Apator S.A. Opinion and Report of the Independent Statutory Auditor. Fiscal Year ended December 31, 2013

Transcription

1 Apator S.A. Opinion and Report of the Independent Statutory Auditor Fiscal Year ended December 31, 2013 Opinion contains 3 pages. Report supplementing the opinion contains 9 pages Opinion of the statutory auditor and report supplementing the opinion on the audit of the separate financial statement for the year ended December 31, 2013

2 OPINION OF THE INDEPENDENT STATUTORY AUDITOR For the General Meeting of Apator S.A. Opinion on the separate financial statement We have audited the attached separate financial statement of the Apator SA, with the registered office in Toruń, ul. Gdańska 4A, room C4 ( Company ), which comprise the separate statement of financial position prepared as of December 31, 2013 and the separate statement of comprehensive income, separate statement of changes in equity and the separate statement of cash flows for the fiscal year then ended and the notes to the financial statement comprising of a summary of significant accounting principles and the other explanatory information. Responsibility of the Management and the Supervisory Board The Management Board of the Company is responsible for accuracy of the accounting records, and the preparation and fair presentation of this separate financial statement pursuant to the International Financial Reporting Standards as adopted by the European Union and other applicable regulations and for preparation the Management Report. The Management Board is also responsible for internal control as management deems it necessary to enable the preparation of the financial statements that are free of material misstatements, whether due to fraud or error. Pursuant to the Accounting Act of September 29, 1994 (Dz. U. U No. 152, item 1223 as amended) ( Accounting Act ) the Management Board of the Company and the members of the Supervisory Board are required to ensure that the financial statement and the management report are in compliance with the requirements set forth in the Accounting Act. Responsibility of the Statutory Auditor Our responsibility is, based on the audit, is to express an opinion on these separate financial statements and whether the financial statements are derived from properly maintained accounting records. The audit of the financial statement was conducted pursuant to provisions of the chapter 7 of the Accounting Act, national financial reporting standards issued by the National Board of Statutory Auditors in Poland and International Financial Reporting Standards. Those regulations require that we comply with ethical requirements and to plan and perform the audit to obtain the reasonable assurance about whether that the financial statement and accounting records from which they derived are free of material misstatements. The audit involves performing procedures to obtain audit evidence about amounts and disclosures in the financial statements. The procedures selected depend on our judgment, including the assessment of the risk of material misstatement of the financial statement whether due to fraud or error. In making those risk assessment, we consider the internal control relevant to the entity s preparation and fair presentation of the financial statements 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 entity s internal control. An audit also includes evaluating appropriateness of accounting principles used and the reasonableness of accounting estimates made by management, as well as evaluating the overall financial statement presentation.

3 We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. OPINION In our opinion the attached separate financial statements of Apator S.A. have been prepared and present fairly, in all material respects, the financial position of the Company as of December 31, 2012, the results of its operations and its cash flows for the fiscal year ending this day in conformity with the International Financial Reporting Standards as adopted by the European Union, are compliant with all regulations and provisions of the Articles of Association that apply to the separate financial statement and have been prepared from accounting records, that, in all material respects, have been properly maintained. Special explanations on other law requirements and regulations Management Report of the Company As required under the Accounting Act, we also report that the Management Report of the Company includes the information required by Art. 49 of the Accounting Act and of the Ordinance of the Minister of Finances dated 19 February 2009 on the current and periodic information provided by the issuers of securities and conditions of considering as equal the information required by the legal provisions of the non-member country (Dz. U No. 33, item 259 as amended) in all material respects and the information is compliant with the information contained in the separate financial statements. On behalf of KPMG Audyt Spółka z ograniczoną odpowiedzialnością sp.k., Registration No ul. Chłodna Warszawa Rafał Wiza Marek Gajdziński Key Statutory Auditor Statutory auditor Register No Register No Limited Partner, Proxy Limited Partner, Proxy Poznań, April 23, 2014

4 FINANCIAL STATEMENTS

5 Apator S.A. Report supplementing the opinion on the audit of the financial statement Year ending December 31, 2013 Report supplementing the opinion contains 9 pages Report supplementing the opinion on the audit of the separate financial statement for the year ending on December 31, 2013

6 Table of contents Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, General General information about the Company Company s name Registered office Registration in the National Court Register Management of the entity Information about the statutory auditor and entity authorized to audit financial statements Information about the statutory auditor Information about the authorized entity Information about the separate financial statement for the previous fiscal year Scope of activities and responsibilities 4 2. Financial analysis of the Company General analysis of the separate financial statement Separate statement of financial position Separate statement of profit and loss and comprehensive income Selected financial ratios 8 3. Detailed report Accounting principles Additional notes to the separate financial statement Management Report of the Company 9

