RADPOL Capital Group · 2014. 3. 30. · RADPOL Capital Group Consolidated financial statement for the period of 2012-01-01 to 2012-12-31 Data in PLN ‘000 3 27. OTHER FIXED ASSETS

1

RADPOL Capital Group

CONSOLIDATED FINANCIAL STATEMENT FOR THE PERIOD FROM 01 JANUARY 2012 TO 31 DECEMBER 2012

PREPARED IN ACCORDANCE WITH INTERNATIONAL FINANCIAL REPORTING STANDARDS

CZŁUCHÓW, 05 MARCH 2013

RADPOL Capital Group Consolidated financial statement for the period of 2012-01-01 to 2012-12-31

Data in PLN ‘000

2

TABLE OF CONTENTS

SELECTED FINANCIAL DATA OF THE CONSOLIDATED FINANCIAL STATEMENT 4

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 DECEMBER 2012 6

CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE PERIOD FROM 01 JANUARY

2012 TO 31 DECEMBER 2012 8

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD

FROM 01 JANUARY 2012 TO 31 DECEMBER 2012 9

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD FROM 01

JANUARY 2012 TO 31 DECEMBER 2012 10

CONSOLIDATED CASH FLOW STATEMENT FOR THE PERIOD FROM 01 JANUARY

2012 TO 31 DECEMBER 2012 12

EXPLANATORY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENT AS AT 31

DECEMBER 2012 14

1. BASIC INFORMATION 14 2. THE COMPOSITION OF THE MANAGEMENT BOARD AND THE SUPERVISORY BOARD OF THE

PARENT COMPANY 14 3. AFFILIATES 15 4. LEGAL BASIS OF THE FINANCIAL STATEMENT 15 5. STATEMENT OF COMPLIANCE WITH IFRSS 16 6. DATE OF APPROVAL OF FINANCIAL STATEMENTS FOR ISSUE 16 7. FUNCTIONAL CURRENCY AND REPORTING CURRENCY 16 8. CONTINUING OF ACTIVITY 16 9. MERGER WITH OTHER COMPANIES 16 10. PRINCIPLES OF VALUATION OF ASSETS AND LIABILITIES AND MEASURING OF FINANCIAL

RESULT, WHICH WERE ADOPTED ON PREPARATION OF THE FINANCIAL STATEMENTS 18 11. SIGNIFICANT ACCOUNTING POLICIES 21 12. NEW ACCOUNTING STANDARDS AND INTERPRETATIONS 21 13. CHANGES IN ESTIMATES 24 14. CHANGES IN PRESENTATION AND CORRECTIONS OF ERRORS 24 15. FINANCIAL RISK MANAGEMENT 33 16. SEASONALITY OR CYCLICALITY OF OPERATIONS OF THE CAPITAL GROUP 34 17. SEGMENT INFORMATION 34 18. RECOGNITION OF AN INCENTIVE SCHEME FOR EMPLOYEES 37 19. INFORMATION ON PURCHASE OF TREASURY SHARES 38 20. DIVIDENDS PAID AND PROPOSED TO PAY 39 21. LITIGATION 39 22. CHANGES IN ACCOUNTING POLICY AND ERRORS FOUND IN PREVIOUS YEARS AND THEIR

IMPACT ON FINANCIAL PERFORMANCE AND EQUITY 39 23. TANGIBLE FIXED ASSETS 40 24. INTANGIBLE ASSETS 43 25. COMPANY GOODWILL 44 26. SHARES AND STOCK 45


Data in PLN ‘000

3

27. OTHER FIXED ASSETS 45 28. INVENTORIES 46 29. RECEIVABLES 47 30. OTHER CURRENT FINANCIAL ASSETS 48 31. CASH AND CASH EQUIVALENTS 48 32. PREPAYMENTS AND ACCRUALS 50 33. SHARE CAPITAL, EARNINGS PER SHARE AND BOOK VALUE PER SHARE 50 34. TREASURY SHARES 54 35. SUPPLEMENTARY CAPITAL FROM SHARE ISSUE 54 36. RETAINED EARNINGS 55 37. OTHER RESERVE CAPITALS 55 38. OTHER COMPREHENSIVE INCOME 56 39. PROVISION FOR LIABILITIES 56 40. LOANS AND BORROWINGS 58 41. OTHER FINANCIAL LIABILITIES 61 42. CURRENT LIABILITIES 61 43. DEFERRED INCOME 62 44. SALES REVENUES 62 45. COSTS OF OPERATIONS 63 46. OTHER OPERATING REVENUES 63 47. OTHER OPERATING EXPENSES 64 48. FINANCIAL REVENUES 64 49. FINANCIAL EXPENSES 64 50. CURRENT INCOME TAX 65 51. DEFERRED INCOME TAX 66 52. TRANSACTIONS WITH RELATED PARTIES 66 53. OFF-BALANCE SHEET RECEIVABLES AND LIABILITIES (CONTINGENT) 67 54. FINANCIAL INSTRUMENTS 68 55. REMUNERATIONS OF KEY PERSONNEL AND ENTITIES AUTHORISED TO AUDIT FINANCIAL

STATEMENTS 70 56. EMPLOYMENT 71 57. DIFFERENCES BETWEEN THE INFORMATION DISCLOSED IN THE CONSOLIDATED FINANCIAL

STATEMENT, AND THE PREVIOUSLY PREPARED AND PUBLISHED CONSOLIDATED FINANCIAL

STATEMENTS 71 58. EVENTS AFTER THE BALANCE SHEET DATE 72


Data in PLN ‘000

4

SELECTED FINANCIAL DATA OF THE CONSOLIDATED FINANCIAL STATEMENT

Period ending

Period ending

Period ending

Period ending

31.12.2012 31.12.2011 31.12.2012 31.12.2011

PLN'000 PLN'000 EUR'000 EUR'000

I. Net revenues from the sale of goods and materials

155,505 132,370 37,259 31,972

II. Profit (loss) from operations 17,529 21,731 4,200 5,249

III. Gross profit (loss) 15,855 18,143 3,799 4,382

IV. Net profit (loss) 12,494 14,235 2,994 3,438

V. Number of shares 25,612,394 24,658,272 25,612,394 24,658,272

VI. Profit (loss) per ordinary share (PLN / EUR) 0.49 0.58 0.12 0.14

VII. Net cash flows from operating activities 20,914 11,437 5,011 2,762

VIII. Net cash flows from investing activities (23,682) (19,583) (5,674) (4,730)

IX. Net cash flows from financing activities (1,229) 11,363 (294) 2,745

X. Total net cash flows (3,997) 3,217 (958) 777

State as at State as at State as at State as at

31.12.2012 31.12.2011 31.12.2012 31.12.2011

PLN'000 PLN'000 EUR'000 EUR'000

XI. Fixed assets 114,142 79,900 27,920 18,090

XII. Current assets 71,080 86,058 17,387 19,484

XIII. Total assets 185,222 165,959 45,306 37,574

XIV. Liabilities and provisions for liabilities 95,015 73,948 23,241 16,742

XV. Non-current liabilities and reserves 51,080 18,268 12,495 4,136

XVI. Current liabilities 43,935 55,680 10,747 12,606

XVII. Equity 90,207 92,011 22,065 20,832

XVIII. Share capital 772 772 189 175


Data in PLN ‘000

5

The method of converting sums into EUR: - in order to convert the items of the consolidated financial position statement and selected financial data the National Bank of Poland average exchange rate as at the last day of the year was applied, - items in the consolidated profit and loss statement and consolidated statement of cash flows were calculated using the arithmetic average of the rates being in force as at the last day of each month during a given period.

EUR exchange rates during the period of

01.01.2012 - 31.12.2012 01.01.2011 - 31.12.2011

average exchange rate 4.1736 4.1401

exchange rate as at the end of the period

4.0882 4.4168

the lowest rate 4.0465 3.8403

the highest rate 4.5135 4.5642


Data in PLN ‘000

6

CONSOLIDATED STATEMENT OF FINANCIAL POSITION AS AT 30 DECEMBER 2012

State as at 31.12.2012



PLN'000

PLN'000

PLN'000

ASSETS

Fixed assets

Tangible fixed assets

23

99,505

77,025

78,518

Investment properties

-

-

-

Intangible assets

24

1,570

1,813

2,012

Company goodwill

25

12,103

59

59

Shares and stock

26

4

4

4

Non-current receivables

-

-

-

Other non-current financial assets

-

-

-

Deferred income tax assets

51

937

963

1,056

Other fixed assets

27

23

36

34

Total fixed assets

114,142

79,900

81,683

Current assets

Inventories

28

24,718

23,768

16,276

Trade and service receivables

29

36,961

30,366

27,766

Current income tax assets

29

132

161

16

Other receivables

29

2,167

1,454

5,783

Other financial assets

30

-

19,323

4,286

Cash and cash equivalents

31

7,005

10,902

7,712

Prepayments and accruals

32

97

84

58

Total current assets

71,080

86,058

61,896

Assets classified as held for sale

Tangible fixed assets held for sale - - -

Other assets classified as held for sale - - -

Total assets classified as held for sale

-

-

-

TOTAL ASSETS

185,222

165,959

143,580


Data in PLN ‘000

7

Note

State as at

State as at

State as at

31.12.2012

31.12.2011

01.01.2011

PLN'000

PLN'000

PLN'000

LIABILITIES

Equity

Share capital

33

772

772

772

Treasury shares

34

(2,211)

(118)

-

Supplementary capital from share issue

35

52,323 52,323

52,359

Retained earnings

36

18,851 18,513

12,938

Other reserve capitals

37

17,173 17,149

13,120

Other comprehensive income

38

3,299 3,372

3,372

Equity to equity holders of parent company

90,207 92,011

82,561

Capitals to non-controlling shareholdings

- -

-

Total equity

90,207 92,011

82,561

Non-current liabilities and reserves

Deferred income tax reserve

51

6,338

4,831

4,391

Provisions for pensions and similar

39

1,389

894

792

- including: non-current

787

523

567

Other reserves

39

265

-

292

- including: non-current

-

-

-

Interest-bearing loans and borrowings

40

43,088

12,524

17,645

Other financial liabilities

41

-

19

38

Other non-current liabilities

-

-

-

Total non-current liabilities and reserves

51,080

18,268

23,158

Current liabilities

Loans and borrowings

40

9,006

23,103

5,180

Other financial liabilities

41

20

15

13

Trade and service liabilities

42

21,944

19,301

18,966

Current income tax liabilities

42

63

13

159

Other liabilities

42

4,026

3,095

2,837

Deferred income

43

8,876

10,153

10,706

Total current liabilities

43,935

55,680

37,861

Liabilities classified as held for sale

-

-

-

TOTAL LIABILITIES

185,222

165,959

143,580


Data in PLN ‘000

8

CONSOLIDATED PROFIT AND LOSS ACCOUNT FOR THE PERIOD FROM 01 JANUARY 2012 TO 31 December 2012

Note

Period ending

Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Continued operations

Sales revenues

44

155,505

132,370

Prime costs of sales

45

(114,904)

(93,587)

Gross profit (loss) from sales

40,601

38,783

Costs of sales

45

(9,008)

(6,591)

Costs of general management

45

(12,819)

(10,515)

Costs of acquisition

45

(229)

-

Profit (loss) from sales

18,545

21,677

Other operating revenues

46

1,456

1,657

Other operating expenses

47

(2,472)

(1,603)

Profit (loss) from operations

17,529

21,731

Financial revenue

48

1,522

549

Financial expenses

49

(3,196)

(4,137)

Profit (loss) before tax

15,855

18,143

Income tax

50, 51

(3,361)

(3,909)

Profit (loss) from continued operations

12,494

14,235

Discontinued operations Profit (loss) from discontinued operations

-

-

NET PROFIT (LOSS)

12,494

14,235

including profit (loss) of non-controlling shareholders

-

-

PROFIT (LOSS) OF SHAREHOLDERS OF THE PARENT COMPANY

12,494

14,235


Data in PLN ‘000

9

CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME FOR THE PERIOD FROM 01 JANUARY 2012 TO 31 DECEMBER 2012

Note Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Net profit (loss)

12,494

14,235

Revaluation of fixed and intangible assets

(50)

-

TOTAL OTHER INCOME

(50)

-

Total income tax on other incomes

10

-

Total other income after taxes

(41)

-

COMPREHENSIVE TOTAL INCOME

12,454

14,235

including for non-controlling shareholders

-

-

including for shareholders of the parent company

12,454

14,235

Profit (loss) per share Note Period ending Period ending

(PLN/grosz per one share)

33

31.12.2012

31.12.2011

From continued and discontinued operations

Ordinary

0.49

0.58

Diluted

0.49

0.58

From continued operations

Ordinary

0.49

0.58

Diluted

0.49

0.58


Data in PLN ‘000

10

CONSOLIDATED STATEMENT OF CHANGES IN EQUITY FOR THE PERIOD FROM 01 JANUARY 2012 TO 31 DECEMBER 2012


Cap

ital

s to

no

n-c

on

tro

llin

g

shar

eho

ldin

gs

Tota

l eq

uit

y

Shar

e ca

pit

al

Trea

sury

sh

ares

Sup

ple

men

tary

cap

ital

fro

m

shar

e is

sue

Ret

ain

ed e

arn

ings

Oth

er r

eser

ve c

apit

als

Oth

er c

om

pre

hen

sive

inco

me

Tota

l

Note No. 33 34 35 36 37 38

PLN'000 PLN'000 PLN'000 PLN'000 PLN'000 PLN'000 PLN'000 PLN'000 PLN'000


772 (118) 52,323 18,513 17,149 3,372 92,011 - 92,011

Net profit for the financial year

- - - 12,494 - - 12,494 - 12,494

Other total income for the financial year (net)

