Annual Report 2011 Factoring KB, a.s.

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1 Factoring KB, a.s. Partnership matters

2 Contents Company Profile 2 Selected Economic Indicators 3 Introduction from the Chairman of the Board of Directors 6 Report of the Board of Directors 8 Strategic Targets for Most Significant Events of Development of the Market and the Company s Position on the Market 9 Business Activities 12 Marketing Activities 12 Product Base 12 Information Technology 13 Human Resources 13 The Financial Situation and Economy Results Commentary 13 Corporate Governance 14 Organizational Chart 16 Ownership Structure 17 Sworn Declaration Supervisory Boards s Report 18 Financial Section 19 Contacts Factoring KB, a.s. Lucemburská 1170/ Praha 3 Tel.: Fax: Internet: Komerční banka, a.s. Na Příkopě 33, Praha 1 Tel.: Fax: Internet: ADDITIONAL INFORMATION Information on Factoring KB s products and services are available at

3 1 Factoring KB, a.s Company turnover reached CZK 16,096 million, % year-on-year increase. Company profit after tax in 2011 was CZK 69,699 thousand. Year-on-year increase in profit reached %. Company market share was 12.6%. Turnover of domestic FACtoring (CZK mil.) Turnover of international FACtoring (CZK mil.) , , , , , , ,000 4,000 6,000 8,000 10,000 12,000 14, ,000 1,500 2,000 2,500 3,000 The Company was established with the aim of providing a range of factoring services comprising purchase, administration, collection and financing of receivables, including risk assumption within the scope of the insolvency or recalcitrance of local or foreign debtors.

4 2 Factoring KB, a.s. Company Profile Factoring KB, a.s. (hereinafter the Company ), was founded as a wholly owned subsidiary of Komerční banka, a.s. Since its foundation the Company has been a member of the parent bank s financial group, and since 2002 it has been an active member of the financial group Société Générale Banque (hereinafter Société Générale ). Membership in both financial groups has significantly influenced the overall development of the Company and has also brought new impetus for expanding cooperation with other members of the group at home and abroad. Key Information Business name Factoring KB, a.s. Legal form Joint-stock company Business Registration No. (IČ) Registered office Lucemburská 1170/7, Prague 3 Date of incorporation 4 August 1997 Registered capital CZK 1,184,000,000 Membership of associations: Factors Chain International (hereinafter FCI ) since 30 June 2000 Asociace factoringových společností ČR (hereinafter AFS ) since November 2000 Česká leasingová a finanční asociace (hereinafter ČLFA ) since June 2005 The Company was established with the aim of providing a range of factoring services comprising purchase, administration, collection and financing of receivables, including risk assumption within the scope of the insolvency or recalcitrance of local or foreign debtors. The Company offers its services predominantly to Czech businesses and, within its FCI membership, also provides selected services to other members of the international group. Strategic Targets for 2012 Factoring KB will continue in its policy of full use of the synergies existing within FG KB and FG SoGé with the aim of offering top quality services and products that will meet the financial needs of its clients.

5 3 Factoring KB, a.s. Selected Economic Indicators UNIT Total assets CZK million 7, , , Registered capital CZK million 1, , , Equity CZK million 1, , , Profit/Loss CZK million Profit after tax CZK million Market share % Total turnover* CZK million 16, , , Turnover of domestic factoring CZK million 13, , , Turnover of international factoring CZK million 2, , , Level of provisions CZK million Total revenues** CZK million Total costs*** CZK million Average number of employees number Note: * Turnover means the purchase of short-term account receivables at nominal value. ** The amount does not include revenues associated with the sale of re-assignment of account receivables. *** The amount does not include costs associated with the sale of re-assignment of account receivables. Total revenues (CZK mil.)** Total costs (CZK mil.)***

6 Jiří Zikmund Ceo We have been working with Factoring KB for three years and the basis of our cooperation is the financing of account receivables for our biggest and most creditworthy partners. In our company TOPAGRI s.r.o., we have gradually achieved 70% of total turnover. Now, we are planning the expansion of our cooperation with Factoring KB with our other company KVERNELAND GROUP CZECH s.r.o.