7 Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, General part 1.1. Information about the Company Name of the Company Apator S.A Registered office ul. Gdańska 4A, room C Toruń Registration of the company in the National Court Register Registering Court: District Court in Toruń, 7th Commercial Division of the National Court Register Date: October 24, 2001 Register No.: KRS Share capital as of the end of the period: PLN Management of the Entity The position of the manager of the entity is held by the Management Board of the Company The Management Board of the Company as of December 31, 2012 consisted of: Mr Andrzej Szostak - President of the Management Board Mr Tomasz Habryka- Member of the Management Board Mr Jerzy Kuś - Member of the Management Board As of June 24, 2013 Mr Janusz Niedźwiecki resigned from its position in the Management Board. Under the resolution adopted October 23, 2012 the position of the President of the Management Board is held by Mr Andrzej Szostak on June 25, Information about the statutory auditor and entity authorized to audit financial statements Information about the statutory auditor Name and surname: Rafał Wiza Register No.: Information about the authorized entity Company: KPMG Spółka z ograniczoną odpowiedzialnością Sp.k. Registered office: ul. Chłodna 51, Warszawa Register No.: KRS Registering Court: District Court for the capital city of Warsaw in Warsaw 12th Commercial Division of the National Court Register, NIP [Tax Identification Number]:

8 Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, KPMG Audyt Spółka z ograniczoną odpowiedzialnością sp.k. is entered into the list of the entities authorized to audit the financial statements kept by the National Chamber of Statutory Auditors with the number Information about the separate financial statement for the previous fiscal year The separate financial statement of the parent entity for the fiscal year ending December 31, 2011 was audited by KPMG Audyt Spółka z ograniczoną odpowiedzialnością sp.k., the entity authorized to audit financial statements and obtained the opinion without any reservations. The separate financial statement was approved by the General Meeting on June 18, 2012, which stated that the profit for the previous fiscal year in the amount of PLN was divided as follows: Dividend- PLN Supplementary capital PLN The separate financial statement has been submitted to the Registering Court on June 28, Scope of activities and responsibilities This report was prepared for the General Meeting of Apator S.A., seated in Toruń, ul. Gdańska 4A, room C4 and refers to the financial statement, which consists of the separate statement of financial position prepared as of December 31, 2013 and the separate statement of comprehensive income, separate statement of changes in equity and the separate statement of cash flows for the fiscal year ending this day and the additional notes on the accepted accounting principles and the other explanatory notes. The audited entity prepares the separate financial statement pursuant to the International Financial Reporting Standards, which were approved by the European Union based on resolution of the Extraordinary General Meeting of Shareholders of December 20, The audit of the separate financial statement was conducted pursuant to the agreement of April 6, 2012 concluded under Resolution of the Supervisory Board of January 23, 2012 referring to the selection of the entity authorized to audit the financial statement. The audit of the separate financial statement was carried our pursuant the provisions of the chapter 7 of the Accounting Act of September 29, 1994 (Dz. U. of 2009 No. 152, item 1223 as amended) ( Accounting Act ), National Financial Reporting Standards issued by the National Chamber of Statutory Auditors and International Financial Reporting Standards. The audit of the separate financial statement was conducted in the Company in the period from February 24 to March 7, The Management Board of the Company is responsible for accuracy of the accounting books, for preparing and reliable presentation of the separate financial statement pursuant to the International Financial Reporting Standards, which were adopted by the European Union and other applicable regulations and for preparation the Management Report. Our task was, basing on carried audit, to express the opinion and to prepare the supplementing report on this separate financial statement and the correctness of the accounting books being a base for it.

9 Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, The Management Board of the Company on the date of issue of this report submitted the statement on fairness ad clearness of the separate financial statement presented to be audited and on lack of occurrence of the events not disclosed in the separate financial statement affecting significantly the data presented in the separate financial statement for the audited year. During the audit of the separate financial statement the Management Board submitted all the required statements, explanations and information and provided us with all documents and information necessary to issue the opinion and to prepare the report. The scope of planned and executed works was not limited in any manner. The scope and manner of the audit result from the prepared working documents, which are held in the registered office of the authorized entity. The Key Statutory Auditor and the entity authorized meet the requirement of being independent of the audited Company in the meaning of Art. 56 sec. 3 and 4 of the Act of May 7, 2009 on the on Statutory Auditors, Their Self-Governing Organisation, and Entities Authorised to Audit Financial Statements and on Public Oversight (Dz. U. of 2009, No. 77 item 649 as amended).