- - - - - - - - -

Total other income

- - - 12,494 - - 12,494 - 12,494

Purchased treasury shares

- (2,093) - - - - (2,093) - (2,093)

Distribution of profit (dividend)

- - - (12,065) - - (12,065) - (12,065)

Costs of incentive scheme

- - - - 24 - 24 - 24

Difference from revaluation of liquidated fixed assets (reversal)

- - - (79) - (23) (102) - (102)

Adjustments regarding application of accounting rules

- - - (13) - (50) (63) - (63)


772 (2,211) 52,323 18,851 17,173 3,299 90,207 - 90,207


Data in PLN ‘000

11


Cap

ital

s to

no

n-c

on

tro

llin

g

shar

eho

ldin

gs

Tota

l eq

uit

y

Shar

e ca

pit

al

Trea

sury

sh

ares

Sup

ple

men

tary

cap

ital

fro

m

shar

e is

sue

Ret

ain

ed e

arn

ings

Oth

er r

eser

ve c

apit

als

Oth

er c

om

pre

hen

sive

inco

me

Tota

l

Note No. 33 34 35 36 37 38



772 - 52,359 12,938 13,120 3,372 82,561 - 82,561

Net profit for the financial year

- - - 14,235 - - 14,235 - 14,235

Other total income for the financial year (net)

- - - - - - - - -

Total other income

- - - 14,235 - - 14,235 - 14,235

Share issue in order to settle the incentive scheme

- - (37) - - - (37) - (37)

Creation of reserve capital for buy-back

- - - (4,030) 4,030 - - - -

Purchased treasury shares

- (118) - - - - (118) - (118)

Distributed dividend

- - - (4,630) - - (4,630) - (4,630)


772 (118) 52,323 18,513 17,149 3,372 92,011 - 92,011


Data in PLN ‘000

12

CONSOLIDATED CASH FLOW STATEMENT FOR THE PERIOD FROM 01 JANUARY 2012 TO 31 DECEMBER 2012

Note Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

CASH FLOWS FROM OPERATING ACTIVITIES

Net profit (loss)

12,494

14,235

Total adjustments:

8,420

(2,798)

Amortisation/depreciation

8,111

6,663

Gains (losses) from foreign exchange differences

(682)

(87)

Interest and profits (dividends)

2,618

1,157

Profit (loss) from investing activities

(36)

(64)

Change in reserves

31

514

252

Change in inventories

31

2,059

(7,492)

Change in receivables

31

(2,770)

1,592

Change in current liabilities, except for financial liabilities

31

(1,225)

172

Change in prepayments and accruals

31

(988)

(485)

Income tax on profit before tax

3,827

2,137

Income tax paid

(3,069)

(1,869)

Other adjustments

31

62

(4,773)

Net cash flows from operating activities

20,914

11,437

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of intangible assets

(255)

(304)

Acquisition of tangible fixed assets

(12,864)

(4,673)

Proceeds from disposal of tangible assets

35

79

Acquisition of financial assets available for sale

(29,997)

-

Acquisition of financial assets held for trading

-

(27,918)

Proceeds from sales of financial assets held for trading

19,284

12,911

Interest received

265

322

Other

31

(150)

-

Net cash flows from investing activities

(23,682)

(19,583)

CASH FLOWS FROM FINANCING ACTIVITIES

Net proceeds from issue of shares

-

3,564

Purchase of treasury shares

(2,093)

(118)

Proceeds from the incurrence of loans

77,574

26,896

Repayment of loans

(61,571)

(12,947)

Repayment of finance lease

(14)

(21)

Dividends paid

(12,065)

(4,630)

Interest paid

(3,059)

(1,396)

Other

31

-

15


Data in PLN ‘000

13

Net cash flows from financing activities

(1,229)

11,363

TOTAL NET CASH FLOWS

(3,997)

3,217

NET CHANGE IN CASH, INCLUDING

(4,026)

3,190

- change in cash due to exchange rate differences

33

27

CASH AT BEGINNING OF PERIOD*

11,001

7,655

CASH AT END OF PERIOD, INCLUDING

7,003

10,872

- restricted cash

443

2,938

* including cash and cash equivalents of WIRBET S.A. as at the date of change of control in the amount of PLN 129 thou. (relates to 2012)


Data in PLN ‘000

14

EXPLANATORY NOTES TO THE CONSOLIDATED FINANCIAL STATEMENT AS AT 31 DECEMBER 2012

1. Basic Information Name and registered office of the entity preparing the financial statement: RADPOL Spółka Akcyjna ul. Batorego 14 77-300 Człuchów Registration Court, register No. of the parent company: District Court for Gdańsk-Północ in Gdańsk, 8th Commercial and Registry Division of the National Court Register (KRS No. 0000057155). Duration of the Capital Group: Duration of the companies comprising the Capital Group is perpetual. Core business operations: RADPOL S.A. produces heat-shrinkable products, electrical cables, cable accessories, electrical porcelain products and PP and PE pipe systems. It specialises in the production of a range of refined polyethylene based products based on own, unique material blends suitable for radiation crosslinking processing. Basic activity of the company is:

PKD 2229Z - manufacture of other plastic products A subsidiary, WIRBET S.A. is a leading producer of concrete poles used for production of the overhead transmission lines. The basic source of income of the Company is sale of spun concrete poles, reinforced concrete utility poles, stabilizing grids and beams. The principal activities of the unit are:

PKD 2361Z - manufacture of concrete construction products Reporting periods presented: The consolidated financial statement contains financial data of the parent company for the period of 01.01.2012 to 31.12.2012 and financial data of the subsidiary for the period of 01.04.2012 (date of change of control over the company) to 31.12.2012 and comparative data for the period of 01.01.2011 to 31.12.2011. In order to better understand the financial and asset position of the Group the consolidated statement of financial position as at 01.01.2011 was additionally presented as comparative data for comparative periods. 2. The composition of the management board and the supervisory board of the parent company Composition of the Board as at the balance sheet date:

Andrzej Piotr Sielski - President of the Board Adam Waldemar Dombrowski - Vice-President of the Board


Data in PLN ‘000

15

Andrzej Pożarowszczyk - Vice-President of the Board Marcin Piotr Rusiecki - Vice-President of the Board

Composition of the Supervisory Board as at the balance sheet date: Grzegorz Jan Bielowicki - Chairman of the Supervisory Board Zbigniew Piotr Janas - Vice-Chairman of the Supervisory Board Tomasz Krzysztof Firczyk - Secretary of the Supervisory Board Leszek Grzegorz Iwaniec - Member of the Supervisory Board Krzysztof Stanisław Kurowski - Member of the Supervisory Board Jacek Jakub Tomasik - Member of the Supervisory Board Jerzy Markiewicz - Member of the Supervisory Board 3. Affiliates RADPOL S.A. is the parent company of WIRBET S.A. At the reporting date RADPOL S.A. held 100% of the share capital and 100% of the votes at the General Meeting of Shareholders. A significant investor to RADPOL S.A. is THC Fund Management Ltd (former name GJB Assets Management Limited) holding as at the balance-sheet date 11.90% of the share capital and votes at the General Meeting of Shareholders. The Capital Group RADPOL S.A. consists of the parent company RADPOL S.A. and the subsidiary WIRBET S.A. seated in Ostrów Wielkopolski. The consolidation in the Capital Group comprises the following companies: - RADPOL S.A. – full consolidation, - WIRBET S.A. – full consolidation, consolidated from 01.04.2012. i.e. the date of taking over the control over the company.

Merger with RURGAZ Sp. z o.o.

On 31.12.2012 the merger was registered in the National Court Register of: RADPOL S.A. (Merging Company) with RURGAZ Sp. z o.o. (Merged Company). The information on the merger of RADPOL S.A. companies was published in the current report No. 115/2012 of 31.12.2012.

Since RURGAZ Sp. z o.o. was a subsidiary of RADPOL S.A. the merger was treated as a merger of entities under a common control and provisions of IFRS 3 did not apply. Consolidation of financial data of the financial statement was made by summing particular items of relevant assets and liabilities and revenues and expenditures of merged companies, valuated with uniform methods as ate the date of the merger (31.12.2012). In the consolidated financial statement mutual liabilities and payables of the merged companies and other transactions of a similar nature were excluded. Comparative data as at 31.12.2011 and 01.01.2011 and for the period of 01.01.2011 – 31.12.2011 were presented using the above methodology retrospectively as if the legal and formal merger was made a year before. 4. Legal basis of the financial statement

This consolidated financial statement was prepared in accordance with the International Financial Reporting Standards ("IFRSs") and IRFSs approved by the European Union ("EU"). IFRSs cover the standards and interpretation accepted by the International Accounting Standards Board ("IASB") and the International. Financial Reporting Interpretations Committee ("IFRIC").


Data in PLN ‘000

16

5. Statement of compliance with IFRSs This consolidated financial statement was prepared in accordance with International Accounting Standards, International Financial Reporting Standards and related interpretations published in the form of European Commission Regulations. 6. Date of approval of financial statements for issue This consolidated financial statement was authorized for issue by the Board of RADPOL S.A on 05 March 2013. 7. Functional currency and reporting currency Data included in the consolidated financial statement is presented in thousands of Polish zlotys (PLN). Polish zloty is a functional currency and reporting currency in this consolidated financial statement. 8. Continuing of activity The consolidated financial statement for the period from 01.01.2012 to 31.12.2012 were prepared on a going concern in the foreseeable future that the activity of RADPOL Capital Group companies shall be continued and shall not be reduced significantly in the area. According to all the information available as at the date of the statement, there are full grounds for the application of the continuation rule by the preparation of this consolidated financial statement. 9. Merger with other companies

Acquisition of WIRBET S.A.

On 05 April 2012 performing the preliminary contract of sale mentioned in the current report No. 8/2012 of 01.02.2012 RADPOL S.A. concluded three agreements based on which it acquired a total of 549,000 of the shares of Przedsiębiorstwo Produkcji Strunobetonowych Żerdzi Wirowanych WIRBET S.A. with its registered office in Ostrów Wielkopolski, which constitutes 100% of the share capital of WIRBET S.A.

RADPOL S.A. purchased the said 100% of shares for the total value of PLN 29,997,360, i.e. PLN 54.64 per share.

Detailed information concerning the conclusion of the purchase agreement for the shares of WIRBET S.A. was published in the current report No. 25/2012 of 05.04.2012.

The accounting of the acquisition of the above company The value of the acquired assets, liabilities and purchase price paid are presented below:


Data in PLN ‘000

17

State as at

05.04.2012

PLN'000

Fair value of acquired assets

24,993

Fair value of acquired liabilities

7,040

Net fair value of acquired assets

17,953

Purchase price

29,997

including:

Own cash of the purchaser

4,997

Cash from investment loan

25,000

Other tangible and intangible assets

-

Goodwill included in consolidated assets

12,044

Other costs of share purchase in the amount of PLN 172 thou. were presented in costs of the current year under the item of "acquisition costs" in the Profit and loss account.

The data includes in the consolidated statement on comprehensive income for the reporting period:

Revenues of the merged entity from date of take-over

24,465

Profit of the merged entity from date of take-over

2,756

Information on the merged entity for the reporting period from the beginning of a yearly reporting period:

Revenues of the merged entity

30,491

Profit of the merged entity

3,161

Analysis of assets and liabilities of WIRBET S.A. as at the date of change of control

Analysis of assets and liabilities of WIRBET S.A. as at the date of change of control

Current assets:

Cash and cash equivalents

129

Trade and other receivables

4,510

Inventories

3,009

Other current assets

132


Data in PLN ‘000

18

Fixed assets:

Tangible fixed assets

17,101

Other fixed assets

112

Current liabilities:

Trade and other current liabilities

3,715

Contingent liabilities

-

Non-current liabilities:

Deferred income tax reserve

1,513

Other reserves

396

Interest-bearing loans and borrowings

1,416

Other non-current liabilities

-

Cash flows not anticipated for receipt

-

10. Principles of valuation of assets and liabilities and measuring of financial result, which were adopted on preparation of the financial statements RADPOL Capital Group companies keep book accounts in accordance with the rules (policy) of accounting specified in IFRSs. Tangible fixed assets Tangible fixed assets are valued at cost (or production cost) less accumulated depreciation and accumulated impairment losses. Depreciation charge is made on a straight line and it is verified at least once during the financial year. Tangible fixed assets not exceeding a value of PLN 3.5 thous. can be redeemed as one off-expense. RADPOL S.A. was founded in 1996, so there is no need to make any hyperinflation adjustment of the value of fixed assets. As the value of fixed assets as at the date of transition to IFRSs their hitherto book value was assumed. Intangible assets Intangible fixed assets are valued at cost (or production cost) less redemption and accumulated impairment losses. Depreciation and amortization of intangible assets is made on a straight line. Costs of research and development Expenses incurred at the stage of research and development works with an intention to gain new scientific or technical knowledge are included in the profit and loss account when incurred. Outlays incurred for development works, the effects of which are applied in the development or creation of a new, or substantially improved, product are subject to capitalisation when: - production of a new product (or process) is technically viable and is economically justified, - the Group possesses technical, financial and other necessary means to complete development works.