7 TOPAGRI s.r.o. TOPAGRI s.r.o. is the exclusive importer of the Finnish tractor brand Valtra. It also imports the farm machinery brands Kuhn and Marathon and forestry machinery brands Pfanzelt, Ahwi and Junkkari. Our company supplies to end customers through twenty contractors in the Czech Republic. TOPAGRI s.r.o. is located in Beroun with its Sister Company KVERNELAND GROUP CZECH s.r.o. which is the exclusive importer of almost the entire range of agricultural machinery from the Norwegian company KVERNELAND GROUP. In addition, it imports and sells through a network of contract partners the machine brands of McConnell, Hatzenbichler and VanDaele, which are used both in the agriculture and in the municipal sector.

8 6 Factoring KB, a.s. Introduction from the Chairman of the Board of Directors Dear Ladies and Gentlemen, Esteemed Business Partners, I am honored to present you with the Annual Report of Factoring KB, a.s. for The Czech economy continued its slight growth in 2011, which started in the second half of 2010 after its downturn in At the end of 2011, there was a clear economic downturn again, and a continuation of this negative trend in the development of the gross domestic product of the Czech Republic can be expected in The year 2011 was a very successful year for the factoring market in the Czech Republic and in particular for our company. During this period we generated a turnover of CZK 16 billion and profit increased to CZK 69.7 million. We saw significant revenue growth when compared with the planned values. We managed to reduce operating costs by 5% and we achieved very good results for the cost of risk. In 2011, we generated the highest annual increase in sales since the establishment of our company with an excellent 34%. It was also a year of dynamic growth in trade volume in cooperation with our two commercial insurance companies Coface and Atradius. I also very positively assess the further developments within the Komerční banka, a.s. group. In conclusion, I would like to thank all my colleagues and especially our clients for their cooperation in 2011 and wish them much happiness and success in the coming period. Sincerely, Miloslav Kukla CEO I assume that the year 2012 will be economically affected by the expected negative development of the gross domestic product of the Czech Republic and the European Union. Despite the stagnant Czech and European economy, however, and with regard to our efficient business activities, particularly in cooperation with Komerční banka, a.s., I predict a continuation of growth in turnover in 2012 the basic business indicator of our company. I also expect annual revenue growth and a slight increase in operating costs in I assume we will keep to the budget for the cost of risk for this year. Our company will continue with the full implementation of some modified factoring products in 2012 and our target will be a more extensive education in the field of international factoring. We would like to take advantage of our small company in the sense of the ability to respond flexibly to the needs of our existing and new clients in the Corporate and Top Corporate segments. We will strive to implement electronic factoring for the best clients in order to minimize operating costs and remain fully competitive.

9 7 Factoring KB, a.s. The year 2011 was a very successful year for the factoring market in the Czech Republic and in particular for our company. During this period we generated a turnover of CZK 16 billion and profit increased to CZK 69.7 million.

