Annual Report 2011
Factoring KB, a.s.
Pa r t n e r s h i p m at t e r s
Contents
Company Profile
2
Selected Economic Indicators
3
Introduction from the Chairman of the Board of Directors
6
Report of the Board of Directors
8
Strategic Targets for 2012
9
Most Significant Events of 2011
9
Development of the Market and the Company’s Position on the Market
Contacts
Factoring KB, a.s.
Lucemburská 1170/7
130 00 Praha 3
Tel.: +420 222 825 111
Fax: +420 224 814 628
E-mail: info@factoringkb.cz
Internet: www.factoringkb.cz
9
Business Activities
12
Marketing Activities
12
Product Base
12
Information Technology
13
Human Resources
13
The Financial Situation and Economy Results Commentary
13
Corporate Governance
14
Organizational Chart
16
Ownership Structure
17
Sworn Declaration
17
2011 Supervisory Boards’s Report
18
Financial Section
19
Komerční banka, a.s.
Na Příkopě 33, 114 07 Praha 1
Tel.: +420 955 559 550
Fax: +420 224 243 020
E-mail: mojebanka@kb.cz
Internet: www.kb.cz
ADDITIONAL INFORMATION
Information on Factoring KB’s products and services are
available at www.factoringkb.cz.
1
Factoring KB, a.s.
Annual Report 2011
• 2
011 Company turnover reached CZK 16,096 million, +33.74%
year-on-year increase.
• Company profit after tax in 2011 was CZK 69,699 thousand.
• Year-on-year increase in profit reached 641.32%.
• Company market share was 12.6%.
Turnover of domestic factoring (CZK mil.)
2009
2010
2011
0
Turnover of international factoring (CZK mil.)
2009
2010
2011
11,172.01
10,272.33
13,273.88
2,000
4,000
6,000
8,000
10,000
12,000
14,000
0
1,593.81
1,762.78
2,822.07
500
1,000
1,500
2,000
2,500
3,000
The Company was established with the aim of providing a range
of factoring services comprising purchase, administration,
collection and financing of receivables, including risk
assumption within the scope of the insolvency or recalcitrance of
local or foreign debtors.
2
Factoring KB, a.s.
Annual Report 2011
Company Profile
Factoring KB, a.s. (hereinafter the
“Company”), was founded as a wholly
owned subsidiary of Komerční
banka, a.s. Since its foundation the
Company has been a member of
the parent bank’s financial group,
and since 2002 it has been an active
member of the financial group
Société Générale Banque (hereinafter
“Société Générale”). Membership in
both financial groups has significantly
influenced the overall development
of the Company and has also
brought new impetus for expanding
cooperation with other members of
the group at home and abroad.
Key Information
Business name
Factoring KB, a.s.
Legal form
Joint-stock company
Business Registration No. (IČ)
25148290
Registered office
Lucemburská 1170/7, 130 00 Prague 3
Date of incorporation
4 August 1997
Registered capital
CZK 1,184,000,000
Membership of associations:
– Factors Chain International (hereinafter “FCI”) since 30 June 2000
– Asociace factoringových společností ČR (hereinafter “AFS”) since
November 2000
– Česká leasingová a finanční asociace (hereinafter “ČLFA”) since
June 2005
The Company was established with the aim of providing a range
of factoring services comprising purchase, administration,
collection and financing of receivables, including risk assumption
within the scope of the insolvency or recalcitrance of local or
foreign debtors. The Company offers its services predominantly to
Czech businesses and, within its FCI membership, also provides
selected services to other members of the international group.
Strategic Targets for 2012
Factoring KB will continue in its policy of full use of the
synergies existing within FG KB and FG SoGé with the aim
of offering top quality services and products that will meet
the financial needs of its clients.
3
Factoring KB, a.s.
Annual Report 2011
Selected Economic Indicators
UNIT
2011
2010
2009
Total assets
CZK million
7,150.30
5,464.50
5,156.69
Registered capital
CZK million
1,184.00
1,184.00
1,184.00
Equity
CZK million
1,489.90
1,506.95
1,505.43
Profit/Loss
CZK million
77.55
6.30
25.32
Profit after tax
CZK million
69.70
9.40
28.28
%
12.6
10.8
12.8
Total turnover*
CZK million
16,095.95
12,035.11
12,765.82
Turnover of domestic factoring
CZK million
13,273.88
10,272.33
11,172.01
Market share
Turnover of international factoring
CZK million
2,822.07
1,762.78
1,593.81
Level of provisions
CZK million
175.45
176.67
136.35
Total revenues**
CZK million
332.40
232.56
324.20
Total costs***
CZK million
254.85
226.26
298.88
number
38
39
41
Average number of employees
Note: * Turnover means the purchase of short-term account receivables at nominal value.
** The amount does not include revenues associated with the sale of re-assignment of account receivables.
*** The amount does not include costs associated with the sale of re-assignment of account receivables.
Total revenues (CZK mil.)**
2009
2010
2011
0
Total costs (CZK mil.)***
2009
2010
2011
324.20
232.56
332.40
100
150
200
250
300
350
0
298.88
226.26
254.85
50
100
150
200
250
300
Jiří Zikmund
Ceo
“We have been working with Factoring KB for
three years and the basis of our cooperation
is the financing of account receivables for our
biggest and most creditworthy partners. In our
company TOPAGRI s.r.o., we have gradually
achieved 70% of total turnover. Now, we are
planning the expansion of our cooperation
with Factoring KB with our other company
KVERNELAND GROUP CZECH s.r.o.”
TOPAGRI s.r.o.
TOPAGRI s.r.o. is the exclusive importer of the Finnish tractor brand Valtra.
It also imports the farm machinery brands Kuhn and Marathon and forestry
machinery brands Pfanzelt, Ahwi and Junkkari. Our company supplies to end
customers through twenty contractors in the Czech Republic. TOPAGRI s.r.o. is
located in Beroun with its Sister Company KVERNELAND GROUP CZECH s.r.o.
which is the exclusive importer of almost the entire range of agricultural
machinery from the Norwegian company KVERNELAND GROUP. In addition, it
imports and sells through a network of contract partners the machine brands of
McConnell, Hatzenbichler and VanDaele, which are used both in the agriculture
and in the municipal sector.
6
Factoring KB, a.s.
Annual Report 2011
Introduction from the Chairman
of the Board of Directors
Dear Ladies and Gentlemen, Esteemed Business Partners,
I am honored to present you with the Annual Report of
Factoring KB, a.s. for 2011.
In conclusion, I would like to thank all my colleagues and
especially our clients for their cooperation in 2011 and wish
them much happiness and success in the coming period.
Sincerely,
The Czech economy continued its slight growth in 2011, which
started in the second half of 2010 after its downturn in 2009. At
the end of 2011, there was a clear economic downturn again,
and a continuation of this negative trend in the development
of the gross domestic product of the Czech Republic can be
expected in 2012. The year 2011 was a very successful year for
the factoring market in the Czech Republic and in particular
for our company. During this period we generated a turnover
of CZK 16 billion and profit increased to CZK 69.7 million.
We saw significant revenue growth when compared with the
planned values. We managed to reduce operating costs by 5%
and we achieved very good results for the cost of risk. In 2011,
we generated the highest annual increase in sales since the
establishment of our company with an excellent 34%. It was also
a year of dynamic growth in trade volume in cooperation with
our two commercial insurance companies Coface and Atradius.
I also very positively assess the further developments within the
Komerční banka, a.s. group.
I assume that the year 2012 will be economically affected by
the expected negative development of the gross domestic
product of the Czech Republic and the European Union.
Despite the stagnant Czech and European economy, however,
and with regard to our efficient business activities, particularly in
cooperation with Komerční banka, a.s., I predict a continuation
of growth in turnover in 2012 – the basic business indicator of
our company. I also expect annual revenue growth and a slight
increase in operating costs in 2012. I assume we will keep
to the budget for the cost of risk for this year. Our company
will continue with the full implementation of some modified
factoring products in 2012 and our target will be a more
extensive education in the field of international factoring. We
would like to take advantage of our small company in the sense
of the ability to respond flexibly to the needs of our existing
and new clients in the Corporate and Top Corporate segments.
We will strive to implement electronic factoring for the best
clients in order to minimize operating costs and remain fully
competitive.
Miloslav Kukla
CEO
7
Factoring KB, a.s.
Annual Report 2011
The year 2011 was
a very successful year
for the factoring market
in the Czech Republic
and in particular
for our company.
During this period we
generated a turnover
of CZK 16 billion and
profit increased to
CZK 69.7 million.
8
Factoring KB, a.s.
Annual Report 2011
Report of the Board of Directors
Year 2011 was marked by economic
growth in comparison with the
previous year.
The year 2011 was marked by the growth of the Czech
economy and was especially noticeable for the growth
of industrial production. There was record growth in the
automotive industry and vehicles in general, positive growth
in machinery manufacturing and equipment and Czech export
developed very well too. Production volume growth was
evident in the growth of goods volume delivered by clients of
factoring companies, which in turn had a positive impact on
the overall factoring market in the Czech Republic. Factoring
KB, a.s. has historically achieved the highest sales growth in the
turnover of factoring business, which achieved a 34% year-onyear increase, and was thus higher than the growth of the Czech
factoring market. This major shift reflects economic growth and
was primarily the result of fundamental changes in cooperation
with Komerční banka, a.s., both in acquisitions and in other
areas such as marketing, risk management etc. Growth was
influenced by both increasing the trading volume generated
by current clients, who supplied their goods at higher volumes
than in previous years, and by new clients who were interested
in factoring, and so more new contracts were concluded. The
expanded modifications of existing products according to
clients‘ requirements also contributed to the revenue growth.
A major change was the implementation of various projects
within the FG KB, thanks to which factoring became fully
comparable with other products throughout the whole financial
group; a higher and more flexible level of risk assessment was
achieved and a higher volume of joint marketing activities was
carried out.
