305
Accumulated depreciation as at 31 December 2022 -132,538,731 0 -60,632,580 0 -3,160 -193,174,471
Accumulated impairment as at 1 January 2022 -22,828,705 0 -29,622,116 -2,640,149 0 -55,090,970
Foreign exchange differences -761,413 0 -1,148,202 -163,369 0 -2,072,984
Accumulated impairment as at 31 December 2022 -23,590,118 0 -30,770,318 -2,803,518 0 -57,163,954
Net book value as at 31 December 2022 207,480,842 5,508,065 101,572,192 35,679,686 3,971 350,244,756
Cost as at 1 January 2023 363,609,691 5,508,065 192,975,090 38,483,204 7,131 600,583,181
Additions (*) 0 3,490,349 0 5,634,066 521,397 9,645,812
Disposals -934,198 -386,833 -2,955,273 0 -769,566 -5,045,870
Hyperinflation 3,386,453 0 1,689,724 0 0 5,076,177
Transfer 3,546,358 -3,512,803 8,938,826 -8,765,028 1,275,501 1,482,854
Transfer to assets held for sale 0 0 -40,811,858 -4,002,517 -71,764 -44,886,139
Foreign exchange differences -37,402,896 -98,312 -9,850,140 -2,944,059 -188,941 -50,484,348
Cost as at 31 December 2023 332,205,408 5,000,466 149,986,369 28,405,666 773,758 516,371,667
Accumulated depreciation as at 1 January 2023 -132,538,731 0 -60,632,580 0 -3,160 -193,174,471
Depreciation -14,497,818 0 -7,567,771 0 -302 -22,065,891
Depreciation reversals 931,881 0 2,534,073 0 0 3,465,954
Transfer 889 0 0 0 -19,670 -18,781
Transfer to assets held for sale 0 0 5,837,046 0 0 5,837,046
Foreign exchange differences 9,779,930 0 2,927,522 0 0 12,707,452
Accumulated depreciation as at 31 December 2023 -136,323,849 0 -56,901,710 0 -23,132 -193,248,691
Accumulated impairment as at 1 January 2023 -23,590,118 0 -30,770,318 -2,803,518 0 -57,163,954
Impairment (**) 0 0 -6,632,680 -915,146 0 -7,547,826
Transfer 0 0 -851,402 851,402 0 0
Transfer to assets held for sale 0 0 34,311,388 2,768,543 0 37,079,931
Foreign exchange differences 2,853,205 0 1,545,550 98,716 0 4,497,471
Accumulated impairment as at 31 December 2023 -20,736,913 0 -2,397,462 -3 0 -23,134,378
Net book value as at 31 December 2023 175,144,646 5,000,466 90,687,197 28,405,663 750,626 299,988,598

(*) Additions for the period include capitalised costs.

(**) Impairment test on biological assets is disclosed in Note 9.

(***) Nurseries have been reclassified in 2023 within biological assets.

Accounting policy regarding current biological assets is disclosed in note 1.12.

Note 8. Depreciation and impairment

2023 2022
EUR EUR
Depreciation
Of intangible assets (Note 5) 54,808 54,634
Of property, plant and equipment excluding biological assets (Note 6) 34,523,229 34,197,220
Of biological assets (Note 7) 22,065,891 21,287,485
Of right-of-use assets (Note 4) 4,233,239 1,861,776
Impairment
Of property, plant and equipment excluding biological assets (Note 5) 165,452 812,607
Of biological assets (Note 6) 7,547,826 0
TOTAL 68,590,445 58,213,722

Note 9. Impairment of assets

Goodwill

Impairment tests on goodwill are performed at least once a year to assess whether the carrying amount is still appropriate.

Intangible and tangible assets and right-of-use assets

At each reporting date, the Group reviews the carrying amount of its intangible and tangible assets and right-of-use assets in order to assess whether there is any indication of impairment. If there is such an indication, the recoverable amount of the asset is estimated in order to determine the amount of the impairment loss.

As at 31 December 2023, an impairment loss of EUR 0.3 million (2022: EUR 0.8 million) and an impairment reversal for EUR 0.1 million were recognised on Property, plant and equipment.

Bearer biological assets

At each reporting date,the Group assesses ifthere is any indication that its biological assets may be impaired.

For this purpose, the Group assesses several indicators:

The significant and sustained decreasing trend in the prices of natural rubber (TSR20G 1st position on SGXG) and crude palm oil (CIF RotterdamG) was considered as an observable sign that the biological assets may have been impaired. A decrease in these prices at reporting date greater than 15% compared to an average of 5-year value has been set by the Group as an impairment indicator.

As at 31 December 2023, the decrease in prices does not exceed 15% of the average price over the past 5 years for the Rubber and Palm segment.

The Group also considers average prices over the six months before reporting date, and average prices over the last twelve months, instead of only closing prices. This is done in order to avoid seasonal fluctuations in the prices of supply materials.

Moreover, the Group also reviews the prices observed on local market and considers a decrease in these prices at the closing date of more than 15% compared to an average of values over 5 years, as an impairment indicator.

Based on these criteria, for the rubber segment, the rise in prices observed during the 2023 financial year does not exceed 15% of the average prices over the past

5 years. For the palm segment, the review of global and local prices do not show any impairment indicator. In addition to these external indicators, the Group considers the following indicators:

  • Internal performance indicators;
  • Criteria relating to the local market;
  • Physical indicators of impairment;
  • Significant changes in plantations that could have a material impact on their future cash flows.

The review of impairment indicators led the Group to conclude that a sign of impairment exist for SRC.

If an indication of impairment is identified, the recoverable amount of the bearer biological assets is determined.

Impairment tests must be performed on the smallest identifiable group of assets which generates cash flows independently of other assets or groups of assets, and for which the Group prepares financial information for the Board of Directors.

The identification of Cash Generating Units (CGUs) depends, in particular, on:

  • how the Group manages the activities of the entity;

  • the way in which decisions are made with regards to the pursuit or the disposal of its activities and;

  • the existence of an active market for all or part of the production.

The Group considers the political and country specific risk factors while reviewing business evolution. Therefore, companies are grouped within the CGU country.

The recoverable amount of bearer biological assets is determined through the calculation of value in use by using the most recent information approved by the local management. Those information comprise the measures taken that will help to prevent the effects of the climate change (maintenance program, land and field preparation against the fire and / or flooding resulting from heavy rainfalls). The impacts on future cash-flows of the potential effects of climate changes are therefore taken into consideration. Then the Group uses the discounted value of expected net cash flows, which are discounted at a pre-tax rate. On the reporting date, the financial projection incorporates the full exploitation of the younger bearer biological assets. The operational lifeG ranges from 25 to 30 years for both crops. This period can be adapted according to the particular circumstances for each entity.

The value in use calculation has been very sensitive to:

  • changes in the margins achieved by the entity and
  • changes related to discount rates.

This sensitivity analysis is performed whenever an impairment test is performed after impairment indicators are identified.

Changes in realised margins

Initially,theGroup determines separately the expected production of each category of bearer biological assets within the entity over their remaining life. This expected production is estimated through the surface areas planted on the reporting date as well as through the actual crop yield recorded during the financial year. The latter depends on the maturity of the bearer biological asset. Production is then valued on an average basis of five-year of the margins that were achieved by the entity in relation to agricultural activities. The value in use of the bearer biological asset is then obtained by discounting these cash flows. Average margins are considered constant over the duration of the financial projection. An indexing factor is not considered.

Based on the existence of an impairment indication and following subsequent impairment tests, the Group accounted for an impairment loss of EUR 7.5 million for SRC (Liberia). The remaining amount has been reclassified within assets held for sale (see also Notes 7 and 38).

As at 31 December 2023, accumulated impairment losses in the palm business segment amounted to EUR 7.2 million for Brabanta, EUR 9.2 million for Agripalma and EUR 4.4 million for SAC. For the rubber segment, the accumulated impairment losses are EUR 1.0 million for PSG and EUR 1.4 million for Safacam (Note 7). No impairment reversal indicators have been identified during the year.

Note 10. Non-wholly owned subsidiaries in which non-controlling interests are significant

Interests of non-controlling interestsG in the activities of the Group

Subsidiary Main location Percentage of equity shares
of non-controlling interestG
Percentage of voting rights of
non-controlling interestsG
2023 2022 2023 2022
Production of palm oil and rubber
SOGB Côte d'Ivoire 36% 36% 27% 27%
OKOMU Nigeria 34% 34% 34% 34%
SAFACAM Cameroon 31% 31% 31% 31%
SOCAPALM Cameroon 33% 33% 33% 33%
Subsidiary Net income attributed to
non-controlling interestsG
in the subsidiary during the
financial period
Accumulated non-controlling
interestsG in the subsidiary
2023 2022 2023 2022
EUR EUR EUR EUR
SOGB 1,816,310 9,919,771 34,428,578 40,323,449
OKOMU (Restated) 11,532,083 12,770,057 13,610,634 24,085,211
SAFACAM -340,054 795,546 12,682,330 14,333,451
SOCAPALM 5,833,015 5,871,789 29,186,471 27,876,194
Subsidiaries that hold non-controlling interestsG that are not significant individually 10,137,102 10,127,641
Non-controlling interestsG 100,045,115 116,745,946

Summary financial information concerning subsidiaries whose interests of non-controlling interestsG are significant for the Group excluding intragroup eliminations

Subsidiary Current
assets
Non-current
assets
Current
liabilities
Non-current
liabities
2022 EUR EUR EUR EUR
SOGB 41,259,858 98,190,002 27,675,941 6,768,082
OKOMU (Restated) 28,642,085 116,727,370 19,373,135 38,262,602
SAFACAM 12,578,738 33,387,449 9,541,067 3,840,819
SOCAPALM 31,652,073 113,564,581 37,057,322 7,186,191
2023 EUR EUR EUR EUR
SOGB 39,237,673 96,453,663 35,692,377 7,376,308
OKOMU 23,453,222 59,724,716 17,910,393 24,411,400
SAFACAM 13,883,373 34,456,093 11,913,763 7,092,036
SOCAPALM 28,442,311 111,898,820 31,614,481 5,254,925
Subsidiary Revenue from
ordinary
activities
Net income
for the
period
Comprehen
sive income
for the
period
Dividends
paid to non
controlling
interestsG
2022 EUR EUR EUR EUR
SOGB 143,125,135 23,862,820 23,862,820 5,321,013
OKOMU (Restated) 133,279,823 38,962,980 38,962,980 13,683,296
SAFACAM 35,405,879 4,188,838 4,188,838 1,177,658
SOCAPALM 112,851,693 16,268,753 16,268,753 7,717,380
2023 EUR EUR EUR EUR
SOGB 111,971,288 8,034,526 8,034,526 5,480,113
OKOMU 113,518,676 35,264,066 35,264,066 8,816,146
SAFACAM 35,943,252 933,817 933,817 1,303,922
SOCAPALM 129,002,660 18,194,012 18,194,012 5,107,090
Net cash inflows (outflows)
Subsidiary Operating
activities
Investing
activities
Financing
activities
Net cash
inflows
(outflows)
2022 EUR EUR EUR EUR
SOGB 46,841,347 -8,339,224 -31,411,643 7,090,479
OKOMU 50,558,570 -22,109,292 -37,698,943 -9,249,665
SAFACAM 8,426,402 -2,316,652 -6,346,027 -236,277
SOCAPALM 28,473,548 -10,987,793 -17,619,574 -133,819
2023 EUR EUR EUR EUR
SOGB 30,182,499 -8,399,725 -18,023,120 3,759,654
OKOMU 32,367,223 -11,180,148 -25,909,506 -4,722,431
SAFACAM 5,355,954 -4,585,446 -2,522,796 -1,752,289

The nature and evolution of the risks associated with the interests held by the Group in the subsidiaries remained stable over the financial period compared to the previous year.

SOCAPALM 35,566,217 -11,080,808 -19,192,268 5,293,141

Note 11. Investments in associates

2023 2022
EUR EUR
Value as at 1 January 27,288,358 23,619,989
Scope exits (Note 2) 0 -881,038
Income from associates 6,002,745 11,297,777
Dividends -8,292,174 -7,126,982
Share in other comprehensive income from associates -337,884 443,737
Other movements -161,386 -65,125
Value as at 31 December 24,499,660 27,288,358
Value of
investment in
associates
Income from
associates
Value of
investment in
associates
Income from
associates
31/12/2023 2023 31/12/2022 2022
EUR EUR EUR EUR
Centrages 3,346,636 79,639 3,366,997 132,473
Immobilière de la Pépinière 1,794,038 -71,861 1,866,129 1,962
Induservices 145,837 47,547 98,291 26,434
Induservices FR 0 125,258 0 -108,679
Management Associates 0 0 0 154,201
Socfinco 313,853 -4,683 318,537 -256,646
Socfinco FR 7,106,126 2,558,601 8,639,420 5,223,770
Socfinde 1,848,000 124,448 1,723,552 23,464
Sodimex 0 0 0 389,114
Sodimex FR 2,116,830 342,281 2,183,194 451,950
Sogescol FR 7,533,893 2,791,818 8,807,489 5,249,578
Terrasia 294,446 9,698 284,748 10,156
TOTAL 24,499,659 6,002,746 27,288,357 11,297,777
Total assets Revenue Total assets Revenue
31/12/2023 2023 31/12/2022 2022
EUR EUR EUR EUR
Centrages 3,973,190 3,921,004 4,106,686 3,880,683
Immobilière de la Pépinière 3,738,399 512,571 4,019,267 591,134
Induservices 1,080,076 2,240,040 815,459 2,700,576
Induservices FR 7,823,488 3,651,270 6,629,460 2,937,282
Socfinco 1,581,948 0 1,589,976 169
Socfinco FR 25,146,251 26,708,826 26,442,122 30,292,559
Socfinde 110,740,705 0 57,373,319 0
Sodimex FR 8,126,993 21,344,372 10,279,841 21,313,415
Sogescol FR 47,993,053 326,642,221 48,532,250 411,044,829
Terrasia 655,210 0 624,891 0
TOTAL 210,859,313 385,020,304 160,413,271 472,760,647

Main data of significant associates accounted for using the equity method

Associate company Main location Main activity Dividend
received
Dividend
received
31/12/2023 31/12/2022
EUR EUR
Socfinco Belgium Rendering of services 0 200,000
Socfinco FR Switzerland Rendering of services 4,000,000 4,000,000
Sodimex FR Switzerland Purchase and sale of equipment 375,000 250,000
Sogescol FR Switzerland Trade of tropical products 3,744,267 2,730,328
TOTAL 8,119,267 7,180,328

Summary financial information of interests held in associates - Statement of financial position

Associate company Current assets Non-current
assets
Current
liabilities
Non-current
liabilities
31/12/2022 EUR EUR EUR EUR
Centrages 2,209,820 1,896,866 728,645 0
Socfinco FR 22,132,936 4,309,187 6,658,770 3,351,275
Socfinde 47,411,732 9,961,587 44,937,399 6,412,830
Sodimex FR 10,245,556 34,286 5,825,789 0
Sogescol FR 47,807,127 725,123 31,698,353 0
TOTAL 129,807,171 16,927,049 89,848,956 9,764,105
31/12/2023 EUR EUR EUR EUR
Centrages 2,473,196 1,499,994 677,627 0
Socfinco FR 19,702,567 5,443,685 8,691,698 3,351,275
Socfinde 107,749,118 2,991,587 97,660,026 6,412,830
Sodimex FR 8,104,378 22,616 3,492,398 321,364
Sogescol FR 44,344,968 3,648,084 32,518,033 397,673
TOTAL 182,374,227 13,605,966 143,039,782 8,665,344

Summary financial information of interests held in associates - Income statement

Associate company Profit from
operations
Net income for
the period
Other
comprehensive
income for the
period
Total
comprehensive
income for the
period
2022 EUR EUR EUR EUR
Centrages 223,191 223,191 0 223,191
Socfinco FR 8,833,675 8,833,675 51,338 8,885,013
Socfinde 139,836 139,836 0 139,836
Sodimex FR 905,204 905,204 90,864 996,068
Sogescol FR 8,459,383 8,459,383 192,819 8,652,202
TOTAL 18,561,289 18,561,289 335,022 18,896,311
2023 EUR EUR EUR EUR
Centrages 117,522 117,522 0 117,522
Socfinco FR 6,488,998 6,488,998 -91,830 6,397,168
Socfinde 644,758 644,758 0 644,758
Sodimex FR 609,180 609,180 -33,645 575,535
Sogescol FR 6,193,674 6,193,674 -87,087 6,106,587
TOTAL 14,054,132 14,054,132 -212,563 13,841,569

Reconciliation of the financial information summarised above to the carrying amount of the investments in the consolidated financial statements

Associate company Net assets of the
associate
% stake held by
the Group
Other IFRS
adjustments
Value of stake held
by the Group
31/12/2022 EUR EUR EUR
Centrages 3,378,041 50% 1,677,977 3,366,997
Socfinco FR 16,432,078 50% 423,381 8,639,420
Socfinde 6,023,090 20% 518,934 1,723,552
Sodimex FR 4,454,053 50% -43,833 2,183,194
Sogescol FR 16,833,897 50% 390,541 8,807,489
TOTAL 47,121,159 2,967,000 24,720,652
31/12/2023 EUR EUR EUR
Centrages 3,295,563 50% 1,698,855 3,346,636
Socfinco FR 14,921,077 50% -3,805,484 7,106,126
Socfinde 6,667,849 20% 514,430 1,848,000
Sodimex FR 4,313,232 50% -39,786 2,116,830
Sogescol FR 15,077,346 50% -4,780 7,533,893
TOTAL 44,275,067 -1,636,765 21,951,485

There is no goodwill attributed to the above associates.