10 8 Factoring KB, a.s. Report of the Board of Directors Year 2011 was marked by economic growth in comparison with the previous year. The year 2011 was marked by the growth of the Czech economy and was especially noticeable for the growth of industrial production. There was record growth in the automotive industry and vehicles in general, positive growth in machinery manufacturing and equipment and Czech export developed very well too. Production volume growth was evident in the growth of goods volume delivered by clients of factoring companies, which in turn had a positive impact on the overall factoring market in the Czech Republic. Factoring KB, a.s. has historically achieved the highest sales growth in the turnover of factoring business, which achieved a 34% year-onyear increase, and was thus higher than the growth of the Czech factoring market. This major shift reflects economic growth and was primarily the result of fundamental changes in cooperation with Komerční banka, a.s., both in acquisitions and in other areas such as marketing, risk management etc. Growth was influenced by both increasing the trading volume generated by current clients, who supplied their goods at higher volumes than in previous years, and by new clients who were interested in factoring, and so more new contracts were concluded. The expanded modifications of existing products according to clients requirements also contributed to the revenue growth. The company continues to use the services of commercial insurers Coface and Atradius. With regard to this partnership the company was able to provide its clients not only with financing but also with the insurance against the insolvency of their customers. The development of the national economy in 2011 positively affected the overall approach of insurance companies to risk assessment. The Company was also able to broaden active cooperation with some partner factoring companies under the FCI, the largest network of factoring entities in the world, and to offer its clients another alternative to ensure against the risk of insolvency of their customers or, conversely, to provide credit cover for Czech importers to foreign factoring partners. With regard to active acquisition policy of the company in 2011, a good foundation has been set for further growth of factoring turnover in The development of the factoring business as well as the company s turnover will, however, continue to be affected by the trends of the Czech economy, especially by industrial production and trade. We expect growth in the factoring business in 2012, but it is likely that due to the Czech economy s outlook for 2012 this growth will not be as dynamic as in A major change was the implementation of various projects within the FG KB, thanks to which factoring became fully comparable with other products throughout the whole financial group; a higher and more flexible level of risk assessment was achieved and a higher volume of joint marketing activities was carried out. +34% Factoring KB, a.s. has historically achieved the highest sales growth in the turnover of FACtoring business, which achieved a 34% year-on-year increase, and was thus higher than the growth of the Czech FACtoring market.

11 9 Factoring KB, a.s. STRATEGIC TARGETS FOR 2012 Our activities in 2012 will focus on meeting the following strategic goals: Continue to offer high quality services in conformity with international standards within the Ambition 2015 project Continue to seek and take full advantage of synergic potential within the Financial Group Komerční banka, a.s. (hereinafter the FG KB) and Financial Group Société Générale (hereinafter the FG SoGé) Continue in cooperation with Komerční banka, a.s., in financing the Small Business segment (hereinafter Top Small Business) Focus on new opportunities in the health sector Search for new opportunities for export financing and increase the volume of import factoring. Factoring KB will continue in its policy of full use of the synergies existing within FG KB and FG SoGé with the aim of offering top quality services and products that will meet the financial needs of its clients. Close cooperation with other factoring companies within the FG SoGé or within the network of FCI enables us to offer high quality services and to respond promptly to new client s demands. A strong background within the financial group provides not only synergies in the acquisition process or marketing areas, but also the use of the latest IT solutions, etc. In recent years the Company has launched a program focusing on Top Small Business and the implementation of this project in the second half of the year 2011 enables a better utilization of this segment in the upcoming years. Financing of export and import activities through factoring is experiencing a growing trend. With regards to the favorable trend in the country s exports and the potential of our cooperation with commercial insurers and collaboration within the FCI we see an opportunity for further growth. An equally important event for the year 2012 is the relocation of the headquarters and all of the activities of the company to a new location and the fifteenth anniversary of the company. MOST SIGNIFICANT EVENTS OF 2011 The year 2011 was, contrary to the previous ones, positively influenced by the growth of the economy, production and export. This fact was important for the further positive development of the whole factoring market. This year was a year of positive developments for the company and after two years of the recession there was a visible recovery and growth. There was a change in the composition of the Company s Board of Directors during the year. Former member and Vice Chairman of Board of Directors Mr. Václav Tomandl left the company at the end of the Year 2010 and Ms. Věra Jahnová was appointed as a new Member of the Board of Directors in March There were also changes in the Supervisory Board during the year. We saw significant revenue growth when compared with the planned values. We managed to reduce operating costs by 5% and we achieved very good results for the cost of risk. In terms of a higher level of caution a number of measures were introduced that led to more effective monitoring and risk assessment. The year 2011 was also a year of development and modification for some factoring products. The company implemented some new forms of non-recourse factoring. For the most important clients a new type of factoring was implemented, which is based solely on electronic communication and does not require paper documents from the client or company. The year 2011 was extremely successful for both business volume and profit. The company achieved significant growth in turnover, which could not have been achieved without high quality services. This illustrates the growing volume of business with existing clients who have been using the services for a number of years. The company s aim was to offer both domestic factoring products and increase the volumes of export and import factoring products. The international factoring share grew from 14.5% to 17.5% in parallel with the overall growth in total volume of factoring transactions. In the second half of the year a new form of cooperation with Komerční banka, a.s. was implemented in terms of project Financing of Top Small Business by Factoring. DevelopMENT OF THE MARKET AND THE COMPANY S POSITION ON THE MARKET* The factoring market in the Czech Republic reflects the trend in turnover of factoring companies members of AFS (the Association of Factoring Companies in the Czech Republic). The total turnover achieved by those members for 2011 increased by 14.5% compared to 2010 and showed signs of growth. Some factoring companies reinforced their position, especially those operating within strong parent bank institutions. On the other hand, two companies have announced the conclusion of their factoring business during Factoring KB with its increase of 34% recorded the highest growth in its history, and also strengthened its market share from 10.8% to 12.6%. * non-audited data

