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Tessenderlo Group nv Annual Report 2014

Apr 30, 2015

4010_rns_2015-04-30_551b6cb3-f73a-4517-a267-23d1dc810241.pdf

Annual Report

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40 1 EUR
NAT. Date of deposit Nr. P. E. D. F 1.1
ANNUAL ACCOUNTS IN EUROS (2 decimals)
TESSENDERLO CHEMIE
NAME:
Public limited company
Legal form:
Troonstraat
Address: Nr.: Box:
130
1050
Postal code:
Ixelles
Municipality:
Belgium
Country:
Register of legal persons - commercial court: Brussels
Website*:
Company number BE 0412.101.728
DATE 07
01
2015
/
/
the date of publication of the memorandum of association and of the act amending the articles of association.
of deposit of the memorandum of association OR of the most recent document mentioning
ANNUAL ACCOUNTS approved by the general meeting of 02
06
/
/ 2015
regarding the period from 01
01
/
/ 2014 to 31
12
/
/ 2014
Preceding period from 01
01
/
/ 2013 to 31
12
/
/ 2013
The amounts for the preceding period are / are not** identical to the ones previously published. XXXXX
COMPLETE LIST with name, surnames, profession, address (street, number, postal code and municipality) and position within the
company, of the DIRECTORS, BUSINESS MANAGERS AND AUDITORS
Stefaan HASPESLAGH Brandstraat 104, 9830 Sint-Martens-Latem,
Belgium
Chairman of the board of directors
03/06/2014 - 05/06/2018
Melchior Marie Hervé DE VOGUE Avenue des Aubépines 37, 1180 Uccle,
Belgium
Director 18/12/2013 - 06/06/2017
Antoine Denis Gérard GENDRY Square Lamartine 3bis, 75116 Paris, France Director 02/06/2009 - 03/06/2017
Véronique BOLLAND Avenue des Cerisiers 130, 1200
Woluwe-Saint-Lambert, Belgium
Director 07/06/2013 - 06/06/2017
Baudouin MICHIELS Vieux Chemin de Wavre 6, 1380 Lasne,
Belgium
Director 07/06/2011 - 02/06/2015
Karel VINCK Sint-Hubertusdreef 39, 3090 Overijse, Belgium Director 07/06/2011 - 02/06/2015

Are attached to these annual accounts:

Total number of pages deposited: ....................... Numbers of sections of the standard form not deposited because they serve no useful purpose: ...................................................................................................................................................................................................... 46 5.1, 5.2.4, 5.5.2, 5.16, 5.17.2, 8, 9

Signature (name and position)

Signature (name and position)

* Optional information.

** Strike out what is not applicable.

Nr. BE 0412.101.728 F 1.1
----- ----------------- -- -------

Peter Van den Eynde (01530)

Membership nr.: B00593

(Auditor)

LIST OF THE DIRECTORS, BUSINESS MANAGERS AND AUDITORS (continued)

Luc TACK Peperstraat 43, 9800 Deinze, Belgium Director
13/11/2013 - 02/06/2015
Dominique ZAKOVITCH - DAMON Avenue Rodin 1, 75116 Paris, France Director
07/06/2011 - 02/06/2015
Philippe COENS Cypressenlaan 21, 3080 Tervuren, Belgium Director
07/06/2011 - 02/06/2015
Stefaan HASPESLAGH Brandstraat 104, 9830 Sint-Martens-Latem,
Belgium
Director
13/11/2013 - 05/06/2018
Gérard MARCHAND Kleine Hutlaan 12, 1180 Uccle, Belgium Chairman of the board of directors
01/06/2010 - 03/06/2014
Thierry PIESSEVAUX Rue du Try-Bara 4A, 1380 Lasne, Belgium Director
07/06/2011 - 05/11/2014
Alain SIAENS Rue du Brocui 63, 1370 Jodoigne, Belgium Director
01/06/2010 - 03/06/2014
PRICEWATERHOUSCOOPERS
Bedrijfsrevisoren
Nr.: BE 0429.501.944
Membership nr.: B009
Woluwegarden Woluwedal 18, 1932
Sint-Stevens-Woluwe, Belgium
Auditor
04/06/2013 - 03/06/2016
Represented by:
Peter Van den Eynde BVBA
(B00593) represented by its
permanent representative
Gentstraat 65C, 9170 Sint-Gillis-Waas,
Belgium

DECLARATION REGARDING A COMPLIMENTARY REVIEW OR CORRECTION ASSIGNMENT

The managing board declares that no audit or correction assignment has been given to a person who was not authorised to do so by law, pursuant to art. 34 and 37 of the law of 22th April 1999 concerning accounting and tax professions.

The annual accounts were / were not* audited or corrected by an external accountant or by a company auditor who is not the statutory auditor. XXX

If affirmative, mention hereafter: name, surnames, profession, address of each external accountant or company auditor and his membership number with his Institute as well as the nature of his assignment:

  • A. Bookkeeping of the enterprise**,
  • B. Preparing the annual accounts**,
  • C. Auditing the annual accounts and/or
  • D. Correcting the annual accounts.

If the tasks mentioned under A. or B. are executed by certified accountants or certified bookkeepers - tax specialists, you can mention hereafter: name, surnames, profession, address of each certified accountant or certified bookkeeper - tax specialist and the nature of his assignment.

Name, surnames, profession and address Number Nature of the
assignment
(A, B, C and/or D)

* Strike out what is not applicable.

** Optional information.

BALANCE SHEET AFTER APPROPRIATION

Discl. Codes Period Preceding period
ASSETS
FIXED ASSETS 20/28 731.710.586,10 790.505.875,15
Formation expenses 5.1 20
Intangible fixed assets 5.2 21 5.423.832,77 3.976.304,70
Tangible fixed assets 5.3 22/27 91.734.400,07 89.017.421,02
Land and buildings 22 28.072.081,54 27.396.444,83
Plant, machinery and equipment 23 54.610.125,69 45.587.668,05
Furniture and vehicles 24 972.699,23 1.515.944,95
Leasing and similar rights 25 31.266,67 44.666,67
Other tangible fixed assets 26 340.455,46 378.637,38
Assets under construction and advance payments 5.4/ 27 7.707.771,48 14.094.059,14
Financial fixed assets 5.5.1 28 634.552.353,26 697.512.149,43
Affiliated enterprises 5.14 280/1 623.932.193,55 683.228.472,68
Participating interests 280 244.674.526,47 262.439.769,91
Amounts receivable 281 379.257.667,08 420.788.702,77
Other enterprises linked by participating interests 5.14 282/3 9.244.948,36 12.824.948,36
Participating interests 282 9.244.948,36 12.824.948,36
Amounts receivable 283
Other financial assets 284/8 1.375.211,35 1.458.728,39
Shares 284 1.362.181,32 1.362.181,32
Amounts receivable and cash guarantees 285/8 13.030,03 96.547,07
CURRENT ASSETS 29/58 521.865.926,20 329.750.248,59
Amounts receivable after more than one year 29 1.482.090,22 3.910.904,00
Trade debtors 290
Other amounts receivable 291 1.482.090,22 3.910.904,00
Stocks and contracts in progress 3 51.412.134,98 73.155.562,49
Stocks 30/36 51.412.134,98 73.155.562,49
Raw materials and consumables 30/31 22.261.064,25 19.131.373,67
Work in progress 32 1.144.790,61 1.181.659,17
Finished goods 33 27.727.778,07 49.451.031,29
Goods purchased for resale 34 278.502,05 3.391.498,36
Immovable property intended for sale 35
Advance payments 36
Contracts in progress 37
Amounts receivable within one year 40/41 339.377.899,32 240.321.329,75
Trade debtors 40 34.866.681,81 56.211.043,68
Other amounts receivable 41 304.511.217,51 184.110.286,07
5.5.1/
Current investments 5.6 50/53 50.000.000,00
Own shares 50
Other investments 51/53 50.000.000,00
Cash at bank and in hand 54/58 61.417.815,66 6.520.657,24
Deferred charges and accrued income 5.6 490/1 18.175.986,02 5.841.795,11
TOTAL ASSETS 20/58 1.253.576.512,30 1.120.256.123,74
Capital 5.7 10 212.431.751,00 159.199.999,00
Issued capital 100 212.431.751,00 159.199.999,00
Uncalled capital 101
Share premium account 11 224.200.659,03 101.975.559,59
Revaluation surpluses 12
Reserves 13 23.273.930,26 21.041.512,80
Legal reserve 130 18.360.957,53 15.919.999,90
Reserves not available 131 932.615,78 932.615,78
In respect of own shares held 1310 45,07
Other 1311 932.615,78 932.570,71
Untaxed reserves 132 3.980.356,95 4.188.897,12
Available reserves 133
14 271.402.049,85 225.023.900,02
(+)/(-)
Accumulated profits (losses)
15 22.912,80 38.906,14
Investment grants
Advance to associates on the sharing out of the assets 19
PROVISIONS AND DEFERRED TAXES 16 150.271.491,52 170.063.374,40
Provisions for liabilities and charges 160/5 149.237.667,96 168.913.933,60
Pensions and similar obligations 160 6.011.340,35 5.770.945,02
Taxation 161
Major repairs and maintenance 162
Other liabilities and charges 5.8 163/5 143.226.327,61 163.142.988,58
Deferred taxes 168 1.033.823,56 1.149.440,80
AMOUNTS PAYABLE 17/49 371.973.717,84 442.912.871,79
Amounts payable after more than one year 5.9 17 11.896.757,37 196.359.181,24
Financial debts 170/4 108.624,96 185.122.024,96
Subordinated loans 170
Unsubordinated debentures 171 81.824,96 150.081.824,96
Leasing and other similar obligations 172 26.800,00 40.200,00
Credit institutions 173 35.000.000,00
Other loans 174
Trade debts 175
Suppliers 1750
Bills of exchange payable 1751
Advances received on contracts in progress 176
Other amounts payable 178/9 11.788.132,41 11.237.156,28
Amounts payable within one year 42/48 355.818.608,13 240.914.754,06
Current portion of amounts payable after more than one year
falling due within one year 5.9 42 4.466,64 4.466,64
Financial debts 43 191.193.005,85 80.715.319,39
Credit institutions 430/8 2,80 3.465.319,39
Other loans 439 191.193.003,05 77.250.000,00
Trade debts 44 55.398.944,73 72.261.046,87
Suppliers 440/4 55.398.944,73 72.261.046,87
Bills of exchange payable 441
Advances received on contracts in progress 46
Taxes, remuneration and social security 5.9 45 17.062.485,40 16.652.679,62
Taxes 450/3 2.937.501,27 2.016.671,72
Remuneration and social security 454/9 14.124.984,13 14.636.007,90
Other amounts payable 47/48 92.159.705,51 71.281.241,54
Accruals and deferred income 5.9 492/3 4.258.352,34 5.638.936,49
TOTAL LIABILITIES 10/49 1.253.576.512,30 1.120.256.123,74