Aggregated information relating to associates that are not significant individually

2023 2022
EUR EUR
Share of profit from continued operations attributable to the Group 185,598 194,814
Share of other comprehensive income attributable to the Group -125,259 108,679
Share of total comprehensive income attributable to the Group 60,339 303,493
Total book value of investments in associates held by the Group 2,548,175 2,567,706

Profit after tax from discontinued operations for 2023 and 2022 are nil for all associate companies of the Group.

The nature, extent and financial impact of the interests held in associates by the Group, including the nature of relationships with other investors, remained stable over the financial period compared to the previous year.

Note 12. Financial assets at fair value through other comprehensive income

2023 2022
EUR EUR
Fair value as at 1 January 300,038 38
Additions (*) 4,500,000 0
Transfer 0 300,000
Fair value as at 31 December 4,800,038 300,038

(*) Movement in 2023 corresponds to Management Associates capital increase.

EUR Cost (historical) Fair value
31/12/2023 31/12/2022 31/12/2023 31/12/2022
Financial assets at fair value through other
comprehensive income
4,800,038 300,038 4,800,038 300,038

Note 13. Deferred taxes

* Components of deferred tax assets and liabilities

2023 2022
Restated
EUR EUR
IAS 2 / IAS 41: Agricultural production -915,418 -3,466,822
IAS 12: Withholding Tax -6,235,965 -3,998,436
IAS 16: Property, plant and equipment (*) -16,196,712 -26,596,533
IAS 19: Pension obligations 2,545,646 3,282,072
IAS 21: Translation differences -1,210,662 0
IAS 37: Provisions for risks and charges 375,811 757,296
IAS 38: Formation expenses 0 516,392
IAS 38: Research costs 360,975 337,185
IFRS 9: Financial assets measured at fair value through other
comprehensive income
-47,377 -98,386
IFRS 16: Leases -44,883 648,482
IAS 41 : Biological assets -480,896 0
IFRS 3: Fair value of investment property 0 -16,580
Others -83 -117
Balance as at 31 December -21,849,564 -28,635,447
Of which deferred tax assets 2,735,633 4,513,652
Of which deferred tax liabilities -24,585,197 -33,149,099

(*) Of which EUR -1.1 million relating to hyperinflation (reevaluation of property, plant and equipment).

The above deferred taxes are presented per category of deferred taxes resulting from consolidated adjustments. They are calculated company per company and the net position between deferred tax liabilities and deferred tax assets is presented.

TheGroup Socfinafis within the scope oftheOECD Pillar Two model rules. Pillar Two legislation was enacted or substantively enacted in certain jurisdictions where the Group operates to come into effect in January 2024. The Group applies the exception to recognising and disclosing information about deferred tax assets and liabilities related to Pillar Two income taxes, as provided in the amendments to IAS 12 published in May 2023 and adopted by the EU in November 2023.

Based on preliminary analysis, the Company should qualify as a "partially-owned parent entity" (POPE) due to the fact that more than 20% of the ownership interest in its profit is held, directly or indirectly, by one or several persons that are not constituent entities of the Group. As a POPE, the Company should be subject to IIR based on its allocable share of the top-up tax (if any) of its low-tax constituent entities.

The Company is controlled by Société Financière des Caoutchoucs, abbreviated as "Socfin" which is the largest entity that consolidate, and which should qualify as the Ultimate Parent Entity (UPE) for Luxembourg Pillar Two purpose. The UPE, Socfin, would be subject to IIR but would apply the IIR Offset Mechanism.

However, the Pillar Tow rules were enacted in Luxembourg close to the reporting date. There are significant complexities inherent in applying the legislation and performing the Pillar Two calculations, therefore the quantitative impact of the Pillar Two rules is not reasonably estimable at this time. In addition, quantitative information to indicate potential exposure to Pillar Two income taxes is not currently known or reasonably estimable. Therefore, the Company (in its potential condition as a POPE) is still in process of assessing the potential exposure (if any) to Pillar Two income taxes as at 31 December 2023.

The Company will report the potential exposure in its next Annual Report for the period ending 31 December 2024.

* Contingent tax assets and liabilities

Some of the subsidiaries have accumulated tax losses that are or are not limited over time capital allowances limited or not over time.

LAC, Brabanta, Agripalma and Camseeds, have unused tax losses and tax latencies, whose recoverability is uncertain, amounting to EUR 33.5 million (to use before 2030), EUR 16.6 million (recoverability not limited), EUR 7.0 million (to use before 2028) and EUR 1.6 million (to use before 2025) respectively as at 31 December 2023.

Socfinaf has unused tax losses of EUR 250.4 million (mainly to use before 2040).

Due to the instability which may existin these countries with regards to the evolution of tax legislation or its application, no deferred tax assets have been booked related to these tax losses.

Note 14. Current tax assets and liabilities

* Components of current tax assets

2023 2022
EUR EUR
Current tax assets as at 1 January 12,438,610 13,378,526
Tax income 1,133,981 1,211,151
Other taxes 9,529,471 -1,710,668
Taxes paid or recovered -263,201 2,333,362
Transfer (*) -12,782,933 -3,022,879
Transfer to assets held for sale -299,780 0
Foreign exchange differences -207,054 249,118
Current tax assets as at 31 December 9,549,094 12,438,610

(*) Corresponds mainly to offset of tax assets and tax liabilities.

* Components of current tax liabilities

2023 2022
EUR EUR
Current tax liabilities as at 1 January 40,651,438 30,408,824
Tax expense 31,897,496 37,157,521
Other taxes (*) 38,366,780 23,208,381
Taxes paid or recovered -58,507,765 -48,988,859
Transfer (**) -13,881,093 -1,177,818
Foreign exchange differences -9,825,719 43,389
Current tax liabilities as at 31 December 28,701,137 40,651,438

(*) Other taxes are composed of taxes not included in general tax expenses: VAT, withholding tax, custom tax,...

(**) Corresponds mainly to offset of tax assets and tax liabilities.

Note 15. Income tax expense

* Components of the tax expense

2023 2022
Restated
EUR EUR
Income tax expense (*) 36,557,147 39,796,406
Deferred tax expense / (income) 4,971,264 6,528,621
Tax expense as at 31 December 41,528,411 46,325,027

(*) Withholding tax on dividends is presented within income tax expense.

* Components of the deferred tax (expense) / income

2023 2022
Restated
EUR EUR
IAS 19: Pension obligations 1,553,831 -1,450,766
IAS 38: Intangible assets 484,856 -13,828
IAS 2 / IAS 41: Fair value of agricultural produce -2,143,595 1,420,836
IFRS 9: Fair value 0 44,201
IAS 12: Income Tax (*) 2,523,222 1,674,170
IAS 16: Tangible assets 539,398 5,280,573
IAS 37: Provisions for risks and charges 25,932 -510,998
IAS 21: Foreign exchange differences 1,819,832 -40,261
IFRS 16: Leases 286,364 -37,374
Others 0 162,066
Deferred tax expense / (income) as at 31 December 4,971,264 6,528,619

(*) Of which impact of tax latencies activated for EUR 3.5 million, and withholding tax for EUR ‑0.7 million.

* Reconciliation between income statement and cash flow statement

2023 2022
EUR EUR
Income tax expense paid during the period -36,557,147 -39,796,406
Income tax movement on financial position 1,401,592 0
Income tax paid -35,155,555 -39,796,406

* Reconciliation of income tax expense

2023 2022
Restated
EUR EUR
Profit before tax from continuing operations 84,850,434 141,063,191
Nominal tax rate of the parent company 24.94% 24.94%
Nominal tax rate of subsidiaries from 0% to 33% from 1% to 33%
Income tax at nominal tax rates of subsidiaries 18,981,308 33,020,896
Unfunded taxes 0 61,922
Definitively taxed income 2,843,271 2,222,265
Use unrecognised of capital allowances -192,116 -858,604
Specific tax regimes in foreign countries 7,215,176 6,763,922
Non-taxable income -5,601,483 -1,962,465
Non-deductible expenses 6,629,405 3,975,975
Use of unrecognised accumulated tax losses -1,410,695 -1,125,940
Unrecognised losses carried forward 8,294,995 4,104,175
Other tax benefits -10,671 -40,956
Additional tax assessment 232,357 35,862
Impact of change in tax rate 4,552,406 113,723
Other adjustments -5,542 14,252
Tax expense as at 31 December 41,528,411 46,325,027

* Change of rate for the subsidiaries

In 2023, following changes at local level, income tax rates for SAC and PSG have been updated respectively to 0% (15% in 2022) and 7.5% (1% in 2022).

Note 16. Inventories

* Carrying value of inventories by category

31/12/2023 31/12/2022
EUR EUR
Raw materialsG 24,638,464 33,610,606
Consumables 16,850,225 22,944,186
Spare parts 30,663,090 32,159,246
Production in progress 858,179 635,495
Finished products 17,728,911 17,412,198
Down-payments and orders in progress 2,945,178 4,400,098
Gross amount (before impairment) as at 31 December 93,684,047 111,161,829
Inventory write-downs -4,947,343 -5,392,015
Net amount as at 31 December 88,736,704 105,769,814

* Reconciliation of inventories

2023 2022
EUR EUR
Situation as at 1 January 111,161,829 96,902,172
Change in inventory 5,770,503 8,994,376
Fair value of agricultural products -9,522,251 5,115,356
Transfer to assets held for sale -956,711 0
Foreign exchange differences -12,769,323 149,925
Gross amount (before impairment) as at 31 December 93,684,047 111,161,829
Inventory write-downs -4,947,343 -5,392,015
Net amount as at 31 December 88,736,704 105,769,814

* Quantity of inventory by category

Production-in
31/12/2022 Raw materialsG progressG Finished goodsG
Crude Palm OilG / Palm Kernel Oil (tons) 667 0 6,079
Rubber (tons) 33,460 0 9,931
Others (units) 0 0 2,150,187
Production-in
31/12/2023 Raw materialsG progressG Finished goodsG
Crude Palm OilG / Palm Kernel Oil (tons) 0 0 10,843
Rubber (tons) 33,065 0 9,799
Others (units) 0 0 2,386,647

Note 17. Trade receivables (current assets)

31/12/2023 31/12/2022
EUR EUR
Trade receivables 22,784,333 19,073,838
Advances and prepayments 4,451,502 4,445,384
TOTAL 27,235,835 23,519,222

The accounting and risk management policies related to receivables are detailed in Notes 1 and 34.

The Group performed ECL analysis on trade receivables during the year. Following this analysis, the Group did not identify any impairment to book.

Note 18. Other receivables (current assets)

31/12/2023 31/12/2022
EUR EUR
Social security 1,247,379 1,017,195
Other receivables (*) 21,252,251 19,953,623
Accrued charges 631,589 470,178
TOTAL 23,131,219 21,440,996

(*) Other receivables include receivables linked to non-operational activities and a receivable of EUR 15.9 million (EUR 14.3 million in 2022) relating to the cash pooling at the level of Socfinaf and its subisidiaries.

Note 19. Cash and cash equivalents

* Reconciliation with the amounts in the financial statements

2023 2022
EUR EUR
Current account 39,741,654 63,638,033
TOTAL 39,741,654 63,638,033

* Reconciliation with the cash flow statement

2023 2022
EUR EUR
Current account 39,741,654 63,638,033
Bank overdrafts (*) -3,470,366 -10,695,901
TOTAL 36,271,288 52,942,132

(*) See also Note 23.

Note 20. Share capital and share premium

Issued and fully paid capital amounted to EUR 35.7 million as at 31 December 2023 (stable compared to 2022). There is a share premium of EUR 87.5 million added to the issued capital.

As at 31 December 2023, the share capital is represented by 17,836,650 shares with no designation of par value.

Ordinary shares
31/12/2023 31/12/2022
Number of shares as at 31 December 17,836,650 17,836,650
Number of fully paid shares issued without designation of par value 17,836,650 17,836,650

Note 21. Legal reserves

In accordance with Luxembourg commercial law, the Company is required to allocate a minimum of 5% of its net profit for each financial year to a legal reserve. This requirement ceases to be necessary once the balance on the legal reserve reaches 10% of the issued share capital. The legal reserve is not available for distribution to the shareholders.

Note 22. Pension obligations

* Defined benefit pension plan and post-employment sickness

Besides the legislation on social security applicable locally, most of the employees of the Group in Africa benefit from a defined benefit pension plan. The subsidiaries pay benefits in the event of retirement and depending on countries in case of dismissal. The benefits paid are calculated as a percentage of salary and are based on the number of years of service. The plans are governed by the local collective agreements in force in each country. The benefits payable to the staff of the Cameroonian subsidiary Socapalm are financed by assets that include insurance contracts whose price is not quoted on active markets.

2023
EUR
2022
EUR
Present value
of obligations
Fair value of
the defined
benefit plan
assets
Net amount
recognised
Present value
of obligations
Fair value of
the defined
benefit plan
assets
Net amount
recognised
Assets and liabilities recognised in the
statement of financial position
Present value of obligations 13,932,928 -1,431,667 12,501,261 13,689,169 -1,322,634 12,366,535
Net amount recognised in the statement of
financial position for defined benefit plans
13,932,928 -1,431,667 12,501,261 13,689,169 -1,322,634 12,366,535
Components of net charge
Current service costs 716,745 0 716,745 855,755 0 855,755
Financial costs 1,047,943 23,504 1,071,447 1,061,814 23,422 1,085,236
Interest income on plan assets 0 -170,158 -170,158 0 -116,216 -116,216
Early retirement, reductions, liquidations -5,875 0 -5,875 0 0 0
Past service costs 300,283 0 300,283 0 0 0
Defined benefit plan costs 2,059,096 -146,654 1,912,442 1,917,569 -92,794 1,824,775
Movements in liabilities / net assets recognised
in the statement of financial position
As at 1 January 13,689,168 -1,322,634 12,366,534 13,768,201 -1,713,679 12,054,522
Costs as per income statement 2,059,096 -146,654 1,912,442 1,917,569 -92,794 1,824,775
Contributions by employer -699,064 -671,544 -1,370,608 -900,012 -669,194 -1,569,206
Costs of services rendered -179,306 179,306 0 -223,676 223,676 0
Actuarial gains and losses of the year recognised
in other comprehensive income
1,387,967 80,332 1,468,299 -954,436 51,880 -902,556
Reclassification of net asset 0 449,526 449,526 0 877,478 877,478
Foreign exchange differences -2,324,932 0 -2,324,932 81,522 0 81,522
As at 31 December 13,932,928 -1,431,667 12,501,261 13,689,168 -1,322,634 12,366,534

Provisions are based on actuarial valuation reports prepared in January 2024.

