Exhibit (a)(5)(ii)
GENERAL IDENTIFICATION INFORMATION | DP |
COMPANY IDENTIFICATION |
| | | | Legal Form | SA1 | 01011 | | SL2 | 01012 | x |
TAX ID (NIF) | 01010 | B85322642 | Other | 01013 | | | | |
Name | 01020 | GRUPO INVERSOR PETROQUIMICA S.L. |
Registered Office | 01022 | EBRO, 3 |
Municipality | | 01023 | MADRID | Province | 01025 | MADRID |
Zip Code | | 01024 | 28002 | Tel.: | 01031 | 915.630.601 |
Contact e-mail address | 01037 | luis@madridpropiedades.es |
ACTIVITY | | | | | | | | | | |
Main Activity | | 02009 | Holding company |
CNAE Code | | 02001 | 6420 | (1) | | | | | |
SALARIED EMPLOYEES |
a) Average number of employees during fiscal year, by type of contract and disability employment |
| | | | | Year 2014 (2) | Year 2013 (3) | | |
| PERMANENT (4): | 04001 | 0 | 0 | | |
| TEMPORARY (5): | 04002 | 0 | 0 | | |
Of which: Employees with disability equal to 33% or more (or equivalent local classification): |
| | | | 04010 | 0 | 0 | | |
b) Salaried employees at close of fiscal year, by type of contract and by sex: |
| | Year 2014 (2) | Year 2013 (3) | |
| | | MEN | | WOMEN | MEN | WOMEN | |
PERMANENT (4): | 04120 | 0 | 04121 | 0 | 0 | 0 | |
TEMPORARY (5): | 04122 | 0 | 04123 | 0 | 0 | 0 | |
PRESENTATION OF ACCOUNTS |
| | | | Year 2014 (2) | Year 2013 (3) | |
| | | | YEAR | MONTH | DAY | YEAR | MONTH | DAY | |
Initial date of accounts: | 01102 | 2014 | 1 | 1 | 2013 | 1 | 1 | |
End date of accounts: | 01101 | 2014 | 12 | 31 | 2013 | 12 | 31 | |
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Number of pages filed: | 01901 | 9 | | | | | | |
Please, explain if no figures are recorded for any period: |
01903 | | |
MICRO-ENTERPRISES |
Fill in with X if the company has elected joint adoption of the specific criteria applicable by micro-enterprises under the SMEs General Accounting Plan (6): | 01902 | Yes | |
(1) As per the types (four digits) of 2009 National Classification of Economic Activities (2009 CNAE), approved by Royal Decree No. 475/2007 of April 13 (Official Gazette, 28 April 2007) |
(2) Fiscal year corresponding to annual accounts |
(3) Previous fiscal year |
(4) In calculation of average number of employees, take into account the following: |
(a) In the case of no major employee turnover, state subtotal of permanent employees at the beginning and at close of the fiscal year |
(b) In absence of turnover, add up employees for each month of the year and divide by twelve |
(c) In the event of seasonal adjustment of employment or working hours, employees concerned must be included as permanent employees, but only pro rata corresponding to the portion of the year or work day of the year actually worked. |
(5) Average temporary employees can be calculated by adding up the total number of weeks that temporary employees have worked and dividing by 52. You can also use the following formula (equivalent to the previous one): |
Number of employees =Average number of weeks worked 52 |
(6) In respect of account of financial lease agreements and similar agreement, and tax on profits. |
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NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
1Stock Company
2Limited Company
SME BALANCE SHEET | BP1 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: | CURRENCY (1): Euro 09001x |
ASSETS | Note | Fiscal Year 2014 (2) | Fiscal Year 2013 (3) |
A) NON-CURRENT ASSETS | 11000 | | 14,743,349.52 | 28,689,266.97 |
I. Intangible fixed assets | 11100 | | | |
II. Tangible fixed assets | 11200 | | | |
III. Real Estate Investments | 11300 | | | |
IV. Long-Term Investments in Group and Related Companies | 11400 | | | |
V. Long-Term Financial Investments | 11500 | | 14,743,349.52 | 28,689,266.97 |
VI. Deferred Tax Assets | 11600 | | | |
VII. Non-Current Trade Receivables | 11700 | | | |
B) CURRENT ASSETS | 12000 | | 12,086,081.53 | 12,712,713.35 |
I. Inventories | 12200 | | | |
II. Trade Receivables and Other Receivables | 12300 | | 6,952.92 | 5,621.82 |
1. Clients for Sales and Services | 12380 | | | |
a) Clients for Long-Term Sales and Services | 12381 | | | |
b) Clients for Short-Term Sales and Services | 12382 | | | |
2. Shareholders (partners) for capital calls | 12370 | | | |
3. Other Receivables | 12390 | | 6,952.92 | 5,621.82 |
III. Short-Term Investments in Group and Related Companies | 12400 | | | |
IV. Short-Term Financial Investments | 12500 | | 1,042,924.73 | 3,307,625.52 |
V. Short-Term Accruals | 12600 | | | |
VI. Cash & Cash Equivalents | 12700 | | 11,036,203.88 | 9,399,466.01 |
TOTAL ASSETS (A+B) | 10000 | | 26,829,431.05 | 41,401,980.32 |
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(1) All documents comprising the annual accounts shall be stated in Euro. |
(2) Fiscal year the accounts refer to. |
(3) Previous fiscal year |
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME BALANCE SHEET | BP2.1 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