Data in PLN ‘000

19

Costs subject to activation contain: material costs, remuneration of employees directly engaged in development works and justified part of indirect costs directly connected with the creation of an intangible asset. The other costs of development works are included in the profit and loss account when incurred. Costs of completed development works are presented as intangible values and are subject to depreciation and actuarial write-downs by title of loss of value. Shares and stock Shares and stock in entities not covered with consolidation are valuated according to the acquisition cost less impairment write-offs. Company goodwill As a result of taking over the control over a subsidiary, in accordance with IFRSs 3, in the consolidated financial statements, goodwill is recognized and determined as the difference between the acquisition cost and the corresponding share in the fair value of net assets of the merged company. The goodwill is subject to test for impairment. In the case of a consolidation under a common control the provisions of IFRSs do not apply and the goodwill is not recognised. Inventories Inventories are valuated at purchase price or production cost not higher than the net sale price. Inventory depletion is determined by the FIFO method. Intangible assets impairment write-downs shall reduce the value of items in the balance sheet. Impairment occurs when inventories are excessive in relation to the needs of the entity, i.e. they lost the merchantability, are damaged or if the inventory price as at the balance sheet date is higher than the market price. Amount of write-downs shall be as follows:

write-down for stock overdue from 6 to 12 months amounting to 20% value of the inventory

write-down for stock overdue from 12 to 24 months amounting to 50% value of the inventory

write-down for stock overdue over 24 months amounting to 100% value of the inventory. . Receivables and liabilities Trade and service receivables are valuated in the accounts at the nominal value adjusted for write-downs of doubtful debts. Method of estimating write-downs is as follows:

write-down for receivables overdue from 3 to 6 months amounting to 10% value of the receivables,

write-down for receivables overdue from 6 to 12 months amounting to 50% value of the receivables,

write-down for receivables overdue over 12 months amounting to 100% value of the receivables. Other receivables at risk, such as: claimed in court proceedings, are covered by a 100% write-down. If there is a greater degree of risk in individual cases, appropriate write-downs shall be made in advance. Trade liabilities are presented in the report at nominal value. Receivables and liabilities denominated in a foreign currency are valuated as at the balance sheet date according to the average exchange rate published by the National Bank of Poland for the a given currency. Exchange rate differences are included in the financial revenues and expenses. Cash and cash equivalents Cash and cash equivalents are valuated at nominal value. Cash and cash equivalents denominated in a foreign currency are valuated as at the balance sheet date according to the average exchange rate published by the National Bank of Poland for the a given currency. Exchange rate differences are included in the financial revenues and expenses.


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20

Prepayments and accruals Prepayments and accruals include costs with the settlement period longer than 12 months (non-current) and costs with the settlement period falling within 12 months of the balance sheet date (current). Prepaid expenses include: settlement of insurances, subscriptions, certificates. During the financial year, these costs include accrued contributions for the Company Social Benefits Fund. Equity The equity of the Group are created in accordance with applicable law (including the statute or articles of association). The share capital of the parent company is in compliance with its Statute and entry in the National Court Register (KRS) (i.e. in the nominal value). In accordance with IAS 29 item 24 at the beginning of the first period of the standard application the components of the equity - with the exception of retained earnings and any asset revaluation surplus - using a general price index from the dates on which these components were contributed to the equity or were otherwise formed. Conversion applies to share capital and capital from the agio. Assuming that the period of hyperinflation lasted in Poland in the years of 1989 - 1996, RADPOL S.A .makes no revaluation of capital, as the joint stock company was founded in 1996. Reserves The Group establishes provisions when it it is in the obligation (legal or custom) arising from past events and it is probable that the fulfilment of this obligation will result in an outflow of resources and it is possible to make a reliable estimate of the amount of obligation. Provisions for liabilities include a provision for deferred income tax and provisions for employee benefits such as anniversary awards, gratuities, unused annual leaves. Provisions for employee benefits (anniversary award and gratuities) are valuated on an actuarial basis. Revenues, expenses, financial result Sales revenues are recognized at the fair value of payments received or due and represent payables for products, goods and services delivered in the ordinary course of business, less rebates and tax from goods and services. The Group does not provide services that would require settlements including the degree of advancement. Operating expenses are recognized in the period to which they relate. Earnings per share Earnings per share were calculated by dividing the net profit and the weighted average number of shares. Average weighted number of shares was determined as the number of shares issued by the parent company, less the number of shares bought back in order to redeem with the weighted number of shares (or treasury shares held by the Company). When calculating diluted earnings per share the shares issued under the incentive scheme were included. Costs of external funding In accordance with IAS 23 the costs of external financing which may be directly ordered to the purchase, construction or creation of the adapted asset, as part of the acquisition price or cost of creation of this asset. The entity includes the other costs of external funding as costs of the period in which they were incurred.


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21

11. Significant accounting policies The rules (policies) of accounting applied to prepare this financial statement are consistent with those used in the preparation of comparative financial statements of the Group. 12. New accounting standards and interpretations In this consolidated financial statement the same rules of accounting were applied as on the preparation of the financial statement for 2011 as well as the following standards and interpretations being in force which are approved by the European Union: IFRS 7 Financial Instruments: Disclosures - Transfer of financial assets Description: The change describes the requirements regarding disclosures relating to financial assets transfer transactions. The implementation of the amendment includes also the updating introduced with the Regulation of the European Commission of 13 December 2012 retroactively, i.e. from 01 July 2012 or later. The said changes did not affect the financial statement. Published standards and interpretations which were issued but have not yet entered into force since they were not approved by the European Union or were approved by the European Union, but were not earlier applied: In the Group's opinion amendments to the standards and interpretation presented below will have no impact on the consolidated financial statement of the Group, apart from the new standard of IFRS 9 "Financial Instruments". IAS 1 (amendment) "Presentation of Financial Statements" Date of application - the first financial year beginning after 30 June 2012. Description: The changes specify the rules for grouping of items of other total incomes. IAS 12 (amendment) "Income Taxes'" Date of application - the first financial year beginning after 31 December 2011. Description: The change specifies e.g. the method of valuation of the assets and reserves by title of deferred tax for investment properties evaluated with the fair value method mentioned in IAS 40 "Investment Property". IAS 19 (amendment) "Employee benefits" Date of application - the first financial year beginning after 31 December 2012. Description: The revised standard helps users of financial statements to understand how certain benefit plans affect the entity's financial position, financial performance and cash flows. IFRS 27 "Separate Financial Statements" Date of application - the first financial year beginning after 31 December 2012.


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22

Description: The standard contains requirements for publication and disclosures in a separate financial statement of the investments in affiliated entities, subsidiaries and joint ventures. The standard shall replace the present IAS 27 "Consolidated and Separate Financial Statements". IAS 28 "Investments in Associates and Joint Ventures" Date of application - the first financial year beginning after 31 December 2012. Description: A new standard relating to settlements of investments in affiliates. It also outlines the requirements of application of the equity method in investments in affiliates and in joint ventures. The standard shall replace the present IAS 28 "Investments in Associates". IAS 32 (amendment) "Financial Instruments: Presentation" Date of application - the first financial year beginning after 31 December 2013. Description: The goal of the changes is elimination of inconsistencies in application of the requirements relating to the rules of compensating financial assets and liabilities. IFRS 1 (amendment) "First-time Adoption of International Financial Reporting Standards" Date of application - the first financial year beginning after 30 June 2011. Description: The changes are connected with the fixed date of "1 January 20004" as a date of adoption of IFRS for the first time and amend "the date of first-time adoption of IFRS" in order to eliminate the necessity of transforming transactions which occurred before the unit changed to apply the IFRS. Moreover, guidelines are added to the standard relating to a re-adoption of IFRS in periods which follow the periods of a considerable hyperinflation disabling full conformity with IFRS. IFRS 1 (amendment) "First-time Adoption of International Financial Reporting Standards" Date of application - the first financial year beginning after 31 December 2012. Description: The change relates to credits and loans taken from government institutions, granted according to the percentage rate lower than the market rate. IFRS 7 (amendment) "Financial Instruments: Disclosures" Date of application - the first financial year beginning after 31 December 2012. Description: The standard specifies the requirements relating to disclosure of information which may help investors and other users of financial statements to better assess the impact or a potential impact of compensating financial assets and liabilities on the financial position of the unit. IFRS 9 "Financial Instruments" Date of application - the first financial year beginning after 31 December 2014. Description: Standard was released as part of a comprehensive review of the accounting for financial instruments. The new standard is less complex in comparison with the current requirements and replaces IAS 39 "Financial Instruments: Recognition and Measurement". The new standard will apply only to the principles of classification and valuation of financial assets.


Data in PLN ‘000

23

IFRS 10 "Consolidated Financial Statements" Date of application - the first financial year beginning after 31 December 2012. Description: Standard specifies the rules for the presentation and preparation of the consolidated financial statements if the entity controls one or more other units. IFRS 10 is replaced by the consolidation requirements in SIC 12 "Consolidation - Special Purpose Entities" and the standard IAS 27 "Consolidated and Separate Financial Statements." IFRS 10 is based on existing rules defining the concept of control as a factor in deciding whether an entity should be included in the consolidated financial statements of the parent company. The standard provides additional guidance to help you in determining the presence of control when it is difficult to assess. IFRS 11 "Joint Arrangements" Date of application - the first financial year beginning after 31 December 2012. Description: The standard provides a more realistic reflection of joint agreements, focusing on the rights and responsibilities of agreements, rather than their legal form (as is currently the case). The standard orders inaccuracies in the reporting of joint agreements by introducing a uniform method for accounting for interests in jointly controlled entities. IFRS 12 "Disclosure of shareholdings in other entities" Date of application - the first financial year beginning after 31 December 2012. Description: The standard is a new, comprehensive set of rules defining the disclosure requirements for all forms of shares in other entities, including subsidiaries, joint ventures, associates and other entities which are not consolidated. IFRS 13 "Fair Value Measurement" Date of application - the first financial year beginning after 31 December 2012. Description: The standard provides a framework for measuring fair value and requires disclosures about fair value measurements. The standard does not specify when an asset, liability or own equity instruments are measured at fair value. On the contrary, the measurement and disclosure required by the standard applies when other standards require or permit the valuation at fair value (with a few exceptions). IFRIC 20 Interpretation "Costs of performing extraction in strip mines” Date of application - the first financial year beginning after 31 December 2012. Description: The interpretation contains instructions relating to recognition of costs of removal of surface layers of soil in order to access extractable raw materials in strip mines.


Data in PLN ‘000

24

13. Changes in estimates Estimates of the Boards of companies comprising the Group affecting the values shown in the financial statement relating to:

the expected useful economic lives of tangible and intangible assets.

assets write-downs,

discount, the anticipated increase in wages and actuarial assumptions used by calculating the reserve for gratuities,

future tax results, taken into account in determining the assets of the deferred income tax,

The applied methodology of determining estimates is based on the best knowledge of the Boards and is consistent with the requirements of IFRS. Changes in write-downs are shown in the additional notes to individual items of assets. 14. Changes in presentation and corrections of errors

14.1. Adjustment of the clearing of technological credit In relation to the reservations and explanations in opinions and reports of certified auditors RADPOL S.A. corrected the method of presentation of redemption of technological loan in comparative periods. In previous periods the redemption of the technological credit was presented as a subsidy to revenues and not as a subsidy to assets, after the change the credit redemption is presented commensurately with amortization.

14.2. Changes in presentation relating to provisions for labour-related disputes RADPOL S.A. changed the method of presentation of effects of changes on the provisions for labour-related disputes. In the comparative period revenues and expenses for the establishment, use and release of provisions were presented in the other operating activity. After the change they charge the operating activity. The impact of the said changes on the financial result, the equity and EPS is presented in Note No. 57. As a result of these restatements the data published in the comparative periods was subject to the presentation change, as below.


Data in PLN ‘000

25

Restatement of the consolidated statement of financial position as at 31.12.2011.

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31.12.2011 31.12.2011 31.12.2011 31.12.2011

PLN'000 PLN'000 PLN'000 PLN'000

ASSETS

Fixed assets

Tangible fixed assets 77,025 - - 77,025

Intangible assets 1,813 - - 1,813

Company goodwill 59 - - 59

Shares and stock 4 - - 4

Deferred income tax assets 963 - - 963

Other fixed assets 36 - - 36

Total fixed assets 79,900 - - 79,900

Current assets

Inventories 23,768 - - 23,768

Trade and service receivables 30,366 - - 30,366

Current income tax assets 161 - - 161

Other receivables 1,454 - - 1,454

Other financial assets 19,323 - - 19,323

Cash and cash equivalents 10,902 - - 10,902

Prepayments and accruals 84 - - 84

Total current assets 86,058 - - 86,058

Total assets classified as held for sale - - - -

-

TOTAL ASSETS 165,959 - - 165,959


Data in PLN ‘000

26


31.12.2011 31.12.2011 31.12.2011 31.12.2011

PLN'000 PLN'000 PLN'000 PLN'000

LIABILITIES

Equity

Share capital 772 - - 772

Treasury shares (118) - - (118)

Supplementary capital from share issue 52,323 - - 52,323

Retained earnings 18,513 - (2,574) 21,087

Other reserve capitals 17,149 - - 17,149

Other comprehensive income 3,372 - - 3,372


92,011 - (2,574) 94,585

Capitals to non-controlling shareholdings - - - -

Total equity 92,011 - (2,574) 94,585


Deferred income tax reserve 4,831 - - 4,831

Provisions for pensions and similar 894 - - 894

- including: non-current 523 - - 523

Interest-bearing loans and borrowings 12,524 - - 12,524

Other financial liabilities 19 - - 19

Total non-current liabilities and reserves 18,268 - - 18,268

Current liabilities

Loans and borrowings 23,103 - - 23,103


Trade and service liabilities 19,301 - - 19,301

Current income tax liabilities 13 - - 13

Other liabilities 3,095 - - 3,095

Deferred income 10,153 - 2,574 7,579

Total current liabilities 55,680 - 2,574 53,106

Liabilities classified as held for sale - - - -

TOTAL LIABILITIES 165,959 - - 165,959


Data in PLN ‘000

27

Restatement of the consolidated statement of financial position as at 01.01.2011.