* Actuarial gains and losses recognised in other comprehensive income

2023 2022
EUR EUR
Present value
of obligations
Fair value of
the defined
benefit plan
assets
Net amount
recognised
Present value
of obligations
Fair value of
the defined
benefit plan
assets
Net amount
recognised
Adjustments of liabilities related to experience -912,093 0 -912,093 -269,868 0 -269,868
Changes in financial assumptions related to
recognised liabilities
171,518 0 171,518 1,445,002 0 1,445,002
Changes in demographic assumptions related to
recognised liabilities
-647,390 0 -647,390 -220,698 0 -220,698
Return on assets in the plan excl. interest income 0 -80,332 -80,332 0 -51,880 -51,880
Actuarial gains and losses recognised during
the period in other comprehensive income
-1,387,965 -80,332 -1,468,297 954,436 -51,880 902,556

* Actuarial valuation assumptions

2023 2022
AFRICA
Average discount rate from 5.42% to 17.11% from 4.93% to 18.48%
Expected long-term returns of plan assets 229,001 170,158
Future salary increases from 1.74% to 10.70% from 1.74% to 12%
Average remaining active life of employees (in years) 19.06 19.34

* Sensitivity analysis of the present value of defined benefit obligations

2023 2022
EUR EUR
Actuarial value of the obligation
- Pension plan 13,932,928 13,689,169
- Fair value of plan assets -1,431,667 -1,322,634
Total as at 31 December 12,501,261 12,366,535
Actuarial rate (on pension plan)
Increase of 0.5% 13,515,787 13,285,487
Decrease of 0.5% 14,375,266 14,093,019
Expected future salary increases (on pension plan)
Increase of 0.5% 14,360,688 14,067,916
Decrease of 0.5% 13,526,805 13,306,104

The sensitivity analysis is based on the same actuarial method used to measure the obligations of the defined benefit plans. The mortality rate which can be impacted by the effect of the climate change is included in this sensitivity analysis.

* Impact of the defined benefit pension plan on future cash flows

2024 2023
Estimated contributions for the next financial year (in euros) 1,812,594 1,810,894
2023 2022
Weighted average duration of defined benefit plan obligations (in years) 6.1 6.2
* Pension scheme with defined benefit obligations
2023 2022
EUR EUR
Accounted expense for the defined contribution pension plan 1,005,730 1,049,949

Note 23. Financial debts

31/12/2022
EUR < 1 year > 1 year TOTAL
Restated
Loans held by financial institutions 16,872,593 34,606,124 51,478,717
Lease liabilities 1,532,064 8,674,142 10,206,206
Other loans (*) 55,908,831 129,331,004 185,239,835
Bank overdrafts (**) 10,695,901 0 10,695,901
TOTAL 85,009,389 172,611,270 257,620,659
31/12/2023
EUR < 1 year > 1 year TOTAL
Loans held by financial institutions 13,137,581 17,357,744 30,495,325
Lease liabilities 2,778,042 24,950,880 27,728,922
Other loans (*) 47,495,679 85,420,573 132,916,252
Bank overdrafts (**) 3,470,366 0 3,470,366
TOTAL 66,881,668 127,729,197 194,610,865

(*) This balance includes an amount of EUR 120.0 million payable to Socfin and shareholders by Socfinaf(2022: EUR 174.9 million). See note 31.

(**) See also Note 19.

Most of the consolidated borrowings are denominated in Euros or CFA francs (whose parity is linked to the Euro). The fixed interest rates from financial institutions and which are pegged to the Euro vary between 5.50% and 7.09%.

As explained in Note 34, interest rate management is the subject of ongoing management attention.

The Group is in compliance with covenants related to amounts owed to credit institutions.

* Long-term debt analysis by interest rate

31/12/2022
EUR Fixed Rate Rate Floating rate Rate TOTAL
Restated
Loans held by financial institutions
Côte d'Ivoire 2,647,567 5.50% to 6.50% 0 - 2,647,567
Nigeria 17,197,310 5.00% to 10.00% 0 - 17,197,310
Liberia 1,699,592 7.60% 0 - 1,699,592
Cameroon 8,186,656 5.00% to 7.09% 0 - 8,186,656
Ghana 4,874,999 4.00% 0 - 4,874,999
34,606,124 0 34,606,124
Other loans
Europe 120,000,000 4.25% 0 - 120,000,000
Sierra Leone 9,331,005 0% to 3.00% 0 - 9,331,005
129,331,005 0 129,331,005
TOTAL 163,937,129 0 163,937,129
31/12/2023
EUR Fixed Rate Rate Floating rate Rate TOTAL
Loans held by financial institutions
Côte d'Ivoire 175,639 5.50% 0 - 175,639
Nigeria 7,240,279 5.00% to 10.00% 0 - 7,240,279
Cameroon 8,316,825 5.70% to 7.09% 0 - 8,316,825
Ghana 1,625,000 4.00% 0 - 1,625,000
17,357,743 0 17,357,743
Other loans
Europe 80,000,000 6.00% to 6.25% 0 - 80,000,000
Sierra Leone 5,420,573 0% to 3.00% 0 - 5,420,573
85,420,573 0 85,420,573
TOTAL 102,778,316 0 102,778,316

* Long-term debt analysis by currency

31/12/2022 EUR CFA NGN STN USD GHS CDF TOTAL EUR
Restated
Loans held by financial institutions 4,874,999 10,834,222 17,197,310 0 1,699,592 0 0 34,606,123
Other loans 120,000,000 0 0 0 9,331,004 0 0 129,331,004
Lease liabilities 0 6,901,010 65,318 268,436 1,364,985 35,690 38,702 8,674,141
TOTAL 124,874,999 17,735,232 17,262,628 268,436 12,395,581 35,690 38,702 172,611,268
31/12/2023 EUR CFA NGN STN USD GHS CDF TOTAL EUR
Loans held by financial institutions 1,625,000 8,492,464 7,240,279 0 0 0 0 17,357,743
Other loans 80,000,000 0 0 0 5,420,573 0 0 85,420,573
Lease liabilities 0 20,289,243 3,236,272 112,602 1,260,191 25,509 27,063 24,950,880
TOTAL 81,625,000 28,781,707 10,476,551 112,602 6,680,764 25,509 27,063 127,729,196

* Long-term debt analysis by maturity

31/12/2022
EUR 2024 2025 2026 2027 2028 and above TOTAL
Restated
Loans held by financial institutions 13,888,998 7,702,455 4,539,071 3,950,392 4,525,209 34,606,125
Lease liabilities 1,220,841 606,192 278,971 73,687 6,494,450 8,674,141
Other loans 5,100,000 (*) 5,100,000 (*) 125,100,000 (*) 0 9,331,004 144,631,004
TOTAL 20,209,839 13,408,647 129,918,042 4,024,079 20,350,663 187,911,270

(*) Those amounts correspond to the interests and capital to be repaid on the EUR 120 million long-term loan, disclosed in Note 31.

2027 TOTAL
4,061,408 2,685,043 1,051,182 20,934,207
1,534,512 121,920 19,149,066 24,950,880
0 0 3,487,181 95,424,647
5,595,920 2,806,963 23,687,429 141,309,733
2028 2029 and above

(*) Those amounts correspond to the interests and capital to be repaid on the EUR 80 million long-term loan, disclosed in Note 31.

* Short-term debt analysis

The short-term debts are mainly composed of the shareholder advances with Bolloré and Mopoli. The detail of the interest rates, currency and maturity are disclosed in Note 31 Information on related party.

* Net cash surplus / (net debt)

31/12/2023 31/12/2022
Restated
EUR EUR
Cash and cash equivalents 39,741,654 63,638,033
Long-term debt net of current portion -102,778,317 -163,937,128
Short-term debt and current portion of long-term debt -64,103,627 -83,477,324
Lease liabilities -27,728,922 -10,206,207
Net debt -154,869,212 -193,982,626
Cash and cash equivalents 39,741,654 63,638,033
Loan bearing interest at a fixed rate -166,881,944 -232,802,668
Loan bearing interest at a variable rate 0 -14,611,784
Lease liabilities -27,728,922 -10,206,207
Net debt -154,869,212 -193,982,626

* Reconciliation of net cash surplus / (net debt)

Cash and cash
equivalents
Long-term debt,
net of current
portion
Short-term debt
and current
portion of long
term debt
Debt related to
leases
TOTAL
As at 1 January 2022 - Restated 63,091,770 -240,634,695 -75,991,474 -9,390,392 -262,924,791
Cash flows 992,576 66,189,365 21,018,464 1,737,556 89,937,961
Foreign exchange differences -446,314 1,409,412 1,020,847 -78,293 1,905,652
Transfers 0 19,178,526 -29,525,164 0 -10,346,639
Other movements with no impact on cash flows 0 -10,079,732 0 -2,475,073 -12,554,805
As at 31 December 2022 - Restated 63,638,032 -163,937,124 -83,477,327 -10,206,202 -193,982,622
Cash flows -14,319,139 37,988,001 31,318,102 (*) 4,623,622 59,610,586
Foreign exchange differences -9,216,071 9,990,476 138,407 2,274,529 3,187,341
Transfers 0 13,180,334 -12,082,811 0 1,097,523
Transfer to assets held for sale -361,169 0 0 45,866 -315,303
Other movements with no impact on cash flows 0 0 0 -24,466,733 -24,466,733
As at 31 December 2023 39,741,653 -102,778,313 -64,103,629 -27,728,918 -154,869,208

(*) Of which EUR 7.2 million relating to movements on bank overdrafts and EUR 24.1 million relating to repayment of borrowings.

Note 24. Trade and other payables

31/12/2023 31/12/2022
Restated
EUR EUR
Non-current other payables 1,332,110 1,650,572
Trade creditors: suppliers 35,295,036 42,111,681
Advances received and invoices to be received 11,102,007 8,074,757
Subtotal trade payables 46,397,043 50,186,438
Staff cost liabilities 6,110,763 5,102,003
Other payables (*) 11,555,848 7,773,177
Accruals (**) 6,372,256 9,167,312
Subtotal current other payables 24,038,867 22,042,492
TOTAL 71,768,020 73,879,502
Non-current liabilities 1,332,110 1,650,572
Current liabilities 70,435,910 72,228,930

(*) Other payables include cash pooling at the level of Socfinaf for EUR 0 million (EUR 0.3 million in 2022). See also Note 31. (**) This amount includes the Okomu grant part of the loans, for EUR 2.2 million (2022: EUR 6.2 million).

Note 25. Financial instruments

Financial
assets at
fair value
31/12/2022
Restated
Loans and
borrowings
through other
comprehensive
income
Other financial
assets and
liabilities
TOTAL Loans and
borrowings (*)
Other financial
assets and
liabilities (*)
EUR At cost At fair value At cost At fair value At fair value
Assets
Financial assets at fair value through other
comprehensive income
0 300,038 0 300,038 0 0
Long-term advances 1,231,712 0 433,058 1,664,770 1,231,712 433,058
Other non-current assets 0 0 2,619,576 2,619,576 0 2,619,576
Trade receivables 0 0 23,519,222 23,519,222 0 23,519,222
Other receivables 0 0 21,440,996 21,440,996 0 21,440,996
Cash and cash equivalents 0 0 63,638,033 63,638,033 0 63,638,033
Total assets 1,231,712 300,038 111,650,885 113,182,635 1,231,712 111,650,885
Liabilities
Long-term debts (**) 163,937,128 0 0 163,937,128 159,078,419 0
Other non-current liabilities 0 0 1,650,572 1,650,572 0 1,650,572
Short-term debts (**) 72,781,424 0 10,695,900 83,477,324 72,781,424 10,695,900
Trade payables (current) 0 0 50,186,438 50,186,438 0 50,186,438
Other payables (current) (**) 0 0 22,042,491 22,042,491 0 22,042,491
Total liabilities 236,718,552 0 84,575,401 321,293,953 231,859,843 84,575,401

(*) For information purposes.

(**) See note 23.

31/12/2022 Fair Value
EUR Level 1 Level 2 Level 3 TOTAL
Financial assets at fair value through other
comprehensive income
0 0 300,038 300,038
31/12/2023 Loans and
borrowings
Financial
assets at
fair value
through
other com
prehensive
income
Other
financial
assets and
liabilities
TOTAL Loans and
borrowings
(*)
Other
financial
assets and
liabilities (*)
EUR At cost At fair value At cost At fair value At fair value
Assets
Financial assets at fair value through other comprehensive
income
0 4,800,038 0 4,800,038 0 0
Long-term advances 1,502,170 0 513,733 2,015,903 1,502,170 513,733
Other non-current assets 0 0 3,089,715 3,089,715 0 3,089,715
Trade receivables 0 0 27,235,836 27,235,836 0 27,235,836
Other receivables 0 0 23,131,220 23,131,220 0 23,131,220
Cash and cash equivalents (**) 0 0 39,741,654 39,741,654 0 39,741,654
Total assets 1,502,170 4,800,038 93,712,158 100,014,366 1,502,170 93,712,158
Liabilities
Long-term debts (**) 102,778,317 0 0 102,778,317 100,229,159 0
Other non-current liabilities (***) 0 0 1,332,110 1,332,110 0 1,332,110
Short-term debts (**) 60,633,260 0 3,470,367 64,103,627 60,633,260 3,470,367
Trade payables (current) (***) 0 0 46,397,043 46,397,043 0 46,397,043
Other payables (current) (***) 0 0 24,038,868 24,038,868 0 24,038,868
Total Liabilities 163,411,577 0 75,238,388 238,649,965 160,862,419 75,238,388
() For information purposes.
(
) See note 23.
(
**) See Note 24.
31/12/2023 Fair Value
EUR Level 1 Level 2 Level 3 TOTAL
Financial assets at fair value through other
comprehensive income
0 0 4,800,038 4,800,038

The Group estimated the fair value of the financial instruments by comparing their interest rates to the actual interest rate as at year-end, provided by the European Central Bank. In case of material differences between the interest rates, the estimated fair value of the financial instruments is disclosed in this note.

Note 26. Staff costs and average number of staff

2023 2022
Restated
Staff costs EUR EUR
Remuneration 69,702,788 65,739,733
Social security and pension expenses 9,207,095 7,036,495
TOTAL 78,909,883 72,776,228
Average number of employees 2023 2022
Directors 118 106
Employees 5,126 4,534
Workers (including temporary workers) 18,696 20,813
TOTAL 23,940 25,453

Note 27. Other financial income

2023 2022
EUR EUR
Interest from receivables and cash and cash equivalents 419,665 346,457
Exchange gains 22,174,456 8,040,379
Others 258,206 267,079
TOTAL 22,852,327 8,653,915

Note 28. Financial expenses

2023 2022
EUR EUR
Interest and finance expense 11,245,986 14,896,038
Interest expenses on lease liabilities 3,411,779 1,041,390
Exchange losses 26,848,781 24,584,287
Others 1,516,828 641,659
TOTAL 43,023,374 41,163,374

Note 29. Net earnings per share

The undiluted net earnings per share (basic) is the profitforthe year attributable to ordinary shareholders divided by the average number of ordinary shares outstanding during the year. As there are no potential dilutive ordinary shares, the diluted net earnings per share is identical to the undiluted net earnings per share.

2023 2022
Restated
Net profit / (loss) for the period (in euros) 28,248,339 73,185,734
Average number of shares 17,836,650 17,836,650
Net earnings per share undiluted (in euros) 1.58 4.10

Note 30. Dividends and Directors' fees

The Board will propose to the Annual General Meeting of 29 May 2024 not to pay any dividend.