The company continues to use the services of commercial
insurers Coface and Atradius. With regard to this partnership
the company was able to provide its clients not only with
financing but also with the insurance against the insolvency of
their customers. The development of the national economy
in 2011 positively affected the overall approach of insurance
companies to risk assessment. The Company was also able
to broaden active cooperation with some partner factoring
companies under the FCI, the largest network of factoring
entities in the world, and to offer its clients another alternative
to ensure against the risk of insolvency of their customers or,
conversely, to provide credit cover for Czech importers to
foreign factoring partners.
With regard to active acquisition policy of the company in 2011,
a good foundation has been set for further growth of factoring
turnover in 2012. The development of the factoring business
as well as the company‘s turnover will, however, continue to
be affected by the trends of the Czech economy, especially
by industrial production and trade. We expect growth in the
factoring business in 2012, but it is likely that due to the Czech
economy‘s outlook for 2012 this growth will not be as dynamic
as in 2011.
+34%
Factoring KB, a.s. has historically
achieved the highest sales growth in the
turnover of factoring business, which
achieved a 34% year-on-year increase,
and was thus higher than the growth
of the Czech factoring market.
9
Factoring KB, a.s.
Annual Report 2011
STRATEGIC TARGETS FOR 2012
Our activities in 2012 will focus on meeting the following
strategic goals:
––Continue to offer high quality services in conformity with
international standards within the Ambition 2015 project
––Continue to seek and take full advantage of synergic potential
within the Financial Group Komerční banka, a.s. (hereinafter
the FG KB) and Financial Group Société Générale (hereinafter
the FG SoGé)
––Continue in cooperation with Komerční banka, a.s., in
financing the Small Business segment (hereinafter Top Small
Business)
––Focus on new opportunities in the health sector
––Search for new opportunities for export financing and increase
the volume of import factoring.
Factoring KB will continue in its policy of full use of the
synergies existing within FG KB and FG SoGé with the aim of
offering top quality services and products that will meet the
financial needs of its clients. Close cooperation with other
factoring companies within the FG SoGé or within the network
of FCI enables us to offer high quality services and to respond
promptly to new client´s demands. A strong background
within the financial group provides not only synergies in the
acquisition process or marketing areas, but also the use of the
latest IT solutions, etc.
In recent years the Company has launched a program focusing
on Top Small Business and the implementation of this project in
the second half of the year 2011 enables a better utilization of
this segment in the upcoming years.
Financing of export and import activities through factoring is
experiencing a growing trend. With regards to the favorable
trend in the country´s exports and the potential of our
cooperation with commercial insurers and collaboration within
the FCI we see an opportunity for further growth.
An equally important event for the year 2012 is the relocation
of the headquarters and all of the activities of the company to
a new location and the fifteenth anniversary of the company.
MOST SIGNIFICANT EVENTS OF 2011
The year 2011 was, contrary to the previous ones, positively
influenced by the growth of the economy, production
and export. This fact was important for the further positive
development of the whole factoring market. This year was
a year of positive developments for the company and after two
years of the recession there was a visible recovery and growth.
There was a change in the composition of the Company´s Board
of Directors during the year. Former member and Vice Chairman
of Board of Directors Mr. Václav Tomandl left the company at the
end of the Year 2010 and Ms. Věra Jahnová was appointed as
a new Member of the Board of Directors in March 2011. There
were also changes in the Supervisory Board during the year.
We saw significant revenue growth when
compared with the planned values. We
managed to reduce operating costs by 5%
and we achieved very good results for the
cost of risk.
In terms of a higher level of caution a number of measures
were introduced that led to more effective monitoring and risk
assessment. The year 2011 was also a year of development
and modification for some factoring products. The company
implemented some new forms of non-recourse factoring.
For the most important clients a new type of factoring
was implemented, which is based solely on electronic
communication and does not require paper documents from
the client or company.
The year 2011 was extremely successful for both business
volume and profit. The company achieved significant growth
in turnover, which could not have been achieved without high
quality services. This illustrates the growing volume of business
with existing clients who have been using the services for
a number of years.
The company‘s aim was to offer both domestic factoring
products and increase the volumes of export and import
factoring products. The international factoring share grew
from 14.5% to 17.5% in parallel with the overall growth in
total volume of factoring transactions. In the second half of
the year a new form of cooperation with Komerční banka, a.s.
was implemented in terms of project Financing of Top Small
Business by Factoring.
DEVELOPMENT OF THE MARKET AND THE COMPANY´S
POSITION ON THE MARKET*
The factoring market in the Czech Republic reflects the
trend in turnover of factoring companies – members of
AFS (the Association of Factoring Companies in the Czech
Republic). The total turnover achieved by those members
for 2011 increased by 14.5% compared to 2010 and showed
signs of growth. Some factoring companies reinforced their
position, especially those operating within strong parent bank
institutions. On the other hand, two companies have announced
the conclusion of their factoring business during 2012.
Factoring KB with its increase of 34% recorded the highest
growth in its history, and also strengthened its market share
from 10.8% to 12.6%.
* non-audited data
Richard Gross
GeneRAl MAnAGeR
“We have been working with
Factoring KB for four years
and this service brings us
comprehensive care for our
account receivables. We are
able to offer our clients longer
maturities and we can plan
cash flow more effectively.”
GROSS STAHL s.r.o.
The company GROSS STAHL s.r.o. has been operating on the domestic
market since 1995. It deals with the sales and distribution of iron and steel
material – it provides supplies in particular for machine production. It has
its own service center in Rakovník focusing on structural, stainless and alloy
steel. The company offers materials from the warehouse or directly from
producers in various European countries. This is the supply of materials
according to EN 10204 and ultrasound tests or other tests required by the
customer. The company‘s service also includes delivery to the destination,
even if in the case of very large cargo. In addition, the company offers
services and technical consultancy for the supply of metallurgical materials.
The system of sales and services in the company has been certified since
2003 according to ČSN EN ISO 9001:2001.
12
Factoring KB, a.s.
Annual Report 2011
BUSINESS ACTIVITIES*
Factoring KB, a.s. achieved turnover of CZK 16.096 million
in 2011, which is an increase of 34% compared to 2010. This
extraordinary success has been achieved mainly by intensifying
synergic cooperation with Komerční banka, a.s. All products
participated in the growth of this turnover. There was increase
in the volume of domestic factoring by 29%, and especially
international factoring, which in comparison with 2010 increased
by 60%. Within international factoring, mainly import factoring,
based on cooperation with partner factoring companies and FCI
members, grew.
From the perspective of the particular client segments the
highest turnover was generated by the Corporate segment
(hereinafter Corporate) which includes medium and large
corporations. The share of this segment achieved 72% of
total turnover. The second most important segment was Top
Small Business in which the new project Profi Factoring was
implemented. This product represents a promising area for
further growth in 2012. The share of trades which was carried out
by clients from the largest corporations segment (hereinafter Top
Corporate) was 4.2%, and is a challenge for the future expansion
of individual offers of factoring services according to the specific
needs of each client in this segment.
Trading volume of non-recourse factoring grew in year-onyear comparison by 45% and the total volume of this factoring
product increased from 25 to 27%. Recourse factoring volume
increased by almost 30% compared to the year 2010.
MARKETING ACTIVITIES*
The marketing activities of Factoring KB, a.s. are determined by
a narrow target group which has been offered our products. It
is a selective clientele in Corporate and also the Top Corporate
or Top Small Business segments. The aim of marketing is
to reach these groups through articles, advertisements
or export conferences. One possible way is also through
raising awareness of factoring products and services among
relationship managers in Komerční banka, a.s. and therefore
the company continued their training in 2011. Emphasis was
placed on close effective cooperation with them, which was
helped by a new method for the evaluation and reporting of
common business activities. We also supported competitions
in factoring products sales among relationship managers of all
business segments.
The promotion of the company was continuously provided
in the online environment of Seznam.cz and Google.cz.
The company presentation was placed in the catalogues
of companies, and Pay Per Click advertising was also used.
A major reconstruction of web pages was implemented in
cooperation with the internet service provider of Komerční
banka a.s. FG Forrest. Their appearance and site design were
customized for the corporate web sites of Komerční banka a.s.
and both qualitative and quantitative changes are visible.
* non-audited data
We continuously compared the product offer of our company
with other factoring companies operating on the Czech market,
and thereby we determined their competitiveness.
Factoring products were presented at export conferences and
seminars organized for the clients of Komerční banka, a.s., in
cooperation with CzechTrade, focusing on sectors which are
interesting for our business activities.
A significant part of the budget was devoted to strengthening
customer loyalty, which included among other things a theatre
performance at the end of the year 2011. The charitable
foundation cooperated in the production of New Year Cards
(support for disabled children – social care clients with mental
or physical disabilities), purchasing calendars Honour to Hollar
2012 (financial aid for a mixed choir of blind people) and we
continued in supporting a disabled cyclist.
PRODUCT BASE
Products offered in 2011 corresponded with competitive
factoring companies and flexibly responded to market
demands, as well as to the individual demands of specific
clients.
Our company‘s product range in 2011 included the following
products:
––Recourse factoring
• Domestic
• Export
––Non-recourse factoring
• Domestic
• Domestic with Insurance
• Export with Insurance
• Export with Insurance in Two-Factors System FCI
––Import factoring
––Modified forms of factoring
• Frame
• Reverse
• Balance
• Non-notified
This product range is supported by an interactive electronic
client tool eFactoring.
13
Factoring KB, a.s.
Annual Report 2011
INFORMATION TECHNOLOGY
In 2011, during the regular renewal of computer equipment
based on the extended end of the life cycle, permutation of
the first half of laptops and workstations was realized. The
equipment was acquired in cooperation with the Sourcing
department of Komerční banka, a.s., and they are ensured on
service-level adequate standards of FG KB.
In the area of Business Continuity Planning (hereinafter BCP)
a regular annual test of the activation of the alternative work
place enabling emergency crisis team, designed to deal with
a prolonged unavailability of the company headquarters
and its computer system, took place. Implementation of the
expansion of BCP regarding the securing of key contractual
documents continued, and after conversion to electronic form
these documents should be stored in appropriately secure
areas outside of the headquarters.