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01.01.2011 01.01.2011 01.01.2011 01.01.2011

PLN'000 PLN'000 PLN'000 PLN'000

ASSETS

Fixed assets

Tangible fixed assets 78,518 - - 78,518

Intangible assets 2,012 - - 2,012

Company goodwill 59 - - 59

Shares and stock 4 - - 4

Deferred income tax assets 1,056 - - 1,056

Other fixed assets 34 - - 34

Total fixed assets 81,683 - - 81,683

Current assets

Inventories 16,276 - - 16,276

Trade and service receivables 27,766 - - 27,766

Current income tax assets 16 - - 16

Other receivables 5,783 - - 5,783

Other financial assets 4,286 - - 4,286

Cash and cash equivalents 7,712 - - 7,712

Prepayments and accruals 58 - - 58

Total current assets 61,896 - - 61,896

Total assets classified as held for sale - - - -

- - - -

TOTAL ASSETS 143,580 - - 143,580


Data in PLN ‘000

28


01.01.2011 01.01.2011 01.01.2011 01.01.2011

PLN'000 PLN'000 PLN'000 PLN'000

LIABILITIES

Equity

Share capital 772 - 772

Supplementary capital from share issue 52,359 - 52,359

Retained earnings 12,939 - (1,604) 14,542

Other reserve capitals 13,120 - - 13,120

Other comprehensive income 3,372 - - 3,372

Equity to equity holders of parent company 82,561 - (1,604) 84,165

Capitals to non-controlling shareholdings - - - -

Total equity 82,561 - (1,604) 84,165


Deferred income tax reserve 4,391 - - 4,391

Provisions for pensions and similar 792 - - 792

- including: non-current 567 - - 567

Other reserves 292 - - 292

- including: non-current - - - -

Interest-bearing loans and borrowings 17,645 - - 17,645


Total non-current liabilities and reserves 23,158 - - 23,158

Current liabilities

Loans and borrowings 5,180 - - 5,180


Trade and service liabilities 18,966 - - 18,966

Current income tax liabilities 159 - - 159

Other liabilities 2,837 - - 2,837

Deferred income 10,706 - 1,604 9,102

Total current liabilities 37,861 - 1,604 36,257

Liabilities classified as held for sale - - - -

TOTAL LIABILITIES 143,580 - - 143,580


Data in PLN ‘000

29

Restatement of the profit and loss account for the period from 01.01.2011 to 31.12.2011

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Period ending Period ending Period ending Period ending

31.12.2011 31.12.2011 31.12.2011 31.12.2011

PLN'000 PLN'000 PLN'000 PLN'000

Continued operations

Sales revenues 132,370 - 177 132,193

Prime costs of sales (93,587) (93) - (93,494)

Gross profit (loss) from sales 38,783 (93) 177 38,699

Costs of sales (6,591) (34) - (6,557)

Costs of general management (10,515) 51 - (10,566)

Profit (loss) from sales 21,677 (76) 177 21,576

Other operating revenues 1,657 (37) (1,147) 2,841

Other operating expenses (1,603) 113 - (1,716)

Profit (loss) from operations 21,731 - (970) 22,701

Financial revenue 549 - - 549

Financial expenses (4,137) - - (4,137)

Profit (loss) before tax 18,143 - (970) 19,113

Income tax (3,909) - - (3,909)

Profit (loss) from continued operations 14,235 - (970) 15,205

Profit (loss) from discontinued operations

NET PROFIT (LOSS) 14,235 - (970) 15,205

including profit (loss) of non-controlling shareholders

- - - -

PROFIT (LOSS) OF SHAREHOLDERS OF THE PARENT COMPANY

14,235 - (970) 15,205


Data in PLN ‘000

30

Restatement of the statement of comprehensive income for the period from 01.01.2011 to 31.12.2011

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31.12.2011 31.12.2011 31.12.2011 31.12.2011

PLN'000 PLN'000 PLN'000 PLN'000

Net profit (loss) 14,235 - (970) 15,205

Total other income - - - -

Total income tax on other incomes - - - -

Total other income after taxes - - - -

COMPREHENSIVE TOTAL INCOME 14,235 - (970) 15,205

including for non-controlling shareholders - - - -

including for shareholders of the parent company

14,235 - (970) 15,205


Data in PLN ‘000

31

Restatement of the statement of changes in equity for the period from 01.01.2011 to 31.12.2011


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Published data as at 31.12.2011

772 (118) 52,323 21,087 17,149 3,372 94,585 - 94,585

Adjustment relating to the redemption of a technology credit

- - - (2,574) - - (2,574) - (2,574)

Restated data as at 31.12.2011

772 (118) 52,323 18,513 17,149 3,372 92,011 - 92,011

Restatement of the cash flow statement for the period from 01.01.2011 to 31.12.2011

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Period ending

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Period ending

Period ending

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PLN'000 PLN'000 PLN'000 PLN'000

CASH FLOWS FROM OPERATING ACTIVITIES

Net profit (loss) 14,235 - (970) 15,205

Total adjustments: (2,798) - 970 (3,767)

Amortisation/depreciation 6,663 - - 6,663

Gains (losses) from foreign exchange differences (87) - - (87)

Interest and profits (dividends) 1,157 - - 1,157

Profit (loss) from investing activities (64) - - (64)

Change in reserves 252 - - 252

Change in inventories (7,492) - - (7,492)


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32

Change in receivables 1,592 - - 1,592

Change in current liabilities, except for financial liabilities

172 - - 172

Change in prepayments and accruals (485) - 970 (1,455)

Income tax on profit before tax 2,137 - - 2,137

Income tax paid (1,869) - - (1,869)

Other adjustments (4,773) - - (4,773)

Net cash flows from operating activities 11,437 - - 11,437

CASH FLOWS FROM INVESTING ACTIVITIES

Acquisition of intangible assets (304) - - (304)

Acquisition of tangible fixed assets (4,673) - - (4,673)

Proceeds from disposal of tangible assets 79 - - 79

Acquisition of financial assets held for trading (27,918) - - (27,918)

Proceeds from sales of financial assets held for trading

12,911 - - 12,911

Interest received 322 - - 322

Net cash flows from investing activities (19,583) - - (19,583)

CASH FLOWS FROM FINANCING ACTIVITIES

Net proceeds from issue of shares 3,564 - - 3,564

Purchase of treasury shares (118) - - (118)

Proceeds from the incurrence of loans 26,896 - - 26,896

Repayment of loans (12,947) - - (12,947)

Repayment of finance lease (21) - - (21)

Dividends paid (4,630) - - (4,630)

Interest paid (1,396) - - (1,396)

Other 15 - - 15

Net cash flows from financing activities 11,363 - - 11,363

- - -

TOTAL NET CASH FLOWS 3,217 - - 3,217

NET CHANGE IN CASH, INCLUDING 3,190 - - 3,190

- change in cash due to exchange rate differences 27 - - 27

CASH AT BEGINNING OF PERIOD 7,655 - - 7,655

CASH AT END OF PERIOD, INCLUDING 10,872 - - 10,872

- restricted cash 2,938 - - 2,938


Data in PLN ‘000

33

15. Financial risk management The Group's operations in 2012 faced the following types of financial risks:

Interest rate risk Interest rate risk results from the financing of the Group's operations with external capitals based on variable interest rates. Due to the fact that as at the date of the consolidated statement of financial position the interest-bearing liabilities represent 28.14% of the balance sheet total, and at the same time potential fluctuations in interest rates are low, the Group does not use any security tools in this regard.

Credit risk In connection with the occurrence of receivables with deferred payment term (trade credit) the Group is exposed to credit risk. To reduce the risk a regular receivables monitoring is performed with regard to their being overdue or at risk of repayment. The Group uses in this area both their own tools and business intelligence. In case of overdue receivables a reduction or suspension of sales occurs in accordance with the applicable procedures and an individual debt collection is commenced.

Liquidity risk Liquidity risk results from the presence of an imparity between sales proceeds and necessary expenditures to achieve these sales. Reducing this risk is performed by being supported with external sources of financing (bank loans, grants). In the opinion of the Boards of the Group companies the Group's financial position is secure and there is no liquidity risk.

Other price risk Due to low production costs and, consequently, lower product prices of Asian producers, there is a risk of a price competition from China and India. The Group competes with Asian producers with a speed of delivery and adjusting of the offer to individual needs of a customer. In addition, costs of logistics of deliveries from Asia of products for the the heating and power (medium voltage) sectors are so high that at the moment the low-cost competition from Asia poses no material risk for the Group.

Exchange rate risk The Group is exposed to currency risk in connection with sales and purchases settled in foreign currencies. The Group does not apply hedge accounting and did not apply for 2012 any hedging instruments against exchange rate risk.

The Group's exposure to particular risks is presented in an additional explanatory note No. 54. Analysis of the Group's sensitivity to the interest rate risk performed with the assumption of the rate variability by +/- 1 percentage point.

Analysis of sensitivity to the interest rate risk

Rate fluctuations

Impact on the financial result: Impact on comprehensive income:


31.12.2012 31.12.2011 31.12.2012 31.12.2011

PLN'000 PLN'000 PLN'000 PLN'000

Interest rate growth 1 pp. (456) (291) (456) (291)

Interest rate drop -1 pp. 456 291 456 291

Analysis of the Group's sensitivity to the exchange rate risk performed with the assumption of the rate variability by +/- 10%.


Data in PLN ‘000

34

Analysis of sensitivity to the exchange rate risk

Rate fluctuations

Currency

Impact on the financial result: Impact on comprehensive

income:


31.12.2012 31.12.2011 31.12.2012 31.12.2011

PLN'000 PLN'000 PLN'000 PLN'000

Increase in exchange rate 10% EUR (1,219) (2,727) (1,219) (2,727)

Increase in exchange rate 10% USD 7 (64) 7 (64)

Increase in exchange rate 10% CNY 22 - 22 -

Increase in exchange rate 10% Total (1,190) (2,791) (1,190) (2,791)

Decrease in exchange rate -10% EUR 1,219 2,727 1,219 2,727

Decrease in exchange rate -10% USD (7) 64 (7) 64

Decrease in exchange rate -10% CNY (22) - (22) -

Decrease in exchange rate -10% Total 1,190 2,791 1,190 2,791

16. Seasonality or cyclicality of operations of the Capital Group The Capital Group is subject to the seasonal nature of activities carried out by recipients. A continuous expansion of the product portfolio has a positive effect on reducing this phenomenon. 17. Segment information Methods of measuring the segment's profit or loss, assets and liabilities for each reporting segment are the same as the methods of financial accounting. According to IFRS 8 the Group identified operating segments based on internal reports that are subject to a regular reviews by the Boards of Companies. Organization and management of the Group are performed by segments, taking into account the type of products and services offered. Each segment represents a strategic business unit offering other products and services. For reporting purposes 7 operating segments were separated in the Group:

Segment of cable accessories - includes products of color metals (aluminum and copper), mainly connectors and cable terminals - for joining and terminating cables and brackets and cable clamps, cable glands - designed for mounting and sealing wire and power cable outlets.

Segment of heat-shrinkable accessories - the segment includes heat-shrinkable products (refined polyethylene products, colored, adopting the shape of the object on which they are shrinking. They are insulating and sealing products, which have a wide application in power generation, automotive, electronics, telecommunications, household appliances, railways, aviation, construction, mining, shipbuilding, or heating).

power cable segment - a segment that includes stranded hoses of the type: OMY, OMYp, OWY, LgY.

Segment of electrical porcelain - the product range includes power insulators and electrical installation and lighting products.

A segment of PE and PP piping systems - products for the construction of pressure piping systems for water, gas and sewage, as well as pipes and fittings made of PP to build non-pressure sewers.

Segment of products for construction of the power grid infrastructure and building constructions - covers production of spun concrete poles of E, EM, EOC, Ek, EW, ER types, reinforced concrete poles


Data in PLN ‘000

35

and founding elements (beams and stabilizing grids) - designated mostly for the power sector within construction and exploitation of overhead LV and MV lines, in railway industry (EOC poles), road industry (for lighting), supporting structures of the general designation (e.g. advertising posts).

All other segments - include sales of other products not included in the above segments, revenues from the sale of materials and subsidies.

Revenues achieved as a result of of transactions concluded between the segments (till the merger of the companies) during the period from 01.01.2012 to 31.12.2012 amount to PLN 759 thou. (the amount for the same period of the previous year amounts to PLN 2,794 thou.) and this is sales from "Segment of PP and PE piping systems" of materials for the production of products from "Segment of heat shrinkable accessories". The transaction was eliminated by title of mutual transactions inside the RADPOL Capital Group.