12 Richard Gross GeneRAl MAnAGeR We have been working with Factoring KB for four years and this service brings us comprehensive care for our account receivables. We are able to offer our clients longer maturities and we can plan cash flow more effectively.

13 GROSS STAHL s.r.o. The company GROSS STAHL s.r.o. has been operating on the domestic market since It deals with the sales and distribution of iron and steel material it provides supplies in particular for machine production. It has its own service center in Rakovník focusing on structural, stainless and alloy steel. The company offers materials from the warehouse or directly from producers in various European countries. This is the supply of materials according to EN and ultrasound tests or other tests required by the customer. The company s service also includes delivery to the destination, even if in the case of very large cargo. In addition, the company offers services and technical consultancy for the supply of metallurgical materials. The system of sales and services in the company has been certified since 2003 according to ČSN EN ISO 9001:2001.

14 12 Factoring KB, a.s. BUSINESS ACTIVITIES* Factoring KB, a.s. achieved turnover of CZK million in 2011, which is an increase of 34% compared to This extraordinary success has been achieved mainly by intensifying synergic cooperation with Komerční banka, a.s. All products participated in the growth of this turnover. There was increase in the volume of domestic factoring by 29%, and especially international factoring, which in comparison with 2010 increased by 60%. Within international factoring, mainly import factoring, based on cooperation with partner factoring companies and FCI members, grew. From the perspective of the particular client segments the highest turnover was generated by the Corporate segment (hereinafter Corporate) which includes medium and large corporations. The share of this segment achieved 72% of total turnover. The second most important segment was Top Small Business in which the new project Profi Factoring was implemented. This product represents a promising area for further growth in The share of trades which was carried out by clients from the largest corporations segment (hereinafter Top Corporate) was 4.2%, and is a challenge for the future expansion of individual offers of factoring services according to the specific needs of each client in this segment. Trading volume of non-recourse factoring grew in year-onyear comparison by 45% and the total volume of this factoring product increased from 25 to 27%. Recourse factoring volume increased by almost 30% compared to the year MARKETING ACTIVITIES* The marketing activities of Factoring KB, a.s. are determined by a narrow target group which has been offered our products. It is a selective clientele in Corporate and also the Top Corporate or Top Small Business segments. The aim of marketing is to reach these groups through articles, advertisements or export conferences. One possible way is also through raising awareness of factoring products and services among relationship managers in Komerční banka, a.s. and therefore the company continued their training in Emphasis was placed on close effective cooperation with them, which was helped by a new method for the evaluation and reporting of common business activities. We also supported competitions in factoring products sales among relationship managers of all business segments. We continuously compared the product offer of our company with other factoring companies operating on the Czech market, and thereby we determined their competitiveness. Factoring products were presented at export conferences and seminars organized for the clients of Komerční banka, a.s., in cooperation with CzechTrade, focusing on sectors which are interesting for our business activities. A significant part of the budget was devoted to strengthening customer loyalty, which included among other things a theatre performance at the end of the year The charitable foundation cooperated in the production of New Year Cards (support for disabled children social care clients with mental or physical disabilities), purchasing calendars Honour to Hollar 2012 (financial aid for a mixed choir of blind people) and we continued in supporting a disabled cyclist. PRODUCT BASE Products offered in 2011 corresponded with competitive factoring companies and flexibly responded to market demands, as well as to the individual demands of specific clients. Our company s product range in 2011 included the following products: Recourse factoring Domestic Export Non-recourse factoring Domestic Domestic with Insurance Export with Insurance Export with Insurance in Two-Factors System FCI Import factoring Modified forms of factoring Frame Reverse Balance Non-notified This product range is supported by an interactive electronic client tool efactoring. The promotion of the company was continuously provided in the online environment of Seznam.cz and Google.cz. The company presentation was placed in the catalogues of companies, and Pay Per Click advertising was also used. A major reconstruction of web pages was implemented in cooperation with the internet service provider of Komerční banka a.s. FG Forrest. Their appearance and site design were customized for the corporate web sites of Komerční banka a.s. and both qualitative and quantitative changes are visible. * non-audited data