SHAREHOLDERS’ EQUITY AND LIABILITIES | Note | Fiscal Year 2014 (1) | Fiscal Year 2013 (2) |
A) SHAREHOLDERS’ EQUITY | 20000 | | 26,554,918.52 | 39,326,791.68 |
A-1) Shareholders’ Equity | 21000 | | 26,031,092.46 | 40,085,269.91 |
I. Capital | 21100 | | 16,192,239.00 | 16,192,239.00 |
1. Authorized Capital | 21110 | | 16,192,239.00 | 16,192,239.00 |
2. (Uncalled Capital) | 21120 | | | |
II. Issue Premium | 21200 | | 6,004,787.96 | 6,004,787.96 |
III. Reserves | 21300 | | 3,942,325.50 | 551,615.40 |
IV. (Treasury Stock) | 21400 | | | |
V. Retained Earnings | 21500 | | | |
VI. Other Shareholders’ Contributions | 21600 | | | |
VII. Fiscal Year Income | 21700 | | -108,260.00 | 17,336,627.55 |
VIII. (Interim Dividend) | 21800 | | | |
A-2) Adjustments in Shareholders’ Equity | 2200 | | 523,826.06 | -758,478.23 |
A-3) Grants, Donations and Gifts Received | 23000 | | | |
B) NON-CURRENT LIABILITIES | 31000 | | | |
I. Long-term Provisions | 31100 | | | |
II. Long-term Indebtedness | 31200 | | | |
1. Indebtedness with Credit Institutions | 31220 | | | |
2. Financial Lease Creditors | 31230 | | | |
3. Other Long-Term Indebtedness | 31290 | | | |
III. Long-Term Indebtedness with Group and Related Companies | 31300 | | | |
IV. Deferred Tax Liabilities | 31400 | | | |
V. Long-Term Accruals | 31500 | | | |
VI. Non-Current Trade Payables | 31600 | | | |
VII. Special Long-Term Indebtedness | 31700 | | | |
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(1) Fiscal year the accounts refer to. |
(2) Previous fiscal year |
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME BALANCE SHEET | BP2.2 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
SHAREHOLDERS’ EQUITY AND LIABILITIES | Note | Fiscal Year 2014 (1) | Fiscal Year 2013 (2) |
C) CURRENT LIABILITIES | 32000 | | 274,512.53 | 2,075,188.64 |
I. Short-Term Provisions | 32200 | | | |
II. Short-Term Indebtedness | 32300 | | 269,725.43 | 1,997,996.84 |
1. Indebtedness with Credit Institutions | 32320 | | | |
2. Financial Lease Creditors | 32330 | | | |
3. Other Short-Term Indebtedness | 32390 | | 269,725.43 | 1,997,996.84 |
III. Short -Term Indebtedness with Group and Related Companies | 32400 | | | |
IV. Trade Payables and other Account Payables | 32500 | | 4,787.10 | 77,191.80 |
1. Suppliers | 32580 | | | |
a) Long-Term Suppliers | 32581 | | | |
b) Short-Term Suppliers | 32582 | | | |
2. Other Account Payables | 32590 | | 4,787.10 | 77,191.80 |
V. Short-Term Accruals | 32600 | | | |
VI. Special Short-Term Indebtedness | 32700 | | | |
TOTAL SHAREHOLDERS’ EQUITY AND LIABILITIES (A+B+C) | 30000 | | 26,829,431.05 | 41,401,980.32 |
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(1) Fiscal year the accounts refer to. |
(2) Previous fiscal year |
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME PROFIT AND LOSS STATEMENT | PP |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
(LOSS)/PROFIT | Note | Fiscal Year 2014 (1) | Fiscal Year 2013 (2) |
1. Net Sales | 40100 | | | |
2. Changes in finished goods and goods in process | 40200 | | | |
3. Capital asset betterments and improvements | 40300 | | | |
4. Supplies | 40400 | | | |
5. Other operating income | 40500 | | | |
6. Salaries & Wages | 40600 | | | |
7. Other Operating Expenses | 40700 | | -78,989.62 | -45,951.55 |
8. Fixed Assets Depreciation | 40800 | | | |
9. Allocation of allowances for fixed non-financial assets and other assets | 40900 | | | |
10. Supplies Surplus | 41000 | | | |
11. Impairment & income for disposal of fixed assets | 41100 | | | |
12. Other Income | 41300 | | | |
A) OPERATING INCOME (1+2+3+4+5+6+7+8+9+10+11+12) | 49100 | | -78,989.62 | -45,951.55 |
13. Financial Income | 41400 | | 12,641.62 | 17,879,595.15 |
a) Charge for financial grants, donations and gifts | 41430 | | | |
b) Other Financial Income | 41490 | | 12,641.62 | 17,879,595.15 |
14. Financial Expenses | 41500 | | -41,911.90 | -497,016.05 |
15. Changes in fair value of financial instruments | 41600 | | | |
16. Exchange differences | 41700 | | | |
17. Impairment & income for disposal of financial instruments | 41800 | | | |
18. Other Financial Income and Expenses | 42100 | | | |
a) Financial expenses inclusion under assets | 42110 | | | |
b) Financial Income derived from agreements with creditors | 42120 | | | |
c) Other Income & Expenses | 42130 | | | |
B) FINANCIAL RESULTS (13+14+15+16+17+18) | 49200 | | -29,270.38 | 17,382,579.10 |
C) INCOME/LOSS BEFORE TAXES (A+B) | 49300 | | -108,260.00 | 17,336,627.55 |
19. Tax on Profits | 41900 | | | |
D) FISCAL YEAR INCOME (C+19) | 49500 | | -108,260.00 | 17,336,627.55 |
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(1) Fiscal year the accounts refer to. |
(2) Previous fiscal year |
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY | PNP.1 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
| EQUITY | |
AUTHORIZED | (UNCALLED) | ISSUE PREMIUM |
01 | 02 | 03 |
A) BALANCE AT CLOSE OF 2013 (1) | 511 | 3,006.00 | | |
I. Adjustment for change in criteria in 2012 (1) and earlier fiscal years | 512 | | | |