EQUITY ..............................................................................(+)/(-) 10/15 731.331.302,94 507.279.877,55

Nr. BE 0412.101.728 F 2.2

EQUITY AND LIABILITIES

Discl. Codes Period Preceding period

First - F2014 - 5 / 46

INCOME STATEMENT

Discl. Codes Period Preceding period
Operating income 70/74 405.534.694,47 544.700.518,43
Turnover 5.10 70 373.650.625,70 497.771.819,45
Stocks of finished goods and work and contracts in progress:
increase (decrease) (+)/(-) 71 -21.760.121,78 -16.073.083,87
Own work capitalised 72 3.598.622,79 4.214.973,51
Other operating income 5.10 74 50.045.567,76 58.786.809,34
Operating charges (+)/(-) 60/64 387.345.913,49 603.775.817,85
Raw materials, consumables 60 195.987.407,64 321.060.885,50
Purchases 600/8 194.468.816,30 314.011.155,03
(+)/(-)
Stocks: decrease (increase)
609 1.518.591,34 7.049.730,47
Services and other goods 61 125.455.143,47 165.253.553,00
Remuneration, social security costs and pensions (+)/(-) 5.10 62 71.756.296,33 81.695.748,56
Depreciation of and other amounts written off formation
expenses, intangible and tangible fixed assets
630 11.289.132,71 10.714.348,46
Amounts written off stocks, contracts in progress and trade
debtors: Appropriations (write-backs) (+)/(-)
Provisions for liabilities and charges: Appropriations (uses
631/4 -1.701.252,24 504.533,83
(+)/(-)
and write-backs)
5.10 635/7 -19.536.265,64 19.606.543,09
Other operating charges 5.10 640/8 4.095.451,22 4.940.205,41
Operating charges carried to assets as restructuring costs(-) 649
Operating profit (loss) (+)/(-) 9901 18.188.780,98 -59.075.299,42
Financial income 75 142.330.072,29 253.917.702,00
Income from financial fixed assets 750 59.969.690,72 207.774.667,12
Income from current assets 751 15.702.751,08 17.145.897,17
Other financial income 5.11 752/9 66.657.630,49 28.997.137,71
Financial charges
(+)/(-)
5.11 65 65.253.476,04 48.062.448,62
Debt charges 650 13.200.235,40 13.524.697,34
Amounts written off current assets except stocks, contracts
in progress and trade debtors: appropriations (write-backs)
(+)/(-) 651
Other financial charges (+)/(-) 652/9 52.053.240,64 34.537.751,28
Gain (loss) on ordinary activities before taxes
(+)/(-)
9902 95.265.377,23 146.779.953,96
Nr. BE 0412.101.728 F 3
----- ----------------- -- ----- --
Discl. Codes Period Preceding period
Extraordinary income
Write-back of depreciation and of amounts written off
76 4.562.940,37 36.838.763,57
intangible and tangible fixed assets 760
Write-back of amounts written down financial fixed assets 761
Write-back of provisions for extraordinary liabilities and
charges 762
Capital gains on disposal of fixed assets 763 144.238,33
Other extraordinary income 5.11 764/9 4.418.702,04 36.838.763,57
Extraordinary charges
(+)/(-)
Extraordinary depreciation of and extraordinary amounts
written off formation expenses, intangible and tangible fixed
66 51.306.457,80 113.709.523,65
assets 660 4.861.619,13
Amounts written off financial fixed assets 661 38.400.000,00 56.123.009,23
Provisions for extraordinary liabilities and charges:
appropriations (uses) (+)/(-) 662 -140.000,00 4.196.018,15
Capital losses on disposal of fixed assets 663 323.437,17 15.141.688,28
Other extraordinary charges 5.11 664/8 12.723.020,63 33.387.188,86
Extraordinary charges carried to assets as restructuring
costs (-)
669
(+)/(-)
Gain (loss) for the period before taxes
9903 48.521.859,80 69.909.193,88
Transfer from deferred taxes 780 115.617,24 117.046,65
Transfer to deferred taxes 680
Income taxes (+)/(-) 5.12 67/77 26.909,75 136,43
Taxes 670/3 26.909,75 136,43
Adjustment of income taxes and write-back of tax provisions 77
(+)/(-)
Gain (loss) of the period
9904 48.610.567,29 70.026.104,10
Transfer from untaxed reserves 789 208.540,17 211.136,42
Transfer to untaxed reserves 689
Gain (loss) of the period available for appropriation (+)/(-) 9905 48.819.107,46 70.237.240,52

APPROPRIATION ACCOUNT

Codes Period Preceding period
(+)/(-)
Profit (loss) to be appropriated
9906 273.843.007,48 225.469.108,02
Gain (loss) of the period available for appropriation
(+)/(-)
(9905) 48.819.107,46 70.237.240,52
Profit (loss) brought forward
(+)/(-)
14P 225.023.900,02 155.231.867,50
Withdrawals from capital and reserves 791/2 684.791,90
from capital and share premium account 791
from reserves 792 684.791,90
Transfer to capital and reserves 691/2 2.440.957,63 1.129.999,90
to capital and share premium account 691
to legal reserve 6920 2.440.957,63 1.129.999,90
to other reserves 6921
Profit (loss) to be carried forward (+)/(-) (14) 271.402.049,85 225.023.900,02
Owners' contribution in respect of losses 794
Profit to be distributed 694/6
Dividends 694
Directors' or managers' entitlements 695
Other beneficiaries 696

STATEMENT OF INTANGIBLE FIXED ASSETS

Codes Period Preceding period
RESEARCH AND DEVELOPMENT COSTS
Acquisition value at the end of the period 8051P xxxxxxxxxxxxxxx 504.412,34
Movements during the period
Acquisitions, including produced fixed assets 8021
Sales and disposals 8031 197.875,53
Transfers from one heading to another
(+)/(-)
8041 197.875,53
Acquisition value at the end of the period 8051 504.412,34
Depreciations and amounts written down at the end of the period 8121P xxxxxxxxxxxxxxx 127.052,67
Movements during the period
Recorded 8071 106.866,54
Written back 8081
Acquisitions from third parties 8091
Cancelled owing to sales and disposals 8101
(+)/(-)
Transferred from one heading to another
8111
Depreciations and amounts written down at the end of the period 8121 233.919,21
NET BOOK VALUE AT THE END OF THE PERIOD 210 270.493,13
Codes Period Preceding period
CONCESSIONS, PATENTS, LICENCES, KNOW-HOW, BRANDS AND SIMILAR
RIGHTS
Acquisition value at the end of the period 8052P xxxxxxxxxxxxxxx 18.482.888,53
Movements during the period
Acquisitions, including produced fixed assets 8022 707.029,77
Sales and disposals 8032 36.540,19
(+)/(-)
Transfers from one heading to another
8042 2.158.174,81
Acquisition value at the end of the period 8052 21.311.552,92
Depreciations and amounts written down at the end of the period 8122P xxxxxxxxxxxxxxx 14.883.943,50
Movements during the period
Recorded 8072 1.288.885,85
Written back 8082
Acquisitions from third parties 8092
Cancelled owing to sales and disposals 8102 14.616,07
(+)/(-)
Transferred from one heading to another
8112
Depreciations and amounts written down at the end of the period 8122 16.158.213,28
NET BOOK VALUE AT THE END OF THE PERIOD 211 5.153.339,64