The main information system Faktor, providing back-office
processing of client receivables, was promoted to version
11.3.2, which was supplemented by a management client
card, support for auto cooperation with the insolvency register
and also the promotion of the user interface system.
The main electronic communication channel eFactoring has
been upgraded to version 2.6.0 which includes in particular
corrections of the rules for operating certificates and security.
On-line blocking of a client certificate was allowed and the
procedure for its renewal was modified.
The CRM system has been upgraded to version 2.8, which
mainly extends the support of client risk department
assessments and the change of client‘s business risks control.
In 2011, standardization of the methodology according to the
parent company continued in cooperation with the Project
Management & Organization Office of Komerční banka, a.s.
With regard to the planned headquarters relocation and
centralization of data centers within FG KB, cooperation with
various departments of Komerční banka, a.s. was established.
HUMAN RESOURCES
The year 2011 was one of the most active years in the personnel
area. In January 2011, the Supervisory Board was completed
by Ms. Iveta Ocásková and at the end of the year another
member of the Supervisory Board Mr. Petr Kulhánek was
replaced by Mr. Adam Fiedler. The Board of Directors was also
strengthened by Ms. Věra Jahnová in March. There were some
maternity leaves and retirements during the year. In exchange
for these employees we employed university graduates and
one experienced colleague from the parent bank. Factoring
KB, a.s. relied on its high-quality team of nearly 40 employees.
Their average number per year was 38. We continued to
create an ideal working environment for the activities of our
colleagues and in providing attractive employee benefits. The
management of the company and individual departments can
be considered as a stabilizing element of Factoring KB, a.s. so
we have all the necessary tools to handle the more challenging
tasks that lie ahead. In many areas, we continued to benefit from
close cooperation across FG KB, as well as within the FG SoGé.
THE FINANCIAL SITUATION AND ECONOMY RESULTS
COMMENTARY
In the year 2011, Factoring KB, a.s. achieved a significant
improvement in financial results in comparison with the
previous year. This improvement reflects an increased volume
of purchased invoices and provided advance payment. The
company´s revenue increased from CZK 9,402 thousand in the
year 2011 to CZK 69,999 thousand in the year 2011. Factoring
KB continued with strict cost control and managed to reduce
operating and labor costs in comparison with the planned
values. Comprehensive income was positively influenced by
a major reduction of the costs of risk compared with the year
2010. The balance sheet value of adjustment items related to
overdue receivables or debtors receivables with deteriorated
financial condition decreased from CZK 176,667 thousand in
2010 to CZK 175,453 thousand in the year 2011.
14
Factoring KB, a.s.
Annual Report 2011
Corporate Governance
Board of Directors
Supervisory Board
Miloslav Kukla
CEO
Jana Švábenská
Chairman of the Supervisory Board
Until 31 December 2011
Marcela Chalušová
Member of the Board of Directors
Věra Jahnová
Member of the Board of Directors
Changes in the composition
of the Board of Directors
Věra Jahnová
Member of the Board of Directors
Since 1 March 2011
Iveta Ocásková
Member of the Supervisory Board
Since 1 January 2011
Petr Kulhánek
Member of the Supervisory Board
Until 11 December 2011
Adam Fiedler
Member of the Supervisory Board
Since 12 December 2011
15
Factoring KB, a.s.
Annual Report 2011
Board of Directors

Ú
Ü
Miloslav Kukla
Chairman of the Board of Directors and CEO
Marcela Chalušová
Member of the Board of Directors
Věra Jahnová
Member of the Board of Directors
16
Factoring KB, a.s.
Annual Report 2011
Organizational Chart
Factoring KB, a.s.
CEO
Finance
Department
Secretariat
Human Resources Unit
IT Unit
Trade Risks Unit
Client Risk
Department
Sales and Marketing
Department
Customer Service
Department
Customer Service –
International Unit
Customer Service –
National Unit
17
Factoring KB, a.s.
Annual Report 2011
Ownership Structure
A general meeting was held once in 2011, on 19 April. The
meeting approved the Financial Statements for 2010 and the
Report of the Board of Directors on Company operations and
assets for 2010. In addition, it decided on the distribution of
profits and acknowledged the Report of the Supervisory Board
and the Report on Related Parties. The Company determined
that Ernst & Young, s.r.o. would be the external auditor for 2011.
Shareholder
Komerční banka, a.s.
100% ownership interest
Sworn Declaration
Factoring KB, a.s. hereby confirms that all information and data
included in this Annual Report is accurate and complete. The
Company also confirms that the document comprises all events
that might have a material impact on investors’ decisions.
Furthermore, Factoring KB, a.s. confirms that no subsequent
events have occurred that might adversely affect the Company’s
financial position, or other changes that might influence
a fair and accurate assessment of the financial position of
Factoring KB, a.s.
Signed on behalf of the Board of Directors:
Miloslav Kukla
Chairman of the Board of Directors
and Chief Executive Officer
Prague, 10 May 2012
Marcela Chalušová
Member of the Board of Directors
Věra Jahnová
Member of the Board of Directors
18
Factoring KB, a.s.
Annual Report 2011
2011 Supervisory Board´s Report
The Supervisory Board of Factoring KB, a.s. carried out on an
ongoing basis the tasks assigned to it by the Commercial Code
and the Company´s Article of Association. The Supervisory
Board performed the regular supervision of the Company´s
activities, approved the strategic plans of the Company and
presented its proposals and suggestions to the Board of
Directors in order to improve the Company´s operations.
Having examined the Company´s annual financial statements
for the period from 1 January to 31 December 2011, and
considering the external auditor´s report on the annual financial
statements, the Supervisory Board states that the accounting
records and evidence were maintained in a conclusive
manner and in accordance with the generally applicable rules
regulating the accounting of non-financial institutions. The
accounting records express truly in all material respects the
Company´s financial situation as at 31 December 2011.
Having reviewed the proposal of the Board of Directors for
the profit appropriations, the Supervisory Board recommends
to the sole shareholder the approval of the Board of Directors
proposal for the profit appropriations as follows:
After-tax profit (loss)
Contribution to the reserve fund: 5%
Contribution to the welfare fund: 3.5%
(3.5% from the payroll volume are contributed,
incl. royalties for the statutory bodies:
23,520,399 + 369,000 = 23,889,399)
Retained earnings of the 2011 year
3,484,943.59 CZK
836,128.97 CZK
65,377,799.28 CZK
The Supervisory Board recommends that the General Meeting
approve the Company´s annual financial statements for 2011.
Prague, 26 March 2012
The Supervisory Board further reviewed the Report on Related
Parties for the period from 1 January to 31 December 2011
prepared by the Company as a controlled entity under Section
66a, Subsection 9 of the Commercial Code. The Supervisory
Board states that on the basis of its review it has not found any
materially incorrect information disclosed in that Report and
that the Board of Directors of the Company has not identified,
based on its evaluation of the relationships, any damages
caused to the Company in its relations with the controlling
entity.
69,698,871.84 CZK
Iveta ocásková
Chairman of the Supervisory Board
19
Factoring KB, a.s.
Annual Report 2011
Financial Section
Independent Auditor‘s Report
20
Balance Sheet as of 31 December 2011
22
Profit and Loss Account for the Year Ended 31 December 2011
24
Statement of Changes in Equity for the Year Ended 31 December 2011
25
Cash Flow Statement for the Year Ended 31 December 2011
26
Financial Statements for the Year Ended 31 December 2011
27
Report on Relations Among the Interconnected Persons for the 2011 Accounting Period
39
20
Factoring KB, a.s.
Annual Report 2011
Independent Auditor‘s Report
(Translation of a report originally issued in Czech – see Note 2 to the financial statements.)
To the Shareholder of Factoring KB, a.s.:
We have audited the accompanying financial statements of Factoring KB, a.s., which comprise the balance sheet as at 31 December 2011, and
the income statement, statement of changes in equity and cash flow statement for the year then ended, and a summary of significant accounting
policies and other explanatory notes. For details of Factoring KB, a.s., see Note 1 to the financial statements.
Management‘s Responsibility for the Financial Statements
Management is responsible for the preparation and fair presentation of these financial statements in accordance with accounting principles
generally accepted in the Czech Republic, and for such internal control as management determines is necessary to enable the preparation of
financial statements that are free from material misstatement, whether due to fraud or error.
Auditor‘s Responsibility
Our responsibility is to express an opinion on these financial statements based on our audit. We conducted our audit in accordance with the Act
on Auditors and International Standards on Auditing as amended by implementation guidance of the Chamber of Auditors of the Czech Republic.
Those standards require that we comply with ethical requirements and plan and perform the audit to obtain reasonable assurance whether the
financial statements are free from material misstatement.
An audit involves performing procedures to obtain audit evidence about the amounts and disclosures in the financial statements. The procedures
selected depend on the auditor‘s judgment, including an assessment of the risks of material misstatement of the financial statements, whether due
to fraud or error. In making those risk assessments, the auditor considers 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 the appropriateness of accounting policies used and
the reasonableness of accounting estimates made by management, as well as evaluating the overall presentation of the financial statements.
We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.
Opinion
In our opinion, the financial statements present fairly, in all material respects, the financial position of Factoring KB, a.s. as at 31 December 2011,
and its financial performance and its cash flows for the year then ended in accordance with accounting principles generally accepted in the Czech
Republic.
Ernst & Young Audit, s.r.o.
License No. 401
Represented by
Jan Fanta
Partner
Michaela Kubýová
Auditor, License No. 1810
8 March 2012
Prague, Czech Republic
21
Factoring KB, a.s.
Annual Report 2011
Independent Auditor‘s Report
To the Shareholder of Factoring KB, a.s.:
We have audited the financial statements of Factoring KB, a.s. (“the Company”) as at 31 December 2011 presented in the annual report of the
Company on pages 22 – 38, on which we have issued an audit report, dated 8 March 2012, which is presented on page 20.
We have also audited the consistency of the annual report with the financial statements described above. The management of Factoring KB, a.s. is
responsible for the accuracy of the annual report. Our responsibility is to express, based on our audit, an opinion on the consistency of the annual
report with the financial statements.