II. Adjustment for errors in 2012 (1) and earlier fiscal years | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2014 (2) | 514 | 3,006.00 | | |
I. Profit and Loss Account | 528 | | | |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Income and Losses charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | 16,189,233.00 | | 6,004,787.96 |
1. Capital Increases | 517 | 16,189,233.00 | | 6,004,787.96 |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | | | |
1. Movements in Revaluation Reserve (4) | 531 | | | |
2. Other Changes | 532 | | | |
C) BALANCE AT CLOSE OF 2013 (2) | 511 | 16,192,239.00 | | 6,004,787.96 |
I. Adjustment for change in criteria in 2013 (2) | 512 | | | |
II. Adjustment for errors in 2013 (2) | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2014 (3) | 514 | 16,192,239.00 | | 6,004,787.96 |
I. Profit and Loss Account | 528 | | | |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | |
1. Capital Increases | 517 | | | |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | | | |
1. Movements in Revaluation Reserve (4) | 531 | | | |
2. Other Changes | 532 | | | |
C) BALANCE AT CLOSE OF 2014 (2) | 525 | 16,192,239.00 | | 6,004,787.96 |
(1) Fiscal Year N-2 (2) Previous fiscal year accounts refer to (N-1) (3) Fiscal year annual accounts refer to (N) (4) Valuation reserve pursuant to Act. No. 15/2012 of December 27. Companies subject to revaluation provisions other than under Act. No. 15/2012 must identify the applicable law. |
CONTINUES ON PAGE PNP2
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY | PNP.2 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
| RESERVES | (TREASURY STOCK) | RESULTS PREVIOUS FISCAL YEARS |
04 | 05 | 06 |
A) BALANCE AT CLOSE OF 2012 (1) | 511 | 3,368,777.54 | | |
I. Adjustment for change in criteria in 2012 (1) and earlier fiscal years | 512 | | | |
II. Adjustment for errors in 2012 (1) and earlier fiscal years | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2013 (2) | 514 | 3,368,777.54 | | |
I. Profit and Loss Account | 528 | | | |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | |
1. Capital Increases | 517 | | | |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | -2,817,162.14 | | |
1. Movements in Revaluation Reserve(4) | 531 | | | |
2. Other Changes | 532 | -2,817,162.14 | | |
C) BALANCE AT CLOSE OF 2013 (2) | 511 | 511,615.40 | | |
I. Adjustment for change in criteria in 2013 (2) | 512 | | | |
II. Adjustment for errors in 2013 (2) | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2014 (3) | 514 | 511,615.40 | | |
I. Profit and Loss Account | 528 | | | |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | |
1. Capital Increases | 517 | | | |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | 3,390,710.10 | | |
1. Movements in Revaluation Reserve(4) | 531 | | | |
2. Other Changes | 532 | 3,390,710.10 | | |
C) BALANCE AT CLOSE OF 2014 (2) | 525 | 3,942,325.50 | | |
(1) Fiscal Year N-2 (2) Previous fiscal year accounts refer to (N-1) (3) Fiscal year annual accounts refer to (N) (4) Valuation reserve pursuant to Act. No. 15/2012 of December 27. Companies subject to revaluation provisions other than under Act. No. 15/2012 must identify the applicable law. |
CONTINUES ON PAGE PNP3
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY | PNP.3 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
| OTHER SHAREHOLDERS’ CONTRIBUTIONS | FISCAL YEAR INCOME | (INTERIM DIVIDENDS) |
07 | 08 | 09 |
A) BALANCE AT CLOSE OF 2012 (1) | 511 | | 1,066,220.86 | |
I. Adjustment for change in criteria in 2012 (1) and earlier fiscal years | 512 | | | |
II. Adjustment for errors in 2012 (1) and earlier fiscal years | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2013 (2) | 514 | | 1,066,220.86 | |
I. Profit and Loss Account | 528 | | 17,336,627.55 | |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | |
1. Capital Increases | 517 | | | |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | | -1,066,220.86 | |
1. Movements in Revaluation Reserve(4) | 531 | | | |
2. Other Changes | 532 | | -1,066,220.86 | |
C) BALANCE AT CLOSE OF 2013 (2) | 511 | | 17,336,627.55 | |
I. Adjustment for change in criteria in 2013 (2) | 512 | | | |
II. Adjustment for errors in 2013 (2) | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2014 (3) | 514 | | 17,336,627.55 | |
I. Profit and Loss Account | 528 | | -108,260.00 | |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | |
1. Capital Increases | 517 | | | |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | | 17,336,627.55 | |
1. Movements in Revaluation Reserve(4) | 531 | | | |
2. Other Changes | 532 | | 17,336,627.55 | |
C) BALANCE AT CLOSE OF 2014 (3) | 525 | | -108,260.00 | |
(1) Fiscal Year N-2 (2) Previous fiscal year accounts refer to (N-1) (3) Fiscal year annual accounts refer to (N) (4) Valuation reserve pursuant to Act. No. 15/2012 of December 27. Companies subject to revaluation provisions other than under Act. No. 15/2012 must identify the applicable law. |