10 Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, Financial analysis of the Company 2.1. General analysis of the separate financial statement Separate statement of financial position ASSETS % % PLN 000 assets PLN 000 assets Non-current assets Intangible assets Property, Plant and Equipment Investment property Other long-term financial assets Granted long-term loans Long- term receivables Deferred tax assets Total non-current assets Current assets Inventories Trade receivables Receivables due to corporate income tax Receivables due to other taxes, subsidies, customs and social insurances Other current receivables Other short-term financial assets Granted short-term loans Cash and cash equivalents Short-term accrued and deferred assets Total current assets TOTAL ASSETS

11 Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, LIABILITIES % % PLN 000 assets PLN 000 assets Equity Share capital Other capitals Capital from revaluation of defined benefit plans (170) 0.0 (49) 0.0 Capital from measurement of hedging transactions Undivided financial result Total equity Liabilities Long-term liabilities Provision for liabilities due to employee benefits Total long-term liabilities Short-term borrowings Trade liabilities Liabilities due to corporate income tax Liabilities due taxes, customs and social insurances Other short-term liabilities Short-term provisions for liabilities due to employee benefits Other short-term provisions Total short-term liabilities Total liabilities TOTAL LIABILITIES AND EQUITY

12 Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, Separate statement of profit and loss and comprehensive income % % Revenues from sale * Revenues from sale PLN 000 PLN 000 Revenues Cost of sales ( ) 71.5 ( ) 76.6 Gross profit from sales Distribution expenses (9 524) 5.7 (10 220) 5.6 Administration expenses (24 302) 14.4 (24 163) 13.1 Profit on sales Other operating revenues Profit from operating activities Finance income Finance cost (1 729) 1.0 (3 144) 1.7 Net financial revenues Profit before tax Current income tax (604) 0.4 (4 829) 2.6 Deferred income tax Net loss for the fiscal year OTHER COMPREHENSIVE INCOME Profit on hedge accounting (10) Items to be reclassified to the profit of the year Revaluation of provisions due to defined benefit (121) 0.1 (49) 0.0 plan with tax effect Net other comprehensive income for the fiscal (131) year Total comprehensive income for the fiscal year

13 2.2. Selected financial ratios Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, Return on sales Profit for the period x 100 revenues from sales 2. Return on equity Profit for the period x 100% equity- profit for the period 3. Debtor s days Average trade receivables x 365 days revenues from sales 4. Debt ratio Liabilities x 100% equity and liabilities 5. Current ratio current assets current liabilities % 38.4% 24.2% 32.9% 54.6% 29.6% 59 days 57 days 75 days 24.4% 27.3% 35.5% Revenues from sales are comprised of revenues from sale of products, goods and materials. Average trade receivables represent the arithmetic average of trade receivables at the beginning and at the end of the reporting period, excluding allowances for receivables.

14 3. Detailed report Apator S.A., Report supplementing the opinion on the audit of the financial statement ending December 31, Accounting principles The Company maintains current documentation describing the applied accounting principles adopted by the Management Board of the Company to the extent required by Art. 10 of the Accounting Act. During the audit of the separate financial statement we tested, on a sample basis, of the correctness of the accounting system operation. On the basis of the work performed, we have not identified any material irregularities in the accounting system, which has not been corrected and that could have a material impact on the separate financial statement. Our audit was not conducted for the purpose of expressing a comprehensive opinion on the operation of the accounting system. The Company performed a physical inventory of the assets in accordance with the requirements and time frame specified in Art. 26 of the Accounting Act and settled and accounted for in the records Additional notes to the separate financial statement All information included in the notes to the separate financial statement comprising of a summary of significant accounting principles and other explanatory notes is, in all material aspects, presented accurately and completely. This information should be read in conjunction with the separate financial statements Management Report of the Company The management report of the Company includes, in all material aspects, information required by Art. 49 of the Accounting Act and of the Ordinance of the Minister of Finances dated 19 February 2009 on the current and periodic information provided by the issuers of securities and conditions of considering as equal the information required by the legal provisions of the non-member country (Dz. U No. 33, item 259 as amended) and information is consistent with the separate financial statement. On behalf of KPMG Audyt Spółka z ograniczoną odpowiedzialnością sp.k. Registration No ul. Chłodna Warszawa Rafał Wiza Marek Gajdziński Key Statutory Auditor Statutory auditor Reg. No Registration No Limited Partner, Proxy Limited Partner, Proxy Poznań, April 23, 2014

