DJ REA Finance B.V.: Annual accounts for 2017
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REA Finance B.V. (RE20) REA Finance B.V.: Annual accounts for 2017 30-Apr-2018 / 16:21 GMT/BST Dissemination of a Regulatory Announcement that contains inside information according to REGULATION (EU) No 596/2014 (MAR), transmitted by EQS Group. The issuer is solely responsible for the content of this announcement. Report of the management Management herewith presents to the shareholder the audited accounts of REA Finance B.V. (hereinafter "the Company") for the year 2017. General The Company is a private company with limited liability incorporated under the laws of the Netherlands and acts as a finance company. The ultimate holding company is R.E.A. Holdings plc (hereinafter "REAH"), London, United Kingdom. The REAH group is principally engaged in the cultivation of oil palms in the province of East Kalimantan in Indonesia and in the production of crude palm oil ("CPO") and by-products from fruit harvested from its oil palms. Overview of activities At 1 January 2017 the Company had outstanding GBP8,324,000 9.5 per cent guaranteed sterling notes 2017 (the "2017 sterling notes") and GBP31,852,000 8.75 per cent guaranteed sterling notes 2020 (the "2020 sterling notes"). At 1 January 2017 the Company also had loans receivable from REAH totalling GBP43,111,000, a Tranche A loan of GBP11,259,000 bearing interest at 9.6783 per cent and repayable on 20 December 2017, and a Tranche B loan of GBP31,852,000 bearing interest at 8.9283 per cent and repayable on 20 August 2020. There was also a loan from REAH to the Company of GBP2,460,000 bearing interest at 8.5 per cent and repayable on 20 December 2017. During the period under review the Company received interest on the loans from the Company to REAH and paid interest to the note holders of the sterling notes and to REAH. On 16 October 2017 REAH purchased for cancellation GBP248,000 of the 2017 notes reducing the Tranche A loan by that amount. On 15 December 2017 REAH purchased for cancellation GBP50,000 of the 2017 notes reducing the Tranche A loan by that amount. On 20 December REAH repaid GBP10,486,000 of the Tranche A loan less the GBP2,460,000 loan owed by REAF (a total of GBP8,026,000) and REAF repaid the outstanding 2017 sterling notes totalling the same amount. On 31 December 2017 the remaining GBP475,000 Tranche A loan was transferred to the Tranche B loan (now the "Loan"). At 31 December 2017 the Company had outstanding GBP31,852,000 2020 sterling notes and the Loan of GBP32,327,000 to REAH bearing interest at 8.9283 per cent. The 2020 sterling notes and the Loan are repayable on 20 August 2020. Results The net asset value of the Company as at 31 December 2017 amounts to GBP920,150 (31 December 2016: GBP863,620). The result for 2017 is a profit of GBP56,530 (2016: profit of GBP99,546). Going concern In the Directors' Report included in the 2017 Annual Report of REAH the directors have made the following statement regarding future viability: "As announced on 25 April 2018, the group has entered into a conditional agreement for the sale of PT Putra Bongan Jaya ("PBJ"). The sale is expected to realise gross proceeds of approximately $85 million and net proceeds of approximately $57 million after repayment of external borrowings and net of selling expenses. The proceeds of the sale of the PBJ shares and the repayment of monies owed by PBJ to other group companies will be applied in reduction of group indebtedness. As at 31 December 2017, bank debt due within one year amounted to $28.1 million. Of this, $22.0 million represented drawings under the group's revolving working capital facilities. The directors have no reason to believe that these facilities will not be rolled over at the end of July 2018 when the facilities fall due for renewal. Since June 2015, the group's financial position has been much improved by the subscription of some $39.5 million for new ordinary and preference shares, the issue of a total of $65 million of 2020 sterling notes and 2022 dollar notes in replacement of previous notes now redeemed and the loan and equity investment totalling $44 million by PT Dharma Satya Nusantara Tbk ("DSN"). The sale of PBJ should complete the financial restructuring. The sale of PBJ will serve the important financial purpose of reducing debt. It will also permit the group to consolidate its operational activities in a more compact area and to operate for longer without the need for an additional oil mill. This can be expected to result in a capital expenditure programme better aligned to