We conducted our audit in accordance with International Standards on Auditing and the related implementation guidance issued by the Chamber
of Auditors of the Czech Republic. Those standards require that we plan and perform the audit to obtain reasonable assurance as to whether the
information presented in the annual report that describes the facts reflected in the financial statements is consistent, in all material respects, with
the financial statements. We have checked that the accounting information presented in the annual report on pages 1 – 19 is consistent with that
contained in the audited financial statements as at 31 December 2011. Our work as auditors was confined to checking the annual report with the
aforementioned scope and did not include a review of any information other than that drawn from the audited accounting records of the Company.
We believe that our audit provides a reasonable basis for our opinion.
Based on our audit, the accounting information presented in the annual report is consistent, in all material respects, with the financial statements
described above.
In addition, we have reviewed the accuracy of the information contained in the report on related parties of Factoring KB, a.s. for the year ended
31 December 2011 presented in the annual report of the Company on pages 39 – 42. The management of Factoring KB, a.s. is responsible for the
preparation and accuracy of the report on related parties. Our responsibility is to issue a report based on our review.
We conducted our review in accordance with the applicable International Standard on Review Engagements and the related Czech standard
No. 56 issued by the Chamber of Auditors of the Czech Republic. Those standards require that we plan and perform the review to obtain moderate
assurance as to whether the report on related parties is free from material misstatement. The review is limited primarily to enquiries of company
personnel, to analytical procedures applied to financial data and to examining, on a test basis, the accuracy of information, and thus provides less
assurance than an audit. We have not performed an audit and, accordingly, we do not express an audit opinion.
Based on our review, nothing has come to our attention that causes us to believe that the report on related parties of Factoring KB, a.s. for the year
ended 31 December 2011 is materially misstated.
Ernst & Young Audit, s.r.o.
License No. 401
Represented by
Jan Fanta
Partner
Michaela Kubýová
Auditor, License No. 1810
4 June 2012
Prague, Czech Republic
22
Factoring KB, a.s.
Annual Report 2011
Balance Sheet as of 31 December 2011
in CZK thousand
B.
B.
B.
B.
C.
C.
C.
C.
C.
C.
C.
D.
D.
D.
I.
II.
III.
II.
II.
III.
III.
IV.
IV.
I.
I.
3
7
3
6
3
1
5
8
1
6
7
8
9
1
2
1
TOTAL ASSETS
FIXED ASSETS
Intangible assets
Software
Intangible assets in progress
Tangible assets
Separate movable items and groups of movable items
Other tangible assets
Financial investments
Other long-term securities and interests
CURRENT ASSETS
Long-term receivables
Trade receivables
Long-term advances granted
Deferred tax asset
Short-term receivables
Trade receivables
Due from government – tax receivables
Short-term advances granted
Unbilled revenue
Other receivables
Short-term financial assets
Cash
Bank accounts
OTHER ASSETS – TEMPORARY ACCOUNTS OF ASSETS
Accrued assets and deferred liabilities
Prepaid expenses
Gross
7,397,696
1,447,795
66,883
65,133
1,750
16,398
15,601
797
1,364,514
1,364,514
5,948,946
584,693
286,934
287,034
10,725
5,363,312
3,301,299
0
2,061,036
69
908
941
35
906
955
955
955
Allowances
(247,393)
(71,940)
(60,025)
(60,025)
0
(11,915)
(11,915)
0
0
0
(175,453)
0
0
0
0
(175,453)
(147,146)
0
(28,307)
0
0
0
0
0
0
0
0
Current year
Net
7,150,303
1,375,855
6,858
5,108
1,750
4,483
3,686
797
1,364,514
1,364,514
5,773,493
584,693
286,934
287,034
10,725
5,187,859
3,154,153
0
2,032,729
69
908
941
35
906
955
955
955
Prior year 2010
Net
5,464,504
1,464,297
7,082
7,082
0
6,690
5,893
797
1,450,525
1,450,525
3,999,483
12,013
0
100
11,913
3,986,107
2,460,787
5,519
1,519,640
96
65
1,363
25
1,338
724
724
724
23
Factoring KB, a.s.
Annual Report 2011
Balance Sheet
in CZK thousand
TOTAL EQUITY & LIABILITIES
A.
EQUITY
A. I.
Basic capital
A. I.
1
Registered capital
A. II.
Capital funds
A II.
1
Share premium (agio)
3
Gain or loss on revaluation of assets and liabilities
A III.
Reserve funds and other funds created from profit
A III. 1
Legal reserve fund
2
Statutory and other funds
A. IV.
Profit (loss) for the previous years
IV. 1
Retained earnings for the previous years
A. V.
Profit (loss) for the year (+/-)
B.
LIABILITIES
B. I.
Provisions
4
Other provisions
B. II.
Long-term liabilities
2
Liabilities to group companies with majority control
B. III.
Current liabilities
B. III. 1
Trade payables
5
Liabilities to employees
6
Liabilities arising from social security and health insurance
7
Due to government – taxes and subsidies
10 Unbilled deliveries
11 Other liabilities
B. IV.
Bank loans and borrowings
B. IV. 1
Long-term bank loans
2
Short-term bank loans
C.
OTHER LIABILITIES – TEMPORARY ACCOUNTS OF LIABILITIES
C. I.
Accrued liabilities and deferred assets
C. I.
1
Accruals
Current year
7,150,303
1,489,896
1,184,000
1,184,000
72,409
6,000
66,409
12,573
11,470
1,103
151,215
151,215
69,699
5,660,317
5,442
5,442
286,934
286,934
3,196,670
3,173,938
1,531
930
7,327
5,294
7,650
2,171,271
286,900
1,884,371
90
90
90
Prior year 2010
5,464,504
1,506,949
1,184,000
1,184,000
158,419
6,000
152,419
11,898
11,000
898
143,230
143,230
9,402
3,957,465
2,644
2,644
0
0
2,481,815
2,468,141
1,166
725
1,823
4,676
5,284
1,473,006
0
1,473,006
90
90
90
24
Factoring KB, a.s.
Annual Report 2011
Profit and Loss Account
for the Year Ended 31 December 2011
in CZK thousand
+
Gross margin
II.
Production
II.
1 Revenue from the sale of finished products and services
B.
Production related consumption
B.
1 Consumption of material and energy
B.
2 Services
+
Value added
C.
Personnel expenses
C.
1 Wages and salaries
C.
2 Bonuses to members of the company or cooperating bodies
C.
3 Social security and health insurance
C.
4 Other social costs
D.
Taxes and charges
E.
Amortization and depreciation of intangible and tangible fixed assets
III.
Revenue from sale of intangible and tangible fixed assets and materials
III.
1 Revenues from sale of intangible and tangible fixed assets
F.
Net book value of intangible and tangible fixed assets and materials sold
F.
1 Net book value of intangible and tangible fixed assets sold
G.
1 Change in provisions and allowances relating to operations and in prepaid
expenses (specific-purpose expenses)
IV.
2 Other operating revenues
H.
1 Other operating expenses
*
Profit or loss on operating activities
VII.
Income from financial investments
2 Income from other long-term securities and interests
X.
1 Interest income
N.
2 Interest expense
XI. 1 Other finance income
O.
2 Other finance cost
Profit or loss on financial activities
*
Q.
Tax on profit or loss on ordinary activities
Q.
1 – due
Q.
2 – deferred
**
Profit or loss on ordinary activities after taxation
XIII. 1 Extraordinary gains
R.
2 Extraordinary losses
*
Tax on extraordinary profit or loss
***
Extraordinary profit or loss
****
Profit or loss for the year (+/-)
Profit or loss before taxation
Current year
0
79,922
79,922
38,609
2,287
36,322
41,313
33,706
23,520
369
8,231
1,586
90
9,694
10
10
0
0
Previous year 2010
0
68,271
68,271
35,970
1,898
34,072
32,301
38,380
26,552
488
8,442
2,898
90
8,301
51
51
48
48
1,586
267,321
271,517
(7,949)
55,847
55,847
60,442
18,888
129,677
141,576
85,502
7,854
6,666
1,188
69,699
1
1
0
0
69,699
77,553
41,504
277,446
289,386
(67,911)
56,055
56,055
48,461
18,969
50,415
61,715
74,247
(3,102)
0
(3,102)
9,438
0
36
0
(36)
9,402
6,300
25
Factoring KB, a.s.
Annual Report 2011
Statement of Changes in Equity
for the Year Ended 31 December 2011
in CZK thousand
As at 1 January 2010
Distribution of profit/loss
Gain/loss on revaluation
Payments from capital
funds
Profit/loss for the year
As at 31 December 2010
Distribution of profit/loss
Gain/loss on revaluation
Payments from capital
funds
Profit/loss for the year
As at 31 December 2011
Share capital
1,184,000
Reserve fund,
Gains/losses on indivisible fund
revaluation of and other funds
Capital funds
securities
from profits
6,000
159,544
10,315
2,339
(7,125)
Retained
earnings for
previous years
117,287
25,943
Profit/loss for
the current year
28,282
(28,282)
(7,125)
(756)
1,184,000
6,000
152,419
11,898
1,416
143,230
7,985
9,402
9,402
(9,402)
(741)
6,000
66,409
(756)
9,402
1,506,949
(86,011)
(86,011)
1,184,000
Total equity
1,505,428
12,573
151,215
69,699
69,699
(741)
69,699
1,489,896
26
Factoring KB, a.s.
Annual Report 2011
Cash Flow Statement
for the Year Ended 31 December 2011
in CZK thousand
Cash flows from operating activities
Z.