15 MANAGEMENT REPORT

16 Letter of the President of the Management Board Dear Sirs, Dear Shareholders I am very pleased to present you, personally and on behalf of the Management Board of Apator SA, the Annual Report The year was full of events, which- in my opinion- will significantly and positively influence on the market and financial standing of the Apator Group in the following years. The past year was designated to update the development strategy. The new strategy, published in February, was created owing to engagement of all management and I would like to thank you all for your contribution. Out new plan presents intensive and sustainable growth in the professional energy sector with the particular attention to two segments: measuring equipment and systems and grid automation. The integrated solutions including IT systems and collaborating smart devices are the base of the plan. Owing to such definition of development priorities, the Apator Group intends to keep the present growth dynamic and provide the attractive profitability that will be reflected by the goodwill for its Shareholders. Moreover, thanks to new approach, we intend to provide the deeper integration of the companies belonging to the capital group. The aforementioned business model would be difficult to be implemented, if Elkomtech SA in Łódź was not acquired. This transaction significantly strengthen the Apator Group position in the energy sectors and supplements our competences and allows us to develop in compliance with new strategy definition. The results of 2013 are the evidence that the Apator Group uses the opportunities and trends of the market. The figures presented in this Report are similar to those of However, I would like pay attention that comparing the exact figures in both periods, the last year consolidated revenues from sales and consolidated financial results on all levels improved significantly. In particular, our revenues from sales and profit for the year 2013 increased by 12% (PLN 660 M) and 23% (PLN 70 M) accordingly, in year on year approach. The attached report contains the detailed description of adjustments and key factors affecting the financial standing of the capital group. Summarizing: we end the year 2013 with the satisfying result and new development strategy supported by acquisition of Elkomtech SA. We would like to take this opportunity to thank Mr Janusz Niedźwiecki, who held the position of the Management Board of Apator SA for over 13 years, to June 24, 2013 and at present is the chairman of the Supervisory Board. Without this person, the success achieved by the Apator Group, would be impossible. Yours faithfully Andrzej Szostak President of the Management Board Apator S.A.

17 Separate financial statement Separate annual financial statement 1 Nazwa jednostki: Apator SA Strona 1

18 Separate annual financial statement 2 Content 1. General information Information on the entity Activity of the entity The makeup of the Executive Board and the Supervisory Board Information on the basis on preparation of financial statement, reporting currency and rounding applied The basis for preparation of separate financial statement Principles of International Financial Reporting Standards applied Reporting currency and the rounding level applied Duration of activity of the entity Approval of financial statement Separate financial statement of Apator S.A Separate financial statement of financial situation Separate financial statement of profit and loss account and other comprehensive income Separate financial statement of changes in equity Separate financial statement of cash flow Accounting principles applied Basis for preparation (general principles) Detail principles for measurement of assets and liabilities Intangibles, cost of research and development Tangible fixed assets Investments and subsidiaries Leasing Investment property Inventories Cost of external financing Government subsidies Trade receivables Financial instruments Bank loans Trade liabilities Provisions Revenues Transactions in foreign currencies Taxes Nazwa jednostki: Apator SA Strona 2

19 Separate annual financial statement Zone relief resulting from activity in Special Economic Zone Equities Basic accounting judgements and bases for uncertainty estimation Information on seasonal sales Explanatory notes to separate financial statement Operating segments Intangibles Tangible fixed assets Investment properties Other financial assets Inventories Trade receivables and other receivables Borrowings granted Cash Accruals and prepayments Share capital Other capitals Loans and borrowings Provisions for liabilities Liabilities Income tax Costs by nature Other operating revenues and costs are presented in the table Financial revenues and costs Explanations to cash flow statement Financial lease Future payments due to operating lease not included in the statement of financial position Financial instruments Financial derivatives,hedge accounting Purposes and principles of financial risk management Information on related entities Contingent items and other ones not recognized in financial statement of financial position Structure of employment The employment in Apator S.A. is presented in the table Remuneration of entity entitled to audit financial statement Subsides Nazwa jednostki: Apator SA Strona 3

20 Separate annual financial statement Amendments to accounting principles Events that occurred after the end of reporting period Signatures Nazwa jednostki: Apator SA Strona 4