CONTINUES ON PAGE PNP4
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME STATEMENT OF CHANGES IN SHAREHOLDERS’ EQUITY | PNP.4 |
TAX ID (NIF): B85322642 NAME: GRUPO INVERSOR PETROQUIMICA S.L. | [Signature] Manager’s signature: |
| ADJUSTMENTS IN SHAREHOLDERS’ EQUITY | GRANTS, DONATIONS AND GIFTS RECEIVED | TOTAL |
11 | 12 | 13 |
A) BALANCE AT CLOSE OF 2012 (1) | 511 | -551,009.65 | | 3,889,994.75 |
I. Adjustment for change in criteria in 2012 (1) and earlier fiscal years | 512 | | | |
II. Adjustment for errors in 2012 (1) and earlier fiscal years | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2013 (2) | 514 | -551,009.65 | | 3,889,994.75 |
I. Profit and Loss Account | 528 | | | 17,336,627.55 |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | 22,194,020.96 |
1. Capital Increases | 517 | | | 22,194,020.96 |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | -207,468.58 | | -4,090,851.58 |
1. Movements in Revaluation Reserve(4) | 531 | | | |
2. Other Changes | 532 | -207,468.58 | | -4,090,851.58 |
C) BALANCE AT CLOSE OF 2013 (2) | 511 | -758,478.23 | | 39,326,791.68 |
I. Adjustment for change in criteria in 2013 (2) | 512 | | | |
II. Adjustment for errors in 2013 (2) | 513 | | | |
B) ADJUSTED BALANCE AT BEGINNING OF 2014 (3) | 514 | -758,478.23 | | 39,326,791.68 |
I. Profit and Loss Account | 528 | | | -108,260.00 |
II. Income and Losses charged to Shareholders’ Equity | 530 | | | |
1. Deferred Tax Income | 527 | | | |
2. Other Tax Income charged to Shareholders’ Equity | 529 | | | |
III. Transactions with shareholders or owners | 516 | | | |
1. Capital Increases | 517 | | | |
2. (-) Capital Reductions | 518 | | | |
3. Other Transactions with shareholders or owners | 526 | | | |
IV. Other Changes in Shareholders’ Equity | 524 | 1,282,304.29 | | -12,663,613.16 |
1. Movements in Revaluation Reserve(4) | 531 | | | |
2. Other Changes | 532 | 1,282,304.29 | | -12,663,613.16 |
C) BALANCE AT CLOSE OF 2014 (3) | 525 | 523,826.06 | | 26,554,918.52 |
(1) Fiscal Year N-2 (2) Previous fiscal year accounts refer to (N-1) (3) Fiscal year annual accounts refer to (N) (4) Valuation reserve pursuant to Act. No. 15/2012 of December 27. Companies subject to revaluation provisions other than under Act. No. 15/2012 must identify the applicable law. |
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
SME ENVIRONMENTAL INFORMATION FORM | IMP |
Company: GRUPO INVERSOR PETROQUIMICA S.L. | TAX ID (NIF): B85322642 |
Registered Office: EBRO, 3 |
Municipality: MADRID | Province: MADRID | FISCAL YEAR: 2014 |
The undersigned, as Managers of the aforementioned Company, declare that the accounting corresponding to these annual accounts DO NOT include any environmental items that should be included pursuant to standard “3. Structure of Annual Accounts”, Section 2, of part three of the Small and Medium Enterprise General Accounting Plan (Royal Decree No. 1515/2007 of 16 November). |
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The undersigned, as Managers of the aforementioned Company, declare that the accounting corresponding to these annual accounts INCLUDES environmental items that have been included in an additional Section of the Annual Report pursuant to standard “3. Structure of Annual Accounts”, Section 2, of part three of the Small and Medium Enterprise General Accounting Plan (Royal Decree No. 1515/2007 of 16 November). |
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Signatures and names of managers [Signature] |
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NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
TREASURY STOCK INFORMATION FORM | A1 |
Company: GRUPO INVERSOR PETROQUIMICA S.L. | TAX ID (NIF): B85322642 |
Registered Office: EBRO, 3 |
Municipality: MADRID | Province: MADRID | FISCAL YEAR: 2014 |
During this fiscal year the company has entered no transactions regarding treasury stock (Note: Only filing of this A1 page is required in such case) | x |
Balance at close of previous fiscal year: | 0 | | Stock: | 0% of share capital |
Balance at close of previous fiscal year: | 0 | | Stock: | 0% of share capital |
Date | Item (1) | Date of Board Resolution | No. of stock | Nominal | % of Share Capital | Price or Consideration | Balance after transaction |
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Note: If necessary, use as many copies of page A1.1 as required |
(1) AO: Original acquisition of treasury stock or shares of parent company (Sections 135 et seq. of Stock Companies Act) AD: Direct derived acquisition, AI: Indirect derived acquisition, AL: Free Acquisitions (Sections 140, 144 and 146 of Stock Companies Act) EO: Disposal of shares acquired in infringement of the first three requirements of Section 146 of the Stock Companies Act. EL: Disposal of freely acquired shares (Section 145.1 of Stock Companies Act) RD: Redemption of shares [illegible] Section 145 of Stock Companies Act RL: Redemption of freely acquired shares (Section 145 of Stock Companies Act) AG: Acceptance of treasury stock as guarantee (Section 149 of Stock Companies Act) AF: Shares acquired through financial assistance provided by the entity (Section 150 of Stock Companies Act) PR: Reciprocal shareholdings (Sections 151 et seq. of Stock Companies Act) |