the group's operational cash flows. The steady progress towards the resumption of mining on the group's principal coal concession should also lead to progressive recovery of amounts invested in coal. On the reasonable assumption that the divestment of PBJ will be completed as expected, the directors are confident that the group will have the cash resources that it needs for the foreseeable future. Should the sale of PBJ for any reason not be completed (an eventuality that the directors consider unlikely), then the group would be left with a higher level of indebtedness than the directors believe is desirable. Depending upon the level of CPO prices and operational performance during the remainder of 2018, the group may then need to seek some additional equity funding to address this. As respects funding risk, the group has material indebtedness, in the form of bank loans and listed notes. Some $5.1 million (excluding $1.1 million of bank loans to PBJ that will be discharged upon completion of the sale of PBJ) of bank term indebtedness falls due for repayment during 2018. A further $22.0 million of revolving working capital lines fall due for renewal during the same period. A further GBP31.9 million ($42.8 million) sterling notes will become repayable in August 2020. In view of the material proportion of the group's indebtedness falling due in the period to 31 December 2020, as described above, the directors have chosen this period for their assessment of the long-term viability of the group. In the meanwhile, the group is continuing discussions to refinance with longer term debt indebtedness falling due in 2018 and 2019, although the directors have no reason to believe that the revolving working capital facilities falling due in 2018 and 2019 will not be rolled over when they fall due for renewal (all revolving working capital facilities having previously been substantially rolled over on past renewals). In 2020 consideration will be given to the submission of proposals to the holders of the sterling notes to refinance these with securities of longer tenor. With the improvements in crops now being seen and CPO prices projected to remain at remunerative levels, the group's plantation operations can be expected to generate increasing cash flows going forward. In addition, the group is currently finalising arrangements to recommence operations at the group's principal coal concession and this can be expected to result in increasing cash flow. The group's ongoing extension planting programme will continue to require material capital expenditure but the group has flexibility as to the rate of development. Moreover, successful completion of the planned divestment of PBJ referred to above will defer for some years the group's requirement for a fourth palm oil mill. The directors fully expect that the divestment and financing initiatives currently being pursued, coupled with the improving outlook for the group's internally generated cash flows, will refinance, or permit the group to repay, the group indebtedness falling due for repayment during the period of assessment. However, should funding be required pending completion of these initiatives, the group will seek to issue for cash a limited number of new shares, authority for which will be sought as and when appropriate. Based on the foregoing and after making enquiries, the directors therefore have a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the period to 31 December 2020 and to remain viable during that period." Having considered these statements by the director of REAH the director of the Company has a reasonable expectation that REAH will be able to repay its indebtedness. Risks and uncertainties The principal risks and uncertainties facing the Company relate to the due performance by REAH of its obligations under the loan agreement with the Company. Any shortfall in performance would impact negatively on the Company's ability to meet its obligations to the holders of the 2020 sterling notes. The exposure of the Company is limited by: * the guarantee given by REAH and R.E.A. Services Limited ("REAS"), a subsidiary company of REAH incorporated in the United Kingdom, in favour of the Note Holders; and * the Limited Recourse Agreement dated 29 November 2010 and made between the Company, REAH and REAS (the "LRA"). The LRA reflects the intention of the parties thereto that the Company, in relation to its financing activities, should (i) meet the minimum risk requirements of article 8c, paragraph 2, of the Dutch Corporate Income Tax Act and (ii) not be exposed to risk in excess of the Minimum Risk Amount ("MRA"). For these purposes the MRA is 1 per cent of the aggregate amounts outstanding under the loan agreement between the Company and REAH. In relation to point (i) above, the Company's capital and reserves as at 31 December 2017 complied with the minimum risk requirements of article 8c, paragraph 2, of the Dutch Corporate Income Tax Act. In addition, pursuant to the LRA, REAH and REAS limited their rights of recourse against the Company in respect of any calls upon their guarantee of the 2020 sterling notes. Risks and uncertainties with respect to the group's operations are low. All of the group's operations are located in Indonesia and the group is