21 Separate annual financial statement 5 1. General information 1.1. Information on the entity APATOR Joint Stock Company with the headquarters in Toruń (ul.gdańska 4a lok C4) was established by the employees of former state owned company under the name of Zakłady Aparatury Elektrycznej Apator in Toruń. The entity was registered at District Court in Toruń at V Economic Department on 14 th January 1993 under registration number RHB On 24 th October 2001 the entity was entered into Register of Entrepreneurs at District Court in Toruń, VII Economic Department of National Register Court under number of The entity runs business in the territory of Poland based on regulations of the Polish Commercial Companies Code Activity of the entity In accordance with the Statutes the main activity of the entity is manufacturing and service of electrical distribution and control equipment and sales of metering equipment and systems. Shares of APATOR S.A. are quoted on primary market sector is according to Warsaw Stock Exchange in Warsaw classification electrical machines The makeup of the Executive Board and the Supervisory Board The Executive Board Andrzej Szostak President of Executive Board (since 25 th June 2013 ) Tomasz Habryka Member of Executive Board Jerzy Kuś Member of Executive Board Till 24 th June 2013 the President of Executive Board of Apator SA was Janusz Niedźwiecki, who is currently the Chairman of the Supervisory Board. The Supervisory Board Janusz Niedźwiecki Chairman of Supervisory Board (since 25 th June 2013 ) Mariusz Lewicki Deputy Chairman of Supervisory Board Janusz Marzygliński Member of Executive Board (Chairman of Supervisory Board till 24 th June 2013) Danuta Guzowska Member of Executive Board Krzysztof Kwiatkowski Member of Executive Board Marcin Murawski Member of Executive Board (since 25 th June 2013 ) Ryszard Wojnowski and Eryk Karski were the Members of Supervisory Board till 24 th June Nazwa jednostki: Apator SA Strona 5

22 Separate annual financial statement 6 2. Information on the basis on preparation of financial statement, reporting currency and rounding applied The basis for preparation of separate financial statement Separate annual financial statement of Apator SA as at the day and for the period ending on 31 st December 2013 has been prepared in accordance with International Accounting Standards, International Finance Reporting Standards and referred to them interpretations published in form of decrees of European Commission. The annual separate financial statement of Apator SA covers the year 2013 and it contains comparative data for Principles of International Financial Reporting Standards applied. FIRST TIME ADOPTED STANDARDS Standards, amendments to binding standards and interpretations (accepted or being accepted by European Union) being in force as at 1 st January 2013: Amendments to IFRS 7 Financial instruments: disclosure of information Compensation of financial assets and liabilities are applied for annual periods commencing on 1 st January 2013 or later; IFRS 13 Establishment of fair value are applied for annual periods commencing on 1 st January 2013 or later; Amendments to IAS 1 Presentation of financial statements: presentation of items of other comprehensive income are applied for annual periods commencing on 1 st July 2012 or later; Amendments to IAS 12 Taxes Deferred income tax: Future performance of the elements in assets are applied for annual periods commencing on 1 st January 2013 or later; Amendments to IAS 19 edited in 2011 Employee benefits are applied for annual periods commencing on 1 st January 2013 or later; annual amendments to International Financial Reporting Standards in the period within regular procedure for the introduction of amendments are applied for annual periods commencing on 1 st January 2013 or later; Acceptance of the above standards and interpretations except for IAS 19 did not cause any significant amendments to accounting policy of the Company and data presentation in financial statements. The effects of amendments to IAS 19 have been described in point STANDARDS AND INTERPRETATIONS AWAITING THE APPROVAL BY EUROPEAN UNION On the day of publication of present financial statement the following standards and interpretations are awaiting the approval of European Union: - Amendments to IFRS 9 published in 2009 and in 2010 Financial instruments" are applied for annual periods commencing on 1st January 2015 or later; - Amendments to IFRS 9 Financial instruments" and IFRS 7 Financial instruments: disclosure" are applied for annual periods commencing on 1 st January 2015 or later; Nazwa jednostki: Apator SA Strona 6