NOT SUITABLE FOR FILING OF HARD COPY WITH THE COMMERCIAL REGISTRY
DIGITAL FINGERPRINT CERTIFICATE | H |
Company: | GRUPO INVERSOR PETROQUIMICA S.L. | TAX ID (NIF): | B85322642 |
Registered Office: | EBRO, 3 |
Municipality: | MADRID | Province: | MADRID | FISCAL YEAR: | 2014 |
| | | | | |
Name of persons issuing this certificate |
Marcelo Roberto Sielecki |
Signatures: |
[Signature] |
The aforementioned persons certify that the digital repository produces the following digital print: [code and bar code] |
GRUPO INVERSOR PETROQUIMICA S.L.
SME ANNUAL REPORT FOR THE FISCAL YEAR ENDED 31 DECEMBER 2014
GRUPO INVERSOR PETROQUIMICA S.L. (hereinafter, the Company) was incorporated before Notary Public Alberto Bravo Olaciregui on December 20, 2007, and its purpose is the design, development, operation and investment in movable (both national and foreign securities) and real estate assets, with a registered office in Madrid at No. 3 Ebro street.
The Company’s Tax ID (NIF) is B-85322642 and it is registered with the Madrid Commercial Registry on Book 25.160, Folio 144 and Page M-453138.
| 2. | Bases for presentation of the annual accounts |
| 1) | True and fair presentation |
| a. | True and fair presentation of shareholders’ equity |
The attached summarized annual accounts have been obtained from the Company’s accounting records and are presented in accordance with the SMEs General Accounting Plan; they fairly present the Company’s shareholders’ equity, financial position and results.
Section 2.1 of Royal Decree No. 1515/2007 sets forth that this SMEs General Accounting Plan may be applied by any company, regardless of its legal form, that during two consecutive fiscal years meets at least two of the following criteria at the close of each year:
| - | Total assets under two million, eight hundred fifty thousand Euro. To this end, total assets shall be total assets recorded on the balance sheet. |
| - | Net annual turnover under five million, seven hundred thousand Euro. |
| - | Average number of employees under 50during the fiscal year. |
The Company meets the criteria of annual turnover and average number of employees during the fiscal year 2014 and, consequently, uses the abridged models for presentation of the annual accounts.
| b. | Exceptional reasons for non-application of legal provisions on accounting matters |
The Company applies legal provisions on accounting matters.
| c. | Supplementary information relating to fair presentation |
The Company does not submit required supplementary information relating to fair presentation.
| 2) | Non-mandatory accounting principles applied |
The Company has not applied other non-mandatory accounting principles other than the principles developed in the New SMEs General Accounting Plan.
| 3) | Critical aspects of valuation and estimates of uncertainty |
| a. | The Company has not applied any changes in its accounting estimates derived from critical aspects of valuation. |
| b. | The Company follows at all times the going-concern principle. Criteria for valuation of assets, liabilities and shareholders’ equity are governed in accordance with this principle. Estimates of uncertainty by the Company do not exceed the parameters considered normal for the sector in which it operates. |
| 4) | Comparability of information |
| a. | The Company has not modified the structure of the balance sheet, the profit and loss statement or the statement of changes in shareholders’ equity vs. the previous fiscal year. |
| b. | For the purposes of the obligation stipulated in Section 35.6 of the Commercial Code, and for the purposes derived from application of the uniformity principle and the comparability requirement, the annual accounts corresponding to the fiscal year starting after the effective date of the SMEs General Accounting Plan shall be considered the initial annual accounts and comparable figures shall thus not be reflected in the said statements. |
| c. | Pursuant to Royal Decree No. 1515/2007 of 16 November, as of January 01, 2008 the Company has adapted its Annual Accounts to the format of the SMEs General Accounting Plan. |
| 5) | Items included in different lines |
There is no breakdown of items into differentiated lines for earlier fiscal years.
| 6) | Changes in accounting criteria |
The Company has not changed the accounting criteria during this fiscal year. Following the criteria established by the Tax Authorities, all positive and negative differences as a result of currency exchanges during the fiscal year 2014 have been posted to line 135 of Shareholders’ Equity.