RADPOL S.A. GROUP Operating segments - revenues and costs

Cable accessories

Heat-shrinkable accessories

Power cables

Electrical porcelain products

PE and PP pipes

Products for construction

of power grids and

construction structures

The other segments

Total

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

01.01.2012 - 31.12.2012

External revenues 9,773 27,527 7,107 19,557 65,699 24,465 1,377 155,505

including:

- revenues from sale of products, goods and materials 10,703 28,711 7,372 19,669 65,555 24,507 633 157,150

- commercial bonuses (930) (1,184) (265) (112) - (42) - (2,533)

- subsidies - - - - 144 - 744 888

Costs of products, goods and materials sold (6,928) (16,091) (6,427) (12,369) (55,899) (16,726) (464) (114,904)

Segment results for gross sales 2,845 11,436 680 7,188 9,800 7,739 913 40,601

Costs of sales (751) (1,745) (697) (899) (2,338) (2,528) (50) (9,008)

Costs of general management (1,395) (3,240) (1,294) (1,691) (3,326) (1,780) (93) (12,819)

Costs of acquisition - - - - - - (229) (229)

Profit from sales 699 6,451 (1,311) 4,598 4,136 3,431 770 18,545

Other operating revenues - - - - - - 1,456 1,456

Other operating expenses - - - - - - (2,472) (2,472)

Profit from operations 699 6,451 (1,311) 4,598 4,136 3,431 (246) 17,529

Financial revenues - - - - - - 1,522 1,522

Financial expenses - - - - - - (3,196) (3,196)

Profit before tax 699 6,451 (1,311) 4,598 4,136 3,431 (1,920) 15,855

Income tax - - - - - - (3,361) (3,361)

Net profit 699 6,451 (1,311) 4,598 4,136 3,431 (5,281) 12,494


Data in PLN ‘000

36

RADPOL GROUP Operating segments - revenues and costs

Cable accessories


Power cables


PE and PP pipes

The other segments

Total

01.01.2011 - 31.12.2011

01.01.2011 - 31.12.2011

01.01.2011 - 31.12.2011

01.01.2011 - 31.12.2011

01.01.2011 - 31.12.2011

01.01.2011 - 31.12.2011

01.01.2011 - 31.12.2011

External revenues 9,367 30,738 7,506 17,349 65,661 1,749 132,370

including:

- revenues from sale of products, goods and materials 10,160 31,955 7,788 17,470 65,516 993 133,882

- commercial bonuses (793) (1,217) (282) (121) - - (2,413)

- subsidies - - - - 145 756 901

Costs of products, goods and materials sold (6,541) (15,567) (6,352) (11,369) (53,210) (548) (93,587)

Segment results for gross sales 2,826 15,171 1,154 5,980 12,451 1,201 38,783

Costs of sales (649) (1,546) (631) (759) (2,952) (54) (6,591)

Costs of general management (1,347) (3,205) (1,308) (1,457) (3,085) (113) (10,515)

Costs of acquisition - - - - - - -

Profit from sales 830 10,420 (785) 3,764 6,414 1,034 21,677

Other operating revenues - - - - - 1,657 1,657

Other operating expenses - - - - - (1,603) (1,603)

Profit from operations 830 10,420 (785) 3,764 6,414 1,088 21,731

Financial revenues - - - - - 549 549

Financial expenses - - - - - (4,137) (4,137)

Profit before tax 830 10,420 (785) 3,764 6,414 (2,500) 18,143

Income tax - - - - - (3,908) (3,908)

Net profit 830 10,420 (785) 3,764 6,414 (6,408) 14,235

The Capital Group owns all the assets located in the country of domicile of the parent company and companies in the Group. The recognized segment assets consist of the segment fixed assets and segment inventories along with their write-downs. Other assets and other write-downs are recognized as the others. No client or group of individuals under the common control has not generated at least 10% of the revenues of the Capital Group.


Cable accessories


Power cables


PE and PP pipes

Products for construction

of power grids and

construction structures

The other segments

Total

31.12.2012 31.12.2012 31.12.2012 31.12.2012 31.12.2012 31.12.2012 31.12.2012 31.12.2012

Segment assets 6,687 36,896 2,726 10,800 43,382 19,254 65,477 185,222

Segment liabilities and provisions for liabilities - - - - - - 95,015 95,015

Outlays and advances for tangible and intangible assets 86 174 - 1 8,551 405 318 9,535

Amortisation/depreciation 342 3,258 90 549 2,139 982 751 8,111

Write-downs 284 615 79 299 467 59 2,830 4,633

Reversal of revaluation write-downs 161 13 9 109 129 12 244 677


Data in PLN ‘000

37


Cable accessories


Power cables


PE and PP pipes

The other segments

Total

31.12.2011 31.12.2011 31.12.2011 31.12.2011 31.12.2011 31.12.2011 31.12.2011

Segment assets 6,914 41,480 2,828 9,787 34,269 70,681 165,959

Segment liabilities and provisions for liabilities - - - - - 73,948 73,948

Outlays and advances for tangible and intangible assets - 460 525 114 1,559 1,162 3,820

Amortisation/depreciation 352 3,196 104 372 1,686 953 6,663

Write-downs 372 462 55 398 346 1,909 3,542

Reversal of revaluation write-downs 100 310 66 198 146 407 1,227

Information concerning geographical areas:

RADPOL GROUP Geographical segments - customer location

criterion

Segment revenues

01.01.2012 - 31.12.2012 01.01.2011 - 31.12.2011

Domestic sales 137,521 110,805

Export sales 17,984 21,565

Total 155,505 132,370

18. Recognition of an incentive scheme for employees On 10 February 2012 the Extraordinary General Meeting of Shareholders of RADPOL S.A. decided to launch an incentive scheme for three Members of the Board of the parent company (resolution No. 4). The Incentive Scheme is to create mechanisms at RADPOL S.A. affecting the increase in the value of the

Company during the period of the subsequent three years of the Scheme's duration, i.e. achievement of the

change of the EPS indicator value of RADPOL Capital Group at the level not lower than 112% in each

subsequent year of duration of the Incentive Scheme in relation to the EPS level achieved by the RADPOL

Capital Group last year, and development of a transparent system of remunerating of members of the Board of

the Company for their contribution to the financial results generated by the RADPOL Capital Group.

The shares which will be offered for purchase or subscription to the Members of the Board will come from the

buyback program realized by the Company or from the program of new share issue or issue of not more than

900,000 subscription warrants within the conditional increase of the share capital of the Company, entitling to

take up no more than 900,000 Company's shares.

The following Members of the Company's Board will participate in the Incentive Scheme: 1. Mr. Andrzej Sielski; 2. Mr. Adam Dombrowski; 3. Mr. Andrzej Pożarowszczyk.

The Incentive Scheme lasts for 3 (three) years in the period from 01 January 2012 to 31 December 2014.

Detailed information was published in the current report No. 11/2012 of 10.02.2012. The Company made a valuation of the incentive scheme based on the below assumptions:

1. Valuation date - the valuation day was assumed to be the option vesting date, so in accordance with the current relevant international accounting standards as at the date of adoption of the resolution


Data in PLN ‘000

38

and acquainting the people covered with the scheme with the content of the incentive scheme, i.e. 10 February 2012.

2. Exercise price - pursuant to item 10 section 5 of the Annex to the resolution No. 4 of the Extraordinary General Meeting of Shareholders of 10.02.1012 the share subscription price by an eligible person will amount to PLN 8.14.

3. Current market price - is the price of the shares of RADPOL S.A. as at the valuation date; share price at closing of quotations on the Warsaw Stock Exchange on the date of granting of the scheme, i.e. 10.02.2012, amounted to PLN 9.45.

4. The anticipated volatility of shares - was estimated based on the historic fluctuations of the rate of return on the Company's shares, the observation period of historic volatility of share prices is 04.03.2009 - 10.02.2012, standard deviation (constituting the measure of the rates of return volatility) amounted to 33%.

5. Expected dividends - a new rate of divided was assumed on the level of 5%. 6. Percentage rate available on the market - percentage rate was assumed which was free of risk in the

amount of 4.61% based on the treasury bonds profitability as at 07.02.2012. 7. Option period - 3.26 years; was calculated based on the assumption that the exercise of options will

take place on the first day on which their holder is entitled to do so, i.e. 14 days after holding of a general meeting of shareholders during which a financial statement for 2014 will be approved. It was assumed that the General Meeting of Shareholders would take place on 30.04.2015, thus the option exercise would be performed on 14.05.2015.

8. The vestment period - the vestment period was assumed to begin on the date of the approval of the resolution by the General Meeting of Shareholders, i.e. 10.02.2012, the end of this period is the first day on which the eligible people may exercise their options.

9. Vestment terms - the incentive scheme contains non-market vestment conditions consisting in holding of a position in the Company's Board and generation of specific levels of profits per share. The conditions are included in the valuation by estimation of the probability of their fulfilment, which affects the number of options, and therefore the implied value of the scheme.

10. The vestment probability - Estimates relating to the probability of achievement of the value of EPS in particular years of the Scheme in accordance with the Board's assumptions: below the lower limit of EPS in 2012 - 100%, in 2013 - 100%, in 2014 - 75%, the lower limit of EPS respectively 0%, 0%, 25%, between the lower and upper limits of EPS - 0% for each year, equal or higher than the EPS upper limit - 0% for each year. Estimates relating to the probability of the achievement of particular values of the EPS indicator in the subsequent years will be reviewed by the Company for particular balance sheet days.

The Group included increases in equity and cost burdens by title of the realized incentive scheme in this financial statement.

19. Information on purchase of treasury shares On 20 September 2011 the buy-back program by RADPOL S.A. commenced (current report No. 28/2011) which is realized in accordance with the Resolution No. 4 of the Extraordinary General Meeting of Shareholders of RADPOL S.A. of 19 August 2011 in relation to the authorization to purchase own shares of the Company, adoption of the Buy-back program of the Company and making changes in the Company's equity and in relation to the use of the reserve and supplementary capital. Till 31 December 2012 the Company purchased 269,574 shares of the nominal value of PLN 8,087.22 (PLN 0.33 per share) at the average purchase price of PLN 8.11 per share. The acquired own shares constitute 1.048% of the share capital of the Company and entitle to 269,574 votes during the General Meeting of Shareholders of the parent company, which constitutes 1.048% of the total number of votes. After the reporting date the Company purchased additional 15,036 own shares of the nominal value of PLN 451,08 for the purchase price of PLN 7.88 per share. The acquired own shares constitute 0.058% of the share capital of the Company and entitle to 15,036 votes during the General Meeting of Shareholders of the parent company, which constitutes 0.058% of the total number of votes.


Data in PLN ‘000

39

20. Dividends paid and proposed to pay On 11 April 2012 the Ordinary General Meeting of Shareholders adopted a resolution No. 19 concerning the distribution of profit for the financial year of 2011. Pursuant to the Resolution the net profit was designated as follows: - the amount of PLN 12,088,283.44 for payment of dividends for shareholders, which constitutes PLN 0.47 per share, - the amount of PLN 78,344.39 for the supplementary capital of the Company, - the amount of PLN 697,207.50 for coverage of losses from previous years. Dividend record day was 11 July 2012, and the dividend was distributed on 12 September 2012. The parent company's Board recommends the Ordinary General Meeting of Shareholders the allocation of part of the profit for 2012 for the distribution of dividends in the amount of PLN 0.19 per share, which gives a total amount of the dividend payment in the amount of PLN 5 mln, and recommends the other part of profit to designate for raising of the supplementary capital and coverage of a loss for the previous years. The proposed amount for the distribution results from the value of the dividend planned in the Company's budget for 2013. The Ordinary General Meeting of Shareholders of WIRBET S.A., a subsidiary, on 28.06.2012 adopted a resolution No. 28/2012 on distribution of the profit for 2011 allocating the whole net profit in the amount of PLN 2,275,583.89 for payment of dividends for shareholders. The dividend was paid on 07.09.2012. The Company's Board recommends the Ordinary General Meeting of Shareholders the allocation of part of the profit for 2012 for the distribution of dividends in the amount of PLN 455.37 per share, which gives a total amount of the dividend payment in the amount of PLN 2.5 mln, and the remaining part of the profit in the amount of PLN 661 thou. proposes to devote for increasing the supplementary capital. 21. Litigation As at 31 December 2012 no proceedings were initiated before courts or public administration authorities concerning liabilities or debts of the Group, the total value of which would constitute at least 10% of the equity of the parent company. 22. Changes in accounting policy and errors found in previous years and their impact on financial performance and equity Changes of presentation of financial statements and errors found concerning previous years were discussed in Note. 14 and 57.


Data in PLN ‘000

40

23. Tangible fixed assets

23.1. Tangible fixed assets State as at

State as at

Balance sheet values 31.12.2012

31.12.2011

PLN'000

PLN'000

Lands 1,711

1,596

Perpetual usufruct 5,107

1,693

Buildings and structures 32,916

26,223

Machinery and equipment 46,076

39,246

Means of transport 1,661

1,431

Other fixed assets 2,644

3,128

Assets under construction and advances 9,389

3,708

Total tangible fixed assets 95,505

77,025

23.2. Significant transactions of purchase and sale of assets

State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Performance of the thermomodernization of the hall

/Człuchów/ 447

-

Performance of the thermomodernisation of the roof /Ciechów/

516

-

Plant extension /Kolonia Prawiedniki/ 4,327

-

5,290

-

23.3. Significant liability by title of the purchase of tangible fixed assets State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Construction works (COMER sp. z o.o.) 706

-

706

-


Data in PLN ‘000

41

23.4. Tangible fixed assets during the period of 01.01.2012 - 31.12.2012

Lands

Land perpetual usufruct

Buildings and

structures

Technical equipme

nt and machiner

y

Means of

transport

Other fixed

assets

Assets under

construction and

advances

PLN'000

PLN'000

PLN'000

PLN'000

PLN'000

PLN'000

PLN'000

Gross balance sheet value at beginning of period

1,596

1,693

33,342

80,292

3,481

6,752

3,965

Recognition from capital work in progress

-

-

2,461

1,223

165

207

(6,432)

Direct acquisitions 115

-

-

3,153

523

29

12,805

Acquisitions as a result of changing the control over WIRBET S.A.