23 Separate annual financial statement 7 The application of new standards will not have any significant influence on financial statement of the Company. STANDARDS AND INTERPRETATIONS NOT APPLIED IN HEREBY FINANCIAL STATEMENT On the day of publication of hereby financial statement there are some standards and interpretations that were approved but they have not come in force yet: IFRS 10 Consolidated financial statement are applied for annual periods commencing on 1 st January 2014 or later; IFRS 11 Joint contractual arrangements are applied to annual periods commencing on 1 st January 2014 or later; IFRS 12 Disclosure of information on shares in other entities are applied for annual periods commencing on 1 st January 2014 or later; Amendments to IAS 27 published in 2011 Separate financial statement are applied for annual periods commencing on 1 st January 2014 or later; Amendments to IAS 28 published in 2011 Investments in associated entities and joint ventures are applied for annual periods commencing on 1 st January or later; Amendments to IAS 32 Financial instruments: presentation Compensation of financial assets and liabilities are applied for annual periods commencing on 1 st January 2014 or later; Amendments to IFRS 10, IFRS 11 and IFRS 12: Consolidated financial statements, Joint contractual arrangements, Disclosure of information on shares in other entities are applied for annual periods commencing on 1st January 2014 or later; Amendments to IAS 36: Loss in value of assets are applied for annual periods commencing on 1 st January 2014 or later; Amendments to IAS 39: Financial instruments: Recognition and measurement Renewal of derivatives and continuation of hedge accounting are applied for annual periods commencing on 1 st January 2014 or later; The above amendments will not have any significant influence on financial statement Reporting currency and the rounding level applied Polish zloty is the reporting currency in hereby separate financial statement and all amounts are quoted in thousand Polish zloty (if not stated otherwise) Duration of activity of the entity Duration of the activity of Apator S.A. is indefinite. Separate financial statement has been prepared assuming that the economy activity will be continued in foreseeable future that is in 12 month period not shorter than since the end of reporting period Approval of financial statement Present separate financial statement was approved and signed by the executive Board of the Company on 23 rd April Nazwa jednostki: Apator SA Strona 7

24 Separate annual financial statement 8 3. Separate financial statement of Apator S.A Separate financial statement of financial situation DESCRIPTION NOTE Day * Fixed assets Intangible assets Property,plant and equipment Investment properties Other long-term financial assets in related entities in other entities Long-term borrowings granted to related entities - 83 Long-term receivables from other entities Deferred tax assets Current assets Inventories Trade receivables from related entities from other entities Current tax assets Receivables due to other taxes (excluding income tax) and other similar charges Other short-term receivables from related entities from other entities Other short-term financial assets in other entities Short-term borrowings granted Nazwa jednostki: Apator SA Strona 8

25 Separate annual financial statement 9 - to related entities Cash and cash equivalents Short term prepayments TOTAL ASSETS *conversion pursuant to the note 7.31 DESCRIPTION NOTE Day * Equity Share capital Other capitals Reserve of remeasurement of defined benefit plan (170) (49) Capital from evaluation of hedging transactions Undistributed financial result undistributed result from previous years result of current period write offs from the profit of current year (9 932) (13 243) Liabilities Long-term liabilities and provisions Long-term liabilities towards other entities Long-term provisions for employee benefit liabilities Short-term liabilities and provisions Short-term loans and borrowings from other entities Trade liabilities towards related entities towards other entities Liabilities due to deferred tax Liabilities due to other taxes (excluding income tax) and other similar charges Other short-term liabilities towards related entities Nazwa jednostki: Apator SA Strona 9

26 Separate annual financial statement 10 - towards other entities Short-term provisions for employee benefit liabilities Other short-term provisions TOTAL LIABILITIES Conversion pursuant to the note Separate financial statement of profit and loss account and other comprehensive income DESCRIPTION NOTE Period since since till till * Sales revenues Sales revenues of products and services to related entities to other entities Sales revenues of goods and materials to related entities to other entities Cost of goods sold ( ) ( ) Cost of products and services sold ( ) ( ) - to related entities (19 780) (23 029) - to other entities (88 669) (89 135) Cost of goods and materials sold (11 602) (28 274) - to related entities (1 997) (5 761) - to other entities (9 605) (22 513) Gross profit on sale Selling costs (9 524) (10 220) Overheads (24 302) (24 163) Profit on sales Other operating revenues, including: Nazwa jednostki: Apator SA Strona 10

27 Separate annual financial statement 11 Revenues Costs (961) (4 024) Profit from operating activity Financial revenues, including: Revenues Costs (1 729) (3 144) Profit before tax Current income tax 7.16 (604) (4 829) Deferred income tax Net profit *conversion pursuant to the note 7.31 DESCRIPTION NOTE Period since since till till * Other comprehensive income Other comprehensive net income (131) Items that can be reclassified to financial result in the future: - Result on hedge accounting with tax effect (10) Items that will not be reclassified to financial result in the future: - Reserve of remeasurement of defined benefit plans with tax effect (121) (49) Comprehensive income in total Net profit per ordinary share: - basic 1,55 2,09 - diluted 1,55 2,09 Weighted average number of shares *conversion pursuant to the note 7.31 Nazwa jednostki: Apator SA Strona 11

