CAPITAL GROUP POLSKIE GÓRNICTWO NAFTOWE I GAZOWNICTWO S.A. WARSAW, UL. M. KASPRZAKA 25 - PDF

Description
CAPITAL GROUP POLSKIE GÓRNICTWO NAFTOWE I GAZOWNICTWO S.A. WARSAW, UL. M. KASPRZAKA 25 CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2009 FINANCIAL YEAR WITH AUDITOR S OPINION AND AUDIT REPORT TABLE OF CONTENTS

Please download to get full document.

View again

of 17
All materials on our website are shared by users. If you have any questions about copyright issues, please report us to resolve them. We are always happy to assist you.
Information
Category:

Public Notices

Publish on:

Views: 22 | Pages: 17

Extension: PDF | Download: 0

Share
Transcript
CAPITAL GROUP POLSKIE GÓRNICTWO NAFTOWE I GAZOWNICTWO S.A. WARSAW, UL. M. KASPRZAKA 25 CONSOLIDATED FINANCIAL STATEMENTS FOR THE 2009 FINANCIAL YEAR WITH AUDITOR S OPINION AND AUDIT REPORT TABLE OF CONTENTS AUDITOR S OPINION... 3 REPORT SUPPLEMENTING THE OPINION ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS OF THE CAPITAL GROUP POLSKIE GÓRNICTWO NAFTOWE I GAZOWNICTWO S.A. FOR THE 2009 FINANCIAL YEAR... 6 I. GENERAL INFORMATION Details of the audited Company Information about the consolidated financial statements for the previous financial year Details on the authorized entity and the certified auditor acting on its behalf Availability of data and management s representations Economic and financial position of the Capital Group II. DETAILED INFORMATION Information on the audited consolidated financial statements Consolidation documentation Justification of the opinion issued Completeness and correctness of drawing up notes and explanations and the report on the activities of the Capital Group Final information and findings CONSOLIDATED FINANCIAL STATEMENTS OF THE CAPITAL GROUP POLSKIE GÓRNICTWO NAFTOWE I GAZOWNICTWO S.A. FOR THE 2009 FINANCIAL YEAR 1. Consolidated statement of financial position 2. Consolidated income statement 3. Statement of changes in consolidated equity 4. Consolidated statement of cash flow 5. Additional information and explanations REPORT ON ACTIVITIES OF THE CAPITAL GROUP Deloitte Audyt 2 AUDITOR S OPINION To the Shareholders, Supervisory Board and Management Board of Polskie Górnictwo Naftowe i Gazownictwo S.A. We have audited the attached consolidated financial statements of the Capital Group the Capital Group Polskie Górnictwo Naftowe i Gazownictwo S.A. with the registered office in Warsaw, ul. M. Kasprzaka 25, acting as a parent, including: consolidated statement of financial position prepared as of 31 December 2009, with total assets and liabilities plus equity of PLN 31,082,170 thousand, consolidated income statement for the period from 1 January 2009 to 31 December 2009, disclosing a net profit of PLN 1,203,606 thousand, consolidated statement of comprehensive income for the period from 1 January 2009 to 31 December 2009, disclosing a comprehensive income of PLN 1,217,327 thousand, statement of changes in consolidated equity for the period from 1 January 2009 to 31 December 2009, disclosing an increase in equity of PLN 686,123 thousand, consolidated cash flow statement for the period from 1 January 2009 to 31 December 2009, showing a net cash outflow of PLN 224,547 thousand, additional information and explanations. Preparation of these financial statements is the responsibility of the Management Board of the Parent. Our responsibility was to audit and express an opinion on the accuracy, correctness and clarity of these consolidated financial statements. The consolidated financial statements were drawn up using the full method for 23 subsidiaries (including one indirect subsidiary) and the equity method for one associate and one indirect subsidiary. The financial statements of 14 subsidiaries, one associate and one indirect subsidiary were subject to review by other entities authorized to audit financial statements. We received financial statements of these subsidiaries and associates as well as opinions resulting from audit of these financial statements. Our opinion on the audit of the consolidated financial statements in respect to the data of these entities is based on opinions of certified