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DJ REA Finance B.V.: Annual accounts for 2017 -2-
therefore significantly dependent on economic and political conditions in Indonesia. In the recent past Indonesia has been stable and the Indonesian economy has continued to grow. In addition the group has never been adversely affected by political unrest. The introduction of exchange controls or other restrictions on foreign owned operations in Indonesia could lead to restrictions on the transfer of profits from Indonesia to the UK with potential negative implications for the servicing of the obligations in relation to the sterling notes but the group is not aware that there are any plans for this under current political conditions. Mandatory reduction of foreign ownership of Indonesian plantation operations could lead to forced divestment of interests in Indonesia. However, while the group accepts there is a significant possibility that foreign owners may be required over time to partially divest ownership of Indonesian oil palm operations, it has no reason to believe that such divestment would be at anything other than market value. Risk management objectives In carrying out its financing activities, it is the policy of the Company to minimize exposure to interest and exchange rate fluctuations by ensuring that loans are denominated in the same currency as the financing sources from which such loans are funded and that interest receivable on such loans is based on a formula from which the Company derives a fixed margin over the cost of funding. In addition, the Company relies on the arrangements described under "Risks and uncertainties" above to limit its exposure to loss. The Company does not enter into or trade other financial instruments for any purpose. The Company's overheads are denominated mostly in euros and sterling. The fixed margin referred to above, which is derived in sterling, is formulated to cover all the overheads and to leave a residual margin as compensation for assuming the limited risk under the LRA. The Company does not seek to hedge the minimal foreign currency risk implicit in these arrangements. The principal credit risk is described in detail under "Risks and uncertainties" above. Deposits of surplus cash resources are only made with banks with high credit ratings. Employees During 2017, the Company did not employ personnel nor in the previous years. Research and development The Company does not perform any research and development. Audit Committee In August 2008 the Dutch Act on the Supervision of Accounting Firms (Wet Toezicht Accountantsorganisaties) ("ASAF") was amended. This resulted in a wider definition of a public interest entity (organisatie van openbaar belang) ("PIE"). All Dutch entities which have issued listed debt are now considered to be PIEs. In addition on August 8, 2008, an implementing regulation (algemene maatregel van bestuur) ("IR") came into force in the Netherlands, enacting Article 41 of European Directive no. 2006/43/EG (the "ED"), regarding legislative supervision of annual reports and consolidated financial statements. This IR obliges all PIEs to establish an audit committee ("AC"). The AC is formed by members of the Company's supervisory board ("SB") or by non-executive management board members. Because the Company falls within the definition of a PIE it is in principle obliged to establish an AC. Although the ED provides certain exemptions for establishing an AC for securitisation vehicles ("SVs"), under the IR the Company is not considered to be a SV and therefore can not make use of the exemption to install an AC. In the light of extensive research and discussions between, amongst others, the Dutch Authority for the Financial Markets (Autoriteit Financiële Markten) and several legal advisors and audit firms, there are certain matters to be considered with respect to the requirement to establish an AC: * The