Nr. BE 0412.101.728 F 5.2.2

Nr.
BE 0412.101.728
F 5.2.3
Codes Period Preceding period
GOODWILL
Acquisition value at the end of the period 8053P xxxxxxxxxxxxxxx 1.659.988,45
Movements during the period
Acquisitions, including produced fixed assets 8023
Sales and disposals 8033
Transfers from one heading to another (+)/(-) 8043
Acquisition value at the end of the period 8053 1.659.988,45
Depreciations and amounts written down at the end of the period 8123P xxxxxxxxxxxxxxx 1.659.988,45
Movements during the period
Recorded 8073
Written back 8083
Acquisitions from third parties 8093
Cancelled owing to sales and disposals 8103
Transferred from one heading to another (+)/(-) 8113
Depreciations and amounts written down at the end of the period 8123 1.659.988,45
NET BOOK VALUE AT THE END OF THE PERIOD 212

STATEMENT OF TANGIBLE FIXED ASSETS

Codes Period Preceding period
LAND AND BUILDINGS
Acquisition value at the end of the period 8191P xxxxxxxxxxxxxxx 78.652.135,04
Movements during the period
Acquisitions, including produced fixed assets 8161 849.786,99
Sales and disposals 8171
Transfers from one heading to another
(+)/(-)
8181 1.160.990,47
Acquisition value at the end of the period 8191 80.662.912,50
Revaluation surpluses at the end of the period 8251P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8211
Acquisitions from third parties 8221
Cancelled 8231
(+)/(-)
Transferred from one heading to another
8241
Revaluation surpluses at the end of the period 8251
Depreciations and amounts written down at the end of the period 8321P xxxxxxxxxxxxxxx 51.255.690,21
Movements during the period
Recorded 8271 1.335.140,75
Written back 8281
Acquisitions from third parties 8291
Cancelled owing to sales and disposals 8301
(+)/(-)
Transferred from one heading to another
8311
Depreciations and amounts written down at the end of the period 8321 52.590.830,96
NET BOOK VALUE AT THE END OF THE PERIOD (22) 28.072.081,54
Codes Period Preceding period
PLANT, MACHINERY AND EQUIPMENT
Acquisition value at the end of the period 8192P xxxxxxxxxxxxxxx 388.462.693,99
Movements during the period
Acquisitions, including produced fixed assets 8162 9.088.088,72
Sales and disposals 8172 40.416.113,43
(+)/(-)
Transfers from one heading to another
8182 7.957.712,47
Acquisition value at the end of the period 8192 365.092.381,75
Revaluation surpluses at the end of the period 8252P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8212
Acquisitions from third parties 8222
Cancelled 8232
(+)/(-)
Transferred from one heading to another
8242
Revaluation surpluses at the end of the period 8252
Depreciations and amounts written down at the end of the period 8322P xxxxxxxxxxxxxxx 342.875.025,94
Movements during the period
Recorded 8272 7.923.226,05
Written back 8282
Acquisitions from third parties 8292
Cancelled owing to sales and disposals 8302 40.315.995,93
(+)/(-)
Transferred from one heading to another
8312
Depreciations and amounts written down at the end of the period 8322 310.482.256,06
NET BOOK VALUE AT THE END OF THE PERIOD (23) 54.610.125,69

Nr. BE 0412.101.728 F 5.3.2

Nr.
BE 0412.101.728
F 5.3.3
Codes Period Preceding period
FURNITURE AND VEHICLES
Acquisition value at the end of the period 8193P xxxxxxxxxxxxxxx 19.046.724,85
Movements during the period
Acquisitions, including produced fixed assets 8163 34.487,13
Sales and disposals 8173 286.599,47
Transfers from one heading to another (+)/(-) 8183 14.448,75
Acquisition value at the end of the period 8193 18.809.061,26
Revaluation surpluses at the end of the period 8253P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8213
Acquisitions from third parties 8223
Cancelled 8233
Transferred from one heading to another (+)/(-) 8243
Revaluation surpluses at the end of the period 8253
Depreciations and amounts written down at the end of the period 8323P xxxxxxxxxxxxxxx 17.530.779,90
Movements during the period
Recorded 8273 583.431,60
Written back 8283
Acquisitions from third parties 8293
Cancelled owing to sales and disposals 8303 277.849,47
Transferred from one heading to another (+)/(-) 8313
Depreciations and amounts written down at the end of the period 8323 17.836.362,03
NET BOOK VALUE AT THE END OF THE PERIOD (24) 972.699,23
Codes Period Preceding period
LEASING AND SIMILAR RIGHTS
Acquisition value at the end of the period 8194P xxxxxxxxxxxxxxx 80.400,00
Movements during the period
Acquisitions, including produced fixed assets 8164
Sales and disposals 8174
(+)/(-)
Transfers from one heading to another
8184
Acquisition value at the end of the period 8194 80.400,00
Revaluation surpluses at the end of the period 8254P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8214
Acquisitions from third parties 8224
Cancelled 8234
(+)/(-)
Transferred from one heading to another
8244
Revaluation surpluses at the end of the period 8254
Depreciations and amounts written down at the end of the period 8324P xxxxxxxxxxxxxxx 35.733,33
Movements during the period
Recorded 8274 13.400,00
Written back 8284
Acquisitions from third parties 8294
Cancelled owing to sales and disposals 8304
(+)/(-)
Transferred from one heading to another
8314
Depreciations and amounts written down at the end of the period 8324 49.133,33
NET BOOK VALUE AT THE END OF THE PERIOD (25) 31.266,67
OF WHICH
Land and buildings 250
Plant, machinery and equipment 251
Furniture and vehicles 252 31.266,67

Nr. BE 0412.101.728 F 5.3.4

Nr.
BE 0412.101.728
F 5.3.5
Codes Period Preceding period
OTHER TANGIBLE FIXED ASSETS
Acquisition value at the end of the period 8195P xxxxxxxxxxxxxxx 381.819,20
Movements during the period
Acquisitions, including produced fixed assets 8165
Sales and disposals 8175
Transfers from one heading to another (+)/(-) 8185
Acquisition value at the end of the period 8195 381.819,20
Revaluation surpluses at the end of the period 8255P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8215
Acquisitions from third parties 8225
Cancelled 8235
Transferred from one heading to another (+)/(-) 8245
Revaluation surpluses at the end of the period 8255
Depreciations and amounts written down at the end of the period 8325P xxxxxxxxxxxxxxx 3.181,82
Movements during the period
Recorded 8275 38.181,92
Written back 8285
Acquisitions from third parties 8295
Cancelled owing to sales and disposals 8305
Transferred from one heading to another (+)/(-) 8315
Depreciations and amounts written down at the end of the period 8325 41.363,74
NET BOOK VALUE AT THE END OF THE PERIOD (26) 340.455,46
Nr. BE 0412.101.728 F 5.3.6
Codes Period Preceding period
ASSETS UNDER CONSTRUCTION AND ADVANCE PAYMENTS
Acquisition value at the end of the period 8196P xxxxxxxxxxxxxxx 14.094.059,14
Movements during the period
Acquisitions, including produced fixed assets 8166 5.102.914,37
Sales and disposals 8176
Transfers from one heading to another (+)/(-) 8186 -11.489.202,03
Acquisition value at the end of the period 8196 7.707.771,48
Revaluation surpluses at the end of the period 8256P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8216
Acquisitions from third parties 8226
Cancelled 8236
Transferred from one heading to another (+)/(-) 8246
Revaluation surpluses at the end of the period 8256
Depreciations and amounts written down at the end of the period 8326P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8276
Written back 8286
Acquisitions from third parties 8296
Cancelled owing to sales and disposals 8306
Transferred from one heading to another (+)/(-) 8316
Depreciations and amounts written down at the end of the period 8326
NET BOOK VALUE AT THE END OF THE PERIOD (27) 7.707.771,48