Profit or loss on ordinary activities before taxation (+/-)
A. 1.
Adjustments to reconcile profit or loss to net cash provided by or used in operating activities
A. 1.
1. Depreciation and amortization of fixed assets and write-off of receivables
A. 1.
2. Change in allowances
A. 1.
3. Change in provisions
A. 1.
5. (Gain)/Loss on disposal of fixed assets
A. 1.
6. Interest expense and interest income
A. 1.
7. Other non-cash movements (e.g. revaluation at fair value to profit or loss, dividends received)
A *
Net cash from operating activities before taxation, changes in working capital and
extraordinary items
A. 2.
Change in non-cash components of working capital
A. 2.
2. Change in trade receivables
A. 2.
3. Change in other receivables and in prepaid expenses and unbilled revenue
A. 2.
4. Change in trade payables
A. 2.
5. Change in other payables, short-term loans and in accruals and deferred income
A **
Net cash from operating activities before taxation, interest paid and extraordinary items
A. 3.
1. Interest paid
A. 4.
1. Tax paid
A. 5.
1. Gains and losses on extraordinary items
A ***
Net cash provided by (used in) operating activities
Cash flows from investing activities
B. 1.
1. Purchase of fixed assets
B. 2.
1. Proceeds from sale of fixed assets
B. 4.
1. Interest received
B. 5.
1. Dividends received
B ***
Net cash provided by (used in) investing activities
Cash flows from financing activities
C. 1.
Change in long-term liabilities and long-term, resp. short-tem, loans
C. 2.
3. Effect of other changes in basic capital on cash
C ***
Net cash provided by (used in) financing activities
F.
Net increase (decrease) in cash
P.
Cash and cash equivalents at beginning of year
R.
Cash and cash equivalents at end of year
Current year
Prior year 2010
77,553
(76,636)
19,191
(1,214)
2,798
(10)
(41,554)
(55,847)
6,336
(15,436)
28,609
40,321
1,184
(3)
(29,492)
(56,055)
917
(1,069,267)
(988,583)
(795,539)
705,797
9,058
(1,068,350)
(18,888)
(6,678)
0
(1,093,916)
(9,100)
(105,694)
(260,885)
(113,962)
282,053
(12,900)
(114,794)
(18,969)
2,611
(36)
(131,188)
78,748
10
60,442
55,847
195,047
(1,696)
51
48,461
56,055
102,871
985,199
(86,752)
898,447
(422)
1,363
941
35,956
(7,881)
28,075
(242)
1,605
1,363
27
Factoring KB, a.s.
Annual Report 2011
Financial Statements for the Year Ended
31 December 2011
1.Corporate information
Factoring KB, a.s. (hereinafter the “Company”) is a joint stock company incorporated on 4 August 1997; its registered office is in Prague 3,
Lucemburská 1170/7, Czech Republic, business registration number (IČ) 25148290. The Company’s core business is the provision of factoring and
forfaiting services.
The following changes to the Company’s statutory bodies took place in 2011: Věra Jahnová is a member of the Board of Directors as of
1 March 2011. Iveta Ocásková – a member of the Supervisory Board since 1 January 2011, replaced Jan Pokorný (a member of the Supervisory
Board until 31 December 2010). Adam Fiedler – member of the Supervisory Board as of 12 December 2011 replaced Petr Kulhánek (a member of
the Supervisory Board until 11 December 2011).
Entities holding at least 20% interests in share capital:
Komerční banka, a.s. 100%.
Factoring KB, a.s. is a member of the financial group of Komerční banka, a.s. and Société Générale.
Members of statutory bodies as at 31 December 2011:
Board of Directors
Chairman:
Member:
Member:
Miloslav Kukla
Marcela Chalušová
Věra Jahnová
Supervisory Board
Chair:
Member:
Member:
Jana Švábenská
Iveta Ocásková
Adam Fiedler
28
Factoring KB, a.s.
Annual Report 2011
Organizational structure of the Company:
Factoring KB, a.s.
CEO
Finance
Department
Secretariat
Human Resources Unit
IT Unit
Trade Risks Unit
Client Risk
Department
Sales and Marketing
Department
Customer Service
Department
Customer Service –
International Unit
Customer Service –
National Unit
The Company has no foreign affiliate.
29
Factoring KB, a.s.
Annual Report 2011
Financial Statements
2.Basis of preparation of the financial statements
The Company’s accounting books and records have been maintained, and the financial statements have been prepared, pursuant to Act No. 563/1991 Coll.,
on Accounting, as amended; Decree No. 500/2002 Coll., implementing some provisions of Act No. 563/1991 Coll., on Accounting, for reporting entities that
are businesses which maintain double-entry accounting records, as amended; and Czech Accounting Standards for Businesses, as amended.
Explanation added for Translation into English
These financial statements are presented on the basis of accounting principles and standards generally accepted in the Czech Republic. Certain
accounting practices applied by the Company that conform with the generally accepted accounting principles and standards in the Czech Republic
may not conform with the generally accepted accounting principles in other countries.
3.Summary of significant accounting policies
The accounting books and records have been maintained in accordance with general accounting principles, in particular the historical cost valuation
convention, the accruals principle, the prudence concept, and the going concern assumption.
In the preparation of the financial statements for 2011 and 2010, the Company used the following valuation methods:
a)Intangible fixed assets
Intangible fixed assets are recorded at cost, comprising acquisition costs and acquisition-related costs.
Intangible fixed assets with an acquisition cost of more than CZK 60 thousand are amortized on a straight-line basis over their estimated useful life.
Amortization
Amortization is calculated on the basis of the acquisition cost and estimated useful life. The estimated useful life is determined as follows:
Software
Years
3
b)Tangible fixed assets
Tangible fixed assets are recorded at cost, comprising acquisition cost, transport, customs and other acquisition-related costs.
Tangible fixed assets with an acquisition cost of more than CZK 40 thousand are depreciated for the period of their useful lives.
The cost of improvements of tangible fixed assets increases the initial acquisition cost. Repairs and maintenance are expenses as incurred.
Depreciation
The depreciation of tangible fixed assets is calculated on the basis of the acquisition cost and estimated useful life. The estimated useful life is
determined as follows:
Machinery and equipment
Fixtures and fittings
Years
3 – 10
5
c)Financial assets
Current financial assets comprise stamps and vouchers, cash on hand and cash in the bank.
Non-current financial assets comprise available-for-sale securities and equity investments.
Upon acquisition, securities and equity investments are valued at acquisition cost. The acquisition cost of securities and equity investments
comprises the purchase price and direct acquisition-related costs, such as fees and commissions paid to brokers, advisors and stock exchanges.
Available-for-sale securities and equity investments are carried at fair value at the balance sheet date. Any change in the fair value of available-forsale securities and equity investments is recognized as gains or losses on revaluation of assets and liabilities within equity.
The Company applies as fair value the market value of the securities as at the balance sheet date.
30
d)
Factoring KB, a.s.
Annual Report 2011
Receivables
Upon origination, receivables are carried at their nominal value. Receivables are reported at carrying amounts less respective allowances for
doubtful and uncollectable amounts. Receivables acquired for cash consideration or through a deposit are measured at acquisition cost.
Factoring involves purchasing current receivables at their nominal values before their due dates, arising from supply of goods or services to several
regular customers. The factor pays the supplier an advance – pre-financing, which represents a partial payment for the assignment of the receivable
and may account for up to 100 percent of the nominal value of the receivable. Amounts due from the purchased receivables are recognized as
Trade receivables in the Company’s balance sheet, and advances paid are recognized as Short-term advances granted. Amounts payable arising
from the purchased receivables are recognized as Trade payables in the balance sheet. Following payment by the customer, the remaining balance
of the receivable is paid to the supplier.
The factor collects a commission for the services rendered, comprising a fee received for processing the ceded receivables and interest on the
provided pre-financing, which amounts to current interest rates on short-term bank loans. Commissions are recognized as Revenue from sale of
products and services; interest received from pre-financing is recognized as Interest income in the Income statement.
Reassignment of receivables is recognized in the Income statement.
Products constituting the Company’s core business include:
–– Domestic recourse factoring (the supplier – customer relationship where both are based in the Czech Republic) involving a recourse sanction; this
means that unless the debt is recovered within 90 days after the due date, it is reassigned to the supplier;
–– Domestic non-recourse factoring (with insurance), whereby the risk of the customer’s failure to settle a receivable is eliminated by compensation
provided by an insurer;
–– Export recourse factoring (the supplier – customer relationship where the customer is based abroad) with a recourse sanction; this means that
unless the debt is recovered within 90 days after the due date, it is reassigned to the supplier;
–– Export factoring based on the two-factors system, where the Company is a member of a multi-national association of factoring companies – FCI,
while all potential risks are hedged by the factoring company in the customer’s country;
–– Export factoring with insurance, presuming a certain level of participation in the risk of the customer’s insolvency;
–– Import factoring with insurance, which facilitates obtaining of a short-term customer loan for goods purchased from foreign suppliers without the
necessary hedging with banking instruments.
e)
Method of determining allowances and provisions
Additions to allowances are charged to income based on inventorying to the extent that the valuation of assets does not correspond with the
actual balance. Allowances are created on the basis of the number of days after the due date and an assessment of the risk level of the respective
receivable.
f)Equity
The Company’s share capital is stated as the amount recorded in the Commercial Register maintained by the Municipal Court. Any increase or
decrease in share capital based on a decision of the General Meeting that has not been recorded as at the reporting date, is recognized as changes
in equity. Deposits exceeding share capital are recognized as share premium.
The Company allocates a part of annual profits to the reserve fund created from profit, pursuant to the Commercial Code.
A joint stock company is required to create a legal reserve fund in the year when it first turns profit, in the amount of 20% of net profits, but no more
than 10% of share capital. In the subsequent years, the Company allocates 5% of annual net profit to the reserve fund until the balance reaches 20%
of share capital. These funds can only be used to offset losses.
g)Provisions and liabilities
The Company creates legal provisions pursuant to the Act on Provisions, and provisions for losses and risks if the related purpose, amount and
timing can be reliably estimated and the accrual and matching principles are observed.
Long-term and current liabilities are recognized at nominal values.
Long-term and short-term loans are recognized at nominal values. Any portion of long-term loans due within one year from the balance sheet date is
deemed a short-term loan.
h)Financial leases
The Company has not entered into any financial lease agreement with a subsequent purchase of the leased item.
31
Factoring KB, a.s.
Annual Report 2011
Financial Statements
i)Foreign currency translation
Transactions denominated in foreign currencies that are executed in the reporting period are translated using the exchange rates of the Czech
National Bank (ČNB) prevailing at the transaction date.
