FY 2010 Annual Report - Part II - Orascom Development
FY 2010 Annual Report - Part II - Orascom Development
FY 2010 Annual Report - Part II - Orascom Development
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<strong>Orascom</strong> <strong>Development</strong> Holding (Consolidated Financial Statement)<br />
stake of 98.05%, later increased to 98.16% at 31 December<br />
2008.<br />
Whereas the new holding company (ODH) is ultimately owned<br />
and controlled by the same major shareholders, management<br />
decided that this Group reorganisation was for the purpose of<br />
capital restructuring and it has been accounted for as a<br />
continuation of the financial statements of the initial holding<br />
Group (OHD) in the 2008 consolidated financial statements<br />
Management concluded that the above Group restructure is<br />
classified as a transaction under common control since the<br />
combining entities are ultimately controlled by the same parties<br />
both before and after the combination and that control is not<br />
transitory.<br />
However, since IFRS 3 Business Combinations excludes from its<br />
scope business combinations involving entities or businesses<br />
under common control (common control transactions), IAS 8<br />
requires management to develop and apply an accounting policy<br />
that results in information that is relevant and reliable.<br />
Management used its judgment in developing and applying an<br />
accounting policy for common control transactions arising from<br />
the Group’s capital restructuring as follows:<br />
−<br />
−<br />
−<br />
Recognition of the assets acquired and liabilities<br />
assumed of the initial holding Group (OHD) at their<br />
previous carrying amounts;<br />
Recognition of the difference between purchase<br />
consideration and net assets acquired as an adjustment<br />
to equity;<br />
Transaction costs, which were incurred in relation to the<br />
issuance of ODH shares, have been recognised as a<br />
reduction to the reserve from common control<br />
transaction. Amount included in the consolidated<br />
statement of changes in equity.<br />
27.6 Foreign currencies translation reserve<br />
CHF <strong>2010</strong> 2009<br />
Balance at beginning of year<br />
(75,348,038) (43,899,293)<br />
Exchange differences arising<br />
on translating the net assets<br />
of foreign operations (120,455,143) (31,448,745)<br />
27.7 Equity swap settlement<br />
CHF <strong>2010</strong> 2009<br />
Balance at<br />
beginning of<br />
year - -<br />
Contract over<br />
(10,220,295)<br />
own shares<br />
-<br />
Balance at<br />
end of year (10,220,295) -<br />
<strong>Part</strong> of the consideration from the sale of the six percent stake of<br />
the former Garranah subsidiaries will be settled by the receipt of a<br />
fixed number of the Parent Company’s own shares and therefore<br />
it was recorded as an equity instrument within equity (see note<br />
34).<br />
28 RETAINED EARNINGS<br />
___________________________________________________________________________________<br />
CHF <strong>2010</strong> 2009 (restated)<br />
Balance at beginning of year<br />
301,959,550 195,468,663<br />
Profit attributable to owners<br />
of the Parent Company 94,920,828 106,490,887<br />
Balance at end of year<br />
396,880,378 301,959,550<br />
During 2009 and <strong>2010</strong> no dividends had been paid, but a<br />
capital reduction with payment to the shareholders took place in<br />
each year as explained in note 26. In respect of the current year,<br />
the Board of Directors propose a capital reduction amounting to<br />
CHF 0.65 per share to be paid to the shareholders on or around<br />
31 August 2011. This capital reduction is subject to approval by<br />
the shareholders at the <strong>Annual</strong> General Meeting and has<br />
therefore not been recorded as a liability in these consolidated<br />
financial statements. The proposed capital reduction is payable to<br />
all shareholders based on the Register of Members on 23 May<br />
2011. The total estimated capital reduction to be paid is CHF<br />
18,338,527. The payment of this capital reduction will not have<br />
any tax consequences for the Group.<br />
Balance at end of year<br />
(195,803,181) (75,348,038)<br />
Exchange differences relating to the translation of the results and<br />
net assets of the Group's foreign operations from their functional<br />
currencies to the Group's presentation currency (CHF) are<br />
recognized directly in other comprehensive income and<br />
accumulated in the foreign currency translation reserve. Exchange<br />
differences previously accumulated in the foreign currency<br />
translation reserve in respect of translating the net assets of<br />
foreign operations are reclassified to profit or loss on the disposal<br />
of the foreign operation.<br />
F-53