STATEMENT OF FINANCIAL FIXED ASSETS

Codes Period Preceding period
AFFILIATED ENTERPRISES - PARTICIPATING INTERESTS AND SHARES
Acquisition value at the end of the period 8391P xxxxxxxxxxxxxxx 407.917.136,16
Movements during the period
Acquisitions 8361 20.882.512,28
Sales and disposals 8371 247.755,72
Transfers from one heading to another
(+)/(-)
8381
Acquisition value at the end of the period 8391 428.551.892,72
Revaluation surpluses at the end of the period 8451P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8411
Acquisitions from third parties 8421
Cancelled 8431
(+)/(-)
Transferred from one heading to another
8441
Revaluation surpluses at the end of the period 8451
Amounts written down at the end of the period 8521P xxxxxxxxxxxxxxx 145.477.366,25
Movements during the period
Recorded 8471 38.400.000,00
Written back 8481
Acquisitions from third parties 8491
Cancelled owing to sales and disposals 8501
(+)/(-)
Transferred from one heading to another
8511
Amounts written down at the end of the period 8521 183.877.366,25
Uncalled amounts at the end of the period 8551P xxxxxxxxxxxxxxx
Movements during the period
(+)/(-)
8541
Uncalled amounts at the end of the period 8551
NET BOOK VALUE AT THE END OF THE PERIOD (280) 244.674.526,47
AFFILIATED ENTERPRISES - AMOUNTS RECEIVABLE
NET BOOK VALUE AT THE END OF THE PERIOD 281P xxxxxxxxxxxxxxx 420.788.702,77
Movements during the period
Additions 8581 105.468.964,31
Repayments 8591
Amounts written down 8601
Amounts written back 8611
Exchange differences
(+)/(-)
8621
Other movements
(+)/(-)
8631 -147.000.000,00
NET BOOK VALUE AT THE END OF THE PERIOD (281) 379.257.667,08
ACCUMULATED AMOUNTS WRITTEN OFF AMOUNTS RECEIVABLE AT END OF
THE PERIOD
8651
Codes Period Preceding period
ENTERPRISES LINKED BY A PARTICIPATING INTEREST - PARTICIPATING
INTERESTS AND SHARES
Acquisition value at the end of the period 8392P xxxxxxxxxxxxxxx 13.320.000,00
Movements during the period
Acquisitions 8362
Sales and disposals 8372 3.580.000,00
Transfers from one heading to another
(+)/(-)
8382
Acquisition value at the end of the period 8392 9.740.000,00
Revaluation surpluses at the end of the period 8452P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8412
Acquisitions from third parties 8422
Cancelled 8432
(+)/(-)
Transferred from one heading to another
8442
Revaluation surpluses at the end of the period 8452
Amounts written down at the end of the period 8522P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8472
Written back 8482
Acquisitions from third parties 8492
Cancelled owing to sales and disposals 8502
(+)/(-)
Transferred from one heading to another
8512
Amounts written down at the end of the period 8522
Uncalled amounts at the end of the period 8552P xxxxxxxxxxxxxxx 495.051,64
Movements during the period
(+)/(-)
8542
Uncalled amounts at the end of the period 8552 495.051,64
NET BOOK VALUE AT THE END OF THE PERIOD (282) 9.244.948,36
ENTERPRISES LINKED BY A PARTICIPATING INTEREST - AMOUNTS
RECEIVABLE
NET BOOK VALUE AT THE END OF THE PERIOD 283P xxxxxxxxxxxxxxx
Movements during the period
Additions 8582
Repayments 8592
Amounts written down 8602
Amounts written back 8612
(+)/(-)
Exchange differences
8622
(+)/(-)
Other movements
8632
NET BOOK VALUE AT THE END OF THE PERIOD (283)
ACCUMULATED AMOUNTS WRITTEN OFF AMOUNTS RECEIVABLE AT END OF
THE PERIOD 8652

Nr. BE 0412.101.728 F 5.4.2

Nr.
BE 0412.101.728
F 5.4.3
Codes Period Preceding period
OTHER ENTERPRISES - PARTICIPATING INTERESTS AND SHARES
Acquisition value at the end of the period 8393P xxxxxxxxxxxxxxx 3.008.357,24
Movements during the period
Acquisitions 8363
Sales and disposals 8373
Transfers from one heading to another
(+)/(-)
8383
Acquisition value at the end of the period 8393 3.008.357,24
Revaluation surpluses at the end of the period 8453P xxxxxxxxxxxxxxx
Movements during the period
Recorded 8413
Acquisitions from third parties 8423
Cancelled 8433
(+)/(-)
Transferred from one heading to another
8443
Revaluation surpluses at the end of the period 8453
Amounts written down at the end of the period 8523P xxxxxxxxxxxxxxx 1.646.175,92
Movements during the period
Recorded 8473
Written back 8483
Acquisitions from third parties 8493
Cancelled owing to sales and disposals 8503
(+)/(-)
Transferred from one heading to another
8513
Amounts written down at the end of the period 8523 1.646.175,92
Uncalled amounts at the end of the period 8553P xxxxxxxxxxxxxxx
Movements during the period
(+)/(-)
8543
Uncalled amounts at the end of the period 8553
NET BOOK VALUE AT THE END OF THE PERIOD (284) 1.362.181,32
OTHERS ENTERPRISES - AMOUNTS RECEIVABLE
NET BOOK VALUE AT THE END OF THE PERIOD 285/8P xxxxxxxxxxxxxxx 96.547,07
Movements during the period
Additions 8583
Repayments 8593 83.517,04
Amounts written down 8603
Amounts written back 8613
Exchange differences
(+)/(-)
8623
Other movements
(+)/(-)
8633
NET BOOK VALUE AT THE END OF THE PERIOD (285/8) 13.030,03

ACCUMULATED AMOUNTS WRITTEN OFF AMOUNTS RECEIVABLE AT END OF THE PERIOD ......................................................................................................... 8653 ........................

First - F2014 - 20 / 46

PARTICIPATING INTERESTS INFORMATION

PARTICIPATING INTERESTS AND SHARES

List the enterprises in which the enterprise holds a participating interest, (recorded in the heading 280 and 282 of assets) and the other enterprises in which the enterprise holds rights (recorded in the headings 284 and 51/53 of assets) for an amount of at least 10 % of the capital issued.

Rights held by Data extracted from the most recent annual accounts
NAME, full address of the REGISTERED OFFICE
and for an enterprise governed by Belgian
directly subsidiar
ies
Annual Cur Capital and reserve Net result
law, the COMPANY IDENTIFICATION NUMBER Number % % accounts as
per
rency
code
(+) of (-)
(in units)
Limburgse Rubber Produkten
BE 0415.296.392
Troonstraat 130, 1050 Ixelles, Belgium
31/12/2014 EUR -78.937,00 -124.347,00
Nominative 2.750 50,0 50,0
Tessenderlo Holding UK Ltd
Treforest Ponty Pridd, , United Kingdom
31/12/2014 GBP 20.474.510,00 1.892.913,00
Nominative 605.621 60,56 39,44
Tessenderlo Chemie International
BE 0407.247.372
Troonstraat 130, 1050 Ixelles, Belgium
31/12/2014 EUR 308.553,00 -130.006,00
Nominative 1.479.628 99,99 0,01
Dyka Plastics
BE 0414.467.340
Nolim park 4004, 3900 Overpelt, Belgium
31/12/2014 EUR 2.332.859,00 -48.544,00
Nominative 34.998 99,99 0,01
Tessenderlo NL Holding BV
Nijverheidsweg 4, NL 4854 MT Bavel,
Netherlands
31/12/2014 EUR 41.917.939,00 25.629.948,00
Nominative 76.427 100,0 0,0
Tessenderlo USA Inc.
2255 No 44th Street Suite 300, az85004
Phoenix, United States
31/12/2014 USD -578.332.589,00 -11.912.655,00
Nominative 50 100,0 0,0
Dyka Polska
Powslancow Slaskich 95, 53-332 Wroclaw,
Poland
31/12/2014 PLN 17.411.147,00 -4.731.095,00
Nominative 1.000 100,0 0,0
T-POWER
BE 0875.650.771
Troonstraat 130, 1050 Ixelles, Belgium
31/12/2014 EUR 36.215.445,00 7.400.883,00
Nominative 133.200 20,0 0,0
Terelux SA
RC29162
Public limited company
Route de Trève B, , Luxembourg
31/12/2014 EUR 36.913.616,00 363.843,00
Nominative 49.999 99,99 0,01
Nr. BE 0412.101.728 F 5.5.1
----- ----------------- -- ---------