3,414

6,014

8,709

93

43

82

Sales deductions -

-

-

-

(76)

-

(774)

Liquidation deductions -

-

(216)

(147)

-

(53)

Transfers to capital work in progress

-

-

-

(2,490)

-

-

-

Gross balance sheet value at end of period

1,711

5,107

41,601

90,740

4,186

6,978

9,646

Redemption value at beginning of period

-

-

7,119

41,046

2,050

3,624

-

Increase in depreciation for the period

-

-

1,031

5,195

519

748

-

Increases as a result of changing the control over WIRBET S.A.

343

868

32

11

-

Reclassification -

-

-

-

(76)

-

-


-

193

(133)

-

(50)

-

Transfers to capital work in progress /investments in not-owned fixed assets/

-

-

-

(2,312)

-

-

-

Redemption value at end of period

-

-

8,685

44,663

2,525

4,333

-

Value of write-downs at beginning of period

-

-

-

-

-

-

257

Value of write-downs at end of period

-

-

-

-

-

-

257

Net value at end of period

1,711

5,107

32,916

46,076

1,661

2,644

9,389


Data in PLN ‘000

42

23.5. Tangible fixed assets during the period of 01.01.2011 - 31.12.2011

Lands Land perpetual usufruct

Buildings and

structures

Technical equipme

nt and machines

Means of transport

Other fixed

assets

Assets under

construction and

advances

PLN'000

PLN'000

PLN'000

PLN'000

PLN'000

PLN'000

PLN'000


1,596

1,693

33,110

78,012

3,252

5,613

4,654

Recognition from capital work in progress

-

-

232

3,927

398

1,148

(3,929)

Direct acquisitions -

-

-

-

-

-

4,747

Sales deductions -

-

-

(234)

(169)

-

-


-

-

(1,413)

-

(9)

-

Transfer to fixed assets for sale

-

-

-

-

-

-

(1,507)

Gross balance sheet value at end of period 1596 1,693 33,342 80,292 3,481 6,752 3,965


-

-

6,216

37,875

1,717

2,861

-


-

-

903

4,817

491

772

-

Sales deductions -

-

-

(1,646)

(130)

-

-


-

-

-

-

(9)

-


- - - - (28) - -


-

-

7,119

41,046

2,050

3,624

-


-

-

-

-

-

-

265


-

-

-

-

-

(8)


-

-

-

-

-

-

-


-

-

-

-

-

-

257

Net value at end of period

1,596

1,693

26,223

39,246

1,431

3,128

3,708

23.6. Costs of external financing activated during the period

The amount of costs of external financing activated during the reporting period amounted to PLN 104 thou. The activation relates only to special-purpose credits, the Group does not calculate or use the capitalisation rate for activation of costs of external financing.


Data in PLN ‘000

43

24. Intangible assets

24.1. Intangible assets State as at

State as at


31.12.2011

PLN'000

PLN'000

Patents and licenses 100

233

Development costs 1,302

1,440

Other intangible assets 22

28

Intangible assets under construction 146

112

Total intangible assets 1,570

1,813

The costs of development works include works fulfilling the capitalisation criteria specified in Note No. 10. .

24.2. Intangible assets in the period of 01.01.2012 - 31.12.2012

Patents and licenses

Development costs

Other intangible assets

Intangible assets under construction

PLN'000

PLN'000

PLN'000

PLN'000


947

2,512

194

112

Acquisition / Generation -

221

5

34

Acquisitions as a result of changing the control over WIRBET S.A.

55


947

2,733

254

146


714

1,072

166

-


133

359

11

-

Increases as a result of changing the control over WIRBET S.A.

55


847

1,431

232

-


-

-

-

-

Net value at end of period 100

1,302

22

146

24.3. Intangible assets in the period of 01.01.2011 - 31.12.2011

Patents and licenses

Development costs

Other intangible

assets

Intangible assets under construction

PLN'000

PLN'000

PLN'000

PLN'000


918

2,179

194

112

Acquisition / Generation 29

333

-

-


Data in PLN ‘000

44


947

2,512

194

112


583

651

157

-


131

421

9

-


714

1,072

166

-


-

-

-

-


-

-

-

-

Net value at end of period 233

1,440

28

112

25. Company goodwill

25.1. Company goodwill State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Created from the merger of RADPOL S.A. with RADPOL Elektroporcelana S.A.

By cost 59

59

Cumulated impairment -

-

Balance sheet value 59

59

Created as a result of taking over the control over WIRBET S.A.

By cost 12,044

-


-

Balance sheet value 12,044

-

Total goodwill

By cost 12,103

59


-

Balance sheet value 12,103

59

Impairment of goodwill did not occur. The net profit on the operations of the merged company, RADPOL Elektroporcelana S.A., or the period of 01.01.2012 - 31.12.2012 amounted to PLN 3,816 thou., and in the


Data in PLN ‘000

45

previous year PLN 3,057 thou. The net profit on the operations of the merged company, WIRBET S.A., or the period of 01.01.2012 - 31.12.2012 amounted to PLN 3,161 thou., and in the previous year PLN 2,548 thou. 26. Shares and stock

26.1. Shares and stock

% of shares held in the

capital

% of votes at the General Meeting of

Shareholders Valuation method

Unimor Radiocom Sp. z o.o. seated in Gdańsk 0.03

0.03 purchase price

GZE Unimor S.A. seated in Gdańsk 0.10

0.10 purchase price

26.2. Shares and stock State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Unimor Radiocom Sp. z o.o. seated in Gdańsk Value acc. to the purchase price 4

4

Write-downs (4)

(4)

Balance sheet value -

-

GZE Unimor S.A. seated in Gdańsk

Value acc. to the purchase price 14

14

Write-downs (10)

(10)


4

Value acc. to the purchase price 18

18

Write-downs (14)

(14)


4

27. Other fixed assets

27.1. Other fixed assets State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Testing of materials and other 4

22

Attestations and technical assessments 5

7

ISO certificate 3

7

Certificates 10

-

Audits 1

-

Other total fixed assets 23

36


Data in PLN ‘000

46

28. Inventories

28.1. Inventories State as at

State as at


31.12.2011

PLN'000

PLN'000

Materials 7,228

5,465

Semi-finished goods and work in progress 4,563

6,242

Finished goods 11,578

10,453

Goods 1,303

1,589

Advances for deliveries 46

19

Balance sheet value of inventories 24,718

23,768

Write-downs 1,877

1,718

Gross inventory value 26,595

25,486

Balance sheet value of inventories pledged as security for liabilities

-

7,063

28.2. Inventory write-downs Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Write-downs at beginning of period 1,718

1,894

The balance of write-downs of the subsidiary as at the date of taking over the control

39

-

Creation 596

650

Liquidation (476)

(826)

Write-downs at end of period 1,877

1,718


Data in PLN ‘000

47

29. Receivables

29.1. Current receivables State as at

State as at


31.12.2011

PLN'000

PLN'000

Receivables from affiliates

Trade and service receivables -

-

Other receivables -

-

Total receivables from affiliates -

-

Receivables from other units

Trade and service receivables 36,961

30,366

Current income tax assets 132

161

Other receivables 2,167

1,454

including:

- Other tax, duty and social insurance receivables 586

134

- Advance payments -

-

- Other receivables 1,582

1,320

Total receivables from other units 39,260

31,981

Total current receivables 39,260

31,981

Write-downs 2,499

1,567

Gross receivables 41,760

33,548

29.2. Receivables write-downs Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Write-downs at beginning of period 1,567

1,140

The balance of write-downs of the subsidiary as at the date of taking over the control

92

-

Creation 1,360

963

Liquidation (201)

(401)

Use (319)

(135)

Write-downs at end of period 2,499

1,567


Data in PLN ‘000

48

30. Other current financial assets

30.1. Other current financial assets State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Granted loans -

-

Assets held to maturity -

19,323

Assets held for sale -

-

Assets measured at fair value -

-

Total current financial assets -

19,323

Current financial assets write-downs -

-

Current financial assets (balance sheet value) -

19,323

31. Cash and cash equivalents

31.1. Cash and cash equivalents State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Cash in hand 37

51

Cash at bank 6,968

10,851

Other cash and cash equivalents -

-

Total cash 7,005

10,902

- including restricted cash 443

2,938

31.2. Explanation of discrepancies between the balance sheet changes and values presented in the cash flow Period ending

Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Change in reserves 2,266

252

Change in provisions for deferred income tax to the difference from the revaluation of fixed assets

157

-

The balance of reserves of the subsidiary as at the date of taking over the control

(1,909)

-

Change in provisions in Consolidated Cash Flow 514

252


Data in PLN ‘000

49

Balance sheet change in inventories (950)

(7,492)

The balance of inventories of the subsidiary as at the date of taking over the control

3,009

-

Change in inventories in Consolidated Cash Flow 2,059

(7,492)

Balance sheet change in receivables (7,280)

1,585

Exclusion of mutual receivables - previous year (change in state)

-

7

The balance of receivables of the subsidiary as at the date of taking over the control

4,510

-

Change in receivables in Consolidated Cash Flow (2,770)

1,592

Balance sheet change in current liabilities, except for financial liabilities

3,624

447

"Corporate income tax before taxation" and "Income tax" presented in the statement of cash flow from operating activities

(758)

(268)

Exclusion of mutual liabilities - previous year (change in state)

-

(7)

Exclusion of advances from related entity - previous year (change in state)

(376)

-

The balance of liabilities of the subsidiary as at the date of taking over the control

(3,715)

-

Change in current liabilities, except for financial liabilities in Consolidated Cash Flow

(1,225)

172

Balance sheet change in prepayments and accruals (1,248)

(485)

Change in assets for deferred income tax from legal persons by title of fixed assets revaluation

16

-

The balance of prepayments and accruals of the subsidiary as at the date of taking over the control

244

-

Change in prepayments and accruals in Consolidated Cash Flow

(988)

(485)

31.3. Explanation of the item of "other" presented in the cash flow statement Period ending

Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Other cash flows from operating activities

Proceeds from share issue relating to the incentive scheme

-

(3,601)

Redemption of technology credit -

(1,147)

Grants received -

(15)

Costs of incentive scheme 24

-

Provisions for deferred income tax from legal persons from liquidated fixed assets

58

(10)


Data in PLN ‘000

50

Bonus for purchase of prestressing steel in relation to settlements and liabilities

(20)

-

Total other adjusted from operating activities 62

(4,773)

Other cash flows from investing activities

Provision for the execution of forms for poles production

(150)

-

Total other investment expenditures (150)

-

Other cash flows from financial activities

Grants received -

15

Total other financial expenditures -

15

32. Prepayments and accruals

32.1. Current prepayments and accruals State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Property insurance 21

14

Motor insurance 21

15

ISO certificate 9

5

Attestations, technical assessments 4

18

Monthly service fees, computer software 9

-

Product certificates 10

-

Product testing 4

-

Subscriptions 13

18

Other 6

14

Total current prepayments and accruals 97

84

33. Share capital, earnings per share and book value per share

33.1. Share capital – nominal value State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

A series 704

704

C series 16

16

D series 52

52

Share capital at end of period 772

772


Data in PLN ‘000

51

33.2. Share capital – number of shares State as at

State as at

31.12.2012

31.12.2011

PCS

PCS

A series 23,450,726

23,450,726

C series 529,548

529,548

D series 1,739,478

1,739,478

Number at end of period 25,719,752

25,719,752

33.3. Shareholding of RADPOL S.A.

Type of shares

Number of shares

Share in share

capital (%)

Number of votes at

GM

Share in the total number

of shares during GM (%)

Share nominal

value (PLN 0.03)

THC Fund Management Ltd (formerly GJB Assets Management Ltd)

bearer shares

3,061,390 11.90% 3,061,390 11.90% 91,841.70

Marcin Wysocki bearer shares

3,031,572 11.79% 3,031,572 11.79% 90,947.16

ING OFE bearer shares

1,814,036 7.05% 1,814,036 7.05% 54,421.08

BZ WBK Asset Management S.A. * bearer shares

2,439,068 9.48% 2,439,068 9.48% 73,172.04

- including AIB Assets Management S.A. managed by BZ WBK

0.00% - 0.00% -

Arka BZ WBK Fundusz Inwestycyjny Otwarty

bearer shares

1,815,669 7.06% 1,815,669 7.06% 54,470.07

Aviva Otwarty Fundusz Emerytalny Aviva BZ WBK

bearer shares

2,432,763 9.46% 2,432,763 9.46% 72,982.89

Aviva Investors Poland S.A. * bearer shares

2,284,765 8.88% 2,284,765 8.88% 68,542.95

- including the fund managed by Aviva Investors Poland S.A.:

0.00% - 0.00% -

Aviva Investors Specjalistyczny Fundusz Inwestycyjny Otwarty Subfundusz Akcyjny

bearer shares

1,463,858 5.69% 1,463,858 5.69% 43,915.74

PKO Towarzystwo Funduszy Inwestycyjnych S.A. Warsaw

bearer shares

1,937,293 7.53% 1,937,293 7.53% 58,118.79

Allianz Polska Otwarty Fundusz Emerytalny

bearer shares

1,682,665 6.54% 1,682,665 6.54% 50,479.95

Andrzej Sielski bearer shares

446,977 1.74% 446,977 1.74% 13,409.31

Andrzej Pożarowszczyk bearer shares

869,739 3.38% 869,739 3.38% 26,092.17

Tomasz Firczyk bearer shares

800 0.00% 800 0.00% 24.00

RADPOL S.A. (the buy-back pursuant to

the Resolution No. 4 of the Extraordinary General Meeting of Shareholders of 19-08-2011)

bearer shares

269,574 1.05% 269,574 1.05% 8,087.22


Data in PLN ‘000

52

TRIGON Dom Maklerski S.A. (the

buy-back pursuant to the Resolution No. 4 of the Extraordinary General Meeting of Shareholders of 19-08-2011)

bearer shares

15,036 0.06% 15,036 0.06% 451.08

Other shareholders bearer shares

5,434,074 21.13% 5,434,074 21.13% 163,022.22

TOTAL: 25,719,752 100.00% 25,719,752 100.00% 771,592.56

* Indirect shareholder of RADPOL S.A.