activities of the Company and those of a SV are very similar; * Under the ED the Company qualifies as a SV and would thus be exempted from the obligation to establish an AC; * The Company does not have a SB or non-executive members of the board. The establishment of a SB would require an amendment to the Company's Articles of Association; * It remains unclear why the IR contains a more stringent definition of a SV than the ED. The general view in the Netherlands is that it could not have been the legislators' intention for financing vehicles, such as the Company, not to fall within the description of a SV and thus not be exempted. In view of the above reasons, management currently does not consider it to be in the Company's best interest, nor has it taken steps, to implement an AC. Future outlook Management is of the opinion that the present level of activities will be maintained during the next financial year. Management expects that the average number of employees will not change during the next financial year. Management representation statement Management declares that, to the best of its knowledge, the annual accounts prepared in accordance with the applicable set of accounting standards give a true and fair view of the assets, liabilities, financial position and profit or loss of the Company and that the Report of the management includes a fair review of the development and performance of the business and the financial position of the Company, together with a description of the principal risks and uncertainties it faces. Amsterdam, April 26, 2018 Corfas B.V. Financial Statements Balance sheet as at 31 December 2017 (After appropriation of results) Notes 2017 2016 GBP GBP Fixed assets Financial fixed assets - Loans to 1 32,3 31,8 parent 27,0 52,0 company 00 00 Total fixed assets 32,3 31,8 27,0 52,0 00 00 Current assets Loans to parent company 1 - 11,2 59,0 00 Amounts due from parent 2 448, 372, company 836 107 Taxation receivable 3 7,01 - 4 Other debtors 4 - 375 Cash and cash equivalents 5 15,0 36,6 38 35 Total current assets 470, 11,6 888 68,1 17 Current liabilities (due within one year) Amounts due to parent company 6 - 2,46 0,00 0 2017 sterling notes 7 - 8,32 4,00 0 Taxation 8 1,41 5,77 payable 7 6 Due to third parties 9 24,3 14,7 21 21 Total current liabilities 25,7 10,8 38 04,4 97 Current assets less current 445, 863, liabilities 150 620 Total assets less current 32,7 32,7 liabilities 72,1 15,6 50 20 Long term liabilities (due after one year) 2020 sterling notes 7 31,8 31,8 52,0 52,0 00 00 Total long term liabilities 31,8 31,8 52,0 52,0 00 00 Capital and reserves 10 Paid-up and called-up share 15,0 15,4 capital 25 15 Translation reserve (2,8 (3,1 01) 91) Share premium account 475, 475, 000 000 Other reserves 432, 376, 926 396 Total shareholder's equity 920, 863, 150 620 Total long term liabilities and shareholder's 32,7 32,7 equity 72,1 15,6 50 20 The accompanying notes are an integral part of this balance sheet. Profit and loss account for the year ended 31 December 2017 Notes 2017 2016 GBP GBP Finance activities Interest income on loans to parent 11 3,89 3,93 company 8,01 3,52 9 2 Interest expense on loan from parent 12 (202 (209
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DJ REA Finance B.V.: Annual accounts for 2017 -3-
company ,850 ,100 ) ) Interest expense sterling 13 (3,5 (3,5 notes 2017 & 2020 72,7 77,8 45) 30) Result finance activities 122, 146, 424 592 Other financial income and expenses Currency exchange rate 14 (12, 22,5 differences 043) 68 Total other financial income and (12, 22,5 expenses 043) 68 Other income and expenses Operational income 15 32,1 7,16 80 2 General and administrative 16 (73, (49, expenses 915) 995) Total other income and (41, (42, expenses 735) 833) Result on ordinary activities before taxation 68,6 126, 46 327 Taxation charge for the year 17 (12, (26, 116) 781) Result after taxation 56,5 99,5 30 46 The accompanying notes are an integral part of this profit and loss account. Notes to the annual accounts for the year 2017 General The Company was incorporated as a private company with limited liability under the laws of the Netherlands on 7 November 2006 and has its statutory seat in Amsterdam, The Netherlands. The ultimate holding company is R.E.A. Holdings plc in London, United Kingdom. The principal activity of the Company is to act as a finance company, and its place of business is at Amstelveenseweg 760, 1081 JK Amsterdam, The Netherlands. The functional currency of the Company is GBP, which is also the presentation currency of the accounts. Basis of presentation The accompanying