auditors authorized to perform their audit. The data from the financial statements of subsidiaries in the case of which our audit was fully based on opinions of other certified auditors account for 4.66% and 9.58% of consolidated assets and consolidated sales revenues before consolidation adjustments, respectively. Our audit of the consolidated financial statements was planned and performed in accordance with: 3 section 7 of the Accounting Act of 29 September 1994 (Journal of Laws from 2009, No. 152, item 1223 with subsequent amendments), auditing standards issued by the National Council of Certified Auditors in Poland in such a way as to obtain reasonable and sufficient basis for expressing an opinion as to whether the consolidated financial statements were free of material misstatements. Our audit included in particular examination of the consolidation documentation supporting the amounts and disclosures in the consolidated financial statements, assessment of the accounting principles (policy) applied in the preparation of the consolidated financial statements, related material estimates as well as evaluation of the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion. In our opinion, the audited consolidated financial statements of Capital Group Polskie Górnictwo Naftowe i Gazownictwo S.A. for the 2009 financial year were prepared in all material respects in accordance with the International Financial Reporting Standards as endorsed by the European Union and give true and fair view of all information essential for evaluation of the economic and financial standing as well as the financial profit/loss of the Capital Group as at and for the period of 12 months ended 31 December Without qualifying the accuracy and fairness of the audited consolidated financial statements, we would like to point out the information presented Note 6, in which the Parent s Management Board has presented factors resulting in uncertainty of assumptions on which measurement of shares in SGT EuRoPol Gas S.A. co-subsidiary was based. Measurement of the shares was based on assumptions and future events beyond control of the Parent, whose effects could not have been clearly projected as at the date of the consolidated financial statements. The Parent s Management Board explained also reasons of having made impairment write-downs on the shares of the cosubsidiary. The Report on the Capital Group s activities in the 2009 financial year is complete in the meaning of Article 49 clause 2 of the Accounting Act and Finance Minister s Ordinance of 19 February 2009 on current and periodic information published by issuers of securities and the rules of equal treatment of the information required by the laws of non-member states and consistent with the underlying information disclosed in the audited consolidated financial statements. Maria Rzepnikowska Certified Auditor No. 3499/1028 represented by Entity entitled to audit financial statements entered under number 73 on the list kept by the National Council of Certified Auditors Warsaw, 3 March The above audit opinion together with audit report is a translation from the original Polish version. In case of any discrepancies between the Polish and English version, the Polish version shall prevail. 5 REPORT SUPPLEMENTING THE OPINION ON THE AUDIT OF THE CONSOLIDATED FINANCIAL STATEMENTS OF THE CONSOLIDATED FINANCIAL STATEMENTS OF THE CAPITAL GROUP POLSKIE GÓRNICTWO NAFTOWE I GAZOWNICTWO S.A. FOR THE 2009 FINANCIAL YEAR I. GENERAL INFORMATION 1. Details of the audited Company The Capital Group s Parent Entity operates under the name Polskie Górnictwo Naftowe i Gazownictwo S.A. The Company s registered office is located in Warsaw, ul. M. Kasprzaka 25. The Company operates as a joint stock company established by the notarized deed of 1 October 1996 before notary public Paweł Błaszczak in Warsaw (Repertory A No /96). The Company was registered in the Commercial Register kept by the District Court, XVI Business and Registry Department in Warsaw, RHB number 48382, based on the decision of 27 December Currently, the Company is recorded in the enterprise register kept by the District