At the balance sheet date, assets and liabilities denominated in foreign currencies are translated using the exchange rates published by ČNB as at
this date, and foreign exchange gains and losses are credited to financial revenue or charged to financial expense for the year.
j)
Revenue and expense recognition
Revenues and expenses are recognized on an accrual basis, i.e. in the periods in which the actual flow of the related goods or services occurs,
regardless of when the related monetary flow arises.
The Company realizes its revenues primarily from remuneration (commissions) for each purchased receivable, and from interest on advances
granted for payment of the purchase price. Other revenues comprise charges for changes in contractual terms and conditions, applications for
factoring services, and other fees.
The Company reports factoring commissions in revenues from the sale of goods and services; interest received from provided financing is
recognized in interest income.
k)Income taxes
Income tax expense is computed using the approved tax rate from the book value of profit less or plus permanently or temporarily tax nondeductible expenses and non-taxable revenues (e.g. creation and recognition of other provisions and allowances, entertainment expenses,
difference between write-offs for accounting and tax purposes, etc.).
The Company makes tax calculations on the basis of its understanding of the interpretation of the tax legislation in the Czech Republic as at the
date of preparation of the financial statements. The Company believes the amount of income tax complies with the applicable tax regulations in the
Czech Republic. Due to the various interpretations of tax laws and regulations by third parties, including the State Administration authorities, the
income tax liability reported in the Company’s financial statements may be amended according to a final review by the relevant Tax Office.
Deferred income tax reflects the impact on taxation of temporary differences between the carrying amounts of assets and liabilities in the balance
sheet, and the determining of the income tax base with regard to the period of application.
4.Fixed assets
a)Intangible fixed assets (in CZK thousand)
COST
Opening balance
59,748
0
59,748
56,414
Software
Intangible fixed assets in progress
Total in 2011
Total in 2010
Additions
0
7,135
7,135
7,301
Disposals
0
0
0
(3,967)
Transfers
5,385
(5,385)
0
0
Closing balance
65,133
1,750
66,883
59,748
ACCUMULATED AMORTISATION
Software
Intangible fixed assets
in progress
Total in 2011
Total in 2010
Opening Amortization
balance
charge
(52,666)
(7,359)
0
(52,666)
(50,674)
0
(7,359)
(5,959)
Sales,
liquidations
0
Disposals
0
Transfers
0
Closing
balance
(60,025)
Allowances
0
Net book
value
5,108
0
0
0
0
0
3,967
0
0
0
0
(60,025)
(52,666)
0
0
0
1,750
6,858
7,082
The total for low-value intangible assets not included in the balance sheet amounted to CZK 13 thousand as at 31 December 2011 and
CZK 12 thousand as at 31 December 2010 at cost.
32
Factoring KB, a.s.
Annual Report 2011
b)Tangible fixed assets (in CZK thousand)
COST
Opening balance
14,299
999
267
797
0
16,362
25,391
Machinery and equipment
Fixtures and fittings
Low-value tangible assets
Works of art
Tangible fixed assets in progress
Total in 2011
Total in 2010
Additions
0
0
0
0
129
129
1,519
Disposals
(93)
0
0
0
0
(93)
(10,548)
Transfers
129
0
0
0
(129)
0
0
Closing balance
14,335
999
267
797
0
16,398
16,362
ACCUMULATED DEPRECIATION
Opening Depreciation
balance
charge
(8,521)
(2,268)
(884)
(68)
(267)
0
0
0
Machinery and equipment
Fixtures and fittings
Low-value tangible assets
Works of art
Tangible fixed assets
in progress
Total in 2011
Total in 2010
0
(9,672)
(17,831)
Sales,
liquidations
0
0
0
0
Disposals
93
0
0
0
Transfers
0
0
0
0
Closing
balance
(10,696)
(952)
(267)
0
Allowances
0
0
0
0
Net book
value
3,639
47
0
797
0
0
0
0
93
10,500
0
0
0
0
(11,915)
(9,672)
0
0
0
0
4,483
6,690
0
(2,336)
(2,342)
The total for low-value tangible assets not included in the balance sheet amounted to CZK 430 thousand as at 31 December 2011 and
CZK 287 thousand as at 31 December 2010 at cost.
c)Financial investments (in CZK thousand)
On the basis of a Contract for the transfer of securities for consideration concluded between Factoring KB, a.s. and Komerční banka, a.s., in 2007,
Factoring KB, a.s. purchased non-current financial assets in the amount of CZK 1,298,106 thousand. The financial investments in this case are
“Shares” in the form of a single collective registered share (in certificate form), replacing 518 units of shares. The collective registered share was
issued by a closed unit-linked fund, Protos, uzavřený investiční fond, a.s. (hereinafter “Protos”), a subsidiary of Komerční banka, a.s.
Movement of non-current financial assets:
Balance as at 31
December 2009 Additions Disposals
Other long-term
securities and
equity investments
Total
1,457,650
1,457,650
0
0
0
0
Revaluation
Balance as at 31
December 2010
Additions
Disposals
Revaluation
Balance as at
31 December
2011
(7,125)
(7,125)
1,450,525
1,450,525
0
0
0
0
(86,011)
(86,011)
1,364,514
1,364,514
5.Receivables
Long-term receivables
The Company records long-term receivables totalling CZK 584,692 thousand (2010: CZK 12,013 thousand), comprised of a deferred tax asset of
CZK 10,725 thousand and long-term advances granted in the amount of CZK 287,034 thousand, and long-term trade receivables in the amount of
CZK 286,933 thousand.
33
Factoring KB, a.s.
Annual Report 2011
Financial Statements
Short-term receivables (in CZK thousand)
As at 31 December 2011
3,301,299
5,123
12,299
107,190
10,767
(147,146)
3,154,153
0
2,061,036
0
(28,307)
2,032,729
69
908
5,187,859
Trade receivables (gross), out of which:
– commissions from purchased receivables
– interest on pre-financing
– reassignments
– receivables from accession to debts
Allowances for trade receivables
Trade receivables (net)
State – tax receivables
Receivables from pre-financing
Operating advances
Allowances for advances granted
Total advances granted net
Unbilled revenues
Other short-term receivables
Total short-term receivables
As at 31 December 2010
2,615,444
3,992
9,589
95,483
11,875
(154,657)
2,460,787
5,519
1,541,645
5
(22,010)
1,519,640
96
65
3,986,107
Amounts due arising from purchased receivables, where the Company also records a liability to the supplier, represent nominal values of
receivables purchased within the scope of the factoring services provided.
The maturity of receivables from pre-financing is determined on the basis of specific factoring agreements with respective clients. The standard
maturity period is 90 days.
The standard due date for commission invoices, interest invoices, and reassignment is 30 days.
The Company records no receivables from related parties.
Due to inability to collect, rejection of bankruptcy proceedings, and settlement or non-settlement of receivables in bankruptcy proceedings, etc., the
Company amortized in 2011: CZK 9,497 thousand (2010: CZK 20,308 thousand).
Unbilled revenue in 2011 comprises a claim settlement by an insurer: CZK 69 thousand (2010: CZK 96 thousand)
6.Allowances
Allowances reflect a temporary diminution of the value of assets (listed under Article 5).
Changes in allowances (in CZK thousand):
Allowances for:
receivables – statutory
receivables – other
Balance as at
31 December
2009
62,036
74,310
Creation of
allowances
15,487
112,197
Recognition of
allowances
13,053
74,310
Balance as at
31 December
2010
64,470
112,197
Creation of
allowances
10,266
116,887
Recognition of
allowances
16,170
112,197
Balance as at
31 December
2011
58,566
116,887
Statutory allowances are created pursuant to the Act on Reserves.
7.Other assets
Prepaid expenses comprise primarily items related to the insurance of business transactions, advertising and promotion, costs of professional
literature, healthcare and other expenses. In 2011, the Company reported other assets totaling CZK 955 thousand (2010: CZK 724 thousand).
The Company recognizes these expenses on an accrual basis.
34
Factoring KB, a.s.
Annual Report 2011
8.Equity
The Company’s share capital consists of 400 shares with a nominal value of CZK 100,000 per share, 4,400 ordinary shares with a nominal value of
CZK 10,000, and 1,100 ordinary shares with a nominal value of CZK 1,000,000. There was no change in the amount of the Company’s share capital
in 2011.
The shares of Factoring KB, a.s. are not publicly tradable; they are fully transferable and carry voting rights.
A share premium in the amount of CZK 6,000 thousand represents the difference between the issue and nominal values of the shares.
Changes in equity in 2011 and 2010 (in CZK thousand):
Number of shares
Share capital
Share premium
Gains and losses on
revaluation of assets
and liabilities
Legal reserve fund
Other funds
Profit/Loss
for prior years
Balance as at
31 December 2009
5,900
1,184,000
6,000
Increase
0
0
0
Decrease
0
0
0
Balance as at
31 December 2010
5,900
1,184,000
6,000
Increase
0
0
0
Balance as at
Decrease 31 December 2011
0
5,900
0
1,184,000
0
6,000
159,544
9,586
729
152,727
1,414
926
159,852
0
757
152,419
11,000
898
127,215
470
946
213,225
0
741
66,409
11,470
1,103
117,287
25,943
0
143,230
7,985
0
151,215
Based on a decision of the General Meeting held on 20 April 2010 and 19 April 2011, the following distribution of profits for 2009 and 2010 were
approved (in CZK thousand):
2009 profit
Allocation to –
– reserve fund
– other funds
Dividend payments and profit shares
Other
Transfer of retained earnings
Retained earnings as at 31 December 2009
28,282
1,414
926
0
(1)
(25,943)
143,230
2010 profit
Allocation to –
– reserve fund
– other funds
Dividend payments and profit shares
Other (rounding difference)
Transfer of retained earnings
Retained earnings as at 31 December 2010
9,401
470
946
0
0
(7,985)
151,215
Statement of changes in equity – see page 25.