2023 2022
Dividends and interim dividends distributed during the period 0 0
Number of shares 17,836,650 17,836,650
Dividend per share paid during the period 0 0

Note 31. Information on related party

* Directors' remuneration

2023 2022
EUR EUR
Short-term benefits 488,730 356,995

* Other related party transactions

31/12/2022
EUR Parent Associates Other related
parties
TOTAL
Restated
Non-current assets
Long-term advances 0 130,000 280,000 410,000
0 130,000 280,000 410,000
Current assets
Trade receivables 0 14,712,028 0 14,712,028
Other receivables (Note 18) 0 15,122,089 7,464 15,129,553
0 29,834,117 7,464 29,841,581
Non-current liabilities
Financial debts (Note 23) 120,000,000 4,976,156 4,284,667 129,260,823
120,000,000 4,976,156 4,284,667 129,260,823
Current liabilities
Financial debts (Note 23) 14,611,491 292 40,405,480 55,017,263
Trade payables 0 15,503,605 71,063 15,574,668
Other payables (Note 24) 0 3,159,945 660 3,160,605
14,611,491 18,663,842 40,477,203 73,752,536
Income statement
Services and goods delivered 0 247,471,984 0 247,471,984
Services and goods received 0 45,273,521 681,422 45,954,943
Financial income 0 69,462 0 69,462
Financial expenses 8,835,902 520,375 1,600,000 10,956,277
31/12/2023
Other related
EUR Parent Associates parties TOTAL
Non-current assets
Long-term advances 0 130,000 280,000 410,000
0 130,000 280,000 410,000
Current assets
Trade receivables 0 18,248,109 0 18,248,109
Other receivables (Note 18) 0 16,003,218 14,339 16,017,557
0 34,251,327 14,339 34,265,666
Non-current liabilities
Financial debts (Note 23) 80,000,000 3,395,056 3,487,181 86,882,237
80,000,000 3,395,056 3,487,181 86,882,237
Current liabilities
Financial debts (Note 23) 0 0 40,705,753 40,705,753
Trade payables 0 16,879,628 6,031 16,885,659
Other payables (Note 24) 1,250,000 3,912,871 660 5,163,531
1,250,000 20,792,499 40,712,444 62,754,943
Income statement
Services and goods delivered 0 198,623,366 0 198,623,366
Services and goods received 0 44,144,608 658,211 44,802,819
Financial income 0 254,618 0 254,618
Financial expenses 5,786,549 310,356 2,003,287 8,100,192

Related party transactions are carried out at arm's length.

Other related party transactions are carried out with Bolloré Participations and Palmboomen Cultuur Maatschappij (Mopoli).

Mopoli is a Dutch company which is mainly owned by Mr Hubert Fabri through Financière Privée, which also owns Socfin.

Bolloré Participations is a shareholder and director of Socfinaf.

In 2014, Socfinaf obtained a cash advance of EUR 35 million from Mopoli. This advance bears an annual interest (net of tax) of 6% (2022: 4%). Interest is payable in arrears at the end of each calendar quarter. The amount of interest recognised for the year 2023 is EUR 1.0 million. As at 31 December 2023, the outstanding balance amounts to EUR 20.4 million and is repayable on demand with final maturity on July 2026.

In 2016, Socfinaf obtained a loan of EUR 20 million from Bolloré Participations. The loan has an annual interest rate of 6% (2022: 4%). The amount of interest recognised for the year 2022 is EUR 1.0 million. As at 31 December 2023, the outstanding balance amounts to EUR 20.3 million and is repayable on demand with final maturity on June 2025.

Socfinaf did not pay any dividend in 2023 to its parent company Socfin (2022: nil). Socfinaf has borrowed an amount of EUR 80.0 million from Socfin (2022: EUR 120.0 million). Annual interest at rate of 6.25% (2022: 4.25%) is payable on this loan. As such, Socfinaf has paid an interest of EUR 5.8 million in 2023 compared to EUR 8.8 million in 2022.

Note 32. Off balance sheet commitments

In 2019, a subsidiary of Socfinaf, Okomu Oil Palm Company obtained a loan of Naira 10 billion. The contract stipulates that Okomu will use as mortgage guarantee, up to the loan granted, the 11,416 ha plantation. As at 31 December 2023, the balance of the loan amounts to EUR 7 million (2022: EUR 15 million).

In 2019, a subsidiary of Socfinaf, Plantations Socfinaf Ghana (PSG), obtained a loan of EUR 16.5 million for the construction of an oil mill. This loan consists of a credit line of EUR 15 million and a bank overdraft of EUR 1.5 million. The contract stipulates that PSG pledges the oil mill as mortgage guarantee, up to the amount of the loan granted. As at 31 December 2023, the balance of the loan amounts to EUR 4.9 million (2022: EUR 8.1 million) and the overdraft to nil (2022: nil).

In 2021, a subsidiary of Socfinaf, Okomu Oil Palm Company obtained a loan of Naira 2 billion, whose contract stipulates that Okomu will use as mortgage guarantee, up to the loan granted, the 11,416 ha plantation. As at 31 December 2023, the balance of the loan amounts to EUR 1 million (2022: EUR 3 million).

In compliance with Group's commitments on responsible management, most of the plantations within the Group have been certified RSPO. RSPO certification contains engagements to support reforestation projects, named compensation plans. Since most ofthe plantations have been certified RSPO, the Group is committed into several reforestation projects in Africa, representing an overall budget of USD 19.6 million (EUR 17.8 million, undiscounted), that should be expensed between 2023 and 2047.

Note 33. Segment information

In accordance with IFRS 8, the information analysed by management is based on the geographical distribution of political and economic risks. As a result, the sectors presented are Europe, Sierra Leone, Liberia, Côte d'Ivoire, Ghana, Nigeria, Cameroon, São Tomé and Principe and Congo (DRC).

Products from Côte d'Ivoire, Ghana, Nigeria and Cameroon's operating sectors come from the palm oil and rubber sales. Those from the Liberia sector are only from the rubber sales, while those from Sierra Leone, Ghana, São Tomé and Principe and Congo (DRC) come solely from the palm oil sales. Those in the European segment come from the provision of administrative services, of assistance in managing the areas under plantation and the marketing of products outside of the Group. The segment result of the Group is the profit from operations.

The stated figures originate from internal reporting. Since they do not reflect any consolidation or IFRS adjustments or restatements, they are not directly comparable to the amount reported in the consolidated statement of the financial position and income statement.

* Segmental breakdown of profit / (loss) as at 31 December 2022

Revenue from
ordinary business
with external
Revenue from
ordinary business
Segmental profit /
(loss) (*)
EUR customers between segments Restated
Europe 0 0 -2,823,953
Sierra Leone 58,553,604 0 21,826,293
Liberia 40,756,657 0 1,747,945
Côte d'Ivoire 200,451,040 136,882 38,224,054
Ghana 33,083,346 0 18,234,769
Nigeria 133,279,822 0 56,251,979
Cameroon 147,069,445 0 34,187,590
São Tomé and Principe 7,781,775 0 779,099
Congo (DRC) 16,366,246 0 -398,915
TOTAL 637,341,934 136,882 168,028,860
Depreciation, amortisation and impairment of bearer plants -72,844
Fair value of agricultural production 5,115,356
Other IFRS adjustments -92,817
Consolidation adjustments (intra-group and others) 2,351,041
Financial income and gain on disposals 8,730,381
Financial expenses and loss on disposals -42,996,783
Group share of income from associates 11,297,778
Income tax expense and deferred tax (expense) / income -46,325,027
Net Profit / (loss) for the period 106,035,944

(*) Profit / (loss) for the period include other expenses for EUR 128.1 million, corresponding mainly to external services invoiced to plantations and related directly to the operational activity (road maintenance, …), and other operating expenses for EUR 25.0 million not related directly to the operational activity (other taxes, property taxes, …).

* Segmental breakdown of profit / (loss) as at 31 December 2023

EUR Revenue from
ordinary business
with external
customers
Revenue from
ordinary business
between segments
Segmental profit /
(loss) (*)
Europe 0 0 -3,017,768
Sierra Leone 44,340,974 0 13,979,176
Liberia 36,813,393 0 -1,791,812
Côte d'Ivoire 160,456,976 142,039 15,070,482
Ghana 34,514,182 0 18,494,533
Nigeria 113,518,677 0 50,396,027
Cameroon 156,987,751 0 27,824,017
São Tomé and Principe 5,511,788 0 -2,496,052
Congo (DRC) 10,923,105 0 -4,555,130
TOTAL 563,066,846 142,039 113,903,472
Depreciation, amortisation and impairment of bearer plants -9,381,337
Fair value of agricultural production -9,522,251
Other IFRS adjustments 5,506,230
Consolidation adjustments (intra-group and others) 4,704,160
Financial income and gain on disposals 23,005,905
Financial expenses and loss on disposals -43,365,744
Group share of income from associates 6,002,745
Income tax expense and deferred tax (expense) / income -41,528,411
Net Profit / (loss) for the period 49,324,768

(*) Profit / (loss) for the period include other expenses for EUR 118.5 million, corresponding mainly to external services invoiced to plantations and related directly to the operational activity (road maintenance, …), other operating expenses for EUR 14.7 million and other operational income for EUR 11.7 million that are not related directly to the operational activity (government grants, other taxes, property taxes, …).

* Total segmental assetsG

31/12/2023 31/12/2022
EUR EUR
Europe 1,489,353 2,063,733
Sierra Leone 123,185,982 128,721,882
Liberia 115,836,618 121,732,913
Côte d'Ivoire 151,924,753 166,346,688
Ghana 37,518,498 57,837,090
Nigeria 81,865,152 145,216,147
Cameroon 178,037,147 184,081,225
São Tomé and Principe 26,624,876 28,111,519
Congo (DRC) 51,567,843 68,260,622
TOTAL 768,050,223 902,371,819
IFRS 3 / IAS 16: Bearer plants -18,545,344 -25,692,506
IAS 2 / IAS 41: Agricultural production 1,036,347 11,304,647
Other IFRS adjustments -6,556,682 -7,621,916
Consolidation adjustments (intra-group and others) -52,372,458 -55,200,786
Total consolidated segmental assetsG 691,612,086 825,161,258
Consolidated assets not included in segmental assetsG
Right-of-use assets 29,232,550 8,169,574
Investments in associates 24,499,660 27,288,358
Financial assets at fair value through other comprehensive income 4,800,038 300,038
Long-term advances 2,015,903 1,664,770
Deferred tax 2,735,632 4,513,652
Other non-current assets 3,089,715 2,619,576
Consolidated non-current assets 66,373,498 44,555,968
Other debtors 23,131,220 21,440,996
Current tax assets 9,549,095 12,438,610
Consolidated current assets 32,680,315 33,879,606
Total of consolidated assets in the segmental assetsG 99,053,812 78,435,573
Assets classified as held for sale 6,313,418 0
Total assets 796,979,317 903,596,831

* Total segmental liabilitiesG

31/12/2023 31/12/2022
Restated
EUR EUR
Europe 3,261,194 55,702,251
Sierra Leone 2,453,806 3,426,717
Liberia 7,008,789 13,882,723
Côte d'Ivoire 29,593,122 22,364,064
Ghana 597,314 1,066,056
Nigeria 3,674,454 6,950,565
Cameroon 27,352,202 20,840,351
São Tomé and Principe 4,435,416 3,492,126
Congo (DRC) 2,393,585 1,045,995
TOTAL 80,769,881 128,770,849
Other IFRS adjustments 2,294,545 6,346,208
Consolidation adjustments (intra-group and others) -12,628,515 -62,888,128
Total consolidated segmental liabilitiesG 70,435,910 72,228,929
Consolidated liabilities not included in segmental liabilitiesG
Total equity 463,930,610 485,307,105
Non-current liabilities 166,147,779 219,777,491
Current financial debts 64,103,627 83,477,324
Current lease liabilities 2,778,042 1,532,064
Current tax liabilities 28,701,137 40,651,438
Provisions 597,934 622,480
Total consolidated liabilities not included in segmental liabilitiesG 726,259,218 831,367,902
Liabilities associated with assets classified as held for sale 284,279 0
Total equity and liabilities 796,979,317 903,596,831
EUR Intangible assets Tangible assets Biological assets TOTAL
Sierra Leone 0 2,125,221 0 2,125,221
Liberia 0 2,197,106 898,587 3,095,694
Côte d'Ivoire 32,003 5,966,349 3,393,844 9,392,196
Ghana 0 2,277,025 0 2,277,025
Nigeria 0 22,269,520 827,710 23,097,230
Cameroon 0 10,862,418 3,144,690 14,007,108
São Tomé and Principe 0 275,584 0 275,584
Congo (DRC) 0 906,694 0 906,694
TOTAL 32,003 46,879,918 8,264,832 55,176,752

* Costs incurred for acquisition of segmental assetsG during 2022

* Costs incurred for acquisition of segmental assetsG during 2023

EUR Intangible assets Tangible assets Biological assets TOTAL
Sierra Leone 0 2,535,268 0 2,535,268
Liberia 0 2,492,307 1,238,634 3,730,941
Côte d'Ivoire 15,621 5,647,697 3,685,695 9,349,013
Ghana 0 1,580,958 160,462 1,741,420
Nigeria 0 10,397,083 759,758 11,156,841
Cameroon 0 12,548,621 3,801,263 16,349,884
São Tomé and Principe 0 811,212 0 811,212
Congo (DRC) 0 106,557 0 106,557
TOTAL 15,621 36,119,704 9,645,812 45,781,136

* Information by sector of activity

Revenue from external customers:

2023 2022
EUR EUR
Palm 370,064,088 408,462,769
Rubber 186,846,082 222,252,985
Other agricultural activities 1,717,350 469,211
Others 4,439,331 6,156,969
TOTAL 563,066,850 637,341,934

* Information by geographical region

Revenue from external customers by origin of the customers and geographical location:

EUR 2022
Geographical
location
Origin
Europe Liberia Côte
d'Ivoire
Nigeria Cameroon Congo Sierra
Leone
Other
African
countries
Rest of the
world
TOTAL
Europe 0 0 0 0 0 0 0 0 0 0
Sierra Leone 3,356,599 0 0 0 0 0 55,197,004 0 0 58,553,603
Liberia 40,635,339 121,318 0 0 0 0 0 0 0 40,756,657
Côte d'Ivoire 130,232,762 0 31,878,695 0 0 0 0 2,350,374 35,989,209 200,451,040
Ghana 0 0 0 0 0 0 0 33,083,346 0 33,083,346
Nigeria 0 0 0 133,279,822 0 0 0 0 0 133,279,822
Cameroon 15,688,005 0 0 412,650 130,968,790 0 0 0 0 147,069,445
São Tomé and
Principe
7,196,400 0 0 0 205,800 0 0 379,575 0 7,781,775
Congo (DRC) 0 0 0 0 0 16,366,246 0 0 0 16,366,246

TOTAL 197,109,105 121,318 31,878,695 133,692,472 131,174,590 16,366,246 55,197,004 35,813,294 35,989,209 637,341,934

EUR 2023
Geographical
location
Origin
Europe Liberia Côte
d'Ivoire
Nigeria Cameroon Congo Sierra
Leone
Other
African
countries
Rest of the
world
TOTAL
Europe 0 0 0 0 0 0 0 0 0 0
Sierra Leone 3,640,928 0 0 0 0 0 40,700,046 0 0 44,340,974
Liberia 34,963,720 1,849,674 0 0 0 0 0 0 0 36,813,394
Côte d'Ivoire 89,813,516 0 27,089,750 0 0 0 0 1,266,572 42,287,138 160,456,976
Ghana 0 0 0 0 0 0 0 34,514,182 0 34,514,182
Nigeria 0 0 0 113,518,677 0 0 0 0 0 113,518,677
Cameroon 11,639,991 0 0 0 145,347,760 0 0 0 0 156,987,752
São Tomé and
Principe
5,222,997 0 0 0 0 0 0 288,791 0 5,511,788
Congo (DRC) 0 0 0 0 0 10,923,105 0 0 0 10,923,105

TOTAL 145,281,153 1,849,674 27,089,750 113,518,677 145,347,760 10,923,105 40,700,045 36,069,545 42,287,138 563,066,847

* Information by business segment and revenue category

Revenue from external customers by business segment and geographical area

EUR 2022

Category
Business
Segment
Palm Rubber Other agricultural
products
TOTAL
Sierra Leone 58,553,604 0 0 58,553,604
Liberia 0 40,635,339 121,318 40,756,657
Côte d'Ivoire 39,919,401 157,537,222 2,994,417 200,451,040
Ghana 31,991,119 968,476 123,751 33,083,346
Nigeria 120,757,226 12,346,955 175,641 133,279,822
Cameroon 133,093,402 10,764,990 3,211,053 147,069,445
São Tomé and Principe 7,781,775 0 0 7,781,775
Congo (DRC) 16,366,246 0 0 16,366,246
TOTAL 408,462,773 222,252,981 6,626,180 637,341,934
Category
Business
Segment
Palm Rubber Other agricultural
products
TOTAL
Sierra Leone 44,340,974 0 0 44,340,974
Liberia 0 36,813,393 0 36,813,393
Côte d'Ivoire 30,964,234 126,880,126 2,612,616 160,456,976
Ghana 33,301,860 1,136,571 75,751 34,514,182
Nigeria 101,319,579 12,017,173 181,926 113,518,677
Cameroon 143,702,547 9,998,817 3,286,387 156,987,751
São Tomé and Principe 5,511,788 0 0 5,511,788
Congo (DRC) 10,923,105 0 0 10,923,105
TOTAL 370,064,087 186,846,079 6,156,680 563,066,846

EUR 2023

Note 34. Risk management

Capital management

The Group manages its capital and adapts according to changes in economic conditions and investment opportunities. To maintain or adjust the capital structure, the Group may issue new shares, repay part of the capital or adjust the payment of dividends to shareholders.

