Notes to the company balance sheet and income statement
1. Basis of preparation
1.1. Basis of preparation of company financial statements
The company financial statements of Ordina N.V. have been prepared in accordance with the provisions of Part 9, Book 2, of the Netherlands Civil Code. In preparing these financial statements, the company availed itself of the facility offered by Section 362(8), Book 2, of the Netherlands Civil Code to use the same accounting policies (including those for the presentation of financial instruments as equity or liabilities) for the company and the consolidated financial statements.
The company financial statements of Ordina N.V. are presented in euros (EUR). Amounts are in thousands of euros, unless indicated otherwise.
1.2. Accounting policies
The accounting policies for the company financial statements are the same as for the consolidated financial statements. If no further policies are mentioned, reference is made to the accounting policies for the consolidated financial statements.
1.3. Financial assets/Investments in associates
Associates and other group companies in which Ordina N.V. exercises control or where Ordina N.V. is responsible for central management are accounted for using the equity method. The equity method is a method of accounting whereby the net assets, liabilities and provisions of the group company are measured and profit is calculated based on the accounting policies used in the consolidated financial statements.
In applying the equity method, the company makes allowance for the transitional provisions for the measurement of items and the first-time adoption of the accounting policies applied in the consolidated financial statements (the IFRS 1 adjustments).
2. Intangible assets
This item can be broken down as follows:
| Goodwill | Total | ||
| Carrying amount at 1 January 2008 | 18,564 | 18,564 | |
| Changes in 2008 | |||
| Additions | - | - | |
| Disposals | - | - | |
| Carrying amount at 31 December 2008 | 18,564 | 18,564 | |
| Goodwill | Total | ||
| Carrying amount at 1 January 2009 | 18,564 | 18,564 | |
| Changes in 2009 | |||
| Additions | - | - | |
| Disposals | -18,564 | -18,564 | |
| Carrying amount at 31 December 2009 | - | - | |
The disposal in 2009 relates to the transfer of the balance sheet item in question within Ordina.
3. Financial assets
This item can be broken down as follows:
| Investments in group companies | Receivables from group companies | Total | ||
| Carrying amount at 1 January 2008 | 61,039 | 179,405 | 240,444 | |
| Changes in 2008 | ||||
| Investments/loans advanced | -1,221 | 7,479 | 6,258 | |
| Actuarial gains and losses | -1,003 | - | -1,003 | |
| Changes in fair value of cash flow hedges | -1,055 | - | -1,055 | |
| Share of profit of associates | -117,081 | - | -117,081 | |
| Carrying amount at 31 December 2008 | -59,321 | 186,884 | 127,563 | |
| Investments in group companies | Receivables from group companies | Total | ||
| Carrying amount at 1 January 2009 | -59,321 | 186,884 | 127,563 | |
| Changes in 2009 | ||||
| Investments/loans advanced | 210,460 | -127,525 | 82,935 | |
| Actuarial gains and losses | 140 | - | 140 | |
| Changes in fair value of cash flow hedges | 446 | - | 446 | |
| Share of profit of associates | -10,581 | - | -10,581 | |
| Carrying amount at 31 December 2009 | 141,144 | 59,359 | 200,503 | |
The change in investments and loans and advances was caused mainly by recapitalisation within Ordina.
4. Deferred income tax assets
Deferred income tax assets can be broken down as follows:
| 2009 | 2008 | ||
| Intangible assets and property, plant and equipment | 1,519 | 1,604 | |
| Recognised tax losses | 8,316 | 11,458 | |
| At 31 December | 9,835 | 13,062 | |
Deferred income tax assets regarding intangible assets and property, plant and equipment relate to the temporary differences in valuation that arose due to the minimal tax depreciation period instituted in 2007. Assets are valued at fixed rates.
Tax losses are recognised if they are expected to be utilised (total at year-end 2009: approximately EUR 31.8 million; year-end 2008: approximately EUR 44.9 million). Measurement is at the fair value that will apply to future financial years. For notes to the scale and measurement of Ordina’s tax losses, see Note 19.1.
5. Other receivables
This item can be broken down as follows:
| 2009 | 2008 | ||
| Prepayments and accrued income | 630 | 384 | |
| At 31 December | 630 | 384 | |
6. Equity
Movements in equity in 2008 and 2009 were as follows:
| Issued capital | Share premium reserve | Hedging reserve | Statutory reserve | Retained earnings | Profit for the year | Total | ||
| At 1 January 2008 | 4,119 | 75,744 | 534 | 12,336 | 131,464 | 30,394 | 254,591 | |
| Prior-year dividend distribution | - | - | - | - | - | -8,250 | -8,250 | |
| Prior-year retained earnings | - | - | - | - | 22,144 | -22,144 | - | |
| Issue at acquisitions | 7 | 493 | - | - | - | - | 500 | |
| Issue at option exercise | 2 | 154 | - | - | - | - | 156 | |
| Actuarial gains and losses | - | - | - | - | -1,003 | - | -1,003 | |
| Changes in fair value of cash flow hedges | - | - | -1,055 | - | - | - | -1,055 | |
| Share-based payment | 5 | 691 | - | - | -1,221 | - | -525 | |
| Profit for the year | - | - | - | - | - | -81,134 | -81,134 | |
| Transfer to retained earnings | - | - | - | -11,033 | 11,033 | - | - | |
| Transfer to statutory reserves | - | - | - | - | - | - | - | |
| At 31 December 2008 | 4,133 | 77,082 | -521 | 1,303 | 162,417 | -81,134 | 163,280 | |
| Issued capital | Share premium reserve | Hedging reserve | Statutory reserve | Retained earnings | Profit for the year | Total | ||
| At 1 January 2009 | 4,133 | 77,082 | -521 | 1,303 | 162,417 | -81,134 | 163,280 | |
| Prior-year dividend distribution | - | - | - | - | - | - | - | |
| Prior-year retained earnings | - | - | - | - | -81,134 | 81,134 | - | |
| Issue of shares | 780 | 18,564 | - | - | - | - | 19,344 | |
| Issue at acquisitions | 16 | 478 | - | - | - | - | 494 | |
| Issue at option exercise | - | - | - | - | - | - | - | |
| Actuarial gains and losses | - | - | - | - | 140 | - | 140 | |
| Changes in fair value of cash flow hedges | - | - | 446 | - | - | - | 446 | |
| Share-based payment | - | - | - | - | 256 | - | 256 | |
| Profit for the year | - | - | - | - | - | 180 | 180 | |
| Transfer to retained earnings | - | - | - | -144 | 144 | - | - | |
| Transfer to statutory reserves | - | - | - | - | - | - | - | |
| At 31 December 2009 | 4,929 | 96,124 | -75 | 1,159 | 81,823 | 180 | 184,140 | |
The statutory reserve relates to the carrying amount of the internally generated intangible assets (Notes 2.5.6 and 7).
Ordina N.V. did not purchase any treasury shares at year-end 2008 and 2009.
For notes to the movements in outstanding option rights in 2008 and 2009, see Note 13.2.
For notes to executive compensation, see Note 33.2.2.
7. Other payables, accruals and deferred income
This item can be summarised as follows:
| 2009 | 2008 | ||
| Other payables | - | 22 | |
| Accruals and deferred income | 73 | - | |
| At 31 December | 73 | 22 | |
Nieuwegein, the Netherlands, 1 March 2010
Management Board
R. Kasteel, CEO
J.H. den Hartog, CFO
Supervisory Board
C.J. de Swart, Chairman
E.P. de Boer
P.G. Boumeester
R.J. van de Kraats
