AMPER, SA and Subsidiaries Consolidated Financial Statements for ...

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AMPER SISTEMAS, S.A. (Unipersonal) Income Statement (Thousands of euros) 2011 (*) 2010 2009 2008 Net Business Turnover 103.335 27.786 23.560 23.392 Changes in inventory 7.382 (736) 347 (217) Supplies (76.997) (13.835) (17.781) (13.844) Gross profit and loss 33.720 13.215 6.126 9.331 Other operating revenue 2.722 1.889 1.849 1.382 Personnel Expenses (20.516) (15.140) (6.717) (6.656) Other Operating Expenses (13.720) (4.611) (1.846) (3.656) Depreciation of fixed assets (1.955) (1.163) (822) (535) Operating profit and loss 251 (5.810) (1.410) (134) Financial profit and loss (354) (242) 213 201 Profit and loss due to impairment/reversal of assets --- --- Pre-tax profit and loss (103) (6.052) (1.197) 67 Profit tax 597 (115) 188 44 Financial year profit and loss 494 (6.167) (1.009) 111 (*) On 30 June 2011 for legal purposes, with accounting effect on 1 January 2011, there was a takeover merger involving Amper Sistemas, S.A, Amper Servicios de Comunicación, S.A.U. and Amper Soluciones, S.A.U., with the first as the acquiring company and the last two, the companies being acquired. Therefore, the financial data for financial year 2011 refers to the three aforementioned merged companies.
HEMISFERIO NORTE BRASIL, S. L. (Unipersonal) Balance Sheets (Thousands of euros) Assets 2011 (*) NON-CURRENT ASSETS 54.742 Intangible fixed assets --- Tangible fixed assets --- Long-term financial investments 54.742 Other non-current assets --- CURRENT ASSETS 5 Inventory --- Trade and other current assets receivable 5 Total Assets 54.747 Liabilities 2011 (*) NET ASSETS 54.719 Capital 54.742 Reserves --- Financial year profit and loss (23) NON-CURRENT LIABILITIES --- CURRENT LIABILITIES 28 Total Liabilities 54.747 (*) The company was established on 28 March 2011 by Amper, S.A. through the disbursement of the total share capital. The above financial data refers to the period between 28 March 2011 and 31 December 2011.
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q AMPER, S.A. and Subsidiaries Cons
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AMPER, S.A. AND SUBSIDIARIES CONSOL
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• In accordance with IFRSs, these
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The consolidated financial statemen
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a. Assets and liabilities: applying
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The Group’s share in non-controll
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The criteria used to recognise impa
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e) Financial instruments Financial
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Likewise, the Group needs to effect
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At the end of 2011 a number of lega
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Changes in deferred tax assets or l
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) Compensation for dismissal In acc
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4. Business Combinations and Goodwi
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The Group carries out tests on impa
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For the cash-generating unit “Tel
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Accumulated amortisation Balance at
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Group companies consolidated under
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10. Trade and other receivables The
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This reserve will only be used unde
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The amount of variation in scope of
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The breakdown of bank financing at
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At 31 December 2011, Group companie
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Provincial Appeal Court also ordere
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17. Business and geographical segme
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(Thousands of Euros) YEAR 2011 Defe
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Inter-segment sales are made at pre
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The methodology used to establish t
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19. Tax affaires Most of the compan
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Company 31.12.09 Additions Scope va
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At 31 December 2011 and 2010, the G
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Remuneration to members of the Boar
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26. Other contingencies The Amper G
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27. Subsidiaries Below we present d
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Bluesky Samoa Limited (Samoa) Samoa
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AMPER, S.A. and Subsidiary Corporat
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Defence Communications and Security
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Outlook Despite the outlook of unce
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for an amount of 92 Million Euros,
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Spain The table reflects the data f
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In Brazil, Amper was awarded the su
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Strategic cooperation agreements In
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RESEARCH AND DEVELOPMENT Amper, in
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• The last listed price was 1.66
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Board of Directors (i) On 23 March
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ANNUAL CORPORATE GOVERNANCE REPORT
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Specify the most significant change
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NO Specify whether the Company is a
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address a public bid under 6/2007 A
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EXTERNAL NOMINEE DIRECTORS Name or