During fiscal year 2014, the Company has reduced profits recorded in 2013, the value of shares and, consequently, reserves as a result of the reclassification of dividends obtained prior to the purchase of 65.5% of the shares of Petroquímica Cuyo.
| 1. | The Company’s Management will propose approval of distribution of profits for the fiscal year ended December 31, 2014 as follows: |
Basis for Allocation | Amount (€) |
Profit & Loss Balance | -108,260.00 |
Voluntary Reserves |
Other Reserves |
Total | -108,260.00 |
Allocation | Amount (€) |
Statutory Reserve | -108,260.00 |
Voluntary Reserves |
Other Reserves |
Dividends |
Losses Setoff |
Balance |
Negative Results |
Total | -108,260.00 |
| 2. | The Company did not distribute any interim dividends during the fiscal year 2014. |
| 3. | There are no restrictions on distribution of dividends proposed under paragraph 1. |
| 4. | Recording and Valuation Standards |
The following are the main accounting principles applied:
| 1. | Intangible Fixed Assets: Intangible Fixed Assets are recognized in the Balance Sheet (capitalize or active) when economic profit or returns are likely for the Company going forward, and provided that valuation can be performed reliably. |
Intangible Fixed Assets include IT Applications and Patent Items, which are amortized on the basis of the relevant activity group, according to the Depreciation & Amortization Charts approved under Royal Decree No. 1777/2004 of 30 July. The estimated life of Patents is 10 years and the estimated life of IT Applications is 3 years. The company has no Intangible Fixed Assets.
| 2. | Tangible Fixed Assets: Tangible Fixed Assets are recognized in the Balance Sheet (capitalize or active) when economic profit or returns are likely for the Company going forward, provided that valuation can be performed reliably. Accounting recognition of an asset also entails simultaneous recognition of a liability, reduction in another asset or recognition of income or other increases in shareholders’ equity. (Conceptual Framework, Clause 5, paragraph 1). Tangible Fixed Assets are reported at acquisition cost, including additional expenses until commissioning. |
Repair and maintenance expenses, which do not entail extension of useful life and are recognized as expenses during the fiscal year in which they are incurred.
Annual depreciation allowance is calculated by the straight-line method on the basis of the estimated useful life.
All Fixed Assets have been maximally amortized/depreciated this fiscal year according to the Depreciation & Amortization Charts approved under Royal Decree No. 1777/2004 of 30 July.
Estimated useful life of tangible fixed assets items is as follows:
| Buildings | 20 | to | 33.33 years |
| Technical Facilities & Machinery | 8 | to | 13years |
| Other Facilities, Tools & Furnishings | 6 | to | 10years |
| Equipment for Information Processes | 3 | to | 4years |
| Other Fixed Assets | | | 10 years |
The Company has no Tangible Fixed Assets.
| 3. | The Company does not own any Land and Buildings. |
No Financial Lease agreements in force during fiscal year 2014.
| 4. | Swaps: No swaps during fiscal year 2014. |
| a. | The criteria employed for classification and valuation of the various categories of financial assets and liabilities are liquidity (Assets) and degree of collectibility (Liabilities). |
Assets are classified as long-term financial investments in equity instruments (under Non-Current Assets); and items of Receivables, Cash and other liquid assets (under Current Assets). Provisions for liabilities and Long-Term Indebtedness (under Non-CurrentLiabilities). And Short-Term Indebtedness (under Current Liabilities).
| b. | Financial Instruments at Fair Value: The company does not use Fair Value for financial assets and liabilities. |
| c. | Criteria applied in determination of objective evidence of impairment. |
Long-term financial investments in equity instruments: Equity held is non-listed equity and so value thereof under company assets is the purchase value.
Financial Liabilities: Indebtedness with Credit institutions with no estimated reason for impairment.
Indebtedness with Third parties with no estimated reason for impairment.
| d. | Criteria employed in recording of de-registration of financial assets and liabilities: |
Financial assets: Disposal of Equity Instruments, Collection of Receivables.
Financial liabilities: Payment to creditors.
| e. | Investments in group, multi-group and related companies: The Company is not part of any group of companies. |
| f. | Criteria employed in determination of income and expenses from financial assets and liabilities: |
Income: Financial instruments: Interest or dividends collected, Goodwill for disposal
Other Financial Assets: No income derived therefrom
Other Financial Liabilities: Volume rebates and discounts on purchases
Expenses: Financial instruments: Interest. Loss for disposal.