LIST OF PARTICIPATING INTERESTS AND SHARES (Continued)

Rights held by Data extracted from the most recent annual accounts
NAME, full address of the REGISTERED OFFICE
and for an enterprise governed by Belgian
directly subsidiar
ies
Annual Cur Capital and reserve Net result
law, the COMPANY IDENTIFICATION NUMBER Number % % accounts as
per
rency
code
(+) of (-)
(in units)
PB Brasil
Avenida Breasilia, Ciuabá 578 box 01-C, ,
Brazil
31/12/2014 BRL 105.463.191,00 -30.999.902,00
Porter 177.479.128 97,14 2,86
Tessenderlo Finance NV
BE 0878.995.984
Troonstraat 130, 1050 Ixelles, Belgium
31/12/2014 EUR 74.843.298,00 1.327.151,00
Nominative 219.999 99,99 0,01
Tessenderlo Schweiz AG
Zürcherstrasse 42, CH-5330 Bad-Zurzach,
Switzerland
31/12/2014 CHF 352.424,64 97.938,33
Porter 2.500 25,0 75,0
Tessenderlo Cologna Veneta srl
Via Quari Destra 41, , Italy
31/12/2014 EUR -137.851,00 -728.842,00
Porter 1 100,0 0,0
Codes Period Preceding period
INVESTMENTS: OTHER INVESTMENTS AND DEPOSITS
Shares 51
Book value increased with the uncalled amount 8681
Uncalled amount 8682
Fixed income securities 52
Fixed income securities issued by credit institutions 8684
Fixed term accounts with credit institutions 53 50.000.000,00
With residual term or notice of withdrawal
up to one month 8686 50.000.000,00
between one month and one year 8687
over one year 8688
Other investments not mentioned above 8689
Period
DEFERRED CHARGES AND ACCRUED INCOME
Allocation of heading 490/1 of assets if the amount is significant
Provision interest loan USD 12.213.600,75
Provision interest loan GBP 905.470,83
Provision interest loan CNY 766.950,12
Provision interest loan EUR 245.072,65
Provision interest CCRS 706.580,84
Provision temporary interest EUR 2.000.853,63
Dimension Data 564.864,31
GLL Trone Office lease 434.986,25
Nr. BE 0412.101.72
----- ---------------- --
xxxxxxxxxxxxxxx
159.199.999,00
Issued capital at the end of the period
100P
212.431.751,00
Issued capital at the end of the period
(100)
Codes
Value
Number of shares
Changes during the period
53.067.247,65
10.592.265
Capital increase by issuing new shares 19/12/2014
137.785,02
27.502
Capital increase by exercising warrants19/12/2014
26.719,33
5.333
Capital increase by exercising warrants 14/10/2014



Structure of the capital
Different categories of shares
212.431.751,00
42.396.563
COMMON SHARES









xxxxxxxxxxxxxx
12.202.446
Registered shares
8702
xxxxxxxxxxxxxx
30.194.117
Shares to bearer and/or dematerialized
8703
Capital called but not
Codes
Uncalled amount
paid
Capital not paid

xxxxxxxxxxxxxx
Uncalled capital
(101)
xxxxxxxxxxxxxx

Called up capital, unpaid
8712
Shareholders having yet to pay up in full












Codes
Period
Own shares
Held by the company itself

Amount of capital held
8721

Corresponding number of shares
8722
Held by the subsidiaries

Amount of capital held
8731

Corresponding number of shares
8732
Commitments to issue shares
Owing to the exercise of conversion rights

Amount of outstanding convertible loans
8740

Amount of capital to be subscribed
8741

Corresponding maximum number of shares to be issued
8742
Owing to the exercise of subscription rights
870.073
Number of outstanding subscription rights
8745
20.615.144,00
Amount of capital to be subscribed
8746
870.073
Corresponding maximum number of shares to be issued
8747
22.900.000,00
8751
Authorized capital not issued
Social capital
Nr.
F 5.7
BE 0412.101.728
---------------------------------
Codes Period
Shares issued, non representing capital
Distribution
Number of shares 8761
Number of voting rights attached thereto 8762
Allocation by shareholder
Number of shares held by the company itself 8771
Number of shares held by its subsidiaries 8781

STRUCTURE OF SHAREHOLDINGS OF THE ENTERPRISE AT YEAR-END CLOSING DATE, AS IT APPEARS FROM THE STATEMENTS RECEIVED BY THE ENTERPRISE

SHAREHOLDERS STRUCTURE OF THE COMPANY ON DATE OF 31.12.2014

VERBRUGGE N.V. 30,20%
STEVERLYNCKLAAN 15
8900 LEPER
SYMPHONY MILLS N.V. 1,49%
Grote Molstenstraat 25,
8710 Wielsbeke
EMPLOYEES 0,44%

FREE FLOAT 67,87%

Nr. BE 0412.101.728 F 5.8
Period
ANALYSIS OF THE HEADING 163/5 OF LIABILITIES IF THE AMOUNT IS SIGNIFICANT
Provision for the environment and demolition 127.916.510,06
Provision for restructuring 12.897.654,72
Provision other 2.412.162,83
Nr.
BE 0412.101.728
------------------------
Codes Period
BREAKDOWN OF AMOUNTS PAYABLE WITH AN ORIGINAL PERIOD TO MATURITY OF MORE THAN ONE
YEAR, ACCORDING TO THEIR RESIDUAL TERM
Current portion of amounts payable after more than one year falling due within one year
Financial debts
8801 4.466,64
Subordinated loans 8811 4.466,64
8821
Unsubordinated debentures
Leasing and other similar obligations 8831
Credit institutions 8841
Other loans 8851
Trade debts 8861
Suppliers 8871
Bills of exchange payable 8881
Advance payments received on contract in progress 8891
Other amounts payable 8901
Total current portion of amounts payable after more than one year falling due within one year (42) 4.466,64
Amounts payable with a remaining term of more than one but not more than five years
Financial debts 8802 108.624,96
Subordinated loans 8812
Unsubordinated debentures 8822 81.824,96
Leasing and other similar obligations 8832 26.800,00
Credit institutions 8842
Other loans 8852
Trade debts 8862
Suppliers 8872
Bills of exchange payable 8882
Advance payments received on contracts in progress 8892
Other amounts payable 8902 11.788.132,41
Total amounts payable with a remaining term of more than one but not more than five years 8912 11.896.757,37
Amounts payable with a remaining term of more than five years
Financial debts 8803
Subordinated loans 8813
Unsubordinated debentures 8823
Leasing and other similar obligations 8833
Credit institutions 8843
Other loans 8853
Trade debts 8863
Suppliers 8873
Bills of exchange payable 8883
Advance payments received on contracts in progress 8893
Other amounts payable 8903
Total amounts payable with a remaining term of more than five years 8913
Codes Period
GUARANTEED AMOUNTS PAYABLE (included in headings 17 and 42/48 of the liabilities)
Amounts payable guaranteed by Belgian public authorities
Financial debts 8921
Subordinated loans 8931
Unsubordinated debentures 8941
Leasing and similar obligations 8951
Credit institutions 8961
Other loans 8971
Trade debts 8981
Suppliers 8991
Bills of exchange payable 9001
Advance payments received on contracts in progress 9011
Remuneration and social security 9021
Other amounts payable 9051
Total amounts payable guaranteed by Belgian public authorities 9061
Amounts payable guaranteed by real securities or irrevocably promised by the enterprise on its
own assets
Financial debts 8922
Subordinated loans 8932
Unsubordinated debentures 8942
Leasing and similar obligations 8952
Credit institutions 8962
Other loans 8972
Trade debts 8982
Suppliers 8992
Bills of exchange payable 9002
Advance payments received on contracts in progress 9012
Taxes, remuneration and social security 9022
Taxes 9032
Remuneration and social security 9042
Other amounts payable 9052
Total amounts payable guaranteed by real securities or irrevocably promised by the enterprise
on its own assets
9062
Codes Period
TAXES, REMUNERATION AND SOCIAL SECURITY
Taxes (heading 450/3 of the liabilities)
Outstanding tax debts 9072
Accruing taxes payable 9073 2.937.501,27
Estimated taxes payable 450
Remuneration and social security (heading 454/9 of the liabilities)
Amounts due to the National Social Security Office 9076
Other amounts payable in respect of remuneration and social security 9077 14.124.984,13
Nr. BE 0412.101.728 F 5.9
Period
ACCRUALS AND DEFERRED INCOME
Allocation of heading 492/3 of liabilities if the amount is significant
Accrual for invoice to be received 1.872.694,87
Accrual for interest to pay third party 1.402.397,26
Provision interest CCRS 782.784,70
Provision interest IRS 39.130,98
Deferred income renting third party 75.725,67
Provision temporary Interest 85.558,58