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Specify why they cannot be consider
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B.1.10 With regard to the recommend
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Type of Directors By company By gro
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Process whereby the compensation of
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- To propose the system of remunera
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The Audit and Control Committee wil
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NO B.1.25 Specify if the Articles o
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B.1.32 Explain, where appropriate,
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B.1.38 Specify whether the Audit Re
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the Law on Public Limited Companies
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Brief description ORGANISATIONAL AN
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Name of the Committee APPOINTMENTS
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The Committees of the Board of Dire
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D.1 Description of the risk policy
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Page 135 and 136: Amper, S A losses for the fiscal ye
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Page 139 and 140: Likewise, in its session of 25 May
Page 141 and 142: Not applicable 3. Although Commerci
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Page 145 and 146: See caption: B.1.21 Not applicable
Page 147 and 148: Complies 28. The companies must mak
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Page 155 and 156: G - OTHER INFORMATION OF INTEREST I
Page 157 and 158: APPENDIX TO THE ANNUAL CORPORATE GO
Page 159 and 160: - In the case of all other employee
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Page 163 and 164: EVALUATING RISKS IN FINANCIAL INFOR
Page 165 and 166: The descriptions cover controls for
Page 167 and 168: The manual establishes that its upd
Page 169 and 170: A description of the scope of the e
Page 171 and 172: KPMG KPMG Auditores S.L Edificio To
Page 173 and 174: 3. Review the explanatory documenta
Page 175 and 176: Principal Companies of the Amper Gr
Page 177 and 178: AMPER, S.A. Balance Sheets (Thousan
Page 179 and 180: AMPER PROGRAMAS DE ELECTRÓNICA Y C
Page 181: AMPER SISTEMAS, S.A. (Unipersonal)
Page 185 and 186: GRUPO MEDIDATA INFORMÁTICA Balance
Page 187 and 188: EPICOM, S.A. Balance Sheets (Thousa
Page 189 and 190: LANDATA COMUNICACIONES DE EMPRESA,
Page 191 and 192: AMPER GROUP Balance Sheets (Thousan
Page 193 and 194: eLandia INTERNATIONAL, INC. Balance
Page 195 and 196: 7. Delegation, in favour of the Boa
Page 197 and 198: a) By the subsequent and express re
Page 199 and 200: In accordance with the provisions s
Page 201 and 202: Resolutions relating to item three
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Page 207 and 208: This Regulation aims to: a) Make pu
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Page 213 and 214: Article 7. Convening of a meeting a
Page 215 and 216: Article 11. Agenda The agenda shall
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Page 219 and 220: Article 28: Publication Following i
Page 221 and 222: other existing paid-up share capita
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Page 231 and 232: Article 16 B: Right to information
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The shareholders representing at le
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The Board of Directors shall meet w
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All this makes it advisable to adap
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CURRENT DRAFT PROPOSED AMENDMENT Pr
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the last financial year, at least.
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esolutions to be adopted and the do
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call shall be forwarded by the comp
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convened: - The minimum period requ
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of time, as well as the good order
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of signature considered appropriate
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through the timely notice of signif
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In general, it is not possible to p
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REPORT OF THE BOARD OF DIRECTORS OF
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(g) (h) (i) (j) The nature of, perp
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exchangeable fixed income securitie
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onds and shall be reported in the f
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upon the termination or relocation
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Article 13) The General Meetings ma
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The shareholders, who are entitled
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the right to cast their vote from a
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on any issues that may put at risk
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may not refuse the recruitment unle
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along with the functions and powers
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ACTIVITY REPORT OF THE APPOINTMENTS
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- Allowance of the Board Members fo
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Mr. Ignacio Javier López del Hierr
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ACTIVITY REPORT OF THE AUDIT AND CO
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Was appointed Board Member on 25 Ja
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Changes produced in the Audit and C
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It also involves the acquisition, o
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Information and Consultations The d
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AMPER GROUP INNOVATION COMMITTEE fr
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