15 13 Factoring KB, a.s. INFORMATION TEChnoloGY In 2011, during the regular renewal of computer equipment based on the extended end of the life cycle, permutation of the first half of laptops and workstations was realized. The equipment was acquired in cooperation with the Sourcing department of Komerční banka, a.s., and they are ensured on service-level adequate standards of FG KB. In the area of Business Continuity Planning (hereinafter BCP) a regular annual test of the activation of the alternative work place enabling emergency crisis team, designed to deal with a prolonged unavailability of the company headquarters and its computer system, took place. Implementation of the expansion of BCP regarding the securing of key contractual documents continued, and after conversion to electronic form these documents should be stored in appropriately secure areas outside of the headquarters. The main information system Faktor, providing back-office processing of client receivables, was promoted to version , which was supplemented by a management client card, support for auto cooperation with the insolvency register and also the promotion of the user interface system. management of the company and individual departments can be considered as a stabilizing element of Factoring KB, a.s. so we have all the necessary tools to handle the more challenging tasks that lie ahead. In many areas, we continued to benefit from close cooperation across FG KB, as well as within the FG SoGé. THE FINANCIAL SITUATION AND ECONOMY RESultS COMMENTARY In the year 2011, Factoring KB, a.s. achieved a significant improvement in financial results in comparison with the previous year. This improvement reflects an increased volume of purchased invoices and provided advance payment. The company s revenue increased from CZK 9,402 thousand in the year 2011 to CZK 69,999 thousand in the year Factoring KB continued with strict cost control and managed to reduce operating and labor costs in comparison with the planned values. Comprehensive income was positively influenced by a major reduction of the costs of risk compared with the year The balance sheet value of adjustment items related to overdue receivables or debtors receivables with deteriorated financial condition decreased from CZK 176,667 thousand in 2010 to CZK 175,453 thousand in the year The main electronic communication channel efactoring has been upgraded to version which includes in particular corrections of the rules for operating certificates and security. On-line blocking of a client certificate was allowed and the procedure for its renewal was modified. The CRM system has been upgraded to version 2.8, which mainly extends the support of client risk department assessments and the change of client s business risks control. In 2011, standardization of the methodology according to the parent company continued in cooperation with the Project Management & Organization Office of Komerční banka, a.s. With regard to the planned headquarters relocation and centralization of data centers within FG KB, cooperation with various departments of Komerční banka, a.s. was established. HUMAN RESOURCES The year 2011 was one of the most active years in the personnel area. In January 2011, the Supervisory Board was completed by Ms. Iveta Ocásková and at the end of the year another member of the Supervisory Board Mr. Petr Kulhánek was replaced by Mr. Adam Fiedler. The Board of Directors was also strengthened by Ms. Věra Jahnová in March. There were some maternity leaves and retirements during the year. In exchange for these employees we employed university graduates and one experienced colleague from the parent bank. Factoring KB, a.s. relied on its high-quality team of nearly 40 employees. Their average number per year was 38. We continued to create an ideal working environment for the activities of our colleagues and in providing attractive employee benefits. The