OPERATING RESULTS

Codes Period Preceding period
OPERATING INCOME
Net turnover
Allocation by categories of activity
Allocation into geographical markets
Other operating income
Operating subsidies and compensatory amounts received from public
authorities 740
OPERATING CHARGES
Employees for whom the entreprise submitted a DIMONA declaration or
who are recorded in the general personnel register
Total number at the closing date 9086 789 907
Average number of employees calculated in full-time equivalents 9087 754,0 823,6
Number of actual worked hours 9088 1.134.762 1.265.265
Personnel costs
Remuneration and direct social benefits 620 46.127.413,72 53.485.713,17
Employers' contribution for social security 621 14.408.709,91 15.859.921,03
Employers' premiums for extra statutory insurance 622 2.930.058,15 4.011.630,88
Other personnel costs (+)/(-) 623 8.290.114,55 8.338.483,48
Retirement and survivors' pensions 624
Provisions for pensions and other similar rights
(+)/(-)
Appropriations (uses and write-backs)
635 240.395,33 -896.018,15
Amounts written off
Stocks and contracts in progress
Recorded 9110 433.494,97
Written back 9111 1.535.285,61
Trade debts
Recorded 9112 6.656,81
172.623,44
131.210,02
60.171,16
Written back 9113
Provisions for liabilities and charges
Additions 9115 24.890.120,64
Uses and write-backs 9116 19.536.265,64 5.283.577,55
Other operating charges
Taxes related to operation 640 3.894.109,36 4.274.329,56
Other costs 641/8 201.341,86 665.875,85
Hired temporary staff and personnel placed at the enterprise's disposal
Total number at the closing date 9096
Average number calculated in full-time equivalents 9097 38,1 61,5
Number of actual worked hours 9098 74.537 119.022
Costs to the enterprise 617 3.251.232,91 5.074.421,45

FINANCIAL AND EXTRAORDINARY RESULTS

Codes Period Preceding period
FINANCIAL RESULTS
Other financial income
Subsidies granted by public authorities and recorded as income for the
period
Capital subsidies 9125 15.993,34 33.149,46
Interest subsidies 9126
Allocation of other financial income
Realized Exchange gains 12.501.430,35 28.559.481,28
Unrealized gains on several operations 54.136.906,33 404.506,97
Subside on capital 0,00 0,00
Various revenue income 3.300,47 0,00
Depreciation of loan issue expenses and reimbursement premiums 6501
Capitalized Interests 6503
Amounts written off current assets
Recorded 6510
Written back 6511
Other financial charges
Amount of the discount borne by the enterprise, as a result of negotiating
amounts receivable
653
Provisions of a financial nature
Appropriations 6560
Uses and write-backs 6561
Allocation of other financial charges
(+)/(-)
OTHER FINANCIAL COSTS
248.956,29 1.192.313,64
(+)/(-)
BANK COST AND AGIO
3.967.572,72 2.896.527,63
COMMISSION ON COUPONS (+)/(-) 2.690,91 1.801,34
REALIZED EXCHANGE LOSS
(+)/(-)
23.100.239,15 19.227.552,25
(+)/(-)
UNREALIZED EXCHANGE LOSS
23.849.655,96 10.068.555,14
(+)/(-)
DISCOUNT FOR CUSTOMERS
251.306,30 265.707,03
FACTORING COST (+)/(-) 596.819,31 815.294,25
Period
EXTRAORDINARY RESULTS
Allocation of other extraordinary income
Revaluation financial instrument 898.372,45
Write back impairment fixed asset 1.557.774,29
Insurance refund 800.861,71
Other exceptionnal gains 1.161.693,59
Allocation of other extraordinary charges
Revaluation financial instrument 2.940.354,53
Other exceptionnal cost 2.247.676,48
Write off receivables 7.534.989,62

INCOME TAXES AND OTHER TAXES

Codes Period
INCOME TAXES
Income taxes on the result of the period 9134 26.909,75
Income taxes paid and withholding taxes due or paid 9135 26.909,75
Excess of income tax prepayments and withholding taxes paid recorded under assets 9136
Estimated additional taxes 9137
Income taxes on the result of prior periods
Additional income taxes due or paid
9138
9139

Additional income taxes estimated or provided for 9140
In so far as taxes of the period are materially affected by differences between the profit before
taxes as stated in annual accounts and the estimated taxable profit
(+)/(-)
Use DBI
-89.831.365,91
Disallowed expenses (+)/(-) 40.985.348,67

Impact of extraordinary results on the amount of the income taxes relating to the current period

Codes Period
Status of deferred taxes
Deferred taxes representing assets 9141 269.146.778,80
Accumulated tax losses deductible from future taxable profits 9142 187.742.944,38
Other deferred taxes representing assets
Notional interest deduction 5.043.675,00
Investmentsdeduction - no expiry date 284.309,04
DBI - No expiry date 76.075.850,38
Deferred taxes representing liabilities 9144
Allocation of deferred taxes representing liabilities
Codes Period Preceding period
VALUE ADDED TAXES AND OTHER TAXES BORNE BY THIRD PARTIES
Value added taxes charged
To the enterprise (deductible) 9145 23.523.668,18 34.224.432,59
By the enterprise 9146 12.704.750,85 16.208.823,94
Amounts withheld on behalf of third party
For payroll withholding taxes 9147 15.949.641,24 18.352.052,70
For withholding taxes on investment income 9148 6.016.476,47
Nr. BE 0412.101.728 F 5.13

RIGHTS AND COMMITMENTS NOT REFLECTED IN THE BALANCE SHEET

Codes Period
PERSONAL GUARANTEES PROVIDED OR IRREVOCABLY PROMISED BY THE ENTERPRISE AS
SECURITY FOR DEBTS AND COMMITMENTS OF THIRD PARTIES
9149 38.590.354,97
Of which
Bills of exchange in circulation endorsed by the enterprise 9150
Bills of exchange in circulation drawn or guaranteed by the enterprise 9151
Maximum amount for which other debts or commitments of third parties are guaranteed by the
enterprise
9153
REAL GUARANTEES
Real guarantees provided or irrevocably promised by the enterprise on its own assets as
security of debts and commitments of the enterprise
Mortgages
Book value of the immovable properties mortgaged 9161
Amount of registration 9171
Pledging of goodwill - Amount of the registration 9181
Pledging of other assets - Book value of other assets pledged 9191
Guarantees provided on future assets - Amount of assets involved 9201
Real guarantees provided or irrevocably promised by the enterprise on its own assets as
security of debts and commitments of third parties
Mortgages
Book value of the immovable properties mortgaged 9162
Amount of registration 9172
Pledging of goodwill - Amount of the registration 9182
Pledging of other assets - Book value of other assets pledged 9192
Guarantees provided on future assets - Amount of assets involved 9202
GOODS AND VALUES, NOT DISCLOSED IN THE BALANCE SHEET, HELD BY THIRD PARTIES IN THEIR
OWN NAME BUT AT RISK TO AND FOR THE BENEFIT OF THE ENTERPRISE
SUBSTANTIAL COMMITMENTS TO ACQUIRE FIXED ASSETS
SUBSTANTIAL COMMITMENTS TO DISPOSE OF FIXED ASSETS
Obligation sulphates 1.081.050,00
Obligation gelatins 151.000,00
Obligation water treatment 11.381,00
FORWARD TRANSACTIONS
Goods purchased (to be received) 9213
Goods sold (to be delivered) 9214
Currencies purchased (to be received) 9215
Currencies sold (to be delivered) 9216 273.162.433,88
Nr. BE 0412.101.728 F 5.13
----- ----------------- -- --------

COMMITMENTS RELATING TO TECHNICAL GUARANTEES IN RESPECT OF SALES OR SERVICES

INFORMATION CONCERNING IMPORTANT LITIGATION AND OTHER COMMITMENTS

BRIEF DESCRIPTION OF SUPPLEMENT RETIREMENT OR SURVIVORS PENSION PLAN IN FAVOUR OF THE PERSONNEL OR THE EXECUTIVES OF THE ENTERPRISE AND OF THE MEASURES TAKEN BY THE ENTERPRISE TO COVER THE RESULTING CHARGES

The pension plans provided in Belgium are of the type "defined contribution" and "defined benefit" pension plans. The defined contribution pension plans are plans for which the group pays pre-determined contributions to a legal entity or a separate fund. The group's legal or constructive obligation is limited to the amount contributed. The defined contribution plans in Belgium are legally subject to a minimum guaranteed return. If the legal minimum guaranteed return is sufficiently covered, the group has no obligation to pay further contributions than those that are recognized as an expense in the income statement as the related service is provided. The Belgian defined contribution pension plans are to be treated as defined benefit pension plans under IAS 19 as they do not meet the criteria to be accounted for as pure defined contribution pension plans under IFRS. The group follows the prescribed methodology for measurement and accounting for defined benefit pension plans in the group's consolidated financial statements in line among others with IAS 19, meaning the projected unit credit method. No such provision is accounted for in the statutory accounts as pension accounting is cash settlement based in the statutory accounts.