28 Separate annual financial statement 12 DESCRIPTION NOTE Period since since till till * Profit on operating activity Amortization and depreciation EBITDA *conversion pursuant to the note Separate financial statement of changes in equity DESCRIPTION Share capital Other capitals Reserve of remeasurements of defined benefit plans Capital from valuation of hedging transactions Undistributed financial result TOTAL EQUITY Balance as at (1 460) Changes in equity in the period since till Comprehensive income: - Distribution of the result for supplementary capital - Profit for the period since till (12 901) Other comprehensive income: Items that can be reclassified to financial result in the future: - result on hedge accounting with tax effect Items that will not be reclassified to financial result in the future: - Reserves of remeasurement of defined benefit plans with tax effect - - (49) - - (49) Other comprehensive income in total - - (49) Comprehensive income recognized in the period since till (49) Transactions with shareholders recognized directly in equity Dividends (24 830) (24 830) Nazwa jednostki: Apator SA Strona 12

29 Separate annual financial statement 13 DESCRIPTION Share capital Other capitals Reserve of remeasurements of defined benefit plans Capital from valuation of hedging transactions Undistributed financial result TOTAL EQUITY Interim dividends paid (13 243) (13 243) Purchase of own shares - (200) (200) Release of reserve capital Release of reserve capital - (17 973) (17 973) Redemption of own shares (200) (200) Redemption of own shares Balance as at (49) DESCRIPTION Share capital Other capitals Reserve of reasurements of defined benefit plans Capital from valuation of hedge transactions Undistributed financial result TOTAL EQUITY Balance as at (49) Changes in equity in the period since till Comprehensive income: - Distribution of the result for supplementary capital - profit for the period since till (23 994) Other comprehensive income : Items that can be reclassified to financial result in the future: - result on hedge accounting with tax effect (10) - (10) Items that will not be reclassified to financial result in the future: - Reserve of remeasurement of defined benefit plans with tax effect - - (121) - - (121) Other comprehensive income in total - - (121) (10) - (131) Comprehensive income recognized in the period since till (121) (10) Nazwa jednostki: Apator SA Strona 13

30 Separate annual financial statement 14 DESCRIPTION Share capital Other capitals Reserve of reasurements of defined benefit plans Capital from valuation of hedge transactions Undistributed financial result TOTAL EQUITY Transactions with shareholders recognized directly in equity Dividends (46 350) (46 350) Settlement of interim dividend from previous year Interim dividend paid (9 932) (9 932) Balance as at (170) Separate financial statement of cash flow DESCRIPTION NOTE Period since since till till Cash flow from operating activity Profit before tax Adjustments: (27 520) (42 180) Amortization of intangible assets Depreciation of property, plant and equipment (Profit) loss on sales of property, plant and equipment and intangible assets (215) (23 405) (Profit) loss on sales of financial assets available for sale 7.19 (255) - (Profit) loss from evaluation of investment properties at fair value 7.18 (160) 102 (Profit) loss due to change in fair value of derivatives (441) (613) Cost of interest Interest received (62) (13) Dividends received 7.19 (36 635) (28 200) Other adjustments (158) 403 Cash from operating activity before changes in current capital Change in inventories (560) Nazwa jednostki: Apator SA Strona 14

31 Separate annual financial statement 15 DESCRIPTION NOTE Period since since till till Change in receivables 7.20 (1 323) Change in liabilities Change in provisions 7.20 (174) 933 Change in accruals and prepayments 110 (350) Cash generated by operating activity Income tax paid (5 754) (449) Net cash from operating activity Cash flow from investing activity Outflows for the purchase of intangibles (2 528) (739) Outflows for the purchase of tangible fixed assets 7.20 (9 944) (17 546) Inflows from sales of tangible fixed assets Outflows for the purchase of financial assets available for sale (1) - Inflows from the sales of shares in subsidiaries Investments in subsidiaries (3 247) - Borrowings granted (3 000) - Repayments of borrowings received Interest received Dividends received Other inflows (outflows ) (5 009) (2 986) Net cash from investing activity Cash flow from financing activity Inflows from loans and borrowings taken Repayment of loans and borrowings (4 638) (41 000) Interest paid (1 420) (2 273) Dividends paid (43 050) (38 059) Repayment of liabilities due to financial lease (782) (116) Other inflows (outflows) (60) (21) Net cash from financing activity (44 950) (55 319) Nazwa jednostki: Apator SA Strona 15