16 14 Factoring KB, a.s. Corporate Governance Board of Directors Miloslav Kukla CEO Marcela Chalušová Member of the Board of Directors Věra Jahnová Member of the Board of Directors Changes in the composition of the Board of Directors Věra Jahnová Member of the Board of Directors Since 1 March 2011 Supervisory Board Jana Švábenská Chairman of the Supervisory Board Until 31 December 2011 Iveta Ocásková Member of the Supervisory Board Since 1 January 2011 Petr Kulhánek Member of the Supervisory Board Until 11 December 2011 Adam Fiedler Member of the Supervisory Board Since 12 December 2011

17 15 Factoring KB, a.s. Board of Directors Miloslav Kukla Chairman of the Board of Directors and CEO Ú Marcela Chalušová Member of the Board of Directors Věra Jahnová Member of the Board of Directors

18 16 Factoring KB, a.s. Organizational Chart Factoring KB, a.s. CEO Secretariat Human Resources Unit IT Unit Trade Risks Unit Finance Department Client Risk Department Sales and Marketing Department Customer Service Department Customer Service International Unit Customer Service National Unit

19 17 Factoring KB, a.s. Ownership Structure A general meeting was held once in 2011, on 19 April. The meeting approved the Financial Statements for 2010 and the Report of the Board of Directors on Company operations and assets for In addition, it decided on the distribution of profits and acknowledged the Report of the Supervisory Board and the Report on Related Parties. The Company determined that Ernst & Young, s.r.o. would be the external auditor for Shareholder Komerční banka, a.s. 100% ownership interest Sworn Declaration Factoring KB, a.s. hereby confirms that all information and data included in this Annual Report is accurate and complete. The Company also confirms that the document comprises all events that might have a material impact on investors decisions. Furthermore, Factoring KB, a.s. confirms that no subsequent events have occurred that might adversely affect the Company s financial position, or other changes that might influence a fair and accurate assessment of the financial position of Factoring KB, a.s. Prague, 10 May 2012 Signed on behalf of the Board of Directors: Miloslav Kukla Chairman of the Board of Directors and Chief Executive Officer Marcela Chalušová Member of the Board of Directors Věra Jahnová Member of the Board of Directors

20 18 Factoring KB, a.s Supervisory Board s Report The Supervisory Board of Factoring KB, a.s. carried out on an ongoing basis the tasks assigned to it by the Commercial Code and the Company s Article of Association. The Supervisory Board performed the regular supervision of the Company s activities, approved the strategic plans of the Company and presented its proposals and suggestions to the Board of Directors in order to improve the Company s operations. Having examined the Company s annual financial statements for the period from 1 January to 31 December 2011, and considering the external auditor s report on the annual financial statements, the Supervisory Board states that the accounting records and evidence were maintained in a conclusive manner and in accordance with the generally applicable rules regulating the accounting of non-financial institutions. The accounting records express truly in all material respects the Company s financial situation as at 31 December The Supervisory Board further reviewed the Report on Related Parties for the period from 1 January to 31 December 2011 prepared by the Company as a controlled entity under Section 66a, Subsection 9 of the Commercial Code. The Supervisory Board states that on the basis of its review it has not found any materially incorrect information disclosed in that Report and that the Board of Directors of the Company has not identified, based on its evaluation of the relationships, any damages caused to the Company in its relations with the controlling entity. Having reviewed the proposal of the Board of Directors for the profit appropriations, the Supervisory Board recommends to the sole shareholder the approval of the Board of Directors proposal for the profit appropriations as follows: After-tax profit (loss) 69,698, CZK Contribution to the reserve fund: 5% 3,484, CZK Contribution to the welfare fund: 3.5% (3.5% from the payroll volume are contributed, incl. royalties for the statutory bodies: 23,520, ,000 = 23,889,399) 836, CZK Retained earnings of the 2011 year 65,377, CZK The Supervisory Board recommends that the General Meeting approve the Company s annual financial statements for Prague, 26 March 2012 Iveta ocásková Chairman of the Supervisory Board

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