The Group also manages its capital by closely monitoring the ratio of debt over equity.

Financial risk

The financial risk for the companies within the Group originates mainly from changes in the selling price of agricultural commodities, foreign exchange and, to a lesser extent, interest rate movements.

Potential risk

Apartfrom Ghana and Sierra Leone (referto Note 1.27), countries where the Group operates do not correspond to a hyperinflationary economies or suffer from an immediate threat of price devaluation. Nevertheless, in a minority of those countries, the political system and economic stability remain fragile and could lead to currency devaluation or hyperinflation.

Risk management and opportunities

The Group regularly reviews its sources of financing as well as currency movements. Moreover, its decisions are based on a variety of risks and opportunities, which themselves depend on several factors, including interest rates, currency and counterparties.

Market risk

* Price risk in commodities market

Potential risk

The Group markets its finished products at prices that may be influenced by commodity prices in international markets. It therefore faces the risk of volatility in the prices of these commodities.

Risk management and opportunities

The main policy of the Group's companies has always been to control its production costs. It aims to generate margins for the viability of structures in the event of a significant drop in the selling prices of raw materialsG and, conversely, to generate profit margins during the market downturns.

In parallel with this main policy, secondary policies have also been implemented to improve or consolidate profit margins, such as:

  • the production of agricultural products of superior quality and branded, in particular for rubber and;
  • the use of the Group's expertise in the commercial sector.

The Group reduces its exposure to price risk by investing into different geographical markets and products.

* Foreign currency risk

Potential risk

The Group carries out transactions in local currencies, the main ones being US dollar and Nigerian naira. In addition, financial instruments hedging against fluctuations in exchange rate may not be available for certain currencies. This creates exposure to exchange rate fluctuations, which may have an impact on the financial result denominated in euro.

In Nigeria, the availability of hard currency is extremely limited. The gap between the central bank rate (CBN) and OTC remains strong as at 2023 yearend. For consolidation purposes, the Group uses the Central Bank of Nigeria (CBN) rates. These rates are disclosed in Note 1.9 to the financial statements. The impact of the Group's Nigerian operations on the consolidated result is disclosed in Note 33 (Segment information) to the financial statements.

Risk management and opportunities

Apart from the current currency hedging instruments for operational transactions, which remain relatively limited, the main policy of the Group is to finance its development projects in the local currencies of a region. This practice is indeed favorable for the significant investments made in the plantations, as an attempt to reduce borrowings wherever possible.

Management closely monitors developments in the Nigerian foreign exchange markets and is keen to present a fair view of the financial statements.

* Interest rate risk

Potential risk

Thefirstrisk linked to the interestrate denotes a change in cash flows relating to short-term borrowings, often on a variable rate, as well as a relatively high level of base interest rates on cash and cash equivalents. The second risk, is linked to developing markets, when borrowing in a local currency.

Risk management and opportunities

The first risk is maintained under control by an active policy of monitoring the evolution of local financial markets on the one hand and, when necessary, short-term debt consolidation in the long term on the other. Another systematic policy keeps an eye on the second risk, by putting local and international banks in competition with international lenders who can offer real investment and development opportunities at attractive rates.

Credit risk

Potential risk

Credit risk arises from the potential inability of clients to meet their contractual obligations.

Risk management and opportunities

To manage credit risk, the Group ensures the payment of local sales in cash or the guarantee of the receivables by obtaining approved bills of exchange. The export sales of the plantations are centralised in the Group's sales structure, which applies either a cash payment policy or a commercial credit policy whose limits are defined by its Board of Directors.

Details on impairment of financial assets and liabilities, including measurement of expected credit losses, are disclosed in note 1.18.

Liquidity risk

Potential risk

Liquidity risk is defined as the risk that the Group cannot meet its obligations in time or at a reasonable price. This risk mainly affects plantations, which are both the main source of cash and financing needs.

Risk management and opportunities

Given the specific economic and technological environment of each plantation, the Group manages the liquidity risk in a decentralised manner. However, both the available cash and the implementation of the financing are supervised by the Group Management.

The Group chooses, whenever possible, to maintain financial liabilities and cash position (as mentioned respectively in Notes 23 and 19) with low credit risk institutions.

Emerging market risks

Potential risk

Current or future political instability in certain countries in which the Group operates may affect the Group's profitability and its ability to do business and generate revenue.

The political system in some of the Group's markets is relatively fragile and can be potentially threatened by cross-border conflicts or wars between rival groups.

Risk management and opportunities

Through its activities, the Group contributes to the improvement of the quality of life in the countries in which it operates. It also focuses on improving the stability of its markets, which may lead to

an appreciation in the value of the Group's local companies.

By diversifying the countries, economies and currencies in which the Group generates its revenues and cash flows, it reduces its exposure to emerging market risk.

Itis aware ofits environmental and socialresponsibility towards the local population and is continually implementing initiatives to this end.

Risk of expropriation

Potential risk

Certain countries in which the Group operates have political regimes that may call into question foreign commercial interests by limiting their activities and may attempt to exert control over the Group's assets. This is known as the risk of expropriation.

Risk management and opportunities

The diversified geographical distribution of the countries in which the Group generates its revenues and its cash flows reduces its exposure to this risk.

Credibility risk

Potential risk

With the Group being linked to the state of the financial markets, the Group may be exposed to a credibility risk when said markets lose confidence. This depends on the Group's ability to maintain sound financial health considering:

  • its environmental impact,
  • its social responsibility and
  • the economic and geopolitical risks that certain Group entities may face.

Risk management and opportunities

The Group has published its responsible management policy in 2017, which was updated in 2022. This complements the Group's sustainable development commitments formalised in 2012.

The Group's initiatives to monitor this risk are detailed in the information provided in the annual sustainable development report available on request at Group headquarters.

Risk sensitivity

* Exchange rate risk

The Group is exposed to changes in value arising from fluctuations in exchange rates generated by its operating activities. However, as local turnover was made in the local currency, and export sales are made in US dollar, the Group's exposure is mainly limited to fluctuations in dollar against the euro. The impact on the result of a 10% increase or decrease (EUR/USD) in foreign currency financial instruments amounts to EUR 0.1 million.

In the case where the currency of sale is not the functional currency of the Company and it is linked to a strong currency, the conversion is ensured at the time of the conclusion of the contract. The local sales concluded in the local currency in 2023 (including US dollars) amounted to EUR 374.0 million. The global sales (mainly concluded in US dollars) in 2023 amounted to EUR 189.1 million.

* Interest rate risk

The breakdown of fixed rate loans and variable rate loans is described in Note 23. Following the reimbursement of the variable loan rate arrangement by Socfinaf in 2023, the Group's exposure to interest rate risk decreased in 2023. The management maintains its policy to closely monitor the interests rate evolution.

* Credit risk

As at 31 December 2023, the trade receivables from global customers and local customers amount to EUR 18.1 million and EUR 9.1 million respectively. Accounts receivable from global customers are mainly receivables related to the sale of rubber. Palm oil is sold locally to local players which entails a wide range of customers. The marketing of rubber is entrusted to Sogescol FR (equity accounted company). It trades either on the physical markets or directly with end customers.

2023 2022
EUR EUR
Trade receivables 29,023,129 25,333,540
Provision incurred mainly on non-operational receivables -1,787,293 -1,814,318
Other receivables 23,131,220 21,440,996
Total net receivables 50,367,056 44,960,218
Amount not yet due 50,345,512 44,704,982
Amount due less than 6 months 0 0
Amount due for more than 6 months and less than one year 0 255,236
Amount due for more than one year 21,544 0
Total net receivables 50,367,056 44,960,218

Note 35. Contingent liabilities

Société des Caoutchoucs du Grand Bereby ("SOGB"), a public limited company incorporated under Ivorian law and subsidiary of the Group, is involved in a dispute with the Caisse Nationale de Prévoyance Sociale ("CNPS") of the Côte d'Ivoire. This dispute concerns the tax audit of the benefits in kind that SOGB should have paid to CNPS for having provided housing to its employees.

Following an initial analysis for the period from 1 January 2010 to 31 December 2013, CNPS estimated the due amount at CFA 182 million, equivalent to EUR 277,000. Based on SOGB's calculations, however, the amount owed is of CFA 32 million, equivalent to EUR 48,000.

Following a contestation, the case was brought before the Court of Sassandra. The latter invited the two parties to reach an amicable settlement for the dispute between them and to submit a transactional agreement, if necessary.

In the absence of an amicable settlement for the dispute, it would be up to the Sassandra Court to rule on the merits.

The CNPS carried out a second analysis covering the years 2014 through 2018. The CNPS added to the previous amount a sum of CFA 1,650 million, equivalent to EUR 2.5 million. The SOGB has recorded a provision of CFA 250 million, equivalent to EUR 381,000, which corresponds to the amount it considers to be effectively due.

The matter of housing on plantations in rural areas is a general issue and concerns most agricultural and forestry companies, particularly those in the rubber, oil palm and banana sectors.

For this reason, actions have been undertaken by companies in the sector, which are supported by the Union of Agricultural and Forestry Companies ("UNEMAF") and the General Confederation of Companies of Côte d'Ivoire ("CGECI"), to obtain a clear position from the CNPS on this issue.

The CNPS had always shown leniency for determining of benefits in kind constituted by the provision of housing in rural areas.

A proposal for arbitration was submitted to the Ministry of Employment and Social Protection by a working group that comprises members of CGECI and UNEMAF. Working group meetings were scheduled to take place in the course of 2020, but these were postponed due to the health situation and have not been resumed to date.

At the date of the closing of the accounts, the amicable procedure is therefore still in progress. Its

outcome will determine whether or not the case is referred to the Sassandra Court, which has the power alone to enforce the parties. Insofar as there is no legal constraint to date, and based on the above, the management is of the opinion that no provision should be recorded because the probability of a claim is very low.

Note 36. Political and economic environment

The Company holds interests in subsidiaries operating in Africa.

Given the economic and political instability in some of the related African countries (Sierra Leone, Liberia, Côte d'Ivoire, Ghana, Nigeria, Cameroon, São Tomé and Principe and Congo DRC), these holdings pose a risk in terms of exposure to political and economic changes.

Note 37. Events after the closing date

There are no material events after the closing date to mention.

Note 38. Assets classified as held for sale

31/12/2023
ASSETS EUR
Non-Current Assets
Right-of-use assets 33,851
Property, plant and equipment 2,241,077
Biological assets 1,969,162
4,244,090
Current Assets
Inventories 956,711
Current biological assets 21,188
Trade receivables 2,973
Other receivables 427,509
Current tax assets 299,777
Cash and cash equivalents 361,169
2,069,328
Assets classified as held for sale 6,313,418
31/12/2023
LIABILITIES EUR
Non-Current Liabilities
Long-term lease liabilities 35,449
35,449
Current Liabilities
Short-term lease liabilities 10,417
Trade payables 119,584
Other payables 118,829
248,830
Liabilities associated with assets classified as held for sale 284,279

As at 31 December 2023, the carrying amounts of the assets classified as held for sale and related liabilities are attributable to SRC. In the last quarter of 2023, the management of Socfinaf conducted negociations on the disposal of SRC. Accordingly, SRC was reclassified as a disposal as at 31 December 2023. The transaction is subject to local regulatory approval and is expected to close in the first half of 2024.

Note 39. Auditor's fees

2023 2022
EUR EUR
Audit (VAT included) 732,412 758,845

The audit fees include all fees paid to the independent statutory auditor of the Group namely EY as well as those paid to member firms within EY network for the relevant years. This firm performed no material consulting work or other non-audit services in 2023 or in 2022.

Presented by the Board of Directors at the Annual General Meeting of 29 May 2024

Ladies and gentlemen,

We are pleased to present our annual report and to submit for your approval the annual accounts of our company at 31 December 2023.

Activities

Socfinaf holds financial interests in portfolio companies which operate directly or indirectly in tropical Africa in the rubber and palm oil sectors.

Result for the period

The profit and loss account for the year, compared to that of the previous year, is as follows:

(EUR million) 2023 2022
INCOME
Value adjustments in respect of financial assets 0 0.4
Income from equity investments
Dividends received 45.2 46.9
Interests 1.3 1.6
Capital gain on disposal of financial fixed assets 0 0.1
Other interest receivable and similar income 4.5 5.8
Total income 51.0 54.8
EXPENSES
Impairment:
On financial assets (1)
33.1 (2)
66.1
Other external expenses 3.4 2.9
Interest payable and similar expenses 8.7 18.6
Income tax 3.2 4.7
Total expenses 48.4 92.3
PROFIT/LOSS FOR THE FINANCIAL YEAR 2.6 -37.5

(1) At at 31 December 2023, the Board of Directors decided to reduce the value of its advance to Salala Rubber by EUR 32,960,912 and reduce the acquisition value of Socfinco by EUR 115,675.

(2) As at 31 December 2022, the Board of Directors decided to reduce the acquisition value of Brabanta by EUR 17,868,990 and the value of its advance by EUR 48,250,914.

Revenue from financial assets

(EUR million) 2023 2022
Dividends
Socapalm 10.6 16.0
Okomu 10.9 15.2
Befin 13.4 7.5
Socfinco FR 4.0 4.0
Sogescol FR 3.7 2.7
Safa 2.0 0.9
Others 0.5 0.6
Total of dividends 45.1 46.9

Interest on receivables amounted to EUR 1.6 million and foreign exchange gains to EUR 4.3 million.

The profit for the year amounted to EUR 2.6 million compared to a loss of EUR 37.5 million on 31 December 2022.

Balance sheet

As at 31 December 2023, Socfinaf's total assets amounted to EUR 349.3 million compared to EUR 398.6 million on 31 December 2022.