Other Financial Assets: Volume rebates and discounts on sales
Other Financial Liabilities: No expenses derived therefrom
| g. | Securities held: The Company has no Securities in its portfolio. |
| 6. | Inventory: The Company has no inventory on its balance sheet as of December 31, 2014. |
| 7. | Foreign Currency Transactions: 99.7% of the Company’s transactions are executed with non-EMU entities and vendors, and the remaining 0.3% with EMU entities and vendors; it receives dollar-denominated invoices which are converted to Euro at the then applicable exchange rate. |
| 8. | Tax on profits: As the Company is an ETVE (Foreign Equity Holding Company), income for dividends on foreign securities is exempted from payment of the Corporation Tax and consequently there are no expenses on account of the aforementioned Tax. |
| 9. | Revenue and expenses: Revenue and expenses are charged on the basis of the actual current of services they represent and regardless of the time of accrual of the monetary or financial current derived therefrom. |
| 10. | Provisions and contingencies: The Company has no Provision for Risk items relating to client claims under Non-Current Liabilities. |
| 11. | Criteria for recording personnel expenses: The company has no employees and consequently does not record monthly personnel expenses. |
| 12. | Grants, donations and gifts: The company has not received and has no line for grants, donations and gifts under shareholders’ equity. |
| 13. | Business combinations: The company has not taken part in any business combinations with any other natural or artificial persons. |
| 14. | Joint business: The Company does not take part in any joint business. |
| 15. | Criteria employed for transactions with related companies: The company has not taken part in transactions with related companies. |
| 5. | Tangible Fixed Assets, Intangible Fixed Assets and Real Estate Investments. |
Movement in Fixed Assets in fiscal year 2014 (Thousand €):
| Intangible Assets | Amortization Intangible Assets | Impairment Intangible Assets | Tangible Assets | Depreciation Tangible Assets | Impairment Tangible Assets |
Initial Balance | 0 | 0 | | 0 | 0 | |
Additions | 0 | 0 | | 0 | 0 | |
Removals | 0 | 0 | | 0 | 0 | |
Final Balance | 0 | 0 | | 0 | 0 | |
1. Breakdown of Categories of Financial Assets:
| - | Short-Term Financial Investments: This includes accounts under sub-group 54 Other Short-Term Financial Investments. The company charges to this account the dividends notified for fiscal year 2012 corresponding to the holding in Entidad Petroquímica Cuyo S.A. and which at close of fiscal year 2014 remain outstanding as follows: |
Outstanding 2012 Dividends: | € 1,042,924.73 |
| - | Loans and Receivables: This includes accounts under sub-groups 43 Clients, 44 Miscellaneous Debtors, 46 Personnel (unpaid balance), 47 Debtor Government Agencies. |
Clients: | € 0.00 |
Debtors: | € 0.00 |
Government Agencies: | € 6,952.92 |
The Government Agencies item derives from VAT payments corresponding to fiscal year 2014, with a final balance amounting to 6,952.92 Euro.
| - | Long-Term Financial Investments: This includes accounts under sub-groups 25 Long-Term Financial Investments; 26 Long-Term Sureties and Deposits and 474 Deferred Tax Assets. |
Equity Instruments: | € 14,743,349.52 |
The amount of this chapter corresponds to acquisition in 2007 of 150,000,000 shares of Argentine company PETROQUIMICA CUYO S.A. for 8,695,061.48 Euro, a figure which was reduced by 3,662,978.25 Euro corresponding to dividends paid by the said company for fiscal year 2007 as it was considered that the same amount had not accrued at the time of purchase and therefore represented a lower value of the initial purchase amount.
During fiscal year 2013, 392,999,962 shares of Argentine company PETROQUIMICA CUYO S.A. were acquired for 23,657,183.74 Euro which, together with the shares of such company already held, amount to 542,999,962 shares representing approximately 90.5% of the company. As with the acquisition, in 2014 this purchase was reduced in € 13,945,917.45 as a result of dividends paid out that had accrued prior to this purchase.
Classes Categories | Long-Term Financial Instruments Thousand € | Short-Term Financial Instruments Thousand € | TOTAL |
Equity Instruments | Securities representing Debt | Other Derivative Credits | Equity Instruments | Securities representing Debt | Other Derivative Credits |
2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 | 2014 (n) | 2013 (n-1) |
Short-Term Financial Investments | | | | | | | | | | | 1,043 | 3,308 | 1,043 | 3,308 |
Loans & Receivables | | | | | | | | | | | 6.9 | 5.6 | 6.9 | 5.6 |
Long-Term Financial Investments | 14,743 | 28,689 | | | | | | | | | | | 14,743 | 28,689 |
TOTAL | 14,743 | 28,689 | | | | | | | | | 1,050 | 3,314 | 15,793 | 32,003 |
| 2. | Movement in impairment adjusting accounts: |
| - | Financial assets held for trade: No movements for impairment. |
| - | Loans & Receivables: No movements for impairment. |
| - | Other financial assets: No movements for impairment. |
| 3. | Assets valued at fair value: The company does not use this type of valuation for financial assets. |
| 4. | Group, multi-group and related companies: The Company is not part of any group of companies. |
| 1. | Breakdown of Categories of Financial Liabilities: |
| - | Debits and Payables: On the basis of collectibility they are classified into: |
Long term:
Sub-group 17 Long-Term Indebtedness for loans and other items:
The company has no long-term indebtedness
Short term:
Sub-group 52-55 Other Short-Term Indebtedness:
Current Account with Shareholders: | € 269,725.436 |
The line other short-term indebtedness corresponds to the balance due to Company ADMIRE TRADING, reported as short-term indebtedness in fiscal year 2013 and which has been paid and stands at zero at close of fiscal year 2014.