accounts have been prepared in accordance with accounting principles generally accepted in The Netherlands and with the financial reporting requirements included in Part 9 of Book 2 of the Dutch Civil Code. The most significant accounting principles are as follows: a) Foreign currencies Assets and liabilities in foreign currencies are converted into pounds sterling at the exchange rates prevailing on the balance sheet date. Transactions in foreign currencies are translated into pounds sterling at the exchange rates in effect at the time of the transactions. The resulting exchange rate differences are taken to the profit and loss account, with the exception of the share capital which is included in Capital and reserves under Translation reserve. The exchange rates used in the annual accounts are: 31.12.17 31.12.16 1 GBP (pound sterling) = EUR 1.20 1.17 b) Loans and receivables Loans and receivables are stated at their face value, less an allowance for any possible uncollectible amounts. c) Other assets and liabilities Other assets and liabilities are shown at face value, unless stated otherwise in the notes. d) Recognition of income Income and expenses, including taxation, are recognized and reported on the accruals basis. e) Corporate income tax Taxation on the result for the period comprises both current taxation payable and deferred taxation. No current taxation is provided if, and to the extent that, profits can be offset against losses brought forward from previous periods. Deferred tax assets on losses are recognized to the extent that it is probable that taxable profits will be available against which the deferred tax assets can be utilized. Current tax liabilities are computed taking into account all available tax credits. Going Concern In the Directors' Report included in the 2017 Annual Report of REAH the directors have made the following statement regarding future viability: "As announced on 25 April 2018, the group has entered into a conditional agreement for the sale of PT Putra Bongan Jaya ("PBJ"). The sale is expected to realise gross proceeds of approximately $85 million and net proceeds of approximately $57 million after repayment of external borrowings and net of selling expenses. The proceeds of the sale of the PBJ shares and the repayment of monies owed by PBJ to other group companies will be applied in reduction of group indebtedness. As at 31 December 2017, bank debt due within one year amounted to $28.1 million. Of this, $22.0 million represented drawings under the group's revolving working capital facilities. The directors have no reason to believe that these facilities will not be rolled over at the end of July 2018 when the facilities fall due for renewal. Since June 2015, the group's financial position has been much improved by the subscription of some $39.5 million for new ordinary and preference shares, the issue of a total of $65 million of 2020 sterling notes and 2022 dollar notes in replacement of previous notes now redeemed and the loan and equity investment totalling $44 million by PT Dharma Satya Nusantara Tbk ("DSN"). The sale of PBJ should complete the financial restructuring. The sale of PBJ will serve the important financial purpose of reducing debt. It will also permit the group to consolidate its operational activities in a more compact area and to operate for longer without the need for an additional oil mill. This can be expected to result in a capital expenditure programme better aligned to the group's operational cash flows. The steady progress towards the resumption of mining on the group's principal coal concession should also lead to progressive recovery of amounts invested in coal. On the reasonable assumption that the divestment of PBJ will be completed as expected, the directors are confident that the group will have the cash resources that it needs for the foreseeable future. Should the sale of PBJ for any reason not be completed (an eventuality that the directors consider unlikely), then the group would be left with a higher level of indebtedness than the directors believe is desirable. Depending upon the level of CPO prices and operational performance during the remainder of 2018, the group may then need to seek some additional equity funding to address this. As respects funding risk, the group has material indebtedness in the form of bank loans and listed notes. Some $5.1 million (excluding $1.1 million of bank loans to PBJ that will be discharged upon completion of the sale of PBJ) of bank term indebtedness falls due for repayment during 2018. A further $22.0 million of revolving working