33.4. Basic earnings per share

Profit and weighted average number of ordinary shares used for calculation of the basic earnings per share:

Period ending Period ending

31.12.2012

31.12.2011

PLN'000

Profit for the financial year

12,494

14,235

Other

-

-

Profit used for calculation of the basic earnings per share in total

12,494

14,235


31.12.2012

31.12.2011

Weighted average number of ordinary shares used for calculation of the earnings per share:

25,612,394

24,658,272


31.12.2012

31.12.2011

Basic earnings per share From continued operations

0.49

0.58

From discontinued operations

-

-

Basic earnings per share

0.49

0.58


Data in PLN ‘000

53

33.5. Diluted earnings per share Profit and weighted average number of ordinary shares used for calculation of the diluted earnings per share:


31.12.2012

31.12.2011

Profit for the financial year

12,494

14,235

Other

-

Profit used for calculation of the diluted earnings per share in total

12,494

14,235

Period ending

Period ending

31.12.2012

31.12.2011

Weighted average number of ordinary shares used for calculation of the basic earnings per share:

25,612,394

24,658,272

Shares intended for issue without obtaining payment

-

-

Weighted average number of ordinary shares used for calculation of the diluted earnings per share:

25,612,394

24,658,272

Period ending

Period ending

31.12.2012

31.12.2011

Diluted earnings per share From continued operations

0.49

0.58

From discontinued operations

-

-

Total diluted earnings per share

0.49

0.58


Data in PLN ‘000

54

33.6. Book value per share and diluted book value per share

Book value per share and diluted book value per share State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Book value 90,207

92,011

Weighted average number of ordinary shares 25,612,394

24,658,272

Book value per ordinary share (in PLN) 3.52

3.73

Predicted weighted average of ordinary shares 25,612,394

24,658,272

Diluted book value per ordinary share (in PLN) 3.52

3.73

34. Treasury shares

34.1. Treasury shares Period ending

31.12.2012

Period ending 31.12.2011

Number of shares bought back at beginning of period 13,190

-

Shares bought back during the period 256,384

13,190

Shares redeemed during the period -

-

Shares devoted for a different purpose -

-

Number of shares bought back at end of period 269,574

13,190

Average price 8.11

7.66

Value of bought back shares (in PLN thou.) 2,186

101

Costs of share buy-back, commissions (PLN thou.) 24

17

TREASURY SHARES AT END OF PERIOD (PLN thou.) 2,211

118

The detailed description of the share buy-back program is to be found in Note No. 19. 35. Supplementary capital from share issue

35.1. Supplementary capital from share issue State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

from issue of A shares 38,083

38,083

from issue of C shares 3,545

3,545

from issue of D shares 10,695

10,695

SUPPLEMENTARY CAPITAL FROM SHARE ISSUE AT END OF PERIOD:

52,323

52,323


Data in PLN ‘000

55

36. Retained earnings

36.1. Retained earnings State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Capital from profit distribution 12,158

9,047

Undistributed financial result from previous years (Note 36.2)

(5,802)

(4,769)

Net profit for the financial year 12,494

14,235

RETAINED EARNINGS AT END OF PERIOD: 18,851

18,513

36.2. Undistributed financial result from previous years State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Effects of changes in the accounting policy in previous periods

(2,574)

(1,604)

Costs of agency by searching acquisition targets -

(697)

Undistributed financial result for 2011 and 2010 (regarding consolidation with RURGAZ Sp. z o.o.) generated on the amortization from the difference from fixed assets revaluation

(1,416)

(669)

Undistributed profit of RURGAZ the date of change of control

(4,869)

(4,869)

Profit from the bargain acquisition of shares adjusted with assets by title of differed income tax

3,070

3,070

Adjustments regarding application of accounting rules (13)

-

UNDISTRIBUTED FINANCIAL RESULT FROM PREVIOUS YEARS AT END OF PERIOD:

(5,802)

(4,769)

37. Other reserve capitals

37.1. Other reserve capitals State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Reserve capital for purchase of treasury shares 14,400

14,400

Reserve capital for potential future distribution of dividend

2,398

2,398

Capital relating to incentive scheme 24

-

Other 351

351

OTHER RESERVE CAPITALS AT END OF PERIOD: 17,173

17,149


Data in PLN ‘000

56

38. Other comprehensive income

38.1. Other comprehensive income State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Income from revaluation of tangible fixed assets (relating to taken over companies)

3,010

3,083

Income from revaluation of tangible fixed assets (relating to official revaluation of fixed assets)

289

289

OTHER COMPREHENSIVE INCOME AT END OF PERIOD: 3,299

3,372

39. Provision for liabilities

39.1. Provisions for pensions and similar State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Non-current provisions

For gratuities 482

277

For anniversary awards 305

246

Total non-current provisions 787

523

Current provisions

For gratuities 23

16

For anniversary awards 71

72

For unused holiday entitlements 508

283

Total current provisions 602

371

Total 1,389

894

Changes during the period

Creation 455

212


238

-

Liquidation (126)

(56)

Use (72)

(54)


Data in PLN ‘000

57

Technical assumptions and rules for calculating provisions for pensions and other

Parameters which materially affect the amount of the present value of liabilities are: mobility rate (rotation) of employees, percentage rate and rate of pay increase. For the employee mobility parameter the following age-related factors were used:

- for people aged up to 40 years - 5%, - for people aged 41 to 45 years - 4%, - for people aged 46 to 50 years - 3%, - for people aged over 50 years - 1%.

The other assumptions: - actual rate of return on investment - on the level of 3.70% annually, because of the long time horizon of

considered liabilities, - probability of death - based on mortality rates published by the Central Statistical Office (Lifetime 2011,

Central Statistical Office, Warsaw, 2011), - probability of disability - based on statistics of pronouncing disability groups by the Social Insurance

Company because of lack of exhaustive historical data regarding acquiring entitlements to disability pension,

- pay growth rate - assumed on the level of 2.7%. Calculations consist in determining of the present (discounted) value of awards or gratuities to which an employee gained entitlements according to the state as at the date of calculation proportionally to the quotient of the employee years of work in the moment of calculation in relation to the years of work on the payment of the award or benefit. A variation over time of the base remuneration of employees according to particular assumptions is taken into account. Calculation of the value of the present gratuity consists in the determination of the present actuarial value of payments as at the calculation date.

39.2. Other provisions State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Non-current provisions

(specification) -

-

(specification) -

-

Total non-current provisions -

-

Current provisions

Litigation and contentious issues 100

-

Provisions for audits of financial statements 9

-

Provisions for bonuses 127

For penalties for failure to perform the contract 17

Other 12

-

Total current provisions 265

-

Total 265

-


Creation 203

-


158

-

Liquidation (96)

(50)

Use -

(242)


Data in PLN ‘000

58

40. Loans and borrowings

40.1. Sources of external funding State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Bank loans 52,094

35,627

Leasing liabilities 20

34

Total 52,114

35,661

including

Non-current liabilities 43,088

12,543

Current liabilities 9,026

23,118

40.2. Bank loans State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Investment bank loans 46,155

16,448

Working capital loans 3,000

293

Bank loans in current accounts 2,939

18,886

Total 52,094

35,627

including

Non-current loan liabilities 43,088

12,524

Current loan liabilities 9,006

23,103


Data in PLN ‘000

59

40.3. Loans - as at 31.12.2012

Bank

Loan amount acc. to the

agreement in PLN (nominal)

Outstanding loan (non-

current)

Outstanding loan

(current)

Payment date

Interest terms

Term loan (loan A) granted by BRE, not released as at the balance sheet date

BRE BANK S.A.

the amount of the loan will be disclosed with a delay for fear that the legitimate interest of the Debtor may be infringed

- - 04.09. 2018

margin + WIBOR + obligatory costs

Term loan (Loan B) for the repayment of the existing debts - made available for RADPOL S.A., and WIRBET S.A.

BRE BANK S.A.

40,270 33,104 6,067 04.09. 2018


Term loan (loan C) for financing of investment costs

BRE BANK S.A.

22,500 6,984 - 04.09. 2020


Working capital facility (loan D1) for general corporate purposes and financing of current operations

BRE BANK S.A.

8,000 1,000 - 04.09. 2014


Working capital facility (loan D2) for general corporate purposes and financing of current operations

BRE BANK S.A.

2,000 2,000 - 04.09. 2013


Revolving credit facility in current account (loan E) - made available to RADPOL S.A. and WIRBET S.A. for general corporate purposes and financing of current operations

BRE BANK S.A.

9,000 - 2,939 04.09. 2013


Total

43,088 9,006


Data in PLN ‘000

60

The security of the above mentioned loans is a joint contractual mortgage on the properties of RADPOL S.A., WIRBET S.A., agreement on financial liens and registered pledges on the receivables deposited on all the bank accounts of RADPOL S.A., WIRBET S.A., registered pledge agreement on the fixed pool of assets and rights comprising the undertaking of RADPOL S.A., WIRBET S.A., declaration on submission to enforcement of release of things constituting the subject of the lien, irrevocable power of attorney to administer the bank accounts of RADPOL S.A., WIRBET S.A., agreement on the financial lien and registered pledge on the shares of WIRBET S.A., transfer agreement for securing all the rights and liabilities from commercial agreements and insurance agreements of RADPOL S.A., WIRBET S.A., declaration on voluntary submission to enforcement compliant with Art. 777 item 1 of the Code of civil procedure, and the irrevocable power of attorneys required by a loan agreement

40.4. Loans - as at 31.12.2011

Bank

Loan amount acc. to

the agreement in PLN (nominal)

Outstanding loan (non-

current)

Outstanding loan

(current)

Payment

date

Interest terms

Securities

Technology credit

BGK 6,676 985 324 30.09.2013

WIBOR 3M + margin 2.2 p.p.

ordinary mortgage in the amount of PLN 4,000 thou. security mortgage in the amount of PLN 500 thou.

Working capital facility

DB PBC S.A. 1,500 - 291 02.07.2012

WIBOR1m+2.5p

bill of exchange, registered pledge on inventories in the amount of PLN 2,500 thou.

Investment loan

PKO BP S.A. 16,500 10,900 3,100 31.12.2016


bill of exchange, registered pledge on shares, registered pledge on fixed assets in the amount of PLN 17,043 thou.

Bank loan in current accounts

Bank Handlowy w Warszawie S.A.

1,000 - - 22.05.2012


transfer of ownership to inventories amounting to PLN 3.842 thou.

Investment loan in EUR

Bank BGŻ S.A. 3,562 639 398 31.12.2014

changed EUROIBOR + margin 1.6 p.p.

bill of exchange, registered pledge on equipment in the amount of PLN 4.464 thou.

Bank loan in current accounts in EUR

Bank Millennium S.A.

11,594 - 11,594 01.12.2012

changed EURIBOR + margin 1.1 p.p.

security deposit in the amount of PLN 11,902 thou.

Bank loan in current accounts in EUR

Bank Handlowy w Warszawie S.A.

7,288 - 7,278 16.02.2012

changed EURIBOR + margin 1.1 p.p.

security deposit in the amount of PLN 7,318 thou.