The line current account with shareholders corresponds to amounts contributed by the Company’s Shareholders and which is to be repaid during fiscal year 2015; such debt shall be otherwise allocated to a potential capital increase in the amount of any existing balance. At close of fiscal year 2014 the balance stands at € 269,725.43.
Sub-group 41 Creditors for Services: 410 Various creditors for outstanding invoices at close of the fiscal year for € 3,763.21.
Sub-group 47 Government Agencies: 475 Tax Authority as creditor for tax items: This includes indebtedness relating to Withholdings (IRPF3) by professionals and interest payable at close of the fiscal year for € 1,023.89.
Classes Categories | Long-Term Financial Instruments Thousand € | Short-Term Financial Instruments Thousand € | TOTAL |
Indebtedness with Credit Institutions | Notes & Other Negotiable Instruments | Other Derivatives | Indebtedness with Credit Institutions | Notes & Other Negotiable Instruments | Other Derivatives |
2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) | 2014 (n) | 2013 (n-1) |
Debits & Payables | | | | | | | | | | | | | | |
Liabilities at fair value with changes in profits & losses | | | | | | | | | | | | | | |
Other Financial Liabilities | | | | | | | | | | | 275 | 2,075 | 275 | 2,075 |
TOTAL | | | | | | | | | | | 275 | 2,075 | 275 | 2,075 |
| 2. | Type of indebtedness: Maturity of loans: thousand € |
Classification | 2015 (n) | 2016 (n+1) | 2017 (n+2) | 2018 (n+3) | 2019 (n+4) |
Long-Term Provisions | | | | | |
Long-Term Credit Institutions | | | | | |
Mortgage | | | | | |
Loan | | | | | - |
| | | | | |
Other Long-Term Indebtedness | | | | | |
Long-Term Group & Related Companies | | | | | |
Classification | 2015 (n) | 2016 (n+1) | 2017 (n+2) | 2018 (n+3) | 2019 (n+4) |
Deferred Tax Liabilities | | | | | |
| | | | | |
Short-Term Credit Institutions | | | | | |
Mortgage | | | | | |
Loan | | | | | - |
Consumer Loan | | | | | - |
Short-term Financial Lease | | | | | |
Other Long-Term Indebtedness | 275 | | | | |
Long-term indebtedness is reclassified as short-term indebtedness as of December 31 of the fiscal year then ended. No express maturity by the Creditor Credit Institution is applicable.
3 Income Tax on Natural Persons
Capital stock as of December 31, 2014 is represented by 5,397,413 ordinary registered equity units, of one class and series, with nominal value of € 3.0 each, numbered consecutively from 1 through and including 5,397,413, fully subscribed and paid-in.
No capital transactions were entered into in the fiscal year 2014.
Pursuant to the Consolidated Text of the Stock Companies Act, an amount equal to 10% of profits for the fiscal year must be allocated to the statutory reserve until the same is equal to at least 20% of capital stock.
The statutory reserve may be used to increase capital in an amount equal to the balance in excess of 10% of previously increased capital. Other than with the aforementioned purpose, and provided that it does not exceed 20% of capital stock, this reserve may only be used to offset losses, provided that there are no other available reserves for this purpose.
| a. | Temporary differences: The company has not recorded temporary differences in respect of the tax for fiscal year 2014. |
| b. | Tax incentives: The company receives no tax incentives. |
| c. | Post-closing provisions & contingencies: no tax provisions or contingencies are recorded for events subsequent to close of fiscal year 2014. |
| d. | Substantive circumstances: No circumstances of this nature for fiscal year 2014. |
No significant circumstances regarding other taxes for fiscal year 2014.
Breakdown of line 6 Personnel Expenses:
Item | Breakdown | Breakdown Amount € | Item Amount € |
Salaries & Wages | | | |
| Salaries & Wages | | |
| Special Payments | | |
| Outsourced Personnel | | |
Social Security Contributions | | | |
| Social Security Company | | |
| Personnel Training | | |
| Personnel Recruitment | | |
Breakdown of line7 Other Operating Expenses:
Item | Breakdown | Breakdown Amount € | Item Amount € |
Other Operating Expenses | | | 78,989.62 |
| Property Leases | | |
| Operating Leases | | |
| Repairs & Maintenance | | |
| Professional Services | 75,525.86 | |
| Entertainment | | |
| Insurance | | |
| Bank Services | 527.28 | |
| Advertising and PR | | |
| Supplies | | |
| Communications | | |
| Other Taxes | 2,936.48 | |
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Impairment Loss Commercial Operations | | | |
Other Management Expenses | | | |
| Uniforms | | |
| Travel Expenses | | |
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| 11. | Grants, Donations and Gifts: |
The company has not received any Grants, Donations or Gifts in fiscal year 2014.
| 12. | Transactions with related parties: |
The company has not entered into any transactions with related parties.
| 1. | Average number of employees during Fiscal Year 2014: |
Permanent | Temporary | Disabled | Total |
0.0 | 0.0 | 0.0 | 0.0 |
| 14. | Environmental Information. |
The company does not conduct environmentally hazardous activities.
| 15. | Information on deferral of payments to vendors: |
The amount of payments outstanding to vendors at close of the fiscal year does not represent a deferral in excess of the stipulated legal payment term.