capital lines fall due for renewal during the same period. A further GBP31.9 million ($42.8 million) sterling notes will become repayable in August 2020. In view of the material proportion of the group's indebtedness falling due in the period to 31 December 2020, as described above, the directors have chosen this period for their assessment of the long-term viability of the group. In the meanwhile, the group is continuing discussions to refinance with longer term debt indebtedness falling due in 2018 and 2019 although the directors have no reason to believe that the revolving working capital facilities falling due in 2018 and 2019 will not be rolled over when they fall due for renewal (all revolving working capital facilities having previously been substantially rolled over on past renewals). In 2020 consideration will be given to the submission of proposals to the holders of the sterling notes to refinance these with securities of longer tenor. With the improvements in crops now being seen and CPO prices projected to remain at remunerative levels, the group's plantation operations can be expected to generate increasing cash flows going forward. In addition, the group is currently finalising arrangements to recommence operations at the group's principal coal concession and this can be expected to result in increasing cash flow. The group's ongoing extension planting programme will continue to require material capital expenditure but the group has flexibility as to the rate of development. Moreover, successful completion of the planned divestment of PBJ referred to above will defer for some years the group's requirement for a fourth palm oil mill. The directors fully expect that the divestment and financing initiatives currently being pursued, coupled with the improving outlook for the group's internally generated cash flows, will refinance, or permit the group to repay, the group indebtedness falling due for repayment during the period of assessment. However, should funding be required pending completion of these initiatives, the group will seek to issue for cash a limited number of new shares, authority for which will be sought as and when appropriate. Based on the foregoing and after making enquiries, the directors therefore have a reasonable expectation that the company and the group have adequate resources to continue in operational existence for the period to 31 December 2020 and to remain viable during that period." Having considered these statements by the director of REAH the director of the Company has a reasonable expectation that REAH will be able to repay its indebtedness. Cash flow statement The annual accounts for 2017 of the Company's ultimate holding company (REAH) include a consolidated cash flow statement for the group as a whole. Accordingly, the Company has elected to use the exemption provided under RJ 360.104 and does not present its own cash flow statement. The annual report of REAH can be obtained from the website www.rea.co.uk Related party transactions
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All transactions with the shareholder (REAH) are related party transactions and are performed at arm's length. Notes to the specific items of the balance sheet 1. Loans to parent company REAH, the Company's parent company, is a company incorporated in the United Kingdom whose share capital is listed on the London Stock Exchange. The loans to REAH comprise: 2017 2016 GBP GBP Balance Tranche A at 1 January 11,259,000 11,259,000 On 16 October REAH purchased for (248,000) - cancellation 2017 sterling notes reducing the Tranche A loan On 15 December REAH purchased for (50,000) - cancellation 2017 sterling notes reducing the Tranche A loan Repayment of Tranche A loan on 20 December (10,486,000) Transfer of Tranche A to Tranche B (475,000) - on 31 December Balance Tranche A at 31 December - 11,259,000 Balance Tranche B at 1 January 31,852,000 31,852,000 Transfer of Tranche A to Tranche B 475,000 - Balance Tranche B at 31 December 32,327,000 31,852,000 Balance at 31 December 32,327,000 43,111,000 The Tranche A loan to REAH bore interest at 9.6783 per cent and was repaid on 20 December 2017. The Tranche B loan (the "Loan") to REAH bears interest at 8.9283 per cent and is repayable on 20 August 2020. The Loan to REAH represents the on-lending of proceeds from the issue of the 2020 sterling notes on such terms that permit the Company to earn such interest margin as is specified by the Advance Pricing Agreement referred to in note 17. In view of the similar provisions of these loans as to interest and maturity as those applicable to the sterling notes, management estimates a fair value of GBP32.4m (2016: GBP42.7m), using the same basis of valuation as the sterling notes (see note 7). 