The defined benefit pension plans are all final salary pension plans which provide benefits to members in the form of a guaranteed pension capital (payable either as capital or pension for life). These plans are covered by a trustee administered pension fund and group insurance contracts. The level of benefits provided depends on members' length of service and the average salary in the final 3 years leading up to retirement, or the average salary of the best 3 consecutive years, if higher. The plans are financed externally by pension funds or insurance companies. The pension obligation recognized in the balance sheet is determined as the present value of the defined benefit obligation, less the fair value of the plan assets.

Codes Period
PENSIONS FUNDED BY THE ENTERPRISE
Estimated amount of the commitments resulting from past services 9220
Methods of estimation

NATURE AND COMMERCIAL OBJECTIVE OF TRANSACTIONS NOT REFLECTED IN THE BALANCE SHEET

Provided that the risks or advantages coming from these transactions are significant and if the disclosure of the risks or advantages is necessary to appreciate the financial situation of the company; if need arises, the financial consequences of these transactions for the company have also to be mentioned

OTHER RIGHTS AND COMMITMENTS NOT REFLECTED IN THE BALANCE SHEET

Codes Period Preceding period
AFFILIATED ENTERPRISES
(280/1) 623.932.193,55 683.228.472,68
Financial fixed assets
Participating interests
(280) 244.674.526,47 262.439.769,91
9271 20.000.000,00 167.000.000,00
Subordinated amounts receivable
Other amounts receivable 9281 359.257.667,08 253.788.702,77
Amounts receivable from affiliated enterprises 9291 326.790.450,54 191.458.549,00
Over one year 9301
Within one year 9311 326.790.450,54 191.458.549,00
Current investments 9321
Shares 9331
Amounts receivable 9341
Amounts payable 9351 62.324.055,60 60.938.723,00
Over one year 9361
Within one year 9371 62.324.055,60 60.938.723,00
Personal and real guarantees
Provided or irrevocably promised by the enterprise as security for debts or
commitments of affiliated enterprises 9381 23.443.738,63 38.052.520,43
Provided or irrevocably promised by affiliated enterprises as security for
debts or commitments of the enterprise 9391 35.000.000,00
Other significant financial commitments 9401
Financial results
Income from financial fixed assets 9421 59.893.847,98 207.707.860,96
Income from current assets 9431 11.836.084,40 13.332.578,57
Other financial income 9441 2.860,00
Debt charges 9461 333.354,98 104.271,32
Other financial charges 9471
Disposal of fixed assets
Capital gains obtained 9481
Capital losses suffered 9491 15.141.688,28
ENTERPRISES LINKED BY PARTICIPATING INTERESTS
Financial fixed assets (282/3) 9.244.948,36 12.824.948,36
Participating interests (282) 9.244.948,36 12.824.948,36
Subordinated amounts receivable 9272
Other amounts receivable 9282
Amounts receivable 9292
Over one year 9302
Within one year 9312
Amounts payable 9352
Over one year 9362
Within one year 9372
Nr. BE 0412.101.728 F 5.14
Period
TRANSACTIONS WITH ENTERPRISES LINKED BY PARTICIPATING INTERESTS OUT OF MARKET CONDITIONS
Mention of these transactions if they are significant, including the amount of the transactions, the
nature of the link, and all information about the transactions which should be necessary to get a better
understanding of the situation of the company
None 0,00
Nr. BE 0412.101.728 F 5.15
-- ----- ----------------- -- --------

FINANCIAL RELATIONSHIPS WITH

Codes Period
DIRECTORS, MANAGERS, INDIVIDUALS OR BODIES CORPORATE WHO CONTROL THE ENTERPRISE
WITHOUT BEING ASSOCIATED THEREWITH OR OTHER ENTERPRISES CONTROLLED BY THESE
PERSONS
Amounts receivable from these persons 9500
Conditions on amounts receivable

Guarantees provided in their favour
9501
Main conditions of these guarantees

Other significant commitments undertaken in their favour
9502
Main conditions of the other commitments

Amount of direct and indirect remunerations and pensions, included in the income statement,
as long as this disclosure does not concern exclusively or mainly, the situation of a single
identifiable person
To directors and managers 9503 1.434.642,00
To former directors and former managers 9504
Codes Period
AUDITORS OR PEOPLE THEY ARE LINKED TO
Auditor's fees 9505 295.023,00
Fees for exceptional services or special missions executed in the company by the auditor
Other attestation missions
Tax consultancy
Other missions external to the audit
95061
95062
95063
16.760,00

204.834,00
Fees for exceptional services or special missions executed in the company by people they are
linked to
Other attestation missions 95081
Tax consultancy 95082
Other missions external to the audit 95083

Mentions related to article 133, paragraph 6 from the Companies Code

Nr.
F 5.17.1
-----------------

INFORMATION RELATING TO CONSOLIDATED ACCOUNTS

INFORMATION TO DISCLOSE BY EACH ENTERPRISE THAT IS SUBJECT TO COMPANY LAW ON THE CONSOLIDATED ACCOUNTS OF ENTERPRISES

The enterprise has prepared and published consolidated accounts and a consolidated report

Nr. BE 0412.101.728 F 6
SOCIAL BALANCE SHEET
Number of joint industrial committee: 207 116

STATEMENT OF THE PERSONS EMPLOYED

EMPLOYEES FOR WHOM THE ENTREPRISE SUBMITTED A DIMONA DECLARATION OR WHO ARE RECORDED IN THE GENERAL PERSONNEL REGISTER

During the current period
Codes
Total 1.
Men
2.
Women
Average number of employees
Full-time 1001 653,3 570,6 82,7
Part-time 1002 100,8 65,1 35,7
Total in full-time equivalents 1003 754,0 635,7 118,3
Number of hours actually worked
Full-time 1011 1.020.784 888.616 132.168
Part-time 1012 113.978 72.469 41.509
Total 1013 1.134.762 961.085 173.677
Personnel costs
Full-time 1021 65.114.936,21 56.477.778,13 8.637.158,08
Part-time 1022 6.641.360,12 4.407.633,85 2.233.726,27
Total 1023 71.756.296,33 60.885.411,98 10.870.884,35
Advantages in addition to wages 1033
During the preceding period Codes P.
Total
1P. Men 2P. Women
Average number of employees in FTE 1003 823,6 691,7 131,9
Number of hours actually worked 1013 1.265.265 1.058.177 207.088
Personnel costs 1023 82.033.072,19 69.041.098,94 12.991.973,25
Advantages in addition to wages 1033

EMPLOYEES FOR WHOM THE ENTREPRISE SUBMITTED A DIMONA DECLARATION OR WHO ARE RECORDED IN THE GENERAL PERSONNEL REGISTER (continued)

Codes
At the closing date of the period
1.
Full-time
2.
Part-time
3.
Total full-time
equivalents
Number of employees 105 672 117 760,6
By nature of the employment contract
Contract for an indefinite period 110 661 117 749,6
Contract for a definite period 111 11 11,0
Contract for the execution of a specifically assigned work 112
Replacement contract 113
According to gender and study level
Men 120 597 76 656,6
primary education 1200 24 2 25,6
secondary education 1201 381 56 424,6
higher non-university education 1202 102 17 115,6
university education 1203 90 1 90,8
Women 121 75 41 104,0
primary education 1210
secondary education 1211 16 21 30,4
higher non-university education 1212 33 14 43,3
university education 1213 26 6 30,3
By professional category
Management staff 130 35 35,0
Employees 134 259 56 300,0
Workers 132 378 61 425,6
Others 133

HIRED TEMPORARY STAFF AND PERSONNEL PLACED AT THE ENTERPRISE'S DISPOSAL

During the period Codes 1.
Hired
temporary staff
2.
Persons placed
at the
enterprise's
disposal
Average number of persons employed 150 36,1 2,0
Number of hours actually worked 151 72.369 2.168
Costs for the enterprise 152 3.045.355,15 205.877,76