Socfinaf's assets mainly consist of financial fixed assets of EUR 187.3 million, long term loan receivables of EUR 129.5 million, amounts owed by affiliated undertakings and other receivables for EUR 31.2 million, and cash and equivalent of EUR 1.3 million.

The equity amounted to EUR 223.9 million before appropriation of results.

Taking into account the positive cash flow of EUR 36 million generated by the activity and the repayment of the advances from the subsidiaries (SAC and PSG)for EUR 24 million, Socfinaf's indebtedness fell from EUR 177 million on 1 January to EUR 125 million on 31 December 2023.

Portfolio

Movements

During the year, a non-recurring impairment on Socfinco was recorded for a total amount of EUR 0.1 million. In addition, Socfinaf has participated in the capital increase of Management Associates.

Valuation

The investments are estimated at a total value of EUR 656.4 million and includes an unrealised gain of EUR 469.2 million compared to their acquisition costs, potentially adjusted.

Investments

The main direct and indirect investments have evolved during the last months as follows:

PROJECTS IN OPERATION AT 31 DECEMBER 2023
AFRICA
Sierra Leone Liberia Côte d'Ivoire Ghana Nigeria Cameroon Sao Tomé DRC TOTAL
AFRICA
(EUR million) SAC LAC & SRC SOGB SCC PSG OKOMU SOCAPALM SAFACAM AGRIPALMA BRABANTA
TURNOVER Actual 2022 58,436 40,675 140,233 57,224 31,615 132,867 112,852 35,406 7,782 16,345 637,895
Actual 2023 44,330 35,144 109,398 48,455 34,417 105,107 129,003 35,943 5,512 10,806 562,132
Forecasts 2023 43,734 39,300 121,705 52,703 26,198 150,325 116,447 36,010 5,768 15,499 612,699
NET RESULT Actual 2022 16,483 1,278 23,863 4,858 5,560 38,955 16,269 4,189 909 -671 109,469
Actual 2023 11,124 -19,172 8,035 4,099 12,781 31,581 18,194 934 -2,463 -4,752 57,723
Forecasts 2023 7,904 167 13,460 4,028 8,375 35,136 11,548 3,416 -1,775 -1,374 78,679
PALM PRODUCT
AREA
(HA)
SURFACE
Mature 12,349 - 7,471 - 6,140 19,044 29,458 5,306 1,879 6,072 87,719
Immature - - 20 - - - 2,975 - - - 2,995
Total 12,349 - 7,491 - 6,140 19,044 32,433 5,306 1,879 6,072 90,714
Actual 2022 218,363 - 148,447 - 94,048 247,175 475,157 73,423 27,328 54,291 1,338,232
PRODUCTION
FFB
Actual 2023 209,067 - 144,174 - 132,495 272,639 456,398 72,094 22,496 49,871 1,359,233
Forecasts 2023 232,301 - 152,586 - 110,109 307,517 486,602 80,736 25,475 62,016 1,457,342
Actual 2022 51,919 - 35,301 - 25,375 54,101 146,231 16,526 6,429 13,769 349,653
PRODUCTION
CRUDE
Actual 2023 50,249 - 34,159 - 35,472 69,563 138,783 16,096 4,871 13,232 362,425
Forecasts 2023 55,752 - 35,637 - 28,628 72,578 154,312 18,260 6,215 15,604 386,986
Actual 2022 23,78 - 22,78 - 26,98 21,77 22,45 21,94 23,53 24,13 22,96
EXTRACTION
RATE
Actual 2023 24,04 - 22,49 - 26,77 22,28 22,28 22,19 21,65 25,72 23,12
Forecasts 2023 24,00 - 22,50 - 26,00 22,16 22,46 22,50 23,70 24,00 23,00
TURNOVER Actual 2022 58,436 - 39,919 - 30,688 120,544 111,190 24,811 7,782 16,345 409,715
Actual 2023 44,330 - 30,973 - 33,282 93,962 127,240 26,236 5,512 10,806 372,340
Forecasts 2023 43,734 - 31,165 - 25,263 136,493 113,537 22,858 5,768 15,499 394,317
PROJECTS IN OPERATION AT 31 DECEMBER 2023
AFRICA
Sierra Leone Liberia Côte d'Ivoire Ghana Nigeria Cameroon Sao Tomé DRC TOTAL
AFRICA
(EUR million) SAC LAC & SRC SOGB SCC PSG OKOMU SOCAPALM SAFACAM AGRIPALMA BRABANTA
RUBBER
(HA)
SURFACE
AREA
Mature - 14,047 12,906 - 942 6,265 1,936 3,509 - - 39,605
Immature - 2,668 2,879 - - 1,070 - 917 - 12 7,546
Total - 16,715 15,785 - 942 7,335 1,936 4,426 - 12 47,151
PRODUCTION Actual 2022 - 27,401 65,815 39,554 - 8,124 - 6,377 - - 147,271
Actual 2023 - 27,694 64,309 38,559 - 9,907 - 9,004 - - 149,472
Forecasts 2023 - 29,082 67,000 39,000 - 9,975 - 9,473 - - 154,530
TURNOVER Actual 2022 - 40,675 100,313 57,224 927 12,323 1,662 10,595 - - 228,179
Actual 2023 - 35,144 78,425 48,455 1,135 11,145 1,763 9,707 - - 189,792
Forecasts 2023 - 39,300 90,541 52,703 935 13,832 2,910 13,152 - - 218,382

The production data correspond to the quantities in tons of Milled Rubber and Crude Palm Oil. Rubber production and sales are presented after elimination of intercompany transactions. Consolidated figures may however differ.

Allocation of profit

The profit of the year of EUR 2,658,856 increased by retained earnings of EUR 93,870,859, give total retained earnings of EUR 96,529,714 which it is proposed to carry forward again.

After this allocation, the total reserves will be as follows:

Reserves EUR
Legal reserve 3,567,330
Other reserves 628,717
Available reserve 59,629
Retained earnings 96,529,714
100,785,391

Treasury shares

The Company did not buy back its own shares during the 2023 financial year.

Research and development

During the financial year 2023, Socfinaf did not incur any expenses for research and development.

Financial instruments

During the financial year 2023, the company did not make use of any financial instruments.

Financialrisk management policies are described in the notes to the Company's consolidated financial statements.

Branch

The Company has a permanent establishment in Fribourg (CH).

Mentions required by Art. 11 (1) points a) to k) of the law of 19 May 2006 concerning Public Takeover Bids

  • a) b) f) The issued capital of the Company is set at EUR 35,673,300 represented by 17,836,650 shares without par value, fully paid up. Each share entitles the holder to one vote without limitation or restriction.
  • c) 1 February 2017, Socfin declared that it holds a 58.85% direct stake in Socfinaf.

On 3 September 2014, Compagnie du Cambodge declared that it holds a direct and indirect stake of 9% in the capital of Socfinaf. 7.07% is held by Compagnie du Cambodge, 1.08% by Société Industrielle et Financière de lArtois, 0.49% by Bolloré and 0.36% by Compagnie des Glénans.

h) Art. 13. of the statutes: "The Company is administered by a Board composed of at least three members, whether natural or legal persons. The Directors are appointed for a period of six years by the General Meeting of Shareholders. They are eligible for re-election. The Directors are renewed by lottery, so that at least one Director will be leaving each year."

Art. 23. of the statutes: "In the event of the death or resignation of a Director, he may be provisionally replaced by observing in this respect the formalities provided for by law. In this case the General Meeting at its first meeting shall proceed to the final election."

Art. 32. of the statutes: "The present statutes can be modified by decision of the General Meeting specially convened for this purpose, in the forms and conditions prescribed by articles 450-3 and 450-8 of the law of 10th August 1915 on the commercial companies, as amended."

i) The powers of the members of the Board of Directors are defined in Art. 17 and seq. of the statutes of the Company. They provide in particular that: "The Board of Directors is vested with the broadest powers for the administration of the Company. All matters not expressly reserved to the General Meeting by the Articles of Incorporation or the law fall within the competence of the Board."

In addition, the statutes provide in Art. 6: "In the event of a capital increase, the Board of Directors shall determine the conditions of issue of the shares.

The new shares to be paid up in cash shall be offered in preference to the current shareholders, in accordance with the law.

In the event of the issue of shares by contribution in cash or in the event of the issue of instruments which fall within the scope of application of article 420-27 of the law on companies and which are paid for in cash, including and in a non-exhaustive manner, convertible bonds allowing their holder to subscribe to shares or to be allocated shares, shareholders have preferential subscription rights in proportion to their participation with regard to all these issues in accordance with the provisions of company law.

The General Meeting called to deliberate, under the conditions required for the amendment of the Articles of Association, on the increase in the share capital or on the authorisation to increase the capital in accordance with Article 420-23 of the law of commercial companies, may limit or cancel the preferential subscription right or authorise the Board to do so in the manner and under the conditions provided for by law."

The other points of Art. 11 (1) are not applicable, namely:

• title holding including special control rights;

  • the existence of a staff shareholding system;
  • shareholder agreements that may result in restrictions on the transfer of securities or voting rights;
  • the agreements to which the Company is party, and which take effect are modified or terminated in the event of a change of control of the Company following a takeover bid;
  • the indemnities provided in the event of the resignation or dismissal of members of the Board of Directors or staff following a takeover bid.

Responsible management policy

The responsible management policy is based on the Group's three pillars of commitment, alongside its specific commitment to transparency: rural development, workers and local communities, and environment. These commitments form the basis of key initiatives aimed at improving long-term economic performance, social well-being, health, safety and natural resource management.

An implementation plan for this policy has been defined and implemented throughout 2023.

The efforts and actions undertaken by the Socfin Group in this area are detailed in a regularly updated dashboard as well as in a separate annual report ("Sustainable Development Report").

The responsible management policy, the dashboard and the annual sustainable development report are available on the Group's website.

Estimated value of the share (company accounts)

The estimated value of Socfinaf as at 31 December 2023 before allocation of the result for the financial year amounts to EUR 693.1 million. This valuation incorporates the unrealised capital gains of the portfolio.

As a reminder, the market share price was EUR 10.80 at the end of 2023 against EUR 11.80 a year earlier.

Significant events after the reporting date

As at 31 December 2023 and 2022, the Company had no significant off-balance sheet commitments.

Main risks and uncertainties

It must be emphasized that the Group's investments in Africa may be subject to political and economic risks. On-site executives and managers follow the day-today evolution of the situation.

In addition, the Company may be exposed to foreign exchange risks on long-term advances to subsidiaries. The assessment of this risk is described in the notes to the Company's statutory financial statements.

Perspectives

The result for the 2024 financial year will depend to a large extent on the dividend distributions of the subsidiaries; these are not yet fixed.

Statutory appointments

The term served as director by Mr. Cyrille Bolloré representing Bolloré Participations expire this year. It will be proposed at the next Annual General Meeting to renew this mandate for six years until the Annual General Meeting of 2030.

The Board of Directors

Audit report on the Company's financial statements

REPORT ON THE AUDIT OF THE FINANCIAL STATEMENTS

To the Shareholders of Socfinaf S.A 4, avenue Guillaume L-1650 Luxembourg

Opinion

We have audited the financial statements of Socfinaf S.A. (the "Company"), which comprise the balance sheet as at 31 December 2023, and the profit and loss account for the year then ended, and the notes to the financial statements, including a summary of significant accounting policies.

In our opinion, the accompanying financial statements give a true and fair view of the financial position of the Company as at 31 December 2023, and of the results of its operations for the year then ended in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the financial statements.

Basis for opinion

We conducted our audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 on the audit profession ("Law of 23 July 2016") and with International Standards on Auditing ("ISAs") as adopted for Luxembourg by the "Commission de Surveillance du Secteur Financier" ("CSSF"). Our responsibilities under the EU Regulation Nº 537/2014, the Law of 23 July 2016 and ISAs as adopted for Luxembourg by the CSSF are further described in the "Responsibilities of the "réviseur d'entreprises agréé" for the audit of the financial statements" section of our report. We are also independent of the Company in accordance with the International Code of Ethics for Professional Accountants, including International Independence Standards, issued by the International Ethics Standards Board for Accountants ("IESBA Code") as adopted for Luxembourg by the CSSF together with the ethical requirements that are relevant to our audit of the financial statements, and have fulfilled our other ethical responsibilities under those ethical requirements. 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 judgment, were of most significance in our audit of the financial statements of the current period. These matters were addressed in the context of the 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.

Valuation of shares in affiliated undertakings

Risk identified

As at 31 December 2023, the shares in affiliated undertakings amounts to 187 million euros and represents 54% of the total assets of the balance sheet. Shares in affiliated undertakings are valued at historical acquisition cost, respectively their nominal value, which includes incidental expenses. In the case of durable depreciation in value according to the opinion of the Board of Directors, value adjustments are made in respect of financial fixed assets, so that they are valued at the lower figure to be attributed to them at the balance sheet date. These value adjustments are not continued if the reasons for which the value adjustments were made have ceased to apply. In the event of an impairment that, in the opinion of the Board of Directors, is of a lasting nature, these financial assets are subject to value adjustments in order to give them the lower value that should be attributed to them on the balance sheet date, as determined by the Board of Directors.

The assessment of the durable depreciation in value of these shares in affiliated undertakings requires the exercise of the Board of Directors' judgement in its choice of the elements to be considered according to the shares in affiliated undertakings, whether market elements (shares price when applicable) and/ or historical elements (adjusted net equity) and/or forecast elements (discounted future cash flows to shareholders).

Due to the size of the balance and judgement included, we considered this area to be a key audit matter.

Our answer

Our audit procedures over the impairment of the shares in affiliated undertakings and of the loans to affiliated undertakings included amongst other :

  • • Assessing the accounting policies determined by the Board of Directors, as described in the note 2 of the financial statements, to determine the value adjustments to be recorded on shares in the affiliated undertakings ;
  • • Ensuring that the accounting policies used by the Board of Directors were properly applied:
    • when the Board of Directors relied on market data, we reconciled the share prices as at 31 December 2023 used for the valuation of shares in affiliated undertakings to the official stock markets quotations ;
    • when the Board of Directors relied on historical data, we reconciled the adjusted net equity used in the valuation of the shares in affiliated undertakings as at 31 December 2023 to the financial information of the related affiliated undertakings and assessed the appropriateness of evidence supporting the adjustments made to the net equity, if any.
  • • Assessing the appropriateness of the disclosures made in the Note 3 of the financial statements.

Other information

The Board of Directors is responsible for the other information. The other information comprises the information included in the annual reporting including the management report and the corporate governance statement but does not include the financial statements and our report of "réviseur d'entreprises agréé" thereon.

Our opinion on the financial statements does not cover the other information and we do not express any form of assurance conclusion thereon.

In connectionwith our audit ofthefinancial statements, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial statements or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report this fact. We have nothing to report in this regard.

Responsibilities of the Board of Directors and of those charged with governance for the financial statements

The Board of Directors is responsible for the preparation and fair presentation of the financial statements in accordance with Luxembourg legal and regulatory requirements relating to the preparation and presentation of the financial statements, and for such internal control as the Board of Directors determines is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error.

The Board of Directors is also responsible for presenting and marking up the financial statements in compliance with the requirements set out in the Delegated Regulation 2019/815 on European Single Electronic Format, as amended ("ESEF Regulation").

In preparing the financial statements, the Board of Directors is responsible for assessing the Company's ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the Board of Directors either intends to liquidate the Company or to cease operations, or has no realistic alternative but to do so.

Responsibilities of the "réviseur d'entreprises agréé" for the audit of the financial statements

The objectives of our audit 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 a report of the "réviseur d'entreprises agréé" that includes our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with the ISAs as adopted for Luxembourg by the CSSF 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

Audit report on the Company's financial statements

aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of these financial statements.