9.Provisions
Movements in provisions (in CZK thousand):
Provisions
Other
Balance as at
31 December 2009
1,460
Creation
of reserves
1,512
Recognition
of reserves
328
Balance as at
31 December 2010
2,644
Creation
of reserves
4,921
Recognition
Balance as at
of reserves 31 December 2011
2,123
5,442
The Company creates provisions for unutilized vacation, social and health insurance, and for bonuses distributed among management members.
35
Factoring KB, a.s.
Annual Report 2011
Financial Statements
10.Liabilities
Trade payables (in CZK thousand)
As at 31 December 2011
As at 31 December 2010
221
3,173,717
3,173,938
7,650
3,181,588
987
2,467,154
2,468,141
5,284
2,473,425
Current
– suppliers
– purchased receivables
Trade payables
– other liabilities
Total
Liabilities to Company suppliers are before their due dates.
Current liabilities mostly arise from receivables purchased by the Company within the scope of the factoring services provided; they represent
so-called recourse factoring.
11.Bank loans and borrowings
Bank
KB (CZK)
KB (USD)
KB (EUR)
KB (CHF)
KB (GBP)
KB (PLN)
KB (SEK)
KB (CZK)
Total
Interest rate
PRIBOR ON ACTUAL + f.v.
ON LIBOR USD ACTUAL + f.v.
ON LIBOR EUR ACTUAL + f.v.
LIBOR CHF ACTUAL + f.v.
ON LIBOR GBP ACTUAL + f.v.
ON WIBOR PLN ACTUAL + f.v.
ON WIBOR SEK ACTUAL + f.v.
Fixed interest rate
Amount in foreign
currency
1,263,069
3,307
20,929
0
474
10
230
0
2011
Amount in CZK
thousand
1,263,069
65,943
539,979
0
14,653
60
667
286,900
2,171,271
Amount in foreign
currency
1,084,782
621
14,572
0
390
10
0
0
2010
Amount in CZK
thousand
1,084,782
11,638
365,184
0
11,340
62
0
0
1,473,006
Note: f. v. – fixed variance
Short-term bank loans amounted to CZK 1,884,371 thousand and CZK 1,473,006 thousand as at 31. 12. 2011 and as at 31. 12. 2010. Long-term
bank loans amounted to CZK 286,900 thousand as at 31. 12. 2011 (CZK 0 as at 31. 12. 2010).
Interest expenses related to bank loans amounted to CZK 18,888 thousand in 2011 and to CZK 18,969 thousand in 2010.
12.Other liabilities
Other liabilities comprise accruals in the amount of CZK 90 thousand (2010: CZK 90 thousand), relating to a levy which was imposed for not
employing disabled people.
36
Factoring KB, a.s.
Annual Report 2011
13.Income taxes
2011
in CZK thousand
77,553
(168,095)
(13)
125,957
116,887
2,799
6,272
35,402
19%
6,726
0
(60)
6,666
Profit before taxes
Non-taxable revenue
Difference between write-offs for accounting and tax purposes
Non-deductible costs
– allowances
– provisions
– other (e.g. entertainment expenses, deficits and damages)
Taxable income
Income tax rate
Tax
Adjustment in respect of income tax of previous years
Tax relief
Tax due
2010
in CZK thousand
6,300
(130,747)
(2,200)
124,840
112,197
1,511
11,132
(1,807)
19%
0
0
0
0
The Company has calculated deferred tax as follows (in CZK thousand):
Deferred tax items
Difference between net book value of fixed
assets for accounting and tax purposes
Other temporary differences:
Allowances for receivables
Provisions
Supplementary pension insurance
Total
Net
Deferred tax asset
2011
Deferred tax liability
Deferred tax asset
2010
Deferred tax liability
365
300
9,623
1,455
12
11,090
10,725
11,986
217
10
12,213
11,913
300
14.Leases
The Company has entered into a Frame agreement with ALD Automotive s.r.o. Based on the foregoing contractual relationship, separate
agreements have been signed on leases of movable items, specifically 12 automobiles. Total costs pertaining to this agreement amounted to
CZK 1,762 thousand in 2011 (2010: CZK 2,103 thousand).
Assets in the form of operating leases as at 31 December 2011 and as at 31 December 2010 (in CZK thousand):
Description
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Passenger car
Lease period in
months
48
48
48
48
48
48
48
30
24
48
24
48
48
Lease amount in
2011
160
160
160
160
160
160
160
0
166
220
0
26
230
Lease amount in Owner’s acquisition
2010
cost
160
498
160
498
160
498
164
498
160
498
160
498
160
498
270
1,014
331
750
220
746
60
0
0
1,260
98
890
37
Factoring KB, a.s.
Annual Report 2011
Financial Statements
15.Commitments and contingencies
The Company recorded commitments from import factoring in the amount of CZK 103,112 thousand (2010: CZK 4,517 thousand).
16.Other operating expenses and income
The Other operating expenses of the Company totaled CZK 271,517 thousand as at 31 December 2011 (2010: CZK 289,386 thousand). The
most significant items of the Other operating expenses comprise the expenses arising from the reassignment of receivables in the amount
of CZK 260,820 thousand (2010: CZK 268,139 thousand) and the write-off of receivables in the amount of CZK 9,497 thousand (2010:
CZK 20,308 thousand), in addition to a fee paid for the auditor’s services, amounting to CZK 690 thousand (2010: CZK 741 thousand).
Other operating income totaled CZK 267,320 thousand as at 31 December 2011 (2010: CZK 277,446 thousand). The most significant items are
revenues from reassigned receivables in the amount of CZK 260,820 thousand (2010: CZK 268,139 thousand), income from contractual penalties
in the amount of CZK 41 thousand (2010: CZK 2,455), charges pertaining to changes in contractual terms and applications for the provision of
factoring services, and entry and monitoring fees totaling CZK 6,459 thousand (2010: CZK 6,851 thousand).
17.Financial expenses and income
Financial expenses primarily comprise the following items (in CZK thousand):
Interest expense from overdraft loan facilities
Other financial expenses
– Exchange rate losses
– ČESCOB, ATRADIUS, COFACE and other insurance premiums
– Banking expenses
– Other charges
As at 31 December2011
18,888
141,576
129,213
8,273
2,851
1,239
As at 31 December 2010
18,969
61,715
50,292
8,359
2,301
763
As at 31 December 2011
60,442
60,442
129,677
55,847
245,966
As at 31 December 2010
48,461
48,461
50,415
56,055
154,931
Financial income primarily comprises the following items (in CZK thousand):
Interest on pre-financed purchased receivables
Total interest income
Exchange rate gains
Income from financial investments (Protos – dividend)
Total financial income
18.Personnel expenses
The average headcount, members of the management and personnel expenses for 2011 and 2010 (excl. remuneration paid to the members of
statutory bodies) are as follows:
Overview of personnel expenses (in CZK thousand):
Average headcount
Wages and salaries
Social security and health insurance
Other social costs
Total personnel expenses
Total headcount
38
23,520
8,231
1,587
33,338
2011
Management
3
4,435
1,616
223
6,274
Total headcount
39
26,552
8,442
2,898
37,892
2010
Management
3
9,770
2,075
1,728
13,573
38
Factoring KB, a.s.
Annual Report 2011
The headcount is based on the average adjusted number of employees. Management means CEO, Head of Customer Service Unit and Head of
Client Risk Department – see the organizational chart.
In 2011, members of the Board of Directors and the Supervisory Board received a total of CZK 369 thousand in remuneration, in addition to their
basic salaries (2010: CZK 488 thousand). Based on an agreement made with the Company, the Board of Directors’ members may use company cars.
19.Transactions with related parties
The Company received financial revenue from Komerční banka, a.s. in the amount of CZK 0.3 thousand for 2011 (2010: CZK 0.5 thousand).
The services rendered by Komerční banka, a.s. to the Company in 2011 primarily comprised (in CZK thousand):
As at 31 December 2011
21,884
11,148
2,917
885
Financial expenses
Fee for using KB’s distribution network
Trademark use
Other services provided by Komerční banka, a.s.
As at 31 December 2010
21,430
9,481
2,917
628
Financial expenses comprise primarily interest on loans provided in the amount of CZK 18,888 thousand (2010: CZK 18,969 thousand), banking
fees in the amount of CZK 2,841 thousand (2010: CZK 2,291 thousand), and other services provided by Komerční banka in the amount of CZK 155
thousand (2010: CZK 170 thousand).
Other Komerční banka’s services comprise mainly expenses related to leases of premises for regional offices, such as energies, water supply,
heating, telephone charges and lease payments, and expenses related to advisory services and training.
The Company made no fixed asset purchase from or sale to Komerční banka, a.s. in 2011 or 2010.
The Company reported expenses in the amount of CZK 5,281 thousand for 2011 (2010: CZK 5,387 thousand), ensuing from a lease agreement with
Penzijní fond Komerční banky, a.s.
The Company reported revenue in the form of dividends paid by the Protos fund in 2011, totaling CZK 55,847 thousand (2010: CZK 56,055 thousand).
20.Post balance sheet events
No significant events that would have a material impact on the financial statements occurred subsequent to the balance sheet date.
Prepared on:
8 March 2012
Signature of the reporting entity’s statutory body:
Person responsible for bookkeeping
(name, signature):
Person responsible for preparation of the
financial statements (name, signature):
Miloslav Kukla
Eva Březinová
Eva Březinová
Věra Jahnová
39
Factoring KB, a.s.
Annual Report 2011
Report on Relations among the Interconnected
Persons for the 2011 Accounting Period
(hereinafter referred to as the ‘Report on Relations’)
Factoring KB, a.s., a company having its place of business at Lucemburská 1170/7, Prague 3, ID No.: 25148290, entered in the Companies Register kept
with the Municipal Court at Prague, Section B, Insert 4861 (hereinafter referred to as the ‘Company‘) is a part of a business group (holding company),
in which the below described relations between the Company and its controlling company exist, as well as other relations between the Company and
other legal persons controlled by the same controlling company (hereinafter collectively referred to as the ‘Interconnected Persons‘).