Interest calculated

- - - 118 03.01.3012

- -

Total

12,524 23,103


Data in PLN ‘000

61

41. Other financial liabilities

State as at

State as at

41.1. Other financial liabilities 31.12.2012

31.12.2011

PLN'000

PLN'000

Non-current

Financial leasing contract liabilities -

19

Total other non-current financial liabilities -

19

Current

Financial leasing contract liabilities 20

15

Total other current financial liabilities 20

15

41.2. Financial leasing contracts Funding target

Agreement number

Date of agreement

Repayment date/expiry

date

Value of the subject of the lease acc. to

the agreement


Raiffeisen Leasing Polska S.A. Fork-lift truck N1224U 04.02.2010 31.05.2013 61


Raiffeisen Leasing Polska S.A. Fork-lift truck N1224U 04.02.2010 31.05.2013 61

42. Current liabilities

42.1. Current liabilities State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Liabilities towards related units

Trade and service liabilities -

-

Other liabilities -

-

Total liabilities towards related units -

-

Liabilities towards other units

Trade and service liabilities 21,944

19,301


Data in PLN ‘000

62

Current income tax liabilities 63

13

Other liabilities 4,026

3,095

including:

- Other tax, duty and social insurance liabilities 1,614

1,644

- Advances received for deliveries -

-

- Payroll liabilities 617

672

- Company Social Benefits Fund and special funds 735

678

- Other liabilities 1,060

101

Total liabilities towards other units 26,033

22,409

Total 26,033

22,409

43. Deferred income

43.1. Deferred income State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Subsidies 8,352

9,240

Commercial bonuses 506

880

Other prepayments and accruals 18

33

Total deferred income 8,876

10,153

44. Sales revenues

44.1. Sales revenues Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Revenues from the sale of products 146,180

124,011

Revenues from the sale of services 361

546

Revenues from the sale of goods 10,171

8,859

Revenues from the sale of materials 438

466

Subsidies 888

901

Sale bonuses (2,533)

(2,413)

Total 155,505

132,370


Data in PLN ‘000

63

45. Costs of operations

45.1. Cost by type Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Amortisation/depreciation 7,966

6,523

Consumption of materials and energy 84,057

73,817

External services 11,800

7,197

Taxes and charges 1,656

1,484

Remunerations 17,066

15,617

Employee benefits 3,952

3,367

Other costs by type 1,260

606

Value of products and materials sold 7,069

7,603

Total cost by type 134,826

116,214

Adjustments:

Change in the balance of products (3,255)

3,421

Own work capitalised 1,121

2,100

Total operating expenses 136,960

110,693

46. Other operating revenues

46.1. Other operating revenues Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Gain on disposal of non-financial fixed assets 69

64

Release of reserves 103

49

Reversal of revaluation write-downs, including: 626

921

- trade and service receivables 151

95

- inventories 475

826

Damages received 5

212

Revenues from the reinvoiced sales and leases 184

155

Working capital surpluses 73

103

Other 396

153

Total 1,456

1,657


Data in PLN ‘000

64

47. Other operating expenses

47.1. Other operating expenses Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Creation of reserves 36

-

Creation of write-downs, including: 1,958

1,308

- trade and service receivables 1,359

658

- inventories 599

650

Costs of reinvoiced sales and lease 37

30

Faultless deficits 85

102

Other 356

163

Total 2,472

1,603

48. Financial revenues

48.1. Financial revenues Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Interest 376

549

Net foreign exchange gains 1,143

-

Other 3

-

Total 1,522

549

49. Financial expenses

49.1. Financial expenses Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Interest 3,070

1,519

Net foreign exchange loss -

2,598

Other 126

20

Total 3,196

4,137


Data in PLN ‘000

65

50. Current income tax

50.1. Income tax Period ending Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Current income tax 3,014

3,376

Deferred income tax 347

533

Total 3,361

3,909

50.2. Income tax - explanation of differences between the tax calculated according to the rate being in force and reported tax

Period ending

Period ending

31.12.2012

31.12.2011

PLN'000

PLN'000

Profit before tax 15,855

18,143

Income tax according to the rate being in force (19%) 3,013

3,447

Income tax for previous years included in the current reporting period

-

-

Tax on permanent differences between the balance sheet gain and the basis of taxation:

(102)

(48)

Subsidies received (141)

71

Payments for the State Fund of Rehabilitation of Handicapped People

20

40

Representation expenses 24

19

Expenses for Supervisory Board -

1

Redemption of technology credit -

(218)

VAT non-tax deductible costs 12

33

Dividends received (432)

-

Costs relating to incentive schemes 9

-

Bad debt relief (49)

-

Tax on dividend received from a subsidiary 432

-

Other 24

6

Tax on transient differences between the balance sheet gain and the basis of taxation:

103

(23)

Amortization difference (42)

38

Unpaid remunerations + Social Insurance Company (1)

3

Write-downs and reserves 149

62

Interest (31)

17

Foreign exchange differences 8

39

Difference relating to costs of agency by searching acquisition targets

-

(164)

Share purchase price 12

-

Other 8

(18)

Income tax reported in the financial statement - current part 3,014

3,376

Effective tax rate 19.01%

18.61%


Data in PLN ‘000

66

51. Deferred income tax

51.1. Deferred income tax State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Assets by title of deferred income tax from legal persons

Balance sheet evaluation of inventories 16

6

Inventory write-downs 339

322

Fixed assets write-downs 137

161

Negative non-realised foreign exchange differences and interest 7

80

Fixed assets write-downs 3

4

Provisions for employee issues 263

169

Provisions for audit of financial statements 6

6

Provisions for litigation 2

-

Prepayments and accruals for bonuses given for sales performance

95

167

Prepayments and accruals for additional remunerations -

1

Unpaid remunerations + Social Insurance Company 41

41

Leasing liabilities 4

6

Provisions for bonuses 24

-

Total assets by title of deferred income tax from legal persons 937

963

Provision for deferred income tax from legal persons

Fixed assets amortization difference 4,363

4,361

Intangible assets amortization difference 43

67

Positive non-realised foreign exchange differences and interest 24

82

Perpetual usufruct 321

321

Loan valuation 19

-

Revaluation of fixed assets 1,568

-

Provisions for title of deferred income tax from legal persons 6,338

4,831

52. Transactions with related parties

52.1. Transactions and balances with related consolidated parties

State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Net sales (excluding tax from goods and services) 9

-

Net purchases (excluding tax from goods and services) 1

-

Dividends received 2,276

-

Current receivables 2

-


Data in PLN ‘000

67

52.2. Transactions and balances with related non-consolidated parties

State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Net sales (excluding tax from goods and services) -

1

Net purchases (excluding tax from goods and services) 30,034

661

Dividends paid 12,065

4,630

Non-current bank loans -

10,900

Short-term bank loans -

3,100

Drawing of bank loans 25,000

-

Repayment of bank loans 39,000

1,500

Advances received -

500

Income from bank interest 6

4

Bank interest costs 1,721

1,029

The entities not covered with consolidation are companies from PKO BP Group, ING Bank Śląski S.A. and the other entities related to the shareholders of the Parent Company. 53. Off-balance sheet receivables and liabilities (contingent)

53.1. Guarantees and sureties granted State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

to related units

Credit and loan repayment guarantees and warranties -

-

Performance bonds -

-

Total for related units -

-

To other units


-

Performance bonds 6,868

7,513

Other guarantees and warranties -

-

Total for other units 6,868

7,513

Total guarantees and sureties granted 6,868

7,513


Issued promissory notes 500

517

Returned promissory notes (1,145)

-

(645)

517

The item of "performance bond" includes promissory notes issued for securing performance of subsidy agreements. It is a value of off-balance sheet liabilities, the amount of contingent liabilities included in balance sheet liabilities was not presented in this note.


Data in PLN ‘000

68

53.2. Guarantees and sureties received State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

From related units Credit and loan repayment guarantees and warranties -

-

Performance bonds -

-

Total from related units -

-

From other units


-

Performance bonds 167

42

Other guarantees and warranties -

-

Total from other units 167

42

Total guarantees and sureties received 167

42


Granting of a guarantee within the guaranty facility agreement for contractual guarantees

17

-

The balance of guarantees and suretyships received from a subsidiary as at the date of taking over the control

129

-

Expiry of the guarantee granted within the guaranty facility agreement for contractual guarantees

(21)

(319)

125

(319)

54. Financial instruments

54.1. Financial instruments by category State as at

State as at

31.12.2012

31.12.2011

PLN'000

PLN'000

Financial assets 46,265

62,206

Assets measured at fair value by the profit and loss account -

-

Loans and receivables measured in the amortized cost -

-

Receivables measured in the nominal value 39,260

31,981

Assets held to maturity -

19,323

Assets held for sale -

-

Cash and cash equivalents 7,005

10,902

Financial liabilities 78,147

58,070

Liabilities measured at fair value by the profit and loss account

-

Liabilities measured in the amortized cost 52,114

35,661

Trade liabilities measured in the nominal value 26,033

22,409


Data in PLN ‘000

69

The Capital Group holds no assets and financial liabilities valauted as fair value by the financial result, therefore the class division is not presented.

54.2. Financial instruments - interest rate risk (PLN '000)

31.12.2012 31.12.2011

Specification Payable within

1 year Payable from 1 to 5 years

Payable after 5 years

Payable within 1 year

Payable from 1 to 5 years

Payable after 5 years

Flat rate interest:

Granted loans - - - - - -

Assets held to maturity - - - - - -

Loans and borrowings drawn - - - - - -

Other interest bearing liabilities - - - - - -

Floating rate interest:


Assets held to maturity - - - 19,323 - -

Loans and borrowings 9,006 31,414 11,674 23,103 12,524 -

Other interest bearing liabilities 20 - - 15 19 -

54.3. Financial instruments - foreign

exchange rate risk 31.12.2012 31.12.2011

Specification

Currency

Amount in currency

Settlement in PLN Currency

Amount in currency

Settlement in PLN

EUR'000, USD’000

PLN'000 EUR'000, USD’000

PLN'000

Non-current

Loans and borrowings drawn EUR - - EUR 144 639

Current

Receivables EUR 402 1,646 EUR 938 4,102

Receivables USD 203 628 USD 8 29

Receivables CNY 435 216 CNY - -

Cash and cash equivalents EUR 95 390 EUR 285 1,258

Cash and cash equivalents USD 1 3 USD - -

Cash and cash equivalents CNY 1 1 CNY - -

Loans and borrowings drawn EUR - - EUR 4,363 19,270

Trade and service liabilities EUR 3,479 14,226 EUR 2,879 12,717

Trade and service liabilities USD 182 564 USD 152 672


Data in PLN ‘000

70

54.4. Financial instruments - credit

risk (PLN '000) 31.12.2012 31.12.2011

Exposures under credit risk, which in a breakdown per one contractor

constitute more than:

exposures <3% of the balance

3%< exposures <20% of the

balance

exposures > 20% of the

balance

exposures <3% of the

balance

3%< exposures <20% of the

balance

exposures > 20% of the

balance

Receivables 25,293 13,967 - 24,709 7,272 -


Assets held to maturity - - - - - 19,323

Assets held for sale - - - - - -

Assets measured at fair value by the profit and loss account

- - - - - -

55. Remunerations of key personnel and entities authorised to audit financial statements

55.1. Remuneration of key personnel of the parent company

excluding Supervisory Board (PLN'000)

31.12.2012 31.12.2011

Base remuneration

Bonuses Other Base

remuneration Bonuses Other

Members of the Board

- Andrzej Sielski 432 - - 372 94 52

- Adam Dombrowski 432 25 - 144 50 -

- Andrzej Pożarowszczyk 300 - - 268 33 -

- Jerzy Pożarowszczyk 297 - - 200 - -

- Marcin Rusiecki 21 - - - - -

- Grzegorz Malczyk - - 53 210 101 42

55.2. Remuneration of Members of the Supervisory Board of the parent company


31.12.2012

31.12.2011

PLN'000

PLN'000

- Grzegorz Bielowicki 65

60

- Tomasz Firczyk 53

49

- Zbigniew Janas 52

41

- Tomasz Kapliński -

33

- Krzysztof Kurowski 36

37

- Leszek Iwaniec 46

37

- Jacek Tomasik 46

24

- Jerzy Markiewicz 3

-

55.3. Remunerations of members of key personnel of the parent company received in subsidiaries and affiliates


31.12.2012

31.12.2011

PLN'000

PLN'000

Members of the Board - Andrzej Sielski 3

-

Members of the Supervisory Board

- Grzegorz Bielowicki 13

-

- Tomasz Firczyk 13

-


Data in PLN ‘000

71

55.4. Remunerations of entities authorized to audit financial statements


31.12.2012

31.12.2011

PLN'000

PLN'000

For the review and audit of the financial statement 90

74

By title of other services 47

19

Total remunerations 137

93

56. Employment

56.1. Average employment in full time equivalents Period ending Period ending

31.12.2012

31.12.2011

Blue-collar workers 307

294

White-collar workers 141

132

Total average number of full time equivalents 448

426

56.2. Employment in persons State as at

State as at

31.12.2012

31.12.2011

Blue-collar workers 300

248

White-collar workers 144

128

Total number of people 444

376

57. Differences between the information disclosed in the consolidated financial statement, and the previously prepared and published consolidated financial statements

57.1. Differences between the data presented in the financial statement, and the previously prepared and published financial data

Period ending Period ending Period ending

31.12.2011 31.12.2011 31.12.2011

PLN'000 PLN'000 PLN

Net profit

Equity

EPS

Values resulting from published statements

15,205

94,585

0.62

Adjustment relating to the redemption of a technology credit

(970)

(2,574)

(0.04)

Values presented in this financial statement

14,235

92,011

0.58

Detailed information was presented in Note No. 14.


Data in PLN ‘000

72

58. Events after the balance sheet date In accordance with IAS 10, events after the balance sheet date include all events that occurred after the balance sheet date until the financial statements were approved for publication.

Restructuring in the subsidiary, WIRBET S.A. WIRBET S.A. commenced the restructuring process aiming at the liquidation of the branch in Piła and moving the production from the branch in Piła to the seat in Ostrów Wielkopolski. The Supervisory Board of WIRBET S.A. adopted a resolution No. 2/2013 regarding the liquidation of the branch in Piła and the Company's Board adopted a resolution No. 8/2013 in the aforementioned matter. Moving of the production from Piła and its launching in Ostrów Wielkopolski is planned till the end of March 2013. During that time a termination process of employment contracts will be performed in relation to the employees. Till the date of the consolidated financial statement no decisions were made in relation to the assets and property left in Piła which will be designated for sale or physical liquidation. The purpose of the reorganisation is cost optimisation of Company's operations with a concurrent increase in production capacities. The book value of the fixed assets subject to restructuring amounts to PLN 1,649,404.

SIGNATURES OF ALL THE BOARD MEMBERS

Date Name Position Signature

2013.03.05

Andrzej Sielski

President of the Board

2013.03.05

Adam Dombrowski

Vice-president of the Board

2013.03.05

Andrzej Pożarowszczyk


2013.03.05

Marcin Rusiecki


SIGNATURE OF THE PERSON KEEPING ACCOUNTS

Date Name Position Signature

2013.03.05

Dorota Kania

Chief Accountant

Documents

RADPOL Capital Group · 2014. 3. 30. · RADPOL Capital Group Consolidated financial statement for the period of 2012-01-01 to 2012-12-31 Data in PLN ‘000 3 27. OTHER FIXED ASSETS