LIST OF PERSONNEL MOVEMENTS DURING THE PERIOD

ENTRIES Codes 1.
Full-time
2.
Part-time
3.
Total full-time
equivalents
Number of employees for whom the entreprise submitted a
DIMONA declaration or who have been recorded in the
general personnel register during the financial year
205 15 15,0
By nature of employment contract
Contract for an indefinite period 210 15 15,0
Contract for a definite period 211
Contract for the execution of a specifically assigned work 212
Replacement contract 213
Number of employees whose contract-termination date has
been entered in DIMONA declaration or in the general
personnel register during the financial year
305 110 23 125,4
By nature of employment contract
Contract for an indefinite period 310 90 21 103,8
Contract for a definite period 311 20 2 21,6
Contract for the execution of a specifically assigned work 312
Replacement contract 313
By reason of termination of contract
Retirement 340 14 4 16,3
Unemployment with extra allowance from enterprise 341 19 9 25,3
Dismissal 342 27 6 31,2
Other reason 343 50 4 52,6
the number of persons who continue to render services to
the enterprise at least half-time on a self-employed basis
350
DEPARTURES Codes 1.
Full-time
2.
Part-time
3.
Total full-time
equivalents
Number of employees whose contract-termination date has
been entered in DIMONA declaration or in the general
personnel register during the financial year
305 110 23 125,4
By nature of employment contract
Contract for an indefinite period 310 90 21 103,8
Contract for a definite period 311 20 2 21,6
Contract for the execution of a specifically assigned work 312
Replacement contract 313
By reason of termination of contract
Retirement 340 14 4 16,3
Unemployment with extra allowance from enterprise 341 19 9 25,3
Dismissal 342 27 6 31,2
Other reason 343 50 4 52,6
the number of persons who continue to render services to
the enterprise at least half-time on a self-employed basis
350
Nr. BE 0412.101.728 F 6

INFORMATION ON TRAINING PROVIDED TO EMPLOYEES DURING THE PERIOD

Codes Men Codes Women
Total of initiatives of formal professional training at the expense of the
employer
Number of employees involved 5801 410 5811 97
Number of actual training hours 5802 12.078 5812 2.678
Net costs for the enterprise 5803 1.323.125,29 5813 282.585,65
of which gross costs directly linked to training 58031 1.005.496,82 58131 277.310,79
of which fees paid and paiments to collective funds 58032 317.628,47 58132 5.274,86
of which grants and other financial advantages received (to deduct) 58033 58133
Total of initiatives of less formal or informal professional training at the
expense of the employer
Number of employees involved 5821 97 5831
Number of actual training hours 5822 4.303 5832
Net costs for the enterprise 5823 221.288,72 5833
Total of initiatives of initial professional training at the expense of the
employer
Number of employees involved 5841 5851
Number of actual training hours 5842 5852
Net costs for the enterprise 5843 5853
Nr. BE 0412.101.728 F 7
VALUATION RULES
Rights & obligations, not taken up in the balance sheet (amounts in €)
-----------------------------------------------------
onderneming zou kunnen wijzigen.
Aangegane verbintenissen waarvan de eventuele uitvoering, voortvloeiend uit de actuele juridische
verbintenissen, het bedrag of de samenstelling van het patrimonium of de resultaten van de
1. Guarantees by 3rd parties for our account:
------------------------------------------------------
Beneficiaries:
* Customs 1.095.072
* Transport 620
* OVAM 30.958.415
* Other 6.536.248

3rd parties who issued guarantees for our account:

* Banks 7.686.832
* Others 30.903.523
2. Guarantees granted by Tessenderlo Chemie for affiliates 23.443.739
--------------------------------------------------------

3. Declaration of joint liability


The company has given declarations of joint liability (Art. 403 Dutch Civil code) for the beneficiaries Tessenderlo Holding BV, Nyloplast BV, PPS Holding BV, Tessenderlo Chemie Rotterdam BV, Dyka BV.

    1. Environmental liabilities: ------------------------

Provision for the remediation of soil and ground contamination (see vol 5.8) is set up for the liabilities for which a reliable estimate is available.

XX. Accounting principles

ASSETS

  • Formation expenses : Amortization 100%
  • Intangible assets:
  • Amortization 20%
Nr. BE 0412.101.728 F 7
  • Research costs 100% or in accordance with fiscal regulations encouraging scientific research.

• Property, plant and Equipment

Items of Property, plant and equipment are recognized as an asset on the balance sheet at their purchase price, including costs incurred and non-refundable taxes, or at their cost value.

The depreciation charges are recognized in the profit- and loss statement as from the date the asset is available for use, on a straight-line basis over the estimated useful lives of each part of an item of property, plant and equipment.

The estimated useful lives of the respective assets categories lead to the following depreciation rates:

  • Land : 0,00%
  • Buildings, houses, constructions + revaluation gains : 3,00%
  • Leased buildings, revaluation gains on furniture, equipment and installations: 5,00%
  • Equipment and installations : 5,00% 25,00%
  • Furniture, building improvements : 4,00% 10,00%
  • Pilot plants : 20%
  • Vehicles : 25%
  • Computer equipment (3 years) : 33,33%

The accelerated or declining depreciations are applied taking into account fiscal regulations.

• Financial assets:

Investments and other financial assts

The investments and other financial assets are recognized as an asset on the balance sheet at their purchase price, including costs incurred, or costs of acquisition and taking into account remaining future payments.

At the end of the reporting period, the equity investments are subject to an individual valuation based on the equity value, which consists of the carrying amount of the net assets and the prudently estimated unrealized gains and losses and takes into account the potential economic value of the entity involved and with future profitability under normal economic circumstances. All exceptional or misleading valuation items have been excluded. The Board will recognize the certain and definite revaluation gains, if deemed applicable. The potential estimated losses will be recognized as an impairment loss, if the Board assesses the loss as permanent. An impairment loss will be reversed when a permanent surplus value exists on equity investments which have been impaired.

• Receivables more than one year

The receivables are recognized at their nominal value. Receivables in foreign currencies will be recognized in Euro at the closing exchange rate. At the end of the accounting year, they will be valued in accordance with the accounting principles of equity investments and securities (see above).

• Inventory:

At the end of the accounting year the purchased goods in inventory are valued at individual purchase price, additional costs included; and the finished goods are valued at individual cost price. The cost price for the finished goods is determined in function of the direct production costs, with an addition for the indirect costs. The method allowed is the valuation at weighted average cost price.

During the closure of the accounting year, the inventory of raw materials and finished products is subject to an individual valuation based on the market price or the realizable value. If this valuation shows a devaluation compared to the carrying amount, a valuation adjustment is booked. The work in process stock is valued at the cost of the raw materials and the direct costs.

Nr. BE 0412.101.728 F 7

• Receivables within one year:

The receivables within one year are included in the accounts at nominal value. The receivables in foreign currency are valued at the latest exchange rate of the year. An impairment is booked when at the closing date of the accounting year the realizable value of the receivable is below the carrying amount; a revaluation is booked for the opposite: the exchange rate differences at that time are included in the result of the accounting year.

• Cash and cash equivalents:

Cash and cash equivalents are included at nominal value. The cash and cash equivalents in foreign currency are valued at the latest exchange rate of the year.

LIABILITIES

• Provisions & deferred taxes

At every closing of the accounting year, the BoD analyses with prudency, as good as possible and in good faith, the provisions which are needed to cover, a.o.

  • The risks resulting from guarantees
  • Other risks as applicable

The provisions set up in previous years are re-assessed on regular basis and reversed in the P&L if deemed applicable.

• Amounts payable after more than 1 year Are accounted for at nominal value. The debt in foreign exchange is treated in the same way as the receivables.

• Amounts payable within 1 year Are accounted for at nominal value. The debt in foreign exchange is valued at the closing exchange rate of the year. Exchange gains are booked & taken up in the P&L of the year.

PROFIT AND LOSS

• Exchange results

The exchange results are taken up in the financial results, except if thy result from the translation of foreign exchange balances which specifically relate to other items of the P&L, to which these results then are allocated.

XXI. Additional pension regime Until 31/12/2007: An additional pension plan is applicable, under regime 'defined benefit', of which the benefits related to the level of salary and the years of service. For the employees, the plans are covered by a contract of mixed capital insurance as guarantee for the benefits calculated based on the years of service.

As of 1/1/2008:

An additional pension plan is applicable, where pensions are build up based on the contributions paid by the company in an external, seperate fund.

XXII Additional information

A part of the accounts receivables are collected via factoring. Tessenderlo Chemie NV sells trade accounts receivable to a factor company, in exchange of immediate cash as financing tool.

Nr.
-----

The amended syndicated facility signed on 28 April 2011, related to the Credit facility agreement signed on 26 February 2010, for an amount of 450 mio EUR, is still applicable but the amount has decreased to 400 mio EUR. Tessenderlo Chemie NV and Dyka Plastics NV are, together with some other group entities, partly guarantor for the repayment of the amounts taken up, with a maximum exposure related to the syndicated credit facility of 400 mio EUR.