Court of the capital city of Warsaw, XII Business Registry Division of the National Court Register in Warsaw under number KRS The Company has a tax identification number NIP: , assigned by the Second Tax Office Warszawa-Śródmieście on 22 November The REGON number assigned to the Company by the Statistical Office on 14 November 1996 is: The Company operates based on the provisions of the Code of Commercial Companies. The scope of the Company s business activities in accordance with its Articles of Association includes: production of crude oil, production of natural gas, services related to mining of crude oil and natural gas fields, mining of sulphur-bearing materials, other mining, n.e.c., manufacturing of crude oil refined products, processing of crude oil refined products, services related to installation, repair and maintenance of plant for mining and building industry, production of electricity, transmission of electricity, distribution of electricity, production of gas fuels, distribution of gas fuels through a network, production of heat (steam and hot water), distribution of heat (steam and hot water), geological and engineering excavations and drillings, Deloitte Audyt 6 general construction work in respect to line structures: pipelines, power lines, electrical traction and telecommunication transmission lines, general construction work in respect to line structures: pipelines, power lines, electrical traction and telecommunication industry lines, central heating and ventilation installations, gas installations, service and repair of motor vehicles, retail fuel sales, wholesale of solid, liquid and gas fuels as well as derivative products, wholesale of semi-finished products, other specialized wholesale, hotels and motels with restaurants, hotels and motels without restaurants, cargo road transport with specialized vehicles, cargo road transport with general-purpose vehicles, pipeline transport, warehousing and storage of goods in other storage areas, travel agencies, fixed line telephony and telegraphy, mobile telephony, data transmission, information and communication technology, radio communications, research and development work in technical science, geological and exploration activity, surveying and mapping, rental of real property on own account, management of residential property, management of non-residential property, buying and selling of property on own account, non-public libraries, archive services, museums, technical tests and analyses, lease of the Company s assets dedicated to the transmission of energy and gas, other financial brokerage services, holdings, other printing operations, n.e.c., DTP and typesetting services, auxiliary graphics services, service activity related to installation, repair and maintenance of measurement, control, research, testing and navigation instruments and equipment, heating, water, ventilation and gas installations, brokerage sales of fuels, ore, metals and industrial chemicals, brokerage sales of miscellaneous goods, wholesale trade of metal products and equipment as well as additional plumbing and heating equipment, other retail sale in non-specialized stores, finance lease, auxiliary financial services related to insurance and pension-retirement funds, rental of machines and equipment, data processing, Deloitte Audyt 7 database related services, other IT-related services, accounting and bookkeeping services, advertising, Call Center services, other commercial activity, n.e.c., property management services, other short-term accommodation, n.e.c. In the audited period, the Company business activity included exploration and exploitation of crude oil and gas fields, general construction work regarding pipelines and mines, sales of crude oil and natural gas, lease of the Company s assets dedicated to transmission of energy and gas. As at 31 December 2009, the Company s equity amounted to PLN 5,900,000,000 and was divided into: 1) 4,250,000,000 A series bearer shares with face value of PLN 1 each, 2) 750,000,000 A1 series bearer shares with face value of PLN 1 each, 3) 900,000,000 B series bearer shares with face value of PLN 1 