As part of an audit in accordance with EU Regulation N° 537/2014, the Law of 23 July 2016 and with ISAs as adopted for Luxembourg by the CSSF, we exercise professional judgment and maintain professional skepticism throughout the audit. We also:

  • • Identify and assess the risks of material misstatement of the financial statements, 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 Company's internal control.
  • Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the Board of Directors.
  • Conclude on the appropriateness of Board of Directors' use 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 report of the "réviseur d'entreprises agréé" 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 report of the "réviseur d'entreprises agréé". 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.
  • • Assess whether the financial statements have been prepared, in all material respects, in compliance with the requirements laid down in the ESEF Regulation.

We communicate with those charged with governance 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 those charged with governance with a statement that we have complied with relevant ethical requirements regarding independence, and communicate to them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, related safeguards.

From the matters communicated with those charged with governance, 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 report unless law or regulation precludes public disclosure about the matter.

Report on other legal and regulatory requirements

We have been appointed as "réviseur d'entreprises agréé" by the General Meeting of the Shareholders on 26 May 2020 and the duration of our uninterrupted engagement, including previous renewals and reappointments, is 4 years.

The management report is consistent with the financial statements and has been prepared in accordance with applicable legal requirements.

The accompanying corporate governance statement on pages 31 to 36 is the responsibility of the Board of Directors. The information required by article 68ter paragraph (1) letters c) and d) of the law of 19 December 2002 on the commercial and companies register and on the accounting records and annual accounts of undertakings, as amended, is consistent

Portrait du Groupe Audit report on the Company's financial statements

with the financial statements and has been prepared in accordance with applicable legal requirements.

We have checked the compliance of the financial statements of the Company as at 31 December 2023 with relevant statutory requirements set out in the ESEF Regulation that are applicable to the financial statements. For the Company, it relates to :

• Financial statements prepared in valid xHTML format

In our opinion, the financial statements of the Company as at 31 December 2023, have been prepared, in all material respects, in compliance with the requirements laid down in the ESEF Regulation.

We confirm that the audit opinion is consistent with the additional report to the audit committee or equivalent.

We confirm that the prohibited non-audit services referred to in EU Regulation No 537/2014 were not provided and that we remained independent of the Company in conducting the audit.

Ernst & Young Société anonyme Cabinet de révision agréé

Anthony Cannella

1. Balance sheet as at 31 December 2023

2023 2022
ASSETS
Note
EUR EUR
FIXED ASSETS
Financial assets
3
Shares in affiliated undertakings 187,264,604.55 182,880,279.55
Loans to affiliated undertakings 129,533,966.49 178,795,759.27
316,798,571.04 361,676,038.82
CURRENT ASSETS
Debtors
Amounts owed by affiliated undertakings
becoming due and payable within one year 28,993,195.61 33,284,161.85
Other debtors
becoming due and payable within one year 1,936,640.00 1,452,480.00
30,929,835.61 34,736,641.85
Investments
Shares in affiliated undertakings 248,406.09 248,406.09
Cash at bank and in hand 1,301,619.70 1,939,330.90
TOTAL ASSETS 349,278,432.44 398,600,417.66

The accompanying notes form an integral part of the financial statements.

2023 2022
CAPITAL, RESERVES AND LIABILITIES Note EUR EUR
CAPITAL AND RESERVES 4
Issued capital 35,673,300.00 35,673,300.00
Share premium account 87,453,866.21 87,453,866.21
Reserves
Legal reserve 3,567,330.00 3,567,330.00
Other reserves, including the fair value reserve
Other available reserves 688,346.92 688,346.92
4,255,676.92 4,255,676.92
Profit brought forward 93,870,858.69 131,413,608.00
Profit for the financial year 2,658,855.71 -37,542,749.31
223,912,557.53 221,253,701.82
CREDITORS
Amounts owed to credit institutions
becoming due and payable within one year 7.00 9.03
Trade creditors
becoming due and payable within one year 225,304.17 220,624.09
Amounts owed to affiliated undertakings 5
becoming due and payable after more than one year 80,000,000.00 120,000,000.00
becoming due and payable within one year 1,252,128.31 14,947,456.73
Amounts owed to undertakings with which the undertaking is
linked by virtue of participating interests
6
becoming due and payable after more than one year 20,000,000.00 20,201,643.84
becoming due and payable within one year 20,705,753.25 20,203,836.00
Other creditors
Tax authorities 2,130,637.50 1,665,126.39
Other creditors
becoming due and payable within one year 1,052,044.68 108,019.76
125,365,874.91 177,346,715.84
TOTAL CAPITAL, RESERVES AND LIABILITIES 349,278,432.44 398,600,417.66

The accompanying notes form an integral part of the financial statements.

2. Income statement for the year ended 31 December 2023

2023 2022
Note EUR EUR
Raw materialsG and consumables and others external expenses
Other external expenses -2,936,663.69 -2,685,678.73
Value adjustments
in respect of current assets -4,500.00 0.00
Other operating expenses -421,143.32 -248,765.87
Income from participating interests
derived from affiliated undertakings 7 45,173,448.69 46,958,007.91
Other interest receivable and similar income
derived from affiliated undertakings 8 5,872,854.29 7,273,633.68
other interest and similar income 10,081.36 109,529.96
Value adjustments in respect of financial assets and of
investments held as current assets
3 -33.076.586.91 -65,679,615.45
Interest payable and similar expenses
derived from affiliated undertakings -6,638,801.02 -16,979,066.77
other interest and similar expenses -2,069,245.77 -1,618,491.65
Tax on profit -2,783,087.92 -4,134,647.39
Profit after taxation 3,126,355.71 -37,005,094.31
Other taxes not shown above -467,500.00 -537,655.00
Profit for the financial year 2,658,855.71 -37,542,749.31

Allocation of profit

2023 2022
EUR EUR
Retained earnings 96,529,714.40 93,870,858.69
From the balance:
10% to the Board of Directors 0.00 0.00
90% to 17,836,650 shares 0.00 0.00
96,529,714.40 93,870,858.69
Dividend per share 0.00 0.00

The accompanying notes form an integral part of the financial statements.

3. Notes to the parent company financial statements for the 2023 financial year

Note 1. Overview

SOCFINAF S.A., (the "company'') was incorporated on 20 November 1972 as a public limited company and adopted the status of "SoparfiG" on 10 January 2011.

The duration of the company is unlimited, and its registered office is established in Luxembourg. The company is registered in the Register of Commerce and Companies under number B6225, and is listed on the Luxembourg Stock Exchange under ISIN number LU0056569402.

The object ofthe company is (i)the acquisition, holding and disposal, in any form whatsoever and by any means, directly or indirectly, of participations, rights and interests, as well as bonds of Luxembourgish or foreign companies, (ii) the acquisition by contribution, purchase, subscription or otherwise, as well as the disposal by sale, transfer, exchange or otherwise, of shares, interests, bonds, debts, notes and other securities or financial instruments of any kind (in particular bonds or shares issued by Luxembourg or foreign collective investment funds or any other similar body), loans or any other credit line, as well as contracts relating thereto and (iii) the holding, administration, development and management of a portfolio of assets (composed in particular of the assets described in points (i) and (ii) above).

The company may also acquire and develop any patents and other rights relating to or supplementing those patents.

The company may borrow in any form whatsoever. It may enter into any kind of loan agreement and may issue debt securities, bonds, certificates, shares, profit shares, warrants and all kinds of debt and equity securities, including by virtue of one or several issue programmes. The company may lend funds, including those resulting from borrowings and/or securities issues, to its subsidiaries, affiliates and any other company.

Although the Company is included in the consolidated financial statements of Société Financière des Caoutchoucs, abbreviated as "Socfin", which is the largest entity in which the Company is consolidated, the Company also prepares consolidated financial statements which are published in accordance with the law and which are available at the Company's registered office (4, avenue Guillaume, L-1650 Luxembourg) or on the Internet site: www.socfin.com.

The financial year begins on 1 January and ends on 31 December.

Note 2. Accounting principles, rules and methods

General principles

The annual financial statements are prepared in accordance with Luxembourg legal and regulatory requirements in force in Luxembourg under the historical cost convention.

The accounting policies and valuation principles are, apart from the rules imposed by the law of 19 December 2002, determined and implemented by the Board of Directors.

The preparation of the annual financial statements involves the use of a number of critical accounting estimates. It also requires the Board of Directors to exercise its judgement in the application of accounting principles. Any change in assumptions may have a significant impact on the financial statements for the period in which the assumptions are changed. The Board of Directors believes that the underlying assumptions are appropriate and that the financial statements give a true and fair view of the financial position and results of the Company.

Currency conversion

The Company keeps its accounts in euros (EUR); the annual accounts are expressed in this currency.

Transactions in a currency other than the balance sheet currency are converted into the balance sheet currency at the exchange rate prevailing on the date of the transaction.

At the balance sheet date:

  • the acquisition price of the financial assets, expressed in a currency other than the currency of the balance sheet, remain converted at the historical exchange rate, the current portion of receivables is one exception to this, as it is valued individually at the lowest of their historical exchange rate value or their value determined on the basis of the exchange rate prevailing at the balance sheet date;
  • bank accounts expressed in a currency other than the currency of the balance sheet are valued on the basis of the exchange rate prevailing on the balance sheet date. Foreign exchange gains and losses are recognised in the current period;
  • all other assets, expressed in a currency other than the currency of the balance sheet, are valued individually at the lower of their value at the historical exchange rate or their value determined on the basis of the exchange rate prevailing at the balance sheet date;
  • all liability items, expressed in a currency other than the currency of the balance sheet, are valued individually at the highest of their value. For this, the highest amount is used between their value at the historical exchange rate and their value determined on the basis of the exchange rate prevailing on the balance sheet date.

Realised foreign exchange gains and losses and unrealised losses are recognised in the profit and loss account. Unrealised foreign exchange gains are not recognised.

If there is an economic link between two transactions, unrealised exchange differences are recognised at the corresponding unrealised exchange loss.

Valuation of financial assets

Shares in affiliated undertakings are valued at acquisition cost, which includes incidental expenses. Receivables from affiliated companies are valued at their nominal value, which includes incidental expenses.

In the event of an impairment that, in the opinion of the Board of Directors, is of a lasting nature, these financial fixed assets are subject to value adjustments. The aim of the latter is to give them the lowest value that should be attributed to them on the balance sheet date, as determined by the Board of Directors.

In order to determine the value adjustments that are permanent at the balance sheet date, the Board of Directors carries out the following analyses for each investment on an individual basis:

1/ For investments listed on public markets, the Board of Directors compares the net book value of the investment with its shares in the market based on the stock market price at the closing date. When the market value is greater than or equal to the net book value, the Board of Directors considers that no value adjustment needs to be recorded at the closing date. However, when the market value is lower than the net book value, the Board of Directors tests the net book value against the share in the revalued net assets of the investment.

2/ If the net book value exceeds the market value or the equity value for unlisted investments, the Board of Directors compares the net book value with the share held in the revalued net assets as well as in the consolidated net assets (i.e. equity attributable to owners of the parent company) if the subsidiary prepares consolidated accounts.

If either the market or the equity value is greater than or equal to the net book value of the investment, no value adjustment is recognised.

3/ When both values are lower than the net book value of the investment:

  • for support companies (other than plantations or industrial companies), the Board of Directors records the value adjustment resulting from the smaller difference between the net book value of the investment and the share held in the revalued net assets or in the consolidated net assets;
  • for investments in plantations or industrial companies, the Board of Directors makes a value adjustment to adjust the carrying value to the enterprise value, which is calculated on the basis of the discounted future cash flows available to the shareholders. These discounted future cash flows take into account the foreseeable development of the business of the investments under test.

However, the Board of Directors may take other factors into consideration. Particularly, in view of the very long period of immaturity of young plantation, it considers that the value adjustment is not permanent for a plantation where more than half of the planted area is not being used.

Loans to affiliated companies are subject to a value adjustment in the event that the net book value test by discounting future cash flows to shareholders does not support the full repayment of the receivable.

These value adjustments are not maintained when the reasons for which they were established have ceased to exist.

Receivables

Receivables are recorded at their nominal value. They are subject to value adjustments when their recovery is compromised. These value adjustments are not continued if the reason for which the value adjustments were made are no longer applicable.

Securities

Securities are valued at the lower of cost, including incidental costs or market value. A value adjustment is recorded when the market price is lower than the purchase price. Value adjustments are not maintained if the reasons for their negotiations have ceased to exist.

Liabilities

Debts are recorded at their reimbursement value. When the amount to be repaid on the debts exceeds the amount received, the difference is recorded to the profit and loss account.

Geopolitical uncertainties

In February 2022, a number of countries (including the US, UK and EU) imposed sanctions against certain entities and individuals in Russia as a result of the official recognition of the Donetsk People Republic and Lugansk People Republic by the Russian Federation. Announcements of potential additional sanctions were made following military operations initiated by Russia against Ukraine on 24 February 2022.

On 7 October 2023, Palestinian militant groups led by Hamas launched a coordinated surprise offensive on Israel resulting in more than 1,200 deaths, primarily Israeli citizens. Following this attack, Israel declared itself in a state of war for the first time since the Yom Kippur War in 1973.

Due to the geopolitical tensions, since February 2022, there has been a significant increase in volatility on the securities and currency markets. The conflicts have had a significant impact on the financial markets, with many investors concerned about the risk of further escalation and the ensuing impact on global trade and economic growth.

Although the aforementioned aspects have not significantly impacted the company's operations nor performance and going concern during 2023, the Board of Directors continues to monitor the evolving situation and its impact on the company's financial position and results.

Note 3. Financial fixed assets

Shares in affiliated
undertakings
Loans to affiliated
undertakings
Total
2023 2022 2023 2022 2023 2022
EUR EUR EUR EUR EUR EUR
Acquisition cost/nominal value at
the beginning of the year
240,584,754.25 239,798,533.55 236,026,274.20 278,532,028.78 476,611,028.45 518,330,562.33
Increases 4,500,000.00 1,428,708.64 1,553,615.15 3,049,548.88 6,053,615.15 4,478,257.52
Decreases 0.00 -642,487.94 -17,854,496.02 -45,555,303.46 -17,854,496.02 -46,197,791.40
Acquisition cost/nominal value at
the end of the year
245,084,754.25 240,584,754.25 219,725,393.33 236,026,274.20 464,810,147.58 476,611,028.45
Value adjustments at the beginning
of the year
-57,704,474.70 -40,275,772.90 -57,230,514.93 -8,979,601.28 -114,934,989.63 -49,255,374.18
Impairment -115.675.00 -17,868,989.74 -32,960,911.91 -48,250,913.65 -33,076,586.91 -66,119,903.39
Reversal 0.00 440,287.94 0.00 0.00 0.00 440,287.94
Value adjustments at the end
of the year
-57,820,149.70 -57,704,474.70 -90,191,426.84 -57,230,514.93 -148,011,576.54 -114,934,989.63
Net book value at the end
of the year
187,264,604.55 182,880,279.55 129,533,966.49 178,795,759.27 316,798,571.04 361,676,038.82

Note 3. Financial fixed assets (continued)

Information on companies in which the Company holds at least 20% of the capital

Entity Country % held Net book value
EUR
Year end Currencies
of the
annual
accounts
Net equity
in foreign
currency as at
31/12/2023
(including net
income) (*)
Net income
in foreign
currency as at
31/12/2023
Plantations Socfinaf Ghana Ghana 100.00 32,503,775 31.12.2023 GHS 379,754,565 105,695,657
Socfin Agricultural Company Sierra Leone 93.00 20,445,954 31.12.2023 USD 45,729,469 12,045,651
Liberian Agricultural Company Liberia 100.00 13,793,904 31.12.2023 USD 42,913,181 -17,904,212
Salala Rubber Corporation Liberia 100.00 0 31.12.2023 USD -2,330,505 -2,856,146
Bereby-Finances "BEFIN" Ivory Coast 87.06 13,604,405 31.12.2023 XAF 20,499,851,949 10,155,656,943
Socapalm Cameroon 67.46 40,640,840 31.12.2023 XAF 67,873,001,101 11,934,489,201
Okomu Oil Palm Company Nigeria 66.38 22,151,171 31.12.2023 NGN 36,179,061,989 18,076,920,462
Brabanta Congo (DRC) 100.00 0 31.12.2023 CDF 74,717,183,091 -12,076,986,217
Induservices Luxembourg 30.00 30,000 31.12.2023 EUR 486,125 158,489
Socfinde Luxembourg 20.00 801,000 31.12.2023 EUR 6,667,848 644,758
Terrasia Luxembourg 33.28 246,705 31.12.2023 EUR 644,145 29,142
SAFA France 100.00 26,535,600 31.12.2023 EUR 22,235,517 2,410,067
Induservices FR Switzerland 50.00 642,202 31.12.2023 EUR 877,365 -218,056
Socfinco FR Switzerland 50.00 486,891 31.12.2023 EUR 14,921,076 6,488,998
Sogescol FR Switzerland 50.00 1,985,019 31.12.2023 USD 16,660,468 6,705,434
Sodimex FR Switzerland 50.00 621,424 31.12.2023 EUR 4,313,232 609,180
Centrages Belgium 50.00 4,074,577 31.12.2023 EUR 3,295,563 117,522
Immobilière de la Pépinière Belgium 50.00 3,015,798 31.12.2023 EUR 3,518,757 -136,790
Socfinco Belgium 50.00 763,875 31.12.2023 EUR 1,527,706 -9,367
STP Invest Belgium 100.00 0 31.12.2023 EUR 1,770,880 -2,812
182,343,140

(*) Based on unaudited financial statements as at 31 December 2023.