32 Separate annual financial statement 16 DESCRIPTION NOTE Period since since till till Increase (decrease) of net cash and cash equivalents (3 212) Cash and cash equivalents at the beginning of the period Cash and cash equivalents at the end of the period Accounting principles applied 4.1. Basis for preparation (general principles) Separate financial statement has been prepared pursuant to the concept of historical cost, except for measurement of some fixed assets (investment properties) and financial instruments (derivatives) that are measured at fair value. The most significant accounting principles adopted by the entity were presented in points from to Principles and policy of accounting presented below were adopted to all the periods presented in financial statement by the Company. Some comparative data were reclassified in order to obtain the conformity with presentation of current period (see Note 7.31) Detail principles for measurement of assets and liabilities Intangibles, cost of research and development Intangibles are assets that meet the following criteria: - they can be excluded or separated from the entity, sold, licensed or given for payment usage to third persons both individually or with related to them contracts, elements of assets or liabilities or - - they are resulted from the contracts or other regulations regardless they are transferable or it is possible to separate them from the entity or due to other reasons or liabilities. Intangibles acquired in separate transaction are recognized is the statement of financial position at the purchase price. After initial recognition, the intangibles are measured pursuant to purchase price or manufacturing cost reduced by redemption and write downs due to decrease of the value. The period of use of intangibles depending on their kind is valuated and recognized as limited or not defined one. Intangibles with not defined period of use and those have not been yet used are subject every year to verification in respect of possible decrease of the value at assets or at the level in relation to the particular assets or at the level of the centre earning the cash. In case of the remaining intangibles annual measurement is carried out to check if there are circumstances that can prove the decrease of their values. Nazwa jednostki: Apator SA Strona 16

33 Separate annual financial statement 17 The periods of use of particular intangibles are subject to annual verification and if necessary they are adjusted from the beginning of the next financial year. For the amortization of patents and licenses R&D from 2 to 5 years from 3 to 5 years Costs of research and developments Costs of research and developments are not subject to activation and they are represented in the statement of comprehensive income as the costs in the period they were incurred. Costs of research and developments are capitalized only in situation when: - project being performed is exactly defined (for instance the software); - it is likely that the element of assets will bring future economic benefits; - costs related to the project can be reliably estimated Costs of research and development are amortized by the line method during expected period of their usefulness. In case when it is not possible to separate self-manufactured element of assets, the costs of research and development are recognized in comprehensive income statement in the period when they were incurred Tangible fixed assets Tangibles are tangible assets being in possession of the entity in order to make use them in manufacturing, provision of goods and services or to give them to the third persons for renting or for administration purposes which is expected to be used for more than one period. They are measured pursuant to the purchase price, or cost of manufacturing reduced by depreciation write offs or in calculated value (after revaluation of tangible fixed assets) reduced by depreciation expenses or redemption expenses and write offs due to permanent decrease of the value. According to the approach based on elements, the entity accepts different depreciation rates for significant elements of tangible fixed asset. Tangible fixed assets in the entity cover tangibles with predicted period of their economic usage longer than one year. The commencement of the depreciation is after a month of usage. During the establishment of annual depreciation rates the economic period of the usage of tangible fixed asset is taken into consideration. In case of establishment of annual depreciation rates, economical period of use of fixed asset is taken into account. The correctness of periods and depreciation rates used by the entity are periodically verified by managers of manufacturing departments. For depreciation purposes of tangible fixed assets, line method of depreciation has been adopted. The period of use for particular fixed assets is as follows: Buildings and constructions from 10 to 70 years Machines and equipment from 2 to 25 years Transport means from 4 to 10 years Other tangible fixed assets from 3 to 10 years If during preparation of financial statement some circumstances occurred indicating that balance value of tangibles may not be recovered then the review of tangibles is carried out in respect of possible decrease of value. If there are some circumstances indicating that it could be the decrease of value and the reporting value exceeds estimated value to be recovered then the value of tangibles or the centres earning the cash the tangibles belong are reduced to the level of the value to be recovered. The value being recovered corresponds to the higher one from two values: fair value reduced by sales or useful value costs. In order to establish useful value, estimated cash flow is discounted to current value using gross discount rate reflecting current market prices of the value of the money in the period and risks related to the element of assets. In case of element of assets that does not generate cash inflows significantly in independent manner the value recovered is established for the centre earning cash where this element belongs to. Nazwa jednostki: Apator SA Strona 17