each. As at 31 December 2009, the Company s shareholders included: State Treasury 72,94% of shares, Publicly traded shares 27,06% of shares. No changes in the Company s share capital took place during the financial year. No changes other than the aforementioned in the Company s shareholding structure took place in the audited period. No changes in the Company s share capital took place after the balance sheet date. As of 31 December 2009, the Capital Group s total equity amounted to PLN 21,402,048 thousand. The Capital Group s financial year is the calendar year. As at the opinion date, the composition of the Company s Management Board was as follows: Michał Szubski - Chairman of the Board, Mirosław Dobrut Vice Chairman of the Management Board, in Charge of Gas Production and Trade, Radosław Dudziński Vice Chairman of Management Board in Charge of Strategy, Sławomir Hinc Vice Chairman of the Management Board in Charge of Finance, Mirosław Szkałuba Vice Chairman of the Board in Charge of HR and Restructuring, Waldemar Wójcik Vice Chairman of the Board in Charge of Oil Mining. The following change in the composition of the Management Board of PGNiG S.A. took place in 2009: On 28 January 2009, the Supervisory Board of PGNiG S. A. appointed Waldemar Wójcik a Member of the Management Board. The above change was filed and recorded in the proper court register. As of 31 December 2009 Polskie Górnictwo Naftowe i Gazownictwo Capital Group included: Deloitte Audyt 8 The Parent - Polskie Górnictwo Naftowe i Gazownictwo S.A., and Subsidiaries: Geofizyka Kraków - 100% of shares, Geofizyka Toruń - 100% of shares, Poszukiwania Nafty i Gazu Jasło - 100% of shares, Poszukiwania Nafty i Gazu Kraków - 100% of shares, Poszukiwania Nafty i Gazu NAFTA in Piła 100% of shares, Dolnośląska Spółka Gazownictwa - 100% of shares, Górnośląska Spółka Gazownictwa - 100% of shares, Karpacka Spółka Gazownictwa - 100% of shares, Mazowiecka Spółka Gazownictwa - 100% of shares, Pomorska Spółka Gazownictwa - 100% of shares, Wielkopolska Spółka Gazownictwa - 100% of shares, Budownictwo Urządzeń Gazowniczych Gazobudowa - 100% of shares, Budownictwo Naftowe NaftomontaŜ % of shares, Zakład Urządzeń Naftowych Naftomet - 100% of shares, PN Diament - 100% of shares, Biuro Studiów i Projektów Gazownictwa Gazoprojekt S.A. 75% of shares, Polish Oil and Gas Company - Libya B.V % of shares, ZRUG Pogórska Wola - 100% of shares, Górnictwo Naftowe - 100% of shares, Geovita - 100% of shares, Bud-Gaz PPUiH in Warsaw - 100% of shares, Zakład Robót Górniczych Krosno - 100% of shares, Ιnvestgas S.A. 100% of shares, PPUiH TURGAZ % of shares, Nysagaz - 51% of shares, PGNiG Norway AS - 100% of shares;. PNIG Energia SA 100% of shares Co-subsidiary: InterTransGas GmbH- 50% of shares, Indirect subsidiaries: Naft-Stal 67.40% of shares held by Budownictwo Naftowe NaftomontaŜ Sp. z o.o., Zakład Gospodarki Mieszkaniowej Piła 100% of shares held by PNiG Nafta, Oil Tech International F.Z.E. United Arab Emirates 100% of shares held by PNiG Kraków, GAZ - 51% of shares held by MSG, Gaz Media - 51% of shares held by MSG, Geofizyka Kraków Libia S.A. 60% of shares held by Geofizyka Kraków, Geofizyka Torun Kish Ltd. 95% of shares held by Geofizyka Toruń and 5% of shares held by PNiG Kraków Powiśle Park - 100% of Soares held by MSG Additionally, the Parent held shares in the following related parties: Associates: Deloitte Audyt 9 SGT EuRoPol Gaz S.A % of Soares (48% - held directly by PGNiG S.A., 1.74% - indirectly through Gas Trading S.A. holding 4% of shares), Gas-Trading S.A % of shares, Sahara Petroleum Technology Llc in bankruptcy 49% of shares, Polskie Elektrownie Gazowe in bankruptcy 48.48% of shares, PFK Gaskon S.A % of shares, GazomontaŜ S.A % of shares, ZRUG Poznań 40.06% of shares, ZWUG Intergaz % of shares, Dewon S.A % of shares, HS Szczakowa S.A. in bankruptcy 33.30% of shares, ZRUG Toruń S.A % of shares, WOC TE-MA 20.97% of shares, PI Gazotech 69.44% of shares.