This Report on Relations among the below-specified persons has been prepared in accordance with the provision of Section 66a (9) of Act 513/1991
Coll., as amended later (the Commercial Code), for the period of 2011, i.e. the period starting on 1 January 2011 and ending on 31 December 2011
(hereinafter referred to as the ‘Accounting Period‘).
I.Introduction
In the period from 1 January 2011 to 31 December 2011, the Company was a part of Société Générale S.A., a holding company having its place of
business at 29, BLD Hausmann, 75009 Paris, France, registered in the French Companies Register under: R.C.S. Paris B552120222 (1955 B 12022)
(hereinafter referred to as ‘SG‘ or ‘SG Paris‘).
In the 2011 Accounting Period, the Company had relations with the following Interconnected Persons:
Company
Komerční banka, a.s.
Penzijní fond Komerční banky, a.s.
Modrá pyramida stavební spořitelna, a.s.
ALD Automotive s.r.o.
Protos, uzavřený investiční fond, a.s.
Place of business
Prague 1, Na Příkopě 33/969, postcode: 114 07
Prague 3, Lucemburská 1170/7, postcode: 130 11
Prague 2, Bělehradská 128, Reg. No.222, postcode: 120 21
Prague 10, U Stavoservisu 527/1, postcode: 100 40
Prague 1, Dlouhá 34, postcode: 110 15
SG share on voting rights in the Company
60.735%*)
100%
100%
100%
100%
*) As at 31. 12. 2011
II. Relations with the interconnected persons
A.Contracts and agreements with the Controlling Person and other Interconnected Persons
I.Contracts and agreements entered into within the Accounting Period
Contract/agreement type
(or the contract subject matter
– if not specified in its title)
Framework Contract on Rendering
of Financial Services
Reg. No. 9900005137000
Annexes to the Framework Contract
on Rendering of Financial Services
Reg. No. 9900005137000 (2)
Contract on opening and maintaining
of current accounts in SEK with
Komerční banka, a.s., incl. its annexes
Framework Contract on dealing
on the financial market
Agreement on cooperation
in the contest implementation
Annex No. 1 to the Contract on lease
of non-residential premises
Contractual party
Komerční banka, a.s.
Performance
by the Company
Interests and charges
as per the Tariff
Counter-performance
Rendering of financial services
Losses incurred
to the Company
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Rendering of financial services
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Price according
to the Agreement
Price according
to the Contract
Concluding of deals on the
financial market
Organising and running of the
contest
Cleaning of the lease subject
matter
None occurred
Komerční banka, a.s.
Komerční banka, a.s.
None occurred
None occurred
40
Factoring KB, a.s.
Annual Report 2011
Contract/agreement type
(or the contract subject matter
– if not specified in its title)
Agreement on mutual cooperation
(Update of Annex No. 2)
Contractual party
Komerční banka, a.s.
Contracts on issuing and using
of payment cards (2)
Rules for cooperation between
KB and members of the group
in the field of sourcing
and purchasing
Komerční banka, a.s.
Licence agreement on the use
of database
Komerční banka, a.s.
Contract on rendering of services –
access to the C4M
Contract on the cancellation
of liabilities resulting out
of the Contract on lease of nonresidential premises and payments
for services connected with their use
Contract on lease of non-residential
premises and payments for services
connected with their use
Komerční banka, a.s.
Performance
by the Company
Rendering of services
according
to the Agreement
According to the Tariff
Counter-performance
Rendering of banking services
to the FKB employees
Losses incurred
to the Company
None occurred
Issue and use of payment cards
None occurred
Rules for cooperation between
KB and members of the group
in the field of sourcing
and purchasing
None occurred
Providing of the data necessary
for the management accounting
None occurred
Access to the KB application
None occurred
Penzijní fond Komerční
banky, a.s.
Rules for cooperation
between KB and
members of the group
in the field of sourcing
and purchasing
Price according
to the Agreement (the
Parties to the Agreement
bear the costs incurred
in the connection
with the Agreement)
Price according
to the Contract
Settlement of liabilities
according to the Contract
Cancellation and settlement
of liabilities according
to the Contract
None occurred
Penzijní fond Komerční
banky, a.s.
Price according
to the Contract
Providing of non-residential
premises and parking places
None occurred
Komerční banka, a.s.
II. Performance accepted and provided from the contracts/agreements entered into in the past accounting periods
Contract/agreement type
(or the contract scope
– if not specified in its title)
Framework Contract on Rendering of
Financial Services Reg. No 880AS000,
incl. the Annex (1)
Contract on opening and maintaining
of current accounts in CZK with
Komerční banka, a.s., incl. its annexes
Contract on opening and maintaining
of current accounts in USD with
Komerční banka, a.s., incl. its annexes
Contract on opening and maintaining
of current accounts in EUR with
Komerční banka, a.s., incl. its annexes
Contract on opening and maintaining
of current accounts in CHF with
Komerční banka, a.s., incl. its annexes
Contract on opening and maintaining
of current accounts in GBP with
Komerční banka, a.s., incl. its annexes
Contract on opening and maintaining
of current accounts in PLN with
Komerční banka, a.s., incl. its annexes
Contract on custody of securities,
incl. handover certificate
Contracts of safe-deposit box use (9)
Contractual party
Komerční banka, a.s.
Performance
by the Company
Interests and charges
as per the Tariff
Counter-performance
Rendering of financial services
Injury/loses
to the Company
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Interests and charges
as per the Tariff
Account keeping
None occurred
Komerční banka, a.s.
Charges according
to the Contract
According to the Tariff
Custody of securities
None occurred
Provision of a safe-deposit box
None occurred
Komerční banka, a.s.
41
Factoring KB, a.s.
Annual Report 2011
Report on Relations
Contract/agreement type
(or the contract scope
– if not specified in its title)
Contract on using the direct banking
services, incl. the Annex
Contracts on issuing and using
of payment cards (2), incl. the Annex (1)
Contract on rendering of auxiliary
services Profi Merlin – PO
Contracts on providing of chip-card
readers
Contracts on lease of non-residential
premises, movables and payments for
services connected with their use (3)
Distribution Agreement
Contractual party
Komerční banka, a.s.
Performance
by the Company
According to the Tariff
Komerční banka, a.s.
According to the Tariff
Komerční banka, a.s.
Charges as per the Tariff
Komerční banka, a.s.
Charges according
to the Contract
Price according
to the Contracts
Komerční banka, a.s.
Komerční banka, a.s.
Charges according
to the Agreement
Charges according
to the Agreement
Cooperation Agreement
Komerční banka, a.s.
Framework contracts on personal date
processing (2)
Licence agreement
Komerční banka, a.s.
Agreement on specification
of individual prices
Komerční banka, a.s.
Contract on insurance premium
payment
Contract on mutual cooperation,
incl. the Annex (1)
Agreement on Consultancy Services
– Amendment (3)
Komerční banka, a.s.
Contract on rendering of services
– outsourcing (HR services)
Komerční banka, a.s.
Price according
to the Contract
Agreement on cooperation
– job opportunities
Komerční banka, a.s.
Compensation for costs
Non Disclosure Agreement (NDA)
Komerční banka, a.s.
Framework contract on rendering
of services
Contracts on lease of non-residential
premises and payments for services
connected with their use,
incl. annexes (3)
Framework contract
Komerční banka, a.s.
Maintaining confidentiality
in the sphere
of the confidential
information
Price according
to the Contract
Price according
to the Contract
Contracts on renting of movables (10)
Contract of providing of preferential
conditions and terms for the
employees of Factoring KB, a.s. –
participants in the housing savings
scheme in MPSS
Komerční banka, a.s.
Komerční banka, a.s.
Komerční banka, a.s.
Penzijní fond Komerční
banky, a.s.
ALD Automotive s.r.o.
Charges according
to the Contract
Charges as per
the agreement
Charges as per
the agreement
Charges as per
the contract
Charges as per
the contract
Price according
to the Agreement
Price according
to the Contract
ALD Automotive s.r.o.
Price according
to the Contract
Modrá pyramida stavební Provision of preferential
spořitelna, a.s.
conditions
Counter-performance
Providing of direct banking
services
Issue and use of payment cards
Injury/loses
to the Company
None occurred
None occurred
Insurance covering payment card
mishandling
Providing of chip-card readers
None occurred
Providing of non-residential
premises and movables
None occurred
Product distribution
None occurred
Product distribution, marketing,
human resources, taxes, budget
creation, reporting and internal
audit
Processing of client personal data
None occurred
None occurred
Providing of trademark
None occurred
Individual prices for services
invoiced for the client current
accounts
Entering into the insurance policy
for the Company risks
Providing of banking services
to the FKB employees
Specification of rules and
responsibilities in the framework
of rendering of consulting
services in the sphere of risk
management
Rendering of services
in the sphere of accounting
for the Human Resources (HR)
Publication of advertisements
on the web portal of the KB
partner
Maintaining confidentiality
in the sphere of the confidential
information
None occurred
Rendering of services properly
and in time
Providing of non-residential
premises and parking places
None occurred
Renting of movables
None occurred
Renting of movables
None occurred
Provision of preferential
conditions
None occurred
None occurred
None occurred
None occurred
None occurred
None occurred
None occurred
None occurred
None occurred
42
Factoring KB, a.s.
Annual Report 2011
B. Other legal acts made by the Company in the interest of the Controlling Person and other
Interconnected Persons
By the resolution of the General Meeting of Shareholders of Protos, uzavřený investiční fond, a.s. held on 18 April 2011, the motion of the Board of
Directors for the profit appropriations was approved and the Company received the dividend in the amount of CZK 55,847,332.11.
C. Measures adopted and/or implemented by the Company in the interest of the Controlling Person and
other Interconnected Persons
In the course of 2011, the Company has neither adopted nor implemented any measures in the interest of the Controlling Person and/or other
Interconnected Persons or upon their inducement.
III.Conclusions
Having reviewed all the relations among the Company and the Interconnected Persons for the 2011 Accounting Period, the Company‘s Board of
Directors claims that no injury has occurred to the Company from any of the concluded contracts, agreements or other legal acts adopted and/or
implemented by the Company in the relevant Accounting Period.
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Factoring KB, a.s.
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