Valuation of shares in affiliated undertakings:

During the year, the company has participated in the capital increase of Management Associates for an amount of EUR 4,500,000.

As at 31 December 2023, the Board of Directors decided to reduce the acquisition value of Socfinco by EUR 115,675 following the update of the portfolio valuation.

As at 31 December 2023, the Board of Directors is of the opinion that there is no other permanent value decrease for the shares in affiliated undertakings.

Note 3. Financial fixed assets (continued)

Valuation of loans to affiliated undertakings:

As at 31 December 2023, loans to affiliated undertakings are as follows:

Related parties Currency Balance Balance Unrealised
exchange gains /
(losses) *
in currency in EUR EUR
Induservices EUR 130,000 130,000 0
Management Associates EUR 280,000 280,000 0
Salala Rubber Corporation USD 6,500,000 5,882,353 0
Brabanta USD 21,000,000 19,688,730 -684,205
Socfin Agricultural Company USD 63,779,256 52,293,824 5,424,960
Liberian Agricultural Company USD 36,404,647 32,309,252 636,130
Plantations Socfinaf Ghana USD 1,000,000 849,860 55,117
Agripalma EUR 18,099,947 18,099,947 0
Situation as at 31 December 2023 129,533,966 5,432,002

* In accordance with Luxembourg legal and regulatory provisions and generally accepted accounting practices, receivables from affiliated undertakings are translated at the historical exchange rate and the unrealised foreign exchange gain or loss is not recognised in the profit and loss account, with the exception of the current portion of receivables, which is valued individually at the lower of their historical exchange rate value or their value determined on the basis of the exchange rate prevailing at the balance sheet date.

During the year, the company has received a reimbursement of EUR 16,139,993 from Plantations Socfinaf Ghana, EUR 7,313,274 from Socfin Agricultural Company and has paid an advance to Salala Rubber Corporation of EUR 1,809,955.

As at 31 December 2023, the Board of Directors decided to reduce the value of the shareholder advance granted to Salala Rubber Corporation by EUR 32,960,912 in order to bring the receivable to its net realisable value.

As at 31 December 2023, the Board of Directors are of the opinion that these loans are recoverable as such, no impairment loss has been accounted for.

Note 4. Equity

Issued
capital
EUR
Share
premium
EUR
Legal
reserves
EUR
Other
reserves
EUR
Retained
earnings
EUR
Results for
the year
EUR
Balance as at 1 January 2022 35,673,300.00 87,453,866.21 3,567,330.00 688,346.92 124,914,492.68 6,499,115.32
Allocation of the result for the 2021
financial year following decision of
the General Meeting held on 31 May
2022

Retained earnings
6,499,115.32 -6,499,115.32
Results for the financial year -37,542,749.31
Balance as at 31 December 2022 35,673,300.00 87,453,866.21 3,567,330.00 688,346.92 131,413,608.00 -37,542,749.31
Allocation of the result for the 2022
financial year following decision of
the General Meeting held on 30 May
2023

Retained earnings
-37,542,749.31 37,542,749.31
Results for the financial year 2,658,855.71
Balance as at 31 December 2023 35,673,300.00 87,453,866.21 3,567,330.00 688,346.92 93,870,858.69 2,658,855.71

Issued capital

As at 31 December 2023 and 2022, the issued and fully paid share capital is EUR 35,673,300 represented by 17,836,650 shares without nominal value.

Share premium

As at 31 December 2023 and 2022, the share premium amounted to EUR 87,453,866.

Legal reserve

The annual profit is subject to a levy of 5% to be allocated to a legal reserve. This allocation ceases to be mandatory when the reserve reaches 10% of the share capital. The legal reserve cannot be distributed.

Note 5. Amounts owed to affiliated undertakings

As at 31 December 2023, this item consists mainly of:

  • a debt to Socfin for a nominal amount of EUR 80,000,000 (2022: EUR 120,000,000), which bears a fixed interest rate of 6.25%. The accrued interest amounted EUR 1,250,000 (2022: EUR 510,000). This debt is repayable early or at the latest on 10 November 2026. During the year, the company has reimbursed an amount of EUR 40,000,000 to Socfin.

  • during the year, the company has reimbursed an amount of EUR 13,615,803 to Socfin

As at 31 December 2023 and 2022, the maturity of debts to affiliated undertakings is as follows:

2023 2022
Amounts owed to affiliated undertakings: EUR EUR
becoming due and payable within one year 1,250,000 14,947,457
becoming due and payable between one to five years 80,000,000 120,000,000
81,250,000 134,947,457

Note 6. Amounts owed to undertakings with which the undertaking is linked by virtue of participating interests:

As at 31 December 2023, this item consists mainly of:

  • a payable to Bolloré Participations for a nominal amount of EUR 20,000,000 (2022: EUR 20,000,000), plus accrued interest in the amount of EUR 403,288 (2022: EUR 203,836). This debt bears interest at a fixed rate of 6% per annum and is repayable on demand with final maturity on 30 June 2025.

  • a payable to Palmboomen Cultuur Maatschappij "MOPOLI" for a nominal amount of EUR 20,000,000 (2022: EUR 20,000,000), plus accrued interest in the amount of EUR 302,466 (2022: EUR 201,644). This debt bears interest at a fixed rate of 6% per annum and is repayable on demand with final maturity on 15 July 2026.

Note 7. Income from participating interests

2023 2022
EUR EUR
Dividends received 45,168,435 46,939,258
Capital gain on disposal of financial fixed assets (*) 5,013 18,750
45,173,448 46,958,008

(*) This amount corresponds to a remaining amount from prior year disposal.

Note 8. Income from other investments and loans forming part of the fixed assets

2023 2022
EUR EUR
Interest on related companies' receivables 5,872,854 7,273,634

Note 9. Taxation

The Company is subject to all taxes to which Luxembourgish commercial companies are subject.

The management of the Company recognizes based on the last filed tax return that the Company has EUR 211,249,100 of carried forward tax losses available as at 31 December 2022 and estimates approximately EUR 39,004,876 of additional tax losses for the current period (FY2023).

Regarding the portion ofthe aforementioned losses that have been generated as from tax year 2017 (approximately EUR 32,835,876) that amount can be carried forward for the seventeen years following the tax year in which the losses arose.

Note 10. Remuneration of the Board of Directors

During 2023, the members of the Board of Directors received EUR 7,500 (2022: EUR 9,062) as attendance fees and EUR 230,000 (2022: EUR 230,000) as Directors' fees.

During 2023, no advances or loans were granted to the Board members.

Note 11. Political and economic environment

Most of the investments are held directly or indirectly in companies operating in Africa, particularly in the following countries:

    • Sierra Leone,
    • Liberia,
  • Côte d'Ivoire,
    • Ghana,
    • Nigeria,
    • São Tomé et Principe,
    • Cameroon,
    • Congo (DRC).

Given the political instability that exists in these countries and their economic fragility (dependence on international aid, inflation in some cases, civil wars, etc), the investments held by the Company present a risk in terms of exposure to political and economic fluctuations.

Note 12. Off-balance sheet commitments

As at 31 December 2023 and 2022, the Company had no significant off-balance sheet commitments.

Note 13. Significant events after the year end

There are no significant post-closing events affecting the Company.

Glossary

CIF Rotterdam - Cost Insurance & Freight Rotterdam, corresponds to:

  • Cost of the good/oil;
  • Insurance cost for the whole consignment right from port of loading until arrived and delivered;
  • Freight : carrying cost from load port all the way up to Rotterdam.

In other words, the seller pays for the goods, transportation to the port of destination, and Marine insurance.

CONCESSION - Contract, signed with local authorities, giving specific rights to control an area of land and for the conduct of specific activities in that area, during a defined period.

CPO - Crude Palm Oil is edible oil which is extracted from the pulp of fruit of oil palm trees.

CPKO - Crude Palm Kernel Oil is the light crude oil, extracted from the Oil Palm kernels, containing mainly lauric acid.

DAP – DeliveredAt Place is an international commercial term (Incoterm), meaning that the seller takes on all the risks and costs of delivering goods to an agreedupon location.

DRY RUBBER - This is weight of natural rubber produced, determined at the end of the milling and drying process. After tapping, liquid latex is dripping from the rubber trees in the field, mostly harvested after in-field coagulation. However, the "wet rubber" still contains water and many other natural components apart from the rubber particles. Natural rubber is Marketed as "dry rubber" – after processing – to be used in numerous industrial value chains among which manufacturing of tyres is the most important.

EBIT - This abbreviation is defined as earnings before financial result and tax. It is the result of ordinary business activities and is used to assess operational profitability.

EBITDA - This abbreviation is defined as earnings before financial result, tax, depreciation and amortisation. This key figure is used to assess operational profitability.

ESEF - European Single Electronic Format is the electronic reporting format in which issuers whose securities are admitted to trading on EU regulated Markets must prepare their annual financial reports to facilitate accessibility, analysis and comparability of annual financial reports.

EXW - Ex works is an Incoterm, in which a seller makes a product directly available from the factory or place of manufacture. The buyer of the product must cover the transport costs.

FINISHED GOODS - Goods that have completed the manufacturing process but have not yet been sold or distributed to the end user (for example dry rubber, crude palm oil, seeds, palm kernel oil, palm kernel cake).

FOB - Free On Board is an Incoterm, which means the seller is responsible for loading the purchased goods onto the ship, and all costs associated. The point the goods are safe aboard the vessel, the risk transfers to the buyer, who assumes the responsibility of the remainder of the transport.

FREE CASH FLOWS - The sum of cash flows arising from operating activities and cash flows arising from investing activities. Also referred to as cash flows before financing activities. Free cash flows are used to assess financial performance.

GPSNR - Global Platform for Sustainable Natural Rubber. GPSNR is an international, multistakeholder, voluntary membership organisation, with a mission to lead improvements in the socioeconomic and environmental performance of the natural rubber value chain.

IAS - International Accounting Standards. Accounting standards issued by the International Accounting Standards Board (IASB), that have been replaced by IFRS in 2001.

IFRS - International Financial Reporting Standards are accounting rules for public companies, with the goal of making company financial statements consistent, transparent, and easily comparable around the world. IFRS are issued by the IASB. IFRS include IAS (older standards), the interpretations of the IFRS Interpretations Committee or of the predecessor IFRIC as well as the former SIC.

Glossary

IRSG - International Rubber Study Group. It is an inter-governmental organisation composed of rubber producing and consuming stakeholders. Located in Singapore, IRSG was established in 1944.

MARKET CAPITALISATION – Product of the number of shares multiplied by the closing Market price.

NON-CONTROLLING INTEREST - Equity in a subsidiary not attributable, directly or indirectly, to a parent.

NET VALUE PER SHARE – Equity attributable to the owners of the Parent at closing period, divided by the number of shares. Allows readers of the financial statements to compare easily the share price at closing period with its value within the financial statements. As an example, value as at 31 December 2023 is obtained by dividing EUR 363,885,495 (value of Equity attributable to the owners of the Parent) by 17,836,650 (number of shares).

OPERATIONAL LIFE – Length of time during which a tangible or intangible asset can be used economically before breakdown. Operational life does not include post-closure activities. As an example, rubber and palm trees have an estimated operational life between 20 and 33 years.

OTHER COMPREHENSIVE INCOME - Items of income and expense (including reclassification adjustments) that are not recognised in profit or loss as required or permitted by other IFRSs.

OWN PRODUCTION - Quantities of raw materials (Fresh Fruit Bunches, wet rubber, …) milled that have been harvested on own plantations managed by the Group.

PRODUCTION-IN-PROGRESS - Inventory that has begun the manufacturing process and is no longer included in raw materials inventory, but is not yet a completed product. In the financial statements, production in progress is classified within current assets, with other items of inventory.

RAW MATERIALS - Raw materials are the input goods or inventory that a company needs to manufacture its products (for example Fresh Fruit Bunches, wet rubber, …).

RIGHT OF USE ASSET - Asset that represents the lessee's right to use an underlying asset over the duration of the lease.

RSS3 - Ribbed Smoked Sheet is rubber coagulated from high quality natural rubber. Rubber is then processed into sheet, dried, smoked, and visually graded. RSS3 rubber sheets are used in the production of tyres, tread carcass, footwear, …

SGX - Singapore Exchange is Singapore's primary asset exchange. The SGX lists stocks, bonds, options contracts, foreign currency exchanges and commodities, representing in 2021 the largest stock Market exchange in South-East Asia.

SEGMENTAL ASSETS / SEGMENTAL LIABILITIES - Segmental assets and segmental liabilities are not part of internal reporting, they are included to meet the requirements of IFRS 8:

  • Segmental assets include fixed assets, biological assets, trade receivables, inventories, cash and cash equivalents. They do not include any consolidation nor IFRS adjustments;
  • Segmental liabilities include only trade payables and other payables. They do not include any consolidation nor IFRS adjustments.

SMOKED SHEET - It is a type of crude natural rubber in the form of brown sheets obtained by coagulating latex with an acid, rolling it into sheets, and drying over open wood fires. It is the main raw material for natural rubber products. Also called: ribbed and smoked sheet.

SOFR - The Secured Overnight Financing Rate (SOFR) is a broad measure of the cost of borrowing cash overnight collateralised by United States Treasury securities

SOPARFI - SOciété de PARticipations FInancières. SOPARFIs are fully taxable ordinary commercial companies, whose corporate purpose consists in the holding of participations and related financing activities.

Glossary

SPPI - Solely Payments of Principal and Interest. It is in the context of IFRS 9 one of the two required conditions for classifying an instrument at amortised cost. It specifies that the contractual terms of the lending agreement gives rise on specified dates of contractual cash flows that are either:

  • repayments of the borrowed principal or,
  • interest on the principal amount outstanding.

TAPPER - Agricultural worker trained and qualified to "tap" a tree with a special knife. Trees are tapped at regular interval (4-7 days), releasing the latex from the latex vessels situated in the soft outer bark of the tree.

THIRD PARTY PURCHASES - Business deal that involves a person or entity other than a Group company. Typically, third-party purchases are made with small local growers.

TRADING ACTIVITIES – The activity of selling, buying or exchanging goods and services in order to generate profit. This commercial activity is mainly centralised within Sogescol FR.

TSR20 - Technically Specified Rubber graded corresponds to block rubber made by crashing, cleaning and drying solid rubber. Major producing countries have their own TSR standard (STR in Thailand, SIR in Indonesia, …). TSR are graded according to a variety of factors, including volatile matter, ash content, color, viscosity, …

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