* * PGNiG S.A. holds 46.3% of the total number of votes at Shareholders Meeting of Gazotech Indirect associated entities: Gazobudowa Poznań % of shares held by BUG Gazobudowa, Gazobudowa Kraków % of shares held by BUG Gazobudowa, Naftek in Krosno 44.00% of shares held by BN NaftomontaŜ ; PPU Pertomin Wołomin 40.00% of shares held by PNiG Jasło, Geotermia Stargard Szczeciński 25.00% of shares held by PNiG Jasło, PolGazTelekom S.A. 32,00% of shares held by SGT Europol Gaz S.A., Alfa Center 100% of shares held by PFK Gaskon S.A., Mazowiecki Dom Inwestycyjny 44.44% of shares held by GazomontaŜ S.A., Gas-Trading Podkarpacie 99.04% of shares held by Gas-Trading S.A. BioGas Trading Dunaj 80% of Soares held by Gas-Trading S.A. The consolidated financial statements as of 31 December 2009 included the following entities: a) The Parent - Polskie Górnictwo Naftowe i Gazownictwo S.A. We have audited the financial statements of Polskie Górnictwo Naftowe i Gazownictwo S.A., The Parent, for the period from 1 January to 31 December Following the audit, on 3 March 2010, we issued an unqualified opinion on these financial statements. b) Subsidiaries subject to full consolidation: Name and address of the Company Share in the share capital (in %) Entity that audited the financial statements and type of opinion issued GK GEOFIZYKA Kraków 100,00% Strategia Consulting GEOFIZYKA Toruń 100,00% Grant Thorton Frąckowiak Sp. z o.o Poszukiwania Nafty i Gazu Jasło 100,00% ECA Seredyński i Partnerzy Sp. z o.o. Opinion date GK Poszukiwania Nafty i Gazu Kraków Sp. 100,00% As at the opinion date, no opinion z o.o. Poszukiwania Nafty i Gazu NAFTA Sp. z 100,00% Grant Thorton Frąckowiak Sp. z o.o Deloitte Audyt 10 o.o. Dolnośląska Spółka Gazownictwa 100,00% Deloitte Audyt Górnośląska Spółka Gazownictwa 100,00% Deloitte Audyt Karpacka Spółka Gazownictwa 100,00% Deloitte Audyt Mazowiecka Spółka Gazownictwa 100,00% Deloitte Audyt As at the opinion date, no opinion Pomorska Spółka Gazownictwa 100,00% Deloitte Audyt Wielkopolska Spółka Gazownictwa 100,00% Deloitte Audyt Budownictwo Urządzeń Gazowniczych 100,00% ECA Seredyński i Partnerzy Sp. z Gazobudowa o.o. Budownictwo Naftowe NaftomontaŜ Sp. z 88,83% Moore Stephens Jozef Krol Sp. z o.o. o.o. Naft-Stal Krosno 59,88% Moore Stephens Jozef Krol Sp. z o.o. Zakład Urządzeń Naftowych Naftomet Sp. z o.o. 100,00% Moore Stephens Józef Król Sp. z o.o. Poszukiwania Naftowe Diament 100,00% Firma Auditingu i Rachunkowosci w Zielonej Gorze ZRG Krosno 100,00% PKF Consult Biuro Studiów i Projektów Gazownictwa 75,00% Eliks Audytorska Gazoprojekt S.A. Geovita 100,00% PKF Audyt POGC Libya B.V. 100,00% Deloitte Accountant B.V. Investgas S.A. 100,00% ACA Partner Auditing Consulting Accounting Sp z o.o. PGNiG Norway A/S 100,00% Deloitte AS PGNiG Energia S.A. 100,00% The company is not audited as at 2009/12/ c) Subsidiaries subject to consolidation in accordance with the equity method: Name and address of the Company Share in the share capital (in %) Entity that audited the financial statements and type of opinion issued SGT EuRoPol Gaz S.A. 49,74% As at the opinion date, no opinion Gas-Trading S.A. 43,41% As at the opinion date, no opinion Opinion date 2. Information on the consolidated financial statements for the previous financial year The activities of the Capital Group in 2008 resulted in a net profit of PLN 865,742 thousand. Consolidated financial statements of the Capital Group for the 2008 financial year were audited by a certified auditor. The audit was performed by authorized entity Deloitte Audyt On 7 April 2009, the certified auditor issued an unqualified opinion on these financial statements with the following comment: Deloitte Audyt 11 Without qualifying the accuracy and fairness of the audited consolidated financial statements, we would like to point out the information presented Note 6, in which the Parent s Management Board have indicated factors resulting in measurement assumptions applied to shares of SGT EuRoPol Gaz. S.A. being uncertain. The
Related Search
Similar documents
View more...
We Need Your Support
Thank you for visiting our website and your interest in our free products and services. We are nonprofit website to share and download documents. To the running of this website, we need your help to support us.

Thanks to everyone for your continued support.

No, Thanks