2. Amounts due from parent company 2017 2016 GBP GBP R.E.A. Holdings plc: current account 448,836 372,107 448,836 372,107 All amounts are due within one year. 3. Taxation receivable 2017 2016 GBP GBP Corporate income tax 2017 7,014 - 7,014 - 01.01 paid/(received) p/l 31.12 accoun t Corporate GBP GBP GBP income tax GBP summary 2016 (4,248 2,761 1,487 - ) 2017 - 20,968 (13,95 7,014 4) (4,248 23,729 (12,46 7,014 ) 7) 4. Other debtors 2017 2016 GBP GBP ADNL credit invoice - 375 - 375 5. Cash and cash equivalents 2017 2016 GBP GBP Current account with bank GBP 14,368 36,482 Current account with bank EUR 670 153 15,038 36,635 6. Amounts due to parent company 2017 2016 GBP GBP Balance loan as per 1 January 2,460,000 2,460,000 Repayment 20 December 2017 (2,460,000) - Balance loan as per 31 December - 2,460,000 The sterling loan from REAH to the Company incurred interest at 8.5% and was repaid on 20 December 2017. The loan was provided during 2011 in order to finance the re-purchase of GBP2,460,000 nominal of sterling notes. At 31 December 2016 management estimated the fair value of this loan on the same basis as the loan from the Company to REAH (see note 1) resulting in a fair value of GBP2.4m. 7. Sterling Notes The sterling notes are listed on the London Stock Exchange and are irrevocably and jointly guaranteed by REAH and by REAS. 2017 2016 GBP GBP Balance 2017 sterling notes at 1 8,324,000 8,324,000 January Purchased for cancellation on 16 (248,000) - October by REAH Purchased for cancellation on 15 (50,000) - December by REAH Repaid 21 December 2017 (8,026,000) - Balance 2017 sterling notes at 31 - 8,324,000 December Balance 2020 sterling notes at 1 31,852,000 31,852,000 January Balance 2020 sterling notes at 31 31,852,000 31,852,000 December Balance at 31 December 31,852,000 40,176,000 The 2017 sterling notes were repaid on 21 December 2017. The 8.75 per cent guaranteed sterling notes 2020 (the "2020 sterling notes") are repayable on 31 August 2020. The fair value of the sterling notes has been estimated by management at GBP31.9m (2016: GBP39.8m) based on the latest price at which the sterling notes were traded prior to the balance sheet date. 8. Taxation payable 2017 2016 GBP GBP Value added tax 1,417 1,528 Corporate income tax 2016 - 4,248 1,417 5,776 9. Due to third parties 2017 2016 GBP GBP Administration fees 1,700 - Audit fees 14,000 11,000 Tax advisory fees 2,000 2,000 Legal fees 6,621 1,721 24,321 14,721 10. Capital and reserves The authorized share capital of the Company amounts to EUR 90,000 divided into 90,000 shares of EUR 1 each, of which 18,000 shares have been issued and fully paid-up. The share capital is recorded at the rate of exchange at the balance sheet date. At 31 December 2017 the rate was 1 GBP = 1.20 EUR (2016: 1 GBP = 1.17 EUR). Share Translation Share Oth Tot capit reserve (GBP) premi er al al um res (GBP) (GBP) (GBP) erv es (GBP) Balance as at 31.12.15 13,26 (1,040) 475,0 276 764 4 00 ,85 ,07 0 4 Transfer - - - - - Dividend - - - - - Revaluation 2,151 (2,151) - - - Result for the year - - - 99, 99, 546 546 Balance as at 31.12.16 15,41 (3,191) 475,0 376 863 5 00 ,39 ,62 6 0 Transfer - - - - - Dividend - - - - - Revaluation (390) 390 - - - Result for the year - - - 56, 56, 530 530 Balance as at 31.12.17 15,02 (2,801) 475,0 432 920 5 00 ,92 ,15 6 0 Appropriation of the result for the year The management proposes to add the profit for the year to the other reserves. This proposal has already been reflected in the annual accounts. 11. Interest income on loans to parent 2017 2016 company GBP GBP R.E.A. Holdings plc 3,898,019 3,933,522 3,898,019 3,933,522 12. Interest expense on loans from parent 2017 2016 company GBP GBP R.E.A. Holdings plc 202,850 209,100 202,850 209,100 13. Interest expense sterling notes 2017 & 2017 2016 2020 GBP GBP Interest payable sterling notes 3,572,74 3,577,830 5 3,572,74 3,577,830 5 14. Currency exchange rate differences 2017 2016 GBP GBP On finance activities (12,043) 22,568 (12,043) 22,568 15. Operational income 2017 2016 GBP GBP Operational income 32,180 7,162 32,180 7,162 16. General and administrative expenses 2017 2016 GBP GBP Administration fees 26,210 17,376 Tax advisory fees 10,910 5,694 Notary fees 14,166 10,154 Bank charges 2,661 2,073 Audit fees (Deloitte Accountants B.V.) 18,551 12,087 VAT 2015 - 1,083 VAT 2016 - 1,528 VAT 2017 1,417 - 73,915 49,995 Audit fees
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